Please read this document carefully. It details the obligations and rights applying between you and SatoshiPay and your use of the SatoshiPay Widget.
We recommend that you back up your private key regularly. Should you lose your private key you will be unable to access your Browser Wallet or use your Digital Currency stored in your Browser Wallet. Please refer to clause 7 below for further information on Browser Wallet security.
1. Who we are and how to contact us
SatoshiPay is an innovative micro-payment service offering a frictionless way to pay for content on the internet. Producers and publishers of digital content (together Content Providers) use SatoshiPay to sell individual and/or fragments of their content (Content) in return for small digital payments from you (Customers). SatoshiPay uses blockchain or other distributed ledger technologies to lower overall transaction costs, and does not take custody of any of your funds.
You can contact us by writing to the business address given above or by email to firstname.lastname@example.org.
Browser Wallet: a blockchain browser wallet created in your browser in the form of a plugin used to upload Digital Currency and make payments for Content;
Content Provider: as defined in clause 1 above;
Content: as defined in clause 1 above;
Customer or you as defined in clause 1 above;
Data Protection Legislation: up to but excluding 25 May 2018, the Data Protection Act 1998 and thereafter (i) unless and until the GDPR is no longer directly applicable in the UK, the GDPR and any national implementing laws, regulations and secondary legislation, as amended or updated from time to time, in the UK and then (ii) any successor legislation to the GDPR or the Data Protection Act 1998;
Digital Currency: as defined in clause 4 below;
Fee: as defined in clause 3 below;
FCA: the Financial Conduct Authority;
FSMA: the Financial Services and Markets Act, 2000;
GDPR: General Data Protection Regulation (EU) 2016/679;
Intellectual Property Rights: patents, rights to inventions, copyright and related rights, trade marks and service marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world;
PSR: the Payment Services Regulations 2017 (SI 2017/752);
RAO: the Financial Services and Markets Act, 2000 (Regulated Activities) Order 2001 (SI 2001/544);
SatoshiPay, we or us: SatoshiPay Limited, a company incorporated and registered in England and Wales with company number 09366948, whose registered office and principal place is at Hill Dickinson Llp, The Broadgate Tower, 20 Primrose Street, London, EC2A 2EW, United Kingdom;
SatoshiPay Wallet: a Digital Currency wallet, controlled by SatoshiPay, to be used in accordance with clause 8;
SatoshiPay Widget: a Customer-facing gateway to a distributed ledger in the form of a browser widget enabling micropayments to be made through web browsers based on the distributed ledger protocol;
Services: the services supplied by SatoshiPay to Content Providers;
3. Costs of Services
SatoshiPay shall be entitled to deduct a fee from each digital payment received through the SatoshiPay Widget (the Fee) pursuant to an agreement entered into between the Content Provider and SatoshiPay. The Fee is paid by the Content Provider and is deducted when payment is made for Content.
4. Regulatory Considerations
SatoshiPay and the SatoshiPay Widget is not a general-purpose blockchain wallet for permanent or temporary storage of digital currencies, a digital currency exchange, a digital currency marketplace or any other service to purchase, sell or convert digital currencies. In providing the Services, SatoshiPay will not be carrying on a regulated activity under section 19 of FSMA or the RAO and is not required to be authorised or regulated by the FCA to provide the Services. The Services SatoshiPay provides to Content Providers do not constitute a payment service (as defined in the PSR). The digital currency (being the digital representation of value as transferrable units of account which can be used for payments on the distributed ledger network) to be used by you to pay for Content through the SatoshiPay Widget (Digital Currency) does not have the legal status of currency or money. The Digital Currency does not constitute a transferable security (as defined in the FSMA) and does not qualify as a specified investment (as defined in the RAO). Payment by you for Content through the SatoshiPay Widget does not constitute any of the payment services or non-cash foreign currency transactions set out in the FCA handbook. The exchange of Digital Currency for money or any other form of currency does not constitute an exchange of currencies and is not supervised by the FCA or HM Revenue and Customs.
5. Changes to our Services
SatoshiPay does not own or control the underlying software protocols which govern the operation of Digital Currencies. In general, the underlying protocols are open source and anyone can use, copy, modify, and distribute them. By using the SatoshiPay Widget and/or the Browser Wallet you acknowledge and agree that (i) SatoshiPay is not responsible for the operation of underlying protocols for the Digital Currencies and that SatoshiPay makes no guarantee of their functionality, security or availability; (2) the underlying protocol which govern the operation of the Digital Currencies are subject to sudden changes in operating rules and/or, regulations and/or other events and/or transformations and such changes may materially affect the value and/or function and/or the name of the Digital Currency used by you through the SatoshiPay Widget. You agree and acknowledge that, should such an event occur, SatoshiPay may suspend the Services offered to Content Providers and that this may adversely affect your use of the SatoshiPay Widget and/or the Browser Wallet and that SatoshiPay may, in its sole discretion, (a) configure or reconfigure its systems or (b) decide not to support (or cease supporting) the changed protocol entirely and/or the Digital Currency resulting from such event.
6. Access and Availability
You agree that SatoshiPay may suspend the Services offered to Content Providers or refuse transactions through the SatoshiPay Widget (with or without advance warning to you) and that this will adversely affect your use of the SatoshiPay Widget and/or the Browser Wallet. Following a suspension all Digital Currency remaining in your Browser Wallet will be unlocked and be available within one week of such suspension.
7. Browser Wallet Security
You will receive a private key when creating your Browser Wallet which will allow you to pay for Content. It is your responsibility to keep the private key safe and to treat such information as confidential and not to disclose it to any third party. The private key is created in your sandboxed browser environment and is never disclosed to SatoshiPay or any other third party, including the Content Provider. SatoshiPay shall have no liability for your loss or corruption of your private key or for any damage, loss or injury resulting from the loss of your private key including your inability to access your Digital Currency or inability to use, or unavailability of your Browser Wallet as a result of the loss of your private key. We recommend that you back up your private key regularly.
8. Browser Wallet Dissolution and Digital Currency Expiry
If your Browser Wallet remains inactive for a period of 180 consecutive days, you agree that SatoshiPay may dissolve your Browser Wallet and move your Digital Currency held therein to the SatoshiPay Wallet. If your Browser Wallet is dissolved it is your responsibility to contact us on email@example.com to provide adequate proof of the amount of Digital Currency which was held in your Browser Wallet prior to it being dissolved and arrange for your Digital Currency to be transferred to a new browser wallet. Should you fail to contact SatoshiPay within 90 days of your Browser Wallet being dissolved you acknowledge and agree that the Digital Currency transferred to the SatoshiPay Wallet in accordance with this clause 8 will become the sole property of SatoshiPay. SatoshiPay will transfer your Digital Currency held in the SatoshiPay Wallet in accordance with this clause 8 as soon as possible after receiving your request to transfer your Digital Currency. You agree and acknowledge that SatoshiPay accepts no liability for Digital Currency held in the SatoshiPay Wallet and that the underlying protocol which governs the operation of the Digital Currencies are subject to sudden changes in operating rules and/or other events and/or transformations and that such changes may materially affect the value, function, and/or the name of your Digital Currency held in the SatoshiPay Wallet or may result in SatoshiPay being unable to transfer your Digital Currency to a browser wallet of your choice or at all.
9. How we may use your personal information
10. Our responsibility for loss or damage suffered by you
We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation.
11. Our Representations and Warranties
SatoshiPay specifically disclaims any implied warranties of merchantability, fitness for a particular purpose or non-infringement in respect of the SatoshiPay Widget and/or the Browser Wallet. SatoshiPay does not warrant or guarantee that (i) the information contained or recorded in the SatoshiPay Widget and/or the Browser Wallet are accurate, reliable or correct; (ii) the SatoshiPay Widget and/or the Browser Wallet will meet your requirements; (iii) the SatoshiPay Widget and/or the Browser Wallet will be available at any particular time or location, uninterrupted, error-free, without defect or secure; (iv) any defect or error will be corrected; or (v) that any defects or that the SatoshiPay Widget and/or the Browser Wallet are free of viruses or other harmful components. SatoshiPay does not warrant, endorse, guarantee or assume responsibility for any product or services advertised by Content Providers or any other third party to you on its website. SatoshiPay does not have control of or liability for, goods or services that are paid for using Digital Currency.
12. Intellectual Property
We are the owner or the licensee of all Intellectual Property Rights arising out of or in connection with or in the SatoshiPay Widget. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.
13.1 Governing Law and Jurisdiction
13.7 Entire Agreement