GENERAL TERMS

By virtue of the Virtual Assets Service Provider license (VASP) granted by Bangko Sentral ng Pilipinas (BSP) to Maya Philippines Inc. (formerly known as PayMaya Philippines, Inc.) (hereinafter referred to as “Maya”), Maya offers its platform services to its Account Holders to be able to buy, sell, send, or receive Virtual Assets, using their Maya Account. Maya may use third party provider/s that will be integrated to the Maya platform (the “Platform”) to offer these Virtual Assets. The Platform shall present these offered Virtual Assets and the Account Holders may perform Transactions on the Platform under the following terms and conditions:

1. Before the Account Holder uses the Platform, the Account Holder is expected to learn and/or do his/her own research related to the Virtual Assets asset class. The Account Holder may access general learning materials through the Learning Page provided in the Platform or other learning tools found outside the Maya App that would help the Account Holder to decide on his/her transactions.
2. By using the Platform and performing transactions therein, the Account Holder is understood to have accepted the terms and conditions, including the applicable local and global regulations on Virtual Assets, and the risks involved in buying, selling, sending or receiving Virtual Assets.
3. Use of the Platform shall also mean that the Account Holder allows Maya to:
   1. Transfer funds to and from his/her account as instructed by the Account Holder or perform actions as accepted by the Account Holder in this General Terms;
   2. Perform customer due diligence as required under the Anti-Money Laundering Act (AMLA) and, Travel Rule;
   3. Collect and submit his/her personal data, transactional data, and/or device data to the third party provider/s in order to execute its order/s or transaction; or
   4. Submit any information that a regulatory body, particularly the AMLC, requires for suspicious transactions or covered transactions in order to comply with the AML, and for fraud prevention purposes.
   5. Suspend the services, withhold funds, and/or close the Account Holder’s Maya account in the event that Maya discovers, based on its investigation or finding, that the Account Holder uses the Platform for any activity that is deemed or tagged as fraudulent or illegal. It is understood that the Account Holder must be in an upgraded status before performing any transactions in the Platform.
4. The Platform
   The Platform shall contain the information of the Virtual Assets that are available for the Account Holder to purchase. The Account Holder may perform the following activities in the Platform:
   1. Buy and/or Sell Virtual Assets
   2. Send and/or Receive Virtual Assets
   3. Convert One Virtual Asset to Another
   4. Transfer funds to and from Account Holder’s e-wallet for exit of proceeds of sale or purchase respectively
   5. View General Information regarding topics, including but not limited to, Virtual Assets, Cryptocurrencies, and How-To’s etc.
   6. View Account Holder’s purchased, sold, received, and/or sent Virtual Assets, transaction history, and its current valuation (Portfolio Page).

The Platform utilizes Coinbase as the primary Liquidity Provider.

