1. Introduction

1.1 KeyStones & Partners Ltd is a financial consulting firm registered in England and Wales under company number: 13790130. Our registered office is 154 Bishopsgate, Fourth Floor, EC2M 4LN, London, England.

1.2 Payment services are provided through ibanFirst, registered in Belgium under No. 0849.872.824 and authorized by the National Bank of Belgium (BNB).

1.3 This Convention governs the facilitation services provided by KeyStones & Partners for intermediary services in invoice payment contracts and the assignment of payables (also referred to as reverse factoring). The services are delivered in accordance with English law, and the Client agrees to the exclusive jurisdiction of the English courts.

2. Scope of These Terms

2.1 These terms of business (“Terms”) set out the conditions under which KeyStones & Partners may enter into deliverable currency transactions (“Transactions”) with a client or on behalf of the client (“Client”).

2.2 All transactions entered into after the effective date shall be governed by these terms unless otherwise agreed in writing by both parties.

2.3 These terms and each confirmation agreed to between the parties in respect of each transaction ("Confirmation") shall together constitute a single agreement ("Agreement"). In case of any conflict between a Confirmation and these Terms, the Confirmation shall prevail.
 

3. Client Onboarding and Instructions

3.1 Before entering into a business relationship with KeyStones & Partners, the Client must complete an onboarding process, including responding to Know Your Customer (KYC) and Anti-Money Laundering (AML) questionnaires. Compliance with KYC/AML processes is mandatory, and ongoing monitoring is required to ensure compliance with AML regulations and sanctions screening.

3.2 The Client may assign payables arising from contracts of sale of goods made between the client and its suppliers (creditors). Payables from non-permitted industries (as referenced in the Customer Due Diligence form) are excluded.

3.3 The Client can give instructions regarding transactions via any agreed means between the parties, while other notices must be provided in writing (email or other electronic methods).

4. Privacy and Data Protection

4.1 Data Collection and Usage: KeyStones & Partners may collect, store, and process personal and transactional data, including client identification, contact details, and financial information. This data is collected in compliance with global privacy laws, including the General Data Protection Regulation (GDPR), and is used solely for the purpose of providing financial and advisory services.

4.2 Data Security: All personal data is subject to strict controls to prevent unauthorized access, misuse, or disclosure. We implement industry-standard security measures, including encryption technologies and secure servers, to safeguard personal and transactional information.

4.3 Third-Party Sharing: Client data may be shared with third-party service providers, such as identity verification services and payment processors, for the purpose of fulfilling our contractual obligations and ensuring regulatory compliance.

4.4 Data Retention: Personal and financial data will be retained for as long as necessary to fulfill the purposes for which it was collected or as required by law, including anti-money laundering obligations. Clients have the right to request the correction, erasure, or restriction of their personal data.

5. Transaction Assignment

5.1 The Client may assign KeyStones  & Partners to perform one or more of the following services:
•    Douala Cameroun Providing liquidity for currency exchange in hard currencies.
•    Payment Services (Reverse Factoring): Facilitating advance payment of invoices to expedite the payment process.

5.2 Transactions will be confirmed in writing by both Parties. Lack of confirmation from either party shall not invalidate the transaction.

5.3 Disagreements concerning the content of a transaction confirmation must be resolved commercially and reasonably in line with applicable market practices.

6. Settlement of Transactions

6.1 Each transaction shall be settled according to the terms outlined in the confirmation. If there is no response, KeyStones & Partners will settle the transaction based on its confirmation.

6.2 Transactions must either be settled within a reasonable time frame or reverted back to the client. Client funds are not held in accordance with the FCA's client money rules.

6.3 If a Party fails to deliver a currency in line with a transaction's terms, the defaulting Party must compensate the non-defaulting Party for any direct losses, as specified in Clause 8.

7. Charges and Payments

7.1 Pricing for each transaction includes KeyStones & Partners' actual costs and service fees.

7.2 KeyStones & Partners applies an administrative fee of 0.1% for funds deposited into XAF and XOF accounts. Clients should ensure they are aware of any applicable fees.

7.3 KeyStones & Partners reserves the right to apply unforeseen additional costs in exceptional circumstances, including but not limited to changes in tax laws or regulatory changes.

8. Representations and Warranties

8.1 The Client represents and warrants that:
•    It has the full legal authority to enter into these Terms, in compliance with all applicable laws and regulations.
•    Entering into any transactions under these terms will not violate any legal obligations or regulations.

9. Force Majeure and Illegality

9.1 KeyStones & Partners shall not be in breach of its obligations under these Terms in case of force majeure, including but not limited to:
•    Acts of God, war, civil unrest, or government actions.
•    Regulatory changes, failure of communications systems, or inability to obtain energy supplies.
•    Any labor disputes or disruptions affecting correspondent banks or third-party vendors beyond KeyStones & Partners' control.

9.2 If any provision of these Terms becomes illegal or unenforceable due to a change in law or regulation, the remaining provisions shall continue in effect.

10. Dispute Resolution and Governing Law

10.1 Any dispute arising out of these Terms shall be resolved through commercial negotiation between the parties. If no resolution is reached, the dispute shall be subject to the exclusive jurisdiction of the English courts.

10.2 These Terms are governed by English law.

11. Amendments

11.1 KeyStones & Partners reserves the right to update or amend these Terms at any time. Any significant changes will be communicated to the Client via email or other agreed communication methods.

12. Contact Information

For any inquiries related to these Terms or specific transactions, please contact us at:

KeyStones & Partners Ltd
154 Bishopsgate, Fourth Floor, EC2M 4LN, London, United Kingdom
Tel: +44 20 4571 0845 
Email: support@keystones-partners.com
Website: