Terms of Use

1. Introduction
These Terms of Service govern your access to and use of the Tensec website, dashboard, platform tools, and related services made available by Tensec Payments, Inc. By accessing or using the platform, you agree to these Terms, and you agree that these Terms form a legally binding agreement between you and Tensec.
These Terms apply to all users. If you have a separate written agreement with Tensec that governs specific services, that written agreement will control for those services and these Terms apply to all remaining use of the platform.
If you do not agree to these Terms, you must not use the platform.

2. Who We Are
Tensec Payments, Inc. and its affiliates provide a technology platform that allows you to access user interfaces, workflow tools, and certain financial products made available through Tensec’s network of regulated financial institutions and service providers.
Financial services that require regulatory authorization are performed through financial institutions that Tensec works with, including Stearns Bank, N. A., NIUM, Braza Bank in Brazil, and PMI Américas in Mexico, or other institutions that Tensec may identify in your account. These institutions act as service providers to Tensec. Your agreement is with Tensec and not with those institutions.
The platform itself does not provide regulated financial services and does not allow you to hold funds with Tensec.

3. Eligibility and Account Registration
You must have the legal capacity to enter into a binding contract to use the platform. You agree to provide accurate and complete information during account creation and to keep your information current. You must protect your login credentials and notify Tensec immediately if you believe your account has been compromised.
You are responsible for all activity under your account.

4. Relationship to Enterprise Agreements
If you have a written enterprise agreement with Tensec, that agreement governs the services it describes. If any part of these Terms conflicts with a written enterprise agreement, the written agreement controls for those covered services. These Terms apply to all other access to the platform.

5. Changes to These Terms
Tensec may update these Terms from time to time. If we make material changes, we will notify you by posting the revised Terms on the website or through your account. The revised Terms will take effect thirty days after posting. If you do not agree to the revised Terms, you must stop using the platform before they take effect. Continued use of the platform means you accept the updated Terms.

6. License and Use of the Platform
Tensec grants you a limited, nonexclusive, nontransferable, revocable license to access and use the platform for your internal business operations. The platform is accessed through a web interface and does not require technical integration.
You may not:
access or attempt to access the platform without authorization
copy, modify, or reverse engineer the platform
use the platform to build or improve a competing product or service
interfere with the operation of the platform
share your login credentials with any other person
use the platform to violate any law or regulation
use the platform to facilitate activity that requires a license or authorization that you do not possess

7. Intermediaries Acting on Behalf of Payors or Payees
If you use the platform to submit instructions or information on behalf of another person or entity, including as a facilitator, broker, agent, marketplace operator, payment service provider, or aggregator, you represent and warrant that:
you are authorized to act on behalf of the underlying party
you have all permissions and rights necessary to submit data and instructions
the underlying party has agreed to your use of the platform for its benefit
you will fulfill all obligations owed to the underlying party
you will comply with all laws that apply to your relationship with that party
You are responsible for performing all customer due diligence, verification, and compliance obligations required for the third parties on whose behalf you act.
Tensec does not have a direct relationship with the underlying payor or payee unless Tensec expressly agrees in writing. Tensec may rely fully on your representations. You are responsible for all information and instructions submitted through your account and you agree to indemnify Tensec for any claims arising from your actions or the actions of the parties you represent.

8. Intermediaries and Financial Partners That Support the Services
Tensec may use financial institutions, foreign exchange providers, processors, payout partners, correspondent banks, and other service providers to support the services you access through the platform. These parties act as service providers to Tensec. They do not have a contractual relationship with you and do not owe duties to you unless required by law.
You authorize Tensec to transmit your information and instructions to these partners as needed to provide the services. Tensec is not responsible for delays, errors, failures, or actions of these partners except to the extent required by law. Tensec’s liability for matters relating to partner performance will not exceed the amounts Tensec actually recovers from those partners. Tensec is not responsible for any obligations, disclosures, warranties, or commitments made by these institutions

9. Accuracy of Information and Customer Instructions
You are responsible for the accuracy, completeness, and legality of all information you provide through the platform. Tensec processes information and instructions exactly as provided and does not verify the accuracy of recipient names, account numbers, bank codes, routing information, amounts, currency selections, or any other details. Tensec does not reconcile or validate beneficiary names or identity information with receiving institutions.
Tensec is not responsible for losses, delays, or failures that result from incorrect, incomplete, or inconsistent information you provide.

