XAPO BANK LIMITED TERMS & CONDITIONS

Effective Date: 1st November 2022

1. Fees Information - Last update: October 01, 2023
2. Glossary of terms - Last update: March 3, 2020
3. Depositor Information Sheet - Last update: June 2, 2020

GENERAL TERMS & CONDITIONS

1. SCOPE

1.1 These Terms & Conditions (“Terms”), together with any supplemental terms, and any other documents mentioned in these Terms, forms the Agreement that governs the entire relationship between you (“Customer”) and Xapo Bank when you open a Xapo Account with us.

1.2 As well as these Terms, general law applies to the accounts and services we provide, which may mean other rights and liabilities apply.

1.3 These Terms are supplied in English and shall be interpreted accordingly. Any translation of these Terms is for convenience purposes only. In the event of any conflict or inconsistency between the English version and a translated version, the English version shall prevail.

1.4 These Terms are available on our website and in the Xapo Bank App. You have the right to receive these Terms, upon request, at any time during the duration of this Agreement. This can be provided to you on paper or such other durable medium such as via email or via the Xapo Platform.

2. INTERPRETATION

2.1 In this Agreement:

“Agreement” means the agreement in place between us and you in respect of your Xapo Account, which comprises these Terms and other relevant documents mentioned in these Terms;

“Balance”, means any amount or amounts held in the digital bank account or any subaccount in your Xapo Account that we have opened for you and maintain in accordance with these Terms;

“Business Day” means a day other than a Saturday, Sunday or a public holiday in Gibraltar, when banks in Gibraltar are open for business;

“Unsupported Currency Payment” means a payment to or from an account in a currency that is not a Supported Currency;

“Payment Instrument” means a personal device or procedure, agreed between us and you, used in order to initiate a payment, such as a credit card, debit card, Xapo Card or the Xapo Bank App;

“Minimum Balance” means a minimum amount that you may be required to maintain in your Xapo Account as determined by Xapo Bank from time to time;

“Rates, Fees & Charges Sheet” means the separate document which sets out the rates, fees and charges applicable to your Xapo Account;

“Representative(s)” means the duly authorised heir(s), executor(s), administrator(s), successor(s) in title and/or assign(s) of a Customer;

“Security Information” means the information we request from you (including through the Xapo Bank App or when we open your Xapo Account) to ensure your Xapo Account and your use of the Xapo Bank App remain secure;

“Services” means all products, services, content, features, technologies, functions offered by us from time to time and all related websites, applications (including the Xapo Bank App), and services including our Website;

“Supported Currency” means any number of currencies that are supported by the Xapo Bank App from time to time;

“Third Party Provider” means an entity other than us (i) to which you have granted consent to access your Xapo Account and/or authorised to make payments from your Xapo Account on your behalf and (ii) which is authorised by the Gibraltar Financial Services Commission or an equivalent competent authority, as an Account Information Service Provider or a Payment Initiation Service Provider and which is authorised to provide you with such services in your jurisdiction;

“Website” means our webpage, including but not limited to www.xapo.com and any other web domains or subdomains from where we provide the Services to you from time to time;

“Xapo”, “Xapo Bank”, “We”, “our” or “us” means Xapo Bank Limited, our successors and assigns and anyone who takes over our business or anyone we may transfer the business to;

“Xapo Account” means the account that we have opened for you and maintain in accordance with these Terms and which represents your Balance and provides other related functionality and linked accounts within the Xapo Bank App;

“Xapo Bank App” means the mobile application software, the data supplied with the software and the associated media, as updated from time to time, that allows you to access your Xapo Account and our Services from a supported mobile device;

“Xapo Platform” means the Xapo Bank App and our Website;

“You” or “your” means the Customer in whose name we have opened and maintain a Xapo Account.

2.2 Clause and paragraph headings and numbering in these Terms shall not affect the interpretation of these Terms.

2.3 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).

2.4 A reference to a company shall include any company, corporation or other body corporate, wherever and however incorporated or established.

2.5 Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.

2.6 Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.

2.7 These Terms shall be binding on, and enure to the benefit of, the parties to these Terms and their respective personal representatives, successors and permitted assigns, and references to any party shall include that party’s personal representatives, successors and permitted assigns.

2.8 A reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time.

2.9 A reference to a statute or statutory provision includes all subordinate legislation made from time to time under that statute or statutory provision.

2.10 A reference to writing or written includes email and any other form of digital communication that we may use from time to time.

2.11 Any obligation on a party not to do something includes an obligation not to allow that thing to be done.

2.12 A reference to these Terms or to any other document referred to in these Terms is a reference to these Terms or such other document as varied or novated (in each case, other than in breach of the provisions of these Terms) from time to time.

2.13 Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.

3. ABOUT US

3.1 Company Information: Xapo Bank Limited is a company incorporated and registered under the laws of Gibraltar with Company No. 111928.

3.2 Registered Office: Our registered office is at Suite 23, Portland House, Glacis Road, Gibraltar, GX11 1AA.

3.3 Regulator: Xapo Bank is regulated by the Gibraltar Financial Services Commission (“GFSC”) with permission to provide services as a “credit institution” under the Financial Services Act 2019.

3.4 Contacting Us: If you ever have any questions, issues, or complaints, you can always check out our FAQs page or you can contact our Membership Services Team through the Xapo Bank App or via our Website. Our team will always do their best to help you. Unless otherwise stated our FAQs do not form part of this Agreement and shall not affect the interpretation of these Terms.

4. HOW WE CONTACT YOU

4.1 We will communicate with you through digital channels wherever possible or in a manner required by regulations using the contact details you have given us.

4.2 You are responsible for all notifications you receive in connection with your Xapo Account and our Services and other prompts requiring action on your part. You must respond to them promptly and within the indicated timeframe. Xapo Bank will not be held liable where your failure to respond to such notification or prompt results in loss on your part.

4.3 You must ensure that the contact information on your Xapo Account is correct and kept up to date by you at all times. If your contact information changes and you have failed to update it or have not told us about it, we will not be held liable for any losses arising out of your failure to maintain up to date information or as a result of us misdirecting your confidential information.

4.4 Where we are required to provide information on a durable medium, we will send you an email with the information or notify you of where this can be found on the Xapo Platform. It is your responsibility to keep copies of all such communications.

4.5 We may charge you if you do not provide up-to-date contact details and we have to pay costs in trying to find you.

4.6 All our communications with you will be in English. Other languages may be used for convenience purposes only, but we do not warrant that we will use other languages other than English to communicate with you.

5. GIBRALTAR DEPOSIT GUARANTEE SCHEME

5.1 Scheme: Xapo Bank is covered by the Gibraltar Deposit Guarantee Scheme (“GDGS”).

5.2 Amount of Cover: The GDGS can pay compensation to eligible depositors if a bank is unable to meet its financial obligations. Eligible depositors are covered up to EUR 100,000 (or currency equivalent) per depositor, irrespective of the number of accounts or the currencies (if applicable) these are held in at the bank that has failed.

5.3 Competent Authority: The GDGS does not regulate us or other banks, this is carried out by the GFSC. The GFSC is the Competent Authority and has been appointed as the Resolution Authority. The Financial Services Resolution and Compensation Committee (“FSRCC”) is the designated authority, who administers the GDGS. Only the GFSC, as the regulator, or the Courts can decide if a bank is unable to repay its deposits. The GDGS cannot make this decision.‍

5.4 Further Information: For more information about the GDGS, including amounts covered and eligibility, you can visit their website. You can also see our GDGS Depositor Information Sheet on this page.

6. OPENING AN ACCOUNT

6.1 You can register to open a Xapo Account by downloading the Xapo Bank App to your mobile phone.

6.2 Individuals: If you’re an individual, you can only register to open a Xapo Account and make use of our Services if you are at least 18 years old. By opening a Xapo Account you declare that you are at least 18 years old.

6.3 Institutions: If you are not a consumer (i.e. an individual), you confirm that you have full power, authority and capacity to bind any business or entity on whose behalf you open a Xapo Account and make use of our Services, and that business or entity accepts these Terms.

6.4 If you are approved, we will register your Xapo Account for you on the basis of the information that you have provided to us. You must provide accurate information and tell us of any changes to your information as soon as possible so that our records remain correct. If at any time we believe that your information is outdated or inaccurate, we may contact you and request further information or request that you go through the verification process again.

6.5 You may only open one Xapo Account unless we have agreed in writing the opening of additional accounts. Xapo Bank may refuse the creation of duplicate accounts for the same customer. Where duplicate accounts are detected, Xapo Bank may close or merge these duplicate accounts at its sole discretion.

6.6 To operate a Xapo Account you must have a supported smartphone, on which the Xapo Bank App can be installed and used.

6.7 You will not be able to open a Xapo Account if you have previously been suspended or removed from using any of our Services.

6.8 If we ask you for further information (including tax information), you will provide us with this information as soon as possible. We will only ask for further information where it is necessary to be able to open or continue to operate your Xapo Account or if it is reasonable to do so in the circumstances.

6.9 You cannot use your Xapo Account for business purposes if it has been opened for personal use and vice versa. If you do, we may close your Xapo Account.

6.10 There could be a chance that you might not be able to manage your Xapo Account from some countries. If this happens, please contact us.

6.11 Xapo Bank reserves the right to refuse to open a Xapo Account for you at its sole discretion.

6.12 Without prejudice to clause 6.11, you may not open a Xapo Account if you are located in, or are a citizen or residence of, any jurisdiction that Xapo Bank has designated, from time to time, and at its sole discretion, as a jurisdiction where the use of our Services is prohibited. You agree to comply with these Terms even if our methods to prevent the use of the Services in such jurisdictions are not effective or can be bypassed.

7. VERIFICATION

7.1 We are required by law to carry out all necessary security, identity verification, customer due diligence and other screening checks and procedures on you before and during the provision of any of our Services.

7.2 During the application process to open a Xapo Account you will be asked for personal information that we will use to confidentially verify your identity and to carry out checks to assess whether you are eligible for a Xapo Account and our Services.

7.3 By entering into these Terms you confirm that you consent to Xapo Bank carrying out such verifications and that a third party can also do this on our behalf.

7.4 You agree to fully cooperate with all requests made by us or a third party acting on our behalf, to identify or authenticate your identity or validate your source of funds or your transactions.

7.5 We reserve the right to refuse to open a Xapo Account for you, or if opened, to close, suspend, or limit access to your Xapo Account and our Services, either temporarily or permanently, including, without limitation, where we are required or recommended to do so by applicable governmental, regulatory or law enforcement requirements or applicable laws and regulations, or in the event that we are unable to obtain and verify such information to our satisfaction or you do not comply with our requests.

8. THE XAPO PLATFORM

8.1 We licence the use of the Xapo Platform, subject to these Terms and to any rules and policies applied by any third party such as an app store provider or operator in the case of the Xapo Bank App. We do not sell the Xapo Platform to you. We remain the owners of the Xapo Platform at all times.

8.2 This licence also governs any software updates that we provide unless we issue a new licence at the time of the update. ‍ 8.3 In the case of the Xapo Bank App, you must keep it updated when new versions are made available through the App Store or Google Play. Depending on the update, you may not be able to use the Xapo Bank App or it may not work as intended until you have downloaded the latest version of the Xapo Bank App and accepted any new terms.

8.4 In consideration of you agreeing to abide by these Terms, we grant you a non-transferable, non-exclusive and royalty-free licence to use the Xapo Platform and software embedded in it to open and manage your Xapo Account and to access our Services, but always subject to these Terms and any other documents relevant to the Services we offer from time to time.

8.5 This licence will terminate immediately when we or you close your Xapo Account and you delete the Xapo Bank App. We reserve all other rights in their entirety.

8.6 You must not:

a) Install the Xapo Bank App on, or transfer the Xapo Bank App to, anyone else’s phone;

b) Translate, adapt, vary, modify, violate, circumvent, reverse-engineer, decompile, disassemble, create derivative works or otherwise interfere with any element of the Xapo Platform or assist anyone else to do any of these things;

c) Use the Xapo Platform in any unlawful manner or in contravention of these Terms any other documents relevant to the Services we offer from time to time;

d) Collect or harvest any information or data from the Xapo Platform or our systems or attempt to decipher any transmissions to or from our systems; or

e) Upload any content, which is or may be considered violent, threatening, liable to incite racial hatred, in breach of confidence or privacy, discriminatory, defamatory, abusive, unlawful, pornographic, obscene, indecent, profane or which may cause annoyance or inconvenience to any other person.

8.7 If you do anything which is prohibited under this paragraph, you may be responsible for any losses Xapo Bank suffers as a result.

9. USING YOUR XAPO ACCOUNT

9.1 All activities under your Xapo Account shall be deemed as activity carried out by you, the verified customer. You shall only use the Services in the Xapo Account to transact on your own Xapo Account and not on behalf of any other person or entity.

9.2 You will not:

a) Violate any law, regulation, contract, intellectual property or commit a tort while using your Xapo Account or our Services;

b) Use the Xapo Account and our Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other customers from fully enjoying their Xapo Account and our Services, or that could damage, disable, overburden, or impair the functioning of their Xapo Account or our Services in any manner;

c) Use the Xapo Account or any of our Services to pay for, support, or otherwise engage in any illegal gambling activities, fraud, money-laundering, or terrorist activities, or other illegal activities;

d) Attempt to circumvent any content filtering techniques Xapo Bank employs, or attempt to access any service or area of the Xapo Platform and our Services that you are not authorised to access;

e) Develop any third-party applications that interact with the Xapo Platform or any of our Services without our prior written consent, or unless otherwise agreed;

f) Post content or communications that are, in our sole discretion, libellous, defamatory, profane, obscene, pornographic, sexually explicit, indecent, lewd, vulgar, suggestive, harassing, hateful, threatening, offensive, discriminatory, bigoted, abusive, inflammatory, fraudulent, deceptive or otherwise objectionable;

g) Post content containing unsolicited promotions, political campaigning, or commercial messages (SPAM) or any chain messages or customer content designed to deceive or trick other customers of our Services;

h) Post content containing private information of any third-party including, but not limited to, addresses, phone numbers, email addresses, social security numbers and credit card numbers; or

i) Encourage or induce any third party to engage in any of the activities prohibited under this clause.

9.3 Transaction history is displayed within your Xapo Account. All your transactions (including your Balance, money you have uploaded, received, sent and/or withdrawn) are recorded in the transaction history section of your Xapo Account. You may access this information after you access your Xapo Account.

9.4 You must check your Xapo Account regularly and carefully. If you suspect an incorrect or unauthorised payment has been made from your Xapo Account you must notify us without undue delay and in any event no later than 13 months after the payment date to be entitled to a rectification. If the payment was unauthorised, we will refund the amount of the unauthorised payment immediately and by no later than the end of the business day following the day on which the unauthorised payment was communicated to us and, if applicable, restore your Xapo Account to the state that it would have been in if the unauthorised payment had not taken place PROVIDED THAT:

a) You will bear the loss incurred from an unauthorised payment on your Xapo Account, up to a total of EUR 50 (or currency equivalent), arising from the use of a lost, stolen or misappropriated Payment Instrument unless (i) the loss, theft or misappropriation was not detectable to you prior to the payment and you have not acted fraudulently, or (ii) the loss was caused by actions or lack of action by us or any of our employees, agents or third parties acting on our behalf;

b) You will bear all losses relating to an unauthorised payment on your Xapo Account, and the limit of EUR 50 (or currency equivalent) above shall not apply, if you incurred those losses by acting fraudulently or by failing, intentionally or with gross negligence, or if you failed to take all reasonable steps to keep the Payment Instrument and personalised security credentials safe, to use the Payment Instrument in accordance with any terms that we tell you are applicable to it, and to notify us without undue delay of it being lost, stolen, misappropriated or used in an unauthorised manner;

c) So long as you have not acted fraudulently you will not bear any financial consequences resulting from the use of a lost, stolen or misappropriated Payment Instrument after you have notified us in accordance with this Agreement that it has been lost, stolen or misappropriated;

d) If our customer authentication (i.e the Security Information or any other password or a PIN, a card or an authentication code generating device, or a fingerprint, for example) is not strong enough to comply with applicable legal or regulatory standards, you will not bear any financial losses unless you have acted fraudulently.

9.5 If we make a payment into your Xapo Account by mistake, we will take out the same amount without asking for your permission but will let you know what has happened. If someone else tells us they have made a payment into your Xapo Account by mistake, we will check with you first before returning the funds. If you disagree, we will not return the funds to the payer, but we may put the payer’s bank in contact with you directly.

9.6 Xapo Bank may from time to time offer you the ability to store multiple currencies in your Xapo Account. The available currencies are subject to change from time to time. When this feature is available, which Xapo Bank does not warrant it will ever be available, you agree and accept all the risks associated with maintaining balances in multiple currencies including any risks associated with fluctuations in the relevant exchange rates over time. You agree that you will not use your Xapo Account or our Services for speculative trading.

9.7 Subject always to clause 9.10, you undertake to always have a zero or positive Balance in your Xapo Account. If your Xapo Account goes into a negative balance as a result of a chargeback, reversal of a transaction, deduction of fees or any other action carried by you, you agree to repay the negative balance immediately without any notice from us by adding funds to your Xapo Account, otherwise your failure to do so shall constitute a breach of these Terms.

9.8 You authorise Xapo Bank, in its sole discretion, to debit your other payment methods that you have made available to us, including from other balances held in your Xapo Account or other linked accounts, in any amount necessary to remedy a negative balance or to recover any other sums owed to us by you.

9.9 Without prejudice to our right to set-off in these Terms, if you fail to remedy a negative balance we may suspend your access to and/or use of our Services, send you reminders or take such other reasonable actions to recover the negative balance from you, for example, we may use our right to set-off, a debt collection service or take further legal actions. We will charge you for any costs we may incur as a result of these additional collection efforts.

9.10 Xapo Bank reserves the right to impose a Minimum Balance and to change it by providing you with at least two months’ advance notice of any such amount or increase. We also reserve the right to waive and/or reduce any Minimum Balance at any time, with or without notice.

9.11 In order to continue to provide you with your Xapo Account, we carry out certain checks and monitoring of your activity, including identity and fraud checks and transaction monitoring, on a regular basis.

9.12 If you are blocked by Xapo Bank from accessing your Xapo Account or any of our Services (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (including by masking your IP address or using a proxy IP address).

10. INTEREST

10.1 For the purposes of this clause 10, a “Qualifying Balance” is defined as a Balance that earns interest and is indicated to you as such.

10.2 A Balance in your Xapo Account will not earn any interest unless this is indicated to you. When interest is paid, details of the interest (such as type and rate) we pay and any other criteria (such as any minimum Qualifying Balance requirement) will also be specified in the Xapo Bank App or elsewhere in the Xapo Platform.

10.3 We calculate interest payable on a cleared Qualifying Balance at the end of each day having taken account of all inward and outwards payments on that day. The type of the interest rate we pay will always be, unless otherwise indicated to you, a variable rate which means we may change the interest rate at any time. Xapo Bank reserves the right to waive any interest payable or reduce any interest rate by informing you of this in the Xapo Bank App or elsewhere in the Xapo Platform. We also reserve the right to increase any interest rate at any time, with or without notice.

10.4 Interest earned will be in the currency of the Qualifying Balance. We do however reserve the right to pay you any amount of interest with Supported Currency, regardless of the currency of the Qualifying Balance and to use any number of them for any interest payment. All interest earned shall be paid to you within the Xapo Bank App with Supported Currency chosen by Xapo Bank at the time. We reserve the right to change the Supported Currency we choose to pay out interest in for another Supported Currency at any time without prior notice to you.

10.5 In the event that we choose to pay any amount of interest in a Supported Currency that is different to the Qualifying Balance, you authorise Xapo Bank to exchange the interest payment amount to Xapo Bank’s chosen Supported Currency at the prevailing exchange rate (or rates in the event that we use more than one Supported Currency) when such an exchange takes place. Xapo Bank does not provide any type of guarantee whatsoever on the exchange rates to be applied or being able to obtain the best available rate nor does it offer any type of protection against fluctuations in the applicable exchange rate that may occur during the exchange.

10.6 If for whatever reason, Xapo Bank is not be able to directly handle the exchange of the interest payment or part of it into a Supported Currency, you authorise Xapo Bank to instruct at its sole discretion an affiliate or third party or parties of its choice or both to carry out this exchange on our behalf and only upon our instructions and directions to deposit the exchanged interest payment to your credit within the Xapo Bank App. Xapo Bank will always be responsible for your earned interest during this exchange process when it is done by an affiliate or third party.

10.7 When available, the ability to earn interest on a Qualifying Balance is open to all customers who have been verified by us and have a verified Xapo Account. We reserve the right to limit the number of customers that have the ability to earn interest at any given time, to apply varying interest rates depending on the amount of the Qualifying Balances and to offer introductory, promotional or preferential rates to certain customers at our sole discretion.

10.8 You will stop earning any interest payable on any Qualifying Balance if you close your Xapo Account. Upon closure, any remaining funds in the Xapo Account, including any interest payments due, will be aggregated with the remaining funds in your Xapo Account. The aggregated funds will then be made available for withdrawal by you. In the event that Xapo Bank terminates the payment of interest on any Qualifying Balance no further interest will be earned after the date of termination.

10.9 You have the sole responsibility of ensuring that any interest payable to you is properly credited within the Xapo Bank App.

10.10 We reserve the right to delay or suspend the payment of all or part of any earned interest on a Qualifying Balance where we are required to do so by, but not limited to, governmental, regulatory or law enforcement requirements or applicable laws and regulations.

11. SECURITY

11.1 When you download the Xapo Bank App, you will be required to provide certain Security Information. You must take all reasonable steps to keep your mobile device, the Xapo Bank App and the Security Information secure and confidential.

11.2 You must not:

a) Disclose or share your Security Information with any other person;

b) Let anyone access your Xapo Account or watch you access it;

c) Use any functionality that allows your Security Information to be stored by the computer or browser you are using or to be cached or otherwise recorded;

d) Do anything which may in any way avoid or compromise the authentication processes.

11.3 You must let us know, without undue delay, if you think anyone else has your Security Information or has otherwise managed to unlawfully access your Xapo Account. We will never ask you for your passcode, PIN or password, so you must not share these with other people, even if you think they work for us. Any undue delays in notifying us may affect the security of your Xapo Account and also result in you being responsible for financial losses.

11.4 You are responsible for configuring your information technology, computer programmes and platform in order to access the Xapo Platform and our Services. You should use your own virus protection software. We cannot guarantee that the Xapo Platform or any of our Services will be free from bugs or viruses.

11.5 You must not misuse our Services by introducing viruses, trojans, worms, logic bombs or other materials which are malicious or technologically harmful. You must not attempt to gain unauthorised access to the Xapo Platform, our servers, computers or databases. You must not attack the Xapo Platform with any type of denial of service attack. By breaching this provision, you would commit a criminal offence. We will report any such breach to the relevant law enforcement authorities and we will cooperate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the Xapo Platform and our Services will cease immediately.

12. THIRD PARTY PROVIDER

12.1 If you authorise a Third Party Provider to access your Xapo Account, you acknowledge that we may disclose certain information about your Xapo Account to them. We are not responsible for the use of your Xapo Account made by any such Third Party Provider or any information in your Xapo Account.

12.2 We can refuse or stop access to a Third Party Provider if we're concerned it isn’t authorised or if we believe it's fraudulent or acting fraudulently. If that happens, we'll contact you to explain why unless we believe that would compromise our security or it would be unlawful.

13. INSTRUCTIONS

13.1 You can give us instructions in different ways (for example, through the Xapo Bank App). Depending on how you place your payment with us, we may also need to verify that order by obtaining your authorisation either by signature, use of a password, use of a PIN, or by fingerprint or facial verification. You can also give instructions through third parties you’ve authorised to act on your behalf, for example powers of attorney and third party providers (such as account aggregator services, which let you access information about all your accounts held with different banks in one place). You agree that we may act on any instructions we receive through a third party provider as if you had given those instructions directly to us.

13.2 In giving us this information, you will be consenting to our execution of that payment instruction for you. You cannot withdraw that consent after you have given it to us. If the payment is for a standing order to be taken from your Xapo Account, you can contact us to revoke that payment and your consent up to close of business on the Business Day before the funds are to be debited from your account. In exceptional cases, we may allow you to withdraw your consent after the times specified above, but our specific agreement will be required and we will not be obliged to do this. A fee may be charged for any withdrawal agreed and effected, details of which are available upon request.

