NeuroNext OÜ Terms and Conditions
TERMS & CONDITIONS
Last updated 20th of July 2023
These Terms & Conditions of Services (hereinafter – “ Terms & Conditions” or “the Agreement ”) govern the services on cryptocurrency purchase and sale, as well as distribution among DeFi protocols (hereinafter - “Services”) provided by OÜ NeuroNext, registration no. 14917854, legal address: Ravala pst 8, Tallinn, 10143, Estonia (hereinafter – “Company”).
The Company’s services are offered online through its website: http://neuronext.io/
These documents are an integral part of the Agreement and by using Company’s services you confirm adherence also to these documents. In case of disagreement with these Terms & Conditions, the user shall not use Company’s services and its website.
In case Services are provided in collaboration with other Service providers, the Terms & Conditions of Services of such providers constitute an integral part of the Agreement as well. The Terms & Conditions of Services of other service providers may have a priority over these Terms & Conditions.
The Company provides its services to (a) private individuals (natural persons) who are at least 18 (eighteen) years old and possess the full legal capacity and the rights to enter into this Agreement in accordance with Estonian law, law of nationality and law of domicile; (b) legal entities having full legal capacity and authority to enter into this Agreement in accordance with Estonian law and law of the state of incorporation. If you do not meet these conditions, you are not allowed to use this website and Services of the Company.
By entering into this Agreement and using Company’s services you confirm that you have full rights and legal capacity to enter into this Agreement and to use Company’s services.
DEFINITIONS AND KEY TERMS OF THE AGREEMENTS
Company – a limited liability company, incorporated and operating under the laws of the Republic of Estonia, under the number 14917854, which is registered by Companies House companies register and having its legal address at Rävala pst 8 Kesklinna linnaosa, Tallinn Harju maakond 10143, Estonia.
Customer or Client – a private individual (natural person) at least 18 years old who has registered in the System and uses Company’s Services; legal entity, whose duly authorized representative has registered in the System and uses Company’s Services on behalf and in the name of this legal entity.
Cryptocurrency – a digital or electronic medium of exchange, operating independently of a central bank, in which encryption techniques are used to regulate generation of units and to verify transfer of units from one person to another. In these Terms & Conditions Cryptocurrency is used intermittently as a definitive characteristic or a placeholder for the amount of cryptocurrency used in Transactions.
Services – Cryptocurrency purchase and sale services, Cryptocurrency wallet service, Cryptocurrency distribution among DeFi protocols (hereinafter referred as “Earn”).
Account – a personal profile on Site that enables Client to use Company’s Services.
Cryptocurrency wallet – the electronic account opened by Company on behalf of Client on a cryptocurrency exchange platform for execution of Cryptocurrency Transactions.
External Account – Your bank account, electronic wallet, address (identifier) of a virtual wallet, that are not provided by the Company, unless mentioned otherwise.
Transaction – (i) purchase by Customer of Cryptocurrency from Company through this Site; (ii) sale by Customer of Cryptocurrency to Company through this Site; (iii) sending Cryptocurrency by Customer to Company for the latter to put this Cryptocurrency in
DeFi lending protocols – decentralized applications that enable its users to exchange Cryptocurrency through smart contracts with the specified conditions.
Distributor - means BANXE Limited, a company registered in England and Wales under company number 11784778, who is permitted by the Company to introduce and act on behalf of Customers, and permitted by you to act as a Customer.
Fiat money – a currency offered for Transaction on the Site that has been established and used as money by government regulation.
Funds – Fiat money (in any currency), electronic money and Cryptocurrency that can be used for Services.
Agreement – an agreement between the Customer and Company which includes these Terms & Conditions and any other conditions and documents (Supplements, Rules, Declarations, Policies etc.), including but not limited to, information on the websites, references to which are made in this Agreement, as well as the Terms & Conditions of other service providers.
Order – an irrevocable request from Client to Company to execute one type of Transaction. Order is valid only if all required data is submitted by Client in the correct form.
Identification – a complex of measures to obtain data on the Client, her/his representatives, other parties of a financial transaction (operation) defined in accordance with the law of Estonia and the EU, as well as to confirm the accuracy of such data.
Verification – a set of measures to verify and (or) supplement data on the Client, her/his representatives and other parties to a financial transaction (operation) obtained during the identification.
AML/CTF Requirements – any legal requirement pertaining to money laundering, terrorism financing, bribery, corruption, tax evasion, fraud, the trafficking of arms, drugs, humans or wildlife, slavery, the proliferation of weapons of mass destruction.
Personal Data – any information relating to an identifiable person.
Party/Parties – Company or the Customer/Company and the Customer.
Authorized third parties - entities contracted by Company to perform elements of Services.
The language of Services – English and/or Russian language.
You and Your refers to you, i.e. to the Customer.
We, Our and Us refers to the Company.
SUBJECT MATTER OF THE AGREEMENT
- Company provides Services to Customer and executes Customer’s Transactions according to the terms of the Transaction placed on this Site, these Terms & Conditions and related disclosure. The Customer performs Transactions through this Site using Cryptocurrency wallet or Account opened to Customer in the System or through the website of the Distributor. Company will sell or purchase only those Cryptocurrencies listed on the site, which may change without prior notice to the Customer.
- Company does not provide any investment or financial advice. Company is not a bank. Cryptocurrencies vary constantly in value and they are not insured against loss of value. Any type of Cryptocurrency Customer purchases may decrease in value to nothing rapidly. The Customer must not undertake the risk that Customer cannot afford.
- The Company is not an investment or trading company. Our Services perform only the exchange from Fiat currency to a Cryptocurrency-to-Cryptocurrency wallet you specified, as well as putting your Cryptocurrency into DeFi lending protocols.
- These Terms & Conditions are effective and apply to all Company’s Services and Customer shall acquaint and agree with them before using Company’s Services, electronically, optingin by checking the relevant boxes for confirmation provided before the completion of Customer registration in the System and confirmation of Customer’s Account.
- The Customer shall not use Company’s Services if any applicable laws in its country prohibit from doing so in accordance with this Agreement.
REGISTRATION IN THE SYSTEM AND CREATION OF THE CRYPTOCURRENCY WALLET
- Before use of the Services Customer shall register in the System and open a Cryptocurrency wallet or Account. During registration in the System, an Account is created for the Client. This Account is personal and only its owner, i.e., the Client, has the right to use it (log in).
- The Customer can have one Account only. Multiple or linked accounts are not allowed. If Company has suspicions that the Client has opened several accounts, then Company may without prior warning close the Client accounts or/and terminate the Agreement.
- By registering in the System, you agree to provide us with current, accurate, authentic, and complete information about you, which may include without limitations, your name, password, e mail address, postal address, telephone number, ID number, date of birth, taxpayer identification number, personal bank account details, payment card details and any other information necessary, and you shall keep any of these data up to date while using our Services. We may request additional information as necessary, including in the event of any suspicious activity related to your Account.
- If the Client does not provide additional information and/or documents within a reasonable term specified by Company, Company has the right to suspend provision of all or a part of the Services provided to the Client.
- The Client shall bear any losses that occur due to submission of invalid data.
- By opening an Account, you expressly represent and warrant that:
- you are at least 18 years old and are capable to take responsibility for your own actions, and have full legal capacity to accept these Terms & Conditions and perform Transactions;
- you have accepted these Terms & Conditions;
- all information and details that you submit to Company in the registration process, and thereafter (including as part of any use of the Services), are true, current, complete and not misleading and, as appropriate, match the name(s) on the credit/debit card(s) or other payment accounts to be used in the Transactions.
- you do not reside in any of the restricted locations indicated in Section 16 of the Agreement;
- you have not been suspended or removed from using Company’s Services.
- Company shall confirm your Account after Customer Verification and notify you via the email address which has been specified during registration in the System. Company is entitled to correct the entered Customer data, based on the information provided by the Customer. If personal data entered by the Customer is very different from provided in proof of identity documents, the request for Account shall be declined. If due to inaccurate data the Customer has created several Accounts, s/he shall inform Company thereof, so that all created Accounts will be merged into one Account.
- After the successful opening of your Account following the Verification process, you may start to use Company’s Services.
- The Company may, at any time and in its sole discretion, refuse opening an Account, limit the Account that you may establish and maintain, or suspend any Transaction for the time of examination of any information submitted by you.
- You acknowledge that you are responsible for maintaining the strict confidentiality of your Account information, including your password. You understand that any compromise of your login information may expose your Account to unauthorized access by third parties which may result in loss or theft of Cryptocurrency or Fiat money from your Account, including linked accounts, such as your linked bank accounts and payment cards.
- After the creation of the Account Company will open an account on the crypto exchange platform (Cryptocurrency wallet). Company will place information about such a platform on the Site and will inform Customer about it before starting the application procedure.
- Cryptocurrency in Cryptocurrency wallet belongs to Customer and held in her/his name.
- The Customer may perform any kind of Transactions allowed by crypto exchange platforms, including converting one type of Cryptocurrency into another.
- By accepting these Terms & Conditions, Customer gives Company irrevocable permission to perform Transactions through Cryptocurrency wallet.
- Third party service providers may provide additional functionality or services to Cryptocurrency wallets not mentioned in these Terms & Conditions. The Client may utilize them at its own risk and discretion.
CONDITIONS OF PAYMENT
- Prices of Transactions and exchange rates, for which Cryptocurrency may be purchased or sold, as well as the fees for Company’s Services (hereinafter referred to as ‘Commission fee”), are indicated on the Site (or on the websites of other services providers). Company may establish prices of Transactions, exchange rates and Commissions and/or change them from time to time at Company’s free discretion. All this information will be placed on Site and the Customer shall acquaint with it before the commencement of Transaction.
- The Customer shall cover and pay all the additional payments that may apply to the Transaction, including, but not limited, any bank’s/payment institution’s/cryptoplaform’s fees and commissions. The Company will perform the Transaction for the amount of Fiat money/Cryptocurrency received from the Customer on Cryptocurrency wallet minus all commissions, fees and charges. All fees charged by the Company will be disclosed to the Client before the transaction is made.
- Company undertakes to apply reasonable effort to provide the estimation of the fees and commissions of other service providers (including but not limited to banks, payment institutions, crypto platforms) to the Client before the transaction is made but does not provide any guarantee of the results’ authenticity.
- Commission is paid in accordance with the Fees and charges Terms.
- If Company reduces the general prices of Services stated in the System, new prices are applied even if the Client has not been informed thereof.
- By commencing a Transaction, the Client confirms that s/he has carefully acquainted with the prices, Commissions and terms of Payment transfers and also with prices of all Company Services that are applied to and relevant for him/her.
- The Client commits to ensure a sufficient amount of Funds will be presented to the Company to pay/deduct the Commission fee.
- All prices reflect exchange rates identified in a Transaction order.
- Company may verify your details, at any time, by requesting certain documents from you. These documents may typically include a government issued identity card, proof of address, such as a utility bill, and proof of your payment method. We may request that copies of such documents are notarized at your own expense, with a stamp and attestation or certification by a public notary. Should the documents fail our internal security checks for any reason, such as upon suspicion of tampering, or due to suspicious or proven misrepresentation, we shall be under no obligation to accept such documents as valid, and under no obligation to provide feedback on the exact nature of our findings with regards to these documents. In addition, we may request that you participate in a phone or video call to verify your identity.
- If the Client indicates wrong data about the Transaction, e.g. incorrect number of virtual wallet, it shall be considered that Company has fulfilled its obligations properly and shall not reimburse the transferred amount to the Client. Client may only cancel an order initiated via the Services if such cancellation occurs before Company executes the Transaction. Once an Order has been executed, Client may not change, withdraw or cancel authorization for Company to complete such Transaction.
- The Company may also perform further background checks on you and request any relevant documentation from you for any reason related to your use of the Services and/or as supporting evidence for any information you provide.
- Customer acknowledges that in order to conduct Customer verification process and/or background checks, Company may perform inquiries, directly or indirectly through third party service providers in the attempt to prevent misidentification, fraud, suspicious activity, money laundering or any other forbidden activity, and may take actions with respect to the outcome of such inquiries, as we deem necessary. You hereby provide us with your authorization for such inquiries, including with respect to a query of your account information.
- Company may outsource Identification and Verification procedures to the authorised third party provided all the requirements of personal data protection are complied with.
- In case You are unable (unwilling) to provide to Company the requested documentation or information, specified in sub-section 4.2 of this section, Company shall be entitled to perform any of the following actions (one or several actions): (1) to reject your Orders, or (2) to suspend all Transactions connected to Your Cryptocurrency wallet; or (3) to freeze (block) Funds hold by Company for You, or (4) to suspend Your Account, or (5) to deactivate (close) Your Account, or (8) to perform other actions provided for in these Terms & Conditions or relevant legislation.
ANTI-MONEY LAUNDERING AND COUNTER-TERRORIST FINANCING PROCEDURES
- We comply with KnowYourClient ("KYC"), Anti-Money Laundering (“AML”) and Counter Terrorist Financing (“CTF”) procedures and these rules and the relevant consequences shall apply for Company’s Services.
- The Company is committed to providing you with safe, compliant, and reputable Services. Accordingly, The Company insists on a comprehensive and thorough customer due diligence process and implementation and ongoing analysis and reporting.
- KYC, AML and CFT procedures include monitoring of and for suspicious Transactions and mandatory reporting to international regulators. By agreeing to our Terms & Conditions, you acknowledge and understand that Company maintains verification levels that require Customer participation and verification in order to obtain, with leveled permissions based on Customer’s supplied information, our ability to verify it, and our internal policies. You accept that you may not be able to achieve a desired level of verification, and the Company reserves the right to determine, at its sole discretion, the appropriate verification level for any Customer, as well as the right to downgrade Customers without prior notice.
- The Company may, from time to time, implement policies restricting verification levels by nationality, country of residence, or any other factor. This may affect your ability to withdraw funds in your Account and you indemnify the Company against any losses associated with an inability to deposit and/or withdraw funds based on your verification level. Company reserves the right to refuse registration to, or to bar Transactions from or to, or terminate any relationship with, any Customer for any reason (or for no reason) at any time.
- Company may outsource any of the procedures mentioned in this section to the Authorized third party provided the corresponding disclosure will be placed on Site.
USE OF SERVICES AND PERFORMANCE OF THE TRANSACTIONS
- We do not guarantee that your use of the Site will always be available or be uninterrupted. Access to the Site is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of the Site without notice for any reason. We will not be liable to you including without limitation for any losses incurred due to the volatility of prices of the Cryptocurrency if for any reason the Site is unavailable at any time or for any period.
- Purchase of Cryptocurrency. The Services allow Customers to buy Cryptocurrency on the Site from time to time, using Cryptocurrency wallet.
- Sale of Cryptocurrency. The Services allow Customers to sell Cryptocurrency to the Company on the Site from time to time, using Cryptocurrency wallet.
- ‘Earn” services. The Services allow Customers to distribute her/his Cryptocurrency among DeFi lending protocols through Company as an intermediary.
- Payment Methods. The Transactions shall be performed using Fiat money or Cryptocurrency. You may send and/or receive Funds to and from the Company through:
6.5.1. Bank account wire transfers, or
6.5.2. Mastercard and VISA credit card payment, or
6.5.3. Authorized financial/payment institution, or
6.5.4. Virtual wallets.
- Delivery of Cryptocurrency. The Company will use reasonable efforts to deliver the purchased Cryptocurrency to you at the earliest reasonable time in accordance with the terms and conditions hereunder. You acknowledge that delivery of the Cryptocurrency purchased by you may be completed separately from the payment process, and it may take time for the Cryptocurrency transfer to be processed. You also acknowledge that on some occasions, the Company may not be able to fulfill your purchase order or deliver the Cryptocurrency as further explained herein.
- Company has the right to refuse to execute a submitted Order if there are doubts that the Order has been submitted not by the Client or the submitted documents are falsified. If Company has reasonable doubts that the Order has been submitted not by the Client or that the documents submitted to Company are falsified or doubts about the legitimacy or content of the submitted Order, Company has the right to demand from the Client to additionally confirm the submitted order and/or submit to Company documents confirming the right of persons to manage the Funds held on the Account or other documents indicated by Company via a method acceptable to Company at his/her own expense. In cases mentioned in the present clause, Company acts with the aim to protect legal interests of the Client, Company and/or other persons; thus, Company does not undertake the responsibility for losses which may arise due to refusal to execute the submitted Order.
- Company has the right to suspend and/or cancel the execution of the Order submitted by the Client if it is required by applicable legal acts or due to other reasons beyond the control of Company.
- If Company refuses to execute the Order submitted by the Client, it immediately informs the Client thereof and sends a notification to the Client, except when such notification is technically impossible or forbidden by legal acts.
- Company may review Client's withdrawal transaction to mitigate any risks and/or prevent money laundering and to ascertain whether the transaction is connected to any Prohibited Activity (set in section 8). If a risk is identified by Company, Company reserves the right to refuse the Order.
- Only valid payment methods specified by the Company may be used for Company Services.
- Cryptocurrency wallet address. You understand and accept that we shall deliver the purchased Cryptocurrency to the Cryptocurrency wallet or External Account You provided. You further understand that once we send you Cryptocurrency to Cryptocurrency wallet or External Account You provided, we will be unable to retrieve the sent Cryptocurrency due to the specificity of Cryptocurrency.
- It is your responsibility to determine, collect, report, and submit any taxes applicable to the Transactions you make or receive in connection with the use of the Site and the Services to the appropriate tax authority. The Company is not responsible for determining whether taxes apply to your Transaction, or for collecting, reporting or remitting any taxes arising from any Transaction.
- You acknowledge that the Company will not be liable for any error of the instructions you provide.
- The Company may execute Transactions on any crypto exchange or DeFi lending platform that will provide the best outcome reasonably available. All Transactions will be carried out in accordance with the rules and regulations of the relevant platform, and the Company may take any steps as may be required or permitted by such rules and regulations and/or by appropriate market practice.
- The Company may from time to time receive remuneration from the third parties (crypto exchange platforms and others) as a result of cooperation with them.
- When The Company receives a transfer with an undefined recipient there are two terms of managing it:
1. The Company initiates an investigation of the transfer to identify the beneficiary, additional investigation fee will be applied to the transferred amount. The investigation fee depends on the bank institution.
2. If the payment is reversed back to the sender the return fee will be applied.
PURCHASE (BUYING) AND SALE OF CRYPTOCURRENCY
- You can purchase Cryptocurrency that is “supported” by the Company (the functionality of the Site provides the possibility to purchase it). The list of the available Cryptocurrency may be found on the Site. Nevertheless, The Company does not guarantee the possibility to purchase all the listed Cryptocurrency at any given moment. The price listed on the Site for the available Cryptocurrency is an estimation and put up exclusively for informational purposes.
- Purchase or sale of Cryptocurrency shall be carried out by making an Order via the Account. The Order becomes valid after the System confirms it.
- To fulfill an Order for purchasing Cryptocurrency, (1) Customer will send to the Company’s designated Account Fiat money in the amount shown in the confirmed Order through any payment method from Section 6.5 permitted by Company; (2) the Company will send Cryptocurrency of the type and in the amount stipulated in the confirmed Order to the Customer’s Cryptocurrency wallet or any other designated virtual wallet.
- To fulfill an Order for selling Cryptocurrency, (1) Customer will send to the Company’s designated Cryptocurrency wallet Cryptocurrency in the amount shown in the confirmed Order through any instrument permitted by the Company; (2) the Company will send to the Customer’s External Account Fiat money in the currency and amount stipulated in the confirmed Order. The Company may restrict the types of External Accounts allowed for this Transaction.
- The time actually needed for sending Cryptocurrency/Fiat money depends upon the actions of third parties and may differ from case to case though We try to minimize it.
- Because of delay the final price of buying/selling Cryptocurrency may differ from the initial one presented during making an order. Customer, while making the Order, waives all potential related claims to the Company due to the possible discrepancies.
