General Terms and Conditions

Scope and Acceptance 

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These General Terms and Conditions ("GTC") govern the contractual relationship between Maison Helvetique Finance GmbH, a Swiss limited liability company with registered office in the Canton of Zug, Switzerland ("MHF", "we", "us", "our"), and the client ("Client", "you") in respect of the Services described in Section 4. 

By registering for an account, completing onboarding, or using any of the Services, you confirm that you have read, understood, and accepted these GTC and our Privacy Policy. If you do not agree with these GTC, you must not register for or use the Services. 

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These GTC, together with the Privacy Policy, the Fee Schedule, and any Service-specific terms provided to you in writing or through the Client Portal, form the entire agreement between you and MHF the "Agreement"). 

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Definitions 

• AMLA: the Swiss Federal Act on the Prevention of Money Laundering and Financing of Terrorism (SR 955.0). 
• Banking Partner: A Swiss, EEA, or UK credit institution or licensed payment institution with which MHF has entered into arrangements to enable the issuance and operation of vIBANs and the execution of payment transactions. 
• Business Day: any day other than a Saturday, Sunday, or public holiday in Zug, Switzerland. 
• Client Portal: the authenticated online interface through which the Client accesses and uses the Services. 
• Crypto On/Off-Ramp Service: the exchange of legal tender for Supported Cryptocurrencies (onramp) and of Supported Cryptocurrencies for legal tender (off-ramp), as described in Section 4.1. 
• FADP: the Swiss Federal Act on Data Protection (SR 235.1). 
• FINMA: the Swiss Financial Market Supervisory Authority. 
• Personal Wallet: The Client's personal, non-custodial cryptocurrency wallet, the address of which the Client provides to MHF for the receipt of purchased Cryptocurrencies. 
• Services: The Crypto On/Off-Ramp Service and the vIBAN Service collectively. 
• Supported Cryptocurrencies: the cryptocurrencies and digital assets currently supported by MHF, as listed in the Client Portal and updated from Time to Time. 
• VQF: Verein zur Qualitätssicherung von Finanzdienstleistungen, the Self-Regulatory Organisation officially recognised by FINMA under AMLA Art. 24 with which MHF is or intends to be affiliated. 
• vIBAN Service: the issuance and operation of dedicated virtual IBAN accounts in CHF, EUR, and GBP, as described in Section 4.2. The vIBAN may be issued by MHF directly or by a Banking Partner under MHF's customer-facing relationship; in either case, MHF acts as the Client's primary point of contact in respect of the Service. 

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Eligibility, Onboarding, and KYC 

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Eligibility 

To use the Services, the Client must: 

• Be a natural person of at least 18 years of age with full legal capacity, or a legal entity duly incorporated and in good standing under the laws of its jurisdiction of incorporation; 
• Not be a resident, citizen, or located in any country or territory subject to comprehensive Swiss sanctions or otherwise excluded by MHF's country-risk policy; 
• Not be the subject of, nor connected to a person on, the SECO sanctions list or any other applicable sanctions list applied by MHF; 
• Provide truthful, accurate, complete, and current information at all stages of onboarding and throughout the relationship; 
• Comply with all laws applicable to the Client (including tax, currency-control, and securities laws of the Client's jurisdiction). 

MHF reserves the right to refuse onboarding, restrict, or terminate the relationship in its discretion, in particular where required to comply with its legal and regulatory obligations. 

KYC and Customer Due Diligence 

As a Swiss financial intermediary, MHF is required to identify and verify the Client, the beneficial owner, and (for legal entities) the controlling person, and to document the purpose and background of the business relationship in line with AMLA, the AMLO-FINMA, and the VQF Regulations. The Client undertakes to: 

• Complete identification through MHF's onboarding process (including, where applicable, video- or online-identification under FINMA Circular 2016/7); 
• Provide all documents, declarations, and explanations reasonably requested by MHF for customer due diligence, ongoing review, and source-of-funds and source-of-wealth purposes; 
• Notify MHF without delay of any change to identification, beneficial ownership, residence, tax status, or other circumstances relevant to the relationship. 

