Crypto.com Tax Terms of Service
Last material update: February 22, 2023
1.Terms
1.1The Crypto.com Tax Services (defined below) are provided to you by Foris GDA limited (together with its Affiliates, “Crypto.com”). These terms and conditions (“Terms”) will apply to your use of the Crypto.com Tax Services. Please take the time to read and understand these Terms before using these services so that you are aware of your legal rights and obligations.
1.2By using the Crypto.com Tax Services and/or completing the sign-up process, you are entering into a binding contract with us and shall be deemed to have expressly read, understood and agreed to bound by these Terms.
1.3These Terms incorporate within them as though they were fully restated herein, the provisions of the following terms and policies: (i) our Privacy Notice; (ii) our Cookies Policy accessible at the Cookies Consent banner on our website; and (iii) the Country-specific Tax Disclaimers. 1.4If you are or become a resident of the United States of America or otherwise subject to its jurisdiction, then the terms set forth in Addenda 1 and 2 hereto shall apply to you; to the extent Addenda 1 and 2 conflict with anything else in these Terms, Addenda 1 and 2 shall prevail and control.
2.Definitions
“Applicable Law” means any law, rule, statute, subordinate legislation, regulation, by-law, order, ordinance, protocol, code, guideline, policy, notice, direction or judicial, arbitral, administrative, ministerial or departmental judgment, award, decree, treaty, directive, or other requirement or guideline published or in force at any time which applies to or is otherwise intended to govern or regulate any person (including all parties to these Terms), property, transaction, activity, event or other matter, including any rule, order, judgment, directive or other requirement or guideline issued by any governmental or regulatory authority including without limitation any tax authority.
“Affiliate” means a corporation directly or indirectly, controlling, controlled by or under direct or indirect common control with another corporation.
“Business Day(s)” means any day except any Saturday, Sunday or public holiday which banking institutions are open for normal business activities, in the jurisdiction where the transaction or business activity under these Terms is concerned.
“Crypto.com Tax Services” or “Services” means the Site, Service Content and all related features, services, content and applications (if applicable) which Crypto.com may make available to you from time to time.
“Digital Asset” means cryptographic tokens, digital currencies, cryptocurrencies or virtual currencies, or digital assets of any type that have been approved by Crypto.com for the purpose of the Crypto.com Tax Services, a list of which is available for reference on the Site.
“Force Majeure Event” means an event or failure which is beyond our reasonable control including, without limitation, (i) acts of God, nature (including without limitation, natural disasters, epidemics and pandemics), court or domestic or foreign governmental authorities; (ii) failure or interruption in public or private telecommunication networks, communication channels or information systems; (iii) acts or omissions of acts of a party for whom we are not responsible; (iv) delay, failure or interruption in, or unavailability of, third party services and sites; (v) strikes, lockouts, labour disputes, wars, civil unrest, terrorist acts and riots; (vi) viruses, malwares, other malicious computer codes or the hacking of any part of the Services.
“include/including” means to include without limitation.
“Information” shall have the meaning ascribed to the term in Clause 8.
“License” shall have the meaning ascribed to the term in Clause 14.
“Materials” shall have the meaning ascribed to the term in Clause 14.
“Personal Data” means any information relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person;
“Privacy Notice” shall have the meaning ascribed to the term in Clause 6.
“Service Content” means data, information, materials, advertisements, text, audio, video, graphics, software and other content on the Site.
“Trademarks” shall have the meaning ascribed to the term in Clause 5.
“we/us/our” means Crypto.com.
“you/your” means, jointly and severally, the individual(s) who is/are the user(s) of the Crypto.com Tax Services.
3.The Crypto.com Tax Services
The Crypto.com Tax Services shall comprise the automated tax-related services which may assist you with calculating the relevant taxes applicable to your Digital Assets based on the Information you provide to us.
3.1We reserve the right, at our sole and exclusive discretion, and without liability to you, to update, change, remove, cancel, suspend, disable or restrict access to or discontinue the Crypto.com Tax Services or change any features, component or content thereof. If we do so, these Terms shall apply to any and all additional Services and any and all updated, modified or revised Services unless otherwise stipulated. Your continued use of the Services after such updates, changes, and/or modification after you have been made aware of any and all applicable terms, shall constitute your acceptance of such terms. Should you not agree these Terms, or any updated Terms, you must stop using the Services immediately.
4.Onboarding
4.1By signing up to use the Crypto.com Tax Services, you represent and warrant that:
(a)
You are at least eighteen (18) years of age;
(b)
you have the full right, power, and authority to agree to these Terms;
(c)
you are not a resident of, and do not otherwise have any relevant connection with, any jurisdiction which Crypto.com has notified you as being subject to restrictions on accessing or using the Crypto.com Tax Services;
(d)
you are not currently registered as a user of the Crypto.com Tax Services;
(e)
you are not impersonating any other person, operating under an alias or otherwise concealing your identity;
(f)
you will not use our Services if any Applicable Laws in your country prohibit you from doing so in accordance with these Terms;
(g)
you are the sole ultimate beneficial owner of your account and not acting on behalf of or representing any other natural person, legal person or legal entity;
(h)
you are compliant with all Applicable Law requirements to which you are subject, including without limitation, all tax laws and regulations, exchange control requirements and registration requirements.
