Terms of Use
These are the Terms of Use of Spot SAS, which is referred to in these Terms of Use as “Spot”, “we” or “us”. These Terms of Use apply to any access and use of our Android and iOS mobile apps (the “App”), and any of our services related to or utilizing any of the foregoing, which we refer to in these Terms of Use, collectively, as our “Services”.
1. Preamble
PLEASE READ THESE TERMS OF USE CAREFULLY. YOU AGREE TO BE BOUND BY THESE TERMS OF USE AND ALL TERMS INCORPORATED BY REFERENCE.
Our Privacy Policy is located at https://www.iubenda.com/privacy-policy/29675194/full-legal. Our Privacy Policy describes how we collect, use, and share your personal information.
If you use our Services, these Terms of Use apply. If you do not agree to these Terms of Use, you must not use our Services. You can use our Services only if you can lawfully enter into an agreement to these Terms of Use under applicable law. If you use our Services, you agree to do so in compliance with these Terms of Use and with applicable laws and regulations.
You shall ensure that your use of our Services is compliant with the laws and regulations of your country of residence.
These Terms of Use, together with the Privacy Policy, constitute the complete and exclusive understanding and agreement that we have with you regarding its subject matter, and supersede all prior or contemporaneous agreements or understandings, whether written or oral, relating to its subject-matter. In the event of conflict, these Terms of Use will take precedence.
By using our Services, you declare that all information provided to Spot in connection with these Terms of Use are true, accurate and complete.
2. Legal Notice
The App’s editor is Spot, a SAS company with a share capital of EUR 1,180.50, registered with the Registry for Trade and Companies of Nanterre, France under the number 838 695 021 having its registered office at 6 Rue des Bateliers, 92110 Clichy, France, France.
The publication director is Edouard Steegmann.
3. Description of Services
a. Cryptocurrency Wallet
When you launch the App for the first time, a cryptocurrency wallet is created automatically for you by Spot and a recovery phrase will be generated by Spot for you.
You may use your recovery phrase to send the supported cryptocurrencies via the relevant cryptocurrency network. The public receive address generated by Spot serves as your cryptocurrency wallet address and is stored on the App to identify you to the all the cryptocurrency blockchains supported by the wallet. The recovery phrase is stored directly in the App on your phone. Spot has no access to your recovery phrase and may not, under any circumstance, initiate a transaction using your recovery phrase on your behalf.
You are the only responsible party for saving your recovery phrase and you will not be able to access your wallet on the App without your recovery phrase.
You agree that you shall take the necessary precautions to ensure the safekeeping of your recovery phrase. The recovery phrase allows you, the sole owner of your recovery phrase, to recover your wallet in case your phone becomes unavailable for whatever reason including, but not limited to, the following: loss, theft, device damage or failure, forgotten PIN code, or any other circumstance that would prohibit you from accessing the App and your wallet.
In order to safekeep your recovery phrase, you shall make copies of your recovery phrase and shall securely store all copies. Proper storage of your recovery phrase is vital to prevent risk of damage from natural disasters or risk of unauthorized access to your cryptocurrencies.
In additional to any manual backup of your recovery phrase, we offer you the option to store an encrypted version of your recovery phrase in the cloud through iCloud on iOS devices and/or through Smart Lock on Android devices. You will be asked to choose a PIN code in order to protect this cloud backup. You agree that Spot is not responsible in case in case of hack of these cloud storage services which are maintained by third party, respectively, Apple and Google.
YOU FULLY UNDERSTAND THAT ANY FAILURE TO MAKE AND PROTECT YOUR RECOVERY PHRASE MAY LEAD TO TOTAL LOSS OF THE CRYPTOCURRENCIES.
In the case you lose access to your phone or setup a new phone, you can restore your wallet with your backup:
• If you used the cloud backup, you will be prompted to restore your wallet at the launch of the App provided you are connected to the same iCloud or Google account you used to perform your cloud backup. You will be asked to enter your PIN code in order to access this cloud backup.
• If you performed a manual backup, you can restore your wallet in the backup section of the settings page of the App. You will be asked to enter the recovery phrase in the right order.
b. Purchase of cryptocurrencies
Spot may offer you the option to buy cryptocurrencies through third-party providers, Simplex, MoonPay and Wyre. You accept that those functionalities may be available only in countries approved by respectively Stripe, Simplex, MoonPay and Wyre on the one hand, and Spot on the other hand.In order to buy cryptocurrencies through the App, you will need to accept and consent to the terms of use of Stripe, Simplex, MoonPay and Wyre which are respectively available at https://stripe.com/legal/crypto-onramp, https://www.simplex.com/terms-of-use, https://www.moonpay.io/terms_of_use and https://www.sendwyre.com/user-agreement and are incorporated by reference herein. You will enter into a direct contractual relationship with Stripe, Simplex, MoonPay and/or Wyre if you decide to buy cryptocurrencies through the App.You accept and understand that the functionalities available in the App to buy cryptocurrencies are not provided directly by Spot and are the only responsibility of our third-party providers Stripe, Simplex, MoonPay and Wyre. We cannot and do not guarantee the fee rates applied by our providers, and it is of your responsibility to check them when you make the purchase.Spot is not a cryptocurrency exchange and is not responsible for the transactions made through Stripe, Simplex, MoonPay and Wyre.
When purchasing cryptocurrencies through third-party providers, Spot may take a commission on the purchase (the “Spot commission”). In this case, the Spot commission will be shown to you before you complete the purchase. The presence or not of the Spot commission and its amount can vary based on multiple factors including, but not restricted to, the amount of cryptocurrencies purchased, your geolocation, promotional offers, or the fact the third-party provider allows Spot to set up a commission.
c. Sale of cryptocurrencies
Spot may offer you the option to sell cryptocurrencies through third-party providers, Bity and Wyre. You accept that those functionalities may be available only in countries approved by respectively Bity and Wyre on the one hand, and Spot on the other hand.
In order to sell cryptocurrencies through the App, you will need to accept and consent to the terms of use of Bity and Wyre which are respectively available at https://bity.com/legal and https://www.sendwyre.com/user-agreement and are incorporated by reference herein. You will enter into a direct contractual relationship with Bity and/or Wyre if you decide to sell cryptocurrencies through the App.
You accept and understand that the functionalities available in the App to sell cryptocurrencies are not provided directly by Spot and are the only responsibility of our third-party providers Bity and Wyre. We cannot and do not guarantee the fee rates applied by our providers, and it is of your responsibility to check them when you make the sale.
Spot is not a cryptocurrency exchange and is not responsible for the transactions made through Bity and Wyre.
d. Swap of cryptocurrencies
Spot may offer you the option to swap cryptocurrencies through third-party providers, Switchain, Wyre and Jupiter. You agree that those functionalities may be available only in countries approved by respectively Switchain, Wyre and/or Jupiter on the one hand, and Spot on the other hand. In order to swap cryptocurrencies through the App, you will need to accept and consent to the terms of use of Switchain, Wyre and Jupiter which are respectively available at https://www.switchain.com/tos, https://www.sendwyre.com/user-agreement and https://docs.jup.ag/legal/terms-of-use and are incorporated by reference herein. You will enter into a direct contractual relationship with Switchain, Wyre and/or Jupiter if you decide to swap cryptocurrencies through the App.
You agree and understand that the functionalities available in the App to swap cryptocurrencies are not provided directly by Spot and are the only responsibility of our third-party providers Switchain, Wyre and Jupiter. We cannot and do not guarantee the fee rates applied by our providers, and it is of your responsibility to check them when you make the swap.
Spot is not a cryptocurrency exchange and is not responsible for the transactions made through Switchain, Wyre and Jupiter.
e. Tezos interest rate
Spot may offer you the option to earn interest with a variable interest rate on your Tezos balance through a third-party provider, Chorus One, via a decentralized interaction. You agree that those functionalities may be available only in countries approved by respectively Chorus One on the one hand, and Spot on the other hand. In order to earn interest rate on your Tezos balance through the App, you will need to accept and consent to the terms of use of Chorus One which are available at https://chorus.one/tos and are incorporated by reference herein. You will enter into a direct contractual relationship with Chorus One if you decide to earn interest rate on your Tezos balance through the App. You agree and understand that the functionalities available in the App to earn interest on your Tezos balance are not provided directly by Spot and are the only responsibility of our third-party provider Chorus One. We cannot and do not guarantee the fee rates applied by our providers, and it is of your responsibility to check them when you enable interest rate on your Tezos balance. This functionality is based on a decentralized interaction and Spot is not responsible for the decentralized interactions made through Chorus One.
f. Solana staking
Spot may offer you the option to earn interest with a variable interest rate on your Solana balance through a third-party provider, Kiln, via a decentralized interaction called staking. You agree that those functionalities may be available only in countries approved by respectively Kiln on the one hand, and Spot on the other hand. In order to earn interest rate on your Solana balance through the App, you will need to accept and consent to the terms of use of Kiln which are available at https://www.kiln.fi/terms-and-conditions and are incorporated by reference herein. You will enter into a direct contractual relationship with Kiln if you decide to earn interest rate on your Solana balance through the App. You agree and understand that the functionalities available in the App to earn interest on your Solana balance are not provided directly by Spot and are the only responsibility of our third-party provider Kiln. We cannot and do not guarantee the fee rates applied by our providers, and it is of your responsibility to check them when you enable interest rate on your Solana balance. This functionality is based on a decentralized interaction and Spot is not responsible for the decentralized interactions made through Kiln.
g. Interactions with decentralized services
g. 1. Definition and examples
Spot may offer you the option to perform interactions (the "Interactions") using third-party providers and/or protocols (the "Decentralized services"). Interactions are a way to execute any actions on your Spot cryptocurrency wallet and/or the cryptocurrencies it contains.
As non-exhaustive examples, Interactions may take the form of:
• Giving full access to your Spot Cryptocurrency wallet.
• Decentralized loans, collaterized borrowings, liquidation using cryptocurrency liquidity pools.
• Algorithmic finance applied to cryptocurrency assets, such as stability and exotic products.
• Static or variable rewards and interest rates.
• Voting or other forms of participation in consensus mechanisms or other decentralized autonomous organizations.
• Cryptocurrency swaps using decentralized exchange platforms.
• Cryptocurrency position leverage, for example based on margin trading, on decentralized exchange platforms.
g. 2. Interactions
You accept that Interactions may come in various forms that can differ from the examples stated above.
Interactions may be performed using an open protocol to connect to Decentralized services called WalletConnect. Spot cannot guarantee and will not guarantee the genuine character of the Decentralized services you connect to using the WalletConnect protocol.
You can see more information about WalletConnect on the website of the organization: https://walletconnect.org.
You accept that Interactions may impact the amount of cryptocurrencies in your wallet. You accept that Interactions may impact your wallet and the cryptocurrencies it contains in a specified or unspecified logic, which can be built in the aforementioned Decentralized services or outside of them.
g. 3. Risks and liabilities
You are fully responsible for all acts or omissions of any third party with access to your Spot wallet. You accept and understand that you are fully responsible for all actions performed in the App when performing an Interaction. You accept and understand that you are fully responsible for verifying the genuine aspect of the Decentralized services you are using in the App. You acknowledge and accept that Spot is not responsible for any errors or omissions that you make in connection with Interactions initiated via the Services. You accept and understand that Spot does not control the Decentralized services. You accept and understand that Spot does not control the Interactions you may perform with the Decentralized services. Spot cannot guarantee and will not guarantee that the Interactions that you can perform in the App are exempt of flaws, scams, hacks or other attacks that could lead to the partial or total loss of the cryptocurrencies in your wallet. You understand and accept that, following such attacks, you may be unable to recover cryptocurrencies related amounts at a reasonable price or at all, and accepts that Spot shall bear no responsibility for such malfunctions or cybercriminal acts. You accept and understand that the Interactions you can perform in the App can lead to a different action than the one actually stated in the App, including the partial or total loss of the cryptocurrencies in your wallet, and accepts that Spot will have no liability whatsoever in relation thereto.
Malfunctions, breakdowns, forks or abandonments of the Decentralized services may have a material effect on the cryptocurrencies and you acknowledge that Spot is not responsible for any such incident and will have no liability whatsoever in relation thereto.
h. Tracker & Market data
Spot provides market data on cryptocurrencies which shall include, among others, prices, and volumes of trade of cryptocurrencies.
You agree that you will not rely on the market data provided by Spot to make purchase and/or trading decisions and that the market data are provided for information purposes only.
Spot cannot guarantee and will not guarantee the accuracy of the market data provided on the App.
i. Referral program
The Referral program will be effective as of 2019/08/15 0:00 AM (UTC) until 2023/02/15 0:00 AM (UTC). We will review the decision to renew the Referral program at the end of this forty-two (42) months period.
i. 1. Referees
• When someone downloads the app through your Spot referral link or enters your Spot referral code in the app, this person is defined as one of your referees.
• There is no limit to the number of referees you can have.
• You can be referred to Spot only one time.
i. 2. Rewards for new referees
• Each time you have a new referee in the app, you will receive a locked “new referee” reward.
• In order to unlock your “new referee” reward, the corresponding referee must purchase at least $100 (one hundred dollars) of cryptocurrencies in one purchase within Spot while the Referral program is active and there is a not null Spot commission associated with this purchase (see above part b. for the definition of the Spot commission). This first $100 or more payment done by the referee is called the “referee payment”.
• All your “new referee” rewards which are unlocked are paid (sent to your cryptocurrency wallet) at the beginning of the next month you unlocked them.
• A “new referee” reward cannot be paid multiple times.
• The value of the “new referee” reward is fixed to $5 (five dollars). This reward amount may vary in time.
• All your “new referee” rewards which are unlocked are paid in Bitcoin. The fiat currency value of the reward will be converted to Bitcoin when the reward is unlocked, using the global average Bitcoin price in effect at the time of the corresponding “referee payment”. At this market rate, the value of the reward when it is unlocked will be equal to $5 (five dollars).
• Between the moment your “new referee” rewards are unlocked and the moment they are paid, Bitcoin price can have either increased or decreased. In response to this event, the value of your rewards in dollar will vary accordingly, higher or lower than $5.
• The “new referee” reward value of $5 can be displayed in the app along with the minimum value $100 of the “referee payment”, converted into the user selected default currency or in Bitcoin. These converted values are for information purposes and are only indicative.
• When the Referral program ends, you will lose all your locked “new referee” rewards.
• Spot will check for duplicate or fake accounts and will not pay out “new referee” rewards on these accounts. Duplicate or shared finances will result in disqualifications.
i. 3. Reward for new referred user
• When you become the referee of a user, you receive a unique locked “new referred user” reward.
• In order to unlock your “new referred user” reward, you must purchase at least $100 (one hundred dollars) of cryptocurrencies in one purchase within Spot while the Referral program is active and there is a not null Spot commission associated with this purchase (see above part b. for the definition of the Spot commission). The first $100 or more payment you do after you receive your locked “new referred user” reward is called the “new referred user payment”.
• If you unlocked your “new referred user” reward, it will be paid (sent to your cryptocurrency wallet) at the beginning of the next month you unlocked it.
• Your “new referred user” reward is unique and, if you unlock it, will be paid one time only.
• The value of the “new referred user” reward is fixed to $5 (five dollars). This reward amount may vary in time.
• Your unlocked “new referred user” reward will be paid in Bitcoin. The fiat currency value of the reward will be converted to Bitcoin when the reward is unlocked, using the global average Bitcoin price in effect at the time of your “new referred user payment”. At this market rate, the value of the reward when it is unlocked will be equal to $5 (five dollars).
• Between the moment your “new referred user” reward is unlocked and the moment it is paid, Bitcoin price can have either increased or decreased. In response to this event, the value of your reward in dollar will vary accordingly, higher or lower than $5.
• The “new referred used” reward value of $5 can be displayed in the app along with the minimum value $100 of the “new referred user payment”, converted into the user selected default currency or in Bitcoin. These converted values are for information purposes and are only indicative.
• When the Referral program ends, you will lose your “new referred user” reward if it is locked.
• Spot will check for duplicate or fake accounts and will not pay out “new referred user” rewards on these accounts. Duplicate or shared finances will result in disqualifications.
Spot may change, amend, delete or add to the terms of the Referral program, at any time and at its sole discretion, due to changing market conditions, risk of fraud, or any other factors we deem relevant, without prior notice. You will be notified of the changes directly in the App and shall accept and consent to the changes to continue using the App and the Services.
4. Disclaimer
a. General Accessibility
Spot shall make its best effort, as far as possible, to keep the App accessible 7 days a week and 24 hours a day. However, you agree and acknowledge that the access to the App may be suspended due to technical maintenance, migration or updates, or due to breakdowns or constraints in relation with the operation of internet network or the blockchain.
The networks on which the data flows have different characteristics and capacities and can be saturated at certain times of the day, which can affect their downloading times and their accessibility. Spot will not be held liable for any malfunction or inability to access the App attributable to third parties, to a network congestion, to unsuitable your equipment, to a maintenance or update of the App or to any other circumstances not attributable to Spot.
