The terms for virtual assets Onramp and Offramp Services (as defined below) (the "Virtual Assets Terms") are offered by Tazapay. The Virtual Assets Terms apply to the Onramp and Offramp Services that enable Account Holders to facilitate the conversion of fiat currency into supported Virtual Assets and the conversion of Virtual Assets into fiat currency via the Tazapay Account. These Virtual Assets Terms supplement and form part of the General (Account Holder) Terms and must be read together with the General (Account Holder) Terms. Any capitalized terms not defined in these Virtual Assets Terms have the meaning provided in the General (Account Holder) Terms.
You may only use the Onramp and Offramp Service if all of the following pre-conditions are met to Tazapay's satisfaction or as determined or waived by Tazapay in its sole and absolute discretion from time to time: (a) you have successfully completed Tazapay's due diligence measures on your risk profile and relevant eligibility criteria; (b) you have been approved by Tazapay to maintain a Tazapay Account; (c) you have undertaken and fully successfully completed Tazapay's required AML / CFT, KYC, KYB, Sanctions, and CDD procedures; (d) your use of the Onramp and Offramp Services does not require any separate and/or additional registration, licensing or approval of any kind and/or is not prohibited by any Applicable Law or regulatory requirements in your jurisdiction of operation; and (e) you satisfy such other conditions as may be required by Tazapay from time to time.
Tazapay may request additional information from you from time to time to meet its regulatory requirements and obligations under Applicable Law. Tazapay reserves the right to restrict activity or access to the Onramp and Offramp Services where required and/or as instructed by Government Authorities.
Subject to these Virtual Assets Terms, Tazapay may make available to you, access to certain software services accessible via the Tazapay Dashboard to facilitate the conversion of fiat currency into supported Virtual Assets and the redemption of Virtual Assets into fiat currency via your Tazapay Account ("Onramp and Offramp Services"). The Onramp and Offramp Services will enable the Account Holder to: (i) initiate Transactions by which fiat currency balances from their Tazapay Account are used to transmit equivalent amount in Virtual Assets to the applicable External Wallet ("Onramp Transactions"); (ii) receive Virtual Assets into their Tazapay Account as equivalent fiat currency balances for further Payouts in accordance with other applicable Tazapay Services ("Offramp Transactions"); and (iii) access additional functionality as Tazapay may add from time to time.
Through your use of the Onramp and Offramp Services, you authorise Tazapay to: (a) receive and transfer supported Virtual Assets into the Tazapay Wallet; (b) receive fiat currency into your Tazapay Account; (c) convert Virtual Assets into fiat currency and vice versa; (c) settle fiat currency proceeds to your designated Tazapay Account per your instructions; (d) deliver the Virtual Assets into the applicable External Wallet; and (e) conduct any activities that are incidental, or relate to, items (a) to (d).
In providing Onramp and Offramp Services, Tazapay does not owe any fiduciary obligations to you, subject to Applicable Law, and these Virtual Assets Terms should be interpreted with this intention of the parties.
Onramp Transactions.
To initiate an Onramp Transaction, the Account Holder must: (i) submit a request through the Tazapay Platform (via the Tazapay Dashboard or API) specifying the Transaction Amount, the supported Virtual Asset to be received, and the Blockchain Network; (ii) provide the Wallet Address of the applicable External Wallet to which the Virtual Assets are to be transferred; and (iii) remit the Transaction Amount in cleared funds to their Tazapay Account, or re-use sufficient cleared balances held therein.
Subject to all applicable Compliance checks being completed to Tazapay's satisfaction, Tazapay may use suitable third party intermediaries (including, but not limited to Liquidity Providers) to facilitate the conversion of fiat currency into Virtual Assets, as well as deliver the Virtual Assets into the applicable External Wallet. Tazapay's obligation in respect of an Onramp Transaction is fulfilled upon the initiation of the transfer of Virtual Assets from the Tazapay Wallet to the applicable External Wallet.
The Account Holder is solely responsible for providing an accurate and valid Wallet Address for the applicable External Wallet. Tazapay will not be liable for any Virtual Assets transferred to an incorrect or invalid Wallet Address as a result of an error in the details provided by the Account Holder. Once initiated, Tazapay will not be able to recover Virtual Assets sent to an incorrect Wallet Address.