13.3 If your payment instruction is received by us after 5 pm GMT on a Business Day or not on a Business Day, your payment order will be deemed received on the following Business Day. If we agree with you that a payment instruction is to be executed on a particular Business Day, then we will be deemed to have received that instruction on that particular Business Day.

13.4 Once we are deemed to have received a payment instruction under clauses 13.1 to 13.3 above, you agree that we have up to the end of the third Business Day following the date of deemed receipt under clause 13.3 above to credit the amount of that instruction to the recipient ’s bank. We confirm that we have up to the end of the first Business Day following the date of deemed receipt under clause 13.3 above to so credit that amount. We do not have any control over the time it may take for the recipient’s bank or payment provider to credit and make available funds to the recipient.

13.5 We will act on your instructions in respect of your Xapo Account, unless we believe an instruction:

a) Has not been made by you;

b) Is ambiguous or unclear;

c) Is against the law; or

d) Has been made with fraudulent or criminal intent.

13.6 If we refuse to act on your instructions for any of the above reasons we will not be liable for any loss this may result in, nor will we be obliged to inform the intended recipient.

13.7 We may also refuse to act on your instructions if we are required to for legal reasons or if you are in breach of these Terms. We will get in touch with you as soon as possible if we have refused to act on your instruction, or held a payment instruction for a period of time, unless we are not allowed to for legal reasons.

13.8 If you have authorised someone else to access and operate your Xapo Account (including any Third Party Provider), we will need to see written evidence of this authorisation before acting on their instructions.

13.9 We may, at our sole discretion and for legal and security reasons, impose limits on your Xapo Account (including how much you can upload or transfer into or out of your Xapo Account). In certain circumstances, by providing us with further information or additional documentation as required by us, we may carry our additional checks on you to determine whether we can remove any such limit(s) from your Xapo Account. We do not warrant that such limit(s) can or will be removed from your Xapo Account after you provide us with additional information and documentation that we may require.

14. ADDING FUNDS & RECEIVING PAYMENTS

14.1 You can add or transfer funds into your Xapo Account by following the steps as they appear when you choose this function in the Xapo Bank App and using the methods we support from time to time.

14.2 If you receive an Unsupported Currency Payment, we may charge a fee and apply an exchange rate to receive it. Other organisations are also involved in processing an Unsupported Currency Payment and we are not responsible for all stages of it. This could mean that these organisations could also take a fee resulting in you receiving more or less than you expected. We won't be responsible for any losses if this happens. We will let you know the exchange rate applied once we have credited the payment.

14.3 Subject to clause 13.3, we are not responsible for the funds you have uploaded or have had transferred to your Xapo Account until we have received them. It is your responsibility to ensure that your Xapo Account details that you use or provide to someone else to receive a payment into your Xapo Account are accurate and complete. If it is not, we may not be able to process a payment instruction to your Xapo Account and the payment may be delayed or fail to reach your Xapo Account.

14.4 If you fail to receive a payment and the payer’s bank can prove that we received the payment for you, then we will be liable to you. If we are liable to you we will immediately place the amount of the transaction at your disposal and credit the amount to your Xapo Account. We will ensure that the amount of the payment is at your disposal immediately after it is credited to your Xapo Account. If we are not liable as set out above, the payer’s bank will be liable to the payer for the payment. Regardless of whether we are liable or not, we will immediately try to trace the payment and notify you of the outcome.

14.5 You acknowledge that funds received in your Xapo Account may be subject to reversal and you agree that we may deduct such an amount from your Xapo Account if it was reversed by the person who paid you or any relevant payment services provider.

14.6 You may be presented with one or several methods of uploading funds to your Xapo Account, the availability of which will depend on a number of factors including your verification status with us. As these methods are provided by third parties and are not part of our Services we cannot guarantee their continued availability and we may need to discontinue or replace them at any time without notice to you.

14.7 Where applicable, any Payment Instrument (such as your credit card or debit card) used to upload funds into your Xapo Account must be in your name.

14.8 You will not exercise any chargeback rights unless we have breached these Terms or there was an unauthorised use of your Payment Instrument (such as your credit card or debit card). You promise that you will not exercise your chargeback right for reasons which we are not responsible for, including a dispute with your recipient or if there are insufficient funds in your payment instrument. If we need to investigate or take any actions in connection with a chargeback raised by you, we may charge you for our costs in doing so and may deduct such an amount from your Xapo Account.

14.9 Your Xapo Account will be credited once the funds have cleared. If and when available, you credit your Xapo Account using your credit card or debit card, we will credit your Xapo Account as soon as possible subject to our right of reversal.

14.10 We reserve the right to delay or not process an incoming payment method into your Xapo Account where we are required to do so by, but not limited to, governmental, regulatory or law enforcement requirements or applicable laws and regulations.

15. MAKING PAYMENTS

15.1 You must have enough funds in your Xapo Account to cover the full amount of any payment you wish to make otherwise you will not be able to continue with the payment transaction. In the event that you are able to make a payment despite a lack of funds, you must repay the amount owing to us immediately.

15.2 When making a payment from your Xapo Account, it is your responsibility to ensure that the information you provide on the recipient and their account details is accurate and complete. If it is not, we may not be able to process a payment instruction to that payee or the payment may be delayed or fail to reach that payee. In any event, the payment instruction will be deemed to have been executed correctly by us if we execute it in accordance with the information you provide and Xapo Bank will not be liable for any loss you suffer as a result of wrong or incomplete information provided by you.

15.3 If you make payment from your Xapo Account, we are liable to you for its correct execution unless we can prove to you (and if necessary to the recipient’s bank) that the recipient’s bank received the payment. If we are liable to you for a defective or incorrectly executed payment instruction, we will refund the amount of it to you and, if applicable, restore your Xapo Account to the state that it would have been in if the defective or incorrect payment instruction had not taken place. Irrespective of whether we are liable to you or not in these circumstances, we will try to trace the payment and notify you of the outcome. If we refuse to execute a payment we will provide the reasons to you and the procedure for correcting any factual mistakes that may have led to the refusal unless prohibited by law or regulatory requirements.

15.4 You may be presented with one or several methods of withdrawing funds from your Xapo Account, the availability of which will depend on a number of factors including where you live and your verification status with us. As these methods are provided by third parties and are not part of our Services we cannot guarantee their continued availability and we may need to discontinue or replace them at any time without notice to you.

15.5 If you wish to make an Unsupported Currency Payment from your Xapo Account, we will process this using the exchange rate and any fees confirmed to you at the time of making the payment. Other organisations are also involved in processing an Unsupported Currency Payment and we are not responsible for all stages of it. This could mean that these organisations could also take a fee resulting in the person you are paying receiving less than expected. If we become aware that an Unsupported Currency Payment has been rejected or delayed, we will try to help you retrieve the funds. If any funds are returned to you for any reason, they may need to be reconverted to another currency and you may receive less than you originally paid.

16. XAPO CARD

16.1 Xapo Bank may from time to time offer a payment card (“Xapo Card”) as a service to compliment your Xapo Account. Your Xapo Card will be governed by separate applicable terms which will be made available to you at the same time as the Xapo Card is available to you (either in physical or virtual form) or as otherwise indicated to you.

16.2 A Xapo Card, including any replacement card, means a device, whether or not in card form, and whether in physical or virtual form, issued to you by Xapo Bank which can be used to pay for goods and services at participating merchants that accept the card programme being used. The Xapo Card can also be used to withdraw money from cash machines (ATMs); these may charge you for your withdrawal.

16.3 You can only use the Xapo Card to spend the Balance in your Xapo Account (and not in any other sub-account unless indicated to you) and we do not guarantee that a particular merchant will accept the Xapo Card so please check with the merchant before attempting the transaction if you are unsure.

16.4 If a Xapo Card is made available to you, either in physical or virtual form or both, then you will be able to request a Xapo Card by following a process in your Xapo Account and accepting applicable terms separate to these Terms. You will be notified when the Xapo Card is available to you, either in physical or virtual form.

16.5 Upon termination of your agreement with us and closure of your Xapo Account for whatever reason, we will process the refund of any remaining balance belonging to you as quickly as we can. We are required to allow 5 days for any outstanding purchases made on your Xapo Card to arrive before we process the refund and most high street banks then take a further 2-3 working days before they show the refund in your personal bank account. For that reason, we ask you to allow 8-10 working days for the refund to show in your personal bank account.

16.6 Your Xapo Card will expire on the expiry date on the card, at which point, subject to your Xapo Account being in good order, we may issue you with, or make available the ability to have issued, a new Xapo Card to you shortly before the expiry date. We are not obliged to do so, and may elect not to issue a replacement Xapo Card at our sole discretion. If we do issue a new Xapo Card, a new expiry date will apply and the new Xapo Card will expire on that expiry date.

17. RATES, FEES & CHARGES

17.1 The rates, fees and charges we apply to your actions and use of our Services are clearly shown in the Xapo Bank App prior to you accepting them.

17.2 You agree to pay all rates, fees and charges we apply on time. Prompt payment is essential and shall be made without previous demand and to no one but us or without our prior consent. We are entitled to grant time or other indulgence for the payment or satisfaction of any of your obligations under this Agreement without affecting any of our rights, or operating as a waiver of such right in whole or in part.

17.3 All fees and charges we apply shall be deducted either from the Balance of your Xapo Account or other linked accounts within the Xapo Bank App, from the funds being credited to your account or any other payment method made available for such purposes.

17.4 Xapo Bank reserves the right to charge additional rates, fees and charges or to change the amount of rates, fees and charges, by providing you with at least two months’ advance notice of any such addition or change. We also reserve the right to waive and/or reduce any fee at any time, with or without notice.

17.5 We maintain a Rates, Fees & Charges Sheet and a Glossary of Terms for your information.

18. CLOSING YOUR XAPO ACCOUNT

18.1 Subject to clauses 18.2 and 18.3, you are entitled to end this Agreement with us and close your Xapo Account at any time, by contacting our support team, except where our Agreement has been in force for less than six months, in which event Xapo Bank reserves the right to impose an appropriate charge which corresponds to the costs of termination.

18.2 If you decide to close your Xapo Account within 14 days of accepting these Terms, and you have paid a fee for this, we are obliged to refund you that fee. We will not refund you any fee paid to Xapo Bank, including a fee paid for your Xapo Account, if you inform us of your decision to close your Xapo Account after the expiry of said 14 days or if we reasonably believe you have breached the terms of this Agreement or any applicable law.

18.3 Before we close your Xapo Account you must repay all the outstanding amounts owed to us and delete the Xapo Bank App from your mobile device. Once closed, you will not be able to use, access or reactivate your Xapo Account.

18.4 You must also withdraw any remaining Balance at the time of closure within a reasonable timeframe. After a reasonable period of time, you will no longer have access to your Xapo Account and you will have to contact our support team to withdraw your remaining Balance. We may charge a fee or even a recurring fee for holding your funds if this happens.

18.5 Xapo Bank is entitled to close your Xapo Account and terminate our Agreement by providing you with two months’ written notice. Our termination of our Agreement will not affect any of our rights or obligations arising under these Terms.

18.6 We may also close your Xapo Account immediately and without notifying you of our decision if any of the following happens:

a) You deliberately use your Xapo Account for criminal or fraudulent purposes or someone else is using your Xapo Account without your authority;

b) There has been no transaction on your Xapo Account for more than 24 consecutive months;

c) We do not have sufficient information to operate your Xapo Account or it turns out you were not entitled to open a Xapo Account in the first place;

d) Your behaviour towards our staff makes it difficult for us to deal with you (for example, you are threatening or abusive towards our staff);

e) You are no longer entitled to have a Xapo Account with us or you do not accept any revised Agreement or other applicable terms; f) You do not pay any fees or charges on time;

g) You go into bankruptcy, insolvency, enter into an individual voluntary arrangement, have a debt relief order or trust deed lodged against you or enter into any other form of analogous circumstances;

h) You die; or

i) You break any of the terms of our Agreement in any way.

18.7 Any terms which by their nature should survive, will survive the termination of our Agreement.

19. INTELLECTUAL PROPERTY

19.1 You accept and acknowledge that we own or licence all intellectual property rights in our logo, designs, brand and name, our software, our Website, the Xapo Bank App and all related materials. No right (including intellectual property right) in these things will vest in you at any time.

19.2 You agree that you will automatically grant us a non-exclusive, perpetual, irrevocable, royalty-free and sub-licensable licence to all intellectual property rights in:

Any of your feedback on, or in connection with, the Xapo Platform, Services and/or content; and Improvements (including ideas for improvements and software code, documentation or other material documenting improvements) to the Xapo Platform, that you make publicly available to us, including through the Xapo Platform or on any other application, platform or open source repository.

19.3 You may not use, copy or retransmit anything on the Xapo Platform without our permission. We reserve all rights not expressly granted in these Terms.

20. LIABILITY

20.1 Xapo Bank accepts no liability for any losses as far as the law permits, for any of its Services, except where we have accepted liability.

20.2 The matters for which we are not liable include the following:

Business losses incurred, including loss of profits, loss of business, business interruption or loss of business opportunity;

Losses incurred as a result of your inability to access your Xapo Account, the Xapo Bank App or any of their functions (including making and receiving payments);

Losses incurred as a result of abnormal or unforeseeable circumstances outside our reasonable control, including delays or failures caused by problems with another system or network, data processing failures, mechanical breakdown or industrial action;

Losses or costs incurred where a regulatory requirement means we must break our Agreement;

Losses incurred as a result of your negligence, fraud or breach of any of the terms of our Agreement;

Losses incurred as a result of you sharing your information, Security Information or the Xapo Bank App with any other person;

Technological attacks caused by a bug, virus, or other technological attacks or harmful material that may infect your computer equipment, computer programmes, data or other proprietary material related to your use of our Services.

20.3 In the event of loss or claims or costs and expenses arising out of your breach of these Terms, any supplemental terms, and any other documents mentioned in these Terms, any applicable law or regulation and/or your use of our Services, you agree to compensate us and our affiliates and hold us harmless. This provision will continue after our relationship ends.

21. ACCESS TO OUR SERVICES

21.1 We will use our best endeavours to make sure our Services are available to you when you need them.

21.2 We do not give any representations, warranties or guarantees, whether express or implied, that our Services will be uninterrupted or free from errors or omissions or that the content is accurate, complete or up-to-date.

21.3 Our Services are provided on an “as is”, “as available” basis and we may suspend, withdraw or change all or any part of them without notice.

21.4 Xapo Bank will not be held liable for any interruptions or unavailability of our Services at any time or for any period.

22. SET-OFF

22.1 If any money you owe us is overdue for payment, or if you fail to remedy a negative balance on your Xapo Account, with or without our prior notice, we may exercise our right to set-off. This means that we have the right to take any interest, rewards or any similar type of return payable to you, debit any amount necessary from other payment methods that you have made available to us, including from any other Balances held in your Xapo Account or other linked accounts within the Xapo Bank App, to reduce or repay what you owe us or to remedy a negative balance.

22.2 Where applicable, if the money to be set-off is expressed in different currencies we reserve the right to convert the money in your Xapo Account at a market rate of exchange for the purpose of set-off.

22.3 Xapo Bank will only do this if we consider it reasonable to do so, taking into account your circumstances and any regulatory requirements.

22.4 You have no right to set-off any claims that you may have against Xapo Bank against any liability that you may have to Xapo Bank.

22.5 Our right to set-off also applies to all Balances held in your Xapo Account or other linked accounts within the Xapo Bank App. If you don’t have enough money in your Xapo Account to cover any amount owed, we may refuse to execute any transaction on your behalf or provide any Services to you.

23. HOW TO MAKE A COMPLAINT

23.1 As we take your complaints very seriously we have prepared a dedicated section in our Website to explain how we go about handling this. Please click here for more information.

23.2 All complaints will be subject to our Complaints Handling Policy and Procedure. A copy of this document can be provided to you upon request to our Membership Services Team.

23.3 We will always try our best to deal with your complaint in accordance with our legal and regulatory obligations and resolve any complaint you may have. If you are still unsatisfied with our response, you can ask us to escalate this internally for you up to management level. You may also be entitled to take your complaint to the GFSC.

23.4 If, following this, you are still not satisfied with the response provided by us, or believe you have a case for compensation financially, you can pursue this through the Gibraltar courts.

24. TAX

24.1 You have sole responsibility for making any applicable filings and complying with any and all applicable laws, rules and regulations relating to the management of your tax affairs.

24.2 It is also your sole responsibility to determine, what, if any, taxes apply to the payments you make or receive from your Xapo Account (including cash withdrawals) and any interest, benefits or rewards you earn, and it is also your responsibility to collect, report and pay the correct tax to the appropriate tax authority.

24.3 You confirm that you will take your own tax advice to ensure our Services are suitable for you. We will not provide you with that advice nor will we be responsible for the execution of tax obligations, or calculations and transfer of taxes applied to you.

24.4 You further confirm that you will compensate Xapo Bank for any damages we may sustain if you fail to meet your obligations towards the Gibraltar tax authorities or any other foreign tax authority and that you will hold us harmless against all claims and liability we may incur as a result.

25. TAX REPORTING

25.1 As a recognised financial institution, Xapo Bank is subject to the international ‘Common Reporting Standard’ (CRS) and the ‘Foreign Account Tax Compliance Act’ (FATCA) which require us to collect certain information about you and your Xapo Account, including which country or countries you are a tax resident in. If we ask for any information from you, which is required for us to comply with our tax reporting obligations, you must provide this to us as soon as possible, otherwise we may need to close your Xapo Account. Similarly you must promptly inform us if your circumstances change, including if you become liable to pay tax or report to tax authorities in any other country, or become tax resident in any other country.

25.2 If you tell us about any tax obligations, or we believe you have any such obligations in any country other than Gibraltar, we will provide certain details (including but not limited to your account number, account balance, tax identification number, name and address) to the relevant tax authorities in other countries, in accordance with our legal obligations.

25.3 Where we are required to do so, we reserve the right to withhold certain funds from your Xapo Account and pay these to the relevant tax authorities in certain circumstances. Unless we are legally unable to inform you, we will let you know as soon as possible if we are required to do this.

25.4 Xapo Bank does not guarantee that tax or other financial authorities will acknowledge the statements provided on the Xapo Bank App. You, the Customer must gather the necessary information in advance from your relevant tax authority.

26. DATA PROTECTION

26.1 How Xapo Bank processes your personal information is governed by these Terms, Our Privacy Policy, our Cookie Policy and any other supplements or changes to either of them which may apply from time to time.

26.2 To provide the Services we need to collect information about you. For these purposes we are the ‘data controller’. By entering into this Agreement you are giving us permission to gather, process and store your personal information for the purpose of providing the Services to you. This doesn’t affect any rights and obligations you or we have under applicable data protection law.

26.3 If you give a Third Party Provider access to your Account, you should know that we have no control over how they will use your information nor will we incur any liability for any loss of personal information after the Third Party Provider has access to your personal information.

26.4 We reserve the right to transmit some or all of your personal information as well as your Xapo Account activity and any other information you have provided us with to law enforcement institutions, state authorities, regulators, financial institutions and government departments, if this is necessary for Xapo Bank to comply with relevant legislation, and in order to identify whether these Terms and relevant legislation have not been violated.

27. CHANGES TO THESE TERMS

27.1 We have the right to change these Terms, supplemental terms, and any other documents relevant to the Services we offer from time to time. We will make changes immediately without notice if they are in your favour or where we are required by law, or where required with the applicable notice period required by law so you can consider the changes we have made.

27.2 If you do not agree with the changes we make, we may close your Xapo Account at any time within the required notice period without a charge. You will be deemed to have accepted our changes if you do not notify us that the changes are not accepted during this period and the changes will apply to you.

27.3 Where applicable, if a change in the interest or exchange rate is based on a reference interest or exchange rate, or the change in the interest or exchange rate is more favourable to you, you agree that such a change may be applied by us immediately and without notice to you. You agree that we may inform you of such a change by publication of the change on our Website or elsewhere on the Xapo Platform.

28. DEATH OR INCAPACITATION

28.1 In the event that you die or are otherwise incapacitated, Xapo Bank will cooperate with your Representatives in accordance with applicable laws and regulations.

28.2 Upon notice of your death or incapacitation, Xapo Bank may suspend activity in your Xapo Account, pending verification or resolution of such notice.

28.3 Notwithstanding the foregoing, prior to agreeing to transfer funds from your Xapo Account to your representative(s), Xapo Bank reserves the right to require your representative(s) to do the following:

1. To provide evidence reasonably satisfactory to Xapo Bank that demonstrates your death or incapacitation and the subsequent entitlement of your representative(s) to such a transfer;
2. To comply with and submit to identity verification requirements which are at least equivalent to those you were submitted to when opening your Xapo Account as set out in this Agreement;
3. To indemnify and hold Xapo Bank harmless to the extent and in the form required by Xapo Bank, including, but not limited to, claims of negligence; and
4. To provide any other information, evidence, documentation, confirmation or any other details or verification that we may reasonably require in order to allow us to process such a request.

29. TRANSFER OF THIS AGREEMENT

29.1 You may not transfer any responsibilities or rights, benefits or interests in your Xapo Account or under these Terms or any other document relevant to the Services we offer, or create any security over money in your Xapo Account in favour of someone else without our prior written consent. This does not affect any transfer that takes effect under the general law.

29.2 We may transfer our rights and benefits under these Terms and any other documents relevant to our Services at any time without prior written notice to you. We may subcontract any of our obligations under this Agreement to the extent permitted by applicable law and regulations.

30. SEVERABILITY

30.1 Each provision of these Terms operates separately and individually from the others.

30.2 If for any reason a court of competent jurisdiction or a competent authority finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

31. NO WAIVER

Any delay or failure on our part to exercise or enforce any provision, right or remedy in these Terms will not constitute a waiver of that provision, right or remedy or preclude its exercise at any subsequent time.

32. PREVIOUS AGREEMENTS

Our Agreement supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between you and Xapo Bank, whether written or oral, in relation to its subject matter.

33. WHICH LAWS APPLY?

33.1 These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with Gibraltar Law.

33.2 Each party irrevocably agrees that the courts of Gibraltar shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these or its subject matter or formation.

XAPO VASP TERMS AND CONDITIONS

Effective date: January 21st, 2022

PLEASE READ THESE TERMS OF USE (“TERMS”) CAREFULLY. BY CLICKING TO ACCEPT, OR BY ACCESSING OR USING OUR SERVICES (AS DEFINED HEREIN), YOU AGREE TO BE BOUND BY THESE TERMS OF USE IN THEIR ENTIRETY AND ALL TERMS INCORPORATED BY REFERENCE.

You may register a user account, access and use our Services as an individual or on behalf of a corporation, partnership, limited liability company, or business entity of any kind established under the laws of Gibraltar or a foreign jurisdiction other than the United States of America (collectively, “Entity”). If you are using our Services on behalf of an Entity, (a) all references to “your” or “you” or “user” throughout these Terms will include that Entity, (b) you confirm that you are authorised to accept these Terms on that Entity’s behalf, and (c) in the event you or the Entity violates these Terms, that Entity agrees to be jointly and severally liable to us. Please note that there may be specific terms or conditions applicable to entities detailed herein.

THE ARBITRATION CLAUSE IN SECTION 24 GOVERNS RESOLUTION OF CERTAIN DISPUTES.

1. SCOPE

These are the Terms of Use of Xapo VASP Limited, which is referred to in these Terms as “Xapo”, “we”, “our” or “us”. Xapo is a company incorporated under the laws of Gibraltar. These Terms apply to any access and use of our website at https://xapo.com, our online services, our Android and iOS mobile apps and any of our services related to or utilizing any of the foregoing, which we refer to in these Terms, collectively, as our “Services”. These Terms govern both individuals and entities that access and/or use the Services even if such individual or Entity does not register a user account. If you are a United States resident or Entity using our Services in the United States, please note that you are not engaging with Xapo VASP Limited but instead with Xapo, Inc., a Delaware corporation and a wholly-owned subsidiary of Xapo Holdings Limited.

2. MODIFICATION OF TERMS & TERMINATION

Changes to these Terms. We have the right to change these Terms and any other documents relevant to the Services we offer from time to time. If we do, we will provide you notice of such changes by posting the updated Terms on our website and changing the “Last Updated” date above. You should therefore refer to and read these Terms from time to time. Any amended Terms will become effective no earlier than fourteen (14) days after they are posted and apply prospectively to use of the Services after such changes become effective, except that changes addressing new functions of the Xapo Services or changes made for legal reasons will be effective immediately.

If you do not agree with the changes we make, we may close your Xapo Account at any time within the fourteen (14) days notice period without a charge. You will be deemed to have accepted our changes if you do not notify us that the changes are not accepted during this period and the changes will apply to you.

Where applicable, if a change to an interest or exchange rate is based on a reference interest or exchange rate, or a change in the interest or exchange rate is more favourable to you, you agree that such a change may be applied by us immediately and without notice to you. You agree that we may inform you of such a change by publication of the change on our website.

Termination of these Terms. Subject to this clause, you are entitled to end this Agreement with us and close your Xapo Account at any time, without charge, by contacting our support team.

Before we close your Xapo Account you must repay all the outstanding amounts owed to us and withdraw any remaining funds at the time of closure. You must also delete the Xapo App from your mobile device. Once closed, you will not be able to use, access or reactivate your Xapo Account.

Xapo is entitled to close your Xapo Account and terminate our Agreement by providing you with fourteen (14) days written notice. Our termination of our Agreement will not affect any of our rights or obligations arising under these Terms.

We may also close your Xapo Account immediately and without notifying you of our decision if any of the following happens:

1. You deliberately use your Xapo Account for criminal or fraudulent purposes or someone else is using your Xapo Account without your authority;
2. There has been no transaction on your Xapo Account for more than 24 consecutive months;
3. We do not have sufficient information to operate your Xapo Account or it turns out you were not entitled to open a Xapo Account in the first place;
4. Your behaviour towards our staff makes it difficult for us to deal with you (for example, you are threatening or abusive towards our staff);
5. You are no longer entitled to have a Xapo Account with us or you do not accept any revised Agreement or other applicable terms;
6. You do not pay any fees or charges on time;
7. You go into bankruptcy, insolvency, enter into an individual voluntary arrangement, have a debt relief order or trust deed lodged against you or enter into any other form of analogous circumstances;
8. You die; or
9. You break any of the terms of our Agreement in any way; or
10. Your Xapo Account has no funds and you have not logged in for more than 6 consecutive months.

Any terms which by their nature should survive, will survive the termination of our Agreement.

3. ELIGIBILITY AND AGREEMENT

3.1 General Requirements: The Services are intended solely for users who are 18 or older and who satisfy the criteria described in these Terms. You are only allowed to register a Xapo Account and use the Services if you are at least 18 years of age and eligible in accordance with the laws of your jurisdiction or under the laws of any other jurisdiction to which you may be subject. Xapo has no obligation or capability to, and therefore does not, verify whether you are eligible to use any of the Services and we shall not bear any responsibility for your use of the Services.

3.2 Restricted Locations: You may not use the Services if you are located in, or a citizen or resident of any state, country, territory or other jurisdiction where your use of the Services would be illegal or otherwise violate any applicable law. You represent and warrant that you are not a citizen or resident of any such jurisdiction and that you will not use any Services while located in any such jurisdiction. You also may not use the Services if you are located in, or a citizen or resident of, any other jurisdiction where Xapo has determined, at its discretion, to prohibit the use of the Services. Xapo may implement controls to restrict access to the Services from any jurisdiction prohibited pursuant to these Terms. You agree to comply with these Terms even if Xapo’s methods to prevent the use of the Services are not effective or can be bypassed.

3.3 If you do not agree to be legally bound by these Terms, you must not use our Services. If you use our Services, you agree to do so in compliance with these Terms and with applicable laws and regulations.

4. XAPO ACCOUNT

4.1 Account: You may need to register for an account to access some or all of our Services (“Xapo Account”). To create or maintain your Xapo Account, or enable functions on your Xapo Account, you will be required to provide Xapo with certain information and documentation, including, as applicable, the information and documentation associated with identity verification and other screening procedures. You will: (a) create a unique password; (b) provide complete and accurate information; (c) promptly update any information you have provided so that the information is complete and accurate at all times; (d) maintain the security of your Xapo Account by protecting your password from unauthorised access or use; (e) promptly notify Xapo if you discover or suspect any unauthorised access or use of your Xapo Account or any security breaches related to your Xapo Account; and (f) be responsible for all activities that occur under your Xapo Account, and accept all risks of any authorised or unauthorised access to your Xapo Account. Xapo may refuse to permit you to register a Xapo Account or limit the number of Xapo Accounts that an individual or Entity may establish at its sole discretion.

4.2 Entities: Unless your Xapo Account is opened on behalf of an Entity, you will use the Services and your Xapo Account only for your own account and not on behalf of, or for the account of, any third party. If your Xapo Account is opened on behalf of an Entity, you will use the Services and your Xapo Account solely for the account of the specified Entity. If you use any Services on behalf of an Entity, you agree to these Terms on behalf of yourself and any such Entity, and you represent and warrant that you have the authority to bind the Entity to these Terms and that both you and the Entity will be jointly and severally liable under these Terms for any violation of these Terms or any other act or omissions by the Entity or by you.

4.3 Responsibility for Account Activities: You will be bound by, and hereby authorise Xapo to accept and rely on, any agreements, instructions, orders, authorisations and any other actions made, provided or taken by anyone who has accessed or used your Xapo Account regardless of whether the access is authorised or unauthorised. Upon receipt of written notice from you that the security of your Xapo Account has been compromised, Xapo will take reasonable steps to protect your Xapo Account, including, for example, to cease to allow actions initiated using any compromised Xapo Account passwords. But, the first sentence of this subsection 4.3 will continue to apply to any other Xapo Account password, and any suitable password issued to replace the compromised Xapo Account password.

5. SUSPENDED ACCOUNTS

5.1 Xapo reserves the right in its sole discretion, to temporarily or permanently suspend and block Xapo Accounts This Account blocking or suspension may be a consequence of, among other cases considered reasonable on the sole discretion of Xapo, inconsistent information regarding your identity, a pending compliance review, the request of a third party, the request and/or order of an authority, governmental body, regulator, justice entity, police, etc.

5.2 YOU UNDERSTAND AND AGREE THAT YOU MAY NOT BE ABLE TO ACCESS YOUR FUNDS IF YOUR XAPO ACCOUNT IS SUSPENDED, BLOCKED OR IS OTHERWISE LIMITED.

5.3 In case the cause of the suspension is resolved, Xapo may require you to provide an external bitcoin wallet address in order to send you the available remaining funds in your Xapo Account, or may transfer funds to a third party upon an order of a competent regulator, justice entity, judge, court or other authority which is reasonable in the sole discretion of Xapo.

5.4 We further reserve the right in our sole discretion, to refuse or cancel any of our Services and/or refuse to distribute funds in your Xapo Account to any person for legitimate reasons, including, without limitation:

1. if we have reason to believe that your activities or use of the Services may be illegal;
2. if we may be harmed by any fiscal or pecuniary damage due to your activities on or through the Services; or
3. if we consider that you have used the Services in a manner which contravenes any of these Terms at our sole discretion.

6. IDENTITY VERIFICATION

6.1 Xapo may, in its sole discretion, require identity verification and other screening procedures with respect to you or transactions associated with your Xapo Account. These verification and screening procedures may include, without limitation, checking the information you provide against any list issued by any governmental or international authority prohibiting or limiting business activities or transactions with any persons. You may be required to provide Xapo with certain personal information, including, but not limited to, your name, address, telephone number, email address, date of birth, taxpayer identification number, government identification number, photograph of your government-issued ID or other photographic proof of your identity, information regarding your business, and information regarding your bank account.

6.2 You hereby authorise Xapo, directly or through a third party, to make any inquiries Xapo considers necessary to verify your identity or protect against fraud, including but not limited to:

1. query identity information contained in public reports (e.g., your name, address, past addresses, or date of birth);
2. query account information associated with your linked bank account (e.g., name or account balance); and
3. take action Xapo reasonably deems necessary based on the results of such inquiries and reports.

6.3 You further authorise all third parties to which such inquiries or requests may be directed to fully respond to such inquiries or requests.

6.4 Xapo will have no liability or responsibility for any permanent or temporary inability to access or use any Services, including your inability to interact with service providers, as a result of any identity verification or other screening procedures.

6.5 If Xapo (in its sole and absolute discretion) is satisfied with the information and documentation you have provided, Xapo shall verify your account (“Xapo Verified Account”).

7. OUR PRIVACY POLICY

How Xapo processes your personal information is governed by these Terms, Our Privacy Policy, our Cookie Policy and any other supplements or changes to either of them which may apply from time to time.

8. DIGITAL CURRENCY

The term “Digital Currency” as used in these Terms refers to cryptocurrencies and other assets of a cryptographic nature such as bitcoin.

### 9. RISK DISCLOSURES; ASSUMPTION OF RISKS; RELEASE OF XAPO

RECEIVING, STORING AND TRANSFERRING DIGITAL CURRENCY, AND USE OF OTHER SERVICES PROVIDED BY XAPO, INVOLVES SIGNIFICANT RISKS AND POTENTIAL FOR FINANCIAL LOSSES.

9.1 By opening a Xapo Account and/or using the Services you expressly acknowledge, accept and assume the following risks and agree that Xapo shall not be responsible for or otherwise liable for any direct or indirect loss or damage of any kind whatsoever arising directly or indirectly from the occurrence in full or in part of any of the following risk events:

1. the features, functions, characteristics, operation, use and other properties of any Digital Currency and the software, networks, protocols, systems, and other technology (including, if applicable, any blockchain) (“Underlying Technology”) used to administer, create, issue, transfer, cancel, use or transact in any Digital Currency may be complex, technical or difficult to understand or evaluate;
2. any Digital Currency and its Underlying Technology may be vulnerable to attacks on the security, integrity or operation of the Digital Currency or its Underlying Technology (“Attacks”), including Attacks using computing power sufficient to overwhelm the normal operation of a blockchain or other Underlying Technology;
3. any Digital Currency or Underlying Technology may change or otherwise cease to operate as expected due to a change made to the Underlying Technology, a change made using features or functions built into the Underlying Technology or a change resulting from an Attack. These changes may include, without limitation, a “fork” or “rollback” of a Digital Currency or blockchain;
4. any Digital Currency may be cancelled, lost or double spent, or otherwise lose all or most of their value, due to forks, rollbacks, Attacks, or failure of the Digital Currency to operate as intended;
5. any Digital Currency may decrease in value or lose all of its value due to various factors including discovery of wrongful conduct, market manipulation, changes to Digital Currency properties or perceived value of Digital Currency properties, Attacks, suspension or cessation of support for a Digital Currency by Xapo or other exchanges or service providers, and other factors outside the control of Xapo;
6. any Digital Currency may decrease in value or lose all of its value due to legislative or regulatory activity, or other government action. Government regulation of Digital Currency is unsettled and rapidly evolving;
7. any Digital Currency may be lost if sent to the wrong address (for example but without limitation, if the address is improperly formatted, contains errors, or is intended to be used for a different type of Digital Currency);
8. unauthorized access by third parties of your login credentials to gain access to your Xapo Account, including through carelessness or forgetfulness by you, or the third party obtaining control over another device or account used by you in connection with any enhanced security measures enabled for your Xapo Account.

9.2 The risks described in this Section 10 may result in loss of Digital Currency, decrease in or loss of all value for Digital Currency, inability to access or transfer Digital Currency, inability to trade Digital Currency, inability to receive financial benefits available to other Digital Currency holders, and other financial losses to you. You hereby assume, and agree that Xapo will have no responsibility or liability for such risks. You hereby irrevocably waive, release and discharge all claims, whether known or unknown to you, against Xapo and its shareholders, members, directors, officers, employees, agents and representatives related to any of the risks set forth herein.

9.3 You represent and warrant that you have:

1. the necessary technical expertise and ability to review and evaluate the security, integrity and operation of any Digital Currency that you decide to acquire; and
2. the knowledge, experience, understanding, professional advice and information to make your own evaluation of the merits and risks of any Digital Currency. You accept the risk of receiving, storing and transferring Digital Currency through the Services, and are responsible for conducting your own independent analysis of the risks specific to the Digital Currency and the Services.

9.4 The risks described above are not, nor are they intended to be, a comprehensive or exhaustive list of risk factors. You remain responsible for taking care to understand the technological, economic and legal nature of Digital Currencies and for carefully managing your exposure in accordance with that understanding and your risk appetite for innovative, volatile and speculative new technologies and Digital Currencies.

10. REWARDS

10.1. Overview: The Xapo Rewards Program ("Rewards Program") refers to a program of incentives provided by Xapo from time to time in the Xapo App through which you can earn rewards (“Reward(s)”) that will be credited to you, normally in Digital Currency. The Rewards Program is subject to these terms and conditions. The Rewards Program or any part of it shall be void where prohibited by applicable law.

10.2 Disclaimer: The Rewards Program and/or any part of it may be unavailable, inaccurate or interrupted from time to time for a variety of reasons. Xapo is not responsible for any unavailability, interruptions or errors of the Reward Program or its features. Xapo may delay or remove your access to the Rewards Programme or even crediting you with earned Rewards where we have made an information request to you for information relating to your identity or any other request that we have made to you in relation to your Xapo account. The Rewards Program and all the information relating to it are provided entirely for information purposes only on an “as is” and “as available” basis. We make no warranties, representations, or guarantees of any kind, express or implied, including but not limited to, accuracy, currency, or completeness, the operation of the Rewards Program, the information, materials, content, availability, and products. We shall have no liability for any printing, production, typographical, mechanical or other errors in the Rewards summaries or in your Xapo Account. We reserve the right to invalidate Rewards from your account if we determine that such Rewards were improperly credited or obtained illegally or fraudulently. To the fullest extent permitted by applicable law, we disclaim all warranties, express or implied, including but not limited to, implied warranties of merchantability and fitness for a particular purpose.

10.3 Eligibility and Participation: When available, the Referral Programme is open to all customers who have been verified by us and have a verified Xapo Account and are located in a region where the Referral Programme is made available to them. Any friends that you refer to us when the Referral Programme is available must not already have a Xapo account and you cannot refer yourself.

10.4 Earning Rewards: The Xapo App will inform you of what actions you need to take to earn Rewards. How much or what you will earn will depend on the actions you take that are eligible for a Reward (“Qualifying Action(s)”). What you need to do or what criteria you need to meet to qualify to earn Rewards will vary for each Qualifying Action. Each Qualifying Action will earn you a different amount or rate of Rewards. This can be (without limitation) in the form of a one-off Reward or a recurring Reward (i.e. a recurring rate of return) on a positive balance held in your Xapo Account. This information and applicable criteria will be set out in the Xapo App for each Qualifying Action. You will not earn any Rewards for any actions that are not or are no longer indicated as a Qualifying Action in the Xapo App.

10.5 Redeeming Rewards: Rewards earned by you from Qualifying Actions will be credited to your Xapo Account. You have the sole responsibility of ensuring that the amount of the Reward or the rate of return of a recurring Reward is properly credited. Any claim for Rewards not credited accurately must be received by us as soon as possible. Manual issuance of Rewards can take up to sixty (60) days. You may only use our Rewards Program in good faith for lawful purposes. If we consider, at our sole discretion, that you are using the Rewards Program illegally or fraudulently, we reserve the right to refuse to credit you with earned Rewards and to reverse them in the event they have already been credited to you.

10.6 Modification and Termination of the Rewards Program: Xapo is under no obligation to offer the Rewards Program and therefore reserves the right at any time and from time to time to: (i) entirely suspend the Rewards Program, which would mean no more Qualifying Actions exist; (ii) add, vary or discontinue, temporarily or permanently, Qualifying Actions; and (iii) vary the information, requirements and criteria of Qualifying Actions and the amount, rate and type of return, of its corresponding Reward, with or without notice to you and without further obligations to you. Any conduct detrimental to us, or any misrepresentation or fraudulent activities in connection with the Rewards Program may result, in addition to any rights or remedies available to us, in the closure of your Xapo Account, as well as forfeiture of Rewards obtained, all as determined by us in our sole discretion.

10.7 General: In the instance that fraudulent activity is suspected, we reserve the right to suspend your Xapo Account whilst further investigation is undertaken. In doing so we may request evidence in the form of receipts or other information to support the transactions associated with your Xapo account. Any attempt by any person to undermine the legitimate operation of the Rewards Program may be a violation of criminal and civil law, and, should such an attempt be made, we reserve the right to seek damages from any such person to the fullest extent permitted by applicable law. Our failure to enforce any of these terms and conditions shall not constitute a waiver of them, or any other provision. You are responsible for the payment of all taxes which may result from participation in the Rewards Program. Xapo’s rights and obligations under the Rewards Program may be assigned or transferred by Xapo to any other related or unrelated entity at any time, and performances shall be the responsibility of that entity.

11. USER CONTENT

11.1 Our Services may allow you and other users to create, post, store and share content, including messages, text, photos, videos, software and other materials (collectively, “User Content”). Except for the license you grant below, you retain all rights in and to your User Content, as between you and Xapo.

11.2 You grant Xapo a perpetual, irrevocable, nonexclusive, royalty-free, worldwide, fully paid, and sublicensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform and display your User Content and any name, username or likeness provided in connection with your User Content in all media formats and channels now known or later developed without compensation to you.

11.3 When you post or otherwise share User Content on or through our Services, you understand that your User Content and any associated information (such as your username or profile photo) may be visible to others.

11.4 You may not create, post, store or share any User Content that violates these Terms or for which you do not have all the rights necessary to grant us the license described above. You represent and warrant that your User Content, and our use of such content as permitted by these Terms, will not violate any rights of or cause injury to any person or entity. Although we have no obligation to screen, edit or monitor User Content, we may delete or remove User Content at any time and for any reason with or without notice.

12. GENERAL SERVICE TERMS

12.1 Support for Bitcoin Only: Unless otherwise indicated to you, the only Digital Currency supported by Xapo is bitcoin. If you want to store, transfer and/or use any Digital Currency other than bitcoin, and this is not indicated to you, you cannot do it through the Xapo Services. If you send or transfer to your Xapo Wallet any Digital Currency that is not bitcoin or any other Digital Currency indicated to you as supported by Xapo, Xapo shall not be responsible for receiving or storing it in any way and you may lose any right in connection to such Digital Currency or value without any right or claim to Xapo.

12.2 The Xapo Services: Xapo provides a way to receive, transfer, store, and manage bitcoins, and where indicated to you, other Digital Currency, using our wallet service, which we call Xapo Wallet.

12.3 Bitcoin Management: To manage your bitcoins with Xapo, simply click on the respective transaction button after logging in. You will be taken through a process that will display the relevant information to conduct the intended transaction. You shall pay transactions with available funds in your Xapo Wallet and available payment methods provided by Xapo, depending on your location and some other factors. It is personalized to each user and certain factors involved, so only certain payment options may be shown for each order. At the end of the process, the transaction shall be debited from or credited to the respective account of your Xapo Wallet.

Xapo does not charge fees for adding or withdrawing funds, but processing fees may apply depending on the payment method.

Your ability to fund and withdraw your Xapo Wallet may be subject to limits we may establish from time to time.

When funding or withdrawing your Xapo Wallet through wire transfer and/or any payment processor and/or payment method, incoming or withdrawn funds can be sent from or to an account in your own name or in the name of a third party. You are solely responsible for ensuring the accuracy of the information included in your transfer of funds, including account number, bank routing number, your Xapo-specific reference number and any other information requested by us. Xapo cannot revoke or cancel a wire once it has been initiated by a bank. You shall be solely responsible for all costs, losses, damages and liabilities arising from any reversal of funds initiated by Xapo as a result of your failing to comply with the provisions of this Section 12. Xapo reserves the right to delay or not process incoming or withdrawing wires and/or payment processor method for any reason, and where required by governmental, regulatory or law enforcement requirements. Xapo is not liable for any act, omission, mistake, default, delay, negligence, misconduct or insolvency of any third party, including any bank, entity or person.

You acknowledge and agree that when you instruct Xapo to transfer funds between wallets, Xapo does an equivalent finance transaction in accordance with your instructions, incurring a hedge for the risk of adverse price movements of bitcoin and/or the default currency to be transferred. Therefore, you acknowledge and agree that the cancellation of a transfer of funds from one wallet to another is not neutral, and it may be subject to an adjustment equivalent to the difference between the prices involved in the entire transaction. Xapo does not earn any profit from these eventual adjustments.

12.4 Buy/Sell Bitcoins: To purchase and/or sell bitcoins with Xapo, simply click on the ‘BUY BITCOINS’ button after logging in. You will be taken through a process that will display a bitcoin price, allowing you to buy and/or sell bitcoins at such a price. If you are purchasing bitcoins, you shall pay for them with available funds in your Wallet, or available currencies and payment methods depending on your location and some other factors.

When an order to purchase and/or sell bitcoins has been completed, the relevant funds or bitcoins shall be debited/credited from your Xapo Account accordingly. If we discover an error on our own that results in you receiving less than the amounts of funds to which you are entitled, we will rectify it by crediting your Xapo Account for the difference. If we discover an error on our won that results in you receiving more than the amounts of funds to which you are entitled, we will rectify it by debiting from your Xapo Account the difference and in the case there aren’t any available funds we temporarily suspend some functions, until your Xapo Account is debt free.

12.5 Transactions Limits: Your Wallet transactions may be subject to limits due to security and legal requirements. You should ensure that your limits are sufficient to cover any transaction you intend to make as well as any applicable fees.

You acknowledge and agree that Xapo is not responsible for any errors committed by your acts and/or omissions in connection with any transaction initiated via the Services.

12.6 OTC Transactions: These Terms shall govern all OTC transactions entered into between Xapo and you (each such Transaction an “OTC Transaction”).

OTC Transactions shall be conducted by Xapo and you in accordance to industry custom and practice, which means industry standards, practices, methods and procedures conforming to the applicable laws and regulations, and the exercise of the degree of skill and care, diligence, prudence and foresight which would reasonably and ordinarily be expected from a skilled and experienced person or body engaged within the cryptocurrency industry and business sector.

Any dispute, controversy or claim arising out of or in connection with the OTC Transaction entered into thereunder, including any question regarding its existence, validity, invalidity or any breach or termination thereof, shall be settled in accordance with Section 25 of these Terms. The Xapo address provided in these Terms shall be deemed to be the place of performance of all obligations arising under the Agreement and the OTC Transactions entered into hereunder.

12.7 Processing Fees: Please review carefully our current processing fees here.

Outgoing transactions. Outgoing bitcoin transactions from your Xapo Account to another Xapo Account are not subject to any processing fee. Outgoing bitcoin transactions from your Xapo Account to a bitcoin address outside of Xapo are subject to a processing fee that you can review here: Bitcoin Transaction Fees.

Incoming transactions. Incoming bitcoin transactions to your Xapo Wallet equal to or below a certain amount are subject to a special processing fee so as to cover the transaction cost of the Bitcoin network. This special processing fee shall be automatically deducted from the respective transaction. Please review our current special processing fee here.

Xapo reserves the right to charge additional fees or to change the amount of fees, and we will provide you at least 30 days advance notice of any such change. Xapo reserves the right to waive and/or reduce any fee at any time, with or without notice.

12.8 Xapo Bitcoin Reserve: Xapo maintains a proprietary reserve of bitcoins (“Bitcoin Reserve”) that is designed to ease the impact of bitcoin losses that are a direct consequence of certain incidents, as described below, and that are not related in any way with your own actions, omissions or errors. The Xapo Bitcoin Reserve is provided to you at no charge.

The Xapo Bitcoin Reserve is designed to cover direct and effective losses suffered by users as a result of attacks of hackers to our systems, theft by any third party and/or Xapo employee from our systems or facilities, and/or our bankruptcy, which are not due to or related to your acts, omissions or errors (“Qualifying Losses”).

The Xapo Bitcoin Reserve does not cover cases of hacking of individuals’ and entities’ systems, devices and personal accounts, such as phones, computers, email accounts, etc. For example, a loss suffered as a result of your failure to maintain adequate security, control or confidentiality of your Xapo Account information, including any personal identification numbers (PINs), passwords, API keys or other codes associated with your Xapo Account and any activity occurring within that Xapo Account, will not be considered a Qualifying Loss.

WHILE WE HAVE DESIGNED THE XAPO BITCOIN RESERVE TO HELP LESSEN THE IMPACT OF BITCOIN LOSSES THAT ARE OUTSIDE OF OUR USERS’ CONTROL, WE DO NOT AND CANNOT REPRESENT OR WARRANT THAT THE XAPO BITCOIN RESERVE WILL HAVE A SUFFICIENT NUMBER OF BITCOINS TO COVER ANY OR ALL LOSSES SUFFERED BY OUR USERS IN THESE CIRCUMSTANCES.

As a condition to receiving any bitcoins and/or funds from the coverage of the Xapo Bitcoin Reserve, you agree to (i) timely cooperate with Xapo upon its request in connection with any coverage claim relating to your bitcoins, including by timely providing any information or documentation that Xapo reasonably requests, and (ii) sign any documents, including but not limited to a release of further claims against Xapo, that Xapo may require.

