These Terms of Use constitute an electronic agreement between you (hereinafter the "User") and Utrg UAB (hereinafter the “utPay.io”, ”we”, ”us”, “our”), a company incorporated in Lithuania with Company No. 306062887, located at Vilnius, Kareivių g. 19-149, LT-09133 that applies to the User's use of the https://utpay.io/ website (hereinafter - “Site”) or its Platform, any and all services, products and content provided by utPay.io.
As used herein, "utPay.io" refers to the company Utrg, UAB, including but not limited to its owners, directors, investors, officers, employees, agents or other related parties, unless otherwise specified.
These Terms of Use contain important provisions, which the User must carefully consider before using the Website or Services before deciding whether to visit the Website and use the utPay.io services, products, Platform and content. Please read these Terms of Use carefully before accepting them.
The User is solely responsible for understanding and complying with any and all laws, rules and regulations of his/her specific jurisdiction that may be applicable to the User in connection with the use of any and all services, products and content of utPay.io.
These Terms of Use incorporate the Privacy Policy as well as any other policies published on the Site by reference, so by accepting these Terms of Use, the User agrees with and accepts all the policies published on the Site.
IF THE USER DOES NOT ACCEPT THESE TERMS OF USE, THE USER SHALL NOT ACCESS THIS SITE OR PLATFORM AND SHALL NOT USE ANY OF utPay.io’S SERVICES, PRODUCTS AND CONTENT.
1. DEFINITIONS
1.1. Capitalised terms used in these Terms of Use shall be interpreted in accordance with the definitions provided below:
1.1.1. Account: means the personal cabinet of the verified User, where the transactions history and personal data can be seen and uploaded.
1.1.2. Buyer: means the User who purchases virtual currency for fiat currency through the Platform.
1.1.3. Commission: means a fee charged by or on behalf of any third party (e.g. bank, non-bank financial institution, payment service provider, etc).
1.1.4. Fiat currency: means government-issued currency that is designated as legal tender in its country of issuance through government decree, regulation, or law.
1.1.5. Funds: means virtual currency or fiat currency.
1.1.6. ML/TF Prevention Law - Money Laundering and Terrorist Financing Prevention Act of Lithuania, with amendments from 14 July 2022.
1.1.7. Non-supported countries – a list of countries which are not supported by the platformlist of countries that the Platform does not support for legal, regulatory or risk management reasons: Afghanistan, American Samoa, Bahamas, Barbados, Belarus, Bosnia and Herzegovina, Botswana, Burundi, Cambodia, Central African Republic, China, Cuba, Democratic Republic of Congo, Egypt, Ethiopia, Gaza Strip, Ghana, Guam, Guinea-Bissau, Guyana, Iran, Iraq, Jamaica, Japan, Lao People's Democratic Republic, Lebanon, Libya, Mali, Mauritius, Myanmar, Netherlands, Nicaragua, Nigeria, North Korea, Pakistan, Panama, Puerto Rico, Russian Federation, Samoa, Serbia, Singapore, Somalia, South Sudan, Sri Lanka, Sudan, Syria, The Northern Mariana Islands, Trinidad & Tobago, Tunisia, U.S. Virgin Islands, Uganda, United Kingdom, United States of America, Vanuatu, Venezuela, West Bank (Palestinian Territory, Occupied), Yemen, and Zimbabwe.
1.1.8. Platform: means an environment that allows exchanging fiat currencies for virtual currencies and/or utilising other Services provided by utPay.io.
1.1.9. Purchase: means the User's instruction to buy virtual currency on specific conditions for fiat currency provided by the User and transfer it to the wallet specified in advance.
1.1.10. Services: means all and any service provided by utPay.io.
1.1.11. Site: means utPay.io website at https://utPay.io
1.1.12. Transaction fee: means a fee which is payable to utPay.io for each completed Transaction.
1.1.13. Transaction Price: means the total price paid by the User with respect to each Transaction performed via the utPay.io Services.
1.1.14. Transaction: means the transfer of virtual currency to the wallet specified by the User after the receipt of the specified fiat equivalent from the User was guaranteed or any other transaction performed in accordance with services provided by utPay.io.
1.1.15. User: means a person or an entity that purchases virtual currency for fiat currency through the Site or Platform or uses any other Services provided by utPay.io and agrees to follow the Terms of Use.
1.1.16. Virtual currency: means a value represented in the digital form, which is digitally transferable, preservable or tradable and which natural persons or legal persons accept as a payment instrument but that is not the legal tender of any country (e.g. cryptocurrencies such as BTC, USDT.)
1.1.17. Utorg non-custodial virtual currency wallet - virtual currency wallet opened through the service allowing easy access to open and manage the virtual currency multichain wallets, which is provided via Utorg: Bitcoin & Crypto Wallet Application by UTORG LABS HOLDING LTD.
1.1.18. Widget - software application that allows the exchange of virtual currencies against fiat currencies and can be deployed on Site and/or websites and applications of third parties.
1.2.Where the context so admits words denoting the singular shall include the plural and vice versa.
