RedotPay Card Terms & Conditions

Last Update: 28 November 2023

1.                   INTRODUCTION

1.1                The Issuer Services (as defined below) and the RedotPay Card (as defined below) are provided to you by Red Dot Technology Limited, a limited liability company incorporated in Hong Kong with company number 3081454 (“Issuer”). The RedotPay Card, through which you can access and utilise your deposited virtual assets, is facilitated by the Issuer in partnership with a third-party custodian wallet provider (“Custodian”), responsible for securely holding the virtual assets.

1.2               These terms and conditions (“Terms”) govern your use of the Issuer Services, the RedotPay Card and the Custodian’s wallet services. Please take the time to read and understand these Terms before using these services so that you are aware of your legal rights and obligations. By using the Issuer Services, the RedotPay Card, the Custodian’s wallet services and/or completing the registration process, you are entering into a legally binding contract with the Issuer and shall be deemed to have expressly read, understood, and agreed to be bound by these Terms.

2.                  ONBOARDING

2.1               By signing up for the use of the RedotPay Card, you represent and warrant that:

(a)               you are an approved user of the App who has completed the registration process and received an approval email from us;

(b)              you have read, understood and agreed to our Privacy Notice which are published on the following website: https://www.redotpay.com/en/policy/;

(c)               you have attained the minimum age required under all relevant Applicable Laws for using the Issuer Services, the RedotPay Card, the Custodian’s wallet services and the other services provided under these Terms;

(d)              you have the full right, power, and authority to agree to these Terms;

(e)               you are the authorised user of the Enabled Device;

(f)                you do not currently hold a RedotPay Card (under any same or different name); and

(g)               you are not impersonating any other person, operating under an alias or otherwise concealing your identity.

2.2              In addition to the above, you agree to provide us with all information and/or documents requested by us (including such information and/or documents as may be required by us for compliance with Applicable Law) from time to time.

2.3              You agree to cooperate with all requests made by us or any of our third-party service providers on our behalf in connection with your Custodian Wallet, your use of the Issuer Services, including to identify or authenticate your identity or validate your funding sources or transactions. This may include, without limiting the generality of the foregoing, requiring further information and/or documents that will allow us to reasonably identify you, including requiring you to take steps to confirm ownership of your phone number or payment instruments or verifying your information against third-party databases or through other sources.

2.4              We are entitled, in our sole discretion, to refuse your application for or to suspend, terminate or limit your use of the Issuer Services, and/or to change the eligibility criteria for registration at any time.

2.5              We may confidentially verify the information you provide us with or obtain information on you ourselves or through third parties from secure databases. By agreeing to these Terms, you confirm that you consent to us or a third-party carrying out such verifications on our behalf.

2.6              You must ensure any information provided to us, or any of our third-party service providers, is always accurate and up to date. If at any time we believe that your information is outdated or inaccurate, we may contact you and request further information or request that you go through the verification process again. Failure to complete any step of the registration process may also result in your inability to use the Issuer Services.

3.                  THE SERVICES

3.1               The Issuer Services provided to users of the RedotPay Card encompass a range of financial activities, including but not limited to:

(a)               Provision of credit for transactions: The Issuer provides a line of credit to you for using the RedotPay Card, allowing for:

(i)                 purchase of goods or services from Merchants worldwide which accept payments by a RedotPay Card, in accordance with the relevant Card Network Rules;

(ii)               settlement of card balances associated with any Card Transactions (“Card Balances”), in each case in accordance with these Terms;

(iii)            cash withdrawals from ATMs, subject to the availability and terms of such services;

(iv)             other transactions that may be conducted using a RedotPay Card, all in adherence to these Terms.

(b)              Management of the Custodian Wallet: The Issuer will manage the virtual assets held in the Custodian Wallet on your behalf and in accordance with these Terms.

3.2              You acknowledge that the virtual assets in the Custodian Wallet will be managed by the Issuer, as outlined in these Terms, to ensure the proper functions of the RedotPay Card, for security purposes and for compliance with Applicable Law.

3.3              The Issuer reserves the right to update, modify, suspend, disable, or restrict access to, or discontinue the Issuer Services, or any features, components, or content thereof at any time, for any reason, without notice or liability to the user. There is no guarantee that specific services, features, components, or content will always be available.

4.                  CARD ISSUANCE AND PRE-AUTHORISATION OF CARD TRANSACTIONS

4.1               (a)  Card Issuance

The RedotPay Card is a credit card issued under the Card Issuance Services. The RedotPay Card can be used to pay for goods and services at retailers which accept cards issued under the relevant Card Network. The RedotPay Card may also be used to withdraw cash through ATMs outside of Hong Kong which accept cards issued under the relevant Card Network.

(b)  Pre-authorisation of Card Transactions

Card Transactions made on your RedotPay Card will be settled by the Issuer on the relevant Card Network. You authorise the Issuer to freeze your Custodian Wallet with the amount of each Card Transaction and any relevant Fees for this purpose, together with any buffer as further described on the App and the Site as may be applicable at the Issuer's sole discretion at the time of the relevant Card Transaction (together, “Settlement Amount”).

(c)  Conversion

When a Card Transaction is made, you authorise the Issuer to convert (where applicable) and deduct the Acceptable Tokens (“Settlement Assets”) from your Custodian Wallet with an amount equivalent to the Settlement Amount in respect of the relevant Card Transaction into any stablecoins or fiat currencies (“Converted Assets”) at the discretion of the Issuer, with reference to the prevailing market exchange rate between the Settlement Assets and the relevant Converted Assets at the time of such conversion as may be applied at the discretion of the Issuer, and to apply the relevant Converted Assets for the settlement of the Card Balances associated therewith.

