C-Patex Terms of Service
- 1. Modification
- 2. Personal Data
- 3. Risk Disclosure Statement
- 4. Eligibility
- 5. Licence
- 6. User Account
- 7. Due Diligence Procedures
- 8. Services
- 9. Token Offering & Project Tokens
- 10. User Representations And Warranties
- 11. Prohibited Use
- 12. Important Disclaimers
- 13. No Warranties And Representations
- 14. Limitation Of Liability
- 15. Indemnification
- 16. Suspension And Termination
- 17. Our Rights
- 18. Consumer Rights
- 19. Void Transactions
- 20. Proprietary Rights
- 21. Associated Costs
- 22. Updates Availability, And Access
- 23. Governing Law
- 24. Disputes Resolution
- 25. Term And Termination
- 26. Communication
- 27. Miscellaneous
- 28. Definitions
Application. These Terms govern your access to and use of the Services provided by C-Patex. If these Terms conflict with or differ from the terms contained in other agreements related to the subject matter hereof entered into between you and C-Patex, these Terms shall prevail unless otherwise explicitly indicated in such other agreements.
Acceptance. By accessing or using the Services, by registering or applying for a User Account, or by clicking the button “I agree” or respective check box in connection with or relating to these Terms, you acknowledge that you have read, accept without modifications and agree to be bound by these Terms and all terms incorporated herein by reference, which form a legally binding agreement between you and us. If you do not accept or agree to these Terms, you may not register for a User Account and are not allowed to access or use the Services, and must immediately discontinue any use thereof. If you are acting for or on behalf of an entity, you hereby represent and warrant that you are authorised to accept these Terms and enter into a binding agreement with us on such entity’s behalf, and you accept these Terms both on behalf of such entity and on your own behalf.
Important. Please read these Terms carefully as they affect your obligations and legal rights. Note that Sections 23 and 24 contain provisions governing the choice of law, dispute resolution terms, and class action waiver. Please read and review Sections 12, 13, 14 and 15 carefully before accepting these Terms as they provide for the limitation of liability, your obligations to indemnify the C-Patex Parties, as defined below, and contain disclaimer of warranties as well as other important disclaimers with regard to the Services.
Definitions. Definitions of capitalised terms used herein are provided in Section 28 below.
We may modify, supplement or update these Terms from time to time at our sole and absolute discretion. If we make changes to these Terms, we will update the “Last Updated” date at the top of these Terms. If we substantially update these Terms, we will further provide additional notification of the amendment via one of the Communication Channels or email address provided by you. Unless otherwise notified by us, updated Terms shall be effective immediately, and your continued use of the Services is deemed acceptance of the amended Terms. If you do not agree to any part of the amended Terms, you must immediately discontinue any access to or use of the Services. It is your sole obligation to review these Terms each time you access or use the Services in order to stay informed about the content, terms, and conditions outlined herein, and the choices available to you.
3. Risk Disclosure Statement
By accepting these Terms, you acknowledge, accept, and assume the information and risks set out in the and represent that the C-Patex Parties shall not be held liable or responsible for any damages or losses arising from or in connection with such information or risks.
Eligibility Requirements. In order to be eligible to access and use the Services, you must:
- be able to form a legally binding agreement with us on the terms herein set forth;
- neither be a Prohibited Person nor use the Services for the benefit of a Prohibited Person;
- if an individual, be at least 18 (eighteen) years of age, or of such higher age required to enter into a binding agreement with us on the terms set out herein according to the laws of the jurisdiction where you reside;
- if an individual who is acting for or on behalf of an entity, (i) be duly authorised by such entity to act on its behalf for the purpose of entering into these Terms; (ii) represent and warrant that the entity is duly registered and validly existing under the laws of the jurisdiction where it is established; and
- comply with these Terms at all times.
Failure to Comply with the Eligibility Requirements. If you determine that you do not meet and conform to any of the aforementioned eligibility requirements, you must immediately suspend your access to and use of the Services and terminate your User Account until the respective restricting circumstances cease to exist. Furthermore, we reserve the right, at our sole and absolute discretion, to immediately, with or without notice, and without any liability whatsoever, limit, suspend, restrict, or terminate your access to and use of the Services, terminate your User Account, and/or take other appropriate actions.
Licence. Subject to your compliance with these Terms, we hereby grant you the Licence which will remain effective until terminated as provided herein. The Licence shall terminate upon the occurrence of any of the following events: (i) these Terms terminate or expire; or (ii) you violate these Terms; or (iii) we choose to terminate the Licence at our sole and absolute discretion, regardless of reason, with or without prior notice to you.
FOSS License. To the extent that certain items or components of the Services may be distributed under a FOSS Licence, such items and components will not be covered by the Licence granted hereunder and will be provided to you under the terms and conditions of the applicable FOSS Licence.
Compliance. Your access and use of the Services shall not violate the terms of the Licence and/or FOSS Licences, if and as applicable.
6. User Account
Creation. While you may access certain parts of the Platform without registering for a User Account, you are required to have a User Account in order to access and use the Exchange and related functionality. When you create a User Account, and at any time thereafter, you shall provide correct, accurate, up-to-date, and complete information, and you shall promptly update the respective User Account information as may be necessary to keep it correct, up-to-date, current, and accurate. You may not have more than one User Account, and any additional User Accounts created by a single User may be terminated or suspended by us, at our sole and absolute discretion, with or without notice, and without any liability whatsoever. You shall personally use your User Account, and you shall not transfer your User Account or provide access to your User Account to any third person without our prior written consent.
Registration Procedure. To register for a User Account you need to go to the registration page on the Platform and follow the instructions provided thereon. You will be required to provide certain data about yourself, and, in certain cases, such data may be verified by us or third parties engaged by us before you can access or use your User Account or certain Services. We reserve the right to request any additional information or documentation, and/or to refuse any registration at our sole and absolute discretion, regardless of reason, and without any liability whatsoever.
Account Security. Any acts or omissions of your User Account are deemed to be conducted by you personally. You may not allow any third person to access your User Account, may not disclose your Credentials to any third person, and will be solely responsible for any use of User Account and Credentials, as well as their confidentiality. You remain responsible for all Transactions carried out via your User Account or using Credentials, and all such Transactions will be considered to be made personally by you. We shall not be liable for any losses or damages, including consequential, incidental, or indirect damages, arising from unauthorised use of your User Account or any Credentials thereto, or if you failed to ensure confidentiality of your Credentials, and you hereby release and forever discharge us from any and all actions, claims, suits, demands, losses, damages, other obligations or liabilities of any nature whatsoever, whether known or unknown, arising from or in connection with the above, to the maximum extent permitted by law.
Loss of Access. In the event that you are no longer in possession of any device connected with your User Account, or are not able to provide your Credentials, we may, at our sole discretion, and only if we have such ability, grant access to your User Account to a person providing us with such additional credentials, materials, or information that are, in our sole opinion and discretion, sufficient to demonstrate that the User Account belongs to such person. We reserve the right to unilaterally determine the additional credentials required to restore access to your User Account, which may include, for example, a sworn, notarized statement of identity, etc.
Suspension and Termination. You hereby acknowledge and agree that we may suspend or terminate your User Account in accordance with these Terms. We expressly disclaim any and all liabilities of any nature whatsoever, whether known or unknown, including those that are unanticipated or unsuspected, or which may later arise as a result of the discovery of new or additional facts, in connection with or arising from the termination or suspension of your User Account, regardless of reason, to the maximum extent permitted by the law.
Suspicious Activity. If we, at our sole and absolute discretion, believe that your User Account has been involved in any fraud or crime, or violation of laws or regulations, or has been accessed unlawfully, or is otherwise involved in any suspicious activity (whether victim, perpetrator, or otherwise), we may suspend or freeze the User Account or any privileges of the User Account, as well as the Funds held in or associated with such User Account. In this case, you may be required to undergo additional verification, compliance, or other procedures, as well as to change your Credentials before your User Account, privileges, or Funds, as applicable, are unfrozen or restored. We expressly disclaim any and all liabilities of any nature whatsoever, whether known or unknown, including those that are unanticipated or unsuspected, or which may later arise as a result of the discovery of new or additional facts, in connection with or arising from the suspension or freeze of your User Account or Funds, regardless of reason, to the maximum extent permitted by the law.
7. Due Diligence Procedures
General. You hereby acknowledge and agree that if requested by us, you shall undergo and pass the KYC Checks (including initial, periodic, regular and case-by-case), and such KYC Checks have to be completed by you within the term reasonably determined by us. The KYC Checks may be established or changed by us from time to time at our sole and absolute discretion, including where required under the applicable laws and regulations, or our internal policies and procedures. It is acknowledged and agreed that certain Services or their functionality may be restricted or unavailable to you until your successful completion of the KYC Checks and performance of the applicable requirements. We shall not be held liable or responsible for or in connection with your inability to access or use the Services due to your failure to complete the KYC Checks or comply with such requirements and procedures.
