Terms of Use
The terms that govern your access to and use of Novapayx. Select your region below.
Effective 1 July 2026 · Version 1.0
Provider. In the United States, the service is provided by, and your agreement is with, Nova Fintech LLC (Money Services Business registered with FinCEN; Montana, USA). Crypto-asset custody is provided through a U.S. national trust bank chartered and supervised by the Office of the Comptroller of the Currency (OCC) as a qualified custodian, with coverage across all 50 U.S. states; crypto-asset trading, settlement, and fiat on/off ramps (ACH and wire) are provided through that partner's regulated services. Axora provides the underlying technology only and is not a party to your agreement or a regulated provider.
IMPORTANT: These United States Terms apply to eligible users in the United States. Users elsewhere should refer to the International Terms or the EEA Terms.
These TERMS OF USE (the “Terms”) govern the access and use of the Novapayx platform, mobile application, website, and all crypto-asset services and features (“Novapayx”, “Platform”, “we”, “us”, “our”) by the Users (“Users”, “Customers”, “you”, your”).
Novapayx is a consumer-facing digital platform through which regulated financial services — digital-asset wallets, custody, crypto-asset conversion, and money transmission — are made available to verified U.S. users by Nova Fintech LLC together with its regulated partners (crypto-asset custody and banking are provided by an OCC-chartered U.S. partner), subject to eligibility and applicable law.
Novapayx is operated by Nova Fintech LLC, a Money Services Business (MSB) registered with the Financial Crimes Enforcement Network (FinCEN) in the United States, authorized to provide money transmission and virtual currency services. The Platform is powered by Axora, acting solely as a non-regulated technology infrastructure provider. Axora does not provide regulated financial services, hold customer funds, or act as your contracting counterparty.
By accessing, registering for an account, or using any of Novapayx's services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy applicable to your jurisdiction.
If you do not agree to these Terms, you must immediately cease using Novapayx services.
DEFINITIONS
For the purposes of these Terms, the following terms shall have the meanings set forth below:
"Novapayx", "we", "us", "our" refers solely to Nova Fintech LLC, a limited liability company incorporated in the State of Montana, United States, registered as a Money Services Business (MSB) with the Financial Crimes Enforcement Network (FinCEN), which is your contracting party for the Novapayx service under these United States Terms. Certain regulated services, including crypto-asset custody and banking, are provided by regulated partners as described above.
"Platform" or "Services" refers to the Novapayx digital platform, including the website, mobile applications, web interfaces, and APIs, through which Nova Fintech LLC and its regulated partners make available services to Users, including digital-asset wallet access, custody, crypto-asset conversion, money transmission, fiat currency conversion, and ancillary services.
"User," "Customer," "you," or "your" refers to any natural person who is a resident of a jurisdiction where Novapayx services are available under these Terms, who is not a resident of a Restricted Jurisdiction, and who registers for and uses Novapayx services.
"Account" refers to your personal account on the Novapayx platform, which includes your wallet, virtual account, transaction history, and personal profile information.
"Wallet" refers to the digital wallet functionality within your Account that enables you to hold, manage, and transfer crypto-assets, and to hold limited fiat balances solely for the purpose of facilitating crypto-asset transactions.
"Virtual Account" refers to any virtual sub-account functionality (where available) that may be made accessible to you through the Platform solely as a technical means to facilitate permitted fiat-to-crypto or crypto-to-fiat conversion in connection with crypto-asset transactions. Where IBAN or bank account details are provided, such accounts are opened and maintained by duly licensed third-party Electronic Money Institutions (EMIs) or credit institutions, and not by Novapayx. Novapayx does not operate, hold, or control such accounts. Your relationship with any such EMI or credit institution is governed by separate terms and conditions provided by that institution. A Virtual Account does not constitute a payment account, bank account, or e-money account in the name of the User with Novapayx, and Novapayx does not provide payment services or e-money services.
"Transaction" refers to any crypto-asset-related action initiated through your Account, including crypto-asset deposits, withdrawals, exchanges, conversions, and crypto-asset settlement instructions, together with ancillary fiat conversion steps where required to complete such crypto-asset transactions.
"Cryptocurrency" refers to crypto-assets, including but not limited to blockchain-based tokens and digital assets that are supported by the Platform in accordance with applicable US laws and regulatory requirements.
"Fiat Currency" refers to government-issued currency such as USD or other legally issued currencies, held or processed solely as pre-funded amounts for the purpose of acquiring or disposing of crypto-assets, and not as stored value or deposit funds.
"Content" refers to any data, information, documents, communications, transaction records, or other materials provided by or generated through the Services.
"Confidential Information" refers to all non-public information shared by Novapayx with you in connection with these Terms, including technical documentation, security procedures, and business information.
"Restricted Jurisdiction" means any jurisdiction where Novapayx services are not available and any jurisdiction subject to comprehensive economic sanctions or identified as high-risk by Novapayx.
ELIGIBILITY
To use Novapayx services, you must meet the following eligibility requirements:
Age and Legal Capacity - You must be at least eighteen (18) years of age and possess the legal capacity to enter into a binding contract. If you are under eighteen years of age, you may not use Novapayx services.
Jurisdiction and Residency -You must meet the following jurisdictional requirements:
United States: Services are available to eligible United States users, subject to identity verification, eligibility, and applicable U.S. federal and state requirements. Availability and specific features may vary by state.
European Economic Area: EEA users are served under the separate EEA Terms, under which crypto-asset services are provided by a MiCA-authorised CASP partner.
Restricted Jurisdictions: You must not be a resident of, located in, or conducting business from any jurisdiction identified on Novapayx's restricted markets list, which includes jurisdictions subject to comprehensive sanctions, jurisdictions identified as high-risk for money laundering or terrorism financing, and jurisdictions where Novapayx services are not legally permitted.
Compliance with Sanctions and Regulations - You represent that you are not subject to economic sanctions imposed by the United States (OFAC), the European Union (EU), the United Nations (UN), or any other relevant authority. You are not listed on terror financing lists, or politically exposed person (PEP) databases. You have not been convicted of money laundering, terrorism financing, fraud, or other financial crimes.
Truthfulness of Information - You represent that all information you provide during registration and account setup is accurate, complete, and truthful. You agree to keep your profile information updated.
No Prohibited Use - You agree not to use Novapayx for any illegal, fraudulent, or prohibited purpose.
REGISTRATION, VERIFICATION, AND ACCOUNT SETUP
To create a Novapayx account, you must provide personal details required for account creation, including your name, email address, and date of birth, and create secure login credentials.
You must complete identity verification in accordance with applicable legal and regulatory requirements, which may include submitting a government-issued identification document, proof of address, and identity verification checks. The verification process may take up to five (5) business days. Additional information or documentation may be requested where necessary.
If verification is incomplete, unsuccessful, or cannot be completed to Novapayx’s satisfaction, your access to the Platform or certain Services may be restricted or denied. We will notify you of such restriction where permitted by applicable law.
Once verification is successfully completed, your Account will be activated, and you will receive a confirmation notification.
You are responsible for safeguarding your login credentials and for notifying Novapayx immediately of any unauthorized access, suspected compromise, or security incident relating to your Account.
Multi-Factor Authentication (MFA) is required for certain account actions and transactions and may involve a second verification method such as an authentication application, SMS, or email.
SCOPE AND AVAILABILITY OF SERVICES
Services Provided
Subject to your eligibility and the laws applicable to you, Novapayx provides access to certain digital financial services, which may include:
Digital asset wallets for holding, managing, and transferring supported crypto-assets
Fiat balances made available solely for the purpose of facilitating the purchase, sale, or exchange of digital assets
Fiat-to-digital asset and digital asset-to-fiat exchange services
Digital asset-to-digital asset exchange and conversion
Digital asset settlement and withdrawal functionality, where supported
Ancillary services directly related to the provision of the above digital asset services
All services are provided in accordance with applicable US federal laws and regulations governing money services businesses, including the Bank Secrecy Act and FinCEN regulations.
In the United States, custody of your crypto-assets is provided by a U.S. national trust bank chartered and supervised by the OCC (a qualified custodian), and crypto-asset trading, settlement, and execution by that partner's regulated services, in each case under that partner's terms. That partner is responsible for safeguarding your crypto-assets; Novapayx does not take custody of your crypto-assets or execute crypto-asset transactions as principal.
Fiat balances held for the purpose of facilitating crypto-asset transactions are safeguarded in accordance with applicable regulatory requirements and are not used as working capital of the Platform.
Availability and Service Limitations
Not all services are available in all locations or to all users. Service availability may depend on factors such as:
your country of residence and/or incorporation
applicable legal and regulatory requirements
risk, security, and compliance considerations
the availability of third-party partners and service providers
successful completion (and ongoing maintenance) of required identity, verification, and compliance checks
Novapayx may, at any time and without prior notice, restrict, suspend, modify, or discontinue any service or feature, in whole or in part, where required by law, regulatory guidance, risk management considerations, or operational necessity.
Geographic Restrictions
These Terms apply to Users who are residents of jurisdictions where Novapayx services are legally permitted, currently excluding: The United States, and Restricted jurisdictions as identified on Novapayx's restricted markets list.
Access to the Platform or specific Services may be restricted, suspended, or refused where required to comply with applicable laws, regulations, or internal risk policies.
Beta and Experimental Features
From time to time, Novapayx may make certain services or features available on a beta, trial, or limited-availability basis. Such features may be incomplete, subject to change, or discontinued at any time. Use of beta or experimental features is at your own risk.
No Guarantee of Service Availability
While we strive to maintain continuous availability, Novapayx does not guarantee uninterrupted service availability. Services may be subject to scheduled maintenance, emergency maintenance, system upgrades, or interruptions due to technical issues, security incidents, or third-party service provider outages.
We will make reasonable efforts to provide advance notice of planned maintenance.
CUSTODY AND SAFEGUARDING OF YOUR ASSETS
Segregation of Client Assets.
Digital assets and fiat balances held on behalf of Users for their own account (“User Custody Assets”) remain the property of the User at all times.
All crypto-assets are held by the OCC-chartered U.S. national trust bank, as qualified custodian, in segregated custody, separate from operating funds. Novapayx does not hold your crypto-assets or maintain any proprietary or liquidity positions in respect of them.
Digital assets are held using institutional-grade custody infrastructure operated by regulated third-party custody providers. Novapayx retains operational control over custody arrangements solely for the purpose of safeguarding User Custody Assets and facilitating authorized transactions.
Fiat balances, where applicable, are held with licensed banking or payment institution partners and are safeguarded in accordance with applicable regulatory requirements. Novapayx is not a bank and does not offer deposit-taking services.
Company Liquidity and Inventory Assets
Execution and liquidity for crypto-asset transactions are provided by the partner's regulated trading and settlement services. Novapayx does not operate a proprietary trading or liquidity book and does not use your crypto-assets for its own account.
