Terms of Conditions
1. Introduction and Acceptance of Terms and Conditions By visiting, accessing, or utilizing the INFINITY PAY sp. z o.o platform, you (“User,” “user,” “You,” or “you”) agree to these Terms of Service (the “Terms”). Please read them carefully, as they constitute the entire agreement between you and INFINITY PAY sp. z o.o., a company registered in the Poland (referred to as “The Company,” “we,” “us,” or “our”). These Terms outline your use of any and all Services provided by the Company and the conditions under which you may access them.
2. Interpretation When you click on the “buy or sell” button or simply by visiting the Company Platform, you may gain access to various functionalities provided through our trading platform. These functionalities include software, APIs (application programming interfaces), technologies, products, and other services. A detailed description of these Services is contained within Clause 5 of these Terms. By agreeing to these Terms, you confirm that you are legally bound by them and any referenced clauses. Should you disagree with any part of these Terms, you are advised not to access or use the Services. Different clauses may apply based on the type of User you are, as specified within the relevant sections. To the maximum extent permitted under applicable laws and regulations, we retain the right to modify these Terms, along with any policies or guidelines of the Company Platform, at any time, solely at our discretion. When you use the platform, you agree to adhere to the Terms effective at the time of access. If you do not agree to the updated Terms, you must discontinue use of our Services. We encourage you to regularly review these Terms to stay informed of any changes that may apply to your use of the Services. These Terms, along with any terms expressly incorporated herein, govern your use of all Services provided by us. These Terms take precedence over and do not alter in any way any other agreements you may have with us for products, services, or otherwise. If you are using the Services on behalf of a legal entity, you represent and warrant that (a) such entity is duly organized and validly existing under the applicable laws of its jurisdiction, (b) you are authorized to accept these Terms on behalf of such entity, and (c) the entity agrees to be responsible to us if you violate these Terms. Additionally, you are authorized to execute transactions on behalf of the organization. You should thoroughly read these Terms, along with any referenced documents. If you have any questions or do not understand any part of these Terms, please discuss the matter with us for clarification. Any formal communication with you will be conducted via electronic mail and live chat unless otherwise instructed. Documents will be sent to you by electronic mail, and you should send any documents to us via the same means. All formal communication will be conducted in English unless otherwise agreed. In the event of any discrepancy between the English version of the Terms and any translated versions, the English version shall prevail.
3. Eligibility and Prohibition of Using Our Services & Business Our services are intended solely for Users who are natural persons aged 18 or older. By accepting these Terms and Conditions, you confirm that: You are of sound mind, capable of taking responsibility for your actions, and have full legal capacity to accept these Terms and Conditions and engage in transactions with us. You are not located in, nor are you a resident of, any Prohibited Countries. All information and details you provide during registration and throughout your use of the Services are true, current, complete, and not misleading. They should accurately match the name(s) on any identity documents or payment accounts used to receive Virtual Currency in exchange for Fiat Money (defined below) and vice versa. You will not use the Services for any illegal activities or to pay for, support, or engage in such activities. You will not use methods to conceal the location from which you access the Site and Services, and you will disclose your accurate and true location to the Company. Should the Company determine, at its sole discretion, that activity on your Account is suspicious or related to any prohibited or illegitimate operations, the Company may cancel or suspend your Account, block any outstanding transactions, deny any new transactions, and/or freeze any funds or assets in your Account. You shall act solely on your behalf, not as an intermediary, agent, advisor, or in any fiduciary capacity. You will not manipulate the Services in any manner. This includes, but is not limited to, the use of automated systems (e.g., bots, software, or any other system) or engaging in behaviors that do not reflect typical trading behavior by human beings. You will promptly notify us of any unauthorized use of your Account, suspected compromise of login information, or any other breach of security. You are solely responsible for maintaining the confidentiality of your personal details and safeguarding your Virtual Currency. Any compromise of your Account login information may expose your Account to unauthorized access, potentially resulting in theft or loss. The Service is intended for your personal use only, not for use or access by any third party. You are fully responsible for all actions or omissions by any third party accessing or using your Account. Please note that we may not make all Services available in all markets and jurisdictions and may restrict or prohibit the use of our Services from Restricted Locations, including but not limited to the following: Afghanistan Bahamas Barbados Belarus Botswana Cambodia Central African Republic Cuba Ghana Guinea Iran, Islamic Republic Iraq Lebanon Libya Jamaica Democratic People’s Republic of Korea (DPRK) Myanmar Mauritius Nicaragua Pakistan Panama Russia Syria Sudan Somalia South Sudan Trinidad and Tobago Tunisia Uganda Vanuatu Yemen Zimbabwe United Kingdom
4. Prohibited Businesses The use of our Services in connection with any of the following categories of activities or businesses is strictly prohibited (“Prohibited Businesses”), and we reserve the right to monitor your transactions related to these activities at all times: Unlicensed money service businesses, including but not limited to payment service providers, the sale of money orders or cashier’s checks, or any money transmitter activities. Prohibiting business relationships with banks or financial institutions that do not maintain a physical presence in any country (i.e., a prohibited “Shell Bank”) or engage in financial activities or services that do not comply with applicable laws, regulations, or legal authorities. Adult content and services, including but not limited to any types of pornography and other obscene materials (including literature, images, and other media), and sites offering any sexually-related services such as prostitution, escorts, pay-per-view, and adult live chat features. Deceptive marketing and false advertising services. Religious and/or spiritual organizations. Unlicensed sale of weapons, including but not limited to firearms, ammunition, knives, explosives, or related accessories. Certain regulated products and services, including but not limited to marijuana dispensaries and related businesses, sale of tobacco, e-cigarettes, e-liquid, online prescription or pharmaceutical services, age-restricted goods or services, and toxic, flammable, and radioactive materials. Pseudo-pharmaceuticals, companies manufacturing and/or selling untested or unapproved pharmaceuticals. Drugs and drug paraphernalia, including but not limited to the sale of narcotics, controlled substances, and any equipment designed for making or using drugs, such as bongs, vaporizers, and hookahs. Gambling activities, including but not limited to sports betting, casino games, horse racing, dog racing, lotteries, games of chance, sweepstakes, games of skill that may be classified as gambling (e.g., poker), or other activities facilitating the foregoing. Money laundering, fraud, terrorist financing, or any other type of financial crime. Ponzi schemes, pyramid schemes, or multi-level marketing programs. Goods or services infringing or violating any copyright, trademark, or proprietary rights under the laws of any jurisdiction. Layaway systems or annuities. Counterfeit or unauthorized goods, including but not limited to the sale or resale of fake or “novelty” IDs, and the sale of goods or services that are illegally imported, exported, or stolen. Wash trading, front-running, insider trading, market manipulation, or other forms of market-based fraud or deceit. Purchasing goods from hidden service markets or “Darknet” markets, or any other service or website acting as a marketplace for illegal goods (even if such a marketplace might also sell legal goods). Any other matters, goods, or services deemed unacceptable or high-risk by us, and which may be restricted by our bank or payment partners. Any other unlawful activities that, in our sole discretion, violate or assist in the violation of any law, statute, ordinance, or regulation, or sanctions programs administered in the countries where we conduct business, or involve the proceeds of any unlawful activities. Shell Banks or financial institutions with customers that are Shell Banks. Entities with bearer share ownership. Defense industry, firearms & munitions manufacturers. Nuclear energy. Restricted financial services, including but not limited to credit repair, debt settlement, refinance, bail bonds, and collections agencies. Transactions or business involving ivory and protected species. If we learn or reasonably suspect, at our sole discretion, that your account is or may be associated with any Prohibited Businesses as described above, we will consider it a violation of these Terms. We may suspend or terminate your account, block transactions, or freeze your funds immediately without notice. We also reserve the right to report any suspected or actual Prohibited Businesses to law enforcement authorities.
5. Description of Our Services We provide an online trading service for Users to trade Digital Assets (“Digital Assets,” also known as virtual financial assets). Our Services allow you to trade certain types of Digital Assets for fiat currency or vice versa. Below is an overview of the Customer Journey: The customer journey for purchasing cryptocurrencies from the Company will typically involve the following steps (for OTC desk customers): A customer or prospective customer visits the Company’s OTC trading desk via a website or a mobile app on a third-party platform (the Hosting Platform) where the Company advertises its services. The prospective customer registers their interest and is directed to the P2P trading section on the third-party platform. The Hosting Platform could be Binance, OKX, Huobi, Paxful, Bybit, or others. When creating an account on the Hosting Platform’s escrow P2P platform, the prospective customer agrees to the Terms of Business on the P2P site where they have registered. The customer then proceeds to the buy/sell section where they will see one of the Company’s advertisements, the rate on the advertisement, and the Company’s terms of trade. Once the customer is ready to purchase, they initiate an order request for the fiat (e.g., AUD) or cryptocurrency (e.g., BTC, ETH, BNB, USDT, USDC) amount they are interested in buying. The Company then engages in a live chat with the customer, guiding them to verify their ID. The Company will then perform KYC/AML assessments on the prospective customer, applying the risk-based approach set out in its Anti-Money Laundering Policy. Once the customer is successfully onboarded, they will be able to complete the current order request (steps 1 to 5 are for new clients only). The customer is prompted to make a payment for the order as per the rate displayed on the order. Once payment is received into the Company’s bank account, the Company releases the cryptocurrencies to the customer via the hosting platform (without direct access to the customer's wallet). The client will then see the transaction in their crypto wallet. The process for selling BTC typically differs slightly. After verification, the customer places an order on the hosting platform. The rate is advertised and displayed before placing the order. Upon placing the order, the coins automatically move into the hosting platform for custody. The Company can then authorize payment of the transacted value to the customer. Transactions are typically settled on the same day as the trading date. Should the Company become aware of any settlement delays, it will communicate this where possible before executing the order. The Company reserves the right to accept or reject service requests at its discretion. No binding obligation to supply any Services will arise until the earlier of: The Company’s written acceptance of the order; or The Company performing the Services or notifying you that they are ready to be performed. You are fully responsible for paying all sums (whether Fiat Money or Virtual Currency) owed to us by you. We reserve the right to withhold any payment due to you until the Company can properly identify and authenticate your identity and/or payment details (as applicable). You hereby grant the Company a continuing lien and security interest in any and all sums and/or Virtual Currency credited by or due from us to you and any securities, instruments, or other property in our possession. This lien serves as security for the full and punctual payment and performance of all your liabilities and obligations. These deposits and other sums and/or Virtual Currency may be applied or set off against such liabilities and obligations at any time, whether or not such liabilities are then due, whether or not demand has been made, and whether or not other collateral is available to us. The Services offered by the Company are subject to fees (“Fee”). The Fee will be displayed on the platform and/or application prior to each transaction/trade. You hereby authorize us or our designated payment processor to charge or deduct the applicable Fee automatically. Orders will be executed once the funds clear into the Company’s accounts. If the payment received is lower or higher than the amount required to execute the order, the Company may, at its sole discretion: Automatically update and execute the order in accordance with the payment received and notify you of the updated order; or Contact you for new instructions; or Cancel and/or reject the order. Rejection of an order by the Company, including any accompanying communication, shall not constitute a counter-offer capable of acceptance by you. Marketing and other promotional material related to the Services are illustrative only and do not form part of the Services and/or the agreement between us. The Company will make reasonable efforts to deliver Virtual Currency within a reasonable timeframe in accordance with these Terms and Conditions. Delivery of Virtual Currency may be completed separately from the payment and, as such, may take time to process the transfer. We will make our best efforts to execute all orders, but in some circumstances, we may be unable to do so. If this occurs, we will notify you and seek your approval to reattempt the execution of your order. You understand and accept the risks associated with buying and/or selling Virtual Currencies, including the fact that the Company cannot guarantee that any Virtual Currency will have, at any time, a certain value (if any) or market liquidity.
6. Price and Execution of Your Order The price displayed on the Website and/or application is the price the Company is willing to buy and/or sell (the “Price”). Any displayed Price is accurate for that moment alone, and the Price visible on the Website and/or application at the time you place an order for Services may not be the actual Price of your transaction. This is partly due to the highly volatile nature of Virtual Currencies and the time required to execute the order. The actual Price of your transaction (the “Actual Price”) will be the Price that appears on the Website and/or application: Upon receipt of payment from the relevant payment processor. Upon receipt of confirmation of payment from our bank for bank wire transfers. Upon receipt of confirmation of payment from third-party processors for payments processed by third parties. You understand and agree that the Actual Price may be either higher or lower than any other previously displayed and/or available Price on the Website and/or application. This fluctuation is due to available liquidity and value changes, and we have no control over such changes. No order will be executed unless your account has been verified to our satisfaction. Unexecuted orders will remain pending and will not be binding on us for any reason. Within a reasonable time after the execution of an order: In the case of the sale by you of Virtual Currency, Fiat Money (using the details you provide) will be transferred through bank wire transfer and/or third-party processors in accordance with our AML policy. Any transaction executed and/or Virtual Currency transferred by us to you will be made following the deduction of any applicable Fee, including commission fees, which will be displayed in the Company’s fees and charges for each trade. Executed transactions and/or orders are non-cancellable and irreversible. A transaction and/or order can only be canceled before execution, provided adequate notice of the cancellation is given to the Company. Transactions and/or orders canceled before execution, where payment has been received by the Company, will be refunded following the deduction of any Fees for such a refund. All Virtual Currency transactions are irreversible and irrevocable.
7. Third Party and Your Content While using our Services, you may encounter content provided by third parties, including links to third-party websites such as Facebook and Twitter ("Third-Party Content"). We do not control, endorse, or adopt any Third-Party Content and disclaim any responsibility for it, including material that may be misleading, incomplete, erroneous, offensive, indecent, or otherwise objectionable. Any dealings or correspondence with such third parties are solely between you and the third parties. We are not responsible or liable for any loss or damage of any kind incurred as a result of such dealings. You acknowledge that using Third-Party Content and interacting with third parties is at your own risk. You also acknowledge that the Company cannot endorse or guarantee the authenticity, identity, or reliability of any content or information posted by users of the Website and/or application. Therefore, relying on users’ content is solely at your discretion and risk.
8. Third-Party Processors and Chargebacks You acknowledge that we may, at our sole discretion, use third-party payment service providers to process any payment between you and the Company. This includes payments related to your use of the Services and any transactions you execute. In such cases, you confirm and consent to the Company providing certain personal information and/or documentation about you as needed to complete the transaction, respond to inquiries, or detect and prevent fraud. In accordance with our Privacy Policy, we may use or transfer your personal information to any other third-party service provider to provide or improve the Services, as well as for any Know Your Client (KYC), Anti-Money Laundering (AML), and Combating of Terrorist Financing procedures we follow. If the Company believes that any fraudulent act was committed by you or in connection with your account or transaction—including the use of stolen bank accounts or debit/credit cards or other fraudulent activity (such as payment reversal, chargeback, recall)—we reserve the right to close, suspend, or freeze your trade and withhold any payment. Additionally, the Company may inform the relevant authorities and/or entities of any such unlawful activity. Notwithstanding any action taken by the Company, the Company is not liable for any unauthorized or fraudulent use of your account or debit/credit card, regardless of whether such card(s) were reported stolen. You agree to reimburse the Company for any losses, costs, and/or expenses incurred due to any chargeback, payment reversal, or recall.
9. Intellectual Property "Intellectual Property" refers to copyright, patents, know-how, trade secrets, trademarks, trade names, design rights, rights in get-up, goodwill, rights in confidential information, rights to sue for passing off, domain names, and all similar rights, whether registered or not. This includes any applications to protect or register such rights, all renewals and extensions of such rights or applications, whether vested, contingent, or future, and to which the relevant party is or may be entitled, in any part of the world. These Terms and Conditions do not convey any interest in the Platform and/or Services and/or the Company’s and/or third-party Intellectual Property but only a right to use the same according to these Terms for your personal and non-commercial use. You must not copy, redistribute, publish, reverse engineer, decompile, disassemble, modify, translate, or attempt to access the source code to create derivative works of the source code, or otherwise; sell, assign, sublicense, transfer, distribute, or lease the Intellectual Property; make the Intellectual Property available to any third party through a computer network or otherwise; export the Intellectual Property to any country (whether by physical or electronic means); or use the Intellectual Property in any manner prohibited by applicable laws or regulations. You will be liable and agree to indemnify the Company for any unauthorized use or infringement of Intellectual Property.
10. Availability of Services and Website The Company does not guarantee the availability of the Services and/or Website and/or application at all times. You acknowledge that the Company reserves the right to delay, deny, or make unavailable any or all of the Services and/or Website and/or application at any time, at its sole discretion. The Company shall have no responsibility or liability whatsoever in connection with the unavailability of any Service, whether caused by the Company or by any third party or force majeure event. You explicitly understand that such events may cause delays in executing or processing your orders and transactions, and you irrevocably release the Company from any liability in this regard. Internet use may be subject to computer viruses and other attacks and communication failures. The Company is not responsible or liable for any damage or interruptions caused by computer viruses, spyware, trojans, worms, or other malware that may affect your system or equipment, nor for any phishing, spoofing, or other computer virus attacks.
11. Compliance with Laws and Regulations You agree not to use the Services and/or Website if such use would contravene or be contrary to any applicable laws or regulations in your jurisdiction. If the Company believes that your use of the Services and/or Website is not fully compliant with applicable laws and regulations, we may refuse to accept you as our client and/or provide you with the Services. You warrant and represent that you are not a resident of any Restricted Locations and do not appear on any international or national sanctions lists, nor are you acting on behalf of such a person in any capacity. The Company reserves the right to refuse clients from certain jurisdictions at its sole discretion. You are solely responsible for inquiring about and paying any taxes resulting from your use of the Services and/or transactions conducted.
12. Suspension, Termination, and Cancellation You acknowledge that the Company, at any time and without notice, at its sole discretion, for any reason whatsoever, will be entitled to: Suspend your use of the Services; Terminate your use of the Services; Refuse and/or decline the execution or processing of any order or transaction; Restrict your access; Withhold any payment or transfer of Fiat Money or Virtual Currency; Prohibit access to the Services and/or its content or tools. If the Company exercises any of these rights, it is not obligated to provide any reason or justification. You may terminate your order by submitting your request to exchange@infinity-pay.net. Notwithstanding any request for termination, you will remain responsible for any outstanding duties or obligations existing as of the effective date of termination. To this effect, you agree to pay any Fiat Money or Virtual Currency owed to us by you. Termination of the Services does not prejudice any other rights or remedies available under these Terms and Conditions or by law. Following termination, the Company may retain personal information for as long as necessary to comply with its legal or regulatory obligations.
13. Limitation of Liability and Indemnity The Services and the Website are provided on an "As Is" and "As Available" basis without any representation or warranty, whether express, implied, or statutory. The Company specifically disclaims any implied warranties of title, merchantability, satisfactory quality, fitness for a particular purpose, and/or non-infringement. The Company makes no representations or warranties that your access or use of the Services, the Website, the Intellectual Property, or any part or materials made available therein will be complete, error-free, continuous, uninterrupted, accurate, or that defects will be corrected, or that the software or the server that makes it available are free of viruses and bugs. The Company makes no representations regarding the full functionality, accuracy, or reliability of the materials, the results obtained through the Services, or the accuracy of any information obtained by you through the Services, Website, or application. The entire risk as to the use, quality, and performance of the Services, Website, or application lies with you. To the maximum extent permitted by applicable law, the Company, its affiliates, service providers, and any of their respective officers, directors, agents, joint ventures, employees, or representatives will not be liable to you or anyone on your behalf for any direct, indirect, special, incidental, intangible, or consequential damages or loss of any kind. This includes, without limitation, loss of business, profits, revenues, data, contracts, anticipated savings, opportunity, discount or rebate, harm to reputation or loss of goodwill, or any loss or damage arising from your use of the Website, Services, application, or Intellectual Property—whether based in contract, tort, negligence, strict liability, or otherwise, arising out of or in connection with authorized or unauthorized use of the Intellectual Property, Website, application, or Services. The liability of the Company shall not be limited in any way in respect of: Death or personal injury caused by negligence; Fraud or fraudulent misrepresentations; Any other losses that cannot be excluded or limited by applicable law. The Company has no obligation to maintain your Account name or password. The Company shall not be liable if you misplace, forget, or lose your Account name or password, except where the Company is at fault. Any claim or cause of action arising out of or in connection with the use of the Website, Services, and these Terms and Conditions must be filed within one year from the date it arises, or it will be forever barred. The Company is not liable for the transfer of any and all Virtual Currency or Fiat Money if you provide us with incorrect or incomplete information or wallet addresses. No warranties, representations, or guarantees regarding the time required to complete or execute any requests or orders are provided, especially when such requests or orders depend on factors outside of the Company’s control. You are solely responsible for verifying all information on the Website before relying on it. All decisions based on information on the Website are your sole responsibility, and the Company shall not be liable for any decisions you make. Any disputes between you and other users of the Website must be resolved exclusively between you and the other user. You release the Company, its affiliates, service providers, and their respective officers, directors, agents, joint ventures, employees, and representatives from any and all claims, demands, and damages (actual and consequential) of every kind and nature arising from or related to such disputes. The Company shall not be liable for any amendment, termination, or suspension of the Services, Website, application, or these Terms and Conditions. You shall indemnify, keep indemnified, defend, and hold harmless the Company, its affiliates, service providers, and their respective employees, officers, directors, agents, joint ventures, and representatives from and against any losses, damages, liabilities, fines, penalties, costs (including legal fees), and expenses incurred by the Company as a result of or in connection with your breach of these Terms and Conditions, your use of the Website, application, and Services, or any violation of applicable laws or regulations or the rights of third parties.
14. No Financial Advice The Company does not provide any investment or financial advice, recommendation, or guidance, whether in connection with the Services or otherwise. Nothing provided by the Company can be construed as financial advice. From time to time, we may provide information on the market and/or Virtual Currencies through communication channels, the Website, or the application. However, such information should not be considered or construed as investment advice, recommendation, guidance, or encouragement to act. All decisions regarding the use of the Website or Services are solely your responsibility and made at your own discretion.
15. Anti-Money Laundering and Counter-Terrorist Financing Program The Company is committed to combating money laundering and counter-terrorist financing. To this end, we have implemented procedures and systems to identify and mitigate the risk of using our Services for illegal purposes. Our Program is designed to reasonably prevent money laundering and terrorist financing through a risk-based, multi-layer control system. The first layer includes a stringent customer identification program, including verifying customer identity and obtaining identification documents for non-natural persons, as well as their entities’ beneficial owners/natural persons consistent with international standards such as those established by the Financial Action Task Force (FATF). The second layer includes a risk-based system to warrant additional customer due diligence. To accomplish this, we screen customers (including beneficial owners) against the entities/persons on the European Union, United States Office of Foreign Assets Control (OFAC) Sanctions Lists, and the United Nations Security Council Sanctions List, among other government-provided lists of sanctioned individuals and entities. We may also screen against other lists at our discretion to protect our reputation and customers. The third layer includes ongoing monitoring for suspicious activity. If our Program suspects or has reason to suspect that suspicious activities have occurred, we will file suspicious activity reports with local regulatory authorities. A suspicious transaction is often inconsistent with a customer’s known and legitimate business or personal activities. These are the primary components of our compliance program. However, the most important element connecting these layers is our leadership team and staff, including AML/Risk personnel who execute training, oversight, and foster a sound compliance culture.
16. Risks Currently, there is no comprehensive regulatory framework governing cryptocurrencies, and as such, no protection is afforded as with other financial products. Trading or investing in Virtual Currency involves significant risk, and prices can fluctuate rapidly. Due to these fluctuations, you may make a profit or loss. There is an inherent risk that losses may occur from trading anything on a market. You should be aware that the risks associated with trading Virtual Currency are substantial. Virtual Currency also has risks not generally affecting Fiat Money, as they are not backed by governments or commodities. As with any technology-dependent activity, Virtual Currency is subject to software failures or malicious electronic or physical attacks, which could result in loss or theft. The above is not an exhaustive list, and there are additional risks not mentioned here. You should seek independent advice on whether Virtual Currencies are suitable for you. Additionally, the Company uses banking institutions and various payment service providers to receive funds and make payments to you. Although the Company uses reputable institutions and service providers, it cannot be held liable for any failure of such institutions or service providers. Similarly, the Company receives liquidity from reputable liquidity providers to offer its Services. The failure of liquidity providers is an inherent risk, and the Company cannot be held responsible or liable in any way for such failures.
17. Notices and Communication Any notice or communication, including complaints, under these Terms and Conditions shall: Be in writing and in English; Be signed by or on behalf of the sender (except for notices sent by email); and Be sent to: If to the Company: exchange@infinity-pay.net If to you: The email address registered for the Account; The physical address provided by you to the Company; Any other contact address or number held by the Company. Notices are deemed received: By hand at the time of delivery; By registered post on the fifth Business Day after posting; By email on the next business day; By text message or other messaging service at the time of sending. Any change to your contact details or the Company’s contact details shall be notified in accordance with this clause and will be effective: On the date specified in the notice; or If no date is specified, five Business Days after the notice is deemed received. This clause does not apply to notices given in legal proceedings or arbitration.
18. Dispute Resolution Any dispute arising out of or related to these Terms and Conditions shall be dealt with in accordance with this clause. The dispute resolution process may be initiated at any time by either party serving notice in writing that a dispute has arisen. The notice must include reasonable information about the nature of the dispute. Both you and we will use all reasonable efforts to reach a negotiated resolution through the following procedures: Within fourteen days of service of the notice, the parties shall conduct a phone call to discuss the dispute and attempt to resolve it. If the dispute is not resolved within fourteen days of the first phone call, the matter shall be referred to senior management (or persons of equivalent seniority). Senior management (or equivalent) shall conduct a phone call within seven days to discuss the dispute and attempt to resolve it. The dispute resolution procedure may include preparing and submitting statements of fact or position.
19. Entire Agreement These Terms and Conditions constitute the entire agreement between you and the Company and supersede all other agreements, understandings, and arrangements, whether written or oral, regarding the subject matter. You acknowledge that you have not entered into any transactions, orders, or documents in reliance on, and shall have no remedies for, any representation or warranty not expressly set out in these Terms and Conditions. You shall have no claim for innocent or negligent misrepresentation based on any statement in these Terms and Conditions.
20. No Partnership or Agency You and the Company are independent contractors, and nothing in these Terms and Conditions shall create any other form of relationship between you and the Company. The parties shall not be deemed partners, joint ventures, or agents. You are not authorized to make any commitment on behalf of the Company.
21. Assignment You may not assign any rights or licenses granted under these Terms and Conditions, including the right to use the Account/trade, which is exclusively for your personal use. The Company reserves the right to assign its rights without restriction, including to any Company affiliates, subsidiaries, or successors in interest of any business associated with the Company Services and/or Website. Any attempted transfer or assignment in violation hereof shall be null and void. Subject to the foregoing, these Terms and Conditions will bind and inure to the benefit of the parties, their successors, and permitted assigns.
22. Severability If any provision of these Terms and Conditions is determined to be invalid or unenforceable under any rule, law, or regulation of any governmental agency, such provision will be modified and interpreted to achieve the objectives of the provision to the greatest extent possible under applicable laws and regulations. The validity or enforceability of any other provision of these Terms and Conditions shall not be affected.
23. Change of Control In the event that the Company is acquired by or merged with a third-party entity, the Company reserves the right to transfer or assign the information it has collected from you, including any personal information, as part of such a merger, acquisition, sale, or other change of control.
24. Transfer of Your Personal Data The Company may share and transfer your personal data within the Company’s entities. This includes certain personal information and documentation about you, including information related to transactions you execute, as needed to complete the transaction, respond to inquiries, or detect or prevent fraud. The Company will take all reasonable measures to protect your personal data from unauthorized access. In such cases, you confirm and consent to the Company doing so.
25. Survival All provisions of these Terms and Conditions which, by their nature, extend beyond the expiration or termination of these Terms and Conditions, including, without limitation, sections pertaining to suspension or termination, Account cancellation, debts owed to the Company, general use of the Website, disputes with the Company, and general provisions, shall continue beyond such termination or suspension.
26. Cumulative Remedies The rights and remedies provided in these Terms and Conditions for the Company are cumulative and not exclusive of any rights and remedies provided by law.
27. Translations Any translation of these Terms and Conditions, if provided, is for your convenience only. The meanings of terms, conditions, and representations herein are subject to definitions and interpretations in English. Any translation provided may not accurately represent the information in the original English version.
28. Force Majeure The Company shall not be liable for delays, failure in performance, or interruption of service resulting directly or indirectly from any cause or condition beyond its reasonable control. This includes, but is not limited to, any delay or failure due to an act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or Internet services, network provider services, equipment or software failure, other catastrophes, or any other occurrences beyond the Company’s reasonable control.
29. Equitable Relief You recognize that any breach or threatened breach of these Terms and Conditions may cause the Company irreparable harm for which damages may not be an adequate remedy. Accordingly, in addition to any other remedies and damages available to the Company, you acknowledge and agree that the Company is entitled to the remedies of specific performance, injunction, and other equitable relief without proof of special damages.
30. Third Party Rights Except as expressly provided in this clause, no person who is not a party to these Terms and Conditions and the agreement between us shall have any rights to enforce any provisions of these Terms and Conditions. Any Affiliate of the Company shall be entitled to enforce any provisions of these Terms and Conditions and the agreement between us. The consent of any such Affiliate is not required to rescind or vary these Terms and Conditions or any provisions of them.
31. Governing Law and Jurisdiction You and the Company agree that any dispute arising from or relating to these Terms and Conditions shall first be resolved by contacting the other party directly in an attempt to reach an amicable resolution, following the clause above. You and the Company agree that any unresolved controversies and claims will be submitted to the exclusive jurisdiction of the competent courts in the Czech Republic and governed by the laws of the same country, without giving effect to its principles or rules of conflict of laws. These principles or rules are not mandatorily applicable by statute and would not require the application of the laws of another jurisdiction. The parties agree to keep confidential all matters relating to the dispute and any related court proceedings to the greatest extent practicable.