29th Aug, 2022
REQUIREMENTS FOR USE OF SERVICES
To the extent the Services you are using involves the collection, analysis, or processing of your data including your financial data, this Agreement will constitute your consent for T1 to collect and use this data. Other aspects of the Services may be covered by other terms and conditions including agreements with T1's connected service providers such as Circle Internet Financial Limited “Circle”.
If you do not agree to all these terms, you may not use the Services.
1. Accepting the Terms
By accessing or using the Sites, Services, information, tools, features, software and functionality provided by T1;
You agree to be bound by this Agreement,
if you are simply browsing the Site(s),
if you are applying to use our BridgeFor Circle App Plugin “Bridge” for Circle’s services (defined below)
if you have logged in as a "User” in order to set up a new Bridge account with T1 by associating your Circle account by entering its API key, granting access for Bridge to access your account, and confirming with circle you are using the Bridge app to wrap their API and, among other services, control wallets and sub-wallets maintained by Circle.
if you have logged in as a "User” or “viewer” by invitation of an authorized member of an existing account
You affirm you are at least eighteen (18) years of age and legally capable of entering into this Agreement with T1 on behalf of your company or entity.
2. Privacy and Personal Information
You give T1 permission to combine non-identifiable information you enter or upload for the Services with that of other users of the Services and/or other T1 services to improve the Services or to design promotions.
You understand that T1 may access or store personal information in multiple countries to the extent permitted by applicable law.
3. Circle Prime Wallet and Sub-wallets Use
Circle, as a paid for service, allows designated users to set up and operate their own prime “wallet” and multiple “Sub-Wallets”
All these wallets are operated by Circle on behalf of user and are subject to Circle’s own terms of service.
User grants Bridge access to these wallets and sub wallets at their own risk.
All transaction data and activity using Bridge is viewable only to parties invited by user to access their account, therefore T1 and its employees cannot assist in specific queries - user must deal directly with their contact at Circle.
4. Online Transactions
All online transactions are made through Circle. While T1 makes best efforts to protect your data and transactions it is not liable for lost funds or funds sent in error. All queries should be taken up with Circle.
5. Access Management & Security
Customer is solely responsible for the activity that occurs on its Circle Account and must keep its T1 service Account username, password, and their one time password device secure. We encourage Customer to use "strong" passwords.
Applicant must specify at least one Administrator to manage access to T1’s services.
"Administrator" means an authorized representative who is an authorized signer on an Account and is designated by Customer to have responsibility for the initial enrollment for T1’s Services and the on-going use of the platform, including the designation of a Secondary Admin.
"Secondary Admin" means an authorized representative appointed by the Administrator.
add, remove, or manage Secondary Admins;
Administrators and Secondary Admins can:
view transactions and run reports;
provide or update company information; connect third-party services, and other wallets or accounts;
and perform other tasks to manage the service.
Customer is responsible for any actions or failures to act on the part of Administrators or Secondary Admins or those they invite, using their credentials, to access services within Customer's Circle Account.
T1 will not be liable for any losses caused by any unauthorized use of Customer's Account.
Customer must immediately notify T1 of any breach of security or unauthorized use of its Account.
T1 has no control over the fees charged by Circle which are currently billed directly to your Prime account.
T1 may offer unpaid, paid or credited services for Bridge
Customer will receive a schedule of charges, rates, qualifying balances, and fees. Customer agrees to pay these and authorizes us to deduct these charges, without notice to Customer, directly from the Account balance as accrued. Customer will pay any additional reasonable charges for services it requests which are not covered by this Agreement.
7. Transaction Limits
Each transfer of funds to or from a Wallet or Sub Wallet with Circle is referred to as a "Transaction." If you request a Transaction, Bridge is not obligated to process it. Circle may impose limits on the dollar amount and/or frequency of any Transaction you request. These limits are not set within Bridge and are negotiated between the customer and Circle directly.
8. Authority to Transfer Funds
Customer agrees that any user so authorized by them may transfer funds from their Circle account using T1’s Bridge Services. T1 will not be liable to Customer or any other person or business entity for any loss, damage, or expense arising from access to a wallet or sub-wallet by an Administrator or a Secondary Admin, or any user of Bridge, and Customer agrees to indemnify and hold T1 and Circle harmless against all actions, claims or demands arising from actions of an Administrator, Secondary Admin, or user.
9. Developing “Beta” Version
T1's current technology platform, as part of the Services, is currently in its Beta version. User understands that they will be testing, evaluating, and providing feedback to T1. User agrees to the following:
User receives a non-exclusive, non-transferable license solely for the purpose of User's internal evaluation;
The data provided by User may not be disclosed, sub-licensed, sold, assigned, leased, loaned, or otherwise transferred to any third party, for any reason;
The beta version may contain or use software that is owned by third parties and subject to their own terms and conditions;
User agrees to test and evaluate the Beta version as requested by T1 and will promptly notify T1 of any and all functional flaws, errors, anomalies and problems associated with the Beta version;
Any feedback, ideas, modifications, suggestions and improvements made by User will become the property of T1. User assigns all rights, title, and interest worldwide in the supportive information and the related intellectual property rights to T1;
User will keep confidential their participation as a Beta tester along with all information provided during the Beta test;
User understands that the Beta version may contain errors, bugs and other problems that could cause system failure and the testing and quality assurance of the Beta version may not yet be completed; and
User accepts the beta version "as is". T1 makes no warranty of any kind regarding the beta version. T1 expressly disclaims all warranties, including, but not limited to, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third parties rights. Neither T1 nor its licensors warrant that the beta version or the third party software will meet user's requirements, that the operation of the beta test materials or the third party software will be uninterrupted or error-free, or that defects in the beta test materials will be corrected.
10. User Information from Third Party Sites
Users may instruct T1 to retrieve their online information maintained by third-parties ("User Information"). T1 works with one or more online service providers to access this User Information. T1 makes no effort to review the User Information for any purpose, and is not responsible for the products and services offered by or on third-party sites providers to access this User Information. T1 makes no effort to review the User Information for any purpose, and is not responsible for the products and services offered by or on third-party sites.
T1 cannot always foresee or anticipate technical or other difficulties, which may result in failure to obtain data or loss of data, personalization settings or other service interruptions. T1 will not have responsibility for the timeliness, accuracy, deletion, non-delivery or failure to store any user data, communications or personalization settings. T1 cannot guarantee the real time transmission of data.
11. Reports, Information and Content
T1 may, in connection with the Services, provide reports, information and other content to you, including general communications or postings, reports, analyses, summaries and/or evaluations of your User Information as well as T1 logos, marks, names or designs (collectively, "Content"). Content made available through Bridge is protected by applicable intellectual property rights and is the property of T1, its third party licensors and partners, and other entities. You may not copy, distribute, display, modify or use the Content except as it is provided to you through Bridge. You will not, and have no rights to, reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license or otherwise exploit the Content. T1 and its licensors make no representations or warranties regarding the accuracy or completeness of the Content.
All Bridge Content (including that of third parties) is provided for your convenience on an "as is" and "as available" basis without warranty. T1 and its service providers do not warrant, guarantee, support, verify or otherwise have any responsibility for the completeness, truthfulness, accuracy, desirability, profitability or reliability of any Content, including any reports, analyses, summaries and/or evaluations of your User Information. All use of and reliance upon any such information (or any Content) shall be solely your responsibility and at your own risk.
The T1 and BridgeForCircle name and logo are trademarks of T1, and may only be used in connection with providing information about your use of our services or on our service provision. In addition, all page headers, custom graphics, button icons and scripts are service marks, trademarks and/or trade dress of T1 may not be copied, imitated or used without the written permission of T1.
12. Your Company details, logo and identity
T1 will not make claims on behalf of you, your company or how you operate. T1 may use your company name, logo, and identity only in connection with providing information about your use of our services or on our service provision.
13. Use of the Services
The right to access and use the Sites and the Services is non-exclusive, non-transferable, non-sublicensable, and fully revocable.
You are only entitled to access and use the Sites and Services for lawful purposes.
You may not use the Services in any manner that may impair, overburden, damage, disable or otherwise compromise: (i) the Services; (ii) any other party's use and enjoyment of the Services; or (iii) the services and products of any third parties including any device through which you access the T1 Sites. You agree to comply with all local laws and regulations governing the downloading, installation and/or use of T1 Sites, including, without limitation, any usage rules set forth in the online application store terms of service.
Your access and use of Services may be interrupted from time to time for several reasons, including updating, equipment malfunction, maintenance or repair of the Services or other actions that T1 may elect to take. T1 will not be liable for any loss or damage resulting from any scheduled or unscheduled downtime.
Your sole and exclusive remedy for any failure or non-performance of the Services, including any associated software or other materials supplied in connection with the Services, shall be for T1 to use reasonable efforts to effect an adjustment or repair of the applicable service.
T1 makes no warranties or representations of any kind, express, statutory or implied as to: (i) the availability of telecommunication services from your provider and access to the services at any time or from any location; (ii) any loss, damage, or other security intrusion of the telecommunication services; and (iii) any disclosure of information to third parties or failure to transmit any data, communications or settings connected with the services.
14. Rights You Grant to Us
YOU ACKNOWLEDGE AND AGREE THAT WHEN T1 IS ACCESSING AND RETRIEVING USER INFORMATION FROM THIRD PARTY SITES, T1 IS ACTING AS YOUR AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF THE THIRD PARTY THAT OPERATES THE THIRD PARTY SITE.
You understand and agree that the Services are not sponsored or endorsed by any third parties accessible through the Services. T1 is not responsible for any payment processing errors or fees or other Services-related issues.
