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Terms of Service

Last Updated: 25 April, 2023.

PLEASE READ THESE TERMS (HEREINAFTER REFFERED TO AS “TERMS” OR “AGREEMENT” CAREFULLY BEFORE BROWSING, USING OR REQUESTING ACCESS TO THE FUZE PLATFORM OR OUR SERVICES. YOUR CONTINUED BROWSING, USE OR REQUEST FOR ACCESS OF THE PLATFORM INDICATES THAT YOU HAVE READ AND ACCEPTED THESE TERMS. YOU CANNOT USE THE FUZE PLATFORM AND SERVICES IF YOU DO NOT ACCEPT THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, YOU ARE REQUIRED TO CEASE YOUR BROWSING, ACCESS, OR USE OF THE FUZE PLATFORM OR OUR SERVICES.

A. Introduction

  • The Website, http://www.fuze.finance and the Services offered thereon (collectively Fuze Platform or Platform) are operated by Morpheus Software Technology FZE and its affiliates (hereinafter referred to as “Fuze”, “we” “our” or “us”). The Agreement herein are entered into by and between Fuze and You.
  • Any reference to “Fuze”, “we” “our” or “us”, shall include our employees, consultants, officers, directors, representatives, agents, shareholders, affiliates, subsidiaries, holding companies, related entities, advisers, sub-contractors, service providers and suppliers.
  • These Terms, including any document incorporated by reference herein, including, but not limited to the Privacy Policy apply to any person who uses any one or more of the Services, accesses, refers to, views and/or downloads any information or material made available on the Fuze Platform for whatever purpose (hereinafter referred to as, “You” or “Your” “Client”).
  • Accessing and/or use of the Fuze Platform will signify that You have read, understand, accept, and agree to be bound, and are bound, by the Terms, in Your individual capacity and for and on behalf of any entity for whom You use the Fuze Platform. Further, You represent and warrant that You have the authority to do so.
  • Any words following the terms “including”, “include”, “in particular”, “for example” or any similar expression shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
  • Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.
  • Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.
  • References to “publish”, “published”, “notification”, “notified”, “notice”, “written notice” and/or “public notice” given by Fuze are to notices published on the Platform and/or communicated to the public and/or You via the Platform and/or to You by means of email or any other agreed method of communication.
  • All Capitalized terms shall have the meaning prescribed to them under Schedule A of this Agreement.

B. NO OFFER OR ADVICE

  • The information, reports, products, data, services, tools and documents contained and described on the Fuze Platform are for information purposes only and do not constitute an advertisement, or an offer or solicitation to buy or sell investment instruments, to effect any transaction or to enter into any legal relations.
  • The financial products and the Services mentioned on the Fuze Platform are not suitable for everyone. You are advised to seek Your own individual Counsel and legal advice and obtain all necessary advice for all issues, including Your eligibility to use the Services.
  • Nothing on the Fuze Platform constitutes investment, legal, accounting or tax advice, or a representation that any investment or strategy is suitable or appropriate for individual circumstances, or otherwise constitutes a personal recommendation.

C. OUR SERVICES

  • Fuze will provide a Digital Asset as a Service and has applied for the requisite licenses from the competent authorities. Fuze, at any point, will not provide Services for a Regulated Activity as defined under the Applicable Law for which it does not have a license for.
  • Your approval as a Client shall be at the sole discretion of Fuze.
  • You will use the Services in such manner as shall be prescribed by Fuze under this Agreement and as per the Terms published via the Platform.
  • Where any transactions or transfers of Accepted Virtual Assets are involved, Fuze is entitled to rely on the accuracy and validity of the destination information provided by You and accordingly any such transfer to a Withdrawal destination shall be at Your own risk.
  • Till the moment a Deposit or Withdrawal is completed an Accepted Virtual Asset shall not form part of Your Available Balance and will be in a pending state.
  • You acknowledge that Fuze does not own or control the underlying software protocols governing the operation of Accepted Virtual Assets. We assume no responsibility for the operation of those underlying protocols and we are not able to guarantee their functionality, security, or availability. In particular, the underlying protocols may be subject to sudden changes in operating rules (“Forks”), and such Forks may materially affect the value, function, and or the name of the affected Accepted Virtual Asset.
  • On becoming aware of a Fork, airdrop or similar event affecting an Accepted Virtual Asset Fuze shall evaluate its impact and publish notification and advice You in accordance with its internal policy.

