Terms & Conditions
Wisebanq Consumer Prepaid Card Terms with virtual IBAN
1. Introduction
This Agreement contains the terms on which we provide the Services to you.
Please read this Agreement in full before you start using the Services; it contains important information about us, the Services we will provide to you, the circumstances under which this Agreement may be changed or ended, what to do and how to access help from us in the event there is a problem as well as other relevant information.
Please contact us if wish to discuss.
This Agreement refers to other documents that apply to the use of the Services as follows:
These additional documents are not part of the Framework Contract.
By starting to use the Services (including, for example, downloading the app, logging into your Card Account, loading your Card Account or using the Card to transact) you confirm that you accept and agree to this Agreement (including any updates to this Agreement and the other documents referred to above).
2. Who we are and how to contact us
Our company information: UAB Wisebanq is a company incorporated under the laws of Lithuania with entity code: 30562800. Our registered address is T Konstitucijos pr. 21a, LT-08130, Vilnius ("Wisebanq", “us”, “we”, “our”, as applicable in the context).
We are authorised by the Bank of Lithuania: UAB Wisebanq is authorised by the Bank of Lithuania (“BOL”) (authorisation code: LB002139 ) to issue electronic money and provide payment services.
How to contact us: You can contact us:
By phone: +37069870638
By email: [email protected]
By writing to:
UAB Wisebanq
Konstitucijos pr. 21a
LT-08130
Vilnius
By instant messaging / chat: When logged into your Card Account.
3. Glossary
Card means the payment card issued by us to you that is connected to your Card Account.
Card Account means an e-money account issued to you by us that you may load with funds and use to transact that is connected to a virtual IBAN.
Framework Contract means a contract for payment services which governs the future execution of individual and successive payment transactions and which may contain the obligation and conditions for setting up a payment account as defined in the UK Payment Services Regulations 2017.
Funding Source means a payment instrument (such as a credit card, debit card or bank account) that you can link to your Card Account by entering its credentials and subsequently use for Top-Ups from time to time.
Services means the Card, Card Account and other services provided by us to you in connection with the Card.
Supported Currencies means those foreign currencies that we support and can be loaded onto a Card Account for spending.
Top-Up means loading “topping up” your Card Account with funds.
4. Getting started
4.1. Eligibility: In order to be eligible to use our Services, you must be at least 18 years old. In order to start using our Services, you must apply for the Services and provide the relevant details about yourself when prompted.
4.2. Verification: We are required by law to verify certain details about you. We will not issue the Card or open a Card Account until we have verified your identity and performed such other checks as we may in our discretion deem appropriate.
4.3. The information you provide must be accurate: The information you provide to us must be accurate, complete and truthful at all times. If your personal information changes, then you must update the information we hold about you. We may require additional information from you from time to time and you must cooperate by providing such information upon request.
4.4. Electronic checks with third parties: We may share information which we receive from you with other associated organisations or carry out checks on you electronically as is necessary for the purposes of providing the Services. When we perform electronic checks, we may disclose personal data about you to fraud prevention and credit reference agencies who may keep a record of that information. By applying for our Services, you agree to certain personal data about you being passed to such agencies for this purpose. You have the right of access to the personal records held by such fraud prevention agencies. We will supply the names and addresses of the agencies we use upon written request.
4.5. You must comply with laws applicable to you at all times. You must comply with laws applicable to you at all times. This means when you must comply with all laws applicable to you during time in which you are applying with us for Services, throughout the term of this Agreement and for as long as we hold a balance of funds for you after this Agreement ends.
5. About the Card and Card Account
5.1. Description
The Card and the Card Account are issued by us – Wisebanq Limited. Please see our company’s details in Section 2 (Who we are and how to contact us).
CardThe Card is a payment card that can be used for online and in-store purchases worldwide at merchants who accept Mastercard/Visa payment cards as a form of payment for goods and services. The Card is not a credit card or a charge card, nor is it a debit card linked to a current account.
Card AccountThe Card Account is an e-money account linked to a virtual IBAN. You may load the Card Account with e-money using different payment methods (see Section 5.3).
No interest is payable to you on the balance of funds held in the Card Account; nor does the balance of funds held in the Card Account constitute a deposit.
The Card Account may be used to transact. In order to use the Card Account to transact, you must first load funds onto the Card Account (please see Section 5.3).
