Platform Terms, OTC Dealing Terms & Payment Services Terms
Last updated: 1 January 2025 · Version 1.0
In these Terms and Conditions, the following definitions apply:
Arcap Partners operates as a technology platform and intermediary. We do not hold client funds, issue electronic money, or provide regulated financial services directly. All regulated activities — including payment processing, account holding, currency exchange, and banking — are conducted by our Licensed Partners, who are independently regulated by the relevant financial authorities in their respective jurisdictions.
The services available on the Platform include:
The availability of specific services may vary depending on the Client's jurisdiction and the applicable regulatory framework. Arcap reserves the right to add, modify, or withdraw services at any time upon reasonable notice.
The Platform is available to corporate entities only. Individual consumers are not eligible to use the Platform unless specifically agreed in writing by Arcap. By applying to use the Platform, you confirm that you are acting on behalf of a duly incorporated legal entity with full authority to bind that entity to these Terms.
All Clients must complete the Arcap KYB process before accessing any services. This includes but is not limited to:
Clients may be required to provide updated documentation on a periodic basis or upon the occurrence of a material change in their business. Failure to provide requested documentation may result in suspension of access to the Platform.
Clients may request indicative exchange rate quotations through the Platform's RFQ system. All quotations are indicative until a Trade Confirmation is issued. Arcap makes no representation that any quotation will be executable at the rate displayed.
Upon acceptance of a quotation by the Client, a Trade Confirmation will be generated and delivered electronically. The Trade Confirmation constitutes a binding agreement between the Client and the relevant Licensed Partner to exchange currencies at the confirmed rate and for the confirmed amount.
The Client must fund the trade in accordance with the instructions set out in the Trade Confirmation. Trades will not be settled until cleared funds have been received by the Licensed Partner. Arcap accepts no liability for any rate movements occurring between quotation and receipt of funds.
Subject to receipt of cleared funds and completion of all compliance checks, settlement will be made in accordance with the timeframes specified in the Trade Confirmation. Standard settlement is same-day (T+0) where operationally practicable, subject to banking cut-off times and local market conditions.
Once a Trade Confirmation has been accepted by the Client, the trade may not be cancelled without the prior written consent of Arcap. Where cancellation is agreed, the Client may be liable for any market losses, hedging costs, or administrative fees incurred by Arcap or its Licensed Partners.
Exchange rates fluctuate continuously. The Client acknowledges and accepts that the rate at which a trade is executed may differ from any indicative rate previously provided. Arcap is not responsible for any losses arising from market movements.
Where Clients subscribe to Arcap's end-to-end payment infrastructure service, Arcap will configure and manage the relevant integrations with Licensed Partners and local payment rails on behalf of the Client. The Client acknowledges that the availability and performance of local payment rails (including PIX, SPEI, and mobile money networks) is subject to factors outside Arcap's control.
The Client is responsible for:
Once a payment instruction has been submitted and executed, it may not be recalled or reversed without the consent of the receiving Licensed Partner and the beneficiary. Arcap is not liable for any losses arising from erroneous payment instructions submitted by the Client.
Where transactions involve stablecoins, the Client acknowledges that stablecoins are not legal tender, are not guaranteed by any government authority, and may be subject to volatility, regulatory change, or loss of peg. The Client assumes all risks associated with holding or transacting in stablecoins.
Where the Client subscribes to hosted fiat account services, Arcap will introduce the Client to a Licensed Partner for the establishment of a named account in the Client's legal name. The account relationship is between the Client and the Licensed Partner; Arcap acts solely as an introducing and management intermediary.
The Client's fiat account will be operated in accordance with the terms and conditions of the relevant Licensed Partner. The Client may be required to accept additional terms from the Licensed Partner as a condition of account opening.
Arcap does not hold, control, or have beneficial interest in funds held in Client fiat accounts. Arcap's role is limited to providing technology infrastructure and relationship management services to facilitate the Client's use of the Licensed Partner's account.
Arcap's fees are set out in the relevant Service Agreement entered into with each Client. Fees may include but are not limited to:
All fees are exclusive of applicable taxes, levies, and regulatory charges unless otherwise stated. Arcap reserves the right to amend its fee schedule upon 30 days' written notice to affected Clients.
Clients should be aware of and accept the following risks before using the Platform:
The Client represents, warrants, and undertakes on a continuing basis that:
Arcap and its Licensed Partners reserve the right to suspend or terminate services, freeze transactions, or report any suspicious activity to the relevant authorities without prior notice to the Client where required by applicable law.
To the maximum extent permitted by applicable law:
All intellectual property rights in the Platform, including its software, algorithms, design, and content, are and shall remain the exclusive property of Arcap Partners Limited. The Client is granted a limited, non-exclusive, non-transferable licence to use the Platform solely for the purposes contemplated by these Terms. The Client shall not copy, modify, reverse engineer, or create derivative works from any part of the Platform without Arcap's prior written consent.
Either party may terminate a Client's access to the Platform by providing 30 days' written notice. Arcap may terminate or suspend access immediately and without notice if:
Upon termination, the Client remains liable for all outstanding obligations, including fees and the settlement of any open trades.
These Terms are governed by and construed in accordance with the laws of England and Wales. Any dispute arising out of or in connection with these Terms shall first be subject to good-faith negotiation between the parties for a period of 30 days. If unresolved, the dispute shall be referred to and finally determined by arbitration under the rules of the London Court of International Arbitration (LCIA), with the seat of arbitration in London. The language of the arbitration shall be English.
These Terms, together with any applicable Service Agreement and any schedules thereto, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior agreements, representations, and understandings.
Arcap reserves the right to amend these Terms at any time. Material amendments will be communicated to Clients with at least 14 days' notice. Continued use of the Platform after the effective date of an amendment constitutes acceptance of the revised Terms.
If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
No failure or delay by Arcap to exercise any right or remedy under these Terms shall constitute a waiver of that right or remedy.
The Client may not assign or transfer any of its rights or obligations under these Terms without Arcap's prior written consent. Arcap may assign these Terms to any successor entity or in connection with a merger, acquisition, or sale of all or substantially all of its assets.
All notices under these Terms shall be in writing and delivered by email to the addresses specified in the relevant Service Agreement, or as updated by either party from time to time.
Arcap shall not be liable for any failure or delay in performance arising from circumstances beyond its reasonable control, including but not limited to acts of God, government action, pandemic, war, cyberattack, or failure of telecommunications infrastructure.
For questions regarding these Terms, please contact: [email protected]