Standard Terms & Conditions — Business

These Business Terms govern business accounts and business features of DB PAY LTD (“DB Pay”, “we”, “us”, “our”). They apply to corporate, partnership, and other non-individual customers. Individual users are covered by the Standard Terms & Conditions — Individuals.

A. Introduction

1. Contracting entity & who this applies to

• The contracting entity is DB PAY LTD, incorporated in British Columbia, Canada (No. BC1354413) and registered with FINTRAC as a Money Services Business (MSB), registration number M22286159.
• These Terms apply when you open or operate a business account or use business features (including merchant invoicing, multi-user approvals, OTC, or P2P merchant tooling).
• You represent that you have authority to bind the business entity to these Terms and any Additional Terms.

2. Intermediary model — “Middle company”

• DB Pay operates as an intermediary that connects your business with services provided by regulated/licensed financial institutions and service providers. We do not operate as a bank or securities dealer, and we do not take deposits within the meaning of the Bank Act (Canada).
• Where we provide FIAT or CRYPTO services (including wallets), custody, safeguarding, payment processing, card issuing, exchange, invoicing settlement, or on-/off-ramp functions may be provided by duly regulated partners under their licenses. Their terms and disclosures also apply and may require your acceptance.
• Funds or crypto-assets held with or through partners may be subject to the partner’s client asset rules, safeguarding arrangements, and risk disclosures. Balances are not CDIC-insured.

3. Scope of business services

• FIAT: stored-value wallets, funding, payouts, transfers, FX, and related business payment features via partners.
• CRYPTO: wallet functionality, on/off-ramp, exchange/order routing, OTC RFQs, and (where enabled) P2P marketplace participation via regulated partners.
• Merchant tools: invoice creation, public pay links, reconciliation, and optional auto-convert of cleared fiat to USDC or other supported assets.
• Availability depends on jurisdiction, KYB/AML checks, and partner requirements; features may vary and can be updated or withdrawn at any time.

4. Acceptance & changes

• By applying for, accessing, or using business Services, you agree to these Business Terms and any Additional Terms (fees, limits, product schedules).
• We may amend these Terms by notice in-app or by email. Changes take effect on the date indicated; continued use constitutes acceptance.

B. Business accounts & operations

• Onboarding requires KYB, beneficial ownership disclosure, and ongoing AML information. We may request updates at any time.
• You must keep authorized users, roles, and dual-control (maker-checker) settings accurate. Instructions submitted by an authorized user are binding on the company.
• Limits, corridors, and features may differ from individual tiers and can change with risk, partner policy, or law.
• A DB Pay business wallet is a stored-value instrument, not a deposit account; balances are not CDIC-insured and are not interest-bearing.
• Funding, transfers, and payouts may involve third-party networks; timing is not guaranteed and may be affected by cut-offs, holidays, and compliance checks.
• We do not extend credit or overdrafts. Any negative balance must be repaid immediately.

C. Payments, FX, OTC, invoicing & P2P

• Business payment instructions are binding once submitted by an authorized user. You are responsible for payee details, invoice accuracy, and tax treatment.
• FX and crypto conversions are quoted with fees and TTL before confirmation. OTC RFQs are subject to desk policies.
• Merchant invoicing and pay-by-link collection, including optional auto fiat→crypto settlement, are subject to reconciliation rules and applicable fees.
• Where P2P marketplace features are enabled, escrow rules, AML gates, trade timers, and dispute/ops controls apply.

D. Security, compliance & liability

• Enable MFA for all administrators and payment approvers.
• Maintain internal controls appropriate for payment volume and risk. Notify us immediately of suspected compromise or unauthorized activity.
• We comply with the PCMLTFA and applicable sanctions regimes. We may delay, refuse, block, freeze, or reverse activity and request documents to satisfy AML/ATF, sanctions, fraud, or partner requirements. We are not liable for resulting losses where we act lawfully.
• Personal Information is handled per our Privacy Policy, PIPEDA, and where applicable BC PIPA.
• Except where prohibited by law, we are not liable for indirect, special, incidental, exemplary, or consequential damages. Aggregate direct liability is limited to fees paid for the affected service in the prior three months, except for our fraud or wilful misconduct.
• You indemnify DB Pay against losses arising from your breach, misuse, inaccurate information, unauthorized user activity, or unlawful activity.
• We may suspend or terminate services or close accounts with notice where reasonable, or immediately if permitted by law. You may close with 30 days’ notice if no amounts are outstanding.

E. Governing law

These Terms are governed by the laws of British Columbia and the federal laws of Canada applicable therein. Subject to mandatory law, disputes are subject to the exclusive jurisdiction of the courts of British Columbia, Vancouver Registry.

Disclosures

• Not a Bank / No Deposit Insurance: DB Pay is an MSB, not a bank; balances are not CDIC-insured.
• Safeguarding/Custody via Partners: Client funds/crypto may be held with authorized custodians/partners.
• Language: If translations are provided, the English version controls unless prohibited by law.

Questions: support@dbpay.io