Terms and Conditions
Transactors: The two Parties who agree to transmit money for a Transaction between them using the services and conditions of TransactSafe. The transmitted money belongs to the Transactors, and whilst with TransactSafe is held in a UK bank account at all times.
Transaction: The cause underlying the transmission of money between the Transactors using TransactSafe. The Transaction itself is a matter between the Transactors and outside the scope of TransactSafe. TransactSafe acts solely as a Money Transmitter/Remitter, forwarding the money it has been sent to a Transactor when instructed by the other Transactor in a Transaction, or when instructed by the referee acting for a Transaction.
Transaction Terms: The various terms specified by the Transactors on TransactSafe and agreed to by both parties when they accept those terms. These terms include (but are not limited to) such details as who the referee of any dispute with another Transactor concerning payment via TransactSafe will be, the Transaction Conditions, the split of initial fees amongst Transactors, the Transaction Amount, etc.
Transaction Conditions: The specific conditions on which payment depends, specified by the Transactors on TransactSafe and agreed to by both parties when they accept those conditions. These conditions are binding between the Transactors in relation to the Transaction Amount, and their interpretation and implementation are for the Transactors and if necessary the Referee to implement. TransactSafe, as a Money Remitter, will not become involved in interpretation or implementation of the Transaction Conditions, save for following the payment instructions of Transactors and Referees.
Transaction Amount: The amount of money which will be placed in TransactSafe’s Bank Account by the Transactors in relation to the Transaction. The Transaction Amount may be increased by Interest or by additional payments by the Transactors under the Transaction Conditions or, in case of dispute between Transactors by the expenses incurred in arbitration and paid by both Transactors under the instruction of the referee. The Transaction Amount may be decreased by payments to Transactors or payment of Arbitration costs to the Referee or payment of fees to TransactSafe or where pre-agreed, transaction originators.
Referee: The party who is designated in the Transaction Terms to arbitrate disputes concerning payment between Transactors, or as elsewhere defined in these Terms and Conditions.
Default Referee: The Arbitrator nominated by TransactSafe to act as referee in case the Referee appointed by the Transactors in the Transaction Terms cannot perform the arbitration as required under the Terms agreed.
TransactSafe: TransactSafe LLP is registered in England with Partnership Number OC418747. Our registered address is: 30 Woodsome Road, London, NW5 1RY, UK (not for correspondence).
SafeTransaction: A SafeTransaction is the service that TransactSafe offers in relation to a Transaction.
Broker: Some Transactions will not be initiated by either Transactor, but will be initiated by a third-party broker (‘Broker’) who will normally have acted in some way to facilitate the underlying transaction or its creation.
You agree to the following Terms & Conditions:
- Any Transaction you enter into with another Transactor using TransactSafe will be entered into under these conditions.
- All TransactSafe management and operational activity takes place in the United Kingdom, and is subject to the laws and regulations of England, the United Kingdom and the EU. All TransactSafe transactions take place in the United Kingdom, and all payments you make to TransactSafe are held in bank accounts in the United Kingdom or other EU bank accounts operated and controlled from the United Kingdom. TransactSafe operates only in the United Kingdom, and does not operate anywhere else in the world, although if users wish to make or receive payments from outside the United Kingdom in order to use TransactSafe’s service in the United Kingdom they may choose to do so.
- If these conditions are updated or superceded, then any Transactions which came into effect before these conditions were superceded will continue to be governed by these conditions.
- Transactors will often have obligated themselves to perform certain actions to justify the payment of the Transaction Amount. Any such obligations are outside the scope of TransactSafe and are a matter between the Transactors, except to the extent that they determine whether the Transaction Conditions have occurred and thus permit the Transaction Amount to be paid, whether in whole or in part.
- Likewise, TransactSafe is not involved in any way in the performance or delivery of goods or services underlying a Transaction, except to the extent that the timing of payments of the Transaction Amount as detailed in the Transaction Conditions is affected.
It is therefore important to note that whilst a SafeTransaction covers any amounts held as Transaction Amounts, it does not offer (and is not designed to offer) relief for any consequential loss that you may suffer from non-performance of the underlying transaction outside of the value of the Transaction Amounts held. Such relief may be provided by increasing the amount the other party to the transaction pays into TransactSafe, or by taking steps outside the scope of TransactSafe.
- Likewise, if arbitration between Transactors concerning payment from TransactSafe becomes necessary, then such arbitration will only relate to payment of sums held by TransactSafe and not to any other matter.
Outside the scope of TransactSafe, the Transactors may agree to broaden the authority of the Referee to arbitrate the underlying Transaction, either through such agreement in the Transaction Terms or by mutual agreement elsewhere. Any such appointment is outside the scope of TransactSafe, but may continue in parallel and in conjunction with the TransactSafe arbitration.
- A SafeTransaction shall only come into existence when the Transaction Amount and Fees of both Transactors (or one Transactor if only that Transactor is due to pay) has been received, accepted and fully processed by TransactSafe.
- A SafeTransaction may be cancelled at any time without commitment by either Transactor before it has come into existence (but TransactSafe fees may apply).
- TransactSafe may decide at any time before a transaction has come into existence (including after the time a payment has been received by TransactSafe but before it has been accepted and fully processed by TransactSafe) not to proceed with a transaction, and in such a case TransactSafe will return each payment received to the bank account from which it was paid and the transaction will then end.
- All Transaction Terms must be in English.
- If Government authorities or similar bodies request that payment be held up pending Money Laundering or Anti-Terrorism checks or make other requests of a comparable nature, or if TransactSafe suspects that these activities may be taking place, then TransactSafe may delay payment until such checks are completed, and TransactSafe bears no liability for such delays.
- By default, TransactSafe will communicate with you by displaying information on its website and by email. TransactSafe is not obligated to communicate using any other method of communication.
- Since malicious parties can easily send you emails seeming to come from TransactSafe (an inherent weakness in the current email protocol which we cannot unilaterally change), you must never trust or act on an email seeming to come from TransactSafe without securely logging on to TransactSafe, where the information from genuine emails will be confirmed.
- We can provide you with additional copies of these conditions (and any other documents which form part of the contract between you and us) if you ask us.
- The business relationship you enter with TransactSafe is limited to the transaction you are carrying out (unless otherwise stated in writing), and you will need to agree the current conditions of service then in place for each separate transaction with TransactSafe.
- English law applies to this contract.
- By using this service, you declare that you are acting entirely on your own behalf and account, and not acting even partly as an agent, nominee or in any other way for any other party or entity. You cannot act as an agent, nominee or in any other manner even partly for another party or entity and use this service without first obtaining our written permission to do so.
- A person who is not a party to this Agreement has no rights under the Contracts (Rights of Third Parties) Act 1999 to rely upon or enforce any term of this Agreement, but this does not affect any right or remedy of third parties which exists or is available apart from that Act.
- Interest will be added to the Transaction Amount when interest is paid by the bank holding the Transaction Amount. The amount of interest added to a Transaction Amount will be calculated based on the actual Transaction Amount held from time to time and the interest rate applicable for that level of funds of that currency over the time period the funds were held, as shown or linked to on our website. You accept that any excess interest earned over this amount, such as interest earned at a higher rate than that shown due to pooling of client funds, will belong to TransactSafe outright, or if this is not legally possible then a variable fee will be deemed to be in operation equal to the excess interest. If for any reason negative interest rates (or taxes or bank charges) are applied to the Transaction Amount by the bank holding the funds, TransactSafe will bear no part in that negative interest (or tax or charge), and the amount held for you will be decreased accordingly.
- Interest rates relevant to different amounts and currencies will be displayed or linked to on our website. The rate of interest offered for a particular currency and transaction amount will be shown on our website, or alternately a link to the rates and Terms & Conditions of interest (banded by Transaction Amount) offered by the bank that TransactSafe utilises to hold client money for that currency will be shown and operative. A reference to any Notice of change of such Interest Rates and or change of those Terms & Conditions will also be found on our website.
- If: (a) we reasonably suspect that you have given us false information; or (b) we reasonably suspect that your account is being used for an illegal purpose; or (c) you behave in an unreasonably threatening or violent manner towards our staff, then we may hold funds which are due for payment to you, and instead take reasonable steps to comply with the law and the protection of our staff and with anti-fraud and anti-money laundering and anti-terrorist financing legislation. If we do so, we may take reasonable expenses incurred in so doing from the amounts due to be paid to you.
- You will be responsible for all losses caused by: (a) any fraudulent activity on your part, and (b) any person acting with your authority.
- We will not be liable to you for any breach of (or failure to perform) our obligations where that breach (or failure) is due to abnormal circumstances beyond our control, and despite our reasonable efforts to rectify the situation.
- We shall not be liable to you for any loss you suffer due to any event or circumstances beyond our reasonable control which leads to our Service being wholly or partly unavailable or not able to operate fully, such as, but not limited to, technical breakdown, strikes or other industrial action (whether or not involving our employees) or communications or power failure.
- The site(s) or screens through which you access our internet service are subject to change by us. Unless we have specifically agreed to give prior notice to you we may make such changes (including changes to layout) without notification to you.
- If any part of these Terms proves to be unenforceable in any way, this will not affect the validity of the remaining Terms in any way. Any relaxation by us of any of the Terms from time to time does not affect our right to enforce the Terms strictly at any time.
- We may transfer, assign, or pass our rights or obligations under this agreement or arrange for any other person or organisation (a “transferee”) to carry out our rights or obligations under this agreement. We will only do this if: (a) the transferee agrees to exercise the transferred rights and perform the transferred obligations in accordance with a statement of policy which we approve before the transfer; and (b) we reasonably think that the policy described in the statement will ensure that you are no less favourably treated after the transfer than you were beforehand.
- While we will make reasonable efforts to provide the Service, we will not be liable for any failure to provide the Service, in part or full, for any cause that is beyond our reasonable control. This includes, in particular, any suspension of the Service resulting from maintenance and upgrades to our systems or the systems of any party used to provide the Service.