Once loaded with funds, you may send funds from the Card Account to another payment account.
Each time you transact using the Card Account or the Card, the balance of funds held in the Card Account will be reduced by the amount of the transaction plus any applicable fees.
In addition to EUR, you may load your Card Account with funds in different Supported Currencies. We do not support all foreign currencies. Please see the list of on our website for those currencies that we do support.
Please note that the funds held in your Card Account are NOT protected by the Financial Services Compensation Scheme; however, we follow the requirements of the Electronic Money Regulations 2011 which are designed to ensure the safety of funds held on accounts such as this.
5.2. What happens in cases where there are insufficient funds in my Card Account?
If you attempt to send money from the Card Account or pay for a purchase using the Card and you have an insufficient balance of funds held in your Card Account to make that payment, the payment will be declined.
You must have a sufficient balance of funds held in your Card Account to make a payment. The balance of funds held in your Card Account must not be negative.
If you attempt to make a payment using the Card Account or Card in a particular currency and you do not hold a sufficient balance of that currency in the Card Account or the payment otherwise anticipates a currency that we do not support, the payment will be automatically processed using a balance of another currency that you do hold in your Card Account and a currency conversion rate will be applied (please see section 9.3 for currency conversion rates).
If you do not hold a balance in another currency upon which to draw funds to cover a payment, your payment will be declined.
5.3. Loading funds into your Card Account with Top-Up
5.3.1. Top-Up: You can load funds into your Card Account by linking a Funding Source to your Card Account. You can link a Funding Source to your Card Account by entering the Funding Source’s credentials in the secure personal of in area of our website.
5.3.2. You may link up to two (2) debit or credit cards or one (1) bank account to your Card Account as a Funding Source. You must have no less than one (1) valid Funding Source linked to your Card Account at all times; payments made from the Card Account may be declined if you do not have a valid Funding Source linked to the Card Account. In order to Top-Up your Card Account using your Funding Source, you must follow the applicable steps in the secure personal of in area of our website.
5.3.3. When we receive a payment from your Funding Source, we may hold the funds for so long as we determine that there is no risk that the issuer of the Funding Source (i.e. your card-issuing or account-issuing bank) may reverse the transfer due to there being insufficient funds in your bank account.
5.3.4. In order to ensure you receive good outcomes from your use of our Services, we may limit the Funding Sources available for a transaction. If we limit a Funding Source, we will alert you that there is a higher-than-normal level of risk associated with the payment (for example, a risk that the payment may be challenged for some reason). If we contact you for this reason, we are not asserting that you or the merchant who you seek to pay is acting in a dishonest or fraudulent manner. It means that we consider there may be a higher-than-normal risk associated with the payment and we are investigating to ensure you receive a good outcome, in as far as possible.
6. Use of the Card Account and the Card
6.1. How to authorise a payment
You will need to authorise a transaction before we can charge it to your Card Account.
6.1.1. Authorising payments made using your Card Account: To authorise a payment to another payment account from your Card Account, you will need to enter the IBAN or account number and sort code of the person you wish to pay (the payee). You must then follow the relevant steps displayed on the screen in the secure personal log in area of our website at the time of transacting in order to authorise the payment.
6.1.2. Authorising payments made using your Card: To authorise a payment made using the Card, you will need to use the Card or the Card number. You may need to take additional steps to authorise a transaction at the time you are paying, for example, you may need to enter details on a merchant’s online payment page, tap your Card at the point of sale in-store or enter your PIN on the key pad. Depending on the circumstances, you may be required to undergo some further security checks at the time such as providing biometric data (e.g. a fingerprint).
If the Card, card number and PIN, biometric data or other security details have been used, we will assume you have authorised the transaction. You must therefore tell us immediately if you do not recognise a transaction that has been charged to your Card and is listed as a transaction in your secure personal log in area of our website.
6.1.3. You cannot cancel a transaction after it has been authorised. You can, however, cancel payments that you have authorised to be made on a future date, for example, if you have set up a recurring payment. You can cancel the payment permitting you contact us by the end of the business day before the day the payment is due to be made.