Until KYC and any further due diligence have been completed to MHF's satisfaction, the Services may be unavailable, restricted, or rejected. MHF may reject or refund a transaction where required by AMLA, sanctions laws, or its internal compliance policies. 

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PEP and Sanctions Screening 

The Client, the beneficial owner, and the controlling person are screened against politically-exposed-person (PEP) databases and sanctions lists at onboarding, before each transaction (real-Time), and on a periodic basis. The Client agrees to MHF performing such screening and processing the necessary personal data. 

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Description of Services 

Crypto On/Off-Ramp Service 

On-ramp: On instruction by the Client, MHF will accept fiat funds (CHF, EUR, GBP, or other supported currencies) and execute the purchase of the requested Supported Cryptocurrency at the rate communicated by MHF at the Time of order. Purchased Cryptocurrencies are delivered directly to the Client's Personal Wallet at the address provided by the Client. MHF does not custody Cryptocurrencies on the Client's behalf following completion of the on-ramp transaction. 

Off-ramp: On instruction by the Client, MHF will accept Supported Cryptocurrencies sent by the Client to a deposit address designated by MHF and will execute the sale at the rate communicated at the Time of order. Sale proceeds in fiat are credited to the Client's vIBAN or to a verified bank account associated with the Client. 

Pricing: Prices and commissions for on-ramp and off-ramp transactions are displayed in the Client Portal at the Time of order. The Client confirms that they have reviewed and accepted the displayed price (including the commission) before submitting the order. Once submitted, an order is binding and may not be unilaterally cancelled, except as expressly provided in these GTC or by mandatory law. 

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Wallet Address Responsibility: The Client is solely responsible for the accuracy of the wallet address provided. Cryptocurrency transfers on public blockchains are irreversible. MHF is not liable for any loss resulting from the Client providing an incorrect, malformed, or compromised wallet address, or a wallet address controlled by a third party. 

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Network Risks: Cryptocurrency transfers are subject to public blockchain network conditions (congestion, fork events, hard-forks, validator behavior, network outages). MHF is not responsible for delays or failures caused by such network conditions, and the Client acknowledges that confirmation Times and finality vary by blockchain. 

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Travel Rule: For crypto transfers above the threshold set by AMLO-FINMA, MHF is required to collect, transmit, and receive originator and beneficiary information. The Client agrees to provide such information upon request and authorities MHF to transmit it to the receiving virtual-asset service provider via industry standard Travel Rule protocols. 

vIBAN Service 

Issuance: Subject to KYC and risk-based approval, MHF will arrange for the issuance to the Client of one or more dedicated virtual IBANs in CHF, EUR, and/or GBP. The vIBAN is issued in the Client's name (or, for legal entities, the entity's name) and is intended for the Client's exclusive use. The vIBAN may be issued either by MHF directly or by a Banking Partner under arrangements between MHF and that Banking Partner; in either case, MHF is the Client's primary point of contact. 

Use: The vIBAN may be used to receive inbound payments and to instruct outbound payments, subject to the rules of the relevant payment scheme (SWIFT, SEPA, SEPA Instant, Faster Payments, CHAPS) and to MHF's transaction limits and risk controls. The Client may not use the vIBAN for activities that are unlawful, that breach these GTC, or that would expose MHF or any Banking Partner to undue legal or reputational risk. 

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Funds Held with Banking Partner: Where funds underlying the vIBAN are held with a Banking Partner, those funds are subject to the safeguarding and operational arrangements of that Banking Partner and to applicable law in the Banking Partner's jurisdiction. The Client acknowledges and accepts that MHF is not a bank, does not accept deposits from the public on its own account, and does not guarantee the obligations of any Banking Partner. Where applicable, deposit-Protection schemes apply at the level of the Banking Partner. 

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Payment Execution: Outbound payment instructions submitted by the Client are processed in accordance with the cut-off Times, processing schedules, and screening rules applicable at MHF and at the relevant Banking Partner. MHF or the Banking Partner may reject, delay, or hold a payment where required by sanctions laws, AML rules, or fraud-Prevention controls. 

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Account Statements: The Client may consult vIBAN balances and transaction history through the Client Portal at any Time. The Client is responsible for reviewing entries promptly and notifying MHF of any apparent error or unauthorized transaction without undue delay (and in any event within 30 days). 

