Terms of Service

1. Parties and scope

These Terms govern your access to and use of the virtual IBAN account, foreign-exchange, money-transfer, and stablecoin on-ramp and off-ramp services made available by Parex (collectively, the "Services"). The Services are provided exclusively to business clients and are not available to retail consumers.

Specific commercial terms, pricing, settlement schedules, and product-level conditions are set out in a separate Client Agreement or Order Form executed between Parex and the Client. In the event of conflict between the Client Agreement and these Terms, the Client Agreement prevails for that Client.

2. Definitions

In these Terms the following words have the meanings assigned to them below.

Applicable Law

All laws, regulations, rules, and orders applicable to Parex or the Client, including the Canadian Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA), FINTRAC guidance, the Retail Payment Activities Act, and any equivalent legislation in jurisdictions where the Client operates.

Banking Partner

A regulated financial institution or electronic-money institution through which Parex provides Virtual IBAN, settlement, and fiat-transfer services to its Clients.

Client Agreement

The separate agreement, order form, or onboarding document executed between Parex and the Client, setting out commercial terms, pricing, and product-level conditions for the Services.

KYC / KYB

Know-Your-Customer and Know-Your-Business identification and verification procedures.

Reserve

Funds held back by Parex from Client balances to secure obligations arising under the Client Agreement, including potential transfer reversals, refunds, or compliance-related holds.

Stablecoin

A digital asset designed to maintain a stable value relative to a fiat currency. For the purposes of these Terms, supported Stablecoins are limited to USDT (Tether) and USDC (USD Coin).

Stablecoin Services

The on-ramp and off-ramp services converting fiat currency to supported Stablecoins (USDT and USDC) and vice versa, scheduled for launch in Q2 2026.

Transaction

Any incoming or outgoing transfer, foreign-exchange conversion, stablecoin on-ramp, stablecoin off-ramp, or other operation processed through the Services.

Virtual IBAN (vIBAN)

A dedicated International Bank Account Number assigned to a Client, issued under the BIN of Parex's regulated Banking Partner, which can be used to receive and send transfers via SEPA, SEPA Instant, SWIFT, and other supported rails.

3. Eligibility and onboarding

To become a Client, you must be a legal entity duly incorporated and in good standing in its jurisdiction. Parex provides Services exclusively to business entities and does not offer Services to retail consumers or to natural persons acting outside a business capacity.

Before the Services are activated, the Client shall:

• complete Parex's KYB onboarding and provide all documents requested, including corporate records, ownership structure, source of funds and wealth, beneficial ownership, and identification of directors and ultimate beneficial owners;
• represent accurately the nature of its business and the products or services it sells;
• provide and keep current banking and settlement information;
• sign a Client Agreement or accept these Terms electronically.

Parex may, at its sole discretion and without providing reasons, decline to onboard any applicant, impose additional conditions, or terminate an existing relationship where, in its judgment, the Client presents an unacceptable legal, regulatory, reputational, or financial risk.

4. Services

Parex provides, subject to a successful onboarding and to Applicable Law, the following Services:

• Virtual IBAN Accounts (launching Q2 2026) — dedicated multi-currency vIBAN accounts in EUR and USD, issued through Parex's regulated Banking Partners, used by the Client to receive and send transfers via SEPA, SEPA Instant, SWIFT, and other supported rails.
• Cross-Border FX and Transfers (launching Q2 2026) — foreign-exchange conversion between supported fiat currencies and execution of outgoing transfers via SEPA, SWIFT, and instant rails.
• Stablecoin On-Ramp (launching Q2 2026) — conversion of fiat currency (EUR, USD) to supported Stablecoins (USDT, USDC) and delivery to a Client-controlled wallet.
• Stablecoin Off-Ramp (launching Q2 2026) — conversion of supported Stablecoins (USDT, USDC) to fiat currency and settlement to the Client's vIBAN or external bank account.

The Services are made available by Parex through one or more Banking Partners and through Parex's own infrastructure, in each case subject to Applicable Law and the Client's continued compliance with these Terms and the Client Agreement.

Parex may add, modify, suspend, or discontinue any Service or feature at any time. Where such a change materially affects an active Client, Parex will provide reasonable prior notice, except where immediate action is required by Applicable Law or to mitigate risk.

5. Client obligations

The Client undertakes to:

• comply at all times with Applicable Law and the rules of any payment rail or blockchain network through which its Transactions are processed;
• use the Services only for lawful business activities accurately disclosed to Parex during onboarding;
• maintain accurate and complete records of its Transactions, counterparties, and underlying commercial relationships, and provide them to Parex upon reasonable request;
• cooperate fully with any compliance review, audit, or investigation initiated by Parex, a Banking Partner, or a regulator;
• notify Parex in writing within five (5) business days of any material change to its ownership, control, business activity, financial condition, or regulatory status;
• implement reasonable information-security measures on its own systems, appropriate to the nature and volume of its activities.

6. Fees and settlement

Fees applicable to each Service are set out in the Client Agreement or a separate fee schedule. Fees may include account-maintenance fees, transfer fees (incoming and outgoing), foreign-exchange spreads, stablecoin on-ramp and off-ramp spreads, network fees, and fees related to compliance reviews where applicable.

Unless otherwise agreed in writing, Parex deducts fees and any applicable Reserve amounts from gross settlement proceeds before remitting net amounts to the Client's designated bank account, in accordance with the settlement schedule defined in the Client Agreement.

Parex reserves the right to adjust fees upon thirty (30) days' prior written notice. Clients who do not accept an adjustment may terminate the Client Agreement before the adjustment takes effect.

7. Reserves and risk

Parex may establish and adjust a Reserve at any time to mitigate actual or anticipated transfer reversals, refunds, fraud, regulatory action, insolvency risk, sanctions or AML-related exposures, or other risks related to the Client. The Reserve may take the form of a rolling reserve, a fixed reserve, or a combination of both.

The Reserve belongs to the Client but is held by Parex as security for the Client's obligations. Parex may deduct from the Reserve any amounts owed by the Client to Parex or to third parties through Parex. Remaining Reserve balances are released in accordance with the schedule defined in the Client Agreement and, in any case, once Parex reasonably considers the underlying risk to have expired.

8. AML, KYC and sanctions

Parex is registered with the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC) as a Money Services Business under licence number C10001707 (issued 17 February 2026, valid until 31 July 2028) and is subject to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA). Authorised service categories include Foreign Exchange Dealing, Money Transferring, Dealing in Virtual Currencies, and Payment Service Provider (PSP). Parex maintains a written AML/CTF program, performs customer due diligence, and screens against sanctions lists administered by the Office of the Superintendent of Financial Institutions (OSFI, Canada), the Office of Foreign Assets Control (OFAC, USA), Her Majesty's Treasury (UK), the European Union, and the United Nations Security Council, and reports to competent authorities as required by law.

The Client acknowledges and agrees that Parex may, at any time:

• request additional KYC, KYB, source-of-funds, or source-of-wealth information;
• delay, hold, block, or reverse any Transaction pending compliance review;
• terminate the relationship without further liability where Parex determines, in its sole discretion, that continued service would expose it to legal, regulatory, or reputational risk;
• refrain, in accordance with Applicable Law, from disclosing to the Client the reasons for any such action or the fact that a report has been made to a regulator.

9. Prohibited business and activities

The Client shall not use the Services in connection with any of the following categories, without prejudice to additional prohibitions set out in the Client Agreement:

• any activity that violates Applicable Law, including fraud, money laundering, terrorist financing, evasion of sanctions, or tax evasion;
• unlicensed financial services, including unlicensed brokerage, dealing, or money-transmission services;
• illegal gambling, unlicensed lotteries, and similar activities;
• sale of controlled substances, weapons, or other restricted goods where prohibited;
• child sexual abuse material, non-consensual intimate imagery, or any content that exploits or endangers minors;
• pyramid or Ponzi schemes and other fraudulent business models;
• entities or persons subject to sanctions administered by Canada, the United States, the United Kingdom, the European Union, or the United Nations;
• adult content, pornography, escort services, and dating platforms with sexual content;
• online pharmacies, prescription drugs, and unregulated nutraceuticals;
• unlicensed investment services, binary options, and unregulated forex/CFD brokerage;
• multi-level marketing schemes and any "matrix", "cycler", or similar structure;
• debt-collection services, credit-repair services, and similar consumer-finance schemes;
• tobacco products, e-cigarettes, and vaping devices, where prohibited or restricted;
• timeshare sales, travel clubs, and high-pressure travel sales models;
• unlicensed cryptocurrency exchanges, mixers, tumblers, or privacy-coin services;
• virtual-currency activities involving non-supported digital assets (Parex's Stablecoin Services are limited to USDT and USDC);
• cannabis and CBD products, except where the Client holds all required licences and Parex has explicitly approved the activity in writing;
• any business model with abnormal levels of transfer reversals or persistent counterparty disputes;
• any activity that Parex determines, in its reasonable judgment, is likely to cause transfer reversals, regulatory scrutiny, or reputational harm disproportionate to the commercial benefit of the relationship.

10. Transfer reversals and disputes

The Client is responsible for all transfer reversals, refunds, and disputes arising from its Transactions, together with any associated fees and charges imposed by Banking Partners, payment rails, or blockchain networks. Parex will provide the Client with information reasonably available to it to support resolution of disputes, but the ultimate responsibility for dispute resolution remains with the Client.

Abnormal levels of transfer reversals, fraud reports, or disputes — as determined by Banking Partners, payment-rail rules, or Parex's internal risk thresholds — may result in additional fees, higher Reserve requirements, suspension of the Services, or termination.