6.2. Situations where we may refuse to authorise a transaction
There are certain situations in which we may refuse to authorise a transaction and/or where we may suspend your use of your Card and/or the Card Account. These situations are:
● if legal or regulatory requirements prevent us from making the payment or mean that we need to carry out further checks;
● if you have infringed this Agreement in a way that we reasonably believe justifies our refusing or delaying your payment;
● if we believe that processing your transaction would break this Agreement or that you have not provided all the information we need to make the payment properly;
● if the amount is over, or would take you over, any limit that applies to your Card Account and/or Card. See limits here
● if there are not enough funds loaded into your Card Account to make the payment and cover any fees;
● if a bankruptcy order is made against you or you have entered into an individual voluntary arrangement with your creditors;
● if, even after doing everything reasonably possible, we will not be able to make the payment on time;
● if a third party prevents us from making the payment (for example, a card scheme);
● if you owe us money;
● if we have asked you for important information we reasonably need and you have not given us that information; or
● if we have suspended your account.
6.3. Time we will receive the payment order
If your payment order is received by us after 4pm on a business day or not on a business day, your payment order will be deemed received on the following business day.
6.4. Execution times
6.4.1. Within the EEA, we will execute any transaction:
a. in euro; or
b. involving only one currency conversion between the euro, provided that:
i. the required currency conversion is carried out in the EEA; and
ii. in the case of cross-border transactions, the cross-border transfer takes place in euro,
by transferring the amount of the transaction to the payment service provider of the payee by the end of the next business day following the receipt of the payment order.
6.4.2. Any other transactions within the UK will be executed no later than four business days following the receipt of the payment order.
6.4.3. If the payment service provider of the merchant is located outside the EEA, we will execute the transaction as soon as possible.
6.5. Limits placed on the Card Account
There may be limits on the amount of funds you can load in to the Card Account. We may also place limits on using the Card Account and/or the Card for payments above a certain amount, from time to time. For further information relating to the limits placed on the Card Account and/or the Card, you can view our website
6.6. Accounting for service charges or tips when using the Card
When using your Card at certain merchants (such as, for example, hotels or car rentals), an additional amount (typically 10%-20%) may be added to anticipated service charges or tips, temporarily reducing the balance of funds held on the Card Account. This is to ensure there are sufficient funds to cover the final cost of the transaction and to reduce the risk of a negative balance arising on the Card Account. If your actual service charge or tip is less than the additional amount added, it may take up to seven (7) days from the date of the transaction before the difference is to spend. Only the actual amount of the final bill agreed between you and the merchant will be deducted from the funds held on the Card Account.
6.7. Shortfall
In the unlikely event, a transaction is completed when there are insufficient funds in the Card Account for that transaction (a "Shortfall"), the Shortfall shall be reimbursed by you unless it is due to an error on the part of the Merchant where the Card was presented, in this circumstance we may seek the Shortfall from the Merchant.
You agree that once we make this Shortfall known to you, we may charge you for the Shortfall amount and deduct the amount from the balance of funds loaded into the Card Account or from your linked Funding Source. We may also charge the amount of the Shortfall from any other Cards that you hold with us, or any other payment method which you may designate at that time, or against any funds which you may subsequently load into the Card Account. Until we are reimbursed the Shortfall amount, we may suspend the Card Account and the Card. In addition, we reserve the right to charge you an administration fee for each transaction that you make using the Card Account and/or Card that results in a Shortfall or increases the Shortfall amount on the Card Account.
7. The Card will expire
You may only use your Card up until the expiry date which is printed on the front of the physical Card. We will aim to send you a new Card prior to your Card expiring; we may ask you to confirm some details prior to our sending you a new Card.
Fees may apply in certain cases where we send you a new Card. Please see the fees set out on our website
8. Withdrawing funds held in your Card Account
8.1. How to withdraw the funds held in your Card Account
You may withdraw funds held in your Card Account by first logging into the secure personal log in area of our website and following the relevant prompts on the screen at the time of transacting. You may only withdraw the balance of the funds held in the Card Account at any point in time minus the amount of any pending transactions.
8.2. Fees will apply to withdrawing funds
You may be charged a fee for withdrawing funds. Please see the fees page on our website.
8.3. Withdrawing all funds will not mean that your Card Account is closed
Withdrawing all of your funds from your Card Account does not automatically close the Card Account, the Card or otherwise end this Agreement. If you would like to end this Agreement, you must follow the steps in section 13 (closing your Card Account and ending this Agreement).
