Terms of Service for Software Application - CryptoCurrency Payments - B2BinPay

Terms of Service for Software Application

B2BinPay Software Application 

B2BinPay Software Application (hereinafter – the “Software Application”) is a software program that enables ability to deposit and withdraw crypto assets to/from your personal wallets. The goal of Software Application is to empower users to make use of digital assets in the way that is best for them.

Legal Agreement

This agreement is a contract between you (“You” or “Your”), a user of the Software Application and its related services, and the maker of the software, B2BX Digital Exchange OU, address: Estonia, Tallinn, Lasnamäe linnaosa, Tähesaju tee 7, license FVT000176, dated 30.09.2020 (hereinafter – “Provider”). 

By entering into this agreement You agree to be bound by it and acknowledge that You have read it and that You understand it. If You do not agree to the terms of this agreement then You may not install, access, or use the Software Application. 

You Are In Control Of Your Digital Assets

You may install the Software Application on Your device(s) in accordance with this Agreement. It allows You to interact with Your digital assets by accessing your personal room by login-in. 

Your Use of Software Application

Software Application is designed for lawful use only. Your use of Software Application is only permitted by Provider provided that You follow the laws of Your local jurisdiction and Estonia (where Provider is based).

No custody service

Provider shall not act as a custodian meaning that the Provider does not bear any of custodian responsibilities in regard to safety of Your funds and does not hold Your funds for safekeeping to minimize Your risk of funds loss. You acknowledge and understand this;

Digital Asset Transactions

Many digital asset transactions are between two people (“P2P”). Provider is not a party to Your transactions, and is not responsible for them so You must carefully enter the correct blockchain address for Your transactions (even if there is a checksum for the particular digital asset that you are interacting with), and verify that You are sending the correct quantity. 

There are many risks associated with digital assets and the use of blockchain technology. Provider has no control over the blockchains that You can interact with. Provider cannot cancel, refund, modify or affect any transaction that You have caused to be broadcasted to any given blockchain network. You should take care to understand the details of the blockchains that You choose to interact with as Provider has no control over them (or your interactions with them). To the fullest extent permitted by law, Provider has no liability to You in relation to these risks.

Provider will never pay for your losses that may occur in relation to blockchain transactions that You conduct. 

Third Party Service Provider Risks & Disclaimer

Third party services that You interact with through Software Application (whether an Affiliate Fee applies or not, see below) typically require an account to use and You may be required to become a party to an agreement with that third party for which You are solely responsible. Provider is not a party to the purchase, sale or trade of any digital assets that are effected through third party service providers, or any transactions involving fiat currency, and does not act as a seller or supplier. Any agreement that you enter with any third party to purchase, sell or trade digital assets, or to send fiat currency, is between you and that third party, and you are solely responsible for ensuring that you agree to applicable terms, and that the provider complies with all applicable laws that may apply to you, including in your jurisdiction. Such agreements are not enforceable against Provider, and do not bind us or limit our rights under this contract or applicable law. 

You agree that Provider is not responsible for the legal terms (e.g. “terms of use agreement”), privacy policies, or the practices and/or transactions of and involving the payment processor or the transaction services providers, or the compliance of these providers with legal requirements (in your jurisdiction or elsewhere). Provider, in the frames of this Agreement, does not process any payments, participate in the sale, purchase or trade of any digital assets, and does not receive custody of any digital assets used by You for the purposes of making any payments or transacting in any crypto assets through these third party providers. 

You acknowledge that links, brand names, and logos in Software Application are not endorsements. Even where Software Application may include language about “recommendations” these should be understood as being based on aggregate user behaviour and not a specific recommendation for You. 

You agree that Provider shall not be liable for any conduct, actions, or negative consequences whatsoever that may arise as a result of Your use of third party services in connection with Software Application. These third party services are not governed by these Terms of Service, and You agree to review, understand and consent to these prior to the use of any third party provider that You may use. Provider is not responsible in any way for the actions, privacy practices, legal terms, obligations, responsibilities, content, or functionality of the product, service, or website offered by these third parties. The websites and/or services offered by these third parties may collect and treat information collected by them differently than Provider, so we encourage you to carefully read and review the privacy policy and/or terms of service for each third party provider that You may wish to use. 

Third Party Service Provider Affiliate Fees

Software Application can be used to send or receive digital assets to any blockchain address and You are always in charge of and responsible for Your transactions. You may choose to use any third party service provider using Software Application (or any other wallet) or send transactions to any address.

Personal room

Software Application allows you to get registered in the Personal room, You may be disclosing personal information to Provider that will be kept confidential, to the extent permitted by law. Further rules, obligations, and responsibilities may apply to Your Personal room and You may be contacted via email to inform You of changes to Software Application, Personal room, or new opportunities from Provider. 

Exchanger 

You may use the exchanger in Personal room in order to exchange stablecoins only. The exchange is performed between You and provider. Please note that we are not obliged to perform the exchange, and therefore don’t bear any responsibility in case of absence of volumes requested by You. In case you are interested in exchange of big amount of stablecoins (about 100k in USD equivalent), please contact your account manager in advance and clarify whether this exchange is possible. 

Complimentary Technical Support

Customer support is offered to You (or any other user) without charge of any kind but is provided solely at Provider’s discretion, and may be discontinued or modified at any time. 

If You choose to make use of Provider’s free customer support services then You must treat Provider’s customer support staff with respect. 

Digital assets can be complicated and it is difficult to provide complimentary support to a global user base in the digital asset space. Although Provider’s customer support staff strive to do their best, You are the one who is responsible for any losses that may result from inappropriately following advice or even appropriately following advice that has negative consequences for You. If You are concerned about possible losses or errors You should retain Your own independent professional advisors or technical experts to assist You with Your unique circumstances. 

You expressly acknowledge that Provider is not responsible for any errors, misunderstandings, incorrect/incomplete explanations or instructions, and that Provider’s customer support is not a substitute for paid technical experts. To the extent permitted by applicable law, this support is offered to You without warranty of any kind and shall be at Your risk.

Updates

Due to the wide variety of operating systems, configurations, and unique circumstances of users it is not possible to guarantee that an update to Software Application will not cause unintended consequences for You and Provider specifically disclaims any responsibility or liability for this risk.

Provider may choose to make available updates, upgrades or other changes or enhancements to Software Application (“Updates”). Updates may be: (a) optional, in which case you will receive information and instructions to authorize Updates; or (b) mandatory, in which case you must consent to the Update for continued access. 

No Responsibility For Transaction Delays

Provider is not liable for any loss, damages, costs, or claims of any kind related to delays in effecting a blockchain transaction using Software Application due to blockchain network congestion, errors involving Provider’s software systems (including backend servers), or any other reason.

Limited License

Software Application is licensed to You on a limited, revocable, personal, non-exclusive, non-transferrable, non-assignable, royalty-free, worldwide basis.

Compliance with AML legislation

Provider is a licensed company and follows requirements of Estonian AML legislation. You are required to pass KYC verification process before using the Software Application. Also the company has the right to refuse You in using Software Application and to block your account or any transaction in case of any violations with legislation or Provider’s KYC rules, as well as to block any transaction in case of suspicions in money laundering.

You hereby provide your consent to pass videoverification in the case such measure is required according to Estonian legislation or on Provider’s request. 

No Warranty

To the extent permitted by the applicable law, Software Application is provided at no cost to You, “as is” and “as available”. Provider charges commission for withdrawal only for covering blockchain fees and doesn’t earn any profit from your transactions. Provider does not guarantee that its software will always be safe, secure, or error-free, or that it will function without disruptions, delays, bugs, or imperfections. 

TO THE EXTENT PERMITTED BY APPLICABLE LAW, PROVIDER DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE ARE HEREBY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. 

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, PROVIDER MAKES NO REPRESENTATION OR WARRANTY THAT: (I) SOFTWARE APPLICATION WILL BE COMPATIBLE WITH YOUR COMPUTER, DEVICE AND SOFTWARE; (II) SOFTWARE APPLICATION WILL BE AVAILABLE OR WILL FUNCTION WITHOUT INTERRUPTION OR ERROR; (III) THE USE OF SOFTWARE APPLICATION, INCLUDING, WITHOUT LIMITATION, THE BROWSING AND DOWNLOADING OF ANY INFORMATION, WILL BE FREE OF ANY VIRUSES OR OTHER DESTRUCTIVE, INTRUSIVE OR DISRUPTIVE COMPONENTS; (IV) THE TRANSMISSION OF INFORMATION TO AND FROM SOFTWARE APPLICATION WILL BE SECURE; (V) THE USE OF SOFTWARE APPLICATION WILL NOT INFRINGE THE RIGHTS (INCLUDING, WITHOUT LIMITATION, INTELLECTUAL PROPERTY RIGHTS) OF ANY PERSON; OR (VI) THE USE OF SOFTWARE APPLICATION  WILL NOT CAUSE ANY DAMAGE TO YOUR COMPUTER SYSTEMS, SOFTWARE OR ELECTRONIC FILES. 

SOFTWARE APPLICATION AND ANY SERVICES DESCRIBED IN THIS AGREEMENT ARE ONLY OFFERED TO YOU IF YOU RESIDE IN A JURISDICTION WHERE THEY MAY BE LEGALLY OFFERED AND YOU AGREE TO BE SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE USE OF SOFTWARE APPLICATION AND ITS SERVICES IS COMPATIBLE WITH THE LAWS OF YOUR JURISDICTION. THE INFORMATION IN SOFTWARE APPLICATION IS NOT AN OFFER OR SOLICITATION BY ANYONE TO ANYONE IN ANY JURISDICTION IN WHICH AN OFFER OR SOLICITATION CANNOT LEGALLY BE MADE, OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE A SOLICITATION. 

Backend Servers

Although Software Application is installable software, it also contains elements that rely on backend infrastructure run by Provider (and other parties) which may be turned off temporarily or even permanently, without notice to You, at the sole discretion of Provider. As a free service, Provider does not make any representations that Software Application’s servers (or the downloadable software) will be available at any particular time, or for any proportion of the time. 

Some or all of the Software Application service may not be available in all locations or jurisdictions worldwide due to geo-blocking or other measures taken by Provider to ensure compliance with laws or to improve the quality of service.

You hereby acknowledge and agree that we reserve the right at any time to modify or discontinue the whole, or any part of, Software Application (including its backend servers), without notice other than as required under the applicable law, and that we will not be responsible or liable, directly or indirectly, to You (or any other person or entity) for any loss or damage of any kind incurred as a result of any such modifications or discontinuance or for any unavailability of Software Application. 

Indemnification

You agree to release, indemnify, defend and hold harmless Provider and its respective agents, employees, directors, successors, and assigns from any loss, liability, claim, demand, damage or expense asserted by any entity relating in any way to Your use (or misuse) of Software Application, transactions made (or not made) through Software Application, any and all claims based on publicity rights, defamation, invasion of privacy, copyright infringement, trademark infringement, or any other cause of action. 

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY THE APPLICABLE LAW, PROVIDER WILL NOT UNDER ANY CIRCUMSTANCES BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES WHATSOEVER ARISING FROM, CONNECTED WITH, OR RELATING TO SOFTWARE APPLICATION. YOU EXPRESSLY ACKNOWLEDGE THAT PROVIDER HAS ENTERED INTO THIS AGREEMENT WITH YOU AND MAKES SOFTWARE APPLICATION AVAILABLE TO YOU, IN RELIANCE UPON THE LIMITATIONS AND EXCLUSIONS OF LIABILITY AND THE DISCLAIMERS SET FORTH HEREIN, AND THAT THE SAME FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND PROVIDER. SOFTWARE APPLICATION IS OFFERED TO YOU AT NO CHARGE AND THEREFORE PROVIDER’S LIABILITY TO YOU MUST BE AND IS LIMITED, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN ORDER TO CONTINUE OFFERING SOFTWARE APPLICATION IN A COMPETITIVE MARKET. 

YOU EXPRESSLY AGREE THAT THE LIMITATIONS AND EXCLUSIONS OF LIABILITY AND THE DISCLAIMERS SET FORTH HEREIN WILL SURVIVE, AND WILL CONTINUE TO APPLY, IN THE CASE OF A FUNDAMENTAL BREACH OR BREACHES, OR WHERE THERE IS A FAILURE OF THE ESSENTIAL PURPOSE OF THE CONTRACT, OR THE FAILURE OF ANY EXCLUSIVE REMEDY, OR THE TERMINATION OF THIS AGREEMENT.

FURTHERMORE, IN NO EVENT SHALL PROVIDER BE LIABLE FOR FAILED TRANSACTIONS; THE DELAYED RELAY OF TRANSACTIONS; LOST PRIVATE KEYS OR PASSWORDS; ERRORS IN THE UNDERLYING SOFTWARE LIBRARIES THAT MAKE UP SOFTWARE APPLICATION, LOST PROFITS OR FUNDS OR DIGITAL ASSETS; CHANGES IN THE VALUE(S) OF FIAT CURRENCIES OR CRYPTO ASSETS; OR ANY OTHER LOSSES RELATED TO YOUR USE OR MISUSE OF SOFTWARE APPLICATION IN COMBINATION WITH DIGITAL ASSETS.

If You make use of third party services that enable you to enter into agreements, transactions, sales, purchases, trades, or financial transfers then You may be at a risk of loss due to malfunction, failure, or other issues with these third party services. You shall fully release, hold harmless, and indemnify Provider, and the officers, directors, contractors, employees, and other personnel of Provider, against any claims in relation to third-party services, whether brought by You or another party, where the claim concerns Your use (or misuse) of a third party service.

Further Legal Terms

The following legal terms also apply:

+ We may amend this agreement without any written notice, you are responsible to monitor changes in this agreement on your own. To the fullest extent permitted by applicable law, Your continued access or use of Software Application after the date of changes constitutes Your acceptance of, and agreement to be legally bound by, the terms of the revised agreement. You may refuse the amendment by ceasing to use the Software Application and uninstalling it from Your device. You may not amend this agreement.

+ Any disputes related to this agreement shall be heard in the courts of Estonia.

+ This agreement is binding upon You, Your heirs, executors, beneficiaries, successors and assigns and You may not assign this agreement to any other party. Provider may assign this agreement as part of the sale of all or substantially all of its business or as part of a corporate reorganization.

+ The clauses in this agreement that pertain to warranties, limitation of liability. Indemnification and release shall survive termination of this agreement. 

+ If any provision of this agreement is held invalid or unenforceable by any court having competent jurisdiction, such provision shall be enforced to the maximum extent permitted by law, and the remaining provisions of this agreement shall continue in full force and effect. No failure to exercise, or waiver of, any provision of this agreement shall be deemed a further or continuing waiver of such provision or any other provision of this agreement.   

+ This agreement is the entire agreement between the parties with respect to Software Application and the other subject matter of this agreement, and it supersedes any other representations, understandings, or agreements between the parties. Furthermore, the parties have entered into this agreement without relying on any representations or warranties made outside of this agreement.