These terms of service (the “Terms”) apply to your access to and use of the Website, the App, exchange services, and other online products and services (collectively, the “Program”) provided by Two Twenty Two, Inc. and its subsidiaries (d/b/a The Bitcoin Company) (“The Bitcoin Company”, “TBC”, the “Company” or “we”). By accessing the Program, you agree to the Terms, including our privacy policy (the “Privacy Policy”), the mandatory arbitration provision and class action waiver in Section 17. If you do not agree to the Terms, do not use the Program.
If you have any questions about the Terms or the Program, please contact us at support@thebitcoincompany.com. For information about how we collect, use, share and otherwise process information about you, please see our Privacy Policy.
Account: An interface for the Program.
App: The official application of The Bitcoin Company, offering access to the Program, available via Application Programming Interface (API), on the Website, Apple App Store, or Google Play.
Available Countries: Countries where the Company offers exchange services to users. While subject to change, currently the Company offers exchange services in the following countries under its corresponding subsidiaries: Two Twenty Seven Spółka Z Ograniczoną Odpowiedzialnością provides exchange services to the European Union and other jurisdictions outside the EU where permitted; Two Twenty Six Servicos De Ativos Virtuais, LTDA provides exchange services to Brazil and Mexico and other Latin American countries where legally permitted; and Two Twenty Three, LLC provides exchange services to the United States and Canada.
Bitcoin: The decentralized platform that supports the use and storage of bitcoin.
bitcoin: The cryptocurrency utilized within the Bitcoin network, serving as a medium of exchange and a store of value.
Cryptocurrency: A cryptographically-secured virtual or digital representation of value that uses a form of distributed ledger technology and can be traded, stored, or transferred electronically (including bitcoin).
Dollars or "$": Used to represent United States Dollars for transactions within the United States.
Exchange Partner: Entities that collaborate with the Company in the Available Countries to facilitate the conversion of fiat currency, bitcoin, and other Cryptocurrencies, as well the initial pay-in or subsequent pay-out to the user.
Partner: Third party entities who refer you to The Bitcoin Company in order for you to utilize our exchange services.
Partner Platforms: Partner mobile applications, websites, and APIs.
Sats: The smallest unit of bitcoin, known as Satoshis, where one Sat equals one hundred millionth of a bitcoin.
Third-Party Service Providers: Partners and vendors that deliver support services to The Bitcoin Company, including for payment processing and security.
Website: The Bitcoin Company's digital portal for detailed information on the Program.
The Program is offered only to: (a) legal residents of countries that are not the subject of a prohibition order (or any similar order or directive), sanctions or restrictions promulgated or administered by any governmental authority of the United States or Canada or Brazil or Poland who have reached the age of majority in their jurisdiction of legal residence at the time of participation and (b) legal entities formed and registered in countries that are not the subject of a prohibition order (or any similar order or directive), sanctions or restrictions promulgated or administered by any governmental authority of the United States or Canada or Brazil or Poland which can form a binding contract with TBC.
Each individual and/or legal entity may maintain only one (1) Account. You agree to: (a) provide accurate, current and complete information; (b) maintain and promptly update your Account information to keep it accurate, current and complete; (C) maintain the security of your Account and you understand that there are certain risks of unauthorized access to your Account; and (d) promptly notify the Company if you discover or otherwise suspect that your Account has been subject to hacking or other unauthorized use. If you are an individual applying for an Account on behalf of a legal entity, you represent and warrant that you are an authorized representative of that legal entity with the authority to bind that legal entity to these Terms, and that you agree to the Terms on the legal entity’s behalf. You must be legally competent to enter into contracts to participate in the Program. If you are not eligible to participate, you are prohibited from accessing, using and enrolling in the Program.
You are not permitted to use the Program if you are (a) located in, under the control of, or a national or resident of any country to which the United States or Canada or Brazil or Poland has embargoed goods or services; (b) identified as a “Specially Designated National”; (C) placed on the U.S. Department of Commerce’s “Denied Persons List or Entity List” or any other U.S. export control list; or (d) are otherwise prohibited from purchasing or using the Program by the Company’s applicable terms and conditions.
Our exchange services enable users to exchange fiat currency, bitcoin, and other Cryptocurrencies in any combination which is available at the time of using the Program. The available exchange combinations depend on the location a user accesses the Program from, as well as the licenses we have in that jurisdiction. A user may either be a customer who engages with us directly, or a customer who is referred to us via a Partner or Partner Platform.
