Conditions d'utilisation CRYPTO.COM
CRYPTO.COM PAY MERCHANT T&Cs
Last material update: 12 February 2025
1. INTRODUCTION
The Pay Services (described below) are provided to you by Foris DAX Global Limited, a
company organized under the laws of Ireland (together with its Affiliates (defined below),
“Crypto.com”).
These terms and conditions (“Terms” or “T&Cs”), as well as the Commercial Agreement
(defined below) and any attached country annexes (“Annex”) (if any), will apply to your use
of Pay Services (defined below). In the event of any inconsistency between these Terms and
any Annex, the relevant Annex shall prevail.
2. DEFINITIONS
“Applicable Law” means any law, rule, statute, subordinate legislation, regulation, by-law,
order, ordinance, protocol, code, guideline, treaty, policy, notice, direction or judicial, arbitral,
administrative, ministerial or departmental judgment, award, decree, treaty, directive, or
other requirement or guideline published or in force at any time which applies to or is
otherwise intended to govern or regulate any person (including all parties to this Terms),
property, transaction, activity, event or other matter, including any rule, order, judgment,
directive or other requirement or guideline issued by any governmental or regulatory
authority;
“Affiliate” means a corporation directly or indirectly, controlling, controlled by or under
direct or indirect common control with another person, entity or company;
“Airdrop” means a distributed or attempted distribution where an address that holds a
Digital Asset receives or is allocated a certain amount of the same or another Digital Asset;
“AML Laws” has the meaning given to it in Section 20;
“Annex” has the meaning given to it in Section 1;
“Commercial Agreement” means the agreement between you and us which set out the
commercial terms for the provision of the Pay Service;
“Crypto.com” has the meaning given to it in Section 1;
“Crypto.com App” means the mobile application software developed, owned and released
by Crypto.com and available for download for Android or Apple iOS, and any and all updates,
upgrades, supplements, releases and versions thereof;
“Crypto.com Pay Technology” has the meaning given to it in Section 17.
“Customer” means the customers who transact through the Sales Channel using our Pay
Services;
“Digital Asset” means cryptographic tokens, digital currencies, cryptocurrencies, virtual
currencies, or other digital assets that are supported by Crypto.com;
“Force Majeure Event” means an event or failure which is beyond our reasonable control
including (i) Acts of God (including without limitation, natural disasters, epidemics,
pandemics), court or government; (ii) failure or interruption in public or private
telecommunication networks, communication channels or information systems; (iii) acts or
omissions of acts of a party for whom we are not responsible; (iv) delay, failure or
interruption in, or unavailability of, third party services and sites; (v) strikes, lockouts, labour
disputes, wars, terrorist acts and riots; (vi) viruses, malware, other malicious computer codes
or the hacking of any part of the Pay Services;
"Fork" has the meaning given to it in Section 19A.1;
"Forked Network" has the meaning given to it in Section 19A.1;
“include/including” means to include without limitation;
“Instructions” means all information, instructions, communications, orders or messages
(including those relating to payments, transfers or other transactions) referable to you;
“Merchant Account” means the account you open and maintain with Crypto.com for the
use of the Pay Services;
“Merchant Marks” has the meaning given to it in Section 18;
“OFAC” has the meaning given to it in Section 21;
“Pay Services” has the meaning given to it in Section 3;
“Personal Data” means any information relating to an identified or identifiable natural
person; an identifiable natural person is one who can be identified, directly or indirectly, in
particular by reference to an identifier such as a name, an identification number, location
data, an online identifier or to one or more factors specific to the physical, physiological,
genetic, mental, economic, cultural or social identity of that natural person;
“Prohibited Activities” has the meaning given to it in Section 5;
“Sales Channel(s)” means the websites or platforms managed by you for selling your goods
or services, which are approved by Crypto.com for the use of the Pay Services and described
in the Commercial Agreement;
“Site” means the website at www.crypto.com;
“Supported Cryptocurrency” means all the cryptocurrencies listed on the Crypto.com
mobile wallet application;
“Taxes” means any taxes, duties or fees that incurred, or required to be collected, paid or
withheld for any reason in connection with your use of the Pay Services under any Applicable
Law;
“Terms” or “T&Cs” has the meaning given to it in Section 1;
“Trade Control Laws” has the meaning given to it in Section 20;
“Transaction(s)” means the successful purchases made by your Customer(s) on your Sales
Channel;
“VAT” has the meaning given to it in Section 24;
“we/us/our” means Crypto.com; and
“you/your” means the user(s) of the Pay Services.
3. THE SERVICES
We offer a payment service whereby we act as an acquiring and authorising processor which
enable your business to accept and process Digital Assets as payment from your Customers
for goods, services, or donations made through the Sales Channels (the “Pay Services”).
You authorise and appoint us and our payment partners, to act as your agent for the limited
purposes of receiving, holding and disbursing to your bank account or any Digital Asset
wallet addresses (as the case may be) such funds received from the Customers on your
behalf and to take any and all actions necessary to provide the Pay Services and to comply
with Applicable Laws. Our obligation to remit funds collected by us on your behalf shall be
limited to funds actually received and confirmed and that are not subject to any chargeback,
reversal or similar condition. You agree that the receipt of funds by us from a Customer
pursuant to Instructions you have provided the Customer or any Transaction, satisfies the
Customer’s obligation to you to such extent, even if we fail to remit such funds. You further
agree that we have no obligation to pursue any collection action associated with any
Transaction, unsuccessful Transaction or Instructions.