Spot does not guarantee continuous, uninterrupted, error-free or secure access to any part of the App and/or the Services.
Your use of the App and Services provided through it is not guaranteed: Neither Spot, nor any third party owner, licensor or supplier of equipment, software, systems, services or facilities used or made available in connection with the App is liable for any representation, warranty or condition, whether express or implied, concerning the App or the Services provided through it, including, without limitation, that the App will meet your needs or that the App will be available for use at any particular time or for any particular purpose or will operate error-free. Without limiting the foregoing, all express or implied, direct or indirect, representations, warranties and conditions in respect of the App and the Services provided through it arising or implied by law, custom, usage of trade, course of performance, course of dealing or otherwise, including, but not limited to, any warranties on conditions of quality and fitness for a particular purpose are expressly excluded to the full extent authorized by the applicable laws and regulations.
Spot shall not be liable for delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.
b. Specific Risks
i. Financial Risk
The information included on the App does not constitute legal, financial or investment advice and is not intended as a recommendation for buying, trading or selling cryptocurrencies.
It is recommended to seek advice from legal and financial experts before starting buying, trading or selling cryptocurrencies. Spot and all other companies mentioned on this Terms of Use will not be responsible for the consequences of reliance upon any opinion or statement contained in the App or for any omission.
You should be fully aware of the level of risk involved before trading any cryptocurrencies. Any loss of data, crypto assets or profit is your sole responsibility.
The information on the App does not constitute an offer or solicitation by anyone in any jurisdiction in which an offer or solicitation cannot legally be made, or to any person to whom it is unlawful to make a solicitation.
Links to other web sites and data extracted from other sources are for convenience only. No endorsement of any independent third-party products, services or information is expressed or implied by any information, material or content of a third party contained in, referred to, included on, or linked from or to the App.
Investing in Cryptocurrencies entails a significant capital risk, which you acknowledge and accept.
The value of cryptocurrencies may be subject to fluctuations, due to market forces and a varying balance of supply and demand.
You understand and agree that the value of cryptocurrencies may increase or decrease at any time after purchase. You further understand that cryptocurrencies liquidity may be markedly different depending on the considered jurisdiction or exchange used to perform the trade.
Spot is not responsible for such fluctuations and will not be held liable for any loss incurred owing to such volatility or default of liquidity, if any.
ii. Risks related to the Blockchain Protocols
Cryptocurrencies and the blockchain protocols are a new, relatively untested technology. In addition to the risks mentioned herein, there are other risks that Spot cannot yet identify or predict, and you should make your own enquiries, research and analysis thereof. Risks may also occur as unanticipated combinations or as changes in the risks stipulated herein.
Spot does not have any control over the underlying software protocol of the cryptocurrencies you are storing on your wallet.
Spot does not make any representation or guarantee and will to bear any liability regarding the quality, availability, or fitness for purpose of these cryptocurrencies or its continued support of the same.
From time to time, the underlying protocol of a given cryptocurrency may change, which may have consequences on its key characteristic including but not limited to its name, its valuation or the way it operates. These events are called “Forks”. There is an element of uncertainty attached to Forks, including but not limited to a risk that transactions initiated on a forking cryptocurrency may be misdirected or replicated. For this reason, Spot may decide, in certain circumstances, to suspend its support of such cryptocurrency ahead of the Fork and for as long as Spot deems necessary. When it does, Spot will endeavor to give you advance notice, but may not be able to. In any case, you shall make yourself aware of the risk attached to Forks and it is your responsibility to keep yourself appraised of such events and to make all necessary arrangements.
Cryptocurrencies are based on blockchain protocols. Malfunctions, breakdowns, forks or abandonments of the said protocols may have a material effect on the cryptocurrencies and you acknowledge that Spot is not responsible for any such incident and will have no liability whatsoever in relation thereto.
You acknowledge that the mining system of the blockchain protocols may be subject to attacks, including but not limited to double-spend attacks, majority mining power attacks, selfish-mining attacks and race condition attacks.
You understand and agree that, following such attacks, you may be unable to recover cryptocurrencies related amounts at a reasonable price or at all, and accepts that Spot shall bear no responsibility for such cybercriminal acts.
You acknowledge and agree that such risks may lead to the loss of cryptocurrencies and accepts that Spot will have no liability whatsoever in relation thereto.
You acknowledge and agree that Spot is not responsible for any errors or omissions that you make in connection with any cryptocurrency transaction initiated via the Services.
c. Data/Storage/Lost of Cryptocurrencies
Please note that you are solely responsible for the way you use, store, and backup your information and data (including your recovery phrase) relating to your cryptocurrencies in connection with the use of the App.
You are solely responsible for maintaining the confidentiality of your recovery phrase, PIN code and in general of any means to secure your personal and private access to your wallet and the Services using the App, as well as restrictions on access to your phone, and to the extent permitted by applicable law, you agree to be responsible for all activities that have been conducted from your account or with your PIN code or recovery phrase. You must take all necessary steps to ensure that your PIN code and recovery phrase remain confidential and secured. You understand and accept that the loss, unauthorized access, theft or destruction of your wallet, credentials or recovery phrase may result in the unrecoverable and permanent loss of the cryptocurrencies associated with the applicable wallet, and that neither Spot, nor anyone else will be able to access or use the related cryptocurrencies.
You hereby acknowledge that such loss may be incurred by errors or malfunctions of the wallet, the App, the Services or other third party equipment, network, software and/or services, resulting from technology errors or systems malfunction, as well as from actions taken or omitted by you or third parties, including but not limited to failure to properly maintain or use the wallet, to provide the correct wallet address, but also hacking and theft.
You acknowledge and agree that such risks may lead to the loss of cryptocurrencies and accepts that Spot shall have no liability whatsoever in relation thereto.
d. Risks related to Applicable Law
Services provided by Spot through its App are only available in jurisdictions where they may be lawfully offered. Therefore, some Services may only be available in certain jurisdictions.
You understand and agree that cryptocurrencies are currently in the process of being regulated. Some jurisdictions may apply existing regulations on cryptocurrencies or introduce new blockchain-technology-based rules, which may impact the use and/or value of cryptocurrencies or the availability of the Services. You understand and agree that Spot may be subject to orders, notices, requests or rulings, in particular from a regulatory authority, or may be required to suspend or discontinue the use of the Services. You understand and agree that such laws, regulations or orders may impact, limit or impede the ability of Spot to conduct business and provide the Services through the App, and that they may result in a local, partial or total cessation of activity. Such decision or the conduct of business in such circumstances is at the sole discretion of Spot and Spot shall not incur any liability of any kind because of it.
5. Limit of Liability
TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, SPOT SHALL NOT BE LIABLE FOR DAMAGES OF ANY TYPE, WHETHER DIRECT OR INDIRECT, ARISING OUT OF OR IN ANY WAY RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES, INCLUDING BUT NOT LIMITED TO DAMAGES ALLEGEDLY ARISING FROM THE COMPROMISE OR LOSS OF YOUR LOGIN CREDENTIALS OR CRYPTOCURRENCIES, OR LOSS OF OR INABILITY TO RESTORE ACCESS FROM YOUR RECOVERY PHRASE AND PIN CODE OR FOR MISTAKES, OMISSIONS, INTERRUPTIONS, DELAYS, DEFECTS AND/OR ERRORS IN THE SERVICES, OR FOR DIMINUTION OF VALUE OF ANY CRYPTOCURRENCIES. SPOT SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY LOST PROFITS OR ANY SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH AUTHORIZED OR UNAUTHORIZED USE OF THE SERVICES, EVEN IF AN AUTHORIZED REPRESENTATIVE OF SPOT HAS BEEN ADVISED OF OR KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. SPOT SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO SOFTWARE, PRODUCTS, SERVICES, AND/OR INFORMATION OFFERED OR PROVIDED BY THIRD-PARTIES AND ACCESSED THROUGH THE APP.
EXCEPT AS OTHERWISE REQUIRED BY LAW, IN NO EVENT SHALL SPOT’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW) EXCEED THE LESSER OF (I) FIVE HUNDRED EUROS (EUR 500) OR (II) THE AGGREGATE FEES YOU PAID DIRECTLY TO SPOT DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICES (INCLUDING ANY RECOVERY PHRASE OR PIN CODE STORAGE SERVICE OFFERED AS PART OF THE SERVICES, WHETHER CLOUD OR HARDWARE-BASED) IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY.
USE OF ANY RECOVERY PHRASE STORAGE SERVICE INCLUDED AS PART OF THE SERVICES IS OFFERED TO YOU AS A CONVENIENCE, SUBJECT TO THE LIMITATIONS ABOVE. TO BE SAFE, YOU SHOULD ALWAYS BACKUP YOUR RECOVERY PHRASE MANUALLY OR THROUGH ANY OTHER PROCESS THAT YOU CONSIDER SUFFICIENT TO ENSURE THE SAFE KEEPING OF YOUR RECOVERY PHRASE AND PIN.
YOU HEREBY ACKNOWLEDGE THAT SPOT CANNOT CONTROL THE QUALITY, SECURITY OR LEGALITY OF THE CRYPTOCURRENCIES INVOLVED IN YOUR WALLET (DEPENDING ON JURISDICTION), ADEQUACY OF THE TRANSACTION INFORMATION, OR CAPACITY OF THE PARTIES TO ANY TRADE (ESPECIALLY THROUGH THIRD-PARTY PROVIDER) TO PERFORM THEIR OBLIGATIONS UNDER APPLICABLE RULES.
6. Intellectual Property
Spot (and its licensors) owns and retains all intellectual property rights, interest and title to the full extent and without limitation in the App and the Services provided through it.
The user may not copy, imitate, modify, alter, amend or use any of such content subject to intellectual property rights protection without the prior written consent of Spot.
Subject to your compliance with these Terms of Use, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to download, view and display the App solely in connection with your permitted use of the Services.
We do not claim any ownership rights in any content you are uploading on the App through the use of the Services and nothing in these Terms of Use will be deemed to restrict any rights that you may have to use and exploit the content that you are uploading on the App through the use of the Services.
In order to operate and provide our Services, you grant us a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, copy, distribute, create derivative works of, display, and perform the content that you upload, submit, store, send, or receive on or through our Services. The rights you grant in this license are for the limited purpose of operating and providing our Services.
You can remove the content you have uploaded on the App by specifically deleting it. However, in certain instances, some of your content may not be completely removed and copies of your content may continue to exist on the Services.
7. Users’ Obligations and Restrictions
You are not authorized, under any circumstances, to use the App and the Services on behalf of third parties or provide such third parties access to the App.
You are not authorized to:
• infringe directly or indirectly our intellectual property right, our reputation, or any other of our right or interest, any other user of the App, or any other third party;
• perform an act related to, or similar to money laundering, a fraud, a crime, or otherwise all acts infringing public order;
• perform an act in breach of applicable law or regulation;
• perform an act which infringes the integrity or the operating of the App and Services;
• perform an act which constitutes or intends to constitute a double spending or duplicate transfer of cryptocurrencies;
• open a wallet or use App in breach of these Terms of Use; or
• perform an act we otherwise deem inappropriate.
If you fail to comply with the above rules, the App may decide to terminate your account without notice.
You hereby agree that (i) all the activities that you carry out during the use of the App and the Services will be in compliance with the requirements of applicable laws, regulations, as well as the various guidelines of Spot, as applicable, and that (ii) you will not be in violation of public interests, public ethics or any other party’s legitimate interests.
By accessing the Service, you agree that Spot shall have the right to unilaterally determine whether you have violated any of the above covenants and take actions to apply relevant rules without receiving your consent or giving prior notice to you.
You will indemnify and hold harmless Spot and its officers, directors, employees and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access to or use of the Services, (ii) any content you have uploaded on the App or (iii) your violation of these Terms of Use.
8. Taxes
You acknowledge, understand and agree that the acquisition and withdrawal of cryptocurrencies may have tax consequences which vary depending on the applicable jurisdictions.
You are solely responsible for ensuring compliance with your tax obligations and shall declare, bear and pay all such taxes, duties, imposts, levies, tariffs and surcharges as may be imposed by applicable laws and regulations.
You are responsible for carrying out a legal and tax analysis concerning the purchase and ownership of cryptocurrencies under laws and regulation applicable to you in function of your status, nationality and place of residence, fiscal residence, etc.
You acknowledge and agree that Spot waives any and all liability and responsibility with respect to your tax consequences, who hereby agrees to fully indemnify, defend and hold Spot harmless from all claims, demands, damages, awards, fines, costs, expenses and liability associated with the foregoing obligations or otherwise with respect to all claims, demands or allegations of tax associated with these Terms of Use.
9. Compliance and Investigation
The Services and the App may be subject to export control regulations under applicable law.
By using the Services you represent that you are not an individual or entity that is, or an entity owned or controlled by persons or entities that are, (i) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control, the U.S. Department of State, the United Nations Security Council, the European Union, Her Majesty’s Treasury, the Swiss government, or any other governmental authority with jurisdiction over Spot or the Services; (ii) identified on the Denied Persons, Entity, or Unverified Lists of the U.S. Department of Commerce’s Bureau of Industry and Security; or (iii) located, organized or resident in a country or territory that is, or whose government is, the subject of U.S. economic sanctions, including, without limitation, Cuba, Iran, North Korea, South Sudan, Sudan, or Syria.
Spot reserves the right to investigate suspected violations of these Terms of Use. Spot may seek to gather information from the user who is suspected of violating these Terms of Use, and from any other user. Spot may suspend any users whose conduct are under investigation.
You acknowledge and agree that Spot shall fully co-operate with any law enforcement authorities or court order requesting or directing Spot to disclose any available information relating to anyone using the App and the Services in a manner which violates these Terms of Use.
10. Specific Consumer Law
Where, under applicable law, you are deemed to be a “consumer”, in case of a dispute, pursuant to Article L. 611-2 of the French Consumer Code, you shall be able to file a complaint with the French Consumer Ombudsman.
In accordance with Article L. 221-28 13° of the French Consumer Code, if you are deemed to be a “consumer” you agree and acknowledge that you have been informed that your right of withdrawal cannot be exercised for the use of the Services, which you expressly acknowledge and accept.
11. Miscellaneous
a. Notices
All notices pertaining to these Terms of Use will be given directly in the App.
b. Waiver
No delay, neglect, forbearance or failure by Spot in enforcing any provision of these Terms of Use shall constitute a waiver of its rights.
c. Entire agreement
These Terms of Use constitutes the complete and exclusive understanding and agreement between you and Spot regarding its subject matter and supersedes all prior or contemporaneous documents, exchanges, communications, presentations and marketing events, agreements or understandings, whether written or oral, relating to its subject-matter.
In the event of conflict between documents, policies or these Terms of Use, these Terms of Use will take precedence, unless expressly otherwise provided herein.
The original and binding text of these Terms of Use is in English, and translated versions are for reference purposes only. In the event of conflict between the English and any translated version, the English version shall prevail.
d. Severability
Where a provision of these Terms of Use is held to be invalid, illegal, void or unenforceable, in whole or in part, the said provision shall be deemed severable from these Terms of Use in a manner which does not affect, impair or invalidate the remaining provisions.
e. Headings
All headings contained in these Terms of Use are inserted for identification and convenience only and will not be deemed part of these Terms of Use for purposes of interpretation.
f. Amendments
Spot may change, amend, delete or add to these Terms of Use, at any time and at its sole discretion, without prior notice. You will be notified of the changes directly in the App and shall accept and consent to the changes to continue using the App and the Services.
g. Assignment
You may not assign or transfer any of its rights or obligations under these Terms of Use, notably by operation of the law or in connection with change of control or otherwise, without the prior written consent of Spot, which will not be unreasonably withheld or delayed.
Spot may assign or transfer its rights hereunder to any entity, in whole or in part, without your prior notice or consent.
Spot expressly reserves the discretionary right to transfer and assign at any time subject to a simple notice all its rights and obligations deriving from these Terms of Use to any affiliated company controlling, controlled by, or under common control with Spot (the term “control” having the meaning defined at article L233-3 of the French Commercial code), which you unreservedly acknowledge and accept.
h. Termination
Spot and yourself can terminate these Terms of Use at any time for any reason, with a seven-day notice.
The termination will take effect when the receipt of the notice of termination is received by the party that notified the other of its desire to terminate the Terms of Use. The parties shall remain bound by the obligations that have arisen prior to the effective termination.
The parties agree that all clauses which must survive the expiration or termination of the Terms of Use, for any reason whatsoever, will survive the term of the Terms of Use or any termination.
i. Governing law and Jurisdictions
These Terms of Use, their interpretation, validity or enforcement are governed by and construed in accordance with the laws of France, excluding its conflict of laws principles.
