Terms and conditions

DEALER AGREEMENT TERMS AND CONDITIONS

Last updated: [28/07/2021]

THESE TERMS AND CONDITIONS FOR DEALER AGREEMENTS (THE TERMS) ARE LOCATED AT TERMS & CONDITIONS AND MAY BE MODIFIED OR AMENDED BY THE COMPANY AT ANY TIME AND FROM TIME TO TIME AT THE COMPANY’S SOLE DISCRETION. ANY MODIFICATION OR AMENDMENTS TO THESE TERMS WILL BE EFFECTIVE [FIFTEEN (15) DAYS] AFTER POSTING AT THE ABOVE-INDICATED URL. THE COMPANY WILL PROVIDE DEALERS WITH NOT LESS THAN [THIRTY (30) DAYS NOTICE] OF THE EFFECTIVE DATE OF ANY SUCH MODIFICATIONS OR AMENDMENTS THAT WOULD CHANGE THE TERMS OF DEALER’S PARTICIPATION IN ANY PROGRAM IN WHICH THE DEALER PARTICIPATES AT THE TIME A MODIFICATION OR AMENDMENT IS POSTED.

1. THESE TERMS
   1. These Terms, together with individual dealer agreements (as applicable), govern your use of the Services provided by the Company to you, as defined below in Section 3.
   2. By using any of the Services or signing up to use an account through the Website or the Auto Coin Cars System (as defined below), you agree that you have read, understood and accept all of these Terms (including, without limitation, provisions on limitation of our liability), as well as all of the terms and conditions of our Anti-Money Laundering/Counter-Terrorist Financing (AML/CTF) Policy and Privacy Policy which is hereby incorporated by reference and forms part of these Terms. You should read these Terms, the AML/CTF Policy, and the Privacy Policy carefully and in their entirety. These Terms are effective as of the earliest date and time at which you use any of the Services or the Auto Coin Cars System.
   3. You can access the AML/CTF Policy here and the Privacy Policy here.
   4. If you do not agree to be bound by these Terms, the AML/CTF Policy or the Privacy Policy, you must not use or access the Website or use or access any of the Company’s products or Services. Any use of or access to the Website or our Services means you consent to and agree to these Terms, the AML/CTF Policy and the Privacy Policy. If you do not read and accept the Terms, the AML/CTF Policy, and our Privacy Policy in their entirety, you should not use or continue using the Website or our Services.
   5. Unless otherwise stated herein, references to “Auto Coin Cars”, “Company”, “we”, “us” or “our” in these Terms will refer collectively to Auto Coin Payments OU operates the AutoCoinCars website. Auto Coin Payments OU registered in Estonia with company number 14613108 , Harju maakond, Tallinn, Lasnamäe linnaosa, Väike-Paala tn 2, 11415.
   6. If you have questions about these Terms or our Services, you can contact us by telephoning our customer service team at +44 (0) 115 671 5007 or by other means of communication listed on the Website under the menu item “Contact Us”. You can also consult the Frequently Asked Questions of the Website.
   7. If we have to contact you, we will do so by telephone or by writing to you at the email address or postal address you provided to us in your Account.
   8. We use the words “writing” or “written” in these terms, which includes emails.
   9. No partnership, joint venture, employee-employer, agency, or franchiser-franchisee relationship is intended or created by these Terms. We do not endorse or recommend any particular virtual currency, digital asset, or transaction. You acknowledge and agree that the decision to use our Services and all transaction decisions are made solely by you and we bear no responsibility or liability for the outcome of your decisions. Without prejudice to the generality of the foregoing, the Dealer shall not (a) represent itself as an agent of the Company for any purpose; (b) give any condition or warranty on the Company’s behalf; (c) make any representation on the Company’s behalf; (d) commit the Company to any contracts; or (e) otherwise incur any liability for or on behalf of the Company.
   10. Eligibility. The Website and our Services are not available to persons under the age of 18; persons who are suspended or removed from using the Website or our Services; persons who are not in compliance with these Terms, the AML/CTF Policy, or the Privacy Policy; and persons who are not lawfully permitted to use our Services, cannot enter into legally binding contracts or who, in our sole opinion, present an unacceptable level of credit, legal or reputational risk to us, our Services or to others. Any use of the Website or our Services by anyone who falls within such categories is strictly prohibited and in violation of these Terms. In order to use the Website and our Services, you must register for an Account and accept these Terms, the AML/CTF Policy and our Privacy Policy. We may, in our sole discretion, refuse to open an Account for you or limit the number of accounts that you may hold. When creating your Account, you must provide accurate and complete information, and you must keep this information up to date. You may never use another user’s account or take virtual currency or funds from another user’s account without permission.
   11. In these Terms, “you” or “your” means any person or entity using the Auto Coin Cars System or our Services and the person with whom Auto Coin Cars enters into an agreement on the provision of any of the Services. If you open an account on behalf of an organization, or other entity, then (i) “you” includes you and that entity, and (ii) you represent and warrant that you are an authorized representative of the organization or entity with the authority to bind the organization or entity to these Terms and that you agree to these Terms on the entity’s or organization’s behalf.
2. DEFINITIONS
   1. In these Terms, unless the context otherwise requires, the following terms have the following meanings:

Account:	your virtual interface within the Auto Coin Cars System that is intended for your use of our Services. Your Account is accessible via our Website by using your registered email and password to log in;
Additional Products:	any products purchased by a Dealer separately or in addition to those included within the Advertising Package in exchange of payment of the Brokerage Fees;
Advertiser (also Dealer):	a person, firm, or company that uses the Advertising Services provided by the Company;
Advertising Content:	any copy, artwork, data, photographs, slides, video clips, information, and/or other material provided or selected by the Dealer for inclusion in an advertisement or otherwise uploaded to the Auto Coin Cars System;
Advertising Guidelines and Requirements:	Company’s guidelines and requirements for the publishing of advertisements under the Advertising Package, including, without limitation, the terms and conditions set out in Section 9 below;
Advertising Order Confirmation:	an online order communication sent by the Company to the Dealer confirming details of the Advertiser’s order;
Advertising Order Variation:	an online order form completed by the Advertiser detailing changes requested by the Advertiser to either add Additional Products or upgrade or downgrade their Advertising Package;
Advertising Package:	the Free-Trial Advertising Package or the package of advertising products which the Dealer subscribes to on a 30 days’ rolling basis for a total period of three (3) months, six (6) months, nine (9) months or 12 (twelve) months in exchange of payment of the Subscription Fee, as announced, published or provided, and as modified or revised from time to time, by the Company;
AML/CTF:	has the meaning given to it in Section 1.2;
AML/CTF Policy:	the document that sets out the main principles and guidelines towards the Company’s AML/CTF approach;
Auto Coin Cars System (also Platform):	a marketplace with relevant user interfaces available on the Website or otherwise accessible, owned, administered, supported,and developed by us including our services stipulated in these Terms and intended (i) for Consumers to pay in Digital Assets and for Dealers to accept payments from Consumers for the purchase of vehicles; and (ii) for Dealers to use advertising products and features supplied by the Company, to manage their adverts, stock,and account;
Brokerage Fee:	the fee payable to the Company by the Dealer for the purchase by any Consumer of vehicles through the Auto Coin Cars System, equal to an amount agreed between the Company and the Dealer from time to time and specified on Company’s Website;
Business Day:	a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business;
Charges:	the charges to be paid by the Dealer for the Services which will consist of the Subscription Fee, the Brokerage Fee and any additional transaction fees for sales and exchanges transacted through the Platform in relation to the sale of Dealer’s vehicles as set out in an Order Confirmation or otherwise as specified by the Company;
Communications:	has the meaning given to it in Section 16.1;
Consumer:	an individual customer using the Company’s Website and the Auto Coin Cars System for information and purchase of vehicles from any Dealer that advertises and offers vehicles through the Auto Coin Cars System and having a monetary obligation towards the Dealer under a transaction concluded with the Dealer and intending discharge of such obligation by paying in a Digital Asset;
Consumer Payment Services:	services that enable the Dealer to accept Fiat payment from Consumers for the goods or services supplied under a transaction concluded with the Consumer by exchanging the Consumer’s Digital Asset into Fiat through us so that the Dealer receives payments from the Consumer in Fiat or by receiving all or part of the payment in Digital Assets;
Consumer Request:	a request made or submitted by a Consumer pursuant to which a Consumer indicated interest in test driving, purchasing, or receiving a price quote or other information for a vehicle;
Dealer (also Advertiser):	a retail dealer of vehicles and related automotive products and services, including, without limitation, any car, lorry, van, trailer, caravan, disabled carriage, motorcycle and generally each and every accessory to and component thereof, that is a party to an agreement with the Company for provision of any of the Services;
Dealer Invoice:	has the meaning given to it in Section 10.1.4;
Digital Asset:	a digital representation of value that can be digitally traded, or transferred, and can be used for payment or investment purposes, (also known as cryptocurrency, virtual currency, digital currency). Digital Assets do not include digital representations of fiat currencies, securities, and other corresponding financial assets;
Fees:	any fees charged by the Company to the Consumers for applicable services;
Fiat:	a currency which in accordance with valid laws is legal tender;
Free-Trial Advertising Package:	an advertising package announced, published or provided by the Company for a maximum period of three (3) months from the date of the Advertising Order Confirmation, whereby the Advertiser is granted access to the Services free of charge, subject to the terms and conditions of these Terms, as modified or revised from time to time, by the Company;
Intellectual Property Rights:	all intellectual property rights wherever in the world arising whether registered or unregistered (including any application for registration), including without limitation, all copyright, trademarks, trade names, logo’s, patents, design rights, database rights, and/or know-how;
KYC Documents:	has the meaning given to it in Section 8.3;
Party or Parties:	individually means any of the Dealer/Advertiser or the Company and together means the Dealer/Advertiser and the Company;
Privacy Policy:	the document that sets out the main provisions of how, when and under what conditions we process your personal data which can be found by clicking [https://www.autocoincars.com/privacy.html];
Receipt of Digital Assets:	has the meaning given to it in Section 10.2.2;
Registered Consumer Number:	Consumer’s individual Auto Coin Cars customer number;
Stock Information:	any data regarding the Dealer’s stock of vehicles including but not limited to vehicle registration details, images, prices and sales information which is uploaded to the Auto Coin Cars System or otherwise communicated or made available to the Company;
Subscription Fee:	the sum payable every month by the Dealer to the Company for access to the Platform as set out in the Order Confirmation;
Taxes:	has the meaning give to it in Section 17.1;
Terms:	these Terms and all annexes thereof under which the Parties agree on the general terms and conditions of the provision of Services. In the event of any other agreements being agreed between the Dealer/Advertiser and the Company with respect to the provision of Services after these Terms are concluded, those subsequent agreements shall be considered as an integral part of these Terms.
Website:	the website located at www.autocoincars.com

1.  In this document, unless the context otherwise requires:
   1. a singular word includes the plural and vice versa;
   2. a word which suggests one gender includes the other gender;
   3. the contents of and the headings are for convenience only and shall not affect its meaning;
   4. a reference to legislation or to a provision of legislation (including subordinate legislation) is to that legislation as amended, re-enacted or replaced, and includes any subordinate legislation issued under it;
   5. references to a “document” are to that document as varied or novated at any time;
   6. a reference to “day” or “month” is a reference to a calendar day or month;
   7. any phrase prefaced by the terms “including”, “include”, “in particular” or any similar expression shall be construed as illustrative and shall not limit the sense of the words introduced by those terms.

