Terms and Conditions / User Agreement

WELCOME TO DRONE PAYO!

Welcome! Thanks for visiting Drone Payo. You agree and understand that by signing up to Drone Payo and opening an account, you are agreeing to enter into this user agreement (the “User Agreement”) by and between you and Drone Payo, and be legally bound by its terms and conditions, so please read them carefully. Please also note that there may be specific terms or conditions applicable to you as a user in a given jurisdiction, as detailed herein. If any term or condition of this User Agreement is unacceptable to you, please do not visit, access, or use Drone Payo. Use of the words “we,” “us,” or “our” in this User Agreement refers to Drone Payo and any or all of its affiliates.

USING OUR SERVICES

You agree and understand that by signing up to Drone Payo and opening an account, you have affirmed that you are at least 18 years old, have the legal capacity to enter into this User Agreement by and between you and Drone Payo, and agree to be legally bound by the terms and conditions of this User Agreement in their entirety.

You agree and understand that by logging into your account and/or authenticating to our application programming interface (“API”) with your API key and using Drone Payo (or any other Drone Payo service) following any changes to this User Agreement, you are agreeing to enter into this amended User Agreement by and between you and Drone Payo and be legally bound by its terms and conditions, including any of its changes. Among other things, this means that, if you log into your account and use Drone Payo after a revision to this User Agreement, transactions that you or others have already undertaken could be affected by the terms and conditions of this revised User Agreement. See, for example, the Account Termination and Account Remedies for Breach sections. You should, therefore, read this User Agreement from time to time. You agree and understand that we have the right to require your affirmative assent and continuing acceptance of this User Agreement, from time to time, as a condition of logging into Drone Payo. If you do not agree to be legally bound by this User Agreement and all of its terms and conditions (as amended from time to time), you should not log into your account or use Drone Payo. Should you disagree to this User Agreement (including any changes or amendments), please review the Account Closure section to close your account.

In order to use Drone Payo, you must first successfully provide the required identification information pursuant to our Bank Secrecy Act (“BSA”) and Anti-Money Laundering (“AML”) Compliance Program (collectively, our “BSA/AML Program”).

Feel free to print and keep a copy of this User Agreement, but please understand that we reserve the right to change any of these terms and conditions at any time. But don’t worry, you can always find the latest version of this User Agreement here on this page.

APPLICABLE LAWS AND REGULATIONS

Your conduct on Drone Payo is subject to the laws, regulations, and rules of any applicable governmental or regulatory authority (the “Applicable Laws and Regulations”) including, but not limited to:

  • Money Service Business (“MSB”) regulations under the Financial Crimes Enforcement Network (“FinCEN”);
  • US State money transmission laws;
  • Laws, regulations, and rules of relevant tax authorities;
  • Applicable regulations and guidance set forth by FinCEN;
  • The Bank Secrecy Act of 1970 (“BSA”);
  • The USA PATRIOT Act of 2001 (“Patriot Act”);
  • AML/CTF provisions as mandated by U.S. federal law and any other rules and regulations regarding AML/CTF;
  • Issuances from the US Office of Foreign Assets Control (“OFAC”);
  • The National Futures Association (“NFA”);
  • The Financial Industry Regulatory Authority (“FINRA”); and
  • The Commodity Exchange Act (“CEA”).

You unequivocally agree and understand that by signing up to Drone Payo and opening an account and using Drone Payo in any capacity, you agree and understand to act in compliance with and be legally bound by this User Agreement as well as the Applicable Laws and Regulations. For the avoidance of doubt, the receipt of all trading fee discounts and rebates and continued use of your account is conditioned on continued adherence at all times to this User Agreement and all Applicable Laws and Regulations.

DIGITAL ASSETS

As used herein, “Digital Asset” means a digital asset (also called a “cryptocurrency,” “virtual currency,” “digital currency,” or “virtual commodity”), such as bitcoin or ether, which is a digital representation of value based on (or built on top of) a cryptographic protocol of a computer network.

YOUR DRONE PAYO ACCOUNT

ACCOUNT OPENING

Only individuals or institutions that have opened an account (“Drone Payo Account”) and successfully completed our vetting and approval process in its entirety (e.g. successful submission and approval of all your KYC documents by Drone Payo) are considered Drone Payo customers (each, a “Drone Payo Customer”). If you would like to provide access to your Drone Payo Account to another individual or institution, this individual or institution must register a user account (“User Account”) to your Drone Payo Account and successfully complete our BSA/AML Program. You agree that you will not allow any persons who have not completed our vetting and approval process in its entirety to access or use your Drone Payo Account. You hereby authorize us, or a third-party service provider, to take any measures that we consider necessary to verify and authenticate your identity, confirm the information you submit about your linked bank account, and to take any action we deem necessary based on the results. To the extent that you would like more information on completing our vetting and approval process, or adding another person to your account, please contact us.

ACCOUNT ACCESS

You are only permitted to access your Drone Payo Account using your User Account login credentials and other required forms of authentication. We require multi-factor authentication to keep your User Account safe and secure. As a result, you are required to use at least two forms of authentication when accessing your User Account and performing certain operations in your Drone Payo Account. Forms of multi-factor authentication in addition to your login credentials may include verification tokens delivered through short message service (“SMS”) or a specified and supported two-factor authentication (“2FA”) application. If you choose to install and use a 2FA application on a device (e.g., phone or tablet) on which the operating system has been tampered with in any way, you do so at your own risk. This includes, but is not limited to, a “rooted” (Android) or “jailbroken” (iOS) device. We reserve the right in our sole discretion to prohibit access from or by any device on which the operating system has been or is suspected of having been modified or tampered with. You agree that we may provide your 2FA data to a third-party service providers in order to help us authenticate you.

You agree that your User Account login credentials and any other required forms of authentication, where applicable, have been chosen by you, when applicable. You also agree to keep your User Account login credentials and any other required forms of authentication, including your API keys, confidential and separate from each other, as well as separate from any other information or documents relating to your Drone Payo Account and your User Account.