4. ONBOARDING
By signing up for the use of the Pay Services, you represent and warrant that:
(a) you are at least eighteen (18) years of age;
(b) you have the full right, power, and authority to agree to these Terms;
(c) you are not resident or a Tax resident of, and do not otherwise have any relevant
connection with, any jurisdiction which Crypto.com has notified as being subject to
prohibitions or restrictions on accessing or using the Pay Services;
(d) you are not a resident or Tax resident of, and do not otherwise have any relevant
connection with, any jurisdiction in which entry into or performing your obligations under
these Terms or the Commercial Agreement or the delivery, holding, use or exchange of
Digital Assets is unlawful or restricted in any way or requires licensing, registration or
approval of any kind;
(e) you are not impersonating any other person, operating under an alias or otherwise
concealing your identity;
(f) you are not located in, under the control of, or a national or resident of (i) any sanctioned
countries or locations, or (ii) any country to which the United States has embargoed goods or
services; and (iii) are not identified as a "Specially Designated National" by the Office of
Foreign Assets Control of the U.S. Department of the Treasury;
(g) you are not placed on the U.S. Department of Commerce, Bureau of Industry and
Security’s Denied Persons List;
(h) you will not use our Pay Services if any Applicable Laws in your country prohibit you from
doing so in accordance with these Terms;
(i) you are compliant with all Applicable Law requirements to which you are subject, including
without limitation, all tax laws and regulations, exchange control requirements and
registration requirements; and
(j) you are not acting on behalf of or representing any other natural person, legal person or
legal entity when using the Pay Services.
In order to use the Pay Services, you must successfully register for a Merchant Account by
providing us with all satisfactory information and/or documents requested by us (including
such information and/or documents as may be required by us for compliance with Applicable
Law). Except where permitted by Applicable Law, all information and documents must be in
the English language in order to process your registration for a Merchant Account. If the
documents you provide are not in the English language (except where permitted by
Applicable Law), you may be required to provide us with a certified English translation. Except
where permitted by Applicable Law, Crypto.com shall not be responsible for the translation
of any non-English documents and shall not be obliged to process or review any documents
that are not in the English language.
You agree to, at all times, cooperate with all requests made by us or any of our third-party
service providers on our behalf in connection with your use of the Pay Services, including to
identify or authenticate your identity and the identity of your ultimate beneficial owner and
senior management and to assess your business risk. We may require additional information
or documents from you, which may include, but without limitation, identity proof of your
ultimate beneficial owner, your tax identification number, and government-issued
identification.
We are entitled, in our sole discretion, to refuse your application to register a Merchant
Account, or to suspend, terminate or limit your use of the Pay Services or your Merchant
Account at any time without providing any reason or explanation. We are also entitled, in our
sole discretion and without providing reasons, to change the eligibility criteria for registration
or use of the Pay Services at any time.
We may confidentially verify your identity and other information you provide to us, including
conducting electronic identity verification checks on you and obtaining information about
you ourselves or from third parties. By agreeing to these Terms, you acknowledge that we or
a third party acting on our behalf will carry out such verifications and authorize us to
undertake such verification checks on you.
You hereby represent and warrant that any and all information provided to us, our Affiliates
or any of our third party service providers, is always complete, accurate and up to date in all
respects and that in the event that such information ceases to be complete, accurate and upto-date, you will provide us, our Affiliates and third party service providers which such revised
and updated information without delay. You agree that it is your responsibility and that you
have the affirmative duty to update us with any changes in your personal information or any
other information you may have provided us with during registration or otherwise in the
course of your use of the Pay Services. If at any time we believe that your information is
incomplete, outdated or inaccurate, we may contact you and request further information or
request that you go through the verification process again. Failure to complete any step of
the registration process or provide up to date information may result in your inability to or
adversely affect your use of the Pay Services. You undertake to indemnify us, our Affiliates
and any third-party service providers for any and all losses and damage incurred as a result
of your failure to provide complete, accurate and up to date information at any point prior to
and following termination of the Pay Services.
5. PROHIBITED ACTIVITIES
You may not use the Pay Services to sell, conduct, facilitate or participate in the following
prohibited activities (together the “Prohibited Activities”):
• Tobacco products
• Pharmaceuticals, including prescription drugs
• Nutraceuticals
• Drugs or other controlled substances and related paraphernalia
• Firearms, ammunition, or explosives
• Weapons, including but not limited to crossbows, projectile weapons, swords and
knives
• Satellite and Cable TV descramblers
•
• Gambling, sports betting, lotteries, games of chance or skill where wagering and
winning of money or anything of value is involved
• Forex trading, CFDs, binary options, spread betting
• Prepaid debit cards or other stored value cards that are not associated with a
particular merchant and are not limited to purchases of particular products or
services
• Multi-level marketing, pyramid selling or Ponzi schemes, matrix programs or other
“get rich quick” schemes or high yield investment programs
• Goods or services that infringe the intellectual property rights of a third party,
included but not limited to services offering anonymous browsing, illegal downloads,
counterfeited/replica branded goods and products (including but not limited to
designer shoes, bags, clothes, etc.)
• Businesses that employ cold-calling tactics, pressure sales or unsolicited outbound
telemarketing
• Materials which incite violence, hatred or racism or which are considered obscene
• Items or materials that promote, encourage or facilitate illegal activities (including
but not limited to essay writing services; sale of empty Nintendo DS game cards or
MOD chips, offering leads, lists of emails/phone numbers of individuals, legal persons
or legal entities, etc.)