Third-Party Service Provider. We may engage and assign a Third-Party Service provider to facilitate and/or perform the KYC Checks, in which case such Third-Party Service provider shall process the information and materials provided by you to perform and complete the KYC Checks, and you hereby provide your consent for the same.
Data. When undergoing the KYC Checks, you must provide only true, complete, accurate, correct, up-to-date, and not misleading information and documentation. You hereby agree to promptly provide all requested information, documents, and records, and authorise us to conduct verification and check of such data, including, inter alia, through Third-Party Services. We may further monitor your Transactions conducted through or in relation to the Services as required under the applicable law or our internal policies and procedures, and report suspicious activities to the government or other authorities.
Failure to Pass the KYC Checks. Any determination of whether you have passed and completed the KYC Checks shall be at our sole and absolute discretion. We reserve the right to immediately, with or without notice, and without any liability whatsoever, suspend, limit, restrict, or terminate your access to or use of the Services and/or terminate your User Account, if we determine that (i) you have failed to pass the KYC Checks, or (ii) will likely fail to timely complete thereof or perform the requirements introduced or established by us, or (iii) the information or documentation provided in connection with KYC Checks is incomplete, inaccurate, incorrect, or misleading in any respects.
General. The functionality of the Services and their description may be made available on the Platform, contained in the C-Patex Information, or otherwise communicated by us or on our behalf. In general, we offer you a comprehensive social trading environment that enables you to buy, sell, hold, swap, transfer, and execute certain other Transactions involving the Funds, view real-time market data and Transaction information, and access certain other services that may be made available via the Platform from time to time. The Services and their functionality undergo regular updates; therefore, we cannot guarantee that specific Services or features will be available presently or in the future, remain accessible for a certain duration, or be available at any particular time. We reserve the right to modify, suspend, or terminate certain Services and/or any related features in whole or in part, without any liability whatsoever. We will make commercially reasonable efforts to inform you in advance of (or promptly after) any updates, suspensions, or terminations of the Services or any of their components.
Information Request. You reserve the right to request us to provide the up-to-date, accurate and thorough information regarding the Services and their functionality that are available to you at the time of such request. We will make commercially reasonable efforts to respond to your request in a timely manner.
Trading. Trading Transactions on the Exchange are carried out by matching Users’ buy and sell Orders. You hereby agree and acknowledge that as soon as an Order is executed, the respective Transaction becomes irreversible and may not be cancelled. You authorise us to execute any and all Orders placed from your User Account against Orders of other Users. We may, acting at our sole and absolute discretion, immediately and without notice or liability, freeze, suspend, or cancel Orders that were placed from your User Account, as well as suspend or restrict the functionality of your User Account associated with placing Orders.
Deposit and Withdrawal. Once you have created a User Account, you will be allowed to make Deposits using the payment and/or transfer details demonstrated in your User Account. In order to be able to make Withdrawals, you will be required to undergo and complete the applicable KYC Checks. No interest, payments, or other amounts will be accrued on the Funds deposited to or held in your User Account or otherwise with the Exchange. You may conduct Withdrawals only to such Storage Mechanisms that belong to you and we reserve the right to verify your ownership thereof, including through the Third-Party Service providers.
C-Patex Earn System. From time to time, the functionality of the Exchange may allow you to stake (lock) certain Digital Assets in order to receive rewards. Terms, requirements and restrictions applicable to such staking and staked Digital Assets will be determined by us at our sole and absolute discretion, and we may further update or change such terms, requirements and restrictions from time to time. If the respective staking program chosen by you stipulates or implies that the Digital Assets are to be locked for a specific period of time, then you will not be able nor allowed to use, claim or withdraw the staked Digital Assets until the expiry of the applicable term. The respective rewards and certain other parameters indicated on the Platform are indicative, approximate, and non-binding, as they are based on the preceding or expected performance of the respective Digital Assets, staking programs, blockchain networks, and certain other factors.
PATEX Airdrop. Subject to the terms set out herein and in the Airdrop Terms, if an Airdrop is hosted on the Platform, you may receive certain Tokens in the course thereof. The Airdrop, if any, shall be conducted by the Airdrop Operator and not by us. The Airdrop Operator is responsible for distributing the Tokens during the Airdrop. Any transactions and relationships concerning the Airdrop are exclusively between you and the Airdrop Operator. Our role is limited to providing the Airdrop Page and the necessary technical infrastructure for the Airdrop to take place on the Platform. We are not a counterparty to any transactions or legal relationships related to the Airdrop, which solely occur between you and the Airdrop Operator. The Airdrop is governed by both these Terms and the Airdrop Terms.
C-Patex Launchpad. From time to time, certain Token Offerings may be hosted on the Platform. Subject to the terms set out herein, in a Token Offering you may be entitled to purchase a certain portion of the Project Tokens. In any particular Token Offering, the Project Tokens shall be sold by the respective Project the details of which are indicated on the relevant page of the Platform relating to such Token Offering. Any transaction and relationship concerning the sale and purchase of the Project Tokens shall be between you and the applicable Project. We only provide the necessary technical infrastructure for such sale and purchase to take place and shall not be a counterparty to the transaction or legal relationship concerning the sale and purchase of the Project Tokens which shall occur only between you and the applicable Project. Each Token Offering shall be subject to these Terms.
9. Token Offering & Project Tokens
General. The terms and conditions of each particular Token Offering, including the purchase price of the Project Tokens, will be determined by the Project and may be incorporated into the applicable smart-contracts. In order to participate in a Token Offering, you may be required to complete certain Participation Requirements during and/or before the expiry of the respective Participation Term, if and to the extent applicable. Every Token Offering will be separate and distinct, therefore, you may have to complete the Participation Requirements, if applicable, for every Token Offering you wish to participate in. Your rights to participate in a Token Offering and purchase the Project Tokens shall be personal and non-transferable, and shall always be subject to the terms and conditions set forth herein. The determination of whether you have completed the Participation Requirements, if any, and whether other applicable requirements were completed on time, shall be made by the respective Project and/or us, in each case acting at its or our sole and absolute discretion. Any such determination shall be final, with or without notice to you, and cannot be disputed by you. You shall not be allowed to participate in a Token Offering unless it has been determined that you have completed the Participation Requirements, if any, as provided herein. Your participation in any Token Offering may be rejected at any time with or without reason, and without notice or any liability.
Purchase of Project Tokens. The time for purchasing the Project Tokens may be limited. The time period during which you will be able to purchase the Project Tokens in each particular Token Offering will be determined by the respective Project and displayed on the respective Platform page. If you fail to complete the purchase of Project Tokens within such term, your right to purchase the Project Tokens in the respective Token Offering will automatically cease, terminate and be of no further effect, which means that you will not be able to complete the purchase after the expiration of such time period. In certain circumstances, the terms of a particular Token Offering may allow you to purchase certain additional or extra Project Tokens after the expiration of the applicable purchase period, on a first come first serve basis. In order to purchase the Project Tokens, you must transfer the respective purchase amount in the form of designated Digital Assets within the applicable purchase period. The transfer of the purchase amount is to be made by you in such manner as instructed on the respective Platform page relating to the sale, including by way of transferring the respective assets within the Platform or on the blockchain, or otherwise. Subject to the receipt of the purchase amount by the respective Project and other terms and conditions set out herein, you will be allowed to claim and receive the purchased Project Tokens within the respective functionality of the Exchange.
Restrictions. Project Tokens acquired in a Token Offering may be subject to certain Restriction Terms as may be established from time to time. Such Restriction Terms shall be determined by the respective Project at its sole discretion and will not require your consent or approval. The Restriction Terms are essentially limitations applicable to the Project Tokens that you purchase implying that, for example, the Project Tokens will be released and can be claimed and received by you gradually over a specific period of time, or in particular instalments throughout the duration of the Restriction Terms, not limited to the above. The Restriction Terms, if any, are an essential term of your participation in the respective Token Offering and purchase of the Project Tokens, and may be programmed into the applicable smart-contracts. We will make commercially reasonable efforts to notify you about the applicable Restriction Terms by indicating the relevant information on the respective page of the Platform that relates to the respective Token Offering, or otherwise communicating such data to you, including by publishing the respective Project’s documentation on the Platform. Please make sure that you fully understand all applicable Restriction Terms before you participate in the respective Token Offering. The time periods referred to in connection with a Token Offering, including the Restriction Terms, are normally based on and/or linked to certain events that take place on the blockchain, for example, adding new blocks to the underlying blockchain network.
