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Thank you for using Argentex Authenticator, the mobile authentication application for iOS and Android platforms (the “App“), which, inter alia, provides a solution for the requirements of strong customer authentication and dynamic linking set forth in the Payment Services Directive (EU) 2015/2366 (PSD2). These Terms of Service (the “Agreement“) are a legal and binding agreement between Argentex LLP including its respective licensors (“Argentex“, “we“, “our” or “us“), and you.
This Agreement sets out the terms and conditions under which you may access and use the App and the Services (as defined below) provided by us via the App. By downloading and installing the App and using the Services, you agree to be bound by the terms and conditions of this Agreement. We recommend that you thoroughly review this Agreement, as the same may be updated from time to time, before accessing or starting to use the Services and during your use of the Services. You must not access and use the App and the Services if you don’t agree to all of the terms and provisions of this Agreement.
In addition to the capitalised terms defined elsewhere in this Agreement, the following capitalised terms, when used in this Agreement, shall have the meanings given to them as follows:
1.1. “Authentication” means the process of your online authentication towards the Financial Institution and/or the authorisation by you of Financial Account Actions, by means of Authentication Codes.
1.2. “Authentication Code” means a unique identifier made of a combination of letters, numbers or symbols, generated, encrypted and transmitted to you by the Financial Institution, that you must digitally sign and send from your mobile device to the Financial Institution for verification, for the purpose of authenticating yourself and/or authorising a Financial Account Action.
1.3. “Financial Account” means an account accessible online held in your name by the respective Financial Institution. Financial Account includes but is not limited to Payment Account and e-money account.
1.4. “Financial Account Action” means any instance of providing access to and/or any action with respect to your Financial Account carried out through a remote channel, for whose execution the respective Financial Institution requires your preliminary authentication and/or authorisation.
1.5. “Financial Institution” means Argentex LLP engaged in the business of dealing with financial transactions in the capacity of payment system provider that provides and maintains a Financial Account for you.
1.6. “Payment Account” means a Financial Account, which may be used for the execution of Payment Transactions.
1.7. “Payment Transaction” means an online act initiated by you or on your behalf of placing, transferring or withdrawing funds from your Payment Account.
1.8. “Services” means the functionality of the App aimed at enabling your Authentication, as described in more detail in Clause 3.1, as well as any content, features, tools or services as made available by Argentex from time to time in connection with the App.
1.9. “Third-Party Provider” means any financial service provider offering or intending to offer you services in relation to your Financial Account.
2.1. By downloading and installing the App and by accessing and using the Services, you agree to be bound by the terms of this Agreement and also represent and warrant:
in the event that you are an individual, that you are at least eighteen (18) years old, or of the legal age of majority in the jurisdiction in which you reside;
that you have legal capacity to enter into this Agreement;
in the event that you act on behalf of a company, corporation, organisation or other legal entity (“Legal Entity”), that you have the authority to bind that Legal Entity to this Agreement;
that you have carefully reviewed the terms and conditions of this Agreement.
2.2. If this Agreement is entered into on behalf of a Legal Entity, then all references to “you” and “your” in this Agreement shall refer to such Legal Entity, unless the context indicates otherwise, and the provisions hereof shall be applicable to such Legal Entity except for the provisions limited by the context to individuals.
3.1. Services. During the term of this Agreement, Argentex shall provide the Services to you via the App, in accordance with, and subject to the terms and conditions of this Agreement. The Services include:
the delivery of push notifications regarding the receipt of Authentication Codes;
the display of Financial Account Action details and of the requests for your authentication and/or for the authorisation of Financial Account Actions, as generated by the Financial Institution;
the transmission of Authentication Codes between your mobile device and the Financial Institution.
3.2. Free of Charge. The provision to you of the Services in connection with the Financial Institution are supplied to you free of charge, unless indicated otherwise in this Agreement.
3.3. License Grant. The App and the Services are protected by copyright, trade secret, and other intellectual property rights laws. Argentex hereby grants you a personal, limited, non-exclusive, non-transferable, revocable, non-sublicensable, royalty-free right and license to download and install the App on your mobile device for the sole purpose of enabling you to use and enjoy the benefit of the Services during the term of, and as permitted by, this Agreement. Except for the rights expressly granted to you in this Agreement, no other rights are granted by implication, estoppel or otherwise. You acknowledge that only Argentex shall have the right to maintain, enhance or otherwise modify the App and the Services, unless specific permissions are granted to you in a separate written agreement with Argentex.
