Legal Information

PLEASE READ THIS USER AGREEMENT CAREFULLY. BY CLICKING “I AGREE”, REGISTERING FOR A BITVO ACCOUNT OR BY ACCESSING OR USING THE BITVO PLATFORM, YOU AGREE TO BE LEGALLY BOUND BY THIS USER AGREEMENT AND ALL TERMS INCORPORATED BY REFERENCE.

There are important legal terms provided below, including your indemnification responsibilities, our limitation of liability and warranty disclaimers, and your agreement to arbitrate most disputes. Please take the time to read these terms carefully. You can always contact us through support if you have any questions at support@bitvo.growmeconsulting.ca.

If you are a resident of Quebec and you wish to receive a French language version of the User Agreement (as defined below), please send us a request at support@bitvo.growmeconsulting.ca. Si vous êtes resident(e) de Quebec and vous désirez recevoir une version française de l’Accord Utilisateur, veuillez demandez à support@bitvo.growmeconsulting.ca.

This user agreement, including any terms expressly incorporated herein, (the “User Agreement ” or “Agreement”) forms and agreement between Bitvo Inc. (“Bitvo”) and you and applies to your access to and use of the Bitvo Platform (as defined below).

1. Recitals
   1. By signing up to the Bitvo Platform and opening an account or by otherwise accessing or using the Bitvo Platform, you are agreeing to enter into the User Agreement between you and Bitvo.
   2. You are to read the complete User Agreement carefully to understand what you are agreeing to in order to use the Bitvo Platform. If you consider any term or condition of the User Agreement to be unacceptable, please do not visit, access or use the Bitvo Platform.
   3. By logging into or otherwise accessing your account following any amendment to the User Agreement, you are agreeing to enter into the User Agreement, as amended from time to time, by and between you and Bitvo and to be legally bound by its terms and conditions, including any changes.
   4. If you decide to engage in trades, you should fully understand how crypto assets work, know the many types of risk involved and understand that you may lose the entire value of any Crypto Assets that you hold. Please don’t use the Bitvo Platform if you do not understand these risks.
   5. You should never access the Bitvo Platform from an unsecured or public computer or network.
   6. By accessing the Bitvo Platform, you are agreeing that you will not engage in illegal, immoral, or unethical activities, lie, or do anything that would cause damage to Bitvo’s services or systems or to its reputation or the reputation of our partners, such as Banks.
2. Eligibility
   1. By logging into your Bitvo Account or authenticating to our application program interface (“API”) with your API key or otherwise using or accessing Bitvo’s websites or the Bitvo Platform, you are agreeing to enter into and be bound by the terms of this User Agreement.
   2. Bitvo may not make the Bitvo Platform available in all markets and jurisdictions, and may restrict or prohibit use of the Bitvo Platform from certain jurisdictions or regions (“Restricted Locations”). The current list of Restricted Locations may be found at Bitvo Restricted Locations and may be updated by Bitvo at any time without notice. In addition, Bitvo may suspend, restrict, prohibit or terminate use of the Bitvo Platform from any areas, regions or addresses in its sole discretion at any time without notice.
   3. If you are registering to use the Bitvo Platform on behalf of a legal entity, you represent and warrant that: (i) such legal entity is duly organized and validly existing under the Applicable Laws of the jurisdiction of its organization; and (ii) you are duly authorized by such legal entity to act on its behalf.
3. Personal Information
   1. In order to use the Bitvo Platform, you must provide us with personal information to verify your identity and complete our AML/KYC program (“AML Program”). You may be required to provide additional information from time to time, in order to continue using the Bitvo Platform or to use additional services made available as part of the Bitvo Platform.
   2. By using the Bitvo Platform, you hereby authorize us to verify your identity, at any time as required by Bitvo, including to query for personal, External Account and identity information held by third parties, to confirm the information you submit about your External Account(s) and to take such action as we determine is necessary or prudent based on the results of such inquiries or otherwise in connection with our AML Program.
   3. You hereby further consent to us receiving your personal information for the purposes of providing the Bitvo Platform to you, and you authorize any and all third parties to which such inquiries or requests may be directed, to respond to our inquiries or requests and to share your personal information with us for the purposes of providing the Bitvo Platform to you and for regulatory and compliance purposes.
   4. Privacy Policy. Please refer to our Privacy Policy at https://bitvo.growmeconsulting.ca/legal for information about how we collect, use and share your information.
4. Access to your Bitvo Account
   1. Bitvo makes no guarantee or representation regarding the amount of time it may take to open your Bitvo Account or complete our AML Program requirements.
   2. Number of Bitvo AccountsBitvo may, in its sole discretion, limit the number of Bitvo Accounts that you may hold, maintain or acquire.
   3. Bitvo Account InformationIn order to engage in any transactions on the Bitvo Platform, you must create a Bitvo Account and provide any requested information.
   4. Bitvo Account securityWhen you create a Bitvo Account, you agree to:
      1. create a strong password that you do not use for any other website or online service;
      2. provide accurate and truthful information;
      3. maintain and promptly update your Bitvo Account information;
      4. maintain the security of your Bitvo Account by protecting your password andrestricting access to your Bitvo Account;
      5. promptly notify us if you discover or otherwise suspect any security breaches related to your Bitvo Account; and
      6. take responsibility for all activities that occur on or otherwise in connection with your Bitvo Account and accept all risks of any authorized or unauthorized access to your Bitvo Account, to the maximum extent permitted by law.
   5. Secondary AccessYou agree that you will not grant any person access to your Bitvo Account, except as expressly allowed by Bitvo, and in no circumstance will you grant any person access to your Bitvo Account in violation of Applicable Laws.
   6. Credential ConfidentialityYou agree that your Bitvo Account login credentials and other required forms of authentication, if applicable, have been chosen by you, if applicable. You agree to keep all login credentials and other forms of authentication, including your API keys, if any, confidential and separate from each other, as well as separate from any other information or documents relating to your Bitvo Account.
   7. Account HistoryYour transaction history (“Transaction History”) is always available on Bitvo.
      1. Your Transaction History contains all of your trading history, including pending transactions, deposits and withdrawals, as well as your Bitvo Account balances. Your Transaction History is not a valuation tool and should not be regarded or used as such.
      2. We will use commercially reasonable efforts to ensure that the information contained in the notices we send to you and in your Transaction History is accurate and reliable, however, errors may occur, although such errors in a notice or Transaction History record will not impact the actual metrics or results in respect of a given transaction.
      3. We may archive Transaction History from time to time and there may be costs and time delays associated with requesting Transaction History that is older than ninety (90) days from the request date.
   8. Account Review and AcknowledgementIt is your sole responsibility to review your Transaction History and any notices.
      1. You are deemed to review and approve your Transaction History and all notices on a monthly basis within fifteen (15) days of month end.
      2. If you are unable to do so for any reason or if you do not receive expected communications from Bitvo or if you notice any errors in your Transaction History, you are responsible to notify us at support@bitvo.growmeconsulting.ca immediately.
   9. Representations and WarrantiesYou:
      1. are of legal age to form a binding contract in your jurisdiction;
      2. have not previously been suspended or removed from using our Bitvo Platform;
      3. have full power and authority to enter into this Agreement and in doing so will not violate or conflict with any other agreement to which you are a party;
      4. are not located in, under the control of, or a national or resident of any Restricted Locations;
      5. are not the subject or the target of any sanctions administered or enforced by the Canadian Government, the United States Government, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (including, without limitation, the designation as a “politically exposed person”, “politically exposed foreign person”, “heads of an international organization”, “specially designated national” or “blocked person”) or on any blacklist or restricted list of any of our partners, including Banks;
      6. are not an individual who is a “politically exposed person”, “politically exposed foreign person”, “heads of an international organization” as defined under AML Legislation;
      7. are not a family member or close associate of an individual who is designated as a “politically exposed person”, “politically exposed foreign person”,“heads of an international organization”, “specially designated national” or “blocked person” under AML Legislation or Applicable Laws or on any blacklist or restricted list of any of our partners, including Banks;
      8. will not use the Bitvo Platform if any Applicable Laws prohibit you from doing so in accordance with this Agreement; and
      9. are using and will only use the Bitvo Platform for your own benefit on your own behalf and not on behalf of or for the benefit of any other person or entity.
5. Funds and Funding
   1. Funding your Bitvo AccountIn order to complete an order or trade on the Bitvo Platform (as described in Section 6), you must first load Funds to your Bitvo Account using one of the approved External Accounts identified via the Bitvo Platform.
      1. You represent, warrant and covenant to us that you control the External Account that you use to load Funds to your Bitvo Account and you may be required to verify and validate that fact at any time from time to time.
      2. You may be charged fees by the External Account you use to fund your Bitvo Account.
      3. Bitvo is not responsible for any External Account fees or for the management and security of any External Account. You are solely responsible for your use of any External Accounts, and you agree to comply with all terms and conditions applicable to any External Accounts.
      4. The timing associated with a load transaction will depend in part upon the performance of third parties responsible for maintaining the applicable External Account, and Bitvo makes no guarantee or representation regarding the amount of time it may take to load Funds into your Bitvo Account.
   2. ScreeningYou acknowledge and agree that we may, directly or through a third-party service provider, conduct screening and due diligence on the source of any Funds to be deposited to your Bitvo Account. You acknowledge and agree that if we identify any concerns, in our sole discretion, regarding the source of such Funds, we may freeze such Funds until such concerns are resolved or take any other appropriate actions in accordance with Applicable Laws or our AML Program. To the extent appropriate and allowable by Applicable Laws, we will notify you of the details of any such concerns and work with you to resolve any such concerns. You acknowledge and agree that we may be required by Applicable Laws to remit all or a portion of any such Funds to law enforcement or other governmental or regulatory authority and we will comply with any such legal requirement.
   3. Funds Held in your Bitvo AccountLegal Tender held in your Bitvo Account is exclusively for the purchase of Crypto Assets or withdrawal to your approved External Account. All Legal Tender proceeds from the sale of Crypto Assets will be credited to your Bitvo Account, less any transactional or other fees.
      1. Bitvo will not pay interest on any fiat balances held in your Bitvo Account. You acknowledge and agree that this does not create nor represent a banking relationship or any other relationship by and between you and any financial institution with which Bitvo has an agreement.
      2. You acknowledge and agree that Legal Tender held in your Bitvo Account is not covered under deposit protection insurance.
   4. Pushing Funds to an External Account
      1. Provided that the balance of Funds in your Bitvo Account is greater than any minimum balance requirements needed to satisfy any of your open positions and you have successfully completed the verification procedures required by Bitvo, you may transfer Funds from your Bitvo Account to an External Account controlled by you, less any fees charged by Bitvo for such transactions (as described in the Fee Schedule at the time of your request to push Funds to an External Account).
      2. You agree that you will not hold Bitvo liable for any costs or damages resulting from your failure to complete all verification procedures required by Bitvo or any errors or omissions in providing information to Bitvo.
      3. The maximum amount of Funds that you may transfer from your Bitvo Account to an External Account may vary depending on the method you choose to transfer such Funds (see Withdrawal Fees in the Fee Schedule).
      4. You will not be able to transfer a greater amount of Funds than the total amount of Funds in your Bitvo Account in excess of any minimum balance requirements needed to satisfy any of your open positions and any fees owed to Bitvo.
      5. You represent, warrant and covenant to us that you control the External Account that you use to transfer Funds to your Bitvo Account and you may be required to verify that.
      6. Bitvo may reject any transfer of Funds to an External Account for any reason, including, but not limited to, if we are concerned that the External Account is not held or controlled by you or if we have reason to believe the External Account has been used for an illegal, immoral, unethical or improper purpose. You agree that you will not hold Bitvo liable for any costs or damages resulting from such rejected transactions.
      7. The timing associated with a withdrawal transaction may depend in part upon the performance of third parties responsible for maintaining the applicable External Account, and Bitvo makes no guarantee or representation regarding the amount of time it may take to withdraw Funds from your Bitvo Account. You agree that you will not hold Bitvo liable for any costs or damages resulting from timing delays or withdrawal restrictions associated with any withdrawal of Funds to an External Account.
   5. Load/Push AuthorizationWhen you request that we load Funds into your Bitvo Account from your External Account or request that we push Funds to your External Account from your Bitvo Account, you irrevocably authorize Bitvo to execute such transaction on the Bitvo Platform and represent and warrant to Bitvo that such External Account is your own External Account and not the External Account of, or on behalf of, any other person.
   6. Rejected TransactionsIn some cases, the External Account may reject your Funds or may otherwise be unavailable. You agree that you will not hold Bitvo liable for any costs or damages resulting from such rejected transactions and that Bitvo will pass through to you any fees charged to Bitvo resulting from such rejected transactions. We reserve the right to reject any attempted deposit of Funds into your Bitvo Account if it does not originate from your own External Account.
   7. Crypto Asset Deposits and WithdrawalsCrypto Asset deposits will generally be credited to your Bitvo Account after the number of network confirmations required by Bitvo have occurred on the blockchain or distributed ledger for such Crypto Asset. Crypto Asset withdrawals will typically be processed at the speed of the Crypto Asset network. In certain situations, deposits or withdrawals of Crypto Assets may be delayed due to downtime or congestion of or disruptions to a crypto asset network. You consent to Bitvo validating any Crypto Asset deposits or withdrawals and you agree to cooperate with Bitvo and provide any information necessary if Bitvo identifies suspicious activity associated with a Crypto Asset Wallet.
   8. Source of FundsYou agree, represent and warrant that all Funds in your Bitvo Account and Funds exchanged or to be exchanged by you in the future on Bitvo:
      1. were not obtained or derived, directly or indirectly, as a result of illegal activities;
      2. are not intended to be used, directly or indirectly, in order to carry out a criminal offense, a terrorist activity or for the benefit of a terrorist group;
      3. are not owned or controlled by a terrorist group;
      4. are not being tendered on behalf of a person or entity who has not been identified to you; and
      5. you are not a person or entity identified on a list established under section 83.05 of the Criminal Code (Canada) or in any Regulations made under the United Nations Act (Canada) or the Special Economic Measures Act (Canada) or any other federal legislation or regulation in Canada or elsewhere which takes legislative measures against terrorist, terrorist groups and other listed and sanctioned individuals and entities (collectively, “AML Legislation”).

      You may not receive Funds in your Bitvo Account from a sender other than yourself. Any Funds you receive from a sender other than yourself will be considered unauthorized.

      In accordance with Applicable Laws (including the AML Legislation) and our AML Program, we reserve the right to investigate the source of any Funds in your Bitvo Account and determine, in our sole discretion, how to handle the disposition of any unauthorized Funds or Funds which we suspect may have been deposited in breach of this Agreement (including the representations and warranties herein). This may include, where required or requested, to disclose your name and other information relating to you, on a confidential basis, pursuant to Applicable Laws (including the AML Legislation) and you are deemed to have agreed to such disclosure. Following our review of any Funds in question and the circumstances by which you received them, we may determine not to return your Funds or not to complete your requested transaction. You agree that you will not hold Bitvo liable for any costs or damages resulting from any such determination.

   9. Ownership of FundsYou retain legal title, ownership and control over all Funds in your Bitvo Account. Bitvo shall have no ownership rights in such Funds. Bitvo shall exercise no control over such Funds, except as required to comply with Applicable Laws or as authorized by you.
   10. No Agency RelationshipYou acknowledge and agree that neither this Agreement nor your use of the Bitvo Platform creates any joint venture, partnership, employment or agency relationship between you and Bitvo in connection with the Bitvo Platform, your Funds or otherwise.
   11. Unsolicited TransfersYou acknowledge and agree that if you or a third-party deposits unsupported Crypto Assets into a Crypto Asset address that we control:
       1. Bitvo has the right to and will account for any such Crypto Asset as our property; and
       2. such a deposit does not create a relationship between Bitvo and the sender and does not create any obligations for Bitvo relating to the sender.
6. Platform Orders and Trades
   1. This Section applies only when you use the Bitvo Platform to trade Crypto Assets for Legal Tender or vice versa, or to trade Crypto Assets for another form of Crypto Assets. When your order matches with Bitvo on the Bitvo Platform, a trade occurs. Each trade is recorded on our internal ledger and reflected through automatic adjustments to your Bitvo Account. All trading on the Bitvo Platform occurs “off-chain” and is not broadcast to a given blockchain or distributed ledger.
   2. AuthorizationWhen you submit a new order on the Bitvo Platform, you authorize Bitvo to execute a trade in accordance with such order on a spot basis and charge you any applicable fees (as described in Section 9 below).We are a full reserve platform – you must deposit Funds prior to placing and order and you are not permitted to place an order unless you have enough Funds in your Bitvo Account to satisfy your order (including any applicable fees). You agree that it is your responsibility to cancel any order (in whole or in part) that you do not want to be filled.You agree and understand that we do not guarantee that any order you place will be filled. You agree and acknowledge that orders may be subject to, and we have no liability for, delays, difficulties or conditions affecting transmission or execution over which we have no control, including mechanical or electronic failure or market congestion. Bitvo offers liquidity to clients on the Bitvo Platform by entering orders on both sides of the market. These orders are obtained by Bitvo by connecting via Application Programming Interface (“API”) to various Liquidity Providers, and adding a small spread earned by Bitvo. All clients orders on the Bitvo Platform match with Bitvo’s orders.All orders placed on the Bitvo Platform must be made in good faith for the purpose of executing bona fide transactions.
   3. Compliance ChecksYou agree and understand that we reserve the right to require any or all orders to pass automated compliance checks. If your order is flagged for review by any of these checks or otherwise meets certain defined criteria, it may require our manual review and approval.
      1. We will use commercially reasonable efforts to review such orders on a timely basis, but we will not be liable for any delays.
      2. The status of your order may be viewed on the Bitvo Platform.
      3. We may modify or cancel any order that has been flagged for review.
      4. We may require you to confirm your order via telephone or another form of authentication before we allow such order to be executed. You agree that you will not hold Bitvo liable for any costs or damages resulting from such modified or cancelled order.
   4. Independent relationshipYou acknowledge and agree that: (i) Bitvo is not acting as your broker, intermediary, agent, or advisor or in any fiduciary capacity; and (ii) Bitvo does not provided legal, tax, investment or other advice and no communication or information provided to you by Bitvo can be considered or construed as advice.
   5. Trade confirmationOnce the Bitvo Platform executes your trade, a confirmation will be electronically made available through the Bitvo Platform detailing the particulars of the trade. You acknowledge and agree that the failure of the Bitvo Platform to provide such confirmation will not prejudice or invalidate the terms of such trade. All executed trades are final and irreversible.
   6. Trade optionsYou agree that if you do not understand the meaning of any trade option, then you will not utilize that trade option.
   7. Market ratesIf you select a market trade, Bitvo will attempt, on a commercially reasonable basis, to execute the trade on or close to the prevailing market exchange rate, as defined on the Bitvo Platform. You acknowledge and agree that the Crypto Asset market price and exchange rate information made available via the Bitvo Platform may differ from prevailing market price and exchange rates made available via other sources outside of the Bitvo Platform.
   8. Market volatilityParticularly during periods of high volume, illiquidity, fast movement or volatility in the marketplace for any Crypto Assets or Legal Tender, the actual market rate at which a market order or trade is executed may be different from the prevailing rate indicated on the Bitvo Platform at the time of your order or trade. You understand that we are not liable for any such price fluctuations.In the event of a market disruption or Force Majeure Event, Bitvo may do one or more of the following: (i) suspend access to the Bitvo Platform; or (ii) prevent you from completing any actions on or through the Bitvo Platform, including closing any open positions.Following any such event, when trading resumes, you acknowledge that prevailing market rates may differ significantly from the rates available prior to such event. You acknowledge that Bitvo may purchase and sell Crypto Assets on its own account and that such purchases and sales may have an impact on market rates and market volatility.
   9. Trade SettlementSubject to the terms and conditions in this Agreement, we will use commercially reasonable efforts to settle trades on a spot basis within two (2) days of the date upon which users have agreed to execute a trade through the Bitvo Platform.
   10. Pending TransactionsA typical Crypto Asset transaction on the blockchain remains unconfirmed for a period of time pending confirmation of the transaction on the blockchain. While a transaction is pending, it is not complete. Funds associated with pending transactions are not included in your Bitvo Account balance and may not be used to conduct trades.
   11. Clearly Erroneous TransactionsWe consider a trade transaction to be clearly erroneous when its price is substantially inconsistent with the market price at the time of execution.
       1. You are responsible for ensuring that the appropriate price and order type is entered into the Bitvo Platform.
       2. If we determine a transaction to be clearly erroneous, we may rescind it or declare it null and void, in whole or in part, even if you do not agree to cancel or modify it. You agree that you will not hold Bitvo liable for any costs or damages resulting from such modified or cancelled transaction.
       3. The following factors will be relevant to our determination as to whether a transaction was clearly erroneous: (a) suspicious trading activity; (b) an obvious error in a term of the order (including price or quantity or other trading metrics); (c) a disruption or malfunction in the operation of any trading system or component of the Bitvo Platform, Bitvo, a Bitvo Service Provider or a Crypto Asset network; or (d) extraordinary market conditions or other circumstances in respect of which the nullification or modification of a trade transaction may be necessary.
7. General Obligations
   1. Conditions and RestrictionsWe may, at any time and in our sole discretion, refuse any trade submitted to the Bitvo Platform, impose limits on the trade amount permitted on the Bitvo Platform or impose any other conditions or restrictions upon your use of the Bitvo Platform without prior notice. For example, we may limit the number of open orders that you may establish on the Bitvo Platform or we may restrict transactions from certain locations.
   2. Accuracy of InformationYou must provide any information required when creating a Bitvo Account or when prompted by any screen displayed within the Bitvo Platform. You represent and warrant that any information you provide through the Bitvo Platform is accurate and complete.
   3. Cancellations
      1. You may only cancel an order initiated through the Bitvo Platform if such cancellation occurs before Bitvo executes the transaction. Once your order has been executed, you may not change, withdraw or cancel your authorization for Bitvo to complete such transaction.
      2. If an order has been partially filled, you may cancel the unfilled remainder unless the order relates to a market trade.
      3. Bitvo reserves the right to refuse any cancellation request associated with a market order once you have submitted such order.
      4. In contrast to exchange orders, all trade transactions are irreversible once initiated. While we may, at our sole discretion, reverse a trade under certain extraordinary conditions, a customer does not have a right to a reversal of a trade.
   4. Insufficient FundsIf you have an insufficient amount of Funds in your Bitvo Account to complete an order on the Bitvo Platform, we may cancel the entire order or may fulfill a partial order using the amount of Funds currently available in your Bitvo Account, less any fees owed to Bitvo in connection with our execution of the trade (as described in Section 9 below).
   5. TaxesIt is your responsibility to determine what, if any, taxes apply to the transactions you complete on the Bitvo Platform, and it is your responsibility to report and remit the correct tax to the appropriate tax authority. You agree that Bitvo is not responsible for determining whether taxes apply to your trades or for collecting, reporting, withholding or remitting any taxes arising from any transactions. Bitvo will cooperate and comply with any order, inquiry, investigation or decision of a legal or governmental authority, which we reasonably and in good faith believe to be valid.
8. Acceptable Use
   1. Conduct with BitvoAny use of inappropriate or abusive language or behaviour, including threats, harassment, aggression or disrespectful behaviour, towards any Bitvo Service Provider is strictly prohibited. If you engage in this type of behaviour, we will ask you to stop and may terminate your Bitvo Account.
   2. When accessing or using the Bitvo Platform, you agree that you will not violate any law, contract, intellectual property or other third-party right or commit a tort, and that you are solely responsible for your conduct while using the Bitvo Platform.
   3. Without limiting the generality of the foregoing, you agree that you will not:
      1. Use the Bitvo Platform in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Bitvo Platform, or that could damage, disable, overburden or impair the functioning of the Bitvo Platform in any manner;
      2. Use the Bitvo Platform to pay for, support or otherwise engage in any illegal gambling activities; fraud; money-laundering; terrorist activities; terrorist financing activities; or other illegal activities;
      3. Use any robot, spider, crawler, scraper or other automated means or interface not provided by us to access the Bitvo Platform or to extract data;
      4. Use or attempt to use another user’s account without authorization;
      5. Attempt to circumvent any content filtering techniques we employ, or attempt to access any service or area of the Bitvo Platform that you are not authorized to access;
      6. Create or execute fictitious transactions or place any order for a fictitious transaction with knowledge of its nature;
      7. Engage in, assist in or attempt any action to manipulate the Bitvo Platform in any manner whatsoever, including making any orders to generate unnecessary volatility or create a condition in which prices do not or will not reflect fair market values;
      8. Develop any third-party applications that interact with the Bitvo Platform without our prior written consent;
      9. Engage in any act detrimental to Bitvo, the Bitvo Service Providers, any partners or contractors of Bitvo, the Bitvo Platform, including abusive, disruptive, fraudulent, non-competitive or unfair actions or practices;
      10. Provide false, inaccurate, or misleading information; or
      11. Encourage or induce any third party to engage in any of the activities prohibited under this Section.
   4. Unclaimed PropertyIf for any reason Bitvo is holding Funds in your Bitvo Account on your behalf, and Bitvo is unable to return your Funds to your designated External Account after a period of inactivity, then Bitvo may report and remit such Funds in accordance with applicable unclaimed property laws.
   5. Regulatory Request or Legal Process
      1. If Bitvo receives any writ of attachment, execution, garnishment, tax levy, order, subpoena, warrant or other legal process or request from a regulatory, tax, judicial or other governmental authority, which we reasonably and in good faith believe to be valid, we will comply with such process or request. We may, but are not required to, notify you of such process. We may charge you for associated costs and legal process fees incurred by us in connection with any such legal process or request. You agree that you will not hold any of the Bitvo Service Providers liable for any costs or damages resulting from our compliance with any bona fide investigation or legal process.
      2. You agree that any Bitvo Service Provider may comply with any legal process, regardless of the method or location of service.
      3. Your obligations and the obligations of each user of the Bitvo Platform as set forth in this Agreement are necessary and reasonable in order to protect us and our business. You expressly agree that due to the uniqueness of our business, monetary damages would be inadequate to compensate us for any breach by you of your responsibilities, obligations and agreements set forth in this Agreement. As a result, you acknowledge and agree that any violation or breach, or any threatened violation or breach, of your obligations under this Agreement would cause irreparable injury to us and that, in addition to any other remedies that me be available to us in law, in equity or otherwise, we are entitled to obtain injunctive relief against any continued breach or threatened breach of this Agreement, without needing to prove actual damages.
   6. Feedback and User SubmissionsYou acknowledge and agree that we own exclusive rights, including all intellectual property rights, to any feedback, submissions, suggestions, ideas or other information or materials regarding Bitvo or the Bitvo Platform that you provide, whether by email, posting through the Bitvo Platform or otherwise (“Feedback”). Any Feedback you submit to us is non-confidential and becomes our sole property upon receipt. We will be entitled to the unrestricted use, dissemination and exploitation of such Feedback for any purpose, commercial or otherwise, and we will have no obligation to acknowledge or compensate you for such Feedback. You waive any rights you may have to the Feedback (including any copyrights or moral rights). You agree that you will not send us Feedback if you expect to be paid or want to continue to own or claim rights in your Feedback. We also have the right to disclose your identity to any third party who is claiming that any content posted by you constitutes a violation of their intellectual property rights, or of their right to privacy. We have the right to remove any submission or posting you make on our website if, in our opinion, it infringes on a third party’s intellectual property rights or right to privacy or otherwise is inconsistent with our content standards for the website.
9. Fees
   1. Amount of FeesYou agree to pay Bitvo all fees associated with or incurred by your use of Bitvo, including the fees for transactions completed through the use of the Bitvo Platform (“Fees”) as made available at https://bitvo.growmeconsulting.ca/fees/ (“Fee Schedule”). We may change the Fee Schedule from time to time. Any changes to the Fee Schedule are effective as of the effective date indicated in the posting of the revised Fee Schedule and will apply prospectively to any transactions that take place after the effective date of such revised Fee Schedule.
   2. Third-Party FeesIn addition to the Fees, your External Account may impose fees in connection with your use of your designated External Account via the Bitvo Platform. Any fees imposed by your External Account provider will not be reflected on the transaction screens containing information regarding applicable Fees. You are solely responsible for paying any fees imposed by an External Account provider.
   3. Payment of FeesYou authorize us, or our designated payment processor, to charge or deduct your Bitvo Account Funds for any applicable Fees owed in connection with transactions you complete on the Bitvo Platform.
   4. Right of Set-OffYou acknowledge and agree that we have the right to offset any negative balances in your Bitvo Account by selling or purchasing, as the case may be, the necessary number of Crypto Assets in your Bitvo Account to offset such balances, which sale or purchase will be at the market price for such Crypto Asset at the time of the sale. You acknowledge and agree that we have the right to debit from your Bitvo Account, in Legal Tender or, if you do not have insufficient funds as Legal Tender, by selling Crypto Assets in your Bitvo Account at the market price for such Crypto Asset at the time of the sale, any amounts owing by you to Bitvo or a Bitvo Service Provider under this Agreement or otherwise.
   5. Unpaid FeesIf you fail to pay Fees or any other amounts owed to Bitvo under this Agreement, Bitvo may charge you interest at the lesser of two (2%) percent per month or the maximum percentage permitted by Applicable Laws.
10. User Acknowledgements; Risk Disclosure
    1. Bitvo Platform Risk StatementPrior to opening and operating your Bitvo Account, you acknowledge having received, read, understood and agreed to a statement of risks (the “Bitvo Platform Risk Statement”). This includes instructions as to where a plain language description of each crypto asset has been made available through the Bitvo Platform (each a “Crypto Asset Statement”). The Bitvo Platform Risk Statement is incorporated by reference into this User Agreement and you agree that you will access and use the Bitvo Platform at your own risk.THE BITVO PLATFORM RISK STATEMENT CANNOT AND DOES NOT DISCLOSE ALL THE RISKS AND OTHER ASPECTS ASSOCIATED WITH THE CRYPTO ASSET TRANSACTIONS OR DEALINGS. You should carefully consider whether use of the Bitvo Platform is suitable for you in light of your circumstances and financial resources.
    2. Custody & Ownership of Funds
       1. You hereby appoint Bitvo to act as the custodian of the Crypto Assets in your Bitvo Account, to be held in trust by Bitvo for your benefit in accordance with this User Agreement, and Bitvo accepts such appointment and the obligations, duties, and responsibilities set out in this Agreement.
       2. The Crypto Assets held in trust in your Bitvo Account are fully-paid assets beneficially owned by you and not by Bitvo. Bitvo will record your Crypto Assets in its books as separate and apart from anyone else’s Crypto Assets and from Bitvo’s own property. Bitvo’s records will at all times provide for the separate identification of the Crypto Assets owned by each client. Except as required by Applicable Laws or as provided in Section 9.4, neither Bitvo nor any third party custodian which may hold your Crypto Assets on behalf of Bitvo will loan, hypothecate, pledge, or otherwise encumber any Crypto Assets in your Bitvo Account. Neither Bitvo nor any third party custodian which may hold Crypto Assets on behalf of Bitvo may use the Crypto Assets in your Bitvo Account in the conduct of its business.
       3. The Legal Tender held in trust in your Bitvo Account are fully-paid assets beneficially owned by you and not by Bitvo. Bitvo will record your Legal Tender in its books as separate and apart from anyone else’s Legal Tender and from Bitvo’s own property. Bitvo’s records will at all times provide for the separate identification of the Legal Tender owned by each client. Except as required by Applicable Laws or as provided in Section 9.4, Bitvo will not loan, hypothecate, pledge, or otherwise encumber any Legal Tender in your Bitvo Account. Bitvo may not use the Legal Tender in your Bitvo Account in the conduct of its business.
11. Electronic Notices
    1. Consent to Electronic DeliveryYou agree and consent to receive all communications, agreements, documents, receipts, notices and disclosures (collectively, “Communications”) that Bitvo provides in connection with your Bitvo Account and/or use of the Bitvo Platform electronically. You agree that Bitvo may provide these Communications to you by posting them on the Bitvo Platform, by emailing them to you at the email address you provide, and/or by sending an SMS or text message to a mobile phone number that you provide. Your carrier’s normal, messaging, data and other rates and fees may apply to any mobile Communications. You should maintain copies of electronic Communications by printing a paper copy or saving an electronic copy. You may also contact us through support at support@bitvo.growmeconsulting.ca to request additional electronic copies of Communications.
    2. Hardware and Software RequirementsIn order to access and retain electronic Communications, you will need a computer with an Internet connection that has a current web browser with cookies enabled and 128-bit encryption. You will also need to have a valid email address on file with Bitvo and have sufficient storage space to save past Communications or an installed printer to print them.
    3. Withdrawal of ConsentYou may withdraw your consent to receive electronic Communications by sending a withdrawal notice to support at support@bitvo.growmeconsulting.ca. If you decline or withdraw consent to receive electronic Communications, Bitvo may suspend or terminate your use of the Bitvo Platform.
    4. Updating Contact InformationYou are responsible for keeping your email address and/or mobile phone number on file with Bitvo current so that Bitvo can communicate with you electronically. You understand and agree that if Bitvo sends you an electronic Communication, but you do not receive it because your email address or mobile phone number on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, Bitvo will be deemed to have provided the Communication to you. If you use a spam filter that blocks or re-routes emails from senders not listed in your email address book, you should add Bitvo to your email address book so that you will be able to receive the Communications we send to you. You can update your email address, mobile phone number or street address at any time by logging into your Bitvo Account or by sending such information to support at support@bitvo.growmeconsulting.ca. If your email address or mobile phone number becomes invalid such that electronic Communications sent to you by Bitvo are returned, Bitvo may deem your account to be inactive, and you may not be able to complete any transaction via the Bitvo Platform until we receive a valid, working email address or mobile phone number from you.
