Terms And Conditions
1. Introduction
These Terms and Conditions govern the use of business account services provided by Bancorro Capital LTD (“Bancorro”, “we”, “us”, or “our”). By opening and using a Business Account with Bancorro, the Client agrees to comply with the terms set out herein, including any referenced annexes and future amendments.
Bancorro Capital LTD is a company incorporated under the laws of British Columbia, Canada (registration number BC1335108), with its registered office at 1095 Mckenzie Ave Suite 300, Victoria, British Columbia, V8P 2L5. Bancorro is duly registered as a Money Services Business (MSB) with FINTRAC under registration number M21415260.
Our services include multi-currency business accounts, payment processing, and currency exchange. These services are available only for lawful business purposes.
2. Definitions
Agreement – These Terms and Conditions governing the relationship between the Client and
Bancorro, including all annexes and amendments.
Authorized Representative – A person formally authorized by the Client to act on its behalf.
Bancorro – Bancorro Capital LTD, a Canadian Money Services Business regulated by FINTRAC.
Business Account – The multi-currency business account opened and maintained by the Client with Bancorro.
Client – The business entity using Bancorro’s services and agreeing to these Terms.
Client Portal – The secure online platform through which the Client accesses and manages its Business Account and services.
Currency Exchange Transactions – Conversions between currencies based on the Exchange Rate provided by Bancorro.
Electronic Money – Digitally stored value used for transactions, as defined within this document.
Exchange Rate – The conversion rate between currencies, as set and published by Bancorro.
Fees and Pricing – The individualised service fees applicable to the Client. Fee schedules are available within the Client Portal. Each Client may be subject to tailored pricing based on their risk profile, service use, and regulatory classification.
FINTRAC– The Financial Transactions and Reports Analysis Centre of Canada, the regulatory body overseeing MSBs.
MSB – A Money Services Business registered in Canada and regulated by FINTRAC.
MSB Registration Number – The registration ID assigned to Bancorro by FINTRAC (M21415260).
Payment Transaction – A fund transfer initiated by the Client and executed by Bancorro.
Regulatory Compliance – The Client’s duty to comply with applicable laws, regulations, and Bancorro policies.
Restricted Activities – Activities prohibited or limited under these Terms, as detailed in Annex 1 (Restricted Activities List).
Set-Off Rights – Bancorro’s right to deduct any amounts owed by the Client from its Business Account balances.
Suspicious Activity – Any activity indicative of fraud, money laundering, or regulatory violations.
Third-Party Service Providers – External providers engaged to support payment processing, compliance, or related services.
Transaction Limits – Maximum transaction thresholds determined by Bancorro based on risk and regulation.
Unauthorized Transaction – A transaction not authorized by the Client, subject to the dispute process defined herein.
User Bank Account – A bank account held by the Client used to fund transactions via the Business Account.
Account Closure – The termination process of the Business Account, including withdrawal and settlement of remaining balances.
2. Agreement Scope and Application
2.1. These Terms and Conditions set forth the legal framework under which Bancorro Capital LTD provides its business financial services. These services include, but are not limited to:
2.3. The Client agrees to comply with all applicable financial regulations in Canada, including but not limited to those enforced by:
2.5. Access to Bancorro’s services, including the Client Portal, is subject to successful completion of internal compliance checks. Bancorro reserves the right to deny or revoke access at any time based on compliance concerns, risk assessment outcomes, or violations of these Terms.
2.6. The Client guarantees that all information provided during onboarding and throughout the business relationship is complete, accurate, and up to date. In case of any changes—including changes in ownership, regulatory classification, or authorized users—the Client must notify Bancorro immediately. The Client assumes full responsibility for any consequences resulting from the submission of incorrect or misleading information.
3. Commencement and Regulatory Framework
3.1. These Terms and Conditions take effect once Bancorro notifies the Client, via email and/or through the Client Portal, that the Business Account has been approved. The agreement remains in force until terminated in accordance with Section 30 (Termination).
3.2. Bancorro Capital LTD is a registered Money Services Business (MSB) under the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC), holding MSB Registration Number M21415260. Bancorro operates in accordance with the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA) and all related Canadian anti- money laundering (AML) and counter-terrorist financing (CTF) regulations.
3.3. Bancorro complies with all applicable federal and provincial financial regulations in Canada, as well as recognized international compliance standards. The Company does not offer Electronic Money (e-money) services. All client funds are safeguarded in accordance with FINTRAC-mandated protocols and held in segregated accounts as required by Canadian regulatory authorities.
3.4. The Client acknowledges that all services provided by Bancorro operate within a regulated financial framework. All transactions are subject to ongoing compliance procedures, including but not limited to: transaction monitoring, screening, and regulatory reporting to competent Canadian authorities.
4. Business Account
4.1. The Business Account enables the Client to hold, receive, and send funds in multiple currencies. It is intended strictly for commercial use and must not be used for personal or consumer transactions. Bancorro does not issue Electronic Money (e-money); all funds held in the Business Account are treated as stored value for transactional purposes only.
4.2. Access to specific features of the Business Account may require additional documentation, verification, or disclosures. Bancorro reserves the right to restrict certain functionalities until all compliance requirements are fulfilled.
4.3. Client funds are safeguarded in accordance with applicable Canadian financial regulations. Where required, funds are held in segregated accounts with partner financial institutions. These accounts are operated under FINTRAC-compliant procedures and remain separate from Bancorro’s operational funds. Bancorro is not a deposit-taking institution and does not provide deposit insurance under the Canada Deposit Insurance Corporation (CDIC). In the event of Bancorro’s insolvency, segregated funds will be handled in accordance with applicable Canadian safeguarding laws.
4.4. Clients may maintain balances in multiple currencies, subject to availability and regulatory conditions. Bancorro may amend the list of supported currencies at its sole discretion. The Client acknowledges that exchange rate fluctuations may affect the value of balances when converted.
4.5. Bancorro may suspend or restrict access to the Business Account or Client Portal if there is reasonable belief that:
a) A security risk affects the Business Account or Portal;
b) The account is being used for unauthorized or fraudulent activity; or
c) The Client is conducting transactions in violation of AML/CTF laws, sanctions
regimes, or other regulatory obligations.
4.6. If access is suspended under the above conditions, Bancorro will notify the Client via email and/or the Client Portal, unless such notice would compromise an ongoing investigation or compliance process. The Client may contact customer support for further clarification or remediation.
5. Client Portal
5.1. The Client Portal is an online platform provided by Bancorro to enable Clients to securely access and manage their Business Account. Through the Client Portal, the Client may:
a) Initiate and process fund transfers and other Payment Transactions;
b) View transaction history and download account statements;
c) Monitor real-time balances and available currency holdings.
5.2. The Client may request updates to account information or initiate identity verification by contacting Bancorro via email. All such requests must comply with Bancorro’s internal security procedures and regulatory requirements before they are processed.
5.3. The Client Portal is accessible via Bancorro’s official website at https://client.bancorro.com. While Bancorro strives to maintain continuous access, it does not guarantee uninterrupted availability and may perform scheduled or unscheduled maintenance, security updates, or access restrictions when necessary.
6. Verification of Identity
6.1. The Client acknowledges that Bancorro is legally obligated to conduct customer due diligence (CDD) in accordance with the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA) and applicable FINTRAC regulations. Access to a Business Account will only be granted after successful identity verification. This process includes verification of the identities of directors, shareholders, trustees, and ultimate beneficial owners (UBOs) who directly or indirectly hold 25% or more of voting rights or equity, or who otherwise exercise control over the Client.
6.2. If Bancorro determines that enhanced due diligence (EDD) is required, the Client agrees to provide all requested information and documentation. This may include, without limitation, additional identity verification, source of funds, business activity descriptions, and supporting documents for transaction monitoring. Bancorro reserves the right to limit or refuse access to services if the Client does not meet internal compliance standards.
6.3. The Client agrees to fully cooperate with identity verification procedures conducted either by Bancorro or its approved Third-Party Service Providers. Required documentation may include government-issued identification, corporate registration documents, shareholder registers, financial statements, or other materials deemed necessary for compliance.
6.4. If the Client fails to provide requested verification materials, or if such materials are determined to be false, incomplete, or misleading, Bancorro may suspend, restrict, or terminate access to the Business Account until satisfactory verification is completed.
6.5. Bancorro may use internal systems, third-party databases, and publicly available sources to verify the information submitted by the Client. Some checks may leave a “soft” footprint on financial records without affecting credit scores. By using Bancorro’s services, the Client consents to such verification processes.
6.6. The Client must notify Bancorro without delay, and no later than two (2) Business Days, of any changes to its directors, shareholders, trustees, or UBOs. Failure to do so may result in temporary account restrictions or additional verification procedures.
6.7. The Client is responsible for ensuring that all submitted data remains accurate and up to date throughout the duration of the relationship. Bancorro is not liable for any losses, delays, or limitations caused by outdated or incorrect Client information.
6.8. Bancorro conducts ongoing monitoring of all Client relationships as required by FINTRAC. The Client agrees to respond to periodic requests for updated information in a timely and complete manner as part of continuing compliance obligations.
7. Deposits and Funding of the Business Account
7.1. After approval of the Business Account, the Client may deposit funds using any funding methods made available by Bancorro. The Client acknowledges that Bancorro does not accept cash deposits. All fund transfers must be completed through approved electronic payment channels.
7.2. The Client may fund the Business Account by initiating a transfer from its own corporate bank account or by receiving funds from a third party, provided that the third party is not engaged in any activity prohibited under these Terms. Bancorro may, at its sole discretion, introduce or remove funding methods from time to time.
7.3. Deposited funds will only be credited to the Business Account once Bancorro has received and verified the availability and legitimacy of the funds. Additional verification may be conducted, especially when deposits originate from third parties or high-risk jurisdictions. The Client acknowledges that deposit processing may be delayed due to intermediary banking procedures, regulatory reviews, or other external factors.
7.4. Bancorro may set limits on the amount of funds that the Client is permitted to receive. These limits are determined based on the Client’s transaction profile, compliance classification, and risk assessment. Clients wishing to increase these limits must submit a formal request and provide any documentation or disclosures required for review.
7.5. Bancorro reserves the right to reject or return deposits that:
8. Transactions
8.1. The following types of transactions are available to the Client through the Business Account:
a) Currency Exchange Transactions – The Client may convert funds from one currency to another using Bancorro’s currency exchange services. Applicable exchange rates are determined at the time of transaction and will be displayed to the Client prior to confirmation. Exchange rates fluctuate and Bancorro does not guarantee fixed or preferential rates unless otherwise agreed in writing.
b) Outbound Payments – The Client may initiate outbound transfers from the Business Account to a designated recipient’s bank account or payment service provider. These payments may be subject to intermediary bank fees, processing delays, and compliance reviews. Bancorro may request additional documentation to process certain payments, especially those involving higher risk.
8.2. Bancorro reserves the right to decline or cancel any transaction at its sole discretion, including but not limited to the following circumstances:
a) The transaction exceeds applicable account or regulatory limits;
b) The transaction triggers a compliance, fraud, or risk alert;
c) The transaction involves sanctioned parties, high-risk jurisdictions, or restricted
activities;
d) The Client has insufficient funds in the Business Account;
e) The Client fails to provide required supporting documentation.
8.3. The Client acknowledges that all confirmed transactions are final and non-reversible once processed, unless reversal is permitted under applicable law or financial network rules. Bancorro is not liable for losses or delays resulting from inaccurate payment details submitted by the Client.
8.4. Bancorro will generate digital confirmations and transaction records for all successful payments. These will be available for download through the Client Portal. The Client is responsible for monitoring their account activity and must report any discrepancies or Unauthorized Transactions within a reasonable timeframe.
9. Currency Exchange Transactions
9.1. The Client may initiate currency exchange transactions through the Client Portal. Available currencies are limited to those currently supported by Bancorro and may be updated at Bancorro’s discretion. The Client acknowledges that Bancorro is not obligated to support any specific currency, and availability may be restricted by regulatory or operational considerations.
9.2. Before executing a currency exchange transaction, the Client will be informed via the Client Portal of:
a) The amount to be exchanged;
b) The resulting amount and currency to be received;
c) The applicable Exchange Rate at the time of execution.
9.3. The Client must confirm the transaction within the Client Portal for it to be processed. Once confirmed, the transaction is final and cannot be reversed or amended, except where required by law. All currency exchanges are processed at real-time market rates, which may fluctuate between initiation and execution.
9.4. Bancorro does not guarantee fixed or preferential exchange rates unless explicitly agreed in writing. Exchange rates may include a margin or spread as determined by Bancorro and are subject to change without prior notice.
9.5. The Client is fully responsible for all Currency Exchange Transactions initiated through the Client Portal. Bancorro shall not be liable for any losses resulting from currency fluctuations, delays in processing, or errors in transaction details submitted by the Client.