1. OUR SERVICES
   1. We provide to you the following services (collectively the Services):
      1. Advertising Services: without prejudice to the application of the general terms and conditions under these Terms to all Services performed by us, the provisions of Section 9 of these Terms govern the provision and use of advertising products and features supplied by us to you; and
      2. Consumer Payment Services: Without prejudice to the application of the general terms and conditions under these Terms to all Services performed by us, the provisions of Section 10 of these Terms govern the provision and use of the Consumer Payment Services.
   2. Exclusivity
      1. By using our Consumer Payment Services, you appoint the Company as your exclusive provider of the Consumer Payment Services in the UK on the terms recorded herein. The Dealer shall receive the Consumer Payment Services only from the Company (or any of its affiliates, successors or permitted transferees), and shall not for the period of five (5) years from the effective date of these Terms, launch or engage in provision of any services or products which compete, directly or indirectly, with the Consumer Payment Services.
2. GENERAL OBLIGATIONS
   1. You are obliged under these Terms:
      1. to act in good faith and adhere to these Terms as well as other provisions governing the use of our Services, as well as properly fulfil your obligations to us in a timely manner;
      2. to provide us with information, documents and data which is accurate, correct, up to date, not misleading and free of viruses or other computer programs or files that could interfere with normal functioning of the Auto Coin Cars System or related applications;
      3. to promptly (not later than on the same Business Day (in case of non-Business Day, on the earliest Business Day) as you become aware of that) notify us of improperly provided Services, of loss, theft, unauthorized use, or illegal acquisition of the Auto Coin Cars System login data, and also of the loss of your electronic device used for logging into the Auto Coin Cars System;
      4. to take all reasonable measures necessary to prevent illegal disclosure, appropriation, or use of your data related to transactions performed on the Platform; and
      5. at all times to comply with all applicable laws and regulations, including, but not limited to, AML/CTF regulations.
   2. Our obligations to you:
      1. to act in good faith in providing the Services to you;
      2. to strive to enable the intended use of the Website and the Auto Coin Cars System, take timely measures to correct any operation faults with Service provision or the Auto Coin Cars System; and
      3. to fulfill our obligations to you in respect of the Services.
3. ELIGIBILITY
   1. You are eligible to use our Services if you comply with all of the following criteria:
      1. you have the capacity to enter into and be bound by these Terms and any other document related thereto;
      2. you have attained the legal age of majority and reside in a country in which our Services are legally accessible;
      3. your financial status allows you to accept the risks relating to Digital Assets;
      4. you have provided accurate and complete information and documents requested by us to verify your identity;
      5. you consent to us carrying out the required AML/CTF regulations checks in respect of your identity;
      6. we are satisfied with the outcome of any identity, fraud, and background checks including all other money laundering and terrorist financing checks which we will conduct in relation to you at any time during the term of your relationship with us;
      7. you create an Account in the Auto Coin Cars System in accordance with the procedure set out in these Terms;
      8. you do not use/intend to use the Auto Coin Cars System for anything that is unlawful, malicious or that could disable, overburden, or impair the proper working of the Auto Coin Cars System or may damage our reputation or otherwise pose any threat to us;>
      1. at all times you comply with the Terms as well as all applicable laws and regulations including, but not limited to, AML/CTF regulations.
4. REPRESENTATIONS AND WARRANTIES
   1. By accepting these Terms, you:
      1. confirm that you are eligible to use our Services by complying with criteria listed in Section 5;
      2. confirm that you have read and commit to being bound by these Terms;
      3. agree and acknowledge that any and all actions (transactions) performed by using your Account in the Auto Coin Cars System and related to the use of our Services or discharge of other provisions of the Terms shall be valid and causing the same legal effects as the actions (transactions) formalized by a hard copy document signed by you;
      4. confirm that you have enough knowledge relating to Digital Assets to use our Services, and understand that you are solely responsible for determining the nature, potential value, suitability, risks and appropriateness of our Services;
      5. that, excluding any advertisement in the normal course of marketing our Services, you confirm that we have not advised you, nor individually recommended to you, to use our Services;
      6. confirm to notify us immediately, no later than within 10 (ten) calendar days, of any changes to any information you have provided to us in connection with these Terms or of any circumstances that have or are likely to have an impact, negative or otherwise, on you discharging your obligations to us or of any circumstances that are material for the performance of these Terms e. g. names of authorized persons, your name/title, place of residence, email address, insolvency proceedings, etc. At the request of the Company, you agree to submit any documents (originals, duly certified paper copies, or scanned copies) supporting such changes in information or circumstances, irrespective of whether such information or documents have been provided to public registers;
      7. confirm and understand that financial regulations, financial codes, financial ethics, and contractual requirements vary worldwide, and it is your responsibility to make sure that you comply with any and all local regulations, directives, restrictions, and laws in your local place of residence before using our Services;
      8. confirm that your use of our Services does not violate any applicable laws or regulations in any jurisdiction that applies to you and warrant you shall not use any of the Services for any of the following (a) to conduct or engage in any illegal or unlawful activity; (b) to hide or disguise the proceeds of any illegal or unlawful activity; (c) to engage in any fraudulent or malicious activity; (d) to control or use an Account that is not yours or to allow anyone who is not a duly authorized person to have access to or use your Account; (e) to engage in any other use or activity that breaches these Terms or is not in conformity with sustainable activities of the Company, ensuring of human rights, transparency, gender equality, moral and ethics, or other activity deemed unacceptable by the Company.
      9. By accepting these Terms, you represent and warrant that at the time of entering into these terms and for the duration of the provision of the Services, the above, as well as any and all representations warranties given anywhere else in these Terms are true and accurate. We are not responsible for any disputes or claims related to any inaccurate, incomplete, or untimely information, data or documents provided by you.
      10. For the avoidance of doubt, all representations and warranties are personal statements or assurances given by you which we will rely on when we provide our Services to you.
      11. Use of the Services is subject to the laws and regulations regarding the prevention of terrorist financing and anti-money laundering. You agree and acknowledge that your use of the Services would and will comply with such laws and regulations.
      12. We reserve the right, without any prior notice or explanation, to refuse any person from using our Services or to terminate an existing relationship with you if we have a reasonable doubt that the activity being carried out by that person or by you is not or has not complied with this Section 6.
5. CREATION OF AN ACCOUNT
   1. The creation of your Account on the Auto Coin Cars System is required for using the Auto Coin Cars System and getting access to our Services.
   2. Login to your Account requires your e-mail address and password.
   3. By registering and creating an Account with the Auto Coin Cars System you will have access to the Platform but cannot use our Services until you become an authorized Dealer or a representative of a Dealer, as explained in detail in Section 8.