12. Intellectual Property Rights
    1. Unless otherwise indicated by us, all right, title and interest, including all copyright and other intellectual property rights, in and to the Bitvo Platform (including all content and other materials contained thereon or otherwise provided in connection with the Solution, including, the Bitvo or Bitvo logo and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, “Bitvo Materials”), and all modifications, updates, adaptations, translations, customizations or derivative works thereof, are and will be the proprietary property of Bitvo or our licensors or suppliers. All rights not expressly granted to you in this Agreement are reserved.
    2. Subject to your compliance with this Agreement, we hereby grant you a limited, revocable, non-exclusive, non-transferrable and non-sublicensable license to use the Mobile Applications on your iOS-based or Android-based mobile device, as applicable, in accordance with this Agreement.
    3. Subject to your compliance with this Agreement, we hereby grant you a limited, revocable, nonexclusive and non-sublicensable license to access and use the Bitvo Materials for your personal or internal business use. Such license is subject to this Agreement and does not permit: (i) any resale of the Bitvo Materials; (ii) the distribution, public performance or public display of any Bitvo Materials; (iii) modifying or otherwise making any derivative uses of the Bitvo Materials, or any portion thereof; or (iv) any use of the Bitvo Materials other than for their intended purposes. The license granted under this Section will automatically terminate if we suspend or terminate your access to the Bitvo Platform.
    4. “Bitvo,” the Bitvo logo, and any other Bitvo product or service names, logos or slogans that may appear on our Bitvo Platform are trademarks of Bitvo, in Canada and in other countries, and may not be copied, imitated or used, in whole or in part, without our prior written permission. You may not use any trademark, product or service name of Bitvo without our prior written permission, including without limitation any metatags or other “hidden text” utilizing any trademark, product or service name of Bitvo. In addition, the look and feel of our Bitvo Platform, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of Bitvo 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 through our Bitvo Platform are the property of their respective owners. Reference to any products, services, processes or other information, by name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.
13. Third-party Content; Third-party ServicesIn using the Bitvo Platform, you may view content provided by third parties, including links to web pages of third parties, including but not limited to Facebook and Twitter links (“Third-Party Content”). We provide Third-Party Content for your convenience. We do not control, endorse or adopt any Third-Party Content and will have no responsibility for Third-Party Content, including without limitation material that may be misleading, incomplete, erroneous, offensive, indecent or otherwise objectionable. Additionally, if you have any business dealings or correspondence with third parties, such dealings or correspondence are solely between you and the third parties. We are not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or correspondence, and you understand that your use of Third-Party Content, and your interactions with third parties, is at your own risk.We may be provided with certain information, directly or indirectly, from a person regarding a variety of matters, including overall market data or quotations or data from crypto asset trading platforms, markets, dealers or miners. We may provide such information through Bitvo from sources that we believe are reliable, but we cannot guarantee that such information is accurate, complete and/or timely. You may only use such information for your own benefit. You may not reproduce, sell, distribute, store, create derivative works from or commercially exploit in any way such information without our prior written consent or the prior written consent of the originator of such information.We may use third parties to gather, review and transmit your data and activity from one or more of your financial institutions to us. By using the Bitvo Platform, you agree to grant the Bitvo Service Providers the right, power and authority to access and transmit your data, activity and personal and financial information from one or more of your financial institutions to us in accordance with their terms and conditions, privacy policy and/or other policies.We may also use third parties to gather, review and submit or facilitate the submission of your data and activity from us to regulatory authorities on our behalf. By using the Bitvo Platform, you agree to grant the Bitvo Service Providers the right, power and authority to access and submit your data, activity and personal and financial information to regulatory authorities on our behalf and in accordance with Applicable Laws and their terms and conditions, privacy policy and/or other policies.
14. Account Remedies for BreachYou agree that if we determine, in our sole discretion, that you have breached this Agreement, we have the right to debit from your Bitvo Account the amount of any damages, costs or expenses suffered or incurred by us in connection with such breach.You further agree that if we determine, in our sole discretion, that you have colluded, coordinated or collaborated with any other user of the Bitvo Platform to engage in any activity that constitutes a breach of this Agreement, you and that user will be jointly and severally liable for the whole value of any such damages, costs or expenses to which we are entitled under this Section and any such amounts may be debited, in our sole discretion, in whole or in part, from your Bitvo Account and/or from the other user’s Bitvo Account. If we debit any amounts in Crypto Assets, we will withdraw sufficient Crypto Assets calculated at the prevailing market price. In addition, you agree that we may collect some or all of any such amounts by offsetting them against any amount owing to you from Bitvo.
15. Account Closure; Suspension; TerminationWe may close your Bitvo Account at any time. If your Bitvo Account is closed, it will not affect any rights or obligations prior to the date of the account closure. You may be required to: (i) cancel or complete all open orders, (ii) provide Bitvo with transfer instructions outlining details of the External Account to which any Funds remaining in your Bitvo Account should be sent within or withdraw all fiat and crypto assets from your Bitvo Account within 30 days of receiving notice of the account closure, and/or (iii) authorize Bitvo to sell any remaining crypto assets on the open market at the prevailing market price and deposit the proceeds, minus any fees or expenses Bitvo may charge, to the payment method or in the bank account associated with your Bitvo Account.In the event of any Force Majeure Event, breach of this Agreement, or any other event that would make provision of the Services commercially unreasonable for Bitvo or create any unacceptable reputational risk, we may, in our discretion and without liability to you, with or without prior notice, suspend your access to all or a portion of the Bitvo Platform and/or freeze/lock the Funds in your Bitvo Account.We retain the right to take any and all necessary and appropriate actions pursuant to this Agreement and/or Applicable Laws. We may prohibit or terminate your access to the Bitvo Platform at any time in our sole discretion, immediately and without prior notice, and delete or deactivate your Bitvo Account and all related information and files in such account without liability to you. In the event of termination, Bitvo will attempt to return any Funds stored in your Bitvo Account not otherwise owed to Bitvo, unless Bitvo believes you have committed fraud, negligence or other misconduct.
16. Service Modifications and DiscontinuanceWe may, in our sole discretion and without liability to you, with or without prior notice and at any time, modify or discontinue, temporarily or permanently, any portion of the Bitvo Platform.You acknowledge and agree that all or a portion of the Bitvo Platform may be periodically unavailable during scheduled maintenance or unscheduled downtime (“Downtime ”) and that we are not liable to you for any inconvenience, damage or lost opportunity to you as a result of Downtime. You understand that the prevailing market prices after Downtime may be materially different than the prices in effect before such Downtime.
17. Disclaimer of WarrantiesTHE LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW CERTAIN DISCLAIMERS, INCLUDING DISCLAIMERS OF IMPLIED TERMS IN CONSUMER CONTRACTS. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE DISCLAIMERS IN THIS AGREEMENT (INCLUDING THE FOLLOWING DISCLAIMERS) MAY NOT APPLY AND YOU MAY HAVE ADDITIONAL RIGHTS.EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN WRITING BY US, THE BITVO PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM, AND YOU WAIVE, ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE BITVO PLATFORM, INCLUDING THE INFORMATION, CONTENT AND MATERIALS CONTAINED THEREIN.YOU ACKNOWLEDGE THAT INFORMATION YOU STORE OR TRANSFER THROUGH THE BITVO PLATFORM MAY BECOME IRRETRIEVABLY LOST OR CORRUPTED OR TEMPORARILY UNAVAILABLE DUE TO A VARIETY OF CAUSES, INCLUDING SOFTWARE FAILURES, PROTOCOL CHANGES BY THIRD PARTY PROVIDERS, INTERNET OUTAGES, FORCE MAJEURE EVENTS OR OTHER DISASTERS INCLUDING DDOS ATTACKS, SCHEDULED OR UNSCHEDULED MAINTENANCE, DOWNTIME 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 THE BITVO PLATFORM.
18. Limitation of LiabilityTHE LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LEGAL WARRANTIES, CONDITIONS OR REPRESENTATIONS, INCLUDING LIMITATIONS OR EXCLUSIONS OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE EXCLUSIONS OR LIMITATIONS IN THIS AGREEMENT (INCLUDING THE FOLLOWING DISCLAIMERS) MAY NOT APPLY AND YOU MAY HAVE ADDITIONAL RIGHTS.
    1. EXCEPT AS OTHERWISE REQUIRED BY LAW, IN NO EVENT WILL ANY OF BITVO, ITS AFFILIATES, BITVO SERVICE PROVIDERS OR THEIR RESPECTIVE DIRECTORS, SHAREHOLDERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE BITVO PLATFORM OR THE BITVO MATERIALS, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY ANY USER ON ANY INFORMATION OBTAINED FROM BITVO, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM A FORCE MAJEURE EVENT, BLOCKCHAIN FORKS OR PROTOCOL CHANGES, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO BITVO’S RECORDS, PROGRAMS, PLATFORM OR SERVICES.
    2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE AGGREGATE LIABILITY OF BITVO (INCLUDING OUR DIRECTORS, SHAREHOLDERS, EMPLOYEES AND AGENTS), WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, BITVO OR TO THESE TERMS EXCEED THE FEES PAID BY YOU TO BITVO DURING THE 12 MONTHS IMMEDIATELY PRECEDING THE DATE OF ANY CLAIM GIVING RISE TO SUCH LIABILITY TO A MAXIMUM OF FIVE THOUSAND ($5,000.00) DOLLARS.
19. IndemnityYou agree to defend, indemnify and hold harmless Bitvo, its affiliates and each of Bitvo’s and its affiliates’ officers, directors, shareholders, employees, agents and affiliates (each, an “Indemnified Party ”) from any claim, demand, action, damage, loss, cost or expense, including reasonable legal fees, arising out or relating to: (i) your use of, or conduct in connection with, the Bitvo Platform; (ii) the performance or non-performance of any Bitvo Service Provider of its duties to you; (iii) your violation of this Agreement; (iv) your violation of any Applicable Laws; (v) any Feedback you provide; or (vi) your violation of any rights of any other person or entity. If you are required to indemnify any Indemnified Party, Bitvo will have the right, in our sole discretion, to control any action or proceeding and determine whether we wish to settle it.Further, you agree to indemnify each Indemnified Party for actual, reasonable legal costs and expenses directly related to your Bitvo Account as a result of any regulatory inquiry, claim, demand, action, dispute or investigation, whether such situations occur or are threatened or anticipated, that arise or relate to you or your use of the Bitvo Platform. You agree and acknowledge that we will be entitled to charge your Bitvo Account for all such costs without notice, including legal, accounting and enforcement related costs that we incur. We may withhold amounts from your Bitvo Account in connection with any regulatory or legal issue and we will pay you the remaining balance after such issue has been resolved. You agree that if such anticipated or actual actions relate to a specific asset in your Bitvo Account, you will not transfer or withdraw such asset out of your Bitvo Account until the matter is resolved.
20. DefinitionsCapitalized terms used but not otherwise defined in this Agreement will have the following meanings:
    1. “Applicable Laws ” means all laws, statutes, codes, ordinances, decrees, rules, regulations, by-laws, principles of law, published policies and guidelines, judicial or arbitral or administrative or ministerial or departmental or regulatory judgments, orders, decisions, rulings or awards, including general principles of common and civil law, applicable to you or us in connection with our rights and obligations hereunder, and includes, without limitation, anti-money laundering and anti-terrorist financing, government sanction and know your client laws including any rules, regulations, directives, guidelines or orders promulgated, issued or enforced thereunder, whether within Canada or elsewhere, and industry guidelines (including “best practices” type guidelines), and the applicable rules, requirements, policies and procedures of Bitvo Service Providers, all as amended, supplemented or replaced from time to time
    2. “Banks” means any and all financial institutions and financial transaction processing providers with which Bitvo has understandings, arrangements or agreements.
    3. “Bitvo” or “us”, “we” or “our” means Bitvo Global Inc.
    4. “Bitvo Account” means a user account accessible through the Bitvo Platform where Funds may be stored by Bitvo on behalf of a user.
    5. “Bitvo Platform” means the crypto asset trading platform operated and maintained by Bitvo and any related systems or services, including the Services, the Mobile Application, our API, our websites and any other products or services made available by us to you.
    6. “Bitvo Service Providers ” means Bitvo, its affiliates, its service providers (including but not limited to Banks) and any officers, directors, agents, employees or representatives of Bitvo, its affiliates or its service providers.
    7. “Crypto Asset ” means Bitcoin, XRP, Ether, Bitcoin Cash, Litecoin, DASH and other digital assets that may be purchased, sold or traded via the Bitvo Platform.
    8. “Crypto Asset Wallet” means any Crypto Asset address or account owned or operated by you that is maintained outside of the Bitvo Platform, and is not owned, controlled or operated by Bitvo.
    9. “External Account” means any Financial Account or Crypto Asset Wallet: (i) from which you may load Funds into your Bitvo Account, and (ii) to which you may push Funds from your Bitvo Account.
    10. “Financial Account ” means any financial account of which you are the beneficial owner that is maintained by a third party outside of the Bitvo Platform, including, but not limited to third-party payment service accounts or accounts maintained by financial institutions.
    11. “Funds” means Crypto Asset and/or Legal Tender.
    12. “Legal Tender” means any national currency, such as Canadian dollars, that may be used in connection with a purchase or sale of Crypto Assets via the Bitvo Platform, and does not include any Crypto Asset.
    13. “Mobile Application” means any mobile device software made available by Bitvo to you through the Apple App Store or Google Play, including our mobile applications titled “Bitvo” through which we make available our Services.
    14. “Services” means the trading and other services provided by Bitvo as described in this Agreement.
21. Miscellaneous
    1. Entire Agreement; Order of PrecedenceThis Agreement contains the entire agreement and supersedes all prior and contemporaneous understandings between the parties regarding the Bitvo Platform. This Agreement does not alter the terms or conditions of any other electronic or written agreement you may have with Bitvo for the Bitvo Platform or for any other Bitvo product or service or otherwise. In the event of any conflict between this Agreement and any other agreement you may have with Bitvo, the terms of that other agreement will control only if this Agreement is specifically identified and declared to be overridden by such other agreement. In the event of any conflict between the body of this Agreement and the overview above or any terms specifically incorporated by reference herein, the terms of the body of this Agreement will control unless this Agreement is specifically identified and declared to be overridden by such other terms.
    2. AmendmentWe reserve the right to make changes or modifications to this Agreement from time to time, in our sole discretion subject to Applicable Laws.
       1. If we make changes to this Agreement, we will provide you with notice of such changes, such as by sending an email, providing notice on the Bitvo Platform and/or by posting the amended Terms via the applicable Bitvo websites and mobile applications and updating the “Last Updated” date at the top of this Agreement.
       2. The amended Terms will be deemed effective immediately upon posting for any new users of the Bitvo Platform. In all other cases, the amended Terms will become effective for pre-existing users upon the earlier of either: (a) the date users click or press a button to accept such changes, or (b) continued use of the Bitvo Platform thirty (30) days after Bitvo provides notice of such changes.
       3. Any amended Terms will apply prospectively to use of the Bitvo Platform after such changes become effective.
       4. By logging into your Bitvo Account or authenticating to our API with your API key and using the Bitvo Platform or otherwise using or accessing the Bitvo Platform following any change to this Agreement, you are agreeing to enter into and be bound by the terms of the amended Agreement, including any such changes. If you do not agree to any changes, you must discontinue using the Bitvo Platform and contact us to close your account.
    3. WaiverBitvo’s failure or delay in exercising any right, power or privilege under this Agreement will not operate as a waiver thereof.
    4. SeverabilityAny provision of this Agreement found by a tribunal or court of competent jurisdiction to be illegal, invalid or unenforceable will be severed from this Agreement and all other provisions of this Agreement will remain in full force and effect.
    5. Force Majeure EventsBitvo will not be liable for (i) any inaccuracy, error, delay in, or omission of (a) any information, or (b) the transmission or delivery of information; or (i) any loss or damage arising from any event beyond Bitvo’s reasonable control, including but not limited to flood, extraordinary weather conditions, earthquake, or other act of God, fire, war, insurrection, riot, labor dispute, accident, action of government, communications failure, loss or interruption of utilities, networks or the Internet, power failure, equipment or software malfunction or any other cause beyond Bitvo’s reasonable control (each, a “Force Majeure Event ”).
    6. Governing LawThis Agreement shall, in all respects, be subject to, interpreted, construed and enforced in accordance with and under the laws of the Province of Alberta and the laws of Canada applicable therein and shall be treated as a contract made in the Province of Alberta. The Parties irrevocably attorn and submit to the jurisdiction of the courts of the Province of Alberta and courts of appeal therefrom in respect of all matters arising out of this Agreement.
    7. Further AssurancesYou acknowledge and agree at any time and from time to time, upon each request by us, to execute and deliver such further documents and do such further acts and things as we may reasonably request to evidence, carry out or give full effect to the terms, conditions, intent and meaning of this Agreement.
    8. AssignmentYou may not assign or transfer any of your rights or obligations under this Agreement without prior written consent from Bitvo, including by operation of law or in connection with any change of control. Bitvo may assign or transfer this Agreement (including any or all of its rights or obligations under this Agreement, in whole or in part), without obtaining your consent or approval.
    9. InterpretationHeadings of sections and any side commentary relating to those sections are for convenience only and will not be used to limit or construe such sections or any other parts of this Agreement. The use of the term “includes” or “including”, or their derivatives, shall be deemed to mean “includes without limitation” or “including without limitation”.
    10. English LanguageIt is the express wish of the parties that this Agreement and any related documents be drawn up and executed in English. If you wish to receive a French language version of this Agreement and any related documents, you may request the same by contacting us atsupport@bitvo.growmeconsulting.ca.Les parties conviennent que la présente convention et tous les documents s’y rattachant soient rédigés et signés en anglais. Si vous désirez recevoir une version française de cet Accord ou d’autres documents liés, vous pouvez faire la demande en contactantsupport@bitvo.growmeconsulting.ca.
    11. SurvivalSections 2 (Eligibility), Section 4 (Access to Your Bitvo Account), 8.4 (Unclaimed Property), 8.5 (Regulatory Request or Legal Process), 8.6 (Feedback and User Submissions), 9 (Fees), 10 (User Acknowledgements; Risk Disclosure), 12 (Intellectual Property Rights), 13 (Third-Party Content; Third-Party Services), 14 (Account Remedies for Breach), 17 (Disclaimer of Warranties), 18 (Limitation of Liability), 19 (Indemnity), and 21.6 (Governing Law) will survive any termination or expiration of this Agreement.
22. Apple App Store Additional License Terms
    1. If the Mobile Application 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 this Agreement:
       1. The parties acknowledge this Agreement are concluded between the parties, and not with Apple. The responsibility for the Mobile Application and content thereof is governed by this Agreement.
       2. Notwithstanding anything to the contrary hereunder, you may use the Mobile Application only on an iPhone or iPod touch that you own or control.
       3. You and we acknowledge that Apple has no obligation to furnish any maintenance or support services with respect to the Mobile Application.
       4. In the event of any failure of the Mobile Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Mobile Application (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 Mobile Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be governed by this Agreement.
       5. Any claim in connection with the Mobile Application 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 this Agreement, and Apple is not responsible for such claim.
       6. Any third-party claim that the Mobile Application or your possession and use of the Mobile Application infringes that third party’s intellectual property rights will be governed by this Agreement, and Apple will not be responsible for the investigation, defense, settlement and discharge of such intellectual property infringement claim.
    2. 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.
    3. You may contact us in writing regarding any notices, questions, complaints or claims with respect to the Mobile Application:Telephone Number: 1-866-83BITVO
       Email Address:support@bitvo.growmeconsulting.ca
    4. Apple is a third-party beneficiary to this Agreement and may enforce this Agreement against you.
    5. If any of the terms and conditions in this Agreement 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 this Agreement was last updated is located at: http://www.apple.com/legal/internet-services/itunes/appstore/dev/minterms/) or the App Store Terms of Service (the current version as of the date this Agreement was 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 as they relate to the Mobile Application.
23. Google Play
    1. If the Mobile Application is provided to you through the Google Inc. (Google Inc. together with all of its affiliates, “Google ”) Google Play, the following terms and conditions apply to you in addition to all the other terms and conditions of this Agreement:
       1. You acknowledge that Google is not responsible for providing support services for the Mobile Application.
       2. If any of the terms and conditions in this Agreement are inconsistent or in conflict with the Google Play Developer Distribution Agreement (the current version as of the date this Agreement was 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 as they relate to the Mobile Application.
    2. Google is a third-party beneficiary to this Agreement and may enforce this Agreement againstyou.
    3. You may contact us in writing regarding any notices, questions, complaints or claims with respectto the Mobile Application:Telephone Number: 1-866-83BITVO
       Email Address: support@bitvo.growmeconsulting.ca