• Items incorporating proprietary rights (included but not limited to any intellectual
property rights) belonging to third parties without full permission
• Matrimonial services
• Payday loans, consumer lending
• Debt collection, debt elimination or reduction services, credit repair and counselling
services, distressed property sales/marketing
• One-time raffles for substantial prizes such as for example a car, yacht or house
• Business relating to the generation of users, followers or fans
• Timeshares or property reservations (off and on plan)
• The sale, promotion, distribution or marketing of any products with unproven or
doubtful efficacy (including but not limited to slimming pills and body enhancers)
• Adult DVDs and websites containing adult images and videos, even if not considered
as pornography
• Pornography
• File hosting and sharing services, (including resellers of such services)
• Any other unlawful activities
6. THE TRANSACTIONS
When we accept payments in Digital Assets for the Transactions on your behalf, you agree
and understand that you must:
(i) indicate to the Customers that the Transactions are being processed by us on your behalf;
(ii) provide the Customers with a receipt or notification confirming receipt of payment when
such payment is received by us;
(iii) reconcile payment calculations with your own bookkeeping in a timely manner, any
objections to Crypto.com must be made within thirty (30) days from the date of the
Transaction; and
(iV) regularly review your Merchant Account for details of your ledger, Transactions and
settlement history and contact us immediately at contact@crypto.com should you identify
any error, discrepancy, or suspected unauthorised activities.
In connection with the Transactions on your Sales Channel, you are solely responsible for:
(i) the nature and quality of the products or services you provide;
(ii) providing support to your Customers, including but not limited to, product or service
delivery, support, returns, refunds, warranty and any other issues related to your products
and services and other business activities;
(iii) identifying any erroneous, fraudulent or suspicious Transaction initiated by your
Customer. If you are unsure about any Transaction, you should take necessary steps to verify
such Transaction before completing the Transaction;
(iv) ensuring the Customer has legal capacity to purchase your products or services (e.g. no
underage Customer for alcohol and tobacco products) and your services or products are
legally permitted to be sold on the Sales Channel (e.g. no counterfeit products) and comply
with Section 5 of these Terms; and
(v) indemnifying us for any losses and damage incurred by us due to any erroneous,
fraudulent or suspicious Transactions.
Without prejudicing the foregoing, we may request for any additional information,
documentation or evidence to verify any Transactions and we may refuse, condition, or
suspend any Transactions which we believe, in our absolute opinion and without explanation
from us: (i) may violate these Terms, (ii) are unauthorized, fraudulent or illegal; or (iii) may
expose you or us to risks unacceptable to us.
7. FEES
The applicable Fees for the use of the Pay Services are set out in the Commercial Agreement.
8. RESERVES AND GUARANTEES
Crypto.com shall be entitled to take a reserve sum in the form of either an initial deposit or a
percentage of each Transaction (rolling reserve) as may be agreed by you and Crypto.com
from time to time. Moreover, we may require a bank guarantee from you and/or a personal
guarantee/s and/or any other guarantee as a security. You hereby irrevocably consent to
Crypto.com’s use of such initial deposit or rolling reserve for covering any losses, damages or
fees in relation to any Transaction which cannot be recovered by Crypto.com.
Crypto.com may, at any time, require you to provide additional reserves, guarantees, or other
security, and/or to apply special terms or conditions in relation to your use of the Pay
Services.
Without prejudicing any other rights Crypto.com may have in these Terms, Crypto.com may
withhold payment of any amount payable to you(in part or in whole) and you agree that
Crypto.com may exercise set-off and deduct such amounts due or owing by you to
Crypto.com from any amount payable to you by Crypto.com.
Crypto.com or its third party payment partners shall be entitled to retain all interest earned
from the maintenance of any monies held by Crypto.com for your benefit.
9. EXCHANGE RATE
The exchange rate is fixed at the time when the Customer checks out at your Sales Channel
as long as the Transaction is completed within the prescribed time window. For illustration
purposes, if the amount of the Transaction is $100 and if you choose to settle in fiat, you will
receive $100 less any applicable Fees; if you choose to settle in any Supported
Cryptocurrency, you will receive $100 equivalent of the Supported Cryptocurrency at the time
of the Transaction less any applicable Fees. You agree and confirm to assume the volatility
risk of your choice of settlement currency, whether FIAT or Supported Cryptocurrency,
between the time of transaction.
10. PAYMENT / SETTLEMENT
Crypto.com will process all authorised Transactions and credit the Merchant Account after
deducting any fees or commission owed to Crypto.com and other amounts as may be
required under these Terms or the Commercial Agreement. The balance of which will be
shown in your Merchant Account. Such balance are funds temporarily held by Crypto.com
until settlement either in fiat currency (through our payment partner) or Digital Assets in
accordance with the Commercial Agreement.
You are responsible for providing the correct details of your bank account or Digital Asset
wallet address for settlement. Crypto.com shall bear no liability for any such loss arising from
any incorrect bank or Digital Asset wallet address details provided by you.
Where Crypto.com has made payment on any Transaction which is disputed or refunded
subsequently, Crypto.com shall be entitled to debit such amount credited to the Merchant
Account or, if such amount is not available in the Merchant Account, seek reimbursement
from you.
Without prejudicing any other rights Crypto.com may have in these Terms, Crypto.com may
conduct investigations and delay settlement or restrict access to your Merchant Account
pending the result of the investigation in the following cases:
• if Crypto.com has issues with the corresponding bank through which settlement is
made;
• if there are changes in your business model that may have an impact on the risk to
Crypto.com; or
• if there are any disputed Transaction, fraudulent suspicious activities in your
Merchant Account.
Without prejudicing any other rights Crypto.com may have in these Terms, Crypto.com may
withhold payment of any amount payable to you (in part or in whole) and you agree that
Crypto.com may exercise set-off and deduct such amounts due or owing by you to
Crypto.com from any amount payable to you by Crypto.com.
Crypto.com may issue invoices to you from time to time for any amount due and such
invoice shall be payable upon within fourteen (14) days upon receipt.
11. REFUNDS
Crypto.com can facilitate cryptocurrency refunds on your behalf. All refunds to the Customer
are paid out in USDC by default unless the Customer chooses another supported refund
currency on the Crypto.com App. You can decide to issue a partial refund or refund the full
amount of the initial purchase. If you do not have enough funds in your Merchant Account to
cover the refund, we will require you to deposit additional funds to cover such refund prior
to us processing the refund.
Any required cryptocurrency / fiat conversion during the refund process will be fixed at the
time of the refund. You acknowledge and shall notify the Customer that due to currency
exchange differences and issuing bank fees, the value of a Transaction and the value of an
eventual refund of the same Transaction may not be equal.
Crypto.com is not responsible for your refund policy, and you are advised to have in place a
clear refund policy for your Customers.
12. LIMITATION OF SERVICES / TERMINATION / ACCOUNT CLOSURE
To the extent permitted by Applicable Law, Crypto.com may at any time and without liability
to, terminate, suspend or limit your use, or reverse, or the functionality, of the Pay Services
(including but not limited to freezing or closing your Merchant Account, refusing to process
any Transactions, or reversing any Transactions which we processed on your behalf), under
the following circumstances:
(a) in the event of any breach by you of these Terms or the Commercial Agreement;
(b) for the purposes of complying with Applicable Laws;
(c) where Crypto.com suspects that you conduct any Prohibited Activities or any Transaction
initiated from your Sales Channel is potentially connected to any fraudulent or unlawful
activities (including but not limited to money laundering, terrorism financing and fraudulent
activities);
(d) if you discontinue your business operation, changes your trading name, nature of
business or ownership;
(e) if you are insolvent, or bankrupt or commence proceedings for liquidation or bankruptcy
or make an arrangement with your creditors generally;
(f) if you have provided false, inaccurate, incomplete or misleading information;
(g) you fail to provide the required information for the ongoing due diligence process;
(h) to remedy the effects of any defect in or compromise to any information system upon
which the Crypto.com relies;
(i) as may be informed by its internal risk monitoring policy and the profile of spending
reasonably anticipated for the type of consumer group you belong to; or
(j) in response to Customer complaints.
If you wish to suspend or terminate your access to and use of any of the Pay Services or close
your Merchant Account, please contact us at contact@crypto.com. You will still be liable for
any Fees incurred prior to the account closure. If you have remaining balance in your
Merchant Account which has been suspended or closed, you are entitled to recover such
funds (subject to our minimum transfer amount and any applicable fee) unless we are
prohibited by law or a court order to release such funds or where we have reasonable
grounds to suspect that such funds were obtained through fraud or any unlawful means or
connected with any criminal activities. If you have any questions about this Section, please
contact us at contact@crypto.com.
Any suspension or termination of these Terms or the Commercial Agreement shall not affect
any rights and obligations accrued prior to such suspension or termination.
If your Merchant Account is closed, you agree: (a) to continue to be bound by these Terms,
as required by Section 29 (Survival); (b) to immediately stop using the Pay Services; and (c)
that any licenses granted under these Terms shall end.
13. SECURITY
We assume that any and all Instructions received from your Merchant Account have been
made by you. You are solely responsible and liable for keeping your Merchant Account safe,
maintaining adequate security and control of your username, password and any access to
and use of the Merchant Account and the Pay Services, notwithstanding that such access
may have been affected without your knowledge, authority or consent. We will not be liable
to you for any losses or damage resulting from such use.
Should you discover that your Merchant Account has been accessed or used in an
unauthorised way, you shall notify us of the unauthorised access/use by emailing us
at contact@crypto.com.
14. DATA PROTECTION
By using the Pay Services, you confirm that you have and have procured your Customer to
read and accept our Privacy Notice and understand how we collect, use, disclose and share
amongst ourselves your Personal Data and disclose such Personal Data to our authorised
service providers and relevant third parties. For full and comprehensive information about
when and why we collect personal information about you, how we use it, the conditions
under which we may disclose it and how we keep it secure, please refer to our Privacy Notice,
which is accessible at https://crypto.com/en/privacy.html.
15. DOCUMENT RETENTION
Transaction receipts and other documents supporting a Transaction must be kept by you for
a minimum period of five (5) years or such longer period as may be required by Crypto.com
from the date from when the goods are shipped or the services are performed. Such
documents may include, but not limited to the Cardholder’s signed declarations, orders,
applications, electronic transaction messages, rental agreements, hotel registration forms and
invoices as applicable.
Within this retention period, you must provide a copy of the relevant documents to
Crypto.com immediately upon request and/or will permit Crypto.com or its agent, at any
reasonable time and upon giving reasonable notice, to examine and make copies of any such
documents.
Upon termination of this Agreement, Crypto.com shall be entitled to retain any necessary
information relating to your Merchant Account, Personal Data or transaction history for such
period and purposes required under any Applicable Laws.
16. ELECTRONIC COMMUNICATIONS
You shall accept full responsibility for the security and authenticity of all Instructions and you
shall be bound by all such Instructions. We shall be entitled to assume that all Instructions
received from the email you provide, or your Merchant Account are yours. We shall be under
no obligation whatsoever to verify that such communications are in fact yours.
Any Instructions sent by you to us shall only be deemed to be received by us when we have
successfully retrieved such Instructions from the relevant system and duly informed you of
such receipt. In addition, any Instructions sent by you to any third parties shall only be
deemed to have been received by such third parties in accordance with their terms and
conditions, if applicable.
You agree without prejudice to any of these Terms, that, to the extent there are any terms in
your local jurisdiction governing the time and place of dispatch and receipt of electronic
communication, to the maximum extent permitted under Applicable Law, such terms shall
not apply to your use of the Pay Services and that you shall be liable for any damage that
may be directly or indirectly caused through the use of the Internet – i.e. through loss, delay,
misunderstandings, corrupted texts, unauthorised interceptions by third parties or duplicates.
You acknowledge and agree that in the event of any dispute arising in connection with your
use of the Pay Services, our records (including electronic, computer and microfilm stored
records) of all matters relating to your use of the Pay Services and/or of you (including
Transaction History) at any specified date shall be conclusive of their accuracy and
authenticity and shall be binding on you for all purposes whatsoever. In addition, you agree
to the admissibility of such documents without further requirement of proof of authenticity
or accuracy in a court of law under applicable evidentiary law, rules and/or regulations.
17. OWNERSHIP AND USE OF THE CRYPTO.COM PAY TECHNOLOGY
Crypto.com owns all rights, title and interest in the Pay Services and our proprietary
technology, including our software (in source and object forms), algorithms, user interface
designs, architecture, and documentation (both printed and electronic), network designs,
know-how, and trade secrets, and including any modifications, improvements, and derivative
work thereof (the “Crypto.com Pay Technology”). When you accept these Terms, we grant
you a personal, limited, revocable and non-transferable license to use the Crypto.com Pay
Technology without the right to sublicense. You may only use the Crypto.com Pay
Technology in a manner consistent with these Terms, and you shall not interfere with,
disrupt, or cause damage to users of the Pay Services, produce any derivative work based on
the Crypto.com Pay Technology, nor shall you translate, reverse engineer, decompile or
disassemble the Crypto.com Pay Technology.
18. ADVERTISING
You consent to our non-exclusive, non-transferable use of your company’s name, logo and
artwork (as applicable) (together “Merchant Marks”), for the purpose of identifying and
acknowledging you as our customer on our website, video and other marketing materials.
You warrant that the Merchant Marks (a) do not infringe, violate or misappropriate any thirdparty rights, including but not limited to, copyright, patent, trade secret or other proprietary
rights; (b) are defamatory or obscene or otherwise violate any law; and (c) that you have full
authority to provide this consent to the use or your Merchant Marks.
19. DISCLAIMER OF WARRANTIES
TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE SITE,
CRYPTO.COM APP, THE PAY SERVICES (INCLUDING GOODS AND SERVICES PROVIDED
INCIDENTAL TO THE PAY SERVICES), AND ANY PRODUCT, SERVICE OR OTHER ITEM
PROVIDED BY OR ON BEHALF OF CRYPTO.COM ARE PROVIDED ON AN “AS IS” AND “AS
AVAILABLE” BASIS AND CRYPTO.COM EXPRESSLY DISCLAIMS, AND YOU WAIVE, ANY
AND ALL OTHER WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED,
INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OR
WARRANTIES ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR
USAGE IN TRADE. WITHOUT LIMITING THE FOREGOING, CRYPTO.COM DOES NOT
REPRESENT OR WARRANT THAT THE SITE, THE CRYPTO.COM APP, OR THE PAY
SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, OR FREE OF
VIRUSES OR OTHER HARMFUL COMPONENTS.
YOU ACKNOWLEDGE THAT YOUR DATA MAY BECOME IRRETRIEVABLY LOST OR
CORRUPTED OR TEMPORARILY UNAVAILABLE DUE TO A VARIETY OF CAUSES,
INCLUDING SOFTWARE FAILURES, VIRUSES OR OTHER HARMFUL MATERIALS,
PROTOCOL CHANGES BY THIRD PARTY PROVIDERS, INTERNET OUTAGES, FORCE
MAJEURE EVENT OR OTHER DISASTERS, SCHEDULED OR UNSCHEDULED
MAINTENANCE, OR OTHER CAUSES EITHER WITHIN OR OUTSIDE OUR CONTROL. YOU
ARE SOLELY RESPONSIBLE FOR BACKING UP AND MAINTAINING DUPLICATE COPIES OF
ANY INFORMATION YOU STORE OR TRANSFER THROUGH OUR SERVICES.
THE DISCLAIMER OF IMPLIED WARRANTIES CONTAINED HEREIN MAY NOT APPLY IF
AND TO THE EXTENT IT IS PROHIBITED BY APPLICABLE LAW OF THE JURISDICTION IN
WHICH YOU RESIDE. 20. CUSTOMER FEEDBACK, QUERIES, AND COMPLAINTS
You shall endeavour to settle any claims or complaints made by your Customers concerning
any Transaction within two weeks of notification by us or the claimant/complainant of such
claims or complaints.
If you or your Customers have any feedback, questions or complaints relating to our Services,
please contact us via email at contact@crypto.com. Whilst we strive to respond to you as
soon as possible, for more complicated issues, it may take us up to forty-five (45) days to
resolve and get back to you. You accept and agree that we will not be responsible for any
losses and damage incurred during such period.
19A. FORK
19A.1 You agree and understand that the underlying protocols of the Digital Assets' networks
are subject to changes (each a "Fork"), which are exogenous to Crypto.com and may result in
more than one version of such network (each a "Forked Network"). You further agree and
understand that Forks may materially affect the value, function, and/or name, and may result
in loss of control or ownership, of the Digital Assets you hold in your Merchant Account.
19A.2. If a Fork occurs, it will result in the creation of a new Digital Asset (the “New Forked
Asset”) related to an existing Digital Asset (the “Prior Asset”). You further understand,
acknowledge and agree that each Fork may materially affect the value, function, and/or name,
and may result in loss of control or ownership, of the Prior Asset that we hold in your Merchant
Account, and that the New Forked Asset may have minimal or no value.
19A.3 Upon becoming aware of a Fork and to the extent that we have any rights or are able to
take any action, in the event of a Fork, Crypto.com may, in our sole discretion, temporarily
suspend or amend any Pay Services or any Digital Assets for an extended period of time (with
or without advance notice to you) until we have determined that such functionality can be
restored. We may also determine, in our sole discretion, whether or not to support the Forked
Network(s) and who should have ownership or receive New Forked Assets and/or benefits (if
any). This could occur with potentially little or no warning and your ability to use the Pay
Services or Digital Assets may be limited and subject to the Fork. In the event that Crypto.com
decides not to support any such Forked Network ("Unsupported Forked Network"), the
Digital Assets offered by such Unsupported Forked Networks will not be made available to
you. Notwithstanding the foregoing, we may, in our sole discretion obtain and retain the Digital
Assets offered by such Unsupported Forked Network as property belonging solely to
Crypto.com.
