Agreement to Terms

By clicking “I Agree” or by accessing or using any or all of the Services, you agree to be bound by these Terms. If you don’t agree to be bound by these Terms, you may not access or use the Services.

By agreeing to these Terms, you and we agree to resolve disputes we may have with each other via binding arbitration or in small claims court (instead of a court of general jurisdiction), and you agree to do so as an individual (instead of as a member of a class in a class action). To the extent that the law allows, you also waive your right to a trial by jury. For more information, see the section in these Terms entitled “Dispute Resolution”.

It is also important that you review the “Limitation of Liability” and “Warranty Disclaimer” sections of these Terms.

Privacy Policy

Please refer to our Commerce Payments Protocol Privacy Policy for information on how we collect, use and disclose information from our users in connection with the Services. You acknowledge and agree that your use of the Services is subject to, and that we can collect, use and/or disclose your information (including any personal data you provide to us) in accordance with our Privacy Policy.

Changes to Terms or Services

We may modify the Terms at any time at our sole discretion. If we do so, we’ll let you know either by posting the modified Terms on the Site or through other reasonable methods of communication. The modified Terms will be effective at the time they are either posted on the Site or once we’ve otherwise communicated them to you, whichever is earliest, unless we indicate otherwise. It’s important that you review the Terms whenever we modify them because if you continue to use the Services after we have modified the Terms, you are agreeing to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms, then you may not use the Services. Because our Services are evolving over time, we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.

Who May Use the Services

Eligibility

You may only use the Services if you are 18 years or older and are not barred from using the Services under applicable law.

Registration and Your Information

If you want to use the Services you may be required to create an account (“Account”) via the Site. You agree that you won’t disclose your Account credentials to anyone and you’ll notify us immediately of any unauthorized use of your Account. You’re responsible for all activities that occur under your Account, or are otherwise referable to your Account credentials, whether or not you know about them. We reserve the right to suspend or terminate your Account if you provide inaccurate, untrue, or incomplete information, or if you fail to comply with the Account registration requirements or these terms.

Description of the Services

To use certain of the Services, you will need to connect a compatible digital wallet (“Merchant Wallet”) with the Services.  By using a Merchant Wallet in connection with the Services, you agree that you are using the Merchant Wallet under the terms and conditions of the applicable provider of such Merchant Wallet.  You acknowledge and agree that we are not party to any transactions conducted in connection with the Protocol or the Services.  We accept no responsibility or liability to you in connection with your use of a third-party Merchant Wallet, and we make no representations or warranties regarding how the Services will operate or be compatible with any third-party Merchant Wallet.  

We do not store any cryptocurrency on behalf of you or your customers. You are solely responsible for the security of any Merchant Wallet where you receive payment, such as a twelve word recovery phrase, passkey, login credentials, or other means of authentication. If you lose access to your Merchant Wallet, you will not be able to access your cryptocurrency. You acknowledge that unless you are using another Coinbase product or have separately created an account with Coinbase for this purpose, Coinbase does not store and is not responsible in any way for the security of your Merchant Wallet, and you agree to hold the Coinbase Group harmless against any claims, disputes, demands, liabilities, damages, losses, costs and expenses associated with the use of your Merchant Wallet in connection with the Services. If you choose to use a Merchant Wallet provided by Coinbase in connection with your use of the Services, the terms applicable to your use of Coinbase Wallet can be found here https://wallet.coinbase.com/terms-of-service.  You further agree that Coinbase shall not be liable in any way in the event you lose access to your Merchant Wallet and cannot access your cryptocurrency.

To make a payment to you via the Protocol, your end users will be required to sign and authorize onchain transactions instructing the delivery of digital assets to the Protocol and your Merchant Wallet.  Each of these is referred to as  an “Onchain Transaction”.  In order to initiate an Onchain Transaction, you or your end user may be required to pay fees to the applicable digital asset network on which the Onchain Transaction takes place, as well as any fees that we may charge for use of the Services.  You are responsible for informing your end users of these fees.  

Coinbase is not responsible for ensuring the accuracy of the instructions contained in any Onchain Transactions, and you agree that Coinbase shall not be liable in any way for losses that you or your end users may incur as a result of errors or omissions in any Onchain Transactions.  Onchain Transactions cannot be reversed once they have been broadcast to the relevant digital asset network (although they may be in a pending state, and designated accordingly, while the transaction is processed by network operators). Coinbase does not control the digital asset network(s) on which the Onchain Transactions made in connection with the Protocol occur, and makes no guarantees that an Onchain Transaction will be confirmed by the relevant digital asset network(s).  Coinbase is not liable for any losses you or your end users may incur as a result of (a) digital asset network-level failures caused by bugs, maintenance, upgrades, or general failure; (b) your or your end users’ acts or omissions; (c) acts or omissions of any third party service provider; (d) acts by a hacker or other malicious actor; or (e) any other events outside of Coinbase’s reasonable control.  If you are using the Protocol to receive payments, you acknowledge and agree that once an end user has initiated an Onchain Transaction to send digital assets to you, they are deemed to have made their payment and it is viewed as final.  

Once an Onchain Transaction is submitted to a digital asset network, the transaction will be unconfirmed and remain in a pending state for a period of time sufficient to allow confirmation of the transaction by the digital asset network. An Onchain Transaction is not complete while it is in a pending state. Pending Onchain Transactions will reflect a pending transaction status and are not complete while the transaction is pending.  Coinbase is not liable for any losses you may incur as a result of issues with the relevant digital asset network (e.g., network outages or excessive network congestion) that causes any Onchain Transaction to remain in a pending state for an extended duration.  

It is solely your responsibility, and not Coinbase’s, to explain to your end users how the Protocol functions, and to inform your end users of the risks associated with Onchain Transactions.  

Title to and control over your digital assets, or digital assets belonging to your end users, shall at all times remain with you (or your custodian) or end user, as the case may be, and shall not transfer to Coinbase.  As the owner of digital assets used in connection with the Services, you or your end users, as the case may be, shall bear all risk of loss of such digital assets. Coinbase shall have no liability for digital asset fluctuations.  We do not control your or your end users’ digital assets, nor do we have the ability to withdraw, transfer, buy, or sell your or your end users’ digital assets. You or your end users shall, at all times, retain control over electronic private keys associated with blockchain addresses and the ability to transfer your or your end users’ digital assets, including the blockchain addresses that hold your or your end users’ digital assets (such as your Merchant Wallet).  For the avoidance of doubt, use of the Services does not involve or create any type of custodial relationship between you or your end users and Coinbase Tech.

Third Party Providers

You or your end users may be able to access the Services through a third-party provider (“Third Party Provider”).  You agree, and your end users will be required to agree, that your access to the services provided by such Third Party Provider is governed solely by the terms and conditions applicable to such Third Party Provider’s services.  Coinbase is not responsible or liable for, and makes no representations as to any aspect of any services provided by any Third Party Provider, including as such services may interface or interact with the Services.  Coinbase is not liable for any damage or loss caused or alleged to be caused by or in connection with your use of a Third Party Provider to access the Services, and you hereby irrevocably waive any claim against Coinbase with respect to your use of a Third Party Provider’s services to access the Services.  Without limiting the foregoing, you acknowledge and agree that Coinbase will not be liable for any error in processing any Onchain Transaction due to any failure or defect in any service provided by a Third Party Provider.

Feedback

We welcome feedback, comments, ideas, and suggestions for improvements to the Services (“Feedback”). You can submit Feedback by contacting us at https://help.coinbase.com/en/commerce. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and to otherwise exploit the Feedback for any purpose.