4.2To use the Crypto.com Tax Services, you must register as a user on the Site and provide us with all information requested by us. Except where permitted by Applicable Law, all information must be in the English language to process your registration.
4.3You agree to cooperate with all requests made by us in connection with your use of the Crypto.com Tax Services.
4.4We are entitled, in our sole discretion and without providing reasons to you, to refuse your registration, suspend, terminate or limit your use of the Crypto.com Tax Services, or to change the eligibility criteria for registration or use of the Crypto.com Tax Services at any time.
5.Intellectual Property Rights
You acknowledge and agree that:
(a)
the Crypto.com trademarks and logos, and any other logos, service marks, product names and other proprietary indicia used in the Site and Services are the property of Crypto.com (“Trademarks”);
(b)
other than the license expressly granted by you in these Terms, no other rights are granted to you in respect of either the Trademarks or Services; and
(c)
no part or parts of the Site or Services may be reproduced, distributed, republished, displayed, broadcast, hyperlinked, transmitted, adapted, modified to create derivative works or otherwise commercially exploited in any manner or by any means or stored in an information retrieval system without our prior written permission.
6.Data Protection
By using Crypto.com Tax Services and/or completing the sign-up process, you confirm that you
(ii)
understand how we collect, use, process and disclose amongst ourselves your Personal Data and disclose such Personal Data to our authorised service providers and relevant third parties, and
(iii)
consent to the collection, use, processing and disclosure of your Personal Data by us in accordance with and/or for the purposes set out in the Privacy Notice.
(iv)
understand how we may collect, use, disclose and share amongst ourselves your Personal Data and disclose such Personal Data to our authorized service providers and relevant third parties.
We are committed to respecting the privacy of your Personal Data and we will not collect, use, process and disclose your Personal Data in a manner that is inconsistent with our Privacy Notice (which may be updated from time to time). For full and comprehensive information about when and why we collect Personal Data about you, how we use it, the conditions under which we may disclose it and how we keep it secure, please refer to our Privacy Notice, which is accessible at https://crypto.com/en/privacy.html. 7.Security
7.1You acknowledge and agree that, in connection with your use of the Crypto.com Tax Services, you shall be responsible for maintaining adequate security and control of your login and authentication details (including, but not limited to, your username and password), and shall be solely responsible for any access to and use of the Crypto.com Tax Services through your account, notwithstanding that such access and/or use may have been effected without your knowledge, authority or consent. You acknowledge and agree that we will not be liable to you for any loss or damage resulting from such access and/or use.
7.2Should you discover that your account has been accessed or used in an unauthorized way, you shall notify us by emailing contact@crypto.com. In addition, where your account has been accessed or used in an unauthorized manner, you should, as soon as possible, reset the login and authentication details of your account. 8.Conduct
8.1You acknowledge and agree that all information, text, data, or any other content (“Information”) you provide to Crypto.com for the purpose of using the Crypto.com Tax Services is your express sole responsibility. You are solely responsible for the accuracy, integrity or quality of such Information. You acknowledge and agree that Crypto.com shall not be responsible for any errors, omission, loss and/or damage that may arise as a result of the Information provided by you in your use of the Crypto.com Tax Services.
8.2You further agree not to make use of the Crypto.com Tax Services for the purpose of:
(a)
Uploading, posting, emailing, transmitting, or otherwise making available any content that may be unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy or which is hateful, and/or racially, ethnically, or otherwise objectionable;
(b)
Engaging in or creating any unlawful activities;
(c)
Implying any endorsement by Crypto.com;
(d)
Causing harm to any third party;
(e)
Impersonating any individual or entity;
(f)
Uploading, posting, emailing, transmitting or otherwise offering any Information that may infringe upon any patent, copyright, trademark, or any other proprietary or intellectual rights of any other party;
(g)
Uploading, posting, emailing, transmitting or otherwise offering any Information that you do not personally have any right to pursuant to any Applicable Law or in accordance with any contractual or fiduciary relationship;
(h)
Uploading, posting, emailing, transmitting or otherwise offering any Information that may contain a software virus or other computer code, any files and/or programs which have been designed to interfere, destroy and/or limit the operation of any computer software, hardware, or telecommunication equipment;
(i)
Disrupting the normal flow of communication, or otherwise acting in any manner that would negatively affect other users’ ability to participate in any real-time interactions;
(j)
Interfering with or disrupting any of Crypto.com’s services, servers and/or networks that may be connected or related to the Site or other Crypto.com websites; and/or
(k)
Intentionally or unintentionally violating any Applicable Laws.
8.3We reserve the right to refuse and/or delete any Information provided by you through your use of the Crypto.com Tax Services.
8.4We reserve the right to access, preserve and/or disclose your account information and/or Information if it is requested to do so by Applicable Law or in good faith belief that any such action is deemed reasonably necessary for (without limitation):
(a)
Compliance with any legal process;
(b)
Enforcement of these Terms;
(c)
Responding to any intellectual property claim by any third party;
(d)
Responding to your customer service queries; and
(e)
Protecting the rights and property of Crypto.com.
8.5We reserve the right to include the use of security components that may permit digital information or material to be protected.
8.6You acknowledge and agree that you will not engage in any unauthorized reproduction, publication, distribution, or exhibition of any information or materials you obtain or have access to while using the Crypto.com Tax Services, whether done so in whole or in part.
9.Content
9.1Crypto.com does not lay claim to ownership of any Information submitted by you for use of the Crypto.com Tax Services.
9.2You hereby grant Crypto.com the following worldwide, royalty-free, non-exclusive, revocable license, for the sole purposes of providing the Services to you, any financial or Digital Asset information you may provide to us, including but not limited to prior history of Digital Asset investing, personal Digital Asset portfolio data, and prior tax information. You expressly consent to allow us to use any personal information for the sole and express purpose of providing the Services to you.
10.Electronic Communications
10.1You accept full responsibility for the security and accuracy of all Information you provide to us. We will be entitled to assume that all Information received from you are yours. We shall have no obligation whatsoever to verify that such Information is yours.
10.2You are aware that the Information transmitted via the Site is generally transmitted via the Internet and may be routed via public, transnational installations which are not specifically protected. We cannot guarantee that the Information so transmitted will in fact be completely protected against such unauthorized access, and you accept these associated risks.
10.3You agree without prejudice to any of these Terms, that, to the extent there are any terms in your local jurisdiction governing the time and place of despatch and receipt of electronic communication, to the maximum extent permitted under applicable law, such terms shall not apply to your use of the Services and that you shall be liable for any damage that may be caused through the use of the Internet – i.e. through loss, delay, misunderstandings, corrupted texts, unauthorised interceptions by third parties or duplicates.
10.4You acknowledge and agree that in the event of any dispute arising in connection with your use of the Services, our records (including electronic, computer and microfilm stored records) of all matters relating to your use of the Services and/or of you 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 evidentiary law, rules and/or regulations.
11.Limitation of Services, Termination, Account Closure
11.1Crypto.com may at any time and without liability to you, terminate, suspend, or limit your use of the Services for any reason, including (but not limited to): (a) in the event of any breach by you of these Terms and all other applicable terms; (b) for the purposes of complying with Applicable Laws; or (c) to remedy the effects of any defect in or compromise to any information system upon which Crypto.com relies on.
11.2Your obligations under these Terms will continue in the event of such suspension or termination described in Clause 11.1 above.
11.3You shall not be entitled to any payment, compensation or damages from us in relation to any suspension, reversal or termination of your use of the Services for any reason whatsoever. Any limitation, suspension or termination of your use of the Services for any reason whatsoever shall not release you from any liability or responsibility on your part, which at the time of such limitation, suspension or termination, has already accrued.
11.4Our rights of limitation, suspension and termination under these Terms shall be without prejudice to any other rights or remedies which we may have (whether under these Terms, Applicable Law or otherwise).
11.5If you wish to suspend or terminate your access to and use of any of the Services or close your account, you are required to submit a request to Crypto.com in such manner and form and accompanied by such information and supporting documentation as may be required by us to request for and effect such suspension or termination. You acknowledge and agree that you will be subject to such terms and conditions as we may consider applicable to such suspension or termination.
12.Feedback, Questions, and Complaints
If you have any feedback, questions or complaints, please contact us via email at contact@crypto.com. Whilst we strive to respond to you as soon as possible, for more complicated issues, it may take us up to 45 days to resolve and get back to you. You accept and agree that we shall not be responsible for any loss and damage incurred during such period. 13.Indemnification
You hereby agree to indemnify and hold Crypto.com, and each of their respective agents, directors, employees, officers, partners, representatives and/or licensors harmless against any and all claims or demands (including reasonable attorney’s fees and any fines, fees or penalties imposed by any regulatory authority) which may arise from or relate to your use or misuse of the Services, your breach of these Terms, and/or your violation of any Applicable Laws or regulations of any jurisdiction, or the rights of any third party. You agree that Crypto.com shall be able to select its own legal counsel and may participate in its own defense, if Crypto.com wishes.
14.License
We may provide you with certain information as a result of your use of the Services. Such information may include, but is not limited to, documentation, data, or information developed by us, and other materials which may assist in your use of the Services (the “Materials”). Subject to these Terms, we grant you a personal, non-exclusive, limited, non-transferable and revocable worldwide and royalty-free license to use the Materials solely in connection and for the purpose of using the Services (“License”). Such License shall be used by you for your personal, non-commercial use only.
You may not:
(a)
Modify or copy the Materials;
(b)
Use the Materials for any commercial purpose, or for any public display (commercial or non-commercial);
(c)
Attempt to decompile or reverse engineer any software contained the Site;
(d)
Remove any copyright or other proprietary notations from the Materials; or
(e)
Transfer the Materials to another person or “mirror” the Materials on any other server;
(f)
Scan or probe the underlying structure of Crypto.com;
(g)
Violate the security of Crypto.com or the Services through any unauthorized access, circumvention of encryption, or any other security tools, data mining or interference to any host or network;
(h)
Use bots, web crawlers, or any similar devices or online tools to access or index data from Crypto.com;
(i)
Attempt to disrupt the experience of other users on the Site or the Services in any way; or
(j)
Disseminate any virus or other bad code which could harm Crypto.com or the Services or any device of any user.