5. Buy Virtual Assets
   1. If the Account Holder intends to purchase Virtual Assets available in the Platform, he/she shall click the Buy button and the App shall proceed to the Buy Page.
   2. In the case where the Account Holder clicks on Buy Page straight on the Platform home page, he/she may choose the Virtual Asset he/she desires to purchase prior to being led to the Buy Page. On the Buy Page, Account Holder may enter his/her desired Virtual Asset volume or amount offer.
   3. The Account Holder shall have a limited amount of time in the Confirm Purchase sub-page to decide on whether or not to buy, otherwise, the Amount Offer shall be released. Once the Account Holder slides to confirm the purchase, the transaction cannot be reversed and is considered final. The purchased Virtual Asset/s shall be reflected in the Account Holder’s portfolio in real time.
   4. The Account Holder understands that in using the Platform, there is a possibility that the Total Amount (as stated in the Platform) may be depleted or even be lost, depending on the actual published price of the Virtual Asset. This means that Virtual Assets change in value over time and valuation shall depend on the published price and not on the purchase price of the Account Holder. Published prices of the Virtual Assets are dictated by the third party provider who offers the Virtual Asset.
   5. Any decision regarding the selection, timing, and acceptance of valuation shall be the decision of the Account Holder. The Account Holder shall be responsible for all of his/her purchase or disposition of Virtual Assets he/she owns in the Platform. Account Holder represents and warrants that he/she has sufficient knowledge, experience, understanding and information to make such evaluations and have taken such professional advice as he/she deems necessary and appropriate. Maya does not guarantee nor warrant favorable results in any of the transactions of the Account Holder.
6. Sell Virtual Assets
   1. The Account Holder may buy/sell his/her owned Virtual Assets in exchange for Philippine Peso (PHP) through the Platform.
   2. If the Account Holder intends to sell Virtual Assets currently owned in the Platform, he/she shall click the Sell button and the App shall proceed to the Sell Page.
   3. Prior to the Sell Page, the Account Holder may choose the Virtual Asset he/she desires to sell. On the Sell Page, Account Holder may enter his/her desired Virtual Asset volume or amount offer.
   4. The Account Holder shall have a limited amount of time in the Confirm Sale sub-page to decide on whether or not to sell, otherwise, the Amount Offer shall be released. Once the Account Holder slides to transfer the payment, the transaction cannot be reversed and is considered final. The PHP proceeds from the sale of the Virtual Asset shall be reflected in the Account Holder’s Maya wallet in real time or up to two (2) business days later.
   5. The Account Holder understands that in using the Platform, there is a possibility that the Total Amount (as stated in the Platform) may be depleted or even be lost, depending on the actual published price of the Virtual Asset. This means that Virtual Assets change in value over time and valuation shall depend on the published price and not on the purchase price of the Account Holder. Published prices of the Virtual Assets are dictated by the third party provider who offers the Virtual Asset.
   6. Any decision regarding the selection, timing, and acceptance of valuation shall be the decision of the Account Holder. The Account Holder shall be responsible for all of his/her purchase or disposition of Virtual Assets he/she owns in the Platform. Account Holder represents and warrants that he/she has sufficient knowledge, experience, understanding and information to make such evaluations and have taken such professional advice as he/she deems necessary and appropriate. Maya does not guarantee nor warrant favorable results in any of the transactions of the Account Holder.
7. Convert Virtual Assets
   1.  The Account Holder may request to convert one Virtual Asset into another Virtual Asset (e.g. from Bitcoin to Ethereum) based on supported trading pairs as available on the Platform.
   2. The Account Holder may place a conversion order, by specifying the Virtual Asset to be converted and the other Virtual Asset to be received pursuant to such conversion.
   3. Maya may (but is not obliged to) provide a non-binding, indicative and discretionary quote for the conversion, which the Account Holder may accept or decline within such period of time as Maya may in its discretion specify. It is the Account Holder’s responsibility to check the competitiveness of the indicative price and decide whether to proceed with the quoted conversion or not within the specified time. The Account Holder’s confirmation or acceptance of the convert quote will result in the submission of a trade request to process the requested conversion at the price provided in the convert quote.
   4. Maya has the authority to determine which Virtual Assets are listed on the Platform and are available for the purposes of any conversion and may add or remove Virtual Assets from the Platform. Maya may also set or change the order size or volume for a conversion with respect to a particular Virtual Asset.
   5. Once the Account Holder clicks the Convert button, the transaction cannot be reversed and is considered final. The conversion transaction of the Virtual Asset shall be reflected in the Account Holder’s Maya wallet in real time or up to two (2) business days later.
   6. The Account Holder understands that in using the Platform, there is a possibility that the Total Amount (as stated in the Platform) may be depleted or even be lost, depending on the actual published price of the Virtual Asset. This means that Virtual Assets change in value over time and valuation shall depend on the published price and not on the purchase price of the Account Holder. Published prices of the Virtual Assets are dictated by the third party provider who offers the Virtual Asset.
   7. Account Holder shall take steps to ensure that he/she understands the risks associated with the conversion of Virtual Assets. The Account Holder shall bear full responsibility for ensuring that the convert option is suitable for him/her, taking into consideration his/her financial objectives and circumstances, and shall be solely responsible for any profit or loss incurred or sustained. Any decision regarding the selection, timing, and acceptance of valuation shall be the decision of the Account Holder. The Account Holder shall be responsible for all of his/her conversion of Virtual Assets he/she owns in the Platform. Account Holder represents and warrants that he/she has sufficient knowledge, experience, understanding and information to make such evaluations and have taken such professional advice as he/she deems necessary and appropriate. Maya does not guarantee nor warrant favorable results in any of the transactions of the Account Holder.
8. Send Virtual Assets
   1. The Account Holder may send Virtual Assets to another Account Holder through the Platform.
   2. The Account Holder may choose the Virtual Asset he/she currently owns on the Platform that he/she desires to send. The Account Holder enters his/her desired Virtual Asset volume and relevant beneficiary information. The Account Holder is then presented with a summary of the input information and is requested to confirm the transaction.
   3. Once the Account Holder slides to confirm the sending of Virtual Asset, the transaction cannot be reversed and is considered final. The corresponding Virtual Asset transmitted to the recipient shall be reflected in the said Account Holder’s transaction history in real time or up to two (2) business days later.
   4. The Account Holder understands that in using the Platform, there is a possibility that the Total Amount (as stated in the Platform) may be depleted or even be lost, depending on several factors, including but not limited to:
      1. Human Error (e.g. incorrect wallet address entry, provision of inaccurate or erroneous information, and selecting the incorrect network, etc.)
      2. Volatility of Network Fees
      3. Volatility of Market
      4. Freezing of Assets in accordance with AML implementing rules and regulations
      5. Other related Factors beyond Maya’s control
   5. Any decision regarding the selection, timing, and acceptance of valuation shall be the decision of the Account Holder. The Account Holder shall be responsible for all of his/her disposition of Virtual Assets he/she owns in the Platform. Account Holder represents and warrants that he/she has sufficient knowledge, experience, understanding, and information to make such evaluations and has taken such professional advice as he/she deems necessary and appropriate. Maya does not guarantee nor warrant favorable results in any of the transactions of the Account Holder.
   6. Account Holder understands that he/she is responsible for ensuring the veracity of the data field entries made in the process of receipt and/or disposition of Virtual Assets, and that any transaction involving the sending or transfer of Virtual Assets to another Account Holder is irreversible, and/or value of the Virtual Assets transferred is not recoverable.
   7. Account Holder shall ensure that he/she provides the recipient’s complete and accurate mobile identification number (MIN), wallet address, and/or beneficiary and/or originator details, before confirming the transaction or transfer of the Virtual Asset/s. Account Holder shall hold Maya free and harmless from any loss or damage that he/she may incur arising from any error, mistake, or inaccuracy in the transfer of Virtual Asset that is attributable to the Account Holder, including but not limited to: (i) transfer to a wrong recipient or to a nonexistent MIN and/or wallet address; (ii) provision of information that is inaccurate or erroneous.
9. Fees
   
