1. Commercial Scope & Operating Model

These Terms & Conditions ("Terms") govern the legal relationship between Finlinks Payment Inc. ("Finlinks", "we", "us", or "our"), an entity incorporated in Ontario, Canada, and registered corporate clients or authorized commercial representatives ("Client", "you", or "Corporate User").

1.1 Strict 24-Hour Non-Custodial Transit Clearing

Finlinks operates exclusively on a non-custodial, 24-hour transit clearing model for commercial trade settlement:

• Transit Processing: Commercial funds routed through our platform are held strictly on a temporary basis (not exceeding 24 hours) solely for the purpose of executing requested cross-border clearing, FX conversions, and beneficiary settlement.
• No Stored Value or Deposit Accounts: Finlinks is not a bank, depository institution, or interest-bearing deposit provider. Virtual collection accounts issued through our banking infrastructure are transactional clearing conduits and do not constitute deposit liabilities.
• Segregated Safeguarding Accounts: In-transit funds are routed through segregated trustee safeguarding accounts maintained at Tier-1 regulated banking partners, fully bankruptcy-remote from Finlinks' corporate operating assets.

2. Regulatory Compliance & KYB Obligations

As a Money Services Business (MSB) registered with the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC), Finlinks complies with the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA) and applicable Canadian financial regulations.

2.1 Corporate Know Your Business (KYB) Verification

To access our clearing infrastructure or virtual account APIs, Corporate Users must complete mandatory KYB verification. You agree to provide true, accurate, and current corporate documentation, including:

• Valid Articles of Incorporation, Certificate of Good Standing, and Tax Registration documents.
• Identification and proof of address for legal directors, authorized corporate signatories, and Ultimate Beneficial Owners (UBOs) holding 25% or more direct or indirect ownership.
• Legitimate commercial documentation verifying trade activity (e.g., invoices, bills of lading, purchase orders, and supplier contracts).

2.2 Pre-Launch & Indicative Rate Notice

Exchange rate calculators, baselines, and clearing visualizers on this portal provide indicative estimates for commercial planning. Final binding execution rates are locked only at trade confirmation through our authorized financial partners.

3. Prohibited B2B Usage & Financial Integrity

Corporate Users are strictly prohibited from utilizing Finlinks infrastructure for any unlawful or unauthorized commercial purpose. Prohibited activities include, but are not limited to:

• Consumer & Personal Remittances: Initiating transfers for personal, family, household, or retail consumer purposes.
• Third-Party Payer Misrepresentation: Funneling funds from unverified third-party entities not corresponding to approved commercial invoice counterparties.
• Evasion & Fraudulent Structuring: Structuring trade payments to evade FINTRAC reporting thresholds, sanctions screening (OFAC, OSFI, UN), or tax obligations.
• Illicit Trade Categories: Utilizing the platform for trade involving illegal goods, unlicensed gambling, unregulated pharmaceuticals, or sanctioned jurisdictions.

4. Settlement, Fees & Commercial Liability

4.1 Payment Execution & Reversals

Corporate Users must fund clearing instructions using approved commercial payment mechanisms (e.g., EFT, Wire Transfer, or Pre-Authorized Commercial Debit). In the event of a chargeback, non-sufficient funds (NSF) recall, or unauthorized payment reversal initiated by your bank, the Client remains fully liable for the principal settlement amount, plus associated banking recall penalties.

4.2 Limitation of Liability

To the maximum extent permitted by the laws of the Province of Ontario and the federal laws of Canada:

• Finlinks shall not be liable for indirect, incidental, punitive, or consequential commercial damages, including lost profits, supply chain interruptions, or currency fluctuation losses during standard banking transit delays.
• Finlinks' total aggregate liability for any direct claim arising from service performance shall be capped at the total processing fees paid by the Client to Finlinks in the three (3) months preceding the event giving rise to the claim.

5. Intellectual Property & API Licensing

All technology, source code, API documentation, trade clearing algorithms, and brand assets ("Finlinks IP") remain the sole property of Finlinks Payment Inc. Corporate Users are granted a revocable, non-exclusive, non-transferable limited license to access our API endpoints strictly for executing authorized commercial clearing operations.

6. Dispute Resolution & Governing Law

These Terms, and all commercial transactions conducted hereunder, shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein.

Any legal action, arbitration, or commercial dispute arising out of or relating to our platform must be submitted to the exclusive jurisdiction of the courts located in Toronto, Ontario, Canada. The parties agree to first attempt resolving commercial disputes through good-faith executive negotiations before initiating formal legal proceedings.

7. Contact Information

For legal notices, compliance verification, or commercial inquiries regarding these Terms, please contact our Legal & Compliance Department: