Website Terms of Use

1.About These Terms

These Website Terms of Use (“Terms”) govern your access to and use of the website operated under the Definro brand, including its pages, content, forms, demonstrations, and other publicly accessible website features (the “Website”).

For purposes of these Terms, “Definro”, “we”, “us”, or “our” refers to the operator of the Website under the Definro brand. Corporate registration details will be added when the relevant operating entity is established.

By accessing or using the Website, you agree to comply with these Terms. If you do not agree with these Terms, you should not use the Website.

These Terms govern the Website only. They do not govern the provision of any Definro product, implementation, API, software platform, card programme, wallet service, payment service, or other contracted service.

2.Intended Audience

The Website is intended primarily for businesses, professional users, prospective customers, partners, suppliers, and persons acting in a business or professional capacity.

If you use the Website on behalf of a company or other organisation, you represent that you are authorised to act on behalf of that organisation in connection with your use of the Website.

The Website is not directed to children. You should not use the Website if you are under 18 years of age or under the age of legal majority applicable to you.

3.Purpose of the Website

The Website provides information about Definro and technology, software, infrastructure, integrations, and business solutions that Definro may develop, offer, integrate, or support.

The Website may describe or demonstrate potential use cases involving, among other things:

• digital wallets;
• card issuing or card programme infrastructure;
• payment functionality;
• APIs and integrations;
• white-label financial technology solutions;
• account, transaction, or programme management interfaces; and
• related fintech infrastructure.

Unless expressly stated otherwise in a separate binding agreement, all Website content is provided for general informational, demonstration, and business-development purposes.

4.Definro Is Not Represented on the Website as a Bank or Licensed Financial Institution

The Website itself does not provide banking, payment, electronic money, card issuing, custody, investment, brokerage, exchange, lending, or other regulated financial services.

Definro may provide or develop technology and infrastructure that connects to, enables, supports, or integrates services supplied by third parties.

Depending on the relevant product or implementation, regulated or financial functionality may be provided by third parties such as:

• banks;
• electronic money institutions;
• payment institutions;
• card issuers or issuing banks;
• card networks;
• payment processors;
• wallet or digital asset infrastructure providers;
• identity verification or compliance providers; and
• other regulated or technology service providers.

A reference on the Website to a financial product, card, payment method, wallet, jurisdiction, currency, network, provider, or integration does not mean that Definro itself is licensed to provide the underlying regulated service.

Nothing on the Website should be interpreted as a statement that Definro holds a particular regulatory licence, authorisation, registration, or status unless that statement is expressly made and is current.

5.Website Content Is Not a Binding Offer or Commitment

The Website does not constitute an offer capable of acceptance and does not create an obligation for Definro to provide any product or service.

Website content may include:

• product descriptions;
• user interface images;
• prototypes;
• animations;
• diagrams;
• demonstrations;
• technical architecture;
• examples;
• indicative workflows;
• planned functionality;
• integration references;
• geographic references;
• performance statements;
• case studies;
• development roadmaps; or
• other forward-looking or illustrative material.

Such content may describe functionality that is in development, available only under specific configurations, dependent on third parties, restricted to certain customers or jurisdictions, or subject to change.

No Website statement constitutes a guarantee of:

• product availability;
• implementation timing;
• regulatory approval;
• eligibility;
• geographic coverage;
• provider availability;
• card acceptance or approval;
• transaction success or approval rates;
• uptime or service levels;
• technical compatibility;
• commercial terms;
• pricing;
• financial performance; or
• any specific business outcome.

Only a separately executed written agreement may create binding commitments concerning a Definro product or service.

6.Separate Agreements for Products and Services

If Definro enters into a commercial relationship with you or your organisation, that relationship may be governed by one or more separate agreements, including, where applicable:

• a master services agreement;
• order form or statement of work;
• software licence or subscription agreement;
• API or integration agreement;
• implementation agreement;
• data processing agreement;
• service level agreement;
• programme or card-related agreement; or
• third-party provider terms.

Those agreements may include additional eligibility, compliance, technical, financial, operational, and regulatory requirements.

If these Website Terms conflict with a separately executed agreement governing a specific product or service, the separately executed agreement will prevail with respect to that product or service.

7.Third-Party Providers, Integrations, and Brands

The Website may refer to or display names, trademarks, logos, technologies, networks, platforms, providers, or services belonging to third parties.

Such references may be used to describe compatibility, potential integrations, technical dependencies, industry context, or product functionality.

Unless expressly stated otherwise, a reference to a third party does not imply:

• endorsement by that third party;
• endorsement of that third party by Definro;
• an exclusive relationship;
• a current commercial relationship;
• regulatory approval;
• guaranteed availability; or
• responsibility by the third party for Definro’s Website or services.

Third-party trademarks and other intellectual property remain the property of their respective owners.

Third-party products and services may be changed, suspended, restricted, or discontinued independently of Definro.

8.Geographic, Provider, and Regulatory Availability

Fintech products and related functionality may depend on jurisdiction, customer type, end-user profile, regulated providers, compliance requirements, programme rules, card-network rules, technical capabilities, and other factors outside Definro’s control.

Accordingly, a product, feature, integration, currency, payment method, card programme, or other capability displayed on the Website may:

• be unavailable in some countries or regions;
• be available only to certain types of businesses or users;
• require onboarding, due diligence, identity verification, or compliance checks;
• be subject to provider approval;
• be subject to transaction, balance, programme, or geographic limits;
• operate differently depending on the underlying provider; or
• be modified or discontinued.

Website content should not be relied upon as confirmation that a specific service is lawfully or operationally available to a particular customer or end user.

Availability should be confirmed through the applicable commercial and compliance process.

9.No Financial, Investment, Legal, Tax, or Regulatory Advice

Website content is provided for general information and business discussion.

Nothing on the Website constitutes financial, investment, legal, tax, accounting, compliance, or regulatory advice.

You and your organisation are responsible for:

• evaluating whether a product or business model is suitable for your circumstances;
• obtaining independent professional advice where appropriate;
• determining the laws and regulatory requirements applicable to your activities; and
• conducting your own legal, compliance, commercial, and technical due diligence.

No fiduciary, advisory, agency, partnership, joint venture, or similar relationship is created merely by your use of the Website or communication with Definro.

10.Permitted Use

You may access and use the Website for lawful informational, evaluation, and business purposes.

You must not:

• use the Website for unlawful, fraudulent, deceptive, abusive, or malicious purposes;
• attempt to gain unauthorised access to the Website, its infrastructure, systems, accounts, or data;
• probe, scan, test, or circumvent Website security measures without prior written authorisation;
• interfere with, disable, overload, disrupt, or degrade the Website or related infrastructure;
• introduce malware, malicious code, automated attacks, or harmful content;
• impersonate another person or organisation or misrepresent your affiliation with any person or organisation;
• use Website forms or communication channels for spam, fraud, phishing, harassment, or other abusive activity;
• remove or alter copyright, trademark, attribution, or proprietary notices;
• reproduce, distribute, sell, sublicense, commercially exploit, or create derivative works from protected Website content except as expressly permitted by Definro or applicable law;
• systematically scrape, harvest, extract, or copy Website content through automated means in a manner that materially burdens the Website, bypasses technical restrictions, or violates applicable law; or
• use the Website in a manner that infringes the rights of Definro or any third party.

Nothing in these Terms restricts conduct that cannot lawfully be restricted.

11.Intellectual Property

Unless otherwise stated, all rights, title, and interest in the Website and its content are owned by Definro or its licensors.

Protected materials may include:

• text;
• graphics;
• visual design;
• interface design;
• animations;
• software;
• source and object code;
• documentation;
• diagrams;
• product names;
• logos;
• trademarks;
• photographs;
• videos;
• demonstrations; and
• other Website materials.

Subject to these Terms, Definro grants you a limited, non-exclusive, non-transferable, revocable right to access and view the Website for legitimate informational and business purposes.

No intellectual property rights are transferred to you by your use of the Website.

Any rights not expressly granted are reserved.

12.Information, Requests, and Materials You Submit

If you contact Definro through the Website or otherwise provide information to us, you are responsible for ensuring that:

• the information is accurate to the best of your knowledge;
• you have the right to provide it;
• providing it does not violate applicable law or third-party rights; and
• you do not knowingly submit malicious code or unlawful material.

General Website forms and introductory business communications are not intended to receive trade secrets, private keys, authentication credentials, payment card credentials, or other highly sensitive information.

Unless Definro has agreed otherwise in writing, you should not treat an unsolicited submission through a general Website form as subject to a confidentiality obligation.

This does not affect confidentiality obligations contained in a separately executed non-disclosure agreement or other binding agreement.

Personal data submitted through the Website will be handled in accordance with the Definro Privacy Policy.

13.Feedback

If you voluntarily provide general suggestions, ideas, comments, or feedback about the Website or Definro’s products, Definro may use that feedback for business and product-development purposes without an obligation to compensate you, provided that doing so does not override any applicable confidentiality obligation or third-party right.

This section does not transfer ownership of your pre-existing intellectual property to Definro.

14.Security and Responsible Reporting

You must not exploit a suspected Website vulnerability or access data or systems without authorisation.

If you identify a suspected security vulnerability, you should report it to Definro through the contact details available on the Website and provide enough information for the issue to be assessed.

A report does not create a right to access systems, retain data, publicly disclose confidential information, or conduct testing beyond what is authorised by law or by Definro in writing.

15.Third-Party Websites and External Content

The Website may contain links to third-party websites or resources.

Definro does not control and is not responsible for the availability, security, accuracy, legality, content, or privacy practices of independent third-party websites or services.

You access third-party websites and services at your own discretion and subject to their applicable terms and policies.

A link does not, by itself, constitute endorsement.

16.Accuracy and Changes to Website Content

Definro may update, correct, replace, or remove Website content at any time.

Although we aim to present information that is reasonably accurate and useful, Website content may contain errors, omissions, outdated information, or information that later changes because of product development, provider changes, regulation, commercial decisions, or technical developments.

Before relying on Website information for a material business, legal, compliance, financial, or technical decision, you should confirm the relevant information directly through the appropriate Definro commercial or contractual process.

17.Website Availability

The Website is provided on an “AS IS” and “AS AVAILABLE” basis.

To the maximum extent permitted by applicable law, Definro does not warrant that the Website will:

• always be available;
• operate without interruption;
• be error-free;
• be free from security vulnerabilities;
• be compatible with every browser, device, or system; or
• contain information that is complete, current, or suitable for every purpose.

We may modify, suspend, restrict, or discontinue all or part of the Website where reasonably necessary, including for maintenance, security, technical, legal, or business reasons.

18.Limitation of Liability

To the maximum extent permitted by applicable law, Definro and persons acting on its behalf will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages arising out of or relating to your access to, use of, or inability to use the Website.

This includes, where permitted by law, loss of:

• profits;
• revenue;
• business opportunities;
• anticipated savings;
• goodwill; or
• data.

Definro is not responsible for losses arising solely from reliance on Website descriptions, demonstrations, roadmaps, indicative product information, or third-party information where the relevant matter has not been confirmed in a binding written agreement.

Definro is not responsible for the independent acts, omissions, outages, decisions, restrictions, or failures of third-party websites or services.

Nothing in these Terms excludes or limits liability to the extent that such liability cannot lawfully be excluded or limited.

Any liability relating to a contracted Definro product or service will be governed by the agreement applicable to that product or service rather than this Section.

19.Compliance With Law

You are responsible for using the Website in compliance with laws applicable to you.

You must not use the Website to facilitate or promote fraud, money laundering, terrorist financing, sanctions evasion, unauthorised financial activity, cybercrime, or other unlawful conduct.

Nothing on the Website should be interpreted as authorising conduct prohibited by applicable law.

Definro may restrict access to or interaction with the Website where reasonably necessary to protect security, comply with law, respond to a lawful request, or address misuse.

20.Privacy

Definro’s processing of personal data in connection with the Website is described in the Definro Privacy Policy.

The Privacy Policy forms the primary notice regarding Website-related personal data processing and should be read together with these Terms.

21.Suspension or Restriction of Website Access

Definro may block, restrict, or suspend access to all or part of the Website where reasonably necessary, including where we reasonably believe that:

• these Terms have been materially violated;
• Website security or integrity is at risk;
• access is being used for abuse, attacks, scraping that materially burdens the Website, or other harmful activity;
• restriction is required by law or a competent authority; or
• restriction is necessary to protect Definro, Website users, partners, infrastructure, or third parties.

Where appropriate and reasonably practicable, restrictions will be proportionate to the relevant risk or misuse.

22.Changes to These Terms

Definro may update these Terms from time to time to reflect changes in the Website, our business, legal requirements, security requirements, or other legitimate reasons.

The current version will be published on the Website with an updated “Last updated” date.

Unless a different effective date is stated, an updated version applies to use of the Website occurring after the updated version is published, subject to applicable law.

Material changes affecting a separately contracted service will be governed by the change mechanism in the applicable service agreement, not by this Website section.

23.Applicable Law and Jurisdiction

Because the legal entity operating Definro has not yet been identified in these Terms, these Terms do not currently designate an exclusive contractual choice of governing law or exclusive jurisdiction.

Applicable mandatory law, conflict-of-laws rules, and ordinary rules of jurisdiction will therefore apply.

When the operating entity is formally established and identified on the Website, this section may be updated to specify the governing law and competent courts.

Nothing in these Terms deprives a person of rights that cannot lawfully be waived or restricted.

24.Severability

If any provision of these Terms is held to be invalid, unlawful, or unenforceable, that provision will be interpreted or limited to the minimum extent necessary where permitted by law, and the remaining provisions will continue in effect.

25.No Waiver

A failure or delay by Definro in exercising a right or enforcing a provision of these Terms does not waive that right or provision.

26.No Third-Party Beneficiaries

Except where applicable law provides otherwise, these Terms are not intended to create enforceable rights for any person other than you and the operator of the Website.

27.Language

These Terms may be made available in more than one language.

Unless applicable law requires otherwise, the English-language version will prevail in the event of an inconsistency between translations.

28.Entire Terms for Website Use

These Terms and the Definro Privacy Policy constitute the terms applicable to general access to and use of the Website.

They do not replace or modify:

• a separately executed commercial agreement;
• an NDA;
• a data processing agreement;
• provider or partner terms;
• cardholder or end-user terms; or
• other agreements governing a specific product, implementation, or service.

29.Contact

Questions concerning these Terms, Website use, intellectual property, or security may be submitted to Definro through the contact form or other contact details made available on the Website.