Terms and Conditions
Updated: Mar 10, 2020
TERMS AND CONDITIONS OF BUSINESS
These terms and conditions of business (“our terms”) apply to our personal foreign exchange services (“our services”).
You should read our terms carefully before using our services. If, having read our terms, you do not understand any of them, please contact us at email@example.com. Our terms contain limitations on the scope of our obligations to you as well as limitations on and exemptions from our liability to you in the event that you suffer any loss or harm as a result of using our services.
In Our Terms the following words have the following meanings:
our acceptance of a Request communicated to you by online order confirmation or over the phone
a person who is authorized by you and accepted by us to provide us with instructions on your behalf;
9am to 4.30pm Monday to Friday excluding Bank Holidays and Public Holidays in England.
the contract between us for the performance of any FX currency or Crypto Asset transaction;
A document setting out the details of the contract we have agreed to perform for you and our requirements concerning the FX or Crypto currency which will be sent to you following our Acceptance;
the deposit which we may ask you to pay in advance to secure the currency or Crypto Asset, also sometimes referred to as “Margin”;
“Gigabrits”, “we”, “our” or “us”
refers to Gigabrits Limited, which is a company incorporated in England with company number 10751896 and registered office 65 London Wall, London, United Kingdom, EC2M 5TU;
our Personal Foreign Exchange Services;
these terms and conditions of business;
your request for a currency transaction communicated to us by you confirming an online order if you are an on-line customer, or confirming your instructions over the phone if you are a telephone customer;
a transaction forming part of Our Services where we apply the FX rate or Crypto Assets rate available on the day you request your transactions, and that we Accept;
“you” or “your”
refers to you, our customer;
“Your Nominated Account”
the bank account which, for the purposes of the Contract, you notify us in advance into which we are to pay any sums due to you or any third party whom you instruct us to pay;
All references in Our Terms (unless otherwise stated) (a) to a person or persons shall include any natural person, company, firm, partnership, trust, public body or other organisation; (b) to “clauses” are to clauses of Our Terms; (c) to any legislation (including statutes, statutory provisions or regulations) shall include them as amended from time to time; and (d) made in the singular shall include the plural and vice versa.
All headings used in Our Terms are for ease of reference only and shall not affect the interpretation of Our Terms.
Changes to Our Terms
We may be required to amend Our Terms from time to time, for example in order to comply with changes in the law or regulatory and other requirements or changes in market conditions. No change to Our Terms will apply to any Contract already made with you prior to the date of the change coming into effect.
In the event of any change at any time to Our Terms, we will notify you by email and/or by posting a clear readily accessible notice of change on Our Website or, if you are a telephone customer and have not provided us with an email address where we can contact you, by post to the last postal address we have for you
Our Terms are governed by English law and any disputes between us relating to the Contract will normally be dealt with in the courts in England or Wales. Our Terms do not affect your statutory rights as a consumer
Although we may provide market information at your request, we are not providing any advice (whether to proceed, or not proceed or in respect of timing) concerning any foreign currency or crypto currency. You must rely on your own skill and judgement whether or not to make a Request and whether a particular currency or type of currency is suitable for you.
Banks have fixed cut off times for the receipt and dispatch of electronic payments. We are not responsible for and have no liability for any delay in or failure of any transaction which results from a late arrival of funds or from late receipt of instructions which results in any fixed cut off imposed by any bank not being met.
FORMATION OF CONTRACT
Each currency conversion which we perform for you is subject to a separate Contract. Each Contract will be formed when we communicate to you our Acceptance. Details of the Contract will be communicated in our Acceptance and confirmed in writing in our Contract Note. We may in our sole discretion refuse to proceed with any Request or any FX contract for any type of currency at any time.
Your responsibility to us
Before we can perform any of Our Services for you, you must register with us. In order to complete your registration, you must provide us with all the details we require, including relating to your identity and proof of address and any other information we may require from you to enable us to complete our anti-money laundering process. If your account is not used for 18 (eighteen) months, it may be deactivated and you may need to re-register.
You will promptly supply us on request with any information and documentation which we need to obtain to enable us to comply with any legal obligations relating to Our Services, including as may be required by the Money Laundering Regulations 2017.
You must not use any of Our Services for any speculative purpose.
Password and Security
It is your responsibility to keep safe any password which you may use to access any part of Our Services.
You are responsible for the completeness and accuracy of all information you provide to us at any time, including any in your Request and Your Nominated Account details. You must provide us with instructions, and make sure any Authorized Person provides us with instructions, in the English language.
You must keep your contact information up to date at all times and be available to meet your obligations under this contract. You will notify us as soon as you become aware of any error in any details you have provided to us or in connection with any FX transaction. You will also notify us immediately if any of the circumstances listed in clause 8.1.4 (which relate to your ability to pay us for Our Services) occurs.
You will not complete the Request on behalf of any other person and, unless you are an Authorised Person, will not provide us with any instructions for or on behalf of or on account of any other person. You are over 18 (eighteen) years of age and are not suffering from any disability or impairment (mental or otherwise) which may affect your capacity to enter into the Contract.
We are not responsible for compliance with any local law other than English Law. If you are accessing Our Website from outside the United Kingdom, you must satisfy yourself of any other local law requirements.
You may authorise another person to provide us with instructions on your behalf. In these circumstances, we will treat the instructions of the Authorised Person as if they came from you.
Your payment will be due to us in full in cleared funds by no later than 12.00 midday on the Business Day we tell you in our Acceptance.
You must pay all sums due to us for all FX currency in full in cleared funds by the due date for payment into Our Nominated Account or in the form we may instruct you to do so.
You must pay all sums due to us for all FX or Crypto conversion in the currency agreed in the Contract.
You may not make any discounts or deductions from any payments due to us.
We may charge interest on any sum due to us at any time which is not received by us in full in cleared funds by the due date for payment at the rate of 4% (four percent) above the base rate from time to time of the Bank of England, and this interest will accrue daily from the due date for payment until we are in receipt of the overdue amount in full in cleared funds.
Our responsibility to you
provide Our Services at all times in accordance with Our Terms;
in relation to all FX currencies and Crypto currencies:
tell you what the Value Date will be;
tell you what amount is payable by you, together with the date by which we must be in receipt of your payment in full in cleared funds;
hold all sums which you have paid to us, that has not vested in us, in our client bank account or use them in the performance of our obligations we incur in relation to our clients’ contract;
use the contact information you provide to us to contact you, including to verify any transaction, to check your identity or to notify you of any requirement for a Margin Call.
We will not:
provide any of Our Services to you unless or until you have met the requirements of Registration, Money Laundering, Speculation, Password and Security, Information and Personal Capacity of Our Terms;
make any onward payment for any Contract until we are in receipt of cleared funds from you;
accept any monies in payment of any sums due to us from any person other than you or the Authorised Person;
proceed with any Contract having a value higher than any transaction limit which we may impose from time to time.
We will pay into Your Nominated Account any sums we have agreed to pay on your behalf as soon as practicable after the Value Date. You should note that it can take more than 5 (five) Business Days after the Value Date for the funds to clear depending on local banking arrangements.
We may be required to make deductions from any sums we have agreed to pay on your behalf for taxation reasons. If this is the case, our payment will be made less an amount equivalent to our taxation liability.
We may use any sum which we receive from you (including any sum forming part of any Deposit you have paid and any sum received from you held in our client bank account) at any time to settle any liability which we may incur relating to any of your Contracts.
Crypto Currencies are a type of currency, and as such bought and sold in currency pairs, as standard currency being sold by a Bureau de Change.
When receiving Bitcoin or Cryptographic Asset as part of a transaction, the latter is finalised after it is confirmed in a number of blocks. Because of the probabilistic settlement nature of Cryptocurrencies and Cryptographic Assets, GGB will decide on a case by case basis, based on network conditions how many confirmations are necessary to advise that your transaction is concluded.
The latter is fundamentally different from any other regulated activities, such as payment services, were one settlement confirms delivery of a payment transaction; you must understand that this is not a payment service due to inherent different with the type of underlying asset/products. GGB is not a crypto exchange, we only sell Cryptographic Assets in exchange for other currencies only.
In what we determine to be normal network conditions 1 confirmation is likely to be sufficient, however the latter is subject to external factors.
The number of confirmations when GGB is sending Bitcoin or Cryptographic asset payments is to be determined by them, a node of their choice. Or a block explorer of GGB’s choice.
GGB will determine the number of confirmations a transaction has by internal consultation with a cryptocurrency node run locally on company hardware, GGB will solely reserve the right to decide what node version and implementation are to be used for this purpose. Also, alternatively to this practice a block explorer of GGB's choosing may be used as reference for transaction confirmation count.
If the client sent a Bitcoin or Cryptographic Asset transaction with an insufficient large fee in order to be confirmed within the next block, or if for whatever reason GGB decides the fee needs to be increased (“bumped”), we can do so by the procedure called CPFP (“child pays for parent”), in doing so the addition fee imparted to the transaction will be deducted from the client’s portion of the trade amount, unless specified differently by GGB.
“A Child Pays for Parent (CPFP) transaction is one where a higher fee transaction is formed and broadcast to incentivize miners to also confirm the unconfirmed transaction from which it’s inputs are drawn i.e. the: parent transaction”
Unless specified differently by GGB, the sender of the Bitcoin or Cryptographic asset will pay for the miner/network fees.
Bitcoin forks are defined variantly as changes in the protocol of the Bitcoin network or as the situations that occur "when two or more blocks have the same block height". In the case of such a network event GGB decides what chain of the protocol implementation is valid for the trade.
The term "blockchain reorganization" is used to refer to the situation where a client discovers a new difficulty wise-longest well-formed blockchain which excludes one or more blocks that the client previously thought were part of the difficulty wise-longest well-formed blockchain.
These excluded blocks become orphans.
In the case of such an event, GGB has sole authority of decision regarding if the transaction as executed is or has remained valid.
In the case of any protocol consensus ambiguity of the Bitcoin or Cryptographic asset network, it is up to GGB to decide what transaction and network circumstances are considered to be relevant to the trade at hand.
GGB can choose at its own discretion, on a case by case basis, what reference will be used as the trade relevant spot price for Bitcoin or other Cryptographic asset is involved in a trade.
The Contract will expire automatically on full settlement of the Contract.
We may terminate the Contract immediately without notice to you:
where you fail to make any payment due to us relating to any Contract by the due date for payment;
where we are required to do so by law, by any court of competent jurisdiction or any governmental or regulatory body which authorises us to perform Our Services;
following a material breach by you of any of Our Terms (which would include any breach by you of any of the provisions of clause 5 or in the event that we discover any fraud or fraudulent activity by you;
in the event that you become unable to pay your obligations as and when they fall due for payment, or that a petition in bankruptcy is presented against you or you are declared bankrupt, you become insolvent, you are placed into receivership, administration or go into liquidation or are subjected to any similar event.
When the Contract is formed, we take on risk and incur liability straight away on your behalf. For this reason, we do not give you the right to terminate the Contract except in writing to us in the event that we become insolvent or we are placed into receivership, administration or go into liquidation.
The provisions of this clause 7.4 and clauses 8 (Our Liability), 9 (Circumstances beyond our Control), 10 (Linking and Framing), 13.1 (Regulatory Requirements), 13.6 (Entire Agreement) and 13.7 (Third Party Rights) shall survive the termination or expiry of the Contract for any reason.
Consequences of Termination
If the Contract is terminated for any reason:
will Close Out any pending Contract not yet completed; and
will notify you of any loss that we make or liability we incur as a result of Close Out or termination;
may use any sum which you have paid us (including any Deposit), to settle any of our liability or recompense us for our loss incurred in connection with the Close Out or termination, unless the Close Out or termination is as a result our being subject to one of the events detailed in clause 7.3;
you must pay us on demand the amount of any loss that we make or liability we incur as a result of any Close Out or termination, unless the Close Out or termination is as a result of our being subject to one of the events detailed in clause 7.3;
We are not liable to you for any loss or damage which you may incur:
as a result of any breach by you of any of clauses regarding Registration, Money Laundering, Speculation, Password and Security, Information or Personal Capacity;
where we terminate the Contract in any of the circumstances set out in clause 7.2 (which sets out our rights of termination);
as a result of any fluctuation in any exchange rate;
where you do not provide us with any sum we require in payment by the due date for payment;
as a result of any act or omission by you or any Authorised Person.
We are not at fault for any loss of access a customer experiences to Cryptographic Assets under their own control either before, during, or after a trade. We are not responsible for any losses a customer may incur because of Cryptographic Asset price fluctuations. Any misdirected Cryptographic Asset payments initiated by a customer during the course of a trade are the sole liability of the customer themselves.
Our total liability to you in connection with the Contract is, subject to clause 8.4, limited to the lower of:
the total amount paid by you to us under the Contract;
or the value of the commission we would have earned for your transaction.
In no event are we liable to you or any other person for any type of loss which under English law is considered to be “indirect loss” or “consequential loss” (being loss or damage which does not follow directly from our breach of the terms of the Contract) nor are we liable for any loss of data, loss of profits, loss of revenue, loss of turnover, loss of sales, loss of production, loss of anticipated savings, loss of goodwill, loss of business opportunity or contracts or any other economic loss whatsoever arising out of or in connection with the Contract which an English court would not consider to be direct financial loss or damage to your property.
No provision of this clause 8 nor any other provision of Our Terms shall have as its object or effect the exclusion or limitation of any liability we may have for personal injury or death resulting from our negligence or for fraud.
Circumstances beyond our control
We are not liable to you if we are unable to perform any of our obligations to you or our performance of any of our obligations is delayed due to any circumstances outside of our reasonable control, including (without limitation) any industrial action, labour dispute, act of God, fire, flood or storm, war, riot, civil commotion, siege, security alert, act of terrorism or any resulting precautionary measures taken, act of vandalism, sabotage, virus, malicious damage, compliance with any statute, statutory provision, law, governmental or court order, the actions or instructions of the police or of any governmental or regulatory body which authorises us to perform Our Services, cut or failure of power, failure of equipment, systems or software or internet interconnectivity. If any of these circumstances occur then the Contract shall be suspended for the period during which they continue.
Linking and framing
We are not responsible for the content, policies or services of any other persons or sites linked to or accessible via Our Website. The existence of any link to any other website does not constitute an endorsement of or association with any such website or any person operating any such website. Any reliance on any content, policies or services of any other persons or websites are at your sole risk. Any queries, concerns or complaints concerning such websites should be directed to the persons responsible for their operation.
We respect the privacy of the affairs of all our customers and will always aim to treat your instructions with the utmost confidence. We will only use any information which you communicate to us in confidence in order to perform of Our Services in accordance with the Contract and not disclose any such information to anyone, except:
- where the information becomes generally available to the public through no fault of our own;
- where the information was provided to us on a non-confidential basis or was already in our possession not subject to a duty of confidence;
- where the information is received by us from another person on a non-confidential basis who, to our knowledge, is not subject to a duty of confidence relating to the information;
- where the information was already known to us;
- where you agree that we may disclose it to any person without imposing a duty of confidence;
- where it is personal data, in which case we may handle it as provided for by the provisions of clause 12 (Personal Data)
- where we are required to do so by any governmental or regulatory authority, by a court order or otherwise by law (including in cooperating with the police or other law enforcement agencies in connection with the prevention or detection of any criminal activity).
We will handle any “personal data” you provide to us (for example, your home telephone number or home address) in accordance with the provisions of the Data Protection Act 1998 (“the Act”) and subsequent legislation that may replace or amend it, especially the EU’s General Data Protection Regulation.
The Act provides a “data subject” with certain rights against and imposes certain duties on a “data controller” in relation to its handling of a data subject’s personal data. For the purposes of the Contract and the Act, you are the data subject and we are the data controller in relation to all your personal data which you disclose to us. Where you provide us with personal data of an Authorised Person, the Authorised Person is the data subject of that personal data. Further information concerning your rights and the rights of any Authorised Person as a “data subject” and our duties as a “data controller” can be found by visiting the website of the Information Commissioner at www.ico.gov.uk. If you do not have access to the Internet, the Information Commissioner’s Office can also be contacted by telephone on 08456 306060.