   4. The e-mail address specified by you and intended for your identification and login to your Account shall be valid throughout the entire period of validity of your Account. If needed (upon your request) and upon satisfactory compliance with our request for documents and information from you, we can change your e-mail address manually. Such a request should be submitted to [email protected].
   5. You will choose a password when registering your account. You are responsible for maintaining the confidentiality of your password and account access information. You are fully responsible for all activities that occur with the use of your password or account. Please notify us immediately of any unauthorized use of your password or account or any other breach of security. If you share your password with others we will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. Sharing of account information is not permitted under these Terms.
6. VERIFICATION AND AML/CTF CHECKS
   1. To become a Dealer authorized to use our Services, you must provide us with the information and documents requested by us.
   2. 2. Through our third-party processor, we will review and assess information and documents submitted by you to us. Upon successful assessment and verification of the information and documents obtained by our third-party processor, the Account will be activated, unless we conclude that you are not eligible to gain access to the Auto Coin Cars System and our Services. For more information on our third-party processors, please see our Privacy Notice https://www.autocoincars.com/privacy.html.
      3. As part of the global initiative to combat financial crimes, in particular money laundering and terrorism financing, we have regulatory obligations in line with the FCA guidelines (available at: https://www.autocoincars.com/customer/kyc-and-aml-terms.html) that include implementing customer due diligence measures. This means we are legally obliged to know who our customers are and we fulfill this requirement by requesting and retaining required documents, information, and data confirming your identity or the identity of a legal entity you represent and any other relevant documents or information (the KYC Documents).
      4. The nature and extent of the information we request may differ based on our risk assessment policy. In some instances, we may contact you to obtain additional KYC Documents, and we will not be able to process your account and/or order until the information requested by us is provided in a timely manner and to our satisfaction. We reserve the right to suspend an Account where you fail to provide the requisite information for us to carry out the necessary checks in order to comply with our regulatory obligations.
      5. At the moment of establishing a business relationship with us or before or after the execution of any particular transaction in a Digital Asset or Fiat, we shall have the right to demand from you any documents or information, including, but not limited to those confirming the legal grounds as well as sources (origin) of your funds and other assets and the purpose and planned nature of your business relationships with us, or other documents and information to the extent necessary for us to adequately fulfill the requirements of relevant legal acts in the field of AML/CTF.
      6. You confirm that all information you provide to us pursuant to this section is accurate and complete and agree to keep us updated if any information provided changes. Any falsification of documents in order to circumvent your obligations under this section shall constitute a material breach of these Terms and we shall be entitled to suspend, disable and/or terminate your Account and any transactions with us.
      7. You consent to the collection of information and permit us to keep records of such information, which will be stored in accordance with applicable data protection laws. From time to time, we may engage third parties in order to assist in different aspects of the provision of our Services to you. You acknowledge and agree your use of the Services may require we share your information with these third parties who may need to review your eligibility to use the Services according to their own verification procedures. For more details, please read the Privacy Policy.
      8. You also authorize us to make inquiries, whether directly or through third parties, that we consider necessary to verify your identity. When we carry out these inquiries, you acknowledge and consent that your personal information may be disclosed to credit reference, fraud prevention, or financial crime agencies.
      9. We shall have the right to restrict or terminate the provision of our Services if, before or after the execution of any particular transaction in a Digital Asset or Fiat, you do not submit to us or avoid, or refuse to submit to us the requested documents or information, or conceal the requested documents or information, or provide incorrect or incomplete requested information, or otherwise fail to comply with any other instructions we give.
      10. We shall perform regular monitoring of your transactions and in the case of a suspicious or unusual operation or transaction, we shall have the right to suspend it, including, but not limited to, the suspension of a withdrawal of your Digital Asset or Fiat, for a certain period of time. In that case, we shall not be liable to you for any default on any contractual obligations or for any damages or losses sustained by you.
      11. We have a general duty to report any suspicious activity identified during the business relationship with you to the relevant authorities as well as other reporting duties deriving from relevant legal acts. We shall not be liable to you for the execution of such duties.
      12. We shall be entitled to terminate a business relationship with you at any time if we determine that continuing such a business relationship with you exposes us to a money laundering or terrorist financing risk deemed unacceptable.
      13. We shall be entitled, at all times and at our absolute discretion, to suspend, disable or terminate an Account or transaction where we reasonably suspect that you have failed to comply with your obligations under these Terms.
      14. Right to Inspect. In order to comply with our regulatory obligations, we may, upon reasonable notice, ask for permission to inspect your location in connection with your use of the Services, or documentation or evidence to support specific transactions. If you refuse our request, we shall be entitled at our absolute discretion to suspend, disable or terminate your Account.
      15. Right to Defer. If we need to conduct an investigation or resolve any pending dispute related to your Account, we may delay settlement or restrict access to your funds while we do so. Additionally, we may delay settlement or restrict access to your funds if required to do so by law, court order, or at the request of regulatory or law enforcement agencies.
7. ADVERTISING SERVICES
   1. Orders and Subscription
      1. Each order for subscription to an Advertising Package or for Additional Products shall be deemed to be an offer by you to subscribe to the Advertising Package or purchase Additional Products subject to these Terms and any applicable Advertising Guidelines and Requirements. You shall ensure that the terms of your order are complete and accurate.
      2. Each Advertising Package entitles the Dealer to execute any number of transactions with the Consumers during the respective validity period of the Advertising Package.
      3. The Additional Products entitle the Dealer to sign-up with the Auto Coin Cars System with no subscription charges subject only to the payment of the Brokerage Fees.
      4. Orders placed by the Advertiser shall only be deemed accepted by the Company when the Company sends an Advertising Order Confirmation to the Advertiser. The Advertiser acknowledges and agrees that the Advertising Order Confirmation can, at any time and for no reason, be withdrawn or canceled by the Company.
      5. Subsequent to receipt of the Advertising Order Confirmation, the Advertiser will subscribe to the Advertising Package or the Additional Products as detailed in the Advertising Order Confirmation.
      6. In consideration of payment of the Subscription Fee in accordance with Section 11 or for free, in case the Advertiser has signed-up for the Free-Trial Advertising Package, the Company will provide the Advertising Services commencing on the date set out in the applicable Advertising Order Confirmation (or, if no such date is set out, the date that access to the Auto Coin Cars System is initiated for the Advertiser).
      7. If after the commencement, the Advertiser requests a change to the Advertising Service and the Company agrees, the Company shall confirm details of the requested change via an Advertising Order Variation. Except as expressly amended by any Advertising Order Variation, the original agreement shall remain in full force and effect.