No Commingling.
Your assets are not pooled, netted, or commingled with funds belonging to other clients, business partners, or the Platform itself for any operational, trading, or liquidity purpose.
This restriction applies solely to User Custody Assets and does not limit Novapayx’s ability to pool or manage Company Liquidity Assets for execution and settlement purposes.
No Unauthorized Use.
Novapayx does not use, lend, stake, rehypothecate, or otherwise deploy your crypto-assets or fiat balances without your prior explicit instruction and consent. Your assets remain your property and are held for your benefit alone.
Custody Arrangements.
Crypto-assets are held through institutional-grade custody infrastructure provided by licensed and regulated custody providers. Novapayx maintains appropriate safeguarding measures in accordance with applicable US regulatory requirements.
Fiat Safeguarding.
Fiat balances held on the Platform for the purpose of facilitating crypto-asset transactions are safeguarded in accordance with applicable law and are not treated as deposits or used as working capital.
ACCOUNT SUSPENSION, RESTRICTIONS, AND TERMINATION
Your Account may be suspended, restricted, or closed in whole or in part for the following reasons:
Suspension for Compliance – Novapayx may suspend or restrict your Account, with or without prior notice where permitted by applicable law, if concerns arise relating to legal, regulatory, risk, or compliance requirements, including but not limited to sanctions screening results, unusual or high-risk activity, verification issues, or requests or obligations imposed by competent authorities.
Voluntary Closure - You may close your account anytime by emailing [support@novapayx.com] after withdrawing funds, confirming no pending transactions, and submitting written confirmation. Account closure may be subject to applicable legal or regulatory retention obligations, and processing may take up to five (5) business days.
Termination for Breach - Novapayx may terminate your Account immediately if you materially breach these Terms, engage in unlawful or prohibited activity, provide false, misleading, or incomplete information, misuse the Platform, or engage in abusive or harmful conduct toward Novapayx, its staff, or other Users.
Effect of Suspension or Termination - Upon suspension or termination, your access to the Platform and certain Services may be limited or disabled. Pending transactions may be cancelled where permissible, and funds may be temporarily restricted or retained where required to satisfy legal, regulatory, or risk management obligations, before being returned in accordance with applicable law.
Right to Appeal
You may request a review by contacting [support@novapayx.com].
Appeals are resolved within ten (10) business days, subject to regulatory limitations.
We will make reasonable efforts to provide advance notice of planned maintenance.
USER RESPONSIBILITIES AND PROHIBITED CONDUCT
Your Responsibilities - You are solely responsible for:
Maintaining the security of your Account credentials and not sharing them with any third party
Monitoring your Account activity and notifying Novapayx without undue delay of any unauthorized access, transactions, or suspicious activity
Complying with all applicable laws and regulations in your jurisdiction in connection with your use of the Services
Providing accurate, complete, and up-to-date personal information and promptly updating such information where required
Maintaining sufficient available balances, where applicable, before initiating transactions
Understanding and accepting the risks associated with crypto-assets and digital asset services
Reporting any technical issues, errors, or suspected vulnerabilities affecting the Platform to Novapayx through the designated support channels
Prohibited Conduct - You agree not to use Novapayx for any of the following:
Money laundering, terrorism financing, sanctions evasion, or other financial crimes
Fraud, misrepresentation, or deception
Harassment, abuse, threats, or discrimination directed at Novapayx staff or other users
Attempting to reverse or dispute legitimate transactions
Attempting to hack, breach, or gain unauthorized access to Novapayx systems or other users' accounts
Scraping, crawling, or extracting data from the Novapayx Platform without authorization
Sending spam, malware, viruses, or other harmful code through the Platform
Circumventing security measures or compliance controls
Using the Platform to market illegal goods or services
Wash trading, market manipulation, or other manipulative trading practices
Violating intellectual property rights or other third-party rights
Any other use that violates applicable law or regulation
Consequences of Prohibited Conduct - If Novapayx determines, acting reasonably, that you have engaged in prohibited conduct, it may take appropriate measures, including suspending or terminating your Account, restricting access to the Services, temporarily restricting funds where required by law, reporting relevant activity to competent authorities where legally required, and pursuing any remedies available under these Terms or applicable law.
FEES AND CHARGES
Fees
Novapayx charges fees in connection with the use of its Services, including crypto-asset exchanges, ancillary fiat conversion activities, withdrawals, card-related services (where available), and certain optional account features. The applicable fee schedule is made available on the Platform and within your Account and may vary depending on the Service used.
Fee Structure
Fiat-related conversions or deposits – fees determined by applicable service providers and disclosed to you prior to completion of the transaction
Crypto-asset trades - up to [1%] of the transaction value, as disclosed at the time of execution
Crypto-asset withdrawals – applicable network or blockchain fees, as displayed prior to submission
Fiat-related withdrawals – a fixed fee and/or applicable processing costs, disclosed in advance
Virtual IBAN-related transfers (where available) – no additional Platform fee, subject to eligibility and availability
Fee Changes
Novapayx may update its fees from time to time. Material changes to fees will be communicated in advance, and your continued use of the Services after such changes take effect constitutes acceptance of the updated fees.
Taxes
You are solely responsible for determining, reporting, and paying any taxes, duties, or other governmental charges that may apply to your transactions or use of the Services. Novapayx does not provide tax advice, but may disclose information or report transactions where required by applicable law.
Chargebacks
Improper or abusive chargebacks or disputes of validly executed transactions are not permitted. Any attempt to initiate fraudulent or unjustified chargebacks may result in account restrictions, suspension, termination, or other appropriate action, in accordance with these Terms and applicable law.
INVESTMENT RISKS AND CRYPTOCURRENCY VOLATILITY
Risk Acknowledgment
You acknowledge that crypto-assets and digital assets are highly volatile and subject to significant price fluctuations.
The value of crypto-assets may increase or decrease rapidly and unpredictably over short periods of time.
You understand and accept that engaging in transactions involving crypto-assets carries substantial financial risk, including the risk of losing some or all of the value of the assets involved.
No Investment Advice
Novapayx does not provide investment advice, financial advice, or recommendations regarding any crypto-asset or digital asset.
Any information made available on the Platform is provided for general informational purposes only and should not be construed as investment advice, financial guidance, or a recommendation to engage in any transaction.
You are solely responsible for evaluating the suitability of any transaction and for making your own independent decisions, including conducting any due diligence you consider appropriate.
Market Conditions
Novapayx does not control crypto-asset markets or pricing. Market prices are determined by market supply, demand, and external factors beyond Novapayx’s control.
During periods of heightened market activity or volatility, certain Services may experience delays, reduced availability, or temporary interruptions.
Technical Risks
Crypto-assets and distributed ledger technologies involve inherent technical risks, including potential network congestion, transaction delays, or system limitations.
You acknowledge that transactions recorded on a blockchain may be irreversible, and that once a transaction is confirmed, it may not be possible to cancel or reverse it.
LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NOVAPAYX SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE GOODS OR SERVICES, EVEN IF NOVAPAYX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOVAPAYX'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS AND YOUR USE OF NOVAPAYX SERVICES SHALL NOT EXCEED THE AMOUNT OF FEES PAID BY YOU TO NOVAPAYX IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR IF NO FEES HAVE BEEN PAID, ONE HUNDRED DOLLARS (USD $100).
Exceptions - These limitations of liability shall not apply to:
Either party's liability for fraud, willful misconduct, or gross negligence;
Death or personal injury caused by negligence; or
Liability that cannot be limited under applicable law.
NOVAPAYX DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE. THE PLATFORM IS PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. NOVAPAYX DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
INDEMNIFICATION
You agree to indemnify, defend, and hold harmless Novapayx and its officers, directors, employees, and agents from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or resulting from:
Your use of Novapayx services in violation of these Terms or applicable law
Your violation of any applicable financial services regulations, anti-money laundering laws, or sanctions regulations
Your engagement in money laundering, terrorism financing, fraud, or other illegal activity
Your breach of representations and warranties contained in these Terms
Claims by third parties alleging that your use of Novapayx harms them
Your violation of any third-party rights, including intellectual property rights
Any disputes arising from transactions you initiated through your Account
Novapayx shall provide you with prompt notice of any claim and shall reasonably cooperate with you in your defense, provided that you do not settle any claim in a manner that admits liability on behalf of Novapayx without its prior written consent.
DATA PROTECTION AND PRIVACY
Novapayx processes personal data in line with its Privacy Policy. By using the platform, you consent to data collection, processing, and sharing as outlined there, including:
KYC identity verification and biometric checks
Processing of transaction and wallet data
Sharing with service providers and affiliates
International data transfers for service delivery
Use for compliance, monitoring, and fraud prevention
Retention of data for 7–10 years to meet regulatory requirements
Biometric data collected during KYC is processed only for identity verification, and Novapayx does not store raw biometric information.
You may access, correct, or delete your data as permitted by law by contacting [dpo@novapayx.com].
INTELLECTUAL PROPERTY RIGHTS
Novapayx retains all intellectual property rights in the Platform, including the website, mobile application, user interface, design, content, functionality, code, and any derivative works. You acquire no ownership interest in the Platform through your use or access.
Novapayx grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for your personal, non-commercial use in accordance with these Terms.
Your license is conditioned on your compliance with these Terms. If you violate these Terms, your license is immediately revoked and you must cease all use of the Platform.
You may NOT:
Copy, modify, adapt, translate, or create derivative works based on the Platform
Reverse-engineer, decompile, disassemble, or attempt to derive the source code
Remove, alter, or obscure any proprietary notices, labels, or marks on the Platform
Use the Platform for commercial purposes without prior written consent
Sublicense, lease, transfer, or otherwise convey the Platform to third parties
Frame or mirror the Platform on another website or application
Any feedback, suggestions, comments, or other content you provide to Novapayx may be used by Novapayx for any purpose without compensation or attribution to you.
THIRD-PARTY SERVICES AND LINKS
Third-Party Integrations
Novapayx integrates with third-party services, including regulated banking and payment partners, digital-asset custody providers, and identity-verification and compliance providers. These third parties' services are governed by their own terms of service and privacy policies. Novapayx is not responsible for the actions, omissions, or performance of third-party service providers.
Third-Party Links
The Novapayx Platform may contain links to third-party websites and services that are not operated by Novapayx. We are not responsible for the content, accuracy, or privacy practices of third-party websites. Your access to and use of third-party websites is governed by their terms and conditions, which you should review before accessing those sites.
Disclaimer
We do not endorse, warrant, or assume responsibility for any third-party website, content, product, or service. Your use of third-party websites and services is at your own risk and subject to their terms of service.
REPRESENTATIONS AND WARRANTIES
Users’ Representations and Warranties - You represent and warrant that:
You have the legal authority to enter into these Terms
You are of legal age and possess the legal capacity to use Novapayx services
All information you provide is accurate, complete, and truthful
You will comply with all applicable laws and regulations in your use of Novapayx
You will not use Novapayx for any illegal or prohibited purpose
You have not been convicted of money laundering, terrorism financing, fraud, or other financial crimes
You are not subject to economic sanctions or listed on any sanctions list
You are not a resident of any restricted jurisdiction
You will not engage in wash trading, market manipulation, or other manipulative practices
You own or have the right to transfer any funds or assets you deposit into your Account
Novapayx's Representations and Warranties - We represent and warrant that:
We have the authority to enter into these Terms and provide the Services
The Services will be performed in a professional and competent manner in accordance with industry standards
We will comply with all applicable laws and regulations, including anti-money laundering, data protection, and financial services laws
Disclaimer of Other Warranties - EXCEPT AS EXPRESSLY PROVIDED HEREIN, NOVAPAYX MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED. THE SERVICES ARE PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS WITHOUT WARRANTY OF ANY KIND.
COMPLIANCE AND REGULATORY OBLIGATIONS
Novapayx complies with all applicable Anti-Money Laundering (AML) and Counter-Terrorism Financing (CTF) laws. Your use of the platform is subject to KYC verification, sanctions screening, and transaction monitoring.
Transaction Monitoring - All transactions are analyzed using automated and third-party tools (including blockchain analytics) to detect suspicious activity. High-risk transactions may be delayed or denied.
Sanctions Compliance - You confirm that you are not subject to sanctions and that your transactions will not involve sanctioned persons or jurisdictions.
Beneficial Ownership - Business users must provide accurate and up-to-date UBO, director, and authorized signatory information.
Regulatory Reporting - Novapayx may share account or transaction data with authorities or FIUs as required by law.
Right to Suspend - Accounts may be suspended or terminated if activity poses compliance or legal risk.
Novapayx operates as a regulated Money Services Business under United States federal law and complies with applicable anti-money laundering, counter-terrorism financing, and financial crime prevention regulations.
Certain fiat-related services are provided through regulated third-party banking or payment service providers. Novapayx does not itself operate payment accounts or issue electronic money.
Where required by local law, services may be provided in cooperation with licensed payment institutions or restricted in certain jurisdictions.
Transfer of Funds Regulation (Travel Rule) Compliance
In accordance with applicable US laws on information accompanying transfers of funds and certain crypto-assets (the "Transfer of Funds Regulation" or "Travel Rule"), Novapayx is required to collect, verify, and transmit certain information relating to the originator and beneficiary of crypto-asset transfers.
When you initiate a crypto-asset transfer to an external wallet or receive a crypto-asset transfer from an external source, you may be required to provide:
The name of the originator or beneficiary
The wallet address of the originator or beneficiary
The distributed ledger address or crypto-asset account number
Such other information as may be required under applicable law
Novapayx may delay, suspend, or refuse to process any crypto-asset transfer where required originator or beneficiary information is incomplete, cannot be verified, or where the transfer presents unacceptable compliance risk. You acknowledge that counterparty crypto-asset service providers may also be subject to Travel Rule obligations and may request information from you or from Novapayx in connection with transfers.
DISPUTE RESOLUTION AND GOVERNING LAW
Dispute Resolution
In the event of any dispute, claim, or controversy arising out of or relating to these Terms, your Account, or your use of Novapayx services, you agree to first attempt to resolve the dispute through good faith negotiation with Novapayx. Please contact support@novapayx.com to initiate dispute resolution discussions.
Escalation
If the dispute is not resolved within thirty (30) days of written notice, either party may pursue additional remedies as permitted by law, including mediation, arbitration, or litigation.
Governing Law
These Terms and any dispute, claim, or controversy arising out of or relating to these Terms, the Platform, or the Services shall be governed by and construed in accordance with the laws of the State of Montana, United States, without regard to its conflict of law principles.
Jurisdiction and Venue
The parties irrevocably agree that the state and federal courts located within the State of Montana shall have exclusive jurisdiction and venue over any such dispute, claim, or controversy, and each party hereby submits to the personal jurisdiction of such courts.
Class Action Waiver
You agree that any disputes with Novapayx shall be resolved on an individual basis and not as part of any class action, class proceeding, or consolidated action. You waive your right to participate in any class action against Novapayx.
MODIFICATIONS
Novapayx may modify these Terms at any time in its sole discretion. Any material changes to these Terms will be communicated to you via email notification or through a prominent notice on the Novapayx Platform.
Amendments to these Terms become effective upon their publication on the Novapayx website or upon email notification to you. Your continued use of Novapayx following the effective date of any amendment constitutes your acceptance of the amended Terms.
If you do not accept any material amendment to these Terms, you must discontinue your use of Novapayx services and may request closure of your Account.
CONFIDENTIALITY
Your Obligations
You agree to maintain the confidentiality of any Confidential Information provided by Novapayx, including technical information, security procedures, or business information, and to use such information only for purposes related to your use of Novapayx services. You agree not to disclose such information to third parties without prior written consent.
Permitted Disclosures
You may disclose Confidential Information if required by law, court order, or regulatory authority, provided that you provide prompt notice to Novapayx to allow us to seek protective measures.
Our Obligations
Novapayx will maintain your personal and financial information in confidence in accordance with applicable privacy laws and our Privacy Policy.
TERMINATION
Termination by the Users
You may terminate your use of Novapayx by contacting [support@novapayx.com] and requesting account closure. Upon termination, you must withdraw all remaining funds or authorize us to return them. Account closure may take up to five (5) business days.
Termination by Novapayx
Novapayx may terminate your Account and these Terms immediately if you violate any material provision of these Terms or engage in prohibited conduct. Novapayx may also terminate service in accordance with legal or regulatory requirements.
Effect of Termination - Upon termination or expiration of these Terms:
Your access to Novapayx services and your Account will cease immediately
You must withdraw all remaining funds
Novapayx will retain your data in accordance with legal retention requirements and our Privacy Policy
Surviving Provisions
The provisions of these Terms that by their nature are intended to survive termination, including those addressing limitation of liability, indemnification, and dispute resolution, shall continue in effect following termination.
GENERAL PROVISIONS
Entire Agreement
These Terms, together with our Privacy Policy, constitute the entire agreement between you and Novapayx regarding your use of Novapayx services and supersede all prior and contemporaneous agreements, understandings, and negotiations, whether written or oral.
Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall remain in full force and effect.
Waiver
The failure of Novapayx to enforce any provision of these Terms shall not constitute a waiver of that provision or of Novapayx's right to enforce it in the future.
Assignment
You may not assign, transfer, or sublicense these Terms or your rights and obligations hereunder without Novapayx's prior written consent. Any attempted assignment in violation of this provision shall be void. Novapayx may assign these Terms to its affiliates or successors without your consent.
Force Majeure
Neither party shall be liable for any failure or delay in performance under these Terms caused by events or circumstances beyond its reasonable control, including acts of God, war, terrorism, natural disasters, pandemics, government actions, or regulatory requirements.
Third-Party Beneficiaries
These Terms are intended solely for the benefit of you and Novapayx and do not create or confer any rights upon any third party.
Notice
Any notices required under these Terms shall be in writing and shall be deemed delivered when sent via email to the email address associated with your Account or to Novapayx at legal@novapayx.com, or when delivered by personal delivery, courier, or certified mail to Novapayx's principal address at 848 Main St, STE 10 PMB 142, Billings, MT 59105, USA.
Survival
Any provisions of these Terms that by their nature are intended to survive termination or expiration of these Terms, including those addressing limitation of liability, indemnification, confidentiality, and dispute resolution, shall remain in effect.
CONTACT US
For questions, support requests, complaints, or inquiries regarding these Terms of Use or your use of Novapayx services, please contact us via Email - [support@novapayx.com]
Provider. Outside the United States and the EEA, the service is provided by, and your agreement is with, Nova Financial Tech Limited (Money Services Business registered with FINTRAC; British Columbia, Canada). Crypto-asset custody is provided via a digital-asset custody partner; crypto↔fiat conversion by Nova Financial Tech Limited; fiat accounts and third-party payouts via regulated electronic-money and banking partners. Axora provides the underlying technology only and is not a party to your agreement or a regulated provider.
United Kingdom. Novapayx does not actively market, promote, or solicit its services to residents of the United Kingdom. Where a UK resident accesses the service on their own initiative, access remains subject to eligibility, verification, and applicable law.
IMPORTANT: These International Terms apply to eligible users located outside the United States and the European Economic Area.
These TERMS OF USE (the “Terms”) govern the access and use of the Novapayx platform, mobile application, website, and all crypto-asset services and features (“Novapayx”, “Platform”, “we”, “us”, “our”) by the Users (“Users”, “Customers”, “you”, your”).
Novapayx is a consumer-facing digital platform through which regulated financial services — digital-asset wallets, custody, crypto-asset conversion, and money transmission — are made available to verified users outside the United States and the EEA by Nova Financial Tech Limited together with its regulated partners, subject to eligibility and applicable law.
Novapayx is operated by Nova Financial Tech Limited, a Money Services Business (MSB) registered with FINTRAC in Canada, authorized to conduct money services business activities including money transferring and dealing in virtual currencies. The Platform is powered by Axora, acting solely as a non-regulated technology infrastructure provider. Axora does not provide regulated financial services, hold customer funds, or act as your contracting counterparty.
By accessing, registering for an account, or using any of Novapayx's services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy applicable to your jurisdiction.
If you do not agree to these Terms, you must immediately cease using Novapayx services.
DEFINITIONS
For the purposes of these Terms, the following terms shall have the meanings set forth below:
"Novapayx", "we", "us", "our" refers solely to Nova Financial Tech Limited, a company incorporated in British Columbia, Canada and registered as a Money Services Business with FINTRAC (the Financial Transactions and Reports Analysis Centre of Canada), which is your contracting party for the Novapayx service under these International Terms. Certain regulated services are provided by regulated partners as described above.
"Platform" or "Services" refers to the Novapayx digital platform, including the website, mobile applications, web interfaces, and APIs, through which Nova Financial Tech Limited and its regulated partners make available services to Users, including digital-asset wallet access, custody, crypto-asset conversion, money transmission, fiat currency conversion, and ancillary services.
"User," "Customer," "you," or "your" refers to any natural person who is a resident of a jurisdiction where Novapayx services are available under these Terms, who is not a resident of a Restricted Jurisdiction, and who registers for and uses Novapayx services.
"Account" refers to your personal account on the Novapayx platform, which includes your wallet, virtual account, transaction history, and personal profile information.
"Wallet" refers to the digital wallet functionality within your Account that enables you to hold, manage, and transfer crypto-assets, and to hold limited fiat balances solely for the purpose of facilitating crypto-asset transactions.