Project Tokens. You hereby agree and acknowledge that the Project Tokens do not entitle you to receive any return, passive income, or similar payments or benefits, or any other financial rights. The Project Tokens shall not be backed by any funds, currencies, or assets. The sale of Project Tokens does not constitute or involve the sale or offering of securities, investments, investment contracts, financial or regulated instruments of any kind. The purchase of the Project Tokens will not be a collective investment scheme. The sale of the Project Tokens has not been registered under the securities laws of any jurisdiction. You hereby further acknowledge that the Project Tokens may be sold on or through other venues and platforms and on different terms including more favourable ones.
10. User Representations And Warranties
By entering into these Terms, you expressly represent and warrant to us that:
- you have read and understand these Terms, including all documents and items incorporated herein by reference;
- you have the necessary authority to accept these Terms, enter into a binding agreement with us, and perform the obligations set out herein;
- the acceptance of these Terms shall not result in any breach of, be in conflict with, or constitute a breach or default under: (i) any provision of any judgement, decree or order imposed on you by any court, governmental or regulatory authority; and/or (ii) any material agreement, obligation, duty or commitment to which you are a party or by which you are bound;
- if you are acting for or on behalf of an entity, (i) such entity is duly incorporated, registered, validly existing and in good standing under the applicable laws of the jurisdiction in which the entity is established, and in each jurisdiction where it conducts business, (ii) such entity shall be responsible for a breach of these Terms by you or any other employee or agent of such entity, unless you or any other employee or agent of such entity are responsible under the applicable law, and (iii) the acceptance of these Terms shall not result in any breach of, be in conflict with, or constitute a breach or default under any provision of your statutory or organisational documents;
- you have sufficient understanding of the functionality, usage, storage, transmission mechanisms, and intricacies associated with the Digital Assets, Digital Assets storage facilities, including Wallets, distributed ledger technology, and blockchain-based software in general;
- any Funds used by you in connection with the Services are either owned by you, or that you are validly authorised to carry out Transactions with such Funds;
- the Funds used by you to carry out Transactions through or in relation to the Services are from legitimate sources and were lawfully acquired;
- you understand and agree that the Project Tokens which you may purchase through the Platform may be subject to certain Restriction Terms on the use or disposal thereof;
- you understand that we do not control, manage or influence the Projects or Project Tokens, and do nor endorse or recommend any Project or Project Token;
- you are not a Prohibited Person nor use the Services for the benefit of a Prohibited Person;
- you will not access or collect data or information from the Services using automated means or robots (excluding, for this purpose, Google or other search systems and engines) unless specifically authorised by us, and will not access, or attempt to access, information that you do not have permission to access;
- you shall be solely responsible for all and any Transactions carried out in connection with the Services, and for their consequences and outcomes;
- your entering into these Terms, accessing and/or using the Services is not unlawful or prohibited under the laws of your jurisdiction or under the laws of any other jurisdiction to which you may be subject, and your access to and use of the Services shall be in full compliance with all applicable laws or regulations;
- you will comply with and bear sole responsibility for any tax obligations applicable to you and arising in connection with your use of the Services;
- your use of the C-Patex Information shall be at your own risk, and that nothing contained herein or in the C-Patex Information shall be deemed a guarantee or promise that such information is true or correct, or that you will receive any profit or benefit, or that any Transaction will be beneficial or suitable for you;
- you shall not make any decisions based solely on the C-Patex Information and you shall always conduct your own substantial research and analysis before making any decision;
- you will carefully evaluate, check, and verify any Third-Party Content before you use it or rely upon it in any manner;
- you understand that purchasing, selling, and holding Digital Assets carries substantial risk as the prices may change rapidly, and that you are encouraged to obtain appropriate professional advice before making any such decision;
- any and all information provided to us by you in connection with registering your User Account, accessing or using the Services is complete, accurate, up-to-date, and not misleading in any respect; and
- all of the above representations and warranties are true, complete, accurate, and non misleading from the time when you accept these Terms, and shall remain true, complete, accurate, and non misleading for the whole period of your access to and use of the Services.
11. Prohibited Use
You agree that you shall not conduct or participate in any of the following activities when accessing or using the Services, or in connection with such access or use:
- disrupting, interfering with, or inhibiting other Users from using the Services, Third-Party Services, or carrying out activities that could disable, impair, or harm the functioning of the Services, Tokens, Third-Party Services, servers, or underlying software;
- using the Services or underlying software for engaging or attempting to engage in money laundering, terrorism financing, fictitious trading, price manipulation, wash trading, and/or for any other illegal purposes;
- disrupting or attempting to disrupt ordinary trading and/or operations, placing Orders with the purpose of creating a false impression of market depth or interest;
- without prejudice to the terms of the applicable FOSS Licences, circumventing or attempting to circumvent any access or functionality restrictions and/or limitations with respect to the Services or underlying software, using malware, harmful code or software, undertaking hacker attacks or similar activities;
- taking advantage of any technical glitch, malfunction, failure, delay, default, or security breach in or of the Services;
- use the Services or related information for any purpose that is harmful or detrimental to us, Affiliates, the Services, Third-Party Services, other Users, or users of Third-Party Services;
- violating any rights of any third person, including trademark or intellectual property rights;
- carrying out fraudulent activities, providing any false, inaccurate, or misleading information in order to unlawfully obtain Funds or property of other Users or third persons;
- subject and without prejudice to the terms of the applicable FOSS Licences, copying, reproducing, or cloning the Platform as a whole, or duplicating its essential elements, or creating derivative works from the Platform without our prior written consent; or
- carrying out any other unlawful activities, or activities that violate any applicable regulations, rules, orders, etc.
12. Important Disclaimers
Non-Party Status. We do not act as a party to, nor do we participate in, Transactions conducted on the Exchange between Users or between Users and third parties. Notwithstanding this, our Affiliates and associated persons may engage in certain Transactions on the Exchange. With respect to any Transactions with your involvement, the relevant legal relationships and obligations arising therefrom shall be deemed to exist solely between you and the corresponding counterparty. We neither assume nor intend to assume any role or liability as a party to such Transactions. Consequently, we shall not be held responsible for, or liable in connection with, any Disputes stemming from these relationships and associated Transactions. All such Disputes must be resolved exclusively between you and the respective counterparty, without our involvement or intervention.
No Advice. We are not your advisor with respect to any of your Transactions, decisions, or activities conducted while using the Services. No part of the C-Patex Information is intended as, or should be considered to be, or construed as, business, legal, financial, investment, trading, or any other sort of advice, or advice of a broker regarding any matters to which all or any part of such C-Patex Information relates. Before making the decision to use the Services and carry out certain Transactions in connection therewith, we encourage you to conduct your own due diligence and consult your legal, financial, tax, or other professional advisors regarding any such information, including whether carrying out any Transaction is suitable for you.
No Fiduciary Relationship.The Services and these Terms are not intended to create or impose any fiduciary duty on us with respect to you. Notwithstanding anything to the contrary contained in these Terms, to the maximum extent permitted by the applicable law, we shall owe no fiduciary duties to you, provided, however, that we shall have the duty to act in accordance with these Terms and the implied contractual covenant of good faith and fair dealing to the extent required by the law.
No Solicitation. The Services and C-Patex Information are not intended to constitute an offer of securities, financial instruments, Digital Assets, or a solicitation for investment in or purchase of securities, financial instruments, or Digital Assets in any jurisdiction, nor is it intended to constitute a prospectus or offer document of any type. Nothing contained herein or in the C-Patex Information constitutes a recommendation or solicitation to use the Services or perform any Transaction, and you hereby acknowledge and agree that any access or use of the Services and any Transactions carried out by you shall always be at your own risk and discretion.
Token Offering. Nothing contained herein or in the C-Patex Information, or otherwise communicated by us in connection with any Token Offering is intended to be, or constitutes, our endorsement or recommendation of any Token Offering, Project, Project Token, or solicitation to purchase, hold, use, or dispose of any Project Tokens. You must carefully assess each particular Token Offering before you make your decision to participate, and any purchase of the Project Tokens shall be at your own risk and discretion. All and any information concerning the Project and Project Tokens contained on the Platform or otherwise provided in connection with a particular Token Offering is collected from the respective Project and constitutes Third-Party Content. Although we make a commercially reasonable effort to verify certain information about the Projects and Project Tokens, we do not assure, promise, represent, or otherwise guarantee that any such information is accurate, true, correct, up to date, complete or not misleading. You shall conduct your own research and due diligence on the Project Tokens which you are willing to purchase and the respective Project. We are not a developer, manager, or operator of any Project, and have no influence on or control over the Projects, Project Tokens, their development, functionality or performance. We make no warranties or representations of any kind, express or implied, with regard to any Project or Project Token, including that a Project will be developing its business or technology, continue its operations, or carry out any other activities. You must do your own due diligence on the respective Project and Token Offering in advance of purchasing the Project Tokens.