Rights in the Protocol, Site and Services Granted by Coinbase Tech

The Protocol, the Site and Services are proprietary to Coinbase Tech and its licensors and must not be used other than strictly in accordance with these Terms. Coinbase Tech grants to you a limited, non-exclusive, non-transferable, non-sublicensable right to use the Services for the purposes of accessing and using the Services in accordance with these Terms.  The Services may include open source software, and such software is made available to you under the terms of the applicable licenses.  You agree that violation of these Terms will automatically terminate this license.  Unless otherwise agreed with Coinbase Tech in writing, you shall not, and shall not encourage or authorize others to (a) copy, rent, lease, sell, sublicense, or otherwise transfer your rights in the Services to a third party, or (b) alter, reproduce, adapt, distribute, display, publish, reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code that is derived from the Services.

Acceptable Use and Coinbase Tech’s Enforcement Rights

You agree not to use the Services (or allow your customers to use the Services) in any way or in connection with any transaction that would (or potentially would):

• Be considered a “Prohibited Use” or “Prohibited Business”, as further described and set forth in Exhibit A, attached hereto;

• Violate the terms for a “Conditional Use” or other provisions set forth in Section 3 of Exhibit A;

• Violate, misappropriate, or infringe the rights of Coinbase, our users, third parties, or others, including privacy, publicity, intellectual property, or other proprietary rights;

• Are illegal, defamatory, threatening, intimidating, or harassing;

• Involve impersonating someone;

• Breach any duty toward or rights of any person or entity, including rights of publicity, privacy, or trademark;

• Involve sending illegal or impermissible communications such as bulk messaging, auto-messaging, auto-dialing, and the like;

• Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by us or any of our service providers or any other third party (including another user) to protect the Services;

• Disguise your location through IP proxying or other methods;

• Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;

• Involve any unfair, deceptive or abusive act or practice;

• Violate any applicable law or regulation; or

• Knowingly encourage or enable any other individual to do any of the foregoing.

Representations and Warranties

You represent and warrant that:

• If you are an individual, you are of legal age to form a binding contract. 

• If you’re agreeing to these terms on behalf of an entity or other organization, you represent and warrant that you are authorized to agree to these terms on that entity’s or organization’s behalf and bind them to these terms (in which case, references to “you” and “your” in these terms, refer to that entity).

• You will comply with all laws and regulations that apply to you, your use of the Services, and your actions and omissions that relate to the Services. We can’t and won’t be responsible for your or your end users’ use of the Services in a way that breaks the law or violates applicable regulations.

• You agree that, in connection with the Services, you will comply with all applicable laws including but not limited to export restrictions, end-user restrictions, antiterrorism laws, anti-money laundering laws, and economic sanctions. You are not permitted to use the Services if doing so would, directly or indirectly, violate applicable laws, which include but are not limited to economic or financial sanctions or trade embargoes imposed, administered, or enforced by: the U.S. Department of the Treasury’s Office of Foreign Assets Control (including the Specially Designated Nationals (“SDN”) List and other non-SDN restricted or blocked parties lists); the U.S. Department of Commerce (including restrictions imposed by the Bureau of Industry and Security (“BIS”), such as the Export Administration Regulations (“EAR”)); the U.S. Department of State (including the International Traffic in Arms Regulations (“ITAR”)); the U.N.; the E.U.; the U.K.; or any other applicable national, regional, provincial, state, municipal or local laws and regulations (each as amended from time to time) (collectively "Sanctions Laws").

• You further represent that, except as authorized or otherwise not prohibited under the terms of applicable Sanctions Laws, including any such licenses, exceptions or exemptions that may exist or be obtained thereto, that: (i) neither you nor anyone controlling or acting on your behalf, including but not limited to any relevant subsidiaries, affiliates, officers, directors, employees, agents, contractors, consultants, or ultimate beneficial owners, are the subject of Sanctions Laws, owned or controlled by someone that is the subject of Sanctions Laws, or performing any activities on behalf of someone who is the subject of Sanctions Laws; and (ii) neither you nor anyone controlling or acting on behalf of you, including but not limited to any relevant subsidiaries, affiliates, officers, directors, employees, agents, contractors, consultants, or ultimate beneficial owners, are located or headquartered in a comprehensively sanctioned jurisdiction (which currently includes Iran, Cuba, North Korea, Syria, and the Crimea, People’s Republic of Donetsk, and People’s Republic of Luhansk regions of Ukraine).

• Additionally, you represent that, except as authorized or otherwise not prohibited under the terms of applicable Sanctions Laws, including any such licenses, exceptions or exemptions that may exist or be obtained thereto, you are not in connection with the Services: (i) doing business with another person located or headquartered in a comprehensively sanctioned jurisdiction (which currently includes Iran, Cuba, North Korea, Syria, and the Crimea, People’s Republic of Donetsk, and People’s Republic of Luhansk regions of Ukraine); or (ii) contracting or doing business with any persons that are the subject of Sanctions Laws.

• If you are an entity, you have adequate controls and systems in place to screen, and are fully responsible for screening, transactions of customers, sub-contractors, suppliers, vendors, and all other third parties who may assist, benefit from, or provide goods or services to, or receive goods or services from, you and to ensure compliance with applicable Sanctions Laws.

• You will not instruct or otherwise cause Coinbase to engage in any transactions that would cause Coinbase to violate applicable laws and regulations, including applicable Sanctions Laws and applicable anti-money laundering, counter-terrorist financing, or anti-corruption laws and regulations, and will indemnify Coinbase for any penalties incurred by Coinbase for doing so.

• Upon request, you will provide Coinbase with information and records required to satisfy Coinbase’s legal obligations.

• Nothing in this clause is to be construed as authorization by Coinbase for you to export, sell, lease, transfer, market, or resell any products or services in violation of these terms.

• You will promptly inform Coinbase in writing if any of the above representations and warranties cease to be true.

You further understand, agree, acknowledge, represent and warrant that your end users are your customers, not customers of Coinbase (who does not maintain accounts or relationships with them).

Compliance is Your Responsibility.  You may have additional obligations under local law other than those described in these terms, particularly if you are located outside the U.S.  Such obligations may be more restrictive than these terms.  Use of the Services does not ensure compliance with such laws, nor is Coinbase responsible for your compliance.

Termination

We may terminate or suspend your access to and use of the Services with immediate effect, at our sole discretion for any reason, at any time and without notice to you. You may cancel your Account at any time by following the account closure instructions on the Site. Upon any termination, discontinuation or cancellation of Services or your Account, (i) all rights and/or licences granted to you under these Terms shall immediately cease and terminate and you shall forthwith cease the use and/or access of the Site and the Services in any way whatsoever; and (ii) notwithstanding the foregoing, the following provisions of these Terms will survive:  Feedback, Representations and Warranties, Termination, Warranty Disclaimers, Indemnity, Limitation of Liability, Dispute Resolution, and General Terms.

Warranty Disclaimers

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICES AND THE PROTOCOL  IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. THE PROTOCOL, THE SITE AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COINBASE TECH SPECIFICALLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND/OR NON-INFRINGEMENT IN THE SITE, THE SERVICES AND THE PROTOCOL. COINBASE TECH DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO THE SERVICES OR THE PROTOCOL, OR ANY OF THE OPERATIONS THEREOF WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR ERROR-FREE.

COINBASE DOES NOT HAVE ACCESS TO YOUR MERCHANT WALLET AS PART OF THE SERVICES. YOU ARE RESPONSIBLE FOR THE SECURITY OF YOUR MERCHANT WALLET.

Indemnity

You will indemnify and hold harmless Coinbase Tech and its officers, directors, employees and agents from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your or your end users’ access to or use of the Services or the Protocol or (ii) your or your end users’ violation of these Terms.