- Company has a right not to execute an Order in case of deeming it excessively non-profitable or unfair for the Client and to request an additional confirmation from the Client.
- The Company may establish limits for purchase/sale of Cryptocurrency due to AML/CTF Requirements as well at its own discretion.
- In case Company is not able to perform the Transaction due to unavailability of the specific Cryptocurrency, such a situation is covered by warranty (section 17).
CALCULATIONS AND CONVERSION
- Company conducts all calculations for each Order and Transaction. All calculations are carried out at Our sole discretion unless otherwise specified in the relevant information.
- The calculations include:
8.2.1. calculating the exchange rates, fees and any commissions, amounts, periods and dates (including changes to any of them);
8.2.2. converting one type of Cryptocurrency into another;
8.2.3. converting Fiat money into another Fiat money ;
8.2.4. converting Cryptocurrency into Fiat money and vice versa.
- Customers may dispute calculations in case of evident accounting errors through the Complaint system.
EARN THROUGH DEFI PROTOCOLS
- Customers may distribute her/his Cryptocurrency (from Cryptocurrency wallet or any other virtual wallet) through DeFi lending protocols (hereinafter referred to as “Earn”) with help of the Company as an intermediary. Only Cryptocurrency that is “supported” by System (i.e. the functionality of the Site offers this possibility) can be put to DeFi lending protocols based on a filled and confirmed Order. The list of the admissible Cryptocurrencies may be found on the Site. Nevertheless, the Company does not guarantee the possibility to distribute all the listed Cryptocurrencies through DeFi lending protocols at any given moment.
- Company shows the expected income from Earn on the Site. The given numbers are an estimation based on the previous periods and posted exclusively for informational purposes. Under no circumstances Company guarantees the same profitability in the future periods.
- Earn shall be carried out by making an Order via an Account. The Order becomes valid after the System confirms it. In order to fulfill such Order (1) Company will write off Cryptocurrency from Customer’s Cryptocurrency wallet in the amount shown in the confirmed Order; (2) Cryptocurrency will be distributed among DeFi lending protocols selected automatically.
- Taking back the distributed Cryptocurrency (hereinafter referred to as ‘Liquidation’) shall be carried out by making a corresponding Order via Account. The Company may establish temporal restrictions and monetary penalties for Liquidation - at Our own discretion as well as established by the rules of DeFi lending protocols.
- As a result of the Liquidation order, (1) the Company will take out from DeFi lending protocol Your Cryptocurrency with all accumulated interest; 2) after deducting all the penalties, Fees and charges, Company will send the resulting amount to Your Cryptocurrency wallet.
- The processes of Earn and Liquidation depend upon the activities of DeFi lending systems and may differ from case to case. The Company performs only actions of an intermediary and does not guarantee any financial results.
- The Company chooses DeFi lending protocols according to a proprietary algorithm that is based on the open sources of the previous periods. The usage of such an algorithm does not constitute investment advice or portfolio management but solely optimizes the process of Earn.
- SUBMISSION AND CANCELLATION OF THE CONSENT, CANCELLATION OF ORDER
- The Transaction is considered authorized only after the Client gives his/her Consent. The Consent can be confirmed by an electronic signature, the password or descriptor, and/or other identity confirmation instruments. The Consent confirmed via any of the methods described in the present clause is considered appropriately confirmed by the Client, bears the same legal power as a paper document (Consent) signed by the Client and can be used as evidence when settling disputes between Company and the Client in courts and other institutions. The Client does not have the right to challenge the Transaction performed by Company if the Order has been confirmed by a Consent submitted by a method defined in the present clause.
- Client agrees that Company, while executing the Transaction, may transfer Personal Data of the Client possessed by Company to persons directly related to execution of such Transaction – crypto exchange platforms, international payment card organizations and other financial entities, involved in the execution of the Transaction.
- PROHIBITED ACTIVITIES
- The Client, when using Services, has no right to:
- fail to observe the Agreement, any of its Supplements, valid legislation and other legal acts, including but not limited to, legal acts related to anti-money laundering and combating terrorist financing;
- provide false, misleading or incorrect information to Company;
- refuse to provide information requested by Company;
- transfer and/or receive money acquired in an illegal manner;
- refuse to cooperate with Company in investigation of violations and identification of the Client;
- use the Account, Cryptocurrency wallet and Services of Company in a way which causes losses, responsibility or other negative legal consequences to Company or other third persons;
- undertake any other deliberate actions which could disturb provision of Services to the Client or third parties or disturb the proper functioning of the System;
- provide services which are prohibited by the law or conflict with public order and good morals;
- disclose any personalized safety features of Account to third persons and allow other persons to use Services under the name of the Client.
- breach applicable and others law, statute, contract, regulation (including anti-money laundering) if the latest does not contradict the applicable law;
- The Client shall reimburse all direct damages, fines and other monetary sanctions applied to Company due to failure to observe or violation due to the fault of the Client.
- Access to the Services from a country, where Services are not provided by Company, according to Section 16 of the Agreement, is prohibited.
TERMINATION OR SUSPENSION OF SERVICES
- Customer and/or Company may suspend or terminate Customer’s Account or Customer’s use of this Site and Services at any time, for any reason or for no reason. To cancel Services, please contact Us (Section 23).
- Except for the withdrawal of the accumulated Funds, Customers will not be entitled to any remedy for discontinuing the Services, all subject to these Terms & Conditions and applicable laws and regulations.
- Company reserves the right to change, suspend, or discontinue all or any aspect of this Site at any time without notice.
- Termination of these Terms & Conditions does not exempt the Client from appropriate execution of all responsibilities to Company that have arisen till the termination.
- Depending on the situation and conditions of each individual Transaction, the Transactions in the process of execution may be halted or executed fully after termination of these Terms & Conditions or Account’s suspension.
- After termination of these Terms & Conditions the only permitted Transaction is withdrawal of Funds in compliance with AML/CTF Requirements.
- CONFIDENTIALITY AND DATA PROTECTION
- The Parties undertake to protect each other's technical and commercial information, which has become known to them while executing the present Agreement. Client undertakes not to transfer technical and commercial information of Company to third parties without written consent from Company.
- The Company is responsible for the safety of the Client’s data, as well as for the process of storing and processing Client’s data when the Client makes a Transaction in accordance with the Terms of this Agreement.
- If the Client loses his/her Account password or other passwords, the Client undertakes to change the passwords immediately or, if s/he does not have a possibility to do it, notify Company thereof immediately (not later than within one calendar day) with the help of information instruments indicated in section 23. Company shall not be liable for consequences that have originated due to the notification failure.
- After Company receives the notification from the Client indicated in clause 10.3, it shall immediately suspend access to the Client's Account and provision of Company services until a new password is provided / created for the Client.
- Company draws Client's attention to the fact that the email and other instruments linked to the Account are used as instruments for communication with the Client and/or Client identification instruments. Thus, these instruments and logins to them shall be protected by the Client. The Client is fully responsible for the security of his/her email passwords and all the other instruments used by him/her and their login passwords. Passwords are secret information, and the Client is responsible for its disclosure and for all operations performed after the password used by the Client for a relevant Account or another payment instrument is entered
- The Parties expressly agree that messages transferred via mail and email can be considered evidence when settling disputes between Company and the Clients.
- Company may outsource identification and verification procedures to the Authorized third party provided all the requirements of Personal Data protection are complied with.
- When You visit the Site or send e-mail to Us, you are communicating with Us electronically. You also consent to receive communications from Us electronically. Company will communicate with You by e-mail or by posting notices on this Site.
- You agree that all agreements, notices, disclosures and other communications that we provide to You electronically satisfy any legal requirement that such communications be in writing.
- You agree that in case there are any changes in any information provided by You to Us, including Your e-mail address and other contact details, You will be solely responsible to update them regularly. If We send any communication by email, it shall be sent to Your email address You provided to Us on the Site and the Application or to the Authorized third party and it shall be deemed to have been received by You once it is reflected as sent in the outbox of our email id.
- The Parties shall immediately inform each other about any circumstances significant for execution of the Agreement. The Client shall submit documents substantiating such circumstances (e.g. changes in the name, surname, signature, address, phone number, other contact data, personal document, initiation of bankruptcy proceedings against the Client etc.), whether this information is already transferred to public registers or not in 10 (ten) working days from the date of change.
- If the Client provides Company documents which do not comply with requirements set by AML/CTF Requirements, the legal acts or reasonable doubts arise to Company about the authenticity or correctness of submitted documents, Company has the right to refuse to execute Transactions submitted by the Client, suspend provision of other Services and/or demand from the Client to submit additional documents.
- The trading of Cryptocurrencies involves significant risks. Prices can fluctuate any day. Due to such price fluctuations, you may increase or lose value of your assets at any moment.
- Any currency, virtual or not, may be subject to large or sudden shifts in value and may even become worthless. There is an inherent risk that losses will occur as a result of buying, selling or trading anything on a market. You should be aware that the risk of loss in trading or holding Cryptocurrencies can be substantial.
- Cryptocurrency trading also has special risks not generally shared with official currencies or goods or commodities in a market. Unlike most currencies, which are backed by governments or other legal entities, or by commodities such as gold or silver, Cryptocurrency is a unique kind of currency, backed by technology and trust. There is no central bank or government regulator that can take corrective measures to protect the value of the Cryptocurrency in a crisis, issue more currency, or balance the price fluctuations.
- Instead, Cryptocurrency is an autonomous and largely unregulated worldwide system of currency firms and individuals. Traders and market participants put their trust in a digital, decentralized and partially anonymous system that relies on peer to peer networking and cryptography to maintain its integrity. Thus, the value of Cryptocurrency may be derived from the continued willingness of market participants to exchange Fiat currency for Cryptocurrency, which may result in the potential permanent and total loss of value of a particular Cryptocurrency should the market for that Cryptocurrency disappear.
- Cryptocurrency trading may be susceptible to irrational (or rational) bubbles or loss of confidence, which could collapse relative to demand and supply. For example, confidence in Cryptocurrency might collapse as a result of unexpected changes imposed by software developers or others, a government crackdown, the creation of superior competing alternative currencies, or a deflationary or inflationary spiral. Confidence might also collapse because of technical problems, for example, if the anonymity of the system is compromised, if money is lost or stolen, or if hackers or governments are able to prevent transactions from settling.
- Transactions in Cryptocurrency may be irreversible, and, accordingly, losses due to fraudulent or accidental transactions may not be recoverable.
- Due to the nature of Cryptocurrency, any technological difficulties experienced by the Company could prevent the access or use of a Customer’s Cryptocurrency.
- All risks mentioned in this Section are not comprehensive, there may be additional risks that we have not foreseen or identified in the Terms & Conditions. You should carefully assess whether your financial standing and tolerance for risk are suitable for buying, selling or trading Cryptocurrency.
- The Company uses banking providers in order to receive your funds and to make payments. Our banking providers do not transfer Cryptocurrency, exchange Cryptocurrency, or provide any services related to Cryptocurrency.
- Markets for Cryptocurrency have varying degrees of liquidity. Some are quite liquid while others may be thinner or illiquid. The Company does not guarantee any profit from trading or any other activity associated with the site.
- The legal status of Cryptocurrency (including the legality of their presence in civil commerce) in different countries may be uncertain. States may establish specific requirements under which the request of the owner of Cryptocurrency related to the possession of Cryptocurrency are subject to judicial protection.
- You undertake to know and understand how the circulation of Cryptocurrency is regulated by the law of the state of which you are a citizen (national) or in the territory of which you reside.
- You acknowledge that possessing Cryptocurrency and trading in them create certain security risks, including various security breaches or targeted hacking attacks. You accept these risks (including the risk of Your Cryptocurrency being stolen).
- Crypto exchange and lending platforms use smart contracts to manage transactions. No humans are involved in the operations. This means You don’t have anyone to rely on if the smart contract fails and you lose your Cryptocurrency. Smart contracts and the functions they control can also be hacked or suffer security bugs.
- If You send Cryptocurrency to DeFi lending protocols You may not receive the interest due to a borrower’s default. But in some cases, You will be entitled to receive collateral.
- The list of risks mentioned in this Section is not comprehensive, there may be additional risks that we have not foreseen or identified in the Terms & Conditions. You should carefully assess whether your financial standing and tolerance for risk are suitable for buying, selling or holding Cryptocurrency.
- Due to the above mentioned risks, you should carefully consider if holding, buying and selling Cryptocurrency is suitable for you depending on your personal and financial circumstances.
LIMITATION OF LIABILITY
- Customers are responsible for their actions in connection with the use of the Site, Service and Account. Customers are also responsible for protecting access information to the Site and Account including, but not limited to, user names, passwords, and bank account details. The Company is not responsible for the outcome, whether positive or negative, of any action performed by any of its Customers within or related to the Site or Services.
- The Company shall be in no manner liable for any Transaction failure or loss caused due to any fault on part of the Customer including if the Customer provides any misleading or incorrect information or details. In the event the Customer deliberately provides false information and/or provides any misrepresentation and/or attempts to create false identity/ID and/or impersonate any other person and/or attempts to breach the Agreement, the Customer shall be liable to indemnify the Company and the Company may take all necessary legal actions against the Company, including any criminal action.
- If you experience a problem in buying or selling Cryptocurrency from or to a third party or if you believe a third party has behaved in a fraudulent, misleading, or inappropriate manner, you may notify us via contact details (Section 23). After evaluation of your notice and relevant information, the Company may consider what action to take, if any. Our decision in relation to such disputes shall be final and binding on you. Notwithstanding anything contained herein, we reserve the right to decide if a dispute exists in relation to any Transaction undertaken on the Site by you with a third party and our decision in relation to the same shall be final and binding to you.
- Force Majeure. Company shall not be liable for delays, failure in performance or interruption of Services which results directly or indirectly from any cause or condition beyond its reasonable control, including, but not limited to, any delay or failure due to any act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond Company’s reasonable control and shall not affect the validity and enforceability of any remaining provisions.
- The warranty period for provided Services under this agreement is 48 hours from the moment of execution of the Transaction on this Site.
LIMITED RIGHT OF USE
- Unless otherwise specified, all materials on this Site are the property of the Company and are protected by copyright, trademark and other applicable laws. You may view, print and/or download a copy of the materials from this Site on any single computer and use Company’s Services solely for your personal, informational, noncommercial use, provided you keep intact all copyright and other proprietary notices.
- The trademarks, service marks and logos of the Company and others used in this Site (“Trademarks”) are the property of the Company and their respective owners. The software, text, images, graphics, data, prices, trades, charts, graphs, video and audio used on this Site belong to the Company. The Trademarks and material shall not be copied, reproduced, modified, republished, uploaded, posted, transmitted, scraped, collected or distributed in any form or by any means, whether manual or automated. The use of any such materials on any other Site networked computer environment for any other purpose is strictly prohibited; any such unauthorized use may violate copyright, trademark and other applicable laws and could result in criminal or civil penalties.
- The Company may not make the Services available in all jurisdictions. We do not provide Services to residents or nationals of countries subject to financial sanctions imposed by Estonia and according to FATF recommendations.
- The list in sub-section 19.3 is not exclusive. Though We try to update the list as fast as possible, restrictions for the Restricted Locations come in force after We get aware of them, not after the amendment of the Terms and Conditions.
- We may restrict or prohibit the use of our Services from, and by residents or nationals of, the following jurisdictions (Restricted Locations):
- Burkina Faso
- Central African Republic
- Democratic Republic of the Congo
- Trinidad and Tobago
- South Sudan
- North Korea
- Russian Federation
AMENDMENTS, CHANGES, AGREEMENT FORM AND APPLICABLE LAW
- The Company may revise and unilaterally change these Terms & Conditions from time to time, updating the “Last Updated” date at the top of these Terms & Conditions. The relevant Terms & Conditions will be placed on the Site. Please check Terms & Conditions from time to time to notice changes we made, as they are binding to you.
- The changes come into effect on the day set by the Company. Changes that make the Terms & Conditions more favorable to the Customer come into effect immediately if so stated in the change notice. Changes to exchange rates and fees come into effect immediately.
- The Parties agree that the Customer shall be deemed as having agreed with the amendments unless the Customer notifies the Company to the contrary before the date the amendments come to force. If the Customer objects to the changes, the Client’s Account and Cryptocurrency wallet shall be closed and cooperation terminated.
- In case these Terms & Conditions constitute part of other Terms & Conditions, the order of amendment and other changes may be stipulated in the latter Terms & Conditions.
- We may, without prior notice, change the Services; add or remove functionalities or features; stop providing the Services or features of the Services, to you or to users of Site generally; or establish limits of use for the Services.
- These Terms & Conditions shall be construed in accordance with the applicable legislation of the Republic of Estonia, without regard to any conflict law provisions. The waiver of any provision of these Terms shall not be considered a waiver of any other provision or of our right to require strict observance of each of the terms herein. If any provision of these Terms is found to be unenforceable or invalid for any reason, that provision shall be severable, and all other provisions shall remain in full force and effect.
- To the full extent permitted by applicable law, You hereby agree to indemnify the Company and its affiliates, officers, directors, agents, employees, and suppliers against any action, liability, cost, claim, loss, damage, proceeding or expense suffered or incurred if direct or not directly arising from your use of the Site, Services, or from your violation of this Agreement.
- We may deduct any amounts payable by You to Us from your Cryptocurrency wallet. You give Us irrevocable permission to sell your Funds or convert them at any exchange rate We consider appropriate to compensate Your debt to the Company.
- You acknowledge and agree that the Company can freely assign this Agreement or any of its rights under the Agreement to any person without Client’s consent. You shall, however, not be entitled to assign this Agreement, in whole or in part, to another person without the prior written approval of the Company.
FORM OF THE AGREEMENT, APPLICABLE LAW AND DISPUTES
- The Parties agree that the digital form of this Agreement is legally equal to the agreement executed and signed in a written form.
- These Terms & Conditions are governed by and construed in accordance with the laws of Estonia. The law of jurisdiction where Services are provided or where the Site is located shall also apply to the Company’s Services.
- The Parties agree that any dispute arising and relating to these Terms & Conditions shall first be resolved by contacting the other party directly in the attempt to reach an amicable resolution. The Company shall contact You using the information you provided in your Account, and you shall contact the Company as set forth under Section 23.
- The Parties agree that any and all controversies and claims that cannot be resolved amicably will be submitted to the exclusive jurisdiction of the competent courts located in Tallinn, Estonia and shall be governed by the laws of Estonia without giving effect to its principles or rules of conflict of laws, to the extent such principles or rules are not mandatorily applicable by statute and would permit or require the application of the laws of another jurisdiction.
- FINAL PROVISIONS
- Titles of sections and articles of the Agreement are intended solely for convenience of the Parties and cannot be used for interpretations of provision of the present Agreement.
- Company shall not be responsible for execution of tax obligations of the Client, or calculation and transfer of taxes applied to the Client.
- If any provision of the Agreement is recognized invalid, the other provisions of this Agreement do not cease to apply.
- The Agreement comes into effect as provided for in clause 2.3. of the Agreement. The Client can save the text of the Agreement during his/her registration in the System.
- Links to websites given in the Agreement and Supplements regulating provision of separate services are integral parts of this Agreement and are applied to the Client from the moment s/he starts using the respective service.
- If you have any questions regarding these Terms & Conditions, use of the Site or Services, please contact our Support Team by filing a support request at firstname.lastname@example.org.
- For general inquiries, complaints and/or giving any feedback, please contact email@example.com. We will strive to resolve your issue as soon as it is practically possible but not later than within 15 days.
- In case you do not want to continue using our Services and want to deactivate your Account with us, please contact firstname.lastname@example.org.
Due to the exchange rate difference, the difference in the time of the transaction, as well as other circumstances affecting the course, the size of the real Commission may be different from the stated.