No Broker or Fund Manager Relationship. We are not your broker, fund manager, or any intermediary to any broker or fund manager. Neither the Services nor anything in these Terms shall be considered as a broker and/or fund management services, or any intermediation services thereto.
C-Patex Information. We strive to ensure the accuracy and completeness of the C-Patex Information, however, any use of or reliance thereon will always be at your own discretion and risk, and you shall be solely responsible for any possible damages or losses arising therefrom, whether known or unknown, including, but not limited to, consequential, incidental, special or indirect damages. There is no warranty of any kind, express or implied, regarding the timeliness, merchantability and/or fitness for a particular use with regard to the C-Patex Information.
Transactions. The functionality of the Services allows you to make certain Transactions with the Funds. By initiating the respective Transaction, you authorise us to process and complete it in accordance with your instruction. While processing the respective Transaction initiated by you, we rely entirely on the instructions provided by you in connection therewith, for example, those contained in your Order. Once the respective Transaction initiated by you was processed or completed, as applicable, such transaction becomes final and irreversible. Certain Transactions may become irreversible once initiated by you, for example, Withdrawal transactions. Subject to the provisions of these Terms, you may not claim refunds or cancel Transactions once they have been processed, completed, or become irreversible. You are solely responsible for any Transactions carried out through or in relation to the Services, regardless of whether such Transactions are processed by a blockchain network or take place off-chain, and you will carefully appraise and assess the risks involved in every such Transaction before it is made. You shall solely make all decisions with regard to your Transactions, and shall be solely responsible for their consequences, including possible losses and damages. We do not make any representations or warranties regarding the amount of time, Transaction fees or other requirements that may be required for the respective Transaction to be completed or processed, or for the Funds to become available in your User Account or Storage Mechanisms.
Digital Assets. We do not provide or make any representations or warranties of any kind with respect to the Digital Assets, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose or non-infringement, all of which are hereby expressly disclaimed and denied. You hereby acknowledge and agree that the Digital Assets may not: (i) meet your expectations or work as intended, (ii) have the intended functionality, (iii) have a market, or (iv) have any specific price or hold any particular value, or have any value at all. Any receipt, storage, use, and disposition of the Digital Assets shall always be at your own risk.
Tokens. Tokens are provided on an “as is” and “as available” basis. We make no warranty of any kind, express or implied, including, the implied warranties of title, non-infringement, integration, merchantability, and fitness for a particular purpose, and any warranties implied by any course of performance or usage of trade, with respect to the Tokens, all of which are expressly disclaimed. Tokens do not represent or confer any ownership right or stake, share, security, or equivalent rights, or any right to receive future revenue shares, intellectual property rights or any other form of participation in or relating to C-Patex, Affiliates, or any of their projects and products. The Tokens are not intended to be, or represent, a loan contract, currency, security, commodity, or any kind of financial instrument. The design, functionality, intended application and any other characteristics pertaining to the Token, as well as design, essence, particulars and description of the Token utility may be amended or changed at any time without notice to you. You hereby acknowledge and agree that (i) we make no promise or guarantee of inherent value with regard to the Tokens, (ii) there is no guarantee that the Tokens will hold any particular value, (iii) the Tokens may have no or lose all of their value, and (iv) we do not make any promises of future performance or value with respect to the Tokens, their price, supply amount, etc. Any receipt, storage, use and disposition of the Tokens shall always be at your own risk.
Storage Mechanisms. We shall not be responsible or liable in relation to your use of or inability to use your Storage Mechanisms. You are solely responsible for implementing reasonable measures for securing your Storage Mechanisms, including any passwords, seed phrases, private key(s), or other credentials necessary to access and manage such Storage Mechanisms. If your private key(s) or other access credentials associated with the respective Storage Mechanisms are lost, you may lose access to your Funds transferred to or held in such Storage Mechanisms. We are not responsible for any losses, costs, or expenses relating to loss of the Storage Mechanisms credentials, failures in the operation of Storage Mechanisms, or inability to use or access the Storage Mechanisms for any other reason. When using Storage Mechanisms, you should review applicable terms and policies that govern your use of such Storage Mechanisms. We never receive access to or control over your Storage Mechanisms or the Funds held therein. Therefore, you are solely responsible for securing your Storage Mechanisms and credentials thereto (including private keys, seed phrases, passwords, etc.).
Third-Party Content and Services. When using the Services, you may view or interact with the Third-Party Content and Third-Party Services. We are not responsible for and shall not be held liable in connection with, and do not make any warranties, whether express or implied, as to the Third-Party Content or Third-Party Services, do not endorse, recommend or solicit the use of, and are not responsible for any such Third-Party Content or Third-Party Services, as well as any information, materials, content, services or tools on or available through such Third-Party Content or Third-Party Services. You hereby affirm and acknowledge that your use of Third-Party Content or Third-Party Services, and your interactions with third parties that are linked to or from the Platform, are at your own risk. We assume no responsibility or liability for ensuring that any third party you transact with will complete the respective Transaction or is authoriыed to do so. To the maximum extent permitted by the applicable law, in no event shall we be responsible for or held liable in connection with any loss or damage of any sort incurred by you as the result of, or in connection with accessing or using any Third-Party Content or Third-Party Services.
No Financial Services. We are not a financial institution, we also do not provide any financial services. The Fiat Currency processing and associated Transactions, such as Deposit, Withdrawal, etc., are conducted by the respective Third-Party Service providers which we neither operate nor manage. We reserve the right to establish certain limitations and restrictions with respect to the Transactions involving the Fiat Currencies at our sole and absolute discretion, with or without notice, and without any liability whatsoever.
13. No Warranties And Representations
No Warranty. You are solely responsible for determining whether to use the Services and any use of the Services will always be at your own risk. We make no warranty of any kind, express or implied, including, but not limited to, the implied warranties of title, integration, merchantability, and fitness for a particular purpose with respect to the Services, all of which are expressly disclaimed and denied. We do not warrant, whether expressly or impliedly, and hereby expressly disclaim any warranty and/or representation that:
- the Services, Tokens and their underlying blockchain network will work as expected, or that any C-Patex Information will be timely, accurate, reliable, complete, true or correct;
- the Services, Tokens and their underlying blockchain network, and/or related software will be secure, uninterrupted, or available at any particular time or place, or will continue working, operating or functioning for any period of time;
- the Services and/or Tokens will meet your expectations or will be fit for a particular purpose;
- the Tokens will be supported by any person or will be available on any cryptocurrency exchanges or any other platforms at any particular time or place, or at all;
- any defects, flaws, bugs or errors in the Services and/or Tokens will be promptly corrected or corrected at all. You hereby acknowledge that in certain cases we may not be able to correct certain defects, flaws, bugs or errors in the Services, nor have such an opportunity;
- any particular type or form of Funds will be supported within the Services, or will be available at any particular time or place, or available at all;
- relates to the legal or juridical status or nature of the Digital Assets or with regard to their legal or other qualification;
- the Services, Tokens and/or related software will be secure at all times or be immune to any viruses, bugs, malfunctions, or other harmful components, hacker, malware or other attacks, or third-party hostile interferences. However, we endeavour to take timely measures to correct any operational faults.
14. Limitation Of Liability
Limitation of Liability. To the maximum extent permitted under the applicable law, in no event shall:
- the C-Patex Parties be liable or responsible for any indirect, special, punitive, exemplary, incidental, or consequential damages of any kind, nor shall they be liable for the loss of goodwill, loss of profits (including expected), loss of data, diminution of value, and business interruption arising out of or in connection with (i) these Terms or their violation, (ii) the Services, the use or inability to use the Services, (iii) the Tokens, including the acquisition, storage, transfer, use of, or inability to transfer or use the Tokens, (iv) your participation in the Token Offering, and/or (v) the failure of the Services and/or Tokens to perform as represented or expected, whether based upon breach of warranty or contract, negligence, strict liability, tort, or any other legal theory;
- our and Affiliates’ officers, directors, employees, contractors, consultants, and shareholders be held personally liable in connection with (i) these Terms or their violation, (ii) the Services, the use or inability to use the Services, (iii) the Tokens, including the acquisition, storage, transfer, use of, or inability to transfer or use the Tokens, (iv) your participation in the Token Offering, and/or (v) the failure of the Services and/or Tokens to perform as represented or expected, provided that this item “b” shall not limit our liability as of an entity;
- the C-Patex Parties be responsible for or held liable in connection with any possible damages or losses, including, but not limited to, consequential, incidental, special or indirect, arising from any use of or reliance on any C-Patex Information, and any decisions made relying thereon;
- the C-Patex Parties be responsible or liable for or in connection with Third-Party Services, Projects, Third-Party Content, or other third-parties’ acts or omissions, Project Tokens, their use or performance, in each case including any direct, indirect, special, punitive, exemplary, incidental, or consequential damages of any kind, loss of goodwill, loss of profits (including expected), loss of data, diminution of value, and business interruption;
- the C-Patex Parties be liable or responsible for or in connection with any loss or damage caused by or arising from the Force Majeure Circumstances; and
- the aggregate liability of the C-Patex Parties to you for all damages and losses whatsoever arising out of or in connection with these Terms, their undue performance or violation, the Services, the use or inability to use the Services, the Tokens, including the acquisition, storage, transfer, use of, or inability to transfer or use the Tokens, your participation in the Token Offering exceed the greater of: (i) USD 2,000 or (ii) the aggregate amount of Fees actually received by us from you for the twelve (12) months preceding the date of the event which lead to such liability.
