This Platform Agreement ("Agreement") governs the use of the CryptoPayr platform-account capability by merchants who operate a marketplace or similar multi-party service ("Platforms"). It is entered into between CryptoPAYR Limited ("we", "us", "CryptoPayr") and the merchant that applies for and is granted a platform account ("you", the "Platform"). This Agreement supplements, and is incorporated into, our Terms of Service; the Terms and all policies referenced there continue to apply. Where this Agreement conflicts with the Terms in respect of platform functionality, this Agreement controls.
1. Definitions
- "Platform" — a CryptoPayr merchant account that has been granted platform status and which creates payments on behalf of its own clients.
- "Client" (or "Sub-merchant") — a separate CryptoPayr merchant on whose account a Platform creates a payment, identified by the Client's account ID (
usr_…). - "Order" — a single payment created by the Platform on a Client's account.
- "Commission" — the platform commission you set per Order (a percentage of the Order value plus an optional fixed amount), deducted from the Client's net proceeds and credited to your balance on completion.
- "Processing Fee" — the CryptoPayr fee charged on the Order under our standard pricing.
2. Eligibility & scope
Platform status is intended only for genuine marketplaces and multi-party services that facilitate payments between their Clients and those Clients' customers. It is not required for, and should not be used by, ordinary merchants accepting payments for their own sales. We may grant, decline, condition, suspend or revoke platform status at our discretion, including where we believe the capability is being misused.
Although platform applications may be approved automatically, approval does not waive any requirement of this Agreement or our compliance programme, and we may review, re-verify or revoke platform status at any time.
3. Authority to act for Clients
By creating a payment on behalf of a Client, you represent and warrant that you have the Client's informed authority to do so; to create the Order on their account; to set and deduct the Commission from their proceeds; and to receive payment-related information for that Order. You are solely responsible for obtaining, documenting and maintaining that authority. We are not a party to, and accept no responsibility for, the agreement between you and your Clients.
You must not create payments on behalf of any person or business who has not authorised you, whose usr_ account ID you obtained without authority, or who is not a genuine Client of your marketplace.
4. Client relationship & transparency
You are responsible for the onboarding, support and conduct of your Clients. You must clearly and accurately disclose to each Client, before charging them: that payments are processed by CryptoPayr; the Commission (percentage and any fixed amount) you will deduct; and how and when their proceeds are settled. You must not misrepresent CryptoPayr, our fees, or the nature of the service, and you must not present yourself as CryptoPayr or as acting with greater authority than you hold.
You will maintain your own terms of service and privacy policy governing your relationship with your Clients, and keep them current. We may request copies.
5. Commission & settlement
You set the Commission per Order within the limits we publish or configure (currently up to 50% of Order value plus an optional fixed amount). On completion of an Order, the CryptoPayr Processing Fee and then your Commission are deducted from the Order proceeds, the remaining net is credited to the Client's balance, and the Commission is credited to your balance. The Commission is always capped at the Client's available net for that Order, so it can never reduce a Client's credit below zero. Commissions are denominated and accounted for in USD-equivalent for internal settlement, consistent with the rest of the Services.
You are responsible for ensuring your Commission is fair, lawful, accurately disclosed and agreed with the Client. We do not adjudicate Commission disputes between you and your Clients; such disputes are solely between you and the Client.
6. Fees & taxes
Our Processing Fee applies to Orders in addition to your Commission. You are responsible for determining, collecting and remitting any taxes arising from your Commission or your relationship with your Clients, and for issuing any invoices your Clients require. Nothing we provide constitutes tax advice.
7. Compliance
You must comply, and procure that your Clients comply, with our Acceptable Use Policy, AML / CTF Policy, Travel Rule Policy, Geographic Restrictions and all applicable laws. You must not create Orders for prohibited businesses or activities, for Clients in restricted jurisdictions, or for sanctioned persons. We operate a risk-based programme and may require you to perform due diligence on your Clients, to provide information about them and their activity, and to assist our own enquiries. You must not use the platform capability to aggregate, disguise, or pass through activity that would not be permitted if conducted directly.
8. Data protection
Where you determine the purposes and means of processing your Clients' and their customers' personal data, you act as an independent controller and are responsible for having a lawful basis and appropriate notices for that processing. You will process all personal data obtained through the Services in accordance with applicable data-protection law and our Privacy Policy, and only for the purpose of operating your marketplace and the relevant Orders.
9. Representations & warranties
You represent and warrant on an ongoing basis that: (a) you operate a legitimate marketplace; (b) you have authority from each Client for every Order you create; (c) your disclosures to Clients are accurate and not misleading; (d) you and your Clients comply with this Agreement and applicable law; and (e) you will not use the capability to facilitate fraud, money laundering, sanctions evasion or any prohibited activity.
10. Indemnity & liability
You will indemnify and hold harmless CryptoPAYR Limited and its affiliates from and against any claims, losses, fines, penalties and reasonable costs (including legal fees) arising out of or relating to: your Orders; your relationship with, or disclosures to, your Clients; your Commission; your breach of this Agreement or applicable law; or the acts or omissions of your Clients. Our aggregate liability in connection with the platform capability is subject to the limitations set out in our Terms of Service. We are not liable for disputes between you and your Clients or their customers.
11. Suspension & termination
We may suspend or revoke your platform status, reverse or withhold Commissions, freeze funds pending investigation, or terminate this Agreement, where required by law or to manage risk or fraud, or where you or your Clients breach this Agreement or our policies. On termination of platform status you may no longer create Orders on behalf of Clients; Orders already completed are unaffected, and amounts properly owed are settled in the ordinary course subject to our risk and compliance review.
12. Changes
We may update this Agreement from time to time. Material changes will be notified through the dashboard or by email, and your continued use of the platform capability after the changes take effect constitutes acceptance.
13. Governing law
This Agreement is governed by the laws of the Cayman Islands, and the courts of the Cayman Islands have exclusive jurisdiction, consistent with our Terms of Service.
Contact
Questions about this policy? Contact us at [email protected] or by post at CryptoPAYR Limited, Cayman Corporate Centre, Office 2852, George Town, Grand Cayman, Cayman Islands.