2. THE SCOPE OF THE SERVICES
2.1. utPay.io allows all users to buy virtual currencies for fiat currencies.
2.2.The Services can be provided via Widget deployed on third-party websites, applications or cash-in terminal interfaces. Legal entities may use utPay.io to provide their end-users with direct access to utPay.io Services by the placement on their web portals or cash-in terminal’s interface either as utPay.io’s software or white-label solution. In this case, the relevant agreement on the Mutual Services must be signed with every legal entity.
2.3. Depending on the User's place of residence, the User may not be able to use the services of the Platform. It is the User's responsibility to follow those rules and laws in his/her place of residence and/or place from which the User accesses this Site or Platform.
2.4. The User may also utilise additional services upon their availability in the user’s country of residence:
2.4.1. “Utorg Card” - third-party payment card service – a payment card account provided by a third-party service provider, with the option to link it to a virtual currency wallet owned by the User. "Utorg Card" – a debit payment card account opened in the name of a client of Utrg UAB, with the option to link it to a virtual currency wallet owned by the User. Using this card, the User can top up the debit card account by converting virtual currency into fiat currency (EUR), and later make contactless or online payments.
2.4.1.1. The Utorg Card Service is available only for EEA residents.
2.4.1.2. utPay.io only performs the virtual currency conversion operation - utPay.io does not perform payment services under the law of the Republic of Lithuania, and card replenishment and payment execution are carried out in accordance with the rules of the third-party provider.
2.4.1.3. The Utorg Card Service is provided in collaboration with Quicko Sp. z o.o. (https://www.quicko.pl/) and by accepting these Terms of Use and utilising the Utorg Card Service, the User should realise and agree to Quicko’s current Terms and Conditions and Privacy Policy published on their website by the following link: https://www.quicko.pl/quicko-files.
2.4.1.4. A User may be issued multiple payment cards; however, all cards shall be linked to the same designated virtual currency wallet (Utorg wallet) associated with the User. Access to the multi-card functionality shall be enabled only upon the initial top-up of the first Utorg card with at least EUR 500 from the User’s Utorg wallet.
2.5. Considering the nature of virtual currency wallet addresses, the possibility to refund, re-enter or change a wallet address once a transaction is initiated is absent. The user must carefully confirm the wallet address before initiating the transaction.
3. USER RIGHTS AND RESPONSIBILITIES
3.1. The User has the right to enter and use the Site or Platform and the Services as long as he/she agrees to and actually complies with the Terms of Use. By using the Site or Platform, the User agrees to accept and comply with the terms and conditions stated herein.
3.2. The User undertakes to read the entire Terms of Use carefully before using the Site or Platform or any of the services provided by utPay.io.
3.3. The User undertakes to comply with any and all applicable laws and regulations related to the use of the Services.
3.4. In case of an occasional transaction, in the meaning of the ML/TF Prevention Law, which is made under the threshold limit set by the AML/CFT Program, the entire Terms of Use apply to such User outside the business relationships without the establishment of aforesaid relationships and creation of the Account.
3.5. The User undertakes to monitor all and any changes in the transaction flow, including but not limited to the necessity to provide additional information and documents to support the Transaction.
3.6. The User undertakes to immediately (i.e. right after the moment of discovery) inform utPay.io about any unusual, suspicious, unclear or abnormal changes with his/her Transaction or Account. In case of late informing or non-informing, the User will be liable for the breach of the Terms of Use, and utPay.io will have the right to take any further steps, accordingly, including but not limited to reporting to the relevant state or national authorities.
3.7. A user is prohibited from having more than one account, unless utPay.io provides prior express written consent. A user is solely responsible for non-disclosing confidential information and for the security of that User's account, including but not limited to passwords, protecting all activity and transaction history that are located on that account.
3.8. The Buyer agrees that whenever the purchase Transaction is made, the Platform sends and receives the monetary sums from the Buyer and sends virtual currencies to the wallet specified by the Buyer.
3.9. The User undertakes to notify utPay.io immediately of any unauthorised use of his/her credentials or any other breach of security by email addressed to support@utPay.io. Any User who violates the mentioned rules may be terminated and thereafter held liable for any losses incurred by utPay.io or any user of the Platform.
3.10. The User undertakes not to use the Services to perform criminal activity of any sort, including but not limited to money laundering, illegal gambling operations, financing terrorist organisations, or malicious hacking.
3.11. The User acknowledges that utPay.io may take reasonable steps to protect the Platform and other users from harm, including suspending the Services or freezing a transaction. The User is responsible for any and all damages caused and all liability actions brought against Utrg, UAB for infringement of any third-party rights or violation of any applicable laws.
3.12. Nothing in the Terms of Use excludes or limits the liability of the User for fraud, death or personal injury caused by their negligence, breach of the terms implied by operation of law or any other liability which may not be limited or excluded by law.
3.13. Users are solely responsible for determining whether any contemplated Transaction is appropriate for them based on their personal goals, financial status and risk willingness.