Waiver. You shall not, and to the maximum extent permitted under the law hereby waive any right to, seek to recover the damages listed above in this Section 14 from the C-Patex Parties and/or persons specified above. To the maximum extent permitted under the applicable law, you further waive any and all protections and benefits granted to you under the applicable law that limit or impair the release and waiver contained herein, including due to the fact that you do not know or suspect to exist in your favour at the time of executing the release.
Exceptions. Inasmuch as some jurisdictions do not allow the exclusions or limitations as set forth herein, the above exclusions and limitations shall apply to the maximum extent permitted under the applicable law. Notwithstanding anything to the contrary contained therein, these Terms do not limit our liability for (i) intentional misconduct, gross negligence, fraud, death or any personal injury caused by or in connection with the Services, their use or inability to use; (ii) any direct damages and losses incurred by Consumers arising out of or in connection with our undue performance, non-performance or violation of these Terms and/or any applicable laws and regulations.
To the fullest extent permitted under the applicable law, you shall indemnify, defend, and hold harmless the C-Patex Parties from and against any and all claims, demands, actions, damages, losses, costs, and expenses (including reasonable professional and legal fees) that arise from or relate to (i) your violation of these Terms, including making untrue or false representations or warranties, (ii) your access to or use of the Services, (iii) exercising, enforcing, or preserving our rights, powers or remedies (or considering doing so) with respect to you in connection with these Terms, and (iv) your obligation to pay Taxes. We reserve the right to exercise sole control over the defence, at your sole cost and expense, of any claim subject to an indemnity set out in this Section 15. The indemnity set out in this Section 15 is in addition to, and not in lieu of, any other remedies that may be available to us under the applicable law.
16. Suspension And Termination
General. You hereby acknowledge and agree that we have the right to immediately suspend or terminate your User Account, with or without notice. Except for termination or suspension of your User Account upon your request, the final decision on whether to terminate or suspend it shall be taken by us at our sole and absolute discretion. Your User Account may be suspended or terminated for any reason, including if:
- you are, or we suspect that you are, in breach of these Terms, including by providing false or misleading warranties or representations;
- you are, or we suspect that you are, in breach of any applicable laws, regulations, or orders;
- you have, or we suspect that you have, while using or accessing the Services, violated any our or third-party’s right, for example, failed to perform your obligations or committed fraud;
- you failed to pass the KYC Checks;
- you requested us to suspend or terminate your User Account;
- we are required to do so by a court order or command by a regulatory or government authority, or in accordance with our internal policies and procedures.
Suspension. You hereby acknowledge and agree that we have the right to immediately suspend your User Account, with or without notice, if (i) you or your User Account is subject to a governmental proceeding, criminal investigation, or other pending litigation; (ii) we detect any suspicious activity related to you or your User Account; or (iii) we detect unauthorised access to your User Account.
Inactive User Account. If your User Account is deemed Inactive User Account, we have the right to immediately terminate it, with or without notice, and without any liability whatsoever.
Effect of Suspension or Termination. If your User Account is suspended or terminated, (i) you authorise us to cancel or suspend any pending Transactions at the time of such suspension or termination, including to terminate any placed Orders; (ii) you will not be able to make Withdrawals and Deposits, and (iii) any Funds associated with your User Account will be frozen, which implies that you will not be able to make any Transactions or operations with such Funds. Any suspension or termination of the User Account shall not affect (i) your liability for all activities and/or any Transactions conducted with or in connection with your User Account while it was active; and (ii) your obligation to pay all amounts of the outstanding Fees due to us. Accordingly, in such cases we have the right unilaterally with or without notice to set off the amount of any damages and losses sustained by us or third parties due to your activities and/or Transactions against the Funds associated with your User Account.
Remaining Funds. Upon termination of your User Account, you shall promptly provide us with your valid details of the Storage Mechanism to allow us or the respective Third-Party Service provider to transfer any remaining Funds held in your User Account at the time of its termination (subject to set-off, if any). Subject to these Terms, we will make a commercially reasonable effort to transfer, or cause the respective Third-Party Service provider to transfer, the Funds to you as soon as practicable, subject to our internal policies and procedures. Unless otherwise decided by us at our sole and absolute discretion, if you failed to request the transfer or Withdrawal of the remaining Funds within three (3) months following the date of any termination of your User Account, we may, at our sole and absolute discretion, and without prior notice to you:
- convert such remaining Funds to any type of Digital Assets determined by us at our sole discretion, according to the then-current in-Service exchange rates as of the time of the conversion, if any. Any commissions or Fees associated with the conversion will be deducted from the balance;
- monthly charge the Storage Fee from your User Account by deducting the respective amount from the remaining balance;
- once the balance of your User Account reaches zero or becomes insufficient to cover the Storage Fee, such User Account will be deemed finally closed. In each case, before your User Account was closed as prescribed herein, you reserve the right to request Withdrawal of the then-current balance of the remaining Digital Assets, if any (less the Storage Fee accrued).
Reactivation of Inactive User Account. In order to change the status of Inactive User Account or retrieve your remaining Funds, you should contact us during six (6) months following the date when we notify you that your User Account has been deemed an Inactive User Account. In this case, we reserve the right to require you to pass and complete the KYC Checks or certain other verification and due diligence procedures. If we determine, acting at our sole and absolute discretion, that your Inactive User Account may be reactivated or you are entitled to retrieve the remaining Funds, we shall not be obliged to, nor required to refund any Storage Fee and/or any other costs incurred by us in connection with your Inactive User Account prior to such reactivation or retrieval. Please note that after the expiry of the term indicated above or once your Inactive User Account is terminated, it cannot be reactivated by you (i.e., you will need to register a new User Account if you wish to continue to use the Services).
17. Our Rights
General. You hereby acknowledge and agree that we have the right at any time to (i) temporarily suspend your User Account (including by resetting your Credentials), (ii) stop, freeze, cancel, or rewind any Transaction associated with your User Account, and/or (iii) freeze the Funds associated with or held in your User Account, with or without notice, if:
- you are or your counterparty is, or we suspect that you are or your counterparty is, in breach of these Terms, including by providing false or misleading warranties or representations;
- you are or your counterparty is, or we suspect that you are or your counterparty is, in breach of any applicable laws, regulations, or orders;
- you have or your counterparty has, or we suspect that you have or your counterparty has, while using or accessing the Services, violated any our or third-party’s right, for example, failed to perform your obligations or committed fraud;
- you or your counterparty failed to pass the KYC Checks;
- you, your User Account, your counterparty, or your counterparty’s User Account is subject to a governmental proceeding, criminal investigation, or other pending litigation;
- we detect, or we suspect that your Credentials are, or likely to be, compromised;
- we detect any suspicious activity related to you, your User Account, your counterparty, or your counterparty’s User Account;
- we detect unauthorised access to your User Account or User Account of your counterparty;
- we intend to avoid or mitigate security, legal, financial, or regulatory risks;
- the Exchange sustains peak loads or we wish to avoid or mitigate the impact of peak loads;
- we identify abnormal activities on the market or within the Exchange, including abnormal volatility (price fluctuation) of Digital Assets or Fiat Currencies;
- any Force Majeure Circumstances occurred and influence the Services or if we intend to avoid or mitigate the Force Majeure Circumstances;
- we are attacked (including by hacker or any other attack) or intend to avoid or mitigate the impact of an attack;
- we are required to do so by a court order or command by a regulatory or government authority, regulatory or licensing frameworks or requirements applicable to us or that we are subject to, or in accordance with our internal policies and procedures.
Violation. In case you have violated or we believe that you have violated or threaten to violate these Terms or applicable legislation, we may, at our sole and absolute discretion, and you hereby expressly authorise us to:
- transfer the Funds associated with your User Account to a competent government, local, or other authority upon their request;
- deliver a report to any government or other authority;
- assist the government authorities in the investigation; and/or
- invoke any other right or remedy available to us under these Terms, law, or otherwise.
