Terms and Conditions

Version published: 2.0

Version published: 6 May 2026

For the previous version please see - https://colibrix.co.uk/terms-and-conditions

Welcome to Colibrix!

Thank you for using our services governed by these Terms and Conditions, which together with our Privacy Policy and Cookie Policy, and any special terms and conditions applicable to the specific Colibrix Services (jointly the “Agreement”), constitute the legal relationship between you and Colibrix. Please read them carefully.

You are advised to print or download and keep a copy of these Terms and Conditions for future reference.

1. Who We Are

1.1. Colibrix Limited, a company incorporated under the laws of England and Wales with company number 12578874 (“we”, “us”, “our” or “Colibrix” as applicable), is an electronic money institution authorised by the United Kingdom Financial Conduct Authority (“FCA”) under the Electronic Money Regulations 2011 and Payment Services Regulations 2017 for the issuing of electronic money and providing payment services. Our FCA reference number is 927920.

1.2. Our registered address is Warnford Court, 29 Throgmorton Street, London, EC2N 2AT, United Kingdom.

2. Scope of the Terms and Conditions

2.1. These Terms and Conditions together with the other constituent parts of the Agreement govern the use of our Services, business relationship between Colibrix and the Customer conditions, define the rights and obligations of the Parties arising from the provision of Services by Colibrix.

2.2. By registering to use the Colibrix Services you agree to these Terms and Conditions and Services specific provisions explicitly stipulated in the Contract on Services between the Parties.

2.3. These Terms and Conditions shall also govern situations where disputes or ambiguities arise between the Parties regarding the interpretation, content, form, or performance of the Services provided by Colibrix, to the extent not otherwise addressed in the Contract on Services or applicable law.

2.4. These Terms and Conditions shall be binding on both Parties upon acceptance by the Customer, which shall be deemed to occur when the Customer signs the Contract on Services, executes any related agreement, or otherwise proceeds with the use of the Services. The Terms & Conditions form part of the framework contract between the Customer and Colibrix and contain, together with the Contract on Services, the applicable Price List and any supplementary documents agreed between the Parties, the information required to be provided to the Customer under the Payment Services Regulations 2017 and, where applicable, the Electronic Money Regulations 2011. Before the Customer is bound by the framework contract, Colibrix shall provide the Terms & Conditions and the other relevant contractual information in a durable medium. By registering its Personal Profile in the System or otherwise accepting the Services, the Customer confirms that it has received, read and accepted those documents as legally binding.

2.5. Colibrix, in its sole discretion, may change these Terms and Conditions, or any constituent parts of the Agreement, from time to time, and it will post the changed Terms and Conditions, or any constituent parts of the Agreement, in the relevant section of the Colibrix Website or other channels of communication used by us from time to time. We will notify you of changes to these Terms and Conditions through your registered email. You are responsible for regularly reviewing these Terms and Conditions and other constituent parts of the Agreement.

2.6. If changes to these Terms and Conditions (i) arise from introducing new Services and do not affect your existing relationships with us, or (ii) are more favourable to you or (iii) are in connection with the changes in the foreign exchange rates or interest rates prevailing at the time or provided by banking partners, these will come into effect immediately unless otherwise advised. In all other circumstances, unless a longer term is specified, such changes will come into effect in two months time after being posted on the Website and notified through your registered email. Any such changes will not affect any Colibrix Services that were accessed or ordered prior to the effective date of such changes. If you are not a Micro-enterprise or Charity (as defined in Glossary below) the afore-mentioned two (2) month’s notice period for the changes will not apply to You: such changes will come into effect for You on at least a thirty (30) days’ notice instead.

2.7. Your continued use of the Colibrix Services after the effective date of any changes to these Terms and Conditions or any constituent parts of the Agreement shall constitute your consent to the proposed changes.

3. Definitions

Agreement – Terms and Conditions, our Privacy Policy, Cookie Policy, Fees and any special terms and conditions applicable to the specific Colibrix Services.

Application – a mobile software linked with the Personal Profile supported by the System, installed and used on a mobile device which belongs solely to the Customer

Authorisation – Customer’s granting of permission to the System for the provision of Services in the interests of the Customer, where the Customer identifies itself in the following ways:

a) accessing the Personal Profile installed on the Customer’s mobile device and providing its Personal identification number (PIN);

b) accessing the Personal Profile, providing its User ID, Password.

Authorised User – a natural person who is authorised by the Customer to access the Customer’s Profile and/or Customer’s Account and to give Payment Orders or other instructions on behalf of the Customer in accordance with these Terms & Conditions and any procedures notified by Colibrix.

Beneficial Owner – any natural person who ultimately owns or controls the customer and/or the natural person on whose behalf a transaction or activity is being conducted and includes at least:

in the case of legal entities:

the natural person who ultimately owns or controls a legal entity through direct or indirect ownership of 25% or more of the shares or voting rights or ownership interest in that entity, including through bearer shareholdings, or through control via other means, other than a company listed on a regulated market that is subject to disclosure requirements consistent with UK law or equivalent international standards. A shareholding of 25% plus one share or an ownership interest of more than 25% in the customer held by a natural person shall be an indication of direct ownership. A shareholding of 25% plus one share or an ownership interest of more than 25% in the customer held by a corporate entity, which is under the control of a natural person(s), or by multiple corporate entities, which are under the control of the same natural person, shall be an indication of indirect ownership.
if there are no persons under point a) the natural person who holds the position of Senior Managing Official must be identified;

in the case of trusts:

the settlor(s);
the trustee(s);
the protector(s), if any;
the beneficiaries, or where the individuals benefiting from the legal arrangement or entity have yet to be determined, the class of persons in whose main interest the legal arrangement or entity is set up or operates;
any other natural person exercising ultimate control over the trust by means of direct or indirect ownership or by other means;

in the case of legal entities such as foundations, and legal arrangements similar to trusts, the natural person holding equivalent or similar positions to those referred to in this Section.

Business Day – a day other than a Saturday, Sunday or a public holiday when financial institutions on which we rely on or partner with to deliver Colibrix Services are open for business.

Charity – the same meaning as in regulation 2 of the Payment Services Regulations. It generally means a body whose annual income is less than or equal to GBP 1 million and is:

in England and Wales, a charity as defined in the Charities Act 2011 (as amended or replaced from time to time);
in Scotland, a charity as defined by the Charities and Trustee Investment (Scotland) Act 2005 (as amended or replaced from time to time)
in Northern Ireland, a charity as defined by the Charities Act (Northern Ireland) 2008 (as amended or replaced from time)

Colibrix Services or Services – all of our products and services as well as products and services of our partner(s), and any other features, technologies, content and functionalities offered on our Website or through other channels of communication used by us from time to time.

Commission Fee – remuneration set in the Price List, which Colibrix levies on Services delivered by Colibrix. A Commission Fee may also be included in a Contract on Services with the Customer or in the Price List approved by the Customer

Consent – an exhaustive consent of the Customer to use the Services, which is given in the form of Authorisation or other authorisation tools allowed by Colibrix. A Consent, which is confirmed as described herein, shall be treated as having been fully confirmed by the Customer, and such a Consent shall have the same legal force and effect as a document signed in own hand by the Customer and shall be considered as a sufficient proof in dealing with any possible disputes between Colibrix and the Customer.

Contract on Services – an agreement between Colibrix and the Customer on the provision and use of Services provided by Colibrix. These Terms & Conditions form an integral part of the Contract on Services unless explicitly stated otherwise in the terms of the latter

Controller – any natural person who, alone or together with others, exercises ultimate control over the Customer within the meaning of applicable anti-money laundering legislation, including any Beneficial Owner and any Senior Managing Official.

Cookie Policy – Colibrix’s policy governing use of cookies by us and which is available on the Website or other channels of communication used by us from time to time, as may be amended from time to time.

Customer – a natural or legal person, including, where applicable, a consumer, micro-enterprise or charity, who has established business relationship with Colibrix.

Customer Profile – the Customer’s profile in the System created during registration and maintained thereafter, containing the Customer’s registration information, settings, permissions and other data associated with the Customer’s use of the Services.

Customer’s Account – the account you have opened with us in accordance with these Terms and Conditions.

Customer Identification – Customer’s identity verification under the procedure specified by these Terms & Conditions and the System requirements.

Electronic Money – electronically (including magnetically) stored monetary value as represented by a claim on the electronic money issuer which

(a) is issued on receipt of funds for the purpose of making payment transactions;

(b) is accepted by a person other than the electronic money issuer; and

FCA – the United Kingdom Financial Conduct Authority.

Fees – the fees payable by you to us for using our Services.

Funds – electronic money when used in relation to Services associated with electronic money.

Funds Reservation – the temporary blocking or earmarking of an amount of funds in the Customer’s Account so that those funds are unavailable for other use pending completion, cancellation, expiry or release of the relevant Payment Transaction or authorisation.

Merchant Account – a Customer Account opened for a Customer accepting card or other payments from third parties (Payers) in connection with the sale of goods or services, where Colibrix provides acquiring or related Services. Merchant Profile means the Customer’s profile in the System linked to a Merchant Account.

Micro-enterprise – the same definition as in the EU Commission Recommendation 2003/361/EC. It generally means an enterprise (i.e. any entity or other person, whether incorporated or not, engaged in an economic activity, irrespective of its legal form) which employs fewer than ten (10) persons (full time or equivalent) and whose annual turnover and/or annual balance sheet total does not exceed EUR 2 million or the British Pounds equivalent. All the criteria must be met to be recognised as a Micro-enterprise.

Late Payment Interest – interest payable on overdue fees from the due date until payment in full at the rate stated in the Fees section or, where applicable, any statutory interest rate available under applicable law.

Party – either Colibrix or the Customer, and Parties means both of them.

Personalised Security Credentials – the personalised credentials used to authenticate the Customer or an Authorised User when accessing the Services or authorising Payment Orders, including passwords, passcodes, one-time codes and any other security features designated by Colibrix.

Payer – a natural or legal person who holds a payment account and allows a payment order from that payment account, or, where there is no payment account, a natural or legal person who gives a payment order.

Payment – a transfer of funds initiated through the System in accordance with a Payment Order.

Payment Instrument – any personalised device and/or set of procedures agreed between Colibrix and the Customer and used by the Customer to initiate a Payment Order.

Payment Transaction – an act, initiated by the Customer or, where permitted, by a payee or other authorised person, of placing, transferring or withdrawing funds, including a Payment.

Payment Order – an instruction by a Payer or Payee to Colibrix requesting the execution of a Payment Transaction.

Payment Services Regulations 2017, PSRs 2017, PSRs – UK Statutory Instrument 2017 No. 752 made by the UK Treasury and laid before the Parliament on 19th July 2017 (as may be amended from time to time).

Penalty – any contractual penalty, default interest or Late Payment Interest payable by the Customer to Colibrix under this Agreement, the Contract on Services or the Price List.

Personal Data – any information relating to an identified or identifiable natural person and shall be interpreted in accordance with applicable Data Protection Law.

PIN – the personal identification number created or adopted by the Customer for the purpose of accessing the Application, authenticating the Customer and/or authorising use of the Services or a Payment Order. The Customer may change the PIN in accordance with the procedures made available by Colibrix.