3.14. All payment instruments used during the Transaction, may it be a bank account, credit card, debit card, or others, must be named after the User. Any attempt to use a third party payment instrument will be considered fraud and may be immediately reported to the appropriate authorities.
4. USER REPRESENTATIONS AND WARRANTIES
4.1. By performing the Transaction, the User expressly represents and warrants that he/she:
4.1.1. follows the rules and laws in his/her country of residence and/or country from which he /she accesses this Site or Platform and Services;
4.1.2. has accepted these Terms of Use;
4.1.3. is at least 18 years old and has the right to accept these Terms of Use and participate in transactions involving virtual currencies
4.2. The User represents and warrants that he/she will only use the Platform to perform Transactions in accordance with the conditions set forth in these Terms and that they are duly authorised and have the capacity to enter into the Transactions on the Platform.
4.3. The User represents and warrants that fiat funds or virtual currencies used for the transaction belong to the User and are derived from legal sources.
4.4. The User represents and warrants that all Transactions being carried out do not violate the rights of any third party or applicable laws.
4.5. The User understands that his personal data and identifiers may be shared with appropriately authorised third parties due to legal obligations such as the prevention of crimes and tax purposes and/or the provision of the service requested by the User.
4.6. The User confirms that all data provided by him (including KYC documents) is accurate, valid and correct, and undertakes to immediately update the information if it changes.
4.7. The User guarantees that he does not belong to any sanctioned jurisdictions or lists and is not included in international sanctions registers; and also confirms that he does not act on behalf of third parties subject to sanctions. The Company complies with all applicable EU, UN, OFAC, and Lithuanian national sanctions regimes.
4.8. The User understands that utPay.io may refuse to execute the Transaction or withdraw from it if there are reasonable suspicions of fraud, AML/CTF violations or illegal activities.
5. utPay.io'S RIGHTS AND RESPONSIBILITIES
5.1. utPay.io has the right to suspend the User's Transaction and block virtual currency before it was transferred to the wallet address specified by the User or fiat currency used to perform the Transaction in case of non-fulfilment or unduly fulfilment of the Terms of Use by the User, or if there are reasonable suspicions of fraud, AML/CTF violations or sanctions regime violations.
5.2. utPay.io undertakes to provide the Services with the utmost effort and due care and in accordance with these Terms of Use.
5.3. utPay.io 's responsibility shall be limited to using reasonable technical efforts to ensure the receipt of the virtual currency transferred. When initiating virtual currency transactions to the wallet address provided by the User, utPay.io responsibility shall be further limited to ensuring the transfer of the necessary technical data to the virtual currency network.
5.4. To the extent permitted by law, utPay.io is not responsible for any damages, loss of profit, loss of revenue, loss of business, loss of opportunity, loss of data, indirect or consequential loss unless the loss suffered is caused by a breach of the Terms of Use by utPay.io.
5.5. utPay.io is not responsible for any damages, loss of profit, loss of revenue, loss of opportunity, an indirect or consequential loss which the User incurred as a result of the use of third party’s services, including those entities which have placed utPay.io’s to their web portal or cash-in terminal interface and signed the relevant agreement on the Mutual Services.
5.6. utPay.io is not responsible for any malfunction, breakdown, delay or interruption of the Internet connection or any reason why our Site or Platform is unavailable at any given time.
5.7. utPay.io is not responsible for the delay in the processing of payments made by the fault of any third-party operators of such transactions.
5.8. In the case of fraud or other illegal activity, utPay.io undertakes to report all the necessary information, including names, addresses, and all other requested information, to the relevant authorities dealing with fraud and breaches of the law. The Users recognise that their account or transaction may be frozen at any time at the request of any competent authority investigating fraud or any other illegal activity.
5.9. utPay.io reserves the right to initiate additional verification procedures and suspend the provision of Services until the required data or documents are received.
5.10. Nothing in these terms excludes or limits the responsibility of utPay.io for fraud, death or personal injury caused by their negligence, breach of the terms implied by operation of the law or any other liability which may not be limited or excluded by law.
6. INTELLECTUAL PROPERTY RIGHTS
6.1. All content on this Site or Platform is the property of utPay.io and is protected by copyright, patent, trademark and any other applicable laws unless otherwise specified hereby, or where the rights to the relevant Content are owned by the User or third parties under law or contract. Use of the Website or Platform does not grant the User any ownership rights to the intellectual property of the Content, except for the limited license expressly granted in these Terms of Use.
6.2.The trademarks, trade names, service marks and logos of utPay.io and others used on the Site or Platform (hereinafter the "Trademarks") are the property of utPay.io and its respective owners. The software, applications, text, images, graphics, data, prices, trades, charts, graphs, video and audio materials used on this Site and Platform belong to utPay.io. The Trademarks and other content on the Site or 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. The use of any content from the Site or Platform on any other site or a networked computer environment for any other purpose is strictly prohibited; any such unauthorised use may violate copyright, patent, trademark and any other applicable laws and could result in criminal or civil penalties.
6.3. utPay.io supports the protection of intellectual property. If you would like to submit (i) a trademark claim for violation of a mark on which you hold a valid, registered trademark or service mark, or (ii) a copyright claim for any material on which you hold a bona fide copyright, please send us an email to support@utPay.io. by providing sufficient evidence of your rights and indicating the specific Content of possible infringement. utPay.io, upon receipt of such notification, will evaluate the information and, if justified, may remove the Content or restrict access to it and/or take other measures provided for by law.
6.4. The User is granted a limited, non-exclusive, non-transferable and revocable license at any time at utPay.io's discretion to use the Website, Platform and Content only for lawful purposes and only to the extent necessary to use the utPay.io Services in accordance with these Terms of Use. The User may not sublicense, sell, license, modify, decompile, decrypt or otherwise attempt to extract the source code of the software or other elements, except to the extent expressly permitted by mandatory legislation.
7. USER VERIFICATION
7.1. Identification and verification procedures (also known as 'Know Your Customer' or 'KYC') are required for all Transactions unless the transaction is considered occasional in the meaning of the ML/TF Prevention Act and is made under the threshold limit set by the AML/CFT Program. If the User refuses to provide required documents and information under KYC, including additional information that can be requested after the business relationships were established, utPay.io reserves the right to terminate the Services provision to the User immediately, and/or suspend the Transactions being executed.
7.2 Identification and verification procedures are obligatory for all Users applying to use or using the Utorg Card Service during the stage of the opening of a debit payment card and throughout the period of the Service. The User understands that KYC requirements may be updated periodically, and agrees to provide additional data if required by law or utPay.io's risk assessment.
7.3. The User hereby authorises utPay.io to, directly or indirectly (through third parties), make any inquiries as considered necessary to check the relevance and accuracy of the information provided for verification purposes. Personal data transferred will be limited strictly to what is necessary and with security measures in use to protect the data, in accordance with the requirements of the GDPR and other applicable laws.
8. TRANSACTIONS
8.1. The Platform allows the User to Purchase virtual currencies and receive other Services provided by utPay.io via the Site, Widget or other APIs deployed on the websites and applications of third parties. In addition, utPay.io reserves the right to temporarily suspend the execution of Transactions if an increased level of risk is identified or additional verification is necessary in accordance with AML/CTF requirements.
8.2. The User recognises that the payment order should only be submitted after careful consideration, and the User understands and accepts the consequences of its execution. The User agrees that as soon as the payment order is executed, such transaction is irreversible and may not be cancelled. Transactions will be executed instantly and will be considered to have taken place at the execution date and time. The user is also informed that irrevocability applies in accordance with the technological specifics of virtual currency and the MiCA provisions regarding irreversible virtual asset transfers.
8.3. Utilising the Utorg Card Service, The User may also sell virtual currency by converting it into traditional currency (EUR) in order to top up the debit payment card account from the User's "Utorg" non-accumulating virtual currency wallet, which is linked to the debit card, or from another virtual currency wallet, if this option is agreed upon and complies with the risk policy of the partner financial institutions. if this has been previously separately agreed upon with Utrg UAB.
8.4 Utorg Card Service allows the User to make cashless payments for purchases with a debit payment card, either via a point of sale (POS) or online. It is worth noting that billing functionality is subject to the rules of the third-party service provider and may be restricted in certain jurisdictions.
8.5. The User acknowledges and agrees that the Transaction may be delayed due to KYC verifications and other AML/CTF checks. Similarly, and due to the inherent nature of the virtual currency networks, the User acknowledges and agrees that the transfer of virtual currency to the specified wallet may take some time.
8.6. In case the User discovers transaction activity that the User did not initiate, the User shall immediately notify utPay.io of this fact and follow the instructions sent by utPay.io. Otherwise, utPay.io reserves the right to freeze the funds until the end of the investigation. Such freezing may be carried out in accordance with the legal acts of the Republic of Lithuania, the requirements of financial institutions or the instructions of competent authorities.
8.7. utPay.io may be forced to cancel or recall an already executed transaction at the request of financial institutions, including but not limited to banks that are involved in the settlement of such transactions. In such cases, the User is obligated to cooperate with utPay.io in order to discover the reasons for such a request. The User understands that banks and payment service providers may apply chargeback, refund or fraud prevention procedures, regardless of the irreversibility of the virtual currency transaction.
9. TRANSACTION FEE
9.1. utPay.io reserves a right to set Transaction Fees at its discretion. Fee amounts may be changed by informing the User in advance on the Website or Platform.
9.2. utPay.io has no control over the exchange rate, processing fee and any other fees imposed by a User's card issuer. Therefore, utPay.io bears no responsibility for these extra costs. The User understands that the final price of the Transaction may depend on the services and market conditions applied by third parties.
9.3. A User agrees to pay utPay.io the Transaction fee for each completed Transaction. The Transaction Fee will be clearly stated before the User confirms the Transaction.