   Maya may charge fees for each Transaction. Maya shall be committed to present the best possible pricing to its customers. As such, Maya implements a pricing policy to ensure compliance with the market movements, laws, rules and regulations. Pricing shall consist of the base price which shall be provided by a reputable liquidity provider (including the Third Party Provider) and fees to ensure the proper handling of the transaction. Fees shall consist of, but is not limited to: Transaction Fee, Hedging Cost and FX Cost. These fees considers the costs rendered to provide this Service for each Transaction. Maya shall constantly inform the customer of any charges aside from what is stated in the current pricing to ensure that the customer makes the best possible decision on each transaction.
   
   Maya will charge a margin between the market price they receive from their Third Party Provider and the exchange rate between PHP and the Virtual Asset displayed to the Account Holder. This margin considers the costs rendered to provide this Service for each Transaction. Fees may be subject to the discretion of Maya, in accordance with the applicable laws, rules, and regulations.
   
   After each Transaction is completed, the Account Holder will be presented with a transaction summary and a reference ID for record keeping purposes. Please note that there may be tax consequences from any gain or loss incurred in the receipt, disposition, buy and/or sell of Virtual Assets.
   
   Maya shall not be responsible for the withholding and remittance of applicable taxes to the Bureau of Internal Revenue (BIR) on the income derived or generated by the Account Holder. If required by law, rule or regulation, Maya shall have the right to ask from the Account Holder for a copy of the duly filed BIR Form showing proof of tax remittance or payment, and the Account Holder undertakes to furnish Maya of said copy within the required period or within reasonable time. Maya shall have the right to suspend Transactions if the Account Holder does not comply with such requirement.
10. Transaction Limits
    The Account Holder understands that his/her account in the e-wallet page and his/her account in the Platform shall have one transaction limit. The amount of Virtual Assets received, and proceeds from the sale of Virtual Assets for Philippine Peso, however, are not subject to account limits and will be credited in full. The Account Holder may increase his/her limits by adhering to Maya’s internal policies, which may include submission of corresponding KYC requirements, and Maya’s verification of such documents. Maya reserves the right to increase or decrease the Account Holder’s transaction limits as it deems necessary or appropriate.
11.  Coin Listing and Delisting
    Maya has the authority to determine which Virtual Assets are listed on the Platform and are available for the purposes of any conversion and may add or remove Virtual Assets as seen in the Platform (“Delisting”). In case there is a need for an Account Holder to dispose of the Virtual Asset that has been Delisted, Maya shall provide a way to exit such or Maya shall provide contacts to the customer service of the Third Party Provider who shall assist in the disposal of the Delisted Virtual Asset. In this case, Maya shall give the Account Holder thirty (30) calendar days from notice to decide on how to exit the Virtual Asset (either sell or transfer to another account they own). If after thirty days and no choice is made, Maya may sell-off the Virtual Asset based on the current rate. Maya may also set or change the order size or volume for a conversion with respect to a particular Virtual Asset based on market rules or regulations. 
12. Other Features
    Learning Page
    The Learning Page is a page accessible in the Platform which may be accessed by the Account Holder to familiarize himself/herself and learn from materials regarding cryptocurrencies. Maya will provide both proprietary and general content pulled from Third Party Sources. Please note that the information shared by Maya is meant to be used as a means of reference or guide only, and in no way recommends a particular virtual asset or investment movement.
    
    Crypto Alert
    The Account Holder can set and define certain Virtual Asset activity related alerts delivered via in-app push, email, and/or SMS. The Account Holder can set alerts concerning a particular digital asset on the Virtual Asset market.
    
    Transaction History
    The Account Holder can access his/her transaction history within the Platform and can recall transactions up to three (3) months prior. Account Holder can view the details of each transaction, similar to the information shared on the transaction receipts. The transaction history is exportable to a report (i.e. CSV file, or other format) that may be downloaded and accessed by the Account Holder.
    
    Portfolio Page
    The Portfolio Page is the section of the Platform where the Account Holder may view the breakdown of his/her owned Virtual Assets and other related transactions (e.g. sell transactions). The Account Holder may view his/her aggregate value of Virtual Assets owned in PHP value, a chart showing the allocation of different owned Virtual Assets, and the list of Virtual Assets owned by the Account Holder.
    
