Terms of Service

 

Thank you for visiting https://www.fopay.io/ (“Site”, “Platform”). The Site is owned and operated by “FOINS BLOCKCHAIN” LIMITED LIABILITY COMPANY, duly incorporated and existing under the laws of Ukraine, identification code of the legal entity: 42019553, with the registered office at: Ukraine 01601, City of Kyiv, Pecherskyy District, Mechnykova Street, Building 2, Letter A, and its affiliates, (together “FoPay””, “we”, “our”, or “us”).The following terms and conditions of service (these “Terms of Service“) constitute a binding electronic agreement between You (the “User”) and FoPay that shall be applicable to the User’s use of this website, any and all services, products and content provided by FoPay to you.

 

These Terms of Services should be read in conjunction with the Privacy policy (“Privacy Policy“) together with our Cookies Policy  (“Cookies Policy”), AML and KYC Compliance Policy Declarations  (“AML and KYC Policy”), API Terms of Service (which can be found at ) (“API Terms of Service”) and the Anti-Spam Policy (which can be found at )  (“Anti-Spam Policy”), as well as any other policies published on the Site that are incorporated by reference hereto, so by accepting these Terms of Services, the User agrees with and fully accepts all the policies published on the Site. In case of any inconsistency between these Terms of Service and any other pages, policies, terms, conditions, licenses, limitations, or obligations contained within or on the Site, these Terms of Service shall prevail.

 

As used herein, “FoPay” refers to the company “FOINS BLOCKCHAIN” LLC, including but not limited to, its owners, directors, investors, officers, employees, agents or other related parties, unless otherwise provided herein.

 

Please read the following Terms of Services carefully before agreeing to them.  By using any of the Services offered from time to time on the Site by FoPay, the User acknowledges that they have read, understand, and completely agree to these Terms of Service, as may be updated and amended from time to time (each of you and FoPay being a “Party” and collectively, the “Parties“).

 

IF YOU DO NOT WISH TO ACCEPT THESE TERMS OF SERVICES, OR ANY SUBSEQUENT AMENDMENTS, CHANGES, OR UPDATES THEN YOU SHOULD NOT AND MAY NOT ACCESS OR USE THE SITE OR USE THE SERVICES, FUNCTIONS, CONTENT OR FEATURES OFFERED FROM TIME TO TIME ON THE SITE BY US (“SERVICES”). YOUR ONLY RECOURSE IN THE CASE OF YOUR UNWILLINGNESS TO BE BOUND BY THESE TERMS OF SERVICE IS TO STOP USING ALL OF THE SERVICES.

 

KINDLY NOTE THAT THE USER IS SOLELY RESPONSIBLE FOR UNDERSTANDING AND COMPLYING WITH ANY AND ALL LAWS, RULES AND REGULATIONS OF HIS/HER SPECIFIC JURISDICTION, WHICH MAY BE APPLICABLE TO THE USER IN CONNECTION WITH THE USE OF ANY AND ALL SERVICES OF FOPAY OFFERED ON THE SITE. THE USE OF THE SITE AND ANY SERVICES IS VOID WHERE SUCH USE IS PROHIBITED BY, WOULD CONSTITUTE A VIOLATION OF, OR WOULD BE SUBJECT TO PENALTIES UNDER APPLICABLE LAWS, AND SHALL NOT BE THE BASIS FOR THE ASSERTION OR RECOGNITION OF ANY INTEREST, RIGHT, REMEDY, POWER, OR PRIVILEGE.

 

AS WITH ANY ASSET, THE VALUE OF DIGITAL CURRENCIES CAN RAISE OF FALL AND THEREFORE THERE IS A SUBSTANTIAL RISK THAT YOU WILL LOSE MONEY BY BUYING, SELLING, HOLDING, OR INVESTING IN DIGITAL CURRENCIES. THEREFORE BY USING THE SERVICES, YOU ACKNOWLEDGE AND AGREE THAT (1) YOU ARE AWARE OF THE RISKS ASSOCIATED WITH TRANSACTING IN DIGITAL CURRENCIES, (2) THAT YOU ASSUME ALL RISKS WITH RESPECT TO YOUR USE OF THE SERVICES AND TRADING IN DIGITAL CURRENCIES AND (3) FOPAY IS BY NO WAY RESPONSIBLE OR LIABLE FOR ANY SUCH RISKS OR ADVERSE OUTCOMES.

 

  1. Definitions and interpretations

 

  • In these Terms of Service and all documents incorporated herein by reference, the following stipulations have the following meanings unless otherwise indicated:

 

  • Account: shall mean means an account registered by the User on the Site;
  • Affiliate: shall men in relation to either Party, a direct or indirect subsidiary of the Party, a holding company of the Party, and any other subsidiary of that holding company;
  • AML: shall mean anti-money laundering, including meanings under all applicable laws to the Parties, that prohibits money laundering or any acts or attempted acts to conceal or disguise the identity or origin of; change the form of; or move, transfer, or transport, illicit proceeds, property, funds, or Digital Tokens, including but not limited to the promotion of any unlawful activity such as fraud, tax evasion, embezzlement, insider trading, financial crime, bribery, cyber theft or hack, narcotics trafficking, weapons proliferation, terrorism, or Economic Sanctions violations, which may also require internal controls to detect, prevent, report, and maintain records of suspected money laundering or terrorist financing;
  • Anti-Corruption: shall mean all laws applicable to each Party that prohibits corruption or bribery of Government Officials, kickbacks, inducements, and other related forms of commercial corruption or bribery;
  • Controlling Person: shall mean means any Person who owns more than a 25 percent interest in any Person or affiliate;
  • CRS: shall mean the common reporting standard or the Standard for Automatic Exchange of Financial Account Information;
  • CTF: shall mean counter-terrorist financing;
  • Deposit: shall mean a Transaction involving transfer of Funds to the Account.
  • Digital Tokens Address: shall mean an alphanumeric identifier that represents a potential destination for a Digital Tokens transfer, which usually is associated with a user’s Digital Tokens Wallet;
  • Digital Tokens Wallet: shall mean a software solution or other tool, which provides a means for holding, storing, and transferring Digital Tokens, including a user’s Digital Tokens Address, Digital Tokens balance, and cryptographic keys;
  • Digital Tokens: shall mean a digital representation of value that functions as (i) a medium of exchange; (ii) a unit of account; (iii) a store of value, and/or (iv) other similar digital representations of rights or assets, which is neither issued nor guaranteed by any Government and does not have legal tender status in any jurisdiction, which most often include distributed ledger technology based assets or rights including sovereign cryptocurrency or virtual currency such as Bitcoins, Litecoins, and Ethereum etc;
  • Economic Sanctions: shall mean financial sanctions, trade embargoes, export or import controls, anti-boycott, and restrictive trade measures enacted, administered, enforced, or penalized by any Laws applicable to you or the Site;
  • FATCA: shall mean the United States Foreign Account Tax Compliance Act, as enacted by Title V, Subtitle A of the Hiring Incentives to Restore Employment Act, P.L 111-147 (2010), as amended;
  • FATF: shall mean the Financial Action Task Force;
  • Fiat currency: shall mean government backed and issued currency, that is termed as legal tender in the jurisdiction of issuance by virtue of governmental legislation act.
  • FinCEN: shall mean the Financial Crimes Enforcement Network of the U.S. Department of the Treasury;
  • Government Approval: shall mean any authorization, license, permit, consent, approval, franchise, concession, lease, ruling, certification, exemption, exception, or waiver by or with any Government necessary to conduct the business of either Party or the execution and delivery of the Services under present Terms of Service;
  • Government Official: shall mean an officer or employee of any Government, a director, officer, or employee of any instrumentality of any Government, a candidate for public office, a political party or political party official, an officer or employee of a public international organization, and any Person who is acting in an official capacity for any of the foregoing, even if such Person is acting in that capacity temporarily and without compensation;
  • Government: shall mean any national, federal, state, municipal, local, or foreign branch of government, including any department, agency, subdivision, bureau, commission, court, tribunal, arbitral body, or other governmental, government appointed, or quasi-governmental authority or component exercising executive, legislative, juridical, regulatory, or administrative powers, authority, or functions of or pertaining to a government instrumentality, including any parasternal company, or state-owned (majority or greater) or controlled business enterprise;
  • Headings: The headings and sub-headings in these Terms of Service are for ease of reference only and are not to be taken into account in the construction or interpretation of any provision or provisions to which they refer.
  • Laws: shall mean all laws, statutes, orders, regulations, rules, treaties, and/or official obligations or requirements enacted, promulgated, issued, ratified, enforced, or administered by any Government that apply to User or the Site;
  • Person: shall mean an individual, association, partnership, corporation, other body corporate, trust, estate, and any form of organization, group, or entity cognizable as legal personalities;
  • Personal Information: shall has the meaning set out in the Privacy Policy.
  • Prohibited Jurisdictions: shall mean territories (states) with limited recognition; Territory or Insular Possession of the United States; the European Economic Area (the EEA) Member States; Cuba; Democratic People’s Republic of Korea (North Korea); Iran; Pakistan; Syria; the Government of Venezuela; and Crimea;
  • Prohibited Use: shall has the meaning set out in [paragraph 12] of these Terms of Service;
  • Sanctioned Person: shall mean any Person or Digital Tokens Address that is: (i) specifically listed in any Sanctions List; or (ii) directly or indirectly owned 50 percent or more by any Person or group of Persons in the aggregate, or a Digital Tokens Wallet associated with such Person or Persons, referred to in any Sanctions List, or Government or Government Official of any Prohibited Jurisdiction, and (iii) that is not subject to any Government Approval or otherwise not sanctioned, restricted, or penalized under applicable Laws;
  • Sanctions List: shall mean the “Specially Designated Nationals and Blocked Persons” (“SDN”) List and the Non-SDN List, including the “Sectoral Sanctions Identifications List”, published by OFAC; the Section 311 Special Measures for Jurisdictions, Financial Institutions, or International Transactions of Primary Money Laundering Concern published by FinCEN; and, any other foreign terrorist organization or other sanctioned, restricted, or debarred party list published by the FIA, or under Economic Sanctions, AML, or CTF Laws of or by Governments of the United States, the United Nations, or any other jurisdiction or Government, as applicable to you or to the Site, as amended, supplemented, or substituted from time to time;
  • Services: shall mean any and all service provided by FoPay via the Site;
  • Site: shall mean means website at https://fopay.io/;
  • Territory or Insular Possession of the United States: shall mean the Commonwealth of Puerto Rico; the U.S. Virgin Islands; Guam; the Commonwealth of the Northern Mariana Islands; and all other territories and possessions of the United States, other than the Indian lands (as that term is defined in the Indian Gaming Regulatory Act);
  • Transaction fee: means a fee which is payable to FoPay for each completed Transaction;
  • Transaction: shall mean (i) transfer of Digital Tokens by the User to his/her Account (“Deposit Transaction”); (ii) transfer of Digital Tokens among the Users (“Trading Transaction”), (iii) withdrawal of Digital Tokens from User’s Account (“Withdrawal Transaction”);
  • S. Citizen or U.S. Resident: shall include any U.S. citizen, U.S. lawful permanent resident, individual who meets the “substantial presence” test described in section 7701(b)(3) of the U.S. Internal Revenue Code of 1986 (as amended), protected individual under section 1324b(a)(3) of the U.S. Immigration and Nationality Act, or individual who holds a passport issued by the United States Government;
  • User: shall mean means a person or an entity that uses the Services, agrees to follow the Terms of Use and is a holder of an Account on the Site.
  • You and/or Your: shall mean you individually as a Person or the entity that you represent. If you are entering into this agreement for an entity, you represent and warrant to FoPay that you have the legal authority to bind that entity to this agreement.

 

  • Unless otherwise specified in these Terms of Service, words importing the singular include the plural and vice versa and words importing gender include all genders.

 

  1. Scope of the Services, use of the Site.

 

2.1. FoPay does not provide fiat trading capabilities as part of the Services. The Site functions as a Service provider and not as a buyer or seller in trades made between Users (if any) on the Site. FoPay shall not be treated in any way as a market maker. Users may request the Withdrawal Transaction subject to fees and the limitations as stated in these Terms of Service.

 

2.2. Depending on the User’s place of residence, the User may not be able to some or even all Services and functions of the Site. It is the User’s responsibility to follow those rules and laws in their place of residence and/or place from which the User accesses this Site.

 

2.3.  If you comply with these Terms of Service, FoPay grants you the limited right to use the Site and the Services. The right to use the Site and the Services is a personal, restricted, non-exclusive, non-transferable, non-sublicensable, a revocable, limited license, royalty-free, and non-sublicensable license and it is subject to the limitations and obligations in these Terms of Service. ForPay may suspend or terminate the Services to you, your Digital Tokens Wallet, or to any of your Digital Tokens Address at its sole discretion, as required by applicable Laws or where FoPay concludes that you have violated, breached, or acted inconsistent with any of these Terms of Service.

 

2.4. Nothing in these Terms of Service gives you any license (other than as set out in this paragraph), right, title, or ownership of, in, or to the Site, any of the Services, or the FoPay’s trademarks or any other intellectual property right belonging to FoPay.

 

  1. Eligibility

 

3.1. Please note that FoPay Services on the Site are exclusively offered to individuals who are at least 18 years old, unless age of majority is greater in accordance with the national laws of your country or jurisdiction.

 

3.2. By registering an Account at FoPay you represent and warrant that you (a) are at least 18 years old or of legal age in your jurisdiction to form a binding agreement, (b) are a Person with full legal capacity and authority to enter into these Terms of Service, and (c) you have not previously been suspended or removed from using FoPay Services’ at Site. If you are entering into these Terms of Service on behalf of a legal entity of which you are an employee or agent, you represent and warrant that you have all necessary rights and authority to bind such legal entity.

 

  1. Prohibition and limitation of use

 

4.1. By accessing and using FoPay Services on the Site, you represent and warrant that you are not in Sanctions lists, otherwise you may not and shall not enter the Site, and use or attempt to use FoPay Services on the Site.

 

4.2. FoPay has the right to select its markets and jurisdictions to operate in and may restrict or deny provision of the Services in certain countries or to certain Persons at its sole discretion. Therefore, by accessing and using FoPay Services on the Site you represent and warrant that you are not a resident of Prohibited Jurisdictions (the Resident of Prohibited Jurisdictions). If you are a Resident of Prohibited Jurisdictions (as defined below) you may not and shall not enter the Site, use or attempt to use FoPay Services on the Site.

 

4.3. You are the Resident of the Prohibited Jurisdictions if you are meeting one of the following:

4.3.1. a lawful permanent resident of Prohibited Jurisdictions; and/or

4.3.2. an individual who meets the “substantial presence” test described in section 7701(b)(3) of the U.S. Internal Revenue Code of 1986 (as amended); and/or

4.3.3. an individual who holds a passport issued by Government of Prohibited Jurisdiction; and/or

4.3.4. a corporation, partnership, or other entity established or organized in or under the Laws of the Prohibited Jurisdictions; and/or

4.3.5. any trust if (i) a court within the Prohibited Jurisdictions is able to exercise primary supervision over the administration of the trust, and (ii) one or more Persons listed in p.p. 4.3.1. – 4.2.4 have the authority to control all substantial decisions of the trust; and/or

4.3.5. any Person organized or incorporated outside the Prohibited Jurisdictions in which any of the foregoing, whether singularly or in the aggregate, directly or indirectly holds a 50 percent or greater equity interest by votes or value, holds a majority of seats or memberships on the board of directors of the entity, or authorizes, establishes, directs, or otherwise controls the actions, policies, personnel decisions, or day-to-day operations of the Person;

 

4.4. For the avoidance of doubt, as defined above, Residents of Prohibited Jurisdictions are prohibited from using the Site or any FoPay’s Services of the Site. In addition, where you are not a Resident of Prohibited Jurisdictions and your Account would not be regarded as an Account of a Resident of Prohibited Jurisdictions, but FoPay knows or has reason to know that you are making a deposit, withdrawal, or transfer of Digital Tokens to, from, or through any Person that may be regarded as the Resident of Prohibited Jurisdictions to facilitate the provision of the Services to you, then you may be prohibited from using the Site or any Services, at the sole discretion of FoPay.

 

4.5. Please kindly note that for avoidance of any doubt and further to any statements hereof, the User expressly covenants that they shall ensure that they do not use the Services available on the Site for the transactions relating to:

4.5.1. money laundering, terrorist financing, proliferation of weapons of mass destruction;

4.5.2. human trafficking;

4.5.3. any goods or services that are illegal or the promotion, offer or marketing of which is illegal or that are offered in connection with illegal, obscene or pornographic content, depict children or minors in sexual postures, depict means of propaganda or signs of unconstitutional organizations glorifying war or violating human dignity;

4.5.4.any goods or services, promotion, offer or marketing of which would violate copyrights, industrial property rights or other rights of any person;

4.5.5. archaeological findings;

4.5.6. drugs, narcotics or hallucinogens;

4.5.7. weapons of any kind;

4.5.8. illegal gambling services;

4.5.9. Ponzi, pyramid or any other “get rich quick” schemes;

4.5.10. goods that are subject to any trade embargo;

4.5.11. media that is harmful to minors and violates laws and, in particular, the provision in respect of the protection of minors;

4.5.12. body parts or human remains;

4.5.13. protected animals or protected plants;

4.5.14. weapons or explosive materials; or

4.5.15. any other illegal goods, services or transactions.

 

  1. Account Registration

 

5.1. All Users of the FoPay Services must register at the Site for an Account before using any Services provided by FoPay on it. Without the registered Account will be only able to review functionality of the Site in “view only” mode with no possibility to access actual Services. To register for an Account, you must provide your real name, email address and password and/or other information as required under terms and conditions of our AML and KYC Policy, which is incorporated by reference hereto, as well as fully and unconditionally accept these Terms of Services. FoPay has an ultimate right in its sole discretion to refuse to open an Account for you. Hereby you agree to provide complete and accurate information when opening an Account and agree to promptly update any information you provide to FoPay, in order to have such information always complete and accurate. Each registration is for a single user only and each User may only maintain one active Account with FoPay.

 

  1. User identity verification, use of Account

 

6.1. Identification and verification procedures (also known as ‘Know Your Customer’ or ‘KYC’) are required for all Users in the following cases.  All new and existing Users of the Site must pass the verification procedure in the event if such User is willing to deposit and/or withdraw, and/or in any other way receive their Digital Tokens on their Digital Token Wallet either by themselves or through any third party. FoPay reserves the right to limit the Site functionality to the Users who have not passed verification. If the User refuses to provide required documents and information under terms and conditions of our AML and KYC Policy, Privacy Policy and/or other applicable requirements under present Terms of Services, which are incorporated by reference hereto, FoPay reserves the right to immediately terminate provision of Services to such User.  Such information is used specifically for the detection of money laundering, terrorist financing, fraud and other financial crimes on the Site. You also authorize us to make inquiries, either directly or through third parties, that are deemed necessary to verify your identity or to protect you and/or us against financial crimes such as fraud.

