Terms of Use | Varixon

Last updated on September 10, 2026

1. Introduction

These Terms of Use (hereinafter – “Terms”) govern Your access to and use of the Company’s website (hereinafter – “Website”) operated by Varixon Inc., a company incorporated under the laws of Alberta, Canada, with its registered address at 700-602 12 AVE SW, Calgary, Alberta, T2R1J3, Canada and Corporate Access Number 2028407035 (hereinafter – “Company”, “We”, “Our” or “Us”), as well as Your interactions with the Company in connection with its over-the-counter virtual currency exchange services (hereinafter – “OTC Services”).

These Terms apply to the use of the Website and the OTC Services and form the basis on which You may access, interact with or use them.

By accessing or using the Website or the OTC Services, You acknowledge that You have read, understood and agree to be bound by these Terms. If You do not agree with these Terms, You must not use the Website or the OTC Services.

Regulatory Status. The Company is in the process of applying for registration with the Financial Transactions and Reports Analysis Centre of Canada (hereinafter – “FINTRAC”) as a Money Services Business (hereinafter – “MSB”). The OTC Services are intended to be made available through the Website only upon completion of the Company’s registration with FINTRAC and satisfaction of any other applicable legal or regulatory requirements.

2. Disclaimer

The Website is currently provided for informational, preparatory and onboarding-related purposes. Following completion of the Company’s registration with FINTRAC and satisfaction of any other applicable legal or regulatory requirements, the OTC Services are intended to be provided through the Website on a transactional basis. Nothing made available through the Website, any communication with the Company, or, following commencement of the OTC Services, any transaction constitutes investment, financial, legal, tax, accounting or other professional advice.

The Company does not provide any recommendation, representation or warranty as to the suitability, profitability, value, future performance or appropriateness of any Virtual Currency or transaction for any particular User or Client.

You acknowledge that Virtual Currency and transactions involving Virtual Currency may involve significant risks, including substantial price volatility, liquidity risk, irreversible blockchain transfers, network congestion or failure, cybersecurity incidents, technical errors, regulatory changes and other market or operational risks.

You are solely responsible for evaluating the nature and risks of any transaction and for determining whether a transaction is appropriate for Your circumstances. You should obtain independent professional advice where necessary.

The Company does not guarantee any particular financial, commercial or economic result from the use of the Website or, following commencement of the OTC Services, from any OTC Service or Transaction.

3. Definitions

For the purposes of these Terms:

“Client” means a User who has been accepted by the Company for the provision of OTC Services.

“Fiat Currency” means government-issued currency designated as legal tender in its jurisdiction of issuance.

“OTC Services” means the over-the-counter virtual currency exchange services provided by the Company through the Website in relation to Virtual Currency, including the exchange of Fiat Currency for Virtual Currency, Virtual Currency for Fiat Currency, and one Virtual Currency for another, as further described in these Terms.

“Transaction” means any purchase, sale or exchange involving Virtual Currency agreed between the Company and a Client in connection with the OTC Services.

“Virtual Currency” means a digital representation of value that can be used for payment or investment purposes, is not Fiat Currency, and can be readily exchanged for funds or another Virtual Currency that can be readily exchanged for funds, and includes a private key of a cryptographic system that enables access to such digital representation of value.

“Wallet” means a digital wallet or blockchain address used to receive, hold or transfer Virtual Currency.

References in these Terms to “You”, “Your” and “User” mean any natural person or legal entity accessing or using the Website or interacting with the Company in connection with the OTC Services.

4. Access to and Use of the OTC Services

Access to the OTC Services is subject to the Company’s acceptance of the prospective Client, completion of applicable onboarding and compliance procedures, and satisfaction of the Company’s legal, regulatory, operational and risk-management requirements.

The Company does not provide custodial or safekeeping services for Virtual Currency.

The Company may, to the extent permitted by applicable law, refuse, restrict, suspend or discontinue access to the OTC Services where:

applicable onboarding or compliance requirements have not been satisfied;
required information or documentation has not been provided or is incomplete, inaccurate, misleading or otherwise unsatisfactory;
legal, regulatory, sanctions, anti-money laundering and anti-terrorist financing (hereinafter – “AML/ATF”), fraud, financial crime or other material risk concerns are identified;
the relevant OTC Service or transaction is unavailable for operational, liquidity or settlement reasons;
the provision of the OTC Services would be inconsistent with applicable law, the Company’s internal policies or risk appetite.

The availability of the OTC Services may vary depending on the jurisdiction, type of Client, Virtual Currency, transaction size, settlement method and other relevant circumstances.

The Company may implement geographic restrictions, jurisdictional screening, IP-based limitations or other access-control measures where reasonably necessary for legal, regulatory, compliance or risk-management purposes.

The Company does not guarantee the availability of any particular OTC Service, Virtual Currency, currency pair, payment method or settlement option.

4.1. Eligibility

To use the OTC Services, You must:

have full legal capacity to enter into binding agreements;
provide accurate, complete and up-to-date information and documentation requested by the Company;
act on Your own behalf or, where acting on behalf of another person or legal entity, have full authority to do so;
use the OTC Services only for lawful purposes and in compliance with these Terms and applicable law;
not be subject to sanctions, restrictions or other circumstances that would prevent the Company from lawfully providing the OTC Services to You.

You are responsible for ensuring that Your access to and use of the OTC Services is lawful. Where You act on behalf of a legal entity or another person, You represent and warrant that You are duly authorised to bind such person in connection with the OTC Services and any relevant transaction.

Meeting the eligibility requirements does not create any right or entitlement to receive the OTC Services.

4.2. Website Use

The Website provides general information about the Company, the OTC Services and related operational matters. The Website is intended to provide access to the Company’s OTC Services, including functionality relating to onboarding, transaction requests, communications, confirmations and other transaction-related processes.

The Website may contain information relating to Virtual Currency, Fiat Currency, transaction processes, compliance requirements, settlement arrangements, liquidity, supported assets or other matters relevant to the Company’s activities. Such information is provided for general informational purposes only and does not constitute an offer, solicitation, recommendation, invitation or commitment by the Company to enter into any transaction.

The Website may include onboarding, transaction-request, quote-request, confirmation, communication and other functionality through which a User may interact with the Company in connection with a potential or actual Transaction. Submission of any inquiry, request or information through the Website does not:

create a Client relationship;
constitute acceptance of a transaction;
amount to a binding quote or offer by the Company;
oblige the Company to provide any OTC Services.

The Company does not warrant that information available on the Website is complete, accurate, current or suitable for any particular purpose.

For the avoidance of doubt, the availability of any contact form, quote request function or other communication tool on the Website does not mean that the OTC Services are offered, solicited or made available in any jurisdiction where such activities would be prohibited or restricted.

4.3. Onboarding and Compliance Review

Before providing the OTC Services, the Company may require a prospective Client to complete applicable onboarding and compliance procedures.

The Company may require You to provide information and documentation necessary to verify Your identity, legal status, ownership and control, authority to act, source of funds, source of wealth where applicable, intended transaction activity and other matters relevant to the proposed relationship.

Depending on the circumstances, the Company may conduct Know Your Customer and Know Your Business (hereinafter – “KYC/KYB”) verification, beneficial ownership checks, sanctions screening, screening for politically exposed person (hereinafter – “PEP”) and head of international organization (hereinafter – “HIO”), adverse media review, blockchain and Wallet screening, source-of-funds or source-of-wealth verification, fraud-prevention checks, risk assessment and enhanced due diligence (hereinafter – “EDD”).

You must ensure that all information and documentation provided to the Company is accurate, complete, current and not misleading, and promptly notify the Company of any material change.

The Company may request additional information or documentation, and conduct further compliance reviews, at any stage of onboarding or during the Client relationship where reasonably required for legal, regulatory, compliance or risk-management purposes.

Completion of onboarding does not guarantee acceptance as a Client or access to the OTC Services. The Company may decline, suspend or discontinue onboarding or the provision of OTC Services where applicable requirements are not satisfied or where legal, regulatory, sanctions, AML/ATF, fraud, financial crime or other material risk concerns arise.

4.4. Transaction Requests and Confirmation

The submission of a transaction inquiry or request for a quote does not constitute acceptance of the proposed transaction and does not oblige the Company to provide a quote or enter into the transaction.

Each transaction is considered individually. No transaction shall become binding unless and until:

the Company has completed any required compliance, legal, operational and internal approval procedures;
the relevant transaction terms, including the Virtual Currency or Fiat Currency involved, amount, price or exchange rate, applicable fees or charges, and settlement conditions, have been communicated by the Company;
the Client has accepted such terms in the manner specified by the Company.

Unless otherwise expressly stated by the Company, any quote is specific to the relevant transaction and may be subject to a limited validity period, prevailing market conditions, liquidity availability and other conditions communicated by the Company.

The Company may decline to proceed with a proposed transaction or withdraw a quote or proposed transaction terms at any time before the transaction becomes binding.

Where any transaction-specific confirmation, settlement instruction or other written terms expressly agreed for a particular transaction conflict with these Terms, the transaction-specific terms shall prevail solely in respect of that transaction and to the extent of such conflict.