1. 2. Free-Trial Advertising Package
      1. If the Advertiser orders the Free-Trial Advertising Package and receives the relevant Order Confirmation from the Company, the Advertiser will be free to use the Platform and the Services for the entire duration of the Free-Trial Advertising Package, free of charge.
      2. The Company will make the Free-Trial Advertising Package available to the Advertiser until the earliest of:
         1. the end of the period specified in the applicable Order Confirmation;

1. 2. 2. 2. the start date of any other Advertising Package;
         3. termination by the Company, at any time, in its sole discretion; or
         4. termination by the Advertiser, if the Advertiser, as its sole and exclusive remedy, chooses to stop using the Free-Trial Advertising Package and to terminate all applicable orders and these Terms upon notice to the Company.
      3. If after the commencement of the Free-Trial Advertising Package, the Advertiser requests a change to the Advertising Service and the Company agrees, the Company shall confirm details of the requested change via an Advertising Order Variation. The Advertiser is permitted to select Additional Products or to change the Advertising Package with a minimum duration of 12 (twelve) months from the date of the Advertising Order Variation.
      4. The Advertiser agrees that these Terms fully apply to any Free-Trial Advertising Package. For the avoidance of doubt, any Free-Trial Advertising Package is subject to the version of the Terms in effect at the time of the applicable Advertising Order Confirmation.
   3. Publishing of Advertising Content
      1. The Company shall use reasonable endeavors to publish Advertising Content on the Auto Coin Cars System within 24 hours from submission and confirmation by the Advertiser, although there may be reasons that delay the publication of the Advertising Content (e.g. additional checking). Publication of the Advertising Content on bank holidays or any other public holiday may take longer.
      2. The Company will use all reasonable endeavors to remedy faults or errors on the Platform. The Advertiser acknowledges and accepts that once a fault or error has been reported to the Company, it may take up to 48 hours for the Company to investigate and rectify the problem.
      3. The Advertiser shall be responsible for reviewing and approving all Advertising Content prior to publishing. Upon listing a vehicle for sale on the Platform, the Advertiser undertakes that it is the owner of the vehicle or has valid document authority from the owner to sell the vehicle in accordance with applicable laws.
      4. The Advertiser will honor prices and promotions set forth in any Advertising Content. The Company reserves the right to convert the prices into any other Fiat currencies or Digital Assets.
      5. The Advertiser will be responsible for providing and updating the Advertising Content complying with all applicable laws, rules, and regulations, and the Advertising Guidelines and Requirements. Without limiting the foregoing, the Advertising Content shall:
         1. be factually accurate and shall not contain, reference, or link to any fraudulent, false, or deceptive material or violate any laws, rules, or regulations governing unfair competition or unfair or deceptive advertising;

1. 1. 5. 2. comply with all laws, rules, and regulations governing motor vehicle or motor vehicle dealer advertising;
         3. not contain, reference, or link to any obscene, indecent or offensive material, including material of an inappropriate adult nature or which uses inappropriate language, or material that misrepresents, ridicules, attacks or discriminates against any individual or group on the basis of age, color, national origin, race, religion, sex, sexual orientation or handicap;
         4. not contain, reference, or link to any libelous, slanderous, or defamatory material;
         5. not violate, infringe, or misappropriate any Intellectual Property Rights of any third parties; and
         6. not invade or violate any right of privacy or publicity of any third party.
      6. The Company reserves the right to remove any Advertising Content at its sole discretion, at any time, and for any reason or prohibit any Advertisers who violate any of the prohibitions listed in Section 9.3.4.
      7. Without prejudice to Section 9.3.6, the Company may refuse to publish any Advertising Content or, edit or require an Advertising Content to be amended so as:
         1. to comply with legal or moral obligations placed on either Party;

Responsibility for All Advertising Content

1. It is the Advertiser’s sole responsibility to ensure that the Advertising Content contains a clear statement of all material information relating to a vehicle’s history which may influence a Consumer’s decision to purchase the vehicle. Such material information shall include whether, and to the extent, a vehicle has been previously used for business purposes (for example, previous fleet use), and whether a vehicle has been driven by multiple users. The Advertiser shall ensure that such information should be presented clearly and should not contradict the impression given to Consumers by the rest of the Advertising Content. The Advertiser shall be solely liable for any failure to include material information relating to a vehicle’s history within an advertisement.
2. In respect of the display of the Advertising Content, the Platform acts only as a means by which the Dealers and Consumers can be introduced, and any arrangements for the purchase and sale of vehicles between the Dealers and the Consumers are made at each of their sole risk and responsibility.

Advertiser’s Obligations and Warranties

1. The Advertiser shall keep safe and confidential all passwords, security identification, and/or encryption details relating to the Auto Coin Cars System and will follow all security instructions issued by Auto Coin Cars from time to time. The Advertiser will promptly update their password details and notify Auto Coin Cars if it believes that any password or other security information has been disclosed or is otherwise at risk. The Advertiser is responsible for the security of its Account and shall notify the Auto Coin Cars of any authorized users and any changes to such users.
2. The Advertiser represents and warrants that:
   1. it is a motor/vehicle dealer or an advertising agency or other representative acting on behalf of a motor/vehicle dealer and it has (or the relevant motor dealer it is acting on behalf of has) the right to offer for sale any vehicle advertised by it on the Platform;
   2. all Advertising Content and the Stock Information is complete, accurate, legal, non-defamatory, decent, honest, and truthful and comply with the British Code of Advertising Practice, all other relevant codes under the general supervision of the Advertising Standards Authority, and all current relevant legislation and the Advertising Guidelines;
   3. it shall comply with all current legislation, advertising codes and any other regulatory requirements, including without limitation the Consumer Rights Act 2015, Consumer Protection from Unfair Trading Regulations (in particular, with regard to the misrepresentation of the specification, history, or previous usage of a vehicle) 2008 and the UK Code of Non-Broadcast Advertising, Sales Promotion, and Direct Marketing and the Financial Conduct Authority’s Consumer Credit Sourcebook;
   4. it contracts with the Company as a principal (notwithstanding that the Advertiser may be acting in some representative capacity) and the Advertiser has the legal right to offer for sale any vehicle, product or service advertised by it on the Platform;
   5. where the Advertiser is a representative, that it is authorized to place the Advertising Content on the Platform;
   6. the Advertising Content will not contain any text, copy photographs, or videos by which any living person is or can be identified;
   7. the reproduction or publication of any Advertising Content by the Company or the use of the Advertiser’s logo and trademarks in accordance with these Terms will not:
      1. breach any contract:
      2. infringe any third-party Intellectual Property Rights;
      3. render the Company liable to any proceedings; or
      4. harm or detriment the reputation of the Company and its affiliates;
   8. any individual purchasing products or services from the Company on behalf of the Advertiser accepts and confirms that it has the Advertiser’s primary decision-making permission.
3. The Advertiser further represents and warrants that it shall not:
   1. upload information to the Platform about any business except its own and shall not otherwise use the Platform for any business other than its own;
   2. reverse engineer, decompile, disassemble or modify the whole or any part of any software (not attempt to do any of the same) of the Platform;
   3. copy, reproduce, redistribute, download, republish, transmit, display, adapt, alter, create derivative works from or otherwise extract or re-utilize any of the contents of the Platform, including taking screenshots of the Platform, scraping or caching any of the contents for access by third parties, not mirror or frame any of the content of the Platform nor incorporate it into another website without the Company’s written permission;
   4. upload files to the Platform that contain a virus or corrupted data or development code or scripts;
   5. use any software that causes damage or delay to the Platform; and
   6. place more than one advert for any one vehicle on the Platform. The Company shall be entitled to remove any adverts that duplicate other existing adverts on the Platform, at its sole discretion.
4. The Advertiser will treat as confidential all information contained in or concerning the Platform or the Services generally. The Advertiser will not disclose such information to any third party, except to the extent that:
   1. it is required to do so by a court or other competent authority if such notice of disclosure if permitted, is given to the Company; or
   2. the information is already, or becomes, public knowledge except by way of any breach of confidence.
5. The Platform is provided on an “as is”, “as available” basis and although the Company makes reasonable efforts it does not guarantee the goods and services advertised on the Platform.
6. The Advertiser agrees that any questions and complaints regarding the vehicles offered for sale by the Advertiser on the Platform are the exclusive responsibility of the Advertiser.
7. The Advertiser agrees to observe and comply with all applicable regulations and legislation, including obtaining all necessary customs, import or other permits to sell vehicles advertised on the Platform. The Company makes no representation and accepts no liability in respect of the export or import of the vehicles advertised on the Platform.