9.6. Bancorro reserves the right to decline or delay any Currency Exchange Transaction if:
a) The transaction exceeds applicable limits;
b) It triggers compliance or fraud alerts;
c) It involves a sanctioned entity, high-risk jurisdiction, or restricted currency; d) The Client fails to provide supporting documentation as required.
9.7. The Client is responsible for reviewing the Fees and Pricing section (available in the Client Portal) to stay informed of applicable exchange fees, limits, and charges. Bancorro may update exchange fees and spreads at any time without prior notice.
10. Outbound Payments and Currency Conversions
10.1. The Client may initiate outbound fund transfers from the Business Account via the Client Portal. The Client is solely responsible for ensuring the accuracy of all recipient details, including beneficiary name, account number, and other Unique Identifiers. Bancorro shall not be liable for any delays, failed payments, or losses resulting from incomplete or incorrect recipient information submitted by the Client.
10.2. Before authorizing a Payment Transaction, the Client will be shown the following details through the Client Portal:
a) Recipient banking details as provided by the Client;
b) Amount and currency of the transaction;
c) Applicable transaction fees.
10.3. To confirm and authorize an Outbound Payment, the Client must review the transaction details and complete the two-factor authentication (2FA) process as required by Bancorro.
10.4. Bancorro will make commercially reasonable efforts to process Outbound Payments promptly. However, processing times depend on intermediary banks, payment networks, jurisdiction-specific regulations, and currency type. Estimated timelines are:
a) CAD payments within Canada: Processed by the end of the next Business Day;
b) USD, EUR, GBP, or other major currencies: May take up to three (3) Business Days for domestic or international delivery;
c) Exotic or restricted currencies: Transfers may exceed four (4) Business Days due to banking limitations and compliance reviews.
10.5. If the transfer involves a currency mismatch between the Client’s Business Account and the recipient’s account, Bancorro will perform a currency conversion before executing the payment. The applicable Exchange Rate will be disclosed in the Client Portal before confirmation. The Client accepts all risks associated with exchange rate fluctuations.
10.6. Cancellation and Reversal of Transactions
a) Once an Outbound Payment is initiated and processed, it becomes final and cannot be canceled unless permitted by applicable law;
b) For future-dated transactions, the Client may cancel the instruction via the Client Portal before execution;
c) If a payment fails and is returned to Bancorro, the funds will be credited back to the Client’s Business Account in the original currency. In cases where currency conversion
occurred, the returned amount may differ due to exchange rate changes. Bancorro is not responsible for any resulting FX-related gains or losses.
10.7. Completed transactions will be recorded and viewable in the Transaction History section of the Client Portal. The Client is responsible for reviewing transaction records and reporting any discrepancies to Bancorro in a timely manner.
11. Receiving Funds
11.1. The Client may receive funds into the Business Account from authorized sources, including corporate payments, interbank transfers, and other approved funding methods. All incoming payments must comply with applicable anti-money laundering (AML) and counter- terrorist financing (CTF) regulations. Bancorro reserves the right to reject or return any incoming payment that originates from unauthorized, high-risk, or sanctioned sources.
11.2. Incoming funds will be credited to the Client’s Business Account only after Bancorro has received, verified, and cleared the transfer. The Client acknowledges that crediting times may vary depending on the currency, sending institution, and any involved intermediary banks.
11.3. Bancorro will make reasonable efforts to reflect received funds in the Client’s Transaction History within the Client Portal as soon as possible. However, Bancorro is not responsible for processing delays caused by correspondent institutions, technical malfunctions, or regulatory holds outside its control.
11.4. Where necessary, Bancorro may request additional documentation from the Client to complete compliance checks before crediting funds. If the Client fails to provide such documentation within the specified timeframe, Bancorro may return the funds to the sender.
11.5. The Client is responsible for ensuring that all inbound payment instructions are complete and accurate. Bancorro is not liable for any delay, rejection, or loss resulting from incomplete or incorrect sender-provided payment details, including account name, reference, or routing information.
12. Exchange Rates
12.1. The Client may view real-time exchange rates for supported currencies through the Client Portal. The rates displayed reflect the rates offered by Bancorro at the time of the inquiry and are subject to change in accordance with prevailing market conditions.
12.2. Prior to confirming any currency exchange transaction, the Client will be informed of the specific Exchange Rate that will apply. The Client acknowledges that exchange rates are dynamic and may fluctuate between the time of inquiry and the moment of execution.
12.3. The Client is solely responsible for reviewing and accepting the applicable Exchange Rate before proceeding. Once a transaction is confirmed, it is considered final and cannot be reversed, except where required by applicable law or financial regulations.
12.4. Any additional fees, margins, or spreads applied to exchange rates will be disclosed prior to transaction confirmation. Clients may refer to the Fees and Pricing section (available via the Client Portal) for detailed information on applicable charges.
13. Account Balance and Negative Balance
13.1. The Client acknowledges that the account balance and available funds displayed within the Client Portal reflect approximate real-time information and may not account for pending transactions, applicable fees, or regulatory holds. Processing delays, compliance reviews, or settlement cycles may result in discrepancies between the displayed balance and the actual settled balance.
13.2. Bancorro will provide information about pending debits and credits as soon as such data becomes available. The Client is solely responsible for monitoring account activity and ensuring sufficient funds are available to support all transactions.
13.3. If the Business Account reflects a negative balance for any reason—including, but not limited to, technical errors, chargebacks, payment reversals, or third-party processing failures—the Client agrees to immediately fund the account to restore a positive balance. This obligation applies without the need for prior notice from Bancorro.
13.4. In the event the Client fails to resolve a negative balance, Bancorro reserves the right to take one or more of the following actions:
a) Deduct the owed amount from other balances or accounts held by the Client with Bancorro, in accordance with Section 18 (Set-Off Rights);
b) Restrict or suspend access to the Business Account and related services;
c) Reverse or charge back any transaction(s) contributing to the negative balance;
d) Initiate debt collection procedures, including but not limited to:
13.5. The Client acknowledges that maintaining a sufficient positive balance is a contractual obligation. Bancorro shall not be held liable for any financial losses, penalties, or service disruptions resulting from a negative balance or insufficient funds.
14. Security
14.1. The Client and its Authorized Representatives must take all reasonable measures to ensure the security of the Business Account, including:
a) Maintaining the confidentiality of login credentials to prevent unauthorized access; b) Implementing safeguards to protect access to the Client Portal from misuse or unauthorized use.
14.2. To prevent unauthorized access or compromise of account security, the Client and its Authorized Representatives must:
a) Always log out of the Client Portal when not in active use;
b) Secure all authentication devices using passwords, PINs, biometric methods, or
equivalent security controls;
c) Never share or record login credentials, including usernames, passwords, or multi-factor authentication (MFA) codes;
d) Regularly update passwords and avoid reusing credentials across different systems or
platforms;
e) Remain vigilant against phishing attempts. If the Client receives a suspicious
communication requesting login information, it must not respond and should
immediately report the incident to Bancorro via the Client Portal;
f) Ensure that all corporate email accounts used for communication with Bancorro are
secure and accessible only to authorized personnel;
g) Immediately report any suspected security breach, including compromised login
credentials, unauthorized access to email accounts, or loss of authentication devices.
14.3. All transactions executed through the Client Portal are processed automatically. Any individual who gains access to valid login credentials may be able to perform Unauthorized Transactions. The Client is responsible for monitoring its account activity and must promptly report any Suspicious Activity by contacting Bancorro at [support@bancorro.com].
14.4. In cases of suspected identity theft, fraud, or unauthorized activity, the Client is strongly encouraged to notify local law enforcement authorities in addition to informing Bancorro. Bancorro will cooperate with competent regulatory and investigative agencies to support fraud prevention and account recovery efforts.
15. Restrictions on the Use of Services
15.1. The Client’s access to Bancorro’s services and use of the Business Account is subject to the limitations described in Annex 1: Restricted Activities. The Client agrees to use the account and associated services solely for lawful business purposes and in full compliance with applicable Canadian laws, financial regulations, and Bancorro’s internal policies.
15.2. Bancorro reserves the right to refuse, delay, or block any transaction if there is a reasonable basis to believe that:
a) The transaction violates these Terms, legal or regulatory obligations;
b) The transaction is associated with fraud, money laundering, terrorist financing, or other
illegal conduct;
c) Sanctions compliance requires the transaction to be halted or reported, including under FINTRAC, OSFI, UN, or other applicable sanctions regimes;
d) Processing the transaction would create unacceptable legal, financial, or reputational
risk for Bancorro.
15.3. Where feasible, Bancorro will notify the Client of any transaction restriction or account suspension. However, Bancorro may withhold details where such disclosure would:
a) Breach legal confidentiality obligations;
b) Interfere with an active regulatory or law enforcement investigation;
c) Expose Bancorro to third-party legal liability.
15.4. If Bancorro determines, in its sole discretion, that the Client has violated these Terms or engaged in Restricted Activities, it may take one or more of the following actions:
a) Suspend, limit, or close the Client’s Business Account;
b) Contact payment counterparties, financial institutions, or involved third parties;
c) Update or correct information provided by the Client;
d) Pursue legal action to recover damages or enforce compliance;
e) Terminate the Client’s access to services and close the Business Account;
f) Cancel or reverse any transaction that violates applicable laws or this Agreement;
g) Report the Client’s activity to FINTRAC, OSFI, law enforcement, or other regulatory bodies.
15.5. Transactions that directly or indirectly involve individuals or entities listed under Canadian, U.S., EU, UN, or other international sanctions regimes (collectively, “Designated Persons”) are strictly prohibited. If the Client or any associated party is identified as a Designated Person, all Business Accounts will be immediately frozen and reported to the relevant authorities in accordance with applicable sanctions laws.
15.6. The Client is solely responsible for ensuring that all transactions executed via the Business Account are lawful and regulatory compliant. The presence of a counterparty on Bancorro’s platform does not imply legal approval or endorsement of the goods or services provided. The Client acknowledges full responsibility for the legal and regulatory status of its own business operations.
These Terms and Conditions govern the use of business account services provided by Bancorro Capital LTD (“Bancorro”, “we”, “us”, or “our”). By opening and using a Business Account with Bancorro, the Client agrees to comply with the terms set out herein, including any referenced annexes and future amendments.
Bancorro Capital LTD is a company incorporated under the laws of British Columbia, Canada (registration number BC1335108), with its registered office at 1095 Mckenzie Ave Suite 300, Victoria, British Columbia, V8P 2L5. Bancorro is duly registered as a Money Services Business (MSB) with FINTRAC under registration number M21415260.
Our services include multi-currency business accounts, payment processing, and currency exchange. These services are available only for lawful business purposes.
2. Definitions
Agreement – These Terms and Conditions governing the relationship between the Client and
Bancorro, including all annexes and amendments.
Authorized Representative – A person formally authorized by the Client to act on its behalf.
Bancorro – Bancorro Capital LTD, a Canadian Money Services Business regulated by FINTRAC.
Business Account – The multi-currency business account opened and maintained by the Client with Bancorro.
Client – The business entity using Bancorro’s services and agreeing to these Terms.
Client Portal – The secure online platform through which the Client accesses and manages its Business Account and services.
Currency Exchange Transactions – Conversions between currencies based on the Exchange Rate provided by Bancorro.
Electronic Money – Digitally stored value used for transactions, as defined within this document.
Exchange Rate – The conversion rate between currencies, as set and published by Bancorro.
Fees and Pricing – The individualised service fees applicable to the Client. Fee schedules are available within the Client Portal. Each Client may be subject to tailored pricing based on their risk profile, service use, and regulatory classification.
FINTRAC– The Financial Transactions and Reports Analysis Centre of Canada, the regulatory body overseeing MSBs.
MSB – A Money Services Business registered in Canada and regulated by FINTRAC.
MSB Registration Number – The registration ID assigned to Bancorro by FINTRAC (M21415260).
Payment Transaction – A fund transfer initiated by the Client and executed by Bancorro.
Regulatory Compliance – The Client’s duty to comply with applicable laws, regulations, and Bancorro policies.
Restricted Activities – Activities prohibited or limited under these Terms, as detailed in Annex 1 (Restricted Activities List).
Set-Off Rights – Bancorro’s right to deduct any amounts owed by the Client from its Business Account balances.
Suspicious Activity – Any activity indicative of fraud, money laundering, or regulatory violations.
Third-Party Service Providers – External providers engaged to support payment processing, compliance, or related services.
Transaction Limits – Maximum transaction thresholds determined by Bancorro based on risk and regulation.
Unauthorized Transaction – A transaction not authorized by the Client, subject to the dispute process defined herein.
User Bank Account – A bank account held by the Client used to fund transactions via the Business Account.
Account Closure – The termination process of the Business Account, including withdrawal and settlement of remaining balances.