10. Automated Tools and AI Features
The platform may include automated tools or AI models that process information you provide. These tools may analyze, classify, summarize, or generate informational outputs based on the data you submit, or data received from Tensec’s financial partners or service providers.
All outputs generated by automated tools or AI are informational. You must verify any output before relying on it. Tensec does not guarantee the accuracy, completeness, or reliability of any automated or AI generated output and is not responsible for decisions or actions you take based on such outputs. Tensec may use de-identified or aggregated information from your use of automated tools to improve its services.
Some automated or AI features may be offered as beta or limited release features and may be modified or discontinued at any time.

11. Prohibited Activities
You may not use the platform to:
violate sanctions, anti-money laundering laws, or other applicable laws
engage in fraud, financial crime, or deceptive conduct
provide unlicensed financial services
process transactions for illegal or restricted goods
disseminate harmful or abusive content
introduce malware or harmful code
interfere with the operation of the platform
circumvent security or compliance controls
misrepresent your identity or authorization
act on behalf of a third party without proper authority
access or use the platform from any country or region where such access is prohibited by law
Tensec may suspend or terminate access if it believes you are engaged in prohibited activity.

12. Fees and Billing
Fees for platform use or for specific products will be disclosed in an order form or in the applicable product terms. You agree to pay all fees, taxes, and charges associated with your use of the platform.
Tensec may invoice you for fees and may charge interest on overdue amounts as permitted by law. Tensec may suspend or restrict your access if you fail to pay amounts when due. Tensec does not share fees with you or pay referral fees unless expressly agreed in writing.

13. Compliance Cooperation
You agree to cooperate with Tensec on compliance matters, including sanctions screening, fraud review, anti-money laundering checks, verification processes, and investigations. You agree to provide accurate and complete information when requested and authorize Tensec to obtain information from third party sources to meet compliance obligations.
Tensec may suspend or restrict access to the platform or to specific products if you do not provide requested information or if your information cannot be verified.

14. Service Modification and Maintenance
Tensec may update or modify the platform at any time, including adding, changing, or discontinuing features. Tensec may perform scheduled maintenance or emergency maintenance, and the platform may be unavailable during those periods.
Tensec does not guarantee continuous, uninterrupted, or error free access to the platform.

15. Suspension and Termination
Tensec may suspend or restrict your access to the platform or to specific products if:
you violate these Terms
you fail to pay applicable fees
Tensec identifies a compliance, risk, or security concern
a partner financial institution requires suspension
Tensec suspects fraudulent or illegal activity
required to do so by law or a government authority
You may terminate your account at any time by contacting Tensec. Termination does not relieve you of obligations that accrued before termination. If a financial institution partner requires suspension or termination, Tensec may implement that suspension without independent review.

16. Third Party Services
The platform may display information or provide access to services offered by third parties. These services are subject to their own terms. Tensec is not responsible for the availability or performance of third party services unless required by law.
Information or functionality received from Tensec’s financial partners or other intermediaries may be delayed, incomplete, or inaccurate.

17. Reversals, Holds, and Delays
Tensec may refuse, delay, or reverse instructions if:
the information provided is incomplete or inaccurate
an additional compliance or risk review is required
a partner financial institution requests or requires a review
Tensec suspects fraud or illegal activity
Tensec is required to do so by law
You are responsible for ensuring that your information satisfies all requirements for timely processing. Tensec is not responsible for delays or reversals resulting from screening, holds, or requirements imposed by receiving institutions in the destination country.

18. No Verification of Customer Instructions
Tensec processes instructions exactly as you provide them. Tensec does not verify recipient names, account numbers, routing information, bank codes, or any other details.
You bear all responsibility for losses or delays resulting from incorrect, incomplete, or inconsistent information you provide.