Limitation of Liability

TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, NEITHER COINBASE TECH NOR ANY OTHER MEMBER OF THE COINBASE GROUP SHALL BE LIABLE FOR DAMAGES OF ANY TYPE, WHETHER DIRECT OR INDIRECT, ARISING OUT OF OR IN ANY WAY RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES OR THE PROTOCOL, INCLUDING BUT NOT LIMITED TO DAMAGES ALLEGEDLY ARISING FROM THE COMPROMISE OR LOSS OF YOUR LOGIN CREDENTIALS OR FUNDS, OR LOSS OF ACCESS TO YOUR MERCHANT WALLET, OR FOR MISTAKES, OMISSIONS, INTERRUPTIONS, DELAYS, DEFECTS AND/OR ERRORS IN THE TRANSMISSION OF TRANSACTIONS OR MESSAGES TO THE BLOCKCHAIN NETWORK, OR THE FAILURE OF ANY MESSAGE TO SEND TO OR BE RECEIVED BY THE INTENDED RECIPIENT IN THE INTENDED FORM, OR FOR DIMINUTION OF VALUE OF ETHER OR ANY OTHER DIGITAL TOKEN OR DIGITAL ASSET. NEITHER COINBASE TECH NOR ANY OTHER MEMBER OF THE COINBASE GROUP SHALL BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY LOST PROFITS OR ANY SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH AUTHORIZED OR UNAUTHORIZED USE OF THE SERVICES OR THE PROTOCOL, EVEN IF AN AUTHORIZED REPRESENTATIVE OF THE RELEVANT COINBASE ENTITY HAS BEEN ADVISED OF OR KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. NEITHER COINBASE TECH NOR ANY OTHER MEMBER OF THE COINBASE GROUP SHALL BE LIABLE UNDER ANY CIRCUMSTANCES FOR DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO SOFTWARE, PRODUCTS, SERVICES, AND/OR INFORMATION OFFERED OR PROVIDED BY THIRD-PARTIES AND ACCESSED THROUGH THE SITE, THE SERVICES OR THE PROTOCOL, OR USED BY YOU TO CONNECT TO THE SERVICES OR THE PROTOCOL.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE COINBASE GROUP’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED THE AMOUNT OF ONE HUNDRED U.S. DOLLARS (USD $100.00) OR ITS EQUIVALENT IN THE LOCAL CURRENCY OF THE APPLICABLE JURISDICTION.

Dispute Resolution

Complaint Process

If you have a dispute with us, you agree to first contact Coinbase Support via our Customer Support page (https://help.coinbase.com). If Coinbase Support is unable to resolve your dispute, you agree to follow the formal complaint process described herein (the “Formal Complaint Process”). You begin this process by submitting our complaint form. If you would prefer to send a written complaint via mail, please include as much information as possible in describing your complaint, including your support ticket number, how you would like us to resolve the complaint, and any other relevant information to us at 1350 Ave of the Americas, Fl 2 # 1143, New York, NY 10019. The Formal Complaint Process is completed when Coinbase responds to your complaint or 45 business days after the date we receive your complaint, whichever occurs first. You agree to complete the Formal Complaint Process before filing an arbitration demand.

Arbitration

Any controversy or claim arising out of or relating to the Services, the Site, any Communications you receive, or these Terms, shall be settled by arbitration (to be held in English) in accordance with the Comprehensive Arbitration Rules and Procedures of JAMS, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof, provided however, that each party will have a right to seek injunctive or other equitable relief in a court of law from any court of competent jurisdiction. The prevailing party will be entitled to receive from the non-prevailing party all costs, damages and expenses, including reasonable attorneys’ fees, incurred by the prevailing party in connection with that action or proceeding, whether or not the controversy is reduced to judgment or award. The prevailing party will be that party who may be fairly said by the arbitrator(s) to have prevailed on the major disputed issues. You hereby consent to arbitration in the State of California in the county of San Francisco or another mutually agreeable location. In any action or proceeding to enforce rights under these Terms, the prevailing party will be entitled to recover costs and attorneys’ fees.​ Neither party has the right to arbitrate on a class or representative basis any dispute, controversy, or claim arising out of relating to these Terms.

Governing Law, Forum and Venue

Notwithstanding your agreeing to comply with all applicable Sanctions Laws, these Terms and any action related thereto will be governed by the laws of the state of California in the United States, without regard to its conflict of laws provisions.

General Terms

These Terms constitute the entire and exclusive understanding and agreement between Coinbase Tech and you regarding the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Coinbase Tech (or any of its affiliates) and you regarding the Services. If any provision of these Terms is held invalid or unenforceable (either by an arbitrator appointed pursuant to the terms of the Arbitration Agreement in Exhibit B below or by a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. We may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Any notices or other communications provided by us under these Terms, including those regarding modifications to these Terms, will be given by posting to the Services, the Site and/or through other electronic communication. You agree and consent to receive electronically all communications, agreements, documents, notices and disclosures (collectively, "Communications") that we provide in connection with your Account and your use of the Services.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Coinbase Tech. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.

These Terms are written in English (U.S.). Any translated version is provided solely for your convenience. To the extent any translated version of our Terms conflicts with the English version, the English version controls.

Unless otherwise provided in these Terms, a person or entity who is not a party to these Terms shall have no right to enforce any term of these Terms, regardless of whether such person or entity has been identified by name, as a member of a class or as answering a particular description. For the avoidance of doubt, nothing in this provision shall affect the rights of any permitted assignee or transferee of these Terms.

Contact Information

If you have any questions about these Terms or the Services, please contact us at commerce@coinbase.com.

EXHIBIT A

PROHIBITED USE AND PROHIBITED BUSINESSES

This policy sets forth the limitations concerning your use of the Services.

1. PROHIBITED USE. You may not use the Services to engage in the following categories of activity (“Prohibited Uses”). The Prohibited Uses extend to any third party that gains access to the Services through your account or otherwise, regardless of whether such third party was authorized or unauthorized by you to use the Services. The specific types of uses listed below are representative, but not exhaustive, of Prohibited Uses. By using the Services, you confirm that you will not use the Services to do any of the following:

   1. Unlawful Activity: Activity which would violate, or assist in violation of, any law, statute, ordinance, or regulation, sanctions programs administered in the countries where Coinbase Tech conducts business, including, but not limited to, the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”), or which would involve proceeds of any unlawful activity; publish, distribute or disseminate any unlawful material or information.

   2. Abusive Activity: Actions which impose an unreasonable or disproportionately large load on our infrastructure, or detrimentally interfere with, intercept, or expropriate any system, data, or information; transmit or upload any material to the Site or Services that contains viruses, Trojan horses, worms, or any other harmful or deleterious programs; attempt to gain unauthorized access to the Site or Services, other accounts, computer systems or networks connected to the Site or Services, through password mining or any other means; use account information of another party to access or use the Site or Services; or transfer your account access or rights to your account to a third party, unless by operation of law or with the express permission of Coinbase Tech.

   3. Abuse Other Users: Interfere with another of our user’s access to or use of any Services; defame, abuse, extort, harass, stalk, threaten or otherwise violate or infringe the legal rights (such as, but not limited to, rights of privacy, publicity and intellectual property) of others; harvest or otherwise collect information from the Site or Services about others, including, without limitation, email addresses, without proper consent.

   4. Fraud: Activity which operates to defraud Coinbase Tech, Coinbase users, or any other person; provide any false, inaccurate, or misleading information to Coinbase Tech.

   5. Gambling: Lotteries; bidding fee auctions; sports forecasting or odds making; fantasy sports leagues with cash prizes; Internet gaming; contests; sweepstakes; games of chance.

   6. Intellectual Property Infringement: Engage in transactions involving items that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under the law, including but not limited to sales, distribution, or access to counterfeit music, movies, software, or other licensed materials without the appropriate authorization from the rights holder; use of Coinbase’s intellectual property, name, or logo, including use of Coinbase’s trade or service marks, without express consent from the relevant member of the Coinbase Group, or in a manner that otherwise harms Coinbase or Coinbase’s brand; any action that implies an untrue endorsement by or affiliation with Coinbase.

   7. Written Policies: You may not use the Services in a manner that violates, or is otherwise inconsistent with, any operating instructions promulgated by Coinbase Tech.

2. PROHIBITED BUSINESSES. The following categories of businesses, business practices, and sale items are barred from the Services (“Prohibited Businesses”). The specific types of use listed below are representative, but not exhaustive, of Prohibited Businesses. If you are uncertain as to whether or not your use of the Services involves a Prohibited Business, or have questions about how these requirements apply to you or your customers, please contact us at Commerce@coinbase.com. By using the Services, you agree that you or your customers will not use the Services in connection with any of following businesses, activities, practices, or items:

   1. Restricted Financial Services: Check cashing, bail bonds, collections agencies.

   2. Intellectual Property or Proprietary Rights Infringement: Sales, distribution, or access to counterfeit music, movies, software, or other licensed materials without the appropriate authorization from the rights holder.

   3. Counterfeit or Unauthorized Goods: Unauthorized sale or resale of brand name or designer products or services; sale of goods or services that are illegally imported or exported or which are stolen.

   4. Regulated Products and Services: Marijuana dispensaries and related businesses; sale of tobacco, e-cigarettes, and e-liquid; online prescription or pharmaceutical services; age-restricted goods or services; weapons and munitions; gunpowder and other explosives; fireworks and related goods; toxic, flammable, and radioactive materials; products and services with varying legal status on a state-by-state basis.

   5. Drugs and Drug Paraphernalia: Sale of narcotics, controlled substances, and any equipment designed for making or using drugs, such as bongs, vaporizers, and hookahs.

   6. Pseudo-Pharmaceuticals: Pharmaceuticals and other products that make health claims that have not been approved or verified by the applicable local and/or national regulatory body.

   7. Substances designed to mimic illegal drugs: Sale of a legal substance that provides the same effect as an illegal drug (e.g., salvia, kratom).

   8. Adult Content and Services: Illegal pornography (including literature, imagery and other media); sites offering any sexually-related services such as prostitution, escorts, pay-per view, or illegal adult live chat features.

   9. Multi-level Marketing: Pyramid schemes, network marketing, and referral marketing programs.

   10. Unfair, Predatory or Deceptive Practices: Investment opportunities or other services that promise high rewards; sale or resale of a service without added benefit to the buyer; resale of government offerings without authorization or added value; sites that we determine in our sole discretion to be unfair, deceptive, or predatory towards consumers.

   11. Money Services: Gift cards; prepaid cards; sale of in-game currency unless the merchant is the operator of the virtual world; act as a payment intermediary or aggregator or otherwise resell any of the Services.

   12. High-risk Businesses: any businesses that we believe pose elevated financial risk or legal liability.

3. CONDITIONAL USES. Express written consent and approval from Coinbase Tech on behalf of the Coinbase Group must be obtained prior to using Services for the following categories of business and/or use (“Conditional Uses”). Coinbase Tech may also require you to agree to additional conditions, make supplemental representations and warranties, complete enhanced on-boarding procedures, and operate subject to restrictions if you use the Services in connection with any of following businesses, activities, or practices:

   1. Charities: Acceptance of donations for nonprofit enterprise.

   2. Games of Skill: Games which are not defined as gambling under these Terms or by law, but which require an entry fee and award a prize.

   3. Religious/Spiritual Organizations: Operation of a for-profit religious or spiritual organization.