D. APPLYING FOR USE OR ACCESS TO SERVICES

  • You can apply for us to consider Your application to access and use the Services by:
    • completing the online application process;
    • completing our Onboarding Procedures; and
    • signing this Agreement.
  • It is a condition of these Terms and Your access to the Services that at all times You satisfy all eligibility conditions applicable to access to and use of the Services, and that You answer all questions You are asked in connection with Your application accurately and fully, and to the best of Your knowledge and belief.
  • By applying to access and use the Services, You warrant and represent that:
    • You are a Person with full legal capacity and authority to access the and use the Services and accept these Terms;
    • You have read and understood all documents and other information provided to You in relation to the Fuze Platform and Services, and You possess the sophistication, expertise and knowledge necessary to make informed decisions in respect of any activities that You undertake on the Platform and that You will not rely on any communication or statement (written or verbal) by Fuze as investment advice or as a recommendation to enter into any Transaction.
    • You will exercise Your own prudence, judgement and discretion in determining whether to access or transact with Fuze;
    • subject to clause (vii), You are the legal and beneficial owner of any Funds You transact with;
    • Your access to and use of the Services does not breach any Applicable Law or any laws or regulations that are applicable to You in Your country of residence;
    • You have not previously been suspended or removed from using the Services and/or the Platform; and
    • if You are entering into this Agreement on behalf of an Entity or any other Person that You have all necessary rights and authority to act for and to bind that Entity and/or any other Person to the obligations set out in these Terms of Use.
  • Your rights to access and use the Services will not take effect until we have notified You that we have completed our verification checks and confirmed Your identity in accordance with the applicable laws and confirmed Your right to access and use the Services.
  • Fuze reserves the right to review and to suspend, restrict or terminate Your access or use of the Services if at any time:
    • You are in, under the control of, or a resident, or a national of one of the FATF high-risk and other monitored jurisdictions, or jurisdiction that prohibits the use of any of the Accepted Virtual Assets, or other jurisdiction, which has strategic deficiencies in its anti-money laundering and countering the financing of terrorism regimes that pose significant threats to the financial system of the EU under the Commission Delegated Regulation (EU) 2016/1675, or that is subject to the United Nations Security Council Sanctions List or to the sanctions list of the United Arab Emirates (each a “Sanctioned Country”), or if You are a Person on the U.S. Treasury Department’s Specially Designated Nationals List or the U.S. Commerce Department’s Denied Persons List, or the United Arab Emirates, EU or United Kingdom HM Treasury’s financial sanctions regime (a “Sanctioned Person”); or
    • You are in, under the control of, or a resident, or a national of a country, or territory that is unrecognized by at least one member state of the United Nations or has limited diplomatic recognition or is , or a jurisdiction at any time requiring obligatory national license for Virtual Asset exchange business, or special registration, which Fuze might not have; or
    • You are a Person who fails to meet any due diligence standards, requests, or requirements of Fuze, or are otherwise reasonably considered by Fuze to be of high risk.
  • Depending on Your place of residence, or the location from which You access or attempt to access the Services, there might be other factors which might limit or preclude Your access to or use of the Services. It is Your responsibility to follow any laws or regulations that are applicable to You in Your country of residence and/or place from which You access the Services.
  • Fuze reserves the right to limit or prohibit, at any point of time, use of the Platform and/or the Services for certain jurisdictions if the Applicable Law, or regulations or Fuze’s internal policies require such limitation or prohibition.
  • When applying to access and use the Services, You must complete a number of questions about Your identity and personal circumstances. The information You will be required to provide us will depend on a number of factors, for example whether You are a natural person or an Entity, Your business, and what country You are resident or normally based in. We will need to consider (without limitation):
    • Your identity, and (if an Entity) the identity of any ultimate beneficial owner (as defined under the Applicable Law)
    • Your source of wealth, source of funds
    • The nature and risks of the Service You have applied for access to
    • Your country of origin, nationality, legal structure, place of incorporation, ownership and control structure, business, and location of business.
  • We will require evidence to support our consideration of Your application, such as evidence of Your identity, address, source of wealth or funds, or (if a Body Corporate) evidence of ownership.
  • If we find out at any time that You have provided false or misleading information, this may be considered a breach of this Agreement, and lead to us terminating this Agreement and Your right to access and use the Services.
  • If we are unable to confirm Your identity or any other relevant information to our satisfaction, we will refuse Your application for rights to access and use the Services.

E. ONGOING MONITORING AND DUE DILIGENCE

  • Throughout the term this Agreement and for the duration of Your use of the Services, we are required to conduct on-going due diligence to support our ongoing relationship. This includes (on a non-exclusive basis):
    • monitoring Transactions undertaken during the course of our relationship with You
    • paying particular attention to any unusually large Transactions or unusual patterns of Transactions;
    • reviewing the adequacy of the CDD Procedures and of information we hold as a result of those CDD Procedures to ensure that the information is kept up to date
  • If You do not provide us with any or acceptable information when requested, or if we are otherwise unable to complete our ongoing due diligence checks to our reasonable satisfaction, we reserve the right, and we may be obliged to, suspend or terminate this Agreement and Your right to access and use the Services.

F. USING YOUR ACCOUNT

  • You agree to consider all Security Measures associated with Your Account as confidential information and not to disclose such information to any third party.
  • You agree that You are solely responsible for:
    • taking all necessary safety precautions to protect Security Measures associated with Your Account; and
    • Initiating or accessing any functions on the Platform
  • You must notify Fuze immediately if You are aware of any unauthorised access to or use of Your Account or of the Platform using any Security Measures associated with Your Account by any Person. Unless and until Fuze receives such notification from You, any actions initiated, requested or made from Your Account or using Security Measures associated with Your Account will be considered as authorized and made by You as the holder of the Account.
  • You must log out from the Platform by taking proper steps at the end of every visit.
  • If You discover suspicious activity or operations, including but not limited to unknown Transactions, made to/from Your Account that were not initiated by You, You must immediately notify Fuze about such activities and/or operations and promptly follow any instructions sent by Fuze. Fuze reserves the right to suspend Your Account until the end of investigation.
  • Fuze reserves the right to temporarily suspend or otherwise restrict Your access and ability to transact from Your Account:
    • where we reasonably believe it is required to protect the security of Your Account;
    • where we reasonably believe that there may be unauthorised or fraudulent use of Your Account; and/or
    • where we are prohibited from doing so, or required or recommended not to do so, by any Applicable Law; and/or,
    • otherwise in accordance with this Agreement.
  • Once permitted to access and use the Services You may give Instructions to Fuze in respect of a Transaction
  • Fuze may decline or postpone implementation of an Instruction if reasonably required to protect the fair and orderly operation of the Fuze Platform, provided always that it takes reasonable steps to ensure that it is in Your best interest to do so.
  • You acknowledge and agree that (subject always to Applicable Law) Fuze has sole discretion and absolute control over, and the right to modify at any time, the functionality, configuration, appearance and content of the Fuze Platform. Where deemed necessary and practicable, You will be provided with reasonable prior notification via the Platform.

G. INTELLECTUAL PROPERTY

  • You acknowledge and agree that Fuze is the sole owner (except to the extent owned by third-party licensors including any third party technology providers), of all rights, title and interest in and to the IP Rights. You have, and will obtain, no rights in or to the IP Rights, except for those limited rights licensed to You under this Agreement.
  • You must not:
    • alter, maintain, enhance or otherwise modify the Platform (or in each case, attempt to do so); or
    • disassemble, decompile, reverse-engineer, copy, bug fix, correct, update, transfer, broadcast (or in each case, attempt to do so) or create derivative works based on the Fuze Platform.
  • Subject to Your compliance with the terms and conditions of this Agreement, You are granted a limited, revocable, non-exclusive, royalty-free and non-transferable license to access and use the Fuze Platform to access and use the Services in a manner consistent with, this Agreement.
  • Unless otherwise specified, all materials on or accessible via the Platform are the property of Fuze and are protected by copyright, trademark and other Applicable Laws. You may view, print and/or download a copy of the materials from the Platform solely for Your personal, informational and/or non-commercial use, provided You comply with all copyright and other proprietary notices.
  • The trademarks, service marks and logos of Fuze used in connection with the Platform are the property of Fuze. The software, text, images, graphics, data, prices, trades, charts, graphs, video and audio used on the Platform belong to Fuze or are being used by Fuze as a licensee. Trademarks and materials must not be copied, reproduced, modified, republished, uploaded, posted, transmitted, scraped, collected or distributed in any form or by any means, whether manual or automated. The use of any such materials on any other web-site or networked computer environment for any other purpose is strictly prohibited; any such unauthorised use may violate copyright, trademark and other Applicable Law.