Politically exposed person (PEP) – a natural person who is or has been entrusted with prominent public functions, where the level of risk posed by that person is assessed on a risk-sensitive basis taking into account the nature, duration and prominence of the functions performed, as well as close members or close assistants of such person in any country, in accordance with regulation 35 of the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017:

Head of State, Heads of Government, minister, vice minister and deputy minister, secretary of the State, chancellor of Parliament, Government or Ministry;
Member of the Parliament;
Member of the Supreme Courts, the Constitutional Courts or any other judicial authority, against whose decisions there is no judicial remedy;
Mayor of the municipality, municipality administration director;
A member of the management body of the Supreme State Audit and Control Office or the Central Bank Chairman, Deputy Chairman or a member of the Management Board;
An Ambassador, Chargés d'affaires ad interim, The Chief of Defense of the United Kingdom, Commanders of the armed forces and units, Chief of Defense Staff or Senior Officer of Armed Forces of Foreign Countries;
A member of the management or supervisory bodies of state enterprises, public limited liability companies and private limited liability companies whose shares or a part of shares carrying more than 1/2 of all the votes at the general meeting of shareholders of these companies are held by the right of ownership by the State;
A member of the management or supervisory bodies of municipal enterprises, public limited liability companies and private limited liability companies whose shares or a part of shares carrying more than 1/2 of all the votes at the general meeting of shareholders of these companies are held by the right of ownership by municipalities and which are considered to be large undertakings under the Law of the United Kingdom on Financial Reporting by Undertakings;
Leaders or deputies of an international intergovernmental organization, Member of the Management or Supervisory body (international intergovernmental organizations could be United Nations, Council of Europe, Institution of European Union, Organization for Security and Co-operation in Europe, NATO and others);
Head, deputy head or member of the management body of political party;
Any other natural person entrusted with a prominent public function of a similar nature.

Price List – the schedule of fees, charges and other amounts payable by the Customer for the Services and related transactions, as amended from time to time in accordance with this Agreement.

Recipient – the natural or legal person identified in a Payment Order as the intended recipient of funds.

Representative – a person duly authorised to act on behalf of the Customer by law, the Customer’s constitutional documents, a power of attorney, mandate or other valid authority.Senior Managing Official – the natural person(s) who has significant authority over a legal person's financial relationships (including with financial institutions that hold accounts on behalf of a legal person) and the ongoing financial affairs of the legal person (e.g. CEO, CFO, managing or executive director).

Service Schedule – any schedule, addendum or supplemental terms entered into between Colibrix and the Customer (or made available by Colibrix and accepted by the Customer) which sets out additional terms applicable to a specific Service.

Strong Customer Authentication – an authentication procedure based on the use of two or more elements categorised as knowledge, possession and inherence, in accordance with regulation 100 of the Payment Services Regulations 2017.

System – a software solution provided by Colibrix through the Website or Application, developed by Colibrix and used for providing Services

Top-up – the adding of funds to the Customer’s Account by a payment card in the Customer’s name, bank transfer, or any other funding method made available by Colibrix.

User ID means the unique identifier assigned by Colibrix to the Customer for the purpose of identifying the Customer within the System and enabling access to the Customer Profile through the Website or Application.

Website – the Colibrix website at www.colibrix.co.uk

4. Application of these Terms & Conditions

4.1. These Terms & Conditions apply to all Customers of Colibrix. Certain provisions, however, apply differently depending on the Customer's category, in accordance with the Payment Services Regulations 2017 and the Electronic Money Regulations 2011. For the purposes of this Agreement, the Customer falls into one of the following categories: (a) Consumer – a natural person acting for purposes other than a trade, business or profession; (b) Micro-enterprise – as defined in the Glossary; (c) Charity – as defined in the Glossary; or (d) Other business customer – any Customer not falling within (a), (b) or (c). Where a provision of these Terms & Conditions implements rights or protections under the Payment Services Regulations 2017 or the Electronic Money Regulations 2011 which cannot lawfully be disapplied in respect of Consumers, Micro-enterprises or Charities, that provision shall apply to such Customers regardless of any contrary wording elsewhere in this Agreement.

4.2. In accordance with regulation 63(5) of the PSRs 2017, where the Customer is an Other business customer, Colibrix and the Customer expressly agree to disapply, to the maximum extent permitted, those provisions of Part 6 and Part 7 of the PSRs 2017 which the Regulations allow to be disapplied between non-consumer parties, as further set out in clause 19.10.

4.3. Where any provision of this Agreement is more favourable to the Customer than the statutory minimum applicable to that Customer's category, the more favourable provision shall prevail.

4.4. To use the Services, the Customer must, on an ongoing basis: (a) be at least 18 years of age (if a natural person) or duly incorporated and validly existing (if a legal entity); (b) not be located, established, resident or registered in any country, territory or jurisdiction in respect of which Colibrix has determined, acting reasonably, that it cannot lawfully or prudently provide the Services; (c) satisfy Colibrix's onboarding, identification and customer due diligence requirements as set out in Section 7; and (d) have accepted this Agreement and any applicable Service Schedule.

4.5. Colibrix Services are offered only in jurisdictions where Colibrix is permitted under applicable law to provide such Services. Colibrix may, at any time and on reasonable notice (or without notice where required by applicable law, regulatory direction or its safeguarding, banking or scheme partners), restrict, suspend or cease to offer all or part of the Services in any jurisdiction.

5. Colibrix Services

5.1. The Colibrix Services enable you to receive and make payments as well as spend, transfer and redeem or withdraw funds received from such payments.

5.2. Colibrix is an independent provider of services for all purposes and is not your agent, trustee, representative, nor the agent, trustee, representative of any payer that you receive payment from or payee that you effect payment to via the Colibrix Services. Colibrix does not have control of, or assume liability for, the products, work or services that are paid for with the Colibrix Services. We do not guarantee or ensure that a buyer or a seller will complete a transaction and we make no representation or warranty as to any products, work and services provided or delivery thereof.

5.3. The Colibrix Services are provided in accordance with the laws of England and Wales.

5.4. Colibrix Account is not a bank account, nor does it offer the features and benefits of a traditional bank account. The funds held in Colibrix Account do not constitute deposits and do not earn any interest. The electronic money held in your Colibrix Account does not expire provided that it is redeemed in compliance with these terms and conditions. Electronic money is held by Colibrix for your future use of the Colibrix Services.

5.5. By accepting these Terms and Conditions you acknowledge that the United Kingdom’s Financial Services Compensation Scheme (FSCS) does not apply to funds held in your Colibrix Account. In the unlikely event that we become insolvent, your funds will be kept safe by being held on a specifically designated segregated safeguarding account with an authorised credit institution or covered by an insurance policy from an authorised insurer. This is done to ensure that client funds are kept in a way that they do not commingle with the Colibrix’s own funds. Client funds held on these segregated (safeguarding) accounts cannot be affected by liquidating nor be touched by administrators. Client funds are also insulated (protected) against the claims of any other of Colibrix’s creditors. By taking the above-stated measures, Colibrix provides assurance that it will not use client funds to pay its own debts to meet obligations, and in the event of the Colibrix’s insolvency, they will be used to repay clients after applicable costs are deducted by the administrator of liquidator of Colibrix during the insolvency process.

5.6. Client funds are also protected from any interest in, recourse against, or right of set-off from the authorised credit institution where Colibrix holds client funds. Colibrix regularly carries internal and external audits to demonstrate that it is safeguarding Client funds in compliance with applicable law.

5.7. Clients can check the FCA website to find guidance in deciding whether the level of protection Colibrix offers is appropriate in their circumstances (current at the date these Terms and Conditions are published, available at: https://www.fca.org.uk/consumers/using-payment-service-providers).

5.8. In addition to this, we strictly adhere to applicable requirements which are designed to ensure we have sufficient capital in the business.

6. Registering And Use Of Personal Profile

6.1. A person may use the Services only if that person:

(a) has completed the registration and onboarding process required by Colibrix;

(b) has been accepted by Colibrix as a Customer;

(d) has accepted this Agreement and any applicable Service Schedule.

6.2. By applying for or using the Services, the Customer represents and warrants on an ongoing basis that:

(a) if the Customer is a legal entity, the Customer is duly incorporated, validly existing and operating, and acting through a duly authorised Representative;

(b) all information and documents supplied to Colibrix are complete, accurate and not misleading;

(d) the Customer, and where relevant its Beneficial Owners, Representatives and Controllers, comply with applicable anti-money laundering and counter terrorist financing, sanctions, fraud-prevention and tax-reporting requirements.

6.3. The Customer must not register more than one Customer Profile or Merchant Profile without Colibrix’s prior written consent.

6.4. The Customer shall acknowledge that, at the time of applying for personal profile and at the moment of entering into the Agreement, he is fully legally capacitated and is not under the influence of alcohol, drugs, psychoactive, toxic or other intoxicating substances;

6.5. The Customer shall provide correct data when completing the application and registering the Personal Profile in the System and, if there is a need for changing or adding data, the Customer will submit correct data only. The Customer shall bear any losses that may occur due to submission of invalid data. The Customer is entitled to register one Personal Profile.

6.6. Before Colibrix commences the provision of any Services, the Customer must confirm its acceptance of these Terms and Conditions and the relevant provisions of the Contract on Services, as made available by Colibrix.

6.7. Access to and use of the Personal Profile is possible when Colibrix has appropriately identified the Customer by means of identification indicated at the moment of submission of an application for Personal Profile registration. The Customer shall be entitled to change certain data used for access to the Personal Profile and Customer’s Account in compliance with the procedures foreseen in the System.

6.8. The Parties agree that the Customer may sign agreements, consents and other contractual or compliance-related documents by means of an electronic signature, including, where accepted by Colibrix, a qualified electronic signature, provided that such electronic signature complies with applicable law and is legally valid in the United Kingdom. Personal identification documents may be submitted or provided electronically in the manner specified by Colibrix.

6.9. The Customer will receive a confirmation on registration of Personal Profile and opening of Customer’s Account via email address, which has been indicated when completing the application and registering the Personal Profile in the Webpage. If the Customer has used Application for registration of Personal Profile, the Customer will see the confirmation in Customer’s Personal Profile.

6.10. Colibrix may refuse an application for registration or activation where:

(a) the application or supporting information and/or documentation is incomplete, inaccurate or misleading;

(b) Colibrix cannot complete required due diligence, verification or screening;

(c) the Customer does not meet Colibrix’s onboarding, eligibility or risk acceptance criteria applicable to the relevant Services;

(d) provision of the Services would create legal, regulatory, financial crime, operational, card-scheme, reputational or other risks for Colibrix; or

(e) Colibrix is otherwise required or permitted to refuse the application under applicable law, regulation, card-scheme rules or its internal compliance and risk-management policies and procedures

6.11. Colibrix reserves the right to refuse registration, block the Customer's access, invalidate suspicious operations, and, where necessary, report such activities to the relevant law enforcement authorities, in accordance with applicable laws and regulations.

7. Customer Identification and Due Diligence

7.1. Colibrix will identify and verify the Customer, Beneficial Owner, Representative, Authorised User or connected person, in accordance with applicable anti-money laundering/counter terrorist financing, sanctions, fraud prevention, tax-reporting laws and internal policies.

7.2. Colibrix may use any lawful verification method, including but not limited to:

(a) documentary checks;

(b) database and registry checks;

7.3. Any document provided to Colibrix must be in a form acceptable to Colibrix and, where Colibrix reasonably requires, notarised, legalised, apostilled and/or translated at the Customer’s expense.

7.4. Colibrix may require the Customer to refresh questionnaires, declarations and due diligence information periodically and whenever there is a trigger event, including a change in ownership, control, business model, country exposure, transaction pattern or sanctions risk.

7.5. Colibrix shall identify and verify the Customer and, where applicable, its Beneficial Owners, Representatives, Authorised Users and connected persons before, or where permitted by applicable law during, the establishment of a business relationship, using documents, data or information obtained from a reliable and independent source.

7.6. The Scope, Timing and Method of Identification and Verification

The scope, timing and method of identification and verification may vary depending on the nature of the Customer, the Services requested, the delivery channel, the jurisdictions involved and the level of legal, regulatory, financial crime or sanctions risk reasonably identified by Colibrix. Colibrix may use one or more lawful, risk-based and appropriate identification and verification methods, including documentary verification, database and registry searches, biometric, liveness or video verification, and verification of bank account ownership or control, using documents, data or information obtained from reliable and independent sources where required by applicable law.

When the Customer applies for a Personal Profile and a Customer Account is to be assigned, the Customer must provide the information and documents requested by Colibrix for identification, verification and due diligence purposes:

7.6.1. Colibrix shall identify and verify the Customer using one or more lawful, risk-based and appropriate methods, which may include documentary verification, database and registry searches, biometric, liveness or video verification, and verification of bank account ownership or control, using documents, data or information obtained from reliable and independent sources where required by applicable law.

7.6.2. In the case of a legal entity, Colibrix may require constitutional documents, proof of incorporation or registration, evidence of ownership and control structure, evidence of authority to act on behalf of the legal entity, and identification documents for its Representatives, Beneficial Owners and other relevant persons.

7.6.3. Any power of attorney provided to Colibrix must be in a form acceptable to Colibrix and, where reasonably required, notarised, legalised, apostilled and/or translated at the Customer’s expense.

7.6.4. Where required by applicable law or Colibrix’s internal policies and procedures, Colibrix may request additional information or evidence, including in relation to source of funds, source of wealth, account ownership, expected account activity or any other matter relevant to customer due diligence or ongoing monitoring.

7.6.5. If the Customer fails to provide requested information or documents within the period reasonably specified by Colibrix, Colibrix may refuse registration or activation, suspend or restrict the Services, or terminate the business relationship where required or permitted by the Agreement and applicable law.

7.6.6. When the Customer applies for a Personal Profile on the Website and a Customer Account is to be assigned, the Customer must provide the information, documents and questionnaires requested by Colibrix for identification, verification and due diligence purposes in English.

7.7. Establishing the Business Relationship and Entering Into the Agreement

7.7.1. Colibrix may decide, acting reasonably and in accordance with applicable law, whether to enter into, maintain, suspend, restrict or terminate a business relationship with any person.

7.7.2. Colibrix may refuse to enter into or continue a business relationship where:

the Customer provides false, incomplete or misleading information;
the Customer fails to provide requested due diligence information;
Colibrix is unable to verify the Customer or any connected person;
Colibrix identifies actual or suspected fraud, money laundering, terrorist financing, sanctions risk, bribery, corruption, tax evasion or other unlawful activity;
the Customer’s proposed use of the Services is outside Colibrix’s risk appetite or permitted business model;
provision of the Services would breach law, regulation, court order, regulatory expectation, scheme rule or a requirement of a banking, safeguarding, settlement or acquiring partner; or
Colibrix otherwise has a valid legal, regulatory or risk-based reason to refuse,
Colibrix reserves the right to refuse to enter into business relationship and enter into the Agreement with a person or entity also in other cases not set out in preceding Section hereof if, in the opinion of Colibrix, there exists other material reason, especially material obstacles to commencing a business relationship.

7.7.3. The Agreement comes into force when the Customer accepts the Agreement and remains in force until terminated in accordance with this Agreement.

7.7.4 By entering into this Agreement, the Customer also agrees to the then-current Price List and each applicable Service Schedule.

7.7.5. The Customer shall ensure that funds are derived from lawful activities and do not originate from any illegal source. The Customer shall promptly notify Colibrix if it becomes aware of, or has reasonable grounds to suspect, that the funds may be unlawful, unauthorised, or otherwise inconsistent with the Customer’s known business or activities.

7.7.6. The Customer is prohibited from using the Customer’s Account or other Services for conducting any unlawful activities, including for money laundering or terrorist financing related operations, tax evasion as well as for any activities aimed at circumventing international sanctions or prohibitions, or national sanctions or prohibitions of the United Kingdom.

7.7.7. Colibrix shall have the right to suspend execution of Services or Payment Transactions for a time period as may be necessary for obtaining and assessing the information and documents, for fulfilment of requirements of legislation governing the area of anti-money laundering and counter-terrorist financing, sanctions or other applicable legislation, as well as the requirements or restrictions imposed by correspondent credit/payment institutions.

7.7.8. When the Customer has completed an application at the time of registration of Personal Profile through Application and has read and accepted the Agreement, and Colibrix has created Customer’s Personal Profile, the Agreement enters into effect when the Customer agrees with terms and conditions of the Agreement and remains valid until terminated in accordance with their terms or applicable law.

7.7.9. The Customer’s Account is opened for the Customer in the System for an indefinite period of time, unless closed in accordance with the Agreement or applicable law.

7.7.10. The Customer’s Account may be a multicurrency account. The principal currency of the Customer’s Account is GBP, into which Colibrix converts all currencies not specified by the Customer as the permitted currencies at the end of the day at the Colibrix’s exchange rate in force. Balances of principal currencies of the Customer’s Account and permitted currencies of the Customer’s Account are included in a Customer’s Account statement. Colibrix Commission Fees are deducted always in GBP.

7.7.11. The Customer’s Account may be used by the Customer to deposit, transfer, keep funds in the Customer’s Account, as well as to receive money to the Customer’s Account, settle for goods and services, currency exchange and perform other operations directly related to funds transfers. All Colibrix Services may only be used by Customers who have registered a Personal Profile and undergone the identification procedures in accordance with the provisions established by the Agreement and the requirements of the System.

7.7.12. Money held in the Colibrix Customer’s Account is considered Electronic Money which Colibrix issues after the Customer transfers money to the Customer's Account. After the Customer transfers money to its Customer’s Account and Colibrix receives the money, Colibrix credits it to the Customer’s Account, at the same time issuing Electronic Money at the nominal value. The Electronic Money is credited to and held on the Customer’s Account.

7.7.13. Money received by Colibrix in exchange for e-money issued to the Customer constitutes relevant funds for the purposes of the EMRs 2011 and will be treated in accordance with applicable safeguarding requirements. E-money is issued at par value when Colibrix receives cleared funds and credits the corresponding value to the Customer Account. E-money held in the Customer Account:

(a) is not a deposit;

(b) is not covered by the Financial Services Compensation Scheme; and

7.7.14. The specific method of transferring funds to the Customer’s Account is selected by the Customer in the Personal Profile by selecting the “Top-up” function, which contains instructions for depositing money for each method of Payment.

7.7.15. The nominal value of Electronic Money shall be equal to the amount of funds received by Colibrix for the Customer and credited to the Customer’s Account. Any applicable Commission Fee for the relevant payment method shall be charged separately in accordance with the Agreement and the applicable Price List.

7.7.16. At the request of the Customer, Electronic Money held on Customer’s Account shall be redeemed at their nominal value at any time, subject to applicable legal and contractual limitations, except for cases set forth in the Agreement when limitations are applied to the Customer’s Account.

7.7.17. The Customer submits a request for redemption of Electronic Money by generating a Payment Order to transfer Electronic Money from Customer’s Account to any other account specified by the Customer (with a credit institution or electronic payment systems to which Colibrix can transfer money) or withdraw Electronic Money from Customer’s Account by other methods supported by Colibrix and indicated in the System. Colibrix has the right to apply limitations for redemption of Electronic Money.

7.7.18. No redemption specific conditions shall apply to Electronic Money other than those expressly set out in the Agreement and permitted by applicable law. Only Electronic Money that is not subject to any lawful restriction, hold, block or limitation applied to the Customer’s Account in accordance with the Agreement or applicable law may be redeemed or transferred.

7.7.19. No additional fee for Electronic Money redemption is applied other than those expressly set out in the Agreement and permitted by applicable law. In the event of redemption of Electronic Money, the Customer pays the usual Commission Fee for a money transfer or withdrawal which depends on the method of Electronic Money transfer/withdrawal chosen by the Customer. Standard Colibrix Commission Fees for money transfer/withdrawal as established by the Price List are applied.

7.7.20. If the Customer terminates the Agreement and requests closure of the Customer’s Account and deactivation of the Personal Profile, or if Colibrix terminates the Agreement in accordance with the Agreement, any remaining balance of Electronic Money shall, subject to applicable law and the Agreement, be redeemed at par value and paid to an account in the Customer’s name with another credit institution or payment service provider notified by the Customer. Where Colibrix is unable to complete redemption because the Customer has not provided valid payment instructions, Colibrix may continue to hold the relevant funds or safeguarded amount in accordance with applicable law until valid instructions are received or the funds are otherwise dealt with in accordance with the Agreement and applicable law. Colibrix may deduct only such fees, charges or other amounts as are expressly provided for in these Terms, lawfully due and payable by the Customer, and permitted by applicable law. Where there is a bona fide dispute, legal restriction, chargeback, sanctions issue, fraud concern or other lawful basis affecting part of the balance, Colibrix may withhold only the amount reasonably related to that issue until the matter is resolved.

7.7.21. In case Colibrix is unable to repay the remaining balance due to insufficient or inaccurate details provided by the Customer, Colibrix will notify the Customer within 5 (five) Business Days and request updated details. If no response is received within 30 (thirty) calendar days, the funds will be held by Colibrix in accordance with applicable law and safeguarding requirements until valid instructions are received or the funds are otherwise dealt with in accordance with these Terms and applicable law.

7.7.22. Colibrix safeguards Customer funds in accordance with the Electronic Money Regulations 2011 and Payment Services Regulations 2017. Customer funds are held in segregated accounts with authorised credit institutions and are kept separate from Colibrix’s own funds. In the event of Colibrix’s insolvency, safeguarded funds are protected in accordance with applicable safeguarding requirements.

7.7.23. Funds received in exchange for e-money issued are safeguarded in accordance with the Electronic Money Regulations 2011 and PS 25/12.

7.7.24. Funds received for payment services unrelated to e-money issuance, including where applicable settlement or execution flows falling within the PSRs, are safeguarded separately in accordance with the Payment Services Regulations 2017 and PS 25/12.

7.7.25. Safeguarding protects customer funds in the manner required by applicable law, but safeguarded funds are not FSCS-protected deposits.

8. Usage of Customer’s Account and Payment Order

8.1. The Customer may manage the Customer’s Account remotely. The Customer must use the Services only in accordance with this Agreement, applicable law, scheme rules, technical documentation and Colibrix’s reasonable instructions.

8.2. The Customer can manage the Customer’s Account and perform Payment Transactions from the Customer’s Account:

via the Website by logging into its Personal profile;
via the Application.

8.3. Payment Transfers from the Customer’s Account may be executed:

to another user of the System;
to the Single European Payment Area (SEPA) payment system members;
to SWIFT accounts if the Customer is eligible for such Service;
to accounts with other payment institutions specified in the System.

8.4. A Payment Transaction is considered authorized only if the Payer provides a Consent.

8.5. The Consent of the Customer (Payer) is submitted prior to execution of the Payment Order. Pursuant to the provisions of Contract on Services in some cases the Consent issued by the Customer to Colibrix for the Services requiring the Consent of the Customer may be given after execution of relevant Payment service.

8.6. The Customer is obliged to provide a Payment Order for the execution of the Payment Transaction in accordance with the instructions specified in the System and is valid at the moment of Payment Transaction. In case the Customer is the Recipient, the Customer is obliged to provide detailed and precise information to the Payer so that the Payment Order for the Payment Transaction in all cases complies with the instructions in the System and valid at the moment of transfer. Before sending a Payment Order for the execution of a Payment Transaction or sending information to another Payer, the Customer is required to check and update the account details.

8.7. Colibrix shall have the right to set requirements in respect of provision of certain information (e.g. transfer amount, currency, Recipient’s name, legal name, or address, payment codes (such as S.W.I.F.T., BLZ, ABA, Sort Code), as well as other necessary information) that the Payer must provide in order for Colibrix to be able to cause due execution of the Payment Order. Requirements as to information are given in the Payment Order form, these Terms & Conditions, Contract on Services, Price List, Application or Website or by sending the Customer a separate notice concerning submission of the required information.

8.8. In case of transfers to credit institution accounts or payment systems not in SEPA countries and if Colibrix is indicated as a Payer, together with the Payment, the Recipient is also provided with information, which, depending on technical capabilities, can be provided by one or more of the following methods:

detailed information about the Payer-Customer is given in the field of the primary Payer provided it is supported by the relevant e-banking or payment system;
detailed information about the Payer-Customer is given in the field of payment purpose;
along with the Payment the Recipient is given a link to a Website where the detailed information about the payment and the Payer is provided.

8.9. In order to execute a Payment via Website, the Customer shall fill a Payment Order in the System via its Personal Profile and submit it for execution, electronically confirming by Authorisation code.

8.10. In order to execute a Payment by using the Application, the Customer shall fill a Payment Order in the System and submit it for execution, electronically confirming by PIN.

8.11. Submission and electronic confirmation of the Payment Order in the System is an agreement of the Customer to execute the Payment Transaction. Once a Payment Order has been received by Colibrix, it may not be revoked by the Customer except as expressly permitted by regulation 67 of the Payment Services Regulations 2017, namely: (a) where the Payment Transaction is initiated by or through the Payee, the Customer may not revoke the Payment Order after transmitting it or giving consent to the Payee, but may revoke a direct debit not later than the end of the Business Day preceding the day agreed for debiting the funds; (b) where Colibrix and the Customer have agreed that execution of the Payment Order is to start on a specific day, at the end of a certain period or on the day on which the Customer puts funds at Colibrix’s disposal, the Customer may revoke the Payment Order not later than the end of the Business Day preceding the agreed day; and (c) after the time limits set out above, the Payment Order may be revoked only if expressly agreed between Colibrix and the Customer (and, in cases (a), where applicable, also with the agreement of the Payee). Colibrix may charge for any such revocation in accordance with the Price List, where permitted by applicable law.

8.12. In case the amount of money on the Customer’s Account is insufficient to execute the Payment, the Payment is not executed, however, the System will attempt executing the Payment Order after the Payment Order receipt, should the Customer choose such option. If the amount of money on the Customer’s Account is insufficient in one currency, but there is a sufficient amount of money in another currency, the Payment Transaction shall not be executed until the Customer converts the other currency to the currency of the payment, except for cases, when the Customer has ordered an automatic currency exchange feature.

8.13. In case, when Customer’s account gets overdrawn as a result of Payment Transaction initiated by the Customer or related Commission Fees or Penalties applied by Colibrix, the Customer is obligated to reimburse the outstanding balance by topping up his Customer’s account immediately.

8.14. Colibrix shall have the right to transfer funds to the Recipient also based solely on the Recipient’s Account number specified in the Payment Order even if the Recipient’s name (incl. first name and surname) in the Payment Order does not match the indicated account number. Where Colibrix participates in a Confirmation of Payee or equivalent name-checking scheme, the result of any such check is provided for the Customer’s information only and does not, of itself, prevent Colibrix from executing the Payment Order in accordance with the unique identifier provided by the Customer (within the meaning of regulation 90 of the Payment Services Regulations 2017). The Customer remains responsible for the accuracy of the unique identifier. Colibrix reserves the right not to execute a Payment Order where it has well-grounded doubts as to its legitimacy or where execution would, in Colibrix’s reasonable view, give rise to a risk of fraud, financial crime, sanctions breach or other unlawful activity. Where a Payment Transaction has been executed in accordance with the unique identifier provided by the Payer, Colibrix shall, on request and in accordance with regulation 90(5) of the Payment Services Regulations 2017, make reasonable efforts to recover the funds and may charge a reasonable fee for the recovery in accordance with the Price List.

8.15. In case when it is still impossible to identify the Recipient according to the indicated or corrected data, the funds are stored in the Colibrix system until the Payer or the Recipient contacts and additional data allowing to credit the funds to the Recipient is provided (after debiting the fee for specifying/correcting the Payment Order from the transferred amount before crediting it to the Customer’s Account of the Recipient). Such funds may also be returned to the Payer under a written request of the Payer. In this case, the fee for returning the funds, which is indicated in the System, will be debited from the transferred amount before returning it to the Payer.

8.16. If the Payer submits an incorrect Payment Order or indicates incorrect data for the Payment, but the Payment has not yet been executed by Colibrix, the Payer may request to correct the Payment Order. In this case the Commission Fee indicated in the Price List for the correction of the Payment Order might be applied.

8.17. The Customer, having noticed that money has been credited to its Customer’s Account by mistake or in other ways that have no legal basis, is obliged to notify Colibrix thereof. The Customer has no right to dispose of money that does not belong to the Customer (in such cases Colibrix has the right and the Customer gives an irrevocable consent to deduct the money from its Customer’s Account without the Customer’s Authorisation).

8.18. If a credit institution or another electronic money transfer system applies fees for transferring money from the Customer’s Account to the Customer’s account with credit institution, card or a payment account of another electronic payment system, as well as for transferring money from a credit institution account, card or another electronic payment system to the Customer’s Account, the actual expenses shall be covered by the Customer.

8.19. Opening and maintenance of the Customer’s Account is charged according to the Price List.

8.20. Fees for Colibrix Services are deducted from the Customer’s Account before execution of Payment Transaction or rendering any Service by Colibrix. In case the amount of money on the Colibrix account is less than the price of a payment service, the payment service may be not executed.

8.21. Colibrix shall have no liability for execution of orders given to Colibrix if the Customer’s Accounts lack the required amount of funds.

8.22. The Customer has the right to set up the Payment limits as well as to change limits on Payment Transfers for Customer’s Account by completing an additional confirmation in Personal Profile in accordance with the procedure established in the System.

8.23. The Customer may check the Customer’s Account balance and history by logging in to the Personal Profile and requesting to provide a Customer’s Account statement. There is also information about all applied fees deducted from the Customer’s Account during a selected period of time.

8.24. Any terms related to execution of Payments (incl. fee, sequence and time of execution) and not set out in these Terms & Conditions, shall be stipulated in the Price List or Contract on Services.

8.25. The Customer confirms that:

incoming funds on its Customer’s Account are not obtained as a result of criminal activity;
the Customer will not use Services provided by Colibrix for any illegal purposes, including actions and operations aimed at laundering the proceeds derived from criminal or illegal activity.

8.26. Colibrix reserves the right to suspend Payment Transactions in the Customer’s Account at any time:

if reasonable doubt exists as to safety of funds in the Customer’s Account or there is suspicion of unauthorized or fraudulent transactions in the Customer’s Account;
if the Customer is in breach of the Agreement;
in the events set out in applicable legislation or the Agreement.

8.27. In the events referred to in clauses 8.26, Colibrix shall notify the Customer in the manner set forth in the Agreement or using other means of communication acceptable to Colibrix, including email, or the Customer’s Account remote administration.

8.28. Access to Customer’s Account shall be disabled on the Customer’s initiative if the Customer gives a relevant instruction to Colibrix in writing or in other manner agreed between the Parties in Contract on Services.

8.29. Colibrix is not liable for losses incurred by the Customer due to suspension of Service provision, Funds Reservation, blockage of the Customer’s Account or other actions if such actions have been performed in accordance with the procedures stated in the Agreement or Contract on Services and under circumstances and on the basis specified in the mentioned documents.

9. Execution of the Payment Order

9.1. Provided the Customer is the Payer, the Payment Order is considered received by Colibrix (calculation of the time period of execution of such Payment Order starts) on the day of its receipt, or, if the moment of receipt of the Payment Order is not a Business Day, the Payment Order is considered received on the next Business Day of Colibrix.

9.2. If the Payment Order is received by Colibrix on a Business Day of Colibrix but not on business hours set by Colibrix, it is considered received on the next Business Day of Colibrix.

9.3. Payment Order in the System is executed immediately up to a few minutes, unless the Payment Transaction is suspended due to causes set forth in legal acts and the Agreement , regardless of business hours of Colibrix unless a maintenance period is in place.

9.4. Where Payment Order is executed in GBP in the United Kingdom or in EUR in EU member states registered credit institution or electronic money institution, Colibrix ensures that, after the point in time of receipt of a Payment order, the amount of the Payment Transaction is deducted on behalf of Recipient’s payment service provider’s account on the same Business day, provided that the point in time of receipt of the Payment Order is that Business day by 12 p.m. Where the point in time of receipt of the Payment Order is after 12 p.m., the Colibrix ensures that the amount of the Payment Transaction is deducted on behalf of the Recipient’s payment service provider’s account at the latest by the end of the next Business day.

9.5. Colibrix reserves the right to store information about any Payment Order submitted, as well as recording and storing information about any Payment Transactions executed. Records mentioned in this clause shall serve as an evidence confirming the submission of Payment Orders and/or executed Payment Transactions for the Customer and/or third parties, who have the right to receive such data under the basis established by the legislation.

9.6. Payment Order submitted by the Customer shall comply with requirements for submission of such Payment Order and/or content of the Payment Order set by the legislation or by Colibrix. Payment Orders submitted by the Customer shall be formulated clearly, unambiguously, shall be executable and contain a clearly stated will of the Customer. Colibrix assumes no liability for any incorrect Payment Orders submitted by the Customer/Payer. If the Payment Order submitted by the Customer does not contain enough data or contains deficiencies, Colibrix, regardless of the nature of deficiencies in the Payment Order, can refuse to execute such Payment Order, or execute it in accordance with data given in the Payment Order.

