Terms of Service

1. Acceptance of the Terms

By entering, connecting to, accessing or using the Service, you acknowledge that you have read and understand the following Terms of Use including the Terms of our Privacy Policy (collectively, the “Terms”) and you agree to be bound by them and to comply with all the applicable laws and regulations regarding your use of the Service, and you acknowledge that these terms constitute a binding and enforceable legal contract between CF Technologies and you. You further acknowledge that CF Technologies does not have an exchange platform, nor does it maintain any investment portfolios; is not associated with any third–party services or brokers; is not a payment services provider; does not accept deposits from users, does not hold user funds or keep a balance or credit in either fiat money or Digital Currency, nor does it act as a provider of a Wallet Service or provide any utility or function of a Digital Currency Wallet whatsoever. The Service is not available for use by individuals who are under the age of eighteen (18) years old (see Section 11 below).

By enrolling in the Xcoins Affiliate Program Operating Agreement, you further acknowledge that you have read and understand the Xcoins Affiliate Program Operating Agreement Terms at https://xcoins.affise.com/v2/terms and you agree to be bound by them and to comply with all the applicable laws and regulations and you acknowledge that these terms constitute a binding and enforceable legal contract between CF Technologies and you.

2. The Service

PLEASE READ CAREFULLY:

Upon successfully opening and registering your Account following the relevant verification process, you may be able to buy from us Bitcoin and/or any other digital currency that may be available for purchase on the Xcoins.com website, on a per–transaction basis in exchange for USD, EUR, or other fiat currencies as determined by us from time to time.
At our sole discretion, we may also elect to allow users to sell Bitcoin and/or any other digital currency to us in exchange for USD, EUR, or other fiat currencies as determined by us from time to time.
You may send and/or receive Fiat Money to and from CF Technologies through bank account wire transfers, credit/debit card payment, or a third–party processor. However, CF Technologies cannot guarantee that all such payment methods will always be available to you. The availability of each payment method depends on several factors, including but not limited to your location, the identification information you have provided, and certain limitations imposed by third party payment processors, if any.

3. Registration and User Account

In order to access and use the Service you must register and open a User account (the “Account”). You may only open one Account, and you acknowledge that multiple or linked accounts are not allowed. The Account is available to you only for your own use, and not for the use or access by any third party.

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 us with current, accurate, authentic and complete information about you, which may include without limitations, your name, password, e–mail address, telephone number, your credit/debit card details, billing information, 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 verify the information provided by you, and that such evaluation will require a duration of time to be determined by us. You acknowledge that in order to conduct such examination and verification, we may perform inquiries, directly or indirectly through third party service providers in the attempt to prevent misidentification, fraud, suspicious activity, money laundering or any other forbidden activity, and may take actions with respect to the outcome of such inquiries, as we deem necessary. You hereby provide us with your authorization for such inquiries, including with respect to a query of your account information. If we decide, in our sole discretion, to approve your account registration, then the applicable service will become available to you.

We may, at any time, and in our sole discretion, deny you the option to open an Account, limit the Account that you may establish and maintain, or suspend any transaction, pending our review of any information submitted by you.
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 will prohibit from the use of our Services.

IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT ENTER INTO, CONNECT TO, ACCESS OR USE THE SERVICE.

4. User Representations and Undertakings

5. Orders Handling, Payment Transactions, Cancellation/Refunds, & Delivery Confirmation

5.1 We are not responsible for delays or failures in the handling of the Purchase or sale Orders arising as a consequence of any problems due to Blockchain congestion, telecommunications, computer and other systems; block or closure of the accounts, freezing or holding of funds, denial of service; change of political regimes, civil strike; and actions of third parties, which are beyond the control of the Platform.

5.2 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 we can properly identify and authenticate your identity and/or payment details (as applicable).

5.3 Delivery confirmation of your Purchase of Digital Currency from us.
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)
Delivery confirmation of your Sale of Digital Currency to us.
We shall deliver Fiat Money through a bank wire transfer, credit card, or other third party payment processor, all using the details per applicable payment method you provided during the placement of your Sale order.

5.4
You hereby agree that upon delivery, you will not be entitled to any credit or refund and all purchases and sales of Cryptocurrency are final. Our obligation towards you will be absolutely discharged upon delivery of the Cryptocurrency to your Wallet or fiat funds to your bank account and you shall have no claim or right against CF Technologies, upon such delivery.

5.13 Ownership of your Wallet Address. You guarantee to use and provide a Wallet Address owned exclusively by you 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.

5.14 CF Technologies 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; CF Technologies considers any such order or transaction to be in conflict with our Risk Management Policy and/or AML/CFT policy or as violating any provision of these Terms of Use, or applicable law or regulation; 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 CF Technologies’ operation, good name, or reputation at risk. In addition, we may contact you to obtain additional files or submissions, obtain proof of current location, or other relevant information in an attempt to avoid declining a transaction, although we are not required to do so, under any circumstances. Your compliance with any information request in connection with any transaction does not guarantee or require that such transaction will be executed; execution of any transaction shall be at our sole and exclusive discretion. Whenever we decline a transaction for any reason, we will transfer the Digital Currency or Fiat Money that we received from you back to the same wallet address or bank account we received the said Digital Currency or Fiat Money from.

5.15 The Company reserves the right to claim back any overdue payments in Fiat money or Digital Assets should the Company have erroneously processed in your favour.

5.16 In the event that you transfer Digital Currency to a Wallet Address other than the Wallet Address specified in the transfer instructions, and such Wallet Address is not the Company’s Wallet Address, we shall have no liability whatsoever, including without limitation, have no obligation to assist in tracking or recovering such erroneous transfer.

6. Allocation and Execution of Client Orders Policy and Price of the Digital Currency

The Allocation and Execution of Client Orders Policy outlines the process that CF Technologies Ltd follows when executing orders on behalf of its clients. This Best Execution Policy integrates the Company’s obligations under the VFA Framework and the implementing measures as transposed into national laws and regulations. When executing orders, the Company is required to take all sufficient steps to consistently obtain the best possible result for it’s clients taking into account:
1. Price
2. Cost
3. Speed
4. Likelihood of Execution and Settlement
5. Size
6. Nature and/or any other consideration relevant to the execution of orders.

6.1 Allocation of Client Orders
The company will not combine client orders with the orders of the company itself.
Separate orders will be affected separating the company’s own transactions and the transactions executed on behalf of its clients.
Moreover, the company executes trades of client orders individually and in the order they are received, namely on a ‘first come, first served’ algorithm.
In the event of partial execution of trades, the ‘first come, first serve’ basis principle will also be applied.
In principle therefore, the Company does not envisage to aggregate its client’s orders for the execution of the Virtual Financial Assets.

6.2 Best Execution
The Company requires the consent of its clients, prior to the order execution. If you place an Order or transact business with us, you will be deemed to have consented to our Best Execution Policy and to the Terms of Service.
The Company executes Orders related to Virtual Financial Assets through its trading platform considering that such arrangement is suitable to allow them to obtain best execution for the Clients on a consistent basis.
When executing orders, the Company shall take all the necessary steps to obtain the best possible results for its clients, taking into account the best execution factors of the price, cost, speed, likelihood of execution and settlement, size, nature or any other consideration relevant to the execution of the order.
The Company understands that the best possible result for its clients shall be determined in terms of the total consideration, that is, the TOTAL PRICE when the client buys or sells the VFA, PLUS THE COSTS relating to the execution of the order.
These costs include the expenses incurred by the Client which are directly related to the execution of the order, including execution venue fees, clearing and settlement fees and any other fees paid to third parties involved in the execution of the order. The fairness of the price proposed to the Client shall be assessed by gathering market data used in the estimation of the price of the particular virtual financial asset and, where possible, by comparing with similar or comparable virtual financial assets.
Whenever a Client places an order with specific instructions that cover each and every aspect of an order, the Company executes the order following those specific instructions. By doing so, the Company shall be deemed to have satisfied its Best Execution obligations. The Company implements procedures and arrangements which provide for the prompt, fair and expeditious execution of Clients orders, relative to the other Client orders or the trading interests of the Company.
The Company establishes and implements effective execution arrangements to ensure compliance with the Allocation and Execution of Client Orders policy and allows the Company to obtain the best possible result for its Client orders. In doing so, the Company shall provide appropriate information to its Clients, clearly explained at their request, that it has executed their order in accordance with the Company’s Allocation and Execution of Client orders policy.
The Company shall be able to demonstrate to the MFSA, upon their request, that the policy and procedures are following the order execution Rules.
The Allocation and Execution of Client Orders policy may be updated from time to time. If we make significant changes to this policy, we will upload a notice together with the updated policy on the company’s website. However, it is advisable to regularly check this policy so as to ensure that you are aware of the most updated version of this Policy.

6.3 Price of the Digital Currency
The rate for Purchase and Sale of Digital Currency, as applicable, shall be determined in accordance with the price as displayed on the Site (the “Price”). The Price is comprised of the Digital Currency market rate and our commission fee; additional fees may apply on top of the Price. Changes to any applicable fees may be made at any time in our sole discretion; it is your obligation to verify applicable fees prior to engaging in any order or transaction. Notwithstanding the above, you hereby understand and agree that the Price displayed on the Site for Purchase or Sale of the Digital Currency is only indicative (the “Indicative Price”), and the Indicative Price which appears on the Site upon your order may not be the final price or rate of your transaction. This is due to the highly volatile nature of the price of Digital Currency and the period of time that may be required for completing the transaction, as further detailed below.
The final price of your transaction (the “Final Price”) will be the Price that appears on the Site upon: (i) the processing of a credit/debit card Fiat Money payment in a Purchase order; (ii) our receipt of confirmation of payment from our bank, with respect to a Fiat Money payment made by you via bank wire transfer in a Purchase order; and (iii) the actual crediting of a Company Wallet Address designated by us for your Sale order, with respect to the Digital Currency credited by you to us in that Sale.
The above notwithstanding, you acknowledge that our performance of additional KYC and/or security validations (e.g. validating the order details with you) may take some time; and, the Final Price shall be the Price applicable upon the completion of our additional KYC and/or security validations.

You understand and agree that the Final Price may be either higher or lower than any other rate or price which was previously available on the Site, in accordance with value fluctuation which may occur, and that this may change either in your favour or in the Company’s favour and we have no control whatsoever on such change.

In the event that the payment actually received by the Company, in Fiat Money or in Digital Currency, depending if the transaction is a Purchase order or a Sale order, is lower than the payment amount required to fulfil your Purchase Order or Sale order, the Company in its sole discretion, shall either (i) update and fulfil the Purchase order or Sale Order in accordance with payment amount received, net of fees; (ii) cancel and refund your Purchase or Sale order; or (iii) contact you to receive new instructions to amend or cancel your order. In the event that the payment actually received by the Company, in Fiat Money or in Digital Currency, depending if the transaction is a Purchase order or a Sale order, is higher than the payment amount required to fulfil your Purchase Order or Sale order, the Company, in its sole discretion, shall either (i) update and fulfil the Purchase Order or Sale Order in accordance with the payment amount received, net of fees; (ii) fulfil the Purchase order or the Sale order in accordance with the original Purchase order or Sale order amount and refund the difference in the same currency received, (iii) cancel and refund your Purchase or Sale Order; or (iv) contact you to receive new instructions to amend or cancel your order.

7. Know-Your-Customer (‘KYC’), Anti-money Laundering (“AML”) and Combatting the Financing of Terrorism (“CFT”)

7.1 We 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, AML and CFT policies and procedures form a major part of this.

7.2 If we have a suspicion that our relationship with you involves any risk of funding terrorism, money laundering or any other prohibited activity or crime, we may, at our discretion, 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.

