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Terms of Use

1. About these Terms

These Website Terms of Use (“Terms”) govern access to and use of the website available at https://vertexgroup.tech, including any pages, solution pages, forms, materials, information and content made available through that website (“Website”).

These Terms apply to any person who accesses or uses the Website, including visitors, prospective customers and persons acting on behalf of a company or other organisation (“you” or “your”).

By accessing or using the Website, you acknowledge that you have read, understood and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Website.

If you access or use the Website on behalf of a company or other organisation, you represent that you have authority to access and use the Website on its behalf and that your access to and use of the Website is lawful.

2. Website operator

The Website is operated by V. F. S. VERTEXFIN SOLUTIONS LTD, a company incorporated under the laws of the Republic of Cyprus with registration number HE 452567 and registered office at 11, Filippou, Agios Dometios, 2363, Nicosia, Cyprus (“Vertex”, “we”, “us” or “our”).

References on the Website to “Vertex Group” or any similar commercial presentation are used for general business and solution presentation purposes only. Such references do not, by themselves, designate a separate legal entity and do not imply that V. F. S. VERTEXFIN SOLUTIONS LTD is a regulated financial institution, payment service provider, bank, electronic money institution or card issuer.

3. Scope of the Website

The Website may include related pages, subpages, solution pages, forms, materials, information, descriptions, documents and content made available through https://vertexgroup.tech.

The Website may include information relating to Vertex solutions, including Payment Gateway, Corporate Cards and White-Label Banking.

References to the Website include any updates, replacements, modified versions or additional pages made available by Vertex through the same domain, excluding subdomains, from time to time.

Unless expressly stated otherwise, the Website does not include any subdomains, third-party websites, third-party services, separate solution websites, customer portals, APIs, dashboards, developer environments, sandbox environments, documentation portals or other external systems that may be linked from the Website or used in connection with Vertex solutions or services.

Access to or use of the Website does not create any customer account, solution account, payment account, electronic money account, bank account, card account, safeguarding account, settlement account, dashboard access or other account with Vertex.

4. Website only and customer agreements prevail

These Terms govern access to and use of the Website only.

These Terms do not govern the provision, use, implementation, operation or support of any Vertex solutions, platforms, software, APIs, integrations, payment-related solutions, card-related solutions, banking-related solutions, technical services, professional services or other customer services.

Any Vertex solutions or services are provided only under a separate written agreement with the relevant customer. Such agreement may include, as applicable, commercial terms, solution-specific terms, order forms, statements of work, service levels, technical requirements, data protection terms, security requirements, fees and other applicable terms.

Access to or use of the Website does not create any customer relationship, service relationship, advisory relationship, fiduciary relationship, payment relationship, banking relationship, cardholder relationship or other regulated relationship between you and Vertex.

If there is any inconsistency between these Terms and any separate written agreement between Vertex and a customer, that agreement shall prevail in respect of the relevant solutions or services.

No information made available on the Website shall amend, replace, supplement or override any separate written agreement between Vertex and a customer, unless expressly agreed in writing by Vertex.

5. Information on the Website

The Website is provided for general business information and marketing purposes only.

The information made available on the Website does not constitute:

(a) an offer to provide any solution or service;

(b) financial, legal, tax, investment, regulatory, banking, payment, card issuing or compliance advice;

(c) a regulated financial promotion or other regulated marketing communication;

(d) a public offer, solicitation or recommendation to enter into any regulated financial service, payment service, electronic money service, card issuing service, banking service or other regulated service;

(e) a commitment that any solution, feature, integration, provider, payment method, card functionality, banking-related functionality, jurisdiction or technical capability will be available to any particular customer; or

(f) a representation that any solution or service is suitable for any particular customer, business model, jurisdiction, regulatory status, transaction flow, payment flow or intended use.

Website content should not be relied upon as a basis for entering into an agreement with Vertex, using any Vertex solution or service, or implementing any payment-related, card-related, banking-related or other technical flow.

Any such decision should be made only after separate commercial, legal, technical, compliance and operational review.

Vertex may update, modify, remove or replace any information, solution description, feature description, technical description, integration reference, provider reference or other content on the Website at any time.

6. Solutions described on the Website

The Website may include information about Vertex solutions, including Payment Gateway, Corporate Cards and White-Label Banking.

Such descriptions are provided for general business information only. They do not constitute an offer, commitment, warranty or representation that any solution, feature, integration, provider, payment method, card functionality, banking-related functionality, jurisdiction or technical capability will be available to any particular customer.

The actual scope of any solution or service, including functionality, integrations, service levels, implementation timelines, jurisdictions, fees, technical requirements, compliance requirements and third-party provider arrangements, must be agreed separately in a written customer agreement.

6.1 Payment Gateway

Payment Gateway, also referred to on the Website or in related materials as Vertex Orchestrator, may be described on the Website as a software and technology solution intended to support payment orchestration, routing of payment-related requests, integrations with third-party payment providers, transaction status visibility, technical reporting, operational workflows and related technical functionality.

Payment Gateway may transmit technical instructions, data, routing parameters, transaction statuses and API calls between the relevant customer’s systems and third-party providers.

Payment Gateway does not participate in the legal or financial execution of payments and does not perform settlement. It does not receive, hold, safeguard, control, transfer or distribute customer funds, merchant funds, payer funds, payee funds or any other client funds.

Payment Gateway does not, by itself, constitute acquiring, regulated payment processing, money remittance, payment initiation, account information services, electronic money issuance, settlement services or any other regulated payment or financial service.

Where Payment Gateway technically transmits an API request or instruction relating to a payment, refund, payout or chargeback, it does so only as a technical software layer based on the customer’s instructions or through the relevant third-party provider. Vertex does not independently decide whether to initiate such operations and does not control the related funds.

Payment execution, acquiring, regulated payment processing, settlement, refunds, payouts, chargebacks and other regulated, financial or scheme-controlled payment functions are performed by the relevant third-party providers, including licensed or authorised providers where applicable, under their own terms, systems and regulatory permissions.

6.2 Corporate Cards

The Corporate Cards section of the Website may describe software, technical infrastructure, interfaces and integrations intended to support corporate card programmes for online payments and corporate expenses, including transaction management tools, integrations with card-related providers, card functionality management, statuses, limits, reporting and the display of card-related data.

References to Corporate Cards do not mean that Vertex itself issues payment cards, provides card issuing services, acts as an issuing bank, BIN sponsor, card scheme principal member, issuer processor or regulated programme manager, or holds cardholder funds.

Corporate Cards are intended to operate as a technology solution and interface through which customers may access or manage card-related functionality made available by relevant third-party providers, including licensed or authorised providers where applicable.

The actual availability of any corporate card functionality depends on the relevant third-party provider and on the applicable customer agreement.

The actual issuance of cards is performed by the relevant third-party provider, such as an issuing bank, electronic money institution, licensed card issuer, BIN sponsor or other authorised participant in the relevant card programme, where applicable.

Where the Corporate Cards solution transmits technical instructions, card-related data, transaction data, compliance-related data, statuses, limits or API calls, it does so only as a technical software layer or interface between the customer’s systems and the relevant third-party providers. Vertex does not independently approve, execute, settle, reverse or otherwise perform card transactions.

Vertex acts only as a technical platform and software provider. Vertex does not act as an issuing bank, BIN sponsor, card scheme principal member, issuer processor or regulated programme manager.

Vertex does not hold or control cardholder funds. Vertex does not receive, hold, safeguard, transfer, settle or distribute funds of cardholders, customers or other participants in connection with any card programme.

Any regulated card-related services, including card issuing, issuance of electronic money, safeguarding of funds, card transaction processing, settlement, scheme participation and other regulated financial, payment or electronic money services, are provided by the relevant third-party providers, including licensed or authorised providers where applicable, under their own terms, regulatory permissions and applicable card scheme rules.

6.3 White-Label Banking

The White-Label Banking section of the Website may describe Fincore as white-label core banking software supplied to licensed financial institutions or other authorised customers, where applicable.

Fincore may include technical ledger functionality, customer interfaces, staff interfaces, operational dashboards, reporting tools, onboarding workflows, business logic, payment templates, middleware, adapters and integration layers.

White-Label Banking is intended to support customers, including licensed financial institutions where applicable, in configuring, operating and managing their own digital banking, electronic money, payment or financial technology workflows through software, technical infrastructure and integrations.

References to White-Label Banking, Fincore, core banking software, technical ledger functionality, customer interfaces, staff interfaces, dashboards, payment templates, onboarding workflows, middleware, adapters or integration layers do not mean that Vertex itself provides banking services, opens or maintains bank accounts, payment accounts, IBANs, virtual accounts, named accounts or electronic money accounts for customers or end users.

Any ledger, balance, account, transaction, payment, customer, reporting or reconciliation data displayed, processed or generated through the software is technical data used for software, operational, reporting, reconciliation or integration purposes. Such data does not constitute a bank account, payment account, electronic money account, safeguarding account, regulated balance, regulated ledger of record or other regulated account maintained by Vertex.

Depending on the relevant customer model, connected third-party provider and applicable customer agreement, White-Label Banking may technically support interfaces, dashboards, reporting, reconciliation, onboarding workflows, payment templates, technical instructions, account-related data display and integration workflows.

The actual availability and legal qualification of any banking-related, payment-related, electronic money-related, account-related or other regulated functionality depends on the relevant customer model, the relevant licensed or authorised customer, the relevant third-party provider, where applicable, and the applicable customer agreement.

The actual provision of bank accounts, payment accounts, IBANs, virtual accounts, named accounts, electronic money accounts, payment execution, electronic money issuance, safeguarding of funds or other regulated financial services is performed by the relevant licensed or authorised customer or third-party provider, where applicable.

Vertex does not open or maintain accounts for customers or end users. Vertex does not accept deposits, issue electronic money, provide payment accounts, execute payments, perform settlement or control customer funds.

Vertex acts only as a software provider, technical platform and integration layer. Any regulated account, banking, payment, electronic money or other regulated financial functionality is provided by the relevant licensed or authorised customer or third-party provider under their own terms, regulatory permissions and applicable requirements.

6.4 Solution availability, onboarding and separate agreements

The inclusion of any solution, feature, integration, provider, payment method, card functionality, banking-related functionality or technical capability on the Website does not guarantee that it is available to any particular customer.

Access to any Vertex solution or service is subject to prior onboarding and review by Vertex.

As part of onboarding, Vertex may request information and documents relating to the prospective customer, its business, ownership structure, ultimate beneficial owners, directors, authorised representatives, signing authority, regulatory status, jurisdictions, business activities, services, technical setup, compliance framework and any other information reasonably required by Vertex.

Such information and documents may include corporate documents, ownership and ultimate beneficial ownership information, proof of authority, business description, website or application information, licences or regulatory permissions, anti-money laundering and know your customer policies, know your business materials, sanctions policies, transaction flow descriptions, payment flow descriptions, agreements, financial information, compliance documents, technical information, security information and other documents required for onboarding, risk assessment, Vertex’s internal requirements or third-party provider requirements, where relevant.

Vertex may conduct onboarding checks, including know your business checks, ultimate beneficial ownership review, review of directors and authorised representatives, sanctions screening, anti-money laundering and counter-terrorist financing risk assessment, website review, licence or regulatory status review, transaction flow review, payment flow review, business model review, prohibited or restricted industry review, technical review and security review.

The exact scope of onboarding may depend on the relevant solution, customer, jurisdiction, business model, transaction flow, payment flow, third-party provider requirements and Vertex’s internal risk assessment.

Submission of any enquiry, document or information to Vertex does not guarantee that the prospective customer will be accepted, onboarded or provided with access to any Vertex solution or service.

Vertex may refuse, suspend or discontinue onboarding where Vertex determines that the prospective customer, its business model, jurisdiction, transaction flow, payment flow, regulatory status, risk profile, documentation or intended use of any Vertex solution or service is not acceptable to Vertex or to any relevant third-party provider.

Vertex may also refuse, suspend or discontinue onboarding where information is incomplete or inaccurate, due diligence is not completed, sanctions, anti-money laundering, counter-terrorist financing, regulatory, reputational, security or technical concerns arise, the customer operates in a prohibited or restricted industry, or a third-party provider rejects or does not approve the customer.

