Terms of Use

You and bitFlyer agree as follows:

DEFINITIONS

• “Account Information Service Provider” means a Payment Service Provider providing online services designed to provide consolidated information on one or more payment accounts held by the payment service user with either another Payment Service Provider or with more than one Payment Service Provider.
• “Assets” or “Funds” means Digital Currency or Legal Tender or both.
• “Account” or “bitFlyer account” means an online payment account maintained by bitFlyer EUROPE S.A. that is accessible via the Services.
• “Balance” means any Funds that you have in your bitFlyer account.
• “Bank confirmation process” is a verification process which bitFlyer may require you complete which involves a bank or another financial institution with which you maintain an account in order to lift or increase sending, receiving or withdrawal limits.
• “Bank Funded Payment” means a payment that is fully funded using your bank account (as the case may be).
• “Business account” means an account opened in the name of a legal entity [or an individual] and used exclusively for business purposes of that entity [or person] (for example, professional trading) and not for personal, family, or household purposes.
• “Business Days” means a day (other than a Saturday or Sunday) on which banks in Luxembourg are open for business.
• “Calendar year” means 1 January to 31 December inclusive in any year.
• “Chargeback” means a challenge to a payment that a card owner files directly with his or her credit card issuer or company.
• “Claim” means a challenge to a payment that a sender of a payment files directly with bitFlyer.
• “Customer Service” is bitFlyer customer support, which can be accessed online via the Support page on Contact page.
• “Customer Assets” means any Assets currently maintained in your bitFlyer account.
• “Dormant Account” means an account held with bitFlyer where the account holder has not logged into their bitFlyer account for the period as specified below.
• “Digital Currency” or “Virtual currency” means bitcoins and other virtual currency supported by bitFlyer’s Services that can be sent into and out of a bitFlyer account.
• “European Economic Area” or “EEA” means the region made up of the following countries: Austria, Belgium, Bulgaria, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Iceland, Ireland, Italy, Latvia, Liechtenstein, Lithuania, Luxembourg, Malta, Netherlands, Norway, Poland, Portugal, Romania, Slovak Republic, Slovenia, Spain, Sweden and the UK.
• “EU Payment Services Directive” means EU directive 2015/2366 of 25 November 2015 on payment services in the internal market.
• “External account” means any payment account, bank account or other payment instrument or Digital Currency wallet, maintained with a third party provider, that you may use in conjunction with the Services in order to enable the delivery or receipt of Assets out of or into a bitFlyer account.
• “Fees” means the fees charged by bitFlyer in connection with use of the Services, which are described in more detail in Fee Schedule.
• “Funding Source” means the external payment method used to send funds into your Account for payment transactions using bitFlyer.
• “Legal Tender” means euro, U.S. dollars and any other government-issued currencies that we have approved to be held in a bitFlyer account and to be used in connection with transactions through the Services.
• “Login Credentials” means login password, API key, API secret key, authentication code, security code and any other mechanisms used by you to access you bitFlyer account and Customer Assets.
• “Payee” means a payment services user who is the intended recipient of funds which have been the subject of a payment transaction.
• “Payer” means a payment services user giving a Payment Order.
• “Payment Initiation Service Provider” means a Payment Service Provider pursuing payment initiation services.
• “Payment order” means an instruction genuinely made by you to us requesting the execution of a payment transaction.
• “Payment Service Provider” means any professional authorized to provide payment services.
• “Payment Transaction” means any act initiated by you whereby you transfer Funds from the Account (such as payments executed under a direct debit order, transfers, standing orders);
• “Reserve” means an amount or percentage of the Funds received into your Account that we hold in order to protect against the risk of Reversals, Chargebacks, Claims or any other risk, exposure and/or liability related to your Account and/or use of the Services.
• “Reversal” means a payment that you received which we may reverse to the sender or another third party because the payment: (a) has been challenged by a sender directly with their Payment Service Provider; and/or (b) has been removed from your account balance for any reason (other than a Chargeback or Claim), including, without limitation where the payment violates or we reasonably suspect that the payment violates our policies or the terms of this Agreement; or (ii) the payment amount was not authorized by the sender with the relevant third party in connection with a valid third party initiated payment authorization; or (iii) the payment was funded by a transfer that was subsequently reversed by the Payment Service Provider for any reason; and/or (c) has been categorized by bitFlyer internal risk modelling as a risky payment required to be reversed to mitigate the risk associated with the payment. The term “Reversed” shall be construed accordingly.
• “Services” means all products, services, content, features, technologies or functions offered by bitFlyer.
• “Transaction (or Transactional) Risk” means the risk of bitFlyer’s position being adversely affected with respect to any liability of yours to us or any third party relating to any Commercial Transaction payment (including, without limitation, the risk relating to any Dispute, Claim, Chargeback, Reversal, fees, fines or penalties, or any other liability being incurred by us (or any third party) related to the payment in question), in each case whether actual, anticipated by bitFlyer or believed by bitFlyer to exist. You may be notified from time to time about other specific circumstances where Transaction Risk arises (or is deemed to have arisen) for the purpose of this Agreement.
• “Unauthorized payment” means a challenge from an account owner or a payee claiming that he or she did not make the payment, and that the person who made the payment was not authorized.
• “User,” “you” or “your” means you and any other person or entity entering into this Agreement with us or using the Service.
• “Verified” means that you have completed our verification process in order to help establish your identity with bitFlyer.
• “Virtual currency” means a digital representation of value that is not issued or guaranteed by a central bank or a public authority, is not necessarily attached to a legally established currency and does not possess a legal status of currency or money, but is accepted by persons as a means of exchange and which can be transferred, stored and traded digitally.
• “Virtual asset” means a digital representation of value, including a virtual currency, that can be digitally traded, or transferred, and can be used for payment or investment purposes.
• “Virtual asset service provider” means “any person” which provides, on behalf of or for its customer, one or more of the following services: (a) the exchange between virtual assets and fiat currencies, including the service of exchange between virtual currencies and fiat currencies; (b) the exchange between one or more forms of virtual assets; (c) the transfer of virtual assets; (d) the safekeeping or administration of virtual assets or instruments enabling control over virtual assets, including the custodian wallet service; (e) the participation in and provision of financial services related to an issuer’s offer or sale of a virtual asset. For the purposes of these terms and local regulatory application, bitFlyer shall be recognised as the Virtual asset service provider.

ELIGIBILITY

1. To be eligible for our Services, you must
   1. be a resident in a location which does not appear on any international sanction list or restricted countries list;
   2. have full legal capacity to enter into a contract; and
   3. if you are an individual, be at least 18 years of age.
2. You further represent and warrant to us in opening an Account with us that you are not acting on behalf of or for the benefit of, anyone else, unless you are opening the Account for and under the direction of the company that employs you or has duly authorized you as their legal representative to open an account with bitFlyer in their name and on their behalf. This Agreement applies only to users who are the customers of bitFlyer EUROPE S.A. and are residents in one of the eligible countries listed above. If you are a resident of another country, you may access your agreement from the bitFlyer website(s) in your country (if applicable).
3. We may restrict or prohibit use of all or a portion of the Services from certain countries, territories, or jurisdictions (“Restricted Location(s)”). You represent and warrant that you are located in the territory or country which you asserted at the time of account registration and that you are not located in a Restricted Location.
4. If you are using the Services on behalf of a legal entity, (i) you represent and warrant that you are authorized to bind that entity to these Terms, (ii) all references to “you” will refer to you and that entity, and (iii) that entity agrees to be responsible for you and any other user that accesses the Services on its behalf, including for your and their compliance with these Terms. bitFlyer reserves the right to request proof of such authorisation.
5. Corporate account holders. If you are not a consumer (which means that the account holder of bitFlyer EUROPE is not an individual opening a payment account for purposes other than his or her trade, business or profession, including but not limited to professional trading or conducting regular business activities) we consider you to be a “Business Customer” or “Business Account” and it is hereby agreed that in accordance with Articles 38 and 61 of the EU Payment Services Directive, the legal provisions relating to payment services the application of which may be excluded by contract in the relationships between a payment service provider and a non-consumer will not apply to our business relationship. Accordingly, you agree in particular that the provisions of Title III, Articles 62 (1), 64 (3), 72, 74, 76, 77, 80 and 89 of the EU Payment Services Directive do not apply and that time limits that are different from those laid down in Article 71 of the EU Payment Services Directive apply.
   
