Last Updated: July 6, 2018

Terms of Service and User Agreement

PLEASE READ THIS AGREEMENT CAREFULLY. IF ANY OF THE TERMS OR CONDITIONS OF THIS AGREEMENT OR TERMS INCORPORATED BY REFERENCE ARE UNACCEPTABLE TO YOU, DO NOT VISIT, ACCESS, OR USE RAILTO.COM

Welcome to Railto.com! This Terms of Service and User Agreement (the “Agreement”) explains how the services available on Railto.com (the “Site”) work and how they are used. The service is brought to you by Railto LLC (“Railto,” “We,” “Us,” “Our”). Railto provides a peer-to-peer exchange (the “Platform”) by which users (“Users,” “User,” “You,” and “Your”) may trade virtual currencies with other users (the “Services”).

If You are accessing and using the Services on behalf of a company, You represent and warrant that You are authorized to bind the company and that You are accepting the Agreement on the company’s behalf. When used in the Agreement, “You” or “Your” will refer to You as an individual and to Your company if You are accepting the Agreement on behalf of a company.

BY CREATING AN ACCOUNT, ACCESSING OR USING THE SITE, PLATFORM, OR SERVICES YOU AGREE TO BE LEGALLY BOUND BY THIS AGREEMENT AND ALL TERMS INCORPORATED HEREIN BY REFERENCE.

The Services

Railto provides Users who are in the process of buying or selling cryptocurrency the ability to use the Platform to complete the transaction (the “Services”). Railto is not a party to the transaction. The range of services available to You will depend on the country and US state where You reside.

Your User Account

Eligibility. By opening an Account You affirm that you are at least eighteen years old, have the legal capacity to enter into this Agreement, and are not a resident of a restricted state.

Identification. In order to use the Platform you must first successfully provide Required Identification information pursuant to Our Compliance Program.

Account Access. You agree that you will not grant any person access to your Account, except as described herein, granting access may violate applicable laws and regulations and may result in the immediate termination of your Account.

Account Communication. You agree and understand that all communication with you will be by email. We will use the email address associated with Your Account as Our primary means of communication with You. You agree to keep Your email address up-to-date and immediately notify us if there are any changes. We retain the right to deny access to the Platform and Your Account if You fail to provide and maintain a valid email address.

Account Suspension. You acknowledge and understand that We retain the right to immediately suspend Your Account(s) and suspend your access to the Platform and Your Account if we suspect, in our sole discretion, that Your Account is in violation of this Agreement, the Required Identification requirements, and/or the Applicable Laws and Regulations.

Account Closure. You may close your Account at any time. Closing Your Account will not affect any rights and obligations incurred prior to the Account closure. You may be required to complete or cancel all open transactions.

Use of Your Account

You acknowledge and understand that We are not giving investment advice, tax advice, legal advice, or other professional advice by allowing you to access and use the Site or Platform. The Services on the Platform are provided on a strictly “as is,” “where is,” and “where available” basis.

Your use of and conduct on the Platform is subject to the Applicable Laws and Regulations. By creating an account, accessing or using this Site or the Platform You agree to be legally bound and adhere to this Agreement, all terms incorporated by reference, and the Applicable Laws and Regulations.

We grant to you a limited, non-exclusive, non-assignable, non-transferable license to access and use the Service, subject to Your agreement to and compliance with this Agreement. We reserve all rights not otherwise expressly granted by this Agreement.

Conditional Use. Access to the Platform and Your account are conditional upon the following representations and warranties: (1) all of the information You have provided to Us is truthful, accurate, and complete and will remain truthful, accurate, and complete; (2) You are not located in, under the control of, or a national or resident of any country to which the United States has embargoed goods or services; (3) You will not be using this Site for any illegal activity, including but not limited to illegal gambling, money laundering, fraud, blackmail, extortion, ransoming data or the financing of terrorism, or other violent acts; (4) You agree to be solely responsible for maintaining the security of your Account login credentials and other required forms of authentication.

Prohibited Use. You may not: (1) rent or sell the Service to a third party; (2) copy or reverse engineer the Service; (3) create derivative works of the Service; (4) change or alter information, material, content, or notices in the Service; (5) use a bot or other automatic process to harvest information, material, or content in the Service; (6) introduce a virus or malicious code into the Service; (7) use the Service to violate a third party’s intellectual property rights; (8) send advertisements or spam using or through Service; (9) use any information, material, or content in the Service to create a competing service; (10) engage in any activity, including, but not limited to sales or purchases that interfere with the ordinary and open operation of the Service; or (11) engage in any activity that violates this Agreement or any applicable law or regulation.

Termination

This Agreement is effective until You or We terminate it. You may terminate this Agreement at any time by discontinuing Your use of the Service. We may terminate this Agreement at any time and for any reason without prior notice to You, and accordingly, We may deny you access to the Service. Termination of this Agreement will not affect any right or relief to which We are entitled at law or in equity. Upon termination of this Agreement, You must terminate all use of the Service and any information or materials that have been provided to you. The terms and conditions in this Agreement that by their nature and context are intended to survive any termination of this Agreement will survive such termination and will be fully enforceable thereafter.

We may report Your fraudulent activity or a breach of this Agreement to the relevant law enforcement authorities and We will cooperate with those authorities by disclosing Your identity to them. In the event of your fraudulent activity or breach of this Agreement, as determined at our sole and absolute discretion, Your right to use Our Service will cease immediately, and We may modify, reduce or withhold cryptocurrencies held by Your account, if any, until final resolution or adjudication of such an action.