9.4. While the User is utilising Utorg Card Service, there is an additional 1% commission that utPay.io partner Quicko Sp. z o.o. can apply for each transaction made within fiat currency other than EUR in order to cover double conversion expenses. This fee is applied at the initiative of Quicko Sp. z o.o. and may be changed in accordance with their applicable rules.
9.5. While servicing the Utorg debit payment card, utPay.io will charge the User fees displayed when relevant transactions are accepted. All such fees will be disclosed clearly and transparently prior to the execution of the Transaction.
9.6. In case of a chargeback initiated by the User, utPay will apply a fixed fee of EUR 50 per chargeback, which shall be deducted from the User’s balance or requested separately if the balance is insufficient. The consumer also bears other fees and administrative costs charged by financial institutions related to the chargeback procedure.
10. ROUNDING POLICY
10.1. For all financial calculations, utPay.io uses the rounding policy in favour of the Platform. utPay.io rounds the Fiat currencies to the 2nd digit after the separator. The rounding rules applied to virtual currencies may vary and are determined taking into account the technical parameters of the specific virtual currency and network characteristics. The current rounding rules are provided before the User confirms the Transaction. Other rounding rules may apply depending on the specific virtual currency.
10.2. In order to optimize processes, some transactions on the Platform (including, but not limited to, currencies, cryptocurrencies, etc.) may temporarily not be visible in the User's account; such transactions will be displayed automatically as soon as the relevant rounding rules are completed and applied. This process does not affect the result of the Transaction or the balance of funds held by the User. They will appear when the unit is completed according to the established rounding rules.
11. ILLEGAL TRANSACTIONS
11.1. utPay.io reserves the right to suspend or terminate your utPay.io Account, freeze the funds kept on Utorg debit payment card balance or cancel the Transaction at any time if we reasonably believe to be required to do so by the law or in order to comply with recommendations issued by a relevant government authority or recognised body for the prevention of financial crime, money laundering, terrorist financing and financing of proliferation of weapons of mass destruction. These actions may also be taken in cases where additional investigation into suspicious activity is being conducted, as provided for in AML/CTF programs.
11.2. It is strictly forbidden to use the Platform for any illegal purposes. utPay.io will report any suspicious activity to the relevant law enforcement authorities. The notification may be submitted without prior notice to the User if required by law or instructions from supervisory authorities.
11.3. The User shall ensure that they do not use the Services for the transactions relating to:
11.3.1 money laundering, terrorist financing, proliferation of weapons of mass destruction;
11.3.2 human trafficking;
11.3.3. any goods or services that are illegal or the promotion, offer or marketing of which is illegal or that are offered in connection with illegal, obscene or pornographic content, depict children or minors in sexual postures, depict means of propaganda or signs of unconstitutional organisations glorifying war or violating human dignity;
11.3.4. any goods or services, promotion, offer or marketing of which would violate copyrights, industrial property rights or other rights of any person;
11.3.5. archaeological findings;
11.3.6. drugs, narcotics or hallucinogens;
11.3.7. weapons of any kind;
11.3.8. illegal gambling services;
11.3.9. Ponzi, pyramid or any other "get rich quick" schemes;
11.3.10. goods that are subject to any trade embargo;
11.3.11. media that is harmful to minors and violates laws and, in particular, the provision in respect of the protection of minors;
11.3.12. body parts or human remains;
11.3.13. protected animals or protected plants;
11.3.14. weapons or explosive materials;
11.3.15. virtual currency mixing, anonymization or other activities designed to conceal the origin of funds;
11.3.16. any other operations designed to conceal the true nature, origin or participants of a transaction;
11.3.17. any other illegal goods, services or transactions.
12. PROHIBITION OF USE
12.1. utPay.io is an independent, self–governing and well–operating company that maintains the right to accept, allow, restrict, and deny the Services according to its internal policies and regulatory restrictions. Such restrictions may also be applied for preventive purposes, taking into account the requirements of sanctions, AML/CTF or other legal acts.
12.2. utPay.io deliberately screens its users and takes corresponding actions to avoid providing the services to individuals and legal entities from non-supported countries. The data provided by the user can be verified through trusted KYC/AML service providers or publicly available databases.
12.3. User, who is accessing and using the Services, confirms that he/she:
12.3.1. is NOT in any trade or economic sanction lists, including, but not limited to UN Security Council Sanctions list, EU consolidated sanction list, designated as a "Specially Designated National" by OFAC (Office of Foreign Assets Control of the U.S. Treasury Department) or placed on the U.S. Commerce Department's "Denied Persons List"; is also not included in other lists of sanctions or restrictive measures applied by national supervisory authorities.
12.3.2. is NOT a resident of the non-supported countries.
12.3.3. does NOT have a US Person Status. A United States person is any person meeting at least one of the following criteria:(a) The individual has citizenship or a valid residence permit (Green Card) in the U.S.; (b) The individual’s/legal entity’s tax residence country is the U.S.;) (c) The individual was born in the U.S.; (d) The individual/legal entity has a phone number with a U.S. country code; (e) The registered address of the legal entity is in the U.S.; (f) The residential or correspondence address of the individual/legal entity is in the U.S. (including a P.O. Box in the U.S.); (g )A Power of Attorney has been issued to an individual/legal entity with an address in the U.S.