   In such cases you warrant and represent to bitFlyer that at the time you entered into this Agreement or any other relevant service terms, you are a Business account holder and hereby agree that the following sections of this Agreement will be varied as follows:
   • you may be charged fees in a larger number of situations, including with respect to the provision of information, corrective and preventive measures as further set out in our fee schedule;
   • in case of unauthorised Payment Transactions you will not benefit from the provisions of Article 74 of the EU Payment Services Directive as reflected in article 6.14 of this Agreement which shall be disapplied, meaning i.a. that you will bear all losses incurred before notification of an incident to us and that you will bear all losses even after notification where you have acted negligently or fraudulently;
   • you are not entitled to the right to a refund for certain payment transactions initiated by a or through a Payee as provided for in Article 76 and 77 of the EU Payment Services Directive;
   • as a Business account holder you will not benefit from the rules of 72 of the EU Payment Services Directive facilitating the provision of evidence and you will need to provide evidence of any of your allegations, including that you have not authorised a Payment Transaction or that a Payment Transaction was not correctly executed.
   • as a Business account holder, you further agree that while we may do so, we are not obliged to comply nor provide you with the information requirements set out in Title III of EU Payment Services Directive
   • o in case of non-execution, defective or late execution of Payment Transactions you will not benefit from the provisions of Article 89 of the EU Payment Services Directive as reflected in article 6.15 of this Agreement which shall be disapplied. bitFlyer’s liability for the losses or damages you may suffer in such cases will be limited to the widest extent admissible by law and be restricted to gross negligence or wilful misconduct.

ACCOUNT CREATION AND VERIFICATION

1. You agree to provide accurate, current and complete information about your identity and location in connection with creating your bitFlyer account; keep your bitFlyer account information updated at all times; immediately notify us if you change your country of residency or if any other information previously provided to bitFlyer changes; not use a password for your bitFlyer account that you use for any other website or online service; protect the security of your bitFlyer account, including not sharing your Credentials with any third party; and immediately notify us if you discover or otherwise suspect any unauthorized access or use related to the Services or your bitFlyer account.
2. If you have applied for another bitFlyer account in the past with any of the same information, we reserve the right to not approve the new bitFlyer account and you may be required to access and use your previously approved bitFlyer account. If you were previously denied a bitFlyer account, or had a bitFlyer account closed by us, you may not be able to reapply for a bitFlyer account.
3. We may require you to provide additional information to verify your or your business’ identity as a condition to providing the Services to you, or before we permit you to make payments or receive or withdraw funds from your Account. We may make, directly or through a third party, any inquiries we consider necessary to validate information that you provide to us, including without limitation checking commercial databases, population registers or credit reports. You authorize us to obtain one or more of your credit reports, from time to time, to establish, update, or renew your account with us or in the event of a dispute relating to this Agreement and activity under your account. While we will take steps to verify the identity of our users, we cannot and do not guarantee any user identity. You are solely responsible for taking appropriate steps to verify the identity of other users of the Services with whom you transact.

ACCESSING AND CHANGING YOUR ACCOUNT INFORMATION AND CLOSING YOUR ACCOUNT

1. You can review the personal or business information you have provided us and make any desired changes to such information, or to the settings for your bitFlyer account at any time, by logging into your account profile and changing your preferences. You can also terminate your Account through the bitFlyer website. If you terminate your account, we will mark your Account in our database as "Closed", but will keep your account information in our database, as required by applicable regulations. This is for instance necessary in order to deter fraud, by ensuring that persons who try to commit fraud will not be able to avoid detection simply by closing their account and opening a new account. However, if you close your Account, your personally identifiable information will not be used by us for any further purposes, nor sold or shared with third parties, except as necessary to prevent fraud and assist law enforcement authorities, or as required by law.
2. Unless your account access is restricted (for example, due to suspected unauthorized access or a very prolonged inactivity), you may access your details of executed payment transactions and other information relating to your account transaction history and available Funds by logging into your Account. Key information relating to your transactions or important updates will be provided to you also via e-mail. You will also be able to access a downloadable report via your account profile including all fees incurred and any other amounts charged to your Account in the relevant period. bitFlyer reserves the right to charge a fee for providing you with additional information or for providing the transaction history and other information about fees in a different way (other than via downloadable standard reports). The way in which we provide the transaction information will allow you to store and reproduce the information unchanged, for example by printing a copy. You hereby agree to receive your transactions information through your account transactional history instead of receiving periodic statements by mail.
3. You have the right to make use of services enabling access to Account Information Service Providers or Payment Initiation Service Providers as your Account is accessible electronically.

   Payment Initiation Service Providers provide the service of initiating payment orders at their customer’s request with respect to payment accounts held at other payment service providers, such as bitFlyer.

   Account Information Service Providers provide their customer with aggregated online information on one or more payment accounts held with one or more other payment service providers and accessed via online interfaces of the account servicing payment service provider (such as bitFlyer).

   Where you decide to use a Payment Initiation Service Provider or an Account Information Service Provider, bitFlyer will:

   • communicate securely with the Payment Initiation Service Provider and the Account Information Service Provider;
   • immediately after receipt of the Payment Order from a Payment Initiation Service Provider, provide or make available all information on the initiation of the Payment Transaction and all information accessible to the Bank regarding the execution of the Payment Transaction to the Payment Initiation Service Provider;
   • treat Payment Orders transmitted through the services of a Payment Initiation Service Provider without any discrimination other than for objective reasons, in particular in terms of timing, priority or charges vis-à-vis Payment Orders transmitted directly by you.

DORMANT ACCOUNTS AND UNCLAIMED ASSETS

1. In the event your account has remained inactive for a specified period, the Period of Dormancy, bitFlyer shall undertake measures for the appropriate verification and monitoring of inactivity of the account.
2. The Period of Dormancy shall be divided into two distinct time frames under which an investigation into the status of the account shall be instigated depending on the value of funds held in the account:
• Inactivity Period: The threshold for the period of inactivity shall be 6 months since the date of the last login of the Client onto their bitFlyer account. During the Inactivity Period, bitFlyer shall make no attempt to contact the customer.
• Period of Expiry: The threshold for the Period of Expiry shall be 6 months from the completion of the Inactivity Period and shall be the duration of which bitFlyer shall attempt to re-establish contact with the Client.
3. If at the end of the Period of Expiry no contact with you has been established, bitFlyer reserve the right to move you account into Dormancy. Where your Account holds assets (virtual assets or FIAT funds), bitFlyer may undertake further measures to ascertain the proper allocation of the unclaimed assets in line with its regulatory obligations.
4. The threshold applied to the value of funds to determine the level of investigations carried out by bitFlyer to ascertain the well-being of the Client shall be determined as follows:
• Up to 5,000 EUR – Where the Client has provided personal contact information, bitFlyer shall endeavour to contact the Client either by telephone, or a letter to the registered address, or both;
• From 5,000 EUR – 10,000 EUR – Where contact has not been established using the client personal information provided, bitFlyer shall utilise resources to obtain information from public directories and enhanced internet searches;
• Above 10,000 EUR – In cases where the Client’s funds exceed 10,000 EUR and bitFlyer have failed to obtain information utilising the methods prescribed for the thresholds above, bitFlyer shall hire professional assistance by specialised services and/or legal specialists for the purposes of confidentiality.
5. All costs borne by bitFlyer for the purposes of re-establishing contact with the Client, shall be solely borne by the Client. The costs shall be deducted from the Clients account and invoiced accordingly with all evidence of costs borne attached.
6. During the investigation phase, if it has been discovered that you have passed away, bitFlyer will take the necessary measures to move your Account into Succession in line with our regulatory requirements.
7. In the event your Account has been re-activated outside of the Period of Expiry, bitFlyer reserve the right to request the re-verification of your identity for the purposes of preventing fraud in line with our internal policies.

INHERITANCE CLAIMS

1. In the event of a Client's death, bitFlyer shall require proof that the heir/beneficiary is entitled to the ownership of the deceased's assets in bitFlyer's possession as well as a certified copy of the death certificate in order to access the accounts of deceased.
2. The executor of the will and the administrator of the estate will need to prove their status to exercise their rights to obtain the client's assets from bitFlyer. bitFlyer reserves the right to perform necessary due diligence in cases of cross-border succession for the prevention of fraud.
3. The authority of the EU Member State overseeing the inheritance or succession process can provide the requesting heir or the executor with an official national document certifying their status as an heir, executor of the will or administrator of the estate. Alternatively, they can ask that authority to provide them with a European Certificate of Succession. The European Certificate of Succession is the same throughout the EU and applies with no special procedures regardless of the country in which it was issued. A national document on the other hand, will have different effects depending on the EU country in which it is issued and therefore for procedural purposes it is necessary for bitFlyer to ask for this certificate. Otherwise, the requester may need to have their national document recognised in Luxembourg which may delay bitFlyer's ability to reallocate the asset's.

