Last Updated 9th July 2021
This Merchant Agreement ("Agreement") is an agreement between Astound Group Ltd ("CTX.com", "CTX", "we", "company", "us", "our") a company registered in England and Wales (11348410) and you ("Client", "You", "Your"). Client and CTX being individually a "Party" and together the "Parties", and applies to Client or Client's End Users' (as defined below) use of: (a) the CTX website located at www.CTX.com (the "Site"), the CTX API, and any associated CTX-hosted websites, embedded applications or mobile applications (collectively the “CTX Services”), and (b) any of the CTX services provided to Client or to the users of Client's products or services (collectively, “End Users,”, “User(s)”). By using the site and any CTX services, you agree that you have read, understood, and accept all of the terms and conditions contained herein, as well as our User Agreement, Privacy Policy and Cookie Policy.
ENTERING INTO THIS AGREEMENT CONSTITUTES A WAIVER OF YOUR RIGHT TO A TRIAL BY JURY AND PARTICIPATION IN A CLASS ACTION LAWSUIT.
1.1 Eligibility. By continuing to use our Services, you are entering into this User Agreement and affirming you are an individual, of at least 18 years of age, have the full capacity to enter into this User Agreement and fully agree to be legally boundby the terms and conditions of this User Agreement, the Cookie Policy, the Privacy Policy and Service Terms as applicable to each and any CTX Services you use.
1.2 Modification. From time to time we may change the terms of this User Agreement. Any such changes shall take effect when posted, or when you use the Services. Your continued use of the Services shall signify your acceptance to be bound by the latest User Agreement. You should read the User Agreement carefully on each occasion you use any CTX Services.
1.3 English Law. The Agreement shall be governed by and construed in accordance with English law.
1.4 Jurisdiction. The courts of England shall have exclusive jurisdiction to adjudicate any dispute arising under or in connection with this Agreement.
1.5 Repair Clause. If any provisions of these Terms might be wholly or in part null and void and/or invalid and/or unenforceable as a result of any statutory regulation, judicial decision, or otherwise, this will have no consequences whatsoever for the validity of all other provisions of these general terms and conditions or the underlying Assignment/Agreement.
1.6 Survivorship. If any provision in the Agreement or any part of the Agreement cannot be relied on in law, the remaining part of the Assignment will remain in full force, always provided that provisions in the part which cannot be relied on will be deemed to have been adjusted in such a manner that reliance thereon will be possible, whereby the intention of parties with regard to the original provision or original part will remain in existence as much as possible.
1.7 Service Termination CTX may at any time, at its sole discretion, cease the operation of the CTX Services or any part thereof, temporarily or permanently, without giving any prior notice. You agree and acknowledge that Onramper does not assume any responsibility nor liability with respect to, or in connection with the termination of the Service and/or loss of any data.
2.1 The “Payments Services” provided by CTX exist solely out of allowing Users to access the payments web-app and mobile apps built by CTX, through which End-Users can make payment to Users wishing to receive payment in cryptocurrency (“Merchants”).
2.2 For the purpose of our Merchant Services for unverified merchants, CTX is solely a provider of technical infrastructure allowing for generation of payment QR codes and payment monitoring services. CTX never holds merchant or customer cryptocurrency or fiat. CTX is not party to any transactions which may occur between End-Users and Merchants.
2.3 CTX has a limited capacity to provide customer support for transactions between End-Users and Merchants. CTX is not able to provide customer support regarding transactions, cancellations, refunds, payment issues, customer issues or otherwise. Any contractual agreements, terms, and conditions applicable to transactions between End-Users and Merchants are governed by the relevant agreement(s) in place between End-Users and Merchants.
2.4 In order to provide and optimize our Payments Services, we process a limited amount of user data, as governed by CTX’s privacy policy.
3.1. In order to be completed, any virtual currency transaction created with the CTX Payments Services must be confirmed and recorded in the virtual currency ledger associated with the relevant virtual currency network. Such networks are decentralized, peer-to-peer networks supported by independent third parties, which are not owned, controlled or operated by CTX.com.
3.2. CTX.com has no control over any virtual currency network and therefore cannot and does not ensure that any transaction details you submit and/or receive via CTX will be confirmed on the relevant virtual currency network. The transaction details you submit and/or receive via CTX may not be completed, or may be substantially delayed, by the virtual currency network or third party used to process the transaction. We do not guarantee that CTX can transfer title or right in any virtual currency or make any warranties whatsoever with regard to title.
3.3. Once transaction details have been submitted to a virtual currency network, we cannot assist you to cancel or otherwise modify your transaction or transaction details. CTX.com has no control over any virtual currency network and does not have the ability to facilitate any cancellation or modification requests.
A "Network Upgrade" or "Fork" means a change to the underlying protocol of a virtual currency network that may result in more than one version of a virtual currency, the result of which may be one or more versions that are not supported by CTX. In the event of a Fork or other network disruption, CTX.com may not be able to support activity related to your virtual currency. In the event of a Fork, the transactions may not be completed, completed partially, incorrectly completed, or substantially delayed. CTX.com is not responsible for any loss incurred by you caused in whole or in part, directly or indirectly, by a Fork or other network disruption.
You are solely responsible for remembering, storing and keeping your CTX password, api keys and any other credentials secret. You are responsible for keeping any point of sale devices secure. Any third party with knowledge of one or more of your credentials (including, without limitation, a backup phrase, wallet identifier or password) can dispose of virtual currency associated with your CTX account.
CTX.com does not currently charge a fee for using our unverified merchant Payments Services. However, we reserve the right to do so in the future, and in such case shall display to you any applicable fees. Network fees (including, without limitation "miner's fees") required to use a virtual currency network may apply to a transaction. We may attempt to calculate such a fee for you. Our calculation may not be sufficient or it may be excessive. You are solely responsible for selecting and paying any such fee and CTX.com shall neither advance nor fund such a fee on your behalf, nor be responsible for any excess or insufficient fee calculation.
CTX.com provides cryptocurrency to fiat conversion rates for informational purposes only, we make no representations regarding the quality, suitability, truth, usefulness, accuracy, or completeness of such data, and you should not rely on such data.