No solution or service will be provided unless and until the prospective customer has successfully completed the applicable onboarding process and entered into a separate written agreement with Vertex.

7. Regulatory and solution disclaimers

7.1 Software and technology only

Vertex provides software, technical infrastructure, interfaces, dashboards, APIs, integration tools, routing logic, operational tooling and related technology solutions.

The solutions described on the Website are intended to support customers in connecting to, integrating with and managing technical interactions with third-party providers, systems, payment methods, card-related infrastructure, banking-related infrastructure and other technical services.

Vertex acts as a technology and software provider. The Website should not be interpreted as stating or implying that Vertex provides, offers or undertakes to provide any regulated financial service, payment service, electronic money service, card issuing service, banking service or other regulated service to Website visitors, customers, end users, merchants, cardholders, payers or payees.

7.2 No direct banking, payment, card issuing or other regulated services

Vertex does not itself:

(a) provide banking services;

(b) open or maintain bank accounts, payment accounts or electronic money accounts;

(c) accept deposits or other repayable funds;

(d) issue electronic money;

(e) issue payment cards;

(f) act as an issuing bank, BIN sponsor, card scheme principal member, issuer processor or regulated programme manager;

(g) act as an acquirer, payment institution, electronic money institution, payment service provider or money remittance provider;

(h) provide payment initiation, account information or regulated payment account services;

(i) provide lending, investment, custody or other regulated financial services; or

(j) act as a regulated financial institution or other regulated service provider merely because a solution described on the Website may support payment, card, banking or related technical workflows.

Any regulated financial service, payment service, electronic money service, card issuing service, banking service or other regulated service, where applicable, is subject to the involvement of the relevant licensed or authorised customer, third-party provider or other regulated person, and to separate contractual, regulatory, compliance and technical arrangements.

7.3 No client funds

Vertex does not receive, hold, safeguard, settle, transfer or control client funds, merchant funds, cardholder funds, payer funds, payee funds, customer funds or end-user funds.

No funds are intended to pass through any bank account, payment account, safeguarding account, settlement account or other account held in the name of Vertex.

Vertex does not have authority to direct, approve, delay, release, freeze, reverse or otherwise control any settlement, movement of funds, cardholder balance, payment account balance or electronic money balance. Any settlement or movement of funds, where applicable, is performed by the relevant licensed or authorised customer, third-party provider or other regulated person.

Vertex does not maintain regulated balances, regulated ledgers or regulated accounts representing customer funds, end-user funds, cardholder funds, payment account balances or electronic money balances.

Vertex may display, process or generate technical data, statuses, reports, calculated information, reconciliation data or technical ledger data in an interface. Such data does not constitute a customer account, payment account, electronic money account, safeguarding account, regulated balance, safeguarding ledger, regulated ledger of record or other regulated account maintained by Vertex.

Where any payment, settlement, refund, chargeback, payout, card issuing, account-related, banking, electronic money or other regulated financial flow is involved, such flow is performed by the relevant licensed or authorised customer, third-party provider or other regulated person.

The routing or transmission of technical instructions, data, API calls, transaction messages, authorisation-related messages, status information or reconciliation information through or in connection with Vertex technology does not mean that Vertex receives, holds, controls, safeguards, settles, transfers or otherwise handles funds.

7.4 Third-party providers

Vertex solutions may be designed to connect with or support integrations with third-party providers, including payment service providers, acquirers, payment gateways, banks, electronic money institutions, issuing institutions, BIN sponsors, card schemes, alternative payment method providers, fraud prevention providers, compliance providers, reporting providers and other technical or regulated service providers.

Third-party providers are independent from Vertex. Their products and services are subject to their own terms, policies, regulatory permissions, onboarding requirements, compliance requirements, technical requirements, availability, fees and approval processes.

References to third-party providers do not mean that all such providers are licensed or authorised in all jurisdictions or for all services. Where relevant, the customer must assess whether the relevant provider, service, solution, payment method, card functionality, banking-related functionality or integration is appropriately authorised, available and suitable for the customer’s intended use and jurisdiction.

