Whereas: the purpose of the Terms & Conditions is to establish general principles governing the relations between GOLDEN RAIN FINANCE LIMITED Reg. No. 1000791220 MSB Reg. No.: C100000353 1907 Baseline RD, Unit 104, Ottawa, Ontario, K2C0C7, Canada (hereinafter – GOLDEN RAIN) and the Customer and stipulating the rights and obligations of the Parties arising from Services provided by GOLDEN RAIN, insofar as not provided for by the Contract on Services (special provisions) between the Parties on the use of the services provided by GOLDEN RAIN;

the Terms & Conditions shall be applicable to Payment Transactions as well as other Services, provided specific aspects are not stipulated in the Contract on Services between the Parties or in the relevant provisions for Payment Transactions or other services provided by GOLDEN RAIN they are ambiguous so that disputes or differences arise between the Parties regarding the contents, form and performance of services provided by GOLDEN RAIN;

the Terms & Conditions form an integral part of every legal transaction between the Parties, including in provision of Services regulated by Contract on Services, and shall be binding on the both Parties after the Customer has accepted them;

the Terms & Conditions are the document of crucial importance which shall be carefully examined by the Customer before the Customer decides to register its Personal Profile in the System and use Services provided by GOLDEN RAIN. Before entering into business relationship with GOLDEN RAIN, the Customer shall confirm that it has read the Terms & Conditions in their entirety, agrees to them and admits them to be binding on it. Along with the Terms & Conditions, the relations between the Parties are governed by Contract on Services existing between the Parties, the Price List, as well as generally accepted fund transfer practices.

DEFINITIONS

Agreement – an agreement between the Customer and GOLDEN RAIN FINANCE LIMITED consisting of these Terms & Conditions and a registration form completed by the Customer at the moment of registration of Personal Profile in the System. The Agreement may also include amendments to the aforementioned documents if such are issued by GOLDEN RAIN.

Application – a mobile software linked with the Personal Profile supported by the System, installed and used on a mobile device which belongs solely to the Customer.

Authorization – Customer’s granting of permission to the System for the provision of Services in the interests of the Customer, where the Customer identifies itself in the following ways:

  • accessing the Personal Profile installed on the Customer’s mobile device and providing its Personal identification number (PIN);
  • accessing the Personal Profile, providing its User ID, Password and Authorization code.

Authorization code – a combination of numbers provided by GOLDEN RAIN as an sms text message sent by GOLDEN RAIN to Customer’s mobile phone number each time when Customer is participating in the Payment Transaction and/or accessing Customer’s Account by using Website, or other confirmation.

Beneficial owner – a natural person who owns or controls, directly or indirectly, at least 25% of the Customer’s capital or voting shares or who exercises control in relevant manner, as well as owner of the funds held in the account, or a natural person in whose interest transactions are made.

Business day – a day when GOLDEN RAIN provides its services, set by GOLDEN RAIN. GOLDEN RAIN can set different business days for different services.

Customer – a natural (private) or legal person or their authorized Representative who has registered in the System by creating a Personal Profile, including a person who has the intention to enter into a business relationship with GOLDEN RAIN.

Customer’s account – international account number that is assigned to every Customer when creating a Personal Profile and complies with the international standard of International bank account number (IBAN). IBAN is used to make Payment Transactions and receive other Services.

Commission fee – remuneration set in the Price List, which GOLDEN RAIN levies on Services delivered by GOLDEN RAIN. A commission fee may also be included in a Contract on Services with the Customer or in the Price List approved by the Customer.

Consent – an exhaustive consent of the Customer to use the Services, which is given in the form of Authorization or other authorization tools allowed by GOLDEN RAIN. A Consent, which is confirmed as described herein, shall be treated as having been fully confirmed by the Customer, and such a Consent shall have the same legal force and effect as a document signed in own hand by the Customer and shall be considered as a sufficient proof in dealing with any possible disputes between GOLDEN RAIN and the Customer.

Contract on services – an agreement between GOLDEN RAIN and the Customer on the provision and use of separate Services provided by GOLDEN RAIN. These Terms & Conditions form an integral part of the Contract on Services unless foreseen otherwise by the latter.

Penalty – penalty for non-payment of fees due from the Customer to GOLDEN RAIN not exceeding the established maximum by the regulatory enactments of Canada per day from the amount not paid in due time.

Electronic money – money credited/transferred to and held on the Customer’s Account for executing Payment Transactions in the System.

Funds reservation – Customer’s funds being made unavailable to the Customer based on the reservation from Recipient.

Party – GOLDEN RAIN or the Customer. If required, might be used in plural within the context of the Agreement.

Password – a combination of numbers and letters created in the System and provided to the Customer initially by GOLDEN RAIN when accessing the Services by Website.

Payer – a natural (private) or legal person who submits a Payment order on behalf of the Customer.

Payment Instrument – any personalized device and/or procedures agreed by Parties by which the System allows to link to the Customer’s Account and initiate a Payment Order.

Payment transaction – Payment or Withdrawal initiated by the Customer or on his behalf or a Recipient.

Payment order – an order from the Payer or the Recipient to GOLDEN RAIN to execute a Payment Transaction.

Personal data – any information relating to an identified or identifiable natural person directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier, etc.

Personal profile – the result based on data provided at the moment of registration in the System, during which the Personal Data are processed and the rights of the Customer in the System are defined.

Personal identification number (PIN) – a combination of numbers created by Customer when registering in the Application, and which is used unambiguously for identification of the Customer participating in the Payment Transaction and/or access to the Customer’s Account. The PIN code can be changed at any time by the initiative of Customer.

Price list – prices for Services and operations available at https://g-rain.finance/

Recipient – a natural (private) or legal person indicated in the Payment Order as a recipient of the Payment.

Representative – person having the relevant rights assigned by statute, proxy or otherwise to represent the Customer.

Service – electronic services offered by GOLDEN RAIN which includes:

  • Services enabling cash placement on a Customer account;
  • Services enabling cash withdrawals from a Customer account;
  • Execution of payment transactions where funds are not covered by a credit line;
  • Execution of payment transactions where funds are covered by a credit line;
  • Issuing payment instruments or acquiring payment transactions;
  • Money remittance;
  • Issuing Electronic Money;
  • as well as other services offered by GOLDEN RAIN.

System – a software solution provided by GOLDEN RAIN through the Website or Application, developed by GOLDEN RAIN and used for providing Services.

Top-up – section in Customer’s Personal Profile for adding money to Customer’s Account using a Customer’s owned payment card or by bank transfer.

User ID – a unique combination of numbers which GOLDEN RAIN provides to the Customer of Payments services, used unambiguously for identification of the Customer when accessing Personal profile through Website or Application.

GOLDEN RAIN – GOLDEN RAIN FINANCE LIMITED, Reg. No. 1000791220, MSB Reg. No.: C100000353, 1907 Baseline RD, Unit 104, Ottawa, Ontario, K2C0C7, Canada, registered in Canada, e-mail info@g-rain.finance, licensed as a Canadian Money Services Business (MSB), Financial Transactions and Reports Analysis Centre of Canada (FINTRAC).

Website – https://g-rain.finance/

Withdrawal – Payment Transaction, whereby the Customer can receive cash by administering its Payment Instrument accordingly.

AML/CTF DEFINITIONS

FATCA – Foreign Account Tax Compliance Act. This United States tax legislation is aimed at identifying U.S. persons that hold account(s) or financial assets outside of the United States.

CRS – Common Reporting Standard issued by the OECD, under which countries that have signed an international agreement exchange tax payer information between jurisdictions.

TIN means Taxpayer Identification Number (or functional equivalent in the absence of a Taxpayer Identification Number).

Passive income – dividends, interest, rent, royalties, payments from life insurance, certain other insurance income, profits from the sale of assets that provide passive income, profits from commodity sales, foreign exchange earnings and profits from derivatives.

Politically exposed person (PEP) – a natural person who is or was during the past 12 months, entrusted with prominent public functions in Canada, the European Union, international or foreign state institutions as well as close members or close assistants of such person:

  • Head of State, Heads of Government, minister, vice minister and deputy minister, secretary of the State;
  • Member of the Parliament;
  • Member of the Supreme Courts, the Constitutional Courts or any other judicial authority, against whose decisions there is no judicial remedy;
  • Mayor of the municipality, municipality administration director;
  • A member of the management body of the Supreme State Audit and Control Office or the Central Bank Chairman, Deputy Chairman or a member of the Management Board;
  • An Ambassador, Chargés d’affaires ad interim, The Chief of Defense of Canada, Commanders of the armed forces;
  • A member of the management or supervisory bodies of state enterprises where more than 1/2 of shares are held by the State;
  • Leaders or deputies of an international intergovernmental organization (e.g. UN, Council of Europe, EU institutions, OSCE, NATO);
  • Head, deputy head or member of the management body of political party.

Close associate:

  • A natural person who, together with a PEP, participates in the same legal entity or maintains other business relations;
  • A natural person who is the only owner of a legal entity set up for the benefit of a PEP;
  • Close family members – spouse, cohabitant, parents, brothers, sisters, children and their spouses or cohabitants.

Tax residence country – a country under whose laws and regulations the Customer shall be considered a tax resident based on the location, place of living/incorporation, or any other criteria under national law.

Terms and Conditions

  1. Registering and Use of Personal Profile

1.1. Only the Customer who has completed an application for Personal Profile registration in the System and to whom a Customer’s Account has been assigned and who has simultaneously become acquainted with the Terms & Conditions of the Agreement and expressed its consent to comply with them, is entitled to use the Services offered by GOLDEN RAIN in the System.

1.2. Prior to registration in the System and entering into the Agreement, the Customer shall confirm it complies and will always comply with the following criteria during the validity of the Agreement:

1.2.1. the Customer is a private individual or Representative of the legal entity;

1.2.2. the Customer is at least 18 years old;

1.2.3. pursuant to a judgment that has taken effect, the Customer does not have limited legal capacity due to disorders of mental nature;

1.2.4. The Customer shall acknowledge that, at the time of applying for Personal profile and at the moment of entering into the Agreement, he is fully legally capacitated and is not under the influence of alcohol, drugs, psychoactive, toxic or other intoxicating substances;

1.2.5. the Customer or its Beneficial Owner is the ultimate beneficiary of the funds held in the Customer’s Account and the funds involved in the Payment Transactions are of legal origin and are not acquired as the result of a criminal offence, either directly or indirectly, or related to financing of terrorism.

1.3. The Customer has provided correct data when completing the application and registering the Personal Profile in the System and, if there is a need for changing or adding data, the Customer will submit correct data only. The Customer shall bear any losses that may occur due to submission of invalid data. The Customer is entitled to register one Personal Profile.

1.4. In order for GOLDEN RAIN to start the provision of Services, the Customer shall choose the appropriate Services and additionally confirm corresponding provisions of Contract on Services.

1.5. Access to and use of the Personal Profile is possible when GOLDEN RAIN has appropriately identified the Customer. The Customer shall be entitled to change certain data used for access to the Personal Profile in compliance with the procedures foreseen in the System.

1.6. The Parties agree that Customer can confirm (sign) documents by electronic means with a qualified electronic signature, having legal force in Canada.

1.7. The Customer will receive a confirmation on registration of Personal Profile and opening of Customer’s Account via the email address indicated when completing the application.

1.8. GOLDEN RAIN is entitled to refuse registration of Personal Profile for a new Customer in the System without giving a reason for refusal.

1.9. The registration may be refused and Customer may be blocked, suspicious operations may be invalidated and the information may be transmitted to law enforcement institutions, if necessary.

  1. Customer Identification

2.1. GOLDEN RAIN is obliged to carry out the identification of the Customer by obtaining information and proof of identification on the Customer, Beneficial Owners (where applicable) and the Representatives (where applicable) in the following circumstances:

2.1.1. For Customers registered through Application:

2.1.1.1. when the Customer applies for Personal Profile and is assigned a Customer’s Account, the identification is performed by information provided by the Customer in the application form;

2.1.1.2. if annual turnover of the Customer’s Account is anticipated to be up to EUR 1,000, the Customer shall ensure that the first payment is made from Customer’s bank account registered in a country subject to EU/EEA AML legislation;

2.1.1.3. if annual turnover of the Customer’s Account is anticipated to exceed EUR 1,000, identification will be performed by online identification methods, verifying valid passport or ID card and source of funds/wealth.

2.1.2. For Customers registered through Website:

2.1.2.1. when the Customer applies for a Personal Profile on Website, the identification is performed by information provided in the application form. The Customer shall also complete a questionnaire to be sent to GOLDEN RAIN;

2.1.2.2. identification will be performed by online identification methods, including video connection and verification of registration certificate, Articles of Association, valid passport or ID, and other applicable documents;

2.1.2.3. Legal entities apply for a Personal Profile only on Website.

2.2. The power of attorney, if any presented, shall be notarized and apostilled if required by Canadian law. The power of attorney submitted to GOLDEN RAIN shall be considered effective until revoked by the Customer or until its natural maturity.

2.3. GOLDEN RAIN may, at its sole discretion, at any time request the Customer to submit additional documents confirming identity. If the Customer does not provide the required information within a reasonable time, GOLDEN RAIN has the right to suspend the provision of all or part of the Services.

  1. Establishing Business Relationship and Entering into Agreement

3.1. GOLDEN RAIN shall have the right to choose, at its sole discretion, the circle of persons and entities with whom to enter into a business relationship and reserves the right not to offer Services or enter into the Agreement if the person or entity:

has deliberately furnished GOLDEN RAIN with any false or insufficient information or refuses to furnish required information;

has not furnished relevant information necessary for due identification or for determination of representation rights;

has failed to discharge its obligations to GOLDEN RAIN or any of its affiliated companies;

has caused or may cause any direct/indirect loss or injury to the interests of GOLDEN RAIN or its affiliated companies;

has not furnished information about the origin of funds or suspicion exists about connection with money laundering or terrorist financing;

is or has been connected with organized crime, money laundering and/or terrorist financing;

holds or has held significant positions in a country against which sanctions are imposed by international organizations or Canada, or the person is subject to such sanctions;

is active in an area with inherent high risk of money laundering or terrorist financing, or performs operations without being duly registered or licensed;

GOLDEN RAIN is in possession of information about the Customer’s reputation which may cause unfavourable implications for GOLDEN RAIN or its affiliated companies.

3.2. GOLDEN RAIN reserves the right to refuse to enter into business relationship also in other cases if, in the opinion of GOLDEN RAIN, there exists other material reason or material obstacles to commencing a business relationship.

3.3. The Customer shall ensure that all funds entering the Customer’s Account are of legal origin. If the Customer is not informed of the origin of funds or if any doubt arises, the Customer shall promptly notify GOLDEN RAIN.

3.4. The Customer is prohibited from using the Customer’s Account or other Services for conducting any unlawful activities, including for money laundering or terrorist financing, or any activities aimed at circumventing international or national sanctions of Canada.

3.5. GOLDEN RAIN shall have the right to suspend execution of Services or Payment Transactions for a time period as may be necessary for obtaining and assessing information and documents, for fulfilment of requirements of anti-money laundering and counter-terrorist financing legislation, or requirements imposed by correspondent credit/payment institutions.

3.6. When the Customer has completed an application, accepted the Terms & Conditions, and GOLDEN RAIN has created the Customer’s Personal Profile, these Terms & Conditions enter into effect and shall be valid until both Parties have fulfilled their financial and other obligations pursuant to the Agreement.

3.7. The Customer shall receive a notification about entering into the Agreement to the email address indicated in the application. Both parties explicitly provide their consent that place of signing of the Agreement is Ottawa, Canada.

3.8. By entering into this Agreement, the Customer also accepts the Price List, which is available on the Website.

3.9. In case the Customer does not agree with the Price List, it is entitled to terminate the Agreement according to the provisions established in this Agreement.