9. How much will you pay
9.1. Fees: You must pay the fees in connection with your use of the Services. We will not process your payment until we have received the relevant fees from you. You can see all fees applicable to you on our website.
9.2. Interest: The funds loaded on to your Card will not earn any interest.
9.3. Exchange rates: You may hold balances of funds in different currencies in your Card Account. If you are making a payment or withdrawing funds in a currency you hold in the Card Account, the payment will be made from that balance. If you make a payment or withdrawal funds in a currency you do not hold in your Card Account, we will convert the amount applying the relevant rate and a fee to the balance or currency that you do hold.
For transactions made using the Card, we will use the relevant exchange rate published by Mastercard or Visa ( here). For making payments from the Card Account, we will use the relevant exchange rate provided by our third-party provider (available here LINK).
We will also apply our margin which is available on the fees pages of our website. Any change in the relevant exchange rate will be applied immediately and without notice to you. We may also change our exchange rate provider at our discretion, without notice to you
10. Communicating with you
10.1. How we will contact you: We may contact you by telephone, letter, SMS or email using the details that you have provided to us in your secure personal log in area of our website. You must keep your contact details in the secure personal log in area up-to-date at all times.
10.2. Information: Where we are required to provide information to you on a durable medium, we will either send you a notification in your secure personal log in area of our website pointing you to information in the personal log in area in a way that enables you to keep that information, unchanged, and refer to it in the future, such as pdf. Please keep copies of information provided by us to you. If you would like us to provide information in a different manner than agreed, then we may charge you a reasonable administration fee to cover our costs.
10.3. Language: We will communicate with you in English.
10.4. Your right to receive a copy of this Agreement: A copy of this Agreement is always available in a form to download on our website. Please visit this link. Alternatively, please contact us if you need assistance in obtaining a copy.
11. Keeping your card safe
11.1. Steps you must take to keep your Card Account and Card safe You must take adequate measures and use best efforts to prevent unauthorized access/use of the Services: To help you keep your Card Account and Card secure, you are required to:
− keep your Card, Card number, CCV, login codes and other security features used to access the Card Account strictly to yourself; do not share your security credentials to access the Card Account with any other person or otherwise allow another person to use the Services;
− not permit any other person to use your Card Account and/or Card;
− make sure all your devices are properly protected (set at least one form of access protection, for example a login code);
− keep the operating systems of your devices clean (no illegal software) and up-to-date;
− frequently review the list of transactions in your Card Account to confirm they are as expected as per your spending;
− inform yourself about common scams, such as phishing;
− always immediately report irregularities by contacting us and follow our instructions.
11.2. How to notify us if there is a problem
If you lose the security credentials used to access your Card Account or your Card details or if they are stolen, or you suspect that the Card Account and/or Card has been used by someone other than you, you must tell us immediately by contacting us on our contact details available here, so we can block your Card and/ or access to your Card Account. If possible, you must also log into your secure personal log in area of our website and suspend use of your Card.
Please note that we may require you to provide some information in relation to your security credentials and/ or Card being lost, theft or misuse in writing. You must assist us with any related enquiries.
11.3. How we will contact you if there is a problem
In the event we suspect there is an issue with the Card Account and/or Card (for example, such as fraud or security threats) we will contact you, in the first instance, by phone. If we cannot get through to you by phone, we will send you an email.
For this reason, you must maintain a current phone number and email address in your secure personal log in area of our website.
12. Unauthorised or incorrectly executed transactions
In case of an unauthorised payment or where we have incorrectly executed a transaction, upon your request, we will, without delay, refund to you the amount of the transaction including all fees that we have charged for that particular transaction. You will not be entitled to a refund under this section:
(a) where your Card, or the personalised security features used to access your Card Account, are lost, stolen or misappropriated. You will be liable up to EUR 50 of any unauthorised payments if we believe you should have been aware of the loss, theft or unauthorised use. We will not hold you liable up to EUR 50 if the unauthorised payment was caused either by our acts or omissions, or those of a third party expressly carrying out activities on our behalf.
Your liability up to EUR 50 also does not apply to any unauthorised transactions made after you have notified us that the security of your Card or Card Account has been compromised.