Privacy of Information

Any and all personal data provided to Us will be processed in accordance with Our privacy policy. By accepting this Agreement You also give Your consent for the processing and Use of Your personal data in accordance with Our privacy policy.

Indemnification

Indemnity. We are not liable for any act, omission, error of judgement, or loss suffered by You in connection with this User Agreement or Your use or attempted use of the Site or Platform. You agree to hold Railto harmless from or against any or all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses (including reasonable attorney fees), claims disbursements or actions of any kind and injury (including death) arising out of or relating to your use of the Site or Platform and/or Our performance or nonperformance of duties to you.

Third Party Websites/Services

Third parties may provide or facilitate links, tools, widgets, or other features that allow you to access other sites, services (“Third Party Resources”). These Third Party Resources are provided solely as a convenience to you and based upon your account information or the content you elect to view. Railto does not control and is not responsible for and does not endorse the content of Third Party Resources, including any products, information, or materials contained therein. You need to use your own independent judgment regarding your interaction with these Third Party Resources. Some of the content served by Us will be from merchant sites, and sales through these sites may generate a commission payable to Us. We accept no responsibility for reviewing changes or updates to, or the quality, content, policies, nature or reliability of third party web sites, including, without limitation, Third Party Resources and websites linking to the Site or Application.

Arbitration of Claims

In the event there is an issue, We want to make the resolution process as quick and efficient as possible. You agree to first discuss the issue informally for at least 30 days with Us. To do that, please send your full name, and contact information, your concern and your proposed solution by mail to Railto at Attn: Legal Department, Railto LLC, 6975 Union Park Avenue Suite 600, Cottonwood Heights 84047. If We would like to discuss an issue with You, We will contact You using the email address You provided when You created Your account.

If we do not reach an agreed upon solution after our discussions for at least 30 days, You agree that any and all claims that either of us may have arising out of or relating to: (1) these Terms (including formation, performance, or breach of them, and including the scope and enforceability of this arbitration provision), (2) the Privacy Policy, which is incorporated in these Terms; (3) any aspect of our relationship with each other, and (4) use of the Services must be resolved through binding arbitration before the American Arbitration Association (“AAA”).

Railto will not be liable for any direct, indirect, punitive, incidental, special, consequential, damages or any damages whatsoever including, without limitation, damages for loss of use, data or profits, arising out of or in any way connected with the content and use or performance of the Site or Application, with the delay or inability to access or use the Site or Application, the provision of or failure to provide services, or for any content, software, products and services made available or obtained through the Site, Application, or Use of the Services, whether based on contract, tort, negligence, strict liability or otherwise. Any services or content made available or obtained through the use of the Site or the Application, and all other use of the Site or Application is done at Your own discretion and risk and You will be solely responsible for any damage to your computer system or loss of data that results therefrom.

By agreeing to this binding arbitration clause, You understand that You are waiving certain rights and protections which may be available to You if a claim or dispute were determined by the court system, including, without limitation, the right to seek or obtain certain types of damages, the right to a jury trial, certain rights of appeal, the right to bring a claim as a class member in any purported class or representative proceeding, and the right to invoke formal rules of procedure and evidence.

Miscellaneous Terms

Intellectual Property and Ownership; Use of Marks. All Railto Marks and all intellectual property rights therein and thereto are and shall be at all times remain the sole and exclusive property of Railto and are protected by applicable intellectual property laws and treaties.

Headings. All headings are solely for the convenience of reference and shall not affect the meaning, construction or effect of this Agreement.

Revisions to this Agreement. Railto reserves the right to, from time to time, revise this Agreement in its sole and absolute discretion. Any modifications or changes to this Agreement are in force and enforceable immediately upon posting. Any updated or edited version supersedes any prior versions immediately upon posting, and the prior version is of no continuing legal effect unless the revised version specifically refers to the prior version and keeps the prior version or portions thereof in effect.

If you fail to periodically review this Site and Agreement to determine if any of the terms have changed, you assume all responsibility for your failure to do so and agree that such failure amounts to your affirmative waiver of your rights to review the amended terms.

Entire Agreement. This Agreement, together with our Privacy Policy, constitutes the entire agreement between the parties with respect to your access and use of the Site, Exchange, Services and the Materials contained therein, and your use of the Site and Services. This agreement, together with our Privacy Policy, supersedes and replaces all prior understandings or agreements, written or oral, regarding such subject matter.

Severability. If for any reason a court of competent jurisdiction or an arbitrator finds any provisions of this Agreement, or any portion thereof, to be invalid, unenforceable or illegal, such invalidity, unenforceability or illegality shall not affect the remainder of this Agreement.

Governing Law. This Agreement, your use of Railto, 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 State of Utah, as if this Agreement is a contract wholly entered into and wholly performed within the State of Utah.

Other Jurisdictions. Railto makes no representation that the Site, Exchange, Services or any of the Materials contained therein are appropriate or available for use in other locations, and access to them from territories where their content or function may be illegal or is otherwise prohibited. Those who choose to access the Site, Exchange and Services from such locations do on their own initiative and are solely responsible for determining compliance with all applicable local laws.

Contact Us

If you have any questions or concerns regarding this Agreement or the Service, please contact us at contact@railto.com.