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Terms & Conditions



WHY SHOULD YOU READ THIS?

This document outlines the terms and conditions associated with using your DIEM account, and all the related provided services. It also includes other pieces of information, which are important for you to understand. These terms and conditions, along with our Privacy Policy, form the foundation of the legal agreement between:

  • You, the DIEM account holder; and
  • Us, DIEM.
  • If there are any terms that you do not understand or do not wish to agree to, please contact us. You should only complete the sign-on procedures and agree to the terms of this Agreement if you agree to be bound by this Agreement.



PLEASE CAREFULLY READ THE FOLLOWING TERMS OF SERVICE. YOU ACKNOWLEDGE THAT YOU UNDERSTAND AND AGREE TO ALL OF THESE TERMS BY CLICKING THE“I ACCEPT” BUTTON BELOW



These Terms of Service are between you (the User) and PayrNet Limited, a company incorporated in England and Wales (company number: 09883437) with its head office at "PayrNet, WeWork, 3 Waterhouse Square, 138 Holborn, London, EC1N 2SW, UK" and registered office at "Kemp House, 152 City Road, London, United Kingdom, EC1V 2NX" (hereinafter referred to in this Agreement as “PayrNet”, “we” “us”).We are an Electronic Money Institution (“EMI”) and are authorised by the Financial Conduct Authority under the Electronic Money Regulations 2011 (“EMR 2011”) (register reference 900594) for the issuing of electronic money.


Diem Group Limited, a company incorporated in England and Wales with company number 12685476 with its registered office at 69 Wilson Street, London, United Kingdom EC4A 2BB(hereinafter referred to in this Agreement as “Diem”) is a technical service provider under the terms of the Payment Services Regulations 2009 and provides support to the provision of payment services to you by PayrNet. For the avoidance of doubt, Diem is not registered or authorized by the Financial Conduct Authority,it does not at any time enter into the possession of funds transferred through the Service and does not provide any payment service activities (as defined in the Payment Services Regulations 2009) to Users of the Services.


Please note the following risks of using the Services, which are set forth in more detail in the relevant sections of these Terms of Service:


PayrNet may close, suspend, or limit your access to your Account and the Services if you violate these Terms of Service, or any other agreement you enter into in relation with this service, or as may be otherwise specified in these Terms of Service. PayrNet and Diem may also use fraud and risk modelling when assessing the risk associated with your Account


These Terms of Service are separate and independent from the terms and conditions of the PayrNet (the “Cardholder Agreement”) which governs the relationship between you and the PayrNet. By agreeing to these Terms&Conditions you shall be deemed to agree to the terms of the Cardholder Agreement as well.


The Cardholder Agreement will supersede these Terms of Service for the purposes of any rights and liabilities related to your Card Account. In the event of a conflict between these Terms of Service and the Cardholder Agreement, the terms of the Cardholder Agreement shall prevail.


Capitalized terms have the meanings set forth in Schedule 1—Interpretation, or the meaning set forth below.



Diem is Only a Technology Service Provider

1.1 Diem provides technical support to the provision of payment services to you by the Issuing Bank which enables you to make payments transactions through the Diem Mobile App or Diem Card. Diem is an independent contractor for all purposes, and is not your agent or trustee. Diem does not have control of, or liability for, the products or services that are paid for through the Services. Diem does not at any time enter into the possession of funds transferred through the Service and does not provide any payment service activities (as defined in the Payment Services Regulations 2009) to Users of the Service. We do not guarantee the identity of any User or ensure that a third party will complete a Transaction.



Your Use of Another User’s Information

1.2 You agree to use Information that you receive about another User only as necessary to use the Services. You shall not disclose such Information to a third party, use such Information for your marketing purposes or use it for any other purposes, without our prior written consent to do so and, where required by law, the consent of the other User.



Location-Based Data

1.3 You may opt-out of providing location data through your mobile device; Unless you opt-out of providing location data, you consent to the collection, use, sharing, and onward transfer of location data, as further set forth in the Privacy Policy.