If and to the extent permitted under the laws, we will further notify you about the occurrence of above circumstances and the respective actions taken by us, provided that we, acting at our sole discretion, deem it reasonable and/or practicable.
Delisting. When using the Services or carrying out Transactions, you may only use those types and forms of assets that are available and supported within the Services. You shall not use any Digital Assets or Fiat Currencies which are excluded from the assets available and supported within the Services, and we assume no responsibility or liability in connection with any attempt to use any Digital Assets or Fiat Currencies that we do not support. If you use any unsupported assets within the Services, such assets may be permanently lost. You hereby acknowledge and agree that we may, from time to time, acting at our sole and absolute discretion, determine, change, and update the list of assets supported within the Services. We reserve the right to remove certain assets from the Services, delist certain Digital Assets from the Exchange, and/or cease supporting particular assets at any time, with or without reason, with or without notice, and without any liability whatsoever. In this case, such delisted Digital Assets and removed assets will no longer be traded on, supported or available within the Services. If we delist or remove certain assets from the Services, we may require you to make a Withdrawal of the respective Funds from your User Account during the time period established by us. If you fail to do so, we may at our absolute discretion and without prior notice to you:
- terminate any placed Orders associated with the delisted or removed assets, as and where applicable; and
- convert the balance of such delisted or removed assets associated with your User Account to any type of supported Digital Assets determined by us at our sole discretion, according to the market-prevailing exchange rates as of the time of the conversion, if any. In which case we shall not be liable for any loss of profit, tax obligations or any other loss, damage or expense incurred by you resulting from such conversion, and any commissions or Fees associated with the conversion will be deducted from the Funds associated with your User Account; or
- transfer such delisted or removed assets to an Affiliate, or an isolated wallet or account where it is deemed reasonably necessary by us to do so. Subject to Sections 16 and 17, in the event that such transfer has taken place, you have the right to retrieve such delisted or removed assets subject to satisfying applicable KYC Checks and other verification procedures.
18. Consumer Rights
Rights. If you are a Consumer, you have the following rights:
- to obtain correct and thorough information about the Services;
- if a Transaction made within the Services was not wholly or partially completed due to our omission, non-performance, or undue performance of these Terms, you will be allowed to either (i) repeat the respective Transaction, or (ii) if it is impossible to repeat the respective Transaction and/or the Funds are lost, refund the respective Funds involved in such Transaction without undue delay. We will be solely responsible for and bear all Fees, Third-Party Costs, and other expenses associated with the repeated Transaction if you were already charged for such amounts in connection with the respective initial transaction;
- to defend violated rights and redress of pecuniary or non-pecuniary damages and losses in accordance with these Terms;
- to appeal to the competent courts or authorities having jurisdiction regarding the defenсe of the violated rights and settlement of Disputes; and/or
- to exercise other rights and remedies that are available to you as a Consumer under the applicable legislation.
Notification and Awareness. Notwithstanding anything to the contrary contained herein, if and to the extent you are considered a Consumer, we will make commercially reasonable efforts to notify you in a timely manner about the circumstances, which produce legal effects concerning you or similarly significantly affect you, including if:
- we substantially update, amend, or modify these Terms, the Services and their functionality, underlying software, infrastructure, security protocols, technical configurations, financial structure, or service features;
- we decide, or are required to, suspend, terminate, or discontinue your use of the Services or any components thereof, regardless of reason;
- we establish certain limitations and restrictions with respect to the Transactions and/or your ability to carry out any Transaction;
- we decide, or are required to, (i) suspend or terminate your User Account, (ii) stop, freeze, cancel, or rewind any Transaction associated with your User Account, and/or (iii) freeze the Funds associated with or held in your User Account subject to and in accordance with these Terms or applicable laws and regulations;
- we decide, or are required to, remove certain assets from the Services, delist certain Digital Assets from the Exchange, and/or cease supporting any particular assets; and
- we take any other actions, which, in our opinion, may significantly affect you and/or your rights under the applicable consumer laws.
19. Void Transactions
Any Funds misappropriated or obtained as a result of or in connection with the violation of these Terms or intended logic of the Services, including any interference in the operation of the Services or their components or any attack on the Services or Users, shall be considered immediate property of C-Patex, and any Transactions related to the foregoing shall be considered null and void ab initio.
20. Proprietary Rights
Ownership. You do not receive any rights, title, or interest in or to the Intellectual Property and the respective rights holders reserve the right to prohibit any use of the respective Intellectual Property at any time. You may not obscure, remove or alter any marks or notices displayed within the Platform. Any rights not expressly granted to you under the Licenсe and/or applicable FOSS Licences are reserved by us, respective Affiliates, and/or other rights holders.
FOSS Licences. Certain components used within the Services may be distributed under the FOSS Licences, the terms of which shall be made available to you, and you agree to abide by and comply with the terms thereof, if and where applicable.
Feedback. By providing comments, suggestions, recommendations or other feedback in relation to the Services, you grant us a non-exclusive, irrevocable, royalty-free, perpetual, fully paid up, worldwide licence (right) to use, copy, edit, reproduce, translate, publicly display and perform, distribute, commercialise, create derivative works from your feedback and the right to assign these rights to third parties in whole or in part. We may use, reproduce, disclose, make publicly available and otherwise exploit any of your comments, suggestions, recommendations or other feedback provided in connection with or relating to the Services in our sole discretion, without restrictions or any obligations to you.
21. Associated Costs
Fees. We may charge you certain Fees in connection with your use of the Services. You acknowledge and agree that we may deduct Fees from the Funds used in the associated Transaction or from the balance of your User Account, and you hereby authorise us to do so. The relevant Fees will be charged off in the form of assets used in the respective Transaction either at the time when such Transaction is initiated, or at the time of its completion, or at such other time as we may determine. We reserve the right, at our sole and absolute discretion, to change and update the Fees and Fees Schedule from time to time. Changes to the Fees Schedule shall become effective immediately upon either of: (i) posting on the Platform, (ii) updating the Fees Schedule, or (iii) written notice to you, whichever is earlier. You hereby agree and acknowledge that it is your sole obligation to review the applicable Fees each time you access the Services or decide to complete a certain Transaction in order to have up-to-date information about the Fees. If you do not agree to any amended Fees and updated Fees Schedule, you reserve the right to discontinue any access to or use of the Services at any time. Continuous use of the Services is deemed acceptance of the updated Fees and Fees Schedule.
Third-Party Costs. When you conduct certain Transactions through or in relation to the Services certain Third-Party Costs may arise. You shall bear all such Third-party Costs associated with such Transactions. We are not responsible for any Third-Party Costs and shall not be in any way liable thereto. We will make commercially reasonable efforts to demonstrate to you the Third-Party Costs arising from the Transactions made through or in relation to the Services, however, you should independently verify this information and we do not warrant that the provided information will be correct. In certain circumstances, we may charge or withhold the arising Third-Party Costs from your User Account, and you hereby authorise us to do so. Certain Third-Party Costs may be included in the Fees applicable to the respective Transactions.
Taxes. You are solely responsible for determining what, if any, Taxes apply to your activities and any Transactions. It is also your responsibility to withhold, collect, report, and remit all applicable Taxes to the appropriate tax authorities, and we are not responsible for withholding, collecting, reporting, or remitting any such Taxes. However, if we are required under the applicable law to withhold, collect, report, and remit any Taxes, we will do so. You hereby acknowledge, understand, and agree that (i) your Transactions may have tax consequences for you, (ii) you are solely responsible for compliance with your tax obligations, and (iii) we will not bear any liability or responsibility with respect to any tax consequences to you associated with or arising from any Transactions.
22. Updates Availability, And Access
Updates and Modifications. We may from time to time, with or without prior notice make certain updates, improvements, or modifications to the Services, including, but not limited to, updates to the underlying software, infrastructure, security protocols, technical configurations, functionality, financial structure, or service features, and we shall not be in any case held liable with respect to any such update.
Availability. The availability and functionality of the Services depend on various factors. The Services may be inaccessible or inoperable from time to time for any reason, including, for example, equipment malfunctions, maintenance procedures or repairs, Force Majeure Circumstances, disruptions, sophisticated hacker or malware attacks, temporary or permanent unavailability of the underlying software or blockchain infrastructure, and/or unavailability of the respective Third-Party Services. In the aforementioned cases, the access or use of the Services may be prevented or limited without notice. Notwithstanding anything to the contrary contained herein, we may, at any time and at our sole and absolute discretion, without any liability whatsoever, terminate or discontinue the Services or any of their components. We will make commercially reasonable efforts to notify you about any such termination or discontinuation of the Services or any of their components in advance.