11. Data protection and confidentiality

Each party shall process personal data in accordance with Applicable Law, including the Canadian Personal Information Protection and Electronic Documents Act (PIPEDA) and, where applicable, the EU General Data Protection Regulation.

Parex's processing of personal data in the course of providing the Services is further described in our Privacy Notice, available at parex.finance/privacy, which forms an integral part of these Terms.

Each party shall treat as confidential all non-public information received from the other in connection with the Services and shall use it only for the purposes of the Client Agreement. Confidentiality obligations survive termination for a period of five (5) years.

12. Intellectual property

All intellectual-property rights in the Services, the Parex platform, documentation, trademarks, and related materials remain the exclusive property of Parex or its licensors. The Client is granted a limited, non-exclusive, non-transferable, revocable licence to use them solely for the purpose of receiving the Services.

The Client shall not copy, modify, reverse-engineer, or create derivative works from any element of the Services, nor use Parex's name or marks in any public-facing material without prior written consent.

13. Representations and warranties

The Client represents and warrants, on a continuing basis, that:

• it has full corporate authority to enter into and perform the Client Agreement;
• all information provided to Parex is accurate, complete, and not misleading;
• its business is conducted in compliance with Applicable Law;
• it holds all licences, registrations, and authorisations required for its activities;
• no legal or regulatory proceedings that could materially affect its business are pending or threatened, except as disclosed to Parex in writing.

Parex provides the Services on an "as is" and "as available" basis. To the fullest extent permitted by law, Parex disclaims all other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement.

14. Limitation of liability

To the fullest extent permitted by Applicable Law, neither party shall be liable to the other for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, revenue, goodwill, or business opportunity, even if advised of the possibility of such damages.

Parex's aggregate liability arising out of or in connection with the Services in any twelve-month period shall not exceed the total fees actually paid by the Client to Parex in the six (6) months immediately preceding the event giving rise to the claim.

Nothing in these Terms limits liability that cannot be limited under Applicable Law, including liability for fraud, wilful misconduct, or gross negligence.

15. Indemnification

The Client shall indemnify, defend, and hold harmless Parex and its officers, directors, employees, and affiliates from and against any claim, loss, damage, fine, penalty, or expense (including reasonable legal fees) arising out of or related to:

• the Client's breach of these Terms or the Client Agreement;
• the Client's violation of Applicable Law or payment-rail rules;
• any Transaction, product, or service offered by the Client to its counterparties;
• any third-party claim concerning the Client's business.

16. Term and termination

These Terms enter into force upon acceptance and continue for the duration of the Client Agreement. Either party may terminate the Client Agreement for convenience upon thirty (30) days' prior written notice, unless otherwise stated in the Client Agreement.

Parex may terminate the Services, in whole or in part, with immediate effect where:

• the Client materially breaches these Terms or the Client Agreement;
• Parex is required to do so by Applicable Law, by a regulator, or by a payment scheme;
• Parex reasonably believes that continuing the relationship would expose it to legal, regulatory, reputational, or financial risk;
• the Client becomes insolvent, enters liquidation, or is subject to analogous proceedings.

Upon termination, Parex may retain Reserves and continue to exercise its rights under these Terms for a period sufficient to cover residual transfer reversals, refunds, and compliance obligations.

17. Amendments

Parex may update these Terms from time to time. Material changes will be communicated to active Clients at least thirty (30) days before they take effect, except where an earlier effective date is required by Applicable Law or by a regulator. Continued use of the Services after the effective date constitutes acceptance of the amended Terms.

18. Force majeure

Neither party shall be liable for any delay or failure in performance caused by events beyond its reasonable control, including acts of God, war, terrorism, civil unrest, epidemics, strikes, failures of telecommunications, blockchain or banking infrastructure, or actions by governmental authorities. The affected party shall notify the other promptly and use reasonable efforts to resume performance.

19. Governing law and disputes

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles.

The parties shall first seek to resolve any dispute amicably through good-faith negotiations. Any dispute that cannot be resolved within sixty (60) days shall be referred to and finally resolved by the competent courts of Ontario, Canada, to whose exclusive jurisdiction the parties irrevocably submit, without prejudice to Parex's right to seek injunctive or other equitable relief in any court of competent jurisdiction.

20. General provisions

Entire agreement. These Terms, together with the Client Agreement and any schedules or policies expressly incorporated by reference, constitute the entire agreement between the parties concerning the Services and supersede all prior understandings.

Severability. If any provision of these Terms is held unenforceable, the remaining provisions remain in full force and effect.

No waiver. Failure or delay by either party to enforce any right does not constitute a waiver of that right.

Assignment. The Client may not assign its rights or obligations without Parex's prior written consent. Parex may assign its rights and obligations to an affiliate or to a successor in interest.

Independent contractors. The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.

Notices. Notices to Parex must be sent to the registered office and to info@parex.finance. Notices to the Client will be sent to the contact details last provided by the Client.

21. Contact

For any question concerning these Terms, please contact us: