Terms and Conditions
These Terms and Conditions (also “Agreement”) shall govern the commercial relationship between you and us. Where used in this Agreement, references to: (a) “we”, “our”, “us” mean Bitsgap Holding OÜ, registry code 14004763, and, as applicable, any of its directors, officers, shareholders, employees, advisors, contractors, subsidiaries, and any of its affiliated corporate entities providing certain Services (as defined below) and access to the Applications and Data (as defined below) through the Website (as defined below), and (b) “you” and/or “your” mean the individual or entity who wishes to use our Services, Applications, and Data.
By checking the box, you confirm that you have read and accepted the Terms and Conditions. By continuing to use any of our Services, you (a) confirm that you are aware and comply with the present Agreement and agree to be bound by this Agreement and (b) represent and warrant that you are authorized and lawfully able to enter into this Agreement.
Additional terms or service conditions may apply and be shown separately. These additional terms become part of your Agreement with us, and all the policies made available to you therein must be followed. If you do not agree to all the terms and conditions of this Agreement, then you may not use any of our Services Applications and/or Data.
We reserve the right to change, modify, add, or remove portions of any part of these terms and conditions at any time at our sole discretion. We will notify you about the changes to the terms and conditions either by e-mail, your Account (if any), or through the Website. Your continued use of our Services, Website, Applications, or Data means that you accept and agree to the changes.
2. Definitions and interpretations
References to the following words shall have the meanings set out below:
Account: an account that is created through the Website and used to access our Services, Applications, and Data.
Agreement: any standard terms imposed by us to regulate the commercial relationship between you and us, including these terms and conditions.
Applications: a website-based software application developed and owned by us that is accessible on PC and mobile via a web browser and interacts with the Exchanges (including receiving information about your transactions on such Exchanges), API Keys of which you have entered to the Application(s).
API Key: a code that allows your Account to interact directly with your account(s) on the Exchange(s), including but not limited to placing and cancelling trading orders, setting and cancelling alerts, receiving information on your account balance and trading activity as preselected by you with the relevant Exchange’s API permissions.
Beta Product: apps, software, features, functionalities, interfaces, services, APIs, or any other components available as part of the Insider Programme and accessible at https://insider.bitsgap.com.
Exchange: a cryptocurrency exchange you have signed up for that you use for trading cryptocurrencies.
Client Data: any data obtained by us via the Applications about your transactions on the Exchanges (including but not limited to your account balance, trading activity, and account history, if applicable) and delivered to you through the Services.
Data: includes Public Data, Client Data, and Processed Data.
Processed Data: any Public Data analyzed and compared by us and delivered to you through the Services in the processed form. The Processed Data is owned by us.
Public Data: any market data, prices, information on transactions, and other data obtained by us from public sources, including exchanges and other sources, and delivered to you through the Services.
Fees: fees payable by you to us for the use of the Website, Services, Applications, and Data in the amount and under the terms as indicated in the Subscription Plan selected by you.
Services: cryptocurrency price and trading analytics, demo trading, manual or automatic cryptocurrency trading order transmission, backtesting, displaying of a cryptocurrency portfolio held with supported service providers, and other services provided by us to you via the Website and/or Applications under the terms of this Agreement.
Website: the website located at bitsgap.com and all subdomains of this website administered by us.
References to the word include or including (or any similar term) are not to be construed as implying any limitation, and general words introduced by the word other (or any similar term) shall not be given a restrictive meaning because they are preceded or followed by words indicating a particular class of acts, matters, or things.
In order to access the Services, you must first register an Account on the Website and comply with the present Agreement. To start placing trade orders, you need to enter the Application via a web browser and enter your API keys (of the Exchanges you use) to the Application.
Any natural person with full active legal capacity or any legal person may apply for an Account. If requested, you must provide your real name and full personal and/or company registration information. All information you provide upon registration must be accurate, complete, and up-to-date. You may not provide any false information or create an Account for anyone other than yourself without respective authorization. The representative of a legal person making the Account on behalf of the legal person must ensure that he has all the necessary rights and powers to do that. In order to verify your Account, we may request additional verification information, such as a copy / scan of your passport, ID card, driver’s license, utility bills, payment method details.
We reserve the right to accept or reject your Account registration request without additional explanation. Registering an Account implies full and total acceptance of all our policies, including these terms and conditions.
You are entirely responsible for maintaining the confidentiality of the information you hold for your Account, including your password, and for any and all activity that occurs under your Account as a result of failing to keep this information secure and confidential. You have to notify us immediately in case of unauthorized use of your Account.
You may not transfer your Account to anyone without our explicit written permission, and you may not use anyone else's Account or password at any time without the express permission and consent of the holder of that Account.
In case we find out there is a threat that you are engaged in any suspicious activity, you have provided inaccurate or incomplete information during the registration process, or thereafter, you have violated the Agreement, or it is necessary for security reasons, we may temporarily suspend your Account until the cause for suspending your Account has been eliminated; or if that cannot be eliminated or you refuse or fail to eliminate it, terminate the Agreement and delete or otherwise restrict your Account. In addition, we may restrict your access to the entire Website for security reasons. You agree that we will not be liable to you or any third party for termination of your access to your Account and/or the Website as a result of any violation of the Agreement by you.
2. Free trial
Following the successful registration of the Account, you will be provided with a free trial of limited use of the Website, Services, and Data during the period of 7 days, unless a more extended period has been granted by us ( Free Trial ). The limitations of the Free Trial are established entirely at our discretion and may be altered at any time. The Free Trial is offered once and only upon your first Account registration (i.e. Free Trial is not provided upon any subsequent registration by you or your affiliates).
3. Subscription plan, fee and payment terms
Following the completion of the Free Trial, we will limit your access to Services and Data until and unless you purchase one of the Subscription Plans. The limitations are established entirely at our discretion and may be altered at any time. The continued access to the Services and Data will be provided pursuant to the terms of the relevant Subscription Plan purchased by you.
The Services and Data accessed with the purchase of a Subscription Plan are available for the entire duration of the Subscription Plan. The Services and Data are considered as provided, and you are considered to have used the Services and Data during the entire term of the Subscription Plan, irrespective of your actual use of the Services and Data or your history of Website access.
As specified in your Subscription Plan, you will pay us the Fees prior to each subscription term via the means of payment available on the Website. You irrevocably authorize us to charge the Fees from your credit card if such a payment method is made available on the Website and has been selected by you. Fees are non-refundable, unless otherwise is provided in the Agreement.. You hereby irrevocably waive your right to a refund on Fees paid to us both during termination and after expiration of the Agreement, unless otherwise is provided in the Agreement. Exhaustive refund terms are provided in the Agreement and the refund policy.
We may provide updates and/or additions to the Services ( Additions ) as they become available. You hereby acknowledge that additional Fees may be charged for using the Additions as determined by us if you decide to use such Additions. The Fees for Additions shall be made available on the Website.
Fees shall include Estonian value added tax ( VAT ). You shall provide us with any information we reasonably request to determine, whether we are obliged to collect VAT from you, including your VAT identification number, if applicable.
If, according to applicable law, it is your responsibility to declare, pay or withhold taxes on or from your transactions with us, you agree to indemnify and hold us harmless from and against any claim arising out of your failure to do so.
4. Use of website, services, applications, and data
All site, product, and services content as text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, artwork, and computer code, including but not limited to the design, structure, selection, coordination, expression, and arrangement of such content, contained on the Website is owned, controlled or licensed by us, and is protected by copyright and trademark laws, and various other intellectual property rights and unfair competition laws. Applications are owned, controlled, or licensed by us, and are protected by copyright and trademark laws, various other intellectual property rights, and unfair competition laws.
The content may not be copied, reproduced, republished, posted, publicly displayed, encoded, translated, transmitted, or distributed in any way for publication or distribution for any commercial enterprise without our express written consent.
You may use the information about our Services purposely made available by us for downloading from the Website, provided that you use such information only for your personal, non-commercial informational purpose and do not copy or post such information on any networked computer or broadcast it in any media.
You may not attempt to gain unauthorized access to any portion or feature of the Website, or to any of our servers, or any of the Services offered on or through the Website by hacking, password brute-forcing, or any other illegitimate means.
You may not reverse look-up, trace, or seek to trace any information on any other user of or visitor to the Website, or any other our client, including any Account not owned by you, to its source, or exploit the Website, or any service or information made available or offered by or through the Website, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by the Website.
You may not use the Website or any of its content, Services, Applications, and Data for any purpose that is unlawful or prohibited by this Agreement, or to solicit the performance of any illegal activity or other activity, which infringes our or others' rights.
Subject to your compliance with this Agreement, we grant you a revocable, limited, non-exclusive, non-transferable, and non-sublicensable license to access and use the Website, Services, Applications, and Data available via the Services solely for your personal purposes.
You hereby grant us the right to access, process, and use your Client Data with the aim to deliver it to you through the Services and to other of our clients in a non-identifiable form.
We reserve the right to do any of the following at any time without notice: modify, suspend, or terminate operation or access to the Website, Applications, or Services for any reason; modify or change the Website, Services, Applications, and any applicable policies or terms; and/or interrupt the operation of the Website, Services and/or Applications as necessary to perform routine or non-routine maintenance, error correction, or other changes.
5. Beta Testing (Insider Programme)
Periodically, we may offer you access to our Beta Product. Use of the Beta Product is not required to utilize or enable any other functionality of the Website. This section applies to you only with respect to the use of and access to the Beta Product.
Access to the Beta Product shall not entail the right to access any Services not covered under your Subscription Plan.
You agree that the Beta Product represents a product passing the testing phase, so it is likely to contain errors. In no event shall we be liable to you or any other party for damages of any kind arising from the installation or use of the Beta Product, including where such damages arise from Negligence.
You understand and agree that we may change, withdraw, terminate your access to, testing of and/or use of, or discontinue the Beta Product (or any portion thereof) at any time and at our sole discretion, with or without notice to you.
You are welcome to provide suggestions, comments, or ideas and report issues or problems related to your use of the Beta Product (Feedback). You agree that we may use your Feedback to provide updates, and add or remove functionality from the Beta Product and/or public version of the Website.
The use of the Beta Product and provision of Feedback is done voluntarily and shall not be construed as creating any type of employment or service relationship between you and us.
6. Security policy
By using the Website, Services, or Applications, you signify your acceptance of our security policy available on the Website.
We collect information that you share with us yourself, e.g., when you complete Account registration form and enter API keys to the Application. This information may include but is not limited to your first and last name(s), company name and info (if any), email address, account balance, trading activity, account history, and identification data of the device on which the Application has been installed.
We may process information that you have shared for the following purposes: (a) execution, fulfillment, handling, and administration of this Agreement; (b) billing and reconciliation; (c) maintenance, support, and product/service development; (d) sales, revenue and client analysis and reporting as well as for market and client use analysis; and (e) carrying out identity, anti-money laundering and fraud prevention checks against your name using databases kept by other organizations and watch lists (which may involve giving the provided personal data to fraud prevention agencies who may keep and use it).
We only use your e-mail address for sharing our product-related marketing messages if you have given respective consent on the Website or in the Application. If you no longer wish to receive direct marketing messages, please click the Unsubscribe from direct marketing messages link in the footer of our e-mail.
We reserve the right at all times to disclose any information we deem necessary to comply with any applicable law, regulation, legal process, or governmental request.
Any personal data collected in the course of providing the Services is transferred to and stored in the data centers located in the territory of the European Union. Only our authorized employees and/or service providers have access to the personal data, and they may only access it for the purposes provided above.
You may request details of personal information which we hold about you in accordance with data protection laws. If you believe any information we are holding on you is incorrect or incomplete, please write to or email us as soon as possible. In addition, you have all other rights in applicable laws regulating data protection and electronic transmission of commercial notifications.
Please note that the deinstallation of the Application and stopping the use of the Website in your device does not cause the deletion of your personal data. If you want to delete your personal data collected by us, please send a written request by email as indicated above. You should also consider that the request to delete personal data can be fulfilled only if we delete your Account. As a result, you will not be able to use the Services under your existing Account.
We adhere to the generally accepted industry standards to protect the information you submit to us. You agree and acknowledge that the Internet may be subject to security breaches and that the submission of data over the Internet may not be secure.
On our website, we may use the strictly necessary cookies that enable you to log into secure areas of the Website, cookies used by our networking system, analytical cookies that collect information about how you use the Website, advertising cookies, session cookies, persistent cookies, and third-party cookies.
It is possible to tell your browser to reject cookies for all sites or specific sites. Rejecting cookies is not recommended, as cookies are intended to improve your browsing experience. To reject or opt out of cookies, you can either manually delete them or permanently opt out of seeing advertisements matching your interests.