- Persons who are not directly party to a Transaction shall have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement or a transaction. This clause does not affect any right or remedy of any person which exists or is available otherwise than pursuant to that Act.
- We may suspend, withdraw or restrict the use of the Service or any part of the Service where: (a) we have reasonable grounds to suspect that your Security Details have not been kept safe; or (b) we have reasonable grounds to suspect unauthorised or fraudulent use of your Security Details; or (c) as a result of a change in the way you operate your online practice; or (d) we consider it appropriate for your protection. Unless we are unable to contact you or there is a legal reason or other circumstances beyond our control preventing us from doing so, we will notify you personally before taking this action and provide our reasons for doing so. If we are unable to contact you beforehand, where possible we will notify you and give our reasons afterwards.
- Use of our services outside the United Kingdom is prohibited if it causes you, or us, or any external payment system we use to break the law of another country. We are not obliged to complete any transaction which causes such a breach of law, even if we have previously commenced the transaction. You indemnify us against any loss or expense we suffer as a result of such breach.
- In order to protect against money laundering and terrorist financing (amongst other reasons), you agree that you will not assign or transfer your rights under this agreement unless with the prior agreement of TransactSafe. You agree that all payments from TransactSafe to you will only be made to a bank account in your name, and not to or via another party, except as a Broker payment as part of the SafeTransaction process, or unless with TransactSafe’s prior permission.
2. Your Obligations
- You agree that when a Transaction Condition has been fulfilled to the point of payment being made to the other Transactor, you commit to, without delay, instructing TransactSafe through its website to make appropriate payment from the Transaction Amount to the other Transactor.
- Once we receive and process final instruction from you to make payment to a Transactor of TransactSafe monies held, and once payment is made, that instruction cannot be undone and you lose the protection of TransactSafe (although you may still retain legal protection under the terms of your Transaction, which is outside the scope of TransactSafe). Therefore, you must only authorise payment if you are satisfied that all terms of the SafeTransaction Conditions have been met. TransactSafe is not subject to any liability for making payment on your instruction regardless of whether the SafeTransaction Conditions have been met or not – this is your responsibility.
- You agree that the personal details you submit to TransactSafe will be accurate and correct, and you will update these details to keep them accurate.
- TransactSafe may be required by governmental authorities or law to seek or supply information about you and your bank account to conform to Money Laundering, Terrorism, or similar regulations. You hereby irrevocably authorise your bank (as recorded on TransactSafe) to release to TransactSafe in such cases, in the strictest confidence, your name, address, date and place of birth, bank account name, number, sortcode, BIC/SWIFT code, and other personal information (including documentary proof of identity) that the bank holds that may be required in such connection, and you further procure that your bank will release this information in strictest confidence to TransactSafe on request and without charge to TransactSafe. If such information is supplied then TransactSafe will hold this information securely and in the strictest confidence in line with UK Data Protection laws, and use the information solely for the requested purposes, and not retain this information after it is no longer required.
- If your bank account requires the authorisation of another party to issue this information to TransactSafe, then you must obtain that irrevocable authorisation prior to using TransactSafe.
- The bank account details that you register with TransactSafe must be your own bank account details, and not those of a third party.
- If payment is made to a Transactor from TransactSafe in error or due to fraud, then you hereby agree to return such sum to TransactSafe on its request.
- In case of a dispute with the other Transactor, since we request by email that you pay dispute fees or arbitration expenses within a certain timescale, and arbitration will be awarded against you if you do not make those payments within those timescales, and since general email does not offer proof of recipient’s receipt, you agree that you will check the TransactSafe website (and log into your account therein) regularly to ensure that if a payment request linked to a dispute has been raised against any of your transactions then you have enough time to send the necessary payment to TransactSafe so that it arrives within the required timescale.
- You are responsible for ensuring that the other party that you are transacting with is the owner and solely in control of the email address that is given as the other party to a transaction.
- In order to protect your account against misuse, you must: (a) keep your security details secret and take all reasonable stringent precautions to prevent unauthorised or fraudulent use of them; and (b) tell us immediately if you think someone else may know any of your security details or if you suspect unauthorised use of your account; and (c) act with great and reasonable care, including taking reasonable steps to prevent unauthorised use of your security details (see also below); and (d) not act fraudulently.
- If you suspect someone knows your Security Details you must contact us immediately. If you fail to do so, you will be liable for any unauthorised payments on your account confirmed by use of the Security Details.
- You must not disclose your Security Details to any other person or record your Security Details in any way that may result in them becoming known to another person. If you breach any of your security duties you may be liable for transactions even if you did not authorise them.
- Avoid Security Details which may be easy to guess such as birthdays, telephone numbers, dates of birth, etc. Never record your Security Details on any software which retains it automatically (for example, any computer screen prompts or ‘save password’ feature or any similar function on your internet browser).
- Please note that after your registration on TransactSafe, we will never contact you, or ask anyone to do so on our behalf, with a request to disclose your Security Details. If you receive any such request from anyone (even if they are using our name and logo and appear to be genuine) then it is likely to be fraudulent and you must not supply your Security Details to them under any circumstances. You must report any such requests to us immediately.
- Before entering your security details into our website when logging on, you must ensure that your web browser’s address bar is green and showing the name of TransactSafe. This is an important security measure.
- You will be responsible for all instructions given by you or anyone acting with your authority or your security details, between the time you pass the security procedure and the time you exit from the Service. In your own interests, you should not leave the device you are using to access the Service unattended while you are still logged on to our website, and must always log off from our service when exiting.
- You will be responsible for all losses (including the amount of any transaction carried out without your authority) if you have acted without reasonable care so as to facilitate that unauthorised transaction, or you have acted fraudulently. For the purposes of this clause, acting without reasonable care shall be deemed to include failure to observe any of your security duties referred to in these Terms.
- We will not be liable to you for any breach of (or failure to perform) our obligations where you have failed, intentionally or with negligence, to comply with any term of our agreement with you relating to the issue or use of security details.
- If your name, address, telephone number, bank account or email address changes, you must notify us by changing your details online on our website as soon as reasonably possible.
- You must not reduce security with your own bank for making payments to TransactSafe. For example, you must not store TransactSafe’s details on your bank’s internet or phone systems in a way that payment to TransactSafe does not require you to go through your bank’s full security procedures and devices when making payment to TransactSafe.
- You will be responsible for all losses caused by your gross negligence. In particular, you must safeguard your TransactSafe password and safeguard access to the email account you register with TransactSafe, so that no third party can obtain these details. If another party obtains your TransactSafe password and also obtains access to your email account, then you will be judged to have been grossly negligent. If you cannot guarantee the safety of your TransactSafe password and access to your email account and fear that they may be compromised, then you should not use TransactSafe to make payment to a party that you will be unable to recover payment from, since your loss of both these items concurrently will be judged as a grossly negligent act on your behalf. Loss of only one of these two items will not be judged as gross negligence on your part.
- Once you have notified us of any unauthorised access to the Service or unauthorised transactions or that you suspect that someone else knows your Security Details, you will not be responsible for any unauthorised Instructions carried out after we have had reasonable time to suspend the Internet Service in respect of your account(s) unless we can show you have acted fraudulently.
- Unless you have acted fraudulently, you will not be liable for any losses arising from the unauthorised use of your security details: (a) after you have notified us using ALL of the following means (i) where possible online at TransactSafe, (ii) where possible by phone, and (iii) where possible by email.
- TransactSafe has no responsibility to you to ascertain the identity of the other party to a transaction, save providing their email address to you. If it is important to you to confirm the identity of the other party to a transaction, then you obligate yourself to take whatever steps are necessary to confirm the identity of the other party to a transaction before you agree to a transaction.
- You irrevocably authorise TransactSafe to take fees due to it relating to a Transaction under this agreement from the monies held by TransactSafe for that Transaction in its bank accounts. Any such payment will reduce the Transaction Amount accordingly, and has priority over any other payment from, or reduction in, the Transaction amount. We will never pay out more than the Transaction Amount for any Transaction.
- The fees TransactSafe charge, as set out on our website at the time your Transaction commences, are fixed for a period of two years from the first payment of a Transaction Amount by a Transactor. Any money retained in TransactSafe’s bank accounts for more than two years incurs a significant risk to TransactSafe if we are unable to amend our fees after this timescale. Therefore we reserve the right to reasonably increase our fees or alter our fee structure once in every two-year period from the first Transactor payment for that Transaction. We shall give two months’ notice by email to your last recorded email address and additionally on our website of such change, prior to any such change. This allows you and the other Transactor to transfer the Transaction amount to another provider if you are not happy with our amended fees.
- You agree that payment of fees due to TransactSafe takes precedence over payment of Transaction Amounts to any other party.
- If any payment is made to TransactSafe after the initial payment at the outset of the transaction, then the payer of the additional amount is responsible for payment of the additional payment fee. For additional payments out of TransactSafe, you and the other Transactor may jointly choose that either a) the recipient pays the additional payment fee (it will be subtracted from the payment to the recipient), or b) the non-recipient pays the fee, or c) the fee is taken from and reduces the Transaction Amount. In case of an additional payment to the parties enforced by the referee during arbitration, the Referee shall decide which of options a) or c) above will apply.
- There may be costs (such as taxes) imposed by third parties on your funds held and payments due. We may debit from payments due to you the amount (if any) of any tax, duty or other charge levied on your funds held and payments due by any competent authority and we may pay these amounts to such authority on your behalf.
- TransactSafe may reject funds paid into its bank accounts if those funds are not paid from the bank account which is registered with TransactSafe, or if not paid with the correct reference as instructed by TransactSafe, or if not for the exact amount instructed. A fee will be deducted from any returned funds.