When using our exchange services, the price, exchange rate, and amount of the Cryptocurrency that you wish to purchase or sell (or swap) will be confirmed at the time that you place an order with us. All exchange services are subject to fees that will be charged by TBC to you. The specifics of such fees are indicated at the time of each order confirmation and may also be set forth in a separate agreement between TBC and you. In the event that you underpay or overpay an invoice for an exchange order, we will endeavor to complete the order based on the actual amount received. In such a case, the fees charged to you will be adjusted to reflect the amount you paid, rather than the fees initially quoted. If for any reason the order cannot be completed, including due to underpayment or overpayment or any other reason, then we will refund the amount received, minus any network fees or transaction costs incurred in returning the funds. If you engage with TBC by being referred via a Partner or Partner Platform, then that Partner or Partner Platform may also charge you additional fees to use our exchange service through them. The specifics of additional Partner fees are indicated to you by that Partner at the time of each order confirmation and may also be set forth in a separate agreement between the Partner and you.
When using our exchange services you are either buying Cryptocurrency from, or selling Cryptocurrency to, TBC directly. The Company does not act as an intermediary or marketplace between other buyers and sellers of Cryptocurrency. The Company does not offer a Cryptocurrency wallet or other custodial services – we will send/deliver your selected fiat currency or Cryptocurrency to your designated bank account or Cryptocurrency wallet (respectively) once your initiating payment to us is confirmed. To support our exchange services, the Company collaborates with Exchange Partners in the Available Countries. These Exchange Partners may facilitate the conversion of fiat currencies, bitcoin, and other Cryptocurrencies; they may also facilitate the initial pay-in of funds from you, or subsequent pay-out of funds to you.
Every purchase and sale of Cryptocurrency is effected on and confirmed by the respective network of that Cryptocurrency. The confirmation is reliant on the respective network itself and is not in the control of the Company. The confirmation takes a period of time – usually less than one hour, but possibly much longer. An order, as well as the individual stages of an order, are not complete until confirmed by the respective network; any stages of an order that are pending will be designated as such.
The following users may utilize our exchange services:
- Users with an Account: Account holders who have completed the KYC verification process are eligible to use our fiat-to-Cryptocurrency (and vice versa) and Cryptocurrency-to-Cryptocurrency exchange services in accordance with our licenses and other legal permissions in their jurisdiction.
- Users without an Account: Users who have not signed up an Account are only eligible to use limited (Cryptocurrency-to-Cryptocurrency) exchange services in certain circumstances without undergoing additional KYC verification. More specifically, users eligible to access our limited exchange services without an Account include those from the European Union (EU) and other countries that can be serviced legally by an EU-compliant Virtual Asset Service Provider (VASP). Additionally, their Cryptocurrency-to-Cryptocurrency exchange transaction must: (a) be valued under 1,000 EUR/USD; (b) be deemed an “Occasional Transaction” (in accordance with FATF Recommendation 7(a)R.10); and (C) not give rise to Anti-Money Laundering (AML) or terrorist financing concerns. Note that users from the United States, United Kingdom, United Arab Emirates, Australia, and New Zealand are strictly prohibited from using our exchange services without an Account.
If you are a user signing up for an Account, then during your initial registration, the Company will ask you for identifying information, including your name and other personal details. You must provide accurate and complete information in response to the Company’s questions and keep that information current by informing the Company if your details ever change. Where you are referred to us by our Partners via Partner Platforms, you may still be required to register for an Account with TBC and, regardless, these Terms will apply in full irrespective of any other terms you sign up to with our Partners. Note that the Company may reject your initial Account registration at its discretion, and may also close your registered Account at any point at its discretion.
If you are a Partner, then you must complete the standard aforementioned Account registration and KYC/KYB process. Additionally, we may establish an individual agreement with Partners to clarify any aspects not already covered sufficiently in these Terms. Partners are a user and customer of the Company, and are not a Company agent, employee, contractor, consultant, affiliate, or anything of the like. Partners, when referring users to our exchange services, may charge fees to those users in addition to the fees the Company charges – any such fees the Partner charges must be stated explicitly to the referred users. Partners must strictly follow Financial Action Task Force (FATF) guidelines, as well as all local laws and licensing requirements applicable to them during their operations. Partners are fully responsible for all activity that occurs under their Account, including for any actions taken by persons to whom they have granted access to their Account. The Company reserves the right to suspend or terminate the Account of any Partner at its discretion.
Any use of your username or password will be deemed to be your use, and the Company is entitled to act on instructions received under your password. You agree not to share your password with any third party and the Company is not responsible for any changes made to your Account made by someone else who uses your password. If there is a breach of security through your Account, you will immediately change your password and notify us of such breach. You agree that, unless you have first notified us immediately of any such breach, we should assume that any instruction transmitted using your username and password is yours and has been authorized by you, and we will have no further obligation to investigate the propriety of such instruction. Our responsibility is limited to the exercise of ordinary diligence in giving access to your Account upon request and in preventing access to your Account by unauthorized persons. We are not responsible for any unauthorized access or loss or harm an unauthorized access causes, unless caused only by our gross negligence or our willful misconduct.
The Company retains the right, at our sole discretion, to deny service or use of the Program or an Account to anyone at any time and for any reason. Although we use reasonable efforts to keep the Program and your Account accessible, the Program and/or your enrollment may be unavailable from time to time. You understand and agree that there may be interruptions in service or events, Program access, or access to your Account due to circumstances both within our control (e.g., routine maintenance) and outside of our control. You agree that, except where prohibited by applicable law, the Company will not be liable to you or to any third party for any modification, suspension or discontinuance of the Website, the App or the Program.
The Program, including the text, graphics, images, photographs, videos, illustrations and other content contained therein, are owned by the Company or our licensors and are protected under United States, Canada, Brazil, Poland and foreign laws. Except as explicitly stated in these Terms, all rights in and to the Program are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, nonexclusive, non-transferable, non-sublicensable, revocable right and license to access the Program. Any use of the Program other than as specifically authorized herein, without our prior written permission, is strictly prohibited, will terminate the license granted herein and violate our intellectual property rights.
You will not, and will not permit others to, violate any applicable law, contract, intellectual property right or other third-party right or commit a tort, and you are solely responsible for your conduct while using the Program. You will not and will not permit others to:
(a) Engage in any harassing, threatening, intimidating, predatory or stalking conduct;
(b) Impersonate or post on behalf of any person or entity or otherwise misrepresent your affiliation with a person or entity;
(C) Sell, resell or commercially use our Program except as allowed herein;
(d) Copy, reproduce, distribute, publicly perform or publicly display all or portions of our Programs, except as expressly permitted by us or our licensors;
(e) Modify our Program, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon our Program;
(f) Use our Program other than for their intended purpose and in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Program or that could damage, disable, overburden or impair the functioning of our Program in any manner;
(g) Reverse engineer any aspect of our Program or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Program;
(h) Use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from our Program;
(i) Develop or use any applications that interact with our Program without our prior written consent;
(j) Send, distribute or post spam, unsolicited or bulk commercial electronic communications, chain letters, or pyramid schemes;
(k) Bypass or ignore instructions contained in our robots.txt file; or
(l) Use our Program for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms.
Enforcement of this Section 7 is solely at Company’s discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances. In addition, this Section 7 does not create any private right of action on the part of any third party or any reasonable expectation that the Program will not contain any content that is prohibited by such rules.
“The Bitcoin Company” and our logos, our product or Program names, our slogans and the look and feel of the Program are trademarks of the Company and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Program are the property of their respective owners. Reference to any products, Programs, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.
You may voluntarily submit or communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about the Company, our anticipated Programs, or our Program (collectively, “Feedback”). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including to develop, copy, publish, or improve the Feedback in Company’s sole discretion. You hereby grant to TBC a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use or incorporate Feedback that you provide relating to our Program. You understand that Company may treat Feedback as nonconfidential. You represent and warrant to and covenant with The Bitcoin Company that the Feedback will only contain personal information in respect of which you have provided all notices and disclosures, obtained all applicable third-party consents and permissions and otherwise have all authority, in each case, as required by applicable laws, to enable The Bitcoin Company to use the Feedback as described in this paragraph.
We may provide information about third-party services and third-party products, programs, activities or events, or we may allow third parties to make their content and information available on or through the Program (collectively, “Third-Party Content”). We provide Third-Party Content as a courtesy to those interested in such content. Your dealings or correspondence with third parties and your use of or interaction with any third-party service or Third-Party Content are solely between you and the third party. Company does not control or endorse, and makes no representations or warranties regarding, any third-party service or Third-Party Content, and your access to and use of such third-party service or Third-Party Content is at your own risk.
In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable laws, The Bitcoin Company has adopted a policy of terminating, in appropriate circumstances and at the Company’s sole discretion, users who are deemed to be repeat infringers. The Company may also, in our sole discretion, limit access to the Program and/or terminate the Accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement. If you believe that anything in the Program infringes upon any copyright which you own or control, you may file a notification of such infringement with our Designated Agent as set forth below:
Attn: Legal
Email: legal@thebitcoincompany.com
Please see 17 U.S.C. §512(C)(3) for the requirements of a proper notification. If you knowingly misrepresent in your notification that the material or activity is infringing, you will be liable for any damages, including costs and legal fees, incurred by us or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.
Except where prohibited by applicable law you will indemnify, defend and hold harmless the Company and our subsidiaries and affiliates, and each of our respective officers, directors, agents, partners and employees and our Third-Party Service Providers (individually and collectively, the “Company Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Claims”) arising out of or related to (a) your access to or use of the Program; (b) your Feedback; (C) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with the Program. You agree to promptly notify Company Parties of any third-party Claims, cooperate with Company Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including legal fees). You also agree that the Company Parties will have control of the defense or settlement, at Company’s sole option, of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Company or the other Company Parties.
If you are a California resident or resident of a state with a similar applicable law, you hereby expressly waive California Civil Code section 1542 in connection with the foregoing (or such other similar applicable law in your state), which states: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.
(a) Disclaimer. YOUR ACCESS AND USE OF OUR PROGRAM IS AT YOUR SOLE RISK. THE PROGRAM AND ANY CONTENT THEREIN ARE PROVIDED “AS IS” AND “AS AVAILABLE”. EXCEPT WHERE PROHIBITED BY APPLICABLE LAW, WHICH MAY INCLUDE IN QUEBEC AND BRAZIL AND POLAND, TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE BITCOIN COMPANY AND ITS COMPANY PARTIES AFFILIATES, AND LICENSORS EXPRESSLY DISCLAIM ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS, IMPLIED, COLLATERAL, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR OR GENERAL PURPOSE, AND NON-INFRINGEMENT. THE BITCOIN COMPANY AND ITS COMPANY PARTIES, AFFILIATES, AND LICENSORS DO NOT REPRESENT OR WARRANT THE DATA, CONTENT, ANALYTICS, FEATURES, OR INFORMATION PROVIDED THROUGH THE PROGRAM, INCLUDING WITHOUT LIMITATION TRANSACTION DATA OR USER SUBMISSIONS OR OTHER DATA PROVIDED BY OTHER USERS, TO BE UNINTERRUPTED, ACCURATE, USEFUL, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS. YOU ASSUME THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE PROGRAM.
(b) System Failure. You accept all risks associated with the use of the Program, and any failures that might arise as a result thereof, including, but not limited to, in connection with the failure of hardware, software, and internet connections. The nature of bitcoin and Cryptocurrencies means that any technological difficulties experienced by the Company may prevent us from being able to successfully deliver our exchange services.
(C) Market Disruptions. You agree that we are not liable for any price fluctuations in bitcoin and Cryptocurrencies. In the event of a market disruption, we may suspend the Program, and/or your ability to utilize our exchange services. Except where prohibited by applicable law, which may include in Quebec and Brazil and Poland, we will not be liable for any losses suffered by you resulting from such actions. Following any such event, when the Program resumes, you acknowledge that prevailing market rates may differ significantly from the rates available prior to such event.
(d) Risks Inherent to Bitcoin and Cryptocurrencies. (i) Bitcoin and Cryptocurrency transactions are irreversible and, accordingly, losses due to fraudulent or accidental transactions may not be recoverable and except where prohibited by applicable law, which may include Quebec and Brazil and Poland, the Company shall not be held liable for any fraudulent or accidental transactions; (ii) bitcoin and Cryptocurrencies are not legal tender and are not backed by a government or central bank and the Company is not a bank. As such, there is no protection, such as deposit insurance, to cover any losses associated with bitcoin or Cryptocurrencies; (iii) legislative and regulatory changes or actions at the state, provincial, federal or international level may adversely affect the use, transfer, exchange, and value of bitcoin and Cryptocurrencies; (iv) the bitcoin and Cryptocurrency public ledger blockchains are maintained by a vast unidentified private computer network spread around the world and choosing to participate in bitcoin and Bitcoin and Cryptocurrencies is at your own risk and understanding of this network; (v) bitcoin and Cryptocurrencies are a target for fraud and the potential for fraud is especially likely when you engage in transactions with external Bitcoin and Cryptocurrency addresses; (vi) bitcoin and Bitcoin and Cryptocurrencies are a target for hackers and hacking can occur even when you use the strongest security settings and as such your bitcoin and Cryptocurrencies may be irretrievably lost or stolen - TBC is not responsible for safeguarding or holding your Cryptocurrency, or any private keys or other security information to access your Cryptocurrency, and TBC is not responsible for any loss of Cryptocurrency resulting from theft, loss, or mishandling of Cryptocurrency private keys or other security information outside of our control; (vii) your bank accounts are at increased risk of being hacked when linked to Bitcoin and Cryptocurrency accounts; (viii) bitcoin and Cryptocurrency transactions shall be deemed to be made when recorded and/or confirmed on a public ledger, which is not necessarily the date or time that you have initiated the transaction; (ix) the value of bitcoin and Cryptocurrencies may be derived from the continued willingness of market participants to exchange fiat currency for bitcoin and Cryptocurrencies, which may result in the potential for permanent and total loss of value of bitcoin or a particular Cryptocurrency should the market for that asset disappear; (x) there is no assurance that a person who accepts bitcoin and Cryptocurrencies as payment today will continue to do so in the future; (xi) the volatility and unpredictability of the price of bitcoin and Cryptocurrencies relative to fiat currency may result in significant loss over a short period of time; and (xii) any bond or trust account held by the Company may not be sufficient to cover all losses incurred by our customers.
(a) Limitation. EXCEPT WHERE PROHIBITED BY APPLICABLE LAW, WHICH MAY INCLUDE QUEBEC AND BRAZIL AND POLAND, UNDER NO CIRCUMSTANCES WILL THE BITCOIN COMPANY OR ITS COMPANY PARTIES, AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OR RELATED TO THE PROGRAM, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(b) Cap. EXCEPT WHERE PROHIBITED BY APPLICABLE LAW, WHICH MAY INCLUDE QUEBEC AND BRAZIL AND POLAND, IN NO EVENT WILL THE BITCOIN COMPANY’S OR ITS COMPANY PARTIES’, AFFILIATES’, CONTRACTORS’, EMPLOYEES’, AGENTS’, OR THIRD PARTY PARTNERS’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE PROGRAM (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE) EXCEED THE GREATER OF EITHER (I) THE AMOUNTS PAID BY YOU TO US IN THE PRIOR TWELVE MONTHS TO USE OUR PROGRAM, OR (II) ONE HUNDRED DOLLARS ($100.00).
(C) Exclusions. The limitations set forth in this Section 14 will not limit or exclude liability for the gross negligence, fraud or intentional misconduct of Company or the other Company Parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions, including Quebec and Brazil and Poland, may not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.
Except where prohibited by applicable law, which may include Quebec and Brazil and Poland, you release Company and the other Company Parties from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”
In order for us to provide our Programs, we may process, transfer and store information about you in the United States, Canada, Brazil, Poland and other countries, where we and our service providers are located, where you may not have the same rights and protections as you do under local law. For more information, please see our Privacy Policy.
Please read the following section carefully because it requires you to arbitrate certain disputes and claims with Company and limits the manner in which you can seek relief from us, unless you opt out of arbitration by following the instructions set forth below. Except where prohibited by applicable law, which may include Quebec and Brazil and Poland, no class or representative actions or arbitrations are allowed under this arbitration provision and arbitration precludes you from suing in court or having a jury trial.
(a) No Representative Actions. Except where prohibited by applicable law, which may include Quebec and Brazil and Poland, you and Company agree that any dispute arising out of or related to these Terms or our Program is personal to you and Company and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.