9. Liability, indemnity
Unless there is wilful misconduct or gross negligence on our part, we shall not be liable in any way for direct or indirect damages, costs, or other damages of whatsoever nature. We shall not be liable for damage that occurs due to the incorrect or incomplete information provided by you. For no reason shall we be liable for the results of using any bots offered via the Application. If for any reason we are liable, the liability will be limited to the total amount paid by you for the use of the Services.
You are fully responsible for the due performance of your obligations under the Agreement, and must compensate us for any and all damages caused by the non-performance or unsatisfactory performance of your obligations.
10. Disclaimer of warranty
We do not promise that our Website or any content, Services, Applications, and/or Data or feature will be error-free or uninterrupted, or that any defects will be corrected, or that your use of the Website, Services, Applications, and/or Data will provide specific results. The Website and its content, our Services, Beta Product, Applications, and/or Data are delivered on an as-is and as-available basis. All information provided on the Website is subject to change without notice. We disclaim all warranties, express or implied, including any warranties of accuracy, non-infringement, merchantability, fitness for a particular purpose, quality, or performance. We make no warranty that the Website, Applications, and/or Data will meet your specific objectives or needs. We make no warranty that the Website, Services, Applications, and/or Data will be free from errors or technical issues. We make no warranty that operation of the Services, Website, Applications, and/or Data will be uninterrupted.
We make no warranty regarding the Data or any other information purchased or obtained through the Website, Applications, and/or the Services, or the accuracy, timeliness, truthfulness, completeness, or reliability of any Data or other information obtained through the Website, Applications, and/or the Services.
You expressly acknowledge that any data downloaded through the Services and Website is done at your own discretion and risk, and that you will be solely responsible for any damage to your computer system or loss of applications or data that results from the download of such data.
We disclaim any and all liability for the acts, omissions, and any conduct of any third parties in connection with or related to your use of the Website, Services, Applications and/or Data. You acknowledge that we are not a financial institution and do not give or provide you any advice on your trading activity and disclaim any liability for the execution of your trading orders. Your sole remedy against us for dissatisfaction with the Website or any of its content, Services, Applications, and/or Data is to stop using the Website or any such content, Services, Applications and/or Data.
The above disclaimer applies to any damages, liability, or injuries caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction of or unauthorized access to, alteration of, or use, whether for breach of contract, tort, negligence or any other cause of action.
No claim for a breach of any of our representations or warranties shall be actionable or payable if the breach in question results from or is based on a condition, state of facts, or other matter which was disclosed to you and/or known by you.
In no event will we be liable for any indirect, special, incidental, consequential, or punitive loss, injury, or damage of any kind (regardless of whether we have been advised of the possibility of such loss) including but not limited to any loss of revenue, income, or profits, loss of use or data, or damages for business interruption, any damages resulting from any interruption or disruption in communications or Services or Applications, unavailability or inoperability of the Services, Applications, and/or Data. Our liability arising under this Agreement, whether in contract, tort (including negligence), or for breach of statutory duty or in any other way, shall only be for direct damages and shall not exceed the lower of EUR 5,000 or the Fee payable by you to us over the three months immediately preceding the date of the claim.
The provisions of this section 10 determine the allocation of risks between you and us, and you agree and acknowledge that such allocation of risks and the limitations of liability specified herein are an essential basis of the bargain between you and us.
The above exclusions of liability shall be valid to the fullest extent permitted by law. Some jurisdictions do not allow the exclusion of certain warranties in certain circumstances. Accordingly, some of the limitations set forth above may not apply.
11. Force majeure
You and us shall not be liable for delays or failure to perform under the Agreement which result directly or indirectly from any cause or condition beyond its reasonable control, including but not limited to any delay or failure due to any act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labour dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond its reasonable control and shall not affect the validity and enforceability of any remaining provisions (force majeure).
The party in default of force majeure shall immediately notify the other party of the occurrence of force majeure, shall make reasonable efforts to remove or overcome the effects of such occurrence or event; and shall resume performance of its obligations hereunder immediately after cessation of such occurrence or event.
12. Duration and Termination
Your Agreement with us becomes effective upon registration of your Account or upon signing any additional agreement with us and is valid for an unspecified period.
Each party may terminate this Agreement for any reason by notifying the other party at least 24 hours in advance.
Refund on Fees paid to us upon termination of the Agreement before the expiration of the subscription term of the Subscription Plan shall be governed by the refund policy.
We will refund you the prorated Fees associated with the unused portion of the Services if we terminate the Agreement before the expiration of the subscription term of the Subscription Plan purchased by you, except if the termination is due to the reasons provided below. We may suspend or cease supplying the Service or terminate the Agreement at any time with immediate effect if:
(a) we are required so by a facially valid subpoena, court order, or binding order of a governmental authority;
(b) you are in delay with payment of the Fee, and such delay has lasted at least five (5) days;
(c) you have failed to comply with any applicable laws, directives, rules and/or regulations;
(d) you have materially breached any other obligation of the Agreement and failed to remedy such breach within a reasonable time granted by us;
(e) in respect of you, a liquidator, receiver or administrative receiver is appointed, you are adjudicated as bankrupt, or declared as insolvent;
(f) this opportunity is set forth in any other provision of this Agreement.
You may terminate the Agreement if we commit a material breach of the Agreement and fail to rectify such breach within fifteen (15) days after receipt of your written notice requesting such rectification.
A termination notice must be sent by registered mail (with notice of delivery) or by e-mail, sent by you to firstname.lastname@example.org or by e-mail from us to the e-mail address you have previously provided.
Upon termination of the Agreement, your Account is immediately archived. All provisions of the Agreement, which by their nature extend beyond the expiration or termination of this Agreement, shall survive the termination of this Agreement. Termination of this Agreement will not prejudice any right of action or remedy which may have accrued to you or us prior to termination (as the case may be).
You agree that we may communicate with you electronically any finance information related to your Account. We may also provide notifications to you by posting them in your Account on the Website, or by sending them to an e-mail address that you have previously provided to us. Website and e-mail notifications shall be considered received by you within 24 hours of the time posted or sent.
In case you have any complaints, or require additional support, please contact us by e-mail at email@example.com. Our support team will get back to you within 48 working hours. If your inquiry requires a more detailed answer, it might take up to 30 working days to process your request.
15. Governing law and jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the Republic of Estonia without regard to its principles and rules on conflict of laws.
Any dispute arising out of or in connection with this Agreement will be finally settled by the Harju County Court.
Any claim under the Agreement must be brought within six (6) months after the cause of action arises, or such claim or cause of action is barred.
All private clients are entitled to address a competent supervisory authority, which is the Consumer Protection and Technical Regulatory Authority at Pronksi 12, 10117 Tallinn, e-mail: firstname.lastname@example.org.
In order to resolve disputes as a private client, you may address the Consumer Disputes Committee. The Consumer Disputes Committee is authorized to resolve disputes arising from contracts entered into between purchasers and sellers that the parties have failed to resolve by way of negotiations. Further information on the resolution of complaints is available at https://komisjon.ee/et/avalduse-esitamine (EST).
If you act as a legal person or a sole proprietor, the provisions relating to special consumer rights shall not apply to the purchase contract (the so-called consumer protection provisions).
There is no relationship of exclusivity, partnership, joint venture, employment, agency, or franchise between you and us under this Agreement. None of us has the authority to bind each other (including the making of any representation or warranty, the assumption of any obligation or liability and/or the exercise of any right or power), except as expressly provided in this Agreement.
Whenever possible, each provision of this Agreement will be interpreted in such a manner as to be effective and valid under applicable law but, if any provision of this Agreement is held to be invalid, illegal, or unenforceable in any respect, such provision will be ineffective only to the extent of such invalidity, or unenforceability, without invalidating the remainder of this Agreement or any other provision hereof.
This Agreement, including the Subscription Plan, as amended periodically according to its terms, constitutes the full and entire understanding and agreement between you and us regarding the subjects hereof and supersedes all prior agreements, arrangements, representations or promises, whether oral or written, as to its subject matter.
Our failure to insist on or enforce strict performance of the terms and conditions of the Agreement shall not be construed as a waiver by us of any provision or any right it has to enforce the Agreement, nor shall any course of conduct between us and you or any other party be deemed to modify any provision of the terms and conditions of the Agreement.
This Agreement, and any rights and obligations hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction, including without limitation to any third party. Any attempted transfer or assignment in violation hereof shall be null and void. Subject to the foregoing, this Agreement will bind and inure to the benefit of us and you, respective successors, and permitted assigns.
A person who is not a party to this Agreement has no right to rely upon or enforce any term of this Agreement.