Intellectual Property Rights

1. The Advertiser grants the Company a non-exclusive, irrevocable, perpetual, worldwide, and royalty-free license to:
   1. use, process, analyze, publish, reproduce and share the Advertising Content and the Stock Information with third parties, including, on social media; and
   2. create, use and publish any derivatives of the Advertising Date or the Stock Information or the results of any analysis of them for any purpose, including within other products and to share the same with other customers of the Company and third parties in both aggregated and non-aggregated form.
2. The Company has no liability or responsibility of any kind for the accuracy or content of any information or any other aspect of any third-party website and the inclusion of hypertext links to such websites does not imply any endorsement of the material contained on such websites or of the owners.
3. The Advertiser acknowledges and agrees that all trademarks, names or logos of the Company and all Intellectual Property Rights in the Platform (including the content and the Company’s database of vehicles) together with all goodwill arising out of or in connection with these, belong to the Company or its licensors (as appropriate) and nothing in these Terms confers on the Advertiser any license or right to use the same except as expressly set out in these Terms.
4. The Advertiser warrants that it has all necessary rights, licenses and consents for the Company to publish or use the Advertising Content and the Stock Information (including, for the avoidance of doubt, any Stock Information obtained from third parties) in the provision of the Services or as otherwise set out in these Terms.

CONSUMER PAYMENTS

1. Signing Up for Consumer Payment Services
   1. The provisions of this Section 10 are applicable to the Dealer since the Dealer has elected to engage the Company for Services indicated in Section 3.1.2 of these Terms.
   2. Having created an account and registered with the Auto Coin Cars System, you authorize us to receive Digital Assets from your Consumers, temporary hold, exchange and disburse them, as well as deduct the applicable fees or other costs and to take any and all actions that we find necessary or desirable to provide the Services to you and to comply with any applicable law(s) and these Terms. Payments by your Consumer to us will be considered the same as payments made directly to you and we will extinguish your Consumer’s outstanding obligation to you to the extent of the payment received from the Consumer after deducting our fees and other costs in the corresponding Fiat value of the Consumer payment.
   3. The Website will serve as the initial point of contact with any Consumer who will participate in the Consumer Payment Services. In the event a Consumer elects to utilize the Consumer Payment Services, the Consumer will be directed to the Dealer to discuss and agree with the terms of the vehicle purchase.
   4. Upon submission of the Consumer Request, you agree to immediately notify us. Upon confirmation of the applicable Consumer Request, you shall ask for the Registered Consumer Number. We will endeavor to provide the Registered Consumer Number to you without delay. We reserve the right to refuse, at any time, and for no reason, to provide the requested Registered Consumer Number.
   5. Upon receipt of the Registered Consumer Number, you shall issue an invoice using the Registered Consumer Number (the Dealer Invoice) and submit, without delay, a copy thereof to us.
   6. Without prejudice to Section 8 of these Terms, we shall not control, monitor, assess, authorize or supervise your activities or sales. The foregoing does not preclude us from exercising our right to suspend, restrict or terminate the provision of the Services to you at any time pursuant to Section 12 of these Terms as well as to refuse to complete, block or reverse a transaction if we reasonably believe that it violates these Terms or there are other circumstances that may infringe our or the public’s legitimate interests.
   7. In relation to Consumer Requests and the sale or transfer of the vehicles, any legal relations are between you as a Dealer and the Consumer making an order. We are not a party to relations between you as a Dealer and the Consumer. We do not accept any queries, letters, requests, or complaints as well as liability for the quality, legality, safety, delivery or any other aspect regarding you, your services, products, activities or payment, or purchase related to the relation between you as a Dealer and the Consumer. Any disputes between you as a Dealer and the Consumer shall be resolved exclusively between you as a Dealer and the Consumer.
   8. The Consumers are entitled to cancel their payment order with us and to ask for a refund of the full amount indicated on the Dealer Invoice. Any such requests for refunds by the Consumers can be made before we initiate the exchange of the Digital Assets into Fiat and transfer the amounts to you. From the moment we transfer the relevant amounts to you, you shall be fully responsible for any refunds to the Consumer on the terms and conditions of any legal agreements between you as the Dealer and the Consumer.
   9. You agree to provide to us, at our request and without delay, a copy of the identification document of the relevant Consumer or the representative thereof who is arranged to collect the purchased vehicle from the Dealer.
2. Exchange of Received Digital Assets
   1. Upon receipt of the Digital Assets from the Consumer, we will exchange the amount received from the Consumer into Fiat and, having deducted the applicable Fees and other costs will transfer all such amounts to you at the agreed time.
   2. The moment of exchange of the agreed amount of received Digital Assets into Fiat shall be the moment when the Digital Assets are received by us (the Receipt of Digital Assets).
   3. All amounts received/exchanged shall be transferred to you at the agreed time after deduction of applicable Fees and other costs owed by the Consumer to the Company. Subject to Section 10.2.4, we will endeavor to do so as soon as reasonably possible, but no later than within [seven (7) calendar days] after the Receipt of the Digital Assets.
   4. The amount of time required to process a transfer referred to in Section 10.2.3 above will depend on various factors, including the performance of third parties. We make no guarantee as to when the exchanged and transferred Fiat will become available to you.
   5. [Our obligations under Section 10.2.3 is conditional upon you submitting to the Company your identification data, documents, or information, as may be reasonably required by the Company in compliance with the AML/CTF Policy or the applicable regulatory requirements.]
   6. All Digital Assets exchange risks arising from any transactions will be your sole responsibility.
3. We shall not be liable for settling any of the Dealer Invoices if:
   1. a payment made by the Consumer never receives the necessary block confirmations; or
   2. the Consumer fails to send the full amount payable under the Dealer Invoice including the applicable Fees and other costs.
   3. All Digital Asset exchange risks as well as the volatility risk of Fiat or applicable Digital Asset arising from any transactions will be your sole responsibility.
   4. We shall apply exchange rates, which are provided on our Website and are applicable to your particular transaction. The exchange rates are subject to change at our sole discretion. Changes shall come into force immediately upon publication of the updated Fee and exchange rates schedule on our Website. Please ensure you review these regularly. The exchange rates schedule referred to in this Section 10.5 is deemed to form part of these Terms.
4. Payment in Digital Assets
   1. With reasonably sufficient advance notice to us, you may choose to receive the agreed amount in Digital Assets. In this case, we reserve the right to accrue and charge you for any fees or costs arising from such transfer of the Digital Assets.

CHARGES AND OTHER FEES

1. Currently, We do not charge a dealer any advertising fee.  

CLOSING, SUSPENSION, AND TERMINATION

1. Subject to having no pending transaction with us at the time of cancellation, you may close your Account at any time in accordance with these Terms. You may not use closure of your Account as a means of evading investigation or inquiries by us in order to comply with our legal obligations to any regulatory or law enforcement agency. If any queries or investigations are pending at the time you request the closure of your Account, we may refuse your request to close your Account. You will remain responsible and liable for all obligations related to your Account even after such an account is closed.
2. We reserve the right to terminate the Services and these Terms at any time and for any reason upon thirty (30) days’ notice in writing to you.
3. We shall have a right to suspend or restrict the provision of our Services or refuse to complete, block or reverse a transaction initiated by us (even when funds are already debited), or terminate these Terms where we are required to do so by law or by any competent authority with jurisdiction over our activities. The relevant measure shall be applied within a period established under such legal acts or established by the relevant competent authority. In case such legal acts or supervisory authority does not specify a relevant period, then a relevant period shall be determined at our own discretion.
4. In addition to our rights envisaged under Section 12.3, we shall have a right to suspend or restrict the provision of our Services or refuse to complete, block or reverse a transaction (even when funds are already debited), or terminate these Terms immediately due to any of the following reasons:
   1. you provide incorrect or incomplete or misleading information or documents or do not provide, conceal, avoid, or refuse to provide any required information or documents to the Company or submit documents where the veracity or authenticity is in doubt, or the submitted documents or information are not in conformity with requirements established by legal acts or by the Company;
   2. at the request of the Company, to provide sufficient evidence or documents supporting the lawful basis of the acquisition or the source (origin) of funds or other assets or any previously (currently) performed transactions or you fail to submit the data about your financial status if such data is necessary for the Company for the assessment of risk on your solvency or fulfillment of obligations, management of your debt to the Company or provision of other services;
   3. you have defaulted on your obligations assumed or representations and warranties made under these Terms or no longer meet the eligibility requirements laid down in Section 5;
   4. you have, by unlawful acts or activity, inflicted losses on the Company or have caused a real threat of such losses or damaged the reputation of the Company;
   5. in the opinion of the Company, you engage in the field of activity with a high level of risk of money laundering or terrorist financing or according to the information available to the Company, you are related or were related in the past to criminal organizations or have, at any time, been prosecuted or convicted of criminal offenses or activities;
   6. according to the information available to the Company, you engage in activities without holding the required licenses or other authorizations issued by competent public authorities (e. g. organization of games of chance, trade-in precious stones or precious metals, etc., without holding the required licenses (authorizations);
   7. you are a person who is subject to sanctions for any reasons or who permanently resides in a country that is subject to sanctions or are a permanent resident of a country that is not a member of the Financial Action Task Force for Combating Money Laundering and Terrorist Financing or of the international organization that has the FATF observer’s status of the Financial Action Task Force and engage in the activities of combating money laundering and terrorist financing.
   8. you engage (or the Company reasonably believes that have plans to engage) in another activity that is not in conformity with: sustainable activities of the Company, ensuring of human rights, transparency, gender equality, moral and ethics, or other activity deemed unacceptable by the Company;
   9. you are a person whose Account is used by third parties without legal grounds, or, in the opinion of the Company, the funds held in or credited to such Account do not belong to you, except where there is a special agreement with the Company;
   10. we have concerns about the security of your Account or your Account is subject to any pending litigation, investigation or we perceive a risk of regulatory non-compliance associated with your Account;
   11. other circumstances not mentioned above, including, but not limited to, failure to fulfill or improper fulfillment of your obligations specified in the Terms or your inappropriate, abusive behavior towards us, may also be considered by us as significant reasons, if they indicate that further provision of our Services to you would infringe our, our customers’ or the public legitimate interests; or
   12. any other grounds for termination envisaged elsewhere in these Terms.
5. Upon the termination of these Terms for whatever reason:
   1. all rights granted herein shall terminate immediately and all performance obligations of the Parties under these Terms, other than as set out in this section, shall cease;
   2. each Party shall promptly return to the other Party, or destroy and certify the destruction of all confidential information to the other Party if any (unless retention of such information is required by applicable laws or foreseen in these Terms or related documents);
   3. each Party shall remit in full all payments due to another Party according to these Terms accruing prior to the date of termination, and following such final payment, neither Party will be entitled to receive any payment from the other Party;
   4. any provision of these Terms that by its very nature or context is intended to survive any termination, cancellation or expiration hereof, shall so survive; and
6. We shall not be held liable for consequences arising after we legally suspend or restrict the provision of our Services or refuse to complete, block or reverse a transaction (even when funds are already debited), or terminate these Terms.
7. Termination of the Terms shall not exempt you from the due discharge of all obligations to us arising before the date of termination.
8. Transactions initiated under the Terms before their termination shall be completed in accordance with the provisions of the Terms applicable before their termination unless otherwise agreed by you and us.
9. The termination of the Terms shall also mean the closure of the respective Account.

INDEMNIFICATION

1. You agree to defend, indemnify and hold harmless the Company, its affiliated and related entities, and any of its officers, directors, employees and agents from and against any claims, costs, losses, liabilities, damages, expenses and judgments of any and every kind (including, without limitation, costs, expenses, and reasonable attorneys’ fees) arising out of, relating to, or incurred in connection with any claim, complaint, action, audit, investigation, inquiry, or other proceeding instituted by a person or entity that arises or relates to:
   1. your wrongful or improper use of the Services;
   2. your violation of any term or condition of these Terms, including, without limitation, your breach of any of the representations and warranties contained herein;
   3. any other party’s access or use of the Services with your account information;
   4. your violation of any third-party right, including without limitation any right or privacy or Intellectual Property Rights;
   5. your violation of any applicable law, rule or regulation;
   6. your fraudulent behaviour, wilful misconduct or gross negligence.

NO WARRANTIES

1. WE PROVIDE THE SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND YOUR USE OF THE SERVICES IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE PROVIDE THE SERVICES WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED (INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT). WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT THE SERVICES (AND OUR WEBSITE): WILL OPERATE ERROR-FREE OR THAT DEFECTS OR ERRORS WILL BE CORRECTED; WILL MEET YOUR REQUIREMENTS OR WILL BE AVAILABLE, UNINTERRUPTED OR SECURE AT ANY PARTICULAR TIME OR LOCATION; ARE FREE FROM VIRUSES OR OTHER HARMFUL CONTENT. WE DO NOT ENDORSE, WARRANT, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE OFFERED OR ADVERTISED BY A THIRD PARTY THROUGH THE SERVICES OR THROUGH OUR WEBSITE, AND WE WILL NOT BE A PARTY TO NOR MONITOR ANY INTERACTIONS BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

LIMITATION OF LIABILITY

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

COMMUNICATIONS

1. You agree and consent to receive electronically all communications, agreements, documents, notices, and disclosures (collectively, Communications) that we provide in connection with your use of the Services. We will provide these Communications to you by posting them on our website, emailing them to you at the email address you provided, communicating to you via instant chat, or through other electronic communication such as text message or mobile push notification.
2. You may withdraw your consent to receive Communications electronically at any time by following the unsubscribe instructions in the email/SMS or contacting us at [email protected] and requesting to opt-out.

TAXES

1. You are responsible for determining any and all taxes assessed, incurred, or required to be collected, paid, or withheld for any reason in connection with your use of our Services (Taxes). You also are solely responsible for collecting, withholding, reporting, and remitting correct Taxes to the appropriate tax authority.
2. We are not obliged to, nor will we determine whether Taxes apply, or calculate, collect, report, or remit any Taxes to any tax authority arising from any transaction. We make no representations in relation to tax liabilities and assume no tax liability for any Dealer, or for collecting, reporting, withholding, or remitting any taxes arising from any Services that you may use.
3. In case we are obliged under applicable law or voluntarily decide to report to any competent authorities any information that is related to your tax obligations, you undertake to provide us with the requested documents, data, and information.

DATA PROTECTION

1. We agree to comply with our obligations under data protection laws.
2. We will collect, use, store, and otherwise process information about you as described in detail by our Privacy Policy available at https://www.autocoincars.com/privacy.html updated from time to time, as well as other provisions of these Terms.
3. We implement appropriate technical and organizational measures to protect personal data against accidental or unlawful destruction or accidental loss, alteration, unauthorized disclosure, or access, in particular where the processing involves the transmission of data over a network, and against all other unlawful forms of processing.
4. You are obliged to inform us in writing immediately in case any information we hold about you is inaccurate or not up to date or you believe that any of the information about you is collected, used, and stored by us in a manner not compliantwith applicable laws.

INFORMATION STORAGE

1. Assignment - We may assign our rights and obligations, either in whole or in part, under these Terms. Your rights and obligations are non-assignable, without the prior written consent of the Company.
2. Entire Agreement - These Terms, together with the policies and procedures referred to herein, constitute the entire agreement in relation to your use of the Website and the Services.
3. Severability - If any provision of these Terms shall be deemed invalid, void, or for any reason is unenforceable, then that provision shall be severable and will not affect the validity and enforceability of any remaining provisions.
4. Force Majeure - We shall not be liable for delays, failure in performance, or interruption of service which results from any cause or condition beyond our reasonable control, including, but not limited to, any delay or failure due to any act of God, the act of civil or military authorities, the 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 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.
5. No Waiver - Our failure to assert any right or provision in these Terms shall not constitute a waiver of such right or provision, and no waiver of any term shall be deemed a further or continuing waiver of such or other terms.
6. Amendment - We may update or change these Terms from time to time by posting the amended Terms on our Website. Such updates or changes shall be effective at the time of posting. If you continue to use the Services after we provide notice of such changes, your continued use constitutes an acceptance of the amended Terms and an agreement to be bound by them. If you do not agree to the amended terms, you must close your Account per the termination section of these Terms and discontinue your use of the Services.
7. Governing Law and Jurisdiction. These terms are governed exclusively by Estonian Law and the Parties agree to the exclusive jurisdiction of the Estonian courts.
8. Survival - The provisions of Sections 3.2 (Exclusivity), 6 (Representations and Warranties), 13 (Indemnification), 14 (No Warranties), 15 (Limitation of Liability), 16 (Communications), and 20.7 (Governing Law and Jurisdiction) shall survive the termination of these Terms.