"Virtual Account" refers to any virtual sub-account functionality (where available) that may be made accessible to you through the Platform solely as a technical means to facilitate permitted fiat-to-crypto or crypto-to-fiat conversion in connection with crypto-asset transactions. Where IBAN or bank account details are provided, such accounts are opened and maintained by duly licensed third-party Electronic Money Institutions (EMIs) or credit institutions, and not by Novapayx. Novapayx does not operate, hold, or control such accounts. Your relationship with any such EMI or credit institution is governed by separate terms and conditions provided by that institution. A Virtual Account does not constitute a payment account, bank account, or e-money account in the name of the User with Novapayx, and Novapayx does not provide payment services or e-money services.
"Transaction" refers to any crypto-asset-related action initiated through your Account, including crypto-asset deposits, withdrawals, exchanges, conversions, and crypto-asset settlement instructions, together with ancillary fiat conversion steps where required to complete such crypto-asset transactions.
"Cryptocurrency" refers to crypto-assets, including but not limited to blockchain-based tokens and digital assets that are supported by the Platform in accordance with applicable US laws and regulatory requirements.
"Fiat Currency" refers to government-issued currency such as USD or other legally issued currencies, held or processed solely as pre-funded amounts for the purpose of acquiring or disposing of crypto-assets, and not as stored value or deposit funds.
"Content" refers to any data, information, documents, communications, transaction records, or other materials provided by or generated through the Services.
"Confidential Information" refers to all non-public information shared by Novapayx with you in connection with these Terms, including technical documentation, security procedures, and business information.
"Restricted Jurisdiction" means any jurisdiction where Novapayx services are not available and any jurisdiction subject to comprehensive economic sanctions or identified as high-risk by Novapayx.
ELIGIBILITY
To use Novapayx services, you must meet the following eligibility requirements:
Age and Legal Capacity - You must be at least eighteen (18) years of age and possess the legal capacity to enter into a binding contract. If you are under eighteen years of age, you may not use Novapayx services.
Jurisdiction and Residency -You must meet the following jurisdictional requirements:
Scope: These International Terms apply to eligible users outside the United States and the EEA. U.S. users are served under the United States Terms; EEA users under the EEA Terms.
European Economic Area: EEA users are served under the separate EEA Terms (crypto-asset services via a MiCA-authorised CASP partner).
Restricted Jurisdictions: You must not be a resident of, located in, or conducting business from any jurisdiction identified on Novapayx's restricted markets list, which includes jurisdictions subject to comprehensive sanctions, jurisdictions identified as high-risk for money laundering or terrorism financing, and jurisdictions where Novapayx services are not legally permitted.
Compliance with Sanctions and Regulations - You represent that you are not subject to economic sanctions imposed by the United States (OFAC), the European Union (EU), the United Nations (UN), or any other relevant authority. You are not listed on terror financing lists, or politically exposed person (PEP) databases. You have not been convicted of money laundering, terrorism financing, fraud, or other financial crimes.
Truthfulness of Information - You represent that all information you provide during registration and account setup is accurate, complete, and truthful. You agree to keep your profile information updated.
No Prohibited Use - You agree not to use Novapayx for any illegal, fraudulent, or prohibited purpose.
REGISTRATION, VERIFICATION, AND ACCOUNT SETUP
To create a Novapayx account, you must provide personal details required for account creation, including your name, email address, and date of birth, and create secure login credentials.
You must complete identity verification in accordance with applicable legal and regulatory requirements, which may include submitting a government-issued identification document, proof of address, and identity verification checks. The verification process may take up to five (5) business days. Additional information or documentation may be requested where necessary.
If verification is incomplete, unsuccessful, or cannot be completed to Novapayx’s satisfaction, your access to the Platform or certain Services may be restricted or denied. We will notify you of such restriction where permitted by applicable law.
Once verification is successfully completed, your Account will be activated, and you will receive a confirmation notification.
You are responsible for safeguarding your login credentials and for notifying Novapayx immediately of any unauthorized access, suspected compromise, or security incident relating to your Account.
Multi-Factor Authentication (MFA) is required for certain account actions and transactions and may involve a second verification method such as an authentication application, SMS, or email.
SCOPE AND AVAILABILITY OF SERVICES
Services Provided
Subject to your eligibility and the laws applicable to you, Novapayx provides access to certain digital financial services, which may include:
Digital asset wallets for holding, managing, and transferring supported crypto-assets
Fiat balances made available solely for the purpose of facilitating the purchase, sale, or exchange of digital assets
Fiat-to-digital asset and digital asset-to-fiat exchange services
Digital asset-to-digital asset exchange and conversion
Digital asset settlement and withdrawal functionality, where supported
Ancillary services directly related to the provision of the above digital asset services
All services are provided in accordance with applicable Canadian federal laws and regulations governing money services businesses, including the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA) and FINTRAC regulations.
Your crypto-assets are held in segregated custody through a regulated digital-asset custody partner and are reserved on a 1:1 basis. They are not commingled with operating capital, proprietary inventory, liquidity reserves, or partner funds, and are not used, lent, staked, or otherwise deployed without your explicit instruction. Crypto-asset conversion (crypto↔fiat) is provided by Nova Financial Tech Limited; fiat accounts and third-party payouts are provided through regulated electronic-money and banking partners, in respect of which Nova Financial Tech Limited acts as a payment service provider.
Fiat balances held for the purpose of facilitating crypto-asset transactions are safeguarded in accordance with applicable regulatory requirements and are not used as working capital of the Platform.
Availability and Service Limitations
Not all services are available in all locations or to all users. Service availability may depend on factors such as:
your country of residence and/or incorporation
applicable legal and regulatory requirements
risk, security, and compliance considerations
the availability of third-party partners and service providers
successful completion (and ongoing maintenance) of required identity, verification, and compliance checks
Novapayx may, at any time and without prior notice, restrict, suspend, modify, or discontinue any service or feature, in whole or in part, where required by law, regulatory guidance, risk management considerations, or operational necessity.
Geographic Restrictions
These Terms apply to Users who are residents of jurisdictions where Novapayx services are legally permitted, currently excluding: The United States, and Restricted jurisdictions as identified on Novapayx's restricted markets list.
Access to the Platform or specific Services may be restricted, suspended, or refused where required to comply with applicable laws, regulations, or internal risk policies.
Beta and Experimental Features
From time to time, Novapayx may make certain services or features available on a beta, trial, or limited-availability basis. Such features may be incomplete, subject to change, or discontinued at any time. Use of beta or experimental features is at your own risk.
No Guarantee of Service Availability
While we strive to maintain continuous availability, Novapayx does not guarantee uninterrupted service availability. Services may be subject to scheduled maintenance, emergency maintenance, system upgrades, or interruptions due to technical issues, security incidents, or third-party service provider outages.
We will make reasonable efforts to provide advance notice of planned maintenance.
CUSTODY AND SAFEGUARDING OF YOUR ASSETS
Segregation of Client Assets.
Digital assets and fiat balances held on behalf of Users for their own account (“User Custody Assets”) remain the property of the User at all times.
All crypto-assets are held in segregated custody through a regulated digital-asset custody partner, separate from operating funds, and reserved on a 1:1 basis. Novapayx does not maintain proprietary trading positions in your crypto-assets.
Digital assets are held using institutional-grade custody infrastructure operated by regulated third-party custody providers. Novapayx retains operational control over custody arrangements solely for the purpose of safeguarding User Custody Assets and facilitating authorized transactions.
Fiat balances, where applicable, are held with licensed banking or payment institution partners and are safeguarded in accordance with applicable regulatory requirements. Novapayx is not a bank and does not offer deposit-taking services.
Company Liquidity and Inventory Assets
Execution and liquidity for crypto-asset conversion are sourced through regulated partners and market venues. Novapayx does not operate a proprietary trading or liquidity book and does not use your crypto-assets for its own account.
No Commingling.
Your assets are not pooled, netted, or commingled with funds belonging to other clients, business partners, or the Platform itself for any operational, trading, or liquidity purpose.
This restriction applies solely to User Custody Assets and does not limit Novapayx’s ability to pool or manage Company Liquidity Assets for execution and settlement purposes.
No Unauthorized Use.
Novapayx does not use, lend, stake, rehypothecate, or otherwise deploy your crypto-assets or fiat balances without your prior explicit instruction and consent. Your assets remain your property and are held for your benefit alone.
Custody Arrangements.
Crypto-assets are held through institutional-grade custody infrastructure provided by licensed and regulated custody providers. Novapayx maintains appropriate safeguarding measures in accordance with applicable US regulatory requirements.
Fiat Safeguarding.
Fiat balances held on the Platform for the purpose of facilitating crypto-asset transactions are safeguarded in accordance with applicable law and are not treated as deposits or used as working capital.
ACCOUNT SUSPENSION, RESTRICTIONS, AND TERMINATION
Your Account may be suspended, restricted, or closed in whole or in part for the following reasons:
Suspension for Compliance – Novapayx may suspend or restrict your Account, with or without prior notice where permitted by applicable law, if concerns arise relating to legal, regulatory, risk, or compliance requirements, including but not limited to sanctions screening results, unusual or high-risk activity, verification issues, or requests or obligations imposed by competent authorities.
Voluntary Closure - You may close your account anytime by emailing [support@novapayx.com] after withdrawing funds, confirming no pending transactions, and submitting written confirmation. Account closure may be subject to applicable legal or regulatory retention obligations, and processing may take up to five (5) business days.
Termination for Breach - Novapayx may terminate your Account immediately if you materially breach these Terms, engage in unlawful or prohibited activity, provide false, misleading, or incomplete information, misuse the Platform, or engage in abusive or harmful conduct toward Novapayx, its staff, or other Users.
Effect of Suspension or Termination - Upon suspension or termination, your access to the Platform and certain Services may be limited or disabled. Pending transactions may be cancelled where permissible, and funds may be temporarily restricted or retained where required to satisfy legal, regulatory, or risk management obligations, before being returned in accordance with applicable law.
Right to Appeal
You may request a review by contacting [support@novapayx.com].
Appeals are resolved within ten (10) business days, subject to regulatory limitations.
We will make reasonable efforts to provide advance notice of planned maintenance.
USER RESPONSIBILITIES AND PROHIBITED CONDUCT
Your Responsibilities - You are solely responsible for:
Maintaining the security of your Account credentials and not sharing them with any third party
Monitoring your Account activity and notifying Novapayx without undue delay of any unauthorized access, transactions, or suspicious activity
Complying with all applicable laws and regulations in your jurisdiction in connection with your use of the Services
Providing accurate, complete, and up-to-date personal information and promptly updating such information where required
Maintaining sufficient available balances, where applicable, before initiating transactions
Understanding and accepting the risks associated with crypto-assets and digital asset services
Reporting any technical issues, errors, or suspected vulnerabilities affecting the Platform to Novapayx through the designated support channels
Prohibited Conduct - You agree not to use Novapayx for any of the following:
Money laundering, terrorism financing, sanctions evasion, or other financial crimes
Fraud, misrepresentation, or deception
Harassment, abuse, threats, or discrimination directed at Novapayx staff or other users
Attempting to reverse or dispute legitimate transactions
Attempting to hack, breach, or gain unauthorized access to Novapayx systems or other users' accounts
Scraping, crawling, or extracting data from the Novapayx Platform without authorization
Sending spam, malware, viruses, or other harmful code through the Platform
Circumventing security measures or compliance controls
Using the Platform to market illegal goods or services
Wash trading, market manipulation, or other manipulative trading practices
Violating intellectual property rights or other third-party rights
Any other use that violates applicable law or regulation
Consequences of Prohibited Conduct - If Novapayx determines, acting reasonably, that you have engaged in prohibited conduct, it may take appropriate measures, including suspending or terminating your Account, restricting access to the Services, temporarily restricting funds where required by law, reporting relevant activity to competent authorities where legally required, and pursuing any remedies available under these Terms or applicable law.
FEES AND CHARGES
Fees
Novapayx charges fees in connection with the use of its Services, including crypto-asset exchanges, ancillary fiat conversion activities, withdrawals, card-related services (where available), and certain optional account features. The applicable fee schedule is made available on the Platform and within your Account and may vary depending on the Service used.
Fee Structure
Fiat-related conversions or deposits – fees determined by applicable service providers and disclosed to you prior to completion of the transaction
Crypto-asset trades - up to [1%] of the transaction value, as disclosed at the time of execution
Crypto-asset withdrawals – applicable network or blockchain fees, as displayed prior to submission
Fiat-related withdrawals – a fixed fee and/or applicable processing costs, disclosed in advance
Virtual IBAN-related transfers (where available) – no additional Platform fee, subject to eligibility and availability
Fee Changes
Novapayx may update its fees from time to time. Material changes to fees will be communicated in advance, and your continued use of the Services after such changes take effect constitutes acceptance of the updated fees.
Taxes
You are solely responsible for determining, reporting, and paying any taxes, duties, or other governmental charges that may apply to your transactions or use of the Services. Novapayx does not provide tax advice, but may disclose information or report transactions where required by applicable law.
Chargebacks
Improper or abusive chargebacks or disputes of validly executed transactions are not permitted. Any attempt to initiate fraudulent or unjustified chargebacks may result in account restrictions, suspension, termination, or other appropriate action, in accordance with these Terms and applicable law.
INVESTMENT RISKS AND CRYPTOCURRENCY VOLATILITY
Risk Acknowledgment
You acknowledge that crypto-assets and digital assets are highly volatile and subject to significant price fluctuations.
The value of crypto-assets may increase or decrease rapidly and unpredictably over short periods of time.
You understand and accept that engaging in transactions involving crypto-assets carries substantial financial risk, including the risk of losing some or all of the value of the assets involved.
No Investment Advice
Novapayx does not provide investment advice, financial advice, or recommendations regarding any crypto-asset or digital asset.
Any information made available on the Platform is provided for general informational purposes only and should not be construed as investment advice, financial guidance, or a recommendation to engage in any transaction.
You are solely responsible for evaluating the suitability of any transaction and for making your own independent decisions, including conducting any due diligence you consider appropriate.
Market Conditions
Novapayx does not control crypto-asset markets or pricing. Market prices are determined by market supply, demand, and external factors beyond Novapayx’s control.
During periods of heightened market activity or volatility, certain Services may experience delays, reduced availability, or temporary interruptions.
Technical Risks
Crypto-assets and distributed ledger technologies involve inherent technical risks, including potential network congestion, transaction delays, or system limitations.
You acknowledge that transactions recorded on a blockchain may be irreversible, and that once a transaction is confirmed, it may not be possible to cancel or reverse it.
LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NOVAPAYX SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE GOODS OR SERVICES, EVEN IF NOVAPAYX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOVAPAYX'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS AND YOUR USE OF NOVAPAYX SERVICES SHALL NOT EXCEED THE AMOUNT OF FEES PAID BY YOU TO NOVAPAYX IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR IF NO FEES HAVE BEEN PAID, ONE HUNDRED DOLLARS (USD $100).
Exceptions - These limitations of liability shall not apply to:
Either party's liability for fraud, willful misconduct, or gross negligence;
Death or personal injury caused by negligence; or
Liability that cannot be limited under applicable law.
NOVAPAYX DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE. THE PLATFORM IS PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. NOVAPAYX DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
INDEMNIFICATION
You agree to indemnify, defend, and hold harmless Novapayx and its officers, directors, employees, and agents from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or resulting from:
Your use of Novapayx services in violation of these Terms or applicable law
Your violation of any applicable financial services regulations, anti-money laundering laws, or sanctions regulations
Your engagement in money laundering, terrorism financing, fraud, or other illegal activity
Your breach of representations and warranties contained in these Terms
Claims by third parties alleging that your use of Novapayx harms them
Your violation of any third-party rights, including intellectual property rights
Any disputes arising from transactions you initiated through your Account
Novapayx shall provide you with prompt notice of any claim and shall reasonably cooperate with you in your defense, provided that you do not settle any claim in a manner that admits liability on behalf of Novapayx without its prior written consent.
DATA PROTECTION AND PRIVACY
Novapayx processes personal data in line with its Privacy Policy. By using the platform, you consent to data collection, processing, and sharing as outlined there, including:
KYC identity verification and biometric checks
Processing of transaction and wallet data
Sharing with service providers and affiliates
International data transfers for service delivery
Use for compliance, monitoring, and fraud prevention
Retention of data for 7–10 years to meet regulatory requirements
Biometric data collected during KYC is processed only for identity verification, and Novapayx does not store raw biometric information.
You may access, correct, or delete your data as permitted by law by contacting [dpo@novapayx.com].
INTELLECTUAL PROPERTY RIGHTS
Novapayx retains all intellectual property rights in the Platform, including the website, mobile application, user interface, design, content, functionality, code, and any derivative works. You acquire no ownership interest in the Platform through your use or access.
Novapayx grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for your personal, non-commercial use in accordance with these Terms.
Your license is conditioned on your compliance with these Terms. If you violate these Terms, your license is immediately revoked and you must cease all use of the Platform.
You may NOT:
Copy, modify, adapt, translate, or create derivative works based on the Platform
Reverse-engineer, decompile, disassemble, or attempt to derive the source code
Remove, alter, or obscure any proprietary notices, labels, or marks on the Platform
Use the Platform for commercial purposes without prior written consent
Sublicense, lease, transfer, or otherwise convey the Platform to third parties
Frame or mirror the Platform on another website or application
Any feedback, suggestions, comments, or other content you provide to Novapayx may be used by Novapayx for any purpose without compensation or attribution to you.
THIRD-PARTY SERVICES AND LINKS
Third-Party Integrations
Novapayx integrates with third-party services, including regulated banking and payment partners, digital-asset custody providers, and identity-verification and compliance providers. These third parties' services are governed by their own terms of service and privacy policies. Novapayx is not responsible for the actions, omissions, or performance of third-party service providers.
Third-Party Links
The Novapayx Platform may contain links to third-party websites and services that are not operated by Novapayx. We are not responsible for the content, accuracy, or privacy practices of third-party websites. Your access to and use of third-party websites is governed by their terms and conditions, which you should review before accessing those sites.
Disclaimer
We do not endorse, warrant, or assume responsibility for any third-party website, content, product, or service. Your use of third-party websites and services is at your own risk and subject to their terms of service.
REPRESENTATIONS AND WARRANTIES
Users’ Representations and Warranties - You represent and warrant that:
You have the legal authority to enter into these Terms
You are of legal age and possess the legal capacity to use Novapayx services
All information you provide is accurate, complete, and truthful
You will comply with all applicable laws and regulations in your use of Novapayx
You will not use Novapayx for any illegal or prohibited purpose
You have not been convicted of money laundering, terrorism financing, fraud, or other financial crimes
You are not subject to economic sanctions or listed on any sanctions list
You are not a resident of any restricted jurisdiction
You will not engage in wash trading, market manipulation, or other manipulative practices
You own or have the right to transfer any funds or assets you deposit into your Account
Novapayx's Representations and Warranties - We represent and warrant that:
We have the authority to enter into these Terms and provide the Services
The Services will be performed in a professional and competent manner in accordance with industry standards
We will comply with all applicable laws and regulations, including anti-money laundering, data protection, and financial services laws
Disclaimer of Other Warranties - EXCEPT AS EXPRESSLY PROVIDED HEREIN, NOVAPAYX MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED. THE SERVICES ARE PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS WITHOUT WARRANTY OF ANY KIND.
COMPLIANCE AND REGULATORY OBLIGATIONS
Novapayx complies with all applicable Anti-Money Laundering (AML) and Counter-Terrorism Financing (CTF) laws. Your use of the platform is subject to KYC verification, sanctions screening, and transaction monitoring.
Transaction Monitoring - All transactions are analyzed using automated and third-party tools (including blockchain analytics) to detect suspicious activity. High-risk transactions may be delayed or denied.
Sanctions Compliance - You confirm that you are not subject to sanctions and that your transactions will not involve sanctioned persons or jurisdictions.
Beneficial Ownership - Business users must provide accurate and up-to-date UBO, director, and authorized signatory information.
Regulatory Reporting - Novapayx may share account or transaction data with authorities or FIUs as required by law.
Right to Suspend - Accounts may be suspended or terminated if activity poses compliance or legal risk.
Novapayx operates as a regulated Money Services Business under Canadian federal law and complies with applicable anti-money laundering, counter-terrorism financing, and financial crime prevention regulations.
Certain fiat-related services are provided through regulated third-party banking or payment service providers. Novapayx does not itself operate payment accounts or issue electronic money.
Where required by local law, services may be provided in cooperation with licensed payment institutions or restricted in certain jurisdictions.
Transfer of Funds Regulation (Travel Rule) Compliance
In accordance with applicable US laws on information accompanying transfers of funds and certain crypto-assets (the "Transfer of Funds Regulation" or "Travel Rule"), Novapayx is required to collect, verify, and transmit certain information relating to the originator and beneficiary of crypto-asset transfers.
When you initiate a crypto-asset transfer to an external wallet or receive a crypto-asset transfer from an external source, you may be required to provide:
The name of the originator or beneficiary
The wallet address of the originator or beneficiary
The distributed ledger address or crypto-asset account number
Such other information as may be required under applicable law
Novapayx may delay, suspend, or refuse to process any crypto-asset transfer where required originator or beneficiary information is incomplete, cannot be verified, or where the transfer presents unacceptable compliance risk. You acknowledge that counterparty crypto-asset service providers may also be subject to Travel Rule obligations and may request information from you or from Novapayx in connection with transfers.
DISPUTE RESOLUTION AND GOVERNING LAW
Dispute Resolution
In the event of any dispute, claim, or controversy arising out of or relating to these Terms, your Account, or your use of Novapayx services, you agree to first attempt to resolve the dispute through good faith negotiation with Novapayx. Please contact support@novapayx.com to initiate dispute resolution discussions.
Escalation
If the dispute is not resolved within thirty (30) days of written notice, either party may pursue additional remedies as permitted by law, including mediation, arbitration, or litigation.
Governing Law
These Terms and any dispute, claim, or controversy arising out of or relating to these Terms, the Platform, or the Services shall be governed by and construed in accordance with the laws of the Province of British Columbia, Canada, without regard to its conflict of law principles.
Jurisdiction and Venue
The parties irrevocably agree that the state and federal courts located within the Province of British Columbia shall have exclusive jurisdiction and venue over any such dispute, claim, or controversy, and each party hereby submits to the personal jurisdiction of such courts.
Class Action Waiver
You agree that any disputes with Novapayx shall be resolved on an individual basis and not as part of any class action, class proceeding, or consolidated action. You waive your right to participate in any class action against Novapayx.
MODIFICATIONS
Novapayx may modify these Terms at any time in its sole discretion. Any material changes to these Terms will be communicated to you via email notification or through a prominent notice on the Novapayx Platform.
Amendments to these Terms become effective upon their publication on the Novapayx website or upon email notification to you. Your continued use of Novapayx following the effective date of any amendment constitutes your acceptance of the amended Terms.
If you do not accept any material amendment to these Terms, you must discontinue your use of Novapayx services and may request closure of your Account.
CONFIDENTIALITY
Your Obligations
You agree to maintain the confidentiality of any Confidential Information provided by Novapayx, including technical information, security procedures, or business information, and to use such information only for purposes related to your use of Novapayx services. You agree not to disclose such information to third parties without prior written consent.
Permitted Disclosures
You may disclose Confidential Information if required by law, court order, or regulatory authority, provided that you provide prompt notice to Novapayx to allow us to seek protective measures.
Our Obligations
Novapayx will maintain your personal and financial information in confidence in accordance with applicable privacy laws and our Privacy Policy.
TERMINATION
Termination by the Users
You may terminate your use of Novapayx by contacting [support@novapayx.com] and requesting account closure. Upon termination, you must withdraw all remaining funds or authorize us to return them. Account closure may take up to five (5) business days.
Termination by Novapayx
Novapayx may terminate your Account and these Terms immediately if you violate any material provision of these Terms or engage in prohibited conduct. Novapayx may also terminate service in accordance with legal or regulatory requirements.
Effect of Termination - Upon termination or expiration of these Terms:
Your access to Novapayx services and your Account will cease immediately
You must withdraw all remaining funds
Novapayx will retain your data in accordance with legal retention requirements and our Privacy Policy
Surviving Provisions
The provisions of these Terms that by their nature are intended to survive termination, including those addressing limitation of liability, indemnification, and dispute resolution, shall continue in effect following termination.
GENERAL PROVISIONS
Entire Agreement
These Terms, together with our Privacy Policy, constitute the entire agreement between you and Novapayx regarding your use of Novapayx services and supersede all prior and contemporaneous agreements, understandings, and negotiations, whether written or oral.
Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall remain in full force and effect.
Waiver
The failure of Novapayx to enforce any provision of these Terms shall not constitute a waiver of that provision or of Novapayx's right to enforce it in the future.
Assignment
You may not assign, transfer, or sublicense these Terms or your rights and obligations hereunder without Novapayx's prior written consent. Any attempted assignment in violation of this provision shall be void. Novapayx may assign these Terms to its affiliates or successors without your consent.
Force Majeure
Neither party shall be liable for any failure or delay in performance under these Terms caused by events or circumstances beyond its reasonable control, including acts of God, war, terrorism, natural disasters, pandemics, government actions, or regulatory requirements.
Third-Party Beneficiaries
These Terms are intended solely for the benefit of you and Novapayx and do not create or confer any rights upon any third party.
Notice
Any notices required under these Terms shall be in writing and shall be deemed delivered when sent via email to the email address associated with your Account or to Novapayx at legal@novapayx.com, or when delivered by personal delivery, courier, or certified mail to Novapayx's principal address in British Columbia, Canada.
Survival
Any provisions of these Terms that by their nature are intended to survive termination or expiration of these Terms, including those addressing limitation of liability, indemnification, confidentiality, and dispute resolution, shall remain in effect.
CONTACT US
For questions, support requests, complaints, or inquiries regarding these Terms of Use or your use of Novapayx services, please contact us via Email - [support@novapayx.com]
Provider. In the European Economic Area, crypto-asset services (custody, exchange, and transfer) are provided by a Crypto-Asset Service Provider (CASP) authorised under the EU Markets in Crypto-Assets Regulation (MiCA/MiCAR) by its home Member State competent authority, with coverage across the EEA (all 30 EEA countries). For these services you enter into a direct contractual relationship with the authorised CASP partner under its regulated terms, and that partner is responsible for onboarding, verification, custody, and the related fiat accounts; Novapayx acts as the platform operator and client-facing interface only. USDT is not available to EEA users under MiCA. Novapayx provides the platform and interface, and Axora the underlying technology; neither is the regulated provider of the crypto-asset services. Crypto-asset services are subject to the CASP partner's regulated terms provided at onboarding.
These TERMS OF USE (the “Terms”) govern the access and use of the Novapayx platform, mobile application, website, and all crypto-asset services and features (“Novapayx”, “Platform”, “we”, “us”, “our”) by the Users (“Users”, “Customers”, “you”, your”).
Novapayx is a consumer-facing digital platform through which crypto-asset services — custody, exchange, and transfer — are made available to verified EEA users by a MiCA-authorised CASP partner, with fiat services provided through regulated partners. Novapayx provides the platform and interface.
Novapayx is operated by an authorised CASP partner, a regulated Crypto-Asset Service Provider (CASP) incorporated in the European Economic Area, under applicable laws and operating in accordance with Regulation (EU) 2023/1114 of the European Parliament and of the Council on markets in crypto-assets (MiCA) and its applicable transitional provisions, and is powered by Axora, acting solely as a non-regulated technology infrastructure provider. By accessing, registering for an account, or using any of Novapayx's services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our EU Privacy Policy.
If you do not agree to these Terms, you must immediately cease using Novapayx services. Your continued use of Novapayx following any amendment to these Terms constitutes your acceptance of the amended Terms.
DEFINITIONS
For the purposes of these Terms, the following terms shall have the meanings set forth below:
“Novapayx”, “we”, “us”, “our” refers solely to an authorised Crypto-Asset Service Provider (CASP) partner under the EU Markets in Crypto-Assets Regulation (MiCA), acting as the regulated provider of crypto-asset services for users governed by these Terms.
"Platform" or "Services" refers to the Novapayx digital platform, including the website, mobile applications, web interfaces, and APIs, through which an authorised CASP partner provides crypto-asset services to Users, including digital asset wallet services, crypto-asset custody, crypto-asset exchange, and crypto-asset settlement services, together with ancillary fiat conversion functionality solely for the purpose of facilitating crypto-asset transactions, and excluding any regulated payment services.
"User," "Customer," "you," or "your" refers to any natural person who is a resident of the European Economic Area (EEA) and who registers for and uses Novapayx services under these Terms.
"Account" refers to your personal account on the Novapayx platform, which includes your wallet, virtual account, transaction history, and personal profile information.
"Wallet" refers to the digital wallet functionality within your Account that enables you to hold, manage, and transfer crypto-assets, and to hold limited fiat balances solely for the purpose of facilitating crypto-asset transactions.
"Virtual Account" refers to any virtual sub-account functionality (where available) that may be made accessible to you through the Platform solely as a technical means to facilitate permitted fiat-to-crypto or crypto-to-fiat conversion in connection with crypto-asset transactions. Where IBAN or bank account details are provided, such accounts are opened and maintained by duly licensed third-party Electronic Money Institutions (EMIs) or credit institutions, and not by Novapayx. Novapayx does not operate, hold, or control such accounts. Your relationship with any such EMI or credit institution is governed by separate terms and conditions provided by that institution. A Virtual Account does not constitute a payment account, bank account, or e-money account in the name of the User with Novapayx, and Novapayx does not provide payment services or e-money services.
"Transaction" refers to any crypto-asset-related action initiated through your Account, including crypto-asset deposits, withdrawals, exchanges, conversions, and crypto-asset settlement instructions, together with ancillary fiat conversion steps where required to complete such crypto-asset transactions.
"Cryptocurrency" refers to crypto-assets, including but not limited to blockchain-based tokens and digital assets that are supported by the Platform in accordance with applicable EU laws and regulatory requirements.
"Fiat Currency" refers to government-issued currency such as EUR or other legally issued EEA currencies, held or processed solely as pre-funded amounts for the purpose of acquiring or disposing of crypto-assets, and not as stored value or deposit funds.
"Content" refers to any data, information, documents, communications, transaction records, or other materials provided by or generated through the Services.
"Confidential Information" refers to all non-public information shared by Novapayx with you in connection with these Terms, including technical documentation, security procedures, and business information.
ELIGIBILITY
To use Novapayx services, you must meet the following eligibility requirements:
Age and Legal Capacity - You must be at least eighteen (18) years of age and possess the legal capacity to enter into a binding contract. If you are under eighteen years of age, you may not use Novapayx services.
Jurisdiction and Residency - You must not be a resident of or located in any of eighteen identified high-risk jurisdictions maintained on Novapayx's restricted markets list (available upon request). You represent that you are not a resident of or conducting business in any sanctioned or restricted country. You confirm that you are not resident in the United States; users in the United States are served under the separate United States Terms.
Compliance with Sanctions and Regulations - You represent that you are not subject to economic sanctions imposed by the United States (OFAC), the European Union (EU), the United Nations (UN), or any other relevant authority. You are not listed on terror financing lists, or politically exposed person (PEP) databases. You have not been convicted of money laundering, terrorism financing, fraud, or other financial crimes.
Truthfulness of Information - You represent that all information you provide during registration and account setup is accurate, complete, and truthful. You agree to keep your profile information updated.
No Prohibited Use - You agree not to use Novapayx for any illegal, fraudulent, or prohibited purpose.
REGISTRATION, VERIFICATION, AND ACCOUNT SETUP
To create a Novapayx account, you must provide personal details required for account creation, including your name, email address, and date of birth, and create secure login credentials.
You must complete identity verification in accordance with applicable legal and regulatory requirements, which may include submitting a government-issued identification document, proof of address, and identity verification checks. The verification process may take up to five (5) business days. Additional information or documentation may be requested where necessary.
If verification is incomplete, unsuccessful, or cannot be completed to Novapayx’s satisfaction, your access to the Platform or certain Services may be restricted or denied. We will notify you of such restriction where permitted by applicable law.
Once verification is successfully completed, your Account will be activated, and you will receive a confirmation notification.
You are responsible for safeguarding your login credentials and for notifying Novapayx immediately of any unauthorized access, suspected compromise, or security incident relating to your Account.
Multi-Factor Authentication (MFA) is required for certain account actions and transactions and may involve a second verification method such as an authentication application, SMS, or email.
SCOPE AND AVAILABILITY OF SERVICES
Services Provided
Subject to your eligibility and the laws applicable to you, Novapayx provides access to certain digital financial services, which may include:
Digital asset wallets for holding, managing, and transferring supported crypto-assets
Fiat balances made available solely for the purpose of facilitating the purchase, sale, or exchange of digital assets
Fiat-to-digital asset and digital asset-to-fiat exchange services
Digital asset-to-digital asset exchange and conversion
Digital asset settlement and withdrawal functionality, where supported
Ancillary services directly related to the provision of the above digital asset services
All services are provided in accordance with applicable EU laws and regulations governing virtual asset service providers.
In the European Economic Area, custody and execution of crypto-asset transactions are provided by the MiCA-authorised CASP partner — authorised for custody, transfer, and trading across the EEA — under its regulated terms, and that partner is responsible for safeguarding your crypto-assets; Novapayx does not take custody of your crypto-assets. Fiat accounts may be provided to eligible EEA users through regulated partners; purchasing or converting crypto-assets involves transferring the relevant fiat to the CASP partner, which custodies and executes the crypto-asset transaction.
Fiat balances held for the purpose of facilitating crypto-asset transactions are safeguarded in accordance with applicable regulatory requirements and are not used as working capital of the Platform.
Availability and Service Limitations
Not all services are available in all locations or to all users. Service availability may depend on factors such as:
your country of residence and/or incorporation
applicable legal and regulatory requirements
risk, security, and compliance considerations
the availability of third-party partners and service providers
successful completion (and ongoing maintenance) of required identity, verification, and compliance checks
Novapayx may, at any time and without prior notice, restrict, suspend, modify, or discontinue any service or feature, in whole or in part, where required by law, regulatory guidance, risk management considerations, or operational necessity.
Geographic Restrictions
These Terms apply solely to Users who are residents of the European Economic Area (EEA). Novapayx provides Services only in jurisdictions where such Services are legally permitted and supported. Residents of the United States are not eligible to access or use the Services under these Terms.
Access to the Platform or specific Services may be restricted, suspended, or refused where required to comply with applicable laws, regulations, or internal risk policies.
Beta and Experimental Features
From time to time, Novapayx may make certain services or features available on a beta, trial, or limited-availability basis. Such features may be incomplete, subject to change, or discontinued at any time. Use of beta or experimental features is at your own risk.
No Guarantee of Service Availability
While we strive to maintain continuous availability, Novapayx does not guarantee uninterrupted service availability. Services may be subject to scheduled maintenance, emergency maintenance, system upgrades, or interruptions due to technical issues, security incidents, or third-party service provider outages.
We will make reasonable efforts to provide advance notice of planned maintenance.
CUSTODY AND SAFEGUARDING OF YOUR ASSETS
Segregation of Client Assets.
All crypto-assets are held by the MiCA-authorised CASP partner in segregated custody, separate from operating funds. Novapayx does not hold your crypto-assets or maintain any proprietary or liquidity positions in respect of them.
No Commingling.
Your assets are not pooled, netted, or commingled with funds belonging to other clients, business partners, or the Platform itself for any operational, trading, or liquidity purpose.
No Unauthorized Use.
Novapayx does not use, lend, stake, rehypothecate, or otherwise deploy your crypto-assets or fiat balances without your prior explicit instruction and consent. Your assets remain your property and are held for your benefit alone.
Custody Arrangements.
Crypto-assets are held through institutional-grade custody infrastructure provided by licensed and regulated custody providers. Novapayx maintains appropriate safeguarding measures in accordance with applicable EU regulatory requirements.
Fiat Safeguarding.
Fiat balances held on the Platform for the purpose of facilitating crypto-asset transactions are safeguarded in accordance with applicable law and are not treated as deposits or used as working capital.
ACCOUNT SUSPENSION, RESTRICTIONS, AND TERMINATION
Your Account may be suspended, restricted, or closed in whole or in part for the following reasons:
Suspension for Compliance – Novapayx may suspend or restrict your Account, with or without prior notice where permitted by applicable law, if concerns arise relating to legal, regulatory, risk, or compliance requirements, including but not limited to sanctions screening results, unusual or high-risk activity, verification issues, or requests or obligations imposed by competent authorities.
Voluntary Closure - You may close your account anytime by emailing [support@novapayx.com] after withdrawing funds, confirming no pending transactions, and submitting written confirmation. Account closure may be subject to applicable legal or regulatory retention obligations, and processing may take up to five (5) business days.
Termination for Breach - Novapayx may terminate your Account immediately if you materially breach these Terms, engage in unlawful or prohibited activity, provide false, misleading, or incomplete information, misuse the Platform, or engage in abusive or harmful conduct toward Novapayx, its staff, or other Users.
Effect of Suspension or Termination - Upon suspension or termination, your access to the Platform and certain Services may be limited or disabled. Pending transactions may be cancelled where permissible, and funds may be temporarily restricted or retained where required to satisfy legal, regulatory, or risk management obligations, before being returned in accordance with applicable law.
Right to Appeal
You may request a review by contacting [support@novapayx.com].
Appeals are resolved within ten (10) business days, subject to regulatory limitations.
We will make reasonable efforts to provide advance notice of planned maintenance.
USER RESPONSIBILITIES AND PROHIBITED CONDUCT
Your Responsibilities - You are solely responsible for:
Maintaining the security of your Account credentials and not sharing them with any third party
Monitoring your Account activity and notifying Novapayx without undue delay of any unauthorized access, transactions, or suspicious activity
Complying with all applicable laws and regulations in your jurisdiction in connection with your use of the Services
Providing accurate, complete, and up-to-date personal information and promptly updating such information where required
Maintaining sufficient available balances, where applicable, before initiating transactions
Understanding and accepting the risks associated with crypto-assets and digital asset services
Reporting any technical issues, errors, or suspected vulnerabilities affecting the Platform to Novapayx through the designated support channels
Prohibited Conduct - You agree not to use Novapayx for any of the following:
Money laundering, terrorism financing, sanctions evasion, or other financial crimes
Fraud, misrepresentation, or deception
Harassment, abuse, threats, or discrimination directed at Novapayx staff or other users
Attempting to reverse or dispute legitimate transactions
Attempting to hack, breach, or gain unauthorized access to Novapayx systems or other users' accounts
Scraping, crawling, or extracting data from the Novapayx Platform without authorization
Sending spam, malware, viruses, or other harmful code through the Platform
Circumventing security measures or compliance controls
Using the Platform to market illegal goods or services
Wash trading, market manipulation, or other manipulative trading practices
Violating intellectual property rights or other third-party rights
Any other use that violates applicable law or regulation
Consequences of Prohibited Conduct - If Novapayx determines, acting reasonably, that you have engaged in prohibited conduct, it may take appropriate measures, including suspending or terminating your Account, restricting access to the Services, temporarily restricting funds where required by law, reporting relevant activity to competent authorities where legally required, and pursuing any remedies available under these Terms or applicable law.
FEES AND CHARGES
Fees
Novapayx charges fees in connection with the use of its Services, including crypto-asset exchanges, ancillary fiat conversion activities, withdrawals, card-related services (where available), and certain optional account features. The applicable fee schedule is made available on the Platform and within your Account and may vary depending on the Service used.
Fee Structure
Fiat-related conversions or deposits – fees determined by applicable service providers and disclosed to you prior to completion of the transaction
Crypto-asset trades - up to [1%] of the transaction value, as disclosed at the time of execution
Crypto-asset withdrawals – applicable network or blockchain fees, as displayed prior to submission
Fiat-related withdrawals – a fixed fee and/or applicable processing costs, disclosed in advance
Virtual IBAN-related transfers (where available) – no additional Platform fee, subject to eligibility and availability
Fee Changes
Novapayx may update its fees from time to time. Material changes to fees will be communicated in advance, and your continued use of the Services after such changes take effect constitutes acceptance of the updated fees.
Taxes
You are solely responsible for determining, reporting, and paying any taxes, duties, or other governmental charges that may apply to your transactions or use of the Services. Novapayx does not provide tax advice, but may disclose information or report transactions where required by applicable law.
Chargebacks
Improper or abusive chargebacks or disputes of validly executed transactions are not permitted. Any attempt to initiate fraudulent or unjustified chargebacks may result in account restrictions, suspension, termination, or other appropriate action, in accordance with these Terms and applicable law.
INVESTMENT RISKS AND CRYPTOCURRENCY VOLATILITY
Risk Acknowledgment
You acknowledge that crypto-assets and digital assets are highly volatile and subject to significant price fluctuations.
The value of crypto-assets may increase or decrease rapidly and unpredictably over short periods of time.
You understand and accept that engaging in transactions involving crypto-assets carries substantial financial risk, including the risk of losing some or all of the value of the assets involved.
No Investment Advice
Novapayx does not provide investment advice, financial advice, or recommendations regarding any crypto-asset or digital asset.
Any information made available on the Platform is provided for general informational purposes only and should not be construed as investment advice, financial guidance, or a recommendation to engage in any transaction.
You are solely responsible for evaluating the suitability of any transaction and for making your own independent decisions, including conducting any due diligence you consider appropriate.
Market Conditions
Novapayx does not control crypto-asset markets or pricing. Market prices are determined by market supply, demand, and external factors beyond Novapayx’s control.
During periods of heightened market activity or volatility, certain Services may experience delays, reduced availability, or temporary interruptions.
Technical Risks
Crypto-assets and distributed ledger technologies involve inherent technical risks, including potential network congestion, transaction delays, or system limitations.
You acknowledge that transactions recorded on a blockchain may be irreversible, and that once a transaction is confirmed, it may not be possible to cancel or reverse it.
LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NOVAPAYX SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE GOODS OR SERVICES, EVEN IF NOVAPAYX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOVAPAYX'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS AND YOUR USE OF NOVAPAYX SERVICES SHALL NOT EXCEED THE AMOUNT OF FEES PAID BY YOU TO NOVAPAYX IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR IF NO FEES HAVE BEEN PAID, ONE HUNDRED EUROS (EUR €100).