3.4. License Restrictions. You shall use the App and the Services solely as permitted by, and contemplated in, this Agreement. Without limiting any other provision of this Agreement, you agree that you shall not (and will not allow any third party to), either directly or indirectly:
market, sell, license, sublicense, lease, transfer or distribute, any element of the App and/or the Services;
reverse engineer, decrypt, decompile, decode, disassemble the App or any part thereof;
modify, copy, translate, or create derivative works based on, the App;
breach, override or otherwise circumvent any authentication or security mechanisms, or any user limits or other use restrictions that are built into the Services;
remove or obliterate any proprietary notices, ownership labels, classified legends or marks from the App and the Services;
indulge in any actions with the App and/or Services that meddle with, disturb, destroy, or access in an unlawful way the server networks, connections, systems, records, or other assets, tools or services of Argentex or any related third party;
indulge in any actions with the App and/or the Services that could result in disruption of the Services;
transmit any worms, viruses, Trojan horses, or any other malware, disruptive or harmful software or data through your access to, and use of, the App and the Services;
access and use the App, Services or any part thereof for any unlawful or fraudulent purpose or otherwise in any way not permitted by this Agreement.
4.1. App Credentials. When installing the App on your mobile device, you will be required to establish an authentication procedure by means of providing your (or your authorised agent’s) biometric characteristics (a capture of facial image or fingerprint) or, alternatively, a PIN code (each and together, “App Credentials“). You will be required to provide the App Credentials each time you access the App.
4.2. Linking to Financial Accounts. In order to be able to enjoy the Services in relation to any of your Financial Accounts, you will be required to link the App to that Financial Account, by scanning a QR code provided online by the Financial Institution that holds that particular Financial Account. Following successful linking to the Financial Institution, you can start using the App and the Services in relation to the relevant Financial Account.
4.3. General Requirements. The App and the Services are available to you through a compatible mobile device and require internet access. You acknowledge and agree that you are solely responsible for the technical requirements relating to your access and use of the Services through your mobile device, including but not limited to: (i) any applicable charges, updates and/or additional fees of your telecommunications provider (internet service provider, mobile service provider and/or other data providers), and (ii) using the Services in compliance with the terms of your agreement with your telecommunications provider. You acknowledge and agree that Argentex makes no warranties or representations of any kind, express, statutory or implied, as to whether the telecommunications services from your provider will be available and accessible at any time or from any location. We expressly disclaim any liability or responsibility for any loss, damage or security intrusion, for which your telecommunications services provider is responsible, as well as for any failure of your telecommunications service provider to transmit any data, communications or settings in connection with your use of the Services. You are responsible for the security of your internet connection, including for the correct configuring of your information technology device and for using adequate virus protection software.
4.4. Acknowledgement. While Argentex will endeavour to ensure that the Services are available to you at any time during the term of this Agreement, we do not guarantee their continuous, uninterrupted or error-free operation and we shall not be liable to you if the Services are unavailable at any time for any reason. We may also temporarily restrict, suspend or deny access to the Services in case of: (I) emergency, Force Majeure, technical problems, system failure or degradation, scheduled or emergency maintenance, or an actual or suspected security incident; (II) suspicious activity, fraud or other illegal actions with respect to the use of App and/or Services by you or attributable by you; or (III) as required by the Financial Institution.
4.5. Security Requirements. You are solely responsible for all activities and actions carried out from your mobile device via the App using the App Credentials. Any such activities and actions shall be deemed performed by you. You understand and acknowledge that, insofar as you use the App and the Services for the purpose of authenticating yourself towards the Financial Institution and/or authorising Financial Account Actions, the security of your Financial Accounts relies, inter alia, on the safety of your App Credentials. You are solely responsible for maintaining the security of the App and App Credentials against any unauthorised access, use or disclosure. If you suspect that an unauthorised access to the App has occurred or that the App Credentials have been stolen, compromised or been made known to others, you must change them immediately.
4.6. Your Notification Obligations. You must immediately notify Argentex at [email protected], if you suspect or become aware of an instance of unauthorised access to the App or of any loss, theft or unauthorised use or disclosure of your App Credentials. You should immediately notify the Financial Institution of the same by means of the communication channels made available to you for such purpose. Argentex reserves the right to deny you access to the Services (or any part thereof) if Argentex reasonably believes that any loss, theft, or unauthorised use or disclosure of the foregoing information has occurred. Such denial of access may without limitation enable Argentex to investigate said loss, theft or unauthorised use or disclosure (including in cooperation with the law enforcement authorities).