12.3.4. does NOT act on behalf of individuals who have a residence in the non-supported countries or US Person Status.
12.3.5. is NOT incorporated in the following countries or act on behalf of legal entities that are incorporated in the non-supported countries.
12.3.6. does NOT act on behalf of entities whose shareholders are residents of non-supported countries.
12.4. Users who illegally and fraudulently managed to receive the Service, violating rules in clause 12.3.1, are subject to an immediate ban once utPay.io detects such activities without a refund of pledge funds. In addition, such cases may be reported to the competent supervisory or law enforcement authorities.
12.5. Users who violate the rules listed in clause 12.3.1 are solely responsible for any legal actions that might come from law enforcement authorities. utPay.io may also take additional internal risk mitigation measures, including blocking the Account or restricting services.
13. ACCOUNT SECURITY
13.1. The User is responsible for maintaining the confidentiality of their Account's credentials, including, but not limited to, a password, including Transactions made through the Account. The User is also responsible for the security of the device used to connect to the Account.
13.2. utPay.io personnel will never ask the User to disclose their password. Any message the User receives or website that he/she visits that asks for the password, other than the utPay.io Site or Platform, should be reported to utPay.io. If the User is in doubt whether a website is genuine, it is required to ensure the website is EV SSL compliant (Security Certificate Validation is shown in the address bar of a web browser). The user must avoid connecting via unsecured or public Wi-Fi access points.
13.3. It is advisable to change the User's password regularly (at least every three (3) to six (6) months) in order to reduce the risk of a security breach in relation to the Account. utPay.io also advises the User not to choose a password that is easily guessed from information someone might know or gather about the User or a password that has a meaning. The User must never allow anyone to access his/her Account or watch the User accessing his/her Account. The password must meet minimum security requirements (e.g., a combination of letters, numbers, and symbols).
13.4. If the User has any doubts about the security of his/her Account, he/she must immediately change his/her password and contact the Help Desk. Any delay may increase the potential damage for which the User may be solely responsible.
13.5. The User must ensure that his/her email account is secure and used only by him/her, as the email address may be used to reset the password or communicate about the security of the Account. utPay.io is not responsible if any unauthorized transactions are made due to a breach of the email account. The User should use two-factor authentication (2FA) for the email account, if possible.
13.6. Regardless of whether the User uses a public, shared or personal computer, he must always ensure that the browser does not remember his login details. The User should also not use functions that allow automatic saving of passwords. It is recommended to log out after each session and not use devices that other persons have access to.
13.7. Additional products or services the User uses may have additional security requirements, and the User must familiarise with those as notified to him/her. Such requirements may be established in accordance with applicable legislation, technical security recommendations, or partner rules.
13.8. Two-factor authentication must be enabled in order to make any Withdrawal Transactions. utPay.io may temporarily restrict disabling 2FA to protect the Account from unauthorized actions.
14. TERMINATION OF THE TERMS OF USE OR CANCELATION OF TRANSACTION
14.1. The User may terminate the Terms of Use and close their Account at any time following the settlement of any pending transactions. The User agrees that utPay.io may apply identity verification to close the Account in order to prevent unauthorized closure.
14.2. The User also agrees that utPay.io may, by giving notice, at its sole discretion, terminate his/her access to the Site or Platform and to his/her Account, including without limitation, our right to limit, suspend or terminate the Service and the Users' Accounts, prohibit access to the Site or Platform and its content, services and tools, delay or remove hosted content and take technical and legal steps to keep the Users off the Site or Platform if we think that they are creating problems or possible legal liabilities, infringing the intellectual property rights of third parties or acting inconsistently with the letter or spirit of these Terms. Additionally, we may, in appropriate circumstances and at our discretion, suspend or terminate Accounts of Users for any reason, including without limitation: (1) attempts to gain unauthorised access to the Site or Platform, another User's account or providing assistance to others attempting to do so, (2) overcoming software security features limiting the use of or protecting any content, (3) usage of the Service to perform illegal activities and transactions such as money laundering, illegal gambling operations, financing terrorism, or other criminal activities, (4) violations of these Terms of Use, (5) failure to pay or fraudulent payment for Transactions, (6) unexpected operational difficulties, (7) requirements of law enforcement or other government authorities, without providing additional information or documents required for KYC/AML/CTF purposes.
14.3. utPay.io also reserves the right to cancel unconfirmed Accounts or Accounts that have been inactive for a period of six (6) months or more and/or to modify or discontinue our Site or Service. Prior to the final deletion of an inactive Account, advance notice may be sent to the User, where possible. The User agrees that utPay.io will not be liable to them or to any third party for termination of their Account or access to the Site or Platform.
14.4. The suspension of the Account shall not affect the payment of the Transaction fees due for past Transactions.
14.5. Upon cancellation of the Transaction and Account termination, the fiat funds held on the User’s payment card account used for Purchase will be unblocked in accordance with the payment system and payment card issuer rules. In the case of a cash-in terminal transaction, the User shall provide valid bank account details to allow the transfer of funds used to perform the Purchase Transaction back to the User. utPay.io, shall transfer the fiat funds as soon as possible following the User's request in the time frames specified by utPay.io. Refunds may only be made after additional AML/CTF checks if there are reasonable indications of risk.
14.6. utPay.io will send the fiat funds used to perform the Purchase Transaction, which was cancelled, to the User. However, in certain circumstances, a number of intermediaries may be involved in an international payment, and these or the beneficiary bank may deduct charges. utPay.io will use reasonable efforts to ensure that such charges are disclosed to the User prior to sending the payment; however, where they cannot be avoided, the User acknowledges that these charges cannot always be calculated in advance and that he/she agrees to be responsible for such charges. Refunds may take longer if financial institutions apply additional checks.
14.7 In case of termination of these Terms of Use and account made either by the User or utPay.io, utPay.io will allow the User to purchase virtual currency for the fiat funds stored on the Utorg debit payment card account and send it only to the User’s Utorg non-custodial virtual currency wallet, linked to the Utorg payment debit card account, if there is no other order from the relevant law enforcement authorities or courts to freeze the funds on the account. Such actions may be restricted if the User is sanctioned under the EU, UN, OFAC or other applicable laws.
15. SERVICES AVAILABILITY
15.1. Services are provided "AS IS", without guarantees of any kind, either expressed or implied. This provision shall not apply to the extent that it cannot be restricted under applicable consumer protection or financial market law.
15.2. utPay.io will strive to keep the Site and Platform up and running; however, all online services suffer from occasional disruptions and outages and utPay.io is not liable for any disruption or loss the User may suffer as a result. Thus, utPay.io does not provide any guarantees that access to the Site or Platform will not be interrupted or that there will be no delays, failures, errors, omissions or loss of transmitted information. However, utPay.io undertakes to make reasonable efforts to keep disruptions as short as possible and to resolve critical incidents on a priority basis.
15.3. utPay.io will use reasonable endeavours to ensure that the User can normally access the Site or Platform in accordance with the Terms of Use. utPay.io may suspend the use of the Site or Platform for maintenance and will make reasonable efforts to give the User a notice. The User acknowledges that this may not be possible in an emergency. In the event of scheduled maintenance, notice to Users may be provided on the Website or by email, if possible. In the event of critical vulnerabilities, utPay.io may take immediate action, even if prior notice is objectively impossible.
16. FINANCIAL OR LEGAL ADVICE
16.1. utPay.io expressly states that it does not provide any financial, investment or legal advice related to the services provided by utPay.io. utPay.io may provide general information about virtual currency prices, fluctuations and events that have affected the prices of virtual currencies, but such information cannot be considered investment advice. Any decision to purchase virtual currency is solely the responsibility of the User, and utPay.io will not be liable for any losses incurred as a result, except in cases where such liability cannot be excluded under applicable law.
17. TAXATION
17.1. The User undertakes to pay all his/her taxes and duties, which can result from the use of utPay.io Services and should be paid according to the User's state of residence regulations, including the obligation to properly declare income or other tax liabilities.
17.2. utPay.io is not responsible for any violation made by the User due to his/her obligation to calculate and pay taxes and duties, except where such liability cannot be limited under applicable law.
18. NOTICES AND COMMUNICATION
18.1. utPay.io reserves the right to send notices to and communicate with the User by any means of communication available to utPay.io, considering the contact details provided by the User, including email, SMS or messages on the Platform.
18.2. The User expressly agrees to receive any notices in electronic form and to be bound by them, if so is required by the Terms of Use, also understands that such notifications may be related to legal and regulatory obligations.
18.3. The main official information channel of utPay.io is the Utrg UAB Blog, unless legislation provides for another mandatory method of communication.
19. GOVERNING LAW AND DISPUTE RESOLUTION
19.1. These Terms of Use shall be governed by and construed in accordance with the laws of Lithuania unless otherwise expressly provided. All disputes or disagreements arising from the use of this Website or Platform or these Terms of Use shall be resolved in accordance with the procedure established by the laws of the Republic of Lithuania in the Vilnius City District Court as the court of first instance. All disputes or disagreements arising from the use of this Website or these Terms of Use shall be resolved in the Lithuanian Court in Vilnius as the court of first instance. If any part of these Terms of Use is declared invalid or unenforceable, in such case that part shall be deemed amended to the extent necessary to comply with the requirements of legal acts, but to preserve the intentions of the party, and this shall not affect the validity and implementation of the remaining provisions. If any part of these Terms of Use is declared invalid or unenforceable, this shall not affect the validity and implementation of the remaining provisions.
20. LIMITATION OF LIABILITY
20.1. IN NO EVENT SHALL utPay.io, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS BE LIABLE TO THE USER OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING ANY THAT MAY RESULT FROM (I) ACCURACY, COMPLETENESS OR CONTENT OF THIS SITE OR PLATFORM, (II) ACCURACY, COMPLETENESS OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (III) THE SERVICES FOUND AT THIS SITE OR PLATFOMR OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE OR PLATFORM, (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, (V) THIRD-PARTY CONDUCT OF ANY NATURE WHATSOEVER, (VI) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL CONTENT, PERSONAL INFORMATION, FINANCIAL INFORMATION OR OTHER INFORMATION AND DATA STORED THEREIN, (VII) ANY INTERRUPTION OR CESSATION OF SERVICES TO OR FROM THIS SITE OR PLATFORM, OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE OR PLATFORM, (VIII) ANY VIRUSES, WORMS, BUGS, TROJAN HORSES OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR FROM THIS SITE OR PLATFORM, OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE OR PLATFORM, (IX) ANY USER CONTENT OR CONTENT THAT IS DEFAMATORY, HARASSING, ABUSIVE, HARMFUL TO MINORS OR ANY PROTECTED CLASS, PORNOGRAPHIC, "X-RATED", OBSCENE OR OTHERWISE OBJECTIONABLE AND/ OR (X) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USER'S USE OF THIS SITE OR PLATFORM, OR THE SERVICES FOUND AT THIS SITE OR PLATFORM, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL OR EQUITABLE THEORY AND WHETHER OR NOT UTRG.PRO IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS SITE OR PLATFORM, OR THE SERVICES FOUND AT THIS SITE OR PLATFORM MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED. IN ADDITION, THE USER SPECIFICALLY ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL utPay.io'S TOTAL AGGREGATE LIABILITY EXCEED THE TOTAL AMOUNT PAID BY THE USER FOR THE PARTICULAR SERVICES THAT ARE THE SUBJECT OF THE CAUSE OF ACTION. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR THE USER'S USE OF THIS SITE OR PLATFORM OR THE SERVICES FOUND AT THIS SITE OR PLATFORM.
21. INDEMNITY
21.1. The User agrees to protect, defend, indemnify and hold harmless utPay.io and its officers, directors, employees, agents and third-party service providers from and against any and all claims, demands, costs, expenses, losses, liabilities and damages of every kind and nature (including, without limitation, reasonable attorneys' fees) imposed upon or incurred by utPay.io directly or indirectly arising from (i) the User's use of and access to this Site or Platform, or the Services found at this Site or Platform; (ii) the User's violation of any provision of the Terms of Use or the policies or agreements which are incorporated herein; and/or (iii) the User's violation of any third-party right, including without limitation any intellectual property or other proprietary right. The indemnification obligations under this section shall survive any termination or expiration of the Terms of Use or the User's use of this Site or Platform, or the Services found on this Site or Platform.
21.2. This obligation to indemnify applies to the extent that it does not conflict with mandatory consumer protection, civil liability and financial services regulation norms.
22. MODIFICATIONS AND AMENDMENTS
22.1. utPay.io reserves the right to amend or modify any portion of these Terms of Use at any time by publishing the revised version of the Terms of Use on the Site. Material changes that directly affect the rights or obligations of the User may be additionally notified to the User by e-mail or other means of communication. The changes shall enter into force from the moment the changed version of the Terms of Use is published on the Website, and the User shall be deemed to have accepted the new version by using the Services again. If the User does not agree with the changes, he should stop using the Services and close the Account. The User agrees that utPay.io shall not be liable for any losses arising from any changes to these Terms of Use. The changes shall enter into force from the moment they are published on the Website, except in cases where mandatory legal acts provide for a different notice period or moment of entry into force. Some regulatory changes (e.g., AML, MiCA, consumer protection) require specific implementation timelines. The User shall be deemed to have accepted the new version of the Terms of Use by continuing to use the Services after the changes to the Terms of Use. If the User does not agree with the changes, he/she must stop using the Services and close the Account.
22.2. This provision shall not apply in a manner that would limit the rights of the User provided for in mandatory consumer protection and financial services legislation.
23. FORCE MAJEURE
23.1. If utPay.io is unable to perform the Services outlined in the Terms of Use due to factors beyond its control, including but not limited to the event of Force Majeure, change of law or change in sanctions policy, utPay.io will not have any responsibility to the User with respect to the Services provided hereunder and for a time period coincident with the event.
23.2. After the end of the Force Majeure circumstances, utPay.io undertakes to resume the provision of the Services as soon as possible.
24. LINKS TO THIRD-PARTY WEBSITES
24.1. This Site or Platform and the Services found at this Site or Platform may contain links to third-party websites or services that are not owned or controlled by utPay.io. utPay.io assumes no responsibility for the content, terms and conditions, privacy policies or practices of any third-party websites or services. In addition, utPay.io does not censor or edit the content of any third-party websites or platforms. By using this Website or Platform, the User expressly releases utPay.io from any liability arising from the use of a third-party website or service, except where such exclusions are prohibited by applicable consumer protection legislation. Therefore, utPay.io recommends that the User, after leaving this Website or Platform, carefully review the terms and conditions, privacy policy and other applicable documents of any other website or service visited.