 

6.2. If there is any reasonable doubt that any information provided by you to FoPay is wrong, untruthful, outdated or incomplete, FoPay shall have the right to send you a notice to demand corrections, remove relevant information directly and, as the case may be, terminate provision of any and all Services to you. You are solely and fully responsible for any loss or expenses incurred during the use of FoPay Service if you cannot be reached through the contact information provided. You hereby acknowledge and agree that you have the obligation to keep all information provided up to date if there are any changes.

 

6.3. BY REGISTERING AN ACCOUNT, YOU HEREBY AUTHORIZE FOPAY TO MAKE INQUIRIES, WHETHER DIRECTLY OR THROUGH THIRD PARTIES, THAT FOPAY CONSIDERS NECESSARY TO VERIFY YOUR IDENTITY OR PROTECT YOU AND/OR FOPAY AGAINST FRAUD OR OTHER FINANCIAL CRIMES, AND TO TAKE ACTION FOPAY REASONABLY DEEMS NECESSARY BASED ON THE RESULTS OF SUCH INQUIRIES. YOU ALSO ACKNOWLEDGE AND AGREE THAT YOUR PERSONAL INFORMATION MAY BE DISCLOSED TO CREDIT REFERENCE AND FRAUD PREVENTION OR FINANCIAL CRIME AGENCIES AND THAT THESE AGENCIES MAY RESPOND TO OUR INQUIRIES IN FULL.

 

6.4. You hereby agree that an Account may be only used by the Person, under whose name they are registered. FoPay reserves the right to suspend, freeze or cancel accounts that are used by Persons other than the Persons under whose names they are registered. You shall immediately notify FoPay if you suspect or become aware of unauthorized use of your user name and password. FoPay shall not and will not be liable for any loss or damage arising from any use of your Account by you or by any third party (whether or not authorized by you).

 

6.5. Please be kindly advised that the User is solely responsible for maintaining the confidentiality of information on their Account, including, but not limited to their password, email, Digital Tokens Wallet address, Digital Tokens Wallet balance and of all activities including made via their Account. If there is any suspicious activity related to the User’s Account, FoPay may request additional information from the User, including authenticating documents and freeze the Account for the review time. The User is obligated to comply with these security requests or accept termination of their Account.

 

  1. Restrictions of Services’ use. User’s representations and warranties

 

Important information. Please, read and review it carefully

 

7.1. When you use the FoPay’s Services you agree, represent and covenant to observe the following rules and restrictions:

 

7.1.1. All the activities that you conduct while using the Services on the Site will be compliance with the requirements of applicable laws, regulations, as well as the polices of FoPay;

7.1.2. All the activities that you conduct while using the Services on the Site shall not and will not be in violation of public interests, public ethics or other’s legitimate interests including taking any action that would interfere with, disrupt, negatively affect, or inhibit other Users from using the Services;

7.1.3. You agree not to use the Services on the Site for engaging in market manipulation (such as pump and dump schemes, wash trading, self-trading, front running, quote stuffing, and spoofing or layering regardless of whether prohibited by law);

7.1.4. You may not and shall not modify, reproduce, duplicate, copy, download, store, further transmit, disseminate, transfer, disassemble, broadcast, publish, remove or alter any proprietary notices or labels, license, sublicense, sell, mirror, frame, rent, lease, private label, grant a security interest in, create derivative works of, or otherwise exploit the properties, or any portion of the properties without prior written consent of FoPay;

7.1.5. You may not and shall not attempt to gain unauthorized access to any portion or feature of the Digital Tokens or any other systems or networks connected to the Services or to any FoPay server or to any of the services offered on or through the Services, by hacking, password “mining,” or any other illegitimate or prohibited means;

7.1.6. You may not and shall not probe, scan, or test the vulnerability of the Services or any network connected to the Digital Tokens, nor breach the security or authentication measures on the Services or any network connected to the Services provided on the Site;

7.1.7. You may not and shall not reverse look-up, trace, or seek to trace any information on any other user of or visitor to the Services, take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site or any systems or networks connected to provision of Services, use any device, software, or routine to interfere with the proper functioning of the Site or provision of any Services on it;

7.1.8 You may not and shall not forge headers, impersonate a person, or otherwise manipulate identifiers in order to disguise your identity or the origin of any communication or transmittal you send to the FoPay or in any way use the Services of the Site in an unlawful way or with unlawful purpose.

 

7.2. Please kindly note that by registering an Account on FoPay’s Site in addition to any and all representations and warranties of the User under present Terms of Services you explicitly represent and warrants the following:

7.2.1. the User is following applicable Laws of his/her country of residence and/or country from which he/she accesses Services on the Site; and

7.2.2. the User has unconditionally accepted these Terms of Services in full; and

7.2.3 the User may and will only use the Site and its Services in accordance with the conditions set forth herein and that the User is duly authorized and have the capacity to enter into these Terms of Service with FoPay; and

7.2.4. that Digital Tokens deposited to User’s Account belong to User and derived from legal sources and under the legal tender; and

7.2.5. the User will Withdraw any Digital Tokens from his/her own Account only to his/her Digital Tokens Wallets, otherwise FoPay does not hold any liability for the consequences of such Withdrawal.

7.2.6. the User may not and will not carry out any activities on the Site that violate the rights of any third party or applicable laws.

 

  1. Disclaimer of FoPay on damages and liability. Indemnifications

 

8.1. To the maximum extent permitted under applicable Law, the FoPay’s Services on the Site and any other items provided by or on behalf of FoPay are provided on an “AS IS” and “AS AVAILABLE” basis and FoPay expressly disclaims, and you waive, any and all other warranties of any kind, whether express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title or non-infringement or warranties arising from course of performance, course of dealing or usage in trade.

 

8.2. Without limiting the foregoing, FoPay does not represent or warrant that the Site, the Services provided on the Site or any other items provided by or on behalf of FoPay are accurate, complete, reliable, current, error-free, or free of viruses or other harmful components.

 

8.3. With the exception of the express statements set forth in these Terms of Service, you hereby acknowledge and agree that you have not relied upon any other statement or understanding, whether written or oral, with respect to your use and access of the Services on the Site.

 

8.4. Without limiting the foregoing, you hereby understand and agree that FoPay will not be liable for any losses or damages arising out of or relating to:

8.4.1. any inaccuracy, defect or omission of Digital Tokens price data;

8.4.2. any error or delay in the transmission of such data;

8.4.3. interruption in any such data; and

8.4.4. any damages incurred by another User’s actions, omissions or violation of these Terms of Services.

 

8.5. Please be kindly advised that the disclaimer of implied warranties contained in these Terms of Services may not apply if and to the extent it is prohibited by applicable law of the jurisdiction in which you reside.

 

8.6. To the maximum extent permitted by applicable Law, in no event shall the FoPay be liable for any incidental, indirect, special, punitive, consequential or similar damages or liabilities whatsoever arising out of or in connection with the provision of Services on the Site, any performance or non-performance of the Services, or any other item provided by or on behalf of FoPay and its Affiliates, whether under contract, statute, strict liability or other theory even if FoPay has been advised of the possibility of such damages except to the extent of a final judicial determination that such damages were a result of FoPay’s gross negligence, fraud, willful misconduct or intentional violation of law.

 

8.7. Please be kindly advised that in some jurisdictions it is not allowed to excludes or limit the incidental or consequential damages, so the above limitation may not apply to you if you are a resident of such jurisdiction.

 

8.8. Please kindly note that notwithstanding the foregoing, in no event will the liability of FoPay or its Affiliates and their respective shareholders, members, directors, officers, employees, attorneys, agents, representatives, suppliers or contractors be arising out of or in connection with the provision of Services on the Site, any performance or non-performance of the Services, or any other item provided by or on behalf of FoPay or its Affiliates whether under contract, statute, strict liability or other theory, exceed the amount of the fees paid by you to FoPay under these Terms of Services in the twelve-month period immediately preceding the event giving rise to the claim for liability.

 

8.9. By agreeing to these Terms of Services you expressly agree to indemnify and hold harmless FoPay and its Affiliates, contractors, licensors, and their respective directors, officers, employees and agents from and against any claims, actions, proceedings, investigations, demands, suits, costs, expenses and damages (including attorneys’ fees, fines or penalties imposed by any regulatory authority) arising out of or related to:

8.9.1. your use of, or conduct in connection with, the Services on the Site;

8.9.2. your breach or our enforcement of these Terms of Services; or

8.9.3. your violation of any applicable Law, regulation, or rights of any third party during your use of the Service.

If you are obligated to indemnify FoPay, its Affiliates, contractors, licensors, and their respective directors, officers, employees or agents pursuant to this clause 8.9., FoPay will have the right, in its sole discretion, to control any action or proceeding and to determine whether FoPay wishes to settle, and if so, on what terms.

 

  1. Parties rights and responsibilities

 

9.1. Under these Terms of Services, the User has the following rights and undertakes the following responsibilities in addition to anything else stated herein:

9.1.1. The User has the right to enter and use the Site and the Services provided by FoPay on it, as long as he/she agrees to and actually complies with the Terms of Services.

9.1.2. The User undertakes to read and review the entire Terms of Services carefully before using entering the Site or using any of the Services available on it.

9.1.3. The User undertakes to comply with any and all applicable Laws and regulations related to the use of the Services on the Site.

9.1.4. The User undertakes to monitor all and any changes on his/her Account, including but not limited to the balance matters.

9.1.5. The User undertakes to immediately inform FoPay about any unusual, suspicious, unclear or abnormal changes on his/her Account. In case of late informing or non-informing the User will be liable for the breach of the Terms of Services and FoPay will have the right to take any further steps accordingly.

9.1.6. Nothing in the Terms of Service excludes or limits the liability of the User for fraud, death or personal injury caused by their negligence, breach of the terms implied by operation of law or any other liability which may not be limited or excluded by Law.

 

9.2. Under these Terms of Services, the FoPay has the following rights and undertakes the following responsibilities in addition to anything else stated herein:

9.2.1. FoPay has the right to block, frees, mute or in any other way suspend the User’s Account and block all Digital Tokens contained on Users Digital Tokens Wallet in case of non-fulfilment or unduly fulfilment of these Terms of Services by the User.

9.2.2. FoPay commits to provide the Services on the Site with the utmost effort, due care and in accordance with these Terms of Services.

9.2.3. FoPay’s responsibility shall be limited to using reasonable technical efforts to ensure the receipt of the Digital Tokens transferred within or to the Site. When initiating Digital Tokens transactions to a user, which is not User of the Site, the FoPay responsibility shall be further limited to ensuring the transfer of the necessary technical data to the Digital Tokens network of third-party service providers of such user.

9.2.4. Please kindly note that FoPay is not and shall not be responsible for any malfunction, breakdown, delay or interruption of the Internet connection or any reason why the Site is unavailable at any given time.

9.2.5. Please kindly note that FoPay is not and shall not be responsible for the delay in the processing of payments made by the fault of any third parties, operators of such transactions.

9.2.6. To the maximum extent permitted by Applicable Law to anti-fraud legislation, FoPay has the ultimate right to report any and all necessary information, including names, addresses and all other requested information, to the relevant authorities dealing with fraud and breaches of the law.

9.2.7 Please kindly note that FoPay has the ultimate right to freeze an Account of any User of the Site at any time at the request of any Government authority investigating a fraud or any other illegal activity.

 

  1. Transaction fees and withdrawals

 

10.1. The User agrees to pay to FoPay the transaction fee for each completed transaction in relation to Services available on the Site. The fee rates published on the Fee Schedule (which is available at [▪]), which from time to time may be changed and updated by FoPay.

 

10.2. Irrespective of the nature and form of any Withdrawal request form you or initiated otherwise, FoPay reserves the right to initiate User verification and identification under applicable policies of FoPay, then available and incorporated hereto by reference. In the course of processing and sending any Withdrawals FoPay may be required to share your user information with other contractual third parties, including financial institutions, or as required under applicable Laws or demanded upon a lawful request by any Government. You hereby irrevocably grant full permission and authority for FoPay to share this information with such contractual third parties, or as required under applicable Laws or demanded upon a lawful request by any Government, and release FoPay from any liability, error, mistake, or negligence related thereto.

 

  1. Termination of Agreement

 

11.1. FoPay has ultimate and conditional right to immediately suspend User’s Account and any accounts beneficially owned by related entities or Affiliates, freeze or lock the Digital Tokens in all such Accounts, and suspend User’s access to the Site for any reason including but not limited to  suspension of User’s Account due to  violation of these Terms of Services or any FoPay’s polices incorporated herein by reference, or any applicable Laws and regulations.

 

11.2. Considering the above you agree that FoPay may not and shall not be liable to you for any permanent or temporary modification, suspension, frizzing or termination of your Account or access to all or any portion of the Services available on the Site or general access to the Site.

 

11.3. The User may terminate the Terms of Service and close its Account on the Site at any time, following settlement of any pending transactions and fees before the FoPay.

 

  1. Financial or legal advice

 

12.1. Please be kindly advised that FoPay does not provide any legal, financial, investment, trading or business advice to Users, in connection with the Services provided by FoPay via the Site. FoPay only act as multi-Digital Tokens wallet and/or merchant account platform depending on the Services requested by Users and works exclusively and to the utmost degree with Digital Tokens (as defined in details below) that dot not constitute or bear the features of securities or any alike financial instruments or Fiat currencies, procession or alike operations with which requires FoPay to be licensed financial services provider. FoPay does not provide investment or advisory advice and shall have no liability for the use or interpretation of information as stated on the Site or other communication mediums. For avoidance of any doubts please note that any decision to buy or sell Digital Tokens is the User’s sole decision and FoPay will not be liable for any loss suffered.

 

  1. Taxation

 

13.1. By entering into these Terms of Services the User covenants and undertakes to pay all his/her taxes and duties, which can be resulted from the use of FoPay Services on the Site. Such taxes and duties shall be and will be paid by the User in accordance with User’s state of residence regulations.

 

13.1. FoPay is and shall not be responsible for any violation or voidance of applicable Laws and regulations made by the User due to his/her obligation to calculate and pay taxes and duties.

 

  1. Resolving disputes: forum, arbitration, class action waiver, applicable law

 

PLEASE READ THIS SECTION CAREFULLY, AS IT INVOLVES A WAIVER OF CERTAIN RIGHTS TO BRING LEGAL PROCEEDINGS, INCLUDING AS A CLASS ACTION FOR RESIDENTS OF PROHIBITED JURISDICTIONS, INCLUDING THE US.

 

14.1. Notification of Dispute. Please contact FoPay before filing a claim in order to possible resolve the dispute between the Parties informally through good faith negotiations, by contacting FoPay via registered address: Ukraine 01601, City of Kyiv, Pecherskyy District, Mechnykova Street, Building 2, Letter A.

 

14.2. These Terms of Service shall be governed and construed in accordance with the laws of England and Wales (“Applicable Law”).

 

14.3. Any dispute, controversy, difference or claim arising out of or relating to these Terms of Service and other policies of FoPay incorporated hereto by reference, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (HKIAC) under the HKIAC Administered Arbitration Rules in force when the Notice of Arbitration is submitted. The law of this arbitration clause shall be England and Wales. The seat of arbitration shall be Hong Kong. The number of arbitrators shall be 1 (one), who shall be appointed by HKIAC. The arbitration proceedings shall be conducted in English language.

 

14.4. You irrevocably and unconditionally agree and consent to the jurisdiction of HKIAC, and you waive any objections thereto, including under the doctrine of forum non-conveniens or other similar doctrines.

 

14.5. For avoidance of any doubts please be informed that to the fullest extent permitted by applicable law, the parties hereby irrevocably and unconditionally waive all right to trial by jury in any legal action or proceeding of any kind whatsoever arising out of or relating to these Terms of Service or any breach thereof, any use or attempted use of the site or the service by you, and/or any other matter involving the parties.

 

14.6. For avoidance of any doubts please be informed that you and FoPay agree that any Party may bring claims against the others Party only on an individual basis and not as a plaintiff or class member in any purported class or representative action or proceeding. No adjudicator may consolidate or join more than one person’s or party’s claims and may not otherwise preside over any form of a consolidated, representative, or class proceeding.

 

  1. No Waiver

 

15.1. Any failure by FoPay to exercise any of its respective rights, powers, or remedies under these Terms of Service, or any delay by FoPay in doing so, does not constitute a waiver of any such right, power, or remedy. The single or partial exercise of any right, power, or remedy by FoPay does not prevent either from exercising any other rights, powers, or remedies.

 

  1. Force Majeure

 

16.1. FoPay is not and shall not be responsible for damages caused by delay or failure to perform undertakings under these Terms of Service when the delay or failure is due to Force Majeure conditions defined by applicable Law. In the event of force majeure, FoPay is excused from any and all performance obligations and these Terms of Service shall be fully and conclusively at an end.

 

  1. Assignment

 

17.1. These Terms of Service, and any of the rights, duties, and obligations contained herein, are not assignable by you without prior written consent of FoPay. These Terms of Service, and any of the rights, duties, and obligations contained herein, are freely assignable by FoPay without notice or your consent. Any attempt by you to assign these Terms of Service without written consent is void.

 

  1. Severability

 

18.1. If any provision of these Terms of Service or part thereof, as amended from time to time, is determined to be invalid, void, or unenforceable, in whole or in part, by any court of competent jurisdiction, such invalidity, voidness, or unenforceability attaches only to such provision to the extent of its illegality, unenforceability, invalidity, or voidness, as may be, and everything else in these Terms of Service continues in full force and effect.

 

  1. Third-party website disclaimer

 

19.1. This Site and the Services found at this Site may contain links to third party websites that are not owned or controlled by FoPay. Thus, FoPay assumes no responsibility for the content, terms and conditions, privacy policies or practices of any third-party websites. Any links to third-party websites from the Services does not imply endorsement by FoPay of any products, services or information presented therein, nor does FoPay guarantee the accuracy of the information contained on them.

 

  1. Entire Agreement

 

20.1. These Terms of Services constitute the entire agreement between the Parties regarding use of the Services on the Site and will supersede all prior agreements between the Parties whether, written or oral.

 

  1. Contact Us

 

21.1. If you have any questions, comments, or concerns not specifically regarding our Privacy Policy and/or practices as it or they relate to the Platform, please contact us at the email address support@fopay.io

 

 

 

 

 

 

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