H. YOUR OBLIGATIONS

  • You must ensure at all times that You comply with this Agreement, and only use the Services and the Platform in accordance with this Agreement. In particular, You must ensure to the best of Your ability that all information You provide us with under this Agreement, including payment information, is accurate and complete.
  • You must not use the Services or the Fuze Platform or other items for any unlawful purpose, nor will You attempt to modify, reverse engineer, merge or decompose any software or other items forming part of the Fuze Platform that we may supply to You.
  • When accessing or using the Platform and/or the Services, You acknowledge and agree that You will not violate any law, contract, IP rights and/or other third-party right or commit a tort, and that You are solely responsible for Your conduct while using the Fuze Platform and our Services. Without limiting the generality of the foregoing, You agree that You will not:
    • Use the Platform in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying use of the Platform, or that could damage, disable, overburden or impair the functioning of the Platform in any manner;
    • Use the Platform to pay for, support or otherwise engage in any illegal activities, fraud, money-laundering, terrorist activities or other illegal activities;
    • Use any robot, spider, crawler, scraper or other automated means or interface not provided or approved by us to access the Platform
    • Use or attempt to use another Client’s Account unless You are the Authorised Representative of such other Client;
    • Attempt to circumvent any content filtering techniques we employ, or attempt to access to any Service or area of the Platform that You are not authorized to access;
    • Develop any third-party applications that interact with the Platform without our prior written consent;
    • Provide false, inaccurate, or misleading information;
    • Advertise products on the Platform unless specifically approved by Fuze.
    • Encourage or induce any third party to engage in any of the activities prohibited under this Agreement or forbidden by any Applicable Law.
  • You must only utilise the Platform using a Computer which has the most up to date anti-virus, firewall and security patch software which is to be purchased and installed at Your own cost.
  • You are responsible for ensuring that:
    • any software installed on Your Computer is kept virus free; and
    • all Your important data is backed up at regular and frequent intervals.
  • In relation to any messaging or other communication service that may be provided from time to time by Fuze in connection with the Platform or the Services, You must not:
    • insult and threaten other Clients and/or Fuze staff. Any violation of this rule may result in suspension or termination of this Agreement and of Your right to access and use the Services;
    • use any forms of obscene language;
    • make statements stirring up to international dissention, containing violence propaganda or offending religious feelings of any other Person;
    • send any kind of external links;
    • advertise products or services of other companies or service providers;
    • flood, spam and discuss topics that are not related to the Services;
    • provide false or misleading information about Fuze

I. SECURITY MEASURES FOR YOUR ACCOUNT

  • You must observe at all times the Security Measures in relation to Your to prevent unauthorised use or fraud. You are advised to:
    • never access the Services from any public internet access point, for example by accessing Your Account from a Computer located in an internet café;
    • never access the Services in such a way that third parties would be able to see, access or obtain Your Security Measures;
    • keep Your Security Measures secret.
    • Never record Your Security Measures on any software or utilise any “save password” facility on Your internet browser whereby Your Security Measures is automatically saved for future use; and
    • never leave Your Computer unattended whilst using the Fuze Platform or otherwise use Your Computer and/or the Platform in a place where people can overlook Your screen to see Your Account information.
  • The following precautions should also be taken to prevent unauthorised use or fraud. You are advised to:
    • keep Your Computer secure;
    • always treat emails You receive from a sender claiming to be from Your bank with caution and be wary of emails or calls asking You for any personal security details. We will never contact You to ask You for Your Security Measures;
  • You must comply with all instructions which we may give You from time to time in relation to the operation of the Platform, Security Measures and security arrangements in connection with the same.
  • You agree to co-operate fully with us and any relevant law enforcement body in relation to any investigation into any actual or suspected misuse of Your security details, including Your Security Measures and will provide any and all relevant information to assist in any such investigation if requested to do so by us or by law enforcement bodies.
  • You acknowledge that any use of the Internet may be subject to a virus attack and/or communication failure. Fuze shall not bear any liability, whatsoever, for any damage or interruptions caused by computer viruses, spyware, Trojan horses, worms or other malware that may affect Your systems, computer or other equipment, or any phishing, spoofing or other virus attacks. Fuze recommends that You use a reputable and available virus screening and prevention software at all times. You should also apply caution when reviewing text messages and emails purporting to originate from Fuze, as SMS and emails are also vulnerable to phishing and spoofing and additional viruses.

J. LIMITATION OF LIABILITY

  • WE ARE NOT RESPONSIBLE OR LIABLE TO YOU IF:
    • YOU DIVULGE OR GIVE ANY SECURITY INFORMATION AND/OR YOUR SECURITY MEASURES TO AN UNAUTHORISED THIRD PARTY;
    • ANY THIRD PARTY SEES INFORMATION CONCERNING YOUR ACCOUNT OR TRANSACTIONS DISPLAYED ON YOUR SCREEN;
    • ANY THIRD PARTY OBSERVES YOU WHEN ENTERING YOUR SECURITY MEASURES;
    • ANY THIRD PARTY OVERHEARS ANY TELEPHONE CALL THAT YOU MAKE TO US IN CONNECTION WITH YOUR ACCOUNT OR ANY ASPECT OF THE PLATFORM.
  • SUBJECT ALWAYS TO OUR OBLIGATIONS AS DATA CONTROLLER OR PROCESSOR FOR THE PURPOSES THE APPLICABLE DATA PROTECTION LAWS APPLICABLE OR EXTENDING TO YOUR USE OF THE SERVICES, WE ARE NOT LIABLE FOR ANY DISCLOSURE OF CONFIDENTIAL INFORMATION TO ANY THIRD PARTY RESULTING FROM YOUR MISUSE OF THE PLATFORM OR WHERE YOU HAVE FAILED TO KEEP ANY SECURITY MEASURES SAFE AND CONFIDENTIAL.
  • EXCEPT IF IT ARISES FROM OUR NEGLIGENCE, FRAUD OR WILFUL DEFAULT, YOU WILL BE LIABLE TO COMPENSATE US IN FULL FOR ANY LOSSES, COSTS, LIABILITIES, ACTIONS AND/OR EXPENSES REGULATING FROM YOUR FAILURE TO COMPLY WITH THIS AGREEMENT, OR RESULTING FROM ANY ACTION TAKEN BY US OR OUR AGENTS IN ACCORDANCE WITH YOUR INSTRUCTIONS AND THIS AGREEMENT.
  • FUZE SHALL NOT BE LIABLE IN DAMAGES OR OTHERWISE FOR ANYTHING DONE OR OMITTED TO BE DONE IN THE PERFORMANCE OF ITS OBLIGATIONS, INCLUDING ANY OBLIGATION TO WHICH IT IS SUBJECT UNDER THIS AGREEMENT, UNLESS IT IS SHOWN THAT THE ACT OR OMISSION IN QUESTION WAS TAKEN IN BAD FAITH;
  • TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, FUZE WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, RELATED, SPECIAL, DISCIPLINARY, OR CONSEQUENTIAL DAMAGES OF ANY KIND.
  • THE LIMITATION SET OUT UNDER THIS CLAUSE EXTENDS TO LOSSES OR PROFIT REDUCTIONS WHICH ARE RELATED TO YOUR ACCESS TO AND USE OF THE PLATFORM REGARDLESS OF WHETHER SUCH DAMAGES ARISE FROM CLAIMS BROUGHT IN CONTRACT, OFFENCE, NEGLIGENCE, WARRANTY, STRICT LIABILITY, OR ANY OTHER APPLICABLE THEORY OR PRINCIPLE OF LIABILITY.
  • YOU ACKNOWLEDGE AND AGREE THAT THE EXCLUSIONS AND LIMITATIONS OF LIABILITY SET OUT IN THIS CLAUSE ARE INTEGRAL TO THE LEVEL OF FEES PAYABLE BY YOU FOR ACCESS TO AND USE OF THE SERVICES, AND THAT, WERE FUZE TO ASSUME ANY FURTHER LIABILITY OTHER THAN AS EXPRESSLY SET OUT, SUCH FEES WOULD OF NECESSITY BE SET SUBSTANTIALLY HIGHER. AS SUCH, YOU AGREE THAT THE LIMITATIONS AND EXCLUSIONS OF LIABILITY SET OUT IN THIS CLAUSE ARE REASONABLE.

