• English

Preamble

These Merchant (The client, merchant, you or us) Terms of Use (the Terms) govern your use of the services and features, technologies or functionalities (the Services) provided by BTC Express AG (BTC Express, we, our, or us) related to BTC Express’ technical infrastructure. Please read the Terms carefully; by using the Services, you agree to the Terms and confirm that you accept them.

1. The Services

We provide you with an online administration and management gateway, a backend dashboard and corresponding Service API to administrate your wallets for Cryptocurrencies and other means of value-bearing data, thereby enabling you to accept Cryptocurrencies as payment for goods and services from your customers.

The terms and conditions related to Cryptocurrency exchange are displayed at http://btc-express.ch/terms.html.

By using the Services, you acknowledge and agree that: (I) you have reviewed and understood these Terms and Conditions, (II) you are legally bound by the Terms and Conditions of this agreement, (III) your use of the Services will be governed by this agreement, and (IV) you authorize us to receive, hold and disburse funds on your behalf and to take any and all actions that we think are necessary or desirable to provide the Service and to comply with applicable law.

2. Registration

2.1 Guarding your Password

You will be given a password after being accepted as a client. You are responsible for maintaining the confidentiality of your password and account. You are fully responsible for all activities that occur using your password or account. Please notify us immediately of any unauthorized use of your password or account or any other breach of security. We will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. You may not use anyone else’s password at any time or pass along/share your dedicated password to anyone.

2.2 License obligation

You are responsible to obtain all licenses and permits that are required to sell your goods and services if applicable, and to make sure that your goods and services comply with applicable laws in your jurisdiction.

2.3 Prohibited Accounts

Use of the Services is subject to the laws and regulations of Switzerland. You agree and acknowledge that your use of the Services does and will permanently comport with any applicable laws and regulations.

3. Your Sales

3.1 Invoices and Records

You must keep all records needed for fulfilling the sale process to your customer /buyer and providing any post-sale support to your customer/buyer. If the sale of the item requires any government registration of the sale of the goods/services, you are responsible for such registration.

3.2 Customer Verification

You are solely responsible for obtaining and safeguarding any information required of those who purchase your goods or services. For instance, if applicable law prohibits a sale to persons under the age of 18 years, you must ensure that the buyer is at least 18 years of age. Similarly, if applicable law requires that a buyer´s identity be verified, you must verify the buyer´s identity. We will not be responsible for your failure to adequately verify your buyer´s identities or qualifications.

3.3 Representation and Warranties

Your use of the Services is subject to several important restrictions. Specifically, you represent and warrant to us that:
Your use of the Services will not contravene any applicable international, federal, state or local law or regulation, including applicable tax laws and regulations, and that your use of the Services will not violate the laws Terms of Use of Switzerland or the jurisdiction you are operating in or from.

3.4

You have the right, power and ability to enter into and perform under these Terms.

3.5 Our Right to Reject

We reserve the right to decline to process a transaction if we believe that it violates these Terms or would expose you, other merchants, buyers, or other parties to harm. If we reasonably suspect that your BTC Express account has been used for any illegal purpose, you authorize us to share information about you, your BTC Express account, and your account activity with law enforcement.

3.6 Our Right to Inspect

We do not issue any virtual currency whatsoever to our Clients. All virtual currency, including, but not limited to, Bitcoin (“XBT”), exchanged or traded by and between you and us, originates from our own stock. The Company does not have access to any third-party accounts to obtain virtual currency.

4. Third Parties

4.1 Your Use of Third-Party Services

In using the BTC Express website or the Services, you may be offered services, products and promotions provided by third parties. If you decide to use these third-party services, you do so at your own risk and are solely responsible for reviewing, understanding and complying with the associated terms and conditions. We expressly disclaim any liability for the third-party services and are not responsible for the performance of the third-party services or providers.

4.2 Our Use of Third-Party Services

BTC Express may subcontract any and all services to Third-Party suppliers and contractors without the prior consent of the client. BTC Express will perform a due diligence on any Third-Party suppliers and their ability to carry out their services. The merchant shall not hold liable BTC Express for any damages resulting from Third-Party services, except for gross negligence or willful misconduct.

4.3 Security

We have implemented security measures designed to secure your information from accidental loss and unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized persons will never gain access to your information, and you acknowledge that you provide your information at your own risk, except as otherwise provided by applicable law.

5. Our Ownership of the Services and the BTC Express Website

You agree and acknowledge that we own all rights, titles and interests to and in the Services, the associated software, technology tools and content, the BTC Express website, the content displayed on the website, and other materials produced by and related to BTC Express (collectively, the BTC Express IP). You are only permitted to use the Services and the BTC Express IP to accept and receive payments, according to these Terms. When you accept the Terms, we grant you a personal, limited, revocable and non-transferable license to use the BTC Express IP, without the right to sublicense. You shall not rent, lease, sublicense, distribute, transfer, copy, reproduce, download, display, modify or timeshare the BTC Express IP or any portion thereof, or use the BTC Express IP as a component of or a base for products or services prepared for commercial sale, sublicense, lease, access or distribution. You shall not prepare any derivative work based on the Company IP, nor shall you translate, reverse engineer, decompile or disassemble the Company IP.

6. Advertising

By mutual consent, we may publish your corporate name, artwork, text and logo (Merchant Content) on the BTC Express website and promotional materials to acknowledge you as our customer. You represent and warrant to us that you have the right to provide the Merchant Content to us, and that the use, copying, modification and publication of the Merchant Content by us: (a) will not infringe, violate or misappropriate any third party copyright, patent, trade secret or other proprietary rights, (b) will not infringe any rights of publicity or privacy, and (c) will not be defamatory or obscene or otherwise violate any law.

7. Fees & Settlement

7.1 Invoices

Any BTC Express invoice becomes due immediately. We reserve the right to change our fee structure and pricing. Your continued use of the Services after we notify you of any changes in our fees constitutes your acceptance of such change.

7.2 Gateway restriction

If we need to conduct an investigation or resolve any pending dispute related to your BTC Express account, we may restrict access to your gateway account.

8. Account Termination

8.1 Your Right to Close Your Account

You may close your BTC Express account at any time. You will still be obligated to us for any fees incurred, if applicable, before the closure.

8.2 Our Right to Close or Suspend Your Account

We may terminate these Terms and close your account, at our discretion, upon notice to you via email or phone communication. We may also suspend your access to the Services if we suspect that you have failed to comply with these Terms, pose an unacceptable fraud risk to us, or if you provide any false, incomplete, inaccurate or misleading information. We will not be liable to you for any losses that you incur in connection with our closure or suspension of your account.

8.3 Effect of Account Closure

If your BTC Express account is closed, you agree:

  • to continue to be bound by these Terms,
  • to immediately stop using the Services,
  • that the license provided under these Terms shall end,
  • that we reserve the right (but have no obligation) to delete all of your information and account data stored on our servers, and
  • that we shall not be liable to you or any third party for termination of access to the Services or for deletion of your information or account data.

9. Indemnification

You agree to indemnify BTC Express, its affiliated and related entities, any contracted Third-Party Suppliers and any of its officers, directors, employees and agents from and against any claims, costs, losses, liabilities, damages, expenses and judgments of any and every kind (including, without limitation, costs, expenses, and reasonable attorneys’ fees) arising out of, relating to, or incurred in connection with any claim, complaint, action, audit, investigation, inquiry, or other proceeding instituted by a person or entity that arises or relates to:

  • any actual or alleged breach of your representations, warranties, or obligations set forth in these Terms;
  • your wrongful or improper use of the Services;
  • the products or services sold by you through the Services, including but not limited to any claims for false advertising, product defects, personal injury, death or property damage; or
  • any other party’s access or use of the Services with your account information.

10. Limitation of Liability

IN NO EVENT WILL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES OR ANY LOSS, THEFT, DISAPPEARANCE, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST DATA OR OTHER INTANGIBLE LOSSES THAT RESULT FROM THE USE OF, INABILITY TO USE, OR UNAVAILABILITY OF THE SERVICES, REGARDLESS OF THE FORM OF ACTION AND WHETHER OR NOT WE KNEW THAT SUCH DAMAGE MAY HAVE BEEN INCURRED. IN NO EVENT, EXCEPT GROSS NEGLIGENCE AND WILLFULL INTENT, WILL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING, VIRUS TRANSMISSION OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES, YOUR BTC Express ACCOUNT, OR ANY INFORMATION CONTAINED THEREIN. IN NO EVENT, EXCEPT GROSS NEGLIGENCE AND WILLFULL INTENT, WILL OUR LIABILITY FOR ANY DAMAGES ARISING IN CONNECTION WITH THE SERVICES EXCEED THE FEES EARNED BY US IN CONNECTION WITH YOUR USE OF THE SERVICES DURING THE 6 MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM FOR LIABILITY. THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

11. Miscellaneous

11.1 Assignment

You may not transfer or assign these Terms, or any rights granted by these Terms. You agree and acknowledge that we may assign or transfer these Terms.

11.2 Severability

Should any provision of these Terms be determined to be invalid or unenforceable under any law, rule, or regulation, such determination will not affect the validity or enforceability of any other provision of this Agreement.

11.3 Waivers

Our failure to assert any right or provision in these Terms shall not constitute a waiver of such right or provision, and no waiver of any term shall be deemed a further or continuing waiver of such or other term.

11.4 Entire Agreement

These Terms, including the Privacy Policy referenced herein and BTC Express Data Sheet, represent the entire understanding between us and you with respect to the matters discussed. Headings are included for convenience only, and shall not be considered in interpreting these Terms.

11.5 Notices

You agree to accept communications from us in an electronic format, and agree that all terms, conditions, agreements, notices, disclosures or other communications that we provide to you electronically will be considered to be “in writing.”

11.6 Governing Law; Arbitration

These Terms will be governed by and construed in accordance with the laws of Switzerland without reference to conflict of law or choice of law provisions. If a disagreement or dispute in any way involves the Services or these Terms and cannot be resolved between you and us with reasonable effort, the disagreement or dispute shall be resolved exclusively by final and binding administration by the Courts of Switzerland. You agree that any arbitration shall be held in Switzerland, or at any other location that is mutually agreed upon. You agree that the arbiter will apply the laws of Switzerland, and will honor and agree to all applicable statutes of limitation. You agree that, unless prohibited by law, there shall be no authority for any claims to be arbitrated on a class or representative basis, and arbitration will only decide a dispute between you and us. Arbitration proceedings must be initiated within 1 year after the disagreement or dispute arises. If any part of this Arbitration clause is later deemed invalid as a matter of law, then the remaining portions of this section shall remain in effect, except that in no case shall there be a class arbitration.

11.7 Amendment

We may update or change these Terms from time to time by posting the amended Terms on our website. Such updates or changes shall be effective at the time of posting. If you continue to use the Services after we provide notice of such changes, your continued use constitutes an acceptance of the amended Terms and an agreement to be bound by them. If you do not agree to the amended Terms, you must close your BTC Express account per the termination section of this agreement and discontinue your use of the Services.

11.8 Force Majeure

Neither you nor we will be liable for delays in processing or other nonperformance caused by such events as fires, telecommunications, utility, or power failures, equipment failures, labor strife, riots, war, nonperformance of our vendors or suppliers, acts of God, or other causes over which the respective party has no reasonable control; provided that the party has procedures reasonably suited to avoid the effects of such acts.