9.7. Colibrix has the right but not an obligation to refrain from execution of a Payment Order in case of a reasonable doubt whether the Payment Order has been submitted by the Customer or its Representative, and/or whether the Payment Order or the submitted documents are legitimate. In such cases, Colibrix has the right to demand that the Customer additionally confirms the submitted Payment Order and/ or submits documents confirming the rights of persons to manage the funds held on the Customer’s Account or other documents indicated by Colibrix in a way acceptable to Colibrix at the expense of the Customer. In cases mentioned in this clause, Colibrix acts with the aim to protect legal interests of the Customer, Colibrix and/or other persons, thus Colibrix does not undertake the responsibility for losses which may arise due to refusal to execute the submitted Payment Order.

9.8. Colibrix shall not be responsible for execution of Payment Orders given to Colibrix if the Customer’s Account lacks the necessary amount of funds. The Customer shall ensure a sufficient amount of funds in a relevant currency on its Account to execute the Payment Order.

9.9. Before executing the Payment Order submitted by the Customer, Colibrix has the right to request from the Customer a proof (including documentary evidence) of documents which prove the legal source of funds/wealth related to the Payment Order. In case the Customer does not submit such documents, Colibrix has the right to refuse to execute the Payment Order.

9.10. Colibrix has the right to involve third parties to partially or fully execute the Payment Order of the Customer, if the Customer’s interests and/or the essence of the Payment Order require so. In the event that the essence of the Payment Order of the Customer requires sending and executing the Payment further by another financial institution, but this institution suspends the Payment Order, Colibrix is not responsible for such actions of the financial institution but makes attempts to find out the reasons for the suspension of the Payment Order. Colibrix has the right to suspend and/or terminate the execution of the Payment Order of the Customer, if required by law or in case it is necessary for other reasons beyond control of Colibrix.

9.11. Colibrix reserves the right to refuse and not to execute a Payment Order if:

execution thereof is not allowed under applicable legislation;
this contravenes any restrictions laid down by Colibrix or Colibrix affiliates;
this is related, directly or indirectly, to a country, territory, or person or entity (incl. institutions and organizations) that is subject to financial and other sanctions imposed by international organizations or individual states or the national sanctions of the United Kingdom.

9.12. Colibrix shall have the right to refuse execution of the Customer’s Payment Orders if the information supplied to Colibrix is not sufficient for fulfilment of the requirements of legislation governing the area of anti-money laundering and counter-terrorist financing or other legislation, or transaction in question is directly or indirectly related to a person or entity (incl. institutions and organizations) that are subject to international sanctions or the national sanctions of the United Kingdom related to a person or entity that is directly or indirectly affiliated with a person or entity (incl. institutions and organizations) that is subject to international sanctions or restrictions, or the national sanctions or restrictions of the United Kingdom.

9.13. If money transferred by the Payment Order is returned due to reasons beyond the control of Colibrix (inaccurate data of the Payment Order, the account of the Recipient is closed, etc.), the returned amount is credited to the Customer’s Account. Fees paid by the Payer for the Payment Order execution are not returned, and other fees related to returning of money and applied to Colibrix can be deducted from the Customer’s Account.

9.14. Payment Transfers initiated by Colibrix may be standard and urgent. The manner of the Payment is selected by the Customer. If the Customer does not select the Payment manner, it is considered that the Customer has initiated a standard Payment.

10. Acceptance Of Payment In Customer’s Account

10.1. Colibrix shall have the right to accept any payments in the Customer’s Account without their consent.

10.2. A payment received on a Business Day after the normal working hours of Colibrix shall be considered received on the next Business Day.

10.3. Colibrix reserves the right not to accept a Payment in the Customer’s Account if:

the information supplied to Colibrix is not sufficient for fulfilment of requirements of legislation governing the area of anti-money laundering and terrorist financing prevention or other legislation;
execution of Payment is prohibited under applicable legislation;
execution is not possible due to reasons beyond reasonable control of Colibrix (because the correspondent credit/payment institution refuses to execute such Payment);
this contravenes any restrictions laid down by Colibrix or Colibrix affiliates;
this is related, directly or indirectly, to a country, territory, or person or entity (incl. institutions and organizations) that are subject to financial and other sanctions imposed by international organizations or individual states or the national sanctions of the United Kingdom.

11. Unauthorised or Incorrect Payments

11.1. The Customer shall have a duty to see and check the Customer’s Account statements at least once a month. A failure to inspect the Customer’s Account balance shall not release the Customer from performance of its duties.

11.2. The Customer shall notify Colibrix without undue delay upon becoming aware of any unauthorized or incorrectly executed Payment Transaction and in any event no later than 13 (thirteen) months after the debit date, unless Colibrix has failed to provide or make available the information required under applicable legislation.

11.3. Having learned about an unauthorised Payment Transaction Colibrix will return the amount of the unauthorized transaction immediately but no later than by the end of next Business Day and will restore the account balance, unless there are grounds for suspecting fraud or other illegal activities. Colibrix also ensures that Customer will not incur losses (in terms of interest payable or receivable) due to unauthorised Payment Transactions.

11.4. If the Customer is a Payer and a Payment Order is initiated by the Recipient, then the Recipient‘s payment service provider is responsible for the due transmission of the payment order to Colibrix.

11.5. If the Customer is a Payer and a Payment Transaction initiated by the Recipient or through the Recipient, for which the Recipient‘s payment service provider is not responsible, was not executed or executed with a delay, then Colibrix assumes responsibility for such non-execution or delayed execution. Colibrix will immediately repay the amount of such Payment Transaction to the Customer, restore the balance of the Account which had been debited, and ensure what the Customer do not incur losses in terms of interest payable or receivable to/from the payment service provider (compared with the situation in which the Payment Transaction is duly executed).

11.6. The Customer undertakes to protect and not to disclose any Passwords, Authorisation code or PIN created by Customer or provided to Customer under the Agreement or other personalized security features of Payment Instruments to third parties and not to allow other persons to use services under the name of the Customer. If the Customer has not complied with this obligation and/or could but have not prevented it and/or performed such actions on purpose or due to its own negligence, the Customer fully assumes the losses and undertakes to reimburse the losses of other persons incurred due to the indicated actions of the Customer or its failure to act.

11.7. In the event of loss of Password, Authorisation code or PIN by the Customer or disclosure of the Password/Authorisation code/Passwords through no fault of the Customer or Colibrix, or in case a real threat has occurred or may occur to the Customer’s Account, the Customer undertakes to change the Passwords and PIN without undue delay or, if the Customer does not have a possibility to do that, notify Colibrix thereof without undue delay on becoming aware of the loss, theft, misappropriation or unauthorised use, in accordance with regulation 72 of the Payment Services Regulations 2017 via email, phone call or using communications options in Personal Profile. Colibrix shall not be liable for consequences that have occurred due to the notification failure.

11.8. After Colibrix receives the notification from the Customer as indicated in clause 11.7., Colibrix shall immediately suspend access to the Customer’s Account and provision of Colibrix Services until a new Password/ Authorisation code is provided/created for the Customer.

11.9. Colibrix may deny an Account information service provider or a Payment initiation service provider access to a Customer’s account for objectively justified and duly evidenced reasons relating to unauthorised or fraudulent access to the Customer’s account by that account information service provider or that payment initiation service provider, including the unauthorised or fraudulent initiation of a payment transaction. In such cases Colibrix shall inform the Customer that access to the Account is denied and the reasons therefore. Colibrix shall allow access to the Customer’s account once the reasons referred to in this for denying the access of the account information service provider and/or of the payment initiation service provider to the Customer’s account no longer exist.

11.10. Colibrix draws the attention of the Customer to the fact that the email linked to the Customer’s Personal Profile and also other instruments (e.g. mobile phone number), which are linked at the Customer’s choice to its Personal profile with Colibrix, are used as instruments for communication or identification of the Customer, therefore these instruments and logins to them shall be protected by the Customer. The Customer is completely responsible for the safety of its email passwords and all the other instruments it uses, such as Passwords, PIN and other private credentials. Passwords are secret information, and the Customer is responsible for their disclosure and for all operations performed after the Password is used by the Customer for a relevant Customer’s Account or another Payment Instrument is entered. Colibrix recommends memorising Passwords and not writing them down or entering any instruments where they may be seen by other persons.

12. Depositing and Withdrawal of Cash

12.1. Colibrix may provide the Customer with the right to deposit cash to the Customer’s Account.

12.2. Colibrix may provide the Customer with the right to withdraw cash from the Customer’s Account.

12.3. After the Customer has deposited cash to its Customer’s Account, the Customer may manage the money immediately after Colibrix receives it by the Customer’s Account remote administration.

13. Closing Of Customer’s Account

13.1. Colibrix shall have the right to close the Customer’s Account upon receipt of a written request from the Customer, as well as in other cases contemplated in the Agreement.

13.2. Colibrix may close the Customer’s Account if the Customer has not initiated or received any transactions through the Customer’s Account for more than 90 (ninety) days and the balance of the Customer’s Account is zero or negative, provided that Colibrix gives the Customer prior notice in accordance with applicable law.

For any Framework Contract concluded for an indefinite period and entered into on or after 28 April 2026, Colibrix shall give the Customer at least 90 days’ prior notice before the closure takes effect, unless an exception under applicable law applies. The notice shall include the reasons for closure, information on how the Customer may complain to Colibrix, and, where applicable, information about the Customer’s right to complain to the Financial Ombudsman Service.

This clause does not limit Colibrix’s right to suspend, restrict or close the Customer’s Account without prior notice or with shorter notice where Colibrix is required or permitted to do so under applicable law, including in connection with anti-money laundering, terrorist financing, sanctions, fraud, serious crime, customer due diligence, incorrect or misleading information provided by the Customer, abusive or threatening conduct, regulatory direction, court order, or any other legal or regulatory obligation.

13.3. Colibrix is authorized to close the Customer’s Account, to terminate other Services and refuse any Services to the Customer or a person related to the Customer (Representative under law or contract, Beneficial Owner, officer, or a person otherwise linked to the Customer, including any person having, or having had, a direct or indirect participation in the Customer’s equity), if the Customer or the person related to the Customer commits or has committed, in the opinion of Colibrix, an illegal, unfair or unethical act towards Colibrix, or engages in conduct towards Colibrix or its directors, employees, officers, agents, contractors or service providers which amounts to harassment, threats or abusive behaviour, or otherwise causes Colibrix to reasonably believe, on objective grounds, that continuing the business relationship would expose Colibrix to material legal, regulatory, financial-crime, sanctions, fraud, reputational or operational risk, as well as in cases when Colibrix is misled at the time of opening of account by presenting false information or forged documents.

13.4. If Customer’s Account holds a balance at the time of its closure, Colibrix shall ask Customer to withdraw Customer’s funds within a reasonable period of time, during which Customer’s Account will be accessible for the purpose of withdrawing the remaining balance only, or shall transfer Customer’s funds to other Customer’s account specified by Customer. Only when the balance of the Customer’s Account is zero, Colibrix closes the Customer’s Account.

13.5. The Agreement, including these Terms & Conditions and the Price List shall, in respect of claims between Colibrix and the Customer, survive the closing of the Customer’s Account.

13.6. The Customer shall be obliged to release Colibrix from all the obligations arising from Customer’s orders and to reimburse Colibrix for all expenses and losses incurred to Colibrix.

14. Payment for Services, Reimbursement for Expenses and the Currency of Services

14.1. Services provided by Colibrix to the Customer are paid services, for which payment is set as a Commission Fee in the form of fees, commission, interest, etc.

14.2. The amount and procedure of payment for Services rendered to the Customer are determined by the Price List in force at the time of rendering the Services, except where the amount and procedure of payment of such services is stipulated in Contracts on Services existing between the Parties.

14.3. The Customer confirms that it has carefully read and understood the prices and terms of Payment Transaction and other Colibrix Services that are applied and relevant to the Customer.

14.4. Colibrix has the right to deduct the Commission Fee for rendered Services from the Customer’s Account where the Payment Transaction has been performed or from any other Customer’s Account opened by the Customer with Colibrix.

14.5. The Commission Fee for rendered Services shall be paid in the currency indicated in the Price List and/or Contract on Services.

14.6. The Customer undertakes to ensure a sufficient amount of money on the Customer’s Account in order to allow Colibrix to deduct it as the Commission Fee according to the Price List. If the amount of funds in the indicated currency is insufficient to pay the Commission fee, Colibrix has the right, but not the obligation, to exchange money on the Customer’s Account in another currency into a necessary currency by applying the Colibrix currency exchange rate published. If there is money in several different currencies, Colibrix may exchange it into the payable currency in alphabetical order of the international abbreviations of the currencies.

14.7. The Customer, having failed to pay Colibrix the remuneration for provided Services, at the demand of Colibrix shall pay Late Payment Interest on the overdue amount from the due date until payment in full, calculated on a daily basis at the rate set out in the Price List or, in the absence of a contractual rate, at the statutory rate then in force under the Late Payment of Commercial Debts (Interest) Act 1998 (where the Customer is acting in the course of a business) or such other rate as is permitted by applicable law.

15. Prohibited Activities

15.1. The Customer using Colibrix Services is prohibited from:

not complying with the Agreement, including these Terms& Conditions, Contracts on Services, legislation and other legal acts, including but not limited to, anti-money laundering and counter-terrorist financing acts;
violating the rights of Colibrix and third parties to trademarks, copyrights, commercial secrets and other intellectual property rights;
providing false, misleading or incorrect information to Colibrix; refusing to provide information or undertake other actions that are reasonably requested by Colibrix;
providing to third parties false, misleading or incorrect information about Colibrix and cooperation with Colibrix;
executing or receiving transfers of illegally acquired funds, if the Customer is aware of or should be aware of it;
using Services of Colibrix in a way which causes losses, liability or other negative legal consequences or damage to the business reputation of Colibrix or third parties;
using Colibrix Services from countries that are not acceptable to Colibrix;
spreading computer viruses and undertaking other actions that could cause System malfunctions, information damage or destruction and other damage to the System, equipment or information of Colibrix;
undertaking any other deliberate actions which could disturb the provision of Colibrix Services to the Customer or proper functioning of the System;

organizing illegal gambling, illegal trading of stocks, indices, raw materials, currency (e.g. Forex) options, exchange-traded funds (ETF); providing of trade, investment or other services on currency exchanges, Forex markets and other electronic currency trading systems; engaging in illegal trade of tobacco products, alcohol, prescription drugs, steroids, weapons, narcotic substances and their attributes, pornographic production, unlicensed lottery, illegal software and other articles or products prohibited by the law;
without a prior written consent of Colibrix providing financial services and/or legally organizing trading in stocks, indices, raw materials, currencies (e.g. Forex), options, exchange-traded funds (ETFs), providing trade, investment or other services on currency exchanges, Forex markets and other electronic currency trading systems. In case the Customer intends to provide financial services using the Customer’s Account, the Customer shall have a valid license, issued by the UK or a third country that has imposed equivalent or substantially similar requirements and is monitored by the competent authorities with respect to compliance with these requirements;
without a prior written consent of Colibrix organizing legal gambling, lotteries, other specially licensed activities or activities requiring a permit. In case the Customer intends to provide the indicated services using the Customer’s Account, the Customer shall have a valid license, issued by the UK and shall be monitored by the competent authorities with respect to compliance with these requirements;
registering a Customer’s Account by fictitious or someone else’s name without having the power of attorney; registering a Customer’s Account using services of anonymous phone numbers or e-mail addresses provided by other individuals or websites;
providing services that are prohibited by the law or contradict public order and moral principles;
disclosing Authorisation codes, Passwords, PIN and other authentication means to third parties and allowing other persons to use Services under the name of the Customer.

15.2. The Customer shall reimburse all direct damages, fines and other monetary sanctions applied to Colibrix due to non-observance or violation of the Agreement, including these Terms & Conditions.

15.3. The Customer is responsible and undertakes to reimburse any losses incurred by Colibrix, other Colibrix Customers and third parties due to using Colibrix Services and violating the Agreement, including these Terms & Conditions or Contracts on Services by the Customer.

16. Notifications by Parties and Amendments on Terms & Conditions and/or Price List and/or Contract

16.1. The Customer agrees that Colibrix will provide notifications to the Customer by placing them in the Customer’s Personal Profile and/or by sending them to the email address indicated by the Customer at the time of registration in the System, and/or by sending it to the address indicated by the Customer at the time of registration in the System, and/or by sending an SMS message. The Customer acknowledges that a Colibrix notification submitted in any of the above-mentioned ways shall be deemed as properly provided. If such notifications are not related to a substantive amendment to the Agreement, it shall be deemed that the Customer has received the notification within 24 hours from the moment it was posted in the Customer’s Personal Profile or sent to the Customer by e-mail or SMS message. If the notification is sent by post, it shall be deemed that the Customer has received it within 5 (five) Business Days after it was sent.

16.2. Unless agreed otherwise by Colibrix and the Customer, Colibrix reserves the right to amend the Agreement, including these Terms & Conditions and/or Price List and/or Contract on Services at its sole discretion.

16.3. In case Colibrix notification relates to essential amendments to the Agreement, including these Terms & Conditions or the Price List, or Contract on Services, the Customer shall be informed 2 months notice in advance. The amendments to Terms & Conditions, Price List or Contract on Services come into force no earlier than 2 (two) months after Colibrix has provided or made available the notice of the proposed amendments to the customer in accordance with applicable law.

The Customer shall be deemed to have accepted the proposed amendments unless the Customer notifies Colibrix before the proposed effective date that the Customer does not accept them. If the Customer does not accept the proposed amendments, the Customer may terminate the Framework Contract free of charge at any time before the proposed effective date. Colibrix shall inform the Customer of these rights and consequences in the notice of proposed amendments.

16.4. The two months notification period shall not be applied and notifications shall be provided if:

the Agreement, including these Terms & Conditions, Price List or Contract on Services, are changed due to changes in mandatory requirements of the legislation;
new service or a part of a service appears, which may be used or not used by the Customer at its own choice.

16.5. Non-essential amendments to the Agreement include style, grammar, formatting, numbering and typographical corrections, paraphrasing, moving a sentence, clause or section for clarity, adding examples or explanatory wording, and other changes which do not affect the substance of the Agreement, do not reduce or limit the Customer’s rights, do not increase the Customer’s obligations or liability, do not increase any fees or charges, and do not otherwise adversely affect the Customer’s position.

16.6. The Customer undertakes to check the indicated email and other instruments for receipt of notifications indicated in the Personal profile, as well as Website, on a regular basis, in order to notice notifications of amendments to the Agreement, including these Terms & Conditions, Price List or Contract on Services in a timely manner. The Customer will be deemed to have accepted changes in the Agreement, including these Terms & Conditions as well as Price List and Contract on Services unless he notifies in written form the Colibrix that she/he does not accept them before the date of their proposed date of entry into force. In case the Customer does not agree to amendments, the Customer has the right to refuse from Colibrix Services and terminate the Agreement in accordance with these terms and conditions.

16.7. Colibrix may, where required by applicable law, internal risk procedures or the nature of the services requested by the Customer, request the Customer to provide a signed copy of the Agreement or any related document by post, including with a notarised signature where reasonably required. Any such document shall enter into force only after it has been received and approved by Colibrix, unless Colibrix confirms otherwise. Colibrix is not required to return the original signed document to the Customer, provided that the Customer has been provided with or has access to a copy of the applicable Agreement or document.

16.8. All messages of the Parties shall be sent in the acceptable language or in the language in which the written Agreement was presented to the Customer to get acquainted with. The main language is English.

16.9. The Customer undertakes to publish in the Personal Profile and, in case of amendments, immediately update the contact data (phone number, email address and post address), which Colibrix could use to urgently contact the Customer or its Representatives. In case the Customer does not update the contact data in the Personal profile, all consequences related on the failure of Colibrix to submit notifications to the Customer shall fall on the Customer.

16.10. In order to protect the Customer’s funds from possible illegal actions of third parties, the Customer undertakes to immediately inform Colibrix in writing (using communications options in Personal Profile or via email using secure electronic signature) about theft or loss of its personal identity document.

16.11. The Customer can receive a consultation regarding all issues related to the System and execution of the Agreement by sending its question from the email address registered in the System, calling to the Customer support or filling in a request in the Personal profile. The Customer messages related to the Agreement shall be sent to the email address provided on the Website or to the Colibrix post address indicated in the Agreement. All messages shall be sent to Colibrix regardless of who is the direct provider of Colibrix Services defined in the Agreement.

16.12. Colibrix shall notify the Customer in advance, in accordance with this procedure, of any known and possible technical failures of the System and systems or equipment of third parties involved by Colibrix in the provision of services, which have an impact on the provision of Colibrix Services.

16.13. Colibrix may change the solution for technical integration of services without constraint and at any time. Changes required by the Customer shall be made at the Customer’s expense.

16.14. The Parties shall immediately inform each other about any circumstances significant for execution of the Agreement. The Customer shall submit documents confirming such circumstances (e.g. changes in name, surname, signature, address, phone number, other contact data, personal document or persons who have the right to manage funds on the Customer’s Account, initiation of bankruptcy proceedings against the Customer, etc.), whether this information has been already transferred to public registers or not.

16.15. Colibrix has the right to request the documents issued abroad to be translated, legalized or confirmed with an Apostille, except where legal acts state otherwise.

16.16. All costs for conclusion, submission, confirmation and translation of documents provided to Colibrix shall be covered by the Customer.

17. Termination of the Agreement

17.1. The Customer may terminate this Agreement at any time by giving Colibrix written notice through the Customer’s Personal Profile, by email, or by any other communication method agreed with Colibrix and permitted by applicable law, subject to any agreed notice period not exceeding 1 (one) month. Any charge payable by the Customer for termination shall reasonably correspond to the actual costs incurred by Colibrix in connection with the termination. Colibrix shall not charge the Customer for termination after this Agreement has been in force for more than 6 (six) months. Where charges for the Services are levied on a regular basis, such charges shall be apportioned up to the date of termination and any charges paid in advance shall be reimbursed proportionally.