Security

1.4 You are responsible for maintaining adequate security and control of your mobile phone, any and all IDs, passwords, personal identification numbers (PINs), or any other codes that you use to access the Services, DiemCard and your DiemAccount. You should also carefully safeguard your Card. You agree to immediately notify us of any unauthorized use of your login credentials or other breach of security, either by phone at +44 (0)203 108 9699 or by e-mail at support@cartediem.org

All Transactions are processed by automated methods, and anyone who obtains your access credentials and/or mobile phone could use it to transfer your money without your permission.If you furnish your mobile phone and/or Services access credentials to a third party, a third party uses your login credentials, or you negligently make your mobile phone or access credentials available to a third party who then uses them, you will be liable for the Transactions conducted and other use or misuse of your Account until and unless the PayrNet has been notified otherwise. You are responsible for any use or misuse with respect to your login credentials. We may require you to close your Account and open a new one, and/or change your Services access credentials.



Eligibility

1.5 To be eligible to use the Services, you must be at least 18 years old.



Services Generally

2.1 You may send money from, and receive money into, or exchange money in your Account through the Services, by using a mobile device, the Internet, or other technologies on which Diem may make the Services available from time to time. You may add money to your Account and conduct payment transactions as described below. Please note that funds sent through the Services may not be instantly available to you.



Account Profile

2.2 From the interface in the Services, you may view your Transaction history, change applicable settings, and exchange and send money, and any other services we may choose to provide.



Changes to the Services

2.3 We reserve the right to change, suspend or discontinue any aspect of the Services at any time, including hours of operation or availability of the Services or any Services feature, without notice and without liability. We also reserve the right to impose limits on certain Services features or restrict access to some or all of theServices without notice and without liability.



Transaction Restrictions

2.4 Restrictions on transactions are fully described in Diem App.



Approved Devices and Platforms

2.5 The Services is intended for use on mobile devices, Apple or Android operating systems, the Diem web site, or other devices or operating systems approved by Diem, as provided to you directly by Diem. You are strictly prohibited from using the Services on a mobile device or operating system, or other device or operating system that has been modified or customized in any way. You bear sole responsibility for such unauthorized use of the Services on a modified mobile device or computer.



Account Creation

3.1 When you sign up, you are creating an Account unique to your provided phone number. During the signup process for the creation of anAccount we will ask you to provide certain Information.



Identity Authentication

3.2 You agree to cooperate with all requests made by us or any of our third party service providers in connection with your Account, to identify you, authenticate your identity, or validate your funding sources or Transactions. PayrNet reserves the right to close, suspend, or limit access to your Account and/or the Services in the event we are unable to obtain or verify such Information. You authorize PayrNet, directly or through Diem third party service providers, to make any inquiries we consider necessary to validate your identity. This may include asking you for further information, requiring you to provide your date of birth, or other information that will allow PayrNet to reasonably identify you, including requiring you to take steps to confirm ownership of your phone number or payment instruments or verifying your Information against third party databases or through other sources. PayrNet may also ask to see your passport and/or driver’s license or other identifying documents at any time.



Accuracy of Information

3.3 You are responsible for the accuracy of the applicable payment information for each Transaction you engage in, including the email address, telephone number of the recipient, WhatsApp, Facebook or Other communication channels and the amount of the Transaction.



Intellectual Property

3.4 “Cartediem.org,” “Diem”, “Diem Wallet” and all logos related to the Services are either trademarks or registered trademarks of Diem or its licensors. You may not copy, imitate or use them without Diem’s prior written consent. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of Diem. You may not copy, imitate, or use them without our prior written consent. All right, title and interest in and to the Diem website, any content thereon, the Services, the technology related to the Services, and any and all technology and any content created or derived from any of the foregoing is the exclusive property of Diem and its licensors.



Customer Support

3.5 If you have an inquiry regarding a payment made with the Service, or you believe there has been an error or unauthorized Transaction, please contact Diem Customer Support immediately. Customer Support can be contacted through the DiemApp, via email at support@cartediem.org or via phone at +44 (0)203 108 9699



Card Service

4.1 As stated above, to use the Services, you will be issued a Card by PayrNet and you hereby authorize us to share any Information you provide to us with PayrNet. PayrNet will use such Information that you provide in accordance with its privacy practices,including AML & fraud prevention. PayrNet will receive, hold and transfer funds on your behalf.