Service Availability 

MHF endeavors to provide the Services on a continuous basis but does not guarantee uninterrupted availability. Scheduled maintenance, upgrades, third-party outages (including those of Banking Partners and blockchain networks), force-majeure events, and security incidents may cause temporary unavailability. MHF will use reasonable efforts to give advance notice of scheduled maintenance. 

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No Investment Advice 

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MHF does not provide investment advice, portfolio management, or any recommending regarding the suitability of any Cryptocurrency or transaction for the Client. Any market data, prices, or educational content provided is for information only. The Client makes investment decisions independently and at their own risk.

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Client Obligations 

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The Client undertakes to: 

• Use the Services only for lawful purposes and in compliance with all applicable laws (including sanctions, tax, anti-money-laundering, and anti-fraud laws) of Switzerland and of the Client's own jurisdiction(s); 
• Provide truthful and accurate information at all Times and update it without delay when it changes; 
• Not allow any third party to use the Client's account or credentials, and keep credentials, two-factor devices, and other authentication factors strictly confidential; 
• Notify MHF without delay of any actual or suspected unauthorized use, compromise, or security incident affecting the Client's account; 
• Not engage in market manipulation, wash trading, structuring, layering, or any other prohibited or abusive practices; 
• Not use the Services on behalf of an undisclosed third party (no "front-account" or "nominee" use); 
• Cooperate fully with MHF in the conduct of customer due diligence, ongoing reviews, and any investigation, including by providing source-of-funds and source-of-wealth documentation upon request; 
• Not interfere with, attempt to bypass, or stress-test the Services without MHF's prior written authorization; 
• Pay all applicable fees, commissions, and charges as set out in the Fee Schedule. 

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Fees and Commissions 

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The Client agrees to pay all fees, commissions, and charges applicable to the Services as set out in the Fee Schedule published in the Client Portal and as updated from Time to Time. Fees may include: 

• Transaction commissions on on-ramp and off-ramp transactions; 
• vIBAN onboarding fees and recurring maintenance fees (per vIBAN, per Fer); 
• Per-transaction processing fees on inbound and outbound payments (SWIFT, SEPA, Faster Payments, etc.); 

• Currency-conversion charges where applicable; 
• Costs and disbursements arising from third parties (e.g., correspondent-bank fees, blockchain network fees); 
• Charges for non-standard requests, manual processing, or compliance-related document production. 

Fees are debited from the Client's vIBAN, deducted from the relevant transaction amount, or invoiced — as set out in the Fee Schedule. MHF may amend the Fee Schedule on reasonable advance notice (typically 30 days), unless an immediate change is required by law or by a Banking Partner. 

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Limits, Suspension, and Refusal of Transactions 

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MHF may set, vary, and apply transaction, balance, daily, or aggregate limits — by Client, by Fer, by currency, by destination country, by counterparty, or by other risk criterion. MHF may decline, delay, suspend, freeze, reverse, or unwind a transaction where (i) required by sanctions, AML, fraud-Prevention, or other legal obligations; (ii) the Client has not satisfied due-diligence requirements; (iii) the transaction is suspected of being illegal, fraudulent, or contrary to these GTC; or (iv) a Banking Partner or correspondent has declined or returned the payment. 

Where MHF has filed or is considering filing a report under AMLA Art. 9, it must comply with the asset freezing and Flipping-off rules in AMLA Art. 9a and Art. 10a. The Client acknowledges that, in such circumstances, MHF may be legally prohibited from providing reasons for actions taken or pending actions. 