17.2. Where the Agreement is concluded for an indefinite period and was entered into before 28 April 2026, Colibrix may terminate this Agreement by giving the Customer at least 2 (two) months’ prior notice, provided that this Agreement allows Colibrix to do so.

The notice shall be provided or made available to the Customer in accordance with applicable law and the communication provisions of this Agreement.

17.3. Where the Agreement is concluded for an indefinite period and is entered into on or after 28 April 2026, Colibrix may terminate the Agreement only after providing the Customer with a notice of termination at least 90 (ninety) days before the termination is to take effect, unless an exception under applicable law applies.

The notice of termination shall:

(a) contain an explanation of the reasons for termination which is sufficiently detailed and specific to enable the Customer to understand why this Agreement and/or the relevant Contract on Services is being terminated, unless providing such information would be unlawful or would conflict with another legal or regulatory obligation applicable to Colibrix;

(b) be provided or made available to the Customer in accordance with applicable law and the communication provisions of this Agreement;

(d) where applicable, advise the Customer of any right to make a complaint to the Financial Ombudsman Service or any other applicable ombudsman scheme.

17.4. Colibrix may terminate this Agreement and/or close the Customer’s Account where the Customer has not initiated or received any transaction through the Customer’s Account for more than 1 (one) year, provided that Colibrix gives the Customer prior notice in accordance with applicable law. For the Agreement entered into before 28 April 2026, such notice shall be given at least 2 (two) months before termination or closure takes effect. For the Agreement entered into on or after 28 April 2026, such notice shall be given at least 90 (ninety) days before termination or closure takes effect, unless an exception under applicable law applies. The notice shall include the reasons for termination or closure and information about the Customer’s right to complain, where required by applicable law.

17.5. Colibrix may terminate this Agreement, close the Customer’s Account, suspend or restrict the Services, or refuse to execute transactions without prior notice or with shorter notice where Colibrix is required or permitted to do so under applicable law. Without limitation, Colibrix may take such action where:

(a) Colibrix is required to apply customer due diligence measures under applicable anti-money laundering legislation and is unable to apply such measures as required;

(b) the Customer fails to provide information or documents requested by Colibrix for the purposes of identity verification, customer due diligence, enhanced due diligence, source of funds, source of wealth, sanctions screening, fraud prevention, tax reporting, regulatory reporting or compliance with applicable law;

(c) the Customer has provided false, incorrect, misleading or incomplete information before or when entering into this Agreement, and Colibrix would not have entered into this Agreement had the correct information been provided;

(d) Colibrix has reasonable grounds to suspect that the Customer, the Customer’s Account, Electronic Money, any Payment Transaction or any Service has been used, is being used, or will be used in connection with money laundering, terrorist financing, fraud, sanctions evasion, serious crime or any other unlawful activity;

(e) the Customer, or any person connected with the Customer, is or becomes subject to sanctions, asset-freezing measures or other restrictions, or Colibrix is otherwise required or reasonably considers it necessary to act in order to comply with sanctions or financial crime laws;

(f) the Customer’s Account is required to be closed under applicable immigration, sanctions, financial crime, court order, regulatory direction or other legal requirements;

(g) the FCA, HM Treasury, the Secretary of State, a court, law enforcement authority, payment scheme, correspondent bank, safeguarding institution, banking partner or other competent authority requires or requests Colibrix to terminate this Agreement, close the Customer’s Account, suspend or restrict the Services, or refuse to execute a Payment Transaction;

(h) Colibrix reasonably believes that, in the course of providing goods or services to a third party, the Customer has engaged in conduct involving, or likely to involve, the commission of an offence, and a payment service provided under this Agreement has been used in connection with that conduct;

(i) the Customer’s conduct towards Colibrix, its directors, employees, officers, agents, contractors or service providers amounts, or Colibrix reasonably considers may amount, to harassment, threatening or abusive behaviour or another offence under applicable public order or harassment legislation;

(j) the Customer is subject to insolvency, liquidation, administration, bankruptcy or similar proceedings, or Colibrix reasonably considers that the Customer is unable to meet its obligations under this Agreement;

(k) continuing to provide the Services to the Customer would cause Colibrix to breach applicable law, regulation, regulatory guidance, court order, payment scheme rules, correspondent banking requirements or the requirements of any safeguarding institution or service provider used by Colibrix.

Where Colibrix is required to provide a termination notice without delay after deciding to terminate, Colibrix shall do so unless providing such notice, reasons or information would be unlawful or would conflict with another legal or regulatory obligation applicable to Colibrix.

17.6. Nothing in this Agreement shall be interpreted as allowing Colibrix to avoid any mandatory notice, reason giving, complaints information or other requirements applicable to termination of the Agreement under applicable law.

17.7. Termination of this Agreement shall not affect any rights, obligations, liabilities or remedies which have accrued before the date of termination. Following termination, Colibrix shall redeem any outstanding Electronic Money held by the Customer at par value and by a method reasonably available to Colibrix and agreed with, selected by, or notified to the Customer, subject to applicable law, completion of any required verification checks, applicable transaction limits, lawful fees and charges, and any restrictions arising from anti-money laundering, counter-terrorist financing, sanctions, fraud prevention, court order, regulatory direction or other legal or regulatory obligations. If the Customer does not select a redemption method, fails to provide the information required for redemption, or fails to complete any required verification checks, Colibrix may be unable to complete redemption until the Customer has done so.

18. Confidentiality and Data Protection

18.1. Each Party shall keep confidential all technical, commercial, financial and other non-public information relating to the other Party which becomes known to it in connection with this Agreement. Neither Party shall disclose such confidential information to any third party without the prior written consent of the other Party, except where disclosure is required or permitted by applicable law, regulation, court order, regulatory authority, payment scheme rules, or is necessary for the performance of this Agreement.

18.2. Colibrix shall process the Customer’s Personal Data in accordance with applicable data protection laws, including the UK GDPR and the Data Protection Act 2018, and as further described in Colibrix’s Privacy Policy. Colibrix may process Personal Data where necessary for the performance of this Agreement, compliance with legal and regulatory obligations, fraud prevention, anti-money laundering and counter-terrorist financing checks, sanctions screening, risk management, security, dispute resolution, protection of Colibrix’s legal rights and legitimate business interests, and for any other purpose set out in Colibrix’s Privacy Policy. Colibrix shall implement appropriate technical and organisational measures designed to protect Personal Data against unauthorised or unlawful processing and against accidental loss, destruction or damage. Personal Data shall not be disclosed to third parties except where disclosure is necessary for the provision of Services, permitted or required by applicable law, authorised by the Customer, or otherwise described in Colibrix’s Privacy Policy.

18.3. Colibrix shall retain Personal Data and records for as long as necessary for the purposes for which they are processed, including provision of the Services, compliance with legal and regulatory obligations, anti-money laundering and counter-terrorist financing requirements, accounting, tax, audit, fraud prevention, dispute resolution and enforcement of legal rights. Unless a longer retention period is required or permitted by applicable law, Colibrix shall retain customer due diligence records and transaction records for at least 5 (five) years after the end of the business relationship with the Customer or, where applicable, after completion of the relevant transaction. After expiry of the applicable retention period, Colibrix shall delete, anonymise or otherwise securely dispose of Personal Data, unless continued retention is required or permitted by applicable law.

18.4. Further information on how Colibrix collects, uses, stores, discloses and protects Personal Data, and on the Customer’s rights under data protection laws, is set out in Colibrix’s Privacy Policy available on the Website and/or in the Application. The Privacy Policy forms part of the information provided to the Customer but does not reduce the Customer’s statutory rights. The Customer may exercise its rights under the UK GDPR and the Data Protection Act 2018 (including rights of access, rectification, erasure, restriction, objection and data portability, where applicable) by contacting Colibrix using the contact details set out on the Website. Colibrix shall respond to any such request within the time limits required by applicable law. The Customer also has the right to lodge a complaint with the Information Commissioner’s Office (ICO), the UK supervisory authority for data protection, at www.ico.org.uk. Where Colibrix transfers Personal Data outside the United Kingdom, it shall do so in accordance with the requirements of UK data protection law, including by using appropriate safeguards (such as the UK International Data Transfer Agreement, the UK Addendum to the EU Standard Contractual Clauses, or transfers to jurisdictions covered by adequacy regulations made by the Secretary of State).

18.5. Colibrix has the right to transmit all collected important information about the Customer and its activity to other law enforcement institutions, state authorities (State Tax Inspectorate, Data Protection Inspectorate, etc.) and other financial institutions, if such duty is determined by the legislation, and in order to identify whether this Agreement and relevant legislation have not been or will not be violated. The Customer explicitly agrees that Colibrix is entitled to process the data of the Customer, including collect, store, register, transfer, transmit, etc. and transfer and receive Customers data and other information from third parties, databases, accounting systems, and transfer data to other Colibrix affiliated companies or the data processors.

18.6. The Customer grants Colibrix the right to undertake necessary measures, including but not limited to, submitting requests to third parties directly or via third parties in order to determine the identity of the Customer and accuracy of other data submitted by the Customer.

18.7. Colibrix points out that in all cases Colibrix operates only as a service provider for the Customer, which sends money to the Recipient at the request of the Customer (money sender) and does not provide or offer any services to the Recipient until it becomes a Customer of Colibrix.

18.8. Colibrix may record, monitor and retain telephone calls, electronic communications, messages and other communications with the Customer, the Customer’s Representatives or other persons acting on behalf of the Customer for purposes including verification, security, training, quality control, fraud prevention, compliance with legal and regulatory obligations, dispute resolution and evidence. Such recordings and communications may be used as evidence in any dispute, complaint, investigation, legal proceeding or regulatory matter. Colibrix shall retain and provide access to such recordings and communications in accordance with applicable law and Colibrix’s Privacy Policy.

18.9. The Customer agrees that her/his Account number and Personal Data required for the Payment Transaction may be detected and displayed to another Colibrix user who intends to make a Payment to the Customer if another Colibrix user enters a confirmed identifier of the Customer (name, surname, bank account, e-mail address). Colibrix shall limit the information displayed to what is reasonably necessary for those purposes.

18.10. The Customer acknowledges that Colibrix may transfer Personal Data and transaction information to persons directly involved in the execution, processing, clearing, settlement, monitoring or reporting of Payment Transactions. Such persons may include payment systems, card schemes, international payment card organisations, payment processors, banks, correspondent institutions, safeguarding institutions, recipient payment service providers, intermediaries, operators of payment systems and recipients. Such transfers shall be made where necessary for the provision of the Services, execution of Payment Transactions, compliance with legal and regulatory obligations, fraud prevention, sanctions screening, transaction monitoring, dispute handling, chargebacks, refunds or as otherwise described in Colibrix’s Privacy Policy.

19. Liability of Parties

19.1. Each Party is liable for all fines, forfeits and other losses that the other Party incurs due to violation of the Agreement by the guilty Party. The guilty Party undertakes to reimburse direct damage incurred due to such liability to the affected Party. In all cases, liability of Colibrix under the Agreement is limited by the following provisions:

Colibrix shall only be liable for direct damages caused by direct and essential breach of the Agreement by Colibrix, and only for damages which could have been foreseen by Colibrix at the time of breaching the Agreement;
the amount of compensation for damages caused by violating the Agreement by Colibrix shall not exceed the average of Fees for the last 3 (three) months paid to Colibrix by the Customer for provided Services. This restriction is applied to the total amount of all violations in a month. In case the average of 3 (three) months cannot be calculated, the compensation may not exceed GBP 2000,00 (two thousand pounds);
in all cases, Colibrix shall not be liable for non-receipt of profit and income by the Customer, loss of reputation of the Customer, loss or failure of the Customer’s business, and indirect damages;
limitations of Colibrix liability shall not be applied if such limitations are prohibited by the applicable law.

19.2. Colibrix does not guarantee uninterrupted System operation, because System operation may be influenced (disordered) by many factors beyond control of Colibrix. Colibrix shall put all efforts to ensure that the System operates as fluently as possible, however, Colibrix shall not be liable for any consequences occurring due to System operation disorders if such disorders occur through no fault of Colibrix.

19.3. The System may fail to operate due to reasons under control of Colibrix and Colibrix shall not provide any compensation for malfunctions if the System has been accessible for more than 99% (ninety nine percent) of all time, calculating the average of at least 3 (three) months.

19.4. The cases where Colibrix limits access to the System temporarily, but not longer than for 24 (twenty four) hours, due to the System repair, development works and other similar cases, and if Colibrix informs the Customer about such cases at least 2 (two) calendar days in advance, shall not be considered System operation disorders.

19.5. Colibrix is not liable for:

money withdrawals and transfers from the Customer’s Account and for other Payment Transactions with funds held on the Customer’s account if the Customer had not protected her/his Passwords, PIN and Authorisation code , and as a result they have become known to other persons, and also for illegal actions and operations of third parties performed using counterfeited and/or illegal documents or illegally received data and the Customer did not inform Colibrix about that in accordance with clause 11.7;
errors and late or missed transactions made by credit institutions, billing systems and other third parties;
consequences arising out of disturbances of fulfilment of any Colibrix obligations caused by a third party, which is beyond control of Colibrix;
consequences occurring after Colibrix legally terminates the Agreement, cancels the Customer’s Account or limits access to it, also after reasonable limitation/termination of provision of a part of the Services;
goods and services purchased using the Customer’s Account, and also for other party, which receives payments from the Customer’s Account, not complying with the terms of any agreement;
a failure to fulfil its own contractual obligations and for damages, in case it was caused by the fulfilment of duties by Colibrix determined by the law.

19.6. The Customer assures that all actions of the Customer related to the execution of the Agreement will comply with the applicable law.

19.7. The Customer is fully liable for correctness of data, orders and documents submitted to Colibrix.

19.8. If the Customer denies authorizing the Payment Transaction which has been authorized or states that the Payment Transaction has been executed improperly, Colibrix is obliged to prove that the authenticity of the Payment Transaction has been confirmed, it has been registered properly and recorded into accounts, and it has not been affected by any technical or any other glitches.

19.9. If the Customer is a consumer, micro-enterprise or charity, the Customer shall bear losses arising from unauthorised Payment Transactions resulting from the use of a lost or stolen Payment Instrument or from the misappropriation of a Payment Instrument up to a maximum of GBP 35 (thirty-five pounds), in accordance with regulation 77 of the Payment Services Regulations 2017. The Customer shall, however, bear all losses (without the GBP 35 cap) where the Customer has acted fraudulently or has, with intent or gross negligence, failed to comply with its obligations to use the Payment Instrument in accordance with the Agreement or to keep its Personalised Security Credentials safe. The Customer shall not bear any losses (i) arising after the Customer has notified Colibrix in accordance with clause 11.7, except where the Customer has acted fraudulently; (ii) where Colibrix has failed to provide appropriate means for such notification, except where the Customer has acted fraudulently; or (iii) where Colibrix has failed to apply Strong Customer Authentication where required by applicable law, except where the Customer has acted fraudulently.

19.10. Where the Customer is not a consumer, micro-enterprise or charity, the Parties expressly agree, in accordance with regulation 63 of the Payment Services Regulations 2017, that any provision of these Terms & Conditions which gives effect to provisions of the Payment Services Regulations 2017 that may be disapplied between non-consumer parties shall not apply, and the Customer shall bear all losses arising from unauthorised Payment Transactions, save where the loss results from Colibrix’s gross negligence, wilful misconduct or fraud, or from a matter for which liability cannot lawfully be excluded.

19.11. These provisions of the Agreement, which are intended for consumers, are not applied to Customers who are not consumers and act under the Agreement and Contract on Services, pursuing aims related to their business, commercial or professional activity.

19.12. If the Customer does not timely perform any payment specified in this Agreement, Contract on Services and/or Price List, Colibrix may apply to the Customer the Penalty from each delayed payment amount for each day for all time until the corresponding amount is settled.

19.13. Penalty is calculated for the period from the next day following the due amount from the Customer until the date when this payment has been paid.

19.14. The Party is relieved from the liability for failure to comply with the Agreement in case the Party proves that the Agreement has not been executed due to circumstances of force majeure, which are proven in accordance with the procedure established by the law. The Customer shall notify Colibrix of such force majeure in writing (via email using electronic signature) within 10 (ten) calendar days after the day of occurrence of such circumstances. Colibrix shall notify the Customer of force majeure circumstances via email or in Personal Profile.

20. Complaints

20.1. Any complaints about us or the Services we provide should be addressed to us in the first place. You should clearly indicate that you wish to make a complaint to us. This helps us to distinguish a complaint from a typical query. We will send an acknowledgement of receipt of complaint and may request additional information from you regarding your complaint.

20.2. Colibrix aims to settle all disputes with the Customer amicably, promptly and on terms acceptable to both Parties, thus, in case of a dispute, Customers are encouraged to firstly address Colibrix directly. Disputes are solved by negotiation.

20.3. The Customer, believing that Colibrix has violated the Customer’s rights and/or interests protected by the laws related to the provision of financial services and/or concluded agreements, might refer to Colibrix by submitting a written complaint. Where the Customer is eligible to bring a complaint to the Financial Ombudsman Service, the Customer ordinarily has six (6) years from the event complained of, or, if later, three (3) years from the date on which the Customer became aware (or ought reasonably to have become aware) of the cause for complaint, and a further six (6) months from the date of Colibrix’s final response to refer the matter to the Financial Ombudsman Service. Nothing in this Agreement shall shorten or limit those statutory time limits.

20.4. The complaint shall contain a reference to circumstances and documents that served as a basis for the complaint. If the Customer justifies his/her complaint with documents which Colibrix does not possess, the Customer shall also submit such documents or their copies.

20.5. Colibrix has the right to forward your complaint to a third party if we have reasonable grounds to believe that the third party may be solely or jointly responsible for the matter alleged in the complaint. If a complaint is forwarded to a third party, we will inform you about the reasons and the third party’s contact details. If we receive a forwarded complaint, then we treat this complaint as if Colibrix has received the complaint directly and the same time limits will apply from the date on which Colibrix has received the forwarded complaint.

20.6. There are three stages to the complaints procedure:

20.6.1. Submission of a complaint.

You can submit your complaints by contacting us via:

at the address: Warnford Court, 29 Throgmorton Street, London, England, EC2N 2AT;
by email: complaints@colibrix.uk.

On receipt each complaint will be allocated a reference number and logged on our Complaints Register. You should clearly state that you wish to make a complaint to us. We may send an acknowledgment or request additional information from you regarding your complaint.

20.6.2. Investigation of the complaint.

Upon receipt, the complaint is promptly reviewed by us and we are entitled to obtain additional information as necessary for conducting a detailed investigation. Colibrix undertakes to analyse the claim or complaint of the Customer and inform the Customer about the decision business within 15 Business Days after the day on which Colibrix received the complaint. If a full reply cannot be issued within 15 Business Days for reasons beyond our control, a holding response must be sent explaining the delay and stating the deadline for a final response, which must not exceed 35 Business Days from the complaint’s receipt.

If Colibrix is not able to provide an answer to the Customer’s complaint within the aforementioned time period, Colibrix shall inform the Customer about the reasons and indicate the time period in which the answer will be provided. Analysis of the Customer’s complaints by Colibrix is free of charge. Once the complaint is resolved, we send you the final response which states whether Colibrix accepts or rejects the complaint, the relevant reasons, the intention to offer redress or remedial action and details of the redress where applicable, and other additional information relevant to the case.

20.6.3. Alternative dispute resolution mechanism.

If the Customer is still not satisfied with the decision made by Colibrix, the Customer has the right to use other legal remedies to protect its rights. For instance, you always may direct your complaint to the Financial Ombudsman Service:

Address: Exchange Tower, London E14 9SR

Email: complaint.info@financial-ombudsman.org.uk

Phone number: 0800 023 4567

Website: https://www.financial-ombudsman.org.uk/contact-us

20.7. In case of failure to settle a dispute amicably or by other extrajudicial methods of dispute resolution, the dispute shall be settled by the courts following the procedure established by the law. A court shall be chosen according to the location of Colibrix registered office.

20.8. The law of England and Wales is applicable to this Agreement, the Price List, and the Contract on Services, and relations of the Parties that are not regulated by this Agreement.

21. Final Provisions

21.1. Each Party confirms that it possesses all permissions and licenses required under the applicable law for the execution of the Agreement.

21.2. This Agreement is concluded in electronic form. Colibrix may send the Agreement in written form to the address indicated by the Customer upon the Customer’s written request. The copy of the Agreement to be shipped shall not be signed by Colibrix. Titles of sections and articles of the Agreement are intended solely for convenience of the Parties and may not be used for interpretation of the provisions of the Agreement.

21.3. The Parties are independently liable to the state and other subjects for fulfilment of all tax obligations. Colibrix shall not be liable for execution of tax obligations of the Customer, calculation or transferring of taxes applied to the Customer.

21.4. Colibrix in all cases acts as an independent Party to the Agreement, which shall not control or undertake liability for products and services that are paid for using Colibrix Services. Colibrix does not undertake liability that the buyer, seller or another party will fulfil the terms of a bargain clinched with the Customer.

21.5. The Customer does not have the right to assign its rights and obligations arising out of this Agreement to third parties without a prior written consent from Colibrix. Colibrix reserves the right to assign its rights and obligations arising out of this Agreement to third parties at any time without a consent from the Customer if such transfer of rights and obligations does not contradict the legislation.

21.6. If any provision of the Agreement becomes invalid, other provisions of this Agreement shall remain in force.

21.7. The Agreement shall come into force in accordance with clause 7.7.3 of the Agreement. The Customer may save the text of the Agreement at the time of registering a Personal Profile in the System.

21.8. This Agreement is provided in English. The Agreement applicable to the Customer is concluded in the language in which the Agreement was introduced to the Customer at the time of registration of Personal Profile.

21.9. Links to websites given in the Agreement and Contract on Services are integral part of this Agreement and are applied to the Customer from the moment it starts using the respective service.

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