TERMS AND CONDITIONS

1. INTRODUCTION

1.1. This document (the "Agreement") sets out the terms and conditions that are applicable to the services provided by Ampere (the "Services") including the use of your account with Ampere, Ampere card, and any other services directly provided to you by Ampere.

1.2. Before you start using our Services, please read this Agreement as it outlines the main information about us, our Services, when this Agreement ends, and other useful information related to the relationship between you and us. You will not be able to use any of our Services unless you accept this Agreement. This Agreement is indefinite meaning that it is valid until it is terminated in accordance with this Agreement. Please read it carefully and make sure that you understand this Agreement before deciding to sign up with us.

1.3. By visiting Ampere Website, using our Services and/ or downloading and/ or using Ampere App (as defined below), you confirm that you agree to and accept this Agreement including any and all updates as made by us from time to time and any and all additional documents referred hereunder. If you do not agree to and accept this Agreement, you are not entitled to use our Services.

1.4. This Agreement together with other additional documents listed below apply to your use of our Services and shall form a legal agreement between you and us:

1.4.1. Privacy Policy https://ampere.co.uk/privacy-policy

1.5. In certain cases, our third-party partners may be providing services to you. In this case, the terms and conditions of such third-party partners shall apply, however, we do not take any responsibility for the conduct or omissions of such third-party partners. In certain cases, you may be required to contract directly with specific third-party partners and/ or pay directly for certain third party services in order to use our Services.

1.6. Note that this Agreement outlines general terms and is not specific to any of our Services. Each of our Services may be subject to additional specific terms, which you will need to agree to use the specific Services. Such specific Services terms may take precedence over this Agreement. Additionally, further specific terms may apply to you, e.g. depending on your jurisdiction, whether you are a company or an individual or based on your activities or industry.

1.7. From time to time we might need to request from you additional information and/or documentation in order to provide Services or change the Agreement according to this Agreement.

2. ABOUT US

2.1. NOVO WORLD LTD, with registered trading name Ampere, is a limited liability company registered in the United Kingdom under company number 13894648, with registered office at Meridien House, 42 Upper Berkeley Street, London, England, W1H 5QL and other group companies including but not limited to AMPR FINANCE LTD, which is a limited liability company registered in the United Kingdom under company number 14076394 with registered office at Meridien House, 42 Upper Berkeley Street, London, England, W1H 5QL (hereinafter refer to as "we", "us", "our" or "Ampere").

2.2. AMPR FINANCE LTD is an e-money distributor (EMD Distributor) of PayrNet Limited an authorised Electronic Money Institution under firm reference number 900594 with the UK Financial Conduct Authority (FCA), registered in England with registration No 09883437 and registered office at Montacute Yards, Shoreditch High Street, London, E1 6HU, UK. As an EMD Distributor of PayrNet, the funds held in Ampere Account are respectively safeguarded in the accounts PayrNet Limited holds with an Authorised Financial Institution.

2.3. The usage of the Services provided in the UK by Ampere is subject to PayrNet Limited Terms and Conditions.

2.4. All e-money and payment services are provided by PayrNet Limited. Account setup fees and monthly account maintenance fees are collected by Ampere solely in connection with providing you with access to the platform. Part of the account setup fee is the fee to order, produce and deliver the debit card connected to your account.

2.5. We are not a financial adviser, and we do not provide financial, legal, tax or any other advice. We are not responsible for ensuring your Ampere Account has sufficient funds for your needs, purposes, or transactions. We do not make any representations, warranties, or guarantees of any kind that any or all of the Services should be suitable or appropriate for you.

2.6. In line with the FCA consumer duty obligations, we will act to deliver good outcomes for retail customers. These outcomes relate to our products and services; price and value; consumer understanding; and consumer support.

2.7. If you are not sure whether any of the Services are suitable or appropriate for you, you should at any time resort to the independent advice of a qualified financial, legal, tax or other adviser.

2.8. You can contact us by email. Our contact details are provided on the "Contact" page of our Ampere Website (as defined below).

3. OUR WEBSITE AND APP

3.1. You can find information about us and our Services on our website https://ampere.co.uk ("Ampere Website").

3.2. We also operate a mobile application which you can download on your device, it is offered as Ampere－Business Account Online application on Apple App Store, and Ampere－Business Account Online application on Google Play Market (together "Ampere App"). The main way we provide our Services is through the Ampere App but at the same time we also provide you services in other ways such as through our Ampere Website, APIs and other means.

3.3. For your use of the Ampere App, we grant you a non-transferable, non-exclusive license to use the Ampere App on your device subject to this Agreement. Note that our license given to you for the usage of Ampere App on the basis of this Agreement might be subject to additional rules and policies applied by any appstore provider or operator.

3.4. Nothing in this Agreement shall constitute a sale and/ or transfer of Ampere App, Ampere Website and/ or any Intellectual Property (as defined below) related to the Ampere App and/ or Ampere Website to you and we remain the sole owner of the Ampere App. We reserve all our rights in relation to this matter.

4. AMPERE SERVICES

4.1. Individual customer. Ampere only accepts individual customers as part of the services provided for the business Customer. You must have an active Ampere Business account and be either a Director or a Shareholder of this active Ampere Business account in order to be eligible to open the Ampere Personal account. You must also be 18 years old or over to use our Services and to open an Ampere Personal account. By using our Services, including opening an Ampere Account, you hereby declare that you are of eligible age. You cannot use your personal Ampere Account for business or commercial purposes.

4.2. Business customer. Ampere accepts business customers who are active legal entities located within jurisdictions acceptable by Ampere. To apply for an Ampere Business Account, the company must be represented by authorised person(s) of at least 18 years old.

4.3. We also reserve the right to suspend or restrict your Ampere Account access and/or hold your funds if we suspect that you or your company is the subject of any sort of external investigation (including, but not limited to, legal, regulatory, criminal, or civil actions or suits).

4.4. Ampere reserves the right to request from you any additional information confirming your age and/or any other information related to the usage of our Services. We have to do this for a number of reasons, including to check your identity, and to meet our legal and regulatory requirements. Our Privacy Policy explains more about how we use your information for these and other purposes.

4.5. You are allowed to open only one Ampere Account for personal use and one Ampere Account per entity for business purposes. If we detect that you created more than one Ampere Account, we reserve the right to close such a duplicated account or refuse to register a second Ampere Account in the name of the same person or entity.

4.6. Terms and conditions applicable to you depend on the address you indicated upon registration of personal or business Ampere Account. You will be contracting with an Ampere entity relevant for your jurisdiction.

4.7. You undertake that opening and/or usage of Ampere Account by you shall not violate any applicable laws or regulations. You will be solely responsible for any implications and/or damages resulted from breach of this Section and/ or breach of any applicable laws or regulations by you.

4.8. When you provide us with any information related to the use of Services, such information must be accurate, complete and truthful. You undertake and are obligated to maintain your Ampere Account details updated at all times. If any of the earlier provided information has changed, you shall promptly update it. In case you failed to update any earlier provided information which has changed, you are hereby aware that Ampere is not responsible for any financial loss related to such failure.

4.9. You are aware that we may ask you to confirm the accuracy of the provided information or/and request any additional information and/or documentation at any time. You are obliged to submit such information to us. We reserve the right to suspend your access to and use of the Services, hold your funds and/or terminate your Ampere Account if you provide us with inaccurate, untrue, or incomplete information about you, your business or your transactions, or if you fail to comply with any account registration requirements and/ or our requests for additional information or documents. Should you fail to comply with these provisions, you agree that this will also entitle Ampere to cease the provision of any other Services to you and/ or report you and/ or any suspicious activities to the relevant authorities as required under applicable law.

4.10. You confirm that any activity on your Ampere Account is carried out by yourself as the registered customer. You shall not use your Ampere Account to make transactions on behalf of any other person and/or entity. By opening an Ampere Account, you hereby agree not to open more than one Ampere Account for your use as a legal entity or individual.

5. AMPERE ACCOUNT

5.1. Ampere Account is a virtual account which allows you to hold, send or receive funds in multiple currencies. Ampere Account is not a bank account and funds held in Ampere Account do not generate any interest. You acknowledge that funds held on the respective Ampere Account are the property of the respective person or business who registered as the holder of such Ampere Account. You must not provide anyone with access to your Ampere Account, as you are the sole authorised holder of your Ampere Account, nor allow anyone to use your Ampere Account on your behalf, unless you received our prior written approval.

5.2. You are aware that holding funds in different currencies on your Ampere Account might result in financial risk and you agree to accept such risk associated with fluctuations in the relevant exchange rates over time.

5.3. How can you send a deposit to your Ampere Account? You can upload funds into your Ampere Account using the following options, but we cannot guarantee you that all of these methods will be always available to you at all times, and we may change or remove any of this method without prior notice to you:

5.3.1. transfers from your accounts held with other financial institutions, or
5.3.2. receive a transfer from a third-party account held with other financial institutions, or
5.3.3. internal transaction from other individuals or business who have personal or business Ampere Account, or
5.3.4. top up from your credit/debit card.
5.3.5. connect card payment Acquiring services through Ampere and receive funds from your customers for online purchases.

5.4. For the avoidance of doubt, while uploading money into your Ampere Account, we are merely a recipient of funds and do not provide any payment service during this process. Ampere is not liable for the progress of the transaction prior to the moment of receipt of funds by Ampere. In case you have any issues with uploading funds to your Ampere Account, in addition to contacting us, you may have to contact your bank or your card or payment service provider with whom you initiated the transaction to solve the issue.

5.5. Please note that certain legal and regulatory restrictions apply while depositing funds into your Ampere Account (such as maximum amount per deposit and number of deposits made during a certain time). Also, it is important to note that we are under the obligation to verify the origins of the funds, especially in the case where you receive funds from a third person into your Ampere Account. Upon our request, you are obliged to immediately submit to us any and all documentation regarding the underlying transaction, origin of the funds, your contractual, business or personal relationship with the third party if applicable and any other documentation we reasonably request. This is to follow the obligatory anti-money laundering laws and regulations.

5.6. Sums received into your Ampere Account might be reversed (including, but not limited to in case of a chargeback) and you undertake that we can deduct any such amount being subject to reversal from your Ampere Account in the event when such reversal was initiated by the person who paid you this amount in question, any relevant payment services provider or upon request of a relevant authority.

5.7. When you received money into your Ampere Account, you will be able to check the received amount and other previously received transactions in the transaction history available to you through your Ampere Account.

5.8. You agree to keep your Ampere Account either at zero or positive balance. If due to any reason and in any case of reversal, chargeback, deduction of any fees your Ampere Account will have a negative balance, then you shall immediately repay any such negative amounts. In case you failed to repay a negative balance of your Ampere Account, we reserve a right to take further legal actions or exercise any legitimate remedy in order to recover such negative amounts from you. You shall reimburse us for any costs we may face due to recovery of your negative balance in your Ampere Account.

5.9. You are responsible for any taxes which may be applicable to transactions you make or receive, and it is your responsibility to collect, report and pay the correct tax to the appropriate tax authority.