(b) Arbitration of Disputes. Except where prohibited by applicable law, which may include Quebec and Brazil and Poland, and except for small claims disputes in which you or Company seeks to bring an individual action in small claims court located in the county of your billing address or disputes in which you or Company seeks injunctive or other equitable relief for the alleged infringement or misappropriation of intellectual property, you and Company waive your rights to a jury trial and to have any other dispute arising out of or related to these Terms or our Program, including claims related to privacy and data security, (collectively, “Disputes”) resolved in court. Instead, for any Dispute that you have against Company you agree to first contact Company and attempt to resolve the claim informally by sending a written notice of your claim (“Notice”) to Company by email at legal@thebitcoincompany.com. The Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the Dispute; and (C) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and Company cannot reach an agreement to resolve the Dispute within thirty (30) days after such Notice is received, then either party may submit the Dispute to binding arbitration administered by JAMS or, under the limited circumstances set forth above, in court. All Disputes submitted to JAMS will be resolved through confidential, binding arbitration before one arbitrator. Arbitration proceedings will be held in Delaware unless you are a consumer, in which case you may elect to hold the arbitration in your county of residence. For purposes of this Section 17, a “consumer” means a person using the Programs for personal, family or household purposes. You and Company agree that Disputes will be held in accordance with the JAMS Streamlined Arbitration Rules and Procedures (“JAMS Rules”). The most recent version of the JAMS Rules are available on the JAMS website and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the JAMS Rules or waive your opportunity to read the JAMS Rules and waive any claim that the JAMS Rules are unfair or should not apply for any reason.
(C) FAA. Except where prohibited by applicable law, which may include Quebec and Brazil and Poland, you and Company agree that these Terms affect interstate commerce and that the enforceability of this Section 17 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the “FAA”). As limited by the FAA, these Terms and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any Dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.
(d) Confidentiality. The arbitration will allow for the discovery or exchange of non-privileged information relevant to the Dispute. The arbitrator, Company, and you will maintain the confidentiality of any arbitration proceedings, judgments and awards, including information gathered, prepared and presented for purposes of the arbitration or related to the Dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality, unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.
(e) Costs. You and Company agree that for any arbitration you initiate, you will pay the filing fee (up to a maximum of $250 if you are a consumer), and Company will pay the remaining JAMS fees and costs. For any arbitration initiated by Company, Company will pay all JAMS fees and costs.
(f) Jurisdiction. You and Company agree that the state or federal courts of the State of Delaware and the United States sitting in Delaware have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.
(g) Time Limit. Any Dispute must be filed within one year after the relevant claim arose; otherwise, the Dispute is permanently barred, which means that you and Company will not have the right to assert the claim.
(h) Opt-Out. You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section 17 by emailing support@thebitcoincompany.com. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve Disputes in accordance with Section 18, unless otherwise prohibited by applicable law, which may include the laws of Quebec and Brazil and Poland.
(i) Severability. If any portion of this Section 17 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section 17 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 17; and (C) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 17 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 17 will be enforceable.
Except where prohibited by applicable law, which may include Quebec and Brazil and Poland, any dispute arising from these Terms and your access or use of the Program will be governed by and construed and enforced in accordance with the laws of Delaware, except to the extent pre-empted by U.S. federal law, without regard to conflict of law rules or principles (whether of Delaware or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of Delaware and the United States, respectively, sitting in Delaware.
We may make changes to the Program and the Terms at any time and at our sole discretion. For example, we may temporarily or permanently prohibit you from using any features of the Program at any time and at our sole discretion, and/or we may add new Program Terms, delete Program Terms or change existing Program Terms.
We may supply different or additional terms in relation to our Program or some of our anticipated Programs, and those different or additional terms become part of these Terms if you use such Programs. If there is a conflict between these Terms and the additional terms, the additional terms will control for that conflict.
We reserve the right to terminate, expire, modify or restrict any aspect of the Program at any time with or without notice, including termination of your use of the Program with or without cause. We are not responsible for any loss or harm related to your inability to access or use our Program.
We’ll give you thirty (30) days’ notice (or such longer period as required by applicable law) of the following types of changes to the Program or these Terms if we add or increase fees applicable to the Program or if we cancel the Program.
We’ll send this notice to you in writing, which, at our option, may be delivered to you electronically by email, text message, or through our online services, such as the Website or the App, or as otherwise required by applicable law, and such notice will (i) clearly specify the elements of the Program or Terms being changed, and (ii) set out the new clause or the amended clause and the clause as it read formerly; (iii) the date of the coming into force of the amendment; and (iv) any other information required by applicable law. It is your responsibility to keep your contact information current and up-to-date.
We’ll give you notice of other changes to the Program or the Terms by posting an updated copy of these Terms when you log into the Website or use the App or where required by applicable law by sending you a notice in writing. Where your express acceptance of the change is not required by applicable law, your continued participation in the Program after we make any change signifies your acceptance of such changes.
If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.
The Bitcoin Company may transfer or assign these Terms or its rights and obligations under these terms or subcontract or delegate its rights and obligations under these terms to third parties without your consent. All provisions contained in these Terms shall extend to and be binding upon you and the Company’s successors and assigns. You may not transfer or assign these Terms (or any of your rights or obligations under these Terms) to another person or entity.
By using the Program, you agree to receive communications that are Account and Program related. We may communicate with you regarding the Program by electronic communications or direct mail using information you provided during the registration process or subsequent requests. Your consent to receive electronic communications includes any notices or other information that we may be required by law to provide you in writing or otherwise. With your permission, we may also send push notifications to your device if you install the mobile application. You may opt out of receiving certain marketing communications by following the instructions in the communication or as set out in our Privacy Policy.
The failure of The Bitcoin Company to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. These Terms reflect the entire agreement between the parties relating to the subject matter hereof and supersede all prior agreements, representations, statements and understandings of the parties. The section titles in these Terms are for convenience only and have no legal or contractual effect. Use of the word “including” will be interpreted to mean “including without limitation.” Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. Any delay in the performance of any duties or obligations of either party (except the payment of fees owed) will not be considered a breach of this Agreement if such delay is caused by a labor dispute, shortage of materials, fire, earthquake, flood, or any other event beyond the control of such party, provided that such party uses reasonable efforts, under the circumstances, to notify the other party of the cause of such delay and to resume performance as soon as possible.
(a) Apple App Store Additional License Terms. If the App, in whole or in part, is provided to you through the Apple Inc. (Apple Inc. together with all of its affiliates, “Apple”) App Store, the following terms and conditions apply to you in addition to all the other terms and conditions of these Terms: The parties acknowledge these Terms are concluded between the parties, and not with Apple. The responsibility for the App and content thereof is governed by these Terms. Notwithstanding anything to the contrary hereunder, you may use the App only on an iPhone or iPod touch that you own or control. You and we acknowledge that Apple has no obligation to furnish any maintenance or support services with respect to the App. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App (if any) to you. Except for the foregoing, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be governed by these Terms. Any claim in connection with the App related to product liability, a failure to conform to applicable legal or regulatory requirements, or claims under consumer protection or similar legislation is governed by these Terms, and Apple is not responsible for such claim. Any third party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights will be governed by these Terms, and Apple will not be responsible for the investigation, defense, settlement and discharge of such intellectual property infringement claim. You represent and warrant that you are not: (i) located in any country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; or (ii) listed on any U.S. Government list of prohibited or restricted parties. You may contact us in writing regarding any notices, questions, complaints or claims with respect to the App at the contact information noted above. Apple is a third party beneficiary to these Terms and may enforce these Terms against you. If any of the terms and conditions in these Terms are inconsistent or in conflict with Apple’s applicable instructions for Minimum Terms for Developer’s End User License Agreement (the current version as of the date these Terms were last updated is located at: https://www.apple.com/legal/internet-services/itunes/19ppstore/dev/minterms/) or the App Store Terms of Service (the current version as of the date these Terms were last updated is located at: http://www.apple.com/legal/internet-services/itunes/ca/terms.html), the terms and conditions of Apple’s instructions for Minimum Terms for Developer’s End User License Agreement or App Store Terms of Service, as applicable, will apply to the extent of such inconsistency or conflict.
(b) Google Play. If the App, in whole or in part, is provided to you through the Google Inc. (Google Inc. together with all of its affiliates, “Google”) Google Play store, the following terms and conditions apply to you in addition to all the other terms and conditions of these Terms: You acknowledge that Google is not responsible for providing support services for the App. If any of the terms and conditions in these Terms are inconsistent or in conflict with the Google Play Developer Distribution Agreement (the current version as of the date these Terms were last updated is located at: https://play.google.com/about/developer-distribution-agreement.html), the terms and conditions of Google’s Google Play Developer Distribution Agreement will apply to the extent of such inconsistency or conflict.
If you have any questions or concerns regarding these Terms or the Program, please contact us at support@thebitcoincompany.com or at Ben White Blvd #240, Mailbox 6969, Austin, TX 78741, United States.