You agree and understand that you are solely responsible (and you will not hold us responsible) for managing and maintaining the security of your User Account login credentials and any other required forms of authentication, including your API keys. You further agree and understand that, we are not responsible (and you will not hold us responsible) for any unauthorized access to or use of your User Account and/or your Drone Payo Account.

You agree and understand that you are responsible for monitoring your User Account and Drone Payo Account. If you notice any unauthorized or suspicious activity in your account, please contact us immediately.

ACCOUNT COMMUNICATION

You agree and understand that all communication with you will be via email. We will use the email address on record for your User Account as our primary means of communicating with you. To ensure that you receive all of our communications, you agree to keep your email address up-to-date and immediately notify us if there are any changes. Delivery of any communication to the email address on record is considered valid. If any email communication is returned as undeliverable, we retain the right to block your access to Drone Payo until you provide and confirm a new and valid email address.

ACCOUNT HISTORY

Your transaction history (“Transaction History”) is always available on Drone Payo. Your Transaction History contains all of your trading activity, including pending transactions, deposits and withdrawals; however, please note that nothing in your Transaction History should be treated as a valuation.

We use commercially reasonable efforts to assure that the information contained in the notices we send you and your Transaction History is accurate and reliable; however, please understand that errors may sometimes occur and such errors do not impact the actual means and results of a given transaction.

Any transaction listed in your Transaction History or other communication including, but not limited to, receipts sent to your email on record shall be deemed and treated as authorized and correct, approved, and confirmed by you unless we receive Written Notice (as defined herein) to the contrary within three calendar days from the date the communication was sent.

ACCOUNT REVIEW AND ACKNOWLEDGMENT

It is important for you to understand that it is your sole responsibility to review your Transaction History and any notices. You also understand that for the purposes of review and acknowledgment, you agree to be deemed to have reviewed your Transaction History and all notices on at least a monthly basis. If for any reason you are unable to do so, or you do not receive our communications, it is your responsibility to contact us immediately.

You understand that every communication sent to your email on record will be deemed to have been acknowledged as correct, approved, and confirmed by you unless we have received Written Notice to the contrary within three calendar days from the date the communication was sent.

We retain the right to make changes or adjustments to your Fiat Account and/or Digital Asset Account as necessary and appropriate, and in our sole discretion, to comply with any Applicable Laws and Regulations or to ensure market integrity. Please see the ‘Erroneous Orders’ and ‘Erroneous Trades’ sections for more information.

ACCOUNT CLOSURE

You may close any of your accounts at any time. You agree and understand that closing an account will not affect any rights and obligations incurred prior to the date of account closure. You may be required to either cancel or complete all open orders and, in accordance with the provisions of this User Agreement, provide transfer instructions of where to transfer any fiat currency and/or Digital Assets remaining in your account. You are responsible for any fees, costs, expenses, charges, or obligations (including, but not limited to, attorney and court fees or transfer costs of fiat currency or Digital Assets) associated with the closing of your account. In the event that the costs of closing of your account exceed the value in your account, you will be responsible for reimbursing us. You may not close any of your accounts to avoid paying any fees otherwise due or to avoid any examination related to our BSA / AML program.

ACCOUNT SUSPENSION

You agree and understand that we have the right to immediately (i) suspend your account and all accounts beneficially owned by you for which you are a representative or authorized signatory and, in the case of entities, any affiliates (each, a “Related Account”), (ii) freeze/lock the funds and assets in all such accounts, and (iii) suspend your access to Drone Payo, until a determination has been made, if we suspect, in our sole discretion, you and/or any such accounts to be in violation of:

  • Any provision of this User Agreement;
  • Any Applicable Laws or Regulations;
  • Our BSA/AML Program; or
  • Our Marketplace Conduct Rules,

at any time since the opening of such account or Related Account (each, a “Conduct Violation”).

You further agree and understand that we have the right to immediately (i) suspend your account and any Related Account, (ii) freeze/lock the funds and assets in all such accounts, and (iii) suspend your access to Drone Payo until a determination has been made, if:

  • We are required to do so by a regulatory authority, court order, facially valid subpoena, or binding order of a government authority;
  • The account is, or is related to any account that is, subject to any pending litigation, investigation, or governmental proceeding;
  • The account has a negative balance for any reason;
  • The account has a balance that needs to be reconciled for any reason;
  • Your ACH deposit was returned to your bank;
  • We believe someone is attempting to gain unauthorized access to the account;
  • We believe there is unusual activity in the account;
  • We believe you are using Drone Payo, your login credentials, or other account information in an unauthorized or inappropriate manner; or
  • The account has not been accessed in two years or more.

If your account has been suspended, you will be notified when accessing Drone Payo. We may, in our sole discretion, give Written Notice that your account has been suspended and may, in our sole discretion, disclose the reasons for suspension, if permitted to do so by law.

ACCOUNT INVESTIGATIONS

You agree and understand that we have the right to immediately investigate your account and any Related Account, if we suspect, in our sole discretion, that you and/or any such account has committed a Conduct Violation.

You further agree and understand that we have the right to immediately investigate your account and any Related Account, if:

  • We are required to do so by a regulatory authority, court order, facially valid subpoena, or binding order of a government authority;
  • The account is, or is related to any account that is, subject to any pending litigation, investigation, or governmental proceeding;
  • The account has not been accessed in two years or more.

We may, in our sole discretion, give Written Notice that your account is the subject of an investigation and may, in our sole discretion, share the general nature of the investigation, if permitted to do so by law.

If we suspect that an account has committed a Conduct Violation that pertains to our Marketplace Conduct Rules, we will give Written Notice and share the general nature of the allegations as well as the specific provisions of our Marketplace Conduct Rules that appear to have been violated. You will have the right to submit, within seven calendar days from the date of notification, a written statement to our Chief Compliance Officer (“CCO”) explaining why no disciplinary action should be taken.

You agree and understand that upon our request and within the time frame designated by us, you and any related party are obligated to respond to any interrogatories in writing and to furnish any documentary materials and other information in connection with any investigation initiated pursuant to this User Agreement. You agree and understand that neither you nor any related party shall impede or delay any investigation or proceeding conducted pursuant to this User Agreement, nor refuse to comply with any request made pursuant to this User Agreement.

Following the conclusion of an investigation, our CCO will make, in his or her sole discretion, a determination based upon the weight of the evidence. If a suspected Conduct Violation pertains to our Marketplace Conduct Rules, our CCO may consider a variety of factors in assessing whether your conduct violated our Marketplace Conduct Rules, including, but not limited to:

  • Whether or not your intent was to mislead, misinform, and / or inducing others to perform actions that they would not otherwise have performed had they been provided the correct information and results deriving from those actions;
  • The effect of your actions on other participants;
  • Your historical pattern of activity;

You agree and understand that if your account or any Related Account is determined, in our sole discretion, to be have committed a Conduct Violation, we have the right to terminate any such accounts and take any and all necessary and appropriate actions pursuant to this User Agreement and/or Applicable Laws and Regulations.

ACCOUNT REMEDIES FOR BREACH

You agree and understand that if you, your account, or any Related Account is determined, in our sole discretion, to have committed a Conduct Violation, we have the right to debit from your account or any Related Account (i) the value of any fee discounts or rebates that you or the holder of a Related Account has received in connection with this User Agreement at any time after one year preceding the date on which we become aware of the existence of the Conduct Violation and (ii) any other damages suffered by us as a result of the Conduct Violation. You further agree and understand that if we determine, in our sole discretion, that you have colluded, coordinated, and/or collaborated with any other User to commit a Conduct Violation, you and that User will be jointly and severally liable for the whole value of any trading fee discounts, rebates, and/or damages to which we are entitled under this subsection and any such amounts may be debited, in our sole discretion, from your account, that User’s account, or in each case, any Related Account. We will deduct any such amounts from the respective Fiat Account(s) and/or Digital Asset Account(s). In addition, you agree and understand that we may alternatively collect some or all of any such amounts by offsetting them against any amount owing to you from Drone Payo. If you disagree with any determination made or remedy exercised under this subsection, you may bring an arbitration action pursuant to the ‘Dispute Resolution’ section of this User Agreement.

ACCOUNT TERMINATION

You agree and understand that we have the right to terminate your access to Drone Payo and any account at any time and for any reason, and that if we do so, your rights and obligations under this User Agreement will continue. You further agree and understand that we have the right to take any and all necessary and appropriate actions pursuant to this User Agreement and/or Applicable Laws and Regulations. If your account is terminated, we will return your funds, less the value of any fee discounts, rebates, and/or damages that we are entitled to pursuant to this User Agreement. If your account is no longer subject to an investigation, court order, or subpoena, you authorize us to return your funds (less any fee discounts, rebates, and/or damages to which we are entitled) to any bank account linked to your account, unless otherwise required by law. If there is a Digital Asset balance remaining in your account, you agree to provide us with a Digital Asset address within seven calendar days upon receiving Written Notice, so that we can return the remaining Digital Assets to you. If you fail to do so, you hereby agree that we are permitted to sell any remaining Digital Assets on the open market at a price within 5% of the Prevailing Market Price and return the proceeds (less any trading fee discounts, rebates, and/or damages to which we are entitled) to any bank account linked to your account.

LEGAL PROCESS

You agree and understand that we, as well as our affiliates, service providers, their respective officers, directors, agents, joint venturers, employees and representatives (collectively, the “Drone Payo Service Providers”), may comply with any writ of attachment, execution, garnishment, tax levy, restraining order, subpoena, warrant or other legal process, which any of us reasonably and in good faith believe to be valid. We and any Drone Payo Service Provider may, but are not required to, notify you of such process by electronic communication. We and any Drone Payo Service Provider may charge you for associated costs, in addition to any legal process fees. You agree to indemnify, defend, and hold all of us harmless from all actions, claims, liabilities, losses, costs, attorney’s fees, or damages associated with our compliance with any process that any of us reasonably believe in good faith to be valid. You further agree that we and any Drone Payo Service Provider may honor any legal process, regardless of the method or location of service.

RIGHT OF OFFSET

You agree and understand that we have the right to offset: (i) negative balances in your Fiat Account by selling the necessary amount of Digital Assets in your Digital Asset Account on the open market at a price within 5% of the Prevailing Market Price to offset such negative balances; (ii) negative balances in your Digital Asset Account by buying the necessary amount of Digital Assets at the Prevailing Market Price to offset such negative balances with the fiat currency in your Fiat Account; and (iii) any and all debts owed to Drone Payo through the offset of balances of your account or any Related Account.

UNCLAIMED FUNDS

If your account remains closed or dormant for a long enough period of time, we may be required, upon the passage of applicable time periods, to report any remaining funds in your account as unclaimed property in accordance with abandoned property and escheat laws. If this occurs, we will use reasonable efforts to give Written Notice. If you fail to respond to any such Written Notice within seven Business Days (as defined herein) or as otherwise required by law, we may be required to deliver any such funds to governmental authorities as unclaimed property. We reserve the right to deduct an administrative fee resulting from such unclaimed funds, as permitted by Applicable Law and Regulations.

BSA/AML COMPLIANCE

Our BSA/AML Program is guided by the BSA, specifically, the AML and Counter-Terrorist Financing (“CTF”) provisions, as mandated by U.S. federal law, the Patriot Act, and all other rules and regulations regarding AML and CTF. These standards are designed to prevent the use of Drone Payo for money laundering or terrorist financing activities. We take compliance very seriously and it is our policy to take all the necessary steps to prohibit fraudulent transactions, report suspicious activities, and actively engage in the prevention of money laundering and any related acts that facilitate money laundering, terrorist financing, or any other financial crimes.

PATRIOT ACT NOTIFICATION

Please also note that Section 326 of the USA PATRIOT ACT requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. This federal requirement applies to all new users. This information is used to assist the United States government in the fight against the funding of terrorism and money-laundering activities.