12.9 Forks: If, as a consequence of a “fork” (as such term is commonly known in the bitcoin industry), bitcoin holders are granted an equivalent or proportional amount of a new Digital Currency or values that are not bitcoin, Xapo shall not have any obligation whatsoever in connection to such new Digital Currency or value, provided, however, that Xapo may grant you, at its sole discretion, a reasonable term to withdraw such Digital Currency or value and transfer it to a third party. If you choose not to withdraw the total balance of the Digital Currency or value within such term, Xapo reserves the right to automatically convert the total balance of such Digital Currency into bitcoin and credit it to your Xapo Wallet. The above does not mean and shall not be interpreted in any way as an obligation of Xapo to provide any support or withdrawal option of any Digital Currency or value other than bitcoin.

12.10 Continuity of Services: Our Services may evolve over time. This means we may make changes, replace, or discontinue (temporarily or permanently) our Services at any time for any reason with or without notice. In this case, you may be prevented from accessing or using our Services. If, in our sole discretion, we decide to permanently discontinue our Services, we will provide you with notice via our website or mobile apps.

12.11 Bitcoin Transactions: Xapo cannot and does not guarantee the value of bitcoins. You acknowledge and agree that the value of bitcoins is highly volatile and that buying, selling, and holding bitcoins involves a high degree of risk. Additionally, the bitcoin consensus network is solely responsible for verifying and confirming proposed transactions that you submit via the Services, and Xapo cannot and does not confirm, cancel, or reverse wallet-to-wallet transactions, other than confirmation of the Bitcoin network’s completion of a transaction. The Bitcoin network is operated by a decentralized network of independent third parties. Once a transaction request has been submitted to the Bitcoin network via the Services, the Bitcoin network will automatically complete or reject the request and you will not be able to cancel or otherwise modify your transaction request. You acknowledge and agree that Xapo is not responsible for any errors or omissions that you make in connection with any bitcoin transaction initiated via the Services. The Services help you submit your bitcoin transaction request for confirmation to the Bitcoin network. However, Xapo has no control over the Bitcoin network and therefore cannot and does not ensure that any transaction request you submit via the Services will be completed. You acknowledge and agree that the transaction requests you submit via the Services may not be completed, or may be substantially delayed, by the Bitcoin network. When you complete a transaction request via the Services, you authorize us to submit your transaction request to the Bitcoin network in accordance with the instructions you provide via the Services.

To increase the security of your bitcoins storage at Xapo, Xapo has designed high-level security measures to the Services. For that reason, Xapo bitcoin sending addresses are not designed to receive bitcoin for Xapo users. Therefore, Xapo cannot and does not guarantee that any bitcoin transaction reversed by a third party, and/or bitcoins sent directly to any Xapo sending address, shall be received by the Xapo user intended to receive such reversed transaction or bitcoins sent.

12.12 Bitcoin Transactions; Transmission Delays: Xapo Services include several security measures and layers to increase the security of your bitcoins storage at Xapo. For this reason, transaction(s) to a bitcoin address outside Xapo for a significant amount of bitcoins, may take longer than a standard transaction(s) of bitcoin. You acknowledge and agree that a transaction(s) to a bitcoin address outside of the Xapo system for a significant amount of bitcoins may be delayed.

Before processing any transaction(s), Xapo reserves the right to take the necessary time for the purpose of verifying your identity, verifying your activity and conducting security and other internal procedures in relation to your Xapo Account.

12.13 Wallet Address and Private Key: When you create a Xapo Account as an individual or Entity, the Services generate and store a cryptographic private and public key pair that you may use to send and receive bitcoins via the Bitcoin network. The public key generated by the Services serves as your bitcoin wallet address, and may be shared with the Bitcoin network and with others to complete bitcoin transactions. The private key uniquely matches the wallet address and must be used in connection with the wallet address to authorize the transfer of bitcoin from or to that wallet address.

12.14 Custody of Bitcoins: Xapo is a custodian of any bitcoins, or where supported, other Digital Currencies transferred to a Xapo Wallet. Xapo does not obtain any legal or beneficial right, title or interest in your bitcoins that you store in your Xapo Wallet.

12.15 Unacceptable Use or Conduct: You will not:

1. violate any law, regulation, contract, intellectual property or other third-party right, or commit a tort while using the Services;
2. use the Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Services, or that could harm Xapo or damage, disable, overburden, or impair the functioning of the Services in any manner;
3. use the Services to pay for, support, or otherwise engage in any illegal gambling activities, fraud, money-laundering, or terrorist activities, or other illegal activities;
4. use any robot, spider, crawler, scraper, or other automated means or interface not provided by Xapo to access the Services or to extract data;
5. use or attempt to use another user’s Xapo Account without authorisation;
6. attempt to circumvent any content filtering techniques Xapo employs, or attempt to access any service or area of the Services that you are not authorised to access;
7. introduce to the Services any malware, virus, trojan worms, logic bombs, or other harmful material;
8. develop any third-party applications that interact with our Services without our prior written consent, or unless otherwise agreed;
9. provide false, inaccurate, or misleading information;
10. post content or communications that are, in our sole discretion, libellous, defamatory, profane, obscene, pornographic, sexually explicit, indecent, lewd, vulgar, suggestive, harassing, hateful, threatening, offensive, discriminatory, bigoted, abusive, inflammatory, fraudulent, deceptive or otherwise objectionable;
11. post content containing unsolicited promotions, political campaigning, or commercial messages (SPAM) or any chain messages or user content designed to deceive or trick the user of the Service;
12. post content containing private information of any third-party including, but not limited to, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers; or
13. encourage or induce any third party to engage in any of the activities prohibited under this section.

If you are blocked by Xapo from accessing the Xapo Services (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Use of our Services in connection with any transaction involving illegal actions, products or services is prohibited. Xapo reserves the right to temporarily or permanently suspend your Xapo Account or otherwise restrict your use of the Xapo Services if any violation of this section occurs.

12.16 Authorised Uses of Our Services: You are permitted to use our Services, only as we have authorised. You are responsible for ensuring that the information in your Xapo Account is current and correct, including, as applicable, your Entity business phone number, your email address, and mobile phone number. You are also responsible for maintaining adequate security, control and confidentiality of your Xapo Account information, including any personal identification numbers (PINs), passwords, API keys or other codes associated with your Xapo Account and any activity occurring within that Xapo Account. If you are an Entity, you are responsible for ensuring that only authorized persons use the Services on your behalf, and you agree that each such authorized person must register and obtain individual Xapo Account access credentials. The loss or compromise of this Xapo Account information may result in unauthorised access of your Xapo Account, which may result in loss or theft of any Digital Currency held in your Xapo Account. If you believe your Xapo Account has been compromised, need to report a security incident, experience any operational problems, or have a security concern please contact us describing the issue at hand as thoroughly as possible including the date, type of problem and part of the Xapo Services where you experienced that problem. You are responsible for: (i) immediately notifying us of any unauthorised use of your password or Xapo Account or any other breach of security, and (ii) ensuring that you exit from your Xapo Account at the end of each session when accessing the Services. We accept no responsibility for any loss that you suffer as a result of failing to comply with this section or your failure to follow or act on any notices or alerts that we may send to you in relation to your use of or access to our Services.

12.17 Using SMS/Text: To use the Xapo Services, whether as an individual account holder or a person authorised on behalf of an Entity account holder, you must provide a valid mobile phone number. This number is used as part of the authentication process. As part of using the Xapo Services, you are agreeing to receive SMS/text messages from us. Please note that while we do not charge you for SMS/text messages, your mobile carrier’s standard messaging rates will apply. Failure to provide a valid mobile phone number may result in restriction of your use of the Xapo Services. If Xapo suspects that your mobile number is invalid or that you are using a VOIP service to circumvent the requirement to provide a valid mobile phone number, Xapo may suspend or otherwise restrict your use of the Xapo Services.

12.18 Export Controls: The Xapo Services may be subject to export control regulations under applicable law. By using the Xapo Services you represent that you are not an individual or Entity that is, or an Entity owned or controlled by persons or entities that are, (i) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control, the U.S. Department of State, the United Nations Security Council, or any other governmental authority with jurisdiction over Xapo or the Xapo Services; (ii) identified on the Denied Persons, Entity, or Unverified Lists of the U.S. Department of Commerce’s Bureau of Industry and Security; or (iii) located, organized or resident in a country or territory that is, or whose government is, the subject of U.S. economic sanctions, including, without limitation, Cuba, Iran, North Korea, Sudan, or Syria. You further represent that you will not use the Xapo Services to conduct any transaction with or on behalf of any person or Entity listed in clauses (i) through (iii) above or otherwise in violation of law. Xapo may cease to provide the Xapo Services to you for any reason, and with no notice, if it determines that you have violated any of the above representations. You understand and consent that Xapo may be legally required to detain, to deny your access to, and to report to one or more governmental authorities, such of your property or property interests as are in Xapo’s possession or control in the event of certain sanctions imposing these obligations. These representations, covenants, and obligations are continuing and you agree to notify Xapo immediately in writing if your status under any of the above covenants changes.

12.19 Transaction Reversals and Cancellations: Transactions you have initiated using the Services generally may not be reversed or cancelled by you once submitted to or accepted by Xapo. If your transaction involves a payment by you of Digital Currency and such payment is not successful or if your payment method has insufficient funds, you authorize Xapo, in its sole discretion, either to cancel the transaction or to debit your other payment methods that you have made available to us, including from other balances held in your Xapo Account or other linked accounts, in any amount necessary to complete the transaction. You are responsible for maintaining an adequate balance and/or sufficient credit limits in order to avoid overdraft, insufficient funds (NSF), a negative balance or similar fees charged by your payment provider. Xapo reserves the right to refuse to process, or to cancel or reverse, any purchases or sales of Digital Currency in its sole discretion, even after funds have been debited from your account(s), if Xapo suspects the transaction involves (or has a high risk of involvement in) money laundering, terrorist financing, fraud, or any other type of financial crime; in response to a subpoena, court order, or other government order; if Xapo reasonably suspects that the transaction is erroneous; or if Xapo suspects the transaction relates to a use prohibited by the Terms. In such instances, Xapo will reverse the transaction and we are under no obligation to allow you to reinstate a purchase or sale order at the same price or on the same terms as the cancelled transaction.

12.20 Negative Balance: You undertake to always have a zero or positive balance in your Xapo Account. If for whatever reason your Xapo Account goes into a negative balance, you agree to repay the negative balance immediately without any notice from us by adding funds to your Xapo Account, otherwise your failure to do so shall constitute a breach of these Terms.

You authorize Xapo, in its sole discretion, to debit your other payment methods that you have made available to us, including from other balances held in your Xapo Account or other linked accounts, in any amount necessary to remedy a negative balance.

Without prejudice to our right to set-off in these Terms, if you fail to remedy a negative balance we may block your Xapo Account and suspend your access to and/or use of our Services, send you reminders or take such other reasonable actions to recover the negative balance from you, for example, we may use our right to set-off, a debt collection service or take further legal actions. We will charge you for any costs we may incur as a result of these additional collection efforts.

12.21 Statements; Transaction Confirmations: Xapo does not provide periodic account statements for general Xapo Accounts. You may obtain a record of account balances, transfers and purchases and sales of Digital Currency by logging into your Xapo account or by contacting customer support at [email protected]. Xapo will provide a transaction activity receipt to your email following each purchase or sale action relating to your account. Deposit information shall include the transaction date, type and amount deposited, and transaction IDs for Digital Currency deposits. Transfer information shall include the transaction date, type, destination address and amount transferred, and transaction IDs for Digital Currency transfers. Receipts for purchase and sale transactions shall include the transaction date, type, amount, and pricing information, if applicable.

12.22 Rates, fees and charges: The rates, fees and charges we apply to your actions and use of our Services are clearly shown in your Xapo Account prior to you accepting them. You agree to pay all rates, fees and charges we apply on time. Prompt payment is essential and shall be made without previous demand and to no one but us or without our prior consent. We are entitled to grant time or other indulgence for the payment or satisfaction of any of your obligations under these Terms without affecting any of our rights, or operating as a waiver of such right in whole or in part. All fees and charges we apply shall be deducted either from the balance of your Xapo Account or other linked accounts, from the funds being credited to your account or any other payment method made available for such purposes. We maintain a Rates, Fees & Charges Sheet for your information.

12.23 Language of Communications: All our communications with you will be in English. Other languages may be used for convenience purposes only, but we do not warrant that we will use other languages other than English to communicate with you.

13. YOUR REPRESENTATIONS AND WARRANTIES

By creating a Xapo Account and/or by using the Services you hereby agree, represent and warrant that:

1. you have read, understood and accept these Terms;
2. you have the necessary authority and consent to accept these Terms, to enter into a binding agreement with Xapo and to perform the obligations set out therein;
3. you have sufficient understanding of the functionality, usage, storage, transmission, mechanics, risks and intricacies associated with cryptocurrencies (such as Bitcoin), cryptocurrency storage facilities (including virtual current wallets), Blockchains and blockchain-based software systems;
4. you have experience and sufficient knowledge in financial and cryptocurrency matters and are able to evaluate the benefits and risks of acquiring cryptocurrencies via the Services;
5. if you are an individual, you are at least 18 years of age, you have sufficient legal capacity (in your jurisdiction) to accept these Terms and to enter into a binding agreement with Xapo on the terms set out therein;
6. you are not a politically exposed person and you do not have any relationships (e.g. relative, associate etc.) with a person who holds or held during the last 12 months any public position;
7. you are not a citizen of, resident or domiciled in a Restricted Location or using the Services from a location in a Restricted Location, nor are you an entity (including, but not limited to, any company or partnership) incorporated, established or registered in or under the laws of a Restricted Location, nor are you using the Services for or on behalf of any such person or entity;
8. you understand that laws regarding cryptocurrencies vary throughout the world, and that it is your responsibility to make sure you properly comply with any law, regulation or guideline in your country of residence or any other law or regulation which you are subject to regarding the use of the Services. To avoid any doubt, you confirm that you understand that your ability to access and use the Services does not necessarily mean that the Services and/or your activities through the Services are legal under the laws, regulations or directives relevant to you;
9. you understand that investing in any virtual currency involves greater risks than associated with investment in traditional currencies or assets and as a result loss of capital may occur;
10. you understand that you should not invest more than you can afford to lose and that you understand that any risks taken by you are solely your responsibility, and Xapo bears no responsibility whatsoever for funds lost whether directly or indirectly;
11. you shall not use the Services for any purpose that is illegal and you shall not introduce any funds such whose origin is such as but not limited to:
12. human trafficking;
13. money laundering, terrorist financing, proliferation of weapons of mass destruction;
14. any goods of services that are illegal or the promotion, offer or marketing of which is illegal or that are offered in connection with illegal, obscene or pornographic content, depict children or minors in sexual postures, depict means of propaganda of signs of unconditional organisations glorifying war or violating human dignity;
15. any goods or services, promotion, offer or marketing of which would violate copyrights, industrial property rights or other rights of any person;
16. archaeological findings;
17. drugs, narcotics or hallucinogens;
18. weapons of any kind;
19. llegal gambling services;
20. ponzi, pyramid or any other “get rich quick” schemes;
21. goods that are subject to any trade embargo;
22. media that is harmful to minors and violates laws and, in particular, the provision in respect of the protection of minors;
23. body parts or human remains;
24. rotected animals or protected plants; or
25. any other illegal goods, services or transactions.
26. you shall not use any funds you receive through the use of the Services to finance, engage in, or otherwise support any unlawful activities;
27. you shall not interfere with or attempt to interrupt the proper operation of the website and/or mobile application or the Services through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Services through hacking, passwords or data mining, or any other means;
28. using the Services is not unlawful or prohibited under the laws of your jurisdiction or under the laws of any other jurisdiction to which you may be subject and your use of the Services shall be in full compliance with applicable laws (including, but not limited to, in compliance with any tax obligations to which you may be subject in any relevant jurisdiction);
29. you will comply with any applicable tax obligations in your jurisdiction arising from your use of the Services;
30. you will monitor all and any changes to your Xapo Account and take all steps to maintain and ensure the confidentiality of your Xapo Account’s credentials, including, but not limited to passwords and emails and/or usernames;
31. you will immediately inform us of any unauthorized use of your Xapo Account or password, or any other breach of security;
32. you are responsible for any and all damages caused, and all liability actions brought against Xapo for any breach infringement of these Terms or of any third-party rights or violation of any applicable laws;
33. nothing in these Terms excludes or limits your liability for fraud, death or personal injury caused by their negligence, breach of the Terms implied by operation of law or any other liability which may not be limited or excluded by laws;
34. any errors or malfunctions caused by or otherwise related to the Services including your own failure to properly maintain or use your Xapo Account may result in the funds being permanently lost or stolen;
35. you acknowledge and agree that Xapo may, where applicable, make payments to third parties that help initiate, conclude or maintain a business relationship between Xapo (or its affiliates) and its clients. These payments may include rebates, commission, widened spreads, and profit sharing;
36. you will provide Xapo with correct and relevant documents and personal information upon request. In case you provide counterfeit documents and false personal information, such behavior will be interpreted as a fraudulent activity; and
37. you are responsible for implementing all reasonable and appropriate measures for maintaining the confidentiality and security of your Xapo Account name, user ID, passwords, personal identification and mobile unlock codes that you use to access the Services. ‍

14. INTELLECTUAL PROPERTY

14.1 Ownership of Intellectual Property Rights: We and our licensors retain all right, title, and interest (including all copyright, trademark, patent, trade secrets, and all other intellectual property rights) in our Services and all content on our Services, including our trademarks, service marks, designs, logos, URLs, and trade names that are displayed on our Service, which we refer to in these Terms, collectively, as the “Xapo Materials”. We hereby grant you a limited, nonexclusive, and non-sublicensable license to access and use the Xapo Materials for your personal or internal business use. Such license is subject to these Terms and does not permit any resale of the Xapo Materials; the distribution, public performance or public display of any Xapo Materials; modifying or otherwise making any derivative uses of the Xapo Materials, or any portion thereof; or any use of the Xapo Materials other than for their intended purposes. The license granted under this Section 15 will automatically terminate if we suspend or terminate your access to the Services. We will own exclusive rights, including all intellectual property rights, to any feedback, suggestions, ideas or other information or materials regarding Xapo or our Services that you provide, whether by email, posting through our Services or otherwise, which we refer to in these Terms as Feedback. Any Feedback you submit is non-confidential and will become the sole property of Xapo. We will be entitled to the unrestricted use and dissemination of such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you. You may not use, copy or retransmit anything on our website or mobile apps without our permission. We reserve all rights not expressly granted herein.

14.2 Trademarks: Xapo and the Xapo logo are Xapo’s or our licensor’s trademarks, registered trademarks or service marks. Any other trademarks mentioned in our website or mobile apps are the property of their respective owners.

14.3 Feedback: You may voluntarily post, submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about Xapo or our Services (collectively, “Feedback”). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including, without limitation, to develop, copy, publish, or improve the Feedback in Xapo’s sole discretion. You understand that Xapo may treat Feedback as non-confidential.

15. THIRD-PARTY CONTENT

We may provide information about third-party products, services, activities or events, or we may allow third parties to make their content and information available on or through the Services (collectively, “Third-Party Content”). We provide Third-Party Content as a service to those interested in such content. Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Content are solely between you and the third party. Xapo does not control or endorse, and makes no representations or warranties regarding any Third-Party Content, and your access to and use of such Third-Party Content is at your own risk.

### 16. DISCLAIMER OF WARRANTIES

OUR SERVICES ARE PROVIDED “AS IS” WITH NO WARRANTY OF ANY KIND.

Your use of our Services is at your sole risk. We and our licensors, service providers or subcontractors (if any) make no representations or warranties about the suitability of the information, software, products and services contained in our Services for any purpose or their compliance with any accounting rules, principles or laws, and we expressly disclaim any representation or warranty that the Services will be free from errors, viruses or other harmful components, that communications to or from the Services will be secure and will not be intercepted, that the services, functions and other capabilities offered by the Services will be uninterrupted, or that their content will be accurate, complete or timely.

EXCEPT AS EXPRESSLY STATED IN THESE TERMS, WE DISCLAIM ALL WARRANTIES, AND CONDITIONS, EXPRESS, IMPLIED OR STATUTORY , INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. YOU ACKNOWLEDGE THAT YOU HAVE NOT ENTERED INTO THIS AGREEMENT IN RELIANCE UPON ANY WARRANTY OR REPRESENTATION EXCEPT THOSE SPECIFICALLY SET FORTH IN THESE TERMS.

Some jurisdictions do not allow the disclaimer of implied terms in contracts with consumers, so some or all of the disclaimers in this section may not apply to you.

17. NO ADVICE

Xapo is not acting and cannot act as an advisor, including as to any financial, legal, investment, insurance and/or tax matters. Any information provided by Xapo is for general information only. You are solely responsible for determining whether any contemplated transaction is appropriate for you.

18. COMPLIANCE WITH LAW; TAXES

You are responsible for complying with all applicable laws related to your activities and other use of the Services, including without limitation any reporting obligations and payment of all applicable taxes. You are solely responsible for withholding, collecting, reporting, paying, settling and/or remitting any/or all other taxes to which you may become liable to the appropriate tax authorities in such jurisdiction(s) in which you may be liable to pay tax howsoever arising. Xapo shall not be responsible for withholding, collecting, reporting, paying, settling and/or remitting any taxes (including, but not limited to, any income, capital gains, sales, value added or similar tax) which may arise from any action or transaction contemplated by these Terms or related to the Services.

19. INDEMNIFICATION

19.1 You agree to indemnify, defend and hold us, our employees, agents, consultants, subsidiaries, partners, affiliates, and licensors, harmless against any and all claims, costs, losses, damages, liabilities, judgments and expenses (including reasonable fees of attorneys and other professionals) arising from or in any way related to your use of our Services, your violation of these Terms, or your violation of any rights of any other person or Entity.

19.2 Xapo reserves the right to exercise sole control over the defense, at your sole cost and expense, of any claim subject to an indemnity set out in this section.

19.3 The indemnity set out in this section is in addition to, and not in lieu of, any other remedies that may be available to Xapo under applicable law.

20. LIMITATION OF LIABILITY

IN NO EVENT WILL WE, OUR LICENSORS, SERVICE PROVIDERS OR SUBCONTRACTORS (IF ANY) BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOSS OF USE, LOSS OF DATA Or LOSS OF GOODWILL), ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE, OR THE PERFORMANCE OR OPERATION OF OUR SERVICES, YOUR ACCESS TO, DISPLAY OR USE OF THE SERVICES, OR WITH DELAY OR INABILITY TO ACCESS, DISPLAY OR USE THE SERVICES, ANY COMPUTER VIRUSES, INFORMATION, SOFTWARE, LINKED SITES, PRODUCTS OR SERVICES OBTAINED THROUGH THE SERVICES, OR THE ACT OR OMISSION OF ANY, BUSINESS USING OUR SERVICES OR OTHER THIRD PARTY, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, AND WHETHER OR NOT WE, OUR LICENSORS, SERVICE PROVIDERS OR SUBCONTRACTORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

In no event will the aggregate liability of Xapo, our licensors, service providers, or subcontractors for any loss or damage that arises out of, or is connected with, any of the occurrences described above exceed the greater of $100 or the service fees that you paid to us for the service we provide through the Services during the month during which the incident occurred. The limitation of liability reflects the allocation of risk between the parties. The limitations specified in this Section 20 will survive and apply even if any limited remedy specified in these Terms is found to have failed of its essential purpose. The limitations of liability provided in these Terms inure to the benefit of us, our licensors, service providers and subcontractors subsidiaries, partners, affiliates, agents and employees.

SOME JURISDICTIONS DO NOT ALLOW CERTAIN WARRANTY DISCLAIMERS OR LIMITATIONS ON LIABILITY. ONLY DISCLAIMERS OR LIMITATIONS THAT ARE LAWFUL IN THE APPLICABLE JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

21. RELEASE

To the fullest extent permitted by applicable law, you release Xapo from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties.

22. TRANSFER AND PROCESSING DATA

In order for us to provide our Services, you agree that we may process, transfer and store information about you in other countries, where you may not have the same rights and protections as you do under local law. Xapo will, however, ensure that all transfers of Personal Data (as the same is defined in Regulation (EU) 2016/679 the “Regulation”) outside of the EU shall be carried out in compliance with the Regulation for as long as the same applies to Xapo.