The parties agree to use their best efforts to attempt to resolve all disputes arising under the Terms of Use amicably. However, if no settlement is reached, the disputes arising under the Terms of Use shall exclusively be referred to the French Commercial Court of Paris, in accordance with the substantive law governing such Terms of Use.
1. Preamble
PLEASE READ THESE TERMS OF USE CAREFULLY. YOU AGREE TO BE BOUND BY THESE TERMS OF USE AND ALL TERMS INCORPORATED BY REFERENCE.
Our Privacy Policy is located at https://www.iubenda.com/privacy-policy/29675194/full-legal. Our Privacy Policy describes how we collect, use, and share your personal information.
If you use our Services, these Terms of Use apply. If you do not agree to these Terms of Use, you must not use our Services. You can use our Services only if you can lawfully enter into an agreement to these Terms of Use under applicable law. If you use our Services, you agree to do so in compliance with these Terms of Use and with applicable laws and regulations.
You shall ensure that your use of our Services is compliant with the laws and regulations of your country of residence.
These Terms of Use, together with the Privacy Policy, constitute the complete and exclusive understanding and agreement that we have with you regarding its subject matter, and supersede all prior or contemporaneous agreements or understandings, whether written or oral, relating to its subject-matter. In the event of conflict, these Terms of Use will take precedence.
By using our Services, you declare that all information provided to Spot in connection with these Terms of Use are true, accurate and complete.
2. Legal Notice
The App’s editor is Spot, a SAS company with a share capital of EUR 1,180.50, registered with the Registry for Trade and Companies of Nanterre, France under the number 838 695 021 having its registered office at 6 Rue des Bateliers, 92110 Clichy, France, France.
The publication director is Edouard Steegmann.
3. Description of Services
a. Cryptocurrency Wallet
When you launch the App for the first time, a cryptocurrency wallet is created automatically for you by Spot and a recovery phrase will be generated by Spot for you.
You may use your recovery phrase to send the supported cryptocurrencies via the relevant cryptocurrency network. The public receive address generated by Spot serves as your cryptocurrency wallet address and is stored on the App to identify you to the all the cryptocurrency blockchains supported by the wallet. The recovery phrase is stored directly in the App on your phone. Spot has no access to your recovery phrase and may not, under any circumstance, initiate a transaction using your recovery phrase on your behalf.
You are the only responsible party for saving your recovery phrase and you will not be able to access your wallet on the App without your recovery phrase.
You agree that you shall take the necessary precautions to ensure the safekeeping of your recovery phrase. The recovery phrase allows you, the sole owner of your recovery phrase, to recover your wallet in case your phone becomes unavailable for whatever reason including, but not limited to, the following: loss, theft, device damage or failure, forgotten PIN code, or any other circumstance that would prohibit you from accessing the App and your wallet.
In order to safekeep your recovery phrase, you shall make copies of your recovery phrase and shall securely store all copies. Proper storage of your recovery phrase is vital to prevent risk of damage from natural disasters or risk of unauthorized access to your cryptocurrencies.
In additional to any manual backup of your recovery phrase, we offer you the option to store an encrypted version of your recovery phrase in the cloud through iCloud on iOS devices and/or through Smart Lock on Android devices. You will be asked to choose a PIN code in order to protect this cloud backup. You agree that Spot is not responsible in case in case of hack of these cloud storage services which are maintained by third party, respectively, Apple and Google.
YOU FULLY UNDERSTAND THAT ANY FAILURE TO MAKE AND PROTECT YOUR RECOVERY PHRASE MAY LEAD TO TOTAL LOSS OF THE CRYPTOCURRENCIES.
In the case you lose access to your phone or setup a new phone, you can restore your wallet with your backup:
• If you used the cloud backup, you will be prompted to restore your wallet at the launch of the App provided you are connected to the same iCloud or Google account you used to perform your cloud backup. You will be asked to enter your PIN code in order to access this cloud backup.
• If you performed a manual backup, you can restore your wallet in the backup section of the settings page of the App. You will be asked to enter the recovery phrase in the right order.
b. Purchase of cryptocurrencies
Spot may offer you the option to buy cryptocurrencies through third-party providers, Simplex, MoonPay and Wyre. You accept that those functionalities may be available only in countries approved by respectively Stripe, Simplex, MoonPay and Wyre on the one hand, and Spot on the other hand.In order to buy cryptocurrencies through the App, you will need to accept and consent to the terms of use of Stripe, Simplex, MoonPay and Wyre which are respectively available at https://stripe.com/legal/crypto-onramp, https://www.simplex.com/terms-of-use, https://www.moonpay.io/terms_of_use and https://www.sendwyre.com/user-agreement and are incorporated by reference herein. You will enter into a direct contractual relationship with Stripe, Simplex, MoonPay and/or Wyre if you decide to buy cryptocurrencies through the App.You accept and understand that the functionalities available in the App to buy cryptocurrencies are not provided directly by Spot and are the only responsibility of our third-party providers Stripe, Simplex, MoonPay and Wyre. We cannot and do not guarantee the fee rates applied by our providers, and it is of your responsibility to check them when you make the purchase.Spot is not a cryptocurrency exchange and is not responsible for the transactions made through Stripe, Simplex, MoonPay and Wyre.
When purchasing cryptocurrencies through third-party providers, Spot may take a commission on the purchase (the “Spot commission”). In this case, the Spot commission will be shown to you before you complete the purchase. The presence or not of the Spot commission and its amount can vary based on multiple factors including, but not restricted to, the amount of cryptocurrencies purchased, your geolocation, promotional offers, or the fact the third-party provider allows Spot to set up a commission.
c. Sale of cryptocurrencies
Spot may offer you the option to sell cryptocurrencies through third-party providers, Bity and Wyre. You accept that those functionalities may be available only in countries approved by respectively Bity and Wyre on the one hand, and Spot on the other hand.
In order to sell cryptocurrencies through the App, you will need to accept and consent to the terms of use of Bity and Wyre which are respectively available at https://bity.com/legal and https://www.sendwyre.com/user-agreement and are incorporated by reference herein. You will enter into a direct contractual relationship with Bity and/or Wyre if you decide to sell cryptocurrencies through the App.
You accept and understand that the functionalities available in the App to sell cryptocurrencies are not provided directly by Spot and are the only responsibility of our third-party providers Bity and Wyre. We cannot and do not guarantee the fee rates applied by our providers, and it is of your responsibility to check them when you make the sale.
Spot is not a cryptocurrency exchange and is not responsible for the transactions made through Bity and Wyre.
d. Swap of cryptocurrencies
Spot may offer you the option to swap cryptocurrencies through third-party providers, Switchain, Wyre and Jupiter. You agree that those functionalities may be available only in countries approved by respectively Switchain, Wyre and/or Jupiter on the one hand, and Spot on the other hand. In order to swap cryptocurrencies through the App, you will need to accept and consent to the terms of use of Switchain, Wyre and Jupiter which are respectively available at https://www.switchain.com/tos, https://www.sendwyre.com/user-agreement and https://docs.jup.ag/legal/terms-of-use and are incorporated by reference herein. You will enter into a direct contractual relationship with Switchain, Wyre and/or Jupiter if you decide to swap cryptocurrencies through the App.
You agree and understand that the functionalities available in the App to swap cryptocurrencies are not provided directly by Spot and are the only responsibility of our third-party providers Switchain, Wyre and Jupiter. We cannot and do not guarantee the fee rates applied by our providers, and it is of your responsibility to check them when you make the swap.
Spot is not a cryptocurrency exchange and is not responsible for the transactions made through Switchain, Wyre and Jupiter.
e. Tezos interest rate
Spot may offer you the option to earn interest with a variable interest rate on your Tezos balance through a third-party provider, Chorus One, via a decentralized interaction. You agree that those functionalities may be available only in countries approved by respectively Chorus One on the one hand, and Spot on the other hand. In order to earn interest rate on your Tezos balance through the App, you will need to accept and consent to the terms of use of Chorus One which are available at https://chorus.one/tos and are incorporated by reference herein. You will enter into a direct contractual relationship with Chorus One if you decide to earn interest rate on your Tezos balance through the App. You agree and understand that the functionalities available in the App to earn interest on your Tezos balance are not provided directly by Spot and are the only responsibility of our third-party provider Chorus One. We cannot and do not guarantee the fee rates applied by our providers, and it is of your responsibility to check them when you enable interest rate on your Tezos balance. This functionality is based on a decentralized interaction and Spot is not responsible for the decentralized interactions made through Chorus One.
f. Solana staking
Spot may offer you the option to earn interest with a variable interest rate on your Solana balance through a third-party provider, Kiln, via a decentralized interaction called staking. You agree that those functionalities may be available only in countries approved by respectively Kiln on the one hand, and Spot on the other hand. In order to earn interest rate on your Solana balance through the App, you will need to accept and consent to the terms of use of Kiln which are available at https://www.kiln.fi/terms-and-conditions and are incorporated by reference herein. You will enter into a direct contractual relationship with Kiln if you decide to earn interest rate on your Solana balance through the App. You agree and understand that the functionalities available in the App to earn interest on your Solana balance are not provided directly by Spot and are the only responsibility of our third-party provider Kiln. We cannot and do not guarantee the fee rates applied by our providers, and it is of your responsibility to check them when you enable interest rate on your Solana balance. This functionality is based on a decentralized interaction and Spot is not responsible for the decentralized interactions made through Kiln.
g. Interactions with decentralized services
g. 1. Definition and examples
Spot may offer you the option to perform interactions (the "Interactions") using third-party providers and/or protocols (the "Decentralized services"). Interactions are a way to execute any actions on your Spot cryptocurrency wallet and/or the cryptocurrencies it contains.