4.5. Settlement and Transaction Processing

Transactions shall be processed and settled in accordance with the applicable transaction terms and settlement instructions communicated by the Company.

For Virtual Currency transfers, the Client must use only the Wallet address or other settlement destination confirmed by the Company and is responsible for verifying the relevant Virtual Currency, blockchain network, amount and address before initiating the transfer. Blockchain transactions may be irreversible.

For Fiat Currency payments, the Client must use the bank account or settlement channel specified or confirmed by the Company and comply with the applicable payment instructions.

The Company may use third-party service providers in connection with transaction execution, liquidity sourcing and settlement.

The Company may conduct or require transaction monitoring, sanctions screening, blockchain or Wallet screening, compliance with applicable Travel Rule requirements, and other compliance checks before, during or after a Transaction.

Before a Transaction becomes binding, the Company may decline, delay, suspend or cancel the proposed Transaction for legal, regulatory, compliance, sanctions, AML/ATF, fraud-prevention, operational, liquidity or settlement reasons. Once a Transaction has become binding, any delay, suspension, cancellation or termination shall be governed by the applicable transaction-specific terms, these Terms to the extent applicable, and applicable law.

Transaction processing or settlement may be affected by banking delays, blockchain congestion, third-party processing times, technical issues, liquidity conditions or other circumstances outside the Company’s reasonable control.

5. Prohibited Use and Restricted Activities

You must not use the Website, the OTC Services or any transaction for any unlawful, fraudulent, abusive or prohibited purpose, or in any manner that materially exposes the Company to legal, regulatory, compliance, financial or operational risk.

Without limiting the foregoing, You must not:

provide false, inaccurate, incomplete, misleading or fraudulent information or documentation to the Company;
impersonate another person, misrepresent Your identity, authority, ownership or control, or act on behalf of another person or legal entity without properly disclosing such relationship to the Company;
use the Website or the OTC Services in connection with money laundering, terrorist financing, sanctions evasion, fraud, theft, proceeds of crime or any other unlawful activity;
use funds or Virtual Currency that You know or reasonably should know are derived from unlawful activity;
conduct or attempt to conduct a transaction involving a sanctioned person, restricted jurisdiction, prohibited activity or other person, jurisdiction or activity that the Company is prohibited from servicing or has designated as restricted or prohibited under its internal risk-based framework;
use the OTC Services for the benefit of an undisclosed third party or conceal the identity of the true originator, beneficiary, beneficial owner or other person exercising ownership or control in connection with a transaction;
attempt to circumvent, interfere with or evade any onboarding, KYC/KYB, sanctions, AML/ATF, fraud-prevention, transaction-monitoring, Wallet-screening, geographic, security or other compliance control implemented by the Company;
provide or use any Wallet address, payment instruction, bank account or other settlement information that is unauthorised, fraudulent, inaccurate or intended to conceal the source, destination, ownership or purpose of a transaction;
interfere with, disrupt, damage or attempt to gain unauthorised access to the Website, the Company’s systems, infrastructure or services;
otherwise use the Website or the OTC Services in a manner inconsistent with these Terms or applicable law.

Where the Company reasonably suspects that any prohibited or restricted activity has occurred, is occurring or may occur, the Company may refuse, restrict, suspend or terminate access to the OTC Services, decline or suspend a transaction, request additional information or documentation, and take any other measures reasonably required for legal, regulatory, sanctions, AML/ATF, fraud-prevention, security or risk-management purposes.

The Company may make any report, disclosure or referral to a regulator, governmental authority, law enforcement agency, financial institution or other competent body where required or permitted by applicable law.

6. Intellectual Property Rights

The Website and all content, materials, documentation, software, interfaces, functionality, databases, designs, graphics, trademarks, logos, trade names and other intellectual property made available through or in connection with the Website are owned by or licensed to the Company and are protected by applicable intellectual property and other proprietary rights laws.

Subject to Your compliance with these Terms, the Company grants You a limited, non-exclusive, non-transferable, non-sublicensable and revocable right to access and use the Website solely for lawful purposes in accordance with these Terms. No ownership, licence or other proprietary right is transferred to You except for the limited right of use expressly granted under these Terms.

Unless expressly permitted by the Company or applicable law, You must not:

copy, reproduce, modify, adapt, translate, distribute, publish or create derivative works from any part of the Website or its content;
commercially exploit, sell, license, sublicense or otherwise use Website content or materials for commercial purposes without the Company’s prior written consent;
reverse engineer, decompile, disassemble or otherwise attempt to derive the source code, structure or underlying technology of any software or functionality made available through the Website;
use automated tools, including bots, crawlers, scrapers or similar technologies, to access, extract, collect or reproduce Website content or data without the Company’s prior written consent;
remove, alter or obscure any copyright, trademark, proprietary notice or other rights notice appearing on the Website;
use the Company’s content, materials, trademarks, logos or other intellectual property in a manner that falsely suggests affiliation, sponsorship, endorsement or approval by the Company.

The Company’s name, trademarks, logos, trade names, service marks and other branding elements may not be used in connection with any product, service, publication, promotion or other activity without the Company’s prior written consent.

Any rights not expressly granted under these Terms remain reserved by the Company and its licensors. Any unauthorised use of the Website or the Company’s intellectual property may result in restriction or termination of access and may give rise to any rights or remedies available to the Company under applicable law.

7. Third-Party Services and Infrastructure

In connection with the Website and the OTC Services, the Company may engage or rely on external service providers and infrastructure, including providers involved in identity verification, compliance, payments, banking, liquidity, settlement, blockchain analytics, Wallet-related services and technical support.

Any such third party operates independently from the Company and may apply its own terms, policies, procedures, technical requirements and availability conditions.

The Company does not guarantee the continuous availability, performance or security of any third-party service or infrastructure and, to the extent permitted by applicable law, is not responsible for delays, interruptions, errors, failures or other acts or omissions attributable to such third parties.

The Company may replace, suspend or discontinue the use of any third-party provider or infrastructure where reasonably necessary for legal, regulatory, compliance, operational, security or risk-management purposes.

8. Indemnification

To the extent permitted by applicable law, You agree to indemnify, defend and hold harmless the Company, its affiliates, shareholders, directors, officers, employees, contractors, agents, representatives, licensors and service providers from and against any claims, losses, liabilities, damages, penalties, fines, costs and expenses, including reasonable legal and professional fees, arising out of or relating to:

Your breach of these Terms, including any prohibited use or restricted activity described herein;
Your breach of any applicable law or regulatory requirement;
Your violation of any right of a third party, including intellectual property, privacy, contractual or proprietary rights;
any materially false, misleading, inaccurate or unauthorised representation, instruction or information provided by You that causes or contributes to a claim, investigation, proceeding, loss or liability;
any unlawful, fraudulent or unauthorised activity carried out by or on behalf of You in connection with the Website, the OTC Services or any transaction.

The indemnification obligations under this Section apply to claims, investigations, proceedings or enforcement actions brought by third parties or by governmental, regulatory, administrative, judicial or law enforcement authorities.

This indemnity shall not apply to the extent that the relevant loss, liability or claim is finally determined by a court or tribunal of competent jurisdiction to have resulted directly from the Company’s fraud, wilful misconduct or gross negligence.

These obligations shall survive the termination or expiration of these Terms and the termination of Your access to or use of the Website or the OTC Services.

9. Privacy and Data Handling

The collection, use, disclosure, storage and other processing of personal information in connection with the Website and the OTC Services are governed by the Company’s Privacy Policy.

The Company may collect and process personal information provided through the Website, onboarding procedures, communications, quote requests, compliance reviews or transactions, including information required for identity verification, due diligence, AML/ATF and sanctions compliance, fraud prevention, Wallet and blockchain screening, transaction assessment, risk management, record-keeping and other legal, regulatory or operational purposes.

The Company may disclose relevant personal information to third-party service providers, identity verification and compliance providers, financial institutions, payment providers, blockchain analytics providers, professional advisers, auditors, regulators, law enforcement authorities and other parties where such disclosure is required or permitted by applicable law or reasonably necessary for the provision of the OTC Services, compliance, security, fraud prevention, dispute resolution or risk management.

The Company may retain personal information, communications, onboarding records, transaction records and compliance documentation for the periods required or permitted under applicable law and the Company’s applicable record-keeping obligations.

Further information regarding the categories of personal information collected, purposes of processing, disclosures, retention and Your applicable privacy rights is set out in the Company’s Privacy Policy.

10. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY SHALL NOT BE LIABLE FOR ANY LOSS, DELAY, FAILURE OR INTERRUPTION TO THE EXTENT RESULTING FROM INCORRECT INFORMATION OR INSTRUCTIONS PROVIDED BY YOU, MARKET VOLATILITY, BLOCKCHAIN OR NETWORK EVENTS, BANKING OR PAYMENT DELAYS, OR ACTS OR OMISSIONS OF INDEPENDENT THIRD-PARTY SERVICE PROVIDERS OUTSIDE THE COMPANY’S REASONABLE CONTROL.

THE COMPANY SHALL NOT BE LIABLE FOR ANY LOSS, DELAY, FAILURE OR INTERRUPTION RESULTING FROM INCORRECT INFORMATION OR INSTRUCTIONS PROVIDED BY YOU, MARKET VOLATILITY, BLOCKCHAIN OR NETWORK EVENTS, BANKING OR PAYMENT DELAYS, OR THE ACTS OR OMISSIONS OF THIRD-PARTY SERVICE PROVIDERS.

THE COMPANY SHALL NOT BE LIABLE FOR ANY ACTION, DELAY, RESTRICTION, SUSPENSION OR CANCELLATION UNDERTAKEN IN GOOD FAITH FOR LEGAL, REGULATORY, SANCTIONS, AML/ATF, COMPLIANCE OR RISK-MANAGEMENT PURPOSES.

NOTHING IN THESE TERMS EXCLUDES OR LIMITS ANY LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

11. Governing Law and Dispute Resolution

These Terms, together with any contractual or non-contractual rights and obligations arising out of or relating to the Website, the OTC Services, any transaction, onboarding, compliance procedures or other dealings with the Company, shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without regard to conflict of laws principles.

A party intending to raise a dispute, claim or controversy shall first provide the other party with written notice setting out the nature of the matter and the relief sought. The parties shall use reasonable good-faith efforts to resolve the dispute through informal discussions before commencing formal proceedings.

Where the parties mutually agree in writing after a dispute has arisen, the dispute may be submitted to final and binding arbitration. Unless otherwise agreed by the parties, any such arbitration shall be conducted in Alberta, in accordance with the applicable arbitration laws of Alberta, including the Arbitration Act (Alberta) or, where applicable, the International Commercial Arbitration Act (Alberta).

If the dispute is not resolved amicably and is not referred to arbitration, either party may bring proceedings before a court of competent jurisdiction in Alberta. Subject to any rights that cannot lawfully be waived or restricted, the parties submit to the jurisdiction of the courts of Alberta.

Nothing in this Section prevents either party from seeking interim, injunctive, conservatory or other urgent relief from a court of competent jurisdiction where reasonably necessary to preserve or protect its rights, confidential information, intellectual property, compliance position or other legitimate interests.

Nothing in these Terms restricts the Company from cooperating with regulators, governmental authorities, law enforcement agencies, courts, financial institutions, compliance providers or other competent bodies in connection with any investigation, inquiry, legal process, sanctions matter, fraud-prevention measure or regulatory obligation.

12. Miscellaneous

These Terms and any transaction-specific terms applicable to a particular transaction constitute the entire agreement between You and the Company with respect to the Website and the OTC Services and supersede any prior understandings, representations or communications relating to the same subject matter.

If any provision of these Terms is found to be invalid, unlawful or unenforceable, that provision shall be applied to the maximum extent permitted by applicable law, and the remaining provisions shall remain in full force and effect.

No failure or delay by the Company in exercising any right or remedy under these Terms shall operate as a waiver of that right or remedy. Any waiver shall be effective only if made expressly and in writing.

You may not assign or transfer Your rights or obligations under these Terms without the Company’s prior written consent. The Company may assign or transfer its rights or obligations in connection with a merger, reorganisation, sale of business or assets, or other corporate transaction, subject to applicable law.

Nothing in these Terms creates any partnership, joint venture, agency, employment, fiduciary or similar relationship between You and the Company.

The Company may provide notices, confirmations, disclosures and other communications electronically, including by email, through the Website or through other communication channels used in connection with the OTC Services.

Any provisions which by their nature are intended to survive termination or expiration of these Terms shall remain in effect, including provisions relating to intellectual property, limitation of liability, indemnification, governing law and dispute resolution.

13. Updates and Contact Information

The Company may amend these Terms from time to time. Any revised Terms shall become effective upon publication on the Website, unless a later effective date is specified or applicable law requires otherwise.

Unless required by applicable law or expressly agreed otherwise, any amendment to these Terms shall not affect the terms of a transaction that became binding before the effective date of the amendment.

Your continued use of the Website or, where applicable, the OTC Services after the revised Terms become effective constitutes Your acceptance of the revised Terms to the extent permitted by applicable law. Where an amendment materially affects an existing Client relationship or requires separate acceptance under applicable law or transaction-specific terms, the Company will provide appropriate notice or obtain such acceptance as required.

If You have any questions regarding the Website, these Terms, the OTC Services or Your dealings with the Company, You may contact the Company using the following details:

Company name: Varixon Inc.
Registered address: 700-602 12 AVE SW, Calgary, Alberta, T2R1J3, Canada
Email: varixon.financial@gmail.com

The Company may update its contact details from time to time by publishing the revised information on the Website or by providing notice through an appropriate communication channel.