2. Agreement Scope and Application
2.1. These Terms and Conditions set forth the legal framework under which Bancorro Capital LTD provides its business financial services. These services include, but are not limited to:
- Opening and maintaining Business Accounts;
- Processing payment transactions;
- Executing currency exchange operations;
- Providing access to the secure Client Portal.
2.3. The Client agrees to comply with all applicable financial regulations in Canada, including but not limited to those enforced by:
- The Financial Transactions and Reports Analysis Centre of Canada (FINTRAC),
- The Office of the Superintendent of Financial Institutions (OSFI),
- Any other relevant regulatory authority.
2.5. Access to Bancorro’s services, including the Client Portal, is subject to successful completion of internal compliance checks. Bancorro reserves the right to deny or revoke access at any time based on compliance concerns, risk assessment outcomes, or violations of these Terms.
2.6. The Client guarantees that all information provided during onboarding and throughout the business relationship is complete, accurate, and up to date. In case of any changes—including changes in ownership, regulatory classification, or authorized users—the Client must notify Bancorro immediately. The Client assumes full responsibility for any consequences resulting from the submission of incorrect or misleading information.
3. Commencement and Regulatory Framework
3.1. These Terms and Conditions take effect once Bancorro notifies the Client, via email and/or through the Client Portal, that the Business Account has been approved. The agreement remains in force until terminated in accordance with Section 30 (Termination).
3.2. Bancorro Capital LTD is a registered Money Services Business (MSB) under the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC), holding MSB Registration Number M21415260. Bancorro operates in accordance with the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA) and all related Canadian anti- money laundering (AML) and counter-terrorist financing (CTF) regulations.
3.3. Bancorro complies with all applicable federal and provincial financial regulations in Canada, as well as recognized international compliance standards. The Company does not offer Electronic Money (e-money) services. All client funds are safeguarded in accordance with FINTRAC-mandated protocols and held in segregated accounts as required by Canadian regulatory authorities.
3.4. The Client acknowledges that all services provided by Bancorro operate within a regulated financial framework. All transactions are subject to ongoing compliance procedures, including but not limited to: transaction monitoring, screening, and regulatory reporting to competent Canadian authorities.
4. Business Account
4.1. The Business Account enables the Client to hold, receive, and send funds in multiple currencies. It is intended strictly for commercial use and must not be used for personal or consumer transactions. Bancorro does not issue Electronic Money (e-money); all funds held in the Business Account are treated as stored value for transactional purposes only.
4.2. Access to specific features of the Business Account may require additional documentation, verification, or disclosures. Bancorro reserves the right to restrict certain functionalities until all compliance requirements are fulfilled.
4.3. Client funds are safeguarded in accordance with applicable Canadian financial regulations. Where required, funds are held in segregated accounts with partner financial institutions. These accounts are operated under FINTRAC-compliant procedures and remain separate from Bancorro’s operational funds. Bancorro is not a deposit-taking institution and does not provide deposit insurance under the Canada Deposit Insurance Corporation (CDIC). In the event of Bancorro’s insolvency, segregated funds will be handled in accordance with applicable Canadian safeguarding laws.
4.4. Clients may maintain balances in multiple currencies, subject to availability and regulatory conditions. Bancorro may amend the list of supported currencies at its sole discretion. The Client acknowledges that exchange rate fluctuations may affect the value of balances when converted.
4.5. Bancorro may suspend or restrict access to the Business Account or Client Portal if there is reasonable belief that:
a) A security risk affects the Business Account or Portal;
b) The account is being used for unauthorized or fraudulent activity; or
c) The Client is conducting transactions in violation of AML/CTF laws, sanctions
regimes, or other regulatory obligations.
4.6. If access is suspended under the above conditions, Bancorro will notify the Client via email and/or the Client Portal, unless such notice would compromise an ongoing investigation or compliance process. The Client may contact customer support for further clarification or remediation.
5. Client Portal
5.1. The Client Portal is an online platform provided by Bancorro to enable Clients to securely access and manage their Business Account. Through the Client Portal, the Client may:
a) Initiate and process fund transfers and other Payment Transactions;
b) View transaction history and download account statements;
c) Monitor real-time balances and available currency holdings.
5.2. The Client may request updates to account information or initiate identity verification by contacting Bancorro via email. All such requests must comply with Bancorro’s internal security procedures and regulatory requirements before they are processed.
5.3. The Client Portal is accessible via Bancorro’s official website at https://client.bancorro.com. While Bancorro strives to maintain continuous access, it does not guarantee uninterrupted availability and may perform scheduled or unscheduled maintenance, security updates, or access restrictions when necessary.
6. Verification of Identity
6.1. The Client acknowledges that Bancorro is legally obligated to conduct customer due diligence (CDD) in accordance with the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA) and applicable FINTRAC regulations. Access to a Business Account will only be granted after successful identity verification. This process includes verification of the identities of directors, shareholders, trustees, and ultimate beneficial owners (UBOs) who directly or indirectly hold 25% or more of voting rights or equity, or who otherwise exercise control over the Client.
6.2. If Bancorro determines that enhanced due diligence (EDD) is required, the Client agrees to provide all requested information and documentation. This may include, without limitation, additional identity verification, source of funds, business activity descriptions, and supporting documents for transaction monitoring. Bancorro reserves the right to limit or refuse access to services if the Client does not meet internal compliance standards.
6.3. The Client agrees to fully cooperate with identity verification procedures conducted either by Bancorro or its approved Third-Party Service Providers. Required documentation may include government-issued identification, corporate registration documents, shareholder registers, financial statements, or other materials deemed necessary for compliance.
6.4. If the Client fails to provide requested verification materials, or if such materials are determined to be false, incomplete, or misleading, Bancorro may suspend, restrict, or terminate access to the Business Account until satisfactory verification is completed.
6.5. Bancorro may use internal systems, third-party databases, and publicly available sources to verify the information submitted by the Client. Some checks may leave a “soft” footprint on financial records without affecting credit scores. By using Bancorro’s services, the Client consents to such verification processes.
6.6. The Client must notify Bancorro without delay, and no later than two (2) Business Days, of any changes to its directors, shareholders, trustees, or UBOs. Failure to do so may result in temporary account restrictions or additional verification procedures.
6.7. The Client is responsible for ensuring that all submitted data remains accurate and up to date throughout the duration of the relationship. Bancorro is not liable for any losses, delays, or limitations caused by outdated or incorrect Client information.
6.8. Bancorro conducts ongoing monitoring of all Client relationships as required by FINTRAC. The Client agrees to respond to periodic requests for updated information in a timely and complete manner as part of continuing compliance obligations.
7. Deposits and Funding of the Business Account
7.1. After approval of the Business Account, the Client may deposit funds using any funding methods made available by Bancorro. The Client acknowledges that Bancorro does not accept cash deposits. All fund transfers must be completed through approved electronic payment channels.
7.2. The Client may fund the Business Account by initiating a transfer from its own corporate bank account or by receiving funds from a third party, provided that the third party is not engaged in any activity prohibited under these Terms. Bancorro may, at its sole discretion, introduce or remove funding methods from time to time.
7.3. Deposited funds will only be credited to the Business Account once Bancorro has received and verified the availability and legitimacy of the funds. Additional verification may be conducted, especially when deposits originate from third parties or high-risk jurisdictions. The Client acknowledges that deposit processing may be delayed due to intermediary banking procedures, regulatory reviews, or other external factors.
7.4. Bancorro may set limits on the amount of funds that the Client is permitted to receive. These limits are determined based on the Client’s transaction profile, compliance classification, and risk assessment. Clients wishing to increase these limits must submit a formal request and provide any documentation or disclosures required for review.
7.5. Bancorro reserves the right to reject or return deposits that:
- Originate from unauthorized or unknown sources;
- Involve restricted or sanctioned jurisdictions;
- Are linked to entities or individuals subject to sanctions; or
- Otherwise violate AML, CTF, or other applicable regulations.
8. Transactions
8.1. The following types of transactions are available to the Client through the Business Account:
a) Currency Exchange Transactions – The Client may convert funds from one currency to another using Bancorro’s currency exchange services. Applicable exchange rates are determined at the time of transaction and will be displayed to the Client prior to confirmation. Exchange rates fluctuate and Bancorro does not guarantee fixed or preferential rates unless otherwise agreed in writing.
b) Outbound Payments – The Client may initiate outbound transfers from the Business Account to a designated recipient’s bank account or payment service provider. These payments may be subject to intermediary bank fees, processing delays, and compliance reviews. Bancorro may request additional documentation to process certain payments, especially those involving higher risk.
8.2. Bancorro reserves the right to decline or cancel any transaction at its sole discretion, including but not limited to the following circumstances:
a) The transaction exceeds applicable account or regulatory limits;
b) The transaction triggers a compliance, fraud, or risk alert;
c) The transaction involves sanctioned parties, high-risk jurisdictions, or restricted
activities;
d) The Client has insufficient funds in the Business Account;
e) The Client fails to provide required supporting documentation.
8.3. The Client acknowledges that all confirmed transactions are final and non-reversible once processed, unless reversal is permitted under applicable law or financial network rules. Bancorro is not liable for losses or delays resulting from inaccurate payment details submitted by the Client.
8.4. Bancorro will generate digital confirmations and transaction records for all successful payments. These will be available for download through the Client Portal. The Client is responsible for monitoring their account activity and must report any discrepancies or Unauthorized Transactions within a reasonable timeframe.
9. Currency Exchange Transactions
9.1. The Client may initiate currency exchange transactions through the Client Portal. Available currencies are limited to those currently supported by Bancorro and may be updated at Bancorro’s discretion. The Client acknowledges that Bancorro is not obligated to support any specific currency, and availability may be restricted by regulatory or operational considerations.
9.2. Before executing a currency exchange transaction, the Client will be informed via the Client Portal of:
a) The amount to be exchanged;
b) The resulting amount and currency to be received;
c) The applicable Exchange Rate at the time of execution.
9.3. The Client must confirm the transaction within the Client Portal for it to be processed. Once confirmed, the transaction is final and cannot be reversed or amended, except where required by law. All currency exchanges are processed at real-time market rates, which may fluctuate between initiation and execution.
9.4. Bancorro does not guarantee fixed or preferential exchange rates unless explicitly agreed in writing. Exchange rates may include a margin or spread as determined by Bancorro and are subject to change without prior notice.
9.5. The Client is fully responsible for all Currency Exchange Transactions initiated through the Client Portal. Bancorro shall not be liable for any losses resulting from currency fluctuations, delays in processing, or errors in transaction details submitted by the Client.
9.6. Bancorro reserves the right to decline or delay any Currency Exchange Transaction if:
a) The transaction exceeds applicable limits;
b) It triggers compliance or fraud alerts;
c) It involves a sanctioned entity, high-risk jurisdiction, or restricted currency; d) The Client fails to provide supporting documentation as required.
9.7. The Client is responsible for reviewing the Fees and Pricing section (available in the Client Portal) to stay informed of applicable exchange fees, limits, and charges. Bancorro may update exchange fees and spreads at any time without prior notice.
10. Outbound Payments and Currency Conversions
10.1. The Client may initiate outbound fund transfers from the Business Account via the Client Portal. The Client is solely responsible for ensuring the accuracy of all recipient details, including beneficiary name, account number, and other Unique Identifiers. Bancorro shall not be liable for any delays, failed payments, or losses resulting from incomplete or incorrect recipient information submitted by the Client.
10.2. Before authorizing a Payment Transaction, the Client will be shown the following details through the Client Portal:
a) Recipient banking details as provided by the Client;
b) Amount and currency of the transaction;
c) Applicable transaction fees.
10.3. To confirm and authorize an Outbound Payment, the Client must review the transaction details and complete the two-factor authentication (2FA) process as required by Bancorro.
10.4. Bancorro will make commercially reasonable efforts to process Outbound Payments promptly. However, processing times depend on intermediary banks, payment networks, jurisdiction-specific regulations, and currency type. Estimated timelines are:
a) CAD payments within Canada: Processed by the end of the next Business Day;
b) USD, EUR, GBP, or other major currencies: May take up to three (3) Business Days for domestic or international delivery;
c) Exotic or restricted currencies: Transfers may exceed four (4) Business Days due to banking limitations and compliance reviews.
10.5. If the transfer involves a currency mismatch between the Client’s Business Account and the recipient’s account, Bancorro will perform a currency conversion before executing the payment. The applicable Exchange Rate will be disclosed in the Client Portal before confirmation. The Client accepts all risks associated with exchange rate fluctuations.
10.6. Cancellation and Reversal of Transactions
a) Once an Outbound Payment is initiated and processed, it becomes final and cannot be canceled unless permitted by applicable law;
b) For future-dated transactions, the Client may cancel the instruction via the Client Portal before execution;
c) If a payment fails and is returned to Bancorro, the funds will be credited back to the Client’s Business Account in the original currency. In cases where currency conversion
occurred, the returned amount may differ due to exchange rate changes. Bancorro is not responsible for any resulting FX-related gains or losses.