4.2              The utilisation of the RedotPay Card, including your credit limit, the maximum value of any single Card Transaction for which such RedotPay Card may be used, the daily maximum aggregate value of Card Transactions and the monthly maximum aggregate value of Card Transactions, will be subject to limits set by the Issuer (collectively, “Card Limits”). The applicable Card Limits will be set out on the App or the Site. The Issuer may, in its sole discretion, apply different Card Limits to you specifically and may without notice to you increase or reduce any such applicable Card Limit from time to time. Card Transactions in excess of any applicable Card Limit will be rejected by the Issuer. You must not effect any transaction that exceeds any Card Limit applicable to you. If any purchase or withdrawal made by you exceeds any such Card Limit, the transaction will be declined.

4.3              As a registered user of the App, you may make a request to the Issuer to issue a RedotPay Card to you. A RedotPay Card will be issued to you upon approval of such request by the Issuer. Activation of the RedotPay Card must be completed through the App. The Issuer reserves the right to decline your request for issuance of a RedotPay Card, or to revoke at any time any RedotPay Card already issued for whatever reason.

4.4              You acknowledge that each physical RedotPay Card is and remains at all times the property of the Issuer and you shall:

(a)               exercise all due care and diligence in the custody, care and use of the RedotPay Card;

(b)              not tamper or allow anyone to tamper, with the RedotPay Card;

(c)               not permit the RedotPay Card to be used in any unauthorised manner, including sharing the use of the RedotPay Card with another person; RedotPay Card;

(d)              not intentionally deface or damage the RedotPay Card; and

(e)               not affix, print or attach anything or matter onto the RedotPay Card or otherwise alter, remove or replace any notice, logo or design on the RedotPay Card.

4.5              Unless earlier terminated or cancelled, each RedotPay Card shall be valid for such period as may be determined by the Issuer and as indicated on the App. If you have used the RedotPay Card in the period of one month before its expiry date, we will send you an email to inform you that we will automatically renew the card; provided that the Issuer may charge a renewal fee as may be determined by the Issuer and as indicated on the App and you agree and acknowledge that such fee may be debited from your Wallet Balance, deducted at the settlement of your Card Balances or otherwise charged to you separately. These Terms will continue to apply to the new card. If you decide not to renew the existing RedotPay Card, please contact us via the App.

4.6              You are responsible for all Card Transactions incurred on your RedotPay Card. You shall not use your RedotPay Card in relation to any transaction or activity which is illegal or prohibited under Applicable Laws in the jurisdiction where such transaction or activity is effected or in your country of residence. You shall be liable for all Card Transactions whether or not executed with your knowledge or authority, regardless of how such transactions were effected, including without limitation where arising in connection with any negligence on your part. In this regard you acknowledge the risk of unauthorised Card Transactions being carried out and accept the risk of such unauthorised Card Transactions.

4.7              You shall keep the Card Data of all your RedotPay Card strictly confidential and not share the Card Data with any persons other than as necessary to conduct a transaction. When sharing Card Data with Merchants, you will take all precautions to ensure the security and continued confidentiality of the Card Data. For the avoidance of doubt, providing Card Data in clear text over fax, email or other unencrypted or otherwise unprotected media is not considered to be secure. Neither of us, nor our respective affiliates, shall under any circumstances be liable to you for unauthorised transactions caused by your failure to keep the Card Data secure.

4.8             You shall promptly notify us without undue delay upon discovering that there has been any:

(a)               inappropriate or unauthorised disclosure of and/or use of your PIN and/or any of the Card Data; and/or

(b)              inappropriate or unauthorised access to and/or use of any of the Issuer Services effected using your PIN and/or any of your Card Data,

and you shall promptly take such steps as may be specified by us in relation to the foregoing matters (including to change your PIN).

5.                  CHARGEBACK

5.1               You shall contact us at support@redotpay.com without undue delay in the event of any dispute regarding the validity of any Card Transaction or request for Chargeback no later than 90 days after the transaction date in respect of a dispute to be reviewed and raised. We will assist you in resolution of the dispute or direct such request to the Merchant or the relevant Card Network for processing.

5.2              You will be required to comply with the relevant Card Network Rules in relation to such dispute or Chargeback request, including furnishing a written explanation of the dispute or Chargeback request and/or a copy of the related sales transaction receipt and any other information and supporting documents that the Issuer and/or the relevant Card Network may require.

5.3              The Issuer reserves the right to investigate any disputed transaction. In the event of any investigation by the Issuer or competent authority, you agree to assist and cooperate by providing the Issuer with any additional information and/or documentation.

5.4              If evidence reasonably concludes that any disputed transaction is either a result of your wilful default, fraud or negligence, or in compliance with these Terms, you agree and authorise us to debit your Custodian Wallet with the amount from the disputed transaction and any such associated charges and fees.

5.5              Any fees imposed by the Issuer and/or the relevant Card Network for the processing of such dispute or Chargeback request may be deducted from the Wallet Balance or claimed from you and shall not be refundable for any reason whatsoever.

5.6              You hereby agree and accept that (a) the Issuer and/or the relevant Card Network may, but are not obliged to (whether under these Terms or otherwise) assist you with or process your dispute or Chargeback request; and (b) the decisions of the Issuer and/or the relevant Card Network on all matters relating to or in connection with such dispute or Chargeback request is final and conclusive and binding on you for all purposes unless otherwise provided in such terms, conditions, rules, procedures and/or guidelines as may be issued by the relevant Card Network from time to time. You acknowledge and agree that the repayment of any amount previously charged to your RedotPay Card may be subject to such terms, conditions, rules, procedures and/or guidelines as may be issued by the relevant Card Network from time to time.

5.7              In any event, you acknowledge and agree that the Issuer and the relevant Card Network shall not be liable to you in respect of any matter relating to or arising out of such dispute or Chargeback request.

6.                  THE APP

6.1               The functions of the App, which may change from time to time without notice to you at the Issuer’s sole discretion, currently allow you to perform one or more of the following actions:

(a)               request for RedotPay Cards to be issued by the Issuer;

(b)              change the settings associated with your RedotPay Cards, e.g. setting and changing your RedotPay Card PIN number;

(c)               view the Transaction History of your Custodian Wallet;

(d)              request for RedotPay Cards to be disabled, enabled or blocked;

(e)               load your Custodian Wallet; and

(f)                top-up or withdraw virtual assets to or from your Custodian Wallet.

6.2              Subject always to your continuing compliance with these Terms, the Issuer will grant to you a limited, non-transferable, non-exclusive licence to use the App insofar as owned by or licensed through the Issuer on your Enabled Device and only for your own purposes, on and subject to these Terms. All other rights not expressly granted to you are reserved.

6.3              Some software components used in the App may be offered under an open source or other licence as we may notify to you, in which case your use of those components of the App shall be governed by those terms to the extent only of any inconsistency between these Terms and those terms.

6.4              You acknowledge and agree that your use of the Issuer Services is at all times subject to your compliance with these Terms and all other applicable terms.

7.                   YOUR DEVICE

7.1               You acknowledge and agree that, in connection with your use of the App, you shall be responsible for the following, at your own cost:

(a)               obtaining all necessary hardware, software and communications services necessary for your use of the App in accordance with these Terms;

(b)              installing antivirus or other mobile security software on your Enabled Device to protect against any security or other vulnerabilities which may arise in connection with your use of the App in accordance with these Terms; and

(c)               installing updates and patches for the App and your Enabled Device in a prompt and timely manner.

7.2              Without prejudice to the foregoing and any other terms in these Terms, you shall be solely responsible and liable for any access to and use of the App and Issuer Services through your Enabled Device, notwithstanding that such access may have been effected without your knowledge, authority or consent. The Issuer shall not be liable to you for any loss or damage resulting from such use.

7.3              Should you discover that your Enabled Device is lost or stolen or has been accessed or used in an unauthorised way, you shall notify us of the loss/theft or unauthorised access/use by contacting us at support@redotpay.com. In addition, where your Enabled Device has been accessed or used in an unauthorised manner, you should, as soon as possible, reset the password on your Enabled Device.

8.                  CUSTODIAN WALLET

8.1              Your virtual assets deposited in the Custodian Wallet are held in custody by a third-party Custodian. The Issuer has established a contractual relationship with the Custodian to ensure the secure management of your virtual assets. By using the Custodian Wallet, you confirm that you understand the inherent risks associated with using the Custodian Wallet, including but not limited to:

(a)               system risks: risks related to the operation and security of the Custodian’s systems and platforms;

(b)              market risks: risks arising from the volatile nature of virtual currencies and their fluctuating market values;

(c)               regulatory risks: risks associated with changing regulations and legal compliance of the Custodian;

(d)              security risks: risks related to the potential loss or theft of virtual assets due to cyberattacks or breaches by the Custodian; and

(e)               operational risks: risks arising from operational failures, errors, or disruptions in the Custodian Wallet.

8.2             The Issuer has the right to give various instructions to the Custodian for the purpose of settling your Card Balances. Such instructions may include, but shall not be limited to, freezing, converting and transferring the virtual assets held in the Custodian Wallet as may be required for settlement purposes, as further described in Clause 4.1 above. The Custodian is obligated to act upon such instructions of the Issuer from time to time in accordance with the terms of their agreement.

8.3              The Issuer may select, evaluate, and if necessary, change the Custodian from time to time at its sole discretion. Should the Issuer decide to change the Custodian, you authorise the Issuer to transfer all the virtual assets held in the Custodian Wallet to the new Custodian for the purpose of continuing to use the RedotPay Card. 

8.4             The Custodian is responsible for the security of your virtual assets held in the Custodian Wallet. The Issuer and its affiliates are not liable to you or any other person in respect of any losses, damages or liabilities associated with your Custodian Wallet or any virtual assets held therein or otherwise caused by or attributable to the actions or omissions of the Custodian.

8.5              Your Custodian Wallet comprises individual vault accounts designated for respective RedotPay Card users for the purpose of initial storage of the approved virtual assets. Subsequently, all such virtual assets of different RedotPay Card users will be swept into a ring-fenced, pooled, centralised omnibus vault account (the “Pooled Account”) held by the Issuer, which is segregated from the Issuer's own proprietary accounts. The Pooled Account will include all virtual assets of all users of RedotPay Cards, but:

(a)               your Custodian Wallet will at all times be maintained in the account records of the Issuer; and

(b)              your identity and your share of the virtual assets in the Pooled Account (as represented by your Wallet Balance) will be maintained in the records of the Issuer.

8.6             The Custodian Wallet is not a debit card supported by a bank account and does not in any way connect to or constitute a savings account or a checking account. No interest will be paid for virtual assets maintained in the Custodian Wallet.

8.7              The Custodian Wallet is not a deposit account and of the virtual assets held therein are not qualified for protection by the Deposit Protection Scheme (as referred to in the Deposit Protection Scheme Ordinance (Cap. 581 of the Laws of Hong Kong) in Hong Kong.

8.8             You acknowledge and/or warrant that:

(a)               the Issuer has the sole discretion to modify or make necessary arrangements in relation to the Custodian Wallet, including but not limited to (i) choosing to follow one or more chains resulting from a fork in the virtual assets or (ii) modifying the Pooled Account arrangement;

(b)              the Issuer is not acting as a trustee, fiduciary or escrow agent with respect to your virtual assets;

(c)               you authorise the Issuer to freeze, convert and transfer your virtual assets on your behalf as may be required under these Terms;

(d)              you are not a party to any agreement between the Issuer and the Custodian, and you have no right to enjoy or enforce any benefit under such agreement; and

(e)               all virtual assets deposited by you into the Custodian Wallet are of legal origin and in compliance with all Applicable Law.

8.9             Statements showing your Transaction History by month may be accessed via the App. No paper statements will be provided by the Issuer for your Custodian Wallet.

9.                  TOP-UPS TO YOUR CUSTODIAN WALLET

9.1               To add virtual assets to your Custodian Wallet maintained with the Custodian, you must adhere to the instructions provided on the App or the Site. The Custodian Wallet only accepts Acceptable Tokens as valid forms of virtual assets for top-ups.

9.2              Each of the Issuer and the Custodian has the right to conduct thorough know your customer (KYC) checks, know your transaction (KYT) checks, anti-money laundering (AML) checks and other due diligence checks on all virtual assets and transactions associated with your Custodian Wallet. You are required to provide accurate and complete information and documentation upon request to facilitate these checks.

9.3              If, at any point, the Issuer deems it necessary to freeze a portion or all of the virtual assets in your Custodian Wallet in accordance with these Terms, you will be restricted from accessing or transacting with the affected assets until the freeze is lifted.

9.4              You hereby represent and warrant that all virtual assets used to top-up your Custodian Wallet are legally and beneficially owned by you, and are not subject to any liens, encumbrances or legal disputes. You also affirm that these assets are not derived from, nor connected with, any unlawful activities.

9.5              Each of the Issuer and the Custodian may refuse to accept a top-up of virtual assets at its sole discretion, especially if there are concerns regarding the legality or authenticity of the assets, or if the KYC/KYT/AML checks or the due diligence checks on the assets are not satisfactorily completed.

9.6              You acknowledge and accept that the Issuer and the Custodian are obligated to report any suspicious activities or transactions to the relevant authorities, and you agree to fully cooperate with the Issuer, the Custodian and the relevant authorities in any resulting investigations.

9.7              You are responsible for ensuring that you only send Acceptable Tokens to the Custodian Wallet. Any assets sent to the Custodian Wallet that are not Acceptable Tokens may be irretrievably lost.

10.              WITHDRAWALS FROM YOUR CUSTODIAN WALLET

10.1           You may from time to time withdraw your virtual assets from your Custodian Wallet to the extent they are not frozen or otherwise subject to any restriction on withdrawal in accordance with these Terms. Any such withdrawal shall be effected in accordance with such instructions and procedures as may be prescribed by these Terms or as may be set out on the App or the Site.

10.2          You are responsible for ensuring the accuracy of the destination wallet address. The Issuer and the Custodian shall not be liable to you or any other person in respect of any losses, damages or liabilities incurred as a result of any inaccurate or incompatible withdrawal addresses.

10.3          You will be responsible for any network fees or other charges applicable to any withdrawal or transfer of virtual assets from your Custodian Wallet. Such fees or charges may be deducted from your Account at the time of such withdrawal or transfer or may otherwise be charged to you separately.

10.4          Each of the Issuer and the Custodian shall be entitled to decline any withdrawal or transfer request for any reason whatsoever, including without limitation, for compliance of Applicable Laws.

10.5          Withdrawals and transfers from the Custodian Wallet will be subject to such applicable withdrawal or transfer limits as may be set by the Issuer and/or the Custodian from time to time at their sole discretion.

11.                WALLET BALANCE AND SETTLEMENT OF CARD BALANCE

11.1            Your Wallet Balance in the Custodian Wallet may be subject to minimum or maximum limits set by the Issuer or the Custodian, as detailed on the App or the Site. These limits may be adjusted at sole discretion of the Issuer or the Custodian.

11.2           You authorise the Issuer to, following a Card Transaction, deduct necessary virtual assets from your Wallet Balance and convert it into any stablecoins or fiat currencies at the discretion of the Issuer for settling the relevant Card Balances. For further details, please refer to Clause 4.1 above. You also authorise the Issuer to deduct from your Custodian Wallet such fees or expenses associated with any regulatory or risk management action taken by the Issuer at its sole discretion in compliance with Applicable Law or to safeguard your virtual assets.

11.3           The Issuer expressly reserves the right to manage the virtual assets in your Custodian Wallet and the final settlement of any Card Balances, which may include freezing the assets, converting them into any relevant stablecoin or fiat currency or imposing limits on the amounts that can be frozen or converted, to ensure compliance with these Terms and facilitate the settlement of your Card Balances.

11.4           Deductions from your Wallet Balance or conversions of your virtual assets in your Custodian Wallet into stablecoins or fiat currencies may incur fees, including but not limited to, transaction fees, third-party service fees and network fees, any potential foreign exchange variations, customary industry-type variances and other applicable charges.

11.5            The Issuer will provide notification through the App or the Site of any asset freeze or conversion action taken on your Account, including details of the amount of virtual assets affected and the exchange rate applied.

11.6           You accept sole responsibility for any consequences arising from the freeze, deduction or conversion of your virtual assets in your Custodian Wallet by the Issuer or otherwise, and acknowledge that the Issuer will not be responsible for any losses, damages or liabilities incurred as a result of these actions.

12.               CARD USAGE

12.1           The RedotPay Card is a credit card; hence usage thereof shall be dependent on the credit limit assigned to you by the Issuer and the other Card Limits set by the Issuer.

12.2          The RedotPay Card is only accepted by Merchants participating in the relevant Card Network. The Issuer will not authorise any transaction for an amount larger than the credit limit or which otherwise exceeds any other Card Limit.

12.3          You can use your RedotPay Card to purchase goods and/or services from a Merchant either online or at a point of sale (POS) terminal that accepts the RedotPay Card. You will need to follow the instructions on the relevant website or point of sale machine to perform the RedotPay Card purchase. This may involve you entering the details of the RedotPay Card (the card number, expiry date and CVC number) or your RedotPay Card PIN number.

13.               CARD BENEFIT

13.1           The Issuer may offer different benefits for the RedotPay Card from time to time at its sole and absolute discretion. The Issuer may introduce new benefits or vary or withdraw any benefit without prior notice. The Issuer has the right to set, exclude or withdraw any Account which may be linked or used in connection with any card benefit.

13.2          Card benefits may include the following (or any of them):

(a)               mobile or contactless payment function­;

(b)              rewards and privileges;

(c)               instalment plans for purchasing goods or services from designated Merchants­; and

(d)              any other benefits that we may notify you from time to time.

13.3          You may be required to make separate application to obtain some benefits.

14.               WITHDRAWAL SERVICES

14.1           Cardholders may use their RedotPay Cards to withdraw cash from ATMs (“Withdrawal Services”) which accept RedotPay Cards.  You shall follow the instructions on the ATMs to perform any such withdrawal. These instructions may involve entering your RedotPay Card PIN number. Any such withdrawal will be subject to such limits as may be prescribed by the Issuer or otherwise from time to time.

14.2          Withdrawal Services will be subject to such Fees as may be prescribed by the Issuer from time to time, and such Fees may be adjusted by the Issuer at its sole discretion from time to time without notice. Please note that fees may also be charged by ATM providers in respect of any withdrawal, in respect of which the Issuer will have no control and will not be responsible.

14.3          The Issuer shall not be liable to you or any other person in respect of any losses, damages or liabilities incurred as a result of, or otherwise in connection with, any withdrawal from the ATMs or any related digital asset or currency conversion.

15.               FEES

15.1            Your use of the Issuer Services, the RedotPay Card(s) and the Custodian Wallet may be subject to certain Fees, which will, if applicable, be debited from your Wallet Balance, deducted at the settlement of your Card Balances or otherwise charged to you separately. You undertake to settle any outstanding Fees immediately upon request, failing which we reserve the right to suspend your use of the Issuer Services, the RedotPay Card(s) and the Custodian Wallet until all such outstanding Fees have been settled. The list of applicable Fees is set out in the App and the Site. The Issuer may in our sole discretion introduce additional Fees or otherwise adjust or update the Fees from time to time.

15.2           All applicable Fees listed on the App and the Site are exclusive of any applicable taxes and the actual Fee charged will be increased to account for any such applicable taxes.

16.               INTELLECTUAL PROPERTY RIGHTS

You acknowledge and agree that:

(a)               the Issuer's and its affiliates’ trade marks and logos, and any other logos, service marks, product names and other proprietary indicia used in the App are the property of the Issuer, its affiliates, or third-party licensors (collectively, the “Trade Marks”);

(b)              the intellectual property rights in and to the Issuer Services are either owned by us or licensed to us by third-party licensors;

(c)               other than the licence expressly granted by you in these Terms, no other rights are granted to you in respect of either the Trade Marks, the App or the Issuer Services; and

(d)              no part or parts of the App may be reproduced, distributed, republished, displayed, broadcast, hyperlinked, transmitted, adapted, modified to create derivative works or otherwise commercially exploited in any manner or by any means or stored in an information retrieval system without our prior written permission.

17.               CONDUCT

Without prejudice to the foregoing, you shall not (and shall not, knowingly or otherwise, authorise, allow or assist any other party to):

(a)               use the App to conduct electronic spamming;

(b)              use the App to perform unlawful or immoral activities (including but not limited to money laundering, terrorism financing and fraudulent activities);

(c)               use the App to upload content that has viruses, malicious codes, immoral or illegal content;

(d)              modify or adapt the whole or any part of the App or combine or incorporate the App into another other programme or application;

(e)               disassemble, decompile, reverse-engineer or otherwise attempt to derive the source code of the App or any components thereof;

(f)                use the App in any manner that would lead to the infringement of our intellectual property rights or those of any third-party;

(g)               use the App in a way that could damage, disable, impair or compromise the App or the provision of the Issuer Services (or the systems or security of the App or any other computer systems or devices used in connection therewith) or interfere with other users or affect the reputation of the Issuer or its affiliates;

(h)              engage in any other activities deemed inappropriate by us or which is in contravention of any Applicable Laws; or

(i)                demonstrate or use any abusive, threatening and/or violent behaviour or language towards our personnel.

18.              DATA PROTECTION

By using the Issuer Services, you confirm that you have read and understood our privacy notice and consent to us collecting, using, disclosing and sharing amongst ourselves your Personal Data and disclosing such Personal Data to the Issuer, our authorised service providers and relevant third parties for purposes required by us to facilitate and administer your use of the Issuer Services. These purposes are set out in greater detail in our privacy notice, which is accessible at https://www.redotpay.com/en/policy/.

19.               ELECTRONIC COMMUNICATIONS

19.1           You shall accept full responsibility for the security and authenticity of all Instructions sent via the App and you shall be bound by all such Instructions. We shall be entitled to assume that all Instructions received from your Enabled Devices via the App are yours. We shall be under no obligation whatsoever to verify that such communications are in fact yours.

19.2          You are aware that Instructions and information transmitted via the App are generally transmitted via the Internet and may be routed via public, transnational installations which are not specifically protected. We cannot guarantee that the Instructions and information so transmitted will in fact be completely protected against such unauthorised access, and you accept these associated risks.