- Payments you make to TransactSafe’s bank account, which are not made from a United Kingdom bank account, will incur a fee on receipt.
- Payments made from TransactSafe’s bank account to a non-United Kingdom bank account will be paid net after the deduction of an international transmission fee.
- We aim to instruct our bank to make payment within 2 business days of your completion of our procedures to instruct us to pay funds. Unless otherwise instructed, you will only complete your instruction to us to pay funds by paying us a returnable small amount from your registered bank account, and instruction will be deemed to have been received from you only when we receive confirmation from our bank that payment has been received from this account with the correct reference. You agree that for your safety, unless TransactSafe otherwise instructs, until this point in time TransactSafe should not regard your instruction as firm. TransactSafe is not responsible or liable for any delay caused by it being unable to communicate with the bank holding your client funds or delays within or caused by that bank, due to conditions out of our control.
- TransactSafe can only release Transaction Amounts on the direction of the Transactors or, where invoked, the Referee. TransactSafe cannot release Transaction Amounts unilaterally itself (fees excluded). Further, Transaction Amounts can only be paid to the bank account of the Transactors recorded at TransactSafe, and not to any other account.
- Receipt of funds by TransactSafe will be treated as occurring when TransactSafe receives notification from our bank that payment has been received from the bank account you registered with TransactSafe and the funds are irrevocably cleared, and our bank has informed us of the name of the payer and account number and branch details that the payment was made from. Under normal conditions, we expect this to occur almost immediately that funds are shown as received and cleared by the bank, and normally no later than three business days of this time. However, TransactSafe is not responsible or liable for any delay caused by it being unable to receive this information or communicate with our bank, or delays within or caused by that bank, due to conditions out of our control.
- Once you make payment to TransactSafe, that payment cannot be revoked. This is to protect both sides in a Transaction. If you wish a payment to be returned to you once made, you must use the TransactSafe procedures which involve either requesting the return from the other Transactor, or asking the referee to commence arbitration and rule that the Transaction Amount be returned to you.
- Likewise, once you have instructed us to make payment to a Transactor and confirmed the payment according to our procedures then we will not normally revoke that instruction.
- We may delay or refuse to act on your instructions or make payment to you if: (a) we reasonably believe that you did not give us the instruction; or (b) we reasonably suspect fraudulent activity may be involved; or (c) your instructions are unclear, incomplete or not in the required form; or (d) we might act contrary to a law, regulation, code or other duty which applies to us; or (e) we have any other valid reason for not acting on your instructions. If we refuse to make a payment we will notify you by either letter, telephone, text message or any other form of communication we agree, and if possible, give our reasons for doing so. You can obtain information about the refusal and, where appropriate, our reason for refusing the payment, along with information on how to correct any errors that led to the refusal, by contacting us (unless a legal reason or certain other limited circumstances beyond our control prevent us from providing you with this information).
- We will not be liable to you in any event for any loss suffered in respect of a payment that you have not authorised or which has been incorrectly paid, unless you notify us without undue delay on becoming aware of the unauthorised or incorrect payment and, in any event, not later than 12 months after the date of payment. This Condition will not apply if we have failed to provide you with information about the payment.
- Where you do not supply the correct payment details (for example, you provide the wrong account number for the payee), we will not be liable for failing to make a payment or making an incorrect payment. Where you supply information in addition to the payment details that we ask for, we will only be responsible for making the payment in accordance with the payment details that we asked for.
- A transaction being carried out is not always simultaneous with an Instruction being given. Some matters may take time to process and certain Instructions may only be processed during normal banking hours even although our Service may be accessible outside such hours.
- Either party to a SafeTransaction may add funds to a SafeTransaction at any time after the SafeTransaction becomes live, prior to the SafeTransaction terminating (when all funds are released). If so, the party adding the funds must ensure that the Transaction Conditions are unambiguous as to how those added funds are to be treated, otherwise you may end up in dispute over the added funds, with the referee required to make a best judgement based on the ambiguity.
- Your information comprises all the details we hold about you and your transactions, and includes information obtained from third parties. We may use your information to help us: (a) assess financial risks, (b) recover debt, (c) prevent and detect crime, (d) understand our customers’ requirements, and (e) develop and test products and services. We do not disclose your information to anyone outside TransactSafe except: (a) where we have your permission; or (b) where we are required or permitted to do so by law; or (c) to fraud prevention agencies and other companies that provide a service to us or you; or (d) where we may transfer rights and obligations under this agreement. We may transfer your information to other countries on the basis that anyone to whom we pass it provides an adequate level of protection and meets UK Data Protection Laws. From time to time we may change the way we use your information. Where we believe you may not reasonably expect such a change we will notify you personally. If you do not object to the change within 65 days, you consent to that change. If false or inaccurate information is provided and fraud is identified or suspected, details may be passed to fraud prevention agencies. Law enforcement agencies may access and use this information. If you would like a copy of the information we hold about you, please write to: The Data Protection Manager at TransactSafe’s address (as shown on our website). A fee may be payable.