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Risks 

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Cryptocurrencies and the use of public blockchain networks involve significant risks. By using the Services, the Client acknowledges and accepts the following non-exhaustive risks: 

• Price Volatility: Cryptocurrency prices can move significantly and quickly. Quoted prices are subject to change between order entry and execution within the Time window communicated to the Client. 
• Irreversibility: On-chain transactions, once confirmed, are generally irreversible. MHF cannot recover assets sent to an incorrect address, a lost or compromised wallet, or a contract that does not return funds. 
• Self-Custody Risk: Are delivery to the Client's Personal Wallet, the Client bears sole responsibility for the security, safekeeping, and use of the Cryptocurrency, including the preservation of private keys, seed phrases, and recovery materials. MHF cannot recover lost private keys. 
• Network and Protocol Risks: Forks, protocol upgrades, validator failures, smart-contract bugs, and chain reOrganisations may affect the value or accessibility of Cryptocurrencies. MHF is not liable for losses arising from such events. 
• Banking-Partner Risk: Where vIBAN funds are held with a Banking Partner, the Client is exposed to the credit and operational risk of that Banking Partner, subject to applicable deposit-Protection schemes. MHF does not guarantee the obligations of Banking Partners. 
• Counterparty and Settlement Risk: Transactions with external counterparties or third-party services may give rise to counterparty risk. 
• Regulatory Risk: Laws, Regulations, and supervisory expectations regarding cryptocurrencies and payment services continue to evolve and may affect the availability of Services or specific assets. 
• Tax Risk: The Client is responsible for understanding and complying with the tax consequences of using the Services in their jurisdiction. MHF does not provide tax advice. 
• Operational Risk: System failures, cyberattacks, and human error may affect the Services. MHF maintains a documented operational-risk programmed but cannot eliminate all such risks. 
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By using the Services, the Client confirms that they have read, understood, and accepted these risks and that they have the financial means and risk tolerance to bear potential losses. 

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Liability 

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MHF is liable for direct damages caused by gross negligence. To the extent permitted by mandatory Swiss law: 

• MHF is not liable for indirect, consequential, special, or incidental damages, loss of profits, loss of business, loss of opportunity, loss of data, or losses arising from price movements; 
• MHF is not liable for damages caused by force majeure, by acts or omissions of Banking Partners, blockchain networks, payment-scheme operators, third-party identity verification or analytics providers, internet outages, regulatory action, or government intervention; 
• MHF is not liable for losses arising from incorrect or incomplete information provided by the Client, from Client error in using the Services, from compromise of the Client's credentials or devices, or from the loss or compromise of the Client's Personal Wallet or private keys; 
• MHF is not liable for losses arising from the suspension, delay, refusal, or reversal of a transaction in connection with sanctions, AML obligations, or risk-management decisions taken in good faith; 
• Without prejudice to mandatory law, MHF's aggregate liability for any claim arising under or in connection with the Agreement is limited to the lower of (i) the fees paid by the Client to MHF in respect of the relevant Service in the 12 months preceding the event giving rise to the claim, and (ii) CHF 50,000. 

Nothing in this Section 9 limits or excludes liability that cannot be limited or excluded under mandatory Swiss law. 

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Force Majeure 

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Neither party is liable for any failure or delay in performance to the extent caused by circumstances beyond its reasonable control, including acts of God, war, terrorism, civil unrest, governmental action, regulatory orders, sanctions, public-health emergencies, strikes, internet or telecommunications failures, blockchain network disruptions, or failures of Banking Partners or other third parties. The affected party will Notify the other and use reasonable efforts to mitigate.

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Term, Suspension, and Termination 

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The Agreement enters into force upon completion of onboarding and continues until terminated. 

Termination by the Client: The Client may terminate the Agreement at any Time by giving written notice through the Client Portal or via the contact channel published by MHF, subject to the prior settlement of all open transactions and obligations. The Client must provide instructions for the return of any vIBAN balance and the off-ramp or withdrawal of any remaining digital assets, where applicable. 

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Termination by MHF: MHF may terminate the Agreement at any Time on 30 days' written notice (or such longer period as may be required by mandatory law) for convenience. MHF may also suspend or terminate the Agreement with immediate effect if (i) the Client materially breaches these GTC and fails to remedy the breach within 14 days of notice; (ii) MHF has reason to suspect that the Client has used the Services for unlawful purposes; (iii) continued provision of Services would breach MHF's legal or regulatory obligations or those of a Banking Partner; (iv) the Client is or becomes a sanctioned person; (v) the Client fails to satisfy KYC or ongoing due-diligence requirements; or (vi) a Banking Partner withdraws its services in respect of the Client. 