INFORMATION SECURITY

1. bitFlyer is committed to handling our customer information with high standards of information security.
2. We draw your attention on the importance to take all necessary measures and precautions to preserve security. All personalized security features elements shall not be transmitted and shall be strictly personal. Your email address, a password that you select and certain additional authentication methods will be used to access our services and to initiate communications with us. You also may be prompted to answer several security questions or use security access keys or credentials to access the Services and authorize Payment Transactions. Your password and access keys are your “Credentials”. You are responsible for maintaining the secrecy and security of your Credentials and undertake to maintain secrecy and security thereof. You should not disclose your Credentials to any third party (other than individuals duly authorized by you to use your Account, for example, your legal representatives). bitFlyer representatives will never ask you for your password, so any email, phone call or other communication requesting your password should be treated as unauthorized and suspicious and forwarded to us for further investigation. In this regard, you also undertake:
   • not to write down your Credentials anywhere, even in a coded form;
   • to always use your Credentials away from prying eyes and ears of others;
   • to never let yourself be distracted during a transaction, including by persons offering their help, and to ensure that you do not enter your personalised security features in front of them;
   • to regularly consult your Account to assess them for any suspicious transaction.
   For security reasons, it is highly recommended that you periodically change your passwords. When you change your password, you shall ensure that your password does not consist of easily identifiable combinations (such as your name or first name or date of birth or those of someone close (spouse, child, etc.) and more generally a word or combination of words, a word spelled backwards, a word followed by a digit or a year, a password used for other purposes (including for personal e-mail, etc.). You shall in particular choose to use a password of sufficient length and composed, whenever possible, of a combination of letters, numbers and punctuation marks or special characters, as well as using uppercase and lowercase characters. bitFlyer may, at its discretion, impose an expiry date for passwords beyond which you will not be able to access the Services via Internet without a prior modification of your password.
3. The Internet is an international network of telecommunications to which you may have access through any suitable equipment, such as for example a desktop or mobile computer, a tablet, phone or other similar device. To access the Services of bitFlyer via Internet, you must comply with the technical requirements (regarding hardware and software) as may be described by bitFlyer on its website. You shall take all necessary measures to ensure that the technical characteristics of your IT equipment, software and Internet connection allow you to access the Internet website of bitFlyer in a secured manner.

   You are fully liable for the proper functioning of your own IT devices and Internet access. You shall ensure that such devices do not have any apparent problems or viruses and provide sufficient security to prevent a risk of any third party gaining access to data pertaining to the provided Services. You will use your best endeavors to maintain such security. You shall further ensure that there is no risk of any hostile programs or viruses invading and disrupting the devices which are used to access the Services. In particular you will ensure that the security of your devices is sufficient and will regularly update the antivirus and antispyware software as well as your personal firewall.

   You shall bear all technical risks such as the disruption of electric power transmission, non-availability of communication lines, improper functioning or overloading of the systems or networks.

   Furthermore, you confirm that you are familiar with the Internet and that you are aware of the technical characteristics thereof, including the related technical performances and response time for downloading or transferring information on the Internet.

   Further, you are aware that you will be required to subscribe to an Internet Service Provider (“ISP”) of your choice in order to gain access to the Services provided by bitFlyer via Internet. In this context, you hereby agree and understand that you are liable for the selection of your ISP and for the set-up of the terms and conditions of your relationship. bitFlyer will not be held liable for the risks created by the access to the Internet and by the transmission of data from or to you, in particular in case of conflict between you and your ISP in relation to the personal and/or confidential nature of your data, the cost of the transmission, the maintenance of the telephone lines and of the internet structures or the interruption of services.

4. You shall be liable for the proper use of the Services via Internet in accordance with the technical requirements, security instructions and any other instructions provided by bitFlyer from time to time. You undertake to comply with all security instructions provided by bitFlyer.

   You shall be responsible for any damages that you may suffer due to your failure to comply with your undertakings set out herein and, in particular the disclosure of your Credentials because of you failing to comply with your obligations. If an issue relating to your Credentials occurs, you shall bear any costs for replacement thereof.

5. If you do share your bitFlyer Credentials with a third party for any reason, including because the third party has promised to provide you additional services such as account aggregation or information services, the third party will have access to your Account and your personal information, and you may be responsible for actions taken using your Credentials. Granting permission to any third party in any way does not relieve you of any of your responsibilities under this Agreement. You acknowledge and agree that you will not hold bitFlyer responsible for, and will indemnify bitFlyer from, any liability arising from the actions or inactions of this third party in connection with the permissions you granted. In case of loss or theft or the disclosure of any of your Credentials to a third party (even if involuntary or merely suspected), misappropriation or any other unauthorized use of the Services, or if your Credentials are otherwise compromised (an “Incident”) you must notify us immediately by using our Contact page so that we can suspend use of your Account with our Service or help you to reset your password in order to avoid unauthorized transactions.

TRANSACTIONS EXECUTION

1. Authorization. You may issue a Payment Order to us by connecting to our Services and making appropriate selections and entering relevant transactional details as well as validating your Payment Order through your preferred method of strong authentication, where applicable. The sole transmission to bitFlyer of a Payment Order in the above described manner shall constitute authorization of such Payment Order.

   When authorizing a Payment Order in this manner you instruct bitFlyer to execute the transaction immediately (unless otherwise stated) in accordance with your instructions and charge you any applicable Fees.

   The validation of a payment order through the use of the Services shall have the same value as your original signature and shall have the same value in evidence as an original written document.

   You expressly agree that, notwithstanding the provisions of Article 1341 of the Civil Code, bitFlyer is, whenever useful or necessary, entitled to prove its allegations by any means legally admissible in commercial matters.

   Computerized records or other records effected by bitFlyer constitute prima facie evidence of the communications between bitFlyer and you and shall have the same value in evidence as an original written document.

   You represent and warrant that any information you provide through the Services, in connection with a transaction or otherwise, is accurate and complete.

2. Receipt of a Payment Order. A Payment Order shall be deemed to have been received by bitFlyer at the time of actual validation by you of the Payment Order, it being understood that, depending on the payments instrument used, certain Payment Orders or validation thereof received by bitFlyer after the cut-off times imposed by our banking or payments partners, or at any time during a non-Business Day, will be deemed to have been received on the next Business Day.

   For all other Payment Transactions effected within the EEA other than the Payment Transaction described in the preceding paragraph, bitFlyer will ensure that the amount of the Payment Transaction is credited to the account of the Payment Service Provider of the Payee by no later than the fourth Business Day following the moment of receipt of the Payment Order in accordance with this Agreement.

   For all other Payment Transactions not covered in the preceding paragraphs, you acknowledge that the execution time for the Payment Transaction will be subject to the operating rules of international payment systems and that in this case, we will not be bound by the deadlines set out above.

   In the event that we do not detect a fraudulent use or misuse of your Credentials (including strong authentication, as applicable) and execute a Payment Transaction initiated through such Credentials, we shall, except in the case of gross negligence or willful misconduct, be deemed to have validly executed the Payment Transaction, as if the Payment Transaction had been initiated by you.

3. Restrictions. We may, at any time, refuse an order submitted via the Services, or impose any other conditions or restrictions upon your use of the Services. The reasons for the refusal and the procedure for correcting any factual mistakes that led to the refusal will be notified to you at the latest by the end of the Business Day following the refusal. bitFlyer will be deemed to have satisfied this obligation if it has sent the notification of refusal within the period of execution time regardless of the date of actual receipt by you of such notification. Any notification by bitFlyer of a justified refusal of a Payment Order may result in you being charged a fee.
   bitFlyer may, without being obliged to do so, refuse to execute a Payment Order:
   • if the Payment Order contains any factual error, in particular, incomplete or imprecise transactional details;
   • if you have breached any of your obligations towards bitFlyer under these Terms and Conditions or any other agreement entered into between you and bitFlyer;
   • if the Payment Order does not meet the agreed form as set out in these Terms and Conditions;
   • if your Funds are insufficient to execute a Payment Order in full;
   • if the spending limits as may have been agreed upon between you and bitFlyer have been reached;
   • if the Payment Order cannot be executed in full;
   • if the Payment Order has been made by a person who has no power to operate the Account;
   • if bitFlyer is legally or contractually obliged to freeze your Account or block transactions;
   • if bitFlyer suspects that the security of Service is compromised, e.g. because of a problem or technical failure or because of hacking attacks;
   • if bitFlyer suspects fraud (for example where it has identified suspicious transaction(s)) or has received notification that an incident has occurred);
   • if bitFlyer believes that the execution of the Payment Transaction would be contrary to any national or foreign laws, regulations or decisions of authorities or would expose bitFlyer to liability risks.
   Should you elect to proceed with the execution of a Payment Order notwithstanding refusal thereof by bitFlyer, you shall provide bitFlyer with a new Payment Order containing all the required elements. It will not be possible to correct the initial Payment Order.
   bitFlyer may deny an Account Information Service Provider or a Payment Initiation Service Provider access to a Payment Account for objectively justified and duly evidenced reasons relating to risks of unauthorized or fraudulent access to the Account by that Account Information Service Provider or that Payment Initiation Service Provider, including the unauthorized or fraudulent initiation of a Payment Transaction. bitFlyer will inform you that access to the Account is denied and the reasons therefore. That information shall, where possible, be given to you before access is denied and at the latest immediately thereafter, unless providing such information would compromise objectively justified security reasons or is prohibited by other relevant Union or national law.
   In the event of a Payment Order which is beyond your Account’s permissible use or applicable limits, bitFlyer may request additional identifying information from you and must receive such information before processing the Payment Order. If you fail to provide this additional required information or documentation, the attempted transaction may be refused or suspended by bitFlyer, without being obliged to do so.
4. Insufficient Customer Balance. If you have insufficient Funds on your Account to complete a Payment Order (this also include instances of insufficient balance with respect to the asset category specified in your Payment Order), we may cancel the entire Payment Order or may fulfill a partial Payment Order using the amount of Funds currently available in your Account, less any fees.
5. Cancellations. You may not revoke a Payment Order once it has been received by bitFlyer. Such Payment Order will be executed by bitFlyer notwithstanding any subsequent revocation order by you.
   Where a Payment Transaction is initiated by a Payment Initiation Service Provider or by or through the Payee (e.g. where the payment order is issued in execution of a direct debit order), you may not revoke the Payment Order after transmitting the Payment Order or giving your consent to the Payment Initiation Service Provider to initiate the Payment Transaction or after giving consent to the execution of the Payment Order to the intended Payee.
   bitFlyer reserves the right, without obligation, to accept the revocation of a Payment Order re-quested by you after receipt of such Payment Order. Where a Payment Transaction is initiated by a Payment Initiation Service Provider or by or through the Payee, you shall not revoke the Payment Order after giving consent to the Payment Initiation Service Provider to initiate the Payment Transaction or after giving consent to execute the Payment Transaction to the Payee.
   bitFlyer may not be held liable for not having exercised such right. Should bitFlyer accept a revocation after receipt of the Payment Order, it is entitled to charge you a fee.
6. No Returns or Refunds for Blockchain-based transactions. All blockchain-based transactions are final and non-reversible. We do not accept any returns or provide refunds in connection with any such transactions.
7. Virtual Currency Transactions. While a virtual currency transaction is pending confirmation by the applicable network, the virtual currency subject to such confirmation will be unavailable for use in connection with any other Services transaction.
8. Cancellation of Transaction. If it can reasonably be assumed that there is an error in the asking price, such as a major discrepancy with market rates, the asking price may be invalidated and the transactions based on that asking price may be canceled by bitFlyer, without obligation for bitFlyer to do so. bitFlyer also reserves the right to halt trading, without being obliged to do so. bitFlyer may not be held liable for not having exercised such right.
9. Supported Tokens, Coins and Digital Assets. It is your sole responsibility to verify the types of digital assets bitFlyer will accept (“Supported Coins”). Any other (“Unsupported”) tokens, coins, or digital assets sent to bitFlyer may be lost, destroyed or not returned to you. Additionally, there may be fees charged if bitFlyer attempts to retrieve the Unsupported tokens, coins, or digital assets to return them to you. bitFlyer shall, however, have no obligation to make such attempts. The sending, depositing, and returning of Unsupported Currency puts you at risk of loss of assets. bitFlyer accepts no liability for unsupported tokens, coins, or digital assets sent to bitFlyer.
10. Blockchain Modification, Disruption or Hard Fork. In the event of a change in the structure of a blockchain such as a hard fork or chain split, or in the event of an occurrence such as an airdrop, whether or not to take response measures and what measures to take will be at the discretion of bitFlyer. bitFlyer does not bear any liability in the event that you or a third party incur losses or damages as a result of the defects, alteration, or lack of measures taken by bitFlyer or if bitFlyer decides to cease handling of a virtual currency in whole or in part.
11. Lack of Identifying Account Information. In the event of an order which is beyond your account’s permissible use or applicable limits, bitFlyer may request additional identifying information from you and must receive such information before processing the order. If the you fail to provide this additional required documentation, the attempted transaction may be suspended.
12. Unclaimed Assets. If bitFlyer is holding Funds in your Account, and we are unable to contact you and have no records of your use of the Services for a prolonged time, bitFlyer will try to locate you at the address shown in our records or otherwise. If bitFlyer is unable to locate you, you agree that bitFlyer may report these Funds to authorities and deliver any such Funds to relevant authorities, such as the Caisse de Consignation. bitFlyer reserves the right to deduct fees from such unclaimed Assets in accordance with Section 5 of these terms.
13. Any claim with respect to the unauthorized or defective execution of a Payment Transaction referred to in your transaction history or other reports or the non-execution of a Payment Transaction must be submitted by you to bitFlyer in writing within 30 days of the execution or non-execution of the Payment Transaction. In the absence of any claim lodged before the expiration of the aforementioned period, you will be deemed to have authorized such Payment Transactions, which shall be considered as definitively accepted by you.
14. Unauthorized Payment Transactions (in case a claim is lodged within the time specified in Section 6.13). If a Payment Transaction cannot be considered by bitFlyer as authorized by you, bitFlyer shall refund you with the amount of the relevant Payment Transaction no later than by the end of the following Business Day after noting or being notified of the transaction and, where applicable, restore the debited Account to the state in which it would have been, had the unauthorized Payment Transaction not occurred. However, this obligation shall not apply where bitFlyer has reasonable grounds for suspecting fraud and communicates those grounds to the CSSF.
    Where the Payment Transaction is initiated through a Payment Initiation Service Provider, bitFlyer shall also refund you no later than by the end of the following Business Day the amount of the unauthorized Payment Transaction and, where applicable, restore the debited Account to the state in which it would have been had the unauthorized Payment Transaction not taken place. The same limitations apply in this case.
    You shall, however, remain liable for any loss resulting from an unauthorized Payment Transaction under the following circumstances and subject to the following conditions:
    • Until notification to bitFlyer pursuant to the rules on notification of an incident, of the loss or theft, or misuse of the Credentials which was made possible because you were unable to preserve the security of your Credentials:
    • • you remain liable up to an amount of EUR 50, unless the loss, theft or misappropriation was not detectable to you prior to a payment, except you have acted fraudulently;
      • the loss was caused by acts or lack of action of an employee, agent or branch of bitFlyer or of an entity to which its activities were outsourced.
    • You will bear all of the losses relating to any unauthorized Payment Transactions if they were incurred by you acting fraudulently or failing to fulfil one or more of the obligations relating to your Credentials with intent or gross negligence. In that case, the maximum amount referred to above will not apply.
    Where bitFlyer does not require strong Client authentication, you will not bear any financial losses unless you acted fraudulently.
    You shall not bear any financial consequences resulting from fraudulent or unauthorized use of the lost, stolen or misappropriated Credentials after you have duly notified bitFlyer except where you have acted fraudulently.
    In any case, you shall bear the entirety of the losses resulting from an unauthorized Payment Transaction in the event that you have acted fraudulently, irrespective of the notification of an Incident sent to bitFlyer.
    If your account with bitFlyer is a Business Account, please, refer to section 2.5. for additional information on applicability of certain provisions to Business Account customers.
15. As required by applicable regulations, bitFlyer will notify you in the event of suspected or actual fraud or security threats via your registered e-mail, phone number or mobile app notification.
16. Non-execution or defective execution of authorized Payment Transactions (in case a claim is lodged as defined in Section 6.13).