    Acceptable Use Policy
    Maya is the owner of the App or is licensed to use the platform, trademarks, trade name and other intellectual property being used in the Platform. Any party or person cannot use the said properties without the prior written consent of the owners thereof.
    Account Holder represents that he/she is a natural person who owns and controls the money used in the transactions. The Account Holder cannot transact as an agent or a broker nor can he/she offer the buying or selling of the Virtual Assets in the Maya App to other persons or third parties and transact under his/her name. Violation of this provision shall allow Maya to suspend his/her account or terminate the account of the Account Holder in the Platform or with Maya.
    The Account Holder warrants that he/she shall only use the Platform as intended and allowed by Maya and its VASP license. The Account Holder shall not use the Platform nor perform activities that would result to illegal acts or abuse of the Platform or App. Illegal acts shall include violation of the Anti-Money Laundering Act and other laws, rules and regulations. Abusive acts shall include, but is not limited to abuse of promotions, marketing activities and other benefits given to the Account Holder which shall give Maya the right to claw back any monetary benefits from the e-wallet of the Account Holder or reverse the benefit given. The Account Holder shall be held liable for these acts and has the obligation to compensate Maya for any damages suffered because of these acts, regardless of whether the Account Holder profited or not
    The Account Holder shall not share, voluntarily or involuntarily his/her username and/or password or one-time pin (OTP) to any person or party regardless of any reason or intention. If there are transactions performed using the elected username and password of the Account Holder, whether or not he/she is really the Account Holder who used such, it is conclusive that he/she is the Account Holder who performed such transaction which shall be final and irreversible. Any damages suffered from this act shall solely be borne by the Account Holder.
    The Account Holder shall not decompile or disassemble, reverse engineer, or otherwise attempt to discover any source code contained in the Service or Platform. Without limiting the foregoing, the Account Holder agrees not to reproduce, duplicate, copy, sell, resell, or exploit for any commercial purposes, remove, alter, sub-license, private label, create derivative works, or grant security interests in, any aspect of the Service or any intellectual property therein or in the Platform. Maya neither warrants nor represents that the Account Holder’s usage of any materials displayed on the Maya website will not infringe the rights of third parties.
    By using the services or the Platform, the Account Holder represents that he/she is a resident of the Philippines. Access to the services or Platform from jurisdictions where their content or function may be illegal is prohibited. The Account Holder acknowledges that he/she is aware of the rules of the Philippines and will not use the services if such use is prohibited or otherwise violates Philippine laws, and that he/she is solely responsible for determining compliance with all applicable local laws in his/her jurisdiction. Maya reserves the right to suspend or terminate the Account Holder’s access to the services without prior notice if Maya determines, in its judgment, that the Account Holder resides in a jurisdiction that prohibits the use of the services.
13. Indemnification and Limitation of Liability
    1. The Account Holder agrees to indemnify, defend and hold harmless Maya, its subsidiaries and affiliates, and their directors, officers, employees and agents, from and against any loss, damage, liability, costs and expenses, including reasonable attorney’s fees (collectively, “Losses’), arising out of or based on: 1) breach of, or failure to perform, any obligation of Account Holder contained in this General Terms; 2) the gross negligence or willful misconduct of the Account Holder; or 3) errors incurred by or judgments/decisions made by the Account Holder .
    2. The Account Holder may be penalized by Maya equivalent to the amount of damage or cost incurred or penalty paid arising from the Account Holder’s action or from failure to comply with any provision of this General Terms as well as other agreements with Maya.
    3. Maya agrees to indemnify, defend and hold harmless the Account Holder, from and against third party claims that are directly attributable to Maya and based upon (a) breach of, or failure to perform, any material obligation of Maya contained in this General Terms, or (b) the gross negligence or willful misconduct of Maya.
    4. Maya cannot and does not make any representations and, to the fullest extent permitted by law, hereby disclaim, with respect to the Platform and the Virtual Assets, all express, implied and statutory warranties of any kind, including but not limited to, representations and warranties regarding accuracy, timeliness, completeness, noninfringement, merchantability, or fitness for any particular purpose, or any representations or warranties arising from usage or custom or trade or by operation of law. Maya assumes no responsibility for the consequences of any errors or omissions.
    5. In no event shall Maya or any of its third party providers, be liable to the Account Holder or to anyone else for any loss or damage caused in whole or in part by contingencies beyond their control or negligence in procuring, compiling, interpreting, editing, writing, reporting or delivering any content in the Platform. Further, in no event shall Maya or any of its third party providers be liable to the Account Holder or anyone else for any claim arising out of or relating to the Platform or any content, including, but not limited to, any decision made or action taken by the Account Holder in reliance upon such content or for any types of damages, even if advised of the possibility of such damages. 
    6. Maya does not guarantee that the Platform shall function 100% at a time, and it does not also guarantee that it will function the way the Account Holder intends it to function. There are factors or circumstances, beyond the control of Maya, that may result to or cause the Platform to operate less than 100% uptime. In this case, the Account Holder understands and agrees that Maya shall not be liable for any losses or damages that the Account Holder may suffer arising from or in connection with any downtimes and/or unavailability of the services, both scheduled and unscheduled. 
    7. In no event shall Maya and the Account Holder be liable for any indirect, special, incidental or consequential damages under these General Terms, including, without limitation, loss of profits, revenue, data or use, even if Maya and/or the Account Holder have been advised of the possibility of such damages.
    8. As an industry practice, MAYA may utilize third party providers to fulfill the orders of the Account Holder, who may: assist in the trading; provide liquidity; or are in custody of Virtual Assets, which may or may not affect the availability of Virtual Assets or its pricing. Some of the third party providers are as stated under Annex A of this Terms and Conditions. The Account Holder understands that there are risks in dealing with these third party providers and in continuing with the transaction, Account Holder assumes such risk based on the services they offer and that the Account Holder holds Maya free and harmless from any liability.
    9. Maya’s liability for damages under these General Terms shall not exceed, in the aggregate for all claims, the direct and actual damages suffered by the Account Holder or Php10,000.00, whichever is less.
14. Consumer Protection
    If the complaint of the Account Holder stems from the e-wallet transaction and/or use of the Platform, you may contact our Customer Service through the different channels available found in https://www.maya.ph/contact-us.
15. Termination
    Services as provided for in this Platform may cease in case:
    1. Maya’s license is revoked;
    2. Maya terminates its relationship with service providers of the Virtual Assets; or
    3. Maya chooses to cease operation of the Platform
       In this case, Maya shall provide for a reasonable transition period where the Account Holder may choose to transfer his/her Virtual Asset/s to another platform provider or sell his/her Virtual Asset/s in consideration of money. In case the Account Holder fails to exit his/her Virtual Asset/s even after several notices sent, Maya shall be authorized to sell the Virtual Asset/s at the current price and credit the proceeds to the Account Holder’s e-wallet, after which, the rules on dormant account shall apply.
16. Notices
    The Account Holder may be sent notices through SMS, push notification, email address or registered mail at the option of Maya. Notice shall be considered received once the SMS or email is sent or upon receipt of the proof of service of the registered mail.
    Provisions found under the Maya Terms and Conditions, Privacy Terms and Data Privacy, applicable to this Platform shall form part of this General Terms or Crypto Currency Terms and Conditions.