(b) if you have acted fraudulently, in which case we will not refund you in any circumstances;
(c) if the payment transaction was unauthorised but you have with intent or gross negligence compromised the security of your Card or Card Account or otherwise failed to comply with your obligations to use your Card or Card Account on the terms of this Agreement. In such a case you shall be solely liable for all losses; or
(d) if you do not let us know about the unauthorised or incorrectly completed transaction without undue delay, and in any event, no later than 13 months from the date of the payment transaction.
13. Refunds
13.1. You may claim a refund for a transaction that you authorised provided that:
a. your authorisation did not specify the exact amount when you consented to the transaction;
b. the amount of the transaction exceeded the amount that you could reasonably have expected it to be (taking into account your previous spending pattern using the Services, this Agreement and the circumstances of this case);
c. you requested a refund from us by contact us within 8 weeks of the date the transaction took place.
13.2. When you request a refund under this section, we may require you to provide us with evidence to substantiate your claim. We will refund you within 10 business days of receiving your claim for a refund or, where applicable, within 10 business days of receiving any further information we requested - or we will provide you with reasons for refusing the refund. The refund shall be equal to the amount of the relevant transaction.
14. Our right to make changes to the Agreement
We may, at our discretion, amend the Agreement at any time (including amendments and additions to our fees).
14.1. Changes that we may make immediately: In certain exceptional circumstances such as where:
a. we have a reasonable belief that fraud is likely to or has occurred; or
b. the amendments are made in order to comply with any regulation,
we may make such amendments immediately and notify you following such amendments.
14.2. Changes we may make upon notice to you: Other than for immediate changes as set out above, if we wish to make a change to this Agreement, we will provide you with at least two (2) months’ notice in writing, via email.
If you do not agree to our proposed changes, you have a right to end the Agreement immediately free of charge. If you do not notify us of any disagreement with the proposed changes, we may assume you accept the changes to the Agreement on the date the change comes into force.
15. Our right to suspend access to the Services and/or close the Card and Card Account
We may close your Card and Card Account or otherwise suspend access to the Services immediately in the following circumstances
● if we consider, acting reasonably, that you are behaving fraudulently or otherwise criminally;
● if you have not given us any information we have requested from you, or we have good reason to believe that information you have provided is incorrect or not true;
● if you have broken this Agreement in a serious or persistent way and you have refrained from putting the matter right within a reasonable time of us asking you to do so;
● if we have good reason to believe that you continuing to use your Card and/or Card Account could damage our reputation or goodwill;
● if we have asked you to repay money you owe us and you have not done so within a reasonable period of time;
● if you have been declared bankrupt; or
● if we have to do so under any law, regulation, court order or the FCA or FOS’s instructions.
16. Closing your Card and ending this Agreement
16.1. You may close your Card Account and end this Agreement at any time. You may close your Card Account and end this Agreement at any time. You may do this my contacting us. You only need to inform us at the time; you do not need to give us any prior notice.
16.2. You must withdraw your funds from your Card Account within a reasonable timeframe following notifying us of your intention to close your Card Account by following the steps as to how to withdraw the funds held in your Card Account as set out in section 8. After a certain period of time, you may no longer have access to your secure personal log in area of our website in order to follow the steps to withdraw the funds remaining in your Card Account after closure. You may still, however, withdraw this money for up to six (6) years following the date this Agreement ends (see Section 17 on how to redeem your funds).
16.3. We may charge a fee if you end this Agreement, if this Agreement has been in place for less than six months.
17. Redeeming the funds held in your Card Account
17.1. If you have funds held in your Card Account after this Agreement has ended, you may withdraw these funds for up to six (6) years following the date the Agreement ends.
17.2. If there are still funds held in your Card Account 12 months following the end of this Agreement, we will start deducting a fee from your account that will cover our costs in order to maintain this balance for you until such time as you redeem your funds.
17.3. If you wish to redeem your funds after this Agreement has ended and you no longer have access to your secure personal area of our website, please contact us so we can help.
17.4. If you request to redeem your funds after this Agreement ends, we may need to carry out some checks prior to sending the funds to you. We may therefore ask you to provide some information to us at this time, such as identity documents and so on.
17.5. We may charge you a fee for redeeming your funds held in your Card Account if you request to redeem those funds whilst this Agreement is in place or where you request redemption of the funds held in your Card Account more than 12 months after this Agreement has ended.