10.7. Completed transactions will be recorded and viewable in the Transaction History section of the Client Portal. The Client is responsible for reviewing transaction records and reporting any discrepancies to Bancorro in a timely manner.
11. Receiving Funds
11.1. The Client may receive funds into the Business Account from authorized sources, including corporate payments, interbank transfers, and other approved funding methods. All incoming payments must comply with applicable anti-money laundering (AML) and counter- terrorist financing (CTF) regulations. Bancorro reserves the right to reject or return any incoming payment that originates from unauthorized, high-risk, or sanctioned sources.
11.2. Incoming funds will be credited to the Client’s Business Account only after Bancorro has received, verified, and cleared the transfer. The Client acknowledges that crediting times may vary depending on the currency, sending institution, and any involved intermediary banks.
11.3. Bancorro will make reasonable efforts to reflect received funds in the Client’s Transaction History within the Client Portal as soon as possible. However, Bancorro is not responsible for processing delays caused by correspondent institutions, technical malfunctions, or regulatory holds outside its control.
11.4. Where necessary, Bancorro may request additional documentation from the Client to complete compliance checks before crediting funds. If the Client fails to provide such documentation within the specified timeframe, Bancorro may return the funds to the sender.
11.5. The Client is responsible for ensuring that all inbound payment instructions are complete and accurate. Bancorro is not liable for any delay, rejection, or loss resulting from incomplete or incorrect sender-provided payment details, including account name, reference, or routing information.
12. Exchange Rates
12.1. The Client may view real-time exchange rates for supported currencies through the Client Portal. The rates displayed reflect the rates offered by Bancorro at the time of the inquiry and are subject to change in accordance with prevailing market conditions.
12.2. Prior to confirming any currency exchange transaction, the Client will be informed of the specific Exchange Rate that will apply. The Client acknowledges that exchange rates are dynamic and may fluctuate between the time of inquiry and the moment of execution.
12.3. The Client is solely responsible for reviewing and accepting the applicable Exchange Rate before proceeding. Once a transaction is confirmed, it is considered final and cannot be reversed, except where required by applicable law or financial regulations.
12.4. Any additional fees, margins, or spreads applied to exchange rates will be disclosed prior to transaction confirmation. Clients may refer to the Fees and Pricing section (available via the Client Portal) for detailed information on applicable charges.
13. Account Balance and Negative Balance
13.1. The Client acknowledges that the account balance and available funds displayed within the Client Portal reflect approximate real-time information and may not account for pending transactions, applicable fees, or regulatory holds. Processing delays, compliance reviews, or settlement cycles may result in discrepancies between the displayed balance and the actual settled balance.
13.2. Bancorro will provide information about pending debits and credits as soon as such data becomes available. The Client is solely responsible for monitoring account activity and ensuring sufficient funds are available to support all transactions.
13.3. If the Business Account reflects a negative balance for any reason—including, but not limited to, technical errors, chargebacks, payment reversals, or third-party processing failures—the Client agrees to immediately fund the account to restore a positive balance. This obligation applies without the need for prior notice from Bancorro.
13.4. In the event the Client fails to resolve a negative balance, Bancorro reserves the right to take one or more of the following actions:
a) Deduct the owed amount from other balances or accounts held by the Client with Bancorro, in accordance with Section 18 (Set-Off Rights);
b) Restrict or suspend access to the Business Account and related services;
c) Reverse or charge back any transaction(s) contributing to the negative balance;
d) Initiate debt collection procedures, including but not limited to:
- Engagement of a debt collection agency;
- Assignment of the debt to legal counsel for formal recovery;
- Initiating legal proceedings before a competent court;
13.5. The Client acknowledges that maintaining a sufficient positive balance is a contractual obligation. Bancorro shall not be held liable for any financial losses, penalties, or service disruptions resulting from a negative balance or insufficient funds.
14. Security
14.1. The Client and its Authorized Representatives must take all reasonable measures to ensure the security of the Business Account, including:
a) Maintaining the confidentiality of login credentials to prevent unauthorized access; b) Implementing safeguards to protect access to the Client Portal from misuse or unauthorized use.
14.2. To prevent unauthorized access or compromise of account security, the Client and its Authorized Representatives must:
a) Always log out of the Client Portal when not in active use;
b) Secure all authentication devices using passwords, PINs, biometric methods, or
equivalent security controls;
c) Never share or record login credentials, including usernames, passwords, or multi-factor authentication (MFA) codes;
d) Regularly update passwords and avoid reusing credentials across different systems or
platforms;
e) Remain vigilant against phishing attempts. If the Client receives a suspicious
communication requesting login information, it must not respond and should
immediately report the incident to Bancorro via the Client Portal;
f) Ensure that all corporate email accounts used for communication with Bancorro are
secure and accessible only to authorized personnel;
g) Immediately report any suspected security breach, including compromised login
credentials, unauthorized access to email accounts, or loss of authentication devices.
14.3. All transactions executed through the Client Portal are processed automatically. Any individual who gains access to valid login credentials may be able to perform Unauthorized Transactions. The Client is responsible for monitoring its account activity and must promptly report any Suspicious Activity by contacting Bancorro at [support@bancorro.com].
14.4. In cases of suspected identity theft, fraud, or unauthorized activity, the Client is strongly encouraged to notify local law enforcement authorities in addition to informing Bancorro. Bancorro will cooperate with competent regulatory and investigative agencies to support fraud prevention and account recovery efforts.
15. Restrictions on the Use of Services
15.1. The Client’s access to Bancorro’s services and use of the Business Account is subject to the limitations described in Annex 1: Restricted Activities. The Client agrees to use the account and associated services solely for lawful business purposes and in full compliance with applicable Canadian laws, financial regulations, and Bancorro’s internal policies.
15.2. Bancorro reserves the right to refuse, delay, or block any transaction if there is a reasonable basis to believe that:
a) The transaction violates these Terms, legal or regulatory obligations;
b) The transaction is associated with fraud, money laundering, terrorist financing, or other
illegal conduct;
c) Sanctions compliance requires the transaction to be halted or reported, including under FINTRAC, OSFI, UN, or other applicable sanctions regimes;
d) Processing the transaction would create unacceptable legal, financial, or reputational
risk for Bancorro.
15.3. Where feasible, Bancorro will notify the Client of any transaction restriction or account suspension. However, Bancorro may withhold details where such disclosure would:
a) Breach legal confidentiality obligations;
b) Interfere with an active regulatory or law enforcement investigation;
c) Expose Bancorro to third-party legal liability.
15.4. If Bancorro determines, in its sole discretion, that the Client has violated these Terms or engaged in Restricted Activities, it may take one or more of the following actions:
a) Suspend, limit, or close the Client’s Business Account;
b) Contact payment counterparties, financial institutions, or involved third parties;
c) Update or correct information provided by the Client;
d) Pursue legal action to recover damages or enforce compliance;
e) Terminate the Client’s access to services and close the Business Account;
f) Cancel or reverse any transaction that violates applicable laws or this Agreement;
g) Report the Client’s activity to FINTRAC, OSFI, law enforcement, or other regulatory bodies.
15.5. Transactions that directly or indirectly involve individuals or entities listed under Canadian, U.S., EU, UN, or other international sanctions regimes (collectively, “Designated Persons”) are strictly prohibited. If the Client or any associated party is identified as a Designated Person, all Business Accounts will be immediately frozen and reported to the relevant authorities in accordance with applicable sanctions laws.
15.6. The Client is solely responsible for ensuring that all transactions executed via the Business Account are lawful and regulatory compliant. The presence of a counterparty on Bancorro’s platform does not imply legal approval or endorsement of the goods or services provided. The Client acknowledges full responsibility for the legal and regulatory status of its own business operations.
16. Transaction Limits
16.1. Client transactions may be subject to funding, payment, or currency conversion limits as determined by Bancorro based on security protocols, risk assessment, and regulatory compliance requirements. These limits may vary according to the Client’s business profile, transaction history, jurisdiction, and applicable legal obligations.
16.2. Bancorro reserves the right to impose or adjust transaction limits at its sole discretion, without prior notice, when necessary to:
a) Mitigate financial, credit, or fraud-related risks;
b) Comply with applicable laws and regulations, including those enforced by FINTRAC,
OSFI, or other authorities;
c) Prevent unauthorized, suspicious, or fraudulent transactions;
d) Align with operational or liquidity restrictions imposed by Bancorro’s banking and
payment partners.
16.3. Before processing certain transactions, Bancorro may require the Client to complete additional security measures. These may include identity re-verification, multi-factor authentication, submission of supporting documentation, or answering security questions.
16.4. Where legally permitted, Bancorro will notify the Client in writing as soon as reasonably possible after a transaction limit has been imposed or modified. However, Bancorro may withhold certain details if disclosure would:
a) Breach legal or regulatory obligations;
b) Interfere with an active financial crime or fraud investigation;
c) Compromise third-party confidentiality.
17. Suspension of Services
17.1. Bancorro reserves the right to modify, suspend, or discontinue any part of its services at any time, either in full or in relation to a specific Client, without prior notice and without liability. This may include, but is not limited to:
a) Temporary or permanent suspension of access to the Client Portal;
b) Adjustments to service availability, operating hours, or platform features;
c) Suspension of transactions, fund transfers, or currency exchange operations;
d) Implementation of restrictions based on regulatory or risk considerations.
17.2. Bancorro may suspend or restrict the Client’s access to its Business Account and related services if, in its sole discretion, it determines that:
a) The Client has breached these Terms or violated applicable laws, regulations, or compliance obligations;
b) Account activity suggests potential fraud, unauthorized access, or security risks; c) The Client is engaged in transactions that pose legal, financial, or reputational risk to Bancorro;
d) Bancorro is required to act in accordance with obligations imposed by FINTRAC, OSFI, or other competent authorities.
17.3. Where feasible, Bancorro will notify the Client of the suspension and the reason for such action. However, full disclosure may not be possible in situations where doing so would:
a) Breach legal or regulatory obligations;
b) Interfere with an ongoing compliance or law enforcement investigation
c) Compromise confidential third-party information.
17.4. The Client acknowledges that service suspension does not release the Client from its contractual obligations, including the payment of outstanding fees, compliance duties, or the settlement of liabilities arising under these Terms.
18. Company’s Right to Set-Off
18.1. Bancorro reserves the right to recover any amounts owed by the Client by deducting or withholding funds from the Client’s Business Account. This includes, but is not limited to, outstanding fees, negative balances, chargebacks, and other financial obligations arising under these Terms. The Client has no right of set-off against Bancorro.
18.2. If the Client’s Business Account reflects a negative balance or any outstanding amounts, Bancorro may, at its sole discretion:
a) Deduct the amount due from any available funds in the Business Account, in the same or a different currency;
b) Apply incoming payments to cover the outstanding obligation before crediting the remainder to the Client;
c) Withhold or offset amounts from withdrawal or outbound payment instructions until the balance is corrected;
d) Deduct funds from any other Business Accounts the Client holds with Bancorro.
18.3. If the amount owed is denominated in a different currency than the available funds, Bancorro may convert funds at the prevailing Exchange Rate to settle the debt. The Client acknowledges that Bancorro is not required to give prior notice before executing such conversions.
18.4. The Client accepts full responsibility for any foreign exchange losses, spreads, or conversion fees resulting from a set-off action. Bancorro shall not be held liable for discrepancies in converted amounts due to market fluctuations.
19. Liability
19.1. The Client is not liable for Unauthorized Transactions executed after timely notification to Bancorro of the loss, theft, misappropriation, or unauthorized use of login credentials or the Client Portal. This limitation does not apply where the Client has acted fraudulently or failed to implement reasonable security measures.
19.2. The Client must notify Bancorro of any unauthorized or incorrectly executed transactions as soon as possible, and no later than thirteen (13) months from the date of debit. Failure to notify within this period may forfeit the Client’s right to claim reimbursement.
19.3. Bancorro is not liable for failed or incorrectly executed transactions resulting from errors in the payment information submitted by the Client. Bancorro will, however, make reasonable efforts to recover such funds and may charge recovery-related fees, including those imposed by intermediary banks.
19.4. Bancorro bears no responsibility for transaction delays or failed execution if the payment was correctly processed and submitted to the recipient’s financial institution within required timelines. Upon request, Bancorro will assist in tracing such transactions but does not assume liability for losses due to errors or fraud committed by third parties.
19.5. Currency exchange transactions are not covered by statutory liability protections. Bancorro shall not be liable for any losses resulting from Exchange Rate movements or market volatility.
19.6. Bancorro is not liable for any delay or failure in service delivery due to factors beyond its reasonable control, including but not limited to:
a) Government actions, regulatory changes, or force majeure events;
b) Cyberattacks, internet or system outages, or failures by third-party providers;
c) Legal or regulatory restrictions affecting Bancorro or its banking partners.
19.7. The Client is solely responsible for:
a) Complying with all applicable laws and regulations, including tax obligations and foreign currency laws;
b) Maintaining business records and meeting all tax reporting and payment requirements. Bancorro does not perform tax withholding or reporting on the Client’s behalf.
19.8. The Client agrees to indemnify and hold harmless Bancorro, its affiliates, employees, and Third-Party Service Providers from any liability, losses, legal fees, or claims arising from:
a) Breach of these Terms;
b) Failure to comply with applicable laws or tax obligations;
c) Fraudulent use or misuse of the Business Account or Bancorro’s services.
19.9. Nothing in these Terms shall exclude or limit liability for:
a) Death or personal injury caused by negligence;
b) Fraud or fraudulent misrepresentation;
c) Any liability that cannot be lawfully excluded under applicable law.
19.10. Bancorro is not liable for indirect, consequential, or special damages, including but not limited to:
a) Loss of profits, business opportunity, or reputation;
b) Inability to access the Client Portal or use services;
c) Cybersecurity breaches or technology failures;
d) Actions by third-party vendors;
e) Regulatory restrictions or account freezes.
19.11. Bancorro is not responsible for financial losses caused by third-party fraud, identity theft, or Unauthorized Transactions initiated using forged or stolen credentials or documents.
20. Withdrawing Funds
20.1. The Client may initiate a withdrawal from the Business Account by submitting a request via the Client Portal to transfer funds to an external corporate bank account held in the Client’s name (“User Bank Account”), or through any other withdrawal methods made available by Bancorro from time to time.
20.2. All withdrawal requests are subject to processing times, intermediary bank fees, and compliance verification. Bancorro may request additional documentation before processing withdrawals, especially in cases involving high-value transactions, cross-border payments, or jurisdictions classified as high-risk.
20.3. Bancorro is responsible for executing the withdrawal request only up to the point where the funds are transferred to the designated recipient bank or payment service provider. After
the transfer is completed, Bancorro shall not be liable for any delays, errors, or failures caused by:
a) The receiving bank or payment provider;
b) Intermediary banks or financial institutions;
c) Regulatory interventions or third-party compliance checks.
20.4. Withdrawals may be subject to transaction limits, currency conversion fees, and other applicable banking or jurisdictional restrictions. The Client is responsible for ensuring that the destination account can receive funds in the chosen currency and complies with relevant financial regulations. For details on applicable charges, refer to the Fees and Pricing section (available in the Client Portal).
20.5. Bancorro reserves the right to delay or refuse withdrawal requests under the following circumstances:
a) The Client has insufficient funds in the Business Account;
b) The request triggers compliance concerns or violates regulatory requirements;
c) Bancorro is required to act in accordance with FINTRAC, OSFI, or other regulatory
mandates;
d) The designated recipient institution or jurisdiction is deemed high-risk.
20.6. The Client must promptly review all completed withdrawal transactions and report any discrepancies. Bancorro shall not be held liable for losses, delays, or errors caused by third- party institutions after the withdrawal has been successfully processed.
21. Account Closure
21.1. The Business Account will be closed upon expiration of this Agreement or upon termination in accordance with Section 27 (Amendments to this Agreement) and Section 30 (Termination).
21.2. If there is a remaining balance in the Business Account at the time of closure, the Client will be requested to withdraw the funds within a reasonable period. During this time, access to the Client Portal will be limited to withdrawal functionality only. After this period, full access will be disabled. However, the Client may request withdrawal of the remaining funds for up to six (6) years from the closure date by contacting Bancorro’s customer support. Withdrawals will be processed via bank transfer or another method determined by Bancorro.
21.3. If the Business Account is closed within six (6) months from the date of initial funding, Bancorro may charge an early closure fee. This fee will equal the difference between the total monthly service fees that would have accrued over a six-month period and the actual fees paid prior to closure.
21.4. The Client may not request account closure as a means to avoid an active investigation. If Bancorro determines that a compliance review, fraud investigation, or other legal matter is pending at the time of the closure request, the Company may freeze the Business Account to protect its own interests, as well as those of third parties and regulatory stakeholders.
21.5. The Client remains responsible for any outstanding obligations related to the Business Account after closure. This includes, but is not limited to, unpaid service fees, pending transactions, chargebacks, and compliance requirements.
22. Notice and Communications
22.1. The Client consents to receiving all official communications, notices, and legal disclosures from Bancorro electronically. Communications may be delivered via:
a) The Client Portal, where records may be accessed, downloaded, and retained;
b) Email notifications sent to the primary email address associated with the Client’s
account.
22.2. The Client is responsible for retaining copies of all communications provided by Bancorro in a durable format, whether electronic or printed, for future reference.
22.3. The Client must regularly access the Client Portal and review email notifications to remain informed of important account updates. The Client is also responsible for:
a) Reviewing notices, transaction alerts, and account history to detect errors or unauthorized activity;
b) Promptly reporting discrepancies, suspicious transactions, or potential security issues. Failure to do so may result in loss of funds or other legal consequences.
22.4. Bancorro may send communications related to account activity, service changes, or regulatory notices. The Client is responsible for:
a) Ensuring that all contact details provided in the Client Portal remain accurate and up to date;
b) Routinely checking the Client Portal and registered email for important updates.
22.5. The Client may contact Bancorro using the messaging functionality within the Client Portal or through official contact channels as specified in these Terms. Bancorro does not guarantee timely responses to communications submitted through unofficial or non-designated channels.
23. Data
23.1. Definitions
For the purposes of this section:
a) Agreed Purposes – The provision of services as described in Section 2.1 of these Terms.
b) Data Protection Terms – Definitions such as controller, processor, personal data, data subject, processing, data breach, and technical and organizational measures shall be interpreted in accordance with applicable Data Protection Legislation.
c) Data Protection Legislation –
e) Shared Personal Data – Personal data provided by the Client for the Agreed Purposes, including data relating to directors, shareholders, employees, and other individuals, as defined in Bancorro’s Privacy Policy.
23.2. Data Processing and Compliance
23.2.1. Both Bancorro and the Client act as independent data controllers in relation to Shared Personal Data. Should this classification change, both parties agree to update this section to ensure compliance with applicable law.
23.2.2. Bancorro will process Shared Personal Data in accordance with its published Privacy Policy.
23.2.3. The Client shall comply with all controller obligations under applicable Data Protection Legislation. A material breach that is not remedied within thirty (30) days of written notice may result in immediate termination of services.
23.3. Client Obligations
23.3.1. The Client shall:
a) Ensure it has lawful grounds, notices, and consents to share Shared Personal Data with Bancorro;
b) Inform data subjects that their data may be retained or transferred under this Agreement.
23.3.2. The Client shall further:
a) Notify Bancorro of any data subject access request without undue delay;
b) Assist Bancorro in responding to such requests;
c) Support Bancorro (at the Client’s expense) in fulfilling legal obligations regarding data
security, breach reporting, and regulator interaction;
d) Notify Bancorro immediately in the event of a personal data breach;
e) Ensure technological compatibility and data integrity;
f) Maintain records demonstrating compliance with these Terms.
23.4. Data Transfers
23.4.1. Bancorro may transfer personal data across borders for the purposes of payment processing, fraud prevention, compliance, and customer support.
a) Fraud prevention agencies and regulators;
b) Payment processors and banking partners;
c) Legal and compliance service providers, as required by law.
23.5. Data Use and Retention
23.5.1. By accepting these Terms, the Client consents to the processing of personal data for the purpose of service provision. To withdraw consent, the Client must close the Business Account. Bancorro may retain and process personal data in accordance with legal obligations even after account closure.
23.5.2. Data will be retained for as long as required under applicable laws, including AML/CTF regulations enforced by FINTRAC and European Data Protection Authorities.
23.6. Indemnification
23.6.1. The Client agrees to indemnify and hold Bancorro harmless from all liabilities, damages, and costs, including:
a) Losses related to Client non-compliance with Data Protection Legislation;
b) Regulatory penalties, reputational harm, or legal costs resulting from such non-
compliance.
23.6.2. Bancorro will notify the Client of any third-party claim concerning data protection, offering the Client the opportunity to address or mitigate the issue.
23.7. Communication and Call Recording
23.7.1. Bancorro may record telephone communications for purposes including security, compliance, dispute resolution, and service quality. These recordings may be used as evidence where necessary.
24. Intellectual Property
24.1. The Client Portal, Bancorro’s website, and all related content, designs, and proprietary elements are owned or lawfully licensed by Bancorro. This includes, without limitation:
a) Copyrights, trademarks, domain names, database rights, design rights, and patents;
b) Registered and unregistered intellectual property rights enforceable in any jurisdiction;
c) All branding elements, including the name “Bancorro,” its associated logos, and visual
identity;
d) User interface elements such as icons, headers, scripts, and graphic designs, which
constitute trade dress and service marks of Bancorro.
24.2. The Client may not copy, reproduce, alter, distribute, or make use of any of Bancorro’s intellectual property without prior written authorization.
24.3. Bancorro retains all intellectual property rights in connection with its services. Nothing in these Terms grants the Client:
a) Any license or right to use Bancorro’s intellectual property beyond what is necessary to access the Client Portal and utilize the services provided;
b) The right to alter, disable, or remove security mechanisms, branding, or proprietary notices embedded in the platform or its interfaces.
24.4. Any unauthorized use, reproduction, or dissemination of Bancorro’s intellectual property constitutes a breach of these Terms and may result in civil or criminal liability, including the pursuit of injunctive relief and claims for damages.
25. Requesting Information
25.1. The Client may request relevant information relating to the provision of services under this Agreement, including compliance documentation and regulatory disclosures, subject to applicable Canadian financial laws and regulations.
25.2. Bancorro will provide requested information through the Client Portal or other secure communication channels, in an accessible format. Where permitted by law, Bancorro reserves the right to charge a reasonable administrative fee for repetitive, excessive, or manifestly unfounded requests.
25.3. The Client acknowledges that certain information may be withheld due to confidentiality obligations, legal restrictions, or regulatory limitations. In such cases, Bancorro may be unable to provide full disclosure.
26. Customer Support and Complaints
26.1. Bancorro encourages Clients to raise any concerns related to its services. Formal complaints must be submitted in writing to complaints@bancorro.com. The Client should clearly indicate that the communication is a complaint to ensure it is properly prioritized and processed.
26.2. Bancorro will review and respond to complaints within fifteen (15) Business Days from receipt. In exceptional cases requiring further investigation, this period may be extended to thirty-five (35) Business Days, with prior notice to the Client explaining the delay.
26.3. If the Client is not satisfied with Bancorro’s response, both parties shall make reasonable efforts to resolve the matter through good-faith negotiation. If no resolution is achieved within thirty-five (35) Business Days, the dispute shall proceed to mediation.
26.4. Mediation shall be conducted in accordance with the Centre for Effective Dispute Resolution (CEDR) model procedure, or under another mutually agreed alternative dispute resolution (ADR) framework.
26.5. If the dispute remains unresolved after mediation, it shall be finally resolved in accordance with the dispute resolution mechanism and jurisdiction provisions set out in Section 31.3 (Governing Law and Jurisdiction).
27. Amendments to this Agreement
27.1. Bancorro reserves the right to amend these Terms unilaterally by providing the Client with at least one (1) month’s prior notice before the amendments take effect. Unless the Client notifies Bancorro of disagreement before the effective date, the amendments shall be deemed accepted.
27.2. If the Client objects to the proposed amendments, such objection shall be treated as a request to close the Business Account and terminate the Agreement on the date the changes are scheduled to take effect.
27.3. Bancorro may introduce amendments without prior notice if the changes:
a) Are required by law or regulatory obligations;
b) Introduce new services or enhancements to existing services;
c) Reduce the cost of services or otherwise benefit the Client;
d) Do not negatively impact the Client’s rights or increase the Client’s obligations under this Agreement.
27.4. For all other amendments not covered by Section 27.3, Bancorro will provide at least one (1) month’s advance notice via the Client Portal or the Client’s registered email address.
27.5. If the Client does not formally reject the changes before the effective date, the changes shall be deemed accepted and binding.
28. Fees
28.1. Applicable fees for Bancorro’s services are individually determined for each Client and are made available through the Client Portal. The Client is responsible for reviewing and accepting any changes to their applicable fees as notified by Bancorro in accordance with these Terms.
28.2. Fees associated with specific services or transactions will be clearly presented in the Client Portal prior to confirmation. By proceeding with any such transaction, the Client agrees to the applicable charges.
28.3. The Client is required to pay monthly management fees in advance, covering the period from the 15th of the previous calendar month to the 15th of the current month. These fees continue to apply as long as the Business Account remains active.
28.4. All applicable fees will be deducted directly from the Client’s Business Account in a currency selected by Bancorro. If there are insufficient funds in the selected currency, Bancorro may deduct the equivalent amount from other available balances using the applicable Exchange Rate at the time of deduction.
