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ARTICLE 1 - PURPOSE & ACKNOWLEDGMENT

1.1. This consists of a legal agreement between you, the registered Satoshi Counter member and/or visitor of the Satoshi Counter website and/or user of Satoshi Counter services and Satoshi Counter (the “Agreement”). It governs, along with the Satoshi Counter Privacy Policy, your relationship with Satoshi Counter and how you use Satoshi Counter services.

1.2. Satoshi Counter is a Canadian company which sells and purchases bitcoins directly to and from its registered members exclusively, in exchange for sovereign currencies.

1.3. Satoshi Counter is not a financial institution, deposit institution, bank, credit union, trust, deposit business or a cryptocurrency exchange. It is an institutional retailer of bitcoins engaged strictly in peer-to-peer transactions with its members.

1.4. Satoshi Counter does not hold the funds of its members and is not protected by the CDIC.

1.5. By registering as Satoshi Counter members, or using the Satoshi Counter site and/or Satoshi Counter services, you acknowledge and agree that:

  • 1.5.1 Bitcoins consist of entries in a cryptographically secured distributed ledger (“the Blockchain). They are not legal tender and have no inherent monetary value.
  • 1.5.2 Ownership of bitcoins is defined as the exclusive possession and knowledge of a private key to which is associated a balance of bitcoins on the Blockchain.
  • 1.5.3 Transactions with Satoshi Counter, i.e. the purchase and sale of bitcoins, do not constitute a trading of, or an exchange in, securities, investment contracts or any document, instrument or writing commonly known as a “security”, at law or otherwise.
  • 1.5.4 The value of Bitcoin cannot be guaranteed and, at any point in time, the monetary value of bitcoins on markets can be null.
  • 1.5.5 Any purchase or sale of Bitcoins, for money, virtual currency or other consideration, is inherently risky and may result in the complete loss of such money, virtual currency or other consideration, and you agree to wholly accept any and all such risk. You will not hold Satoshi Counter accountable for any gains and losses of monetary value that you incur as a result
  • 1.5.6 You are entirely responsible for the security and storage of your bitcoins and you will not hold Satoshi Counter accountable for the loss of bitcoins.
  • 1.5.7 Satoshi Counter may, from time to time, send you promotional or marketing messages in the form of email or SMS text message.
  • 1.5.8 Satoshi Counter may change your membership level at any time.
  • 1.5.9 Satoshi Counter can impose transaction limits on your account at any time.
  • 1.3.10 Satoshi Counter can enable or disable certain payments methods for each individual member at any time.
  • 1.5.11 You are liable for any taxes or fees that are payable under law as a result of your use of the Satoshi Counter site and services. You are responsible for the payment of any such taxes or fees
  • 1.5.12 When you register as a Satoshi Counter member, you agree to provide accurate and complete personal information and other information necessary for registration. Satoshi Counter relies on this information to provide its services. Satoshi Counter also relies on this information to ensure its services are compliant under law, and thus cannot be liable for any criminal or civil actions against you that may result from you providing false information.
  • 1.5.13 Satoshi Counter cannot guarantee its services will always be available, or free of errors. However, Satoshi Counter will undertake all reasonable efforts to provide a stable and reliable service, and will attempt to resolve any problems quickly and with minimal disruption to services. Satoshi Counter reserves the right to close its site for maintenance at any time.
  • 1.5.14 You are responsible for providing the hardware necessary to use Satoshi Counter services. Satoshi Counter is not responsible for your computer settings, internet connections, or any other additional hardware or software you require to use the service.
ARTICLE 2 – SATOSHI COUNTER MEMBER GUIDELINES AND TRANSACTION RULES

2.1. By registering as a Satoshi Counter member, you agree that you shall comply with the Satoshi Counter Member Guidelines and Satoshi Counter Transaction Rules. If you do not respect the Satoshi Counter Member Guidelines or Transaction Rules, your membership with Satoshi Counter will be terminated.