Vertex does not guarantee that any third-party provider, integration, payment method, card functionality, banking-related functionality or regulated service will be available, approved, suitable or lawful for any particular customer, business model, jurisdiction, transaction flow, payment flow or intended use.

Vertex does not make any representation, warranty or commitment regarding any third-party provider’s regulatory status, licensing, authorisation, approval, operational performance, security, availability, legal compliance or suitability.

The customer is responsible for assessing whether its use of any Vertex solution, third-party provider, integration, payment method, card functionality or banking-related functionality complies with all laws, regulations, licences, permissions, card scheme rules, contractual requirements and operational requirements applicable to the customer.

Vertex may suspend, restrict or discontinue access to any solution, feature, integration, provider or functionality where Vertex considers this necessary for legal, regulatory, compliance, risk, security, technical, operational or third-party provider reasons.

8. Contact forms and submitted information

The Website may include contact forms or similar functionality that allow Website visitors to contact Vertex, request information, submit a business enquiry or otherwise communicate with Vertex.

Any information, message, enquiry, document, data or material submitted, sent or otherwise made available to Vertex through the Website is referred to in these Terms as “Submitted Information”.

When submitting Submitted Information through the Website, you must ensure that it is accurate, complete, lawful and submitted with all necessary rights, permissions and authority.

You must not submit through the Website any special categories of personal data or data relating to criminal convictions and offences, payment card data, bank account credentials, authentication credentials, confidential customer information, confidential business information that is not necessary for your enquiry, information relating to third parties without the right to disclose it, unlawful content or any other information that you are not authorised to provide to Vertex.

Unless Vertex has entered into a separate written confidentiality agreement with you, submission of Submitted Information through the Website does not impose any confidentiality obligation on Vertex beyond any obligations that may apply under applicable law.

Submission of a contact form, enquiry, document or other information through the Website does not create any customer relationship, service relationship, advisory relationship, fiduciary relationship, payment relationship, banking relationship, cardholder relationship or other regulated relationship between you and Vertex.

Vertex may review and respond to enquiries at its discretion. Vertex may request additional information or documents before discussing any solution, service, commercial arrangement, technical integration or onboarding process.

Vertex may disregard, delete or decline to act on any Submitted Information where Vertex considers that the information is incomplete, unlawful, unauthorised, inappropriate, irrelevant or inconsistent with these Terms.

The processing of personal data submitted through the Website is described in the Privacy Policy.

9. Indemnity

To the maximum extent permitted by applicable law, you agree to indemnify and hold harmless Vertex, its directors, officers, employees, contractors, agents and licensors from and against any claims, liabilities, damages, losses, costs and expenses, including reasonable legal fees, arising out of or in connection with:

(a) your breach of these Terms;

(b) your unlawful, unauthorised or improper use of the Website;

(c) any Submitted Information provided by you through or in connection with the Website;

(d) your infringement of any intellectual property right, privacy right, confidentiality obligation, contractual obligation or other third-party right; or

(e) your breach of any applicable law in connection with your access to or use of the Website.

10. External links, separate services and third-party resources

The Website may contain links or references to third-party websites, platforms, tools, content, materials, providers, technologies, resources, products or services.

Such links and references are provided for general information and convenience only. They do not constitute any endorsement, approval, recommendation, representation or warranty by Vertex in respect of any third party or its products, services, content, security, compliance, availability or lawful operation.

Third-party websites, platforms, tools, content, materials, providers, technologies, resources, products and services are subject to their own terms, policies, notices, regulatory arrangements and practices. Vertex is not responsible for reviewing, monitoring or controlling them.

Where the Website includes a link or reference to a separate website, product or service, such separate website, product or service may be operated under separate terms, policies, legal notices, regulatory arrangements and contractual documentation. These Terms apply only to the Website and do not govern any separate website, product or service unless expressly stated otherwise.

Access to or use of any third-party website, platform, tool, content, material, provider, technology, resource, product or service is at your own risk.

Vertex is not liable for any loss, damage, cost, expense or liability arising from or in connection with any third-party website, platform, tool, content, material, provider, technology, resource, product, service, act, omission, failure, delay, error, security incident or unavailability.

