These Terms of Service ("Terms") govern access to and use of Landfall's software, API, operations console and related services (the "Service"). The Service is for businesses only. By signing an Order Form that references these Terms, creating an account or using the Service, the business you represent ("Customer" or "you") agrees to these Terms. If you accept on behalf of a company, you confirm that you have authority to bind it.
1. Definitions
- "Order Form" means the ordering document, signed or accepted online, that sets out your plan, fees, subscription term, governing law and venue, and any special terms.
- "End User" means a person or business that sends or receives Digital Assets through your product.
- "Digital Assets" means the assets and networks the Service supports, as listed in the Documentation. As of the date above, these are USDT on Tron, Ethereum and BNB Smart Chain, and ETH.
- "Customer Wallets" means the wallets, private keys and signing environment you control, including your central wallets and the Deposit Addresses created for you.
- "Deposit Address" means a blockchain address the Service issues for a specific End User or payment.
- "Connected Provider" means a trading venue or liquidity provider that you connect to the Service using your own account.
- "Customer Data" means data that you or your End Users submit to the Service, including End User data.
- "Documentation" means our API reference, guides and product documentation, as updated from time to time.
2. The Service
The Service helps you accept Digital Assets inside your own product. Depending on your plan, it issues Deposit Addresses, monitors supported blockchains, detects and confirms deposits, credits each deposit exactly once, and notifies your systems through signed webhooks. It can sweep funds from Deposit Addresses to your central wallets, automate conversions through Connected Providers, and run withdrawal and refund flows with the policy checks, approvals and audit logs you configure. It includes an operations console and a REST API.
Landfall is a software provider. We are not a party to transactions between you and your End Users, we do not receive or hold funds for you or your End Users, and we do not decide whom you accept payments from or pay out to.
We improve the Service continuously and may change its features. We won't materially reduce the core functionality of your plan during a paid subscription term.
3. Your wallets and keys stay with you
You keep control of your Customer Wallets, private keys and Digital Assets at all times. The Service automates the flow of funds and prepares and routes transactions, but every transaction is signed in an environment you control. As a result:
- you are responsible for generating, storing, backing up and protecting your keys and signing environment;
- we cannot access, freeze, move or recover your Digital Assets, and we cannot restore lost or compromised keys;
- withdrawals, refunds and sweeps run according to the policies, limits and approvers you set, and you are responsible for that configuration.
4. Accounts and access
You may invite employees and contractors ("Authorized Users") to your account and assign them roles. You are responsible for their activity and for keeping their access up to date. You must enable two-factor authentication where the Service offers it, keep API keys and webhook secrets confidential, rotate them if they may have been exposed, and tell us promptly at support@landfallpay.com if you suspect unauthorized access. We may treat instructions received through your account or API keys as coming from you.
5. Your responsibilities
You are responsible for your business and for how you use the Service, including:
- Regulatory obligations. Determining which laws apply to your business and to your use of Digital Assets, and obtaining and maintaining any licenses, registrations or approvals they require. Landfall gives no advice or assurance about whether you need any of them.
- Checks on End Users. Carrying out the identity verification, due diligence, transaction monitoring and reporting your obligations require.
- Sanctions. Screening End Users, addresses and transactions against applicable sanctions lists, and not using the Service for or with sanctioned persons or jurisdictions.
- End User terms and notices. Giving End Users accurate terms and a privacy notice, and obtaining any consents needed for us to process their data on your behalf.
- Taxes and accounting for your Digital Assets and transactions.
- Connected Providers. Your relationship with each Connected Provider, including its terms, fees, availability and account restrictions.
We don't provide legal, tax, financial or compliance advice.
6. Acceptable use
You may not, and may not allow anyone else to:
- use the Service in violation of any law or sanctions, or to move the proceeds of crime;
- offer goods or services that are illegal where you or your End Users are located;
- misrepresent to End Users who holds their funds or what role Landfall plays;
- test the Service's vulnerabilities, bypass its security measures or rate limits, or interfere with other customers' use of it;
- reverse engineer, resell or sublicense the Service, or use it to build a competing product, except where the law does not allow this restriction;
- upload malicious code or content that infringes others' rights.
7. Blockchain risks
Public blockchains work differently from traditional payment systems. You accept these risks:
- Irreversibility. Confirmed transactions generally can't be reversed, cancelled or corrected by you or by us. Funds sent to the wrong address are usually lost.
- Network fees. Sweeps, withdrawals and refunds require network fees, paid from your Customer Wallets. Fees change with network conditions. The Service manages them within the settings you choose, but fee estimates are not guarantees.
- Confirmations. The Service treats a deposit as confirmed once it reaches the confirmation count set for that network. Lower counts are faster but riskier. You choose your thresholds within the limits in the Documentation.
- Forks and reorganizations. Chain reorganizations, forks, congestion, outages and protocol changes can delay, alter or undo transactions, including deposits that had already reached your confirmation threshold. We may pause processing on an affected network until it is stable.
- Wrong network or token. If an End User sends an unsupported asset, uses the wrong network or pays to an expired address, the Service may not detect or credit the deposit. Whether the funds can be recovered depends on your keys and the network, and recovery may be impossible. We may help on a best-efforts basis but are not obliged to.
- Token issuer actions. Issuers of tokens such as USDT can freeze addresses or change their contracts. We have no control over them.
- Price movements. Digital Asset prices can change quickly. Conversions through Connected Providers execute at the prices and on the terms those providers offer.
Landfall is not responsible for losses caused by these risks.
8. API and sandbox
Use the API as described in the Documentation, including its rate limits. Send idempotency keys when retrying requests, verify webhook signatures, and design your systems to handle webhooks that arrive late, out of order or more than once. We version the API and will give reasonable notice before retiring a version you use, unless a change is needed for security or legal reasons.
The sandbox connects to test networks. Test assets have no value, sandbox data may be reset, and the sandbox comes with no service commitments. Don't send real funds or real personal information to it.
9. Fees
You will pay the fees set out in the Order Form, as invoiced and within the payment terms stated there. Fees exclude taxes, which you are responsible for, other than taxes on our income. Network fees and charges from Connected Providers are separate and are paid by you. If an undisputed amount is overdue, we may suspend the Service after giving you notice.
10. Confidentiality
Each party will use the other's non-public information only to perform under these Terms, protect it with reasonable care, and share it only with people who need to know it and are bound by similar duties. This doesn't cover information that is public through no fault of the recipient, already known to it, independently developed or lawfully received from someone else. A party may disclose confidential information when the law requires, with notice where permitted.
11. Data protection
Our Privacy Policy explains how we handle personal information. For End User data, we process Customer Data on your behalf and according to your instructions. A data processing agreement is available on request at legal@landfallpay.com and, once signed, forms part of these Terms.
12. Intellectual property
We own the Service, the Documentation and all related intellectual property. Subject to these Terms and payment of fees, we grant you a non-exclusive, non-transferable right to use the Service during your subscription term for your internal business purposes. You own your Customer Data and grant us the rights needed to provide, secure and support the Service. We may use aggregated, de-identified usage data and any feedback you give us to improve the Service.
13. Warranties and disclaimers
We will provide the Service with reasonable skill and care and materially in line with the Documentation. Otherwise, the Service is provided "as is" and "as available", and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement. We don't warrant that the Service will be uninterrupted or error-free, or that any blockchain, Connected Provider or third-party node will be available or accurate.
14. Limitation of liability
To the maximum extent permitted by law:
- neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data or goodwill;
- Landfall is not liable for loss of Digital Assets resulting from your keys or signing environment, your configuration or approvals, End User errors, Connected Providers, or the risks described in Section 7;
- each party's total liability arising out of these Terms is limited to the fees you paid or owe for the Service in the twelve months before the event giving rise to the claim.
These limits don't apply to your payment obligations, your indemnity obligations, a party's fraud, gross negligence or willful misconduct, or where the law does not allow them.
15. Indemnity
You will defend and indemnify Landfall against third-party claims, and related losses and costs, arising from your business, your End Users' transactions, your breach of Section 5 or 6, or your violation of law. We will defend and indemnify you against third-party claims alleging that the Service, as we provide it, infringes their intellectual property rights.
16. Suspension and termination
These Terms continue for the subscription term in your Order Form. We may suspend all or part of the Service, with notice where practical, if your use poses a security risk, breaches Section 6, must be suspended by law or legal process, or if undisputed fees are overdue. We will restore access once the issue is resolved.
Either party may terminate these Terms if the other materially breaches them and doesn't cure the breach within 30 days of notice. On termination, your right to use the Service ends and you will pay any fees due. For 30 days after termination you can export your Customer Data; after that we delete it unless the law requires us to keep it. Your Digital Assets stay in your Customer Wallets and under your control throughout. Sections that by their nature should survive termination will survive.
17. Changes to these Terms
We may update these Terms. For material changes, we will notify you by email or in the console at least 30 days before they take effect, unless a change is required by law. Changes don't alter the fees or term of a signed Order Form.
18. Governing law and disputes
These Terms are governed by the law, and disputes will be resolved in the venue, specified in the applicable Order Form.
19. General
If the Order Form and these Terms conflict, the Order Form controls. These Terms, the Order Form and any data processing agreement are the entire agreement on their subject. Neither party may assign these Terms without consent, except to a successor in a merger or sale of substantially all of its assets. Neither party is liable for delays caused by events beyond its reasonable control. Notices may be given by email. If any provision is unenforceable, the rest stays in effect, and not enforcing a provision doesn't waive it.
20. Contact
- Questions about these Terms: legal@landfallpay.com
- Support: support@landfallpay.com
- Privacy: privacy@landfallpay.com