We may share personal data which you provide to us with other members of the Gigabrits Limited or with associate companies for the sole purpose of delivering our services to you; the latter may include processing your personal data outside the EU and the EEA.
We may also be required to share personal data which you provide to us with relevant government bodies or regulatory authorities (such as HM Revenue and Customs, which regulates some of our other businesses in the United Kingdom), with credit control or debt collection agencies (for example, where you owe us money), the police or other law enforcement agencies (for example, in connection with money laundering or fraud investigations), or be required to disclose it to other persons by order of a court or otherwise to meet any regulatory, statutory or legal requirement on us.
If you have any queries concerning our handling of any personal data of which you are a data subject, please contact us by email at firstname.lastname@example.org.
We may be required to disclose certain information to a governmental or regulatory body or agency, to a court or otherwise by law concerning you or the services we provide to you or any Authorised Person to help combat fraud, money laundering offences or criminal activity or to meet any statutory or other legal requirement imposed on us from time to time. We may also record any telephone discussions we have with you and use any transcripts of such discussions, for example for training purposes or in order to meet our legal obligations or in the prevention or detection of money laundering or crime. You agree that we may do any of these things without further liability to you or any Authorised Person.
If any court of competent jurisdiction finds that any part of Our Terms is invalid, unlawful or unenforceable for any reason those parts (to the extent possible) shall be deleted from Our Terms and the remaining parts (to the extent possible) shall remain in force and continue to be binding on you and us.
No failure to enforce or delay in enforcing any right or remedy available to you or us under the Contract (including as provided for in Our Terms or otherwise available under English law) will mean that you or we cannot exercise any such right or remedy at a later date.
You may not assign, transfer, charge or dispose of the Contract or any of your obligations, rights or privileges under the Contract to any other person at any time without our prior consent in writing. We may assign, transfer, charge or dispose of the Contract in whole or in part or any of our obligations, rights or privileges to any other person at any time, provided we take appropriate steps to ensure that doing so will not harm any of your rights under the Contract.
Where any notice is required by Our Terms to be given in writing, it must:
if you are an on-line customer: (a) in the case of any to be sent by you, be sent by you to Gigabrits Limited and (b) in the case of any to be sent by us, be sent to the email address which you have told us in writing (for example, when registering with us) to use to contact you;
if you are a telephone customer: (a) in the case of any to be sent by you and you have access to the Internet, be sent by you to email@example.com and, if you do not have access to the Internet, be sent by you by post to 65 London Wall, London, United Kingdom, EC2M 5TU and (b) in the case of any to be sent by us, be sent to the email address which you have told us in writing (for example when registering with us) to use to contact you or, if you have not provided us with an email address, by post to the last postal address we have for you (which, unless you have notified us in writing of a change, will normally be the one you told us when you registered with us);
or, in each case, to such other email or postal address in the United Kingdom which you notify us in advance in writing (in the case of any notice to be sent to you) or we notify you in advance in writing (in the case of any notice to be sent to us) in accordance with this clause 13.5. All notices given in accordance with this clause 13.5 shall be treated as being served on the first Business Day following transmission of the email.
The details set out in your Request and our Acceptance (each as confirmed in our Contract Note) and Our Terms form the entire agreement between us concerning the Contract. No other discussions, telephone conversations, email communications, documents or materials form part of the Contract. This clause 13.6 does not exclude any liability we may have to you for fraud, or prevent you from bringing any claim against us for fraud or fraudulent misrepresentation.
Our Terms cannot be changed except as provided for in clause 2 (Changes to Our Terms) or in writing by a properly authorised representative of Gigabrits Limited.
Third Party Rights
The Contract (Rights of Third Parties) Act 1999 shall not apply to the Contract. This means that only you and we have any rights, obligations or privileges under the Contract and no-one other than you or we can enforce any of its terms or take any action under the Contract.