Definition of Terms:

Cryptocurrencies – Typically defined as decentralized digital money native to the internet. It is a type of virtual currency that uses cryptography.

Virtual Currency – A type of digital currency created by a community of online users. Typically stored in electronic wallets (e-wallets), and generally transacted online. Virtual currencies are an example of Virtual Assets.

Cryptography – A method of storing and transmitting data in unreadable form so that only the intended receivers can read and process.

Transaction – Refers to buy and/or sell cryptocurrency actions on the platform

Virtual Assets – referring to BSP Circular No. 1108, “Virtual asset refers to any type of digital unit that can be digitally traded, or transferred, and can be used for payment or investment purposes. It can be defined as a "property", "proceeds", "funds", "funds or other assets", and other "corresponding value". It is used as a medium of exchange or a form of digitally stored value created by agreement within the community of VA users. VAs shall be broadly construed to include digital units of exchange that (i) have a centralized repository or administrator; (ii) are decentralized and have no centralized repository or administrator; or (iii) may be created or obtained by computing or manufacturing effort. VAs are not issued nor guaranteed by any jurisdiction and do not have Iegal tender status.

For purposes of these guidelines, digital units of exchange that is used for (i) the payment of goods and services soIely provided by its issuer o r a limited set of merchants specified by its issuer (e.g., gift checks) ; or (ii) the payment of virtual goods and services within an online game (e.g., gaming tokens) shall not be considered as VAs. Also, virtual currencies as previously defined in Bangko Sentral Circular No. 944 (Guidelines for Virtual Currency Exchanges) shall now be referred to as VAs.”

ANNEX A

 
The Platform utilizes Fireblocks Wallet-as-a-Service custody provider solution.