These Terms form the contract between you (“you”) and Fibermode Limited (“Mode”), a company incorporated in England and Wales with company number 11085143, and whose registered office is Finsgate, 5-7 Cranwood Street, London, United Kingdom, EC1V 9EE, (together the “Parties”, each a “Party”).
You should be aware that the risk of loss in trading or holding Bitcoin can be substantial. You should carefully consider whether trading or holding Bitcoin is suitable for you in light of your financial condition. As with any asset, the value of Bitcoin can go up or down and there can be a substantial risk that you lose money buying, selling, holding, or investing in Bitcoin. The Digital Currency Services (defined below) are not currently regulated by the UK Financial Conduct Authority or any other regulator in the UK or in any other jurisdiction and are not within scope of the jurisdiction of the UK Financial Ombudsman Service or subject to protection under the UK Financial Services Compensation Scheme.
1.1. Mode Services
1.1.1. These Terms refer to the E-Money Services (defined in subparagraph 1.2.1) and the Digital Currency Services (defined in subparagraph 1.3.1) collectively referred to as the “Mode Services”.
1.1.2. Depending on your country of residence, you may not be able to use some or all the functions of the Site, the Platform, and the Mode Services. It is your responsibility to follow those rules and laws in your country of residence and / or country from which you access the Site, the Platform, and the Mode Services.
1.1.3. The Mode Services do not provide you with the ability to trade one form of fiat currency for another form of fiat currency or to trade Bitcoin for another type of digital asset.
1.2. E-Money Services
1.2.1. Mode may, as agent for Modulr FS Limited (“Modulr”), provide you with:
(together, the “E-Money Services”).
1.2.2. The E-Money Services are regulated by the UK Financial Conduct Authority (“FCA”), and are provided by Mode as an EMD agent of Modulr. Modulr is an electronic money institution (“EMI”) authorised by the FCA (firm reference number 900573). As an EMD agent, Mode can distribute E-Money issued by Modulr, and provide certain payment services including providing services enabling cash to be placed or withdrawn from a payment account; execution of payment transactions; issuing and acquiring payment instruments; and providing payment initiation services on behalf of Modulr.
1.2.3. The E-Money you hold in your E-Money Wallet:
1.3. Digital Currency Services
1.3.1. Mode may provide you with a hosted digital currency wallet enabling you to buy, sell, store, track, transfer and manage your balance in Bitcoin (the “Bitcoin Wallet”), accessed through your Mode Account (the “Digital Currency Services”).
1.3.2. Unlike E-Money Services, Digital Currency Services are not regulated by the FCA (or by any other regulator in the UK or abroad).
1.3.3. Bitcoin is not safeguarded under the EMRs or covered by the Financial Services Compensation Scheme and does not fall under the jurisdiction of the FOS.
2. OPENING YOUR MODE ACCOUNT
2.1. In order to access and use the Mode Services, you must open a Mode Account.
2.2. By opening a Mode Account, you expressly represent and warrant:
2.3. When registering for your Mode Account, you must provide accurate, current and complete information for all required elements on the registration page. This information includes the information needed in order for Mode to carry out its “know-your-business” checks, which it does acting as agent for Modulr. If any of this information changes, you must update such information as soon as possible, such that your account information is kept accurate, current and complete.
3. SECURITY RELATING TO YOUR MODE ACCOUNT
3.1. You must maintain the security and confidentiality of all your account information, including your login details to your Mode Account. For example, you should not write them down or otherwise make them visible to others.
3.2. You must restrict access to your Mode Account, and to any and all devices you use to access your Mode Account. For example, except where expressly permitted in accordance with subparagraph 5.2.2 below, you must never allow a third party to use your Mode Account, and you must never allow remote access or share your computer screen with a third party when you are logged into your Mode Account.
3.3. You must notify Mode immediately, in accordance with paragraph 19, of any unauthorised use of your Mode Account, or of any other suspected security breach related to the Site, the Platform or any of the Mode Services.
3.4. If there is suspicious activity related to your Mode Account, Mode may, but is not obligated, to request additional information from you, including authenticating documents, and to freeze any transactions and / or your access to the Mode Account pending a review. In such an event, you must comply with these security requests or accept termination of your Mode Account. If you do not comply with these security requests, your Mode Account may be terminated, and you will thereafter be held liable for losses incurred by any other user of the Site or Platform (each a “User”).
3.5. In the event of suspected or actual fraud or security threats, Mode will contact you via the Platform or by email using the email address you have provided, to the extent permitted by applicable law and regulation.
4. MISUSE OF YOUR MODE ACCOUNT
4.1. In connection with your access and use of the Mode Services, you agree that you will not:
4.2. If you breach any part of subparagraph 4.1, Mode may suspend or terminate your Mode Account and your use of all or any of the Mode Services, as Mode deems appropriate, in accordance with paragraphs 10 and 11.
5. E-MONEY SERVICES
5.1. E-Money Wallets
5.1.1. You may top up your E-Money Wallet via Open Banking (defined in subparagraph 5.2.1) or the Faster Payments service (“Faster Payments”). You may withdraw from your E-Money Wallet via Faster Payments.
5.1.2. The E-Money Services allow you to make payments in GBP only. Customers based in the UK can hold only GBP in their E-Money Wallet.
5.2. Open banking
5.2.1. Accessing accounts through your Mode Account. Mode, as agent for Modulr, provides open banking services (“Open Banking”), which allow you to access your accounts with other payment service providers and initiate payments from those accounts and / or view information relating to those accounts through your Mode Account. Mode needs authorisation from you to initiate payments from and / or to view information about your accounts with other payment service providers, but Mode does not store any of the sensitive data you provide to Mode when giving that authorisation.
5.3. Unauthorised and Incorrect Transactions
5.3.1. Where a transaction is initiated from your E-Money Wallet using your security information, Mode will assume that you authorised such transaction, unless you notify Mode otherwise. If you believe that a transaction using your E-Money Wallet has been carried out that you did not authorise (an "Unauthorised Transaction"), or if you have reason to believe that a transaction using your E-Money Wallet has been incorrectly carried out or is not complete (an "Incorrect Transaction"), you must contact Mode as soon as possible in accordance with paragraph 18 below, and in any case no later than 13 months after the Unauthorised Transaction or Incorrect Transaction occurred.
5.3.2. It is important that you regularly check your E-Money Wallet balance and your transaction history to ensure any Unauthorised Transactions or Incorrect Transactions are identified and notified to Mode at the earliest possible opportunity. Mode is not responsible for any claim for Unauthorised Transactions or Incorrect Transactions unless you have notified Mode in accordance with this paragraph. As further described in subparagraph 5.3 below, Mode is not responsible for any claim for Unauthorised Transactions or Incorrect Transactions if you have acted fraudulently, intentionally or with gross negligence and this has resulted in the Unauthorised Transactions or Incorrect Transactions. During any investigation of any actual or potential Unauthorised Transactions or Incorrect Transactions, Mode reserves the right to suspend and / or terminate your Mode Account to avoid further losses.
5.4. Refund Rights
5.4.1.If an Unauthorised Transaction occurs as a result of Mode’s failure, Mode will refund you the amount of that transaction by no later than the end of the next business day after becoming aware of the Unauthorised Transaction and restore your E-Money Wallet to the state it would have been in had the Unauthorised Transaction not taken place. Generally, you will not be liable for losses incurred after you have notified Mode of the Unauthorised Transaction.
5.4.2. You will be liable for the first £35 of any losses you incur in respect of an Unauthorised Transaction which arises from the use of lost or stolen security information (for example when you have failed to keep the login details for your Mode Account secure), and if you are fraudulent, or you intentionally or negligently fail to carry out your obligations under these Terms and this results in Unauthorised Transactions (for example, if you deliberately share your email and password with a third party, or are grossly negligent in keeping your email and password secure), you will be liable for all resultant losses incurred as a result of any such Unauthorised Transactions, not just the first £35.
5.4.3. Where there is a dispute between you and Mode regarding whether or not a transaction is an Unauthorised Transaction, Mode may, but is not obliged to, temporarily credit your E-Money Wallet whilst the dispute is being settled. Mode may temporarily lock your E-Money Wallet to avoid further Unauthorised Transactions. Where Mode determines that the transaction was authorised, Mode may reverse that credit and may correct errors made in any statement of your E-Money Wallet without prior notice to you. You will also be liable to Mode (as a debt) for any E-Money you have transferred which was temporarily credited to your E-Money Wallet.
5.4.4. Where an Incorrect Transaction is made as a result of Mode’s action or error, Mode will refund to you the amount of that transaction without undue delay and restore your E-Money Wallet to the state in which it would have been had the Incorrect Transaction not taken place. Mode will also pay any charges for which it is responsible, and for any interest which you can show that you have had to pay as a consequence of any Incorrect Transaction.
5.4.5.Irrespective of Mode’s liability, on your request, Mode will try to trace any transaction initiated by you free of charge. However, Mode cannot guarantee that it will be able to trace such transactions.
5.4.6. If you wish to execute a refund, please contact the merchant. The merchant’s refund policy applies. Mode is only responsible for facilitating refunds that have been initiated by the merchant. All funds will be refunded to your Mode Account or the originating account you used if you paid via Open Banking.
5.4.7. If there is a dispute between yourself and the merchant you agree that Mode is under no obligation to become involved. In the event that you have a dispute, you release Mode, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our E-Money Services.
6. DIGITAL CURRENCY SERVICES
6.2. Underlying software protocols
6.2.1. Mode does not own or control the underlying software protocols which govern the operation of Bitcoin (the “Underlying Protocols”). Generally, the Underlying Protocols are ‘open source’, which means that anyone can use, copy, modify, and distribute them.
6.2.2. Mode assumes no responsibility for the operation of the Underlying Protocols. Mode is not able to guarantee their functionality, security, and / or availability. You acknowledge and accept the risk that the Underlying Protocols may change.
6.3.1. The Underlying Protocols are likely to be subject to sudden changes in operating rules (“forks”), and such forks may materially affect the value, function, and / or the name of the Bitcoin held in your Mode Account. It is your responsibility to make yourself aware of, and consider how to deal with, upcoming forks. In the event of a fork, there is a risk that Mode may need to temporarily suspend operations in relation to that fork without providing advance notice to you. Mode may, in its reasonable discretion, decline to support either or both branches of a fork.
6.4. Risks relating to Bitcoin
6.4.1. Bitcoin transaction may be subject to high risks, including but not limited to:
6.4.2. You acknowledge that:
6.4.3. Mode cannot and does not guarantee the timeliness, accuracy or completeness of any information (whether pricing, exchange rate or otherwise) provided in connection with Bitcoin or your holding or trading of or in the same.
6.5.1. Transfer to Mode users. You can send and receive Bitcoin from other Users. To send Bitcoin to a User, you can choose them from your contacts list in the Site or Platform and follow the instructions. Users will only be visible in your contacts list if you already have a User’s mobile number in your phonebook (where such mobile number has been verified with Mode on their Mode Account). Any User that you send Bitcoin to will receive the Bitcoin instantly. You cannot cancel a Bitcoin transfer made between Mode Accounts. Bitcoin transfers may be made at any time throughout the day. There are no charges or fees for Bitcoin transfers to Users.
6.5.2. Transfer limits. Limits may apply to the number of Users you can send Bitcoin to and to the individual or cumulative amount of Bitcoin you can send to other Users. You will be informed of any limits on the Site or Platform.
6.5.3. Refusing a transfer. In addition to Mode’s right to suspend your Mode Account, in accordance with paragraph 10, Mode may refuse to complete a transfer authorised by you, where:
Mode may also refuse a transfer to a User if there are insufficient Bitcoin in your Bitcoin Wallet.
6.6. Potential impact of changes to applicable law and regulation in relation to Bitcoin
6.6.1. Legislative and regulatory changes or actions at the national or international level may adversely affect the use, transfer, exchange and value of Bitcoin. It is possible that in the future, certain laws, regulations, policies or rules relating to Bitcoin may be implemented, which would directly or indirectly affect or restrict your interaction with Mode and access to the Mode Services.
6.6.2. Mode will use its sole and absolute discretion to reject specific applications to open, or suspend or terminate access to, Mode Accounts, and / or decline to allow you and other Users to use part or all of the Mode Services, where Mode determines that regulatory or policy reasons prevent Mode from being able to offer its Mode Services.
7.1. Mode may, but is not under any circumstance obliged to, provide you with the following Rewards:
7.1.1. “Bounties”: which Mode may pay when you perform certain actions in relation to the Site or the Platform generally. For example, referring new customers to Mode and/or completing the customer onboarding process; and/or
7.1.2. “Bitcoin Cashback”: which Mode may pay as a percentage of certain Payment Transactions you make on the Site with Mode, our merchant partners, or our intermediaries, our merchant partners, or our intermediaries using the E-Money Services and/or through Mode’s affiliate product (“Affiliate”);1987.1.2. “Bitcoin Cashback”: which Mode may pay as a percentage of certain Payment Transactions you make directly with our merchant partners or indirectly via our intermediaries using the E-Money Services;108(together, the “Rewards”).
7.2. The actions which earn Rewards may change at any time, for any reason, without prior notice. Mode may at any time and for any reason, without providing prior notice to you, introduce a maximum limit on the individual or aggregate value of Rewards that you can receive. Details of the actions which earn Rewards and any relevant maximums or caps in value of such Rewards are set out in the relevant FAQs.
7.3. Rewards are only ever paid in Bitcoin, and are paid into your Bitcoin Wallet, accessed through your Mode Account. For the avoidance of doubt, Bitcoin Cashback awarded through Affiliate will be paid into the rewards section of your Bitcoin Wallet.
7.4. Each Reward is redeemable in relation to a single action or Payment Transaction and multiple Rewards cannot be claimed against one transaction. Where a Bounty is awarded to an existing customer for referring a new customer to Mode, the new customer may still be eligible for Bitcoin Cashback on their first transaction.
7.5. Rewards are personal to you. You may not transfer Rewards to others, nor may you exchange them for other products. In order to receive Bitcoin Cashback you must use the personalised link that is provided to you. You will not be awarded any Reward where you breach these or any other application terms and conditions.
7.6. Withdrawal, transfer or any other transaction relating to the Rewards are subject to the terms and conditions of your Mode Account, including (but not limited to) any withdrawal fees or minimum withdrawal amounts which may apply.
7.7. Bitcoin Cashback is not available with other promotional programmes, offers, discount cards, vouchers, cashback or privileges unless we explicitly state otherwise.
7.8. The amount of Bitcoin Cashback to which you are entitled (the “Bitcoin Cashback Rate”) (subject to the rest of these terms and conditions) will appear on your purchase receipt and shall be calculated in the following manner:
7.8.1. where Bitcoin Cashback is awarded in relation to Affiliate, the relevant Bitcoin Cashback Rate will be calculated as soon as practicable after the confirmation from the relevant merchant is received by Mode;
7.8.2. where Bitcoin Cashback is awarded in relation to a Reward (not including Affiliate):
7.9. You will not be awarded Bitcoin Cashback in respect of a Payment Transaction or Affiliate purchase which is declined, including but not limited to cases where: you fail a credit check; make a duplicate order; return and/or claim a refund on your order; do not enable tracking on your purchase(s), order an item that is out of stock or the relevant merchant cannot (or will not) verify your purchase.
7.10. You may not be awarded Bitcoin Cashback in respect of a Payment Transaction
7.11. Affiliate Bitcoin Cashback will be awarded upon confirmation from the merchant to Mode either directly or through the relevant Affiliate portal; all other Bitcoin Cashback must be claimed within thirty (30) days of either:
7.11.1. the relevant purchase; or
7.11.2. the receipt of the relevant affiliate email link.
Mode reserves the right to reclaim, extinguish and/or clawback the relevant Bitcoin Cashback after this period.
7.12. Where you receive Bitcoin Cashback in respect of a Transaction that you make using the E-Money Services if you cancel or refund the Transaction, Mode will automatically deduct the Bitcoin Cashback from your Bitcoin Wallet, so as to restore the Bitcoin Wallet to the state it would have been in had the Transaction not taken place.
7.13. If you receive Bitcoin Cashback in respect of an Unauthorised Transaction or Incorrect Transaction you must notify Mode. You are not entitled to keep this Bitcoin Cashback. Mode will automatically deduct the Bitcoin Cashback from your Bitcoin Wallet, so as to restore the Bitcoin Wallet to the state it would have been in had the Unauthorised Transaction or Incorrect Transaction not taken place.
7.14. Except as prohibited by condition 22, below, Mode may update, supplement and/or amend the terms and conditions of the Rewards (this condition 7) through their relevant FAQs (Frequently Asked Questions).
8.1. You may submit an instruction to make or initiate a payment in E-Money (a “Payment Transaction Request”) and / or buy or sell Bitcoin (a “Bitcoin Transaction Request”) (Payment Transaction Request and Bitcoin Transaction Request, each a “Transaction Request”) by selecting the relevant button in the Platform. A Payment Transaction Request will evidence your consent to the execution of the transaction (the “Payment Transaction”) and a Bitcoin Transaction Request will evidence your consent to the execution of the transaction (the “Bitcoin Transaction”) (Payment Transaction and Bitcoin Transaction, each a “Transaction”).
8.2. A Transaction Request will be treated as received once you submit it to the Platform. You cannot withdraw your consent to any Transaction once you have submitted a Transaction Request. You accept and acknowledge that each purchase of Bitcoin is subject to an exchange rate, being the price in fiat currency.
8.3. Mode may refuse to complete or block, cancel or reverse a Transaction authorised by you, where there is insufficient E-Money or Bitcoin, as the case may be, to affect the relevant Transaction and to satisfy the relevant fees for such Transaction, or if any related payment into your Mode Account is declined.
8.4. Transactions will generally be affected instantaneously when you place a Transaction request, except that:
8.4.1. for the E-Money Services where Faster Payments is being used to make the Payment Transaction execution may be up to 2 hours from the point of the Payment Transaction Request;
8.4.2. for the E-Money Services where Mode (as agent for Modulr) is accessing an account with another payment service provider to initiate a payment from that account on your behalf, the execution of the underlying Transaction will be made by the other payment service provider and subject to their execution timings;
8.4.3. for the Digital Currency Services, the blockchain protocols applicable to all Bitcoin transactions may affect the timing of payments; and
8.4.4. in all cases, Mode does not guarantee that the relevant Transaction(s) will take place within the time stated and this could be affected by things outside of our control, including failure of third parties or payment schemes for which we are not responsible or liable.
9.1. Before you complete a Bitcoin Transaction Request, a recap screen will display to you the applicable transaction fee (the “Transaction Fee”). The Transaction Fee is 0.99% of the Transaction amount.
9.2. By selecting ‘confirm’ you agree to pay the Transaction Fee for the completed Transaction.
9.3. For the purpose of determining the amount required to implement your Transaction:
9.4. Mode will have no responsibility for any fees or charges that are imposed on you by a third party in accessing the Digital Currency Services.