What this means to you: when each person opens an account on Drone Payo, we will ask each person for his or her name, physical address, mailing address, date of birth, and other information that will allow us to identify him or her.

BACKGROUND CHECKS

In furtherance of our BSA/AML Program, we reserve the right to require you to provide us with additional information and/or require you to undergo a background check prior to being authorized to use Drone Payo, or at any point thereafter, in accordance with Applicable Laws and Regulations.

SOURCE OF FUNDS

You agree, represent, and warrant that all funds in your account, or funds exchanged or to be exchanged by you in the future on Drone Payo, are not the direct or indirect proceeds of any criminal or fraudulent activity.

You are not allowed to receive funds in your account from a sender other than yourself. Any funds you receive from a sender other than yourself will be considered unauthorized. We reserve the right to investigate the source of any funds in your account and determine, in our sole discretion, how to handle their disposition. Following our review of any funds in question and the circumstances by which you received them, we may determine that you are not the owner of such funds. If such a determination is made, we reserve the right to dispose of these funds in accordance with Applicable Laws and Regulations and in our sole discretion, which may include, returning them to the destination of their origin or to a charity of our choosing.

SANCTIONS PROGRAMS

Pursuant to the economic sanctions programs administered in the countries where we conduct business, including, but not limited to, the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”), we are prohibited from providing services or entering into relationships with certain individuals and institutions. In the event that we are required to block funds associated with your account in accordance with a sanctions program, or other similar government sanctions programs, we may: (i) suspend your account; (ii) terminate your account; (iii) return funds to the destination of their origin or to an account specified by authorities; or (iv) require you withdraw funds from your account within a certain period of time. We are not responsible for any losses, whether direct or indirect, that you may incur as a result of our complying with Applicable Law and Regulations, the guidance or direction of any regulatory authority or government agency, or any writ of attachment, lien, levy, subpoena, warrant, or other legal order.

MARKETPLACE CONDUCT RULES

You agree to abide by and understand that we enforce the following marketplace standards of conduct rules (“Marketplace Conduct Rules”) designed to prevent the use of Drone Payo for disruptive or manipulative conduct or deceptive practices. We take our Marketplace Conduct Rules very seriously and it is our policy to take all the necessary steps to prohibit manipulative conduct or deceptive practices. The following are strictly prohibited on Drone Payo:

FRAUDULENT ACTS

Neither you nor any related party shall engage or attempt to engage in any fraudulent act or engage or attempt to engage in any scheme to defraud, deceive or trick, in connection with or related to any activity related to Drone Payo.

FICTITIOUS TRANSACTIONS

Neither you nor any related party shall create or execute fictitious transactions or place any Order for a fictitious transaction with knowledge of its nature.

VIOLATION OF APPLICABLE LAWS AND REGULATIONS

Neither you nor any related party shall engage in conduct that is in violation of any Applicable Laws and Regulations, including, but not limited to, the Commodity Exchange Act.

MISSTATEMENTS

It is a violation of this User Agreement to make any misstatement of a material fact to Drone Payo, its board of managers, any committee thereof, or any director, officer, manager, or employee of Drone Payo.

DISREPUTE UPON YOU OR DRONE PAYO

Neither you nor any related party may access Drone Payo in any way which could be expected to bring disrepute upon you or Drone Payo.

ACTS DETRIMENTAL TO DRONE PAYO

It is a violation of this User Agreement to engage in any act detrimental to Drone Payo, including any conduct that is inconsistent with the ‘General Standards of Business Conduct’ promulgated by FINRA and the NFA that govern just and equitable principles of trade. Abusive practices, including without limitation, disruptive, fraudulent, noncompetitive, or unfair actions are strictly prohibited.

NON SUPERVISION

You shall be responsible for establishing, maintaining, and administering reasonable, written supervisory procedures to ensure that you and any related parties comply with all Applicable Laws and Regulations. You may be held accountable for the actions of a related party. In addition, you shall be responsible for supervising related parties and may be held accountable for the actions of such related parties.

MONEY PASSES

Neither you nor any related party shall prearrange the execution of transactions on Drone Payo for the purpose of passing money between accounts. All transactions executed on Drone Payo must be made in good faith for the purpose of executing bona fide transactions, and prearranged Trades intended to effectuate a transfer of funds from one account to another are strictly prohibited.

DISRUPTIVE PRACTICES

Neither you nor any related party shall engage in any trading, practice, or conduct on Drone Payo that:

  • Demonstrates intentional or reckless disregard for the orderly execution of transactions; or
  • Is, is of the character of, or is commonly known as “spoofing” (bidding or offering with the intent to cancel the bid or offer before execution).

All Orders must be placed for the purpose of executing bona fide transactions. Additionally, all non-actionable messages must be placed in good faith for legitimate purposes.

  • You shall not place or cause to be placed an Order with the intent, at the time of entry, to cancel the Order before execution or to modify the Order to avoid execution;
  • You shall not place or cause to be placed an actionable or non-actionable message or messages with the intent to mislead other market participants;
  • You shall not place or cause to be placed an actionable or non-actionable message or messages with the intent to overload, delay, or disrupt the systems of Drone Payo or other market participants; and
  • You shall not place or cause to be placed an actionable or non-actionable message with the intent to disrupt, or with reckless disregard for the adverse impact on the orderly conduct of trading or the fair execution of transactions.

INTIMIDATION/COORDINATION

Neither you nor any related party shall:

  • Coordinate prices (including quotations), Trades, or trade reports with any other market participant or any other person;
  • Direct or request another market participant to alter a price (including a quotation); or
  • Engage, directly or indirectly, in any conduct that threatens, harasses, coerces, intimidates, or otherwise attempts improperly to influence another market participant or any other person.

This includes, but is not limited to, any attempt to influence a market participant or person to adjust or maintain a price or quotation on Drone Payo or any related market, or any refusal to trade or any other conduct that retaliates against or discourages the competitive activities of another market participant or person.

These provisions apply to the entire Drone Payo marketplace at all times.

PRIVACY OF INFORMATION

You agree that the information contained in your User Account and Drone Payo Account is only for you and that you will not cause others to access or rely upon it (other than your tax advisor or attorney, or as otherwise prescribed by law) without our prior Written Consent. We agree that we will keep such information confidential, subject to the following paragraph.

For the avoidance of doubt, you agree and understand that we share information concerning you and your accounts as follows: (i) with our Banks and other financial institutions that we use or may use to process funds in connection with the services contemplated by this User Agreement to the extent necessary to conduct ordinary banking and other business operations; (ii) with appropriate state and federal regulatory authorities, and self-regulatory organizations, as we determine, in our sole discretion, is required or otherwise appropriate in connection with our regulatory requirements; and (iii) in response to a court or government order. We may also disclose information about you and your accounts to any Drone Payo Service Provider in accordance with Applicable Laws and Regulations, this User Agreement, our Privacy Policy, and customary banking practices. Lastly, you agree that we may obtain and use such information as may be necessary for legitimate business needs in connection with the operation of Drone Payo.

COOKIES

When you access Drone Payo, we may make use of the standard practice of placing tiny data files called cookies, flash cookies, pixel tags, or other tracking tools (herein, “Cookies”) on your computer or other devices used to visit Drone Payo. We use Cookies to help us recognize you as a customer, collect information about your use of Drone Payo to better customize our services and content for you, and collect information about your computer or other access devices to (i) ensure compliance with our BSA/AML Program and (ii) ensure that your account security has not been compromised by detecting irregular or suspicious account activities. If you do not consent to the placing of Cookies on your device, please do not visit, access, or use Drone Payo.

RECORDING AND RECORDKEEPING

You agree and understand that for our mutual protection we may electronically record any telephone conversation we have with you. You also agree and understand that we maintain and retain records of all information, activities, and communications relating to your User Account, Drone Payo Account, and use of Drone Payo.

GENERAL USE

CODE OF CONDUCT

We work hard to make Drone Payo safe, secure, and compliant. To that end, we expect that you treat our employees, including our Customer Support Team, as you would like to be treated yourself: with respect. Any use of inappropriate or abusive language towards any of our employees is strictly prohibited. Examples include, but are not limited to, verbal threats, harassment, aggressive comments, or behavior that is disrespectful. This type of behavior is a direct violation of our Code of Conduct and this User Agreement. If you engage in this type of behavior, we will politely ask you to stop. If you continue to engage in this type of behavior, we will terminate your account.

PROPRIETARY RIGHTS AND LIMITATIONS ON USE

Drone Payo is our proprietary platform. Drone Payo is protected by copyright and other intellectual property laws. Except as set forth in our API agreement (“API Agreement”) and our Market Data Agreement, you agree and understand not to modify, copy, reproduce, retransmit, distribute, sell, publish, broadcast, create derivative works from, or store Drone Payo source code or similar proprietary or confidential data or other similar information provided via Drone Payo, without our express prior written consent. You may not use Drone Payo for any unlawful purpose.

We hereby grant you a non-assignable and non-exclusive personal, worldwide, royalty-free license to use Drone Payo and to access Drone Payo Market Data and other informational content through Drone Payo in accordance with this User Agreement. All other uses are prohibited. All rights in and to Drone Payo, and not granted herein, are reserved.

Drone Payo and the Drone Payo logo (whether registered or unregistered) (the “Drone Payo Marks”) are proprietary marks licensed to Drone Payo and protected by applicable trademark laws. Nothing contained in this User Agreement should be construed as granting any license to or right to use any of the Drone Payo Marks displayed here without our express written consent. Any unauthorized use of the Drone Payo Marks is strictly prohibited.

Also, you may not use any of the Drone Payo Marks in connection with the creation, issuance, sale, offer for sale, trading, distribution, solicitation, marketing, or promotion of any investment products (e.g., Digital Assets, fiat currency, securities, commodities, investment or trading products, derivatives, structured products, investment funds, investment portfolios, commodity pools, swaps, securitizations or synthetic products, etc.), including where the price, return, and/or performance of the investment product is based on, derived from, or related to Drone Payo or any portion thereof, without a separate written agreement with us. We may use technology that is the subject of one or more pending patent applications.

SERVICE MODIFICATIONS

You agree and understand that we may modify part of or all of Drone Payo without notice.

DOWNTIME AND MAINTENANCE

You agree and understand that part of or all of Drone Payo may be periodically unavailable during scheduled maintenance or unscheduled downtime (collectively, “Downtime”).  You agree and understand that Drone Payo is not liable or responsible to you for any inconvenience or damage to you as a result of Downtime.

RISKS

Please note the following risks in accessing or using Drone Payo:

The risk of loss in trading Digital Assets may be substantial and losses may occur over a short period of time;

  • The price and liquidity of Digital Assets has been subject to large fluctuations in the past and may be subject to large fluctuations in the future;
  • Legislative and regulatory changes or actions at the state, federal, or international level may adversely affect the use, transfer, exchange, and value of Digital Assets;
  • In your jurisdiction, Drone Payo may not be regulated;
  • Deposits into your account may not be considered deposits under the applicable laws, rules, or regulations in your jurisdiction;
  • Fiat currency in your Drone Payo Account may not be subject to applicable insurance protection;
  • Digital Assets in your Drone Payo Account are not subject to deposit insurance protection, including, but not limited to, FDIC insurance or Securities Investor Protection Corporation protections;
  • Digital Assets are not legal tender and are not backed by the government;
  • Transactions in Digital Assets may be irreversible, and, accordingly, losses due to fraudulent or accidental transactions may not be recoverable;
  • Some Digital Asset transactions shall be deemed to be made when recorded on a public ledger, which is not necessarily the date or time that you initiated the transaction;
  • The value of Digital Assets may be derived from the continued willingness of market participants to exchange fiat currency or Digital Assets for Digital Assets, which may result in the potential for permanent and total loss of value of a particular Digital Asset should the market for that Digital Asset disappear;
  • The nature of Digital Assets may lead to an increased risk of fraud or cyber attack, and may mean that technological difficulties experienced by Drone Payo may prevent the access to or use of your Digital Assets; and
  • Any bond or trust account maintained by Drone Payo for the benefit of our Users may not be sufficient to cover all losses due to theft or fraud incurred by Users.

You agree and understand that you are solely responsible for determining the nature, potential value, suitability, and appropriateness of these risks for yourself, and that Drone Payo does not give advice or recommendations regarding Digital Assets, including the suitability and appropriateness of, and investment strategies for, Digital Assets. You agree and understand that you access and use Drone Payo at your own risk; however, this brief statement does not disclose all of the risks associated with Digital Assets and using Drone Payo. You should, therefore, carefully consider whether such use is suitable for you in light of your circumstances and financial resources. You should be aware that you may sustain a total loss of the funds in your Drone Payo Account, and that under certain market conditions, you may find it difficult or impossible to liquidate a position.

THIRD-PARTY WEBSITES

Drone Payo may link to other websites operated by or with content provided by third parties, and such other websites may link to our website. You agree and understand that Drone Payo has no control over any such other websites or their content and will have no liability arising out of or related to such websites or their content. The existence of any such links do not constitute an endorsement of such websites, their content, or their operators. Drone Payo is providing these links to you only as a convenience.

THIRD-PARTY SERVICE PROVIDERS

You agree and understand that we may use third parties to gather, review, and transmit your data and activity from one or more of your financial institutions to us. By using Drone Payo, you agree to grant third-party providers that we may engage the right, power, and authority to access and transmit your data, activity, and personal and financial information from one or more of your financial institutions to us in accordance with and pursuant to their terms and conditions, privacy policy, and/or other policies.

You agree and understand that we may use third parties to gather, review, and submit or facilitate submitting your data and activity from us to regulatory authorities on our behalf. By using Drone Payo, you agree to grant third-party providers that we may engage, the right, power, and authority to access and submit your data, activity, and personal and financial information to regulatory authorities on our behalf and in accordance with and pursuant to their terms and conditions, privacy policy, and/or other policies.

THIRD-PARTY INFORMATION ACCURACY AND USAGE

An information provider is any company or person who directly or indirectly provides us with information (“Information Provider”). Such information could include, but is not limited to, overall market data, quotations from other exchanges, markets, dealers, and/or miners of Digital Assets. The third-party information we may provide through Drone Payo has been obtained from Information Providers and sources we believe are reliable; however, we cannot guarantee that this information is accurate, complete, timely, or in the correct order. The information belongs to the Information Providers. You may use this information only for your own benefit. You may not reproduce, sell, distribute, circulate, create derivative works from, store, commercially exploit in any way, or provide it to any other person or entity without our written consent or the consent of the Information Provider, if required.

TAX ADVICE AND INFORMATION

You agree and understand that Drone Payo does not provide legal, tax, or investment advice, and to the extent you deem necessary, you will consult with qualified professionals in your own jurisdiction prior to using Drone Payo or implementing any financial plan.

INVESTMENT ADVICE

You agree and understand that all investment decisions are made solely by you. Notwithstanding anything in this User Agreement, you agree and understand that we accept no responsibility whatsoever for, and shall in no circumstances be liable to you in connection with your decisions. You agree and understand that under no circumstances will the operation of Drone Payo and your use of Drone Payo be deemed to create a relationship that includes the provision of or tendering of investment advice.

ACCESSING DRONE PAYO

You agree and understand that you are not allowed to enter any restricted area of any computer or network of Drone Payo or any Drone Payo Service Provider under any circumstances, or perform any functions that are not authorized by this User Agreement. You should never access Drone Payo from an unsecured or public computer and/or network.

PRESS GUIDELINES

We encourage and hereby authorize press and media to refer to Drone Payo, provided that any reference is accompanied by:

  • Attribution to Drone Payo, and
  • A hyperlink to Drone Payo.com, when possible.

For all press and media inquiries, please contact us.

GENERAL PROVISIONS

You agree and understand to be legally bound by the terms and conditions set forth in this User Agreement and that this User Agreement governs your use of Drone Payo and the services we provide. By clicking “I AGREE,” during the account opening process, you agree and understand to be legally bound by the terms and conditions of this User Agreement and agree and understand that you have received the disclosures set forth herein. If you do not agree to be legally bound by the terms and conditions of this User Agreement, do not click “I AGREE” and please do not visit, access, or use Drone Payo in any capacity or manner. Whether or not you click “I AGREE,” if you sign up for an account and use Drone Payo in any capacity or manner, you agree, by virtue of any such action, to be legally bound by the terms and conditions of this User Agreement (including any changes or amendments) in their entirety.

DISCLAIMER OF WARRANTIES

For the avoidance of doubt, neither we nor any Drone Payo Service Provider are giving investment advice, tax advice, legal advice, or other professional advice by allowing you to use Drone Payo  and the services we or any Drone Payo Service Provider provide, including, but not limited to, the ability to buy, sell, or store Digital Assets or fiat currency. In addition, neither we nor any Drone Payo Service Provider recommend, or endorse that you buy or sell Digital Assets, including bitcoin, ether, or any other asset, or that you make any investment or enter into any Trade. Before engaging in any trading or investment activity, you should always consult a qualified professional.

THE SERVICES WE AND DRONE PAYO SERVICE PROVIDERS PROVIDE ARE PROVIDED TO YOU ON A STRICTLY “AS IS,” “WHERE IS,” AND “WHERE AVAILABLE” BASIS. NEITHER WE NOR ANY DRONE PAYO SERVICE PROVIDER REPRESENT OR WARRANT TO THE ACCURACY, COMPLETENESS, CURRENTNESS, NON INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF DRONE PAYO OR THE INFORMATION CONTAINED THEREIN OR SERVICES CONTAINED THEREON.

DISCLAIMER OF LIABILITY

EXCEPT TO THE EXTENT REQUIRED BY LAW, NEITHER WE NOR ANY DRONE PAYO SERVICE PROVIDER SHALL BE LIABLE TO YOU, WHETHER IN CONTRACT OR TORT, FOR ANY PUNITIVE, SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR SIMILAR DAMAGES (EVEN IF WE AND/OR ANY DRONE PAYO SERVICE PROVIDER HAVE BEEN ADVISED OF THE POSSIBILITY THEREOF) IN CONNECTION WITH THIS USER AGREEMENT, YOUR USE OR ATTEMPTED USE OF DRONE PAYO OR ANY OF THE INFORMATION, SERVICES OR TRANSACTIONS CONTEMPLATED BY THIS USER AGREEMENT.

MOREOVER, AND ALSO EXCEPT TO THE EXTENT REQUIRED BY LAW, NEITHER WE NOR ANY DRONE PAYO SERVICE PROVIDER SHALL BE LIABLE TO YOU, WHETHER IN CONTRACT OR TORT, FOR ANY DIRECT DAMAGES OF ANY KIND (EVEN IF WE AND/OR ANY DRONE PAYO SERVICE PROVIDER HAVE BEEN ADVISED OF THE POSSIBILITY THEREOF) IN CONNECTION WITH THIS USER AGREEMENT, YOUR USE OR ATTEMPTED USE OF DRONE PAYO OR ANY OF THE INFORMATION, SERVICES OR TRANSACTIONS CONTEMPLATED BY THIS USER AGREEMENT.

IN NO EVENT SHALL WE OR ANY DRONE PAYO SERVICE PROVIDER BE LIABLE TO YOU OR ANYONE ELSE FOR ANY LOSS OR INJURY RESULTING DIRECTLY OR INDIRECTLY FROM YOUR USE OF DRONE PAYO OR ANY SERVICES PROVIDED BY US OR ANY DRONE PAYO SERVICE PROVIDER, INCLUDING, BUT NOT LIMITED TO, ANY LOSS CAUSED IN WHOLE OR IN PART BY ANY INACCURACIES OR INCOMPLETENESS, DELAYS, INTERRUPTIONS, ERRORS OR OMISSIONS, INCLUDING, BUT NOT LIMITED TO, THOSE ARISING FROM OUR NEGLIGENCE OR THE NEGLIGENCE OF ANY DRONE PAYO SERVICE PROVIDER OR CONTINGENCIES BEYOND OUR OR ANY DRONE PAYO SERVICE PROVIDERS’ CONTROL IN PROCURING, COMPILING, INTERPRETING, COMPUTING, REPORTING, OR DELIVERING DRONE PAYO, THE SERVICES THEREON OR THE INFORMATION THEREIN. IN NO EVENT SHALL WE OR ANY DRONE PAYO SERVICE PROVIDER BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE ON, OR IN CONNECTION WITH YOUR USE OF DRONE PAYO, THE SERVICES THEREON OR THE INFORMATION THEREIN.

THIS LIMITATION ON LIABILITY INCLUDES, BUT IS NOT LIMITED TO ANY DAMAGE OR INTERRUPTIONS CAUSED BY ANY COMPUTER VIRUSES, SPYWARE, SCAMWARE, TROJAN HORSES, WORMS, OR OTHER MALWARE THAT MAY AFFECT YOUR COMPUTER OR OTHER EQUIPMENT, OR ANY PHISHING, SPOOFING, DOMAIN TYPOSQUATTING, OR OTHER ATTACKS, FAILURE OF MECHANICAL OR ELECTRONIC EQUIPMENT OR COMMUNICATION LINES, TELEPHONE OR OTHER INTERCONNECT PROBLEMS (E.G., YOU CANNOT ACCESS YOUR INTERNET SERVICE PROVIDER), UNAUTHORIZED ACCESS, THEFT, OPERATOR ERRORS, STRIKES OR OTHER LABOR PROBLEMS, OR ANY FORCE MAJEURE. NEITHER WE NOR ANY DRONE PAYO SERVICE PROVIDER GUARANTEE CONTINUOUS, UNINTERRUPTED, OR SECURE ACCESS TO DRONE PAYO.

IF THIS DISCLAIMER OF LIABILITY SECTION IS DEEMED TO CONFLICT WITH ANY OTHER SECTION OF THIS USER AGREEMENT, THIS DISCLAIMER OF LIABILITY SECTION SUPERSEDES THE OTHER SECTION.

REASONABLE CARE

We agree to take reasonable care and use commercially reasonable efforts in executing our responsibilities to you pursuant this User Agreement, or such higher care where required by law or as specified by this User Agreement.

You agree that we cannot be held responsible for any failure or delay to act by any Drone Payo Service Provider or any other participant that is within the time limits permitted by this User Agreement or prescribed by law, or that is caused by your negligence.

You further agree that neither we nor any Drone Payo Service Provider can be held responsible for any erroneous Order or Trade (as defined in the ‘Erroneous Orders’ and ‘Erroneous Trades’ sections) or “System Failure” (defined as a failure of any computer hardware or software used by Drone Payo, a Drone Payo Service Provider, or any telecommunications lines or devices used by Drone Payo or a Drone Payo Service Provider), or Downtime, which prevents us from fulfilling our obligations under this User Agreement, provided that we or the relevant Drone Payo Service Provider (as applicable) used commercially reasonable efforts to prevent or limit such erroneous Orders, erroneous Trades, System Failures, or Downtime. You also agree that neither we nor any Drone Payo Service Provider can be held responsible for any other circumstances beyond our or such Drone Payo Service Providers’ (as the case may be) reasonable control.

In addition, you agree and understand that any act or omission made by us or any Drone Payo Service Provider in reliance upon or in accordance with any provision of the Uniform Commercial Code as adopted in New York, or any rule or regulation of the State of New York, New York State Department of Financial Services, or a federal agency having jurisdiction over such party, shall constitute reasonable care and be commercially reasonable.

We use commercially reasonable efforts to provide you with a reliable and secure platform, including an electronic exchange and custody service. From time to time, interruptions, errors or other deficiencies in service may occur due to a variety of factors, some of which are outside of our control. These factors can contribute to delays, errors in service, or system outages. You may experience difficulties in accessing your Drone Payo Account, withdrawing your fiat currency or Digital Assets, depositing your fiat currency or Digital Assets, and/or placing and/or canceling Orders.