28.5. Failure to settle any due fees may result in temporary suspension of access to the Business Account and related services until the outstanding amounts are paid in full.
29. No Warranty
29.1. Bancorro provides its services on an “as is” and “as available” basis, without any express, implied, or statutory warranties. Bancorro, including its officers, directors, employees, agents, suppliers, and affiliates, makes no representation or warranty regarding:
a) The uninterrupted, timely, or error-free operation of the Client Portal or any related services;
b) The security of transmitted information or protection against unauthorized access;
c) The accuracy, reliability, or completeness of any content, data, or features made
available through the services.
29.2. Bancorro does not guarantee that its services will be free from technical delays, failures, or interruptions, including:
a) System outages, network disruptions, scheduled maintenance, or other technical malfunctions;
b) Failures in the receipt, processing, or settlement of transactions;
c) Issues caused by third-party service providers, including financial institutions, payment
networks, or intermediaries.
29.3. Bancorro is responsible for executing transactions in accordance with the Client’s instructions. However, it assumes no responsibility for the quality, suitability, or delivery of any goods or services purchased by the Client through the use of Bancorro’s payment services.
If a payment is processed incorrectly due to Bancorro’s error, the Client may submit a complaint, and Bancorro will investigate the matter in accordance with these Terms and applicable law. If the payment was processed in accordance with the Client’s instructions, Bancorro shall bear no further liability, and the Client must resolve any disputes directly with the recipient of the payment.
29.4. The Client acknowledges that any claims, disputes, or liabilities related to third-party products or services must be resolved directly with the relevant third party. Bancorro bears no responsibility in relation to such transactions or arrangements.
30. Termination
30.1. Bancorro may terminate this Agreement at any time by providing the Client with one (1) month’s prior written notice. Termination shall not affect any rights or obligations that have accrued before the effective date of termination.
30.2. The Client may cancel the Business Account within fourteen (14) days of account opening or close it at any time thereafter.
30.3. The Client may terminate this Agreement by providing one (1) month’s written notice via email, subject to confirmation by Bancorro’s designated account representative.
30.4. Either party may terminate this Agreement with immediate effect by giving written notice if:
a) The other party commits a material breach and, where remediable, fails to cure such breach within thirty (30) days of receiving written notice;
b) There is a pattern of repeated breaches indicating unwillingness or inability to comply with the Agreement;
c) The other party becomes insolvent or subject to bankruptcy, liquidation, or similar proceedings;
d) Legal or regulatory changes render the performance of this Agreement unlawful.
30.5. Bancorro may also terminate this Agreement immediately if:
a) The Client fails to complete verification as required under this Agreement;
b) An administrator, receiver, or similar officer is appointed over the Client’s assets;
c) The Client is subject to a winding-up, liquidation, or dissolution resolution or order;
d) The Client becomes a Designated Person under applicable sanctions regimes;
e) The Client’s use of the services adversely affects Bancorro’s systems, software, or infrastructure;
f) There is a significant, unexplained change in transaction volume or frequency;
g) The Client’s conduct damages Bancorro’s business, legal standing, or reputation, or
creates material compliance risk;
h) Bancorro becomes unable to provide services due to third-party provider failures.
30.6. In the event of a breach by the Client, including failure to pay fees, Bancorro may:
a) Suspend or terminate access to the Business Account and services;
b) Decline to process pending transactions;
c) Report the Client’s conduct to regulators or relevant authorities;
d) Seek compensation for any damages or losses incurred.
30.7. Termination of this Agreement requires the formal closure of the Business Account, in accordance with Section 21 (Account Closure). Any remaining balances will be handled in accordance with these Terms.
30.8. Any provisions of this Agreement which by their nature should survive termination — including those relating to fees, liability, data protection, and intellectual property — shall remain in full force and effect after termination.
31. Miscellaneous
31.1. Use of certain features or services may require the Client to accept additional terms and conditions, either from Bancorro or from third-party providers.
31.2. To be eligible to use Bancorro’s services, the Client must:
a) Successfully complete Bancorro’s regulatory due diligence checks;
b) Not be in breach of these Terms;
c) Not have had a Business Account previously closed by Bancorro.
31.3. These Terms shall be governed by and construed in accordance with the laws of Canada. Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of British Columbia, Canada.
31.4. Nothing in this Agreement shall confer any rights or benefits on any third party. No third party shall have any right to enforce any provision of this Agreement.
31.5. The Client may not transfer, assign, or delegate any rights or obligations under this Agreement without Bancorro’s prior written consent. Bancorro may assign or transfer this Agreement, in whole or in part, at any time.
31.6. Funds held in the Business Account are the property of the registered Client. Bancorro does not recognize or permit any transfer of ownership of the Business Account, except as explicitly allowed under these Terms.
31.7. The Client is solely responsible for determining and fulfilling any tax obligations related to their use of Bancorro’s services. Bancorro does not collect, report, or remit taxes on the Client’s behalf.
31.8. Failure by Bancorro to enforce any right under this Agreement shall not constitute a waiver of such right.
31.9. Bancorro may comply with any lawful subpoena, levy, or legal process and may notify the Client of such actions via the Client Portal, email, phone, or other reasonable means.
31.10. Bancorro may change its third-party service providers at any time, with or without notice to the Client.
31.11. Bancorro may, but is not obligated to, edit, restrict, or remove any third-party content that it deems inaccurate, unlawful, misleading, fraudulent, or in breach of these Terms.
31.12. If any provision of this Agreement is found to be invalid or unenforceable, the remainder shall remain in full force and effect.
31.13. Bancorro operates on an execution-only basis and does not provide financial, legal, or tax advice. Any content made available through the Client Portal or website is provided for informational purposes only. The Client assumes all risk associated with transactions conducted through Bancorro’s services.
31.14. References to a “person” include individuals, corporate entities, and other legal entities.
31.15. References to a “company” include corporations and other bodies corporate, regardless of their jurisdiction of incorporation.
31.16. Words in the singular include the plural, and vice versa.
31.17. Words referring to one gender include all genders.
31.18. This Agreement binds and benefits both parties and their respective successors and permitted assigns.
31.19. References to statutes or laws shall be construed as including any amendments or re- enactments thereof.
31.20. References to “writing” or “written” include electronic communication, including email.
31.21. Any obligation on a party not to do something includes an obligation not to permit or cause it to be done.
31.22. This Agreement is concluded in the English language. If translated, the English version shall prevail in the event of inconsistency.
31.23. Any Canadian legal term shall, in jurisdictions outside of Canada, be interpreted to reflect the closest equivalent under local law.
31.24. Any use of terms such as “including” or “for example” shall be interpreted as illustrative and not limiting.
31.25. Restricted Activities are set out in Annex 1, which forms an integral part of this Agreement.
Annex 1: Restricted Activities
This Annex forms an integral part of the Business Account Terms and Conditions of Bancorro Capital LTD (the “Company”). It applies to all Clients who use the Company’s services.
1. General Restrictions
The Client is strictly prohibited from using the Company’s services in any manner that:
1.1. Violates any applicable Canadian laws, including but not limited to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA)and any FINTRAC or regulatory directives.
1.2. Involves fraudulent, deceptive, or misleading activity.
1.3. Supports or facilitates money laundering, terrorist financing, or other financial crimes.
1.4. Involves the provision of false, inaccurate, or misleading information to the Company.
1.5. Attempts to evade or circumvent the Company’s compliance procedures or regulatory controls.
2. Prohibited Transactions and Business Activities
The Client may not use the Company’s services for any transactions or business activities involving:
2.1. Illegal or prohibited goods and services, including but not limited to:
a) Narcotics, controlled substances, or drug paraphernalia;
b) Counterfeit goods, stolen property, or unauthorized replicas;
c) Unlicensed firearms, ammunition, explosives, or weapons;
d) Unlawful gambling, betting, or lotteries;
e) Pyramid schemes, Ponzi schemes, or other forms of investment fraud.
2.2. Financial and high-risk activities, including:
a) Unlicensed money transmission or remittance services;
b) Unregulated forex trading, binary options, or speculative arbitrage;
c) Cryptocurrency activities that are not compliant with regulatory requirements;
d) Shell companies lacking a clear operational purpose;
e) Unregistered charities or politically exposed entities.
2.3. Restricted industries, including:
a) Adult entertainment, escort services, or sexually explicit content;
b) Offshore financial services operating without lawful registration;
c) Deceptive marketing operations, spam, or data scraping services;
d) High-risk lending, payday loans, or unlicensed credit services;
e) Political or religious fundraising that does not comply with local regulations.
3. Client Conduct and Business Account Use
The Client must not:
3.1. Maintain multiple Business Accounts without prior written approval from the Company;
3.2. Use the Company’s services to engage in unfair or deceptive commercial practices;
3.3. Abuse, exploit, or bypass merchant or system restrictions;
3.4. Conduct activities likely to damage the Company’s reputation;
3.5. Attempt unauthorized access to the Company’s systems, networks, or data.
4. Regulatory and Compliance Obligations
4.1. The Client must comply with all applicable FINTRAC regulations and submit required documentation for due diligence and transaction monitoring.
4.2. The Company may suspend, restrict, or terminate the Client’s account if it suspects a violation of this Annex or any regulatory requirement.
4.3. The Company may report any suspicious transactions to law enforcement or regulatory agencies in accordance with Canadian law.
4.4. The Client agrees to fully cooperate with any compliance reviews or investigations initiated by the Company.
5. Consequences of Violation
If the Client engages in any of the restricted activities outlined in this Annex, the Company may, at its sole discretion:
a) Suspend, restrict, or terminate the Client’s Business Account;
b) Reverse or cancel transactions associated with prohibited activities;
c) Report the violation to relevant regulatory or law enforcement authorities;
d) Pursue legal action to recover damages arising from non-compliance.
6. Final Provisions
6.1. The Company reserves the right to update or modify this Annex to reflect changes in legal, regulatory, or internal risk requirements.
6.2. Any amendments to this Annex will be communicated to the Client in accordance with the notice provisions of the Business Account Terms and Conditions.
16.1. Client transactions may be subject to funding, payment, or currency conversion limits as determined by Bancorro based on security protocols, risk assessment, and regulatory compliance requirements. These limits may vary according to the Client’s business profile, transaction history, jurisdiction, and applicable legal obligations.
16.2. Bancorro reserves the right to impose or adjust transaction limits at its sole discretion, without prior notice, when necessary to:
a) Mitigate financial, credit, or fraud-related risks;
b) Comply with applicable laws and regulations, including those enforced by FINTRAC,
OSFI, or other authorities;
c) Prevent unauthorized, suspicious, or fraudulent transactions;
d) Align with operational or liquidity restrictions imposed by Bancorro’s banking and
payment partners.
16.3. Before processing certain transactions, Bancorro may require the Client to complete additional security measures. These may include identity re-verification, multi-factor authentication, submission of supporting documentation, or answering security questions.
16.4. Where legally permitted, Bancorro will notify the Client in writing as soon as reasonably possible after a transaction limit has been imposed or modified. However, Bancorro may withhold certain details if disclosure would:
a) Breach legal or regulatory obligations;
b) Interfere with an active financial crime or fraud investigation;
c) Compromise third-party confidentiality.
17. Suspension of Services
17.1. Bancorro reserves the right to modify, suspend, or discontinue any part of its services at any time, either in full or in relation to a specific Client, without prior notice and without liability. This may include, but is not limited to:
a) Temporary or permanent suspension of access to the Client Portal;
b) Adjustments to service availability, operating hours, or platform features;
c) Suspension of transactions, fund transfers, or currency exchange operations;
d) Implementation of restrictions based on regulatory or risk considerations.
17.2. Bancorro may suspend or restrict the Client’s access to its Business Account and related services if, in its sole discretion, it determines that:
a) The Client has breached these Terms or violated applicable laws, regulations, or compliance obligations;
b) Account activity suggests potential fraud, unauthorized access, or security risks; c) The Client is engaged in transactions that pose legal, financial, or reputational risk to Bancorro;
d) Bancorro is required to act in accordance with obligations imposed by FINTRAC, OSFI, or other competent authorities.
17.3. Where feasible, Bancorro will notify the Client of the suspension and the reason for such action. However, full disclosure may not be possible in situations where doing so would:
a) Breach legal or regulatory obligations;
b) Interfere with an ongoing compliance or law enforcement investigation
c) Compromise confidential third-party information.
17.4. The Client acknowledges that service suspension does not release the Client from its contractual obligations, including the payment of outstanding fees, compliance duties, or the settlement of liabilities arising under these Terms.
18. Company’s Right to Set-Off
18.1. Bancorro reserves the right to recover any amounts owed by the Client by deducting or withholding funds from the Client’s Business Account. This includes, but is not limited to, outstanding fees, negative balances, chargebacks, and other financial obligations arising under these Terms. The Client has no right of set-off against Bancorro.