10. SUSPENDING YOUR MODE ACCOUNT
10.1. Reasons for suspension
if any of the following events take place:
10.2. Notification of suspension
If Mode suspends your use of the Mode Services for any reason, Mode will provide you with notice of its actions (including, where possible, details of the nature of the suspension, the anticipated duration and anything you have to do to remedy any error or circumstances which have led to the suspension) where permitted to do so by applicable law and / or regulation. You acknowledge that Mode's decision to take certain actions, including limiting access to, suspending, or closing your Mode Account, may be based on confidential criteria that are essential to Mode's risk management and security protocols. You agree that Mode is under no obligation to disclose the details of its risk management and security procedures to you.
10.3. Termination following suspension
Following a notice of suspension, Mode will decide whether to:
11. TERMINATING YOUR MODE ACCOUNT
11.1. Termination by you
11.1.1. If you no longer want to use the Site, the Platform and the Mode Services, provided you have no outstanding amounts in your Mode Account and following proper settlement of all Transaction Requests and discharge of any liabilities, you can contact Mode at any time, in accordance with paragraph 18, and Mode will terminate your Mode Account and your use of the Mode Services. Mode will treat your notice as notice of termination of these Terms.
11.1.2. Any amounts in your Mode Account will first need to be withdrawn by you using the normal withdrawal methods.
11.2. Termination by Mode
11.2.1. Mode may terminate these Terms and remove your access to the Site, the Platform, the Mode Services and your Mode Account for any reason, by providing you with two (2) months’ notice. Mode will notify you of such termination in accordance with paragraph 17. Mode will remit:
unless Mode is prohibited from doing so by any applicable law and / or regulation.
11.2.2. You shall have two (2) months from the notice of termination to provide Mode with details of your nominated third-party bank account and your nominated third-party digital currency wallet, as applicable.
11.3. Idle accounts
Mode reserves the right to cancel unconfirmed accounts or Mode Accounts that have been inactive for a period of six (6) months or more, and / or to modify or discontinue the Site, the Platform and / or any part of the Mode Services. You agree that Mode will not be liable to you or to any third party for termination of your Mode Account or termination of your access to the Site and / or the Platform.
11.4. Retention of information
Mode reserves the right to retain any information relating to your Mode Account, after termination, that Mode is required to retain in accordance with any applicable law or regulation.
12. INTELLECTUAL PROPERTY
12.1. Property of Mode
All content on the Site and the Platform or provided to you in connection with the Mode Services is the property of Mode and is protected by copyright, patent, trademark and any other applicable law and / or regulation, unless otherwise explicitly specified. The trademarks, trade names, service marks and logos of Mode and others used on the Site or the Platform are the property of Mode and its respective owners. The software, applications, text, images, graphics, data, charts, graphs, video and audio materials used on the Site belongs to Mode. The trademarks and other content on the Site or the Platform should not be copied, reproduced, modified, republished, uploaded, posted, transmitted, scraped, collected or distributed in any form or by any means, no matter manual or automated, without prior written consent of Mode.
12.2. Prohibition of use of content
The use of any content from the Site or the Platform or provided to you in connection with the Mode Services on any other site or networked computer environment or for any other purpose is strictly prohibited; any such unauthorised use may violate copyright, patent, trademark and any other applicable laws and regulations and could result in criminal or civil penalties.
MODE is a trademark owned by Mode and allows no unauthorised use by you or third parties. Mode supports the protection of intellectual property. If you would like to submit:
please email Mode in accordance with paragraph 18.
13.1. Mode needs to collect and process your personal data in order to provide you with the Mode Services.
It is your responsibility to determine what, if any, taxes apply to any E-Money or Bitcoin that you deposit or withdraw from the Site or the Platform and to collect, report, and remit the correct tax to the appropriate tax authority. Mode may deduct or make any tax withholdings or filings that it is required by law to make, but Mode is not responsible for determining whether taxes apply to your Transactions or to your Mode Account, or for collecting, reporting, or remitting any taxes arising from any transaction. You are responsible for complying with all applicable law and regulation in relation to any actions you carry out on the Site or the Platform or in relation to your Mode Account.
15. NO ADVICE
15.1. Mode is not giving investment advice, tax advice, legal advice, or other professional advice by allowing you to use the Site or the Platform or the Mode Services. Please seek your own independent advice in relation to these matters.
15.2. As well as these Terms, general law applies to the Mode Accounts, the Mode Services that Mode provides to you, which may mean other rights and liabilities apply. For information about your rights and liabilities (responsibilities) under the general law, please contact your local authority Trading Standards Department, Citizens Advice or take independent legal advice.
16. RESTRICTIONS ON CLAIMING LOSS
16.1.1. To the maximum extent permitted by applicable law and regulation, the Site, the Platform and the Mode Services are provided to you on a strictly “as is,” “where is” and “where available” basis. Specifically, Mode does not give any implied warranties of title, merchantability, fitness for a particular purpose and/or non-infringement. Mode does not make any promises that access to the Site, the Platform or any of the Mode Services, or any of the materials contained therein, will be continuous, uninterrupted, timely, or error-free.
16.1.2. Mode cannot and does not guarantee continuous, uninterrupted or secure access to the Site, the Platform or the Mode Services. Mode is not responsible for any losses you suffer as a result of Mode limiting, suspending, restricting, or terminating your access to any or all the Mode Services in accordance with these Terms.
16.2. Limited liability
16.2.1. If you suffer a loss because of something Mode has done or failed to do, you may be entitled to claim back that loss from Mode. However, you will not be able to claim for:
16.2.2. You cannot claim back loss from Mode if Mode is unable to perform its obligations under these Terms because of causes reasonably beyond its control, including but not limited to:
16.2.3. Mode’s total aggregate liability to you arising out of, or in connection with, these Terms shall be limited to a maximum aggregate value of the combined value of the Bitcoin and E-Money on deposit in your Mode Account at the time of your claim. Mode’s total liability in respect of a specific Transaction shall be further limited to the purchase or sale amount of the Transaction in dispute.
16.2.4. If you have a dispute with one or more other Users of the Mode Services, you agree that neither Mode, nor Mode’s affiliates or service providers will be liable for any claims, demands or damages of any kind or nature arising out of or in any way connected with such disputes.
17. COSTS THAT CAN BE RECOVERED FROM YOU
You agree to immediately reimburse Mode for any claim, demand, action, damage, loss, cost or expense, including without limitation reasonable legal fees, arising out or relating to your violation of these Terms; your violation of the Modulr Terms or your violation of the Bitgo Terms; your violation of any rights of any other person or entity; or your fraud, misrepresentation or negligence.
18.1. Mode may contact you electronically including via:
18.1.2. Mode will use those means to provide you with Mode Account-related notices and receipts for Transactions.
18.1.3. To ensure that you receive all of Mode’s communications, you agree to keep your email address and phone number up-to-date and notify Mode immediately, in accordance with paragraph 18, if these change.
18.1.4. Delivery of any notice to the email address / mobile number on record with your Mode Account will be considered valid.
18.1.5. If any email is returned as undeliverable, Mode retains the right to block access to your Mode Account until you provide and confirm a new email address.
19. CONTACTING MODE
19.1. If you have any feedback, questions, or complaints, you may contact Mode via the Platform. Alternatively, you may also contact Mode by:
When contacting Mode, please ensure you provide any information Mode may need to identify you, your Mode Account and the Transaction(s) which you are referring to.
20.1. In the event of a complaint, please set out the cause of your complaint, how you would like Mode to resolve the complaint and any other information you believe to be relevant to your complaint.