19. Service Interruptions
The platform may be unavailable, or experience delays due to maintenance, outages, partner bank delays, correspondent bank actions, network failures, or other events outside of Tensec’s control.
Tensec is not responsible for any interruptions or delays.

20. Disclaimers
The platform is provided on an “as is” and “as available” basis. Tensec disclaims all warranties to the extent permitted by law, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
Tensec does not warrant that:
the platform will operate without interruption
data or outputs will be accurate or complete
automated or AI generated outputs will be reliable
partner data will be available or current
financial services accessed through the platform will be timely or error free
Your use of the platform is at your own risk.

21. Limitation of Liability
To the extent permitted by law, Tensec is not liable for:
delays or errors caused by partner financial institutions or other intermediaries
correspondent bank actions
foreign exchange rate changes or timing differences
compliance holds or investigations
network or system interruptions
reliance on automated or AI generated outputs
losses caused by incorrect or incomplete information submitted by you
Tensec’s total liability for all claims relating to these Terms will not exceed the amount Tensec actually recovers from its financial partners or service providers in connection with the event giving rise to the claim. If no amount is recovered, Tensec’s liability will be limited to one hundred dollars. Tensec is not liable for indirect, incidental, consequential, special, exemplary, or punitive damages.
These limitations apply to the maximum extent permitted by law.

22. Indemnification
You agree to indemnify and hold harmless Tensec and its affiliates from claims, losses, damages, liabilities, costs, and expenses arising out of:
your use of the platform
your violation of these Terms
incorrect information you submit
your fraud or illegal activity
your use of automated or AI outputs
your actions as an intermediary on behalf of others
claims arising from your underlying payors or payees

You also agree to indemnify Tensec for claims brought by financial institution partners arising from your use of the services or your breach of these Terms.

23. Modifications to the Platform
Tensec may modify or discontinue any part of the platform at any time. Tensec will provide notice of material changes when reasonable. Continued use of the platform after changes are posted means you accept the changes.

24. General Terms
Assignment. You may not assign your rights under these Terms without Tensec’s consent. Tensec may assign its rights or delegate its obligations to an affiliate or successor.
Severability. If any provision is held invalid, the remaining provisions remain in effect.
Waiver. A failure to enforce any provision is not a waiver of the right to enforce it later.
Entire Agreement. These Terms, any applicable product terms, and any written enterprise agreement form the entire agreement between you and Tensec regarding the platform.
Governing Law. Unless a country specific addendum states otherwise, these Terms are governed by the laws of the United States and the laws of the state of Delaware, without regard to conflict of law principles.
Language. The English version of these Terms controls.

25. Country and Region Specific Terms
Additional terms may apply to users located in specific countries or regions. These country specific terms supplement and form part of these Terms. If there is a conflict between the country specific terms and the Global Terms, the country specific terms will control for users located in that jurisdiction.

Schedule 1

Treasury Product Terms

These Treasury Product Terms apply when you use the Treasury product. They supplement and form part of the Global Terms. If these Treasury Product Terms conflict with the Global Terms, these Treasury Product Terms control for your use of the Treasury product.

1. Description of the Treasury Product
The Treasury product is a Tensec service that provides a web interface and workflow tools to view, organize, and manage information related to accounts, balances, and activity available through financial institutions that support services accessed through the platform.
The Treasury product does not create or provide any financial account, custody arrangement, deposit account, stored value, or payment account. Any balances, settlements, or financial services accessible through the Treasury product are performed through financial institutions that Tensec works with, including Stearns Bank, N. A., NIUM, Braza Bank in Brazil, and PMI Américas in Mexico, or other institutions identified in your account. These institutions act solely as service providers to Tensec.
Your agreement is with Tensec. You do not have a direct contractual relationship with these financial institutions.

2. Role of Tensec and Role of Financial Institutions
Tensec provides the interface, workflow tools, orchestration layer, and customer support for the Treasury product. Tensec may route your instructions to the financial institutions that perform regulated components of the Treasury services.
You authorize Tensec to transmit your information and instructions to these financial institutions as needed to provide the Treasury product. Tensec is not responsible for the timing, execution, settlement, or performance of financial services performed by these institutions except to the extent required by law.