18.2. If the Client’s Business Account reflects a negative balance or any outstanding amounts, Bancorro may, at its sole discretion:
a) Deduct the amount due from any available funds in the Business Account, in the same or a different currency;
b) Apply incoming payments to cover the outstanding obligation before crediting the remainder to the Client;
c) Withhold or offset amounts from withdrawal or outbound payment instructions until the balance is corrected;
d) Deduct funds from any other Business Accounts the Client holds with Bancorro.
18.3. If the amount owed is denominated in a different currency than the available funds, Bancorro may convert funds at the prevailing Exchange Rate to settle the debt. The Client acknowledges that Bancorro is not required to give prior notice before executing such conversions.
18.4. The Client accepts full responsibility for any foreign exchange losses, spreads, or conversion fees resulting from a set-off action. Bancorro shall not be held liable for discrepancies in converted amounts due to market fluctuations.
19. Liability
19.1. The Client is not liable for Unauthorized Transactions executed after timely notification to Bancorro of the loss, theft, misappropriation, or unauthorized use of login credentials or the Client Portal. This limitation does not apply where the Client has acted fraudulently or failed to implement reasonable security measures.
19.2. The Client must notify Bancorro of any unauthorized or incorrectly executed transactions as soon as possible, and no later than thirteen (13) months from the date of debit. Failure to notify within this period may forfeit the Client’s right to claim reimbursement.
19.3. Bancorro is not liable for failed or incorrectly executed transactions resulting from errors in the payment information submitted by the Client. Bancorro will, however, make reasonable efforts to recover such funds and may charge recovery-related fees, including those imposed by intermediary banks.
19.4. Bancorro bears no responsibility for transaction delays or failed execution if the payment was correctly processed and submitted to the recipient’s financial institution within required timelines. Upon request, Bancorro will assist in tracing such transactions but does not assume liability for losses due to errors or fraud committed by third parties.
19.5. Currency exchange transactions are not covered by statutory liability protections. Bancorro shall not be liable for any losses resulting from Exchange Rate movements or market volatility.
19.6. Bancorro is not liable for any delay or failure in service delivery due to factors beyond its reasonable control, including but not limited to:
a) Government actions, regulatory changes, or force majeure events;
b) Cyberattacks, internet or system outages, or failures by third-party providers;
c) Legal or regulatory restrictions affecting Bancorro or its banking partners.
19.7. The Client is solely responsible for:
a) Complying with all applicable laws and regulations, including tax obligations and foreign currency laws;
b) Maintaining business records and meeting all tax reporting and payment requirements. Bancorro does not perform tax withholding or reporting on the Client’s behalf.
19.8. The Client agrees to indemnify and hold harmless Bancorro, its affiliates, employees, and Third-Party Service Providers from any liability, losses, legal fees, or claims arising from:
a) Breach of these Terms;
b) Failure to comply with applicable laws or tax obligations;
c) Fraudulent use or misuse of the Business Account or Bancorro’s services.
19.9. Nothing in these Terms shall exclude or limit liability for:
a) Death or personal injury caused by negligence;
b) Fraud or fraudulent misrepresentation;
c) Any liability that cannot be lawfully excluded under applicable law.
19.10. Bancorro is not liable for indirect, consequential, or special damages, including but not limited to:
a) Loss of profits, business opportunity, or reputation;
b) Inability to access the Client Portal or use services;
c) Cybersecurity breaches or technology failures;
d) Actions by third-party vendors;
e) Regulatory restrictions or account freezes.
19.11. Bancorro is not responsible for financial losses caused by third-party fraud, identity theft, or Unauthorized Transactions initiated using forged or stolen credentials or documents.
20. Withdrawing Funds
20.1. The Client may initiate a withdrawal from the Business Account by submitting a request via the Client Portal to transfer funds to an external corporate bank account held in the Client’s name (“User Bank Account”), or through any other withdrawal methods made available by Bancorro from time to time.
20.2. All withdrawal requests are subject to processing times, intermediary bank fees, and compliance verification. Bancorro may request additional documentation before processing withdrawals, especially in cases involving high-value transactions, cross-border payments, or jurisdictions classified as high-risk.
20.3. Bancorro is responsible for executing the withdrawal request only up to the point where the funds are transferred to the designated recipient bank or payment service provider. After
the transfer is completed, Bancorro shall not be liable for any delays, errors, or failures caused by:
a) The receiving bank or payment provider;
b) Intermediary banks or financial institutions;
c) Regulatory interventions or third-party compliance checks.
20.4. Withdrawals may be subject to transaction limits, currency conversion fees, and other applicable banking or jurisdictional restrictions. The Client is responsible for ensuring that the destination account can receive funds in the chosen currency and complies with relevant financial regulations. For details on applicable charges, refer to the Fees and Pricing section (available in the Client Portal).
20.5. Bancorro reserves the right to delay or refuse withdrawal requests under the following circumstances:
a) The Client has insufficient funds in the Business Account;
b) The request triggers compliance concerns or violates regulatory requirements;
c) Bancorro is required to act in accordance with FINTRAC, OSFI, or other regulatory
mandates;
d) The designated recipient institution or jurisdiction is deemed high-risk.
20.6. The Client must promptly review all completed withdrawal transactions and report any discrepancies. Bancorro shall not be held liable for losses, delays, or errors caused by third- party institutions after the withdrawal has been successfully processed.
21. Account Closure
21.1. The Business Account will be closed upon expiration of this Agreement or upon termination in accordance with Section 27 (Amendments to this Agreement) and Section 30 (Termination).
21.2. If there is a remaining balance in the Business Account at the time of closure, the Client will be requested to withdraw the funds within a reasonable period. During this time, access to the Client Portal will be limited to withdrawal functionality only. After this period, full access will be disabled. However, the Client may request withdrawal of the remaining funds for up to six (6) years from the closure date by contacting Bancorro’s customer support. Withdrawals will be processed via bank transfer or another method determined by Bancorro.
21.3. If the Business Account is closed within six (6) months from the date of initial funding, Bancorro may charge an early closure fee. This fee will equal the difference between the total monthly service fees that would have accrued over a six-month period and the actual fees paid prior to closure.
21.4. The Client may not request account closure as a means to avoid an active investigation. If Bancorro determines that a compliance review, fraud investigation, or other legal matter is pending at the time of the closure request, the Company may freeze the Business Account to protect its own interests, as well as those of third parties and regulatory stakeholders.
21.5. The Client remains responsible for any outstanding obligations related to the Business Account after closure. This includes, but is not limited to, unpaid service fees, pending transactions, chargebacks, and compliance requirements.
22. Notice and Communications
22.1. The Client consents to receiving all official communications, notices, and legal disclosures from Bancorro electronically. Communications may be delivered via:
a) The Client Portal, where records may be accessed, downloaded, and retained;
b) Email notifications sent to the primary email address associated with the Client’s
account.
22.2. The Client is responsible for retaining copies of all communications provided by Bancorro in a durable format, whether electronic or printed, for future reference.
22.3. The Client must regularly access the Client Portal and review email notifications to remain informed of important account updates. The Client is also responsible for:
a) Reviewing notices, transaction alerts, and account history to detect errors or unauthorized activity;
b) Promptly reporting discrepancies, suspicious transactions, or potential security issues. Failure to do so may result in loss of funds or other legal consequences.
22.4. Bancorro may send communications related to account activity, service changes, or regulatory notices. The Client is responsible for:
a) Ensuring that all contact details provided in the Client Portal remain accurate and up to date;
b) Routinely checking the Client Portal and registered email for important updates.
22.5. The Client may contact Bancorro using the messaging functionality within the Client Portal or through official contact channels as specified in these Terms. Bancorro does not guarantee timely responses to communications submitted through unofficial or non-designated channels.
23. Data
23.1. Definitions
For the purposes of this section:
a) Agreed Purposes – The provision of services as described in Section 2.1 of these Terms.
b) Data Protection Terms – Definitions such as controller, processor, personal data, data subject, processing, data breach, and technical and organizational measures shall be interpreted in accordance with applicable Data Protection Legislation.
c) Data Protection Legislation –
- For Clients in Canada: The Personal Information Protection and Electronic Documents Act (PIPEDA) and relevant provincial privacy laws.
- For Clients in the EEA, the UK, or Switzerland: The General Data Protection Regulation (GDPR), the UK GDPR, and applicable national laws.
e) Shared Personal Data – Personal data provided by the Client for the Agreed Purposes, including data relating to directors, shareholders, employees, and other individuals, as defined in Bancorro’s Privacy Policy.
23.2. Data Processing and Compliance
23.2.1. Both Bancorro and the Client act as independent data controllers in relation to Shared Personal Data. Should this classification change, both parties agree to update this section to ensure compliance with applicable law.
23.2.2. Bancorro will process Shared Personal Data in accordance with its published Privacy Policy.
23.2.3. The Client shall comply with all controller obligations under applicable Data Protection Legislation. A material breach that is not remedied within thirty (30) days of written notice may result in immediate termination of services.
23.3. Client Obligations
23.3.1. The Client shall:
a) Ensure it has lawful grounds, notices, and consents to share Shared Personal Data with Bancorro;
b) Inform data subjects that their data may be retained or transferred under this Agreement.
23.3.2. The Client shall further:
a) Notify Bancorro of any data subject access request without undue delay;
b) Assist Bancorro in responding to such requests;
c) Support Bancorro (at the Client’s expense) in fulfilling legal obligations regarding data
security, breach reporting, and regulator interaction;
d) Notify Bancorro immediately in the event of a personal data breach;
e) Ensure technological compatibility and data integrity;
f) Maintain records demonstrating compliance with these Terms.
23.4. Data Transfers
23.4.1. Bancorro may transfer personal data across borders for the purposes of payment processing, fraud prevention, compliance, and customer support.
- For Canadian Clients: Transfers comply with PIPEDA.
- For EEA/UK/Swiss Clients: Transfers are made under Standard Contractual Clauses (SCCs), the UK International Data Transfer Agreement (IDTA), or other lawful mechanisms.
a) Fraud prevention agencies and regulators;
b) Payment processors and banking partners;
c) Legal and compliance service providers, as required by law.
23.5. Data Use and Retention
23.5.1. By accepting these Terms, the Client consents to the processing of personal data for the purpose of service provision. To withdraw consent, the Client must close the Business Account. Bancorro may retain and process personal data in accordance with legal obligations even after account closure.
23.5.2. Data will be retained for as long as required under applicable laws, including AML/CTF regulations enforced by FINTRAC and European Data Protection Authorities.
23.6. Indemnification
23.6.1. The Client agrees to indemnify and hold Bancorro harmless from all liabilities, damages, and costs, including:
a) Losses related to Client non-compliance with Data Protection Legislation;
b) Regulatory penalties, reputational harm, or legal costs resulting from such non-
compliance.
23.6.2. Bancorro will notify the Client of any third-party claim concerning data protection, offering the Client the opportunity to address or mitigate the issue.
23.7. Communication and Call Recording
23.7.1. Bancorro may record telephone communications for purposes including security, compliance, dispute resolution, and service quality. These recordings may be used as evidence where necessary.
24. Intellectual Property
24.1. The Client Portal, Bancorro’s website, and all related content, designs, and proprietary elements are owned or lawfully licensed by Bancorro. This includes, without limitation:
a) Copyrights, trademarks, domain names, database rights, design rights, and patents;
b) Registered and unregistered intellectual property rights enforceable in any jurisdiction;
c) All branding elements, including the name “Bancorro,” its associated logos, and visual
identity;
d) User interface elements such as icons, headers, scripts, and graphic designs, which
constitute trade dress and service marks of Bancorro.
24.2. The Client may not copy, reproduce, alter, distribute, or make use of any of Bancorro’s intellectual property without prior written authorization.
24.3. Bancorro retains all intellectual property rights in connection with its services. Nothing in these Terms grants the Client:
a) Any license or right to use Bancorro’s intellectual property beyond what is necessary to access the Client Portal and utilize the services provided;
b) The right to alter, disable, or remove security mechanisms, branding, or proprietary notices embedded in the platform or its interfaces.
24.4. Any unauthorized use, reproduction, or dissemination of Bancorro’s intellectual property constitutes a breach of these Terms and may result in civil or criminal liability, including the pursuit of injunctive relief and claims for damages.
25. Requesting Information
25.1. The Client may request relevant information relating to the provision of services under this Agreement, including compliance documentation and regulatory disclosures, subject to applicable Canadian financial laws and regulations.
25.2. Bancorro will provide requested information through the Client Portal or other secure communication channels, in an accessible format. Where permitted by law, Bancorro reserves the right to charge a reasonable administrative fee for repetitive, excessive, or manifestly unfounded requests.
25.3. The Client acknowledges that certain information may be withheld due to confidentiality obligations, legal restrictions, or regulatory limitations. In such cases, Bancorro may be unable to provide full disclosure.
