ELCOIN USER AGREEMENT
Last updated: August 23, 2017
PART 1: GENERAL USE
- Basic Elcoin Services.
1.1. Eligibility. To be eligible to use the Elcoin Services, you must be at least 18 years old.
Your eligibility to access certain Elcoin Services also depends on the country in which you reside..
1.2. Elcoin Services. Your Elcoin account (“Elcoin Account”) encompasses the following basic Elcoin services: One or more hosted Digital Currency wallets that allow users to store certain supported digital currencies, like Bitcoin (“Digital Currency”), and to track, transfer, and manage their supported Digital Currencies (the “Hosted Digital Currency Wallet”); Digital Currency conversion services through which users can buy and sell supported Digital Currencies in transactions with Elcoin (the “Conversion Services”); and a Fiat Currency (e.g. GBP, EUR, CAD, USD, ZAR) account for use in connection with other Elcoin Services (a “Currency Wallet”) and for eligible users, a Digital Currency exchange platform (collectively the ” Elcoin Services”). The risk of loss in trading or holding Digital Currency can be substantial. You should therefore carefully consider whether trading or holding Digital Currency is suitable for you in light of your financial condition.
- Creating a Elcoin Account.
2.1. Registration of Elcoin Account. In order to use any of the Elcoin Services, you must first register by providing your name, an e-mail address, password, and affirming your acceptance of this Agreement. Elcoin may, in our sole discretion, refuse to allow you to establish a Elcoin Account, or limit the number of Elcoin Accounts that a single user may establish and maintain at any time.
2.2. Identity Verification. In order to use certain features of the Elcoin Services, including certain transfers of Digital Currency and/or government-issued currency (“Fiat Currency”), you may be required to provide Elcoin with certain personal information, including, but not limited to, your name, address, telephone number, e-mail address, date of birth, taxpayer identification number, government identification number, and information regarding your bank account (e.g., financial institution, account type, routing number, and account number). In submitting this or any other personal information as may be required, you verify that the information is accurate and authentic, and you agree to update Elcoin if any information changes. You hereby authorize Elcoin to, directly or through third parties make any inquiries we consider necessary to verify your identity and/or protect against fraud, including to query identity information contained in public reports (e.g., your name, address, past addresses, or date of birth), to query account information associated with your linked bank account (e.g., name or account balance), and to take action we reasonably deem necessary based on the results of such inquiries and reports. You further authorize any and all third parties to which such inquiries or requests may be directed to fully respond to such inquiries or requests.
- Hosted Digital Currency Wallet.
3.1. In General. The Hosted Digital Currency Wallet services allow you to send supported Digital Currency to, and request, receive, and store supported Digital Currency from, third parties pursuant to instructions you provide through the Elcoin Site (each such transaction is a “Digital Currency Transaction”).Elcoin reserves the right to refuse to process or to cancel any pending Digital Currency Transaction as required by law or in response to a subpoena, court order, or other binding government order or to enforce transaction limits Elcoin cannot reverse a Digital Currency Transaction which has been broadcast to a Digital Currency network. The Hosted Digital Currency Wallet services are available only in connection with those Digital Currencies that Elcoin, in its sole discretion, decides to support. The Digital Currencies that Elcoin supports may change from time to time. If you have any questions about which Digital Currencies Elcoin currently supports, please visit https://elcoin.trade/contact. Under no circumstances should you attempt to use your Hosted Digital Currency Wallet services to store, send, request, or receive digital currencies in any form that are not supported by Elcoin. Elcoin assumes no responsibility or liability in connection with any attempt to use Elcoin Services for digital currencies that Elcoin does not support.
3.2. Digital Currency Transactions. Elcoin processes supported Digital Currency according to the instructions received from its users and we do not guarantee the identity of any user, receiver, requestee or other party. You should verify all transaction information prior to submitting instructions to Elcoin. In the event you initiate a Digital Currency Transaction by entering the recipient’s email address and the recipient does not have an existing Elcoin Account, Elcoin will email the recipient and invite them to open a Elcoin Account. If the designated recipient does not open a Elcoin Account within 30 days, Elcoin will return the supported Digital Currency associated with the transaction to your Elcoin Account. Once submitted to a Digital Currency network, a Digital Currency Transaction will be unconfirmed for a period of time pending sufficient confirmation of the transaction by the Digital Currency network. A transaction is not complete while it is in a pending state. Funds associated with transactions that are in a pending state will be designated accordingly, and will not be included in your Elcoin Account balance or be available to conduct transactions. Elcoin may charge network fees (miner fees) to process a Digital Currency transaction on your behalf. Elcoin will calculate the network fee in its discretion, although Elcoin will always notify you of the network fee at or before the time you authorize the transaction.
3.3. Digital Currency Storage & Transmission Delays. Elcoin securely stores all Digital Currency private keys in our control in a combination of online and offline storage. As a result, it may be necessary for Elcoin to retrieve certain information from offline storage in order to facilitate a Digital Currency Transaction in accordance with your instructions, which may delay the initiation or crediting of such Digital Currency Transaction for 48 hours or more. You acknowledge and agree that a Digital Currency Transaction facilitated by Elcoin may be delayed.
3.4. Third Party Payments. Elcoin has no control over, or liability for, the delivery, quality, safety, legality or any other aspect of any goods or services that you may purchase or sell to or from a third party (including other users of Elcoin Services). Elcoin is not responsible for ensuring that a buyer or a seller you may transact with will actually complete the transaction or is authorized to do so. If you experience a problem with any goods or services purchased from, or sold to, a third party in connection with Digital Currency transferred using the Elcoin Services, or if you have a dispute with such third party, you must resolve the dispute directly with that third party. If you believe a third party has behaved in a fraudulent, misleading, or inappropriate manner, or if you cannot adequately resolve a dispute with a third party, you may notify Elcoin Support at trust@Elcoin.Trade so that we may consider what action to take, if any.
3.5. Elcoin Vault. You may elect to use the Elcoin Vault to store supported Digital Currency. The Elcoin Vault allows users to set withdrawal time-delays and/or to require the electronic approval of multiple individuals designated by the user before transfers may be completed. Elcoin also offers an advanced Vault which allows users the option to view, control, and distribute private keys of associated Digital Currency to multiple third parties whose majority approval will be required to transfer associated Digital Currency (the “Multisig Vault”). Elcoin cannot restore encrypted private keys or otherwise recover private keys which are not within Elcoin’s control. If you use the Multisig Vault you acknowledge that Elcoin is not responsible for transferring, safeguarding, or maintaining private keys and/or Digital Currency associated with the Vault. If you and/or co-signing authorities lose, mishandle, or have stolen associated Digital Currency private keys, or if your cosigners refuse to provide requisite authority, you acknowledge that you may not be able to recover associated Digital Currency, and that Elcoin is not responsible for such loss.
3.6. Customized Elcoin Payment Page. In some cases, you may establish a customizable payment page (“Payment Page”) which will allow others to easily send Digital Currency to your Elcoin Account. You may establish and customize your Payment Page through your Elcoin Account settings, which will allow you to establish a user handle and associated Payments Page URL, upload a photo, and provide a short description. In establishing your Payment Page and uploading or adding any text, photo, or other material, you agree that you will not (i) post misleading materials or misappropriate the identity of another person or entity, (ii) post any copyrighted material which you are not authorized to post, or (iii) post any profane, unlawful, or offensive materials. Elcoin, in its sole discretion, may disable your Payment Page and take other action in accordance with this Agreement if we believe you are in violation of the foregoing or abusing this service. Elcoin may reclaim user handles associated with dormant Elcoin Accounts. Elcoin does not guarantee or endorse the purported identity, message, or other information posted by a user to the user’s Payment Page.
3.7 Advanced Protocols. Unless specifically announced on our website or through some other official public statement of Elcoin, we do not support metacoins, colored coins, side chains, or other derivative, enhanced, or forked protocols, tokens, or coins which supplement or interact with a Digital Currency supported by Elcoin (collectively, “Advanced Protocols”). Do not use your Elcoin Account or ELCOIN account to attempt to receive, request, send, store, or engage in any other type of transaction involving an Advanced Protocol. The Elcoin platform is not configured to detect and/or secure Advanced Protocol transactions and Elcoin assumes absolutely no responsibility whatsoever in respect to Advanced Protocols.
3.8 Operation of Digital Currency Protocols. Elcoin does not own or control the underlying software protocols which govern the operation of Digital Currencies supported on our platform. In general, the underlying protocols are open source and anyone can use, copy, modify, and distribute them. By using the Elcoin or ELCOIN platforms, you acknowledge and agree (i) that Elcoin is not responsible for operation of the underlying protocols and that Elcoin makes no guarantee of their functionality, security, or availability; and (ii) that the underlying protocols are subject to sudden changes in operating rules (a/k/a “forks”), and that such forks may materially affect the value, function, and/or even the name of the Digital Currency you store in the Elcoin platform. In the event of a fork, you agree that Elcoin may temporarily suspend Elcoin operations (with or without advance notice to you) and that Elcoin may, in its sole discretion, decide whether or not to support (or cease supporting) either branch of the forked protocol entirely. You acknowledge and agree that Elcoin assumes absolutely no responsibility whatsoever in respect of an unsupported branch of a forked protocol.
- Conversion Services.
4.1. In General. Eligible users in certain jurisdictions may buy or sell supported Digital Currency through the Conversion Services. The Conversion Services are subject to the Elcoin “Conversion Rate” for the given transaction. “Conversion Rate” means the price of a given supported Digital Currency amount in terms of Fiat Currency or other Digital Currency as quoted on the Elcoin Site. The Conversion Rate is stated either as a “Buy Price” or as a “Sell Price,” which is the price in terms of Fiat Currency or Digital Currency at which you may buy or sell supported Digital Currency to Elcoin. You acknowledge that the Buy Price Conversion Rate may not be the same as the Sell Price Conversion Rate at any given time, and that Elcoin may add a margin or “spread” to the quoted Conversion Rate. You agree, as a condition of using any Elcoin Conversion Services, to accept the Conversion Rate as the sole conversion metric. Elcoin reserves the right to delay any Conversion Service transaction if it perceives a risk of fraud or illegal activity. Elcoin does not guarantee the availability of its Conversion Service, and the act of purchasing supported Digital Currency from Elcoin does not result in a guarantee that you may sell your supported Digital Currency to Elcoin.
4.2. Purchase Transactions. After successfully completing the Verification Procedures, you may purchase supported Digital Currency by linking a valid payment method. You authorize Elcoin to initiate debits from your selected payment method(s) in settlement of purchase transactions. A Conversion Fee (defined below) applies to all purchase transactions. Although Elcoin will attempt to deliver supported Digital Currency to you as promptly as possible, funds may be debited from your selected payment method before Digital Currency is delivered to your Elcoin Account. We will make best efforts to fulfill all transactions, but in the rare circumstance where Elcoin cannot fulfill your purchase order, we will notify you and seek your approval to fulfill the purchase order at the contemporaneous Buy Price Conversion Rate. To secure the performance of your obligations under this Agreement, you grant to Elcoin a lien on and security interest in and to the balances in your account.
4.3. Sale Transactions. After successfully completing the Verification Procedures, you may sell supported Digital Currency by linking a valid payment method. You authorize Elcoin to debit your Elcoin Account(s) and initiate payments to your selected payment method(s) in settlement of sell transactions. An applicable Conversion Fee (defined below) applies to all sale transactions. Your receipt of funds will depend on the payment type, and may take up to three or more business days.
4.4. Conversion Fees. Each Conversion Service transaction is subject to a fee (a “Conversion Fee”). The applicable Conversion Fee is displayed to you on the Elcoin Site prior to you completing a Conversion Service transaction. Elcoin will not process a conversion transaction if the Conversion Fee and any other associated fees, such as wire transfer fees, would exceed the value of your transaction. Payments using other methods not described below, such as wire (if permitted), are subject to different transaction fees disclosed to you before you authorize the transaction.The availability of each Payment Method depends on a number of factors, including but not limited to your location, the identification information you have provided to us, and limitations imposed by third party payment processors.
Elcoin reserves the right to adjust its Conversion Fees and any applicable waivers at any time. We will always notify you of the Conversion Fee which applies to your transaction, both at the time of the transaction and in each receipt we issue to you.
4.5. Reversals; Cancellations. You cannot cancel, reverse, or change any transaction marked as complete or pending. If your payment is not successful or if your payment method has insufficient funds, you authorize Elcoin, in its sole discretion, either to cancel the transaction or to debit your other payment methods, including Elcoin balances or other linked accounts, in any amount necessary to complete the transaction. You are responsible for maintaining an adequate balance and/or sufficient credit limits in order to avoid overdraft, insufficient funds, or similar fees charged by your payment provider. Elcoin reserves the right to refuse to process, or to cancel or reverse, any purchases or sales of Digital Currency in its sole discretion, even after funds have been debited from your account(s), if Elcoin suspects the transaction involves (or has a high risk of involvement in) money laundering, terrorist financing, fraud, or any other type of financial crime; in response to a subpoena, court order, or other government order; if Elcoin reasonably suspects that the transaction is erroneous; or if Elcoin suspects the transaction relates to Prohibited Use or a Prohibited Business as set forth below. In such instances, Elcoin will reverse the transaction and we are under no obligation to allow you to reinstate a purchase or sale order at the same price or on the same terms as the cancelled transaction.
4.7. Payment Services Partners. Elcoin may use a third party payment processor to process any Fiat Currency payment between you and Elcoin, including but not limited to payments in relation to your use of the Conversion Service or deposits or withdrawals from your Currency Wallet or ELCOIN Account.
- Currency Wallet.
5.1. Currency Wallets. Certain approved users may establish and fund one or more Currency Wallets to facilitate transactions on the Elcoin or ELCOIN platforms. You are the owner of the balance of each of your Currency Wallets. Elcoin holds the balance of your Currency Wallets in dedicated custodial accounts with financial institutions. All funds held in a Currency Wallet are held on trust by Elcoin for the benefit of the user, or by a licensed Electronic Money Institution on behalf of the user.
5.2. Deposits and Withdrawals. You may initiate a transfer from your linked bank account to fund a Currency Wallet. Fees may apply to deposits and withdrawals from your Currency Wallet. All fees will be clearly disclosed in your Elcoin account For deposits, Elcoin will credit your Currency Wallet a corresponding amount of Fiat Currency after funds are delivered to Elcoin, typically within two to three business days after you authorize a deposit. For withdrawals, Elcoin will immediately debit your Currency Wallet when you authorize a withdrawal and funds will typically settle to you within two to three business days. Bank fees are netted out of transfers to or from Elcoin. We will not process a transfer if associated bank fees exceed the value of the transfer.
- General Use, Prohibited Use, and Termination.
6.1. Limited License. We grant you a limited, nonexclusive, nontransferable license, subject to the terms of this Agreement, to access and use the Elcoin Site, and related content, materials, information (collectively, the “Content”) solely for approved purposes as permitted by Elcoin from time to time. Any other use of the Elcoin Site or Content is expressly prohibited and all other right, title, and interest in the Elcoin Site or Content is exclusively the property of Elcoin and its licensors. You agree you will not copy, transmit, distribute, sell, license, reverse engineer, modify, publish, or participate in the transfer or sale of, create derivative works from, or in any other way exploit any of the Content, in whole or in part. “Elcoin.Trade”, “Elcoin”, “ELCOIN”, “Elcoin.Trade” and all logos related to the Elcoin Services or displayed on the Elcoin Site are either trademarks or registered marks of Elcoin or its licensors. You may not copy, imitate or use them without Elcoin’s prior written consent.
6.2. Website Accuracy. Although we intend to provide accurate and timely information on the Elcoin Site, the Elcoin Site (including, without limitation, the Content) may not always be entirely accurate, complete or current and may also include technical inaccuracies or typographical errors. In an effort to continue to provide you with as complete and accurate information as possible, information may be changed or updated from time to time without notice, including without limitation information regarding our policies, products and services. Accordingly, you should verify all information before relying on it, and all decisions based on information contained on the Elcoin Site are your sole responsibility and we shall have no liability for such decisions. Links to third-party materials (including without limitation websites) may be provided as a convenience but are not controlled by us. You acknowledge and agree that we are not responsible for any aspect of the information, content, or services contained in any third-party materials or on any third party sites accessible or linked to the Elcoin Site,
6.3. Third-Party Applications. If, to the extent permitted by Elcoin from time to time, you grant express permission to a third party to access or connect to your Elcoin Account, either through the third party’s product or service or through the Elcoin Site, you acknowledge that granting permission to a third party to take specific actions on your behalf does not relieve you of any of your responsibilities under this Agreement. You are fully responsible for all acts or omissions of any third party with access to your Elcoin Account. Further, you acknowledge and agree that you will not hold Elcoin responsible for, and will indemnify Elcoin from, any liability arising out of or related to any act or omission of any third party with access to your Elcoin Account. You may change or remove permissions granted by you to third parties with respect to your Elcoin Account at any time through the Account Settings (Integrations) page on the Elcoin Site.
6.4. Prohibited Use. In connection with your use of the Elcoin Services, and your interactions with other users, and third parties you agree and represent you will not engage in any Prohibited Business or Prohibited Use defined herein. We reserve the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, sanctions programs, legal process or governmental request. We reserve the right to cancel and/or suspend your Elcoin Account and/or block transactions or freeze funds immediately and without notice if we determine, in our sole discretion, that your Account is associated with a Prohibited Use and/or a Prohibited Business.
6.5. Export Controls & Sanctions. Your use of the Elcoin Services and the Elcoin Site is subject to international export controls and economic sanctions requirements. By sending, receiving, buying, selling, trading or storing Digital Currency through the Elcoin Site or Elcoin Services, you represent and warrant that you will comport with those requirements. Without limiting the foregoing, you may not acquire Digital Currency or use any of the Elcoin Services through the Elcoin Site if: (1) you are in, under the control of, or a national or resident of Cuba, Iran, North Korea, Sudan, or Syria or any other country subject to United States embargo, UN sanctions, HM Treasury’s financial sanctions regime, or if you are on the U.S. Treasury Department’s Specially Designated Nationals List or the U.S. Commerce Department’s Denied Persons List, Unverified List, Entity List HM Treasury’s financial sanctions regime; or (2) you intend to supply any acquired or stored Digital Currency or Elcoin Services to Cuba, Iran, North Korea, Sudan or Syria or any other country subject to United States embargo or HM Treasury’s financial sanctions regime (or a national or resident of one of these countries), or to a person on the Specially Designated Nationals List, Denied Persons List, Unverified List, Entity List, or HM Treasury’s financial sanctions regime.
6.6. Transactions Limits. The use of all Elcoin Services is subject to a limit on the amount of volume, stated in Fiat Currency terms, you may transact or transfer in a given period (e.g., daily). Your transaction limits may vary depending on your payment method, verification steps you have completed, and other factors. Elcoin reserves the right to change applicable limits as we deem necessary in our sole discretion. If you wish to raise your limits beyond the posted amounts, you may submit a request at https://elcoin.trade/contact. We may require you to submit additional information about yourself or your business, provide records, and arrange for meetings with Elcoin staff (such process, “Enhanced Due Diligence”). Elcoin reserves the right to charge you costs and fees associated with Enhanced Due Diligence, provided that we notify you in advance of any such charges accruing. In our sole discretion, we may refuse to raise your limits or we may lower your limits at a subsequent time even if you have completed Enhanced Due Diligence.
6.7. Suspension, Termination, and Cancellation. Elcoin may: (a) suspend, restrict, or terminate your access to any or all of the Elcoin Services, and/or (b) deactivate or cancel your Elcoin Account if:
- We are so required by a facially valid subpoena, court order, or binding order of a government authority; or
- We reasonably suspect you of using your Elcoin Account in connection with a ProhibitedUse or Business; or
- Use of your Elcoin Account is subject to any pending litigation, investigation, or government proceeding and/or we perceive a heightened risk of legal or regulatory non-compliance associated with your Account activity; or
- Our service partners are unable to support your use; or
- You take any action that Elcoin deems as circumventing Elcoin’s controls, including, but not limited to, opening multiple Elcoin Accounts or abusing promotions which Elcoin may offer from time to time.
- You breach our Behavior Policy
If Elcoin suspends or closes your account, or terminates your use of Elcoin Services for any reason, we will provide you with notice of our actions unless a court order or other legal process prohibits Elcoin from providing you with such notice. You acknowledge that Elcoin’s decision to take certain actions, including limiting access to, suspending, or closing your account, may be based on confidential criteria that are essential to Elcoin’s risk management and security protocols. You agree that Elcoin is under no obligation to disclose the details of its risk management and security procedures to you.
You will be permitted to transfer Digital Currency or funds associated with your Hosted Digital Currency Wallet(s) and/or your Currency Wallet(s) for ninety (90) days after Account deactivation or cancellation unless such transfer is otherwise prohibited (i) under the law, including but not limited to applicable sanctions programs, or (ii) by a facially valid subpoena or court order. If Elcoin suspends or closes your account, or terminates your use of Elcoin Services for any reason Elcoin reserves the right to require you to complete the Verification Procedures before permitting you with transfer or withdraw Digital Currency or Fiat Currency.
You may cancel your Elcoin Account at any time by withdrawing all balances ,You will not be charged for canceling your Elcoin Account, although you will be required to pay any outstanding amounts owed to Elcoin. You authorize us to cancel or suspend any pending transactions at the time of cancellation.
6.8. Relationship of the Parties. Elcoin is an independent contractor for all purposes. Nothing in this Agreement shall be deemed or is intended to be deemed, nor shall it cause, you and Elcoin to be treated as partners, joint ventures, or otherwise as joint associates for profit, or either you or Elcoin to be treated as the agent of the other.
6.9. Privacy of Others; Marketing. If you receive information about another user through the Elcoin Services, you must keep the information confidential and only use it in connection with the Elcoin Services. You may not disclose or distribute a user’s information to a third party or use the information except as reasonably necessary to effectuate a transaction and other functions reasonably incidental thereto such as support, reconciliation and accounting unless you receive the user’s express consent to do so. You may not send unsolicited email to a user through the Elcoin Services.
6.10. Password Security; Contact Information. You are responsible for maintaining adequate security and control of any and all IDs, passwords, hints, personal identification numbers (PINs), API keys or any other codes that you use to access the Elcoin Services. Any loss or compromise of the foregoing information and/or your personal information may result in unauthorized access to your Elcoin Account by third-parties and the loss or theft of any Digital Currency and/or funds held in your Elcoin Account and any associated accounts, including your linked bank account(s) and credit card(s). You are responsible for keeping your email address and telephone number up to date in your Account Profile in order to receive any notices or alerts that we may send you. We assume no responsibility for any loss that you may sustain due to compromise of account login credentials due to no fault of Elcoin and/ or failure to follow or act on any notices or alerts that we may send to you. In the event you believe your Elcoin Account information has been compromised, contact Elcoin Support immediately at support@Elcoin.Trade.
6.11. Taxes. It is your sole responsibility to determine whether, and to what extent, any taxes apply to any transactions you conduct through the Elcoin Services, and to withhold, collect, report and remit the correct amounts of taxes to the appropriate tax authorities. Your transaction history is available through your Elcoin Account.
6.12. Unclaimed Property. If Elcoin is holding funds in your account, and Elcoin is unable to contact you and has no record of your use of the Services for several years, applicable law may require Elcoin to report these funds as unclaimed property to the applicable jurisdiction. If this occurs, Elcoin will try to locate you at the address shown in our records, but if Elcoin is unable to locate you, it may be required to deliver any such funds to the applicable or jurisdiction as unclaimed property. Elcoin reserves the right to deduct a dormancy fee or other administrative charges from such unclaimed funds, as permitted by applicable law.
- Customer Feedback, Queries, Complaints, and Dispute Resolution
7.1. Contact Elcoin. If you have any feedback, questions, or complaints, contact us via our Customer Support webpage at https://elcoin.trade/contact or write to us at Elcoin Customer Support, 315 St Germain Ave Toronto ON M5M 1W4 | Toronto ,Ontario | Canada.
When you contact us please provide us with your name, address, and any other information we may need to identify you, your Elcoin Account, and the transaction on which you have feedback, questions, or complaints.
7.2. Complaints. In the event of a complaint, please set out the cause of your complaint, how you would like us to resolve the complaint and any other information you believe to be relevant. We will acknowledge your complaint within 24 hours of its receipt if you contact us via our Customer Support webpage. A Customer Complaints officer (“Officer”) will consider your complaint. The Officer will consider your complaint without prejudice based on the information you have provided and any information provided by Elcoin. Within four weeks of our receipt of your complaint the Officer will address your complaint by sending you an e-mail (“Resolution Notice”) in which the Officer will: (i) offer to resolve your complaint in the way your requested; (ii) make a determination rejecting your complaint and set out the reasons for the rejection; or (iii) offer to resolve your complaint with an alternative solution. Upon receipt of the Resolution Notice, you will have 20 business days to accept or reject the offer or determination, which you must do by following the instructions set out in the Resolution Notice. Failure to respond to a Resolution Notice will be deemed to be a withdrawal of the complaint and an acceptance that we have no liability to you regarding the subject matter of the complaint. If you are late in responding to the Resolution Notice, Elcoin may treat your response as if it has been submitted on time.
7.3. Appeals. In the event that you reject an offer or determination (“Rejection”), please set out the reasons for the Rejection and include any additional information that you believe is pertinent to your complaint. Any Rejection will be treated as an application to appeal the offer or determination set out in the Resolution Notice. Our Customer Appeals committee (“Appeals Committee”) will impartially consider your complaint (including any additional information provided). We will acknowledge your Rejection within 24 hours of its receipt if you contact us in the prescribed electronic way, and within ten business days if you contact us in any other prescribed way. Within four weeks of our receipt of the Rejection the Appeals Committee will address your complaint by sending you an e-mail (“Final Notice”) in which the Appeals Committee will: (i) uphold the Resolution Notice; or (ii) reject the Resolution Notice. Notwithstanding its decision regarding the Resolution Notice, the Appeals Committee may also make a new offer to resolve the complaint. Upon receipt of the Final Notice, you will have 20 business days to accept or reject the offer or determination, which you must do by following the instructions set out in the Final Notice. Elcoin may extend the deadline for you to accept the offer. Failure to respond to a Final Notice will be deemed to be a withdrawal of the complaint and an acceptance that we have no liability to you regarding the subject matter of the complaint. For consumers only: if you fail to respond to a Final Notice and file a claim in a competent court, your failure may be used as evidence of your unwillingness to settle the issue and/or the vexatious nature of the complaint.
7.4. Offers. Any offer made under this Section 7 will only become binding on Elcoin if you accept the offer by following the instructions provided by Elcoin within the stated timeframe. Any offer under this Section 7 will not constitute any admission by Elcoin of any wrongdoing or liability regarding the subject matter of the complaint. Any acceptance of an offer by you will constitute an acceptance that the complaint is resolved and an undertaking that you will not file a claim in any competent court against Elcoin regarding the subject matter of the complaint.
7.5. Claims. This provision only applies to consumers. You agree to use the complaints procedure of this Section 7 before filing any claim in a competent court. Failure to comply with this provision may be used as evidence of your unwillingness to settle the issue and/or the vexatious nature of the complaint.
- General Provisions.
8.1. Computer Viruses. We shall not bear any liability, whatsoever, for any damage or interruptions caused by any computer viruses, spyware, scareware, Trojan horses, worms or other malware that may affect your computer or other equipment, or any phishing, spoofing or other attack. We advise the regular use of a reputable and readily available virus screening and prevention software. You should also be aware that SMS and email services are vulnerable to spoofing and phishing attacks and should use care in reviewing messages purporting to originate from Elcoin. Always log into your Elcoin Account through the Elcoin Site to review any transactions or required actions if you have any uncertainty regarding the authenticity of any communication or notice.
8.2. Release of Elcoin; Indemnification. If you have a dispute with one or more users of the Elcoin services, you release Elcoin, its affiliates and service providers, and each of their respective officers, directors, agents, joint venturers, employees and representatives from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes. You agree to indemnify and hold Elcoin, its affiliates and Service Providers, and each of its or their respective officers, directors, agents, joint venturers, employees and representatives, harmless from any claim or demand (including attorneys’ fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to your breach of this Agreement or your violation of any law, rule or regulation, or the rights of any third party.
8.3. Limitation of Liability. IN NO EVENT SHALL ELCOIN, ITS AFFILIATES AND SERVICE PROVIDERS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES OR REPRESENTATIVES, BE LIABLE (A) FOR ANY AMOUNT GREATER THAN THE VALUE OF THE SUPPORTED DIGITAL CURRENCY ON DEPOSIT IN YOUR ELCOIN ACCOUNT OR (B) FOR ANY LOST PROFITS OR ANY SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH AUTHORIZED OR UNAUTHORIZED USE OF THE ELCOIN SITE OR THE ELCOIN SERVICES, OR THIS AGREEMENT, EVEN IF AN AUTHORIZED REPRESENTATIVE OF ELCOIN HAS BEEN ADVISED OF OR KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. THIS MEANS, BY WAY OF EXAMPLE ONLY (AND WITHOUT LIMITING THE SCOPE OF THE PRECEDING SENTENCE), THAT IF YOU CLAIM THAT ELCOIN FAILED TO PROCESS A BUY OR SELL TRANSACTION PROPERLY, YOUR DAMAGES ARE LIMITED TO NO MORE THAN THE VALUE OF THE SUPPORTED DIGITAL CURRENCY AT ISSUE IN THE TRANSACTION, AND THAT YOU MAY NOT RECOVER FOR LOST PROFITS, LOST BUSINESS OPPORTUNITES, OR OTHER TYPES OF SPECIAL, INCIDENTIAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES IN EXCESS OF THE VALUE OF THE SUPPORTED DIGITAL CURRENCY AT ISSUE IN THE TRANSACTION.SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
THE ELCOIN SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ELCOIN SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND/OR NON-INFRINGEMENT. ELCOIN DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO THE SITE, ANY PART OF THE ELCOIN SERVICES, OR ANY OF THE MATERIALS CONTAINED THEREIN, WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR ERROR-FREE.
Elcoin makes no representations about the accuracy or completeness of historical Digital Currency price data available on the Site. Elcoin will make reasonable efforts to ensure that requests for electronic debits and credits involving bank accounts, credit cards, and check issuances are processed in a timely manner but Elcoin makes no representations or warranties regarding the amount of time needed to complete processing which is dependent upon many factors outside of our control.
8.5. Amendments. We may amend or modify this Agreement by posting on the Elcoin Site or emailing to you the revised Agreement, and the revised Agreement shall be effective at such time. If you do not agree with any such modification, your sole and exclusive remedy is to terminate your use of the Services and close your account. You agree that we shall not be liable to you or any third party for any modification or termination of the Elcoin Services, or suspension or termination of your access to the Elcoin Services, except to the extent otherwise expressly set forth herein. If the revised Agreement includes a material change, we will endeavor to provide you advanced notice via our website and/or email before the material change becomes effective.
8.6. Assignment. You may not assign any rights and/or licenses granted under this Agreement. We reserve the right to assign our rights without restriction, including without limitation to any Elcoin affiliates or subsidiaries, or to any successor in interest of any business associated with the Elcoin Services. Any attempted transfer or assignment in violation hereof shall be null and void. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.
8.7. Severability. If any provision of this Agreement shall be determined to be invalid or unenforceable under any rule, law or regulation or any governmental agency, local, state, or federal, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law and the validity or enforceability of any other provision of this Agreement shall not be affected.
8.8 Change of Control. In the event that Elcoin is acquired by or merged with a third party entity, we reserve the right, in any of these circumstances, to transfer or assign the information we have collected from you as part of such merger, acquisition, sale, or other change of control.
8.9 Survival. All provisions of this Agreement which by their nature extend beyond the expiration or termination of this Agreement, including, without limitation, sections pertaining to suspension or termination, Elcoin Account cancellation, debts owed to Elcoin, general use of the Elcoin Site, disputes with Elcoin, and general provisions, shall survive the termination or expiration of this Agreement.
8.10 Governing Law. This Agreement will be governed by English law and the non-exclusive jurisdiction of the English courts.
8.11 Force Majeure. We shall not be liable for delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any 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 or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.
8.12. English Language Controls. Notwithstanding any other provision of this Agreement, any translation of this Agreement is provided for your convenience. The meanings of terms, conditions and representations herein are subject to definitions and interpretations in the English language. Any translation provided may not accurately represent the information in the original English.
APPENDIX 1: PROHIBITED USE, PROHIBITED BUSINESSES AND CONDITIONAL USE
You may not use your Elcoin Account to engage in the following categories of activity (“Prohibited Uses”). The specific types of use listed below are representative, but not exhaustive. If you are uncertain as to whether or not your use of Elcoin Services involves a Prohibited Use, or have questions about how these requirements apply to you, please submit a request at https://elcoin.trade/contact. By opening a Elcoin Account, you confirm that you will not use your Account to do any of the following:
- Unlawful Activity:Activity which would violate, or assist in violation of, any law, statute, ordinance, or regulation, sanctions programs administered in the countries where Elcoin conducts business, including but not limited to the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”), or which would involve proceeds of any unlawful activity; publish, distribute or disseminate any unlawful material or information
- Abusive Activity:Actions which impose an unreasonable or disproportionately large load on our infrastructure, or detrimentally interfere with, intercept, or expropriate any system, data, or information; transmit or upload any material to the Elcoin Site that contains viruses, trojan horses, worms, or any other harmful or deleterious programs; attempt to gain unauthorized access to the Elcoin Site, other Elcoin Accounts, computer systems or networks connected to the Elcoin Site, through password mining or any other means; use Elcoin Account information of another party to access or use the Elcoin Site, except in the case of specific Merchants and/or applications which are specifically authorized by a user to access such user’s Elcoin Account and information; or transfer your account access or rights to your account to a third party, unless by operation of law or with the express permission of Elcoin
- Abuse Other Users:Interfere with another individual’s or entity’s access to or use of any Elcoin Services; defame, abuse, extort, harass, stalk, threaten or otherwise violate or infringe the legal rights (such as, but not limited to, rights of privacy, publicity and intellectual property) of others; incite, threaten, facilitate, promote, or encourage hate, racial intolerance, or violent acts against others; harvest or otherwise collect information from the Elcoin Site about others, including without limitation email addresses, without proper consent
- Fraud:Activity which operates to defraud Elcoin, Elcoin users, or any other person; provide any false, inaccurate, or misleading information to Elcoin
- Gambling:Lotteries; bidding fee auctions; sports forecasting or odds making; fantasy sports leagues with cash prizes; internet gaming; contests; sweepstakes; games of chance
- Intellectual Property Infringement:Engage in transactions involving items that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under the law, including but not limited to sales, distribution, or access to counterfeit music, movies, software, or other licensed materials without the appropriate authorization from the rights holder; use of Elcoin intellectual property, name, or logo, including use of Elcoin trade or service marks, without express consent from Elcoin or in a manner that otherwise harms Elcoin or the Elcoin brand; any action that implies an untrue endorsement by or affiliation with Elcoin
In addition to the Prohibited Uses described above, the following categories of businesses, business practices, and sale items are barred from Elcoin Services (“Prohibited Businesses”). Most Prohibited Businesses categories are imposed by Card Network rules or the requirements of our banking providers or processors. The specific types of use listed below are representative, but not exhaustive. If you are uncertain as to whether or not your use of Elcoin Services involves a Prohibited Business, or have questions about how these requirements apply to you, please contact us at https://elcoin.trade/contact.
By opening a Elcoin Account, you confirm that you will not use Elcoin Services in connection with any of following businesses, activities, practices, or items:
- Investment and Credit Services:Securities brokers; mortgage consulting or debt reduction services; credit counseling or repair; real estate opportunities; investment schemes
- Restricted Financial Services:Check cashing, bail bonds; collections agencies.
- Intellectual Property or Proprietary Rights Infringement:Sales, distribution, or access to counterfeit music, movies, software, or other licensed materials without the appropriate authorization from the rights holder
- Counterfeit or Unauthorized Goods:Unauthorized sale or resale of brand name or designer products or services; sale of goods or services that are illegally imported or exported or which are stolen
- Regulated Products and Services:Marijuana dispensaries and related businesses; sale of tobacco, e-cigarettes, and e-liquid; online prescription or pharmaceutical services; age restricted goods or services; weapons and munitions; gunpowder and other explosives; fireworks and related goods; toxic, flammable, and radioactive materials
- Drugs and Drug Paraphernalia:Sale of narcotics, controlled substances, and any equipment designed for making or using drugs, such as bongs, vaporizers, and hookahs
- Pseudo-Pharmaceuticals:Pharmaceuticals and other products that make health claims that have not been approved or verified by the applicable local and/or national regulatory body
- Substances designed to mimic illegal drugs:Sale of a legal substance that provides the same effect as an illegal drug (e.g., salvia, kratom)
- Adult Content and Services:Pornography and other obscene materials (including literature, imagery and other media); sites offering any sexually-related services such as prostitution, escorts, pay-per view, adult live chat features
- Multi-level Marketing:Pyramid schemes, network marketing, and referral marketing programs
- Unfair, predatory or deceptive practices:Investment opportunities or other services that promise high rewards; Sale or resale of a service without added benefit to the buyer; resale of government offerings without authorization or added value; sites that we determine in our sole discretion to be unfair, deceptive, or predatory towards consumers
- High risk businesses:any businesses that we believe poses elevated financial risk, legal liability, or violates card network or bank policies
Express written consent and approval from Elcoin must be obtained prior to using Elcoin Services for the following categories of business and/or use (“Conditional Uses”). Consent may be requested by contacting us at https://elcoin.trade/contact. Elcoin may also require you to agree to additional conditions, make supplemental representations and warranties, complete enhanced on-boarding procedures, and operate subject to restrictions if you use Elcoin Services in connection with any of following businesses, activities, or practices:
- Money Services:Money transmitters, Digital Currency transmitters; currency or Digital Currency exchanges or dealers; gift cards; prepaid cards; sale of in-game currency unless the merchant is the operator of the virtual world; act as a payment intermediary or aggregator or otherwise resell any of the Elcoin Services
- Charities:Acceptance of donations for nonprofit enterprise
- Games of Skill:Games which are not defined as gambling under this Agreement or by law, but which require an entry fee and award a prize
- Religious/Spiritual Organizations: Operation of a for-profit religious or spiritual organization
APPENDIX 2: VERIFICATION PROCEDURES AND LIMITS
Elcoin uses multi-level systems and procedures to collect and verify information about you in order to protect Elcoin and the community from fraudulent users, and to keep appropriate records of Elcoin’s customers. Your access to one or more Elcoin Services, and limits including daily or weekly Conversion limits, ELCOIN deposit, withdrawal and trading limits, Instant Buy limits, Currency Wallet transfer limits, and limits on transactions from a linked payment method may be based on the identifying information and/or proof of identity you provide to Elcoin.