    You act in the capacity of Payer with bitFlyer

    a) Payment order initiated by you with bitFlyer
    In the event of a non-execution or a defective execution of a Payment Transaction, and regardless of the possibility for bitFlyer to be held responsible for such non-execution or defective execution, bitFlyer will, upon your express request, and without incurring any liability in relation thereto, endeavor to trace the Payment Transaction and to notify you of the result of such tracing.
    bitFlyer shall not be held liable for the defective execution of a Payment Order if it can establish that the amount indicated in the Payment Order has been received by the Payee’s Payment Service Provider within the required execution time.
    In the event that bitFlyer is liable for the non-execution or defective execution of a Payment Transaction, it shall, if applicable, refund you with the total amount of the Payment Transaction and, where applicable, restore the debited Account to the state in which it would have been, had the wrong Payment Transaction not taken place. In the event the collection of Funds is not possible, bitFlyer will provide you, upon written request, all information made available to bitFlyer and relevant to you in order for you to file a legal claim to recover the Funds.
    To the extent possible, bitFlyer may also take steps to correct the wrongful execution of any Payment Order, if the Payment Order contains all the indications allowing bitFlyer to remedy such wrongful execution, in particular in case the amount transferred was different from the amount indicated in the Payment Order.
    You shall have no right to request to be refunded the amount of a Payment Transaction under the conditions set forth above in the case of a late execution of a Payment Order but may have the right to the refund of the fees and interest to which you have been subject because of such late execution.
    
    b) Payment order initiated by the Payee (including instances where the Payee account may be your account with another financial or payments institution)
    In the event of non-execution or defective execution of a Payment Transaction, subject to proof by you of the Payee’s Payment Service Provider having correctly transmitted the Payment Order within the required delay, bitFlyer shall refund you the total amount of the Payment Transaction and, if applicable, restore the debited Account to the state in which it would have been, had the wrong Payment Transaction not taken place.
    To the extent possible, bitFlyer may also take steps to correct the defective execution of a Payment Order, if the Payment Order contains all the indications allowing bitFlyer to remedy such wrongful execution, in particular in case the amount transferred was different from the amount indicated in the Payment Order.
    You shall have no right to request to be refunded the amount of a Payment Transaction under the conditions set forth above in the case of a late execution of a Payment Order but may have the right to the refund of the fees to which you have been subject because of such late execution.
    
    c) Payment initiation services
    Where a Payment Order is initiated by you through a Payment Initiation Service Provider, bitFlyer shall refund to you the amount of the non-executed or defective Payment Transaction and, where applicable, restore the debited Account to the state in which it would have been had the defective Payment Transaction not taken place.
    If the Payment Transaction is initiated through a Payment Initiation Service Provider, the burden shall be on the Payment Initiation Service Provider to prove that within its sphere of competence, the Payment Transaction was authenticated, accurately recorded and not affected by a technical breakdown or other deficiency linked to the payment service of which it is in charge.

    You act in the capacity of Payee with bitFlyer

    a) Payment Order executed in accordance with the Unique Identifier
    A Payment Order is deemed duly executed by bitFlyer when it is executed in accordance with the Unique Identifier information provided to bitFlyer as a part of the Payment Order, notwithstanding the fact that you may have supplied bitFlyer with any additional information.
    If the Unique Identifier provided to bitFlyer is wrong, bitFlyer will not be held liable for any damages which could result from the non-execution or defective execution of a Payment Order when bitFlyer has executed such Payment Order in accordance with the indicated Unique Identifier. You shall have sole responsibility to challenge the Payer and/or the Payer’s Payment Service Provider in this respect.
    
    b) Payment Order initiated by the Payer (including instances where the Payer account may be your account with another financial or payments institution)
    BitFlyer may be held liable for the non-execution or defective execution of a payment order for which the bitFlyer customer is the Payee only subject to proof by the customer of receipt by bitFlyer within the required time of the amount mentioned in the payment order initiated by the Payer and that such amount has not been credited to the Payee payment Account after deduction, if applicable, of the fees charged by bitFlyer.
    In such case, bitFlyer shall ensure that the amount of the payment transaction is made available to the customer in his payment Account as soon as possible and, where applicable, credit the payment Account with the corresponding amount.
    You hereby agree that, should bitFlyer be required to effect a refund in respect of a payment transaction initiated by a Payer, bitFlyer shall be irrevocably authorized to debit the amount requested by the Payer’s Payment Service Provider in such context from the payment Account, without having to make any prior inquiry with regard to the legitimacy of the refund request sent by the Payer to his Payment Service Provider. You have sole responsibility to directly challenge the Payer and/or the Payer’s Payment Service Provider with regard to the legitimacy of the Payer’s refund request.
    
    c) Payment Order initiated by you as Payee with bitFlyer
    bitFlyer is only liable towards you for the correct transmission of the Payment Order to the Payer’s Payment Service Provider and the execution of the Payment Transaction in accordance with the terms of these Terms and Conditions. bitFlyer shall not incur any liability in the case of non-execution or defective execution of a Payment Order if it has fulfilled these obligations.
    Notwithstanding the above, and regardless of the possibility for bitFlyer to be held responsible for the non-execution or defective execution of a Payment Order, bitFlyer will, upon your express request, and without incurring any liability in relation thereto, endeavor to trace the Payment Transaction and to notify you of the result of such tracing.
17. Intermediaries. When Intermediaries or other Payment Service Providers are involved in the execution of a Payment Order bitFlyer only takes responsibility for the non-execution or defective execution of a Payment Order by an Intermediary which is chosen by bitFlyer. bitFlyer shall under no circumstances be liable for actions taken by any other intermediaries.

EXTERNAL ACCOUNTS

1. Responsibility. You are solely responsible for your use of any External Account, and you agree to comply with all terms and conditions applicable to any External Account. bitFlyer is not responsible for any External Account, for any fees charged in connection with any transaction or for the management and security of any External Account. If your External Account is subject to a breach, you understand this is outside of bitFlyer’s control and responsibility and you may only seek damages from the External Account provider based on your agreement with the External Account provider.
2. Sending Funds to an External Account. You may send your Funds from your bitFlyer Account to an External Account that you have linked or registered via the Services. The amount of Funds you may send will be limited to the total amount of Funds that are not in Reserve and in excess of any minimum balance requirements (including as necessary to satisfy open orders you have created), less any Fees.
3. Timing. The time needed to complete an External Account transaction will depend in part upon the performance of third parties (including the party responsible for maintaining the applicable External Account), and bitFlyer makes no guarantee regarding the amount of time it may take to complete such transactions.
4. Rejected Transactions.In some cases, the External Account may reject a transaction or may otherwise be unavailable. You agree that bitFlyer will not be responsible for such rejected transactions or unavailability.

TRADES

1. This Section applies only when you use the Services to trade Virtual Currency for Legal Tender, or to trade one form of Virtual Currency for another form of Virtual Currency, with another user. The current name for the bitFlyer trading platform is “bitFlyer Lightning,” although we reserve the right to change this name from time to time.
   1. Hold on Customer Assets. When you open a trade order through the Services, the corresponding amount of your Assets required to complete such order, including any applicable Fees, will be held for purposes of completing the order and restricted from further activity via the Services unless the order is cancelled. Section 6.4 applies in relation thereto.
   2. Settlement. Subject to the Terms of this Agreement, bitFlyer will settle completed trades on a spot basis. The assets receivable in connection with a completed trade will be settled into each corresponding bitFlyer account.
   3. Independent relationship. You acknowledge and agree that: (a) bitFlyer is not acting as your broker, intermediary, agent, or advisor or in any fiduciary capacity, and (b) no communication or information provided to you by bitFlyer shall be considered or construed as investment or financial advice. Notwithstanding the foregoing, inasmuch as the bitFlyer Lightning trading platform is operated by our parent company, bitFlyer, Inc. (in Japan), we act on your behalf when placing orders on the platform.
2. This Section applies only when you use the Services to purchase or sell virtual currency directly from or to bitFlyer. The current name for our direct purchase and sale platform is “bitFlyer Market,” although we reserve the right to change this name from time to time.
   1. Prices and Availability. All prices reflect the exchange rates applicable to the purchase of Virtual Currency using the Legal Tender or alternative form of virtual currency identified in your order. All virtual currency sales by us are subject to availability, and we reserve the right to discontinue the sale of a virtual currency without notice.
   2. Quotes. Prior to completing your purchase or sale of virtual currency, we will show the amount of virtual currency you intend to purchase or sell and the amount of virtual currency or other assets (e.g. fiat funds) you will pay or receive in connection with the transaction. You agree to comply with any terms and conditions provided within such notice in order to complete your transaction.
   3. Payment Methods. You may be able to purchase virtual currency from us using an external payment method that is accepted via the Services. You represent and warrant that you are authorized to use your designated payment method for that purpose. You authorize us, or our designated payment processor, to charge your designated payment method for the full amount of the order. If the payment method you designate cannot be verified, is invalid or is otherwise not acceptable, your order may be suspended or cancelled automatically.

PAYMENTS FOR GOODS AND SERVICES

If you use our Services in connection with the purchase or sale of goods or services, you acknowledge and agree that we have no control over, or liability for, those transactions, including for the quality or legality of such goods or services. You must ensure that any information you transmit to third parties (including other users of our Services) in connection with any payment you make or receive via our Services is accurate and not misleading.

FEES

1. You agree to pay the applicable fees listed on our Fee Schedule (“Fees”) to us, whenever you use our Service. bitFlyer will notably disclose to you the charges connected to the manner in and frequency with which information is provided or made available. Subject to the terms of this Agreement, we reserve the right to change our Fees at any time. Fees are assessed against the amount of the transactions, including all applicable charges.
2. Setting off. You authorize us, or our designated payment processor, to charge or deduct any applicable Fees owed in connection with orders you complete via the Services from the Funds held in your Account. You agree that we may set off against your Account balance or debit your bank account or other payment instrument connected to your bitFlyer account, as the case may be, any amounts you owe us under this Agreement, including without limitation any Chargebacks, or any other Fees (“Deductions”). All Deductions are charged at the time we process a transaction and are deducted first from the collected funds and thereafter from your balance. If you owe us an amount that exceeds your balance, we may charge or debit a payment instrument registered in your account or you will pay us the full amount of the outstanding Deductions upon receipt of our invoice. You will be liable for and pay us upon invoice all costs associated with collection in addition to the amount collected, including without limitation attorneys’ fees, court costs, collection agency fees, and any applicable interest. In simple terms, our right to set-off means that we may deduct such fees, charges or other amounts mentioned in this section from an account balance held or controlled by you. Where the aggregate amount you owe us exceeds the amount held in your Account we may show your account balance in negative figures as a reflection of the net amount you owe to us.
3. Processing Errors. In the event there is an error in the processing of any Payment Transaction, you authorize us to initiate debit or credit entries to your Account or your bank account or another payment instrument, as applicable, to correct such error. If we are unable to debit the bank account or another payment instrument connected to your bitFlyer account, for any reason, you authorize us to resubmit the debit, plus any applicable fees, to any other bank account or payment instrument that you have on file with us (or, in the case of any fees that are owed under this Agreement, to deduct such amounts from your balance).
4. Currency Conversion. Where a currency conversion is offered by bitFlyer to you when you make your transaction, you will be shown the exchange rate (which may include the currency conversion fee) that will be applied to the transaction before you proceed with authorizing the payment transaction. By proceeding with your authorization of the payment transaction you are agreeing to the currency conversion on the basis of the exchange rate shown to you, including applicable fees. In certain cases, you will be required to elect the currency conversion service offered by bitFlyer or by another Payment Service Provider (for example, your bank) before you complete your payment by selecting one of the available conversion options. Where a currency conversion is offered by another Payment Service Provider (for example, your bank) and not by bitFlyer, and you choose to authorize the payment transaction on the basis of the exchange rate and charges offered to you by another service provider, bitFlyer has no liability to you for that currency conversion. Where your payment account is funded by a payment instrument in a different currency and therefore involves a currency conversion by bitFlyer or if you receive a payment in a currency other than the primary currency of your account from anyone, the amount received by you will be converted into the primary currency of your account at the time the payment is received, and by entering into this Agreement you consent to and authorize us to do the conversion for these cases.
5. Taxes. You are responsible for determining and paying any and all taxes and duties, including without limitation, sales, use, transfer, value added, withholding, and other taxes and/or duties assessed, incurred, or required to be collected, paid, or withheld for any reason in connection with any request for or performance or use of the Service, your use of the website, the sale or purchase of any products or services, or otherwise in connection with any action, inaction, or omission by you or any affiliate of yours, or any of your or their respective employees, agents, contractors, or representatives. You also are responsible for collecting, withholding, reporting, and remitting correct taxes and duties to the appropriate authority. While we may provide you a means for you to determine and apply taxes to your transactions (including certain automated reporting tools), we are not obliged to determine whether taxes or duties apply and are not responsible for calculating, collecting, reporting, or remitting any taxes or duties to any authority arising from any transaction.

INTELLECTUAL PROPERTY

1. We have a policy of limiting access to the Service and terminating the Accounts of Users who infringe the intellectual property rights of others. If you believe that anything associated with the Services infringe any copyright that you own or control, you may notify via the Contact page.
2. The bitFlyer API is the copyrighted technology of bitFlyer and may not be copied, imitated or used, in whole or in part, outside of the API’s intended use. bitFlyer retains all its rights related to its databases, websites, graphics, software, applications, programs, code, etc. - including chat text, the content of bitFlyer emails, and data such as transaction prices - developed or provided by bitFlyer or its affiliates which can be acquired by various external APIs. bitFlyer may demand any third party stop using bitFlyer’s API for any purposes not authorized by bitFlyer.
3. Trademarks and Logo. The bitFlyer logo, any other bitFlyer service names, logos or slogans that may appear on the Services, and the look and feel of the Services, including all page headers, custom graphics, button icons and scripts, are trademarks, service marks or trade dress of bitFlyer and our suppliers and our licensors, and may not be copied, imitated or used, in whole or in part, without our or the applicable trademark holder’s prior written permission. You may not use any metatags or other “hidden text” utilizing any name, trademark or product or service name of bitFlyer without our prior written permission. Further, you may not use, frame or utilize framing techniques to enclose any bitFlyer trademark, logo or other proprietary information, including the images found on the Services, the content of any text or the layout or design of any page, or form contained on a page, on the Services without our express written consent.
4. bitFlyer Materials. During the term of this Agreement, you may use the bitFlyer Materials only for your internal purposes and solely as necessary for your use of the Service. “bitFlyer Materials” include any software (including without limitation developer tools, sample source code, and code libraries), data, materials, content and printed and electronic documentation (including the Specifications and any integration guides) developed and provided by us to you for download from our website. You may not, and may not attempt to, directly or indirectly:
   • transfer, sublicense, loan, sell, assign, lease, rent, act as a service bureau, distribute or grant rights the bitFlyer Materials to any person or entity;
   • modify, alter, tamper with, repair, or otherwise create derivative works of any software included in the bitFlyer Materials;
   • reverse engineer, disassemble, or decompile the bitFlyer Materials or the Service or apply any other process or procedure to derive the source code of any software included in the bitFlyer Materials or as part of the Service.
5. Press Releases. You may not issue any press release or make any public statement related to the bitFlyer or our Service, or except as expressly provided in this Agreement, use our or any of our affiliate’s name, trademarks or logo in any way (including in promotional material) without our advance written permission, or misrepresent or embellish the relationship between us in any way.
6. bitFlyer may display third-party content, advertisements, links, promotions, logos and other materials on or through the Services (collectively, “Third-Party Content”). We do not control, endorse, sponsor or adopt any Third-Party Content or any third parties referenced on the Services, and we make no representations or warranties of any kind regarding such Third-Party Content, including, without limitation, regarding its accuracy or completeness. Your interactions with Third-Party Content, and any third party that provides Third-Party Content, are solely between you and such third parties, and bitFlyer is not responsible or liable in any manner for such interactions or Third-Party Content. When you leave the Services and enter a third-party site or service, our terms and policies no longer apply.

PROHIBITED ACTIVITIES AND USER CONDUCT

1. You may not use the bitFlyer Service to conduct, pay for or facilitate activities that:
   • violate any law, statute, regulation or a decision of an authority.
   • relate to transactions involving:
     • narcotics, steroids, certain controlled substances or other products that present a risk to human safety,
     • drug paraphernalia, tobacco and cigarettes, including electronic cigarettes,
     • items that encourage, promote, facilitate or instruct others to engage in illegal activity,
     • stolen or pirated goods including digital and virtual goods or items that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under the laws of any jurisdiction,
     • the promotion of hate, violence, racial intolerance, or the financial exploitation of a crime,
     • items that are considered obscene,
     • certain sexually oriented materials or services,
     • ammunition, firearms, or certain firearm parts or accessories, or certain weapons or knives regulated under applicable law.
   • relate to transactions that
     • show the personal information of third parties in violation of applicable law,
     • support pyramid or ponzi schemes, matrix programs, other "get rich quick" schemes or certain multi-level marketing programs,
     • are associated with purchases of annuities or lottery contracts, lay-away systems, off-shore banking or transactions to finance or refinance debts funded by a credit card,
     • are by payment processors to collect payments on behalf of merchants,
     • involve certain credit repair, debt settlement services, credit transactions or insurance activities,
     • involve offering or receiving payments for the purpose of bribery or corruption.
   • Further, you will not:
     • use the Services or allow a third-party individual or entity to use the Services to commit fraud or otherwise violate the law;
     • engage in conduct that is harassing, threatening, intimidating, or stalking, or that we otherwise deem objectionable;
     • engage in conduct or an act of fraud, extortion or blackmail, that seeks to disseminate falsehoods about the bitFlyer or otherwise harm the bitFlyer’s reputation and credibility using deception;
     • use the Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Services or that could damage, disable, overburden or impair the functioning of the Services in any manner;
     • attempt to coerce any member of the bitFlyer team with any form of bribery or gifts that may materially influence a decision to the benefit of the user;
     • uses the Services to deliberately steal the assets of another user, bitFlyer, or affiliated companies, through replay attacks, etc.
     • reverse engineer any aspect of the Services or do anything that might discover the source code of the Services (except to the extent such restriction is prohibited by applicable law);
     • violate, infringe or misappropriate any intellectual property right, or other third-party right, or commit a tort;
     • reproduce (other than standard website page caching), create derivative works of, publicly perform, publicly display, distribute, sell, rent, lease, timeshare or otherwise commercially exploit the Services, in whole or in part;
     • attempt to bypass or circumvent measures employed to prevent or limit access to any content, area or functionality on the Services;
     • develop any third-party applications that interact with the Services without our prior written consent, except as allowed through the use of the bitFlyer API;
     • use any robot, spider, crawler, scraper, script, browser extension, offline reader or other automated means or interface not authorized by us to access the Services, extract data or otherwise interfere with or modify the rendering of Services pages or functionality;
     • use the Services other than for its intended purposes; or
     • use the Services to engage in or promote any activity that violates these Terms.

USER CONTENT

1. The Services may include areas that allow Users to create, post, upload, share or store content, including, but not limited to, photos, videos, sound, text, graphics, code, items or other information and materials (collectively, “User Content”). You are solely responsible for any of your User Content and for your use of any interactive features and areas of the Services. You will not create, post, share or store User Content that:
   1. is unlawful, libelous, defamatory, obscene, pornographic, sexually suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
   2. would constitute, encourage or provide instructions for a criminal offense, violate or infringe the rights of any party (including intellectual property rights or rights of publicity or privacy), otherwise create liability or violate any local, state, national or international law;
   3. contains or depicts any statements, remarks or claims that do not reflect your honest views and experiences;
   4. contains personally identifiable information about any person without that person’s consent;
   5. impersonates, or misrepresents your affiliation with, any person or entity (including bitFlyer);
   6. references or depicts bitFlyer or our Services but fails to disclose any material connection to us that may exist;
   7. contains any unsolicited promotions, political campaigning, advertising or solicitations;
   8. contains any viruses, corrupted data or other harmful, disruptive or destructive files or content; or
   9. in our sole judgment, is objectionable or that restricts or inhibits any other person from using or enjoying the Services, or that may expose bitFlyer or others to any harm or liability of any type.
2. We do not own, control or endorse any User Content that is transmitted, stored, or processed via the Services. We are not responsible or liable for any User Content. Although we have no obligation to screen, edit or monitor User Content, we reserve the right, and have absolute discretion, to remove, screen or edit User Content posted or stored on the Services at any time and for any reason. You are solely responsible for creating backup copies of and replacing any User Content you post or store on the Services at your sole cost and expense.
3. You grant bitFlyer a non-exclusive, royalty-free, worldwide, perpetual, irrevocable, transferable and fully sub-licensable right to use, reproduce, create derivative works of, distribute, publicly perform and publicly display all User Content on the Services, our other online services, on third-party sites and online services, and in all other media or formats, whether now known or hereafter developed, for any purpose. You represent and warrant that you own all intellectual property rights (or have obtained all necessary rights) to provide your User Content via the Services and to grant bitFlyer the foregoing license.

ACCOUNT LIMITATION, SUSPENSION AND TERMINATION

1. If we determine that you are incurring an excessive amount of chargebacks, disputes, complaints or other irregularities, we may establish controls or conditions governing your Account, including without limitation, by:
   • establishing new processing fees;
   • creating a Reserve in an amount reasonably determined by us to cover anticipated reversals, losses and related fees;
   • limiting sending privileges; or
   • terminating or suspending the Service.
2. Without limiting the foregoing, we may suspend the Service and block access to your Account (including without limitation the Funds in your Account) if:
   • you have violated the terms of this Agreement,
   • we determine that you pose an unacceptable credit or fraud risk or other liability risk to us,
   • you provide or have provided false, incomplete, inaccurate, or misleading information (including without limitation any registration information) or otherwise engage in fraudulent or illegal conduct,
   • we have security concerns regarding your Account, including your Credentials, or
   • we suspect unauthorized or fraudulent use of your Account or any payment information in your Account.

   In such cases we will inform you of the suspension of your Account and the reasons for it, where possible, before the suspension and at the latest immediately thereafter, unless we determine giving such information would compromise security concerns or is prohibited by applicable law. We will reactivate your Account or Credentials, or replace it or them, as applicable, once we have resolved the reasons for suspension. You must notify us through Contact page if you wish to request us to reactivate your Account.

FEEDBACK AND NOTIFICATIONS

1. You may submit questions, comments, suggestions, ideas, original or creative materials or other information about bitFlyer or the Services to us (collectively, “Feedback”). Feedback is non-confidential and will become the sole property of bitFlyer. bitFlyer will own exclusive rights, including, without limitation, all intellectual property rights, in and to such Feedback and will be entitled to the unrestricted use and dissemination of this Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
2. We will communicate with you in English. You agree that bitFlyer may provide notice or other information to you by posting it on our website(s) (including the posting of information which is only accessed by you by logging into your account), emailing it to the email address listed in your account, mailing it to the registered address listed in your account profile, calling you by phone, or sending you a “text” / SMS message. You must have internet access and an e-mail account to receive communications and information relating to the Services. With the exception of amendments to this Agreement, such notice shall be considered to be received by you within 24 hours of the time it is posted to our website(s) or emailed to you. If the notice is sent by mail, we will consider it to have been received by you three Business Days after it is sent. You may request a copy of any legally required disclosures (including this Agreement) from us and we will provide this to you in a form which allows you to store and reproduce the information (for example, by e-mail) and you may terminate your consent to receive required disclosures through electronic communications by contacting us via Contact page. We may charge you a Records Request Fee to provide a paper copy. We reserve the right to close your account if you withdraw your consent to receive electronic communications from us.
3. Notices to bitFlyer made in connection with this Agreement must be sent by postal mail to our registered address to: bitFlyer EUROPE S.A., at 121 Rue de Hollerich, L-1741, Luxembourg.
4. In particular in the event of changes in the legal and regulatory framework of the financial sector, changes to market practices or changes affecting the conditions on the financial markets, we may at any time amend, delete or add to this Agreement, including amendments to the Fees Schedule (a “Change”) by giving notice of such Change by posting a revised version of this Agreement on the bitFlyer website(s) or notifying you by other means. We will give you 2 months' notice of any Change with the Change taking effect and you will be deemed to have accepted the Change if you have not objected to the Change prior to the expiry of the 2-month notice period. The 2-month notice period will not apply where a Change is required by law or relates to the addition of a new service, extra functionality to the existing Service or any other change which neither reduces your rights nor increases your responsibilities. In such instances, the Change will be made without prior notice to you and shall be effective immediately.
5. If you do not accept a Change, you may close your Account following the account closure procedure set out in section 16. While you may close your account at any time and without charge, please note that you may still be liable to us after you terminate this Agreement for any liabilities you may have incurred and are responsible for prior to terminating this Agreement and please further note our rights under section 16 (Closing Your Account).