Tazapay may, at its discretion, screen any Wallet Address provided by the Account Holder against applicable blockchain analytics tools and Sanctions lists prior to initiating a transfer. Tazapay reserves the right to decline to initiate a transfer to any Wallet Address that it determines, in its sole discretion, presents a heightened risk of Sanctions, money laundering, terrorism financing, or other Compliance concerns.
An Onramp Transaction will only be executed after: (i) Tazapay has received the full Transaction Amount in cleared and unconditional fiat funds or has confirmed sufficient funds available in the Account Holder's Tazapay Account; (ii) all applicable Compliance and Sanctions checks have been completed to Tazapay's satisfaction; and (iii) Tazapay has confirmed that the requested Virtual Asset and Blockchain Network are available and operational.
Tazapay does not guarantee the availability of any supported Virtual Asset or Blockchain Network at any given time. Tazapay shall not be liable for any delays or failures arising from Blockchain Network congestion, outages, or other events beyond Tazapay's reasonable control.
Offramp Transactions.
An Offramp Transaction occurs when the Transaction Amount in Virtual Assets is transferred from the applicable External Wallet to the relevant Tazapay Wallet Address. Upon receipt of Virtual Assets into the Tazapay Wallet and subject to confirmation of receipt on the relevant Blockchain Network, Tazapay may use suitable third party intermediaries (including, but not limited to Liquidity Providers) to facilitate the immediate conversion of Virtual Assets into fiat currency, as well as deliver the fiat currency into the Account Holder's Tazapay Account, at which point Tazapay's obligation in respect of an Offramp Transaction is fulfilled.
The Account Holder is responsible for ensuring the accuracy of all Tazapay Wallet Address details. Tazapay shall not be liable for any loss as a result of inaccurate or outdated details provided by the Account Holder.
Confirmation of Receipt. An Offramp Transaction is accepted only upon Tazapay confirming receipt of the full Transaction Amount in Virtual Assets in cleared form at the Tazapay Wallet, as evidenced by the required number of on-chain confirmations on the relevant Blockchain Network as determined by Tazapay. Pending or unconfirmed blockchain transactions do not constitute receipt for this purpose. Tazapay shall not be liable for any loss or delay arising from incomplete, failed, or insufficiently confirmed blockchain transactions.
Return of Virtual Assets. If Tazapay is unable to complete an Offramp Transaction for any reason (including Compliance holds, Liquidity Provider failure, or Applicable Law requirements), Tazapay will use reasonable endeavours to return the relevant Virtual Assets to the applicable External Wallet, subject to any applicable deductions for fees, costs, or Compliance-related holds. Tazapay shall not be liable for any loss arising from fluctuations in the value of Virtual Assets during any period of delay or hold.
Travel Rule Obligations. The Account Holder acknowledges that Virtual Asset Transactions may be subject to the Travel Rule as implemented in the relevant jurisdiction(s) applicable to the Onramp and Offramp Services. In connection with each Virtual Asset Transaction, the Account Holder must, upon request and at the time of initiating a Transaction or as otherwise required by Tazapay: provide accurate and complete originator information, including the Account Holder's full legal name, registered address, and applicable account or wallet identifier; provide accurate and complete beneficiary information where the Virtual Asset Transaction involves a transfer to or from a third-party wallet or institution; and cooperate with Tazapay in exchanging Travel Rule data with counterparty Virtual Asset Service Providers (VASPs) and other regulated entities, including through any Travel Rule protocol or platform designated by Tazapay.
Tazapay may delay, decline, hold, or reverse any Virtual Asset Transaction where Travel Rule information is incomplete, inaccurate, or cannot be verified to Tazapay's satisfaction. Tazapay shall not be liable for any Losses resulting from delays or failures caused by non-compliance with Travel Rule obligations.