15. Intellectual Property Rights
The contents of the Services, including its "appearance and experience" (e.g., text, graphics, images, logos and button icons), photographs, editorial content, notices, software (including html-based computer programs) and other material are protected under applicable copyright, trademark and other laws. The contents of the Services belong or are licensed to T1 or its content suppliers. T1 grants you the right to view and use the Services subject to these terms. You may download or print a copy of information for the Services for your personal, internal and non-commercial use only. Any distribution, reprint or electronic reproduction of any content from the Services in whole or in part for any other purpose is expressly prohibited without our prior written consent. You agree not to use, nor permit any third party to use, the Site or the Services or content in a manner that violates any applicable law, regulation or this Agreement.
16. Access and Interference
You agree that you will not:
Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the Services or any portion of the Services, without T1's express written consent;
Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the services, other than the search engines and search agents available through the Services and other than generally available third-party web browsers;
Post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of the Services; or
Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of the Services.
17. Social media sites
18. Disclaimer of Representations and Warranties
THE SITES, SERVICES, INFORMATION, DATA, FEATURES, AND ALL CONTENT AND ALL SERVICES AND PRODUCTS ASSOCIATED WITH THE SERVICES OR PROVIDED THROUGH THE SERVICES (WHETHER OR NOT SPONSORED) ARE PROVIDED TO YOU ON AN "AS-IS" AND "AS AVAILABLE" BASIS. T1, ITS AFFILIATES, AND ITS THIRD PARTY PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY, "SUPPLIERS") MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF THE SITE OR OF THE SERVICES. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK.
NEITHER T1 NOR ITS SUPPLIERS MAKE ANY REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY OR COMPLETENESS OF THE CONTENT ON THE SITES OR OF THE SERVICES (WHETHER OR NOT SPONSORED), AND EXPRESSLY DISCLAIMS ANY WARRANTIES OF NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER T1 NOR ITS SUPPLIERS MAKE ANY REPRESENTATION, WARRANTY OR GUARANTEE THAT THE CONTENT THAT MAY BE AVAILABLE THROUGH THE SERVICES IS FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, SURREPTITIOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION.
19. Not a Financial Planner, Broker or Tax Advisor
NEITHER T1 NOR THE SERVICES PROVIDE LEGAL, TAX OR FINANCIAL ADVICE. T1 IS NOT A FINANCIAL PLANNER, BROKER OR TAX ADVISOR. The Service is intended only to assist your interactions and record keeping of Circle transactions over which T1 has no control.
20. Limitations on T1's Liability
T1 SHALL NOT BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO THE SITES, YOUR USE OF THE SERVICES, THE SITES OR THIS AGREEMENT, EVEN IF T1 HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, T1'S LIABILITY TO YOU FOR ANY CAUSE WHATEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF $500.00 (FIVE HUNDRED CANADIAN DOLLARS).
21. Your Indemnification of T1
You shall defend, indemnify and hold harmless T1 and its officers, directors, shareholders, and employees, from and against all claims, suits, proceedings, losses, liabilities, and expenses, in tort, contract, or otherwise, that arise out of or relate, attorneys fees, in whole or in part arising out of or attributable to any breach of this Agreement or any activity by you in relation to the Sites or your use of the Services.
22. Ending your relationship with T1
This Agreement will continue to apply until terminated by either you or T1 as set out below. If you want to terminate your legal agreement with T1 and close your account for the T1 Service, you may do so by contacting your sales representative
T1 may at any time, terminate its legal agreement with you and access to the Services:
If you have breached any provision of this Agreement (or have acted in a manner which clearly shows that you do not intend or are unable to comply with the provisions of this Agreement);
If T1 believes it is required to do so by law (for example, where the provision of the Service to you is unlawful);
For any reason and at any time with or without notice to you; or
Immediately upon notice, to the e-mail address you provided part of your Account opening.
You acknowledge and agree that T1 may immediately deactivate or delete your account and all related information and files in your account and/or prohibit any further access to all files and the Services. Further, you agree that T1 shall not be liable to you or any third party for any termination of your access to the Services.
T1 reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Sites or Services without notice. If you are a user of the T1 Services you will be notified. Your use of the Services, after you are notified of any change(s) will constitute your agreement to such change(s). You agree that T1 shall not be liable to you or to any third party for any modification, suspensions, or discontinuance of the Services.
T1 may modify this Agreement from time to time. Any and all changes to this Agreement may be provided to you by electronic means (i.e., via email or by posting the information on the Sites). In addition, the Agreement will always indicate the date it was last revised. You accept and agree to be bound by any changes to the Agreement when you use the Services after those changes are posted.
24. Governing Law and Forum for Disputes
Canadian law governs this Agreement without regard to its conflicts of laws provisions.
T1 may transfer, sub-contract or otherwise deal with T1's rights and/or obligations under these terms and conditions without notifying you or obtaining your consent. You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these terms and conditions.
If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
Date Last Updated:
Aug 29th, 2022