18. Liability
If we do not reasonably meet our commitments to you under the terms of this Agreement, we are only responsible for loss you suffer that is a foreseeable result of our breaking this Agreement or our failing to use reasonable care and skill. We are not responsible for any loss or damage that is not foreseeable.
We do not exclude or limit liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation.
The Card Account and the Card are consumer products; accordingly, if you use our Services for any commercial or business purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
19. Law governing this Agreement and jurisdiction
The law governing this Agreement is the laws of Lithuania. The courts of Lithuania have jurisdiction to adjudicate any dispute between you and us in connection with this Agreement
20. Dispute resolution
If you are not satisfied with the service you receive from us you should contact us.
Correspondence may be monitored or recorded. Our complaints procedure is available on our website or upon requesting from us through this link and, if we receive a complaint from you, a copy of our complaints procedure will automatically be sent to you.
We will provide you a full response to your complaint by email within fifteen (15) Business Days after the date we receive your complaint. In exceptional circumstances where we are unable to respond in full to your complaint, we will inform you of this giving our reasons for the delay and the timeframe within which you will receive a full reply, which in any event shall be within thirty-five (35) Business Days of the date we received your complaint. If you are not happy with our response you shall raise your complaint with UAB Wisebanq.
Following a response from UAB Wisebanq, if you are still not satisfied with the resolution offered to you, you may apply to the Bank of Lithuania for the settlement of a dispute with us, which is an alternative dispute resolution institution between financial service providers and the Consumers in accordance with the following terms and procedures: (i) before applying to the Bank of Lithuania for dispute settlement, you must apply to us, specifying the circumstances of the dispute and your claim. You shall apply to us no later than within 3 months from the day when you became aware of possible violation of your rights; (ii) in the event where our reply does not satisfy you or you have not received our reply as outlined above, you shall have the right to apply to the Bank of Lithuania for the dispute settlement within 1 year after we have been contacsted. Upon expiration of this term, you lose the right to apply to the Bank of Lithuania for the same dispute.
You may apply to the Bank of Lithuania for a dispute with us: (i) via the electronic dispute settlement tool "E-Government Gateway"; (ii) by filling in the Consumer Application Form available on the website of the Bank of Lithuania and sending it to the Bank of Lithuania Supervision Service at Žalgirio str. 90, LT-09303, Vilnius, Lithuania, or by e-mail [email protected]; (iii) by filling in the free form application and sending it to the Bank of Lithuania Supervision Service at Žalgirio g. 90, LT-09303, Vilnius, Republic of Lithuania, or by e-mail [email protected].
More information on the dispute settlement procedure is available on the website of the Bank of Lithuania: https://www.lb.lt/en/dbc-settle-a-dispute-with-a-financial-service-provider. When you consider that we have violated the legislation regulating the financial market, you have the right to file a complaint with the Bank of Lithuania regarding possible violations of financial market legislation.
Your complaint to the Bank of Lithuania can be submitted as follows: (i) in writing, by sending a complaint to the address: Totorių str. 4, LT-01121, Vilnius, Republic of Lithuania or Žalgirio str. 90, LT-09303, Vilnius, Republic of Lithuania; (ii) by e-mail: [email protected] or [email protected]; (iii) by fax (8 5) 268 0038; (iv) by filling in the online form at the designated section of the Bank of Lithuania website; (v) by other means specified by the Bank of Lithuania.
In case a dispute cannot be resolved through negotiations, the dispute may be solved in the courts of the Republic of Lithuania in accordance with the procedure set forth by the laws of the Republic of Lithuania.
21. Data protection
We need to collect information about you to provide you with the Services under this Agreement. For information on how we use your personal data, please refer to our privacy notice.
By entering into this Agreement, you acknowledge and agree that we may collect, process and store your personal information for the purposes of providing our Services to you. This does not affect any rights and obligations you or we have under data protection law.
22. Other legal terms
22.1. We may transfer this Agreement to someone else
We may assign or otherwise transfer any of our rights and obligations under the Agreement, without your prior consent, to any other person or business, subject to such party continuing the obligations in the Agreement to you.
22.2. Third parties
This Agreement is between you and us only. Except for any party to whom we transfer this Agreement (under section 22.1), nothing in the Agreement gives any third party any benefit or right (including any enforcement right).