Paily Crypto Wallet UAB (“we,” “our,” "Paily", or “us”) provides its services and these Terms of Use, access and use of https://pailycrypto.com(“the Platform”) and the various services facilitated and provided by the Platform to a ('User') and related mobile applications and products (collectively the “Services” or “Paily”) User shall mean any person/persons/entity, who visits, uses, deals with and/ or transact through the Services provided by the Platform.

By accessing, using or clicking “I agree” to any of the services made available by Paily and related mobile applications you agree that you have read, understood and accepted all of the terms and conditions contained in this Terms of Use Agreement (the “Terms”), as well as our Privacy Policy available at https://pailycrypto.com(Platform)

As used herein, "Company", "Paily", "Paily Wallet", "Ourselves", and “We” refers to the Platform and to its owners, operators, employees, directors, officers, agents, insurers, suppliers, and attorneys. "Client", "Customer", "User", "You" and "Your" refers to you, including any person or a business entity whether any individual, firm, corporation etc. "Party" refers to either You or Us and "Parties" refers to You and Us collectively. "Virtual Currency" or "VCs" refers to cryptocurrencies, i.e., digital money, 'Rates' refer to the lending and borrowing rates, which is issued and usually controlled by its developers, and used and accepted among the members of a specific virtual community, including but not limited to Ethereum, DAI , Maker , Bitcoin , SET , etc.

You should read, agree, and accept the entire Terms of Use prior to Your use of this Platform or any of the Services provided by Us. You are hereby expressly barred from accessing the Platform or availing the Service unless You agree and accept these Terms of Use.

1. General Terms for the Provision of Services

1.1. Paily – Paily Wallet is an online application listed on android and iOS operating systems, which facilitate users to track their positions on various blockchain protocol, commonly known as decentralised finance, also to check their tokens, digital tokens or cryptographic currency or VCs.

1.2. Paily does not provide fiat trading capabilities, neither fiat to crypto nor crypto to fiat. Paily is neither the creator nor the administrator of any Virtual Currency or any Blockchain Protocol providing financial services. It merely acts as an aggregator and intermediary between the User and the various protocols across the globe through External Platforms and APIs.

1.3. These Terms are the agreement on the use of the Services concluded between Paily and the User. The Client is not the party to the Terms. The Terms include the license agreement on the use of the Website and the Applications.

1.4. The Services are provided to the Users on the “as is” basis through the Website and the Applications. Paily does not bear any responsibility for the lack of any functions on the Website or Applications that are necessary for conclusion or performance of contracts concluded between Users and Clients.

1.5. Paily does not bear any responsibility for the breach of contract concluded between a User and a Client caused by any irregularities in the work of the Website or Applications.

1.6. If the Website or the Applications do not have functions necessary for the conclusion or performance of the contract between the User and the Client, the User is entitled to send a request to Paily using the contact forms available on the Website or the Applications and ask Paily to add the necessary functions. However, it is up to Paily’s discretion to add or remove any functions from the Website and the Applications.

1.7. The Services are only provided to Users who are at least 18 (eighteen) years of age. If Paily finds out that the User using the Services is younger than 18 (eighteen) years of age, Paily immediately terminates the Terms with such User and deletes the account of the User and all the personal information about the User that has been collected at the moment Paily found out that the User is younger than 18 (eighteen) years of age.

2. Eligibility

You represent and warrant that you (a) are at least 18 years old and competent to form a binding contract under applicable law, (b) are an individual, legal person or other organization with full legal capacity and authority to enter into these Terms, and (c) have not previously been suspended or removed from using our Services. If you are entering into these Terms on behalf of a legal entity of which you are an employee or agent, you represent and warrant that you have all necessary rights and authority to bind such legal entity.

4. Warranties and restriction of Paily’s liabilitys

4.1. Paily has no control over the generation, distribution, retention or termination of VCs. Paily does not control the VCs locked in the smart contract, and does not control the market volatility associated with users VCs. It merely acts as an intermediary for the services offered, which are more fully set out hereinabove.

4.2. Paily does not provide any warranty of any kind, either express or implied. Services and the Platform and any information or content contained therein is provided on an “as-is” and “as available” basis. User avails of the Services and / or dealing in VCs does so at their own risk and with full disclosure of possible wiping out of the entire holding or valuation, in the event of the occurrence of any of the risk factors including but not limited to changes in regulatory or legal position in their own jurisdiction or restrictions that may be placed on Paily, it is hereby expressly declared that Paily offers no warranty of any kind regarding the Platform or the Services.

4.3. Paily makes no warranty regarding the quality of the Services, including the quality of the Website or the Applications.