Access to the Services. If technically possible, we may limit, suspend or restrict access to the Services or any of their components with immediate effect and without any liability, regardless of reason, including if we, acting at our sole discretion, determine that (i) you have violated or may likely violate these Terms, applicable laws or regulations; or (ii) you or your actions create or may create legal exposure for us, Affiliates, or the Services; or (iii) you are or likely to be a Prohibited Person or act on behalf of a Prohibited Person. You hereby agree to comply with such limitations and not to circumvent or bypass them in any way. You hereby agree that we may install and utilise certain software, solutions and/or tools (for example, geo-blocking solutions) allowing us to identify Users from the Prohibited Jurisdictions or certain restricted jurisdictions, or those who have violated these Terms or the laws, and restrict their access to and use of the Services.
23. Governing Law
General. These Terms, as well as any and all relationships between you and us relating to the Services or any transaction contemplated in these Terms shall be governed by and construed and enforced in accordance with the laws of England and Wales, without regard to conflict of law rules or principles that would cause the application of the laws of any other jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms.
Exception. The choice of law prescribed in this Section 23 shall not prejudice the mandatory provisions of the law that applies to you as a Consumer.
24. Disputes Resolution
PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT CONTAINS PROVISIONS WHICH AFFECT YOUR LEGAL RIGHTS, SUCH AS A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER. THIS SECTION REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH US AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US. PLEASE NOTE THAT CERTAIN PROVISIONS CONTAINED IN THIS SECTION MAY BE APPLICABLE ONLY TO USERS WHO ARE CONSIDERED CONSUMERS.
Dispute Resolution. For any Dispute that you have against us or relating in any way to these Terms or the Services, you shall first contact us and attempt to resolve the Dispute informally by sending a Notice to us by email at email@example.com. The Notice must include your name, residence address, email address, and telephone number, describe the nature and basis of the Dispute and set forth the specific relief sought. If we and you cannot reach an agreement to resolve the Dispute within thirty (30) days after such Notice is received, then either party may submit the Dispute to, as and to the extent applicable:
- binding arbitration administered by the LCIA, in accordance with the terms set forth in this Section 24. Binding arbitration is the referral of a Dispute to a qualified person(s) who will review the Dispute and make a final and binding determination, by making an order, to resolve the Dispute; or
- courts of England and Wales having competent jurisdiction, without prejudice to the mandatory provisions of the applicable laws, provided that such Dispute arose from or in connection with your use of the Services as a Consumer, and/or relating to the relationship between you as a Consumer and us with respect to any transaction contemplated in these Terms.
As a Consumer, you are not obligated to attempt to resolve the Dispute informally as prescribed above, and, therefore, you reserve the right to submit the Dispute to the competent courts when you are willing to do so.
Waiver of Court Proceedings and Jury Trial. Except for any Disputes in which you are considered a Consumer or either you or we seek injunctive or other equitable relief for the alleged unlawful use of Intellectual Property, you and we hereby waive your and our respective rights (i) to have any Dispute arising from or related to these Terms, the Services and their use resolved in a court, and (ii) to a jury trial.
Binding Arbitration. Unless otherwise expressly outlined in these Terms, any Disputes arising out of or in connection with these Terms or the Services, including any question regarding the existence, validity, or termination of these Terms, shall be referred to and finally resolved by the binding arbitration under the London Court of International Arbitration Rules, which Rules are deemed to be incorporated by reference herein. Any arbitration will occur in London, UK. The number of arbitrators shall be one (1). The language to be used in the arbitral proceedings shall be English. Any and all notices, requests, demands, and other communications which are required or may be given in connection with the arbitration shall be sent in electronic form, either via email or other electronic means including via any electronic filing system operated by the LCIA. Any and all notices, requests, demands, and other communications sent by electronic means shall be treated as having been received by a recipient on the day it is transmitted (such time to be determined by reference to the recipient’s time zone). You will not and hereby waive your rights to object to the arbitration prescribed herein.
Confidentiality. Unless otherwise required by the applicable law, and to the maximum extent permitted and possible, you, we, and the arbitrators shall maintain the confidentiality of any arbitration proceedings, judgments and awards, including, but not limited to, all information gathered, prepared and presented for purposes of the arbitration or related to the Disputes. Unless prohibited under the law, the arbitrator will have the authority to make appropriate rulings to safeguard confidentiality.
No Class Arbitrations. Any Dispute arising out of or related to these Terms is personal to you and us and will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action, or any other type of representative proceeding in any circumstances. There will be no class or other type of representative action, whether within or outside of arbitration where an individual attempts to resolve a Dispute as a representative of another individual or group of individuals.
Statutes of Limitation. To the maximum extent permitted under the law, you and we hereby agree that any claim arising out of or related to these Terms or the Services shall be filed within one (1) year after the ground for such claim arose. If the claim is not filed within this term, such claim shall be permanently barred, which means that neither you, nor we will have the right to assert such claim.
25. Term And Termination
Term. These Terms will be in full force until terminated in accordance with the terms prescribed herein.
Termination by You. You may terminate these Terms at any time by terminating (closing) your User Account and ceasing access and use of the Services. You may individually terminate (close) your User Account via the functionality available on the Platform, or request us to terminate it, in which case your User Account will be deactivated for six (6) months after which the User Account will be terminated. During this period you may reactivate your User Account upon request to us, however after the expiration of such period your User Account will be permanently terminated (closed). Before terminating your User Account, you should withdraw your Funds held within it.
Termination by Us. These Terms shall be deemed automatically terminated if we (i) terminate the Services, (ii) terminate your User Account, or (iii) exercise our right to terminate these Terms as provided for herein.
Survival. Sections 3, 12-21, 23-28 of these Terms and provisions hereof constructed to survive the termination of these Terms shall survive any expiration or termination of these Terms, regardless of reason. Any termination hereof shall not affect the rights accrued prior to the termination of these Terms.
Communication Channels. You agree and consent to receive electronically all Communications that we provide in connection with these Terms and the Services. You agree that we may provide Communications to you through any of the Communication Channels, provided that only those postings shall be deemed to constitute Communication that are expressly marked as relating to these Terms. If you provide us with your email address, we may (but will not be obliged to) send Communications to you by email. All Communications specified in this paragraph shall be deemed in writing, valid and of full legal force, and delivered to you on the day following the day when they are published or transmitted, as the case may be.
Contact Details. You may electronically communicate with us by sending Communications to the following email address firstname.lastname@example.org We may require you to provide additional data or documents that will allow us to identify you.
Severability. If any term, clause or provision of these Terms is held unlawful, void, or unenforceable, then that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause, or provision, or any other term, clause, or provision of these Terms.
Language. Currently, only the English version of these Terms and any Communications is considered official. The English version shall prevail in case of differences in translation of any C-Patex Information, Communications or other content. These Terms, as well as the interface of the Platform may be provided in multiple languages, but in case of any discrepancies, the English version shall prevail.
No Venture or Agency. Nothing in these Terms constitutes, or can be deemed to constitute, a partnership, association, joint venture, or other co-operative entity between you and us. Nothing in these Terms and no action taken by you or us pursuant to these Terms shall constitute, or be deemed to constitute, you the agent of C-Patex for any purpose, and vice versa, with the exception of Transaction, initiated by you and being processed by us in accordance with your instructions. Neither you nor we have the authority or power to bind or contract in the name of each other.
Entire Agreement. These Terms, together with any documents incorporated herein by reference, contain the entire agreement between you and us concerning the matters contemplated herein and supersede all prior and contemporaneous understandings, writings, letters, statements, or promises, both written and oral, between you and us regarding the subject matters hereof, including, without limitation, any public or other statements, promises, publications, or representations made by C-Patex Parties. Unless otherwise expressly provided herein, there shall be no third-party beneficiaries thereto.
Assignability. You shall not assign or transfer any rights or obligations under these Terms without our prior written consent, including by operation of law or in connection with any change of control. We may transfer or assign these Terms, including any rights and obligations hereunder at any time and no such transfer or assignment shall require your additional consent or approval, provided that such transfer or assignment, to our best knowledge, will not reduce or alter any guarantees or rights available to you as a Consumer.
No Waiver. No failure or delay by us to exercise any right or remedy provided under these Terms or law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.
Interpretation. Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders; a reference to a person includes a natural person, partnership, body corporate, association, governmental or local authority, or agency, or other entity; words in the singular shall include the plural and in the plural shall include the singular; any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms; Section headings do not affect the interpretation of these Terms. You hereby agree that a rule of construction does not apply to our disadvantage because we were responsible for the preparation of these Terms.
In these Terms, unless the context requires otherwise, the terms shall have the following meaning:
Affiliate means a person controlling, controlled by, or under the same control as C-Patex.
Airdrop means the distribution of Tokens conducted via the Platform.
Airdrop Operator means the entity conducting the Airdrop as indicated in the Airdrop Terms.