FORCE MAJEURE

You agree and understand that in no event shall we or any Drone Payo Service Provider be liable for delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our or any Drone Payo Service Providers’ reasonable control, including but not limited to, any delay or failure due to any act of God, acts of civil or military authorities, acts of terrorists, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, other catastrophes or any other occurrences which are beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.

INDEMNITIES

In no event shall we or any Drone Payo Service Provider be liable for any act, omission, error of judgment, or loss suffered by you in connection with this User Agreement or your use or attempted use of Drone Payo. You agree to indemnify and hold us and all Drone Payo Service Providers harmless from or against any or all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses (including reasonable attorneys’ fees), claims, disbursements or actions of any kind and injury (including death) arising out of or relating to your use of Drone Payo or our and any Drone Payo Service Providers’ performance or nonperformance of duties to you.

LEGAL COSTS

You agree to indemnify us and any Drone Payo Service Provider for actual, reasonable legal costs and expenses directly related to your account or any related account that are a result of any regulatory inquiry, legal action, litigation, dispute, or investigation whether such situations occur or are anticipated, that arise or relate to you or your use of Drone Payo. As a result, we will be entitled to charge your Drone Payo Account for such costs without notice, including legal and enforcement related costs that we incur. Any withholding will last for a period of time that is reasonably necessary to resolve any regulatory or legal issue at hand, and we may place any amounts garnered from you in a separate account, and will pay you the remaining balance after any noted issue has been resolved. Furthermore, you agree that where such anticipated or actual actions relate to a specific asset in your account, that asset may not be transferred out of said account until the matter is resolved. We will provide copies of all invoices on request.

ENTIRE AGREEMENT

This User Agreement and our Privacy Policy comprise the entire understanding and agreement entered into by and between you and Drone Payo as to the subject matter hereof, and supersedes any and all prior discussions, agreements, and understandings of any kind (including without limitation any prior versions of this User Agreement), as well as every nature between and among you and us.

ASSIGNMENT

This User Agreement, or your rights and obligations hereunder, may not be transferred by you, but may be assigned by us without restriction. Any attempted transfer or assignment by you in violation hereof shall be null and void. This User Agreement shall be binding and inure to the benefit of the parties hereto, our successors, and permitted assigns.

RELATIONSHIP OF THE PARTIES

You agree and understand that nothing in this User Agreement shall be deemed to constitute, create, imply, give effect to, or otherwise recognize a partnership, employment, joint venture, or formal business entity of any kind; and the rights and obligations of the parties shall be limited to those expressly set forth herein. Except for the indemnity and exculpation provisions herein, nothing expressed in, mentioned in, or implied from this User Agreement is intended or shall be construed to give any person other than the parties hereto any legal or equitable right, remedy, or claim under or in respect to this User Agreement to enforce any of its terms which might otherwise be interpreted to confer such rights to such persons, and this User Agreement and all representations, warranties, covenants, conditions and provisions hereof are intended to be and are for the exclusive benefit of you and us.

INJUNCTIVE RELIEF

You agree and understand that your obligations and the obligations of each user set forth in this User Agreement are necessary and reasonable in order to protect us and our business. You expressly agree that due to the unique nature of our business, monetary damages would be inadequate to compensate us for any breach by you of your covenants and agreements set forth in this User Agreement. Accordingly, you agree and understand that any such violation or threatened violation shall cause irreparable injury to the us and that, in addition to any other remedies that may be available, in law, in equity or otherwise, we shall be entitled to obtain injunctive relief against any threatened breach of this User Agreement or your continuation of any such breach, without the necessity of proving actual damages.

SEVERABILITY

You agree and understand that if any provision of this User Agreement, or application thereof, shall be determined to be invalid or unenforceable under any rule, law, or regulation or by any governmental agency, local, state, or federal, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law. You further agree and understand that the validity of or enforceability of any other provision (or of such provision, to the extent its application is not invalid or unenforceable) of this User Agreement shall not be affected.

CHANGE OF CONTROL

In the event that we are acquired by or merged with a third-party entity, we reserve the right, in any of these circumstances, to transfer or assign the information we have collected from you as part of such merger, acquisition, sale, or other change of control.

SURVIVAL

You agree and understand that all provisions of this User Agreement, which by their nature extend beyond the termination or expiration of this User Agreement, including, but not limited to, sections pertaining to suspension, investigations, remedies for breach, termination, debts owed, right to offset, unclaimed funds, general use of Drone Payo, disputes with us, and general provisions, shall survive the termination or expiration of this User Agreement.

HEADINGS

Section headings in this User Agreement are for convenience only, and do not govern the meaning or interpretation of any provision of this User Agreement.

ENGLISH LANGUAGE CONTROLS

Notwithstanding any other provision of this User Agreement, any translation of this User Agreement is provided for your convenience. The meanings of terms, conditions, and representations herein are subject to their definitions and interpretations in the English language.

WRITTEN NOTICE

If we send an email to the email address on record for your User Account, you agree and understand that this constitutes written notice (“Written Notice”) from us to you. If you email us, this constitutes Written Notice from you to us. For all notices made by email, the date of receipt is considered to be the date of transmission.

BUSINESS DAY

A business day (“Business Day”) shall mean any day other than a Saturday or a Sunday.

NON-WAIVER OF RIGHTS

This User Agreement shall not be construed to waive rights that cannot be waived under Applicable Laws and Regulations, including applicable state money transmission laws in the state where you are located. In addition, our failure to insist upon your strict compliance with any term or provision of this User Agreement shall not be construed as a waiver for you to not comply with such term or provision.

GOVERNING LAW

This User Agreement, your use of Drone Payo, your rights and obligations, and all actions contemplated by, arising out of or related to this User Agreement shall be governed by the laws of the respective state and country of your residence as provided by your KYC, as if this User Agreement is a contract wholly entered into and wholly performed within that respective state and country.