This License shall automatically terminate if you violate these Terms or when you stop using the Services or otherwise at the termination of these Terms.
15.Use and Storage
You hereby acknowledge and agree that Crypto.com may implement limits regarding the use of our Services, including the maximum volume or size of any Information that may be sent from or received by an account on our Service, the maximum disk space allowable that shall be allocated on our servers on a user’s behalf, and/or the maximum number of times and/or duration that you may access our Services in a given period of time. You agree and acknowledge that we reserve the right to delete any account that is no longer active for an extended period of time. We reserve the right to modify, alter and/or update these practices and limits at our sole and exclusive discretion.
16.Disclaimer
16.1You acknowledge and agree that information provided by Crypto.com to you in your use of the Crypto.com Tax Services is for your reference only and should not be considered a substitute for legal advice, tax advice, audit advice, accounting advice, or brokerage advice under the guidance of a licensed professional. Further, the information provided herein should not be taken as financial planning or investment solicitation. You acknowledge and agree that no fiduciary relationship has been created between you and Crypto.com.
16.2You hereby understand and acknowledge that by using the Crypto.com Tax Services, you are not being represented by a legal advisor, certified financial planner, tax professional, broker, other regulated advisor, or similar capacity. Certain aspects of the Crypto.com Tax Services may provide access to tax-related information, but should not be treated as advice to any extent, including without limitation professional tax advice. The content of the information provided is intended to provide data for preparation of tax returns. However, such data comes from multiple sources and the treatment of such should be reviewed with your tax professional or other advisor to ensure completeness and that the specific tax issues or consequences of certain transactions have been appropriately considered. If you are in need of legal or financial advice, including a review of any financial or tax decisions, you should consult the appropriate advisor, such as your own attorney, accountant, or other professional.
16.3You agree that Crypto.com Tax Services do not constitute a solicitation, recommendation, endorsement, or offer by Crypto.com to invest, buy or sell any digital assets. Returns on the buying and selling of digital assets may be subject to tax in your jurisdiction. Past performance is not a guarantee or predictor of future performance. The value of digital assets can go down as well as up. When assessing a digital asset it’s essential for you to do your own research and due diligence to make the best possible judgement as any purchases shall be your sole responsibility.
16.4You agree that your use of the Crypto.com Tax Services is at your sole and exclusive risk and that any Services provided by the Company are on an “as is” basis. We hereby expressly disclaim any and all express or implied warranties of any kind, including, but not limited to the implied warranty of fitness for a particular purpose and the implied warranty of merchantability. We make no warranties that the Services will meet your needs or that the Services will be uninterrupted or error-free. We endeavor to keep the Services as secure as possible but you hereby acknowledge and agree that no system involving the transmission of information via the Internet, or the electronic storage of data, is completely secure. We are not liable for any loss, theft, unauthorized access, disclosure, copying, use, or modification of your personal data that occurs outside our reasonable control.
16.5We make no warranties as to the reliability or accuracy, completeness, or quality of any information you obtain through the Services. You agree that the Company and its service providers are not liable for any errors, omissions, loss or damage, including without limitation any government investigation, inquiry, or other claim or assertion, which may be caused by your use of the Services, to the fullest extent permitted by Applicable Law. Any damage or detriment that may occur to you, through your computer system, or as a result of loss of your data from your use of the Services is your sole responsibility.
16.6The information you may receive on or through the Services may not be appropriate for your particular situation, the assessment of which is your sole and exclusive responsibility.
16.7Crypto.com makes no assurances to any particular outcome based on your use of the Services, including business or financial outcomes.
16.8The maximum liability of the Company arising from or relating to your use of the Crypto.com Tax Services is limited to one hundred ($100) US Dollars. This applies to any and all claims by you, including, but not limited to, lost profits or revenues, consequential or punitive damages, negligence, strict liability, fraud, or torts of any kind.
17.Limitation of Liability
17.1NOTWITHSTANDING ANYTHING IN THESE TERMS, TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE OR ANY OF OUR REPRESENTATIVES BE LIABLE TO YOU FOR ANY LOSSES OR DAMAGE OR CLAIMS:
(i)
DUE TO AN UNUSUAL OR UNFORESEEABLE EVENT, OUTSIDE OUR REASONABLE CONTROL AND THE CONSEQUENCES OF WHICH COULD NOT HAVE BEEN AVOIDED EVEN IF ALL DUE CARE HAD BEEN EXERCISED INCLUDING BUT NOT LIMITED TO FORCE MAJEURE EVENTS, EVEN IF SUCH POSSIBILITY WAS KNOWN OR COMMUNICATED TO US;
(ii)
ARISING FROM OR IN CONNECTION WITH:
(A)ANY INTERRUPTION, DELAY, SUSPENSION, DISCONTINUANCE OR FAILURE OF THE SITE OR THE SERVICES;
(B)YOUR INABILITY TO USE THE SITE OR SERVICES DUE TO SYSTEM MAINTENANCE OR BREAKDOWN / NON-AVAILABILITY OF THE NETWORK, OUR HARDWARE OR SOFTWARE;
(C)USE OF THE SERVICES BY THIRD PARTIES, WHETHER AUTHORIZED OR UNAUTHORIZED BY YOU;
(D)ANY UNAUTHORIZED OR INELIGIBLE USE OF THE SERVICES CONTRARY TO THESE TERMS;
(iii)
DUE TO COMPLIANCE WITH APPLICABLE LAWS AND/OR COURT ORDERS;
(iv)
ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES FOR LOST PROFITS, LOST REVENUES, LOST BUSINESS OPPORTUNITIES, LOST DATA, OTHER INTANGIBLE LOSSES AND PENALTIES, PUNITIVE, EXEMPLARY, SPECIAL, RELIANCE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, EACH OF WHICH IS HEREBY EXCLUDED BY AGREEMENT OF THE PARTIES TO THESE TERMS, REGARDLESS OF WHETHER SUCH DAMAGES WERE DIRECT OR INDIRECT, FORESEEABLE OR UNFORESEEABLE, OR WHETHER OUR OR OUR REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES;
(v)
RESULTING FROM HACKING, TAMPERING, VIRUS TRANSMISSION OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES, YOUR ACCOUNT, OR ANY INFORMATION CONTAINED THEREIN.
17.2IN NO EVENT WILL OUR AGGREGATE LIABILITY FOR ANY LOSS OR DAMAGE ARISING IN CONNECTION WITH THE SERVICES EXCEED ONE HUNDRED ($100) US DOLLARS.
17.3Nothing in these Terms shall operate to limit or exclude any liability for fraud, gross negligence or for death or personal injury resulting from negligence.
17.4THE PARTIES AGREE THAT ANY CLAIMS AGAINST THE OTHER UNDER THESE TERMS MAY ONLY BE BROUGHT ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. NO COURT OR 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. ANY RELIEF AWARDED TO ANY USER OF THE SERVICES CANNOT AND MAY NOT AFFECT ANY OTHER USERS.
18.Third Party Websites/Services
18.1The Service may contain links to or features that use Third Party Sites and/or services (“Third Party Features”). Your use of all Third Party Features by Third Party Sites is at your own risk. We do not monitor or have any control over, and make no claim or representation regarding Third Party Sites. To the extent such Third Party Features are provided by us, they are provided only as a convenience and/or as required under the applicable law. A link or use of a Third Party Feature does not imply our endorsement, approval, adoption or sponsorship of, or affiliation with, such Third Party Features.
18.2YOU AGREE THAT CRYPTO.COM WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY GOODS, SERVICES, INFORMATION, RESOURCES AND/OR CONTENT AVAILABLE ON, THROUGH ANY OR PROVIDED BY THIRD-PARTY FEATURES AND/OR SERVICES, FOR ANY DEALINGS OR COMMUNICATIONS YOU MAY HAVE WITH THIRD PARTIES, OR FOR ANY HARM, DAMAGES OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH ANY OF THE FOREGOING OR YOUR USE OF OR RELIANCE ON THE MATERIALS OR THE CONTENT OR BUSINESS PRACTICES OF ANY THIRD PARTY.
19.Amendment and Variation
These Terms may from time to time be updated or amended. We will post any such updates on the Site. Such updated Terms as posted will take effect immediately unless otherwise indicated. You should regularly check the Site to inform yourself of any such changes. In addition, we may at any time change, add or remove any feature or functionality of the Site or Services without prior notice including without limitation as a result of tax legislation or other regulatory requirements imposed by one or more taxing authorities. By continuing to use the Site and/or the Services after any such changes have taken effect, you are indicating your acceptance of the updated or amended Terms as well as your acceptance of the updated Services. If you do not wish to be bound by any changes or amendments to these Terms then you should stop using the Services immediately.
20.Third Party Rights
Other than any entities within the Crypto.com group, a person who is not a party in these Terms has no right to enforce any of these Terms.
21.Notices and Communications
21.1By using the Services, you agree that we may provide you with any notices or other communications, including marketing, relating to your use of the Services electronically: (a) via email (in each case to the address that you provide), SMS message, or telephone call (in each case to the phone number that you provide), or (b) by posting to the Site. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted. You will always be given the option to unsubscribe from receiving any marketing material from us.
22.Entire Agreement
22.1These Terms constitute the entire agreement between the parties with regard to its subject matter and supersedes and invalidates all other prior representations, arrangements, understandings, and agreements relating to the same subject matter, whether oral or in writing, express or implied. You acknowledge that in agreeing to these Terms you do not rely on any statement, representation, warranty, or understanding other than those expressly set out in these Terms.
22.2These Terms are concluded in the English language and all communications including any notices or information being transmitted shall be in English. In the event that these Terms or any part of it is translated (for any proceedings, for your convenience or otherwise) into any other language, the English language text of these Terms shall prevail (except where expressly prohibited by law).
23.Waiver
23.1These Terms shall not be waived in whole or in part except where agreed by all parties in writing.
23.2The delay of enforcement or the non-enforcement of any of the provisions of these Terms by any party shall not be construed as a waiver of any of the other rights of that party arising out of the breach or any subsequent breach of any of these Terms and no right, power or remedy conferred upon or reserved for any party in these Terms is exclusive of any other right, power or remedy available to that party and each such right, power or remedy shall be cumulative.
24.Severability
If any provision of these Terms shall be found by any court or administrative body of competent jurisdiction to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect the other provisions of these Terms and all provisions not affected by such invalidity or unenforceability shall remain in full force and effect. Such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any Applicable Laws.
25.Transfer, Assignment or Delegation
These Terms, and any rights and obligations and licences granted hereunder, are limited, revocable, non-exclusive and personal to you and therefore may not be transferred, assigned or delegated by you to any third-party without our written consent, but may be transferred, assigned or delegated by us without notice and restriction, including without limitation to any of the entities within the Crypto.com group, or to any successor in interest of any business associated with the Services. Any attempted transfer or assignment in violation hereof shall be null and void.
26.Claim Limitation
You acknowledge, understand and agree that regardless of any statute or law to the contrary, any claim or action arising out of or related to the use of our Services or these Terms must be filed within one year after said claim or cause of action arose or shall be forever barred.
27.Translation
For your convenience, you may choose to view the Tax Terms of Service in your local language. For the avoidance of doubt, these translations are supplied for users' convenience only. Crypto.com does not guarantee the accuracy of these translations. In the event of dispute, the English language version of all disclaimers, communications or terms shall prevail.
28.Governing Law and Jurisdiction
28.1These Terms are governed by and shall be construed in accordance with the laws of Hong Kong without regard to any choice or conflict of laws rules.
28.2Any dispute, controversy or claim, whether contractual or non-contractual, arising out of or in connection with these Terms, or the breach, termination or invalidity thereof, or any other issue which shall arise in virtue of these Terms, shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre under the Hong Kong International Arbitration Centre Administered Arbitration Rules in force when the Notice of Arbitration is submitted. The seat of arbitration shall be Hong Kong. The number of arbitrators shall be one. The arbitration proceedings shall be conducted in English.
28.3This Clause 28 does not apply to residents of the United States of America.
ADDENDUM 1 – ADDITIONAL TERMS APPLICABLE TO U.S. USERS
If you are or become a resident of the United States of America or otherwise subject to its jurisdiction, then the terms set forth in this Addendum 1 shall apply to you; to the extent this Addendum 1 conflicts with anything else in the Terms, this Addendum 1 shall prevail and control.
1.Dispute Resolution; Binding Arbitration; Class Waiver.
1.1Please read the following section carefully because it requires you to arbitrate certain disputes and claims with Crypto.com and limits the manner in which you can seek relief from us, unless you opt out of arbitration by following the instructions set forth below. No class or representative actions or arbitrations are allowed under these Terms. In addition, arbitration precludes you from suing in court or having a jury trial.
1.2No Representative Actions; Class Waiver.
You and Crypto.com agree that any dispute, including but not limited to disputes arising out of or related to these Terms or our Services is personal to you and Crypto.com and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.
1.3Arbitration of Disputes.
Except for small claims disputes in which you or Crypto.com seeks to bring an individual action in small claims court located in the county of your residence, as determined by the records maintained by Crypto.com for your account, or disputes in which you or Crypto.com seek injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and Crypto.com waive your rights to a jury trial and to have any dispute resolved in court. These Terms to arbitrate disputes include, but are not limited to, any and all claims for relief and theories of liability between you and Crypto.com, whether based in contract, tort, fraud, negligence, regulation, or ordinance; claims for relief under any state or federal statutes, including, but not limited to, the federal and any state analogs of the Telephone Consumer Protection Act, the Fair Credit reporting Act, Fair and Accurate Credit Transactions Act, and other statutes, including state and federal statutes relating to the collection of personal and/or biometric data; claims for common law fraud, misrepresentation, or any other legal or equitable theory arising out of your relationship with Crypto.com, and/or any interactions between you and Crypto.com. If there is a final judicial determination that applicable law precludes enforcement of this paragraph’s limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court.
1.4Notice Requirement.
For any dispute or claim that you have against Crypto.com or relating in any way to the Services, you may either proceed directly to arbitration, or you may first contact Crypto.com and attempt to resolve the claim informally by sending a written notice of your claim (“Notice”) to Foris Dax, Inc. by email at contact@crypto.com or by certified mail addressed to 1111 Brickell Avenue, Suite 2725, Miami, Florida 33131. If you elect to pursue pre-arbitration resolution through the Notice option, the Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the claim; and (c) set forth the specific relief sought. Crypto.com shall also have the option, but not the requirement, to pursue informal pre-arbitration resolution with you through the Notice process set forth herein. Our notice to you, as and if applicable, will be similar in form to that described above. If you and Crypto.com cannot reach an agreement to resolve the claim through the Notice process, or if you or Crypto.com decide to immediately proceed to arbitration without pursuing pre-arbitration resolution through the Notice process, then either party may submit the dispute to binding arbitration administered by the American Arbitration Association (“AAA”), or, under the limited circumstances set forth above, in court. All disputes submitted to AAA will be resolved through confidential, binding arbitration before one arbitrator. Arbitration proceedings will either be held in Miami-Dade County, Florida, or may be conducted telephonically or via video conference, if you agree. For disputes alleging damages less than $30,000, the dispute will be decided on the basis of the parties’ written submissions and no final hearing or in person proceedings will be required absent the consent of both parties. With respect to the disputes of $30,000 or more, AAA shall designate an arbitrator who maintains his or her primary residence in the State of Florida. The most recent version of the AAA Rules are available on the AAA website and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the AAA Rules or waive your opportunity to read the AAA Rules and waive any claim that the AAA Rules are unfair or should not apply for any reason.
1.5Applicability of the Federal Arbitration Act and Delegation Provision.
You and Crypto.com agree that these Terms affect interstate commerce and that the enforceability of this Clause 16 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the “FAA”), to the maximum extent permitted by applicable law. You and Crypto.com clearly and unmistakably agree that the arbitrator shall have the power to rule on his or her own jurisdiction, and the existence, scope, validity, and arbitrability of these Terms. This delegation provision shall be deemed a contract entered into under the laws of the State of Florida and will be governed by the laws of the State of Florida together with the Federal Arbitration Act.
1.6Confidentiality.
The arbitrator, Crypto.com, and you will maintain the confidentiality of any arbitration proceedings, judgments and awards, including, but not limited to, all information gathered, prepared and presented for purposes of the arbitration or related to the dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality, unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.
1.7Fees; Appellate and Enforcement Jurisdiction.
You and Crypto.com agree that for any arbitration you initiate, you will pay the filing fee and Crypto.com will pay the remaining AAA fees and costs. For any arbitration initiated by Crypto.com, Crypto.com will pay all AAA fees and costs. You and Crypto.com agree that the state or federal courts of the State of Florida and the United States sitting in Miami-Dade County, Florida have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.
1.8Governing Law in Arbitration Proceeding.
The arbitrator shall apply the law of the State of Florida to all substantive issues in the dispute; provided, however, that in the event that the law of the State of Florida shall be deemed unenforceable due to the law of the state in which the customer resides, the arbitrator shall apply the law of the state in which the customer resides. Notwithstanding anything herein to the contrary, the arbitrator shall apply the laws of the State of Florida and the FAA to interpret and enforce these Terms to arbitrate disputes and each of its provisions, including with regard to any issues over acceptance of these Terms to arbitrate disputes. Judgment on the award rendered may be entered by any court of competent jurisdiction.
1.9Limitations Period.
Any claim arising out of or related to these Terms, an Annex, or the Services must be filed within one (1) year after such claim arose; otherwise, the claim is permanently barred, which means that you and Crypto.com will not have the right to assert the claim.
1.10Right to Opt Out of Binding Arbitration.
You have the right to opt out of binding arbitration within thirty (30) days of the date you first accepted these Terms by sending a written opt-out notice via certified mail to 1111 Brickell Avenue, Suite 2725, Miami, Florida 33131. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with the applicable terms of this Clause 16.
1.11Severability.
If any portion of this Clause 16 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Clause 16 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Clause 16; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Clause 16 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Clause 16 will be enforceable.
1.12Application of Terms to Disputes.
Notwithstanding anything to the contrary in these Terms, and to the extent not prohibited by law, this Section 16 shall apply to all disputes, whether now existing or hereafter arising, whether related to any matter occurring prior to or after the Effective Date hereof, arising from or in connection with your use of the Crypto.com App Services.
2U.S.A. PATRIOT ACT Disclosure.
To help the government fight the funding of terrorism and money laundering activities, the USA PATRIOT Act, a Federal law, requires all financial institutions to obtain, verify, and record information that identifies each person and each legal entity that opens an account. What this means for you: When you or your firm open an account, we will ask for some basic information that will allow us to identify you. If you are opening an account on behalf of a business entity, documents relating to its formation, existence and authority may also be requested. You agree to provide such information as requested. Further, we hereby make all the same representations and warranties relating to compliance with the USA PATRIOT Act as those made in our Privacy Notice.
3Governing Law & Venue.
Any dispute arising from these Terms, an Annex, or your use of the Services, whether brought in arbitration, small claims, or in a state or federal court, will be governed by and construed and enforced in accordance with the laws of the State of Florida except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of Florida or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts sitting in Miami-Dade County, Florida. Finally, to the extent permitted by applicable law, in the event that your dispute is adjudicated in court instead of arbitration, you agree to proceed only on an individual basis and not on a consolidated, class wide, or representative basis.
ADDENDUM 2 – E-SIGN DISCLOSURE AND CONSENT
If you are or become a resident of the United States of America or otherwise subject to its jurisdiction, then the terms set forth in this Addendum 2 shall apply to you; to the extent this Addendum 2 conflicts with anything else in the Terms, this Addendum 2 shall prevail and control.
1.E-SIGN Consent to Use Electronic Records and Signature.
1.1We are legally required to provide you with certain disclosures and information about the use of electronic records and electronic signatures as well as the electronic delivery of disclosures, documents, notices, and other information.
2.Electronic Delivery of Disclosures and Notices.
2.1The following disclosures are required by the federal Electronic Signatures in Global and National Commerce Act (“E-SIGN”) and related state laws. As part of the application process, including the establishment and ongoing maintenance of your account, you have the option to receive all required documents and disclosures electronically. In order for you to take advantage of this service, you must first be provided with this E-SIGN Disclosure and Consent document. If, after reading this document carefully, you continue to access and use the Services, that constitutes your affirmative consent to receive disclosures, notices, and other documents and all changes to the disclosures, notices, etc. (“Records and Communications”) electronically.
2.2Your agreement permits us to communicate with you via email as well as to our general use of electronic records and electronic signatures in connection with the Services. You further agree that your computer or mobile device satisfies the hardware and software requirements specified below and that you have provided us with a current email address to which we may send electronic Records and Communications to you. If you do not consent to receiving Records and Communications or transacting via electronic records or signatures, you should not use the Services.
3.Types of Disclosures and Notices That Will be Provided in Electronic Form.
3.1You agree that we may provide you with Records and Communications in electronic format. Your consent to receive electronic Records and Communications includes, but is not limited to:
3.1.1
All legal and regulatory disclosures, documentation, contracts, Terms, policies, rules and other communications related to the Services, including updates thereto;
3.1.2
Notices or disclosures about a change in the terms concerning the Services;
3.1.3
Account details, history, transaction receipts, confirmation, and any other account or transaction information;
3.1.4
Privacy policies and notices;
3.1.5
Other communications that we may include from time to time as part of our products and services.
4.Providing Records and Communications in Electronic Form.
4.1If you consent, we will provide Records and Communications to you in electronic form by (i) by email and hyperlinks included in emails, (ii) websites, (iii) mobile applications, (iv) mobile websites, or (v) SMS messages (including text messages).
5.Hardware and Software Requirements.
5.1To receive an electronic copy of Records and Communications, you must have: (1) a personal computer or other device capable of accessing the internet; (2) internet access; (3) a valid email address and mobile device that can receive text messages; (4) a widely-used, recent-generation web browser (for example, Chrome or Internet Explorer); (5) a current version of a program that accurately reads and displays PDF files (such as Adobe Reader 10 or above); (6) a printer, hard drive or other storage capability.
5.2Your access to this page verifies that your system/device/software meets these requirements listed above.
6.Additional Mobile Technology Requirements.
6.1If you are accessing our site and any consents or disclosures electronically via a mobile device (such as a smartphone, tablet, and the like), in addition to the above requirements you must make sure that you have software on your mobile device that allows you to print and save any such consents or disclosures presented to you during the Application process. These applications can be found for most mobile devices in the devices’ respective “app store”. If you do not have these capabilities on your mobile device, please access our site through a device that provides these capabilities.
7.Your enrollment in electronic services using our equipment.
7.1If you attempt to utilize any of our Services through one of our customer service representatives or using our Site or one of our mobile applications, your enrollment application may not be complete until you take additional action. We will advise you, at the time of your enrollment, of any additional action you must take. If you take the required action, it is an affirmation of your consent to use electronic records and signatures under the terms of this ESIGN Consent.
8.How to Withdraw Consent.
8.1You may withdraw your consent to receive Records and Communications in electronic form by contacting us at regulatory-inquiries@crypto.com. Withdrawing your consent will cancel your agreement to receive Records and Communications in an electronic format related to the Services and may impact your ability to use or access your account. We reserve the right to cancel services provided to you if you withdraw your consent to receive Records and Communications in electronic form. 8.2Any withdrawal of your consent to receive electronic Records and Communications will be effective only after we have a reasonable period of time to process your withdrawal. You will not be charged a fee for withdrawing your consent to receive electronic Records and Communications.
9.How to Update Your Information.
9.1You are responsible to provide us with a true, accurate and complete email address, contact and other information related to this E-SIGN Disclosure and Consent, and to maintain and update promptly any changes in that information. You can update your information through the Site.
10.Requesting Paper Copies.
10.1We will not send a paper copy of any Records and Communications to you unless you request it or we otherwise deem it appropriate to do so. You can obtain a paper copy of your electronic Records and Communications by printing it yourself or by requesting that we mail you a paper copy. To request a paper copy of any Records and Communications be mailed to you, contact us at regulatory-inquiries@crypto.com. Please be sure to state that you are requesting a paper copy of particular Records and Communications. You may be charged a fee for such a request. 11.Records and Communications in Writing.
11.1All Records and Communications in electronic or paper format from us to you will be considered “in writing.” You should print or download for your records a copy of this E-SIGN Disclosure and Consent and any other Records and Communications important to you.
12.Termination/Changes.
12.1We reserve the right, in our sole discretion, to discontinue the provision of electronic Records and Communications, or to terminate or change the terms and conditions on which we provide electronic Records and Communications. We will provide you with notice of any such termination or change as required by law.