- You may ask us to check the status of any payment you have instructed us to make and we will notify you of the outcome. This may involve us relying on another bank, building society or organisation involved in processing or receiving the payment for information.
- You can see a list of your past transactions online at TransactSafe. These detail all fees and interest payments made. You should examine these statements with reasonable regularity, and tell us as soon as possible if you believe there is an incorrect entry in any statement.
- When we communicate with you by telephone, we may record the call to ensure that we provide a good service and that we follow your instructions correctly. All communications between us will be in English.
- Our records, unless shown to be wrong, will be evidence of your dealings with us in connection with our internet Service. You agree not to object to the admission of our records as evidence in any legal proceedings because such records are not originals, are not in writing or are documents produced by a computer.
6. Fraud, Money Laundering, Terrorist Financing and Like Prevention
- We carry out certain checks on transactions you are involved in as part of our fraud prevention measures. We may contact you by post, telephone (including mobile phone), email or mobile messaging in this regard, or we may leave a message to ask that you call us. We may ask you to contact us or to pay a token amount to us by bank transfer from your registered bank account to confirm your identity, which we will immediately return to you. If you do not respond to us in a timely manner, we may choose to assume you have not authorised the transaction and if so it will not proceed. Alternatively, we may choose to proceed with the instruction based on your given instruction.
- If we feel it is necessary, we may ask you to provide (to prevent the activities specified above) confirmation of (i) your identity and/or (ii) that of your bank account and/or (ii) that of the beneficial ownership of your company if you are a corporate body, and/or (iv) further details of the underlying transaction that you are transacting on TransactSafe (to be kept strictly confidential), as certified by a group of bodies that we specify. If you fail to produce such confirmation in the form requested, then we may delay or refuse receipt or payment of your money. We will not be liable for any delay so caused, nor for the costs involved in your providing the above confirmation.
- We may take whatever action we consider appropriate to meet any obligations, either in the UK or elsewhere in the world, relating to the prevention of fraud, money laundering and terrorist activity and the provision of financial and other services to persons who may be subject to sanctions. This may include, but is not limited to, investigating and intercepting payments to or from TransactSafe, and investigating the source of or intended recipient of funds. It may also include making enquiries to establish whether a person is subject to sanctions. Exceptionally, this may delay the carrying out of your instructions or the receipt of cleared funds but, where possible, we will advise you of the reasons for and likely length of any delay. If we are not satisfied that a payment in or out of TransactSafe is lawful, we may refuse to deal with it.
- We shall not be responsible to you or any third party for any loss or delay incurred as a result of us taking the actions set out in this section. In addition, we shall not be responsible to you for any loss you may incur if we, or any of our agents or correspondents, are prevented from or delayed in providing you with any services due to strikes, industrial action, failure of supplies or equipment, or other causes beyond our reasonable control.
- You agree that where you have used our services to perpetuate fraud or deception, then we may at our discretion end a Transaction at any time without obligation to you, and we may pay money we hold to the other Transactor, at our discretion, without any remaining liability to you. In such a situation, you agree that you will indemnify TransactSafe against any claim and against all expense, and you will have no claim for money against TransactSafe. In such a situation, any money you believe is due to you relating to the money previously held will be claimed by you from the other Transactor who now holds the money (and not from TransactSafe) through the English Courts or similar procedure.
7. Broker Initiated Transaction
- If a Transaction is not initiated by either Transactor, but instead by a third party (the Broker), then such a Transaction is referred to as a Broker Initiated Transaction.
- If you are a Transactor in a Broker Initiated Transaction, then when you agree to the terms and conditions of the Transaction, you additionally irrevocably instruct us to pay the Broker from the Transaction money that we will hold according to the Broker fees (if any) set out in the Transaction Terms. These Broker payments (if any) will be made and deducted from the Transaction Amount either when we receive the Transaction Amount, or when we pay out to the Transactors from the Transaction Amount, according to the Transaction Terms that you agree. These payments are made to the Broker on your behalf.
- Once a Broker Initiated Transaction becomes live, you agree that you will not cancel your instruction to pay the Broker out of the Transaction Amount, and that we should disregard any instruction from you to so do.
- In case of dispute, the Referee will decide on how payment is to be apportioned between the Transactors and will disregard any outstanding Broker fees, and act as if there were no remaining Broker fees. When payment is made as dictated by the Referee, payment to the Transactors will be reduced by the remaining Broker fees (if any), and the money subtracted will be used to pay the Broker according to the Transaction Terms.
- The Broker may determine that for a Broker Initiated Transaction that the Transaction Terms are fixed. If so, you will be able to accept or reject the Transaction as you wish, but not amend its terms.
- You irrevocably grant us permission to communicate the status and full history of the Broker Initiated Transaction at any time to the Broker who initiated that Transaction.