Card Account — Generally

4.2 Transactions with your Card Account may be limited by applicable limits set by PayrNet or Diem. The limits are defined in DiemApp



Reported Card Account Balance

4.3 You acknowledge that balances and available funds reported via the Services only approximate real time balances rather than the settled balances in your Account. A real time balance may not take into account pending debits and credits. Despite that fact, Diem will provide you information about pending debits and credits when it has that information



CreditYour Account

4.4 To credit your AccountDiem will make a payment to you for the value of the item that you have sold to Diem. Alternatively you must request an electronic transfer from either your Registered Bank Account or a debit card. In such a transaction, you are instructing Diem to instruct PayrNet to accept electronic transfers via direct deposit, or from a debit or credit card, in the amount you specify, and to deposit such funds into your Account.
4.5 You can deposit money to your Account only from a bank account registered in your name. Transfers from third parties are not accepted and will be returned to the sender's account after deducting third-party processing fees.



Methods of Sending, Spending or Exchanging Money

5.1 By sending, spending or exchanging money, you authorize and instruct Diem to communicate your instruction to the PayrNet to execute the transaction. Once you have provided your authorization for the Transaction, you will not be able to cancel it, except as provided for by applicable law. You are solely responsible for confirming the accuracy of any Transactions made by you.



Refused and Refunded Transactions

5.2 When you send money, the recipient is not required to accept it. You agree that you will not hold us liable for any damages resulting from a recipient’s decision not to accept a payment. Any unclaimed, refunded or denied payment will be returned to you through the original Payment Instrument. Any unclaimed payment will be returned to you within 30 days of the date you initiated payment.



Fraud Detection

5.3 PayrNet may delay sending instructions on your behalf if it has reason to believe that your instructions may involve fraud or misconduct, or violate applicable law, these Terms of Service, or applicable PayrNet policies, as determined in PayrNet’s sole and absolute discretion.



Taxes

5.4 It is your responsibility to determine what, if any, taxes apply to the payments you make or receive, and it is your responsibility to collect, report and remit the correct tax to the appropriate tax authority. We are not responsible for determining whether taxes apply to your Transaction, or for collecting, reporting or remitting any taxes arising from any Transaction. You hereby agree to comply with any and all applicable tax laws in connection with your use of the Services, including without limitation, the reporting and payment of any taxes arising in connection with Transactions made through the Services.



How You May Close Your Account

6.1 If you wish to close your Account you must contact us by phone at +44 (0)203 108 9699. Your Account can be closed only by you and only over the phone. If you call us with such a request, Diem will take certain steps to verify your identity and you agree to cooperate in such verification. Once Diem has verified your identity and confirmed you wish to close your Diem Account, PayrNet will close your Account. When your Account is closed, any pending instructions will be cancelled.



Limitations on Closing Your Account

6.2 You may not close your Account to evade an investigation. If you attempt to close your Account while PayrNet is conducting an investigation, it may freeze the account to protect all parties to the Services, its affiliates, or a third party against any liability. You will remain liable for any obligations related to your Account even after the Account is closed.



Fees and Charges

7.1 All fees are charged as per DiemApp notifications. Your bank may also charge you fees as related to the applicable Payment Instrument.




This section describes how Diem communicates with you electronically, provides additional detail about the Communications we provide you, and sets out the hardware and software you need to receive these Communications.



Electronic Delivery of Communications

8.1 You agree and consent to electronic receipt of all Communications that we provide in connection with your Account and the Services. Since the Service is an electronic service, you agree that Diem has no obligation to send, and you have no right to receive, communications in paper form. We will provide Communications to you by making them available through the Services or by emailing them to you at the primary email address listed in your Account profile. Electronic Communications shall be deemed to be received by you upon delivery in the following manner posting them to your App, or on our web site or making them available through the Services.
PayrNet and Diem may issue combined Communications for the sake of convenience and you hereby consent to such joint Communications. You acknowledge and agree that such joint Communications shall not make PayrNet or Diem responsible for the other’s services.



Checking for Communications and Updates

8.2 It is your responsibility to log on to your Account and the Services to open and review Communications that we deliver to you through those means. We may, but are not obligated under these Terms of Service to provide you with notice of the posting of a Communication to your Account or the Services. You are obligated to review your notices and Transaction history, and to promptly report any questions, apparent errors, or unauthorized Transactions. Failure to timely contact PayrNet may result in loss of funds or important rights. You agree that we will not provide you with a separate periodic statement for your use of the Services unless you specifically request one, in which case you will be charged a fee as described in the Cardholder Agreement. You are responsible for reviewing the Transactions reflected in your Transaction history, as made available in the App.