As non-exhaustive examples, Interactions may take the form of:
• Giving full access to your Spot Cryptocurrency wallet.
• Decentralized loans, collaterized borrowings, liquidation using cryptocurrency liquidity pools.
• Algorithmic finance applied to cryptocurrency assets, such as stability and exotic products.
• Static or variable rewards and interest rates.
• Voting or other forms of participation in consensus mechanisms or other decentralized autonomous organizations.
• Cryptocurrency swaps using decentralized exchange platforms.
• Cryptocurrency position leverage, for example based on margin trading, on decentralized exchange platforms.
g. 2. Interactions
You accept that Interactions may come in various forms that can differ from the examples stated above.
Interactions may be performed using an open protocol to connect to Decentralized services called WalletConnect. Spot cannot guarantee and will not guarantee the genuine character of the Decentralized services you connect to using the WalletConnect protocol.
You can see more information about WalletConnect on the website of the organization: https://walletconnect.org.
You accept that Interactions may impact the amount of cryptocurrencies in your wallet. You accept that Interactions may impact your wallet and the cryptocurrencies it contains in a specified or unspecified logic, which can be built in the aforementioned Decentralized services or outside of them.
g. 3. Risks and liabilities
You are fully responsible for all acts or omissions of any third party with access to your Spot wallet. You accept and understand that you are fully responsible for all actions performed in the App when performing an Interaction. You accept and understand that you are fully responsible for verifying the genuine aspect of the Decentralized services you are using in the App. You acknowledge and accept that Spot is not responsible for any errors or omissions that you make in connection with Interactions initiated via the Services. You accept and understand that Spot does not control the Decentralized services. You accept and understand that Spot does not control the Interactions you may perform with the Decentralized services. Spot cannot guarantee and will not guarantee that the Interactions that you can perform in the App are exempt of flaws, scams, hacks or other attacks that could lead to the partial or total loss of the cryptocurrencies in your wallet. You understand and accept that, following such attacks, you may be unable to recover cryptocurrencies related amounts at a reasonable price or at all, and accepts that Spot shall bear no responsibility for such malfunctions or cybercriminal acts. You accept and understand that the Interactions you can perform in the App can lead to a different action than the one actually stated in the App, including the partial or total loss of the cryptocurrencies in your wallet, and accepts that Spot will have no liability whatsoever in relation thereto.
Malfunctions, breakdowns, forks or abandonments of the Decentralized services may have a material effect on the cryptocurrencies and you acknowledge that Spot is not responsible for any such incident and will have no liability whatsoever in relation thereto.
h. Tracker & Market data
Spot provides market data on cryptocurrencies which shall include, among others, prices, and volumes of trade of cryptocurrencies.
You agree that you will not rely on the market data provided by Spot to make purchase and/or trading decisions and that the market data are provided for information purposes only.
Spot cannot guarantee and will not guarantee the accuracy of the market data provided on the App.
i. Referral program
The Referral program will be effective as of 2019/08/15 0:00 AM (UTC) until 2023/02/15 0:00 AM (UTC). We will review the decision to renew the Referral program at the end of this forty-two (42) months period.
i. 1. Referees
• When someone downloads the app through your Spot referral link or enters your Spot referral code in the app, this person is defined as one of your referees.
• There is no limit to the number of referees you can have.
• You can be referred to Spot only one time.
i. 2. Rewards for new referees
• Each time you have a new referee in the app, you will receive a locked “new referee” reward.
• In order to unlock your “new referee” reward, the corresponding referee must purchase at least $100 (one hundred dollars) of cryptocurrencies in one purchase within Spot while the Referral program is active and there is a not null Spot commission associated with this purchase (see above part b. for the definition of the Spot commission). This first $100 or more payment done by the referee is called the “referee payment”.
• All your “new referee” rewards which are unlocked are paid (sent to your cryptocurrency wallet) at the beginning of the next month you unlocked them.
• A “new referee” reward cannot be paid multiple times.
• The value of the “new referee” reward is fixed to $5 (five dollars). This reward amount may vary in time.
• All your “new referee” rewards which are unlocked are paid in Bitcoin. The fiat currency value of the reward will be converted to Bitcoin when the reward is unlocked, using the global average Bitcoin price in effect at the time of the corresponding “referee payment”. At this market rate, the value of the reward when it is unlocked will be equal to $5 (five dollars).
• Between the moment your “new referee” rewards are unlocked and the moment they are paid, Bitcoin price can have either increased or decreased. In response to this event, the value of your rewards in dollar will vary accordingly, higher or lower than $5.
• The “new referee” reward value of $5 can be displayed in the app along with the minimum value $100 of the “referee payment”, converted into the user selected default currency or in Bitcoin. These converted values are for information purposes and are only indicative.
• When the Referral program ends, you will lose all your locked “new referee” rewards.
• Spot will check for duplicate or fake accounts and will not pay out “new referee” rewards on these accounts. Duplicate or shared finances will result in disqualifications.
i. 3. Reward for new referred user
• When you become the referee of a user, you receive a unique locked “new referred user” reward.
• In order to unlock your “new referred user” reward, you must purchase at least $100 (one hundred dollars) of cryptocurrencies in one purchase within Spot while the Referral program is active and there is a not null Spot commission associated with this purchase (see above part b. for the definition of the Spot commission). The first $100 or more payment you do after you receive your locked “new referred user” reward is called the “new referred user payment”.
• If you unlocked your “new referred user” reward, it will be paid (sent to your cryptocurrency wallet) at the beginning of the next month you unlocked it.
• Your “new referred user” reward is unique and, if you unlock it, will be paid one time only.
• The value of the “new referred user” reward is fixed to $5 (five dollars). This reward amount may vary in time.
• Your unlocked “new referred user” reward will be paid in Bitcoin. The fiat currency value of the reward will be converted to Bitcoin when the reward is unlocked, using the global average Bitcoin price in effect at the time of your “new referred user payment”. At this market rate, the value of the reward when it is unlocked will be equal to $5 (five dollars).
• Between the moment your “new referred user” reward is unlocked and the moment it is paid, Bitcoin price can have either increased or decreased. In response to this event, the value of your reward in dollar will vary accordingly, higher or lower than $5.
• The “new referred used” reward value of $5 can be displayed in the app along with the minimum value $100 of the “new referred user payment”, converted into the user selected default currency or in Bitcoin. These converted values are for information purposes and are only indicative.
• When the Referral program ends, you will lose your “new referred user” reward if it is locked.
• Spot will check for duplicate or fake accounts and will not pay out “new referred user” rewards on these accounts. Duplicate or shared finances will result in disqualifications.
Spot may change, amend, delete or add to the terms of the Referral program, at any time and at its sole discretion, due to changing market conditions, risk of fraud, or any other factors we deem relevant, without prior notice. You will be notified of the changes directly in the App and shall accept and consent to the changes to continue using the App and the Services.
4. Disclaimer
a. General Accessibility
Spot shall make its best effort, as far as possible, to keep the App accessible 7 days a week and 24 hours a day. However, you agree and acknowledge that the access to the App may be suspended due to technical maintenance, migration or updates, or due to breakdowns or constraints in relation with the operation of internet network or the blockchain.
The networks on which the data flows have different characteristics and capacities and can be saturated at certain times of the day, which can affect their downloading times and their accessibility. Spot will not be held liable for any malfunction or inability to access the App attributable to third parties, to a network congestion, to unsuitable your equipment, to a maintenance or update of the App or to any other circumstances not attributable to Spot.
Spot does not guarantee continuous, uninterrupted, error-free or secure access to any part of the App and/or the Services.
Your use of the App and Services provided through it is not guaranteed: Neither Spot, nor any third party owner, licensor or supplier of equipment, software, systems, services or facilities used or made available in connection with the App is liable for any representation, warranty or condition, whether express or implied, concerning the App or the Services provided through it, including, without limitation, that the App will meet your needs or that the App will be available for use at any particular time or for any particular purpose or will operate error-free. Without limiting the foregoing, all express or implied, direct or indirect, representations, warranties and conditions in respect of the App and the Services provided through it arising or implied by law, custom, usage of trade, course of performance, course of dealing or otherwise, including, but not limited to, any warranties on conditions of quality and fitness for a particular purpose are expressly excluded to the full extent authorized by the applicable laws and regulations.
Spot shall not be liable for delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.
b. Specific Risks
i. Financial Risk
The information included on the App does not constitute legal, financial or investment advice and is not intended as a recommendation for buying, trading or selling cryptocurrencies.
It is recommended to seek advice from legal and financial experts before starting buying, trading or selling cryptocurrencies. Spot and all other companies mentioned on this Terms of Use will not be responsible for the consequences of reliance upon any opinion or statement contained in the App or for any omission.
You should be fully aware of the level of risk involved before trading any cryptocurrencies. Any loss of data, crypto assets or profit is your sole responsibility.
The information on the App does not constitute an offer or solicitation by anyone in any jurisdiction in which an offer or solicitation cannot legally be made, or to any person to whom it is unlawful to make a solicitation.
Links to other web sites and data extracted from other sources are for convenience only. No endorsement of any independent third-party products, services or information is expressed or implied by any information, material or content of a third party contained in, referred to, included on, or linked from or to the App.
Investing in Cryptocurrencies entails a significant capital risk, which you acknowledge and accept.
The value of cryptocurrencies may be subject to fluctuations, due to market forces and a varying balance of supply and demand.
You understand and agree that the value of cryptocurrencies may increase or decrease at any time after purchase. You further understand that cryptocurrencies liquidity may be markedly different depending on the considered jurisdiction or exchange used to perform the trade.
Spot is not responsible for such fluctuations and will not be held liable for any loss incurred owing to such volatility or default of liquidity, if any.
ii. Risks related to the Blockchain Protocols
Cryptocurrencies and the blockchain protocols are a new, relatively untested technology. In addition to the risks mentioned herein, there are other risks that Spot cannot yet identify or predict, and you should make your own enquiries, research and analysis thereof. Risks may also occur as unanticipated combinations or as changes in the risks stipulated herein.
Spot does not have any control over the underlying software protocol of the cryptocurrencies you are storing on your wallet.
Spot does not make any representation or guarantee and will to bear any liability regarding the quality, availability, or fitness for purpose of these cryptocurrencies or its continued support of the same.
From time to time, the underlying protocol of a given cryptocurrency may change, which may have consequences on its key characteristic including but not limited to its name, its valuation or the way it operates. These events are called “Forks”. There is an element of uncertainty attached to Forks, including but not limited to a risk that transactions initiated on a forking cryptocurrency may be misdirected or replicated. For this reason, Spot may decide, in certain circumstances, to suspend its support of such cryptocurrency ahead of the Fork and for as long as Spot deems necessary. When it does, Spot will endeavor to give you advance notice, but may not be able to. In any case, you shall make yourself aware of the risk attached to Forks and it is your responsibility to keep yourself appraised of such events and to make all necessary arrangements.
Cryptocurrencies are based on blockchain protocols. Malfunctions, breakdowns, forks or abandonments of the said protocols may have a material effect on the cryptocurrencies and you acknowledge that Spot is not responsible for any such incident and will have no liability whatsoever in relation thereto.
You acknowledge that the mining system of the blockchain protocols may be subject to attacks, including but not limited to double-spend attacks, majority mining power attacks, selfish-mining attacks and race condition attacks.
You understand and agree that, following such attacks, you may be unable to recover cryptocurrencies related amounts at a reasonable price or at all, and accepts that Spot shall bear no responsibility for such cybercriminal acts.
You acknowledge and agree that such risks may lead to the loss of cryptocurrencies and accepts that Spot will have no liability whatsoever in relation thereto.
You acknowledge and agree that Spot is not responsible for any errors or omissions that you make in connection with any cryptocurrency transaction initiated via the Services.
c. Data/Storage/Lost of Cryptocurrencies
Please note that you are solely responsible for the way you use, store, and backup your information and data (including your recovery phrase) relating to your cryptocurrencies in connection with the use of the App.
You are solely responsible for maintaining the confidentiality of your recovery phrase, PIN code and in general of any means to secure your personal and private access to your wallet and the Services using the App, as well as restrictions on access to your phone, and to the extent permitted by applicable law, you agree to be responsible for all activities that have been conducted from your account or with your PIN code or recovery phrase. You must take all necessary steps to ensure that your PIN code and recovery phrase remain confidential and secured. You understand and accept that the loss, unauthorized access, theft or destruction of your wallet, credentials or recovery phrase may result in the unrecoverable and permanent loss of the cryptocurrencies associated with the applicable wallet, and that neither Spot, nor anyone else will be able to access or use the related cryptocurrencies.
You hereby acknowledge that such loss may be incurred by errors or malfunctions of the wallet, the App, the Services or other third party equipment, network, software and/or services, resulting from technology errors or systems malfunction, as well as from actions taken or omitted by you or third parties, including but not limited to failure to properly maintain or use the wallet, to provide the correct wallet address, but also hacking and theft.
You acknowledge and agree that such risks may lead to the loss of cryptocurrencies and accepts that Spot shall have no liability whatsoever in relation thereto.
d. Risks related to Applicable Law
Services provided by Spot through its App are only available in jurisdictions where they may be lawfully offered. Therefore, some Services may only be available in certain jurisdictions.
You understand and agree that cryptocurrencies are currently in the process of being regulated. Some jurisdictions may apply existing regulations on cryptocurrencies or introduce new blockchain-technology-based rules, which may impact the use and/or value of cryptocurrencies or the availability of the Services. You understand and agree that Spot may be subject to orders, notices, requests or rulings, in particular from a regulatory authority, or may be required to suspend or discontinue the use of the Services. You understand and agree that such laws, regulations or orders may impact, limit or impede the ability of Spot to conduct business and provide the Services through the App, and that they may result in a local, partial or total cessation of activity. Such decision or the conduct of business in such circumstances is at the sole discretion of Spot and Spot shall not incur any liability of any kind because of it.
5. Limit of Liability
TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, SPOT SHALL NOT BE LIABLE FOR DAMAGES OF ANY TYPE, WHETHER DIRECT OR INDIRECT, ARISING OUT OF OR IN ANY WAY RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES, INCLUDING BUT NOT LIMITED TO DAMAGES ALLEGEDLY ARISING FROM THE COMPROMISE OR LOSS OF YOUR LOGIN CREDENTIALS OR CRYPTOCURRENCIES, OR LOSS OF OR INABILITY TO RESTORE ACCESS FROM YOUR RECOVERY PHRASE AND PIN CODE OR FOR MISTAKES, OMISSIONS, INTERRUPTIONS, DELAYS, DEFECTS AND/OR ERRORS IN THE SERVICES, OR FOR DIMINUTION OF VALUE OF ANY CRYPTOCURRENCIES. SPOT SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY LOST PROFITS OR ANY SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH AUTHORIZED OR UNAUTHORIZED USE OF THE SERVICES, EVEN IF AN AUTHORIZED REPRESENTATIVE OF SPOT HAS BEEN ADVISED OF OR KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. SPOT SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO SOFTWARE, PRODUCTS, SERVICES, AND/OR INFORMATION OFFERED OR PROVIDED BY THIRD-PARTIES AND ACCESSED THROUGH THE APP.
EXCEPT AS OTHERWISE REQUIRED BY LAW, IN NO EVENT SHALL SPOT’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW) EXCEED THE LESSER OF (I) FIVE HUNDRED EUROS (EUR 500) OR (II) THE AGGREGATE FEES YOU PAID DIRECTLY TO SPOT DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICES (INCLUDING ANY RECOVERY PHRASE OR PIN CODE STORAGE SERVICE OFFERED AS PART OF THE SERVICES, WHETHER CLOUD OR HARDWARE-BASED) IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY.
USE OF ANY RECOVERY PHRASE STORAGE SERVICE INCLUDED AS PART OF THE SERVICES IS OFFERED TO YOU AS A CONVENIENCE, SUBJECT TO THE LIMITATIONS ABOVE. TO BE SAFE, YOU SHOULD ALWAYS BACKUP YOUR RECOVERY PHRASE MANUALLY OR THROUGH ANY OTHER PROCESS THAT YOU CONSIDER SUFFICIENT TO ENSURE THE SAFE KEEPING OF YOUR RECOVERY PHRASE AND PIN.
YOU HEREBY ACKNOWLEDGE THAT SPOT CANNOT CONTROL THE QUALITY, SECURITY OR LEGALITY OF THE CRYPTOCURRENCIES INVOLVED IN YOUR WALLET (DEPENDING ON JURISDICTION), ADEQUACY OF THE TRANSACTION INFORMATION, OR CAPACITY OF THE PARTIES TO ANY TRADE (ESPECIALLY THROUGH THIRD-PARTY PROVIDER) TO PERFORM THEIR OBLIGATIONS UNDER APPLICABLE RULES.
6. Intellectual Property
Spot (and its licensors) owns and retains all intellectual property rights, interest and title to the full extent and without limitation in the App and the Services provided through it.
The user may not copy, imitate, modify, alter, amend or use any of such content subject to intellectual property rights protection without the prior written consent of Spot.
Subject to your compliance with these Terms of Use, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to download, view and display the App solely in connection with your permitted use of the Services.
We do not claim any ownership rights in any content you are uploading on the App through the use of the Services and nothing in these Terms of Use will be deemed to restrict any rights that you may have to use and exploit the content that you are uploading on the App through the use of the Services.
In order to operate and provide our Services, you grant us a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, copy, distribute, create derivative works of, display, and perform the content that you upload, submit, store, send, or receive on or through our Services. The rights you grant in this license are for the limited purpose of operating and providing our Services.
You can remove the content you have uploaded on the App by specifically deleting it. However, in certain instances, some of your content may not be completely removed and copies of your content may continue to exist on the Services.
7. Users’ Obligations and Restrictions
You are not authorized, under any circumstances, to use the App and the Services on behalf of third parties or provide such third parties access to the App.
You are not authorized to:
• infringe directly or indirectly our intellectual property right, our reputation, or any other of our right or interest, any other user of the App, or any other third party;
• perform an act related to, or similar to money laundering, a fraud, a crime, or otherwise all acts infringing public order;
• perform an act in breach of applicable law or regulation;
• perform an act which infringes the integrity or the operating of the App and Services;
• perform an act which constitutes or intends to constitute a double spending or duplicate transfer of cryptocurrencies;
• open a wallet or use App in breach of these Terms of Use; or
• perform an act we otherwise deem inappropriate.
If you fail to comply with the above rules, the App may decide to terminate your account without notice.
You hereby agree that (i) all the activities that you carry out during the use of the App and the Services will be in compliance with the requirements of applicable laws, regulations, as well as the various guidelines of Spot, as applicable, and that (ii) you will not be in violation of public interests, public ethics or any other party’s legitimate interests.
By accessing the Service, you agree that Spot shall have the right to unilaterally determine whether you have violated any of the above covenants and take actions to apply relevant rules without receiving your consent or giving prior notice to you.
You will indemnify and hold harmless Spot and its officers, directors, employees and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access to or use of the Services, (ii) any content you have uploaded on the App or (iii) your violation of these Terms of Use.
8. Taxes
You acknowledge, understand and agree that the acquisition and withdrawal of cryptocurrencies may have tax consequences which vary depending on the applicable jurisdictions.
You are solely responsible for ensuring compliance with your tax obligations and shall declare, bear and pay all such taxes, duties, imposts, levies, tariffs and surcharges as may be imposed by applicable laws and regulations.
You are responsible for carrying out a legal and tax analysis concerning the purchase and ownership of cryptocurrencies under laws and regulation applicable to you in function of your status, nationality and place of residence, fiscal residence, etc.
You acknowledge and agree that Spot waives any and all liability and responsibility with respect to your tax consequences, who hereby agrees to fully indemnify, defend and hold Spot harmless from all claims, demands, damages, awards, fines, costs, expenses and liability associated with the foregoing obligations or otherwise with respect to all claims, demands or allegations of tax associated with these Terms of Use.
9. Compliance and Investigation
The Services and the App may be subject to export control regulations under applicable law.
By using the Services you represent that you are not an individual or entity that is, or an entity owned or controlled by persons or entities that are, (i) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control, the U.S. Department of State, the United Nations Security Council, the European Union, Her Majesty’s Treasury, the Swiss government, or any other governmental authority with jurisdiction over Spot or the Services; (ii) identified on the Denied Persons, Entity, or Unverified Lists of the U.S. Department of Commerce’s Bureau of Industry and Security; or (iii) located, organized or resident in a country or territory that is, or whose government is, the subject of U.S. economic sanctions, including, without limitation, Cuba, Iran, North Korea, South Sudan, Sudan, or Syria.
Spot reserves the right to investigate suspected violations of these Terms of Use. Spot may seek to gather information from the user who is suspected of violating these Terms of Use, and from any other user. Spot may suspend any users whose conduct are under investigation.
You acknowledge and agree that Spot shall fully co-operate with any law enforcement authorities or court order requesting or directing Spot to disclose any available information relating to anyone using the App and the Services in a manner which violates these Terms of Use.
10. Specific Consumer Law
Where, under applicable law, you are deemed to be a “consumer”, in case of a dispute, pursuant to Article L. 611-2 of the French Consumer Code, you shall be able to file a complaint with the French Consumer Ombudsman.
In accordance with Article L. 221-28 13° of the French Consumer Code, if you are deemed to be a “consumer” you agree and acknowledge that you have been informed that your right of withdrawal cannot be exercised for the use of the Services, which you expressly acknowledge and accept.
11. Miscellaneous
a. Notices
All notices pertaining to these Terms of Use will be given directly in the App.
b. Waiver
No delay, neglect, forbearance or failure by Spot in enforcing any provision of these Terms of Use shall constitute a waiver of its rights.
c. Entire agreement
These Terms of Use constitutes the complete and exclusive understanding and agreement between you and Spot regarding its subject matter and supersedes all prior or contemporaneous documents, exchanges, communications, presentations and marketing events, agreements or understandings, whether written or oral, relating to its subject-matter.
In the event of conflict between documents, policies or these Terms of Use, these Terms of Use will take precedence, unless expressly otherwise provided herein.
The original and binding text of these Terms of Use is in English, and translated versions are for reference purposes only. In the event of conflict between the English and any translated version, the English version shall prevail.
d. Severability
Where a provision of these Terms of Use is held to be invalid, illegal, void or unenforceable, in whole or in part, the said provision shall be deemed severable from these Terms of Use in a manner which does not affect, impair or invalidate the remaining provisions.
e. Headings
All headings contained in these Terms of Use are inserted for identification and convenience only and will not be deemed part of these Terms of Use for purposes of interpretation.
f. Amendments
Spot may change, amend, delete or add to these Terms of Use, at any time and at its sole discretion, without prior notice. You will be notified of the changes directly in the App and shall accept and consent to the changes to continue using the App and the Services.
g. Assignment
You may not assign or transfer any of its rights or obligations under these Terms of Use, notably by operation of the law or in connection with change of control or otherwise, without the prior written consent of Spot, which will not be unreasonably withheld or delayed.
Spot may assign or transfer its rights hereunder to any entity, in whole or in part, without your prior notice or consent.
Spot expressly reserves the discretionary right to transfer and assign at any time subject to a simple notice all its rights and obligations deriving from these Terms of Use to any affiliated company controlling, controlled by, or under common control with Spot (the term “control” having the meaning defined at article L233-3 of the French Commercial code), which you unreservedly acknowledge and accept.
h. Termination
Spot and yourself can terminate these Terms of Use at any time for any reason, with a seven-day notice.
The termination will take effect when the receipt of the notice of termination is received by the party that notified the other of its desire to terminate the Terms of Use. The parties shall remain bound by the obligations that have arisen prior to the effective termination.
The parties agree that all clauses which must survive the expiration or termination of the Terms of Use, for any reason whatsoever, will survive the term of the Terms of Use or any termination.
i. Governing law and Jurisdictions
These Terms of Use, their interpretation, validity or enforcement are governed by and construed in accordance with the laws of France, excluding its conflict of laws principles.
The parties agree to use their best efforts to attempt to resolve all disputes arising under the Terms of Use amicably. However, if no settlement is reached, the disputes arising under the Terms of Use shall exclusively be referred to the French Commercial Court of Paris, in accordance with the substantive law governing such Terms of Use.