Terms of Use
Nodex Pay Terms of Use
Article 1 (General Provisions)
Nodex Global Limited (hereinafter, the "Company") provides a system (hereinafter, the "System") for electronically processing distributed payments with the ability to connect smart contracts to third-party distributed financial decentralized applications ("DApps") and automatically complete the processing of exchanges.
These Terms of Use govern user access to, and use of the System provided by the Company in the use of the System by users of the System (hereinafter, “the User” or "Users").
Before using the System, please carefully read these Terms of Use. You, the User, agree (1) to these Terms of Use and any additional terms, rules, and conditions issued by the Company at any time, and (2) to allow the Company to collect, use, disclose, and otherwise handle the information mentioned in our Privacy Policy. The System is available for your use only on the condition that you agree to the Terms of Use set forth below. By accessing or using the System, you and the entity you are authorized to represent signify your agreement to be bound by the Terms of Use.
Article 2 (Terms and Conditions for Provision of the System)
1. Users need to use a Web3 wallet (hereinafter, "Web3 Wallet") that enables them to connect to and interact with smart contracts through modules that connect to smart contracts built on the Ethereum Blockchain and Ethereum Virtual Machine. The Company also recommends the use of MetaMask, a Web3 Wallet provided by ConsenSys Software Inc (https://consensys.net/) that can be used in browsers and smart phone applications.
2. Users can create accounts and access the System by connecting through a Web3 Wallet in accordance with these Terms of Use. You agree to comply with the conditions of these Terms of Use and all laws, rules, and regulations applicable to your use of products provided by the System.
3. The Company does not own or manage Web3 Wallets for using the System or the blockchain where tokens owned by users are issued. The Company is not responsible for any negligence or faults of the above-mentioned third parties, and we are not responsible for any damages caused by a User's operation or use (including, but not limited to, token payments) of Web3 Wallets and the blockchains of user-owned tokens, whether or not the blockchain belongs to a third party as described above. The User is solely responsible for ensuring the safety of Web3 Wallets (such as by managing confidential keys) used in the System.
4. The Company may change, modify, or delete at any time some or all of the contents of the System, and we shall not be liable for any damages arising as a result thereof.
5. The Company makes no warranty, expressed or implied, with respect to the System, and the System is provided as is at the time it is provided.
6. The Company makes no representations about the results to be obtained from using the System, the services, the information or the content. The use of same is at your own risk.
7. The System enables Users, via their own self-custody Web3 Wallets, to connect to third-party decentralised applications (DEXs) and execute any desired exchange of digital assets on-chain. The Company does not itself execute, match, or settle any trades on behalf of Users.
Article 3 (Account Creation)
1. Users must connect their Web3 Wallet to the System in order to create accounts for the purpose of using the System. Users shall also be solely responsible for ensuring the security of the accounts they created to use the System.
2. The information the Company can learn from the connection of a Web3 Wallet is limited to the wallet address at which the transactions conducted through the System are executed, and we have no ability to know information related to the preservation of assets, such as the secret key of the User's Web3 Wallet, and the Company does not ask Users for confidential key information for any reason. Even if a user-managed Web3 Wallet is at risk for any reason, it is solely the responsibility of the User, and the Company assumes no liabilities.
3. Non-Custody Statement
The Company does not at any time hold, custody, or control any User digital assets, fiat funds, or private keys.
All blockchain transactions are authorised and broadcast by Users from their own Web3 Wallets.
The Company’s role is limited to providing software interfaces, routing logic, and smart-contract connectivity.
Users remain solely responsible for safeguarding their private keys and verifying all transaction details before signing.
Article 4 (Notices, etc. from the Company to Users)
1. Notices from the Company to Users shall be made in a manner deemed appropriate by the Company, such as by posting them on the Company’s website so as to be available to Users in the provision of the System.
2. In the event of termination of these Terms of Use with the User, the Company may take steps to preclude the use of the User's account and the implementation of this action will be deemed to be a manifestation of our intention to terminate these Terms of Use with the User.
3. When the User has entered a Success notify URL and Payment success return URL on the System, we send a notification to the URL entered by the User about the availability of the payment transactions.
Article 5 (Responsibility of Users)
1. Users shall be responsible for all activities that have occurred under the User's account, regardless of whether the activity has been approved by the User or conducted by the User, the User's employee, or a third party (including a User's contractor, agent, or end user).
2. Users shall ensure that they do not violate any applicable laws and regulations regarding the use of the System. Users are solely responsible for their use of the System.
3. Users shall ensure that all information submitted by them to the Company is accurate and that all material information is submitted.
4. To the extent permitted by applicable law, the Company shall not be liable for any damages suffered by the User or any third party as a result of the User's breach of the representation warranty in this article. Users are solely responsible for breaches of these representations and warranties. In addition, in the event of any damage to the Company caused by breach of such representation warranty, the User shall be required to pay compensation for all such damages.
Article 6 (Payment of Fees)
1. Users may perform payment transactions within the System that are made over a network that is compatible with Ethereum or Ethereum Virtual Machine using a Web3 Wallet that is managed by the User. The Company does not control the above transactions. Also, the Company does not cancel any executed transactions. The Company is not responsible for any complaints or claims against us for the transactions through the System or arising from the System.
2. Users must pay a transaction fee, referred to as a "gas fee", to the Ethereum Blockchain or Ethereum Virtual Machine for the execution of transactions performed on the Ethereum Blockchain or Ethereum Virtual Machine. The User is required to pay gas fees each time a transaction is executed on the Ethereum Blockchain or Ethereum Virtual Machine. The User is obligated to pay gas fees, whether or not the System is used.
3. Through the Web3 Wallet, in addition to the gas fees billed by the blockchain used, the Company collects 0.1 to 0.5% of the amount paid from the Payer as a “spread margin” for payment transactions executed by Users through the System. In addition to the spread margin, the Company collects 0.1% of the amount paid as a donation for the Company’s donation program.
4. If you perform a transaction through the System, you agree that the fees you pay will be sent directly to the wallet address that the Company manages through the Ethereum Blockchain or Ethereum Virtual Machine. Spread Margin are collected programmatically by the smart contract within the same on-chain transaction; the Company does not at any time take custody of User funds for spread margin settlement purposes.
Article 7 (Collection, Retention, and Use of User Information)
1. Users and their representatives or individuals, corporations, organizations, and representatives of any of the aforementioned who have created accounts with the Company agree to allow the Company to handle the information of the Users and others (hereinafter, “User Information”) as set forth in paragraph (1) below:
(1) Collection and use of user information from a. to h. below for duties related to the creation of accounts for the System and the promotion of the use of the System between the Company and Users, including these Terms of Use
a. Address information of Web3 Wallets through which transactions are executed b. Information on order codes, receipt currencies, and amounts issued by the Receiver c. URL information to which payment completion notices are sent d. Receiver domains and information about TXT records e. URL information of Receiver websites to which the Payer transitions after the payment is completed f. User's usage of the System g. User’s transaction history h. Network on which the Payer settled the transaction, EOA address, payment transaction address, receipt destination e-mail address, payment currency, payment amount, and information of the Receiver contract connected at payment
(2) To use the User Information from a. to h. above for the following purposes
a. Provision of the System by the Company in accordance with these Terms of Use b. Improvements to the System, and development of new features and systems
2. The Company does not provide User Information to third parties beyond the scope notified to Users in advance unless the consent of the User has been obtained. However, this provision shall not apply in the event disclosure is requested by law and regulations or formal inquiries have been received from the courts, police, or other public organizations or bar associations in accordance with the law.
3. You agree that the Company may not be able to enter into these Terms of Use and that these Terms of Use may be terminated if you do not agree to provide us with the matters necessary for these Terms of Use and the handling of User Information by the Company.
Article 8 (Use of User Information After Termination of These Terms of Use)
The Company retains and uses User Information and information regarding termination of these Terms of Use to the extent necessary for the purpose and disclosure request set forth in the preceding article even after termination of these Terms of Use.
Article 9 (Suspension of Use of the System)
The Company may temporarily suspend the System under these Terms of Use if the User falls under any of the following items and the User shall not be able to use the System again unless approved by the Company.
Article 10 (Completion and Cancellation of These Terms of Use)
1. These Terms of Use come into effect when the User completes creation of an account for the System.
2. The Company may immediately terminate these Terms of Use and suspend the provision of the System if the User is in breach of these Terms of Use and falls under any one of the following: In that case, the User will be required to pay compensation for any damages to the Company.
When the User enters a Receiver's domain that contains false information
In the event that the Company has determined that the User violates these Terms of Use
In the event that the Company has determined that the User has committed fraud using the System or has performed other acts that may violate any applicable laws and regulations
When the Company has determined that the User has engaged in unfair activity
Other cases in which the Company has determined the User’s actions to be inappropriate
3. The notice of termination stipulated in the preceding clause shall be given to Users in accordance with the method stipulated in Article 4, paragraph 2 hereof.
Article 11 (Valid Provisions After Expiration of Contract)
The provisions of Articles 4, 5, 7, 8, and 10; this Article; and Article 13, 15, 16 and 17 shall survive the termination of these Terms of Use.
Article 12 (Termination of the System)
1. The Company may, at any time and at our convenience, discontinue any or all of the System and, upon termination of its provision, terminate these Terms of Use in whole or in part for all Users.
2. The Company shall not be liable for any damages to Users caused by the abolition or termination in the case of the preceding paragraph.
Article 13 (Compensation for Damages)
1. To the extent permitted by applicable law, the Company assumes no liabilities with respect to the use of the System by Users for any damages caused to them, including, but not limited to, by the Ethereum Blockchain and Ethereum Virtual Machine, other blockchains supported by us, any defects with respect to the Web3 Wallets used by Users, and any other damages caused by Users manipulating and using tokens owned by a Web3 Wallet or Users (including transactions executed at the time of payment transactions). Users cannot nominally request money from the Company.
2. The Company assumes no liabilities to Users, even if at any time the Company is able to cease providing the System and the User is unable to use the System.
3. The Company assumes no liabilities to Users for maintenance, failure, or defects of the Company’s website, devices, or applications, even if the System is not available.
Article 14 (Amendment of These Terms of Use)
1. The Company may alter or cancel some or all of the System or alter or remove some or all of the functions of the System. The Company can publish material changes or cancellations of the System on the Company’s website or Twitter account.
2. The Company reserves the right, at our sole discretion, to amend any part of these Terms of Use at any time. Users are responsible for periodically confirming any changes to these Terms of Use. Following a change to these Terms of Use, Users may continue to use the System or access the System and, as a result, Users will be deemed to have agreed to those changes.
Article 15 (Assignment of Status)
Users may not assign or pledge the rights and obligations and contractual status set forth in these Terms of Use to any third party.
Article 16 (Governing Law)
Except as expressly provided for in a separate written agreement between you and the Company, the laws governing all agreements between Users and the Company, including these Terms of Use, shall be the laws of the British Virgin Islands.
Article 17 (Dispute Resolution)
If the Company and the user fail to resolve amicably, any dispute arising out of or in connection with these Terms of Use, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (“HKIAC”) in accordance with the Arbitration Rules of the Hong Kong International Arbitration Centre ("HKIAC Rules") for the time being in force, which rules are deemed to be incorporated by reference in this Article. The seat of the arbitration shall be Singapore. The Tribunal shall consist of one (1) arbitrator. The language of the arbitration shall be English.
Article 18 (Entire Agreement)
Subject to Article 14 and except as provided for in a separate written agreement between you and the Company, these Terms of Use constitute the entire agreement between you and the Company with respect to the use of the System and any software or service, information and content contained therein, and supersede all discussions, communications, conversations and agreements concerning the subject matter hereof.
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