### 23. SEVERABILITY

If, for any reason, a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

24. ARBITRATION OF DISPUTES AND GOVERNING LAW

PLEASE READ THE FOLLOWING PARAGRAPH CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE DISPUTES WITH US AND IT LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF.

You and Xapo agree to arbitrate any dispute arising under or in connection with these Terms or your use of our Services, except for disputes in which either party seeks equitable and other relief for any alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets or patents. ARBITRATION PREVENTS YOU FROM SUING IN COURT. You and Xapo agree to notify each other in writing of any dispute within thirty (30) days of when it arises. Notice to Xapo shall be sent to [email protected].

You and Xapo further agree: (a) to attempt informal resolution prior to any demand for arbitration; (b) that the seat or legal place of any arbitration will be Gibraltar; (c) that arbitration will be conducted confidentially by a single arbitrator in accordance with the Arbitration Act 1895 of Gibraltar; and (d) that the courts in Gibraltar will have exclusive jurisdiction over any appeals of an arbitration award and over any suit between the parties not subject to arbitration. Other than class procedures and remedies discussed below, the arbitrator has the authority to grant any remedy that would otherwise be available in court. Any dispute between the parties will be governed by these Terms and the laws of Gibraltar, without giving effect to any conflict of laws principles that may provide for the application of the law of another jurisdiction.

WHETHER THE DISPUTE IS HEARD IN ARBITRATION OR IN COURT, YOU AND XAPO WILL NOT COMMENCE AGAINST THE OTHER A CLASS ACTION, CLASS ARBITRATION OR REPRESENTATIVE ACTION OR PROCEEDING.

The arbitrator, Xapo, and you will maintain the confidentiality of any arbitration proceedings, judgments and awards, including, but not limited to, all information gathered, prepared and presented for purposes of the arbitration or related to the dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality, unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.

Any claim arising out of or related to these Terms or our Services must be filed within one (1) year after such claim arose; otherwise, the claim is permanently barred, which means that you and Xapo will not have the right to assert the claim.

If any portion of this Section 25 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section 25 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 25; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 25 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 25 will be enforceable.

25. SET-OFF

25.1 If any money you owe us is overdue for payment, or if you fail to remedy a negative balance on your Xapo Account, with or without our prior notice, we may exercise our right to set-off. This means that we have the right to debit any amount necessary from other payment methods that you have made available to us, including from any other balances held in your Xapo Account or other linked accounts, to reduce or repay what you owe us or to remedy a negative balance.

25.2 Where applicable, if the amount to be set-off is expressed in different currencies we reserve the right to convert available balances in your Xapo Account at a market rate of exchange for the purpose of set-off.

25.3 Xapo will only do this if we consider it reasonable to do so, taking into account your circumstances and any regulatory requirements.

25.4 You have no right to set-off any claims that you may have against Xapo against any liability that you may have to Xapo.

25.5 Our right to set-off also applies to any other balances held in your Xapo Account or other linked accounts.

26. FORCE MAJEURE

Xapo shall not be liable or responsible to you, or be deemed to have breached these Terms, for any failure or delay in fulfilling or performing its obligations under these Terms, if and to the extent such failure or delay is caused by, results from or is otherwise connected to acts beyond its reasonable control, including, without limitation: (a) acts of God; (b) flood, fire, earthquake or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist, hacking or cyber threats, attacks or acts, or other civil unrest; (d) any laws, statutes, ordinances, rules, regulations, judgments, injunctions, orders and decrees; or (e) action by any nation or government, state or other political subdivision thereof, any entity exercising legislative, regulatory, judicial or administrative functions of or pertaining to government, including, without limitation, any government authority, agency, department, board, commission or council.

27. UNCLAIMED PROPERTY; DEATH OF ACCOUNT HOLDER

27.1 Unclaimed Property: Under applicable law, after a specified period of inactivity by you with respect to your Xapo Account, Xapo may be required to report and/or remit any Digital Currency it is holding in custody for you in accordance with applicable laws. Xapo reserves the right to deduct a dormancy fee or other administrative charges from such unclaimed funds, as permitted by applicable law.

27.2 Death Of Account Owner: In the event that a Xapo Account owner dies or is otherwise incapacitated, Xapo will cooperate with duly authorized representatives in accordance with applicable laws and regulations. Upon notice of the death of a Xapo Account owner, Xapo will suspend activity in such Xapo Account, pending verification or resolution of such notice. Notwithstanding the foregoing, Xapo reserves the right to require that the recipient or ultimate beneficiary of any transfer of Digital Currency from a Xapo Account (a) provides evidence reasonably satisfactory to Xapo that demonstrates entitlement to a transfer; (b) complies with the Identity Requirement provisions set forth in Section 6 hereof; (c) indemnifies and holds Xapo harmless to the extent and in the form required by Xapo, including, but not limited to, claims of negligence; and (d) provides Xapo with any other information, evidence, documentation, confirmation or any other details or verification that we may reasonably require in order to allow us to process such a request.

28. NO WAIVER

Any delay or failure on our part to exercise or enforce any provision, right or remedy in these Terms will not constitute a waiver of that provision, right or remedy or preclude its exercise at any subsequent time.

29. ASSIGNMENT; ENTIRE AGREEMENT

Xapo may assign these Terms to its parent company, affiliate or subsidiary, or in connection with a merger, consolidation, or sale or other disposition of all or substantially all of its assets. These Terms, together with any other agreements that apply to you, such as our Developer Terms, constitute the entire and exclusive agreement between us and you regarding its subject matter, and supersede and replace any previous or contemporaneous written or oral contract, warranty, representation or understanding regarding its subject matter.

You agree to first contact Xapo and attempt to resolve any complaint or claim at the following:

E-mail: [email protected]

Xapo VASP Limited
Suite 23, Portland House
Glacis Road, Gibraltar
GX11 1AA

DEPOSITOR INFORMATION SHEET

Last Updated: June 2, 2020

Basic information about the protection of your eligible deposit

Eligible deposits in Xapo Bank Limited are protected by:
	The Gibraltar Deposit Guarantee Scheme.
Limit of protection:
	€100,000 per depositor per credit institution or the currency equivalent at the time of disbursement.2 The following trading names are part of Xapo Bank Limited: Xapo Bank
If you have more eligible deposits at the same credit institution:
	All your eligible deposits at the same credit institution are ‘aggregated’ and the total is subject to the limit of €100,000 or currency equivalent.2
If you have a joint account with other person(s):
	The limit of €100,000 or currency equivalent applies to each depositor separately.3
Reimbursement period in case of credit institution’s failure:
	Between 7 and 20 working days.4
Currency of reimbursement:
	Pound sterling (£)
Contact:
	Gibraltar Guarantee Scheme Suite 3, Ground Floor Atlantic Suites, Europort Avenue Gibraltar amesGX11 1AA Tel: +(350) 20040283 Email: [email protected]
More information:
	http://gdgb.gi/

1. SCHEME RESPONSIBLE FOR THE PROTECTION OF YOUR DEPOSIT

Your eligible deposit is covered by a statutory deposit guarantee scheme. The Gibraltar Deposit Guarantee Scheme is defined in Part 15 of the Financial Services Act 2019. If insolvency of your credit institution should occur, your eligible deposits would in any case be repaid up to €100,000 (or the currency equivalent at the time of disbursement) by the Deposit Guarantee Scheme.

2. GENERAL LIMIT OF PROTECTION

If a covered deposit is unavailable because a credit institution is unable to meet its financial obligations, depositors are repaid by a Deposit Guarantee Scheme. This repayment covers at maximum €100,000 (or the currency equivalent at the time of disbursement) per credit institution. This means that all eligible deposits at the same credit institution are added up in order to determine the coverage level. If, for instance a depositor holds a savings account with €90,000 and a current account with €20,000, he or she will only be repaid €100,000 (or currency equivalent).

In some cases eligible deposits which are categorised as ‘temporary high balances’ are protected above €100,000 (or the currency equivalent) for six months after the amount has been credited or from the moment when such eligible deposits become legally transferable. These are eligible deposits connected with certain events, including:

(a) certain transactions relating to the depositor’s current or prospective only or main residence or dwelling;

(b) a death, or the depositor’s marriage or civil partnership, divorce, retirement, dismissal, redundancy or invalidity;

(c) the payment to the depositor of insurance benefits or compensation for criminal injuries or wrongful conviction.

3. LIMIT OF PROTECTION FOR JOINT ACCOUNTS

In case of joint accounts, the limit of €100,000 (or currency equivalent) applies to each depositor.

However, eligible deposits in an account to which two or more persons are entitled as members of a business partnership, association or grouping of a similar nature, without legal personality, are aggregated and treated as if made by a single depositor for the purpose of calculating the limit of €100,000 (or currency equivalent).

4. REIMBURSEMENT

The responsible deposit guarantee scheme is the Gibraltar Deposit Guarantee Scheme, Suite 3, Ground Floor, Atlantic Suites, Europort Avenue, Gibraltar, GX11 1AA. Except where specific exceptions apply, it will repay your eligible deposits (up to €100,000, or currency equivalent) within:

(a) 10 working days from 1st January 2021 to 31st December 2023; and

(b) 7 working days from 1st January 2024 onwards.

Where the Deposit Guarantee Scheme cannot make the repayable amount available within seven working days, it will, until 31st December 2023, ensure that you have access to an appropriate amount of your covered deposits to cover the cost of living (in the case of a depositor who is an individual) or to cover necessary business expenses (in the case of a depositor which is not an individual or a large company) within five working days of a request. Again, there are specific exceptions to this obligation.

If you have not been repaid within these deadlines, you should contact the Deposit Guarantee Scheme since the time to claim reimbursement may be barred after a certain time limit. Further information can be obtained under http://gdgb.gi/.

OTHER IMPORTANT INFORMATION

In general, all retail depositors and businesses are covered by deposit guarantee schemes. Exceptions for certain deposits are stated on the website of the responsible deposit guarantee scheme. Your credit institution will also inform you on request whether certain products are covered or not. If deposits are eligible, the credit institution must also confirm this on the statement of account.

XAPO BANK FEES

name of the account provider:
Xapo Bank Limited

account name:
Xapo account

date:
16th September 2024

This document informs you about the fees for using the main services linked to the payment account. It will help you to compare these fees with those of other accounts.

Fees may also apply for using services linked to the account which are not listed here. Full information is available in the Fees Section of the Xapo Bank Limited Terms & Conditions.

A glossary of the terms used in this document is available free of charge.

View PDF

01 General Account Services

Maintaining the account Includes a package of services consisting of: USD bank account, international premium debit card and an ultra-secure Vault that supports USD. Services beyond these may be charged separately.
	1000 USD a year

02 Payments (Excluding Cards)

Sending money through SWIFT
	0 USD
Receiving money through SWIFT
	0 USD
Receiving money from outside Gibraltar
	0 USD
Receiving money through the Faster Payment System
	0.15 GBP
Sending money through the Faster Payment System
	0.15 GBP
Receiving money through the SEPA system
	0.10 EUR
Sending money through the SEPA system
	0.15 EUR
Sending money through the SEPA Instant system
	0.20 EUR
FedACH Deposits
	0.50 USD + 0.1% Transaction Value
FedWire Deposits
	20 USD + 0.1% Transaction Value
FedACH Withdrawals
	30 USD + 0.15% Transaction Value
Sending funds in USDT
	A blockchain fee will apply. This fee can vary depending on the network usage of other participants and covers transaction costs. Xapo Bank may also charge available spread depending on the market exchange rate considering the withdrawal size.
Receiving funds in USDT
	Xapo Bank may charge a variable spread depending on the market exchange rate considering the deposit size when converting the deposit.
Sending funds in USDC
	A blockchain fee will apply. This fee can vary depending on the network usage of other participants and covers transaction costs. Xapo Bank may also charge available spread depending on the market exchange rate considering the withdrawal size.
Receiving funds in USDC
	Xapo Bank may charge a variable spread depending on the market exchange rate considering the deposit size when converting the deposit.
	Intermediary banks fees may apply, especially for international cross-border transactions.

03 Cards and Cash

Metal Card Issuance Fee
	89 USD
Cash withdrawal (ATM) in and outside Gibraltar up to 100 USD per month
	0 USD, ATM operator fees may apply
Cash withdrawal (ATM) in and outside Gibraltar above 100 USD per month
	2% of the withdrawal amount, ATM operator feesmay apply
Receiving money from outside Gibraltar
	0 USD

Replacement of Card:

First replacement card in a year (January-December)
	0 USD
Additional replacement card in a year (January-December)
	25 USD

Emergency replacement card production
	100 USD
Emergency replacement card shipping
	depending on shipping address
Emergency cash access
	120 USD
Closed card: fee charged when the card was cancelled by the user and a new one was requested
	25 USD
Debit Card payment
	0 USD, operator fees may apply
Debit Card payment in a foreign currency
	0 USD, operator fees may apply

04 Overdrafts and Related Services

Arranged overdraft
	not applicable
Unarranged overdraft
	not applicable

05 Other Services

Dispute fee (charged in case of a non-substantiated dispute)
	45 USD

Airport Lounge Access:

First yearly visit
	0 USD
Subsequent visits in the same year
	35 USD
Guest visit fee
	35 USD
Cancellation fee (charged when a Xapo account is closed within 14 days of creation, but the free airport lounge service has already been used)
	32 USD
Cancelling a cheque
	not applicable
Refusing a payment due to lack of funds
	0 USD
Allowing a payment despite lack of funds
	0 USD

06 Wealth

These fees only apply to the Xapo Bank Wealth Product, governed by the Terms and Conditions here.

Buying Stocks:

Buying Stocks
	1% of Trade Value

Example:

You buy 1000 USD of Apple at 145 USD a share (6.897 shares in AAPL)

• 1% of trade value = 10 USD

Selling Stocks:

Trading Activity Fee (TAF)
	0.000145 USD per share (max. 7.27 USD, min. 0.01 USD per trade)
Securities and Exchange Commission (SEC) Fee
	0.000008 USD * USD transaction value (min. 0.01 USD per trade)
Selling Stock (Total)
	1% of Trade Value + TAF + SEC Fee

Example:

You sell 1000 USD of Apple at 145 USD a share (6.897 shares in AAPL)

• TAF = 0.000145 USD per share, or 0.000145*6.897 = 0.001, rounded up to minimum of 0.01 USD
• SEC Fee = 0.000008 USD multiplied by the transaction value, or 0.000008*1000 = 0.008, rounded up to the minim of 0.01 USD
• 1% of trade value = 10 USD
• 0.01 + 0.01 + 10 = 10.02 USD

Glossary of Terms

Services	Definition
Maintaining the account
	The account provider operates the account for use by the customer
Unarranged Overdraft
	The customer borrows money when there is no money le in the account (or when the customer has gone past their arranged overdraft limit) and this has not been agreed with the account provider in advance.
Arranged Overdraft
	The account provider and the customer agree in advance that the customer may borrow money when there is no money left in the account. The agreement determines a maximum amount that can be borrowed, and whether fees and interest will be charged to the customer.
Standing Order
	The account provider makes regular transfers, on the instruction of the customer, of a fixed amount of money from the customer’s account to another account.
Direct Debit
	The customer permits someone else (recipient) to instruct the account provider to transfer money from the customer’s account to the recipient. The account provider then transfers money to the recipient on a date or dates agreed by the customer and the recipient. The amount may vary.
Refusing a payment due to lack of funds
	The account provider refuses a payment from the customer’s account because there is not enough money in it (or it would take the customer past their arranged overdraft limit).
Allowing a payment despite lack of funds
	The account provider allows a payment to be made from the customer’s account although there is not enough money in it (or it would take the customer past their arranged overdraft limit).
Sending money within Gibraltar
	The account provider transfers money, on the instruction of the customer, from the customer’s account to another account in Gibraltar.
Sending money outside Gibraltar
	The account provider transfers money, on the instruction of the customer, from the customer’s account to another account outside Gibraltar.
Receiving money from outside Gibraltar
	Money is sent to the customer’s account from an account outside Gibraltar.
Cash withdrawal (ATM) in Gibraltar
	The customer takes cash out of the customer’s account at a cash machine in Gibraltar.
Cash withdrawal (ATM) in foreign currency outside Gibraltar
	The customer withdraws cash out of the customer’s account at a cash machine outside Gibraltar.
Cash withdrawal in a foreign currency inside Gibraltar
	The customer withdraws cash out of the customer’s account in a foreign currency at a cash machine or, where available, at a bank inside Gibraltar.
Debit card payment
	The customer uses a debit card to make a payment in USD. This can be in a shop, online or over the phone.
Debit card payment in a foreign currency
	The customer uses a debit card to make a payment in a foreign currency. This can be in a shop, online or over the phone.
Cancelling a cheque
	The customer asks the account provider to cancel a cheque that the customer has written.
Chargeback processing services
	The customer asks the account provider to reverse a transaction.

Mastercard Xapo Card Terms

Effective Date: 1st April 2024

The Xapo Card provides you with a range of benefits delivered directly by Xapo Bank or by our partners. Each of the terms below relate to these benefits. Please read them carefully.

• Xapo Bank Cardholder Agreement
• Xapo Bank Cardholder Benefits
• Xapo Card Lounge Access Terms & Conditions

Xapo Bank Cardholder Agreement

1. SCOPE

1.1 These terms and conditions (“Terms”) govern your use of the Xapo Card. These Terms are supplemental to and must be read with your Xapo Bank Terms & Conditions which governs the entire relationship between you (“Customer”) and Xapo Bank when you open a Xapo Account with us.

1.2 Please read these Terms carefully before you start using the Xapo Card. These Terms provide you with information on Xapo Bank, the Xapo Card and how you may use it, what to do if there is an issue with your Xapo Card and other important information that is relevant to your use of the Xapo Card.

1.3 This Agreement will commence when you apply and order your Xapo Card or when you activate it and start using it and will terminate in accordance with these Terms. You will have accepted these Terms by applying for, ordering or using your Xapo Card. You must not apply for or order a Xapo Card if you do not agree with these Terms.

1.4 As well as these Terms, general law applies to the Xapo Card and Services we provide, which may mean other rights and liabilities apply.

1.5 These Terms are supplied in English and shall be interpreted accordingly. Any translation of these Terms is for convenience purposes only. In the event of any conflict or inconsistency between the English version and a translated version, the English version shall prevail.

1.6 These Terms are available on our Website and in the Xapo Bank App. You have the right to receive these Terms, upon request, at any time during the duration of this Agreement. This can be provided to you on paper or such other durable medium such as via email or via the Xapo Platform.

2. INTERPRETATION

2.1 In this Agreement, certain capitalised terms and phrases used but not otherwise defined herein shall have the meaning given to them in the Xapo Bank Terms & Conditions.

3. XAPO CARD ISSUER

3.1 Xapo Card Issuer: The Xapo Card is issued by Xapo Bank, a company incorporated and registered under the laws of Gibraltar with Company No. 111928.

3.2 Registered Office: Our registered office is at Suite 23, Portland House, Glacis Road, Gibraltar, GX11 1AA.

3.3 Regulator: Xapo Bank is regulated by the Gibraltar Financial Services Commission (“GFSC”) with permission to provide services as a “credit institution” under the Financial Services Act 2019.

3.4 Contacting Us: If you ever have any questions, issues, or complaints, you can always check out our FAQs page or you can contact our Membership Services Team through the Xapo Bank App or via our Website. Our team will always do their best to help you. Unless otherwise stated our FAQs do not form part of this Agreement and shall not affect the interpretation of these Terms.

4. XAPO CARD

4.1 The Xapo Card can be used to pay for goods and services at participating merchants that accept the card programme being used. The Xapo Card can also be used to withdraw money from automatic teller machines, cashpoint facilities, cash dispensers or cash machines (“ATM(s)”); these may charge you for your withdrawal. We do not guarantee that a particular merchant will accept the Xapo Card so please check with the merchant before attempting the transaction if you are unsure.

‍4.2 As your Xapo Card is linked to your Xapo Account you can only use the Xapo Card to spend the Balance in your Xapo Account.

4.3 You can find a summary of the Xapo Card Features and other information about the Xapo Card including applicable fees in the Xapo FAQ. The Xapo Card is a debit product and is not a guarantee card, prepaid card, charge card or credit card, unless otherwise indicated to you.

5. ORDERING A XAPO CARD

5.1 If a Xapo Card is made available to you, either in physical or virtual form or both, then you will be able to request a Xapo Card by following a process in your Xapo Bank App and accepting these Terms. You will be notified when the Xapo Card is available to you, either in physical or virtual form or both.

5.2 You can only order a Xapo Card if you are at least 18 years old. By opening a Xapo Account and ordering a Xapo Card you declare that you are at least 18 years old.

5.3 If it is in physical form, the Xapo Card will be sent to you through the post. We will only ship cards to your verified address and you (as the legal cardholder) must not reship the card to another address. We may from time to time offer you the option to have your physical Xapo Card sent to an address that is not your verified address however we do not warrant or guarantee that this option will always be available and if it is made available to you, you accept and acknowledge that you will make use of it entirely at your own risk. We reserve the right to discontinue the option to have your Xapo Card delivered to an address which is not your verified address without notice to you.

5.4 You will not be able to request a Xapo Card, in either physical or virtual form or both, if you have previously been suspended or removed from using any of our Services.

5.5 You cannot use your Xapo Card for business purposes if it has been opened for personal use and vice versa. If you do, we may close your Xapo Account.

5.6 Xapo Bank reserves the right to refuse to issue you a Xapo Card, in either physical or virtual form or both, at its sole discretion.

6. VERIFICATION

6.1 We are required by law to carry out all necessary security, identity verification, customer due diligence and other screening checks and procedures on you before and during the provision of any of our Services.

6.2 During the application and ordering process to order a Xapo Card, either in physical or virtual form or both, you may be asked for further personal information that we will use to confidentially verify your identity and to carry out checks to assess whether you are eligible for a Xapo Card.

6.3 By entering into these Terms you confirm that you consent to Xapo Bank carrying out such verifications and that a third party can also do this on our behalf and you acknowledge that these checks may delay the time we take to process your application and order for a Xapo Card.

6.4 You agree to fully cooperate with all requests made by us or a third party acting on our behalf, to identify or authenticate your identity or validate your source of funds or your transactions.

6.5 We reserve the right to refuse to issue you a Xapo Card at our sole discretion, or if issued, to block, freeze, suspend, or limit your Xapo Card, either temporarily or permanently, including, without limitation, where we are required or recommended to do so by applicable governmental, regulatory or law enforcement requirements or applicable laws and regulations, or in the event that we are unable to obtain and verify such information to our satisfaction or you do not comply with our requests.

7. ACTIVATING AND USING YOUR XAPO CARD

7.1 If it is in physical form, when You receive your Xapo Card, it will be in an inactive state. You will need to activate it prior to use by following the instructions provided with the Xapo Card and in the Xapo Bank App. If you don’t activate your Xapo Card accordingly, any transactions that you attempt to carry out will be declined.

7.2 After a Xapo Card has been activated, you can use it for making payments or withdrawing cash from ATMs. If it is in physical form, you must sign your Xapo Card on the signature strip on the back of the Xapo Card before use and keep it safe.

7.3 The Xapo Card PIN is a 4-digit code that you will be asked to enter when making a payment using the Xapo Card. The PIN will be set by you.

7.4 Your Xapo Card must only be used by you, the person to whom the Xapo Card was issued. In the event that Xapo ever offers additional or secondary cards, which Xapo Bank does not warrant it will ever offer, that Xapo Card may only be used by a person nominated by the primary cardholder.

7.5 The Xapo Card is not transferable and you are not permitted to allow any other person to use your Xapo Card.

7.6 The Xapo Card can be frozen (temporarily deactivated) and unfrozen (reactivated) by you anytime via the Xapo Bank App. In the Xapo Bank App you will find various options that will allow you to set controls over your Xapo Card usage. It is your responsibility to familiarise yourself with these controls so that you can enjoy the best experience possible when using your Xapo Card.

7.7 All activities on your Xapo Card shall be deemed as activity carried out by you, the verified customer. You shall only use the Xapo Card to transact on your own Xapo Account and not on behalf of any other person or entity.

8. TRANSACTIONS

8.1 Xapo Card transaction history is displayed in your Xapo Account. All your transactions (including your Balance, money you have uploaded, received, sent and/or withdrawn) are recorded in the transaction history section of your Xapo Account. You may access this information after you access your Xapo Bank App.

