Terms and conditions

These Terms and Conditions (the Agreement) form an agreement between You and Number X Finance OÜ, a legal entity registered under the laws of the Republic of Estonia. The effective date of this Agreement is when You accept or are deemed to accept this Agreement. When you access this Website, you are deemed to have accepted and agreed to this Agreement, and all terms herein. If You are accessing this website on behalf of a business, your access constitutes the business acceptance of these terms.

By accessing https://thenumberx.com/, you agree to this Agreement in full, together with any additional or specific terms and conditions we may draw to your attention prior to your purchasing any products or services from or via this Website as well as Privacy Policy and Cookie Policy. You hereby consent to the exchange of information and documents between You and Us electronically over the Internet or by email and agree this electronic Agreement shall be the equivalent of a written paper agreement between You and Us.

INTERPRETATION

In this Terms and Conditions, unless the context requires a different interpretation:

• the singular includes the plural and vice versa;
• a reference to a person includes firms, companies, government entities, trusts and partnerships;
• reference to any statutory provision includes any modification or amendment of it;
• the headings and sub-headings do not form part of these Terms and Conditions.

1. DEFINITIONS

In these Terms and Conditions, the following definitions are used:

• User or You – any third party that accesses the Website and is not either (i) employed by Number X Finance OÜ and acting in the course of their employment or (ii) engaged as a consultant or otherwise providing services Number X Finance OÜ and accessing the Website in connection with the provision of such services;
• Number X Finance OÜ, We, Us, Our and Ourselves – refers to Number X Finance OÜ, a company incorporated in the Republic of Estonia with registered number 16484320 whose registered office is located at Vesivärava tn 50-201, Tallinn, 10152;
• Content – any and all information, content, reports, data, databases, graphics, interfaces, web pages, text, files, software, product names, company names, trademarks, logos and trade names contained on this Website;
• Services – services provided by Number X Finance OÜ via Website;
• Website – the Website that you were browsing when you clicked on a link to this Privacy Policy, including all subsidiary pages, https://thenumberx.com, and any sub-domains of this Website unless expressly excluded by their own terms and conditions.

2. INFORMATION ABOUT US

Number X Finance OÜ offers the internet-based product that could be used through the website — thenumberx.com, as a Third-party processor (TPP) which analyzes data concerning or provided by Users’ customers and acts as a Merchant of Record. We shall provide You with access to and use of the Website as well as any other associated services relating to the Website pursuant to the terms and conditions set forth herein.

All business activities in the United States are conducted by Number X LLC. 360 NW 27th St., 8th. Miami, Florida, 33127, USA

3. OWNERSHIP RIGHTS

3.1. You acknowledge that the Content, including the manner in which the Content is presented or appears and all information relating thereto, are the property of their respective owners as indicated, Number X Finance OÜ or its licensors, as the case may be. You shall have no right, title or interest, ownership or otherwise, in the Content.

3.2. Permitted Use. We hereby grant to You a limited, revocable, personal, non-transferable and nonexclusive license to access, read and download one copy of the Content solely for the purpose of evaluating the services offered by Us.

3.3. Restrictions On Use. You agree that You will not:

• distribute the Content for any purpose, including, without limitation, compiling an internal database, redistributing or reproducing the Content by way of the press or media or through any commercial network, cable or satellite system; or

• create derivative works of, reverse engineer, decompile, disassemble, adapt, translate, transmit, arrange, modify, copy, bundle, sell, sublicense, export, merge, transfer, adapt, loan, rent, lease, assign, share, outsource, host, publish, make available to any person or otherwise use, either directly or indirectly, the Content in whole or in part, in any form or by any means whatsoever, be they physical, electronic or otherwise. You shall not permit, allow or do anything that would infringe or otherwise prejudice the proprietary rights of Number X Finance OÜ or its licensors or allow any third party to access the Content. The restrictions set out in this Agreement shall not apply to the limited extent the restrictions are prohibited by applicable law.

4. USE OF YOUR INFORMATION

With the exception of your non-public personal information, You hereby grant to Us a perpetual, unlimited, royalty-free, worldwide, non-exclusive, irrevocable, transferable license to run, display, copy, reproduce, publish, bundle, distribute, market, create derivative works of, adapt, translate, transmit, arrange, modify, sublicense, export, merge, transfer, loan, rent, lease, assign, share, outsource, host, make available to any person or otherwise use any information or other content You provide on or through this website or which is sent to Us by email or other correspondence, including, without limitation, any ideas, concepts, inventions, know-how, techniques or any intellectual property contained therein, for any purpose whatsoever. We shall not be subject to any obligations of confidentiality regarding any such information unless specifically agreed to by Us in writing or required by law. You represent and warrant that you have the right to grant the license set out above.

5. PERSONAL INFORMATION

We may from time to time, but is not obligated to, monitor your use of the website and collect, store, use and disclose information concerning You to solicit or offer You its services, and You hereby consent to such collection, storage, use and disclosure and waive any right of privacy You may have in it. For more details, please read our Privacy Policy.

6. SERVICE AGREEMENT

If You procure Services from Us, then such Services shall be delivered pursuant to a separate Service agreement and are not provided hereunder, and You shall have no rights or claims in respect of such Services hereunder.

7. LINKS TO THIRD-PARTY WEBSITES

7.1. The Website may contain links, buttons and banners that redirect you to third-party resources and websites that may be of interest. The inclusion of any link does not mean we endorse the Website or have any association with its operators, nor should the inclusion of any link be viewed as an encouragement to purchase or use any third-party products or services – we provide these links to you for information purposes only.

7.2. Third-Party Websites are not under our control and we are not responsible for the contents of any such Website. We do not accept responsibility or liability for the privacy of your personal information on such Websites.

7.3. These Terms and Conditions do not cover your interaction with Third-Party Websites; therefore, you should carefully review the terms and conditions and privacy policies of any third-party sites you visit.

8. LIMITATION OF LIABILITY

8.1. In no event shall Number X Finance OÜ be liable for any indirect, incidental, consequential, special, exemplary, punitive or other damages whatsoever (including those resulting from lost profits, lost data, or business interruption, like an occasion of acquring bank insolvency) arising out of or relating in any way to the Services, or any related content or information (including as contained within the Website), whether based on warranty, contract, tort, or any other legal theory and whether or not advised of the possibility of such damages. Your sole remedy is to stop using the Services. In no event, shall the maximum cumulative liability of Number X Finance OÜ to you arising from or in any way relating to your account and use of the Service exceed the greater of: one hundred euro (€100);

8.2. While Number X Finance OÜ takes steps to check that the Website is free from viruses and other malicious content, Number X Finance OÜ does not assume any responsibility, nor shall Number X Finance OÜ be liable for any damage to, or viruses that may infect, computers or mobile devices or other property on account of access to or use of the Services. Number X Finance OÜ does not warrant that any content will be free of viruses. You are responsible for implementing procedures sufficient to satisfy your needs for data backup and security. You assume and are solely responsible for all risk in any way related to your use of the Services. You will not use the Website to introduce trojans, viruses, worms, logic bombs or any other material that may harm the Website or its technology. You must not use unauthorized access to the Website or to the server where the Website is stored or any other server, database or computer connected to the Website. You must not implement any attacks on the Website using denial-of-service attack or a distributed denial-of service attack.

9. DISCLAIMER

9.1. The content may not be accurate, up to date, complete or uncorrupted, and is not to be relied upon.

9.2. The content is provided for informational purposes only and should not be interpreted as a recommendation for any specific product or service, use or course of action.

9.3. Except as expressly provided in a separate agreement with you, this website and all content, products, services and software on this website or made available through this website are provided as is without any representations, warranties, guarantees or conditions, of any kind, whether express or implied, statutory or otherwise, including, but not limited to, warranties as to uninterrupted or error-free operation, availability, accuracy, completeness, reliability, timeliness, legality, suitability, privacy, security, merchantability, quality, title, non-infringement or fitness for a particular purpose, or any representation, warranty, guaranty or condition arising out of a course of dealing or usage of trade.

9.4. In no event will number x finance oü, its affiliates, agents, licensors, suppliers or their respective owners, directors, officers or employees be liable for any special, indirect, incidental, punitive, exemplary, aggravated, economic or consequential damages, howsoever caused, including but not limited to: damages for loss of use, lost profits or lost savings, even if the released party had been advised of the possibility of such damages or claims.

9.5. Number x finance oü assumes no obligation to update the content on this website. The content on this website may be changed without notice to you. Number x finance oü is not responsible for any content or information that you may find undesirable or objectionable. Number x finance oü disclaims any liability for unauthorized use or reproduction of any portion of the website. Accessing the content from territories where it may be illegal is prohibited.

10. INDEMNITY

You hereby indemnify Number X Finance OÜ and undertake to keep Number X Finance OÜ indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by Number X Finance OÜ to a third party in settlement of a claim or dispute on the advice of Number X Finance OÜ’s legal advisers) incurred or suffered by Number X Finance OÜ arising out of any claim that you have breached any provision of these terms.

11. GOVERNING LAW

This website and the Content (excluding Third-Party Websites or their content) are physically located within the EU. Any dispute, controversy or claim arising out of or in connection with this Agreement, or the breach, termination or invalidity thereof, shall be finally settled by arbitration in accordance with the Arbitration Rules of the Arbitration Institute of the Stockholm Chamber of Commerce (the “SCC”). The arbitral tribunal shall be composed of a sole arbitrator. The seat of arbitration shall be Stockholm, Sweden. The language to be used in the arbitral proceedings shall be English. This Agreement shall be governed by the law of the Republic of Ireland.

12. OUR OTHER POLICIES

Use of the Website is also regulated by our Privacy Policy and Cookie Policy, the provisions of which are adopted herein by reference so when we refer to these Terms and Conditions, we also refer to the Privacy Policy and Cookie Policy. Be assured we respect your privacy and your personal data will be protected as well as your clients’ information and data.

13. MISCELLANEOUS

13.1. Entire Agreement. This Agreement, as it may be amended from time to time, and any and all other legal notices and policies on this website, constitute the entire agreement between You and Us with respect to the use of this Website and the Content.

13.2. Amendments. We reserve the right, in its discretion, to amend this Agreement at any time by posting an amended version on this website. You are responsible for periodically reviewing the amendments on this website, and You are deemed to be aware of such amendments. If You do not agree to the amended terms and conditions, You shall immediately stop using this website. Access to this website or use of this website after any amendments have been posted shall constitute your acknowledgement and acceptance of the amended terms and conditions. No waiver of any of the provisions of this Agreement shall be deemed to be or shall constitute a waiver of any other provision (whether or not similar) in this Agreement or any other agreement between You and Us nor shall such waiver constitute a continuing waiver unless otherwise expressly provided.

13.3. Severability. Any provision of this Agreement which is held by an arbitrator to be illegal, invalid or unenforceable in such jurisdiction shall, as to that jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability and shall otherwise be enforced to the maximum extent permitted by law, all without affecting the remaining provisions of this Agreement or affecting the legality, validity or enforceability of such provision in any other jurisdiction.

13.4. Assignment. This Agreement and any rights and licenses granted hereunder may not be transferred or assigned by You and any attempted transfer or assignment shall be null and void.

13.5. Language. The parties hereto agree that this Agreement is drafted and executed in the English language.

14. CONFIDENTIALITY

All Confidential Information provided by one party to any other party under these Terms of Use is deemed to be confidential. The receiving party shall not use, disclose, or otherwise take any advantage of such Confidential Information. In particular:

14.1 each party shall exercise the same degree of care to avoid the publication or dissemination of the confidential information of the other party as it affords to its own confidential information of a similar nature which it desires not to be published or disseminated, which in any event shall not be less than reasonable care.

14.2 Confidential Information disclosed under these Terms of Use shall only be used by the receiving party within the purpose of these Terms of Use or the performance of its obligations hereunder. The receiving party agrees not to use the disclosing party’s confidential information except in the course of performing hereunder and will not use such confidential information for its own benefit or for the benefit of any third party.

14.3 the obligation of the parties not to disclose confidential information shall survive the termination or cancellation of these Terms of Use. However, no party shall be obligated to protect confidential information of the other party which:

(i) is rightfully received by the receiving party from another party without confidential obligation to such party, or

(ii) is known to or developed by the receiving party independently without use of the confidential information, or

(iii) is, or becomes generally known to the public by other than a breach of duty hereunder by the receiving party; and

(iv) furthermore, a receiving party may disclose confidential information that is required to be disclosed pursuant to a requirement of a government agency or law so long as the receiving party provides prompt notice to the disclosing party of such requirement prior to disclosure.

15. PRIVACY

15.1 Number X will maintain appropriate administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Buyer and your data, as described in our Privacy Policy which can be found at numberx.uk/legal/privacy (or such other URL that Number X may provide from time to time).

15.2 Each party shall comply with Data Protection Legislation. To the extent that any data or information provided by one party to the other party contains personal data within the meaning of Data Protection Legislation, the party deemed to be the Data Processor will (i) process such data and information only in accordance with the Data Controller's instructions; (ii) not transmit such data and information to a country or territory outside of the European Economic Area without the Data Controller's prior written consent unless at least one of the permitted derogations set out in the UK GDPR; and (iii) take such technical and operational measures against unauthorized or unlawful processing of such data and information and against accidental loss or destruction of, or damage to, such data and information as are appropriate.

16. DORMANT ACCOUNTS

Where you have no sales for a period of 10 (ten) consecutive days (the “Dormancy Period”) and there is a positive Account Balance, Number X reserves the right to charge you an account dormancy charge ("the Dormancy Charge" ) and/or deactivate your Account. Dormant Accounts with a negative balance and no sales activity in the preceding 10 days will be deactivated immediately. Minimal settlement amount for a dormant account is 5000 USD (US Dollars). Any amount lower than that, without any sales activity on the account for 10 or more days, will be considered a dormancy charge in the amount of 100 % of balance. This doesn't apply to balances exceeding 5000 $.

17. FRAUDULENT ACTIVITY

17.1 In case of any fraudulent activity, carried out by our sub-merchant (content creator), a 30 % flat fee is applied to all processed funds (merchant's balance) to protect Number X Ltd, Number X Finance OU and Number X LLC from Visa and MasterCard penalties.

18. TERMINATION

18.1 Either party may terminate these Terms of Use at any time by giving at least thirty (30) days’ notice in writing, using email as a means of communication.

18.2. Early termination fee is applied in case of any unauthorized termination of Terms of use. Disabling Number X checkout and using other payment processing solution without prior written notification shall be considered as such. In that case, any Rolling Reserve is withheld and the dormancy charges will be applied in the amout of RR, stated in Merchant Of Record agreement and any annex to it.

18.3 Either party may terminate these Terms of Use by immediate notice in writing to the other if:

(i) the other commits a material breach of its obligations under these Terms of Use and such breach is not remediable;

(ii) the other commits a material breach of its obligation under these Terms of Use which is not remedied within 14 days of receiving written notice of such breach;

(iii) any consent, license or authorization held by the other is revoked or modified such that the other is no longer able to comply with its obligations under these Terms of Use or receive any benefit to which it is entitled;

CONTACT DETAILS

If you have questions regarding our Terms and Conditions, please contact us at [email protected]