26. Customer Support and Complaints
26.1. Bancorro encourages Clients to raise any concerns related to its services. Formal complaints must be submitted in writing to complaints@bancorro.com. The Client should clearly indicate that the communication is a complaint to ensure it is properly prioritized and processed.
26.2. Bancorro will review and respond to complaints within fifteen (15) Business Days from receipt. In exceptional cases requiring further investigation, this period may be extended to thirty-five (35) Business Days, with prior notice to the Client explaining the delay.
26.3. If the Client is not satisfied with Bancorro’s response, both parties shall make reasonable efforts to resolve the matter through good-faith negotiation. If no resolution is achieved within thirty-five (35) Business Days, the dispute shall proceed to mediation.
26.4. Mediation shall be conducted in accordance with the Centre for Effective Dispute Resolution (CEDR) model procedure, or under another mutually agreed alternative dispute resolution (ADR) framework.
26.5. If the dispute remains unresolved after mediation, it shall be finally resolved in accordance with the dispute resolution mechanism and jurisdiction provisions set out in Section 31.3 (Governing Law and Jurisdiction).
27. Amendments to this Agreement
27.1. Bancorro reserves the right to amend these Terms unilaterally by providing the Client with at least one (1) month’s prior notice before the amendments take effect. Unless the Client notifies Bancorro of disagreement before the effective date, the amendments shall be deemed accepted.
27.2. If the Client objects to the proposed amendments, such objection shall be treated as a request to close the Business Account and terminate the Agreement on the date the changes are scheduled to take effect.
27.3. Bancorro may introduce amendments without prior notice if the changes:
a) Are required by law or regulatory obligations;
b) Introduce new services or enhancements to existing services;
c) Reduce the cost of services or otherwise benefit the Client;
d) Do not negatively impact the Client’s rights or increase the Client’s obligations under this Agreement.
27.4. For all other amendments not covered by Section 27.3, Bancorro will provide at least one (1) month’s advance notice via the Client Portal or the Client’s registered email address.
27.5. If the Client does not formally reject the changes before the effective date, the changes shall be deemed accepted and binding.
28. Fees
28.1. Applicable fees for Bancorro’s services are individually determined for each Client and are made available through the Client Portal. The Client is responsible for reviewing and accepting any changes to their applicable fees as notified by Bancorro in accordance with these Terms.
28.2. Fees associated with specific services or transactions will be clearly presented in the Client Portal prior to confirmation. By proceeding with any such transaction, the Client agrees to the applicable charges.
28.3. The Client is required to pay monthly management fees in advance, covering the period from the 15th of the previous calendar month to the 15th of the current month. These fees continue to apply as long as the Business Account remains active.
28.4. All applicable fees will be deducted directly from the Client’s Business Account in a currency selected by Bancorro. If there are insufficient funds in the selected currency, Bancorro may deduct the equivalent amount from other available balances using the applicable Exchange Rate at the time of deduction.
28.5. Failure to settle any due fees may result in temporary suspension of access to the Business Account and related services until the outstanding amounts are paid in full.
29. No Warranty
29.1. Bancorro provides its services on an “as is” and “as available” basis, without any express, implied, or statutory warranties. Bancorro, including its officers, directors, employees, agents, suppliers, and affiliates, makes no representation or warranty regarding:
a) The uninterrupted, timely, or error-free operation of the Client Portal or any related services;
b) The security of transmitted information or protection against unauthorized access;
c) The accuracy, reliability, or completeness of any content, data, or features made
available through the services.
29.2. Bancorro does not guarantee that its services will be free from technical delays, failures, or interruptions, including:
a) System outages, network disruptions, scheduled maintenance, or other technical malfunctions;
b) Failures in the receipt, processing, or settlement of transactions;
c) Issues caused by third-party service providers, including financial institutions, payment
networks, or intermediaries.
29.3. Bancorro is responsible for executing transactions in accordance with the Client’s instructions. However, it assumes no responsibility for the quality, suitability, or delivery of any goods or services purchased by the Client through the use of Bancorro’s payment services.
If a payment is processed incorrectly due to Bancorro’s error, the Client may submit a complaint, and Bancorro will investigate the matter in accordance with these Terms and applicable law. If the payment was processed in accordance with the Client’s instructions, Bancorro shall bear no further liability, and the Client must resolve any disputes directly with the recipient of the payment.
29.4. The Client acknowledges that any claims, disputes, or liabilities related to third-party products or services must be resolved directly with the relevant third party. Bancorro bears no responsibility in relation to such transactions or arrangements.
30. Termination
30.1. Bancorro may terminate this Agreement at any time by providing the Client with one (1) month’s prior written notice. Termination shall not affect any rights or obligations that have accrued before the effective date of termination.
30.2. The Client may cancel the Business Account within fourteen (14) days of account opening or close it at any time thereafter.
30.3. The Client may terminate this Agreement by providing one (1) month’s written notice via email, subject to confirmation by Bancorro’s designated account representative.
30.4. Either party may terminate this Agreement with immediate effect by giving written notice if:
a) The other party commits a material breach and, where remediable, fails to cure such breach within thirty (30) days of receiving written notice;
b) There is a pattern of repeated breaches indicating unwillingness or inability to comply with the Agreement;
c) The other party becomes insolvent or subject to bankruptcy, liquidation, or similar proceedings;
d) Legal or regulatory changes render the performance of this Agreement unlawful.
30.5. Bancorro may also terminate this Agreement immediately if:
a) The Client fails to complete verification as required under this Agreement;
b) An administrator, receiver, or similar officer is appointed over the Client’s assets;
c) The Client is subject to a winding-up, liquidation, or dissolution resolution or order;
d) The Client becomes a Designated Person under applicable sanctions regimes;
e) The Client’s use of the services adversely affects Bancorro’s systems, software, or infrastructure;
f) There is a significant, unexplained change in transaction volume or frequency;
g) The Client’s conduct damages Bancorro’s business, legal standing, or reputation, or
creates material compliance risk;
h) Bancorro becomes unable to provide services due to third-party provider failures.
30.6. In the event of a breach by the Client, including failure to pay fees, Bancorro may:
a) Suspend or terminate access to the Business Account and services;
b) Decline to process pending transactions;
c) Report the Client’s conduct to regulators or relevant authorities;
d) Seek compensation for any damages or losses incurred.
30.7. Termination of this Agreement requires the formal closure of the Business Account, in accordance with Section 21 (Account Closure). Any remaining balances will be handled in accordance with these Terms.
30.8. Any provisions of this Agreement which by their nature should survive termination — including those relating to fees, liability, data protection, and intellectual property — shall remain in full force and effect after termination.
31. Miscellaneous
31.1. Use of certain features or services may require the Client to accept additional terms and conditions, either from Bancorro or from third-party providers.
31.2. To be eligible to use Bancorro’s services, the Client must:
a) Successfully complete Bancorro’s regulatory due diligence checks;
b) Not be in breach of these Terms;
c) Not have had a Business Account previously closed by Bancorro.
31.3. These Terms shall be governed by and construed in accordance with the laws of Canada. Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of British Columbia, Canada.
31.4. Nothing in this Agreement shall confer any rights or benefits on any third party. No third party shall have any right to enforce any provision of this Agreement.
31.5. The Client may not transfer, assign, or delegate any rights or obligations under this Agreement without Bancorro’s prior written consent. Bancorro may assign or transfer this Agreement, in whole or in part, at any time.
31.6. Funds held in the Business Account are the property of the registered Client. Bancorro does not recognize or permit any transfer of ownership of the Business Account, except as explicitly allowed under these Terms.
31.7. The Client is solely responsible for determining and fulfilling any tax obligations related to their use of Bancorro’s services. Bancorro does not collect, report, or remit taxes on the Client’s behalf.
31.8. Failure by Bancorro to enforce any right under this Agreement shall not constitute a waiver of such right.
31.9. Bancorro may comply with any lawful subpoena, levy, or legal process and may notify the Client of such actions via the Client Portal, email, phone, or other reasonable means.
31.10. Bancorro may change its third-party service providers at any time, with or without notice to the Client.
31.11. Bancorro may, but is not obligated to, edit, restrict, or remove any third-party content that it deems inaccurate, unlawful, misleading, fraudulent, or in breach of these Terms.
31.12. If any provision of this Agreement is found to be invalid or unenforceable, the remainder shall remain in full force and effect.
31.13. Bancorro operates on an execution-only basis and does not provide financial, legal, or tax advice. Any content made available through the Client Portal or website is provided for informational purposes only. The Client assumes all risk associated with transactions conducted through Bancorro’s services.
31.14. References to a “person” include individuals, corporate entities, and other legal entities.
31.15. References to a “company” include corporations and other bodies corporate, regardless of their jurisdiction of incorporation.
31.16. Words in the singular include the plural, and vice versa.
31.17. Words referring to one gender include all genders.
31.18. This Agreement binds and benefits both parties and their respective successors and permitted assigns.
31.19. References to statutes or laws shall be construed as including any amendments or re- enactments thereof.
31.20. References to “writing” or “written” include electronic communication, including email.
31.21. Any obligation on a party not to do something includes an obligation not to permit or cause it to be done.
31.22. This Agreement is concluded in the English language. If translated, the English version shall prevail in the event of inconsistency.
31.23. Any Canadian legal term shall, in jurisdictions outside of Canada, be interpreted to reflect the closest equivalent under local law.
31.24. Any use of terms such as “including” or “for example” shall be interpreted as illustrative and not limiting.
31.25. Restricted Activities are set out in Annex 1, which forms an integral part of this Agreement.
Annex 1: Restricted Activities
This Annex forms an integral part of the Business Account Terms and Conditions of Bancorro Capital LTD (the “Company”). It applies to all Clients who use the Company’s services.
1. General Restrictions
The Client is strictly prohibited from using the Company’s services in any manner that:
1.1. Violates any applicable Canadian laws, including but not limited to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA)and any FINTRAC or regulatory directives.
1.2. Involves fraudulent, deceptive, or misleading activity.
1.3. Supports or facilitates money laundering, terrorist financing, or other financial crimes.
1.4. Involves the provision of false, inaccurate, or misleading information to the Company.
1.5. Attempts to evade or circumvent the Company’s compliance procedures or regulatory controls.
2. Prohibited Transactions and Business Activities
The Client may not use the Company’s services for any transactions or business activities involving:
2.1. Illegal or prohibited goods and services, including but not limited to:
a) Narcotics, controlled substances, or drug paraphernalia;
b) Counterfeit goods, stolen property, or unauthorized replicas;
c) Unlicensed firearms, ammunition, explosives, or weapons;
d) Unlawful gambling, betting, or lotteries;
e) Pyramid schemes, Ponzi schemes, or other forms of investment fraud.
2.2. Financial and high-risk activities, including:
a) Unlicensed money transmission or remittance services;
b) Unregulated forex trading, binary options, or speculative arbitrage;
c) Cryptocurrency activities that are not compliant with regulatory requirements;
d) Shell companies lacking a clear operational purpose;
e) Unregistered charities or politically exposed entities.
2.3. Restricted industries, including:
a) Adult entertainment, escort services, or sexually explicit content;
b) Offshore financial services operating without lawful registration;
c) Deceptive marketing operations, spam, or data scraping services;
d) High-risk lending, payday loans, or unlicensed credit services;
e) Political or religious fundraising that does not comply with local regulations.
3. Client Conduct and Business Account Use
The Client must not:
3.1. Maintain multiple Business Accounts without prior written approval from the Company;
3.2. Use the Company’s services to engage in unfair or deceptive commercial practices;
3.3. Abuse, exploit, or bypass merchant or system restrictions;
3.4. Conduct activities likely to damage the Company’s reputation;
3.5. Attempt unauthorized access to the Company’s systems, networks, or data.
4. Regulatory and Compliance Obligations
4.1. The Client must comply with all applicable FINTRAC regulations and submit required documentation for due diligence and transaction monitoring.
4.2. The Company may suspend, restrict, or terminate the Client’s account if it suspects a violation of this Annex or any regulatory requirement.
4.3. The Company may report any suspicious transactions to law enforcement or regulatory agencies in accordance with Canadian law.
4.4. The Client agrees to fully cooperate with any compliance reviews or investigations initiated by the Company.
5. Consequences of Violation
If the Client engages in any of the restricted activities outlined in this Annex, the Company may, at its sole discretion:
a) Suspend, restrict, or terminate the Client’s Business Account;
b) Reverse or cancel transactions associated with prohibited activities;
c) Report the violation to relevant regulatory or law enforcement authorities;
d) Pursue legal action to recover damages arising from non-compliance.
6. Final Provisions
6.1. The Company reserves the right to update or modify this Annex to reflect changes in legal, regulatory, or internal risk requirements.
6.2. Any amendments to this Annex will be communicated to the Client in accordance with the notice provisions of the Business Account Terms and Conditions.