8.2 If you use your Xapo Card to make a payment or to withdraw funds in a currency you hold, the payment will be made from that Balance. If the payment or withdrawal is in a currency you do not hold in your Xapo Account or we do not support, we will convert the amount at the applicable rate and debit the payment or withdrawal amount from the Balance that you hold. We will apply the payment system rate when you make a payment or withdrawal in a currency we do not support.

9. REFUNDS

9.1 Where you are provided with a refund on your Xapo Card, in accordance with card schemes' rules, the processing time may take some days, usually up to 10 Business Days for the notification of the refund and the money itself to reach us and for us to then apply the refund to your Xapo Account.

9.2 If you receive a refund on a Xapo Card payment in a Supported Currency, we will credit your Xapo Account in that currency. If you receive a refund in a currency that is not a Supported Currency, we will first convert the amount at the payment system rate to a Supported Currency and then credit your Xapo Account. We shall not be liable for any loss that you may incur when you receive a refund into your Xapo Account and a conversion is applied to it.

10. LIMITS ON USE

10.1 You will not be able to use the Xapo Card to make any purchases from some retailers. We have a list of Merchant Category Codes (MCCs) which we have blocked in order to prevent the potential use of a Xapo Card for unauthorised or unlawful activity.

10.2 You must not make purchases that exceed your Balance or your Xapo Card limits as updated from time to time. You authorise us to debit any other Balance held in your Xapo Account or other linked accounts within your Xapo Bank App, in any amount necessary to cover the missing or entire amount required to complete any transaction. We reserve the right to decline a transaction that exceeds any Xapo Card limits that may apply from time to time. For the avoidance of doubt, the Xapo Card may be delivered with limits (such as a default monthly spending, contactless spending and withdrawal limits), which you may be able to manage from the Xapo Bank App. It is your responsibility to ensure you become acquainted with these limits and you adjust them (where possible) to suit your personal circumstances and envisaged use of the Xapo Card.

10.3 Your use of the Xapo Card is subject to limits. We may, at our reasonable discretion, decline or limit the use of your Xapo Card for situations including, but not limited to:

1. pre-authorised regular payments;
2. transactions at self-service petrol pumps;
3. transactions for cash (other than ATM withdrawal) including for example cash back, cash from a bank, money orders, traveller’s cheques, foreign exchange, or bureau de change, or any illegal purposes;
4. where it is not possible for the supplier of the good or service to obtain online authorisation that you have sufficient Balance for the transaction. For example: transactions on trains, ships, and some in-flight purchases.

11. SECURITY

11.1 When you download the Xapo Bank App, you will be required to provide certain Security Information. You are responsible for and must take all reasonable steps to keep your Xapo Card and its details secure and confidential, including your mobile device, the Xapo Bank App and the Security Information.

11.2 You must take all reasonable steps to avoid the loss, theft or misuse of the Xapo Card or details. You must not disclose the Xapo Card details to anyone or allow anyone else to use your Xapo Card. It is your obligation and responsibility to ensure that any retailer you are paying or any ATM you are using with your Xapo Card is genuine and that your information will be safeguarded before proceeding with the transaction and supplying them with the physical Xapo Card or its details.

11.3 You must keep your Xapo Card PIN safe at all times by doing the following:

1. memorise your PIN as soon as you set it;
2. never disclose your PIN or any other Security Information to anyone;
3. never write down your PIN on your Xapo Card or anywhere else; and
4. keeping your PIN secret at all times, including by not using or revealing your PIN in the Xapo Bank App if anyone is watching you.

12. XAPO CARD EXPIRY

12.1 Your Xapo Card will expire on the expiry date on the card. You must not use your Xapo Card once it has expired.

12.2 We will issue you with, or make available the ability to have issued, a new Xapo Card upon the expiry of your existing one, subject to your Xapo Account being in good order and the card programme is still actively issuing cards. This will be issued to you shortly before the expiry date, and if it is in physical form, at the verified address or an alternative address you have provided.

12.3 We may elect not to issue, or make available the ability to have issued, a replacement Xapo Card, either in physical or virtual form or both, at our sole discretion but also in case of inactivity or an insufficient Balance on your Xapo Account. If we do issue a new Xapo Card, a new Xapo Card number and a new expiry date will apply and the new Xapo Card will expire on that expiry date.

12.4 Xapo Bank may also refuse to issue you with, or make available the ability to have issued, a new Xapo Card if we need to do this to keep to the rules of the payment system under which we issue the Xapo Card or if we are required to do so to comply with applicable laws, regulations or as a matter of industry or good practice.

12.5 Any arrangements for the issuance of a replacement Xapo Card will be described to you in the Xapo Bank App. If you do not want your Xapo Card to be renewed, you must close your Xapo Account Card by following the instructions in the Xapo Bank Terms and Conditions or in this FAQ. If you close your Xapo Account your Xapo Card will be deactivated and you will not be able to use it after its expiry date.

13. LOST, STOLEN, MISUSED OR DAMAGED XAPO CARD

13.1 If your physical Xapo Card is lost, stolen or damaged, if you suspect that someone else knows your PIN, or if you think your Xapo Card (whether physical or virtual), its number or PIN may be misused, you must stop using your Xapo Card immediately, freeze it or cancel/terminate it and report it as lost, stolen or damaged via the dedicated feature in the Xapo Bank App or by contacting our Customer Support team through the Xapo Bank App or via our Website.

13.2 After You have notified us of the loss, theft or risk of misuse of your Xapo Card, and provided that we are able to identify your Xapo Card and satisfy certain security checks, we will issue or make available the ability to have issued a replacement Xapo Card.. Certain fees may apply for the re-issue of a lost, stolen or damaged card, please refer to the Xapo Bank Fees Information Sheet and the Xapo FAQ for further details.

13.3 If you find your physical Xapo Card after you have reported it lost or stolen, you must cut it up and tell us as soon as possible.

13.4 If your Xapo Card is used without your permission, or is lost, stolen or if you suspect it may be misused, we may disclose to law enforcement agencies any information which we reasonably believe may be relevant.

13.5 If you have misplaced your Xapo Card, but you do not suspect that someone else knows your PIN, or that your Xapo Card, its number or PIN may be misused, you can freeze it via the dedicated feature in the Xapo Bank App. If you later find your Xapo Card and you are sure that its security has not been compromised, this being a conclusion which you are solely responsible for determining, you can unfreeze it.

14. THIRD PARTY ARRANGEMENTS

14.1 We may enter into arrangements with third parties (such as service providers and merchants) to offer you additional services or features on your Xapo Card.

14.2 These additional services or features are provided to you on a best efforts basis only and will be subject to separate terms to these. We shall have no liability for any type of error whatsoever in the additional services or for any losses or damages you may suffer in connection with these services or features when accessed through us.

14.3 We reserve the right at any time and from time to time to restrict, suspend, modify or discontinue, temporarily or permanently, any such additional services or features or any part thereof. We shall provide you with sufficient notice of such actions where necessary or where it is required by applicable law.

15. LIABILITY

15.1 Xapo Bank shall not be liable for any of the following:

1. any fault or failure relating to the use of the Xapo Card that is a result of abnormal and unforeseeable circumstances beyond Xapo Bank’s control which would have been unavoidable despite all our efforts to the contrary, including but not limited to, a fault in or failure of data processing systems;
2. the quality, safety, legality or any other aspect of any goods or services that you purchase with your Xapo Card;
3. any loss of profits, loss of business, or any indirect, consequential, special or punitive losses arising from your use or your inability to use the Xapo Card;
4. a merchant refusing to honour a transaction or refusing a payment, or any ATM failing to dispense cash; or
5. any acts or omissions that are a consequence of our compliance with any applicable laws, rules and regulations.

16. TERMINATION

16.1 Your Xapo Card will be cancelled and this Agreement will be terminated immediately upon the closure of your Xapo Account.

16.2 Xapo Bank is entitled to terminate this Agreement by providing you with two months’ written notice. Our termination of this Agreement will not affect any of our rights or obligations arising under these Terms.

16.3 Xapo Bank may terminate this Agreement immediately and without notifying you of our decision if any of the following happens:

1. You deliberately use your Xapo Card for criminal or fraudulent purposes or someone else is using your Xapo Card without your authority;
2. Your behaviour towards our staff makes it difficult for us to deal with you (for example, you are threatening or abusive towards our staff);
3. You are no longer entitled to have a Xapo Card with us or you do not accept any revised Agreement or other applicable terms;
4. You do not pay any fees or charges on time; or
5. You break any of the terms of this Agreement in any way.

16.4 You may choose to only terminate this Agreement at any time which shall automatically cancel your Xapo Card. This option will keep your Xapo Account and its other features open but you won’t be able to use your Xapo Card anymore. To exercise this option please use the dedicated feature in the Xapo Bank App or contact our Customer Support team through the Xapo Bank App or via our Website for help. Our team will always do their best to help you. You can always order a new Xapo Card at a later date should you wish to have one again. This will be on these same Terms but you may have to pay a fee.

16.5 Any termination of this Agreement will automatically cancel your Xapo Card.

Xapo Bank Cardholder Benefits

1. SCOPE

1.1 These terms and conditions (“Terms”), together with the Xapo Bank Cardholder Agreement govern the benefits that we provide with your Xapo Card. These Terms are supplemental to and must be read with your Xapo Bank Terms & Conditions which governs the entire relationship between you (“Customer”) and Xapo Bank when you open a Xapo Account with us.

1.2 Please read these Terms carefully before you start using any of the benefits we provide with the Xapo Card. These Terms provide you with information on the benefits Xapo Bank offers with the Xapo Card and how you may use them, what to do if there is an issue with any of the benefits and other important information that is relevant to your use of the Xapo Card.

1.3 This Agreement will commence with the Xapo Bank Cardholder Agreement and will terminate in accordance with these Terms. You will have accepted these Terms by applying for, ordering or using your Xapo Card. You must not apply for or order a Xapo Card if you do not agree with these Terms.

1.4 As well as these Terms, general law applies to the Xapo Card and Services we provide, which may mean other rights and liabilities apply.

1.5 These Terms are supplied in English and shall be interpreted accordingly. Any translation of these Terms is for convenience purposes only. In the event of any conflict or inconsistency between the English version and a translated version, the English version shall prevail.

1.6 These Terms are available in the Xapo App. You have the right to receive these Terms, upon request, at any time during the duration of this Agreement. This can be provided to you on paper or such other durable medium such as via email or via the Xapo Platform.

2. INTERPRETATION

2.1 In this Agreement, certain capitalised terms and phrases used but not otherwise defined herein shall have the meaning given to them in the Xapo Bank Terms & Conditions and the Xapo Bank Cardholder Agreement.

3. BENEFITS

3.1 When available, Xapo Bank makes certain benefits available to eligible customers who have been verified by us and have a verified Xapo Account and an active Xapo Card and are located in a region where the benefits are made available to them (“Benefits”).

3.2 Each and all of the Benefits may be available from time to time. The ones that may be available to you will depend on the card programme of your Xapo Card as each card programme we work with may support a different selection of Benefits. You will be informed of the Benefits available to you when ordering your Xapo Card. For more information on these benefits please check the Xapo FAQ. You will also find a dedicated Benefits tab in your app.

3.3 The Benefits and/or any of them individually may be unavailable, inaccurate or interrupted from time to time for a variety of reasons. Xapo Bank is not responsible for any unavailability, interruptions, inaccuracies or errors of the Benefits or its features or descriptions. Xapo Bank may delay your access to Benefits, including earned Cashback, where we have made an information request to you for information relating to your identity or any other request that we have made to you in relation to your Xapo Account.

3.4 The Benefits and all the information relating to them are provided entirely for information purposes only on an “as is” and “as available” basis. We make no warranties, representations, or guarantees of any kind, express or implied, including but not limited to, accuracy, currency, or completeness, the operation of the Benefits, the information, materials, content, availability, and products.

3.5 We shall have no liability for any printing, production, typographical, mechanical or other errors in the Benefit summaries in the Xapo App, in your Xapo Account or at the websites or mobile applications of our partners that provide the Benefits. To the fullest extent permitted by applicable law, we disclaim all warranties, express or implied, including but not limited to, implied warranties of merchantability and fitness of the Benefits for a particular purpose. Xapo Bank shall not be held liable for any claims or disputes that may arise between you and any of the partners that provide the Benefits.

3.6 You may only use the Benefits in good faith and for lawful purposes. In the instance that fraudulent activity is suspected, we reserve the right to suspend your Xapo Account and Xapo Card whilst further investigation is undertaken. In doing so we may request evidence in the form of receipts or other information to support the transactions associated with your Xapo Account and Xapo Card.

3.7 Xapo Bank reserves the right at any time and from time to time to restrict, suspend, modify or discontinue, temporarily or permanently, the Benefits or any part thereof with or without notice to you and without further obligations to you.

3.8 Any conduct detrimental to us, or any misrepresentation or fraudulent activities in connection with the Benefits may result, in addition to any rights or remedies available to us, in the termination of your participation in the Benefits, as well as forfeiture of any Cashback obtained, all as determined by us in our sole discretion.

3.9 Any attempt by any person to undermine the legitimate operation of the Benefits may be a violation of criminal and civil law, and, should such an attempt be made, we reserve the right to seek damages from any such person to the fullest extent permitted by applicable law.

3.10 You are responsible for the payment of all taxes which may result from your participation in the Benefits.

4. CASHBACK

4.1 Xapo Bank may offer from time to time a cashback program through which you may earn cash or similar rewards (“Cashback”) from qualifying purchases you make with your Xapo Card. We may (but do not have to) credit the Cashback to your Xapo Account or within the Xapo Bank App if you meet the applicable requirements.

4.2 We reserve the right to pay you Cashback in any Supported Currency and to use any number of them for any Cashback payment. We reserve the right to change any Supported Currency we choose for Cashback for another Supported Currency at any time without prior notice to you.

4.3 In the event that we choose to pay any amount of Cashback in a Supported Currency that is different to the default Balance attached to your Xapo Card, you authorise Xapo Bank to exchange the Cashback amount to Xapo Bank’s chosen Supported Currency at the prevailing exchange rate (or rates in the event that we use more than one Supported Currency) when such an exchange takes place. Xapo Bank does not provide any type of guarantee whatsoever on the exchange rates to be applied or being able to obtain the best available rate nor does it offer any type of protection against fluctuations in the applicable exchange rate that may occur during the exchange.

4.4 If for whatever reason, Xapo Bank is not be able to directly handle the exchange of the Cashback amount or part of it into a Supported Currency, you authorise Xapo Bank to instruct at its sole discretion an affiliate or third party or parties of its choice or both to carry out this exchange on our behalf and only upon our instructions and directions to deposit the exchanged interest payment to your credit within the Xapo Bank App. Xapo Bank will always be responsible for your Cashback during this exchange process when it is done by an affiliate or third party.

4.5 Cashback will not be earned for denied or failed transactions or any part of a purchase you make with your Xapo Card at a qualifying retailer that is paid for with store credit, gift certificates or cards, vouchers or payment types other than with your Xapo Card. The transaction must be successful and made directly using the Xapo Card with the qualifying retailer in order to earn the Cashback.

4.6 Any Cashback earned from a qualifying purchase made with your Xapo Card shall be forfeitable where you return that purchase and are given a refund for it. If your original transaction was made in a currency that is not a Supported Currency, the amount of the initially-assigned Cashback and the revised amount of the Cashback you forfeit may be slightly different due to fluctuating foreign exchange rates. Where this happens the difference will be made up from your Balance.

4.7 You have the sole responsibility of ensuring that Cashback is properly credited to your Xapo Account. Any claim for Cashback not credited accurately must be received by us within fifteen (15) days of the date of claimed accrual of such Cashback. Manual issuance of Cashback can take up to sixty (60) days.

4.8 If we consider, at our sole discretion, that Cashback has been improperly credited to your Xapo Account or you have obtained it illegally or fraudulently, we reserve the right to refuse to credit you with the Cashback and to invalidate and reverse it in the event it has already been credited to your Xapo Account or within the Xapo Bank App.

4.9 You will not earn Cashback where the nature of the transaction would mean that granting you the Cashback would be in contravention of any applicable law, rules or regulations that would prohibit us from doing so or where the payment is to another account or payment card.

4.10 In the event that Xapo Bank discontinues Cashback or terminates this Agreement no further Cashback will be earned or redeemed after the date of discontinuation or termination. We reserve the right to waive and/or vary the percentage of the Cashback we offer for any reason.

4.11 The value of the Cashback and other useful information on the Benefits can be found in the Xapo FAQ and in the Xapo App.

5. FREE FOREIGN EXCHANGE

5.1 Xapo Bank may offer from time to time free foreign exchange on all your Xapo Card transactions that are made in a currency that is different to the one you hold in your Xapo Account (“Free Foreign Exchange”).

5.2 The Xapo Card supports transactions in any currency. When the currency of a transaction that you have made with your Xapo Card is different to the currency you hold in your Xapo Account, an exchange rate will be applied. This exchange rate is provided by the payment systems (Mastercard or Visa) and we do not charge any additional fee on top of this rate.

5.3 The mechanism and other useful information on Free Foreign Exchange can be found in the Xapo FAQ and in the Xapo App.

6. FREE ATM WITHDRAWALS

6.1 Xapo Bank may offer from time to time free limited ATM withdrawals when you use your Xapo Card at ATMs (“Free ATM Withdrawals”). This does not include the charge that you may incur directly from the ATM operator for your withdrawal. Please check and make sure that you understand and agree to these ATM fees before confirming a withdrawal.

6.2 The Xapo Card supports ATM withdrawals at any ATM accepting Mastercard and/or Visa cards globally. You can withdraw a limited amount of funds for free every month from any ATM using your Xapo Card. Xapo Bank will only apply a fee above the monthly limit amount we set. If you don’t go over the monthly limited amount we’ve set then Xapo Bank will not charge you any fees. This limit is reset every month. You can find the information on the limit and applicable fees in the Xapo Bank Fees Information Sheet and in the Xapo FAQ.

6.3 The information on the Free ATM Withdrawals can be found in the Xapo FAQ and in the Xapo App.

7. TERMINATION

7.1 This Agreement will be terminated immediately upon the closure of your Xapo Account or the termination of your Xapo Bank Cardholder Agreement.

7.2 We may terminate this Agreement entirely or any Benefit or any number of them at any time with or without notice to you. If we need to terminate this Agreement or any Benefit or any number of them, we will try and notify you in advance.

7.3 Any termination of this Agreement will automatically cancel your access to Benefits.

Xapo Card Lounge Access Terms & Conditions

1. SCOPE

1.1 These terms and conditions (“Terms”), together with the Xapo Bank Cardholder Agreement and the Xapo Card Benefits Terms & Conditions govern your use of Lounge Access. These Terms are supplemental to and must be read with your Xapo Bank Terms & Conditions which governs the entire relationship between you (“Customer”) and Xapo Bank when you open a Xapo Account with us.

1.2 Please read these Terms carefully before you start using Lounge Access. These Terms provide you with information on Lounges and how you may use them, what to do if there is an issue and other important information that is relevant to your use of Lounge Access.

1.3 This Agreement will commence with the Xapo Card Benefits Terms and Conditions and will terminate in accordance with these Terms.

1.4 As well as these Terms, general law applies to your use of Lounge Access, which may mean other rights and liabilities apply.

1.5 These Terms are supplied in English and shall be interpreted accordingly. Any translation of these Terms is for convenience purposes only. In the event of any conflict or inconsistency between the English version and a translated version, the English version shall prevail.

1.6 These Terms are available on our Website and in the Xapo App. You have the right to receive these Terms, upon request, at any time during the duration of this Agreement. This can be provided to you on paper or such other durable medium such as via email or via the Xapo Platform.

2. INTERPRETATION

2.1 In this Agreement, certain capitalised terms and phrases used but not otherwise defined herein shall have the meaning given to them in the Xapo Bank Terms & Conditions, the Xapo Bank Cardholder Agreement and the Xapo Card Benefits Terms & Conditions.

3. LOUNGE ACCESS

3.1 Xapo Bank may offer from time to time a worldwide airport lounge access program that gives you access to participating airport lounges, airport restaurants, spas and other retail offers (“Lounge Access”). Lounge Access is made available to you through the Xapo Card and/or Xapo App.

3.2 Xapo Bank will provide you with a membership for the LoungeKey programme and one free Lounge Access per calendar year running from January 1st to December 31st every year. The free Lounge Access is only redeemable by you, the Xapo Card cardholder, not a guest and is valid for one visit to any of the participating airport lounges. Your LoungeKey programme membership provides you, the Xapo Card cardholder, with the possibility to purchase more Lounge Accesses for yourself or a guest or guests.

3.3 Should you want to purchase more Lounge Accesses for yourself or a guest or guests you can do this at the participating lounge by paying for them with your Xapo Card. A single Lounge Access is valid for one visit for one person and is not transferable. You must ensure you have with you the required documentation such as your passport and same day travel documents such as your boarding pass in the name of the Lounge Access holder to avoid delays or having entry denied by the participating lounge.

3.4 Where you exercise your right to cancel your Xapo Account within the 14 day cooling off period from opening it, we will deduct from any applicable refund the cost of your annual freeLounge Access if you have already made use of it. If you have not yet used your Lounge Access you will not be entitled to a refund for it. We won’t charge you for using your Lounge Access if you cancel your Xapo Account after the expiry of the 14 day cooling off period.

3.5 When you agree to make use of a Lounge Access you are agreeing to our partner’s terms and conditions of use and of those lounges that you visit. Our partner is LoungeKey and these are their terms. The terms of each of the lounges you visit can be found on LoungeKey’s website.

3.6 Xapo Bank may at any time vary or update the price of Lounge Accesses. If we need to vary or update the price we will try to notify you in advance.

3.7 Any complaints or disputes that you may have in relation to Lounge Access or any questions relating to the service must be directed to our Customer Support team through the Xapo App or via our Website.

3.8 Lounge Access is provided by LoungeKey, our third party partner. Xapo Bank cannot guarantee their amenities, products, services or policies or your entry or the availability of space at every participating lounge that has been listed on LoungeKey.

4. TERMINATION

4.1 This Agreement will be terminated immediately upon the closure of your Xapo Account or the termination of your Xapo Bank Cardholder Agreement or the Xapo Card Benefits Terms & Conditions.

4.2 We may terminate this Agreement at any time with or without notice to you. If we need to terminate this Agreement, we will try and notify you in advance.

4.3 Any termination of this Agreement will automatically cancel your access to Lounge Pass.

PRIVACY POLICY

Xapo bank limited, xapo limited and xapo vasp limited

Last Updated: 1st April 2024

Introduction

Xapo bank limited ('xapo bank'), xapo vasp limited ('xapo vasp') and xapo limited ('xapo limited') respect your privacy and are committed to protecting your personal data. This privacy policy applies to how we collect, process, and store your personal data through our online services, our android and ios mobile apps, recipients of our emails, or when you otherwise interact with us. This privacy policy describes the types of personal data we obtain, how we use the personal data, and with whom we share it. We also describe your rights, how the law protects you, and how you can contact us about our privacy practices.

If you are submitting information through our recruitment solution linked to this website, please read carefully our separate job applicant privacy notice.

This privacy policy is provided in a layered format so you can click through to the specific areas set out below.

1. Purpose of this privacy policy

This privacy policy aims to give you information on how xapo collects and processes your personal data.

It is important that you read this privacy policy together with any other privacy policy or fair processing policy we may provide on specific occasions when we are collecting or processing personal data about you so that you are fully aware of how and why we are using your personal data.

This privacy policy is supplemented by other privacy policies or notices and is not intended to override them.

In this policy, 'xapo', "We", "Us" and "Our" collectively refers to xapo bank, xapo vasp and xapo limited.

In this privacy policy, 'personal data' means any information relating to you as an identified or identifiable natural person ('data subject'); an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an online identifier or to one or more factors specific to your physical, physiological, genetic, mental, economic, cultural or social identity.

For the avoidance of doubt, personal data does not include data from which you cannot be identified (which is referred to simply as data, non-personal data, anonymous data, or de-identified data).

In this privacy policy, 'processing' means any operation or set of operations which is performed on personal data or on sets of personal data, whether or not by automated means, such as collection, recording, organisation, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.

Identity and the contact details of the controller

For the purposes of the gibraltar general data protection regulation (gibraltar gdpr), gibraltar's data protection law consisting of both the gibraltar gdpr and the data protection act 2004 (the 'dpa'), xapo is the data controller and responsible for the personal data that we collect or that you provide to us.

If you have any questions or comments about this privacy policy or any issue relating to how we collect, use, or disclose personal data, or if you would like us to update information we have about you, you can contact us at: [email protected]

You can also contact us :

In writing, at the following postal address: xapo. Units 1/1, 1/2 and 1/a-1 casemates square, gibraltar, gx11 1aa By email at: [email protected]

Full name of legal entity: xapo limited where neither registration nor licence is required.

Xapo limited encompasses:

1. Xapo bank limited, a 'credit institution' regulated by the gibraltar financial services commission under the financial services act 2019 with permission number 23171; and

2. Xapo vasp limited, a 'distributed ledger technology provider' regulated by the gibraltar financial services commission under the financial services act 2019 with permission number fsc1359b.

Contact details of the data protection officer

We have appointed a data protection officer who is responsible for overseeing questions in relation to this privacy policy and to inform you how to exercise your rights. Our data protection officer can be contacted directly at: [email protected]

Details about personal data processing activities

2. Collecting your personal data

2.1. Categories of data

Type of Data	Purpose / Activity	Lawful basis for processing Inc. Legitimate Interest
Submitted information: Full legal name Nationality/Citizenship Avatar User identification/Passport photo Address Proof of Address Proof of source of funds/bank statement Tax declaration Payslip Country of Residence Country of Citizenship Passport Issue Date Passport Expiration Date Email address Phone number Liveness Selfie Date of Birth
	To verify your identity and liveness, to comply with financial crime, and anti-money laundering/combating the financing of terrorism laws, protect against fraud, and to confirm your eligibility to use our services.	A legal obligation, such as the prevention of fraud, misuse of services, or money laundering Fulfilling contracts Fulfilling contracts
	To notify you about changes to our service and Privacy Policy.	Our legitimate interest, such as to be efficient about how we meet our obligations and comply with regulations that apply to us.
	To comply with a model of automatic exchange of financial account information between tax authorities.*	A legal obligation to cooperate with tax authorities.
	To carry out our contractual obligations arising from any transactions that you conduct.	Fulfilling contracts
	To provide you with information updates about our services.	Our legitimate interest, such as to add extra functions in order to provide a better experience.
User content: Customer Service and marketing communications and recommendations. Ratings and other content that you provide
	To carry out our contractual obligations arising from any transactions and any placement of buy or sell bitcoin orders	Fulfilling contracts
	To provide a homogenous experience for users on the platform.	Our legitimate interest to improve product services.
	To facilitate real time social interactions through our app	Your consent.
	To communicate with customers and potential customers via SMS to notify them of critical and important actions which need to be taken.	Our legitimate interest to ensure customers take action on critical requests.
Transactional Data Transaction Amount Xapo Internal Originator Data Xapo Internal Approver Data Account Number Beneficiary Data User ID or Account/Routing Number Destination User or Institution BTC Receiving Address
	To carry out our contractual obligations arising from any financial transactions.	Fulfilling contracts
	To comply with financial crime and anti-money laundering/combating the financing of terrorism laws.	A legal obligation, such as the prevention of fraud and money laundering and the performance of a task carried out in the public interest.
	To comply with a model of automatic exchange of financial account information between tax authorities.	A legal obligation to cooperate with tax authorities.
Device information: Browser type and version Time zone setting IP address Operating system Type of mobile Unique device identifier
	To verify your identity, comply with financial crime laws, tax laws, protect against fraud and to confirm your eligibility.	A legal obligation
	To administer, improve and secure our Xapo site and App for internal operations.	Our legitimate interest to provide and improve our products and services, including our Apps and this Site.Types of Data
Geolocation information: Information that identifies with reasonable specificity your location by using, for instance, longitude and latitude coordinates obtained through GPS, Wi-Fi, etc.
	To maintain your eligibility as a Xapo user. **	Fulfilling contracts
	To simplify the verification of your registered address during the onboarding process. **	Our legitimate interest to improve our customers’ experience.
	To verify users’ location while using our services to combat financial fraud or other fraudulent use of services **	Legal obligations, such as the prevention of fraud, other fraudulent use or misuse of services.
	To provide you with location-specific options, functionality, search results, or other location-specific content.	Your consent so as to improve our visitor guidance experience and supply a value-added service to users, depending on the circumstances.
Conversations held with Xapo Customer Inquiries (voice/message)
	To respond to customer inquiries.	Our legitimate interest to improve customer support.
Marketing Campaigns Email address Full legal name Country of Residence
	To provide you with information regarding Xapo products and services, using newsletters, offers etc.	Your consent
Marketing Campaigns (Lookalike Advertising) Email Address
	To find other people that share similar interests and behaviours to you, and to show our advertising to those people when they use particular Social Media Platforms.	Legitimate Interests
First Name, Email Address
	To check your voluntary feedback on how to improve our services in order to meet your expectations	Legitimate Interests
Statistical information: Full uniform resource locators (URL) Length of visits to certain pages Clickstream to, through, and from our site (including date and time) Page response times Download reports Page interaction information Services you viewed or searched for
	To administer, improve and secure our Xapo Site and App for internal operations.	Our legitimate interest, such as being efficient about how we develop new products and services or enhance existing services and keep you updated.
	To provide you with information about other goods and services.	Our legitimate interest, such as being efficient about how we develop new products and services or enhance existing services and keep you updated.
Criminal convictions
	Money laundering/terrorist financing prevention and detection	Legal obligation
Biometric data
	Money laundering/terrorist financing prevention and detection	Legal obligation

We also collect, use and share Aggregated Data such as statistical or demographic data for any purpose. Aggregated Data could be derived from your Personal Data but is not considered Personal Data in law as this data will not directly or indirectly reveal your identity. For example, we may aggregate your Usage Data to calculate the percentage of users accessing a specific website or Mobile App feature. However, if we combine or connect Aggregated Data with your Personal Data so that it can directly or indirectly identify you, we treat the combined data as Personal Data, which will be used in accordance with this Privacy Policy.

* The automatic exchange of financial account information between tax authorities shall apply to all our customers, excluding the Xapo customers only making use of our "E-Money" services unless informed otherwise. Nonetheless, all of our customers, including those only making use of our "E-Money" services are subject to applicable laws and regulations which may require us to disclose their information where we are legally required to do so.

** The GPS Location data processing by Xapo shall be mandatory for these purposes or activities for all our customers, excluding the Xapo users only making use of our "E Money" services unless informed otherwise.

2.2. Source of data

Information That We Collect Automatically

We use Personal Data that we collect automatically through cookies and action tags. We also use the information to help diagnose technical and service problems, administer the Site, and identify visitors to the Site.

Cookies: We use cookies on our website to collect data about your visit (like usage data, and other information automatically collected from your browser or mobile device; this information may include your IP address; browser type and version; preferred language; geographic location using IP address or the GPS, wireless, or Bluetooth technology on your device; operating system and device) and to allow you to navigate from page to page without having to re-login each time, count visits, and see which areas and features of our website are popular.

Action Tags: We may use action tags to identify some of the pages that you visit and how you use the content on those pages. Action tags collect and transmit this data in a manner that identifies you if you have registered with our website (and are logged into) our Android or iOS Mobile apps. We also may use action tags in our emails to determine whether an email was opened or whether it was forwarded to someone else. When you use our Android or iOS Mobile apps, we may use action tags where you are accessing websites from links in our Android or iOS Mobile apps. These may identify the pages that you visit and how you use the content on those pages.

To learn more about the cookies that we use on our online services, our Android and iOS Mobile apps, as well as to control your cookie settings, please read our Cookie Policy.

We use third party analysis tools to collect data about your device and internet connection. That information includes, but is not limited to, the IP address of your computer and/or internet service provider, geolocation, when you access our online services, our Android or iOS Mobile apps, the Internet address of websites from which you link to our online services and from which you came to before landing on our online services, the browser that you are using and your movements on our online services. All of this information is used internally for the purposes of understanding how our online services are being used and to improve them. We also use the data collected via cookies to track the popularity of our online services.

We also use third party analysis tools to collect data about your use of our Android and iOS Mobile apps. The information collected identifies the types and timing of actions you take within our Android and iOS Mobile apps, including installation, registration, uploading, and certain types of navigating. All of this information is used internally for the purpose of understanding how our Android and iOS Mobile apps are being used and improving them. Clicking on those links or enabling those connections allow third parties to collect or share data about you. We do not control these third-party websites and are not responsible for their privacy statements. We accept no responsibility for the actions of these third-party websites. When you leave our online services, we encourage you to read the privacy statements of every Website you visit.

Your browser settings may allow you to transmit a 'Do Not Track' signal to websites and online services you visit. Like many other websites and online services, we do not currently process or respond to 'Do Not Track' signals from your browser or to other mechanisms that enable choice. If we do so in the future, we will describe how we do so in this Privacy Policy.

Information that we obtain from third parties and publicly available sources

Please find a description in a table format of the information obtained from third parties in Addendum 1.

2.3. Legal bases for processing you personal data

We will only use your Personal Data when the law allows us to. Most commonly, we will use your Personal Data under the following circumstances:

Consent

When you give us your consent, for example, to access your contacts on your phone or allow us to have access to your location. You have the right to withdraw your consent at any time. To withdraw your consent just go to the privacy settings in our android or ios mobile app or contact us at [email protected]

Contract

When we need to execute a contract you have entered into with us by accepting applicable terms and conditions or specific related terms relating to other services offered by us. Where we need to collect personal data under the terms of a contract we have with you, and you fail to provide that data when requested, we may not be able to perform our services under the contract we have or are trying to enter into with you (for example, to provide you with any of our services). In this case, we may have to cancel a service you have with us but we will notify you if this is the case at the time.

Legal or regulatory obligation

When we need to collect personal data by law. If you fail to provide that data when requested, we will not be able to perform our services under the contract with you (for example, to provide you with any of our products or services). In this case, we will have to cancel a product or service you have with us and we will notify you at that time. For information about how we process your personal data with respect to anti-money laundering purposes, please see the AML notice available at: AML/KYC Privacy Notice.

Legitimate interests

Legitimate interest means the broader stake that xapo has in the processing or the benefit that we derive from the processing of your Personal Data. For examples, please refer to the table at paragraph 2.1. Where we rely on legitimate interests, we make sure that we consider and balance any potential impact on you and your rights before we process your personal data for our legitimate interests.

2.4. Purposes

We have set out a description of all the ways we plan to use your personal data, and the legal basis we rely on to do so, which you can find in the table at paragraph 2.1. This table also shows how we have identified what our legitimate interests are. Note that we may process your personal data for multiple legal reasons.

Marketing

We are committed to providing you with choices regarding certain personal data uses, particularly around marketing and advertising. We will get your consent before sending third party direct marketing communications to you via email or text message. You have the right to withdraw consent to receive 3rd party marketing communications at any time by contacting us.

Promotional offers from us

We may use your identity, contact, technical, usage and profile data to form a view on what we think you may want or need, or what may be of interest to you. This is how we decide which services and offers may be relevant for you (we call this marketing). You can expect to receive marketing communications from us if you have requested information or purchased services from us and you have not opted out of receiving that marketing

Lookalike advertising on third party sites

Our members

When we share your personal information with advertising partners (as described at paragraph 2.1), we may also ask the advertising partner to find other people that share similar interests and behaviours to you, and to show our advertising to those people when they use social media platforms. This is based on personal information that you have provided to a third party site through your use of said third party site (which may include third party sites of the advertising partner). According to their terms and conditions, you have agreed to be subject to profiling activities, carried out exclusively by them. This personal information might include demographic data (such as your age or gender) and interest-based data (things that you like). No personal information is shared with us. At the same time, please note that we may share additional information from paragraph 2.1 in an anonymised format, for better results. This means we make sure you cannot be identified and therefore, there are no risks towards your rights and freedoms. To the extent we are a controller of this personal information, we consider it is in our legitimate interest to use this personal data in this way to increase the effectiveness of our advertising by displaying our ads on individuals who share similar interests and characteristics to our customer base. Using tools made available by advertising partners Our prospective members Advertising partners may provide tools that we can use to deliver our advertisements to people who we think are more likely to be interested in our products and services. For example, an advertising partner may have determined that you are a 'crypto-enthusiast' using data that they have collected about you through your use of third party sites (which may include third party sites of the advertising partner). If we want to display a crypto-related product advertisement to other crypto-enthusiasts, the advertising partners that we work with may allow us to show our advertisement to you using selection tools that they make available. The personal information that is used for this is not shared with us. To the extent we are a controller of this personal information, we consider it is in our legitimate interest to use this personal data in this way to ensure our advertising is relevant to those receiving it.

Change of purpose

We will only use your personal data for the purposes for which we collected it. We will delete it after fulfilling the intended purpose or after expiration of the respective storage periods.

3. Third Party Links

In addition, please note that our website, our Android app, and iOS Mobile app may include links to third-party websites, plug-ins and applications. Clicking on those links or enabling those connections may allow third parties to collect or share data about you.

As a rule, we instruct all third parties on how to process your personal data for the purpose of our future or existing contract with you, through a Data Processing Agreement. However, if they process your personal data separately from our services, we do not control their processing activities or websites and are not responsible for their data privacy compliance. Therefore when you leave our online services, or Android and iOS Mobile apps, we encourage you to read the Privacy Policy/Notice/Statement of every webpage or app you visit. We are not responsible for the security of any data you are transmitting over the Internet, or any data you are storing, posting, or providingdirectlyto a third party's website, which is governed by that party's policies. Nonetheless, we always assess thoroughly the third parties we choose to integrate into our services and make sure they are key leaders in the field they operate it, be it security, compliance or marketing. If you have further questions about security, you can contact us using the details provided above.

Please read Addendum 2 for a more exhaustive list regarding the categories of service providers we use. and Addendum 4 for the detailed explanation of our data processing activities related to the data processing of third parties during the onboarding.

4. Information we share; data transfers

We do not sell or otherwise disclose Personal Data that you provide to us or that we collect on this website, our online services, or our Android and iOS Mobile apps, except as described here:

1. Companies in the Xapo group where it is necessary for the performance of a contract and these entities are used by us to assist in the provision of our services to you. Companies in the Xapo group will be acting as joint controllers in order to provide our services;

2. Service providers we use to provide customer benefits such as Airport Lounge access and Wifi access;

3. Marketing materials from third parties if you have provided consent;

4. If required, professional advisers such as lawyers, banks, auditors and insurers providing such services;

5. Regulators and other authorities who require reporting of processing activities under certain circumstances;

6. If required, or where we believe it is required by applicable laws or legal process;

7. To protect the rights, property and safety of Xapo, our users and the public, including, for example, in connection with court proceedings, to detect or prevent criminal activity, fraud, material misrepresentation, or to establish our rights or defend against legal actions;

8. Gathering your rating of the App which is processed through a third party service provider.

Xapo is headquartered in Gibraltar. However, due to the nature of our global offering, we have operations throughout the world, including but not limited to, North America, South America and Asia. We transfer your data to countries outside the European Economic Area ('third countries') to the extent that is necessary in order to perform our services and comply with our legal obligations.. Whenever we transfer your Personal Data out of the EEA, we ensure a similar degree of protection is afforded to it by ensuring at least one of the following safeguards is implemented:

1. Where we use certain service providers, we will use contract language approved by the European Commission which gives Personal Data the same protection it has in Europe.
2. Where we use providers based in the US, we will transfer data to them making use of Standard Contractual Clauses that require them to provide similar protection to Personal Data shared between Gibraltar and the US.

Further details on these provisions can be obtained by contacting at [email protected]

The Categories of Providers Table provides information on the type of third party recipient (i.e. by reference to the activities it carries out), the industry and the location of the recipients.

5. Security measures and data breaches

We have put in place appropriate security measures to prevent your Personal Data from being accidentally lost, used or accessed in an unauthorised way, altered or disclosed. We have taken precautions to ensure the security of your data. The Personal Data you have entered on HTML pages (contact forms) and that is stored by us, shall be transmitted to Xapo in encrypted form (TLS - Transport Layer Security) via the public data network, and stored and processed at Xapo.

In addition, we limit access to your Personal Data to those employees, agents, contractors and other third parties on a need to know basis. This means contractors, agents, and third parties are instructed about these measures under the provisions made within a service agreement signed with them. At the same time, employees are informed about access controls via the Acceptable Use Policy. They will only process your Personal Data on our instructions and they are subject to a duty of confidentiality and a duty to comply with data protection procedures.

We utilise dedicated best-in-class security tools and intuitive cyber intelligence to monitor market activity and predict potential issues. Furthermore, we hold no personal data at our secure physical headquarters, located at One Grand Casemates Square, Gibraltar, thus greatly reducing likelihood of a Personal Data breach.

Nonetheless, we have put in place a Data Breach Procedure to deal with any suspected or actual Personal Data breach. According to the Gibraltar GDPR and DPA 2004, we are obliged to inform you about a data breach, whenever it may put at risk your rights and freedoms. At the same time, we fulfil our notification obligations to the Gibraltar Regulatory Authority, as prescribed in law. Nonetheless, we acknowledge that the notification obligations we have as a data controller established in Gibraltar do not exempt us from similar obligations across different jurisdictions. For any derogations, please refer to our Derogations Section.

6. Protection of minors

Xapo does not knowingly collect or solicit Personal Data from anyone under the age of 18. If you are under 18, please do not attempt to register for our services or send any Personal Data about yourself to us. If Xapo acknowledges underage persons registered on the platform against the T&Cs rules, it reserves the right to close that account and inform the person accordingly.

7. Data retention

We retain information about you in our databases for as long as your account is active, or as is reasonably needed to fulfil the purposes we collected it for and to provide our services, and as required by applicable laws. Our retention and use of your information will be as necessary to comply with our legal, regulatory, tax, accounting, or reporting obligations and requirements, to resolve disputes, or complaints, and to enforce our agreements. Any derogation from the Retention Policy will be based on legal grounds and will be explicitly mentioned.

While retention requirements vary by jurisdiction, please find a full description in a table format of all the general retention periods of your Personal Data and the specific legal basis we must comply with. We have also identified what our legitimate interests are where appropriate. Note that we may retain your Personal Data for more than one lawful basis depending on the specific purpose for which we are using your data. Although the table provides our general retention periods stipulated for different categories of Personal Data and/or different processing purposes, in certain circumstances, your information may be retained for longer periods due to the inherent nature of distributed ledger technology.

In some circumstances we will anonymize your Personal Data (so that it can no longer be associated with you) for research or statistical purposes. When information is anonymized, it ceases to be Personal Data and we may use it without further notice to you.

8. Your rights and choice

Right to information

You have a right to be informed about the processing of your personal data. This is why we have created the current privacy policy, as an effort to clearly explain all the aspects of our processing activities. We want you to feel all your assets are secure, including the personal data you trust us with.

Right to request access

You also have a right to access information we hold about you. We will endeavour to provide you with details of your personal data that we hold or process and to provide this data in the format you request. To protect your personal data, we follow established disclosure procedures, which may require us to request proof of identity from you prior to providing such information. You can exercise this right at any time by contacting us using the details found below.

Right to rectification

You have the right to have any inaccurate personal data about you rectified and to have any incomplete personal data about you completed.

Right to erasure (right to be 'forgotten')

You have the general right to request the erasure of your personal data in the following circumstances:

1. The personal data is no longer necessary for the purpose for which it was collected;

2. You withdraw your consent to processing and no other legal justification for processing applies;

3. You object to the processing activity, when the latter was based on the legal grounds of legitimate interest or public interest;

4. You object to the processing activity, when the latter had the purpose of direct marketing;

5. We unlawfully processed your personal data; and

6. Erasure is required to comply with a legal obligation that applies to us.

We will proceed to comply with an erasure request without undue delay and to such extent we are able to do so. However, it may also be the case that there are overriding grounds requiring us to store your data for longer, for:

1. Exercising the right of freedom of expression and information

2. Complying with a legal obligation under eu or other applicable law or for the performance of a task carried out in the public interest (such as anti-money laundering);

3. Archiving purposes in the public interest, scientific or historical research purposes or statistical purposes

4. The establishment, exercise, or defense of legal claims.

Please be aware that by doing so, we will need to close your xapo account and this action is not reversible and by requesting us to erase your data we are not able to provide xapo services to you any longer. However, this will not affect the lawfulness of any processing carried out before you requested erasure of your data.

However, exercising this right does not necessarily mean all personal data about you will be deleted, although we will make all reasonable effort to do so. For example, when interacting with the blockchain, we may not be able to ensure that your personal data is deleted.

Right to restrict processing

You have a right to request to restrict processing of your personal data, such as where:

1. You contest the accuracy of the personal data;

2. You objected to a processing activity based on legitimate interest, while the verification of conditions is carried out;

3. If you believe processing is unlawful, you may request, instead of requesting erasure, that we restrict the use of unlawfully processed personal data;

4. We no longer need to process your personal data but need to retain your information for the establishment, exercise, or defense of legal claims or regulatory requirements.

Depending on the type of processing you request to restrict, please be aware that by doing so, we may need to close your xapo account and this action is not reversible and by requesting us to stop processing your data we are not able to provide xapo services to you any longer. However, this will not affect the lawfulness of any processing carried out before you requested to restrict processing.

Right to data portability

Where the legal basis for our processing is your consent, or the processing is necessary for the performance of a contract to which you are party of, or in order to take steps at your request prior to entering into a contract, you have a right to receive the personal data you provided to us in a structured, commonly used and machine-readable format.

Right to object to direct marketing ('opting out')

You have a choice about whether or not you wish to receive information from us.

We will not contact you for marketing purposes unless you have an existing business relationship with us to offer you similar services, and we rely on our legitimate interests as the lawful basis for processing;

On each and every marketing communication, we will always provide an option for you to exercise your right to object to the processing of your personal data for marketing purposes (known as 'opting-out') by clicking on the 'unsubscribe' button on our marketing emails or choosing a similar opt-out option on any forms we use to collect your personal data.

Please note that any administrative or service-related communications (to offer our services, or notify you of an update to this privacy policy or applicable terms and conditions, etc.) will solely be directed at our clients or business partners, and such communications generally do not offer an option to unsubscribe, as they are necessary to provide the services requested.

Therefore, please be aware that your ability to opt-out from receiving marketing and promotional materials does not change our right to contact you regarding your use of our online services and android or ios mobile apps or as part of a contractual relationship we may have with you.

Right not to be subject to automated decision making

It is our interest to protect data subjects that engage with us against undesired automated data processing. This right can be exercised whenever the processing activity is based solely on automated decision-making (adm) activities that produce legal or similarly significant effects, as article 22 of the gdpr details.

Timeline	Purpose	Legal ground	Method
Before onboarding
	KYC, anti-money laundering checks	Fulfilling legal obligations	Using a third party
After onboarding
	Detecting fraud or financial crimes	Legitimate interest	Using a third party
	Monitoring accounts to ensure a safe platform for all users, as undertaken in the initial contract	Contractual obligation	Using a third party

In case you do not agree with the above described processing activities, we cannot offer you the experience of high standard financial security. This means we are not able to either open your account or maintain it.

Please note that the law prescribes this right cannot be exercised when:

1. The processing activity is undertaken for the conclusion or performance of a contract with you,
2. we are subject to legal obligations, or
3. explicit consent has been expressed

Moreover, we avoid processing sensitive data by ADM means. However, if this becomes a necessary step for purposes such as onboarding or vetting, sensitive data is only processed under the legal grounds of explicit consent or substantial public interest.

Also, whenever such processing relies upon explicit consent or contractual obligations, you can further exercise your rights to express your point of view, to request human intervention and contest the decision.

Right to withdraw consent

Where the legal basis for processing your personal data is your consent, you have the right to withdraw that consent at any time by contacting us using the details found below. Please be aware that by doing so, we will need to close your xapo account and this action is not reversible and by requesting us to stop processing your data we are not able to provide xapo services to you any longer. However, this will not affect the lawfulness of any processing carried out before you withdrew your consent.

You can exercise any of the above rights free of charge by contacting us at [email protected].

Most of the above rights are subject to limitations and exceptions. We will provide reasons if we are unable to comply with any request for the exercise of your rights.

Right to lodge a complaint with a relevant supervisory authority

If we have not responded to you within a reasonable time or if you feel that your complaint has not been resolved to your satisfaction, without prejudice to any other administrative or judicial remedy, you are entitled to make a complaint to the information commissioner under the gibraltar data protection act 2004 (I.E. The chief executive officer of the gibraltar regulatory authority), which is presently the gibraltar regulatory authority (gra). You may contact the gra on the below details:

Gibraltar information commissioner
Gibraltar regulatory authority
2nd floor, eurotowers 4
1 europort road
Gibraltar

• Email: [email protected]
• Phone: (+350) 200 74636
• Fax: (+350) 200 72166

You also have the right to lodge a complaint with the supervisory authority in the country of your habitual residence, place of work, or the place where you allege an infringement of one or more of your rights has taken place, if that is based in the european economic area.

We would, however, appreciate the chance to deal with your concerns before you approach the gibraltar regulatory authority or supervisory authority in the country of your legal residence, place of work, or the place where you allege an infringement of one or more of our rights has taken place so please contact us in the first instance at [email protected] or [email protected]

9. Updates on our online privacy policy

We keep our privacy policy under regular review and we will update it to reflect any changes.

Changes to this privacy notice may become necessary as we develop our online services, android and ios mobile apps, in order to implement new legal requirements or new technologies and in order to improve the services we provide. If we change our privacy policy in the future, we will post the revised version on our website www.xapo.com together with the version number and date of change. You should check this privacy policy from time to time when you visit our website.

It is important that the personal data we hold about you is accurate and current. Please keep us informed if your personal data changes during your relationship with us.

Addendum 1 - Data obtained from third parties

Whenever we obtain personal data from third parties, we refer to the following categories:

1. Technical data (e.G. Ip address)

2. Identity and contact data (e.G. Name and phone number)

3. Financial and transaction data (e.G. Credit card details, transaction number)

4. Job applicant data (all data included in the application sent to us)

Category of Data Providers	Type of Data that we get	Country of Establishment
Analytics providers, advertising networks, search information providers
	Technical Data	USA
Technical, payment and delivery services providers
	Contact, Financial and Transaction Data	USA
	Identity and Contact Data	USA
Responses to surveys and campaigns to obtain leads
	Identity and Contact Data	USA
Publicly available sources [such as Companies House and the Electoral Register]
	Identity and Contact Data	EU/EEA
Usage of extended benefits
	Identity and Contact Data	UK USA
Job Postings
	Job applicant data	USA

Addendum 2 - Categories of providers

Category of Data Providers	Type of Data that we get	Country of Establishment
Infrastructure
	Cloud computing	USA
Legal
	Consulting such a Lawyers, auditors	USA
	Public bodies in connection with court proceedings, to detect or prevent criminal activity, fraud, material misrepresentation, or to establish our rights or defend against legal actions.	EU/EEA
Finance
	Accountancy, Insurers, Banking institutions and Payment services.	USA
	Accountancy, Insurers, Banking institutions and Payment services.	EU/EEA
Human Resources
	Human resources software as a service.	USA
Product
	Document sharing	USA
Compliance
	Clients or institutional on-boarding enhanced due diligence services and know your customers providers, scan and verification passport and IDs of users and fraud detection software providers, (KYC) database querying service, Identity Verification for Due Diligence and Know Your Customer requirements.	EU/EEA
	Regulators and other authorities who require reporting of processing activities in certain circumstances.	EU/EEA
Marketing
	Marketing Campaigns	USA
Business Improvement
	Surveys	EU/US
Job Postings
	Job applicant data	USA
Customer Care
	CRM, FAQ system content provider	USA
Extended Customer Benefits
	Provide Airport Lounge and Wifi access	USA
	Provide Airport Lounge and Wifi access	UK

Addendum 3 - Retention period table

Type of Data	Purpose / Activity	Lawful Basis for Processing Inc. Legitimate Interest
Details of third party service providers: Name Address (previous and new) Bank details.
	6 years from date of expiration/termination of the contract unless renewed in which case consideration should be given as to whether all contracts should be retained for the duration of the renewal.	For contractual requirements. Defending/Establishing of potential contractual legal claim(s). Limitation Act 1960
Details of suppliers including: Email Name Address Bank details.
	6 years from date of expiration/termination of the contract unless renewed in which case consideration should be given as to whether all contracts should be retained for the duration of the renewal.	Being able to settle Supplier invoices and pay for services provided Defending/Establishing of potential contractual legal claim(s) (Limitation Act 1960)
Suspicious transactions/activities Reports
	Upon expiration of purpose, or AML/CFT record retention requirement of 5 years minimum under AML and GN, or expiration of relationship plus limitation period 6 years under Limitation Act 1960 unless fraud exception	To comply with our AML/CFT and KYC obligations Proceeds of Crime Act 2015 Crimes Act 2011 Financial Services (electronic money) Regulations 2011
Clients ́ Full name Liveness Selfies National ID (includes evidence) Address (includes evidence) Data of birth Phone number Email address Bank info Security selfies IP OS Location System Conversations held with Xapo Time, date and duration of the visit (if stored) KYC Data (Blockchain) Wallet addresses or other data which could be used to identify the client from data on the blockchain (eg. nonces which could be used to identify hashed data).
	Upon expiration of relationship or regulatory requirement for retention (post termination of relationship) minimum of 5 years.	To comply with our AML/CFT and KYC obligations.
Data collected as part of account creation process / app and platform usage (“Successful Candidates”).
	Upon the client terminating their account save for any data such as transaction data which may need retained for the end of financial year of 6 years. Maximum of 5 years in case of KYC and AML/CFT ongoing monitoring.	For contractual requirements. Specific legal obligation to retain under the Income Tax Act 2010. KYC/DD obligations under AML/CFT legislation (Proceeds of Crime Act 2015).
Details from applicants that eventually do not form a business relationship with Xapo, regardless of reason (“Unsuccessful candidates”): Email address Phone Number Full name
	3 years from the date of collection, or earlier upon request	Pre-contractual obligations in order to maintain contact about commencing the business relationship
Details from unsuccessful candidates : Clients ́ Full name Liveness Selfies National ID /Passport (includes evidence) Address (includes evidence) Data of birth Phone number Email address IP Geolocation Source(s) of wealth and income Total value of liabilities (USD) PEP Status Country of residence and tax residence Conversations held with Xapo
	24 months from the date of collection	Statistical purposes as per the Financial Services (Payment Services) Regulations 2020
	24 months from the date of collection	Public interest as per the Proceeds of Crime Act 2015 part 1, 1K (5)
Email address
	1 year after account termination or earlier if consent has been withdrawn	Marketing campaigns (newsletters, offers, etc).

Addendum 4 - AML KYC Privacy notice

We will process your identifying data and profile data within operations such as identification (know your customer, also known as kyc) and profiling (customer due diligence, also known as cdd) for the purposes of the execution of our anti money laundering (also known as aml) and counter terrorism financing (also known as ctf) customer identification and verification process obligations.

When xapo asks for cdd, what this refers to is proof of address and proof of identification. This along with information gathered at the application stage paints a picture of any customer (kyc). Without kyc, xapo may unknowingly become involved with illicit activities and therefore subject to reputational, operational and legal risks, which can result in significant financial cost, or eventual winding up of the institution. Kyc is most closely associated with the fight against money-laundering.

Specific proof of address, proof of identification, source of funds and/or aml-ctf questionnaires that aimed at to fulfil kyc and cdd obligations are compulsory to xapo users and the failure to be replied might lead (in extreme cases) in the blocking of their accounts or the refusal of services.

In response to the scale and effect of money laundering, the european union has passed directives designed to combat money laundering and terrorism. These directives, together with national regulations as read below, form the cornerstone of our aml/ctf obligations, establish the legal basis for us to process this data and outline the offences and penalties for failing to comply.

1. Directive (eu) 2015/2366 of the european parliament and of the council of 25 november 2015 on payment services in the internal market;

2. Directive (eu) 2015/849 of the european parliament and of the council of 20 may 2015 on the prevention of the use of the financial system for the purposes of money laundering or terrorist financing;

3. Council decision of 17 october 2000 concerning arrangements for cooperation between financial intelligence units of the member states in respect of exchanging information (2000/642/jha);

4. Crime proceeds of crime act 2015;

5. Terrorism act 2018;

6. Drug trafficking offences act 1995;

As part of implementing the eu framework, the proceeds of crime act 2015 prescribed in para 1k of part 1 that the aml purposes are a matter of public interest, with respect to personal data processing activities. This means that most of the time, we may collect, share, store or otherwise process your personal data even in cases when you requested deletion, for complying with legal obligations or such public interest requests. For details about data deletion requests, please refer to section 8 of this policy and for data retention, please refer to Addendum 3.

Anti-money laundering (aml) policies

Our aml policy is designed to prevent money laundering by meeting the european standards on combating money laundering and terrorism financing, including the need to have adequate systems and controls in place to mitigate the risk of the firm being used to facilitate financial crime. Our aml policy sets out the minimum standards which must be complied with and includes:

1. Appointing a money laundering reporting officer (mlro) who has a sufficient level of seniority and independence, and who has responsibility for oversight of compliance with the relevant legislation, regulations, rules and industry guidance;

2. Establishing and maintaining a risk-based approach (rba) to the assessment and management of money laundering and terrorist financing risks faced by the firm. The requirement to provide cdd related data throughout an rba that will always take into account different factors such as the status of the client, the nature of the transactions, the financial product or the financial flows involved;

3. Establishing and maintaining risk-based customer due diligence (cdd), identification, verification and know your customer (kyc) procedures, including enhanced due diligence for customers presenting a higher risk, such as politically exposed persons (peps);

4. Establishing and maintaining risk-based systems and procedures for the monitoring of on-going customer activity;

5. Establishing procedures for reporting suspicious activity internally and to the relevant law enforcement authorities as appropriate;

6. Maintaining appropriate records for the minimum prescribed periods;

7. Providing training for and raising awareness among all relevant employees.

As a regulated financial institution, xapo has specific requirements regarding aml systems and procedures. This reflects senior management's desire to prevent money laundering.

Sanctions policy

Xapo is prohibited from transacting with individuals, companies and countries that are on prescribed sanctions lists. Xapo will therefore screen against united nations, european union, uk treasury and us office of foreign assets control (ofac) sanctions lists in all jurisdictions in which we operate.

Automated decision making

We use semi-automated processes which includes, but is not limited to, screening know-your-customer (kyc) and anti-money laundering (aml) data you provide to us in order to assess whether or not we are legally able to allow you to use our services.

All automated screenings matches are manually reviewed by xapo compliance analysts. The analyst will review the triage cases to determine if they should be cleared or escalated to the mlro.

Third parties AML-KYC

Where processing of personal data is carried out on behalf of xapo by a third party provider, we conclude a separate contract with the processor with respect to this processing, called a data processing agreement. This contract ensures compliance with applicable data protection regulations and defines sufficient guarantees for the implementation of appropriate technical and organisational measures, which ensure the protection of your rights. Their privacy notices corresponding to the chosen third parties can be accessed below:

Privacy Notice (Sumsub Service) | Sumsub.com

Privacy Policy | Incode

Privacy Statement | Fourthline - Fourthline

Therefore, for kyc purposes, the following personal data will be processed by one of the above mentioned third parties, according to your country of residence and document type, based on your freely given, specific, informed, unambiguous and explicit consent:

Type of Data	Details
General Personal data
	Full name, gender, personal identification code or number, date of birth, legal capacity, nationality and citizenship Email and phone number for verification
Unique identifiers
	ID data, Unique Identifier (applicant ID) PoA document data for verification Depending on the country, can also be tax ID and other such identifiers.
Technical data
	Software and hardware attributes,( camera and device name), geolocation (IP address, domain name, GPS data, general geographic location including city and country from the device)
Biometric data
	Facial Image data (photos or videos of face including selfies or scan of face on the ID document), Biometric data (numeric facial features)
Relevant publicly available data
	Information regarding a person being a Politically Exposed Person (PEP) or included in country-specific sanctions lists, criminal lists or financial lists

For more details regarding the categories of third parties used by Xapo, please read Addendum 2.

Addendum 5 - Country-specific derogations

Section 1 - South africa derogations

In addition to the previous sections, in case the south african data protection law [the protection of personal information act no. 4/2013 (popia)] Applies, the following differences are to be noted:

1. The following definitions are to be used, in addition to other relevant ones used in section 1, chapter 1, of the law:

   1. 'biometrics' means a technique of personal identification that is based on physical, physiological or behavioural characterisation including blood typing, fingerprinting, dna analysis, retinal scanning and voice recognition.
   2. 'consent' means any voluntary, specific and informed expression of will in terms of which permission is given for the processing of personal information.
   3. 'security compromise' is understood as a data breach and must be notified to the data subject and the regulator 'as soon as reasonably possible'.
   4. 'operator' means a person who processes personal information for a responsible party in terms of a contract or mandate, without coming under the direct authority of that party.
   5. 'responsible party' means a public or private body or any other person which, alone or in conjunction with others, determines the purpose of and means for processing personal information (understood as data controller).
   6. 'person' refers to both natural and legal persons.
   7. 'personal information' means information relating to an identifiable, living, natural person, and where it is applicable, an identifiable, existing juristic person, including, but not limited to—
      1. Information relating to the race, gender, sex, pregnancy, marital status, national, ethnic or social origin, colour, sexual orientation, age, physical or mental health, well-being, disability, religion, conscience, belief, culture, language and birth of the person;
      2. Information relating to the education or the medical, financial, criminal or employment history of the person;
      3. Any identifying number, symbol, e-mail address, physical address, telephone number, location information, online identifier or other particular assignment to the person;
      4. The biometric information of the person;
      5. The personal opinions, views or preferences of the person;
      6. Correspondence sent by the person that is implicitly or explicitly of a private or confidential nature or further correspondence that would reveal the contents of the original correspondence;
      7. The views or opinions of another individual about the person; and
      8. The name of the person if it appears with other personal information relating to the person or if the disclosure of the name itself would reveal information about the person;
         1. The religious or philosophical beliefs, race or ethnic origin, trade union membership, political persuasion, health or sex life or biometric information of a data subject; or
         2. The criminal behaviour of a data subject to the extent that such information relates to—
            1. The alleged commission by a data subject of any offence; or
            2. Any proceedings in respect of any offence allegedly committed by a data subject or the disposal of such proceedings.

2. Moreover, in terms of data subjects rights, the right of access will be subject to estimated reasonable costs when detailed information processed is required.

3. According to the south african law, there are various ways of notifying when security compromises occurs – including by publishing it on the website or media.

4. Any communications with the supervisory authority will be made with the information regulator.

5. At the same time, xapo will respect the codes of conduct issued by the regulator from time to time, along with the relevant reports used as guidance.

6. Data subjects' rights can be exercised in the same conditions as described in this privacy policy, unless different conditions are established by national the national law protecting the data subject.

7. In case of a conflict of laws, any legal derogation stemming from the national rules will be prioritised (e.G. Timeframe for responding to a dsar). At the same time, if the national law is silent with respect to certain aspects, the privacy policy herein, is applicable.

Section 2 – Hong Kong derogations

In addition to the previous sections, in case the hong kong data protection law [personal data (privacy) ordinance (cap.486)] Applies, the following differences are to be noted:

1. The following definitions are to be used, in addition to other relevant ones used in section 2, part I, of the law:

   1. Relevant person refers to the cases when an individual is legally authorised to exercise the rights of the data subject – meaning when the data subject is minor or incapable, under the circumstances prescribed by the law.

   2. Data user in relation to personal data, means a person who, either alone or jointly or in common with other persons, controls the collection, holding, processing or use of the data (understood as data controller). In addition to that, any person 'authorised in writing by the data user to collect, hold, process or use the data' will be considered a data processor.

   3. Third party, in relation to personal data, means any person other than—

      1. The data subject;
      2. A relevant person in the case of the data subject;
      3. The data user; or
      4. A person authorized in writing by the data user to collect, hold, process or use the data—
         1. Under the direct control of the data user; or
         2. On behalf of the data user;

   4. Personal data means any data—

      1. Relating directly or indirectly to a living individual;
      2. From which it is practicable for the identity of the individual to be directly or indirectly ascertained; and
      3. In a form in which access to or processing of the data is practicable;

2. Under this law, data subjects have the right to submit access requests or correction requests, which will be responded to within 40 days after receipt. The procedural framework relies on division 1 and 2, part 5, from the above-mentioned law.

3. Data breaches are not reportable. However, it is advised they are communicated to the commissioner through the data breach notification form. Thus, xapo will assess the gravity and impact of any potential data breach and will decide on a case by case basis if the commissioner must be notified.

4. Any communications with the supervisory authority will be made with the privacy commissioner for personal data.

5. Data subjects' rights can be exercised in the same conditions as described in this privacy policy, unless different conditions are established by national the national law protecting the data subject.

6. In case of a conflict of laws, any legal derogation stemming from the national rules will be prioritised (e.G. Timeframe for responding to a dsar). At the same time, if the national law is silent with respect to certain aspects, the privacy policy herein is applicable.

Section 3 – Singapore derogations

In addition to the previous sections, in case the singapore data protection law [personal data protection act 2012 (no. 26 of 2012)] Applies, the following differences are to be noted:

1. The following definitions are to be used, in addition to other relevant ones used in section 2, part I, of the law:

   1. 'individual' means a natural person, whether living or deceased (and is to be understood as a wider concept of the data subject);
   2. 'personal data' means data, whether true or not, about an individual who can be identified —
      1. From that data; or
      2. From that data and other information to which the organisation has or is likely to have access;
   3. 'user activity data', in relation to an organisation, means personal data about an individual that is created in the course or as a result of the individual's use of any product or service provided by the organisation;
   4. 'user-provided data', in relation to an organisation, means personal data provided by an individual to the organisation.
   5. 'data intermediary' means an organisation which processes personal data on behalf of another organisation but does not include an employee of that other organisation (understood as data processor)
   6. The data controller (as describe in the privacy policy, along with its obligations) shall be understood as 'the organisation' as it is mentioned throughout the law

2. Consent withdrawal is possible at any moment, but procedurally, section 16, part 4, division 1 of the law shall be taken into consideration. In practice, that means xapo will inform the individual of the 'likely consequences of withdrawing his or her consent' after receiving the consent withdrawal.

3. Since the national rules do not prescribe any timeline for responding to requests regarding correction of personal data or access to personal data, the regime established in this privacy policy shall be fully applicable (unless the law prohibits so).

4. In case a data breach occurring is considered reportable (according to part 6a of the law), it should be notified within 3 calendar days after assessing it is a notifiable data breach.

5. Any communications with the supervisory authority will be made with the personal data protection commission ('pdpc').

6. Data subjects' rights can be exercised in the same conditions as described in this privacy policy, unless different conditions are established by national the national law protecting the data subject.

7. In case of a conflict of laws, any legal derogation stemming from the national rules will be prioritised (e.G. Timeframe for responding to a dsar). At the same time, if the national law is silent with respect to certain aspects, the privacy policy herein, is applicable.

Section 4 – Brazil derogations

In addition to the previous sections, in case the brazilian general personal data protection law (lgpd) applies, the following differences are to be noted:

1. The following definitions are to be used, in addition to other relevant ones used in article 5, chapter 1 of the law:

   1. The data processor is to be considered 'the operator', as described by law
   2. The person in charge means a person appointed by the controller and operator to act as a communication channel between the controller, the data subjects and the national data protection authority (anpd);
   3. Blockade refers to a temporary suspension of any processing operation, through the blockage of personal data or the database;
   4. The data protection impact assessment (dpia) will be understood as 'impact report on the protection of personal data'

2. Personal data security incidents will be reported to the anpd and to the 'holder of occurrence' in cases that may lead to 'significant risk or damage to the holders'. Based on ndpa's guidance from 2021, the communication must be made within 2 working days.

3. Any communications with the supervisory authority will be made with the national data protection authority (ndpa).

4. Xapo will make sure the reports and guiding materials of the national council of personal data protection and privacy are valued and incorporated in our practices.Data subjects' rights can be exercised in the same conditions as described in this privacy policy, unless different conditions are established by national the national law protecting the data subject.

5. In case of a conflict of laws, any legal derogation stemming from the national rules will be prioritised (e.G. Timeframe for responding to a dsar). At the same time, if the national law is silent with respect to certain aspects, the privacy policy herein, is applicable.

Section 5 – Indonesia

1. With regards to the indonesian activity, we essentially refer to:

   1. Law no. 11 of 2008 regarding electronic information and transactions, as amended by law no. 19 of 2016 ("Electronic information law")
   2. Government regulation no. 71 of 2019 regarding the implementation of electronic systems and transactions ("Gr 71") and minister of communication
   3. Informatics regulation no. 20 of 2016 regarding the protection of personal data ("Moci reg. 20")

2. Relying on the moci reg. 20, the following definitions are to be noted, stemming from art. 1:

   1. Consent is referred to as 'approval' and means a 'written statement either manual and/or electronic given by personal data owners after obtaining complete explanation of the actions of personal data acquisition, collection, processing, analysis, retention, display, publication, transmission, and dissemination as well as confidentiality or non-confidentiality'.
   2. Personal data owner shall be understood as data subject.
   3. Electronic system operator shall be understood as a data controller operating an electronic system

3. According to moci reg. 20, personal data stored in an electronic system will be governed by a data retention period of minimum 5 years, unless special regulations apply.

4. The same regulation mandates xapo must notify data subjects about a data breach in writing, within 14 days after becoming aware of it (art. 28, ch. V, moci reg.20). At the same time, complaints about data breaches and other security issues can be filed to the minister in line with art. 31 and within 30 business days since becoming aware of the incident.

5. Under indonesian law, the rule for processing personal data is consent (art. 26 of eitl).

6. Data subjects' rights can be exercised in the same conditions as described in this privacy policy, unless different conditions are established by national the national law protecting the data subject.

7. In case of a conflict of laws, any legal derogation stemming from the national rules will be prioritised (e.G. Timeframe for responding to a dsar). At the same time, if the national law is silent with respect to certain aspects, the privacy policy herein, is applicable.

8. Please note the above-mentioned clauses are temporary and will soon be adjusted to the new regulation. At the moment, the comprehensive data protection law (pdp bill) is still not enforced.

Section 6 – Argentina

1. With regards to the activities carried out in argentina, the following definitions apply, in line with the law 25,326 - the personal data protection law (pdpl):

   1. Personal data means information of any type referred to individuals or legal entities, determined or which may be determined.
   2. Data dissociation should be understood as data anonymisation
   3. Data owner is referred to as data subject
   4. Person responsible for a data file, register, bank or base is referred to as data controller
   5. Data user is referred to as data processor

2. Under argentinian law, sensitive data can be processed only relying on consent. However, any other personal data can also be processed based on legal obligation, contractual obligation or whenever we obtain that data from unrestricted public access sources.

3. Please note that the pdpl also allows us to process your personal data without consent when limiting to your name, national identity document number, tax or social security identification, occupation, phone number, date of birth and domicile.

4. For all xapo customers that are protected by the pdpl, we will respect the following deadlines, upon receiving your request: for the right of access, within 10 calendar days, whilst for the right to rectification and erasure, within 5 business days.

5. The supervisory authority you can refer to for exercising your rights under the pdpl is the agency for access to public information (agencia de acceso a la información pública).

6. With respect to data transfers from argentina, xapo is allowed to carry out such processing operations to jurisdictions that are signatories of international treaties that argentina is a party to or to any territories for the purpose of bank/stock exchange transfers. In this context, please note that both gibraltar and argentina are part of convention 108 (convention for the protection of individuals with regard to the processing of personal data), meaning that similar privacy standards are applicable.

Section 7 – Mexico

1. With regards to the activities carried out in mexico, in line with the federal law on the protection of personal data held by private parties ('the law'):

   1. Data owner is referred to as data subject
   2. Any reference to 'days' shall be interpreted as made to working days

2. Please note that mexico is one of the countries that still accepts tacit consent. Thus, under article 8 of the law, 'it will be understood that the data owner tacitly consents to the processing of his data when, once the privacy notice has been made available to him, he does not express objection'. In addition to this, personal data can also be processed based on legal obligation, contractual obligation or whenever we obtain that data from unrestricted public access sources.

3. However, whenever we need to process sensitive data from you, we will do so only under your consent, certified using authentication mechanisms such as electronic signature.

4. For all xapo customers that are protected by the law, we will respond to your data subject request within 20 business days. Such requests are generally free of charge, except for the fees necessary to ship or copy/provide your data in other formats. However, in accordance with art. 35 of the law, if you repeat your request within a period of twelve months, we are legally allowed to charge this operation, but not exceeding three days of the general current minimum wage in mexico city, unless there are material changes to this notice that lead to new requests.

5. With respect to data transfers from mexico, xapo is allowed to carry out such processing operations to jurisdictions that are signatories of international treaties mexico is a party to. In this context, please note that both gibraltar and argentina are part of convention 108 (convention for the protection of individuals with regard to the processing of personal data), meaning that similar privacy standards are applicable. At the same time, such transfers are lawful whenever they are needed for the performance of a contract concluded in the interest or with the data subject.

6. The supervisory authority you can refer to for exercising your rights under the law is the national institute for transparency, access to information and personal data protectio