3. Information Displayed in the Treasury Product
Information shown in the Treasury product may come from:
data you provide
data provided to Tensec by financial institutions
data provided by processors, correspondent banks, or other service providers
Tensec does not verify, audit, or reconcile this information. Displayed information may differ from information held by financial institutions or intermediaries and may be delayed, incomplete, or inaccurate. Displayed balances or settlement information may not represent real time data.
You are responsible for confirming any material information directly with your financial institutions if necessary.

4. Automated Tools and Analytics
The Treasury product may include tools that classify, summarize, analyze, or model financial information. These tools may use automated logic or AI.
All outputs are informational. You must verify any output before relying on it. Tensec is not responsible for actions you take based on automated or AI generated outputs.
Forecasting or modeling tools may not reflect actual outcomes and may differ from data held by financial institutions or service providers.

5. No Financial, Investment, or Accounting Advice
The Treasury product does not provide:
financial advice
investment advice
accounting advice
tax advice
recommendations regarding treasury strategy, liquidity, hedging, funding, or capital allocation
All decisions made using information provided through the Treasury product are your responsibility.

6. No Custody or Control of Funds
The Treasury product does not allow you to hold funds with Tensec. Tensec does not take possession of or control your funds. Any funds associated with Treasury-related services are held, controlled, or settled by financial institutions acting under their own authority.

7. Fees
Fees for access to or use of the Treasury product, if applicable, will be stated in an order form or in a written agreement with Tensec. You agree to pay all applicable fees.

8. Availability and Interruptions
The Treasury product may experience outages or delays caused by financial institutions, intermediaries, network providers, or maintenance. Tensec does not guarantee uninterrupted availability of Treasury features.

9. Suspension and Termination
Tensec may suspend or terminate your access to the Treasury product if:
required by a financial institution or service provider
needed to address compliance, risk, or security concerns
required by law or a government authority
you violate these Terms or do not pay applicable fees
Termination of the Treasury product does not terminate other products unless stated otherwise.

10. Survival
Any obligations relating to data accuracy, disclaimers, liability limitations, and indemnification survive termination of your access to the Treasury product.
[End of Schedule 1 – Treasury Product Terms]

Schedule 2

FX Product Terms

These FX Product Terms apply when you use the FX product. They supplement and form part of the Global Terms. If these FX Product Terms conflict with the Global Terms, these FX Product Terms control for your use of the FX product.

1. Description of the FX Product
The FX product is a Tensec service that provides a web interface and workflow tools to request, initiate, or manage currency conversions and cross border payments that are fulfilled through Tensec’s network of financial institution partners.
The FX product does not itself provide foreign exchange services. Currency conversions and cross border payment services made available through the FX product are performed through financial institutions that Tensec works with, including NIUM, Stearns Bank, N. A., Braza Bank in Brazil, and PMI Américas in Mexico, or other institutions identified in your account. These institutions act as service providers to Tensec.
Your agreement is with Tensec. You do not have a direct contractual relationship with these financial institutions.

2. Role of Tensec and Role of Financial Institutions
Tensec provides the interface, workflow tools, orchestration layer, and customer support for the FX product. Tensec may route your instructions to the financial institutions that perform the regulated components of FX services, including pricing, execution, conversion, settlement, and payout.
You authorize Tensec to transmit your instructions and information to these institutions on your behalf. Tensec is not responsible for the timing, execution, pricing, settlement, or performance of financial services performed by these institutions except to the extent required by law.

3. FX Rates and Availability
Foreign exchange rates and currency availability are provided through Tensec’s financial institution partners and may change at any time. Rates shown in the FX product are informational. Executed rates may differ due to market movement, processing times, available liquidity, or partner pricing.
Tensec does not guarantee that any indicative rate, quoted rate, or displayed rate will be available at execution. Tensec is not responsible for market volatility, rate movements, spread changes, liquidity limitations, or unavailable currencies.