Effects of Termination: Termination does not affect rights and obligations that have accrued up to the effective date of termination, nor does it affect provisions that by their nature survive termination (including confidentiality, liability, governing law, dispute resolution, and statutory record-keeping). MHF will continue to retain personal data and records for the legally required retention periods following termination. 

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Communications and Notices 

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MHF will communicate with the Client primarily through the Client Portal, email, or such other electronic means as the Client has agreed. The Client may submit notices to MHF through the contact channels published in the Client Portal or by post to MHF's registered office in the Canton of Zug. Communications are deemed received when displayed in the Client Portal or when delivered by the relevant electronic means. 

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Data Protection 

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MHF processes personal data in accordance with the Privacy Policy, which is incorporated into this Agreement by reference. The Client confirms that, where the Client provides MHF with personal data of third parties (e.g., beneficial owners, controlling persons, authorised signatories, or payment counterparties), the Client has the lawful basis to do so and has informed those third parties of the processing. 

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Continentality 

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Each party will keep confidential the non-public information of the other party received in connection with the Services and use it only for the purposes of the Agreement, except where disclosure is required by law, regulation, or supervisory request, is made to professional advisers under duties of confidentiality, or is made with the other party's prior written consent. 

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Complaints Handling 

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Complaints should be submitted to MHF in writing through the Client Portal or by email to compliance@westbridgex.com. MHF will acknowledge receipt within 5 Business Days and will provide a substantive response within a reasonable Time, typically not exceeding 30 days. If the Client is not satisfied with MHF's response, the Client may pursue the dispute under Section 19. 

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Intellectual Property 

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All intellectual property rights in the Services, the Client Portal, the website, the documentation, and all related materials are owned by MHF or its licensors. The Client is granted a non-exclusive, non-transferable, revocable license to use the Services solely for the Client's own internal purposes and only for the term of the Agreement. The Client may not copy, modify, reverse engineer, distribute, or create derivative works of the Services or any related materials, except as expressly permitted by mandatory law. 

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Assignment and Subcontracting 

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The Client may not assign or transfer any rights or obligations under the Agreement without MHF's prior written consent. MHF may assign or transfer rights and obligations to an affiliate, to a successor in connection with a corporate transaction, or to another regulated entity that assumes the Services, provided that the Client's overall position is not materially impaired. MHF may engage subcontractors and service providers to perform parts of the Services, while remaining responsible for the performance of the Services to the Client. 

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Amendments 

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MHF may amend these GTC, the Privacy Policy, and the Fee Schedule from Time to Time. Material amendments will be notified to the Client at least 30 days before they take effect (or such other period as may be required by mandatory law), through the Client Portal or by email. If the Client does not accept a material amendment, the Client may terminate the Agreement by giving notice before the amendment takes effect. Continued use of the Services are the effective date of an amendment constitutes acceptance.

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Governing Law and Jurisdiction 

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These GTC and the Agreement are governed by, and construed in accordance with, Swiss substantive law, to the exclusion of conflict-of-laws rules and the United Nations Convention on Contracts for the International Sale of Goods (CISG). 

Any dispute, controversy, or claim arising out of or in connection with these GTC or the Agreement, including their existence, validity, performance, breach, or termination, is subject to the exclusive jurisdiction of the ordinary courts of the Canton of Zug, Switzerland, subject to: 

• MHF's right to bring proceedings against the Client at the Client's domicile or registered office; 
• Mandatory provisions of consumer-Protection law in the Client's country of habitual residence, where applicable; and 
• Any mandatory rules of jurisdiction (including Article 22 of the Swiss Federal Act on Private International Law for Swiss-domiciled consumers). 

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Severability and Miscellaneous 

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If any provision of these GTC is held to be invalid or unenforceable, the remaining provisions remain in full force and effect, and the invalid provision will be replaced by a valid provision that most closely reflects the parties' original intent. 

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Failure or delay by MHF in exercising any right or remedy does not constitute a waiver of that right or remedy. Headings are for convenience only and do not affect interpretation.

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The German and English versions of these GTC may both be made available; in the event of any inconsistency, the [English] version prevails.

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References to statutes are to those statutes as amended or replaced from Time to Time.