6. RESTRICTED ACTIVITIES

6.1. You are not allowed to open or to hold an Ampere Account if you or the legal entity you are representing is engaged in the any business or activity in any of the below spheres or connected to the below activities or objects:

6.1.1. Adult entertainment, website or contents such as:
1. 6.1.1.1. Sexually oriented items such as sex toys
2. 6.1.1.2. Adult escorts, prostitution services and massage parlours
3. 6.1.1.3. Child pornography
4. 6.1.1.4. Male or Female Sexual Enhancement Supplements or Products
5. 6.1.1.5. Video texting or paid subscriptions to live-streaming where it involves adult erotic content or conversations
6. 6.1.1.6. Gentleman’s Clubs, Strip Clubs and Topless Bars
6.1.2. Counterfeit items
6.1.3. Alcohol
6.1.4. Cannabis e.g., products containing CBD. Any other products or services related to legal marijuana trade.
6.1.5. Certain controlled substances or other products that present a risk to consumer safety.
1. 6.1.5.1. Smart drugs, nootropic supplements
2. 6.1.5.2. Substances that provide similar effects as illegal drugs (kratom, khat, etc.)
3. 6.1.5.3. Anabolic steroids and peptides
6.1.6. Drug paraphernalia - any equipment, product, or material which is intended for making, using, or concealing drugs
6.1.7. Pharmaceuticals:
1. 6.1.7.1. Nutraceuticals, pseudo-pharmaceuticals, and other products which make unreasonable health claims not approved or verified by the applicable regulatory body.
2. 6.1.7.2. Online pharmacies.
3. 6.1.7.3. Prescription-only pharmaceutical drugs.
4. 6.1.7.4. Payments for the sale of pharmaceutical products to retail customers are not supported.
6.1.8. Credit repair services
6.1.9. Drugs or drug proprietors selling illegal substances
6.1.10. Drug paraphernalia that involves equipment designed for making or using drugs
6.1.11. Espionage equipment and accessories
6.1.12. Gambling providers or transactions including games of chance
6.1.13. Human remains and body parts
6.1.14. Illegal investment schemes
6.1.15. Illegal downloads of movies, music, computer and video games
6.1.16. Illegal software - e.g. Malware, Software to break encryption of phones/computers
6.1.17. Illegal sale of financial information (e.g. bank accounts, bank cards)
6.1.18. Mail order brides services
6.1.19. Poisonous and hazardous materials
6.1.20. Products/Services promoting abuse, hatred, racism, religious persecution, terrorism, violence or contain offensive content
6.1.21. Pyramid or ponzi schemes
6.1.22. Shell banks and companies
6.1.23. Signal Jammers/Blockers that interferes with cellular/communication devices
6.1.24. Stolen goods including digital and virtual goods
6.1.25. Surrogacy services
6.1.26. Tattoo Parlours
6.1.27. Tobacco / Cigar / Electronic Cigarette / Nicotine content products
6.1.28. Trade of weapons, ammunition, military arms, explosive devices and firearm parts
6.1.29. Any other category, products or services that the Company decides to prohibit, in its sole discretion
6.1.30. Auctions
6.1.31. Crowdfunding
6.1.32. Pawn Shops
6.1.33. Securities Brokers & Investments of any kind, such as:
1. 6.1.33.1. Securities
2. 6.1.33.2. Derivatives
3. 6.1.33.3. Commodities
4. 6.1.33.4. Shares
5. 6.1.33.5. Foreign currencies
6. 6.1.33.6. Options
6.1.34. Gold and precious metal dealers (physical or online)
6.1.35. Synthetic or non-traditional Securities, including CFD brokers or dealers
6.1.36. Charities or Not-For-Profit Organizations
6.1.37. Online dating services
6.1.38. Fantasy sports league, e-sports gaming or tournaments
6.1.39. Games of skill where participants receive cash or cash-equivalent prizes
6.1.40. Selling of likes and followers for social media (Instagram, Youtube, Facebook etc)
6.1.41. Video game or virtual world credits
6.1.42. Private medical practice and/or online doctor consultation (e-doctor)
6.1.43. Products or services related to religious, political or social campaigning
6.1.44. Payment Facilitator providing payment services which would fall under the definition of a money service business or an electronic money institution. Services would also include the sale of stored value cards and escrow services
6.1.45. Live Streaming/Broadcasting
6.1.46. File-Sharing - providing file sharing services including cyberlockers and similar remote digital file sharing services where uploaded content is accessible to the public or the service pays uploaders for content

6.2. We, at our discretion, can decide on whether to allow you register or hold an Ampere Account if you or the legal entity you are representing is engaged in any activities that we are not comfortable with, or your risk profile does not conform to our risk appetite either at the moment of opening your account or at any later moment. We also reserve the right to update the list of prohibited businesses at our discretion.

6.3. You are also not allowed to use our Services to conduct any of the following activities:

6.3.1. abuse, exploit, or circumvent controls or restrictions imposed by a merchant/ regulatory authority/ applicable law concerning specific products or services,
6.3.2. abuse, exploit, or circumvent controls or restrictions imposed by us,
6.3.3. create an excessive amount of Ampere cards without a reasonable business purpose,
6.3.4. allow someone who is not an authorized Customer to use or access Ampere Account or use Ampere card, or
6.3.5. carry out any business or activity that falls within the restricted activities outlined in Section 6 above or otherwise for illegal or immoral purposes.

7. TRANSFER OF FUNDS HELD IN YOUR AMPERE ACCOUNT

7.1. You can use your Ampere Account to make transfers through SEPA credit transfers, SEPA instant, UK Faster Payments to recipients in the UK, EU/EEA. You can receive SWIFT transfers from the UK, EU/EEA and the rest of the world (subject to restrictions related to sanctions etc).

7.2. In order to send a payment from your Ampere Account you would need to set up a payment order following the steps as prompted on screen and providing us with accurate information needed to execute this payment. Such information shall include but might not be limited to (a) recipient name, (b) recipient’s account details or their Ampere Account details and (c) the amount to be transferred.

7.3. By submitting the necessary information in relation to payment in question we consider that you gave Ampere your consent and authorised us to execute the payment in accordance with the information provided by you. Once we have received the payment order, it cannot be cancelled or reversed unless specifically permitted by applicable law. Therefore, it is important that you provide the correct information as you may lose funds sent to an incorrect recipient.

7.4. For each payment order we will charge you a fee in accordance with our pricelist and we will let you know the exact fee amount when you submit your payment order. You can also find out more information about the fees https://ampere.co.uk/fees.

7.5. In order for us to execute your payment order, your Ampere Account needs to have sufficient funds in it. Ampere is not responsible for any delays caused by insufficient funds at your Ampere Account.

7.6. As a financial company we adhere to legal and regulatory requirements which require us to carry out security and due diligence checks on you or your recipients and/or any other third party involved in a transaction in order to provide you with our Services. We are also required to run verification checks which may increase time for processing your payment order and we are not responsible for any delays or any negative consequences you incurred due to delays in relation to those checks.

7.7. You agree to comply at any time with our request for further information taking into account that such information shall be uploaded in format acceptable by us. You also agree that we may from time to time make, directly or through any third party, any inquiries we consider necessary to validate the information you provided to us, including checking commercial databases or credit reports and consequently authorise us to obtain such information.

7.8. When you do not have the necessary funds in your GBP account, to pay a commission or fee, Ampere reserves the right, to withdraw funds, from any other accounts you may have with Ampere, where there is a positive balance, in other currencies. The conversion rate will be the conversion rate applicable to other Ampere customers, at the time the transaction will take place.

7.9. We will let you know about the estimated time of completion of your payment order when you complete all the necessary steps to set up such a payment order.

8. CURRENCY CONVERSION AND EXCHANGE RATES

8.1. We will let you know the currently applicable exchange rate when you place your payment order. Once a currency conversion has been carried out, your transaction history in your Ampere Account will show you the exchange rate that was used. In case of changes in the applicable exchange rate we will send you an advance notice regarding such change. Ampere reserves the right not to execute a payment order involving a currency conversion due to market disruptions, unforeseen events, or technical errors.

8.2. As a part of our Services, you can use currency conversion to convert your funds already held in your Ampere Account in one currency into another currency available to you in your region. For more information about fees for currency conversion services, please check the pricelist.

8.3. You are aware that we have a right to refuse any order for currency conversation at our sole discretion. This may happen due to various reasons such as you do not hold enough funds at your Ampere Account, you provided incorrect information, or we have reasons to suspect that you are in violation of this Agreement and/ or any applicable laws. We will use reasonable endeavours to notify you about any refusal and, if possible, provide you with a reasonable explanation, unless such notification about refusal may be considered unlawful.

8.4. You agree and undertake that you will not use our Services and/or your Ampere Account for speculative trading, including seeking any profit from FX trading. In case we believe you have violated this Section, we reserve a right in our sole discretion to cancel your conversion orders, place any limits, restrict your use of our Services, suspend or terminate this Agreement with you and/ or confiscate any of your gains.

9. ACCOUNT CLOSURE

9.1. You may close your Ampere Account at any time by contacting us at support@ampere.co.uk. Upon closure of your Ampere Account, all pending transactions shall be completed. You also must within a reasonable time to withdraw any funds remaining at your balance in the Ampere Account. This Agreement shall terminate upon due closure of your Ampere Account in accordance with this Agreement. We reserve a right to limit your access to Ampere Account after reasonable time has passed. In case you have no longer access to your funds held with Ampere, please contact us to return them to you. You have the right to do this for a period of five (5) years from the date your Ampere Account is closed.

9.2. Please note that we may hold some of your funds to cover any outstanding transactions you approved before the account closure or any outstanding fees owed to Ampere. The process of clearing out pending transactions may take up to sixty (60) business days, after which we will be able to pay out your balance in full to an account designated by you, less any fees and charges payable to us, provided that no law, regulation, regulatory authority or court requires us to withhold the balance for any reason.

9.3. Please note that if your Ampere Account has been suspended, we shall not close your Ampere Account until we have completed any ongoing investigations. In this event, the support team will keep you updated on the status of any such investigation, if permitted under applicable law. We also reserve a right to hold your money until investigation or any due diligence check are fully completed in order to protect our or a third party’s interest. Please note that in certain cases, we are not permitted to disclose the reasons or details of suspending your Ampere Account and/ or holding your funds due to applicable regulations. You are always entitled to file a complaint in accordance to our customer complaint procedure as referred to in Section 16 of this Agreement.

9.4. You are responsible for your Ampere Account and any conducted activity there until the time of closure of your Ampere Account, including for all obligations related to your Ampere Account, even after it is closed.

10. TERMINATION AND/OR SUSPENSION OF OUR SERVICES

10.1. We reserve the right to terminate this Agreement with you and consequently close your Ampere Account and/or any of our Services for any reason by giving you two (2) months’ advance notice. We do not have to substantiate closing your Ampere Account and/ or any of our Services.

10.2. We reserve a right to terminate this Agreement with you and consequently close your Ampere Account and/or any of our Services without advance notice in the following cases:

10.2.1. we have reasons to believe that you are acting fraudulently, or you provided us with false information or illegal documentation, or
10.2.2. we believe that you are in breach of any provision of this Agreement or any other document applicable to you under this Agreement, or
10.2.3. we are obliged to do so under applicable laws, regulations, court orders, or instructions of a regulatory authority or law enforcement agency, or
10.2.4. we or any other third party have flagged transactions related to you as suspicious, or
10.2.5. we have reasons to believe that you are in breach of any applicable law or regulation, or
10.2.6. we have reasons to believe that you are engaged in any activity related to money laundering, terrorism financing or in any other criminal or illegal activity, or
10.2.7. You, or the legal entity you represent is subject to a petition in any type of bankruptcy or insolvency proceedings, has liquidity issues, including not being able to pay Ampere fees or is being wound up, dissolved or liquidated for any reason, or ceases to carry on its normal business activities for any reason for a period of 30 (thirty) or more calendar days;
10.2.8. your business activities changed into or resulted to be a type of activities not accepted by us or there has been a material change of control in the ownership of the company or its directors or representatives or the person holding legal power to manage the business, and therefore your business is no longer eligible for Ampere Account, or you have failed to present relevant KYC/ KYB documentation to our satisfaction or
10.2.9. usage of our Services by you could harm our reputation, or
10.2.10. you have been abusive (including use of abusive language) to Ampere’s representatives, staff or partners.

10.3. We may suspend or delay a transaction due to the following reasons:

10.3.1. your Ampere Account is suspended as outlined hereunder in this Agreement;
10.3.2. a relevant third party, including but not limited to PayrNet group entities, prevents us from making the transaction due to their regulatory obligations;
10.3.3. you failed to provide us with the requested information reasonably needed by us;
10.3.4. you have exceeded or are about to exceed the limits applicable to your Ampere Account;
10.3.5. the company you are representing is declared bankrupt or insolvent, or is being wound up, or a similar event is taking place, included but not limited to as set out in Section 10.2.7. above;
10.3.6. we believe you provided us with incorrect or incomplete recipient information;
10.3.7. the transaction needs to be assessed due to legal or compliance requirements;
10.3.8. we believe that the transaction will breach this Agreement or any applicable legislation or regulation or is otherwise prohibited (including, but not limited to where we believe the transaction would violate international sanctions).

10.4. In case we have a reason to believe that security of your Ampere Account was compromised, or we have grounds to suspect that your Ampere Account was used in a fraudulent or unauthorised way, we can suspend or close your Ampere Account.

10.5. Please note that in case of termination of this Agreement for any reasons, you are obliged to immediately cease usage of the Ampere App.

11. SECURITY

11.1. Ampere uses strong customer authentication solutions, data encryption, fraud detection software, and software notifying us when login credentials of our Customer may have been compromised to keep your Ampere Account information and funds safe.

11.2. We will do everything we can to keep your Ampere Account safe, but you have an obligation to monitor any activity happening in your Ampere Account and reach out to us via email support@ampere.co.uk in case of any irregularity in your Ampere Account or if you suspect that your Ampere Account or other security credentials are stolen, lost, used without your authorisation or otherwise compromised. In such cases, you are required to change your password as soon as possible. Any undue delays in notifying us may affect the security of your Ampere Account. Ampere is not responsible for any financial losses that arise due to your noncompliance with your obligations set out in this Section 11 and otherwise in this Agreement and applicable law.

11.3. In order to keep your Ampere Account safe, you shall:

11.3.1. Change your password regularly and ensure that it is not used across other online service providers.
11.3.2. Do not share Ampere Account credentials if somebody asks you for your Ampere Account credentials.
11.3.3. Keep your email account secure. You are required to inform us immediately if your email address becomes compromised.
11.3.4. Keep your tools for 2FA safe and secure.

11.4. In order to keep your Ampere Account safe, you are not permitted to:

11.4.1. Disclose your Ampere Account credentials (password and email), or any other information related to the safety of your Ampere Account to any third party.
11.4.2. Let anyone besides yourself access your Ampere Account or watch you accessing it.
11.4.3. Store Ampere Account credentials in your computer or browser or enable credentials to be cached or otherwise recorded.

11.5. Unauthorised transactions. If you notice or suspect that someone other than you has used your Ampere Account or Ampere card, you must contact us immediately and in any event no later than six (6) months following the unauthorised transaction; otherwise you may not be entitled to have any errors corrected. You must immediately freeze or block any affected Ampere Account or Ampere card. We will only refund an unauthorised transaction that has happened after you notify us that your Ampere card is stolen, lost, or otherwise has been compromised or that someone is using your Ampere Account or Ampere card without your authorization. We will not refund an unauthorised transaction if evidence suggests that: (i) you or such third party involved was acting fraudulently; (ii) you have shared the credentials, your Ampere Account or your Ampere card with a third person; (iii) use of your Ampere Account or card was possible due to your failure to keep your Ampere Account or Ampere card credentials safe; or (iv) due breach of these terms and conditions.

11.6. We will treat any payment order issued using the Ampere card or our Services as evidence that you authorised the transaction or did not keep your security details safe. Ampere reserves the right to investigate each unauthorised transaction and to debit any Ampere Account with such an amount if we determine that the transaction was, in fact, authorised.

11.7. Refunds are processed within ten (10) business days from the date you have provided us with all the required information to process the request, however subject to all of the recipients and their consent to return the payments.

11.8. If you authorise any third party to use your Ampere Account and make a transaction, we will not be responsible for any such use and/ or transaction. You undertake that you are still responsible for any such activity on your Ampere Account or any use of our Services by a third party authorised by you.

11.9. You agree not to use our Services including Ampere Website or Ampere App in a way which may harm our technology infrastructure, particularly through usage of viruses, trojans, worms, logic bombs or other materials which are malicious or technologically harmful. You are responsible for assuring security of any of your devices you are using to access your Ampere Account or to use our Services.

12. INTELLECTUAL PROPERTY

12.1. Ampere intellectual property ("Intellectual Property") include any trademarks, trade and business secrets, logos, patents, copyright, software (including without limitation Ampere App, the API, developer tools, sample source code, and code libraries), data, materials, domain name, content and printed and electronic documentation (including any specifications and integration guides) developed and provided by us or our Affiliates to you, or available for download from Ampere Website or Ampere App. All this IP shall constitute Ampere’s property and all these rights are exclusively reserved for Ampere, and you must not use our IP except in a manner explicitly permitted in this Agreement.

12.2. You have the right to use the Services under a non-exclusive licence, which will remain in effect until your Ampere Account is suspended or deleted or these rights are withdrawn by us for any reason. Such right to use our Services is personal, non-transferable, and solely applicable for use of respective Services. The sole purpose of the licence granted to you is to enable the use of the Services in accordance with this Agreement.

12.3. You may not, and may not attempt to, directly or indirectly:

12.3.1. assign, transfer, sublicense, loan, sell, assign, lease, rent, distribute or grant rights in the Services to any person or entity, or
12.3.2. remove, obscure, or alter any notice of any of our trademarks, or other Intellectual Property appearing on or contained within the Services or on any materials, or
12.3.3. modify, copy, tamper with, or otherwise create derivative works of any software included in the materials, or
12.3.4. reverse engineer, disassemble, or decompile the materials or the Services or apply any other process or procedure to derive the source code of any software related to our Services, or
12.3.5. using the word “Ampere” or our logos in any business name, email, or URL except with our prior written consent.

13. LIABILITY

13.1. Since Ampere is an online service provider, we cannot guarantee that our Services will be uninterrupted, error-free, that they will always work smoothly or that they correspond to a special condition of merchantability or fitness for a particular purpose. We do not offer any warranties to the quality and suitability of the Ampere Services to you and you use the Services at your own risk. However, we will make commercially reasonable efforts to ensure that your experience with us is as little interrupted or free of faults as possible.

13.2. You agree that Ampere will not be responsible for any direct or indirect damages, including, but not limited to costs, regulatory or contractual fines, state or governmental fees, taxes, loss of income or profit, loss of goodwill or damage to reputation, loss of business contracts or opportunities, loss of anticipated savings, or consequential loss directly or indirectly caused by your use of Ampere Services or by you opening an Ampere Account and/or applying for or using your Ampere card. To the extent such limitation is permitted by law, Ampere will not be responsible for any damages, losses or costs you may incur as a result of:

13.2.1. third party fraudulent activity unless such fraudulent activity was directly caused by Ampere’s gross negligence;
13.2.2. any inconsistencies, delays, errors, disruptions or issues in relation to our Services (including your Ampere Account and Ampere card) or any virus, malware, phishing, or other technological attacks or harmful activities that may infect your equipment and/or software infrastructure, or
13.2.3. you providing us with incorrect or incomplete information;
13.2.4. fees or other additional charges applied by third parties in relation to your transaction;
13.2.5. a legal or regulatory requirement, or any unusual or unexpected events outside of our control;
13.2.6. loss of data;
13.2.7. for any action of inaction of a third party.

13.3. In any case, we will use reasonable endeavours to assist you with your request and help you resolve any issues, however, Ampere, in no event shall be held responsible for any of the following:

13.3.1. incorrectly executed transaction(s) sent to or from your Ampere Account or any transaction(s) not executed at all caused by your mistake; and
13.3.2. fees, interest, or costs occurring due to any transaction sent to or from your Ampere Account.

13.4. You will be held liable for any breach of this Agreement and/or incorrect or non compliant use of our Services, for any incorrect information provided to us for breach of any applicable law or regulations and you shall be responsible for our and any relevant third parties’ direct or indirect damages, losses and other costs arising in such circumstances.

13.5. You shall defend, indemnify, protect, save and hold harmless us and our Affiliates, directors, officers, employees and agents, against any and all liabilities, claims, demands, suits, actions, causes of action, proceedings, judgments, awards and costs, including reasonable legal costs and expenses, arising out of or related to any claim, whether grounded in contract, tort, strict liability or otherwise, arising out of any performance or failure of performance (whole or partial) of this Agreement by you or any breach or violation of any duty, obligation, warranty or representation made hereunder. "Affiliates" under this Agreements means an entity that is directly or indirectly controlled by or is under common control with us. For purposes of the foregoing, “control” means the ownership of (i) of at least fifty percent (50%) of the voting power to elect directors of the entity, or (ii) at least fifty percent (50%) of the ownership interest in the entity, and, in any event, is considered to be part of the same company group, under common administrative or financial control;

13.6. Notwithstanding anything herein contained, our liability to you shall not exceed the total aggregate fees you paid us in the 12 (twelve) months prior to the date of notice of the claim, even if we have been advised of the possibility of such costs, expenses or damages.

14. CARD AND CARD SECURITY

14.1. Ampere card is issued by PayrNet. By applying to or using Ampere card, you will be deemed to have accepted and fully understood the terms and conditions set out in these Terms and you agree to comply with these terms by your use of Ampere card. If you do not agree, please do not apply for, or use your Ampere card.

14.2. Ampere offers the following types of cards:

14.2.1. a physical Ampere card for Business Customer, which will have the details of the Name, Surname of Director, PAN, expiry date of the Ampere card (the "Expiry Date") and the CVV code printed on it; or
14.2.2. physical Ampere card for Individual Customer, which will have the details of the Name,Surname of the Individual, PAN, expiry date of the Ampere card (the "Expiry Date") and the CVV code printed on it.

14.3. To apply for Ampere card, you will need to sign up for Ampere Account first (please refer to the Terms and Conditions applicable to your usage of our Services). A business customer can request Ampere card for several identified holders. A physical Ampere card will be sent to the address indicated by you in Ampere App via post service.

14.4. Upon receipt of the physical Ampere card, you may activate it by logging into your Ampere Account. No transactions with the card will be approved unless the Ampere card is activated. You must sign the physical Ampere card as soon as you receive it and keep it safe. You may also receive a secret personal identification number ("PIN") electronically by following the instructions in the Ampere App or on the Ampere Website.

14.5. Ampere card shall remain valid until the Expiry Date. If you require a replacement of your Ampere card, please make the order via Ampere App or Ampere Website. Please note that an additional fee may be charged for a replacement Ampere card in accordance with the Pricelist.

14.6. Your Ampere card is linked to and supported by your Ampere Account. You can upload money by adding money to your Ampere Account.

14.7. Ampere card is a debit card that can be used worldwide to pay for goods and services. Ampere card is not a guarantee card, charge card or credit card. You can use your Ampere card anywhere where MasterCard is accepted.

14.8. You can use Ampere card to pay for transactions within the amount available at your Ampere Account. You can use Ampere card for transactions via the Internet, at different merchants or to make cash withdrawals from ATMs.

14.9. Ampere is not responsible for the quality, safety, legality, or any other aspect of any goods or services purchased with the Ampere card. We are not liable for any loss arising from any merchant refusing to accept your Ampere card, or any ATM failing to dispense cash. You are responsible for losses arising from negligence or failing to conduct adequate due diligence on the merchants you transact with.

14.10. You shall ensure that there are sufficient funds available at your Ampere Account in order to cover transactions you conduct with your Ampere card. If any transaction takes you over your available funds or the card limits in force from time to time such transaction will be declined. Should your Ampere Account at any time and for any reason have a negative balance, you shall repay the excess amount immediately and in full. We will not incur liability to you because of the unavailability of the funds that may be associated with your Ampere card or Ampere Account.

14.11. You agree that any use of your Ampere card, card number or PIN constitutes your authorization and consent to a transaction. Ampere card is not transferable.

14.12. The holder of the card should only use Ampere card as permitted by the respective business customer. If the holder uses Ampere card, we assume that such holder of the Ampere card has the permission of the respective business customer to spend the funds available at the Ampere business Account until notified to the contrary by such business customer.

14.13. Where there are multiple cardholders within the same business account, any transaction authorised by any one of the cardholders is deemed to be effectively authorised by the business customer.

14.14. In case you use Ampere card in a contactless manner, you will need to have made at least one chip and PIN transaction to activate the contactless part of the chip before doing so. Failing to do so will lead to a declined transaction. When using Ampere card for contactless transactions, the contactless limit in effect at the time of the transaction will apply without using the PIN. This limit is regulated by MasterCard and may vary from time to time.

14.15. In case you use Ampere card to conduct a transaction or withdrawal of funds in a currency other than you hold on your Ampere Account, we will convert the amount of such transaction applying exchange rate used by MasterCard, which you can find here: https://www.mastercard.com/global/en/personal/get-support/convert-currency.html. Any changes in exchange rates shall apply immediately and without notice.

14.16. Refunds to your Ampere card shall be in a supported currency and will be credited to your Ampere Account. If you receive a refund in a currency we do not support, we will first convert the amount at the current MasterCard rate to a supported currency and then credit your Ampere Account.

14.17. In case you notice a refund has been received twice for the same transaction, you are required to let us know immediately, and if a refund for the same transaction has been provided to you twice we always reserve the right to debit back a previously issued refund without notice.

14.18. We may restrict the usage of your Ampere card due to type of Ampere card, individual usage patterns and payment risk profiles which include but not limited to the following reasons:

14.18.1. cash transactions for illegal purposes, foreign exchange, money orders, etc.;
14.18.2. pre-authorized regular payments;
14.18.3. where it is not possible for the merchant to obtain online authorization that you have sufficient funds on your Ampere Account to execute the transaction.

14.19. When your Ampere Account is closed or suspended (as per applicable Terms and Conditions), we will cancel or suspend your Ampere card, including when we have grounds to believe that activity on your Ampere card is suspicious, fraudulent or associated with any other criminal activity or inconsistent with the terms of the Terms and Conditions. We reserve the right, in our sole discretion, to limit your use of the Card.

14.20. Ampere may refuse to issue or replace your Ampere card or may revoke any applicable privileges, other than as required by applicable law.

14.21. We reserve a right not to proceed with chargebacks at our sole discretion in case of dispute related to your card transaction.

14.22. You will remain responsible to PayrNet for the use of Ampere card. Your ability to use or access Ampere cards may occasionally be interrupted, for example, if we need to carry out maintenance on our systems. Please contact us at support@ampere.co.uk to notify us of any problems you are experiencing using Ampere card or Ampere Account and we will use reasonable endeavours to resolve any problem.

14.23. Do not share your Ampere card with anyone and keep it safe. Memorise your PIN and never disclose this and other security information to anyone. Sharing these details can lead to unauthorised access to your account and you will be solely responsible for transaction(s) made in this situation. Ampere will not be liable for any loss arising due to any such unauthorised transaction(s).

14.24. You undertake to check on your Ampere Account and Ampere card transaction history regularly and contact us in the case of unauthorised, incorrect, or misdirected transactions.

14.25. You will be liable for all losses, including any related fees and charges, for any unauthorised Transaction.

14.26. If you believe that someone else knows the Ampere Account or Ampere card security details, you should stop using Ampere card and Ampere Account, and contact us without undue delay. If you find your Ampere card after you have reported it lost, stolen or misused, you must cut it up and tell us as soon as possible.

14.27. You agree to indemnify and hold us harmless from and against all reasonable costs of any legal action taken to successfully enforce these Terms and Conditions arising out of a material breach of any of these Terms and Conditions by you or by your fraudulent conduct.

14.28. You may cancel your Ampere card at any time without notice and with no charge by logging into your Ampere Account through Ampere App or Ampere Website. You may close your Ampere Account in accordance with the Terms and Conditions applicable to your usage of the Service.

14.29. In case your Ampere Account is closed, Ampere Card will be cancelled automatically.

15. REFERRALS

15.1. The referral program (hereinafter “Program”) allows existing Ampere clients to benefit, for a specified period of time, by our free choice and discretion, of a non-monetary or monetary reward (hereinafter “Referral Reward”) if you meet the requirement of the Program in force at the time applicable to you.

15.2. The term (hereinafter “Referrer”) shall apply to existing Ampere clients who have referred new potential Ampere clients using the individual referral link.

15.3. The term (hereinafter “Referee”) shall apply to a person invited by a Referrer using their personal referral code to join Ampere.

15.4. Referrer must be a registered user of Ampere with an active account to benefit from the Program.

15.5. Referee must not be an Ampere client prior to registering on the Ampere web or Ampere App using the link provided by Referrer.

15.6. Referee must complete the KYC process upon registration and be approved by Ampere.

15.7. Referee must fulfil the following conditions for the Referrer to receive the Referral Reward:

15.7.1. consecutive 3 months of account activity without reaching negative balances
15.7.2. minimum of £1000.00 (or equivalent amount in other currency) spent by using the Ampere Business Debit Card associated with the Referree Ampere account per month in 3 consecutive months.
15.7.3. turnover of £3,000 plus on the Referree Ampere account per month each months for 3 consecutive months.
15.7.4. minimum of 10 transfers (including inbound and outbound transfers) associated with the Referee Ampere account.
15.7.5. Referrer may only use the Program in good faith for lawful purposes.

15.8. Once the conditions are met, the Referral Reward will be fully "credited" to the Referrer Ampere account on the 1st day or 15th day of the month, whichever day is the earliest at the end of the 3 months period.

16. CHANGES TO THIS AGREEMENT

16.1. We may need to change terms and conditions of this Agreement as we are constantly working on improvements of our Services and/ or to remain compliant with applicable regulations. Hence when we make some changes to this Agreement, we will let you know about it with at least one (1) month notice before the changes take effect unless otherwise stated herein.

16.2. If you are not happy with the new changes to this Agreement, you can contact us via email before the changes come into effect and we will close your Ampere Account and terminate this Agreement with you. If you do not contact us and/or do not close your Ampere Account, you consent to any changes to this Agreement as notified to you.

16.3. There are a number of cases when changes will have an immediate effect unless otherwise stated herein. This will be stated in the relevant change notice. This is applicable particularly, but not limited to cases when:

16.3.1. such changes are more favorable to you;
16.3.2. these changes are required by law, applicable regulations, any relevant regulatory action and/or a valid decision made by a court or an extra-judicial body;
16.3.3. some new service or additions to functionality were developed by us and we will offer it to you; or
16.3.4. other changes which neither reduce your rights nor increase your responsibilities.
16.3.5. Please note that all changes related to exchange rate will come into force immediately without notice and you may not have a right to object them.

17. COMPLAINTS

17.1. In case of complaints related to us or our Services, we encourage you to contact us following our https://ampere.co.uk/complaint-policy.

18. MISCELLANEOUS

18.1. We may assign, transfer, novate and/or subcontract any or all of your rights or obligations under this Agreement, whether in whole or in part, directly or indirectly, by operation of law, merger, acquisition or otherwise to a third party. We may assign this Agreement in its entirety without your consent to any Affiliate or in connection with a merger, acquisition, corporate reorganisation or sale of substantially all of our assets.

18.2. You shall not assign, transfer, charge, subcontract, declare a trust over or deal in any other manner with any or all of your rights or obligations under this Agreement, which without limitation shall include your Ampere Account or any of our Services, without our prior written consent.

18.3. Our delay or failure to exercise or enforce any right under this Agreement shall not be deemed to be a waiver of any such right or operate to bar the exercise or enforcement thereof at any time or times thereafter. If we delay in asking you to do certain things or in taking action, it will not prevent us from taking steps against you at a later date.

18.4. If any provision of this Agreement is or becomes illegal, invalid or unenforceable, it shall not affect the validity or enforceability of any other provision of this Agreement.

18.5. No provision in this Agreement creates a partnership between you and us or makes either of us or you the agent of the other for any purpose. You have no authority to bind to contract in the name of, or to create liability for us in any way for any purpose.

18.6. This Agreement supersedes and extinguishes all previous agreements between you and Ampere, whether written or oral, relating to its subject matter.

18.7. This Agreement is governed by laws of England and Wales. Any dispute between you and us in connection with your Ampere Account and/or this Agreement may be brought to LCIA Arbitrage.

18.8. Fair Processing notice. The personal information we have collected from you will be shared with fraud prevention agencies who will use it to prevent fraud and money-laundering and to verify your identity. If fraud is detected, you could be refused certain services, finance, or employment. Further details of how your information will be used by us and these fraud prevention agencies, and your data protection rights, can be found in our privacy policy. Further details of how your information will be used by us and these fraud prevention agencies, and your data protection rights, can also be found by visiting www.cifas.org.uk/fpn. Whenever fraud prevention agencies transfer your personal data outside of the European Economic Area and the UK, they impose contractual obligations on the recipients of that data to protect your personal data to the standard required in the European Economic Area. They may also require the recipient to subscribe to ‘international frameworks’ intended to enable secure data sharing.

Terms and Conditions last updated: July 15, 2024