19.3          Any Instructions sent by you to us shall only be deemed to be received by us when we have successfully retrieved such Instructions from the relevant system and duly informed you of such receipt. In addition, any Instructions sent by you to any third parties (for example, network merchants) shall only be deemed to have been received by such third parties in accordance with their terms and conditions.

19.4          Without prejudice to any of the terms in these Terms, you shall be liable for any damage that may be caused through the use of the Internet – i.e. through loss, delay, misunderstandings, corrupted texts, unauthorised interceptions by third parties or duplicates.

19.5           You acknowledge and agree that in the event of any dispute arising in connection with your use of the Issuer Services, our records (including electronic, computer and microfilm stored records) of all matters relating to your use of the Issuer Services and/or of you (including Transaction History) at any specified date shall be conclusive of their accuracy and authenticity and shall be binding on you for all purposes whatsoever. In addition, you agree to the admissibility of such documents without further requirement of proof of authenticity or accuracy in a court of law under applicable evidentiary law, rules and/or regulations.

20.             LIMITATION OF SERVICES / TERMINATION

20.1          The Issuer may at any time, without notice and in its sole and absolute discretion, terminate, suspend or limit your use, or the functionality, of the Issuer Services (including freezing or closing your Custodian Wallet, refusing to process any Card Transactions, or reversing any Card Transaction that you have effected), including: (a) in the event of any breach by you of these Terms, or all other applicable terms; (b) for the purposes of complying with Applicable Laws; (c) where the Issuer suspects that a transaction effected by you is potentially connected to any unlawful activities (including but not limited to money laundering, terrorism financing and fraudulent activities); or (d) as may be informed by its internal risk monitoring policy and the profile of spending reasonably anticipated for the type of consumer group you belong to.

20.2         The Issuer reserves the right to reverse, cancel, refuse to honour or exclude you from participating in any incentive programmes (including but not limited to any kind of reward, cashback or referral programmes) if you are found in breach of any of these Terms, whether directly or indirectly, voluntarily or involuntarily.

20.3         Your obligations under these Terms will continue and the Issuer shall remain to be entitled to debit your Wallet Balance for any amount and charges incurred in or related to Card Transactions that are carried out before or after the termination of your RedotPay Card and you shall continue to remain liable to the Issuer for such amounts and charges until they are paid in full.

20.4         You shall not be entitled to any payment, compensation or damages from us in relation to any suspension or termination of your use of the Issuer Services, the RedotPay Card and/or the Custodian Wallet for any reason whatsoever. Any suspension or termination of your use of the Issuer Services, the RedotPay Card and/or the Custodian Wallet for any reason whatsoever shall not release you from any liability or responsibility on your part, which at the time of such suspension or termination, has already accrued.

20.5         You are entitled to a refund of your Wallet Balance upon termination of your RedotPay Card and/or the Custodian Wallet, and such refund will be subject to clauses 20.6 to 20.12 below.

20.6         The Issuer's rights of suspension and termination under these Terms shall be without prejudice to any other rights or remedies which the Issuer may have (whether under these Terms, at law, in equity or otherwise).

20.7         You may request for the termination of your RedotPay Card and Custodian Wallet and the refund of your entire Wallet Balance at anytime (“User Termination”). Requests for a User Termination may be submitted to us via the App.

20.8         In order to process your request for a User Termination, the Issuer may ask you to provide your photograph identification documents and other details for identification purposes to enable the Issuer to comply with Applicable Laws.

20.9         The Issuer may, subject to Applicable Laws, delay, deny, or reduce the amount returned to you if necessary to ensure that the requested reduction does not result in a negative Wallet Balance.

20.10     The Issuer, in its sole and absolute discretion, will determine how (e.g. on-chain transfer, bank transfer or cheque) your remaining Wallet Balance will be returned to you. Your remaining Wallet Balance will only be returned to you, the holder of the Custodian Wallet, and not to any other person.

20.11       Any refund of your remaining Wallet Balance must be claimed and accepted by you within 6 years of issuance of such refund by the Issuer.

20.12      You may be charged a fee for the refund of your Wallet Balance to cover the costs incurred by the Issuer.

21.               LIMITATION OF LIABILITY

21.1           EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL OTHER REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, MADE TO YOU, YOUR AFFILIATES OR ANY OTHER PERSON, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (REGARDLESS OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) OF ANY SERVICE OR ANY GOODS PROVIDED INCIDENTAL TO THE ISSUER SERVICES PROVIDED UNDER THESE TERMS. THE ISSUER'S IN RESPECT OF REPRESENTATIONS AND WARRANTIES THAT CANNOT BE EXCLUDED IS LIMITED, AT ITS OPTION, TO ANY ONE OF RE-SUPPLYING, REPLACING OR REPAIRING, OR PAYING THE COST OF THE RE- SUPPLYING, REPLACEMENT OR REPAIRING, OR PAYING THE COST OF SUPPLYING AGAIN THE SERVICES IN RESPECT OF WHICH THE BREACH OCCURRED.

21.2          NOTWITHSTANDING ANYTHING IN THESE TERMS, TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE ISSUER OR ANY OF ITS REPRESENTATIVES BE LIABLE TO YOU: (A) FOR ANY LOSSES OR DAMAGE OR CLAIMS (I) DUE TO AN UNUSUAL OR UNFORESEEABLE EVENT, OUTSIDE THE REASONABLE CONTROL OF US AND THE CONSEQUENCES OF WHICH COULD NOT HAVE BEEN AVOIDED EVEN IF ALL DUE CARE HAD BEEN EXERCISED (INCLUDING BUT NOT LIMITED TO FORCE MAJEURE, EVENTS OF WAR OR CIVIL UNREST, NATURAL DISASTERS, STRIKE, LOCK-OUT, TRAFFIC DISRUPTION, ACTS OF DOMESTIC OR FOREIGN GOVERNMENTAL AUTHORITIES); (II) ARISING FROM OR IN CONNECTION WITH: (A) ANY DELAY, SUSPENSION, DISCONTINUANCE OR FAILURE OF THE APP OR ISSUER SERVICES; (B) ANY REJECTION OF THE REDOTPAY CARD; (C) ANY REFUSAL TO PROCESS OR AUTHORISE ANY TRANSACTION FOR ANY REASON; (D) YOUR INABILITY TO EFFECT OR COMPLETE ANY TRANSACTION DUE TO SYSTEM MAINTENANCE OR BREAKDOWN / NON-AVAILABILITY OF THE APP, NETWORK, OUR HARDWARE OR SOFTWARE OR THAT OF ANY THIRD PARTIES; (E) USE OF YOUR ENABLED DEVICE AND THE ISSUER SERVICES BY THIRD PARTIES, WHETHER AUTHORISED OR UNAUTHORISED BY YOU; (F) ANY THEFT OR LOSS OF YOUR ENABLED DEVICE; (I) CAUSED BY US DUE TO COMPLIANCE WITH APPLICABLE LAWS, COURT ORDERS, AND/OR CARD NETWORK RULES; AND (II) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS FOR LOST PROFITS, LOST REVENUES, LOST BUSINESS OPPORTUNITIES, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, EACH OF WHICH IS HEREBY EXCLUDED BY AGREEMENT OF THE PARTIES TO THESE TERMS, REGARDLESS OF WHETHER SUCH DAMAGES WERE DIRECT OR INDIRECT, FORESEEABLE OR UNFORESEEABLE, OR WHETHER WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

21.3          In any case, the total liability of the Issuer arising out of or in connection with the provision of any service under these Terms shall be limited to your Wallet Balance as of the date your claim arises.

21.4          The Issuer shall not be liable for fault on the part of any third-party service providers instructed by us. In such cases, the Issuer's liability shall be limited to using reasonable care in the selection, appointment and instruction of such third-party service providers (but not of any sub-contractor or other third-party such third-party service provider may use).

21.5           Nothing in these Terms shall operate to limit or exclude any liability for fraud or for death or personal injury resulting from negligence.

22.              INDEMNIFICATION

You agree to indemnify and hold the Issuer, each of its affiliates and third-party service providers, and each of their respective officers, directors, agents, joint venturers, employees and representatives, harmless from any claim or demand (including attorneys’ fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to (i) your breach of these Terms; (ii) your use of the App, the Issuer Services, the RedotPay Card and/or the Custodian Wallet; (iii) your violation of any rule or regulation, or the rights of any third-party; and (iv) any transactions resulted from your wilful default, fraud, gross negligence or breach of these Terms.

23.              AMENDMENT AND VARIATION

These Terms may from time to time be updated or amended, and the Issuer will post any such updates on the App and the Site. Such updated Terms as posted will take effect immediately upon posting on the App and the Site. You should regularly check the App and the Site to inform yourself of any such changes. In addition, we may at any time change, add or remove any feature or functionality of the App without prior notice. By continuing to use the App, the Issuer Services, the RedotPay Card and/or the Custodian Wallet after any such changes have taken effect, you are indicating your acceptance of the updated or amended Terms as well as your acceptance of the updated App. If you do not wish to be bound by any changes or amendments to these Terms then you should stop using the App, the Issuer Services, the RedotPay Card and the Custodian Wallet immediately.

24.              ASSIGNMENT AND SUBCONTRACTING

These Terms, and any rights and licences granted hereunder, are personal to you and may not be transferred or assigned by you, but may be assigned by the Issuer without restriction, including without limitation to any of the Issuer's affiliates or subsidiaries, or to any successor in interest of any business associated with the Issuer Services. Any attempted transfer or assignment in violation hereof shall be null and void.

25.              SEVERABILITY

If any provision of these Terms shall be found by any court or administrative body of competent jurisdiction to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect the other provisions of these Terms and all provisions not affected by such invalidity or unenforceability shall remain in full force and effect. Such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any Applicable Laws.

26.              ENTIRE AGREEMENT AND LANGUAGE

26.1          These Terms constitute the entire agreement between you, on the one hand, and the Issuer, on the other, with regard to its subject matter and supersedes and invalidates all other prior representations, arrangements, understandings, and agreements relating to the same subject matter, (whether oral or in writing, express or implied). Each party acknowledges that in agreeing to these Terms it does not rely on any statement, representation, warranty, or understanding other than those expressly set out in these Terms.

26.2         These Terms are concluded in the English language and all communications including any notices or information being transmitted shall be in English. If these Terms or any part of it is translated (for any proceedings, for your convenience or otherwise) into any other language, the English language text of these Terms shall prevail.

26.3         Notwithstanding the foregoing, if there are conflicts between these Terms and any Service Content, these Terms shall prevail.

27.              WAIVER

27.1           These Terms shall be waived in whole or in part only with the written consent of the Issuer.

27.2          The delay of enforcement or the non-enforcement of any of the terms of these Terms by the Issuer shall not be construed as a waiver of any of the other rights of the Issuer arising out of the breach or any subsequent breach of any of these Terms and no right, power or remedy conferred upon or reserved for the Issuer in these Terms is exclusive of any other right, power or remedy available to the Issuer and each such right, power or remedy shall be cumulative.

28.             NOTICES AND COMMUNICATIONS

28.1          By using the Issuer Services, the RedotPay Card and/or the Custodian Wallet, you agree that the Issuer, its related corporations, third-party service providers, contractors or sub-contractors may provide you with any notices or other communications relating to your use of the RedotPay Card, the Issuer Services and/or the Custodian Wallet electronically: (a) via email (in each case to the address that you provide), SMS message, or telephone call (in each case to the phone number that you provide), or (b) by posting to the Site. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.

28.2         We prefer receiving notices to us electronically through our support system at support@redotpay.com.

29.              THIRD PARTY RIGHTS

29.1          No person other than you and us will have any right under the Contracts (Rights of Third Parties) Ordinance (Cap. 623 of the Laws of Hong Kong) to enforce or enjoy the benefit of any of the provisions of these Terms and Conditions.

30.             GOVERNING LAW AND JURISDICTION

These Terms shall be governed by and construed in accordance with the laws of Hong Kong. The parties agree to submit all disputes arising out of or in connection with these Terms to the exclusive jurisdiction of the courts of Hong Kong.

31.               DEFINITIONS

In these Terms, except where the context otherwise requires, the following words and expressions have the following meanings:

“Account”

means the account established in respect of a RedotPay Card for the purpose of recording Card Transactions and other items;

“Acceptable Tokens”

means such virtual assets which would be accepted by the Issuer and deposited into the Custodian Wallet, which, for the time being, include (i) Bitcoin (BTC), (ii) Ethereum (ETH), (iii) Tether (USDT) and (iv) USD Coin (USDC). Such list of Acceptable Tokens may be updated from time to time at the sole discretion of the Issuer;

“App”

means the mobile application software owned and released by the Issuer, and available for download for Android or Apple iOS, including all content and services made available on or through the same, and any and all updates, upgrades, supplements, releases and versions thereof;

“Applicable Law”

means any Hong Kong or foreign law, rule, statute, subordinate legislation, regulation, by-law, order, ordinance, protocol, code, guideline, treaty, policy, notice, direction or judicial, arbitral, administrative, ministerial or departmental judgment, award, decree, treaty, directive, or other requirement or guideline published or in force at any time which applies to or is otherwise intended to govern or regulate any person (including all parties to this Terms), property, transaction, activity, event or other matter, including any rule, order, judgment, directive or other requirement or guideline issued by any governmental or regulatory authority;

“ATM”

means automated teller machines;

“Card Balances”

shall have the meaning ascribed to the term in Clause 3.1(a)(ii);

“Card Data”

means the primary account number (PAN), expiration date and security code of a RedotPay Card;

“Card Issuance Services”

means the card issuance services provided by a CaaS Partner to the Issuer, which enable the issuance of the RedotPay Card by the Issuer under the relevant Card Network;

“Card Limits”

shall have the meaning ascribed to the term in Clause 4.2;

“Card Network”

means any international credit, debit and prepaid card network which is applicable in respect of your RedotPay Card;

“Card Network Rules”

means the by-laws, rules, regulations, orders, requirements and interpretations issued by the Card Network or otherwise communicated to the Issuer and which are applicable to the acceptance of Card Transactions by the Merchants and related matters in Hong Kong, as amended from time to time by the Card Network;

“Card Transactions”

means each transaction effected by using your RedotPay Card or PIN;

“CaaS Partner”

means any service provider which offers credit card as service solutions to the Issuer;

“Chargeback”

means a dispute filed by the Issuer that is sent through the relevant Card Network in accordance with the relevant Card Network Rules relating to a Card Transaction;

“Custodian Wallet”

means the cryptocurrency wallet provided and hosted by the Custodian which allows a user to store with the Custodian the types of virtual assets that have been approved by the Issuer;

“Custodian”

means a third-party entity designated and appointed by the Issuer to provide secure wallet services for the holding and management of virtual assets, which, for the time being, includes Cactus Custody offered by Matrix Trust Company Limited (a company incorporated in Hong Kong). Such list of Custodians may be updated from time to time;

“Enabled Device”

means the mobile communications or other device successfully registered by you for use in connection with the App and Issuer Services;

“Fees”

means all fees imposed by the Issuer, the Custodian, the Card Network and/or otherwise in relation to the use of the Issuer Services, the RedotPay Card and the Custodian Wallet;

“Instructions”

means all information, instructions, communications, orders or messages (including those relating to payments, transfers or other transactions), whether automated or not, referable to you;

“Issuer”

means Red Dot Technology Limited, the issuer of the RedotPay Card;

“Issuer Services”

means the Site, App, Service Content and all related features, services, content and applications (including those described in Clause 3.1) which the Issuer and its affiliated companies may make available to you from time to time;

“Merchant”

means a retailer, merchant or other supplier of goods and/or services which accepts payment by means of a card, card number, PIN or card and signature;

“Personal Data”

means data, whether true or not, about an individual who can be identified: (a) from that data, or (b) from that data and other information to which the organisation has or is likely to have access;

“PIN”

means such code or number that is used by us for the purpose of identification when you access information, give any instruction or conduct any transaction using your RedotPay Card or when you access any other Issuer Services;

“RedotPay Card”

means RedotPay crypto credit card, available as either a virtual or physical card, which is provided to you by the Issuer, allowing for transactions and access to credit secured by your deposited virtual assets held by the Custodian;

“Service Content”

means data, information, materials, advertisements, text, audio, video, graphics, software and other content on the Site and App;

“Site”

means the website https://www.redotpay.com/;

“Trade Marks”

shall have the meaning ascribed to the term in Clause 16(a);

“Transaction History”

means your transaction history and details on your Custodian Wallet;

“we/us/our”

means the Issuer and its affiliated companies;

“you/your”

means, jointly and severally, the individual(s) who is/are the user(s) of the RedotPay Card;

“Wallet Balance”

means to the total amount of virtual assets held in your Custodian Wallet, as may be increased or decreased according to these Terms; and

“Withdrawal Services”

shall have the meaning ascribed to the term in Clause 14.1.

 

 

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