- Normally, the other Transactor in a transaction is referred to by their email address. It is possible and feasible to complete a TransactSafe transaction without knowing the identity of the other party to the transaction. A broker initiated transaction may substitute a broker-supplied username for the email address of the other Transactor, so that you will not be able to discover the identity of the other party you are transacting with (and they will be referred to solely by the broker-supplied username at all times). You will know this is so if the initial information you are presented by TransactSafe refers to the other Transactor with a Username and not with an email address. If this is so for your Transaction, and you are not happy to continue with the other Transactor without being able to discover their identity, then you must not continue with the Transaction. By continuing with the Transaction, you are giving your consent to transact with the other Transactor without being able to discover their identity.
8. Customers who are not a Consumer, a Micro-Enterprise or a Charity as defined by the Payments Services Regulations 2009
- This section does not apply to you if you are a Consumer, a Micro-Enterprise or a Charity, all as defined by the Payments Services Regulations 2009 or its successors.
- If you are not a Consumer, a Micro-Enterprise or a Charity (as defined by the Payments Services Regulations 2009), you agree that the following regulations of the Payment Services Regulations 2009 will not apply to your dealings with TransactSafe: All regulations of the Payment Service Regulations 2009 which can be disregarded by agreement, including (but without limitation) Part 5, and regulations 54(1), 55(2), 60, 62, 63, 64, 67, 75, 76 and 77.
- You agree that the time period mentioned in regulation 59(1) of the Payments Services Regulations 2009 will be one month.
- You agree that we may treat all apparently valid requests from you to make payment, received through our password protected online systems, as instructions properly authorised by you, even if they are made fraudulently and even if they conflict with the terms of any other instructions given by you at any time.
- If we do not deliver the standard of service you expect, or if you think we have made a mistake, please let us know by emailing us. We will investigate the situation and, if necessary, set about putting matters right as quickly as possible. Where appropriate we will also take steps to prevent a recurrence. Please allow us to answer your concerns and put matters right. However, if you remain dissatisfied and would like further information about our process for resolving complaints, please ask us for our explanatory leaflet ‘Our Complaints Process’. You may be able to refer your complaint to the Financial Ombudsman Service at South Quay Plaza, 183 Marsh Wall, London E14 9SR.
10. The Dispute Process - Dispute with a Transactor
- The dispute process detailed here does not relate to a dispute between a Transactor and TransactSafe. A dispute between a Transactor and TransactSafe will be dealt under the complaints procedure above.
- Disputes between Transactors are not under the control of TransactSafe. TransactSafe shall be duty bound to follow the payment instructions of a Transactor in making payment to the other Transactor and of the Referee if a dispute has been invoked between Transactors.
- You agree that should there be any dispute between the Transactors over payment of the Transaction Amount, and that dispute cannot be resolved between the Transactors, then either of the Transactors may call for Arbitration of the dispute under the 1996 Arbitration Act or its successor, and such arbitration will take place with the Arbitrator being the Referee agreed by the Transactors in the Transaction Terms under the Terms set out in these conditions.
- If there is any ambiguity as to the identity of the Referee, then whoever meets the identity of the Referee as provided in the Transaction Terms and controls the email address of the Referee given in the Transaction Terms shall be the arbitrator of the dispute.
- You agree that any such arbitration will take place under the terms hereby detailed.
- Once a dispute between Transactors has been referred to arbitration, both Transactors will be instructed by TransactSafe to pay the SafeTransaction dispute fee into a listed TransactSafe bank account with a unique reference provided by TransactSafe. From the time the first Transactor’s dispute fee is received by TransactSafe, the other Transactor will have 14 days (or such other time agreed by the Transactors in the Transaction Terms) for their dispute fee to arrive in the correct TransactSafe bank account with the correct reference. Should the dispute fee not be received within this time, then it is agreed that this omission is taken as an admission of guilt in the dispute under arbitration, and all monies held in the client account (including the dispute fee) relating to the Transaction will be returned to the other Transactor (less any fees) and the Transaction shall thereby end.
- TransactSafe, at its sole discretion, may extend the time limit in the paragraph above, if there is reason that in its opinion meant that the time limit was not appropriate under the conditions that occurred. TransactSafe shall be under no obligation whatsoever to do so, and regardless of conditions that occur may choose to apply the time limit agreed by the parties.
- The Referee will conduct the arbitration under the Arbitration Act 1996, or its successors. The arbitration shall be conducted without undue delay, bearing in mind that money must ultimately be paid to at least one of the Transactors and until a decision is made by the Referee then that Transactor(s) is suffering a loss of liquidity. The arbitration is to be run at no cost if possible and equitable, or at minimal cost that retains fairness in adjudication. Wherever possible, correspondence and evidence by the Transactors to the referee, and visa-versa, will be by email.
- A referee must conduct any arbitration fairly and in line with the Arbitration Act 1996. It is the intention that an innocent party bears no net cost for the arbitration procedure, although the referee is free to split the costs of the arbitration procedure in an appropriate manner between the Transactors as the Arbitrator sees fit if either both Transactors are innocent parties or both Transactors bear some responsibility for the dispute.
- Where costs are necessarily incurred by the referee in arbitrating the case in a fair manner, these must be kept to a minimum and must be proportionate in consideration to the amount being arbitrated. Before the Arbitrator calls for the Transactors to pay any arbitration expenses, the Arbitrator will set out in full how those expenses are made up.
- Arbitration will not begin until both Transactors have paid the TransactSafe dispute fee to TransactSafe.
- The Arbitrator will attempt to reach a decision quickly in the circumstances and without unreasonable delay, and shall take steps to try and ensure that any Transactor does not unduly delay the Arbitration process.
- Unless agreed in writing by the Arbitrator and both Transactors, all Arbitration proceedings shall be in English.
- There shall be no appeal to the decision of the Arbitrator, and the Arbitrator’s decision will be final.
- If the Arbitrator decides that there shall be any expenses of Arbitration payable by the Transactors, then the Arbitrator shall input such cost into the appropriate online section of TransactSafe. Both Transactors agree that they will pay this requested amount to TransactSafe within the time agreed in the Transaction Terms for such costs to be paid. Payment of one set of expense costs will then be paid from TransactSafe to the Referee, and the Referee will only use such funds for necessary expenses of the Arbitration. The other set of expense costs paid will be added to the Transaction Amount. Any unused funds paid to the Referee must be returned to TransactSafe where they will be added to the Transaction Amount. The Referee will keep receipts for all expenses carried out, and a copy of these receipts shall be provided to a Transactor or any succeeding arbitrator, on request.
- If one of the Transactors fails to pay the expense amount demanded by the Referee for expenses linked to the Arbitration or fails to pay the TransactSafe dispute fee, within the time agreed in the Transaction Terms, then it is hereby agreed that such default will be treated as a declaration and instruction by that Transactor that the total Transaction Amount is due to the other Transactor, and the arbitration will be awarded in full to the other Transactor with all costs payable by the defaulting Transactor.
- TransactSafe is not responsible for the actions, decision, conduct or payment of the Referee. Expenses of Arbitration are carried out by the referee in his role as Arbitrator of the dispute between the two Transactors and not on behalf of TransactSafe.
- The Arbitrator shall take all evidence provided into account in making a ruling.
- The Arbitrator is free to award payment in full to either Transactor. If the Arbitrator finds it more appropriate, the Arbitrator is free to divide the Transaction Amount and award a part to each Transactor. Since all arbitration expense amounts are doubly paid, once by each Transactor, the Arbitrator will decide how to split the return of one set of arbitration expense amounts between the two Transactors, or in full to one Transactor if more appropriate.
- An Arbitrator will not disadvantage a party in judgement due to the other party unilaterally adding funds to a SafeTransaction.
- An Arbitrator may, if the Arbitrator feels it appropriate, close Arbitration and return a Transaction to a state where it is waiting further events to occur to determine when and to whom to make payment. The Arbitrator may make a payment to one or both Transactors to reduce the Transaction Amount prior to returning the Transaction to such a state.
- If the referee nominated in the Transaction Terms cannot or decides not to act as the Arbitrator, then the Default Referee will become the Arbitrator of the dispute.
- When both Transactors have paid their TransactSafe dispute fee, they will be issued with a unique security code to pass on to the Referee. The Referee has 21 days to enter these codes into TransactSafe to become the Arbitrator in the dispute. If after 21 days from the time of payment of the last Transactor of the Dispute fee, the Referee has not entered both codes, then that Referee shall disqualify himself as the Arbitrator and the Default Referee will become the Arbitrator and Referee.
- If the Referee has entered only one set of codes from one Transactor within the 21 days above, then the Default Referee will become the Arbitrator, but the Default Referee shall at first determine if the Referee nominated in the Transaction Terms is the party who has entered the one set of codes. If in the Default Referee’s opinion they are, then the Default Referee will step down and appoint the Referee claiming to be the Referee as the Arbitrator. If, in the opinion of the Default Referee, it cannot be clearly ascertained that this party is the referee nominated in the Transaction Terms, then the Default Referee will arbitrate the dispute.
- Whilst Arbitration is occurring, if both Transactors request through TransactSafe that the arbitrator be replaced, then the Default Referee will become the Arbitrator and Arbitration will commence from scratch. This cannot occur where the Default Referee is the Arbitrator.
- If one Transactor is dissatisfied that the Arbitrator is taking too long to make a final ruling then that Transactor can apply through TransactSafe for the Arbitrator to make a ruling in full within 30 days. If at the end of this period the Arbitrator has not made a ruling in full, then the Arbitrator will stand down temporarily, and the Default Referee will become the Arbitrator. The Default Referee will first investigate if the original Arbitrator had taken too long to make a final ruling. If the Default Referee rules that in its opinion a final ruling has not been delayed, then the Default Referee will stand down and re-appoint the original Arbitrator as the Arbitrator to continue the arbitration. If the Default Referee rules that in its opinion the original referee has taken an undue length of time for arbitration to the detriment of a Transactor, then the Default Referee will continue the Arbitration process and try and come to a final ruling as quickly as possible. This cannot occur where the Default Referee is the Arbitrator.