Merchant Terms of Use

TERMS EFFECTIVE ON 1 JANUARY 2022

These Merchant Terms of Use (the “Terms”) govern the use of the products, services or any other features, technologies or functionalities related to merchant payment acceptance services (the “Acceptance Services”) provided by Zinari (“Zinari”, “we”, “our”, or “us”) through Zinari’s website, API or through any other means to you (“Merchant”, “you” or “your”). By using the Acceptance Services, you accept these Terms and agree to be bound by them, confirm that you have read, understood, and accepted all of the provisions contained herein, including, without limitation, Section 18.7, Governing Law; Arbitration; Waiver of Class Action.

1. Our Services

Zinari is a blockchain/cryptocurrency payment processor that enables you to accept cryptocurrencies as a payment method in exchange for goods or services you sell to your customers (“Shoppers”).

Zinari is not a cryptocurrency exchange, nor does it provide cryptocurrency custody as part of the Acceptance Services. The Acceptance Services are only available to businesses that sell products or services and registered charitable organizations that accept donations.

By using the Acceptance Services, you authorize Zinari to act as your agent and to take any and all actions that we think are necessary or desirable to provide the Acceptance Services and to comply with applicable laws and regulations. Payment by a Shopper to Zinari is considered the same as payment made directly to you and limits the Shopper’s outstanding obligations to the extent of the payment.

2. Contracting Entity and Regulatory Compliance

2.1 Contracting Entity

Unless you are located in one of the countries listed in the next sentence or you are receiving settlement in Australian Dollars, Canadian Dollars, Great British Pounds, New Zealand Dollars or South African Rand, your relationship pursuant to these Terms is with Zinari, Inc., a Delaware, USA corporation, having its principal offices at 8000 Avalon Blvd, Suite 300, Alpharetta, Georgia 30009, USA. If you are located in Austria, Belgium, Bulgaria, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Iceland, Ireland, Italy, Latvia, Lichtenstein, Lithuania, Luxembourg, Malta, Netherlands, Norway, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden, Switzerland or the United Kingdom, or you are receiving settlement in Australian Dollars, Canadian Dollars, Great British Pounds, New Zealand Dollars or South African Rand, your relationship pursuant to these Terms is with Zinari B.V., a Dutch private company with limited liability, having its registered address at Stadsplateau 7 WTC office 7, 3521 AZ, Utrecht, The Netherlands and registered with the trade register of the Dutch Chamber of Commerce under number 58655891.

2.2 Our Regulatory Compliance

Zinari, Inc. is subject to U.S. laws and regulations. This includes the Bank Secrecy Act, the economic and trade sanctions programs administered by the Office of Foreign Assets Control (OFAC) of the United States Department of the Treasury, the USA PATRIOT Act, and other anti-money laundering (AML) and anti-terrorist financing (ATF) laws. Zinari, Inc works with registered Money Service Business with the Financial Crime Enforcement Network of the U.S. Department of the Treasury (FinCEN) and licensed money transmitters in the U.S. states where applicable law requires it to be licensed. As required by applicable laws and regulations, Zinari Finance, Inc. maintains a comprehensive AML/ATF/Sanctions compliance program.

3. Representations and Warranties

You represent and warrant that:

• The individual accepting these terms on behalf of the Merchant is of the age of majority, and has all necessary power, capacity and authority to bind the Merchant hereto;
• You have all necessary right, power, authority and ability to enter into and fulfill your obligations under these Terms and your use of the Acceptance Services;
• Your business entity is duly organized, validly exists, is in good standing under the laws of the state and country of its formation, and is duly qualified and in good standing in each jurisdiction in which the conduct of its business requires it to so qualify;
• At the time you become bound by these Terms, you are not a consumer (consument) as such term is defined in, and used for the purposes of, the Dutch Financial Markets Supervision Act (Wet op het financieel toezicht) and the Dutch Civil Code (Burgerlijk Wetboek), and you undertake to notify us immediately if at any time you become a consumer. Broadly, in this context, a consumer is an individual acting for purposes other than a trade, business or profession;
• Your use of the Acceptance Services will not contravene any applicable international, federal, state or local laws or regulations, including tax laws and regulations;
• You ensure that your use of the Acceptance Services does and at all times will comply with all applicable anti-money laundering/anti-terrorist funding compliance laws and regulations, including, without limitation, all OFAC-administered sanctions programs and any other sanctions programs that may apply to you based on the jurisdiction(s) in which you operate your business and serve your customers;
• Your use of the Acceptance Services will violate neither these Terms nor any other applicable terms of use; and
• All information that you have provided to us, and may from time to time provide to us, is and shall continue to be true and complete, and shall be timely updated and corrected to maintain its status as true and complete.

4. Your Merchant Account (“Account”)

4.1 Account Opening and Registration

We are required to collect certain information from Merchants to comply with anti-money laundering and anti-terrorist funding laws and regulations. Therefore, as part of establishing a Zinari Merchant Account, at a minimum you will be asked to submit business-related information such as name, mailing address, physical address, phone number, email address, information relating to the ultimate beneficial owner(s) or the individual(s) having significant control over the business such as tax identification number and government-issued identification, legal name, fictitious name (i.e. DBA name), company website, bank account details to be used for settlement of transactions made using the Acceptance Services, the nature of your expected transactions, and your field of industry. You may be asked to submit additional information and/or documents to enable us to verify your identity and assess business risk, such as entity formation documentation, compliance program documentation, and information regarding your Shoppers.

The information you provide at the time of opening the Account must be accurate and complete, and you must inform us within ten (10) business days of any changes to such information. Zinari has the right to reject your Account registration, to later close your Account, or to restrict the provision of the Acceptance Services to you if you do not provide and maintain accurate, complete and satisfactory information.

4.2 Transaction Processing Limits

Zinari may impose daily and annual transaction processing volume limits per Account. If you wish to increase your limit, you will be required to apply for an upgrade from your Account dashboard (“Dashboard”) and provide us with documentation necessary to qualify for that upgrade. Depending on the upgrade request, you may be required to provide additional information and documentation. Requests will not be approved until all required documentation has been reviewed and the accuracy and authenticity of the information has been confirmed. A description of the processing limits and the upgrade process is available in our FAQs here: support.Zinari.com/hc/en-us/articles/206003676-How-do-I-raise-my-approved-processing-volume-tier-limit-

4.3 Shopper Verification

Your Shoppers would not be required to complete a verification process at the time of payment.

4.4 Prohibited Use and Business

4.4.1 Prohibited Use

In connection with your use of the Acceptance Services, and your interactions with other users and third parties, you agree you will not engage in the following Prohibited Uses. This list is non-exhaustive and we reserve the right to modify it at any time. It is within our sole discretion to determine whether an activity falls into one of these categories. If you are uncertain as to whether or not your use of the Acceptance Services involves a Prohibited Use or have questions about how these requirements apply to you, please contact us at Zinari.com/request-help/wizard.

• Unlawful Activity: Actions which violate, or would assist in violation of, any law, statute, ordinance, or regulation, including applicable sanctions programs including but not limited to the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”) and the Dutch Sanctions Act, or which would involve proceeds of any unlawful activity; activity which would publish, distribute or disseminate any unlawful material or information.
• Abusive Activity: Actions which impose an unreasonable or disproportionately large load on our infrastructure, or detrimentally interfere with, intercept, or expropriate any system, data, or information; transmit or upload any material to our computer systems, networks or sites that contain viruses, trojan horses, worms, or any other harmful or deleterious programs; attempt to gain unauthorized access to our computer systems, networks or sites or our other customers’ Accounts, computer systems or networks connected to us, through any other means; interfere with another individual’s or entity’s access to or use of the Acceptance Services; use information of another party to access or use our computer systems, networks or sites, except in the case of specific Merchants which are specifically authorized by a user to access such user’s Account and information; transfer your Account access or rights to your Account to a third party, unless by operation of law or with the express written permission of Zinari; or harvest or otherwise collect information from our computer systems, networks or sites about others, including without limitation email addresses, without proper consent.
• Abusive Actions Against Others: Actions which defame, abuse, extort, harass, stalk, threaten or otherwise violate or infringe the legal rights (such as, but not limited to, rights of privacy, publicity and intellectual property) of others; incite, threaten, facilitate, promote, or encourage hateful or violent acts against others.
• Fraud: Actions which operate to defraud us, our users, or any other person; provide any false, inaccurate, or misleading information to us.
• Intellectual property infringement: Transactions involving items that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under the law, including but not limited to sales, distribution, or access to counterfeit music, movies, software, or other licensed materials without the appropriate authorization from the rights holder; use of any Zinari intellectual property, name, or logo, including use of Zinari trade or service marks, without express consent from Zinari or in a manner that otherwise harms Zinari or any Zinari brand; any action that implies an untrue endorsement by or affiliation with Zinari.

4.4.2 Prohibited Business

In addition to the Prohibited Uses, the following categories of businesses, business practices, and items for sale are prohibited from the Acceptance Services. Most Prohibited Business categories are imposed by the requirements of our banking providers or regulators. This list is non-exhaustive and we reserve the right to modify it at any time. It is within our sole discretion to determine whether an activity falls into a Prohibited Business category. If you are uncertain as to whether or not your use of the Acceptance Services involves a Prohibited Business, or have questions about how these requirements apply to you, please contact us at Zinari.com/request-help/wizard.

• Drugs and drug paraphernalia (e.g., narcotics, controlled substances, and any equipment designed for making or using drugs);
• Marijuana/cannabis dispensaries and related products and businesses;
• Weapons, munitions, gunpowder and other explosives (including fireworks);
• Toxic, flammable, and radioactive materials;
• Pseudo-pharmaceuticals;
• Substances designed to mimic illegal drugs;
• Sexually explicit content;
• Sexually-related services;
• Pyramid and investment schemes, multi-level marketing schemes, and other unfair, predatory or deceptive practices;
• Items used for speculation or hedging purposes (such as derivatives);
• Credit and collection services;
• Items that infringe or violate any intellectual property rights such as copyrights, trademarks, trade secrets, or patents, including counterfeit or unauthorized goods;
• Products and services with varying legal status from state to state;
• Transactions that disclose the personal information of third parties in violation of applicable law; and
• Transactions related to cloud-mining.

4.5 Restricted Business

If you engage in any of the following categories of businesses, business practices, and items for sale, you will only be allowed to transact as expressly authorized by us and may be required to agree to additional conditions, make supplemental representations and warranties, complete enhanced onboarding procedures, and operate subject to restrictions. This list is non-exhaustive and we reserve the right to modify it at any time. It is within our sole discretion to determine whether an activity falls into one of these categories. If you are uncertain as to whether or not your use of the Acceptance Services involves a Restricted Business, or have questions about how these requirements apply to you, please contact us at Zinari.com/request-help/wizard.

• Charitable organizations;
• Religious/spiritual organizations;
• Money Services Business as defined by FinCEN of the United States Department of the Treasury;
• e-Wallets;
• Foreign and currency exchange services;
• Sale or trade of cryptocurrencies;
• Transactions associated with purchases of annuities or lottery contracts, lay-away systems, banking, offshore banking, transactions to finance, investing, investment related products; and
• Transactions involving gambling or any activity requiring an entry fee and a prize, including but not limited to casino games, sports betting, horse or greyhound racing, lottery tickets, other ventures that facilitate gambling, and sweepstakes, if you and your Shoppers are located exclusively in jurisdictions where such activities are permitted by law.

4.6 Guarding Your Password

You will choose a password when registering for your Account. You are responsible for maintaining the confidentiality of your password and Account access credentials. You are fully responsible for all activities that occur with the use of your password or Account. Please notify us immediately if you become aware of any unauthorized use of your password or Account or any other breach of your security which may compromise your password or Account. You may not allow third parties or unauthorized users to use your Account. We will not be liable for any loss that you may incur as a result of someone else using your password or Account, either with or without your knowledge. You may notify Zinari of a security breach regarding your password or Account by emailing [email protected] or using Zinari’s support wizard: Zinari.com/request-help/wizard.

4.7 Records

4.7.1 Our Obligations

Pursuant to applicable laws and regulations, Zinari is required to maintain records of all documentation and information related to your Account for the duration that your Account is active and after your Account is closed.

4.7.2 Your Obligations

Pursuant to applicable laws and regulations, you are required to maintain all records needed to fulfill orders for goods or services and provide post-sale support to your Shoppers. If the sale of an item requires a government registration of the sale, you are responsible for such registration.

4.7.3 Request for Documentation and Right to Inspect Records

Zinari or its auditors, an appropriate regulator, or other relevant competent authority may request to obtain and inspect certain of your business records with reasonable advance notice or immediately if required by law, a regulator, or other relevant authority. If you refuse such a request, we reserve the right to suspend or terminate your Account.

4.7.4 Information Sharing

You hereby authorize us to share information about you, your Account and Account activity with law enforcement, regulators and government agencies. We hereby also authorize you to share information about us and our Acceptance Services to you with law enforcement, regulators and government agencies.

4.8 Account Suspension and Closure

4.8.1 Your Right to Close Your Account

You may close your Account anytime. You will still be obligated to us for any fees incurred, if applicable, before the closure, and we will remit to you funds not yet paid to you and associated with pre-closure sales. If your Account balance is below our documented minimum transfer amount, you may be responsible for any applicable transaction fees that may be incurred in the funds transfer. Support for closing your account is available here: support.Zinari.com/hc/en-us/articles/204598335-How-to-close-your-merchant-account.

4.8.2 Our Right to Decline, Suspend, or Close Your Account

We reserve the right to decline to provide our Acceptance Services to you or immediately suspend or close your Account, without notice, if we learn or reasonably suspect, in our sole discretion, that you will use or have used your Account to engage in unlawful or improper activity in violation of applicable laws or regulations, these Terms, and/or our other applicable terms of use, including but not limited to a violation of Section 4.4, Prohibited Use and Business, or Section 4.5, Restricted Business. We reserve the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, sanctions programs, legal process or governmental request.

Additionally, if your Account does not have a paid transaction for more than twelve consecutive months, we reserve the right to suspend the Account and automatically disable processing capabilities. You will receive information about the process to reactivate the Account.

Zinari also reserves the right to terminate accounts which receive excessive Shopper complaints (see Section 12.1, Shopper Complaints).

4.8.3 Effect of Account Closure

If your Account is closed for any reason, you agree: (a) to continue to be bound by surviving portions of these Terms, (b) to immediately stop using the Acceptance Services, (c) that the license provided under these Terms shall end, (d) to remove from your website, apps and marketing materials and will discontinue using any Zinari service marks, logos or other branding, (e) that we will retain certain information and Account data as required under applicable laws and regulations, and (f) that we shall not be liable to you or any third party for termination of access to the Acceptance Services, closure of an Account, or retention of information or Account data.

5. Your Use of Third-Party Services

In using the Zinari website or the Acceptance Services, you may separately be offered additional services, products or promotions by third parties. If you decide to use any of these third-party services, you do so at your own risk and are solely responsible for reviewing, understanding and complying with the associated terms and conditions. We expressly disclaim any liability for third-party services and are not responsible for the performance of third-party services or servicers.

6. Security and Wallet Security

6.1 Security

We have implemented security measures designed to protect information from accidental loss and from unauthorized access, use, alteration or disclosure. Our security measures include risk assessments and controls for the following: application and system access, system and application development and maintenance, acceptable use, data classification, incident response, disaster recovery and business continuity, and security training. We cannot guarantee that unauthorized persons will never gain access to your information, and you acknowledge that you provide your information at your own risk, except as otherwise provided by applicable law. If we reasonably suspect or we become aware of a breach of our security measures that may have impacted you, your Account or your information, we will provide you with notice within 72 hours of gaining such suspicion or becoming aware of such breach. Such notice will be provided to your email address included in your Merchant profile.

6.2 Digital Wallet Security

Shoppers sending cryptocurrency payments and Merchants receiving settlements in cryptocurrency need to have a digital wallet. A digital wallet is a piece of software enabling a user to store encrypted private keys, used to sign transactions to access funds. A custodial digital wallet constitutes an account where third parties serve as financial intermediaries or custodians of a user’s cryptocurrencies. A custodial wallet provider stores the user’s private keys and thus has control over the user’s funds. A non-custodial digital wallet does not constitute an account where third parties serve as financial intermediaries or custodians of a user’s cryptocurrencies. A non-custodial wallet provider administers only the technical platform to store a user’s private keys, but has no control over or access to the private keys, and therefore no control over or access to the user’s funds.

Shoppers and Merchants may use any cryptocurrency wallet to store their funds, including the Zinari wallet. Zinari does not endorse or vouch for the quality or security of any third-party wallets. The wallet owner is solely responsible for safekeeping passwords and private keys used to access their wallet, as well as maintaining the security protocols and updates on devices used to download and use their wallet. If a Shopper or Merchant chooses to use the Zinari wallet, they do so subject to the Zinari Wallet Terms of Use.

Zinari is not responsible for, and cannot assist with recovery of, a loss of cryptocurrency funds incurred by a Merchant or Shopper if a wallet is compromised, for example due to loss of or unauthorized access to private keys, accidental sharing of a backup, a bug in the user’s device or the wallet software, or a malicious attack on the wallet software.

In the event your account balance gets settled to a wallet that becomes compromised or inaccessible, or in the event a Shopper’s wallet becomes compromised or inaccessible, it is up to you to decide how to handle any inquiries or potential claims. Zinari does not get involved in resolving such issues.

7. Privacy and Data Protection

Our Privacy Notice, including our California Consumer Privacy Act (“CCPA”) terms, is available at Zinari.com/about/privacy, and is incorporated by reference into these Terms.

8. Ownership and Use of Services and Intellectual Property

8.1 Our Ownership of the Services and Zinari Website

You agree and acknowledge that we own all right, title, and interest in the Acceptance Services, the associated software, technology tools and content, the Zinari service marks and logos, the Zinari website, the content displayed on the website, and other materials produced by Zinari (collectively, “Zinari IP”). You are only permitted to use the Acceptance Services and Zinari IP to offer the Acceptance Services to your Shoppers, according to these Terms. We grant you a personal, limited, revocable, non-exclusive and non-transferable license to use Zinari IP. You shall not rent, lease, sublicense, distribute, transfer, copy, reproduce, download, display, modify or timeshare Zinari IP or any portion thereof, or use Zinari IP as a component of or a base for products or services prepared for commercial sale, sublicense, lease, access or distribution. You shall not prepare any derivative work based on Zinari IP, nor shall you translate, reverse engineer, decompile or disassemble Zinari IP.

8.2 Use of Zinari Marks

While you have an active Account with Zinari, you may use those Zinari Marks that are made available to you by us through our Brand Guidelines and strictly subject to your use being consistent with the Brand Guidelines. Any and all goodwill arising from your use of the Zinari Marks will inure to our sole and exclusive benefit. We reserve the right to update the Zinari Brand Guidelines from time to time, and you are responsible for maintaining compliance with the then current version, provided that you have up to sixty days following an update to make any necessary changes. We will make commercially reasonable efforts to provide notice of any changes to the Brand Guidelines. The Brand Guidelines are available via our website at brand.Zinari.com. Without waiving any rights that may be available to us, if we determine that you are using any Zinari Marks inconsistent with the Brand Guidelines or in a manner that we reasonably determine is objectionable, we will provide you with notice and you agree to promptly discontinue the objectionable use. Failure to discontinue objectionable uses or repeated violations of the Brand Guidelines will be deemed a breach of this Agreement.

9. Advertising and Marketing

With your prior written approval, we may publish your corporate name, URL, artwork, text, logo, case studies, and other publicly available information about your business (“Content”) in Zinari’s promotional materials, marketing channels and business directory. A third party may use Zinari’s publicly available Content and tailor the data to create entries for directories or other channels, and the data listed on third-party directories or channels will be subject to separate third-party terms of use. We may also request a testimonial or quote in the form of a blog post, promotional material, press release, or interview, and/or a reference. You have no obligation to provide Content, a testimonial, quote or reference. Upon mutual agreement, you and Zinari may engage in a separate marketing campaign.

You represent and warrant to us that you have the right to provide the Content to us, and that the use, copying, modification and publication of the Content by us: (a) will not infringe, violate or misappropriate any third-party copyright, patent, trade secret or other proprietary rights, (b) will not infringe any rights of publicity or privacy, and (c) will not be defamatory or otherwise violate any law.

10. Invoices

10.1 Invoice Generation and Competitive Exchange Rate Guarantee for Your Shopper

In order to accept a cryptocurrency payment, you need to create a payment request (“Invoice”) using the Acceptance Services, based on the amount you want to collect in your settlement currency, such as U.S. Dollars or Euros, or in any of the supported cryptocurrencies. Zinari’s hosted invoice user interface must be displayed to the Shopper during checkout.

When Zinari processes payments, we use Zinari’s Best Bid (“BBB”) rate. We guarantee the exchange rate for the Shopper as long as the Shopper pays within the proper time window after the Invoice is created. Invoice timeout information is clearly displayed on each Zinari Invoice. For more information about how Zinari calculates exchange rates and factors in market depth, please refer to CoinGecko rates.

While we guarantee the exchange rate for the Shopper as long as the Shopper pays within such time window, you agree that you assume the volatility risk of your settlement currency. For example, if you ask us to collect U.S. $150.00 and the Shopper sends the cryptocurrency equivalent within the time window, we guarantee you will receive exactly U.S. $150.00, minus our fee, but we do not guarantee the future value of the U.S. Dollar (or any other fiat currency) relative to any benchmark. 

10.2 Invoice Completion

An Invoice is considered “complete” by us if it has been fully paid by the Shopper, the corresponding transaction has reached our required number of block confirmations, and the payment has been credited to your Account ledger.

The number of confirmations required for a transaction depends on several factors, including the blockchain being used and our internal analysis of risk. We employ risk mitigation techniques to detect fraudulent payments, such as payments that are at risk of never receiving the required number of block confirmations. However, these measures do not completely eliminate the risk associated with unconfirmed payments.

A confirmed Invoice means that payment has been made and the required block confirmations have occurred, such that the transaction has passed our risk validation measures, but it still needs to be credited to your Account ledger. For more information about how block confirmations and Invoice completion works, see our docs.

You have the option to inform your Shopper that you have accepted the Invoice as paid before Zinari deems the Invoice completed, e.g. an Invoice payment that is not confirmed. Zinari is not liable for settling Invoices which are not considered fully paid and complete. In other words, if you accept a payment before it is credited by us to your Account ledger, we are not required to settle to you if we determine that the payment was fraudulent or otherwise invalid. Your Dashboard will display the current status for each payment (i.e., “paid”, “confirmed”, “complete”, “overpaid”, “underpaid”, “refunded”, or “invalid”). Payments that may be fraudulent will be identified in the Dashboard as invalid, which reflects that they have failed to achieve any block confirmations in the applicable blockchain. The failure to achieve block confirmations could also occur for reasons other than fraud (e.g. the payment was sent with insufficient miner fees).

10.3 Zinari Supported Cryptocurrencies

Zinari may add new cryptocurrencies to the Services. Additional cryptocurrencies will be added to the Services on an opt-out basis, such that they will be enabled by default unless you instruct Zinari to disable them. In addition, there may be circumstances that cause Zinari to decide to remove a particular cryptocurrency as a payment option.

10.4 Payment Exceptions

In certain situations when an Invoice is underpaid or overpaid, it will result in a “payment exception”. Shoppers will automatically receive a notification via email and/or SMS messaging from Zinari in order to claim the underpayment or overpayment, as described below. Zinari incurs miner fees to refund a payment. If a Shopper requests a refund for a payment exception, Zinari will deduct the miner fees from the refunded amount (see Section 14, Fees, for details).

10.4.1 Underpayments

Underpayments occur when a Shopper sends insufficient funds to fully pay an Invoice. Underpayments cannot fulfill an Invoice in full or part, and the underpayment is not credited to your Account. Zinari will notify the Shopper of the underpayment by email and/or SMS message and such notification will enable the Shopper to request a refund for the partial payment. The Shopper may also request a refund of the underpayment directly from the Invoice. To complete the transaction, the Shopper will need to generate a new Invoice by restarting the checkout process. The new Invoice will provide the Shopper with a new payment amount based on the then-current exchange rate and a new time window in which to complete the payment.

10.4.2 Overpayments

Overpayments occur when a Shopper sends funds in excess of the amount needed to fulfill the Invoice. In such cases, the Invoice passes through the state of being paid in full and is marked as an overpayment. Once the Invoice status is set to “complete”, the funds needed to fully pay the Invoice are applied to your Account. However, the excess funds are not applied. Zinari will send a notification by email and/or SMS message to the Shopper enabling the Shopper to request a refund for the excess funds. The Shopper also has the ability to request a refund of the excess funds directly from the Invoice.

10.4.3 Orphan Payments

“Orphan payments” occur when a transaction is received outside the time window referenced in Section 10.1, Invoice Generation and Competitive Exchange Rate Guarantee. Any payments sent to the expired Invoice will show up in Zinari’s system as an orphan payment. Orphan payments also occur when a user sends cryptocurrency to one of our wallet addresses without a connection to an Invoice. Zinari cannot automatically associate orphan payments with an Invoice, merchant, Shopper email or SMS capable phone number. For more information or to resolve orphaned payments, either you or the Shopper will need to reach out to our support team (Zinari.com/request-help/wizard) with required information. Orphan payments are failed payments, and cannot be applied to an Invoice. If an orphan payment occurs, the Shopper will need to generate a new Invoice and restart the checkout process.

10.4.4 Unsupported Payments

Unless explicitly mentioned on our website or in this Agreement, we do not support or process payments for unsupported coins, tokens, or blockchain forks, collectively known as “Unsupported Payments” (“UP”). Shoppers should not pay a Zinari Invoice with UP or send UP to a Zinari address. If a Shopper transmits UP, the Shopper may lose any perceived value in the UP. Additionally, Zinari assumes no responsibility whatsoever with respect to UP and Shoppers will not be able to recover UP from Zinari. For an overview of currently supported cryptocurrencies, please refer to Zinari.com/exchange-rates and support.Zinari.com/hc/en-us/articles/203411543-What-currencies-can-I-use-to-pay-a-Zinari-invoice-.

10.4.5 Unclaimed Property

If a payment exception occurs, Zinari will try to locate you or the Shopper using the information shown in our records, but if Zinari is unable to contact you or the Shopper and/or has no record of you or the Shopper’s use of the Acceptance Services for several years, applicable law may require Zinari to report these funds as unclaimed property to the applicable jurisdiction. Zinari reserves the right to deduct a dormancy fee or other administrative charges from such unclaimed funds, as permitted by applicable law.

10.5 Delayed Settlement

If we need to conduct an investigation or resolve any pending dispute related to your Account, or if required by law, court order, or at the request of law enforcement, we may delay settlement or restrict access to settlement funds. In the case of a delayed settlement, we will strive to promptly inform you, unless prohibited by court order or law enforcement. We will not be liable to you for any damages or harm caused as a result of such delayed settlement or restricted access. Unless required to delay settlement by law, we are committed to not delay or restrict settlement unnecessarily, and if partial delay or restriction is possible, we will only partially delay or restrict. Once the reasons for delayed settlement or restricted access to settlement funds can be reasonably proven to have been resolved, Zinari will pay the full amount of such funds to you without undue delay.

10.6 Account Information

You will have access to Account information detailing your ledger, transaction and settlement history through your Dashboard or via Zinari’s API. Should you identify an error, you must notify us within thirty (30) calendar days of the ledger entry posting.

11. Refunds

11.1 General Procedures

Zinari can facilitate cryptocurrency refunds to Shoppers on your behalf. You can decide to issue a partial refund or refund the full amount of the initial purchase. You can also decide whether to issue the refund based upon the value in which the relevant goods and/or services were priced (pricing currency) or the amount of the applicable cryptocurrency used to pay the Invoice (payment currency). Refunds will be remitted in the same cryptocurrency used to pay the Invoice. If you do not have enough funds in your Account to cover pending refund requests, we may require you to make a bank deposit to an account specified by us. Any required currency conversion during the refund process will be calculated at a spot rate determined by us, following the guidelines found here: Zinari.com/exchange-rates.

11.2 Disclosure of Merchant Refund Policy

Zinari is not responsible for merchant refund policies, or for verifying that such policies conform to applicable law. We suggest merchants provide a clear refund policy to their customers (including, if applicable, “no refunds are allowed as all sales are final”). For certain industries, a refund policy may not be applicable (e.g., where a service is provided). For refunds in amounts based upon the fiat pricing currency (i.e. the fiat price for the applicable goods/services), Zinari will convert the value of the currency in which the item was priced to the applicable cryptocurrency using the exchange rate at the time the refund is sent to the Shopper.