19A.4 You understand, acknowledge and agree that you have no right, claim or privilege in, or
with respect to, any New Forked Asset. If we do not support a New Forked Asset, you may not
be able to withdraw the New Forked Asset promptly or at all from your Merchant Account; and
you may lose any value associated with such New Forked Asset.
19A.5 If we determine not to support a New Forked Asset, we may, in our sole discretion:
(i) obtain and retain the New Forked Asset as property belonging to us; or
(ii) make the New Forked Asset available to you on a one-time basis, based on your
holding of the Prior Asset in your Merchant Account at the time of the Fork, subject to the
withholding and retention by us of an amount reasonably calculated to fairly compensate us
for the cost of making such New Forked Asset available and subject to our withdrawal
procedures.
We will notify you only if we elect to permit a one-time withdrawal pursuant to (ii) above.
19A.6 You acknowledge the risks presented by Forks and hereby accept that we have no
responsibility for any losses or damage arising as a result of an Unsupported Forked Network.
19A.7 WE HAVE NO CONTROL OVER, NOR DO WE HAVE THE ABILITY TO INFLUENCE, THE
CREATION OR IMPLEMENTATION OF A FORK OR OF THE NEW FORKED ASSET. WE CAN
PROVIDE NO ASSURANCES ABOUT THE SECURITY, FUNCTIONALITY OR SUPPLY OF ANY
DIGITAL ASSET, INCLUDING BOTH THE NEW FORKED ASSET AND THE PRIOR ASSET. YOU
UNDERSTAND, ACKNOWLEDGE AND AGREE THAT WE ASSUME NO LIABILITY RELATING TO
ANY CHANGE IN THE VALUE OF ANY DIGITAL ASSET (WHETHER OR NOT RESULTING FROM A
FORK). YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THAT A FORK COULD CONSTITUTE
A FORCE MAJEURE EVENT BEYOND OUR REASONABLE CONTROL, WHICH COULD AFFECT THE
VALUE OF YOUR DIGITAL ASSETS, AND THAT CRYPTO.COM DOES NOT ASSUME ANY
LIABILITY FOR LOSSES RESULTING FROM SUCH EVENTS.
19B. AIRDROPS
19B.1 In the event of an Airdrop, Crypto.com may temporarily suspend any Pay Services for
an extended period of time (with or without advance notice to you) until we have determined
that such functionality can be restored. This could occur with potentially little or no warning
and your ability to use the Pay Services may be limited and subject to the Airdrop.
19B.2 Upon becoming aware of an Airdrop and to the extent that we have any rights or are
able to take any action, we may in our sole discretion determine whether to credit any Digital
Assets and/or benefits received by us to your Merchant Account or participate in an Airdrop,
and upon what terms to do so, such decision regarding the Digital Assets and/or benefits
remains with us at all times. We will not be liable to you for failure to credit any Digital Asset
and/or benefits to you or participate in any Airdrop. If we do not support an Airdrop, we may
claim such Airdrop and any Digital Asset and/or benefits in relation to it, for our own benefit
(unless it is unavoidable or impractical to avoid based on the means of distribution). Where
due to an Airdrop, any airdropped Digital Assets and/or benefits in respect of any Digital
Assets have been received by you directly, we may claim such airdropped Digital Assets
and/or benefits from you and you agree to return such airdropped Digital Assets and/or
benefits to us. You further agree that any Digital Assets and/or benefits in relation to an
Airdrop does not create or represent any relationship between us and the sender and/or the
related Digital Asset network, and that we are not subject to any obligations whatsoever as
they relate to the sender and/or the related Digital Asset network.
20. SANCTIONS, ANTI-MONEY LAUNDERING AND COUNTER TERRORIST FINANCING
You hereby represent and warrant that you, your subsidiaries or Affiliates, directors and
officers are in compliance with and have conducted and will conduct your operations in
accordance with (i) all applicable U.S. and non-U.S. economic sanctions and export control
laws and regulations, including but not limited to the economic sanctions regulations
implemented under statutory authority and/or Executive Orders and administered by the U.S.
Treasury Department's Office of Foreign Assets Control (“OFAC”) (31 C.F.R. Part 500 et seq.),
the U.S. Commerce Department’s Export Administration Regulations (15 C.F.R. Part 730 et
seq.), the economic sanctions rules and regulations of the European Council, United
Kingdom, and EU Member States, and EU's Dual-use Regulation 428/2009
(collectively, “Trade Control Laws”); (ii) all laws that prohibit commercial or public bribery
and money laundering (the “AML Laws”).
You represent and warrant that you use or have procured third party service providers to
implement appropriate systems to detect and block any suspicious Transactions under any
Trade Control Laws or AML Laws. You further agree to provide any information and
documents to us in relation to any Transactions (for example, by requesting relevant original
documents) for the purposes of preventing fraud and/or anti-money laundering and
counter-terrorist financing purposes, unless such disclosure is prohibited by law.
We may institute a hold on your Merchant Account or your funds, including such funds
received by us from a Customer on your behalf, if applicable, if we determine that you, a
Customer, or any transaction we process on your behalf is or may be subject to such Trade
Control Laws or AML Laws. You represent and warrant that, to the extent we act as your
agent to accept funds on your behalf from Customers, such Transactions will not be in
violation of any Trade Control Laws or AML Laws.
