This Over-the-Counter Trading Agreement (the “Agreement”) is between you (“User,” also referred to as “you” or “your”) and Decaf, Inc. (“Decaf,” also referred to as “we,” “us,” or “our”) and governs your utilization of the OTC services provided by Decaf, as described below.

By signing or by using any Decaf Service, whether through OTC channels, Decaf Pay web or other relevant website URLs, any associated website, APIs, or Decaf mobile application (collectively, the “Decaf Wallet App”), you agree that you have read, understood, and accept all of the terms and conditions contained in this Agreement and also the Decaf Terms of Service.

1. OTC operations

Decaf’s OTC services primarily involve executing exchange transactions of Assets against other cryptocurrencies or FIAT currencies. An exchange transaction, as per this agreement, refers to transactions facilitated through a provider that offers exchange services. Decaf utilizes its expertise in crypto products to act in the user's best interest, selecting providers for exchange transactions at its discretion.

These Terms are written in English (U.S.). Any translated version is provided solely for your convenience. To the extent any translated version of our Terms conflicts with the English version, the English version controls.

1. OTC Activity
2. Order: Throughout the Agreement's term and upon mutual agreement, the user may submit a purchase or sell Order to Decaf via email or other agreed electronic channels. Decaf will relay your order request to the provider and share the provided quote with you. Upon acceptance of the quote, you must confirm the order via electronic channels within 5 minutes (the “Review Period”).
3. Transaction Execution: After accepting a quote, the user will sell, transfer, and/or deliver the cryptocurrency to the purchasing party (the provider), while Decaf ensures the completion of the transaction.
4. Payment: The provider shall deliver the agreed price to the user via transfer of funds to the designed bank account or cryptocurrency on the applicable Cryptocurrency Network to the designated location, wallet, address, account, or storage device. Decaf ensures the provider completes payments as agreed upon.

3. Compliance

Users must comply with Anti-Money Laundering (AML) laws and regulations in their country of domicile or residence, and ensure adherence by all associated entities and personnel. Users confirm that cryptocurrency involved in transactions doesn't originate from illegal activities and agree to provide necessary information to comply with AML regulations upon request.

4. Compliance with Laws

Both parties agree to comply with all applicable laws, regulations, and orders, including asset control, anti-bribery, corruption, and anti-money laundering laws. Each party shall obtain and maintain all required authorizations, approvals, consents, or permits at their own expense in their country of domicile or residence.

5. Taxes

The services provided by Decaf under this Agreement do not include tax advice. It is the Client's sole responsibility to assess the tax implications of any Transaction. The Client may therefore need to consult its own tax advisors who will then be able to assess the specific tax consequences of an exchange under this Agreement.

The Client confirms that the Transactions under this Agreement will be reported to the competent tax authorities in the Client's country of domicile or residence and any other relevant jurisdiction in accordance with the applicable laws and regulations.

6. Outsourcing and Related Data Protection

Decaf reserves the right to share client information with providers that offer exchange services for compliance purposes without prior notification to the Client.

7. Communication

Decaf is entitled to store all communications with the Client and to record conversations, including telephone conversations, that Decaf has had with the Client or its authorized representatives in connection with the provision of the service under this Agreement, and to record, document and use such conversations as evidence or for management and training purposes and to comply with regulatory requirements. There is no obligation to record or document such conversations.