20.2. Within 15 business days of receipt of your complaint, Mode will address all points raised in your complaint by sending you an email in which it will:
20.3. In exceptional circumstances, if Mode is unable to respond to your complaint within 15 business days for reasons beyond Mode’s control, Mode will send you a holding reply indicating the reasons for a delay in answering your complaint and specifying the deadline by which Mode will respond to your complaint (which will be no later than 35 business days from receipt of your complaint).
20.4. Any offer of resolution made to you will only become binding on Mode if accepted by you. An offer of resolution will not constitute any admission by Mode of any wrongdoing or liability regarding the subject matter of the complaint. If your complaint relates to any E-Money Services and has not been resolved through the process outlined in this paragraph, you may be entitled to take that complaint to the Financial Ombudsman Service as set out below.
20.5. Financial Ombudsman Service
20.5.1. If you have a complaint relating to the E-Money Services provided to you by Mode acting as agent for Modulr, and that complaint cannot be resolved through the complaints process set out above , you may then be able to take unresolved complaints to the FOS.
20.5.2. You agree that you will not raise a complaint with the FOS until the dispute process set out above has been completed.
20.5.3. You can find further information about the FOS and the types of complainants eligible to submit matters to the FOS using the following details:
21.1. These Terms are in English, and any information and / or notifications that Mode provides to you under applicable law and regulation will also be in English.
21.2. Copies of the most up-to-date version of the Terms will be made available on the Site and on the Platform at all times and will be provided to you by email on your request.
22. CHANGES TO THE TERMS
22.1. Mode will notify of you any change to the Terms relating to E-Money Services (including any decision to replace Modulr with another FCA-regulated EMI) by email at least two (2) months in advance. In such circumstances, you will be deemed to have accepted the change if you do not notify Mode otherwise prior to the date the change takes effect and continue to use the E-Money Services. If you do not accept the change, you should contact Mode in accordance with paragraph 18, and these Terms will terminate at the end of the two (2) months’ notice. You may also end these Terms immediately and free of charge with effect at any time before the expiry of the two (2) month notice period.
22.2. Unless otherwise explicitly stated within these Terms, Mode may make all other changes to the Terms (including in relation to Digital Currency Services) by notifying you via the Site or the Platform, indicating when the revised Terms become effective. You will be deemed to have accepted the change if you do not notify Mode otherwise prior to the date the change takes effect and continue to use the Digital Currency Services. Although Mode will make efforts to provide you with advance notice where possible, where lawful Mode may indicate that the revised Terms shall be effective immediately and if you do not agree with any such change, you should terminate your Mode Account and cease using the Digital Currency Services.
23. GOVERNING LAW AND JURISDICTION
These Terms, and any dispute arising out of or in connection with them (including non-contractual disputes), shall be governed and construed in accordance with the law of England and Wales. Unless any alternative dispute resolution procedure is agreed between the Parties, the Parties agree to submit to the exclusive jurisdiction of the courts of England and Wales in respect of any dispute which arises out of or in connection with these Terms.
24. ENTIRE AGREEMENT
These Terms contain the entire agreement and supersede all prior and contemporaneous understandings between the Parties regarding the Site, the Platform and the Mode Services. In the event of any conflict between these Terms and any other agreement you may have with Mode, the terms of that other agreement will control only if these Terms are specifically identified and declared to be overridden by such other agreement.
25. NO AGENCY
These Terms do not, and shall not be construed to create any relationship, partnership, joint venture, agency, employer-employee, or franchisor-franchisee relationship between Mode and you.
Mode may assign its rights and obligations hereunder and / or transfer ownership rights and title in the Site, the Platform, and / or the Mode Services to a third party, provided that it does so in accordance with applicable law and regulation. Your rights and obligations under these Terms are not assignable. Any attempted or actual assignment thereof without Mode’s prior explicit and written consent will be null and void.
27. SEVERABLE CLAUSES
If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions.
No waiver by either Party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. No failure or delay by a Party to exercise any right or remedy provided under these Terms or by law, in full or in part, shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy.
Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof.