- Acceptance of the Terms
- The Service
- Registration and User Account
- User Representations and Undertakings
- Payment Transactions, Cancellation/Refunds, & Delivery Confirmation
- KYC and AML Policy
- Use Restrictions
- Intellectual Property
- Third-Party Services
- Changes to the Service
- Disclaimer and Warranties
- Limitation of Liability
- Indemnification and Setoff
- Amendments to the Terms
- Termination of your Account
1. Acceptance of the Terms
IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT ENTER TO, CONNECT TO, ACCESS OR USE THE SERVICE.
The Service is not allowed for use by individuals who are under the age of eighteen (18) years old (see Section 8 below).
2. The Service
The Service enables its registered Users to place monetary deposits and transfer payments to certain third parties, including Cryptocurrency exchange, marketplace and brokerage services carrying the Service (collectively – the “Exchange(s)”), by using the User’s existing credit card (as available and applicable).
By accepting these Terms, you represent that any and all information you provide us through the Service is true and accurate. Any false or fraudulent information and/or use of Service is prohibited.
PLEASE READ CAREFULLY: YOU HEREBY ACKNOWLEDGE AND AGREE THAT THE SERVICE IS INTENDED FOR PLACING MONETARY DEPOSITS AND TRANSFERRING PAYMENTS TO CERTAIN THIRD PARTIES, INCLUDING EXCHANGE(S), FOR WHATEVER REASON, INCLUDING FOR THE PURCHASE OF CERTAIN CRYPTOCURRENCY, DERIVATIVES AND/OR RELATED PRODUCTS AND SERVICES. CF TECHNOLOGIES IS NOT THE OPERATOR OF SUCH EXCHANGE(S), NOR IS IT THE PROVIDER OF ANY GOODS OR SERVICES (INCLUDING CRYPTOCURRENCY) NOT EXPLICITLY DETERMINED TO BE PROVIDED BY IT HEREUNDER.
CF TECHNOLOGIES IS NOT IN ANY WAY RESPONSIBLE FOR THE CONDUCT OR BEHAVIOR OF ANY EXCHANGE OR OTHER THIRD-PARTY SERVICES (AS DEFINED HEREUNDER) OR ANY USERS THEREOF AND/OR OF THE SERVICE, NOR IS IT RESPONSIBLE OR INVOLVED IN ANY WAY WITH ANY TRANSACTION OR TRANSFER OF ANY RIGHT TO, OR LEGAL OWNERSHIP OF, ANY CRYPTOCURRENCY WHATSOEVER. CF TECHNOLOGIES SHALL NOT BE RESPONSIBLE NOR LIABLE FOR ANY DAMAGE OR LOSS THAT MAY RESULT FROM YOUR OR ANY OTHER USERS’ USE OF THE SERVICE, ANY EXCHANGES AND/OR THIRD-PARTY SERVICES, AND/OR FOR ANY SUBSEQUENT USE OF ANY MONEYS DEPOSITED AND/OR TRANSFERRED BY YOU THROUGH THE SERVICE, INCLUDING WITH RESPECT TO ANY CRYPTOCURRENCY OR OTHER THIRD-PARTY SERVICE’S GOODS OR SERVICES., OR FOR ANY THIRD-PARTY CONTENT DISPLAYED, MAINTAINED, TRANSMITTED OR LINKED BY OR IN CONNECTION WITH THE SERVICE.
CF TECHNOLOGIES DOES NOT IN ANY WAY ENDORSE ANY APPLICATION, PRODUCT, GOOD, SERVICE OR ADVERTISEMENT WHICH MAY BE MENTIONED OR OTHERWISE PRESENTED OR LINKED ON, THROUGH AND/OR IN CONNECTION WITH THE SERVICE, INCLUDING FOR ANY EXCHANGE, THIRD PARTY SERVICES AND/OR CRYPTOCURRENCY.
CF Technologies will not be responsible for the content, exchange rate, quality, reliability, usability, or the level of service provided by the Exchange and will not be liable for any damages or losses whatsoever arising from or in connection with the use or inability to use any goods or services offered by and/or through the Exchange, including by other Users of the Service.
3. Registration and User Account
In order to access and use certain sections and functions of the Service (including the transfer of payments to the Exchange), you must register and open a User account (the “Account”). Registration can be done by completing the registration form available on the Service https://www.xcoins.com/signup). In order to perform a transaction and receive the Service, you will be required to provide certain details, such as your credit card details, billing information and official proof of identity and address, and any additional required information in order to render the Service. It is clarified and you hereby accept and acknowledge that we will examine and evaluate such payment request, and that such evaluation will require a duration of time to be determined by us (during such evaluation we may also examine credit information provided by credit companies). If we decide, in our sole discretion, to approve such payment request, then the applicable payment shall be charged from your credit card.
You must provide accurate and complete information when creating an Account and you agree to not misrepresent your identity or your Account Information and to keep your Account information accurate and up to date.
You are solely and fully responsible for maintaining the confidentiality of the login credentials (e-mail and password) of your Account and for all activities that occur under your Account. You may not assign or transfer your rights or delegate your duties under the Account and/or these Terms without the prior written consent of CF Technologies. You must notify us immediately of any unauthorized use of your Account or any other breach of security. We cannot and will not be liable for any loss or damage arising from any failure of yours to comply with the Terms or from any unauthorized use of your Account or any other breach of security. You may be liable for the losses of CF Technologies and/or others due to any such use.
If you wish to change your Account password, or if you wish to terminate your Account, you can contact us at: [email protected] Your Account will be terminated as soon as we are able to process your request, and from that date you will no longer be able to access your Account, and without derogating from any right or claim available to CF Technologies, any and all permissions, rights and licenses granted to you under these Terms shall be instantly terminated and revoked.
CANCELING YOUR ACCOUNT MAY CAUSE THE LOSS AND/OR UNAVAILABILITY OF CONTENT, FEATURES, OR CAPACITY WITH REGARD TO YOUR ACCOUNT. WE DO NOT ACCEPT ANY LIABILITY FOR SUCH UNAVAILABILITY AND/OR LOSS.
4. User Representations and Undertakings
Your use of the Service (or any part thereof) is dependent on the fact that you hereby represent and warrant that:
The execution of the Terms does not and will not violate any other agreement to which you are bound or any law, rule, regulation, order or judgment to which you are subject;
You will not infringe or violate any of the Terms;
You possess the legal authority to enter into these Terms and to form a binding agreement under any applicable law, to use the Service in accordance with these Terms, and to fully perform your obligations hereunder;
If you connect to, access or use the Service on behalf of an entity or any third party, you represent and warrant that you are duly authorized under any applicable law to represent such entity or third party in connection with these Terms and to commit it to be bound by these Terms, and hereby make all representations and warranties herein on both your and its behalf;
You possess the knowledge and judgment necessary to decide whether to use the Service or otherwise engage with other Users of Service;
You acknowledge that you are solely responsible for complying with applicable laws regarding use of the Service, or any other interaction and/or transaction you make through or in connection with the Service, including the determination of whether a transaction made through or following your use of the Service complies with the terms of the jurisdictions and laws applicable to you and all other parties of your engagement;
You will not rely on CF Technologies and fully understand that we do not provide any endorsement, support, representation or guarantee regarding the accuracy, reliability, truthfulness, legality or completeness of any goods, services, information or content that may be available to you in connection with the Exchange, including with respect to any Cryptocurrency;
You will obtain appropriate professional advice (including legal, accounting, commercial and any other advice) to protect your interests before engaging in any matter in which you may benefit from such advice. You acknowledge that there is no professional relationship (including any attorney-client or advisor-advisee relationship) between you and CF Technologies or any other Users, unless you and any such User specifically agree otherwise, and that you may not solely or fundamentally rely on any information, content or any features you find on or through the Service; and
You acknowledge that there are risks in using the Service and/or connecting and/or dealing with other Users and/or any Exchange, through or in connection with Service, and that CF Technologies cannot and does not guarantee any specific outcomes from such use, interactions and/or transactions, and you hereby assume all such risks, liabilities and/or harm of any kind arising in connection with and/or resulting from such use, interactions and/or transactions. Such risks may include, among others, misrepresentation of information about and/or by any Exchange(s), goods, services and/or other Users, breach of warranty and/or contract, violation of rights and any consequent claims.
You acknowledge that CF Technologies Ltd or the Xcoins.com service is not liable or responsible for promises or guarantees made by any third party related to your intended use of the purchased cryptocurrency. The user acknowledges that any risk related to the misuse of cryptocurrency delivered to the user's wallet in accordance with the terms of sale is the sole responsibility of the user and The Service cannot be held responsible for any damages or loss as a result of the misuse of delivered funds.
5. Payment Transactions, Delivery Confirmation, and Chargebacks
You are fully responsible for paying all sums (whether Fiat Money or Digital Currency) owed to us by you. We reserve the right to withhold any payment which is to be made to you until the Company can properly identify and authenticate your identity and/or payment details (as applicable).
Delivery confirmation - You agree that a public blockchain delivery confirmation showing the date, time, wallet address, txid (transaction ID), and amount of cryptocurrency constitutes a valid and irrefutable confirmation that the order was delivered as specified for all purposes. An example of a valid blockchain confirmation would be: https://www.blockchain.com/btc/tx/(YOUR-TRANSACTION-ID)
In connection with any Sale or Purchase, in the event that we transfer Fiat Money or Digital Currency to you that you are not properly authorized by this Agreement to receive or keep, we reserve the right to offset such amounts with Fiat Money and/or Digital Currency we receive from you in subsequent transaction(s), to the full extent permitted by law and/or this Agreement.
Any payment by Xcoins to you, which includes refunds of payments which may or may not have been initially made by you to us, will be paid sent to you after a deduction of any applicable fees and/or transaction costs and expenses. These include our commission fee. These payments could be either Fiat Money or Digital Currency.
5.8 Cancellation / Refund Policy. You acknowledge that Executed transactions are non-cancelable, non-refundable, and you cannot change or reverse any transaction - whether completed or pending (including any order in which the Wallet Address has not yet been verified by you)
Notwithstanding the above, the Company, in its sole discretion, without any obligation whatsoever, may endeavor to comply with a request from you to cancel a transaction on your Account. Subject to applicable law and regulation, in the event the Company cancels your Purchase order after having received Fiat Money from you with regards to such order, the Company will refund such funds to you minus any costs or expenses incurred with regards to such refund, including without limitation any bank charges, currency exchange charges and/or payment processing charges. With respect to cancellation of your Sale order after having received Digital Currency from you, the Company will credit you with such Digital Currency minus applicable transaction costs and expenses. Any return for a canceled transaction shall be at an exchange rate determined in the Company's sole reasonable discretion.
5.9 Unsuccessful Payments. If your payment method is declined, whether due to insufficient funds or deemed unsuccessful for any other reason, you agree that the Company, in its sole discretion, may: (i) cancel any applicable transaction; (ii) fulfill a portion of that transaction; or (iii) debit alternative payment methods provided by you, in the amount necessary to complete a pending transaction. In the event of termination of any transaction, the Company will make reasonable efforts to provide you with notification of such termination. If any fees apply on failed bank-transfer attempts made by the Company to you in the course of executing your Sale order, and such failure is reasonably attributed to an error by you, such fees shall be deducted from either (x) the amount of Fiat Money that is transferred to you if the order is subsequently executed; or (y) the amount of Digital Currency that is returned to you if the order is declined and the Digital Currency is returned.
5.10 Ownership of your Wallet Address. You guarantee to use and provide a Wallet Address owned by you exclusively and which is under your sole and full control, for the purpose of executing any transaction, including: (a) in a Purchase order, a Wallet Address to which we will transfer Digital Currency; (b) in a Sale order, a Wallet address (or Wallet Addresses) from which you will transfer Digital Currency to us and/or a Wallet Address to which we may return Digital Currency.
5.11. The Company reserves the right to deny processing any order, or cancel any pending transaction if:
- required to do so by law, regulation, competent court order, or other competent authority;
- it exceeds any limit which may apply to the number or volume of transactions in any given period, in accordance with Company’s policies, as may be amended from time to time, or any other applicable laws and regulations; or
- such transaction places the Company’s operation, good name, or reputation at risk.
6. Know-Your-Customer ("KYC") and Anti-money Laundering (“AML”)
We (Xcoins) have procedures and systems aimed at allowing us to identify and mitigate the risk of our Site and Services being misused for illegal purposes. This forms part of our obligation and commitment to combat all potential financial crimes. Our KYC and AML procedures form a major part of this.
If we have a suspision that our relationship with you involves any risk of funding terrorism, money laundering or any other prohibited activity or crime, we may, at our discresion, refuse to accept you, or terminate you as one of our customers. We also hold the right to refuse to process a transaction or take any other action that we deem necessary, including reporting you and the transaction to the relevant authorities. We are not obligated to inform you of our actions, nor report on the reasons for them.
7. Use Restrictions
There are certain conducts which are strictly prohibited on and/or with respect to the Service. Please read the following restrictions carefully. Your failure to comply with the provisions hereunder may result (at CF Technologies sole discretion) in the termination of your access to the Service and may also expose you to civil and/or criminal liability.
You may not, whether by yourself or anyone on your behalf:
1. copy, modify, create derivative works of, adapt, emulate, translate, reverse engineer, compile, decompile or disassemble any portion of the content on the Service, including any information, material and data available on the Service (collectively, the “Content”) in any way, or publicly display, perform, or distribute the Content, without CF Technologies prior written consent;
2. copy, modify, create derivative works of, reverse engineer, adapt, emulate, translate, reverse engineer, compile, decompile or disassemble the Service (or any part thereof), and/or permit others thereto;
3. make any use of the Content on any other website or networked computer environment for any purpose, or replicate or copy the Content without CF Technologies prior written consent;
4. create a browser or border environment around the Service and/or Content, link, including in-line linking, to elements on the Service, such as images, posters and videos, and/or frame or mirror any part of the Service, unless as expressly permitted hereunder;
5. interfere with or violate any other User’s right to privacy or other rights, or harvest or collect personally identifiable information about visitors or users of the Service without their express and informed consent, including using any robot, spider, site search or retrieval application, or other manual or automatic device or process to retrieve, index, or data-mine;
6. defame, abuse, harass, stalk, threaten and/or violate in any way the legal rights of others;
7. use and/or display the Service (or any part thereof) on and/or with respect to any good or service, which in itself and/or which contains any information or content that may be considered as abusive, harassing, threatening, inciting hatred, encouraging or facilitating anti-social behavior, promoting the tobacco industry or the armaments industry, obscene, defamatory, libelous, or racially, sexually, religiously, or otherwise objectionable, offensive and/or violating in any way the legal rights of others, and/or where presence of the Content or any reference to CF Technologies and/or the Service might be perceived as damaging to CF Technologies reputation and goodwill or actually bring CF Technologies into disrepute;
8. transmit, distribute, display or otherwise make available through or in connection with the Service any content, which may infringe third party rights, including Intellectual Property rights and privacy rights, or which may contain any unlawful content;
9. impersonate any person or entity or provide false information on the Service, whether directly or indirectly;
10. falsely state or otherwise misrepresent your affiliation with any person or entity, or express or imply that CF Technologies or any third party endorses you, your business, or any statement you make, or present false or inaccurate information about and/or through the Service;
11. transmit or otherwise make available in connection with the Service, and/or use the Service to distribute and/or otherwise transmit any virus, worm, Trojan Horse, time bomb, web bug, spyware, or any other computer code, file, or program that may or is intended to damage or hijack the operation of any hardware, software, or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component;
12. interfere with or disrupt the operation of the Service, or the servers or networks that host the Service or make the Service available, or disobey any requirements, procedures, policies, or regulations of such servers or networks;
13. sell, license, or exploit for any commercial purposes any use of or access to the Content and/or Service;
14. use the Service for and/or in connection with any form of spam, unsolicited mail or similar conduct;
15. create a database by systematically downloading and storing all or any of the Content, or forward any data generated from the Service without the prior written consent of CF Technologies;
16. bypass any measures which may be used to prevent or restrict access to the Service and/or certain functionalities therein;
17. transfer or assign your Account’s log-in credentials, even temporarily, to a third party;
18. use the Content and/or the Service for any illegal, immoral or unauthorized purpose;
19. use the Service and/or the Content for non-personal or commercial purposes without CF Technologies prior express written authorization; or infringe or violate any of these Terms.
8. Intellectual Property
The Service (including the Site and Platform), the Content, CF Technologies proprietary software and any and all intellectual property rights pertaining thereto, including, without limitation, inventions, patents and patent applications, trademarks, trade names, logos, copyrightable materials, graphics, text, images, designs (including the “look and feel” of the Service and any part thereof), specifications, methods, procedures, information, know-how, algorithms, data, technical data, interactive features, source and object code, files, interface, GUI and trade secrets, whether or not registered and/or capable of being registered (collectively, “Intellectual Property”), are owned and/or licensed to CF Technologies, and are subject to copyright and other applicable intellectual property rights under Bulgaria laws, foreign laws and international conventions. You may not copy, distribute, display, execute publicly, make available to the public, emulate, reduce to human-readable form, decompile, disassemble, adapt, sublicense, make any commercial use, sell, rent, lend, process, compile, reverse engineer, combine with other software, translate, modify or create derivative works of any material that is subject to CF Technologies proprietary rights, including CF Technologies Intellectual Property, either by yourself or by anyone on your behalf, in any way or by any means, unless expressly permitted in the Terms.