Calls to You Mobile Telephone Numbers

8.3 By providing Diem a telephone number (including a mobile telephone number), you agree to receive autodialled and pre-recorded message calls at that number. The ways in which you provide us a telephone number include, but are not limited to, providing a telephone number at Account opening, adding a telephone number to your Account at a later time, providing it to one of our employees, or by contacting us from that phone number. If a telephone number provided to us is a mobile telephone number, you consent to receive SMS or text messages at that number, for service-related matters. We will not share your phone number with non-affiliated third parties for their purposes without your consent and we will never market, advertise, or solicit you using autodialling or pre-recorded messages, but we may share your phone numbers withPayrNet, our affiliates or with other service providers, such as billing or collections companies, who may contact you using autodialled or pre-recorded message calls or text messages. Standard telephone minute and text charges may apply if we contact you.



Recording Calls

8.4 You understand and agree that Diem may, without further notice or warning and in our discretion, monitor or record the telephone conversations you or anyone acting on your behalf has with Diem or its agents for quality control and training purposes or for its own protection. You acknowledge and understand that, while your communications with Diem may be overheard, monitored, or recorded without further notice or warning, not all telephone lines or calls may be recorded by Diem and Diem does not guarantee that recordings of any particular telephone calls will be retained or retrievable.



Updating Your Contact Information

8.5 It is your responsibility to keep your primary email address up to date so that Diem can communicate with you electronically. You understand and agree that if Diem sends you an electronic Communication but you do not receive it because your primary email address on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, Diem will be deemed to have provided the Communication to you. You can update your primary email address or street address at any time by logging into the Diem App. If your phone number becomes invalid, Diem may deem your Account to be inactive, and you will not be able to use your Account until we receive a valid, working primary email address from you.



Restricted Activities

9.1 In connection with your use of the Services, or in the course of your interactions with PayrNet, Diem, other Users, or third parties, you will not:

  • Breach these Terms of Service, or any other agreement or policy that you have agreed to with Diem, PayrNet, or a Card Processor;
  • Violate any law, statute, ordinance, or regulation;
  • Use the Services to purchase or sell, or to facilitate the purchase or sale of, illegal goods or services, including, but not limited to:
    • Unlicensed charities
    • Shell companies
    • Companies formed of bearer shares
    • Remittances funded in cash
    • Human trafficking;
    • intermediation of prostitution, production, visual broadcasting of pornography or striptease clubs;
    • Fourth party payment and multi layered MSB arrangements;
    • Transactions for goods subject to export prohibitions/restrictions
    • Transactions with living animals (exceptions possible for the likes of horse riding and dog training classes etc)
    • Political/religious organizations engaged in hate speech
    • Sanctioned entities
    • Unregulated financial services (where licencing is required)
    • Pyramid or Ponzi schemes or multi-level marketing programmes
    • Hawala
    • Unlicensed FX broker
    • Binary options
    • Debt Restructuring, credit repair, debt settlement, providing credit and debt collections
    • Unlawful gambling activities
    • Get rich quick schemes
    • Crypto-currency
    • Activities circumventing security controls (software and hardware)
    • Unregulated pharmaceuticals/food supplements (e.g.nutraceuticals)
    • Piracy or illegal streaming
    • Counterfeit goods and violation of intellectual property, items that violate someone’s privacy
    • Arms/dual use goods/human organs
    • Fraud
    • Money laundering
    • Funding of terrorist organizations
  • Infringe Diem or any third party’s copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
  • Act in a manner that is defamatory, libellous, threatening or harassing;
  • Provide false, inaccurate or misleading information;
  • Engage in debt-collection activities;
  • Instruct us to send or receive what we reasonably believe to be potentially fraudulent funds on your behalf;
  • Refuse to cooperate in an investigation or provide confirmation of your identity or any Information you provide to us;
  • Attempt to “double-dip” during the course of a Dispute, Chargeback, Reversal or other investigation, with “double-dipping” being defined as intentionally or knowingly receiving or intentionally or knowingly attempting to receive funds from both Diem and a merchant or PayrNet for the same Transaction;
  • Control an Account that is linked to another Account that has engaged in any of these Restricted Activities;
  • Conduct your business or use the Services in a manner that is likely to result in or may result in complaints, Disputes, Reversals, Chargebacks, fees, fines, penalties or other liability to Diem, other Users, third parties or you;
  • Use your Account or the Services in a manner that PayrNet, Visa, MasterCard, American Express, Discover or any other electronic funds transfer network reasonably believes to be an abuse of the card system or a violation of card association or network rules;
  • Allow your Account to have a negative balance;
  • Take any action that imposes an unreasonable or disproportionately large load on our infrastructure; facilitate any viruses, Trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information; use an anonymizing proxy; use any robot, spider, other automatic device, or manual process to monitor or copy our website without our prior written permission; or interfere or attempt to interfere with the Services;
  • Take any action that may cause us to lose any of the services from our Internet service providers, payment processors, or other suppliers;
  • Circumvent any Diem policy or determinations about your Account such as temporary or indefinite suspensions, limitations or restrictions, including, but not limited to, engaging in the following actions: attempting to create new or additional Account when anAccount has a negative balance or has been restricted, suspended or otherwise limited; creating new or additional Accounts using Information that is not your own (e.g. name, address, email address, etc.); or using someone else’s Account;
  • Harass our employees, agents, or other Users;
  • Use the Services to fund or remit payroll or payroll deposits;
  • Refuse to cooperate in an investigation or provide confirmation of your identity or any Information you provide to us; or
  • Use the Services in a manner that we believe may be a violation of any applicable electronic payment network rules, card association or network rules, or applicable law.
  • Use the Services to trade FX for speculative purposes or for FX arbitrage.

If yourAccount is used to conduct (or to attempt to conduct) Transactions that we believe are not permitted by these Terms of Service (such as one of the activities set out above) or applicable law, we may, in our sole discretion, and without waiving any of our rights, freeze, close, suspend, terminate or limit your access to the Services. We reserve the right to refuse to facilitate any Transaction.



Fraud Monitoring

9.2 Diem and/orPayrNet may monitor your Transactions for the purpose of determining fraudulent activity and whether you are in good standing. Based on our methods, which are subject to change without notice, PayrNet may decide to suspend your Account, or in other ways limit your privileges. Diem and or the PayrNet will use all available information to help combat fraud on our system. If you believe your Account has been opened or used in an unauthorized manner in connection with a Transaction, please contact us.



Unauthorized Transactions

9.3 If you become aware of any unauthorized charge occurring through your Account, you should contact customer support as soon as possible via phone at +44 (0)203 108 9699or by e-mail at support@cartediem.org



Exchange Rates

9.4 Diem reserve the right to reverse foreign exchange trades done with you if traded prices differ from market rates due to any external factors such as volatile market conditions, Services system failure or any other external factors.
9.5 Diem will make every effort to provide you with the best possible FX rates –interbank rates. However, in certain circumstances it is not possible e.g. due to FX market being closed on weekends or holidays. In such cases Diem may provide FX rates different from the last closed price to reflect a possible price gap on the market open.



Your Liability — General

10.1 You are responsible for all liabilities, financial or otherwise, incurred by PayrNet, Diem, a User, or a third party caused by or arising out of your breach of these Terms of Service, your use of the Services, and any use of your Account. You agree to reimburse PayrNet, Diem, a User, or a third party for any and all such liability, to the extent not prohibited by applicable law. The consequence of any breach of the terms of your Cardholder Agreement will be covered by that agreement, separately and independently from these Terms of Service.



Reimbursement for Your Liability

10.2 To the extent permitted by law, we may collect from you any obligations that you owe us under the Terms of Service. To the extent permitted by law, we may also collect from you, by any collection means available to us, any amounts we pay or incur in connection with Reimbursable Claims. Additionally, as applicable, you agree to cooperate with PayrNet,, the Card Processor, and any third party associated with the Services.



Actions—Restricted Activities

10.3 If PayrNet,in its sole discretion, believes that you may have engaged in any Restricted Activities, we may take various actions to protect itself, other Users, other third parties, or you from liability. The actions it may take include but are not limited to the following:

  • It may close, suspend, or limit your access to your Account or the Services (such as limiting access to any of your Payment Methods, and/or your ability to send money, make withdrawals, or remove financial Information).
  • It may contact Users who have Transacted with you, contact your bank or credit card issuer, and/or warn other Users, law enforcement, or impacted third parties of your actions;
  • It may update inaccurate Information you provided us;
  • It may refuse to provide the Services to you in the future;
  • It may take legal action against you; and
  • PayrNet, in its sole discretion, reserves the right to terminate these Terms of Service, access to its website, or access to the Services for any reason and at any time upon notice to you.
10.4 If Diem its sole discretion believes that you may have engaged in any Restricted Activities which are relevant to its support of the provision of payment services byPayrNet, it may take various actions to protect ourselves, other Users, other third parties, or you from liability. The actions it may take include but are not limited to the following:
  • It may together withPayrNet,close, suspend, or limit your access to your Account or the Services (such as limiting access to any of your Payment Methods, and/or your ability to send money, make withdrawals, or remove financial Information).
  • It may contact Users who have Transacted with you, contact your bank or credit card issuer, and/or warn other Users, law enforcement, or impacted third parties of your actions;
  • It may update inaccurate Information you provided us;
  • It may take legal action against you; and
  • Diem in its sole discretion, reserves the right to terminate these Terms of Service or access to its website for any reason and at any time upon notice to you.



Arbitration Generally

11.1 If a Dispute, claim, or controversy of any kind arises out of or relates to these Terms of Service, you and we agree to resolve any such Dispute, claim, or controversy exclusively through mandatory binding arbitration. You should review this provision carefully. This arbitration provision limits your and our ability to litigate claims in court, and you and we each agree to waive your and our respective rights to a jury trial. Any arbitration under this provision shall take place on an individual basis; class arbitrations and class actions are not permitted. You will not have the right to participate as a class representative, private attorney general, or member of any class of claimants for any claim subject to arbitration. A claim by, or on behalf of, other persons will not be considered in, joined with, or consolidated with the arbitration proceedings between you and us. Any Dispute regarding the prohibitions in the prior sentence shall be resolved by the arbitrator in accordance with these Terms of Service.



Applicable Law

11.2 You agree that the laws of the United Kingdom, without regard to principles of conflict of laws, will govern these Terms of Service and any claim or Dispute that has arisen or may arise between you and Diem.



Agreement to Arbitrate

11.3 You and Diem each agree that any and all Disputes or claims that have arisen or may arise between you and Diem shall be resolved exclusively through final and binding arbitration, rather than in court, except that you may assert claims in small claims court, if your claims qualify.



Indemnification

11.4 You agree to defend, indemnify and hold the parties to these Terms of Service, our parents, affiliates and the officers, directors, agents, joint venturers, employees and suppliers of Diem harmless from any claim or demand (including attorneys’ fees) made or incurred by any third party due to or arising out of your breach of these Terms of Service, your improper use of the Services, and/or your violation of any law or the rights of a third party.



Release

11.5 If you have a Dispute with one or more Users or PayrNet, you release Diem (our affiliates, and our and their respective officers, directors, agents, joint ventures, employees and suppliers) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such Disputes. You agree that you will not involve Diem in any litigation or other Dispute arising out of or related to any Transaction, agreement, or arrangement with any User, PayrNet,, advertiser or other third party in connection with the Services. If you attempt to do so, (i) you shall pay all costs and attorneys’ fees of Diem and its affiliates and shall provide indemnification as set forth below, and (ii) the jurisdiction for any such litigation or Dispute shall be limited as set forth below.



Limitations of Liability

12.1 In no event shall diem, our affiliates, and the officers, directors, agents, joint venturers, employees and suppliers of diem(“diem parties”) be liable for lost profits or any special, incidental or consequential damages arising out of or in connection with our website, the services or these terms of service, however arising. In addition, to the extent permitted by applicable law diem parties are not liable, and you agree not to hold these parties responsible, for any damages or losses (including, but not limited to, loss of money, goodwill, or reputation, profits, or other intangible losses or any special, indirect, or consequential damages) resulting directly or indirectly from: (1) your use of or your inability to use the services; (2) delays or disruptions in the services; (3) viruses or other malicious software obtained by accessing the services or any associated site or service; (4) glitches, bugs, errors, or inaccuracies of any kind in the services; (5) the content, actions, or inactions of third parties; (6) a suspension or other action taken with respect to your account; (7) your need to modify practices, content, or behavior, or your loss of or inability to do business, as a result of changes to these terms of service or diem’s policies. Diem reserves the right to modify its policies and these terms of service at any time consistent with the provisions outlined herein.



No Endorsement of Products

12.2 Diem does not represent or endorse, and shall not be responsible for:

  • the reliability or performance of any merchant or Third Party Provider;
  • the safety, quality, accuracy, reliability, integrity or legality of any good or service;
  • the truth or accuracy of the description of any good or service, or of any advice, opinion, offer, proposal, statement, data or other information (collectively, “Provider Content”) displayed or distributed, purchased or paid through the Services; or
  • your ability to buy or redeem goods, services using the Services. Diem hereby disclaims any liability or responsibility for errors or omissions in any Provider Content.
Diem reserves the right, but shall have no responsibility, to edit, modify, refuse to post or remove any Provider Content, in whole or in part, that in its sole and absolute discretion is objectionable, erroneous, illegal, fraudulent or otherwise in violation of these Terms of Service.



No Warranty

12.3 The services is provided “as is,” “as available” and without any representation or warranty, whether express, implied or statutory. Diem, and the officers, directors, agents, joint venturers, employees and suppliers of diem, our affiliates, (collectively, “diem parties”), make no representation or warranty of any kind whatsoever for the services or the content, materials, information and functions made accessible by the services used on or accessed through the services, or for any breach of security associated with the transmission of sensitive information through the services.the diem parties do not warrant that the functions contained in the services will be uninterrupted or error free. The parties shall not be responsible for any service interruptions, including, but not limited to, system failures or other interruptions that may affect the receipt, processing, acceptance, completion or settlement of payment transactions or the services. The dem parties specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement.Diem does not have any control over the products or services that are paid for with the services. Diem is not responsible for the quality, performance, or any consequential results of the products and or services purchased during the transactions. Diem cannot ensure that a merchant you are dealing with will actually complete the transaction or is authorized to do so. Diem does not guarantee continuous, uninterrupted or secure access to any part of the services, and operation of the services may be interfered with by numerous factors outside of our control. Diem will make reasonable efforts to ensure that requests for electronic debits and credits involving bank accounts and debit cards are processed in a timely manner but diem makes no guarantees or warranties regarding the amount of time needed to complete processing because the services are dependent upon many factors outside of our control, such as delays in the banking system.



Diem is not an Issuing Bank, Seller, or Processor

12.4 Diem is a technical service provider as defined in the Payment Services Regulations 2009and is not a bank or other financial institution. Your conducting Transactions using the Services are between you and PayrNet, and not with Diem or any affiliates



Third Party Agreements

13.1 These Terms of Service do not amend or otherwise modify your agreement with the issuer of your Payment Instrument, or any other agreement with a third party, and you are responsible for ensuring your use of the Services complies with such agreements. You also are responsible for all charges and/or debits to your Payment Instrument resulting from purchases using the Services, in accordance with such agreements. In the event of any inconsistency between these Terms of Service and your agreement with the issuer of your Payment Instrument or Third party, or any other agreement with a third party, these Terms of Service govern the relationship between you and Diem solely with respect to the Services, and your agreement with such third party governs the relationship between you and such third party. You acknowledge and agree that you are solely responsible for the Payment Instrument and other information you enter or otherwise store in the Services. Diem is not responsible for the accuracy or availability of any information you enter or otherwise store in the Services,including, without limitation, whether such information is current and up-to-date.



Complete Agreement

13.2 These Terms of Service and the Cardholder Agreement set forth the entire understanding between you, PayrNet,and Diem(as technical service provider) with respect to the Services. Any other terms which by their nature should survive, will survive the termination of these Terms of Service. Unless stated otherwise in these Terms of Service, if any provision of these Terms of Service is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.



No Assignment

13.3 You may not transfer or assign any rights or obligations you have under these Terms of Service without Diem prior written consent. Diem reserves the right to transfer or assign these Terms of Services or any right or obligation under these Terms of Service at any time.



No Third Party Beneficiaries

13.4 No third party shall have any rights to enforce the Terms of Service.



Termination by Diem

13.5 Diem, in our sole discretion, may terminate these Terms of Service at any time, with or without cause or notice, other than any notice required by applicable law. The termination of these Terms of Service will not affect any of our rights or your obligations arising under these Terms of Service. Termination of your Account requires closing your Card Account. Diem will informPayrNet,, and PayrNet will deal with your remaining balance in accordance with the terms and conditions of your cardholder agreement with PayrNet.



Third Parties

13.6 We are not providing you with any benefits (including purchase protection and insurance) for your use of the Services besides those expressly stated.