2.2. The Satoshi Counter Member Guidelines are:

  • 2.2.1 You will not use Bitcoin for the purpose of Money Laundering or Terrorist Financing.
  • 2.2.2 You will not use Bitcoin to commit any act of violence whatsoever, including theft and fraud.
  • 2.2.3 You will not use Bitcoin to commit any crime whatsoever in accordance with the laws of Canada or the laws of your jurisdiction.
  • 2.2.4 You will not use Bitcoin to purchase any illegal goods and services on so called “dark markets”, over the TOR Network or otherwise, including but not limited to illegal drugs, credit cards numbers (i.e. “carding”) and fake identification.
  • 2.2.5  You  will  not  use  Bitcoin  to  avoid  paying  taxes  or  to illegally hide  assets.

2.3 The Satoshi Counter Transaction Rules are:

  • 2.3.1 You are in full control of the Bitcoin wallet used in any transaction with Satoshi Counter.
  • 2.3.2 You are able to demonstrate that you control your Bitcoin wallet by making, upon request, a refundable test transaction of no more than 0.001 BTC with Satoshi Counter from the Bitcoin addresses used in transactions with Satoshi Counter.
  • 2.3.3 You will not conduct transactions with Satoshi Counter on behalf of another person or entity.
  • 2.3.4 All transactions with Satoshi Counter are final and non-refundable.
  • 2.3.5 When purchasing bitcoins from Satoshi Counter in person, it is your responsibility to verify that you have received the bitcoins before leaving the Satoshi Counter premises at 3489 Blvd. Saint-Laurent.
  • 2.3.6 When purchasing bitcoins from Satoshi Counter online or any method which is not in-person (e.g. by email, by SMS, over the phone), it is your responsibility to provide Satoshi Counter with a valid Bitcoin address that you control.
  • 2.3.7 In the unlikely event that Satoshi Counter does not complete a transaction after a member has sent payment, or that the payment was mistakenly sent by Satoshi Counter to the wrong Bitcoin address or the wrong account, Satoshi Counter will conduct an investigation. If it is determined by Satoshi Counter that the fault lies on Satoshi Counter, Satoshi Counter will either refund the member or complete the transaction with the member as initially intended.
  • 2.3.8 Satoshi Counter calculates the price at which it sells bitcoins according to reference indexes developed by third party institutions in conjunction with the costs associated to the transfer of bitcoins to its members. Bitcoin prices at Satoshi Counter are updated every 60 seconds and will differ according to payment methods. At any time, Satoshi Counter reserves the right to modify its prices without notifying its members.
  • 2.3.9 Unless explicitly specified in writing by Satoshi Counter directors, the conversion rate used by Satoshi Counter in transactions with its members is the conversion rate specified at prices.satoshicounter.com for the specific payment method. This conversion rate is applied at the time at which Satoshi Counter receives proof that the payment has been initiated by the member, or the time at which the payment is initiated by Satoshi Counter.
ARTICLE 3 - ACCEPTANCE & TERM

3.1. By registering as Satoshi Counter members, you are hereby certifying that you have read, agree to and are bound by all the terms and conditions contained in this Agreement and the Satoshi Counter Privacy Policy.

3.2. This agreement becomes effective the day Satoshi Counter accepts your registration as member, or the day you use the Satoshi Counter website and/or Satoshi Counter services.

3.3. This agreement will be in effect for as long as you are a registered member, expect for Article X, which shall survive the termination of this agreement.

3.4. Satoshi Counter retains the right to terminate your registration, the Satoshi Counter services, or the Satoshi Counter site, at any time and without cause or prior notice to you.

ARTICLE 4 - CONDITIONS SUBJECT TO CHANGE

4.1. Satoshi Counter retains the right to change or amend this Agreement at any time. You can check what terms and conditions are in effect by reading the Agreement on the website.

ARTICLE 5 – ACCOUNT SECURITY & FRAUD

5.1. You agree that you will not share your password and other account information, and that you will undertake all efforts to keep your password secure.

5.2. For all online purchases, you agree to always receive bitcoins at the Bitcoin address associated to your account. You can only change this Bitcoin address in-person or after receiving an SMS verification code.

5.3. If you lose the phone associated to the phone number associated to your Satoshi Counter account, you must immediately report the lost or stolen phone to Satoshi Counter. If you believe the phone was stolen, you must file a police report.

5.4. In the event that someone gains access to your account, they will only be able to purchase bitcoins on your behalf. They will not be able to purchase bitcoins for themselves using your account without access to your phone.

5.5. If Satoshi Counter believes that your account has been compromised, we reserve the right to:

  • 5.5.1 Request you to modify your password
  • 5.5.2 Verify your identity and account by calling you or sending you a text message
  • 5.5.3 Disable access to your account
ARTICLE 6 – PRIVACY

6.1.By registering as Satoshi Counter member, you agree that you have read and consented to the Satoshi Counter Privacy Policy.

ARTICLE 7 - MISUSE

7.1.In consideration of the availability, and your use of, the Satoshi Counter site and services, you agree to comply with all applicable laws and this Agreement when using the Satoshi Counter site and services. You also agree that neither you, nor any person influenced by you, or any person acting under your direction, will:

  • 7.1.1.Use the Satoshi Counter site or services in such a way that violates applicable laws, licence agreements, copyright, or other intellectual property rights; or
  • 7.1.2.Post, transmit, link to, or otherwise distribute any materials, information, or content constituting, advocating or encouraging conduct that would constitute a criminal offence or give rise to civil liability, or otherwise use the Satoshi Counter site or services in a manner which is contrary to law or would serve to restrict or inhibit any other use from using or enjoying the Satoshi Counter site or services, or the Internet. ; or
  • 7.1.3.Post, transmit, link to, or otherwise distribute any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful material or information; or
  • 7.1.4.Use the Satoshi Counter site or service to commit illegal acts, “hack” the Satoshi Counter site, or modify or interfere with the Satoshi Counter site or service in any way.
  • 7.1.5.Any acts you commit, or cause to be committed, which, in the opinion of Satoshi Counter, intentionally expose the Satoshi Counter site or service to cyber threats such as viruses or hacking, or increase the likelihood of a security breach, will also constitute “Misuse”.
ARTICLE 8 - USER LIABILITY

8.1 You will be liable for any damage resulting from the following:

  • 8.1.1 Non-compliance with the Satoshi Counter Member Guidelines
  • 8.1.2. Non-compliance with the Satoshi Counter Transaction Rules
  • 8.1.3. Any Misuse of the Satoshi Counter website
  • 8.1.4 Your use of the service when it was the basis for someone taking legal action against Satoshi Counter for violations of applicable laws, license agreements, copyright or other intellectual property rights; or
  • 8.1.5. Your use of the Satoshi Counter site or service resulted in others being unable to use the site or service properly, resulting in legal action against Satoshi Counter
ARTICLE 9 - BREACH OF CONTRACT

9.1 Satoshi Counter can disable your account, and take all further action against you it deems appropriate if, in the opinion of Satoshi Counter:

  • 9.1.1 You have violated the terms of this Agreement; or
  • 9.1.2You have Misuses the Satoshi Counter site
  • 9.1.3 A public authority requests we disable your account
ARTICLE 10 – SATOSHI COUNTER LIMITATION OF LIABILITY

10.1 By using Satoshi Counter services you acknowledge and agree that Satoshi Counter bares no responsibility or liability to you for the underlying value of any virtual currency such as Bitcoin, or for any governmental or regulatory intervention in to the operation of the Satoshi Counter site or service. Satoshi Counter specifically disclaims liability for any losses, foreseen or unforeseen, that you may suffer as a result of use of the Satoshi Counter site or service. You agree that the use of the Satoshi Counter site and service is at your sole risk, and that the Satoshi Counter site and service is provided on an “as is” and “as available” basis.

10.2 Satoshi Counter makes no representation or warranty that the Satoshi Counter site or services will meet your needs, or that your access to the Satoshi Counter site or services will be uninterrupted, timely, secure, or error-free..

10.3 Satoshi Counter specifically disclaims any liability to any users in jurisdictions in which the use of services such as that offered by Satoshi Counter is illegal. Satoshi Counter is not liable for any consequences resulting from the use of the Satoshi Counter site or services by users in jurisdictions where such use is illegal.