Airdrop Page means the dedicated Airdrop page on the Platform.
Airdrop Terms means certain Airdrop Terms & Conditions that are provided on the Airdrop Page.
App means C-Patex applications (including mobile, web, desktop), if any, and any associated software and application programming interface (API).
Communications means any letters, notices, messages, demands, requests, or other communications which may be required, permitted, or contemplated hereunder.
Communication Channels means the Website, our Twitter account, our Telegram channels, chats, groups, or bots, our Facebook account, and our YouTube channel. Links to our Communication Channels are provided on the Website.
Consumer means a natural person using the Services for personal or household purposes as defined under the applicable legislation, i.e. for certain purposes that are wholly or mainly outside their trade, business, craft, or profession.
our means DLT Swap Technologies Ltd, a company, established under the laws of Seychelles, having registered address at House of Francis, Room 303, Ile Du Port, Mahe, Seychelles.
C-Patex Information means any information, statements, announcements, data, content, and other materials provided on or through the Platform, and any communications made by us or on our behalf, as well as any other information however communicated by us or on our behalf with respect to the Services.
C-Patex Parties means C-Patex, Affiliates, their respective shareholders, directors, officers, employees, agents, advisors, contractors, successors, and assignees.
Credentials means the data that can be used to log in, access, and manage your User Account, including your username, password, two-factor authentication codes, etc.
Deposit means a Transaction whereby a User transfers Funds to the balance of their User Account.
Digital Assets means cryptocurrencies and other cryptographic tokens, such as, for example, Tokens, Project Tokens, Bitcoin (BTC), Ether (ETH), USD Tether (USDT), etc.
Disputemeans any dispute, controversy, claim, suit, action, cause of action, demand, or proceeding.
Exchange means certain services as may be from time to time provided by C-Patex or designated Affiliates, or third persons via the Platform allowing the Users to transact with other Users in the Funds and to stake certain Digital Assets.
Fees means certain fees charged by us in connection with the Services, including the fees for certain Transactions, Storage Fee, etc. The Fees may be outlined at our Fees Schedule.
Fees Schedule means our Fees Schedule, as may be updated from time to time and available at https://c-patex.com/fees.
Fiat Currency means the government-issued currency that is designated as legal tender through government decree, regulation, or the law, such as, for example, U.S. dollar.
Force Majeure Circumstances includes, without limitation, (i) fire, flood, hostility, pandemic, act of God, explosion, strike; (ii) war, undeclared war, civil war, revolution, riot, act of terrorism, military actions, interventions, and operations; (iii) epidemic, pandemic, insurrection, labour dispute, accident; (iv) sanctions, government actions, embargoes; (v) injunctions, cease and desist orders, restraining or similar orders of, or prohibitions established by a court, governmental or other authorities; (vi) weaknesses, vulnerabilities and bugs in the software, blockchain networks, smart-contracts, other technologies used in connection with the Services, 51% attacks or similar attacks on Digital Assets’ underlying blockchain networks; (vii) actions, failures to act or inactions of Third-Party Service providers or other third parties, including fraud, loss or theft of funds by such third parties; (viii) system interference and/or destruction by any malicious programs; (ix) power failure, equipment or software malfunction or error; (x) other circumstances beyond our control interfering the performance hereof.
FOSS Licence means a free and open-source software licence that allows for editing, modifying, or reusing software’s source code.
Funds means the Fiat Currencies and/or Digital Assets.
Inactive User Account means a User Account through which no Transaction has been processed for a minimum of six (6) months.
Intellectual Property means any names of services and products, logos, trademarks and other marks, copyrighted content, trade secrets, URLs, domain names, patents, designs, drawings, pictures etc., which may be demonstrated within the Services, C-Patex Information, or otherwise provided by us or on our behalf.
KYC Checks mean identification, due diligence, know-your-client checks, as well as other anti-money laundering and combating the financing of terrorism procedures as may be established by us from time to time.
LCIA means the London Court of International Arbitration.
Licence means a limited, temporary, non-transferable, non-exclusive, revocable, non-sublicensable licence (right) to access and use the Services for their intended purposes on the terms set forth herein.
Notice means a written notice of your claim to any of the C-Patex Parties.
Order means a User’s instruction to buy or sell Funds provided via the Exchange on the terms and conditions outlined in the respective instruction. Orders are placed by Users using the trading interface of the Exchange or other means made available by C-Patex, if any.
Participation Requirements means certain eligibility requirements for the Token Offering participants, as may be determined and implemented in connection with the respective Token Offering from time to time.
Participation Term means a particular term, as may be determined by us or the respective Project, and until the expiry of which all applicable Participation Requirements have to be met and/or completed.
Platform means the Website, App, and any associated software and application programming interface (API).
Prohibited Jurisdiction means any of the following jurisdictions and territories: Argentine Republic, Plurinational State of Bolivia, Republic of Colombia, United Mexican States, Republic of Chile, Republic of El Salvador, Oriental Republic of Uruguay, Democratic People’s Republic of Korea, Islamic Republic of Iran, Syrian Arab Republic, South Sudan, United Arab Emirates, United States of America (including its territories: American Samoa, Guam, Puerto Rico, the Northern Mariana Islands, and the U.S. Virgin Islands), Republic of Cuba, Sevastopol and the Crimea Region of Ukraine, Donetsk People’s Republic and Luhansk People’s Republic regions of Ukraine, and any jurisdiction or territory in which the use of the Services is prohibited by applicable laws or regulations, or which is subject to a country-wide or territory-wide sanction imposed by any country, government, or international authority.
Prohibited Person means any citizen or resident of, or person subject to jurisdiction of, any Prohibited Jurisdiction, or person subject to any sanctions administered or enforced by any country, government, or international authority, including the EU, OFAC, United Nations Security Council, but not limited to the above.
Project means an entity that is the issuer of or has material interest in particular Project Tokens and is selling the Project Tokens in an Token Offering through the Platform.
Project Tokens means certain digital tokens implemented on the respective blockchain main network that are being sold in a Token Offering.
Restriction Terms means certain lock-up and vesting terms and conditions, as well as other restrictions applicable to the Project Tokens.
Services means the Platform, Exchange, related software, components, and any services offered or provided by C-Patex Parties through the Platform. It is expressly acknowledged that the Services do not include any Third-Party Content and Third-Party Services.
Storage Fee means the Fee charged by us or Affiliates to cover the cost of maintaining the Funds, in cases outlined in these Terms.
Storage Mechanisms means any accounts with banks or financial institutions, Wallets, vaults, or other storage mechanisms you use to receive, hold, manage, or dispose of the Funds outside of the Exchange.
Taxes means any income, earnings, capital gains, sales, use, value-added, or similar tax, arising from your Transactions carried out on or in relation to the Services.
Terms means these C-Patex Terms of Service, together with all agreements and documents incorporated herein by reference, as may be amended from time to time.
Third-Party Content means any content, information, materials, and items provided by third parties or produced from third-party sources, including (i) the description of, links to or elements of the Third-Party Services, (ii) promotional materials and advertisements, other third-party materials and data, (iii) third-party websites and resources, and links thereto, and (iv) any information produced or derived from Third-Party Services or other third-party sources, including blockchain transactions and data pertaining to any Digital Assets, not limited to the above.
Third-Party Costs means any costs, fees, or expenses that are charged by third parties or third-party technologies, including, for example, blockchain gas costs, commissions and fees related to or charged by Third-Party Services.
Third-Party Services means any software, services, items, and solutions that are not provided by C-Patex Parties, such as, for example, merchants, Digital Assets, Wallets, software or hardware wallets, analytic tools, blockchain smart-contracts, payment gateways, payment systems, payment service providers, bank services, bank cards, etc.
Tokens means C-Patex digital cryptographic tokens, having a “PATEX” ticker, to be implemented on the Ethereum blockchain main network or any other blockchain networks as may be determined by us at our sole discretion.
Token Offering means the sale of certain Project Tokens by the Project on the Platform.
Transaction means a certain transaction with the Funds carried out through or in relation to the Services, such as Deposit, Withdrawal, purchase or sale of the Funds, etc.
User means a person that has registered for a User Account.
User Account means an account with the Exchange registered by a User.
Wallet means a pair of public and private cryptographic keys that can be used to track ownership of, receive or spend Digital Assets on a blockchain network. A Wallet does not include your User Account.
Website means the C-Patex website available at https://c-patex.com , including any of its subdomains.
Withdrawal means a Transaction whereby a User transfers certain Funds from their User Account outside the Platform, for example to a Storage Mechanism.
your means the person who accepts these Terms, as described in the preamble of these Terms; if you are acting on behalf of an entity,
you shall refer to both you as an individual using the Services, and the entity on whose behalf you are acting.