In providing the App and the Services, Argentex does not collect, record, store, use, or otherwise process any of your personal data. Any personal data involved in the provision of the App and the Services is either stored locally on your mobile device or transmitted by, or to, the Financial Institution, without it being accessed, retained or coming in any other manner into Argentex’s custody or control.
All rights, title and interest in and to the App and the underlying technology, including all intellectual property rights therein, are and will remain with Argentex and its licensors. Argentex, Argentex App and all other trademarks, service marks, graphics and logos used in connection with the App and the Services are trademarks or registered trademarks of Argentex. Argentex does not grant you any right or license to use, copy or reproduce any intellectual property and trademarks of Argentex or the trademarks of any third party that may appear in the App and in connection with the Services.
You hereby release Argentex from any liability arising from a delay in performance or non-performance by Argentex under this Agreement caused by Force Majeure. “Force Majeure” means any circumstances that are caused by acts or events beyond Argentex’s reasonable control, and could not be reasonably foreseen by Argentex, including without limitation acts of God, normative acts issued by state or government institutions, strikes, lock-outs, war or any kind of military operations, blockade, epidemics, acts or threats of terrorism, errors or outages of public or private telecommunications networks, etc.
8.1. Changes to the Agreement. Argentex reserves the right to change this Agreement at any time and from time to time to reflect changes in the applicable laws or regulations, technical or security requirements, the functionality of the App and/or the Services, or our business requirements. If we decide to change this Agreement in the future, we will post an appropriate notice at the top of this page. The changes to this Agreement will not apply retroactively and will take effect upon the expiry of fifteen (15) days from being posted, except that changes addressing new services or new functions of the App and changes made for legal reasons shall become effective immediately upon being posted. The date of the last update of this Agreement is set out at the top of this document. You acknowledge and agree that your continued access to and use of the App and the Services after the date of changes to this Agreement indicates your agreement to such changes.
8.2. Updates to the Services. Argentex may in its sole discretion and at any time update or modify the App and/or the Services, add or remove functions, discontinue, temporarily or permanently, providing the Services or any part thereof, including without limitation due to technical reasons, security issues, regulatory and legal requirements, or business reasons. Argentex may also perform maintenance of the Services from time to time which may result in interruptions, delays or errors in the Services. You acknowledge and agree that any maintenance, modification, suspension or termination of the Services may be effected without prior notice. You further acknowledge and agree that your continued use of the Services after the date of changes to the Services indicates your agreement to such changes.
9.1. This Agreement becomes effective when you install the App on your mobile device and remains in force until terminated by either party. We may terminate this Agreement at any time and for any reason by posting an appropriate notice at the top of this page, such termination to become effective upon the expiry of fifteen (15) days from being posted. You acknowledge and agree that Argentex in its sole discretion and without advance notice may immediately suspend or terminate this Agreement:
if Argentex reasonably believes that you have breached any of the terms of this Agreement (including without limitation by using the Services to carry out fraud or other illegal or criminal activities). Depending on the type of your breach, we may take any and all actions as we reasonably deem appropriate and required or permitted by law, including without limitation notifying the competent law enforcement, government or regulatory bodies; or
if we are required by applicable law or by a competent law enforcement, government or regulatory body.
9.2. You may terminate this Agreement at any time for any reason by deleting the App from your mobile device.
9.3. Upon termination of this Agreement: (I) you must cease all use of the App, the Services and any other activities or actions permitted under this Agreement, (II) you must uninstall and delete the App from you mobile device; and (III) all rights and licenses granted to you under this Agreement will be terminated.
9.4. Any termination of this Agreement (howsoever occasioned) shall not affect any accrued rights or liabilities of either party, nor shall it affect the coming into force or the continuance in force of any provision hereof which is expressly or by implication intended to come into or continue in force on or after such termination.
10.1. Subject always to clause 10.2 and clause 11.2, you acknowledge and agree that to the maximum extent permitted by applicable laws:
Argentex offers the App and the services on an “as is” and “as available” basis and does not assume responsibility or liability for any use of, or reliance on, the App and the services, or for any disruptions to, or delay in, the provision of the services;
Argentex makes no warranties or representations, express, statutory or implied, as to the accuracy, timeliness, comprehensiveness, completeness, quality, functionality, reliability, currency, error-free nature, compatibility, security, data loss, non-interference with, or non-infringement of, any intellectual property rights, or fitness for a particular purpose of the App and the services or any information provided through the services; and
Argentex does not guarantee the adequacy of the services or compatibility and security thereof to your computer equipment and does not warrant that the services, their infrastructure or any communications transmitted via the services will be free of viruses or secure against hacking attacks.
10.2. The exclusion of the warranties set forth in clause 10.1 shall apply to the maximum extent allowed by the applicable laws in your jurisdiction.
11.1. You acknowledge and agree that, to the maximum extent permitted by applicable laws, Argentex shall not be liable, in contract, tort or otherwise, for any direct, indirect, incidental, special, punitive, reliance, consequential or exemplary damages, including but not limited to damages for, relating to or arising from: (I) loss of profits, (II) loss of use; (III) delays or business interruptions; (IV) failure of telecommunications, the internet, electronic communications, (V) loss of business revenue or investment, (VI) use of software or hardware that does not meet Argentex’s system requirements, (VII) damage to goodwill, reputation, data or other intangible losses, and/or (VIII) the use of, or the inability to use, the services. to the maximum extent permitted by applicable laws, the above limitations apply even if Argentex has been advised of, or should have foreseen, or had other reason to know, the possibility of such damages.
11.2. Nothing in this agreement is intended to or shall exclude or limit our liability: (I) for death of personal injury caused by our negligence, (II) for fraud and/or fraudulent misrepresentation, (III) for our willful misconduct or gross negligence, and/or (IV) which cannot be excluded, limited, modified or restricted under the applicable laws and/or regulations. All statutory rights that are or may be available to you relating to the provision of services under this agreement shall not be impaired or affected.
You agree to indemnify, defend and hold Argentex and its officers, directors, employees, and suppliers harmless from all losses, damages, fines, penalties, costs and expenses (including without limitation reasonable attorney’s fees) incurred or suffered by Argentex as a result of: (I) your use of the services, (II) a breach by you of any of the terms of this agreement or applicable laws, (III) your infringement of any intellectual property rights or any other rights of third parties, and/or (IV) fraud committed or fraudulent misrepresentation made by you.
This Agreement shall be governed by, and construed in accordance with, the laws of England and Wales, as applicable therein. Any dispute or claim arising out of, or in connection with, this Agreement and its existence, validity or termination (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the courts of England and Wales.
14.1. Entire Agreement. This Agreement constitutes the entire agreement and understanding between you and Argentex with respect to access to and use of the App and Services and replaces all prior understandings, communications and agreements, whether oral or written, regarding the subject matter hereof.
14.2. Severability. If any provision of this Agreement is held to be illegal, invalid, void or unenforceable, in whole or in part, by any court of competent jurisdiction, the remainder of the terms and provisions set forth herein shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. Such illegal, invalid, void or unenforceable term or provision or part thereof shall be deemed modified to the extent required to render it enforceable in such jurisdiction, failing which, it shall be severed from this Agreement, which shall continue in full force and effect and be binding upon the parties hereof. The prohibition or unenforceability of a provision of this Agreement in any jurisdiction shall not invalidate such provision in any other jurisdiction.
14.3. Assignment. You cannot assign, sub-license or transfer any or all of your rights or obligations under this Agreement to anyone without Argentex’s prior written approval. However, Argentex in its sole discretion may assign or transfer this Agreement, in whole or in part, without your consent to a third party provided however that such assignment shall not affect your rights or our obligations to you under this Agreement.
14.4. Non-Waiver. No failure or delay on the part of either party in exercising any right, power or remedy under this Agreement shall operate as a waiver thereof, and no single or partial exercise of any such right, power or remedy shall preclude any other or further exercise thereof, or the exercise of any other right, power or remedy.
14.5. Third Parties. A person who is not a party to this Agreement cannot enforce or enjoy the benefit of any term or provision of this Agreement.
14.6. Headings. The headings and captions used in this Agreement are used for convenience only and are not to be considered in construing or interpreting this Agreement.
In case of any questions or complaints regarding this Agreement, App or the Services, please contact our customer support team at [email protected].
Argentex BV
Herengracht 54, 1015BN Amsterdam,
The Netherlands