Exceptions - These limitations of liability shall not apply to:
Either party's liability for fraud, willful misconduct, or gross negligence;
Death or personal injury caused by negligence; or
Liability that cannot be limited under applicable law.
NOVAPAYX DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE. THE PLATFORM IS PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. NOVAPAYX DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
INDEMNIFICATION
You agree to indemnify, defend, and hold harmless Novapayx and its officers, directors, employees, and agents from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or resulting from:
Your use of Novapayx services in violation of these Terms or applicable law
Your violation of any applicable financial services regulations, anti-money laundering laws, or sanctions regulations
Your engagement in money laundering, terrorism financing, fraud, or other illegal activity
Your breach of representations and warranties contained in these Terms
Claims by third parties alleging that your use of Novapayx harms them
Your violation of any third-party rights, including intellectual property rights
Any disputes arising from transactions you initiated through your Account
Novapayx shall provide you with prompt notice of any claim and shall reasonably cooperate with you in your defense, provided that you do not settle any claim in a manner that admits liability on behalf of Novapayx without its prior written consent.
DATA PROTECTION AND PRIVACY
Nova Fintech LLC is the Data Controller for all personal data collected and processed in connection with your use of the Platform.
Novapayx processes personal data in line with its Privacy Policy. By using the Platform, you consent to data collection, processing, and sharing as outlined there, including:
KYC identity verification and biometric checks
Processing of transaction and wallet data
Sharing with service providers and affiliates
International data transfers for service delivery
Use for compliance, monitoring, and fraud prevention
Retention of data for 7–10 years to meet regulatory requirements
Biometric data collected during KYC is processed only for identity verification, and Novapayx does not store raw biometric information.
You may access, correct, or delete your data as permitted by law by contacting [dpo@novapayx.com].
INTELLECTUAL PROPERTY RIGHTS
Novapayx retains all intellectual property rights in the Platform, including the website, mobile application, user interface, design, content, functionality, code, and any derivative works. You acquire no ownership interest in the Platform through your use or access.
Novapayx grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for your personal, non-commercial use in accordance with these Terms.
Your license is conditioned on your compliance with these Terms. If you violate these Terms, your license is immediately revoked and you must cease all use of the Platform.
You may NOT:
Copy, modify, adapt, translate, or create derivative works based on the Platform
Reverse-engineer, decompile, disassemble, or attempt to derive the source code
Remove, alter, or obscure any proprietary notices, labels, or marks on the Platform
Use the Platform for commercial purposes without prior written consent
Sublicense, lease, transfer, or otherwise convey the Platform to third parties
Frame or mirror the Platform on another website or application
Any feedback, suggestions, comments, or other content you provide to Novapayx may be used by Novapayx for any purpose without compensation or attribution to you.
THIRD-PARTY SERVICES AND LINKS
Third-Party Integrations
Novapayx integrates with third-party services, including regulated banking and payment partners, digital-asset custody providers, and identity-verification and compliance providers. These third parties' services are governed by their own terms of service and privacy policies. Novapayx is not responsible for the actions, omissions, or performance of third-party service providers.
Third-Party Links
The Novapayx Platform may contain links to third-party websites and services that are not operated by Novapayx. We are not responsible for the content, accuracy, or privacy practices of third-party websites. Your access to and use of third-party websites is governed by their terms and conditions, which you should review before accessing those sites.
Disclaimer
We do not endorse, warrant, or assume responsibility for any third-party website, content, product, or service. Your use of third-party websites and services is at your own risk and subject to their terms of service.
REPRESENTATIONS AND WARRANTIES
Users’ Representations and Warranties - You represent and warrant that:
You have the legal authority to enter into these Terms
You are of legal age and possess the legal capacity to use Novapayx services
All information you provide is accurate, complete, and truthful
You will comply with all applicable laws and regulations in your use of Novapayx
You will not use Novapayx for any illegal or prohibited purpose
You have not been convicted of money laundering, terrorism financing, fraud, or other financial crimes
You are not subject to economic sanctions or listed on any sanctions list
You are not a resident of any restricted jurisdiction
You will not engage in wash trading, market manipulation, or other manipulative practices
You own or have the right to transfer any funds or assets you deposit into your Account
Novapayx's Representations and Warranties - We represent and warrant that:
We have the authority to enter into these Terms and provide the Services
The Services will be performed in a professional and competent manner in accordance with industry standards
We will comply with all applicable laws and regulations, including anti-money laundering, data protection, and financial services laws
Disclaimer of Other Warranties - EXCEPT AS EXPRESSLY PROVIDED HEREIN, NOVAPAYX MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED. THE SERVICES ARE PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS WITHOUT WARRANTY OF ANY KIND.
COMPLIANCE AND REGULATORY OBLIGATIONS
Novapayx complies with all applicable Anti-Money Laundering (AML) and Counter-Terrorism Financing (CTF) laws. Your use of the platform is subject to KYC verification, sanctions screening, and transaction monitoring.
Transaction Monitoring - All transactions are analyzed using automated and third-party tools (including blockchain analytics) to detect suspicious activity. High-risk transactions may be delayed or denied.
Sanctions Compliance - You confirm that you are not subject to sanctions and that your transactions will not involve sanctioned persons or jurisdictions.
Beneficial Ownership - Business users must provide accurate and up-to-date UBO, director, and authorized signatory information.
Regulatory Reporting - Novapayx may share account or transaction data with authorities or FIUs as required by law.
Right to Suspend - Accounts may be suspended or terminated if activity poses compliance or legal risk.
Transfer of Funds Regulation (Travel Rule) Compliance
In accordance with applicable EU anti-money-laundering regulations, the EU Transfer of Funds Regulation, FATF recommendations, and applicable international standards, Novapayx is required to collect, verify, and transmit certain information relating to the originator and beneficiary of fund transfers and crypto-asset transfers.
When you initiate a transfer to an external wallet or account, or receive a transfer from an external source, you may be required to provide:
The name of the originator or beneficiary
The wallet address of the originator or beneficiary
The distributed ledger address or crypto-asset account number
Such other information as may be required under applicable law
Novapayx may delay, suspend, or refuse to process any crypto-asset transfer where required originator or beneficiary information is incomplete, cannot be verified, or where the transfer presents unacceptable compliance risk. You acknowledge that counterparty crypto-asset service providers may also be subject to Travel Rule obligations and may request information from you or from Novapayx in connection with transfers.
DISPUTE RESOLUTION AND GOVERNING LAW
Dispute Resolution
In the event of any dispute, claim, or controversy arising out of or relating to these Terms, your Account, or your use of Novapayx services, you agree to first attempt to resolve the dispute through good faith negotiation with Novapayx. Please contact support@novapayx.com to initiate dispute resolution discussions.
Escalation
If the dispute is not resolved within thirty (30) days of written notice, either party may pursue additional remedies as permitted by law, including mediation, arbitration, or litigation.
Governing Law
These EEA Terms are governed by the applicable laws of the European Economic Area and the jurisdiction of the authorised CASP partner under MiCA, as set out in the CASP partner's terms provided at onboarding.
Jurisdiction and Venue
You irrevocably consent to the exclusive jurisdiction and venue of the courts located in the European Economic Area for resolution of any disputes arising out of or relating to these Terms.
Class Action Waiver
You agree that any disputes with Novapayx shall be resolved on an individual basis and not as part of any class action, class proceeding, or consolidated action. You waive your right to participate in any class action against Novapayx.
MODIFICATIONS
Novapayx may modify these Terms at any time in its sole discretion. Any material changes to these Terms will be communicated to you via email notification or through a prominent notice on the Novapayx Platform.
Amendments to these Terms become effective upon their publication on the Novapayx website or upon email notification to you. Your continued use of Novapayx following the effective date of any amendment constitutes your acceptance of the amended Terms.
If you do not accept any material amendment to these Terms, you must discontinue your use of Novapayx services and may request closure of your Account.
CONFIDENTIALITY
Your Obligations
You agree to maintain the confidentiality of any Confidential Information provided by Novapayx, including technical information, security procedures, or business information, and to use such information only for purposes related to your use of Novapayx services. You agree not to disclose such information to third parties without prior written consent.
Permitted Disclosures
You may disclose Confidential Information if required by law, court order, or regulatory authority, provided that you provide prompt notice to Novapayx to allow us to seek protective measures.
Our Obligations
Novapayx will maintain your personal and financial information in confidence in accordance with applicable privacy laws and our Privacy Policy.
TERMINATION
Termination by the Users
You may terminate your use of Novapayx by contacting [support@novapayx.com] and requesting account closure. Upon termination, you must withdraw all remaining funds or authorize us to return them. Account closure may take up to five (5) business days.
Termination by Novapayx
Novapayx may terminate your Account and these Terms immediately if you violate any material provision of these Terms or engage in prohibited conduct. Novapayx may also terminate service in accordance with legal or regulatory requirements.
Effect of Termination - Upon termination or expiration of these Terms:
Your access to Novapayx services and your Account will cease immediately
You must withdraw all remaining funds
Novapayx will retain your data in accordance with legal retention requirements and our Privacy Policy
Surviving Provisions
The provisions of these Terms that by their nature are intended to survive termination, including those addressing limitation of liability, indemnification, and dispute resolution, shall continue in effect following termination.
GENERAL PROVISIONS
Entire Agreement
These Terms, together with our Privacy Policy, constitute the entire agreement between you and Novapayx regarding your use of Novapayx services and supersede all prior and contemporaneous agreements, understandings, and negotiations, whether written or oral.
Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall remain in full force and effect.
Waiver
The failure of Novapayx to enforce any provision of these Terms shall not constitute a waiver of that provision or of Novapayx's right to enforce it in the future.
Assignment
You may not assign, transfer, or sublicense these Terms or your rights and obligations hereunder without Novapayx's prior written consent. Any attempted assignment in violation of this provision shall be void. Novapayx may assign these Terms to its affiliates or successors without your consent.
Force Majeure
Neither party shall be liable for any failure or delay in performance under these Terms caused by events or circumstances beyond its reasonable control, including acts of God, war, terrorism, natural disasters, pandemics, government actions, or regulatory requirements.
Third-Party Beneficiaries
These Terms are intended solely for the benefit of you and Novapayx and do not create or confer any rights upon any third party.
Notice
Any notices required under these Terms shall be in writing and shall be deemed delivered when sent via email to the email address associated with your Account or to Novapayx at legal@novapayx.com, or when delivered by personal delivery, courier, or certified mail to Novapayx's principal address in the European Economic Area.
Survival
Any provisions of these Terms that by their nature are intended to survive termination or expiration of these Terms, including those addressing limitation of liability, indemnification, confidentiality, and dispute resolution, shall remain in effect.
CONTACT US
For questions, support requests, complaints, or inquiries regarding these Terms of Use or your use of Novapayx services, please contact us via Email - [support@novapayx.com]