OTC services Agreement

This Over-the-Counter Trading Agreement (the “Agreement”) is between you (“User,” also referred to as “you” or “your”) and Decaf, Inc. (“Decaf,” also referred to as “we,” “us,” or “our”) and governs your utilization of the OTC services provided by Decaf, as described below.

By signing or by using any Decaf Service, whether through OTC channels, Decaf Pay web or other relevant website URLs, any associated website, APIs, or Decaf mobile application (collectively, the “Decaf Wallet App”), you agree that you have read, understood, and accept all of the terms and conditions contained in this Agreement and also the Decaf Terms of Service.

Decaf’s OTC services primarily involve executing exchange transactions of Assets against other cryptocurrencies or FIAT currencies. An exchange transaction, as per this agreement, refers to transactions facilitated through a provider that offers exchange services. Decaf utilizes its expertise in crypto products to act in the user's best interest, selecting providers for exchange transactions at its discretion.

These Terms are written in English (U.S.). Any translated version is provided solely for your convenience. To the extent any translated version of our Terms conflicts with the English version, the English version controls.

Users must comply with Anti-Money Laundering (AML) laws and regulations in their country of domicile or residence, and ensure adherence by all associated entities and personnel. Users confirm that cryptocurrency involved in transactions doesn't originate from illegal activities and agree to provide necessary information to comply with AML regulations upon request.

Both parties agree to comply with all applicable laws, regulations, and orders, including asset control, anti-bribery, corruption, and anti-money laundering laws. Each party shall obtain and maintain all required authorizations, approvals, consents, or permits at their own expense in their country of domicile or residence.

The services provided by Decaf under this Agreement do not include tax advice. It is the Client's sole responsibility to assess the tax implications of any Transaction. The Client may therefore need to consult its own tax advisors who will then be able to assess the specific tax consequences of an exchange under this Agreement.

The Client confirms that the Transactions under this Agreement will be reported to the competent tax authorities in the Client's country of domicile or residence and any other relevant jurisdiction in accordance with the applicable laws and regulations.

Decaf reserves the right to share client information with providers that offer exchange services for compliance purposes without prior notification to the Client.

Decaf is entitled to store all communications with the Client and to record conversations, including telephone conversations, that Decaf has had with the Client or its authorized representatives in connection with the provision of the service under this Agreement, and to record, document and use such conversations as evidence or for management and training purposes and to comply with regulatory requirements. There is no obligation to record or document such conversations.

The Client authorizes Decaf to communicate with the Client or with any party involved by Decaf for purposes related to the execution of this Agreement by telephone, fax or e-mail or by other electronic media, such as Whatsapp, Telegram or others.

Each Party shall retain all rights, title and interest in its intellectual property rights, including those held before this Agreement, or they have developed independently of this Agreement.

Confidential Information includes data, plans, financial details, transaction specifics, and other sensitive information disclosed during the Agreement term, marked as confidential or reasonably inferred as such. Exclusions include publicly known information and data rightfully possessed prior to disclosure. Parties agrees to maintain confidentiality, using measures equivalent to protecting its own information. Disclosure to authorized parties is permitted for specific purposes, subject to non-disclosure agreements. Parties must notify the Discloser of any unauthorized use or disclosure. Mandatory disclosures are allowed under applicable law with prior notice to Discloser. Decaf commits to maintaining confidentiality even after the Agreement ends, except when legal obligations require disclosure. Both parties acknowledge a duty to minimize legal risks for each other.

Decaf fulfills its obligations with due care, liable only for damages resulting from gross negligence or willful misconduct. Decaf is not liable for actions or consequences of actions taken by the Client within the Wallet. The Client acknowledges the risks associated with transactions, including crypto exchanges, which may result in total asset loss.

This Agreement is entered into for an indefinite period by the parties. It may be terminated by either party at any time with a notice period of 60 days by written notice to the other party.

If any provision of the Agreement is deemed illegal, invalid, or unenforceable, both parties will endeavor in good faith to replace it with a legally enforceable provision.