Elcoin may require you to provide or verify additional information, or to wait some amount of time after completion of a transaction, before permitting you to use any Elcoin Services and/or before permitting you to engage in transactions beyond certain volume limits.
You may submit a request at https://elcoin.trade/contact to request larger limits. Elcoin will require you to submit to Enhanced Due Diligence. Additional fees and costs may apply, and Elcoin does not guarantee that we will raise your limits.
APPENDIX 3: E-SIGN DISCLOSURE AND CONSENT
This policy describes how Elcoin delivers communications to you electronically. We may amend this policy at any time by providing a revised version on our website. The revised version will be effective at the time we post it. We will provide you with prior notice of any material changes via our website.
Electronic Delivery of Communications
You agree and consent to receive electronically all communications, agreements, documents, notices and disclosures (collectively, “Communications”) that we provide in connection with your Elcoin Account and your use of Elcoin Services. Communications include:
- Account details, history, transaction receipts, confirmations, and any other Account or transaction information;
- Legal, regulatory, and tax disclosures or statements we may be required to make available to you; and
- Responses to claims or customer support inquiries filed in connection with your Account.
We will provide these Communications to you by posting them on the Elcoin website, emailing them to you at the primary email address listed in your Elcoin profile, communicating to you via instant chat, and/or through other electronic communication such as text message or mobile push notification.
Hardware and Software Requirements
In order to access and retain electronic Communications, you will need the following computer hardware and software:
- A device with an Internet connection;
- A current web browser that includes 128-bit encryption (e.g. Internet Explorer version 9.0 and above, Firefox version 3.6 and above, Chrome version 31.0 and above, or Safari 7.0 and above) with cookies enabled;
- A valid email address (your primary email address on file with Elcoin); and
- Sufficient storage space to save past Communications or an installed printer to print them.
How to Withdraw Your Consent
You may withdraw your consent to receive Communications electronically by contacting us at https://elcoin.trade/contact. If you fail to provide or if you withdraw your consent to receive Communications electronically, Elcoin reserves the right to immediately close your Account or charge you additional fees for paper copies.
Updating your Information
It is your responsibility to provide us with a true, accurate and complete e-mail address and your contact information, and to keep such information up to date. You understand and agree that if Elcoin sends you an electronic Communication but you do not receive it because your primary email address on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, Elcoin will be deemed to have provided the Communication to you.
You may update your information by logging into your account and visiting settings or by contacting our support team at https://elcoin.trade/contact.
PART 2. ADDITIONAL TERMS FOR MERCHANTS
- Merchant Services.
1.1. Merchant Services. Users who intend to sell goods and/or services (each, a “Merchant”) and who wish to accept Digital Currency from purchasers as a method of payment may use a suite of tools and related services for this purpose (the “Merchant Services”). Through the Merchant Services, Elcoin enables Merchants to accept Digital Currency from customers as a method of payment, and processes the transfer of Digital Currency to Merchants from their customers. Merchants may also sell Digital Currency to, or buy Digital Currency from, Elcoin, and otherwise utilize the Elcoin Services, in the same manner as any other user. Use of Merchant Services is subject to this Part 2 and is also subject to General Use terms, including without limitation the releases, indemnities, disclaimers, limitations of liability, prohibited use, dispute resolution, and cancellation policies set forth above.
1.2. Merchant Profile. Each Merchant user is required to provide accurate information necessary to complete a merchant profile associated with the user’s Elcoin Account. This information may include business name, address and other contact information, website URL, taxpayer or other government ID, corporate documents, and other information Elcoin may request. Elcoin may limit Merchant transaction volumes depending on (i) the Merchant’s historical activity on Elcoin, (ii) satisfactory completion of a Merchant profile; (iii) satisfaction of reasonable requests for additional information; (iv) perceived risks; (v) repeated customer complaints; and/or (vi) any indication that the Merchant has violated this Agreement. Newly on-boarded Merchants may be required to submit to additional verification procedures as necessary to verify that the Merchant operates a legitimate business.
- Merchant Transactions and Settlement.
2.1. Transaction Confirmation. Elcoin will provide users of Merchant Services with an order notification indicating when or whether the Merchant has been paid by its customer.
2.2. Completed Order Notifications. Upon Merchant’s customer’s submission of a valid and completed payment through Merchant Services, Elcoin will send a callback to Merchant’s designated callback URL to confirm successful transfer of the customer’s payment to Merchant—so designated as a “completed” order. Except on suspicion of fraud, error, or abusive use, Elcoin will not reverse a payment and/or corresponding Digital Currency credit which it has designated as completed.
2.3. Timing of Completed Order. If the Merchant’s customer uses a Hosted Digital Currency Wallet to successfully initiate its purchase, Elcoin will issue the completed callback order immediately to the Merchant. If the Merchant’s customer does not use a Hosted Digital Currency Wallet to effect its purchase, Elcoin will initiate an order status callback when Elcoin detects that the corresponding Digital Currency transaction has been confirmed by the corresponding Digital Currency network.
2.4. Mispaid Order Notifications. A callback may also indicate an order status as “mispaid,” meaning Elcoin has detected transfer of an amount of Digital Currency which does not correspond with the Digital Currency Price and/or that the customer transferred Digital Currency after expiration of a checkout window. “Mispaid” orders may result in transfer of Digital Currency to Merchant’s Elcoin Wallet for further processing by Merchant in accordance with Merchant’s refund and order processing policies, but shall not be deemed completed by Elcoin.
2.5 Limitations. Elcoin may delay order verifications if Merchant has not provided its legal name, logo, website, phone number, address, taxpayer identification number, designation of business location and type. Until completion of such applicable verification procedures, newly-boarded Merchants may experience delayed processing of Digital Currency Transactions or Conversion Service transactions. Elcoin will designate any such delayed transaction as “pending,” and funds will not be available in the Merchant’s Elcoin Account and/or Currency Account until the pending transaction is completed. Elcoin reserves the right to refuse to process, cancel, or to reverse any Merchant transaction (i) as required by law, (ii) in response to a facially valid subpoena, court order, or other government order, or (iii) if Elcoin reasonably suspects that the transaction is erroneous, or related to Prohibited Use or Prohibited Business as defined in the User Agreement.
2.6. Instant Conversion. Merchants who have successfully linked a payout method to their Elcoin Account may use the Instant Conversion Service. The Instant Conversion Service will allow Merchants to designate the price of their goods and services in Fiat Currency and customers to pay for their purchases from such Merchant in Digital Currency based on the Sell Price Conversion Rate quoted by Elcoin on the Elcoin Site and displayed to the customer at the time that the customer approves the purchase. In connection with the Instant Conversion Service, the Merchant, as merchant of record for each transaction, shall: (i) use Elcoin to calculate an appropriate amount of Digital Currency (a “Digital Currency Price”) to be transferred to Merchant as payment for a good or service with reference to the Sell Price Conversion Rate at the time Merchant’s customer visits the Merchant’s checkout page; Elcoin will lock the Digital Currency Price for a period of time, but if the customer does not initiate a transfer within a certain payment window, Elcoin will recalculate the Digital Currency Price based on an updated Sell Price Conversion Rate; (ii) accept Digital Currency into its corresponding Hosted Digital Currency Wallet; (iii) immediately sell such Digital Currency to Elcoin using the Instant Conversion Service, and (iv) subsequently receive the proceeds from such Digital Currency sale transaction from Elcoin in the relevant Fiat Currency in an amount equal to the original price of the item in the applicable Fiat Currency, less applicable fees. By using this service, Elcoin guarantees that regardless of any change in the price of Digital Currency between the time of purchase and settlement, the Merchant will receive the fixed purchase price as designated by the Merchant in Fiat Currency at the time the customer approved the purchase, less applicable fees.
2.7 Settlement. Settlements to Merchant in connection with the Merchant’s sale of Digital Currency to Elcoin will generally take a minimum of two to three business days, following Elcoin’s transmission to Merchant of confirmation of the relevant transaction, although exceptions may apply.
- Release, Restrictions, and General Use.
3.1 Merchant Transactions. Each Merchant acknowledges and agrees that Elcoin has no control over, or liability for, the delivery, quality, safety, legality or any other aspect of any goods or services that the Merchant may sell to customers using the Elcoin Services. Each Merchant is responsible for handling customer inquiries related to the goods and/or services it sells to customers through the Elcoin Services, except for inquiries related to payment for such goods or services which will be handled by Elcoin. Each Merchant warrants that it will not use any Elcoin Services in connection with any Prohibited Use or Business, as described herein. Each Merchant confirms that by opening a Elcoin Account, the Merchant will not use the Elcoin Services to accept payments in connection with any of the Prohibited Businesses. Each Merchant further warrants that it will not use Elcoin Services in connection with transactions which involve pre-payment of an order which the Merchant does not intend to fulfill within thirty (30) days. When a Merchant must issue a refund to a customer, Elcoin will debit the Merchant’s Hosted Digital Currency Wallet for the relevant amount of Digital Currency (or, in the event the Merchant uses the Instant Conversion Service, the Merchant shall purchase the relevant amount of Digital Currency in Fiat Currency before Digital Currency is debited from the Merchant’s Hosted Digital Currency Wallet) and provide a refund to the customer in Digital Currency having a value equal to the transaction amount being refunded, as expressed in Fiat Currency, based on the then current Conversion Rate.
3.2. Obligations of Merchants. In addition to the obligations set forth elsewhere in this Agreement, Merchants agree to:
(a) At all times maintain all licenses, registrations, authorizations and approvals required to operate their business, conduct all activities related thereto, and utilize the Elcoin Services in connection therewith.
(b) Ensure that all aspects of their business, including (i) all Merchant activities, and the activity of any third party engaged by the Merchant, (ii) the goods and services offered for sale by Merchant, and (iii) the acts or omissions of each Merchant in connection with their use of Elcoin Services comply with applicable law at all times.
(c) Promptly provide, and cause third parties under its control to promptly provide, such information as Elcoin may request from time to time regarding (i) the Merchant, its policies, procedures, and activities, (ii) any good or service offered for sale and for which the Merchant may accept payment by use of Elcoin Services, or (iii) any transaction conducted through the use of Elcoin Services, to the extent Elcoin deems such information reasonably necessary to comply with its policies or procedures, applicable law, an audit, or the guidance or direction of, or request from, any regulatory authority or financial institution.
(d) Within the Elcoin-hosted payment page, accurately identity the sale item in the Item Name field and provide an accurate and succinct description of the same sale item in the Item Description Field.
(e) Authorize Elcoin to, directly or through third parties, (i) make any inquiries we consider necessary to verify your identity and/or account information, and (ii) request and obtain any consumer report, credit report or similar information relating to you and to take action we reasonably deem necessary based on the results of such inquiries and reports, and hereby authorize any and all third parties to which such inquiries or requests may be directed to fully respond to such inquiries or requests.
PART 3. ELCOIN
- ELCOIN Accounts.
1.1 Access to ELCOIN. Eligible users may establish an account at ELCOIN (at www.Elcoin.Trade), an order book exchange platform for Digital Currencies. Elcoin does not offer ELCOIN to customers in all jurisdictions. This Part 3 of the User Agreement applies to you if you access ELCOIN.
1.2 Order Books. ELCOIN offers an order book for various Digital Currency and Fiat Currency trading pairs (each an ‘Order Book’). Refer to your ELCOIN account to determine which Order Books are available to you.
1.3 Your ELCOIN Account. Your ELCOIN Account consists of the following.
- A dedicated Hosted Digital Currency Wallet for each Digital Currency offered on ELCOIN.
- A dedicated Fiat Currency Wallet.
- Associated user tools, accessible at Elcoin.Tradeand through ELCOIN API.
1.4 Deposits. You may fund your ELCOIN Account by depositing Digital Currency and/or Fiat Currency from your basic Elcoin Account, Bank Account or an external Digital Currency address into your ELCOIN Account. Funds in your ELCOIN Account can be used only to trade on ELCOIN.
1.5 Withdrawals. You may withdraw Digital Currency from your ELCOIN Account by transfer to your basic Elcoin Account or to an external Digital Currency address. You may withdraw Fiat Currency from your ELCOIN Account to your basic Elcoin Account or directly to your Bank Account.
ALL DEPOSITS AND WITHDRAWALS MAY BE SUBJECT TO LIMITS. ALL LIMITS WILL BE DISPLAYED IN YOUR ELCOIN ACCOUNT.
1.6 Withdrawal Fees. Elcoin may also charge a fee on certain Fiat Currency deposit or withdrawal methods (e.g. bank wire). All such fees will be clearly displayed in your ELCOIN Account.
- Trading Rules and Trading Fees
2.1 Trading Rules. By accessing ELCOIN through www.Elcoin.Trade or ELCOIN API, you accept and agree to be bound by the Trading Rules
2.2. Trading Fees. By placing an order on ELCOIN, you agree to pay all applicable fees and you authorize Elcoin to automatically deduct fees directly from your ELCOIN Account.
- General Use, Restrictions, and Cancellation.
3.1. Trading Account Use. By using a ELCOIN Account you agree and represent that you will use ELCOIN only for yourself as Account owner, and not on behalf of any third party, unless you have obtained prior approval from Elcoin. You may not sell, lease, furnish or otherwise permit or provide access to your Trading Account to any other entity or to any individual that is not your employee or agent. You accept full responsibility for your employees’ or agents’ use of ELCOIN, whether such use is directly through ELCOIN website or by other means, such as those facilitated through API keys, and/or applications which you may authorize. You understand and agree that you are responsible for any and all orders, trades, and other instructions entered into ELCOIN including identifiers, permissions, passwords, and security codes associated with your ELCOIN Account.
3.2. Suspension and Cancellation. We may suspend your ELCOIN Account or your access to any one for more Order Books in accordance with the User Agreement Account suspension and termination provisions. Suspension or termination of your ELCOIN Account shall not affect the payment of fees or other amounts you owe to Elcoin. In the event that your Basic Elcoin Account is suspended or terminated, we will immediately cancel all open orders associated with your ELCOIN Account, block all withdrawals and bar the placing of further orders until resolution or Account cancellation.
3.3. No Warranty. We do not represent that ELCOIN and/or its constituent ELCOIN Accounts, APIs, and related services, will be available without interruption. Although we will strive to provide you with continuous operations, we do not guarantee continuous access or that there will be no delays, failures, errors, omissions or loss of transmitted information, nor do we guarantee that any order will be executed, accepted, recorded, or remain open. Elcoin reserves the right to cancel any open trades and/or suspend ELCOIN activity in accordance with the Trading Rules.
3.4. No Investment Advice or Brokerage. For the avoidance of doubt, Elcoin does not provide investment, tax, or legal advice, nor does Elcoin broker trades on your behalf. All ELCOIN trades are executed automatically, based on the parameters of your order instructions and in accordance with posted Trade execution procedures, and you are solely responsible for determining whether any investment, investment strategy or related transaction is appropriate for you based on your personal investment objectives, financial circumstances and risk tolerance. You should consult your legal or tax professional regarding your specific situation.
3.5. Debts. In the event that there are outstanding amounts owed to us hereunder, including in your Elcoin Account, Elcoin reserves the right to debit your ELCOIN Account accordingly and/or to withhold amounts from funds you may transfer from your ELCOIN Account to your Elcoin Account.
PART 4. ADDITIONAL TERMS FOR DEVELOPERS
- Developer’s Tools License.
1.1. Developer’s Tools. This Agreement governs your use of any and all development applications provided by Elcoin, including, but not limited to Elcoin’s application programming interface and any accompanying or related documentation, source code, executable applications and other materials (the “Elcoin API”), the Elcoin Sandbox, available at https://sandbox.Elcoin.Trade/, and any other resources or services available at https://developers.Elcoin.Trade/ (“Elcoin Services”) provided to you pursuant to this Agreement (collectively, the “Developer’s Tools”). Use of the Developer’s Tools is subject to this Part 4 and is also subject to General Use terms, including without limitation the releases, indemnities, disclaimers, limitations of liability, prohibited use, dispute resolution, and cancellation policies set forth above.
1.2. License Grant. Subject to the terms and restrictions set forth in this Agreement, Elcoin grants you a limited, revocable, non-exclusive, non-transferrable and non-sublicensable license solely to use and integrate the Developer’s Tools and underlying content into your website or application (your “Application”) so that your Application can interface directly with Elcoin devices, applications, or services.
1.3. Restrictions and Responsibilities. By using the Developer’s Tools, you agree to the following terms:
1.3.1. You shall:
(1) Register for a Elcoin Account.
(3) Comply with all applicable laws, regulations, licensing requirements, and third party rights (including, without limitation, data privacy laws).
(4) Represent and warrant that your Application, including but not limited to the name of the Application and all content in your Application, does not infringe the Intellectual Property rights of Elcoin or any third party.
(6) Use the Elcoin Marks only as expressly authorized in this Agreement.
(7) Obtain prior written approval from Elcoin prior to releasing any statements, written media releases, public announcements and public disclosures, including promotional or marketing materials, relating to Elcoin, the Elcoin Marks, or this Agreement.
(8) Comply with additional verification procedures in the event that your Application seeks OAuth permissions to transfer Digital Currency in an amount greater than predefined limits.
1.3.2. You shall not:
(1) Copy, rent, lease, sell, sublicense, or otherwise transfer your rights in the Developer’s Tools to a third party.
(2) Alter, reproduce, adapt, distribute, display, publish, reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code that is derived from the Developer’s Tools.
(3) Cache, aggregate, or store data or content accessed via the Developer’s Tools other than for purposes allowed under this Agreement.
(4) Use the Developer’s Tools for any Application that constitutes, promotes or is used in connection with spyware, adware, or any other malicious programs or code.
(5) Use the Developer’s Tools to encourage, promote, or participate in illegal activity, violate third party rights, including intellectual property rights or privacy rights, or engage in any Prohibited Use or Prohibited Business as defined in the Terms.
(6) Use the Developer’s Tools in a manner that exceeds reasonable request volume, constitutes excessive or abusive usage, or otherwise impacts the stability of Elcoin’s servers or impacts the behavior of other applications using the Developer’s Tools.
(7) Display Developer’s Tools or Elcoin Marks in a manner that could reasonably imply an endorsement, relationship or affiliation with or sponsorship between you or a third party and Elcoin, other than as expressly permitted in writing by Elcoin.
(8) Attempt to cloak or conceal your identity or your Application’s identity when requesting authorization to the Developer’s Tools.
To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless Elcoin, its affiliates and their respective directors, officers, employees and agents from and against any and all third party claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorney’s fees) arising out of or accruing from (a) your use of the Elcoin API or your Elcoin Account in violation of this Agreement, (b) your Application that infringes any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy, or (c) your failure to secure and keep secret your OAuth Token(s) or API key(s).
- Activities Subject to Additional Restrictions.
2.1. Activities Subject to Additional Restrictions. Elcoin may require you to obtain written consent and complete enhanced on-boarding procedures, and/or may restrict your Application if you would like to create/offer an Application which is designed for or results in any of the following:
2.1.1. Provide International Remittance Services. Any Application which involves a service that provides for: (i) an international (cross border) transfer of funds from a Sender to a Recipient, (ii) without an underlying sale or other bona fide commercial purpose for the transfer.
2.1.2. Provide Banking or Other Licensed Financial Services. Any Application which either holds money for eventual payment or which offers or provides credit, either directly or as a broker or arranger between third parties, or any Application that would require licensing as a bank, money services business, or other financial service provider, or as an escrow service in the jurisdiction where the service’s users reside, unless such Application falls within the definition of a Prohibited Business under the Terms.
2.1.3. Provide Gaming Services. Any Application which involves the payment of funds by a customer in exchange for the chance to earn or win a prize, reward, or other payment.
2.1.4. Provide Digital Currency Exchange Services. Any Application which involves a business engaged in the exchange of Digital Currency for Fiat Currency, or other Digital Currency and which accepts and transmits a Digital Currency or buys or sells Digital Currency for any reason.
2.1.5 Provide Donation Acceptance Services. Any Application which involves a service which allows for the acceptance of donations on behalf of a charity or other religious or spiritual organization.
- Intellectual Property and Ownership; Use of Marks.
As between Elcoin and you, the Developer’s Tools, Elcoin Marks, and all intellectual property rights therein and thereto are and shall at all times remain the sole and exclusive property of Elcoin and are protected by applicable intellectual property laws and treaties. You have no rights with respect to Developer’s Tools or Elcoin Marks except as expressly set forth herein. If you obtain Elcoin’s prior written consent, you may use and display Elcoin’s name and logo (“Elcoin Marks”) solely to attribute the Developer’s Tools as the source of your Application.
- API Calls and Compliance
Elcoin may set limits on the number of API calls that you can make at its sole discretion, for example in the interest of service stability. If you exceed these limits, Elcoin may moderate your activity or cease offering you access to the Elcoin APIs altogether in Elcoin’s sole discretion. You agree to such limitations and will not attempt to circumvent such limitations. Elcoin may immediately suspend or terminate your access to the Developer’s Tools without notice if Elcoin believes, in its sole discretion, that you are in violation of this Agreement or the Terms.
- Updates and Support
Elcoin may elect to provide you with support or modifications for the Developer’s Tools, in its sole discretion, and may terminate such support at any time without notice. Elcoin may change, suspend, or discontinue any aspect of the Developer’s Tools at any time, including the availability of any Developer’s Tools.
- Security and Privacy
6.1 Security. You will use all reasonable efforts to protect Customer Data (as defined below) collected by your Application, including without limitation any personally identifiable information (“PII”), from unauthorized access or use. In the event your systems or infrastructure that are used for storage, processing or hosting Customer Data are breached or compromised, or if Customer Data is inadvertently exposed to non-authorized third parties, you shall notify Elcoin promptly of such a breach or exposure including root cause, remediation steps, and compensating controls to ensure such a breach does not occur in the future. You are responsible for providing customer notification under the state breach notification statutes and any other applicable privacy laws and you will bear the costs incurred by Elcoin resulting from your breach or exposure. You acknowledge that you are solely responsible for any personal injury or property damage arising from or relating to your use of any Developer’s Tools or any authorized or unauthorized use of your Application.
6.3. Data Use. You will not sell any Customer Data or disclose any Customer Data to any third party. Your Application may use Customer Data only as required for use and access to your Application by the end user to whom such Customer Data relates. You shall not sublicense the Customer Data to any third party, and you shall not use or disclose any information derived directly or indirectly from the Customer Data for any purpose other than as set forth above. Without limiting the generality of the foregoing, you shall not use any part of the Customer Data to create a database separate from your Application or transmit all or part of the Customer Data to any third party for any use separate from your Application. Any use of Customer Data other than as expressly permitted by this Agreement is strictly prohibited.