K. DISCLAIMERS

  • ACCESS TO THE PLATFORM IS PROVIDED ON A “AS IS” AND “AS AVAILABLE” BASIS AND FUZE DISCLAIMS, TO THE FULL EXTENT PERMITTED BY LAW, ALL WARRANTIES WHICH ARE EXPRESSED, STATUTORY, OR IMPLIED. THIS ALSO INCLUDES, WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OR TRADE PRACTICE;
  • FUZE GIVES NO GUARANTEE THAT THE PLATFORM WILL NOT FACE INTERRUPTION OR THAT IT WILL OPERATE IN COMBINATION WITH OTHER SOFTWARE, SERVICES, SYSTEMS, OR OTHER DATA SETS;
  • FUZE IS NOT RESPONSIBLE FOR AND SHALL HAVE NO LIABILITY IN RESPECT OF ANY LOSSES SUFFERED OR INCURRED BY YOU RESULTING FROM THE FAILURE OR DEFAULT OF ANY THIRD PARTY ON ANY TRANSACTION.
  • YOU AGREE AND ACKNOWLEDGE THAT THE TRANSACTIONS UNDERTAKEN ON THE PLATFORM ARE NOT SUBJECT TO ANY COMPENSATION SCHEME.
  • YOU AGREE THAT THE ENTIRE RISK OF ACCESSING AND USE OF THE PLATFORM SHALL BE BORNE BY YOU AND THAT FUZE SHALL NOT BE RESPONSIBLE FOR ANYTHING DONE OR OMITTED TO BE DONE BY YOU.

L. INDEMNITY

  • You must indemnify, keep indemnified and hold harmless Fuze from and against all liabilities, costs, damages, and expenses arising from or relating from Your access or use of the Platform.
  • The indemnity provided by You above includes and extends to damages arising from direct acts or omissions (including without limitation breach of this Agreement, as well as any judgments, settlements, and expenses (including reasonable legal fees and other legal costs) arising from a threatened or actual lawsuits, investigations, proceedings, or other claims between You and Fuze or a third party relating to the use of the Platform.
  • Fuze may elect to control the defence of any claim at Your cost and expense and You must provide Fuze with any assistance that Fuze may reasonably request in defending any such claim.

M. FEES

  • You agree to pay all fees applicable to Your access to and use of the Services. Details of fees and the basis upon which Fuze will impose those fees will be shared with You prior to You entering into any Transaction with Fuze.
  • You will be given at least 30 Business Days’ notice of any proposed changes to the applicable fees, costs and charges, unless the changes are reasonably assessed by Fuze as being to Your advantage, in which case a shorter notice period may be given.

N. AVAILABILITY OF SERVICE

  • Fuze will use all reasonable endeavours to ensure continuous availability of the Services, but You acknowledge that there may be times when the Platform and the whole or any part of the Services is unavailable due to technical problems, for maintenance, if we suspect security breaches or fraud, due to strike, industrial action, failure of power supplies, failure of equipment (hardware or software) or events generally beyond our reasonable control.
  • We may withdraw or suspend all or part of the Service to You where we consider it necessary or advisable to do so. For example and without limitation, we may elect to suspend or withdraw Services to You where:
    • we suspect a breach or potential breach of security;
    • You fail to take reasonable care to ensure the security of Your use of the Platform or Services;
    • we need to suspend the Services for planned maintenance or to resolve any unexpected interruption or outage.
  • We are not responsible and shall not be liable to You for any loss, expense or delay that You may suffer as a result of any delay, withdrawal or suspension of the Platform, the Services and/or the processing of any Instruction.
  • Fuze reserves the right to report, without notice, any breach of this Agreement and any action taken by Fuze with respect to of any such breach to any appropriate authorities (regulatory or law enforcement).

O. YOUR TAXES

  • You are responsible for accounting for and meeting all tax liabilities You may incur in connection with Your Account and as a result of Your access to and use of the Services and/or activities on the Platform.
  • You acknowledge and agree that Fuze will not provide You with any tax advice. You will be responsible at all times for the payment of all taxes due as a result of Your use of the Services and for providing any relevant tax authority with any information that is requested from You.
  • You acknowledge that You may be subject to taxes and costs that are not imposed by us or paid via us. It is Your responsibility to ensure the payment of all taxes as they fall due.
  • You further acknowledge and agree that if we are required by any Applicable Law to withhold any Funds and to transfer them to a relevant tax authority then we may do so.

P. RECORDS

  • We keep records of Your Transactions for not less than 7 years from the date of termination of Your this Agreement and Your right to access and use the Services.
  • You agree that our records will be conclusive evidence of Your dealings with us in connection with Your Account and the Platform. You agree that You will not object to the admission in evidence of our records in any legal proceedings on the basis that our records are not originals, are produced by computer or are not in writing.

Q. DATA PROTECTION

  • Your Data will be collected, stored and used in accordance with our Privacy Policy as published on our Platform and updated from time to time. You may access the Privacy Policy at link
  • You agree that You will comply with all Applicable Law relating to data protection and the Privacy Policy.

R. VARIATION

  • We may change the terms of this Agreement, including fees and charges, by providing You via the Platform with at least 30 Business Days’ notice, where possible.
  • If You do not want to continue this Agreement because of a change we are making You have the right to terminate this Agreement immediately and without charge by giving us written notice before the change comes into effect. In the event that You do not cancel during this period and You continue to access and use the Services then You will be deemed to have accepted the notified changes which will then apply to You.

S. TERMINATION

  • You may end this Agreement for any reason by giving us at least 30 Business Days’ notice. Notice must be given to us via the Platform or by email to [email protected]
  • may end this Agreement immediately in the following circumstances:
    • You breach this Agreement;
    • we discover that any of the information that You have provided to us is materially false or misleading;
    • we are required to do so to comply with any applicable regulations or legislation;
    • there is threatening or abusive behaviour made towards our employees;
    • You become bankrupt or subject to any analogous insolvency procedure in any relevant jurisdiction; or
    • You have seriously or persistently breached this Agreement or we have reason to believe that You have used, or intend to use, the Platform or Your Account for fraudulent or other unlawful purposes;
  • In any other event, we will give You at least 30 days’ notice of our intention to terminate this Agreement and close Your Account.
  • Ending this Agreement will not affect Your continuing liability to us in respect of any breach of this Agreement, fraudulent or negligent use of Your Account.

T. CONFLICTS OF INTEREST

  • Fuze maintains a Conflicts of Interest Policy. In accordance with that policy, we have in place arrangements to identify and manage conflicts of interest that arise between ourselves and our Clients and between our different Clients.
  • Your attention is drawn to the fact that if and when we deal on Your behalf, we, or some other Person connected with us may have an interest, relationship or arrangement that is material in relation to the transaction or service concerned.
  • In the event of a material conflict of interest being identified, we will undertake to remove that conflict in as appropriate and timely manner as possible.
  • If we are unable to remove the conflict, we will notify You of it and advise what options are available to take matters forward.
  • In order to mitigate the risks associated arising from potential conflicts, Fuze has in place strict segregation of duties, management oversight, adequate professional training, and effective compliance programs.

U. COMPLAINTS

  • All complaints about this Agreement, the Fuze Platform or Services should be addressed to [email protected]
  • If we cannot resolve Your complaint on the day of receipt, we will contact You promptly and in any event within 7 Business Days to acknowledge receipt of Your complaint and provide You an estimate of the method and timelines in which the Complaint may be resolved.
  • if You are not satisfied with the terms of redress offered by Fuze, You may pursue any other avenues for the resolution of the complaint such as an external dispute resolution scheme, arbitration or the referring the issue to the competent courts. Fuze will provide You, on written request (free of charge) contact details relevant to such potential avenues for the resolution of Your complaint.

V. GENERAL

  • Notices
    • Any notice, demand or communication given by us under this Agreement will be given via the Platform and may additionally be given by email to an address previously notified by You to Fuze for that purpose.
    • You may give notice to us in writing sent to our email address as set out in this Agreement, and marked for the attention of Customer Support.
  • Assignment and Sub-Contracting

    • You may not assign or transfer any of Your rights and/or benefits under this Agreement and You shall be the sole party to the contract between us. You will remain liable until all sums due under this Agreement have been paid by You in full. We may assign our rights and benefits at any time without prior written notice to You. We may subcontract any of our obligations under this Agreement.

  • Third Parties

    • A Person who is not a party to this Agreement shall not have any rights under this Agreement.

  • Severability

    • If any provision of this Agreement is deemed unenforceable or illegal, the remaining provisions will continue in full force and effect.

  • Entire Agreement

    • This Agreement (together with any documents referred to therein) constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.

  • Amendments to the Agreement

    • Fuze may from time to time review, modify and consider making any amendment to this Agreement.

  • Force Majeure

    • We shall not be in breach of this Agreement nor liable for any loss You may suffer if we are prevented from providing Services, by reason of strikes, industrial action, failure of power supplies, failure of banking payment transmission or clearing systems (save insofar as we are legally liable), failure of telecommunications or other equipment, industrial dispute or other causes beyond our reasonable control.

  • No Waiver

    • Any delay or failure to exercise any right or remedy under this Agreement by us shall not be construed as a waiver of that right or remedy or preclude its exercise at any subsequent time.

  • Cumulative Remedies

    • Except as expressly provided in this Agreement, the rights and remedies provided under this Agreement are in addition to, and not exclusive of, any rights or remedies provided by Applicable Law.

  • Communications

    • This Agreement and all documents and information in connection with the Agreement, and the Platform will be provided to You in English. We will communicate with You in connection with the Agreement in English, and we will only accept Instructions and notices from You given in English.

  • Signatures

    • Rather than rely on an original signature, Fuze may elect to rely on a signature that is transmitted, recorded or stored by any electronic, optical or similar means (including telecopy, imaging, photocopying, electronic mail, electronic data interchange, telegram or telex) as if it were (and the signature will be considered and have the same effect as) a valid and binding original.

  • Jurisdiction And Governing Law

    • This Agreement is governed by the laws of the Emirate of Dubai and You agree to submit to the exclusive jurisdiction of the Courts of Dubai.

Schedule A

Definitions and Interpretation

In this Agreement, certain words and terms have been given the specific meanings set out below. These are shown throughout the Agreement as capitalized words and terms:

  • Accepted Virtual Asset: The Virtual Assets permitted by the relevant and Applicable Law
  • Account: In relation to each Client the account set up in that Client"s name for use in relation to the Platform, created when an Applicant"s application for access to and use of the Platform.
  • Affiliate: An entity that owns or controls, is owned or controlled by, or is or under common control or ownership with a party, where control is defined as the direct or indirect power to direct or cause the direction of the management and policies of such party, whether through ownership of voting securities, by contract, or otherwise.
  • Applicable Law: Any laws, regulations, and rules applicable to the Services;
  • Authorized Representative: A natural person designated by an Entity for the purposes of use of the Platform
  • Client: Any Applicant granted a right of access to and use of the Platform, and whose access or use has not been terminated;
  • Entity: Any Person other than a natural person including a body corporate or body unincorporated, trust, government or state;
  • Instruction: Any request, response, direction or similar communication from a Client via the communication methods established between the Client and Fuze;
  • Person: Any natural person or Entity;
  • Transaction: A transaction effected on the Fuze Platform that results in modification of a Client"s balance of Accepted Virtual in a Client"s Account.