11. Acceptable use and website security

You must use the Website only for lawful purposes and in accordance with these Terms.

You must not:

(a) use the Website in any unlawful, fraudulent, misleading, harmful or unauthorised manner;

(b) attempt to gain unauthorised access to the Website or to any server, database, system, network, account, tool or infrastructure connected to the Website;

(c) interfere with, disrupt, damage, overload, impair or compromise the operation, security, integrity or availability of the Website or any connected system, tool or infrastructure;

(d) introduce, upload, transmit or distribute any malware, virus, Trojan, worm, logic bomb, spyware, malicious code or other harmful material;

(e) probe, scan, test or attempt to assess the vulnerability of the Website or any connected system without Vertex’s prior written approval;

(f) bypass, disable, interfere with or attempt to circumvent any security, access control, authentication, monitoring or technical protection measure;

(g) scrape, harvest, extract, copy, index or collect Website content or data by automated means, including through robots, crawlers, spiders or similar tools, except where expressly permitted by applicable law and not restricted by these Terms;

(h) reverse engineer, decompile, disassemble or otherwise attempt to derive the source code, structure, algorithms or technical architecture of any Website component, except where expressly permitted by applicable law;

(i) use the Website to submit, transmit or make available any unlawful, infringing, defamatory, offensive, harmful or unauthorised content; or

(j) use the Website in a manner that infringes any intellectual property right, privacy right, confidentiality obligation, contractual obligation or applicable law.

Vertex may monitor, restrict, suspend or block access to the Website where Vertex considers this necessary to protect the Website, its systems, its business, its users, its rights or its legal, regulatory, compliance, security, technical or operational interests.

Vertex may report suspected unlawful, fraudulent, abusive, harmful or unauthorised activity to competent authorities, regulators, service providers or other relevant third parties where Vertex considers this necessary or appropriate.

12. Intellectual property

The Website and all content, materials and elements made available through it, including text, graphics, logos, icons, images, design, layout, interfaces, solution names, trade names, software elements, documentation, diagrams, descriptions, videos and other materials, are owned by or licensed to Vertex and are protected by applicable intellectual property laws.

Nothing in these Terms transfers to you any ownership right, title or interest in the Website or any Website content.

Subject to your compliance with these Terms, you may access and view the Website for your personal or internal business purposes only. No other licence, right or permission is granted to you.

You must not copy, reproduce, modify, adapt, translate, publish, distribute, transmit, display, sell, license, create derivative works from or otherwise exploit any Website content without Vertex’s prior written consent, except where expressly permitted by applicable law.

You must not use any Vertex name, logo, trade name, solution name, brand element or other identifier without Vertex’s prior written consent.

All rights not expressly granted in these Terms are reserved by Vertex and its licensors.

Any non-confidential and non-proprietary feedback, suggestions, comments or ideas that you submit to Vertex in relation to the Website, solutions, services or business may be used by Vertex for its business purposes without obligation to compensate you, provided that any processing of personal data remains subject to the Privacy Policy.

13. Website availability and changes

The Website is made available on an “as available” basis.

Vertex does not guarantee that the Website, or any content on it, will always be available, uninterrupted, secure, error-free or free from bugs, viruses, vulnerabilities or harmful components.

Vertex may, at any time and without prior notice, update, modify, suspend, restrict, replace, remove or discontinue all or any part of the Website, including any solution page, feature description, technical description, integration reference, provider reference, document, material or other content.

Vertex may also restrict or suspend access to the Website where Vertex considers this necessary for legal, regulatory, compliance, security, technical, operational or business reasons.

14. Disclaimer of warranties

The Website and all information, content and materials made available through it are provided on an “as is” and “as available” basis.

To the maximum extent permitted by applicable law, Vertex disclaims all warranties, representations, conditions and undertakings, whether express, implied, statutory or otherwise, in relation to the Website and its content.

In particular, Vertex does not warrant or represent that:

(a) the Website or any Website content is accurate, complete, current, reliable, suitable or error-free;

(b) the Website will be available, uninterrupted, secure or free from defects;

(c) any defect, error, omission or inaccuracy will be corrected;

(d) the Website or any content made available through it will meet your requirements, expectations, business needs, technical requirements, regulatory requirements or intended use;

(e) any solution, feature, integration, provider, payment method, card functionality, banking-related functionality, jurisdiction or technical capability referenced through the Website will be available to you; or

(f) the Website or any content made available through it is free from viruses, malware or other harmful components.

15. Limitation of liability

This section applies only to access to and use of the Website and Website content. It does not limit or exclude any liability under a separate written agreement between Vertex and a customer, except to the extent expressly provided in that agreement.

To the maximum extent permitted by applicable law, Vertex shall not be liable for any loss, damage, cost, expense or liability arising out of or in connection with:

(a) access to, use of or inability to use the Website;

(b) reliance on any information, content, solution description, technical description, integration reference, provider reference or other material made available through the Website;

(c) any inaccuracy, error, omission, delay or incompleteness in Website content;

(d) any update, modification, suspension, restriction, removal or discontinuation of the Website or any part of it;

(e) any third-party website, separate website, platform, provider, technology, integration, content, material, product, service, act, omission, failure, delay, error, security incident or unavailability;

(f) any virus, malware, cyber incident, unauthorised access, data loss, system failure or security event affecting the Website; or

(g) any decision made by you or any third party on the basis of information made available through the Website.

To the maximum extent permitted by applicable law, Vertex shall not be liable for any indirect, incidental, special, consequential, punitive or exemplary loss or damage, or for any loss of profits, revenue, business, contracts, opportunity, anticipated savings, goodwill, reputation, data or business interruption, whether arising in contract, tort, negligence, breach of statutory duty or otherwise.

Nothing in these Terms excludes or limits any liability for fraud, fraudulent misrepresentation, wilful misconduct or any other liability that cannot be excluded or limited under applicable law.

16. Privacy and cookies

Vertex processes personal data collected through or in connection with the Website as described in its Privacy Policy.

The Website may use cookies and similar technologies, including cookies required for the operation, security and functionality of the Website and, where enabled, analytics cookies, including Google Analytics 4.

Non-essential cookies, including analytics cookies, are used only where legally permitted and, where required, subject to your consent through the cookie banner, cookie settings tool or other consent management mechanism made available on the Website.

You may manage or withdraw your cookie consent at any time through the cookie settings tool made available on the Website, where applicable.

Further information about the use of cookies, the categories of cookies used, their purposes and how you can manage your preferences is set out in the Cookie Policy.

You should read these Terms together with the Privacy Policy and the Cookie Policy.

17. Changes to these Terms

Vertex may update or replace these Terms from time to time.

The latest version of these Terms will be made available on the Website and will apply from the date stated as the “Last updated” date, unless otherwise indicated.

By continuing to access or use the Website after the latest version has been made available, you agree to be bound by the latest version.

If you do not agree to the latest version of these Terms, you must stop using the Website.

18. Governing law and jurisdiction

These Terms and any dispute, claim or matter arising out of or in connection with these Terms, the Website or its use, including any non-contractual dispute or claim, shall be governed by and construed in accordance with the laws of the Republic of Cyprus.

To the maximum extent permitted by applicable law, the courts of the Republic of Cyprus shall have exclusive jurisdiction to hear and determine any dispute, claim or matter arising out of or in connection with these Terms, the Website or its use.

Nothing in this section limits Vertex’s right to seek urgent, interim, injunctive or other protective relief before any court of competent jurisdiction where Vertex considers this necessary to protect its rights, confidential information, intellectual property, systems, the Website, business, legal or other legitimate interests.

19. Severability

If any provision of these Terms is held to be invalid, unlawful or unenforceable, that provision shall be deemed modified to the minimum extent necessary to make it valid, lawful and enforceable.

If such modification is not possible, the relevant provision shall be deemed deleted. The remaining provisions of these Terms shall continue in full force and effect.

20. Contact

If you have any questions about these Terms or the Website, you may contact Vertex at:

V. F. S. VERTEXFIN SOLUTIONS LTD

Registration number: HE 452567

Registered office: 11, Filippou, Agios Dometios, 2363, Nicosia, Cyprus

Email: mail@vertexgroup.tech