“Xcoins.com” and all logos and other proprietary identifiers used by CF Technologies in connection with the Service (“CF Technologies Trademarks”) are all trademarks and/or trade names of CF Technologies, whether or not registered. All other trademarks, service marks, trade names and logos which may appear on or with respect to the Service, including on or in connection with the Exchange, belong to their respective owners (“Third Party Marks”). No right, license, or interest to CF Technologies Trademarks and/or to the Third-Party Marks is granted hereunder, and you agree that no such right, license, or interest shall be asserted by you with respect to CF Technologies Trademarks or the Third-Party Marks and therefore you will avoid using any of those marks, unless expressly permitted herein.
You are hereby prohibited from removing or deleting any and all copyright notices, restrictions and signs indicating proprietary rights of CF Technologies and/or its licensors, including copyright mark [©] or trademark [® or ™] contained in or accompanying the Service, and you represent and warrant that you will abide by all applicable laws in this respect. You are further prohibited from using, diluting or staining any name, mark or logo that is identical, or confusingly similar to any of CF Technologies marks and logos, whether registered or not.
10. Third-Party Services
The Service may be available on and/or linked to through certain third-party Exchanges, websites and other third-party services (collectively, “Third Party Services”). Such Third-Party Services are independent from the Service. You hereby acknowledge that CF Technologies has no control over such Third-Party Services, and further acknowledge and agree that CF Technologies is not responsible for the availability of Third Party Services, and does not endorse and is not responsible or liable for any goods, services, content, advertisements, products, or any materials available on and/or through such Third-Party Services.
We use third-party services and such third party’s affiliates services which enable you to place monetary deposits and perform the transfer of payments within our website by making use of your existing credit card (as and if available and applicable) (the “Service” and the “Third Party Service Provider”). The Services do not include any additional service, and such third-party services do not include providing and/or depositing the applicable Cryptocurrency at your account.
We may share and transfer (including cross border transfer) Personal Information with the Third-Party Service Provider for the purpose of rendering the Services which will be made to our website via the use of your credit card. The Personal Information will be shared with the Third-Party Service Provider after you elect to execute such monetary payments by using the Services of the Third-Party Service Provider. For the purpose of this section Personal Information shall include information that identifies or may identify you, including the information submitted by you through the registration form when you subscribe to the website such as your E-mail address, password, country and city and/or information provided through social websites or any other identifying information provided by you while using the services of our website.
In addition, we may transfer any Non-Personal Information provided by you through your use of the services on our website to the Third Party Service Provider in order to allow the Third Party Service Provider to perform preliminary examinations of Non-personal Information for the purpose of determining if you are qualified to use the services of such Third Party Service Provider (including the history of your transactions on the website which will be provided without any identifying information and solely for the purpose of performing the preliminary examinations).
By accepting these terms, you represent that any and all information you provide us is true and accurate. Any false or fraudulent information and/or use of the services rendered to you is prohibited.
You are not obligated by law to provide us and/or the Third-Party Service Provider with any Personal Information. You hereby acknowledge and agree that you are providing us and/or the Third-Party Service Provider with Personal Information at his/her own free will, for the purposes of rendering the Services.
The Service’s availability and functionality depend on a range of factors, such as communication networks, software, hardware, CF Technologies service providers and contractors, and such Third-Party Services carrying the Service. CF Technologies does not warrant or guarantee that the Service will operate and/or be available at all times without disruption or interruption, or that it will be immune from unauthorized access error-free.
13. Changes to the Service
CF Technologies reserves the right to modify, correct, amend, enhance, improve, make any other changes to, or discontinue, temporarily or permanently, the Service (or any part thereof) without notice, at any time. In addition, you hereby acknowledge that the Content available through the Service may be changed, extended in terms of content and form or removed at any time without any notice to you. You agree that CF Technologies shall not be liable to you or to any third party for any modification, suspension, error, malfunction or discontinuance of the Service (or any part thereof).
14. Disclaimer and Warranties
CF TECHNOLOGIES DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, THE INABILITY TO USE OR OPERATE, OR THE RESULTS OF THE USE OR OPERATION OF THE SERVICE (OR ANY PART THEREOF).
THE SERVICE (AND ANY PART THEREOF), INCLUDING WITHOUT LIMITATION ANY CONTENT, DATA AND INFORMATION RELATED THERETO, ARE PROVIDED ON AN “AS IS” BASIS AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE, INCLUDING WITHOUT LIMITATION, THE QUALITY OF PRODUCTS AND SERVICES PROVIDED BY USERS, THIRD PARTY SERVICES AND/OR EXCHANGES.
CF TECHNOLOGIES AND ITS AFFILIATES, INCLUDING ANY OF THEIR OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUB-CONTRACTORS, AGENTS, PARENT COMPANIES, SUBSIDIARIES AND OTHER AFFILIATES (COLLECTIVELY, “SIMPLEXCC AFFILIATES”), JOINTLY AND SEVERALLY, DISCLAIM AND MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE USABILITY, ACCURACY, QUALITY, AVAILABILITY, RELIABILITY, SUITABILITY, COMPLETENESS, TRUTHFULNESS, USEFULNESS, OR EFFECTIVENESS OF ANY CONTENT, DATA, RESULTS, OR OTHER INFORMATION OBTAINED OR GENERATED BY SIMPLEXCC AND/OR ANY USER RELATED TO YOUR OR ANY USER’S USE OF THE SERVICE.
CF TECHNOLOGIES DOES NOT ENDORSE ANY ENTITY, PRODUCT OR SERVICE MENTIONED ON THE SERVICE OR MADE AVAILABLE IN CONNECTION WITH THE SERVICE, INCLUDING ANY THIRD-PARTY SERVICES AND/OR ANY EXCHANGES USING THE SERVICE.
CF TECHNOLOGIES DOES NOT WARRANT THAT THE OPERATION OF THE SERVICE IS OR WILL BE SECURE, ACCURATE, COMPLETE, UNINTERRUPTED, WITHOUT ERROR, OR FREE OF VIRUSES, WORMS, OTHER HARMFUL COMPONENTS, OR OTHER PROGRAM LIMITATIONS. SIMPLEXCC MAY, AT ITS SOLE DISCRETION AND WITHOUT AN OBLIGATION TO DO SO, CORRECT, MODIFY, AMEND, ENHANCE, IMPROVE AND MAKE ANY OTHER CHANGES TO THE SERVICE AT ANY TIME OR TO DISCONTINUE DISPLAYING OR PROVIDING ANY CONTENT OR FEATURES WITHOUT ANY NOTICE TO YOU.
YOU AGREE AND ACKNOWLEDGE THAT THE USE OF THE SERVICE, INCLUDING THE TRANSFER OF ANY PAYMENT THROUGH THE SERVICE AND/OR YOUR USE OF THE EXCHANGE AND/OR OF ANY CRYPTOCURRENCY FROM THE EXCHANGE, IS ENTIRELY, OR OTHERWISE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AT YOUR OWN RISK.
15. Limitation of Liability
IN NO EVENT SHALL CF TECHNOLOGIES AND/OR ANY OF THE CF TECHNOLOGIES AFFILIATES BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, RESULTING FROM OR ARISING OUT OF THE SERVICE, USE OR INABILITY TO USE THE SERVICE, FAILURE OF THE SERVICE TO PERFORM AS REPRESENTED OR EXPECTED, LOSS OF GOODWILL OR PROFITS, THE PERFORMANCE OR FAILURE OF CF TECHNOLOGIES TO PERFORM UNDER THESE TERMS, AND OTHER ACT OR OMISSION OF CF TECHNOLOGIES BY ANY OTHER CAUSE WHATSOEVER, INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM THE CONDUCT OF ANY USERS, THIRD-PARTY SERVICES AND/OR EXCHANGES.
NO ACTION MAY BE BROUGHT BY YOU FOR ANY BREACH OF THESE TERMS MORE THAN ONE (1) YEAR AFTER THE ACCRUAL OF SUCH CAUSE OF ACTION. AS SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THEN SUCH LIMITATIONS ONLY MAY NOT APPLY TO A USER RESIDING IN SUCH STATES.
SUCH LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS SHALL APPLY TO ALL CLAIMS FOR DAMAGES, WHETHER BASED IN AN ACTION OF CONTRACT, WARRANTY, STRICT LIABILITY, NEGLIGENCE, TORT, OR OTHERWISE. YOU HEREBY ACKNOWLEDGE AND AGREE THAT THESE LIMITATIONS OF LIABILITY ARE AGREED ALLOCATIONS OF RISK CONSTITUTING IN PART THE CONSIDERATION FOR CF TECHNOLOGIES SERVICES TO YOU, AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY, AND EVEN IF CF TECHNOLOGIES AND/OR ANY CF TECHNOLOGIES AFFILIATES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITIES AND/OR DAMAGES.
16. Indemnification and Setoff
You agree to defend, indemnify and hold harmless CF Technologies and any CF Technologies Affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, fines, late fees, cancellation fees and expenses (including attorney’s fees) arising from: (i) your use of the Service (or any part thereof); (ii) your violation of any term of these Terms; (iii) any damage of any sort, whether direct, indirect, special or consequential, you may cause to any third party which relates to your use of the Service, including without limitation any damage related to Cryptocurrency purchased and sold by you through an Exchange and in connection with the Service; (iv) your violation of any third party rights; and (v) any charge-back or cancellation of any monetary deposit or payment made by you through the Service.
You further agree that any funds or other assets which you have deposited with an Exchange and/or which you are entitled to, from, and/or through such Exchange may be set off by either the Exchange and/or CF Technologies and used as collateral in order to secure the fulfillment of your obligations herein.
In addition, you hereby agree that any payment to be made by you with respect to the Service which is not made by its due date shall bear interest thereon at the maximum rate permitted by law at the time payment is due, computed from the original due date until paid, and that you shall be liable to pay any payments or fees arising from such delinquent payments.
17. Amendments to the Terms
18. Termination of your Account and Termination of Site’s Operation
At any time, CF Technologies may block your access to the Service and/or temporarily or permanently limit, suspend or terminate your Account, for any reason, at its sole discretion, in addition to any other remedies that may be available to CF Technologies under any applicable law. Such actions may be taken if CF Technologies deems that you have breached any of these Terms in any manner.
Additionally, CF Technologies may at any time, at its sole discretion, cease the operation of the Service or any part thereof, temporarily or permanently, without giving any prior notice. You agree and acknowledge that CF Technologies does not assume any responsibility nor liability with respect to, or in connection with the termination of the Service and/or loss of any data.
These Terms do not, and shall not be construed to create any relationship, partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between CF Technologies and you.
These Terms, and the rights and remedies provided hereunder, and any and all claims, disputes and controversies arising hereunder or related hereto and/or to the Service, their interpretation, or the breach, termination or validity thereof, the relationships which result from these Terms, or any related transaction shall be governed by, construed under and enforced in all respects solely and exclusively in accordance with the laws of Malta without reference to its conflict-of-laws principles, and shall be brought in, and you hereby consent to exclusive jurisdiction and venue in, the competent courts in Malta.
CF Technologies may assign its rights and obligations hereunder and/or transfer ownership rights and title in the Service to a third party without your consent or prior notice to you. Your rights and obligations under the Terms are not assignable. Any attempted or actual assignment thereof without CF Technologies prior explicit and written consent will be null and void.
If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions.
No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof.
These Terms constitute the entire terms and conditions between you and CF Technologies relating to the subject matter herein and supersede any and all prior or contemporaneous agreements, understandings, promises, conditions, negotiations, covenants or representations, whether written or oral, between CF Technologies and you, including, without limitation, those made by or between any of our respective representatives, with respect to the Service. You agree that you will make no claim at any time or place that these Terms have been orally altered or modified or otherwise changed by oral communication of any kind or character. You further agree that you are not relying upon any promise, inducement, representation, statement, disclosure or duty of disclosure of CF Technologies in entering into these Terms.
The provisions of the User Representations and Undertakings, Use Restrictions, Intellectual Property, Third Party Services, Availability, Disclaimer and Warranties, Limitation of Liability, Indemnification and General Sections, will survive the termination or expiration of these Terms.
If you have any questions concerning the Terms or the Service, you are welcome to contact us at: [email protected] and we will make every effort to reply within a reasonable timeframe (typically within 1 hour).