7.3 In order to adhere to our KYC, AML and CFT obligations, we may collect from yourself, or from external sources, information about you. This information will be kept and maintained in accordance with our Privacy Policy. Any information you give us in the use of this site must be correct, accurate and complete. By making use of this site (Xcoins), you explicitly consent to the collection of additional information about you. This content includes financial and credit institutions, governmental authorities and external data providers/databases.

8. RISKS

The trading of goods and products, real or virtual, as well as virtual (digital) currencies, involves significant risks. Prices can fluctuate on any given day. Due to such price fluctuations, you may increase or lose value in your assets at any given moment. Any currency, virtual or not, may be subject to large or sudden shifts in value and may even become worthless. There is an inherent risk that losses will occur as a result of buying, selling or trading anything on a market. You should be aware that the risk of loss in trading or holding Digital Currencies can be substantial.
Digital Currency trading also has special risks not generally shared with official currencies or goods or commodities in a market. Unlike most currencies, which are backed by governments or other legal entities, or by commodities such as gold or silver, Digital Currency is a unique kind of currency, backed by technology and trust. There is no central bank or government regulator that can take corrective measures to protect the value of the Digital Currency in a crisis, issue more currency, or balance the price fluctuations.
Instead, Digital Currency is an autonomous and largely unregulated worldwide system of currency firms and individuals. Traders and market participants put their trust in a digital, decentralized and partially anonymous system that relies on peer–to–peer networking and cryptography to maintain its integrity. Thus, the value of Digital Currency may be derived from the continued willingness of market participants to exchange Fiat Currency for Digital Currency, which may result in the potential for the permanent and total loss of value of a particular Digital Currency should the market for that Digital Currency disappear. Digital Currency trading may be susceptible to irrational (or rational) bubbles or loss of confidence, which could collapse relative to demand and supply. For example, confidence in Digital Currency might collapse as a result of unexpected changes imposed by software developers or others, a government crackdown, the creation of superior competing alternative currencies, or a deflationary or inflationary spiral. Confidence might also collapse because of technical problems, for example, if the anonymity of the system is compromised, if money is lost or stolen, or if hackers or governments are able to prevent transactions from settling. Transactions in the Digital Currency may be irreversible, and, accordingly, losses due to fraudulent or accidental transactions may not be recoverable. Due to the nature of Digital Currency, any technological difficulties experienced by CF Technologies could prevent the access or use of a User’s Digital Currency. The above–mentioned is not a comprehensive list, there may be additional risks that we have not foreseen or identified in our Terms of Use. You should carefully assess whether your financial standing and tolerance for risk are suitable for buying, selling or trading Digital Currency.
CF Technologies uses banking providers in order to receive your funds and to make payments. Our banking providers do not transfer Digital Currency, exchange Digital Currency, or provide any services in connection with Digital Currency.
Markets for Digital Currency have varying degrees of liquidity. Some are quite liquid while others may be thinner or illiquid. CF Technologies does not guarantee any profit from trading or any other activity associated with the site.
IN LIGHT OF THE ABOVEMENTIONED RISKS, WHICH ARE NOT A COMPREHENSIVE LIST, YOU SHOULD CAREFULLY CONSIDER IF HOLDING DIGITAL CURRENCY IS SUITABLE FOR YOU, DEPENDING ON YOUR FINANCIAL CIRCUMSTANCES.

9. 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:

9.1 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;

9.2 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;

10. 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 Malta 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. No right, license, or interest to CF Technologies Trademarks is granted hereunder, and you agree that no such right, license, or interest shall be asserted by you with respect to CF Technologies Trademarks 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.

11. Minors

You may use the Service only if you are at least eighteen (18) years old. If you are under the age of eighteen (18) or under the legal age to form a binding contract in the jurisdiction in which you are located, you may only use the Service under the supervision of a parent or legal guardian who has agreed to stand behind any agreement you enter into while using the Service, including these Terms. We reserve the right to require you at any stage to provide proof of age, and, if applicable, approval of your use of the Service by your parent or legal guardian, so that we can verify that only eligible Users are using the Service. In the event that it comes to our knowledge that a person under the age of eighteen (18) is using the Service, we will prohibit and block such User from accessing the Service and will make all efforts to promptly delete any Personal Information (as such term is defined in our Privacy Policy at https://www.xcoins.com/privacy-policy) with respect to such User.

12. Third-Party Services

13. Privacy Policy and Cookie Policy

We respect your privacy and are committed to protecting the information you share with us in connection with the Service. Our policy and practices and the type of information collected are described in our Privacy Policy. If you intend to connect to, access or use the Service, you must first read and agree to the Privacy Policy. Moreover, CF Technologies uses cookies and similar technologies to collect information about the use of our website in order to make them function effectively and improve our website visitors’ experience when they browse into our website. Further details about Cookies are described in our Cookie Policy. If you intend to connect to, access or use the Service, you must first read and agree to the Cookies Policy.

14. Availability

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.

15. 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).

16. 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.
CF TECHNOLOGIES AND ITS AFFILIATES, INCLUDING ANY OF THEIR OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUB–CONTRACTORS, AGENTS, PARENT COMPANIES, SUBSIDIARIES AND OTHER AFFILIATES (COLLECTIVELY, “CF TECHNOLOGIES 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 CF TECHNOLOGIES.
CF TECHNOLOGIES DOES NOT ENDORSE ANY ENTITY, PRODUCT OR SERVICE MENTIONED ON THE SERVICE OR MADE AVAILABLE IN CONNECTION WITH 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. CF TECHNOLOGIES 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 ANY CRYPTOCURRENCY, IS ENTIRELY, OR OTHERWISE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AT YOUR OWN RISK.

17. 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, STATUTORY, 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 JURISDICTIONS 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 JURISDICTIONS.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.

19. Amendments to the Terms

CF Technologies may change the Terms from time to time, at its sole discretion and without any notice, including the Privacy Policy. Substantial changes of these Terms will be first notified on the Service and/or by sending you an e–mail regarding such changes to the e–mail address that is registered under your Account. Such substantial changes will take effect fourteen (14) days after such notice was provided on any of the above–mentioned methods. Otherwise, all other changes to these Terms are effective as of the stated “Last Revised” date and your continued use of the Service after the Last Revised date will constitute acceptance of, and agreement to be bound by, those changes. Please note that in the event that the Terms should be amended to comply with any legal requirements, such amendments may take effect immediately and without any prior notice, as may be required by law.

At any time, and without any notice to You 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. Due notice will be provided to all active clients immediately upon decision to cease operations. 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.
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.

21. General

21.1 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.

21.2 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.

21.3 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).

21.4 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.

21.5 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.

21.6 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 thatyou are not relying upon any promise, inducement, representation, statement, disclosure or duty of disclosure of CF Technologies in entering into these Terms.

21.7 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.

21.8 You and CF Technologies agree that any dispute arising and relating to these Terms of Use shall first be resolved by contacting the other party directly in the attempt to reach an amicable resolution. You and CF Technologies agree that any and all controversies and claims that cannot be resolved amicably will be submitted to the exclusive jurisdiction of the competent courts located in Malta and shall be governed by the laws of Malta without giving effect to its principles or rules of conflict of laws, to the extent such principles or rules are not mandatorily applicable by statute and would permit or require the application of the laws of another jurisdiction.

21.9
You acknowledge and agree that in the event of any dispute arising in connection with your use of our Services, our records (including electronic and computer stored records) of all matters relating to your use of our Services and/or of you (including Transaction History) at any specified date shall be conclusive of their accuracy and authenticity and shall be binding on you for all purposes whatsoever. In addition, you agree to the admissibility of such documents without further requirement of proof of authenticity or accuracy in a court of law under Applicable Law as it relates to evidentiary law, rules and/or regulations.

22. Contact