CLOSING YOUR ACCOUNT

1. This Agreement starts when you successfully register for a bitFlyer Account and ends when your Account is closed for whatever reason, except that this Agreement survives termination to the extent and for so long as we require to deal with the closure of your Account and to comply with applicable laws and regulations. Outstanding Payment Transactions shall not be affected by the termination of this Agreement. This Agreement and the list of fees of bitFlyer remain applicable until such time as each outstanding Payment Transaction has been effected.
2. You can close your account at any time by logging into your Account, clicking on the account settings, and then following the instructions.
3. We may close your Account at our convenience by providing you with two months’ prior notice. We may also close your Account at any time without prior notice where:
   • you are in breach of the terms of this Agreement and/or we are entitled to close your Account under sections 3, 11, 12, 13 or 14;
   • you do not access your Account for three years and have no Funds available on your Account;
   • we suspect that your Account has been accessed fraudulently;
   • we have reason to believe that we may incur any liability through the continuation of our relationship with you;
   • should your Payment Transactions appear to be contrary to public order or morality; or
   • should you fail to meet your obligation to act in good faith.

   Where we decide to close your Account, we will provide you with notice of account closure and where appropriate, the reasons for closing your Account, together with the ability to withdraw any undisputed Funds that we are holding.

4. When your account is closed:
   • we may cancel any pending Payment Transactions;
   • we may suspend, limit or terminate your access to or use of our Services, websites, software, systems (including any networks and servers used to provide any of the Services) operated by us or on our behalf or some or all of the Services;
   • you will remain liable for all outstanding obligations under this Agreement related to your Account prior to closure;
   • we may keep your Account information in our database for the purpose of fulfilling our legal obligations and other permitted reasons; and
   • we may retain your balance of Funds after closure to the extent and for the time we reasonably require to protect bitFlyer and/or any third party against the risk of Reversals, Chargebacks, Claims, fees, fines, penalties and other liabilities of whatever nature. After this time you will be able to withdraw any undisputed Funds that we are holding. Please contact bitFlyer Customer Service if you have any questions about Funds held in your Account on closure.

CLOSING YOUR ACCOUNT

1. By You. You represent and warrant to us that: (a) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform this Agreement and grant the rights, licenses and authorizations you grant under this Agreement; (b) the name identified by you when you registered is your name (c) you and all transactions initiated by you will comply with all laws, rules, and regulations applicable to your country of residence and/or your business, including any applicable tax laws and regulations; (d) you will not use the Services, directly or indirectly, for any fraudulent undertaking or in any manner so as to interfere with the use of the Services; (e) you and your financial institution(s) are not subject to sanctions or otherwise designated on any list of prohibited or restricted parties or owned or controlled by such a party, including but not limited to the lists maintained by the United Nations Security Council, the US Government (e.g., the US Department of Treasury’s Specially Designated Nationals list and Foreign Sanctions Evaders list and the US Department of Commerce’s Entity List), the European Union or its member states, or other governmental authority; and (f) you will not directly or indirectly export, re-export, transmit, or cause to be exported, re-exported or transmitted, any commodities, software or technology to any country, individual, corporation, organization, or entity to which such export, re-export, or transmission is restricted or prohibited, including any country, individual, corporation, organization, or entity under sanctions or embargoes administered by the United Nations, US Departments of State, Treasury or Commerce, the European Union, or any other governmental authority.
2. Disclaimer. THE SITE, THE BITFLYER MATERIALS AND SERVICES ARE PROVIDED ON AN “AS IS” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE HEREBY DISCLAIM, AND MAKE NO, REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, REGARDING THE SITE, THE BITFLYER MATERIALS, SERVICE OR ANY APPLICATION, INCLUDING WITHOUT LIMITATION: (A) ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT; (B) THAT THE SITE, THE BITFLYER MATERIALS, OR THE SERVICE WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, OPERATE WITHOUT ERROR, OR WILL CONTAIN ANY PARTICULAR FEATURES OR FUNCTIONALITY; OR (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR TRADE USAGE.
3. No Waiver. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.
4. No Warranty. You acknowledge your access to the Services, our infrastructure, our websites, our software, and systems (including any networks and servers used to provide any of the BitFlyer services) whether operated by us or on our behalf, may be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or services. BitFlyer will make reasonable efforts to ensure that Payment Orders are processed in a timely manner. We make every effort to ensure that the information contained in our correspondence, reports, on the website and given verbally by our directors, officers and staff is accurate to the best of our belief at the time the information is provided. However, we cannot guarantee the accuracy of all such information in all circumstances and contexts, and no reliance should be placed on such information by you. You must check all correspondence between us carefully and notify us immediately if it includes something which appears to you to be wrong or not made in accordance with your instructions.
5. Indemnification/re-imbursement. To the fullest extent permitted by applicable law, you agree to defend, indemnify, reimburse, compensate and hold harmless bitFlyer, and its past, present and future employees, officers, directors, contractors, service providers, suppliers, vendors, consultants, shareholders, subsidiaries, affiliates, agents, representatives, successors and assigns (the “bitFlyer Parties”) from and against any and all claims, demands, damages, losses, costs and expenses (including legal and attorney’s fees) due to or arising out of or related to your or your employees' or agents' (or, where a third party otherwise acts on your behalf with your permission, that third party’s) actions and/or inactions, your User Content, breach of this Agreement, breach of any law or regulations or decisions of authorities, breach of the rights of a third party, use of your bitFlyer Account and/or use of the Services, our infrastructure, our websites, our software and our systems (including any networks and servers used to provide any of the Services) operated by us or on our behalf.

LIMITATION OF LIABILITIES

bitFlyer will not be held liable for damages arising from the defective execution, non-execution or partial execution of its obligations under this Agreement, except in the case of gross negligence or willful misconduct. Our liability is limited to the greatest extent permitted by law.

Without limiting the foregoing, in no event will bitFlyer or any of bitFlyer Parties be liable to you for any failure or delay by us (or our employees, agents, or representatives) in performing our obligations under this Agreement, where such failure or delay is caused by abnormal and unforeseeable circumstances beyond our control, such as e.g. interruptions or unavailability of telecommunication systems or more generally of our Service (e.g. due to fire or similar disasters, power cuts, failure of computer systems or attacks against the systems of bitFlyer). bitFlyer shall not be liable for damages resulting from the implementation of legal provisions, measures taken by public authorities, declared or imminent, acts of war, revolutions, civil wars, fait du Prince, strikes, lockouts, boycotts and picketing, regardless of whether bitFlyer is itself a party to the conflict or if its services are only partially affected or where a failure or delay occurs as a result of bitFlyer complying with its legal obligations or national of foreign laws or regulations or decisions of authorities.

GOVERNING LAW, VENUE AND DISPUTE RESOLUTION

1. The laws of the Grand Duchy of Luxembourg govern this Agreement and all of its terms and conditions. All disputes shall be of the exclusive competence of the Courts of Luxembourg, Grand Duchy of Luxembourg, unless bitFlyer chooses to bring an action against you before any other court having jurisdiction under ordinary rules of procedure, in particular according to the applicable jurisdiction rules of the relevant European regulation or applicable convention.

   Any matters not provided for in the Terms or those giving rise to any doubts with respect to the interpretation of the Terms shall be promptly resolved through good faith discussions between the bitFlyer EUROPE S.A. and you.

   Legal action against bitFlyer is time barred by 13 months. The limitation period runs from the date of commission or omission of the facts alleged against bitFlyer.

2. If you wish to make a complaint about the Service, you can make a complaint through Contact page. The complaint may also be dealt with through an alternative dispute resolution (“ADR”) procedure. You may refer the complaint to the Commission de Surveillance du Secteur Financier. Further details about the CSSF in its capacity of dispute resolution body may be found at: http://www.cssf.lu/en/consumer/complaints/.

SEVERABILITY

If any part of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, the remaining parts of this Agreement will remain in full force and effect and, upon our request, the court will construe any invalid or unenforceable portions in a manner that most closely reflects the effect and intent of the original language. If such construction is not possible, the provision will be severed from this Agreement and the rest of the Agreement remains in full force and effect.