Communication with Issuers

13.7 By electing to use the Services, you authorize Diem, directly or through the Services to communicate with the issuer of your Payment Instrument, to provide or obtain any information required by that issuer. An issuer that provides this information does not endorse and is not responsible for the Services.



No Relationship with Issuer of Payment Instruments

13.8 Use of the Services is not approved by,or offered in conjunction with the issuer of your Payment Instrument. Your Payment Instrument issuer may impose fees, Transaction limits, or other limitations.



Compliance with Legal Requests

13.9 We may comply with any subpoena, levy, or other legal process which we believe (correctly or otherwise) to be valid. We may notify you of such process electronically, by phone, or in writing. If we are not fully reimbursed for our record research, photocopying, and handling costs by the party that served the legal process, we may charge such costs to you. We may honour any legal process that is served personally, by mail, or by facsimile to us, even if the law requires personal delivery at another location.



Change in Service Providers

13.10 Both PayrNet and Diem have the right to change any of its third-party service providers, including without limitation the Card Processor, with or without notice, that we, in our sole discretion, deem to be reasonable in the circumstances. You agree to cooperate with PayrNet and Diem and any other service providers selected by PayrNet as reasonably required for PayrNet or such other service providers to perform services for which it is responsible.



No Waiver

3.11 If we fail to enforce any of our rights under the Terms of Service, or applicable laws, it shall not be deemed to constitute a waiver of such right. If any provision is found by a court to be invalid, then the remaining provisions shall remain in full force and effect.



Force Majeure

13.12 We shall not be liable for any delays in processing or other non-performance caused by such events as fires, telecommunications failures, utility failures, power failures, equipment failures, software failures, labour strife, riots, war, terrorist attack, non-performance of our vendors or suppliers, acts of God, or other causes over which Diem has no reasonable control, and nothing in this section will affect or excuse your liabilities and obligations under these Terms of Service.





Contact

13.13 To reach PayrNet in relation to any issues regarding the provision of payment services, please use the following phone number and e-mail address:
+44 (0)203 108 9699.
E-mail:support@cartediem.org
13.14 To reach Diem in relation to any technical issues regarding the Diem App by phone or e-mail, please use the following phone number and e-mail address:
+44 (0)203 108 9699.
E-mail:support@cartediem.org




SCHEDULE 1 —Interpretation

“Account Profile” means the location on the Services where you can, after logging in, view and manage your profile, including your personal information, and your Account settings including your notification preferences.

“Affiliates” are companies that are direct or indirect subsidiaries of Diem. or are otherwise related to Diem through common ownership or control.

“Account” means the account created on your behalf with a third party banking institution chosen by the PayrNet, which stores any funds belonging to you.

“Card Processor” means a third-party payment network card (e.g., Visa, MasterCard, Discover or American Express) processor

“Chargeback” means a request that you file directly with your debit or credit card company to invalidate a Transaction.

“Card” means a Diem branded card issued to you by PayrNet.

“Communications” means any Account or Transaction information provided to you, including: any agreements and policies you agree to, (e.g., these Terms of Service) including updates to these agreements or policies; disclosures and notices, including prospectuses and reports for transaction receipts or confirmations; Account statements and history; and payments authorizations and transaction receipts or confirmations; documents; and any other information related to your Account or the Services.

“Dispute” means a dispute with respect to the Services (excluding Transactions) filed directly with us.

“Information” means any confidential and/or personally identifiable information or other information, including but not limited to the following: name, email address, date of birth, tax identification number, billing/shipping address, phone number and financial information.

“Payment Instrument” means a Card Account, a Registered Bank Account, or the Diem Card.

“Mobile App” or “App” or “Diem App” means the application on your mobile device through which you use the Services.

“Diem Member” means a personal user of the Services.

“Services” means the payment solution that allows Users to make (i) card transactions; (ii) transfer monies to other Users or Non Users; or (iii) withdraw monies from your Account using a mobile device, the internet or other technologies through which Diem may choose to offer its payment solution from time to time.

“Diem Wallet” means the digital interface that allows you to add, manage and access Payment Instruments, conduct payment transactions and make other permitted uses of the Services.

“Registered Bank Account” means an external bank account that you have registered and authenticated with the Services.

“Transaction” means the use of the Services to instruct a third party to send/receive/exchange funds on your behalf for a purpose permitted hereunder.

“User” means any person or entity using the Services including you and other Diem Members