21. LIMITATION OF LIABILITY
OUR LIABILITY IN RESPECT OF REPRESENTATIONS AND WARRANTIES THAT CANNOT BE
EXCLUDED IS LIMITED, AT OUR OPTION, TO ANY ONE OF:
(i) RE-SUPPLYING, REPLACING OR REPAIRING THE PAY SERVICES, OR RE-EXECUTING THE
TRANSACTION IN RESPECT OF WHICH THE BREACH OCCURRED; OR
(ii) PAYING THE COST OF THE RE-SUPPLYING, REPLACEMENT OR REPAIRING OF THE PAY
SERVICES IN RESPECT OF WHICH THE BREACH OCCURRED.
NOTWITHSTANDING ANYTHING IN THESE TERMS, TO THE EXTENT PERMITTED BY LAW, IN
NO EVENT SHALL WE OR ANY OF OUR REPRESENTATIVES BE LIABLE TO YOU FOR ANY
LOSSES OR DAMAGE OR CLAIMS:
(i) DUE TO AN UNUSUAL OR UNFORESEEABLE EVENT, OUTSIDE OUR REASONABLE
CONTROL AND THE CONSEQUENCES OF WHICH COULD NOT HAVE BEEN AVOIDED EVEN IF
REASONABLE DUE CARE HAD BEEN EXERCISED (INCLUDING BUT NOT LIMITED TO FORCE
MAJEURE, EVENTS OF WAR OR CIVIL UNREST, NATURAL DISASTERS, STRIKE, LOCK-OUT,
TRAFFIC DISRUPTION, ACTS OF DOMESTIC OR FOREIGN GOVERNMENTAL AUTHORITIES);
(ii) ARISING FROM OR IN CONNECTION WITH:
(A) ANY DELAY, SUSPENSION, DISCONTINUANCE OR FAILURE OF THE PAY SERVICES;
(B) ANY REFUSAL TO PROCESS OR AUTHORISE, OR ANY REVERSAL OF, ANY TRANSACTION
FOR ANY REASON;
(C) YOUR INABILITY TO EFFECT OR COMPLETE ANY TRANSACTION DUE TO SYSTEM
MAINTENANCE OR BREAKDOWN / NON-AVAILABILITY OF THE PAY SERVICES, NETWORK,
OUR HARDWARE OR SOFTWARE OR THAT OF ANY THIRD PARTIES;
(D) USE OF YOUR MERCHANT ACCOUNT BY THIRD PARTIES, WHETHER AUTHORIZED OR
UNAUTHORIZED BY YOU;
(E) ANY UNAUTHORISED OR INELIGIBLE USE OF THE PAY SERVICES CONTRARY TO THESE
TERMS;
(E) ANY UNAUTHORISED OR INELIGIBLE USE OF THE PAY SERVICES CONTRARY TO THESE
TERMS;
(iii) CAUSED BY US DUE TO OUR COMPLIANCE WITH APPLICABLE LAWS AND/OR COURT
ORDERS; AND
(iv) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS FOR LOST PROFITS, LOST
REVENUES, LOST BUSINESS OPPORTUNITIES, LOST DATA, OTHER INTANGIBLE LOSSES
PUNITIVE, EXEMPLARY, SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES,
EACH OF WHICH IS HEREBY EXCLUDED BY AGREEMENT OF THE PARTIES TO THESE TERMS,
REGARDLESS OF WHETHER SUCH DAMAGES WERE DIRECT OR INDIRECT, FORESEEABLE OR
UNFORESEEABLE, OR WHETHER OUR OR OUR REPRESENTATIVES HAVE BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT WILL OUR LIABILITY FOR ANY DAMAGES ARISING IN CONNECTION WITH THE
PAY SERVICES EXCEED THE GREATER OF (I) THE FEES EARNED BY US IN CONNECTION WITH
YOUR USE OF THE PAY SERVICES DURING THE 1 MONTH PERIOD IMMEDIATELY PRECEDING
THE EVENT GIVING RISE TO THE CLAIM FOR LIABILITY OR (II) $100. THE FOREGOING
LIMITATIONS OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN
THE APPLICABLE JURISDICTION.
We shall not be liable for fault on the part of any third-party service providers instructed by
us. In such cases, our liability shall be limited to using reasonable care in the selection,
appointment and instruction of such third-party service providers (but not of any subcontractor or other third party such third-party service provider may use).
Nothing in these Terms shall operate to limit or exclude any liability for fraud, gross
negligence or for death or personal injury resulting from negligence.
You agree that any claims against the other under these Terms may only be brought on an
individual basis and not as a plaintiff or class member in any purported class or
representative action or proceeding. No court or adjudicator may consolidate or join more
than one person's or party's claims and may not otherwise preside over any form of a
consolidated, representative, or class proceeding. Any relief awarded to you cannot and may
not affect any other users.
22. INDEMNIFICATION
You agree to indemnify and hold Crypto.com, its Affiliates and third party service providers,
and each of their respective officers, directors, agents, joint venture entities, 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 (a) your
breach of any of these Terms; (b) your wrongful or improper use of the Pay Services; (c) the
products or services sold by you through the Pay Services, including but not limited to any
claims for false advertising, product defects, personal injury, death or property damage; (d)
any transactions directed from your Merchant Account that are in violation of any AML or
Trade Control Laws; or (e) any other party’s access or use of the Pay Services with your
account information.
23. TAXES
It is your sole responsibility to determine whether, and to what extent, any Taxes apply to
your use of the Pay Services, and to withhold, collect, report and remit the correct amounts
of such Taxes to the appropriate tax authorities. We are not obligated to, nor will we
determine whether Taxes apply, or calculate, collect, report, or remit any Taxes to any tax
authority arising from any transaction.
The Fees are exclusive of applicable sales tax, or value added tax, or any similar sales or
turnover tax in any jurisdiction (collectively, "VAT"), unless otherwise provided in this
Commercial Agreement. Any VAT chargeable on the Fees and payable to the relevant tax
authority by Crypto.com shall be payable by you in addition to the Fees upon receipt of a
valid VAT invoice. No amount of VAT chargeable on the Fees and payable by you to the
relevant tax authority shall be deducted or withheld from the Fees paid to Crypto.com.
The payment of Fees shall be made in net amounts without deduction for any taxes, levies,
charges, fees or withholdings of any nature, unless any applicable law requires such a
deduction or withholding to be made. If a deduction or withholding is so required, you shall
pay such additional amount and ensure that Crypto.com receives an amount equal to the full
amount which it would have received had the deduction or withholding not been required.
24. AMENDMENT AND VARIATION
These Terms may from time to time be updated or amended, and we will post any such
updates on the Site. Such updated Terms as posted will take effect immediately unless
otherwise indicated. You should regularly check the Site to inform yourself of any such
changes. In addition, we may at any time change, add or remove any feature or functionality
of the Pay Services without prior notice. By continuing to use the Pay Services after any such
changes have taken effect, you are indicating your acceptance of the updated or amended
Terms as well as your acceptance of the updated Pay Services. If you do not wish to be
bound by any changes or amendments to these Terms then you should stop using the Pay
Services immediately and inform us via email at contact@crypto.com.
25. TRANSFER, ASSIGNMENT OR DELEGATION
These Terms, and any rights and obligations and licenses granted hereunder, are limited,
revocable, non-exclusive and personal to you and therefore may not be transferred, assigned
or delegated by you to any third-party without our written consent, but may be transferred,
assigned or delegated by us without notice and restriction, including without limitation to
any of the entities within the Crypto.com Group, or to any successor in interest of any
business associated with the Pay Services. Any attempted transfer or assignment in violation
hereof shall be null and void.
26. SEVERABILITY
If any provision of these Terms shall be found by any court or administrative body of
competent jurisdiction to be invalid or unenforceable, the invalidity or unenforceability of
such provision shall not affect the other provisions of these Terms and all provisions not
affected by such invalidity or unenforceability shall remain in full force and effect. Such
provision will be changed and interpreted to accomplish the objectives of the provision to
the greatest extent possible under any Applicable Laws.
27. ENTIRE AGREEMENT / TRANSLATION
These Terms and the Commercial Agreement constitute the entire agreement between the
parties with regard to its subject matter and supersedes and invalidates all other prior
representations, arrangements, understandings, and agreements relating to the same subject
matter, (whether oral or in writing, express or implied). You acknowledge that in agreeing to
these Terms you do not rely on any statement, representation, warranty, or understanding
other than those expressly set out in these Terms.
These Terms are concluded in the English language and all communications including any
notices or information being transmitted shall be in English. In the event that these Terms or
any part of it is translated (for any proceedings, for your convenience or otherwise) into any
other language, the English language text of these Terms shall prevail (except where
expressly prohibited by law).
28. SURVIVAL
The following provisions will survive any expiration or termination of these Terms and the
Commercial Agreement: Section 8 (RESERVES AND GUARANTEES), Section 10 (PAYMENT /
SETTLEMENT), Section 14 (DATA PROTECTION), Section 15 (DOCUMENTATION RETENTION),
Section 17 (OWNERSHIP AND USE OF THE CRYPTO.COM PAY TECHNOLOGY), Section 18
(ADVERTISING), Section 19 (DISCLAIMER OF WARRANTIES) Section 22 (LIMITATION OF
LIABILITY), Section 23 (INDEMNIFICATION), Section 33 (THIRD PARTY RIGHTS), Section 34
(GOVERNING LAW AND JURISDICTION), and any other provision that by their nature are
intended to survive termination of your Commercial Agreement. Any sums owed by you to
us under these Terms shall become immediately due and payable on the expiration or
termination of your Commercial Agreement.
29. NO PARTNERSHIP
These Terms and the Commercial Agreement do not create any relationship of association,
partnership, joint venture or agency between the parties, save as expressly described in these
Terms. Neither party will have any right or authority to assume, create or incur any liability or
obligation of any kind against or in the name of the other party.
30. WAIVER
These Terms shall not be waived in whole or in part except where agreed by all parties in
writing.
The delay of enforcement or the non-enforcement of any of the terms of these Terms by any
party shall not be construed as a waiver of any of the other rights of that party arising out of
the breach or any subsequent breach of any of these Terms and no right, power or remedy
conferred upon or reserved for any party in these Terms is exclusive of any other right, power
or remedy available to that party and each such right, power or remedy shall be cumulative.
31. NOTICES AND COMMUNICATIONS
By using the Pay Services, you agree that we may provide you with any notices or other
communications (except where prohibited or otherwise not allowed pursuant to Applicable
Law), including marketing, relating to your use of the Pay Services electronically: (a) via email
(in each case to the address that you provide), SMS message, online messaging platforms or
telephone call (in each case to the phone number that you provide), or (b) by posting to the
Site. For notices made by email, the date of receipt will be deemed the date on which such
notice is transmitted.
Notices to us should be sent electronically to our support system at contact@crypto.com.
32. THIRD PARTY RIGHTS
Other than any entities within the Crypto.com group, a person who is not a party in these
Terms has no right to enforce any of these Terms.
33. GOVERNING LAW AND JURISDICTION
These Terms are governed by and shall be construed in accordance with the laws of Ireland
without regard to any choice or conflict of laws rules. Any dispute, controversy, difference or
claim arising out of or relating to these Terms or the Commercial Agreement, including the
existence, validity, interpretation, performance, breach or termination thereof or any dispute
regarding non-contractual obligations arising out of or relating to it shall be referred to and
finally resolved by arbitration administered by the Dublin International Arbitration Centre
under the Dublin International Arbitration Centre Administered Arbitration rules in force
when the Notice of Arbitration is submitted. The seat of arbitration shall be Dublin, Ireland.
The number of arbitrators shall be one. The arbitration proceedings shall be conducted in
English