4.4. No advice or information, whether oral or written, obtained by the User from Paily creates any warranty.

4.5. Paily is not liable to the User or anyone else for any loss of use, data, goodwill, or profits whatsoever and any special, incidental, indirect, consequential, or punitive damages whatsoever, regardless of cause (even if Paily has been advised of the possibility of the loss or damages), including losses and damages:

• resulting from loss of use, data, or profits, whether or not foreseeable
• based on any theory of liability, including breach of contract or warranty, negligence or other tortious action
• or arising from any other claim arising out of or in connection with User’s use of or access to the Services

4.6. Paily is not liable for the defamatory, offensive, or illegal conduct of other Users or third parties if such third parties are not Service providers or processors of User’s personal data and do not act in accordance with instructions of Paily or a contract concluded with Paily.

5. Applicable Law and Dispute Resolution

5.1. These Terms, as well as their validity, interpretation, modification, and performance are governed by the law of the Republic of Estonia.

5.2. If laws and legal acts of other countries or supranational and international organizations, including, but not limited to, Digital Millennium Copyright Act (DMCA), California Consumer Privacy Act (CCPA), and GDPR provide that the business activity of Paily related to provision of the Services shall be governed by such laws and legal acts, and application of such laws and legal acts cannot be avoided by Paily, such laws and legal acts shall apply.

5.3. If a User has any claim or complaint regarding the application of the Terms or the User Agreement, or regarding validity, interpretation, or modification of the Terms or the User Agreement, the User is entitled to send such a claim or a complaint to Paily by using contact forms available via the Website or the Applications, or by sending a mail to Paily’s business address or an email to Paily’s email address at support@paily.io.

5.4. Paily is deemed received the claim or the complaint on the 7th (seventh) business day after the dispatch, if the claim or the complaint is sent via the contact forms or to Paily’s email address, or on the 15th (fifteenth) business day after the dispatch, if the claim or the complaint is sent to Paily’s business address.

5.5. Paily shall respond to the User’s claim or complaint within 30 (thirty) days after receiving the claim or the complaint. Paily may use any form of response to the claim or the complaint of the User, including messaging via the Website or the Application.

5.6. If Paily does not respond to the claim or the complaint of the User within the term mentioned above, or the User is not satisfied with the answer, the provisions of para.5.7 of the Terms shall apply.

5.7. Any dispute, controversy or claim arising out of or in connection with these Terms or the User Agreement shall be finally settled by the Arbitration Court of the Estonian Chamber of Commerce and Industry in accordance with its Rules of Arbitration Court. The arbitral tribunal shall be composed of a sole arbitrator. The seat of arbitration and the place of hearings shall be Tallinn, the Republic of Estonia. The language of the arbitral proceedings shall be English.

5.8. The arbitral agreement provided for in para.5.7 of the Terms shall be governed by the law of the Republic of Estonia, including the Code of Civil Procedure of the Republic of Estonia.

5.9. The arbitral agreement provided for in para. 5.7 of the Terms allows Paily to start arbitration proceedings against the User without referring to the pre-arbitration dispute resolution procedure established in paras.5.3-5.6 of the Terms. In doing so, Paily shall notify the User about Paily’s intent to start the arbitration proceedings 30 (thirty) days before submitting a request for initiation of arbitration proceedings to the Arbitration Court of the Estonian Chamber of Commerce and Industry. The notification is sent to the email address of the User or via the Website or the Application. The User is deemed notified about Paily’s intent to start the arbitration proceedings on the 5th (fifth) day after Paily sends the notification.

5.10. The arbitral agreement provided for in para.5.7 of the Terms applies to any dispute between Paily and the User unless the dispute cannot be resolved in arbitration proceedings under the Code of Civil Procedure of the Republic of Estonia.

5.11. The arbitral agreement provided for in para. 5.7 of the Terms does not preclude Paily from starting public administrative or court proceedings against the User with a competent government authority or a court if the matter cannot be the object of arbitration proceedings.

5.12. The arbitral agreement provided for in para.5.7 of the Terms does not preclude the User from exercising User’s rights provided for in GDPR, CCPA (if CCPA applies to the User), or DMCA (if DMCA applies to the User).

6. Lawful Use of Paily

6.1. In addition to other prohibitions as set forth in the Terms, You are prohibited from using the Platform or Services: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others.

6.2. If the User breaches the Terms in any way, Paily has the right to terminate the Terms by sending a written notice to the User 10 (ten) days before the termination. Paily also has the right to delete the account of the User.

6.3.The termination of the Terms between Paily and the User does not preclude Paily from collecting damages from the User for the breach of the Terms, as well as Paily’s attorney fees and other procedural costs. In no way shall the sum of the damages collected from the User be less than 1 000 (one thousand) EUR.

6.4. If actions of the User violate applicable administrative or criminal law, Paily is entitled to transfer the information about the illegal acts of the User to the governmental authorities of the User’s country of residence. Paily may also transfer such information to the governmental authorities of Paily’s country of residence in case the illegal acts of the User result in application of coercive or liability measures in respect of Paily.

7. Risks

7.1. The use of the Platform and the Service may entail the following risks:

• Virtual Currency transactions are irreversible after they hit the network and once a transaction is initiated by You, it can neither be canceled, modified nor reversed by Us.
• The values of VCs are highly volatile and tends to fluctuate, due to which there may be an increase or decrease in the value of the VC You receive after conversion. VCs are subject to large swings in value and may even become worthless. There is always an inherent risk of losses associated with buying, selling or trading in VCs. It is also possible that the valuation and price of VC changes after the transaction has been initiated by You or while the transaction and You are hereby advised of the same. Under no circumstance shall Paily be liable for any such changes or fluctuations.
• VCs are an as-yet autonomous and the largely unregulated worldwide system of value transfer between private parties. It is not backed by any government or commodities and hence may be susceptible to risks not generally associated with other forms of legal tenders.
• As VC is digital cash managed by a peer-to-peer system of networks, there is also the risk of loss of confidence in VC trading. The valuation of VCs is based on a supply and demand economy model.

7.2. There may be additional risks that we have not foreseen or identified in these Terms of Use.

You should carefully assess whether Your financial situation and tolerance for risk is suitable for buying, selling or trading VCs.

8. Intellectual Property

8.1. By providing the Services, Paily grants to the User non-exclusive gratuitous non-transferable worldwide license to use the Website and the Applications.

8.2. Under the license agreement concluded between Paily and the User, the User has the right to use the Website and the Applications only in the following ways:

• exploit the functionality of the Website and the Applications for the purposes of receiving the Services
• notify Clients about using the Services by providing the URL of the Website, the links of the Applications, and extracts of the information about the Services
• demonstrate logos of Paily, URL of the Website and links of the Applications, and extracts of the information about the Services on User’s personal pages in social networks for the purposes of notifying Clients about the fact the User uses Services of Paily
• promote Paily among User’s friends, family members, and colleagues.

8.3. The User shall not use the programming code of the Website or the Applications in any way and for any purpose.

8.4. The User shall not use any viruses or other malware that may cause harm to the Website or the Applications.

8.5. The User shall not use trademarks, trade names, logos, copyright works published on the Website or the Applications except for the purposes listed in para.8.2 of the Terms.

The software, text, images, graphics, data, prices, trades, charts, graphs, video, and audio used on the Website or the Applications belong to Paily. The trademarks and materials should not be copied, reproduced, modified, republished, uploaded, posted, transmitted, scraped, collected or distributed in any form or by any means, whether manual or automated. The use of any such Materials on any other website or networked computer environment for any other purpose is strictly prohibited; any such unauthorised use may violate copyright, trademark, and other applicable laws and could result in criminal or civil legal actions and penalties.

8.6. The term of the license agreement is the term of using the Services by the User. If the Terms between Paily and the User are terminated, the license agreement also terminates.

9. Anti-Money Laundering / Illegal Activities

Paily has zero tolerance towards use of its Services for any illegal purpose. Any such abuse by any User shall result in forthwith restriction of access and reporting of such activities to concerned regulatory and statutory authorities.

Paily shall report all suspicious activities to the concerned authorities to ensure initiation of investigation and prosecution against User, if required.

Users shall not use Paily’s service using the VCs which he got hold of using circumvention or obfuscating technologies or fraudulent activities.

12. Modification of Terms

12.1. Paily reserves the right to change, add or remove or modify the Platform, the Service, Application, the Terms of Use or any content therein, at any time, with or without notice, in its sole discretion.

12.2. Paily reserves the right to periodically update the Terms by posting the updated version of the Terms on the Website and the Applications. It is up to Paily’s discretion to amend any provision of the Terms, including the scope of User’s liability before Paily or the Client. The updated version of the Terms comes into force from the moment of publication on the Website and the Applications unless otherwise is explicitly provided in the updated version of the Terms.

12.3. Paily will take all the necessary measures to notify Users about the updated version of the Terms. If possible, Paily will organize bulk email or send notifications about the update of the Terms via accounts of Users. However, it is User’s responsibility to check the Website and the Applications for the updates.