4. Execution, Settlement, and Timing
The timing of FX execution and settlement depends on the financial institution partners, correspondent banks, clearing systems, and local payment rails used to complete the transaction. Quoted or displayed FX rates are indicative only and may change until execution is completed by the financial institution.
Tensec is not responsible for:
delays in partner bank execution
correspondent bank actions or delays
cutoff times or processing windows
settlement delays
local clearing delays
regulatory holds or reviews
time zone differences
incomplete or inconsistent beneficiary information
delays caused by the receiving institution
Tensec may delay or refuse transactions if required by law, by a financial institution partner, or by a compliance review.

5. Instructions and Information Provided by You
You are responsible for ensuring that all instructions and data submitted through the FX product are accurate, complete, and suitable for processing. Tensec does not verify or correct beneficiary names, account numbers, bank codes, routing information, currency selections, or other user provided details.
You bear all responsibility for losses, rejections, misdirected payments, or delays resulting from incorrect or incomplete information.

6. Automated Tools and AI
The FX product may include automated tools or AI features that provide informational estimates, routing guidance, or suggested conversion paths. These outputs are informational only and must be verified by you before use.
Tensec is not responsible for decisions or actions you take based on automated or AI generated outputs.

7. No Financial, Hedging, or Investment Advice
The FX product does not provide:
hedging services
investment advice
risk management advice
pricing recommendations
strategies for managing currency exposure
You are responsible for all decisions related to your currency conversions and cross border payments.

8. No Custody or Control of Funds
The FX product does not allow you to hold or store funds with Tensec. Tensec does not take possession of or control your funds. All settlements and payouts are performed by financial institutions acting as service providers to Tensec. Tensec does not guarantee that liquidity for any currency pair will be available at any time.

9. Fees
Fees for FX services, including spreads, conversion fees, or transaction fees, will be disclosed in the FX product interface, in an order form, or in a written agreement with Tensec.
You agree to pay all applicable fees, taxes, and charges associated with FX transactions.

10. Availability and Interruptions
The FX product may experience delays or interruptions caused by financial institutions, correspondent banks, market conditions, network providers, or maintenance. Tensec does not guarantee uninterrupted FX service availability or access to any specific currency, corridor, rate, or payout method.

11. Suspension and Termination
Tensec may suspend or terminate your access to the FX product if:
requested or required by a financial institution partner
required to address compliance, risk, or security concerns
you violate these Terms or do not pay applicable fees
Tensec suspects fraud or illegal activity
required by law or a government authority
Termination of the FX product does not terminate access to other products unless stated otherwise.

12. Survival
Any obligations relating to data accuracy, liability limitations, disclaimers, and indemnification survive termination of your access to the FX product.
[End of Schedule 2 – FX Product Terms]

Country and Region Specific Terms

The following terms apply to users located in the listed jurisdictions. These terms supplement and form part of the Global Terms. If there is a conflict between these country specific terms and the Global Terms, the country specific terms control for users located in that jurisdiction.

Brazil

The following provisions apply to users located in Brazil or to transactions involving Brazilian corridors.

1. Financial Institutions Supporting Services in Brazil
Financial services accessible through the platform may be fulfilled through Braza Bank or other financial institutions that support services for Brazil. These institutions act as service providers to Tensec. Your agreement is with Tensec and not with these institutions. These financial institutions may apply their own due diligence, compliance reviews, and processing limitations under Brazilian law.

2. Information Accuracy and Instruction Liability
For Brazilian corridors, Tensec processes payment and FX instructions exactly as provided. Tensec does not verify recipient account numbers, CPF or CNPJ information, bank codes, PIX details, beneficiary identity, or other instruction data.
You are responsible for losses, delays, or misdirected transactions resulting from incorrect or incomplete information you provide. Tensec is not liable for transactions that fail, settle incorrectly, or are misdirected due to incorrect account details supplied by you.

3. Partner Bank Delays and Correspondent Bank Actions
FX and cross border transactions routed to Brazil may involve local clearing systems, correspondent banks, and Braza Bank. Tensec is not responsible for delays, holds, or failures caused by these institutions or by regulatory reviews in Brazil.

4. Compliance Reviews
Transactions involving Brazil may require additional reviews for AML, sanctions, or regulatory compliance. Tensec may delay or refuse transactions if required by a partner financial institution or by Brazilian law.

5. Consumer Rights and Statutory Protections
If Brazilian consumer protection laws apply to your use of the platform, any non-waivable statutory rights provided under Brazilian law apply in addition to these Terms. Nothing in these Terms limits rights that cannot be waived under applicable law.

Mexico

The following provisions apply to users located in Mexico or to transactions involving Mexican corridors.

1. Financial Institutions Supporting Services in Mexico
Financial services accessible through the platform may be fulfilled through PMI Américas; or Fintoc; or through other financial institutions supporting services in Mexico. These institutions act as service providers to Tensec. Your agreement is with Tensec and not with these institutions.

2. Information Accuracy and Instruction Liability
For Mexican corridors, Tensec processes instructions exactly as provided. Tensec does not verify beneficiary names, CLABE numbers, bank codes, account details, or other instruction data.
You are responsible for any losses or delays caused by incorrect, incomplete, or inconsistent information you provide.

3. Local Rails and Clearing Systems
Mexican payments and FX transactions may rely on SPEI, local clearing networks, correspondent banks, or PMI Américas. Tensec is not responsible for delays, holds, rejections, or failures caused by these systems or by partner financial institutions. Processing times for SPEI payments are subject to Banco de México rules and may vary.

4. Compliance Reviews
Transactions involving Mexico may require additional KYC, AML, sanctions, or regulatory reviews. Tensec may delay or refuse transactions if required by a partner financial institution or by Mexican law.

5. Statutory Rights
If applicable Mexican law grants non waivable consumer or user rights, those rights apply in addition to these Terms. Nothing in these Terms limits rights that cannot be waived under local law.

United States

The following provisions apply to users located in the United States or to transactions involving U.S. corridors. These terms supplement and form part of the Global Terms. If there is a conflict between this Addendum and the Global Terms, this Addendum controls for users located in the United States.

1. Financial Institutions Supporting U.S. Services
Financial services accessible through the platform may be fulfilled through Stearns Bank, N. A. or through other financial institutions that support U.S. services. These institutions act as service providers to Tensec. Your agreement is with Tensec and not with these institutions.
Any funds held, settled, or transmitted in connection with services supported by Tensec’s U.S. financial partners are held and controlled by the financial institutions performing those services, and not by Tensec.

2. No Deposit Accounts; No FDIC Insurance
Your use of the platform, Treasury product, or FX product does not create a deposit account, payment account, custodial account, or stored value account with Tensec. Tensec does not hold funds and does not accept deposits.
Balances displayed on the platform reflect information provided by Tensec’s financial partners and do not represent funds held by Tensec. Unless expressly stated in a written enterprise agreement, funds associated with any services accessed through the platform are not FDIC insured through Tensec. Any FDIC insurance that applies to funds held by financial institution partners applies only to funds held by those institutions in accounts that they control, and not to any funds held or controlled by Tensec

3. Electronic Communications Consent
By using the platform, you agree to receive all disclosures, notices, statements, and communications from Tensec electronically. You acknowledge that electronic communications have the same legal effect as paper communications.
You may withdraw consent to electronic delivery by contacting Tensec, but doing so may limit or prevent your access to the platform.

4. U.S. Regulatory Reviews
Transactions involving the United States may require additional reviews for sanctions, anti-money laundering requirements, fraud monitoring, or other regulatory obligations. Tensec may delay or refuse transactions if required by U.S. law, by a financial institution partner, or by a compliance review.

5. State Law Notice
Some U.S. states require disclosures regarding electronic financial services, consumer rights, or dispute processes. If state specific disclosures apply to the services you receive, Tensec will provide those disclosures either in your account or in a written agreement.
Nothing in these Terms limits rights that cannot be waived under applicable U.S. law.
[End of Country and Region Specific Terms]