Service Access and Supported External Wallets. To access and use the Tazapay Onramp and Offramp Services, you must register a Tazapay Account, to which you must connect at least one supported External Wallet, from which you can remit funds and/or send supported Virtual Assets to Tazapay. Tazapay reserves sole and absolute discretion to approve your eligibility for a Tazapay Account in accordance with these Virtual Assets Terms and the General (Account Holder) Terms and determine which wallet types and protocols are supported and enabled for access. Supported External Wallets may include: (a) self-custody externally owned wallets; and/or (b) exchange hosted wallets, subject to Applicable Laws, platform policies, and technical controls.
External Wallet Credentials & Private Keys (Account Holder Responsibility). You are solely responsible for the retention and security of your External Wallet and Tazapay Account credentials (including, without limitation, any passkeys). Tazapay does not custody, store or hold, recover, or assume responsibility for any Account Holder passkeys or other credentials and shall have no liability for losses of any Virtual Assets arising from loss, compromise, unauthorised access, or misuse of such credentials. You agree to indemnify and hold Tazapay harmless for any losses resulting from loss, compromise, misuse, or unauthorised access of your Tazapay Account credentials.
Third-Party Cloud & Wallet Services Disclaimer. If you choose to use third-party cloud backup or wallet services, you do so entirely at your own risk. These services are operated independently by third parties. Tazapay does not access, store, or control private keys backed up through such services and shall not be liable for any loss, breach, unauthorised access, deletion, corruption, or inability to retrieve private keys. You agree to indemnify and hold Tazapay harmless from any claims or losses related to your use of and/or reliance on third-party cloud or wallet services.
Network, Banking & Counterparty Disconnection (Operational Risk). Access to the Onramp and Offramp Services may be interrupted due to factors beyond Tazapay's control, including, without limitation, internet outages, blockchain congestion, custodial network incidents, liquidity-provider downtime, bank processing windows, or regional restrictions. Such interruptions may affect transaction completion, fund availability, or time-sensitive execution. You assume all risks associated with these, and other related, interruptions. Tazapay shall not be liable for direct, indirect, incidental, or consequential losses arising from such events, including, without limitation, lost transactions, missed market opportunities, or delays in fiat currency settlement.
Fees. The fees applicable to your use of the Onramp and Offramp Services will be in accordance with a mutually agreed pricing addendum and may be displayed, where applicable, on the Tazapay Dashboard at the time you submit a request for such service.
We may deduct fees from (a) the net settlement amount in the case of Offramp Transactions, or (b) the fiat currency received in the case of Onramp Transactions. Alternatively, we may invoice you separately for any fees due.
Tazapay may charge such fees as necessary to cover operational costs (including, without limitation, contract handling and infrastructure costs). Fee rates may change based on actual costs. The current fees will be disclosed in the applicable pricing addendum and/or order tickets without prior notice.
Service Changes. At any time, and at Tazapay's sole and absolute discretion, Tazapay may: (i) modify conditions for use of the Onramp and Offramp Services; (ii) suspend provision of all or part of the Onramp and Offramp Services; and/or (iii) change, update, remove, cancel, suspend, disable, or discontinue any features or components.
For any material change that affects the functionality or availability of the Onramp and Offramp Services, Tazapay will provide you with advanced written notice and allow you to opt out of the affected Onramp and Offramp Services before the change takes effect. Operational changes that do not materially impact your use of the Onramp and Offramp Services will take effect after notice is provided.
Your continued use constitutes acceptance of the service changes.
The Account Holder acknowledges and agrees that: (i) Tazapay will make reasonable efforts to execute Virtual Asset conversions in accordance with pre-agreed spreads based on mid-market rate benchmarks determined by Tazapay; (ii) Notwithstanding the foregoing, Virtual Asset conversions are not guaranteed to be executed at any particular rate, and the rate applied to a Virtual Asset Transaction may differ from quoted or reference rates due to market conditions, liquidity constraints, and Tazapay's applicable spread; (iii) where fiat currency conversion is also required (for example, where the Account Holder remits in a currency other than the denomination of the Virtual Asset), the applicable FX conversion terms set out in section 10 (Foreign Exchange) of the General (Account Holder) Terms apply; and (iv) Tazapay shall not be liable for any Losses arising from exchange rate fluctuations or spread between the time of submission of a Virtual Asset Transaction request and the time of execution.
Once you submit an order, it is not possible to change, withdraw, reverse, modify or cancel your order. We are not liable for any loss or delay with respect to any Onramp and Offramp Services executed in accordance with your instructions. Where such loss or delay occurs as a result of Tazapay's error, Account Holders will make reasonable efforts to recover funds or Virtual Assets erroneously paid out.
We may cancel, delay or deny processing of any order where we (a) are required to do so by Applicable Law, (b) reasonably believe that we need to do so to protect our interests, or (c) reasonably suspect that the order involves illegal activity including, without limitation, money laundering, terrorist financing, fraud or any crime. If we cannot complete your order for any reason, we will reject the order and notify you of such rejection.
We may use Liquidity Providers, payment partners, custodians, technology vendors and/or other third parties to support the provision of the Onramp and Offramp Services to you. We may share information you provide to us with such third parties. We will oversee all third-party relationships in line with Applicable Law.
You acknowledge that Service Providers, custodians, and Liquidity Providers engaged by Tazapay are independent counterparties. Tazapay is not responsible for their internal policies, processing timelines, operational decisions or any other actions/inactions. Tazapay may replace or supplement Service Providers and other counterparties in its sole and absolute discretion to maintain best execution, operational continuity, and regulatory integrity.
Custody by Third parties. Any Account Holder Money that is held by Tazapay will be held in a segregated CMA with a licensed bank in accordance with Applicable Law and the General (Account Holder) Terms. Any Virtual Assets in the Tazapay Wallet are transiently held through Tazapay's wallet custody solution procured from third party technology providers.
Account Holder Money held by Tazapay in connection with the Onramp and Offramp Services remains owned by you and will not benefit from any form of deposit protection. Tazapay is not a bank or deposit taking institution, and the Onramp and Offramp Services do not involve any deposit taking activities.
Tazapay does not hold Virtual Assets on behalf of Account Holders. Any Virtual Assets that pass through or are transiently held in the Tazapay Wallet in connection with a Virtual Asset Transaction are held solely as an operational step in the execution of that transaction and are subject to immediate onward transfer to the applicable External Wallet (in the case of an Onramp Transaction) or to the relevant Liquidity Provider (in the case of an Offramp Transaction). Tazapay does not provide virtual asset custody services. In the course of providing the Onramp and Offramp Services, your Virtual Assets may, at defined stages of a transaction, cease to be under the direct operational control of Tazapay and may be transferred to, or held by, an appointed third-party custodian for the purpose of settlement or transaction processing.
Account Holder warrants that the Onramp and Offramp Services will only be used in connection with lawful purposes and corporate entities. Account Holder's use of the Onramp and Offramp Services must at all times be bound by and comply with:
the General (Account Holder) Terms;
the User Terms;
the Privacy Policy;
and this Appendix 6.
Prohibited use. In relation to the Onramp and Offramp Services, Account Holder must not, and must not permit any User or third party to:
use the Onramp and Offramp Services for any unlawful purpose, including but not limited to market manipulation, Sanctions evasion, illegal tax structuring, money laundering, terrorist financing, or any other activity prohibited under Applicable Law;
use the Onramp and Offramp Services to facilitate transactions on behalf of a third party who has not been onboarded by Tazapay as an Account Holder, or to act as an intermediary or money transmitter using Tazapay's infrastructure without Tazapay's prior written consent;
use the Onramp and Offramp Services in connection with any Prohibited Industry as defined in the Acceptable Use Policy; attempt to access, modify, or interfere with any Tazapay system, Tazapay Wallet, Wallet Address, or Blockchain Network in an unauthorised manner; or
use the Onramp and Offramp Services in any manner that would cause Tazapay to be in breach of any Applicable Law or any obligation owed to a Liquidity Provider, Financial Partner or other Service Provider.
Tazapay reserves the right to decline, hold, reverse, or cancel any Virtual Asset Transaction that it reasonably believes violates the restrictions set out in this section or is otherwise inconsistent with Applicable Law or Tazapay's Compliance obligations.
Account Holder Obligations. In addition to the obligations set out elsewhere in these Virtual Asset Terms and in the General (Account Holder) Terms, the Account Holder shall:
provide accurate, complete, and up-to-date Wallet Addresses and Tazapay Account details for each Virtual Asset Transaction;
promptly respond to any RFI issued by Tazapay in connection with a Virtual Asset Transaction, including requests for source of funds, source of wealth, and beneficial ownership information;
ensure that its use of the Onramp and Offramp Services complies at all times with Applicable Law;
notify Tazapay immediately if it becomes aware of any unauthorised use of the Onramp and Offramp Services, any compromise of its External Wallet, or any Virtual Asset Transaction that it did not authorise; and
not use the Onramp and Offramp Services to receive or transmit Virtual Assets on behalf of a third party unless expressly authorised in writing by Tazapay, and subject to such additional due diligence and terms as Tazapay may require.
We maintain a technology governance and security program with cryptographic key controls, periodic independent testing, incident response and business continuity measures. Significant incidents will be managed and may be notified to Service Providers and/or Government Authorities, where required.
We will retain order and transaction records, pricing and execution data, Account Holder due diligence materials, and any information exchanged for transfers of Virtual Assets for the periods required by Applicable Law.
You may raise complaints via the published channels. We will acknowledge and address complaints in line with Applicable Law and may report incidents to Government Authorities where required. This term supplements the notices and communication terms in the General (Account Holder) Terms.
Without limiting section 18 (Liability) of the General (Account Holder) Terms, Tazapay shall not be liable for any Losses arising from:
the Account Holder's provision of an incorrect, invalid, or fraudulent Wallet Address or Tazapay Account details;
any failure, delay, congestion, fork, or other disruption on a Blockchain Network;
the failure, insolvency, or operational disruption of a Liquidity Provider or other third-party counterparty;
any fluctuation in the value of a Virtual Asset or in applicable exchange rates between submission and execution of a Virtual Asset Transaction;
the Account Holder's loss of access to its External Wallet, including through loss, compromise, or misuse of wallet credentials;
any refusal, hold, or reversal of a Virtual Asset Transaction required by Applicable Law, a Government Authority, or Tazapay's Compliance obligations; or
any delay in execution caused by incomplete or inaccurate Travel Rule information or failure to satisfy any Compliance pre-condition.
The Onramp and Offramp Services are only available in respect of Virtual Assets supported by Tazapay. A list of supported Virtual Assets shall be made available to you via the Tazapay Dashboard or otherwise in accordance with Section 23 (Communications and Notices) of the General (Account Holder) Terms. We may add, remove or suspend one or more of the supported Virtual Assets at any time, with immediate effect and without giving advance notice or reasoning and you have no recourse against Tazapay in relation to such removal or suspension. We will take reasonable steps to manage the transition in an orderly manner. Virtual Assets that are prohibited or restricted under Applicable Law will not be supported.
Canada. The following terms apply to you where your applicable Tazapay Contracting Entity is Tazapay Canada Corp.
The Onramp and Offramp Services are strictly execution and settlement services only. They do not include investment advice, portfolio recommendations, trading strategies, or any advice or endorsement whatsoever. Margin trading is excluded from the Onramp and Offramp Services.
We do not support any Virtual Assets that, based on our awareness, are considered securities or derivatives in Canada, and we will immediately cease supporting any Virtual Assets in Canada that may trigger registration, licensing, disclosure, or other obligations under any Applicable Law in Canada with respect to securities and derivatives regulation (the "Canadian Securities Legislation"). By using Onramp and Offramp Services, you represent and warrant to us that any Virtual Asset that you purchase or sell is not a security or derivative under the Canadian Securities Legislation, and you disclaim all rights or remedies in relation to any registration, licensing, disclosure, or other obligations that may become applicable to us under the Canadian Securities Legislation.
You acknowledge that we are not registered as a dealer under any Canadian Securities Legislation, and we do not provide any services that would trigger the requirement for us to become registered as a dealer. No part of the Onramp and Offramp Services constitute an offer, solicitation, recommendation or invitation to buy, sell or deal in any way with a Virtual Asset, nor does Tazapay express any opinion or endorsement with respect to any Virtual Asset. Before taking any action on a Tazapay Platform, you must undertake your own investigations and enquiries, and seek independent legal, accounting, tax, financial, business, technical and other professional advice from an appropriately qualified professional adviser. Tazapay is registered with Financial Transactions and Reports Analysis Centre of Canada ("FINTRAC") as a Money Service Business ("MSB") and has obligations under the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) (the "PCMLTFA"). By using the Onramp and Offramp Services subject to these Virtual Assets Terms, you agree to assist us in complying with all obligations under the PCMLTFA.
The defined terms set out in this section apply specifically to the Onramp and Offramp Services and are intended to supplement, and not replace, the definitions contained in the General (Account Holder) Terms. In the event of any conflict between these definitions and those in the General (Account Holder) Terms, the definitions in this section shall prevail solely for the purposes of the Onramp and Offramp Services.
| Term | Definition |
|---|---|
| Account Holder Money | means all fiat money owned by the Account Holder which is held or controlled by Tazapay on behalf of the Account Holder in the course of or in connection with the carrying on of the Onramp and Offramp Services, except for: a) money which is immediately due and payable to Tazapay for Tazapay's own account, such as fees for services provided to the Account Holder; b) amounts payable by Tazapay for expenses incurred on behalf of the Account Holder; and c) other charges that are due and payable to Tazapay; |
| Blockchain Network | means a distributed ledger or protocol on which a Virtual Asset is issued, transferred, or redeemed, as supported by Tazapay from time to time. |
| Canadian Securities Legislation | means the securities and derivatives statutes, regulations, rules, national and multilateral instruments, staff notices and policies in effect from time to time, in each province or territory of Canada. |
| CMA | means an account at a third-party bank which holds or is established to hold Account Holder Money and is maintained in the name of Tazapay; |
| External Wallet | means (i) a Virtual Asset wallet that is controlled and operated solely by the Account Holder, external to Tazapay's systems, to and from which Virtual Assets are transferred in connection with the Onramp and Offramp Services; or (ii) where applicable and permitted by Tazapay, a Virtual Asset wallet that is controlled and operated solely by a beneficiary or counterparty of an Account Holder's Transaction, external to Tazapay's systems, to which Virtual Assets are transferred in connection with the Onramp and Offramp Services. |
| Liquidity Provider | means a third-party financial institution, virtual asset service provider, or other counterparty engaged by Tazapay to facilitate the conversion of fiat currency into Virtual Assets (Onramp) or Virtual Assets into fiat currency (Offramp). |
| Onramp and Offramp Services | has the meaning ascribed to it in section 2 of these Virtual Assets Terms; |
| Stablecoin | means a digital asset pegged to a traditional fiat currency, such as the U.S. dollar, designed to maintain a stable value and often used as an exchange or payment tool. |
| Tazapay Wallet | means the wallet issued by Tazapay to an Account Holder to receive Virtual Assets from Account Holders for immediate conversion into fiat currency in connection with Offramp Transactions, or through which Virtual Assets transiently pass during their immediate transfer to an applicable External Wallet in connection with Onramp Transactions, as the case may be. For the avoidance of doubt, in connection with Onramp Transactions, the Tazapay Wallet is not a custodial wallet to store or hold Virtual Assets, but rather a representation on the Account Holder's Tazapay Account of any Virtual Assets transiently held in one or more of Tazapay's omnibus wallets (as may be rotated periodically by Tazapay). |
| Virtual Assets | means a digital representation of value that may be digitally traded, transferred or used as an exchange or payment tool, including Stablecoins. |
| Virtual Asset Transaction | means an Onramp Transaction or an Offramp Transaction, as the context requires. |
| Wallet Address | means the unique alphanumeric identifier on a Blockchain Network corresponding to an External Wallet or Tazapay Wallet, as applicable. |
Buying and selling Virtual Assets involves significant risks. Examples of such risks include, without limitation, the following:
By accessing and using the Onramp and Offramp Services, you represent and warrant to us that you have read and understand these risks associated with Virtual Assets.
