GENERAL CONDITIONS OF USE
By signing up to use the ChainTrade Account (as defined below) through the ChainTrade website located at chaintrade.net, the ChainTrade API, and/or any associated ChainTrade-hosted websites or mobile applications (collectively the “ChainTrade Site”), you agree to comply with and be legally bound by this Agreement. If you do not agree to any of the terms set forth in this Agreement, or any subsequent modification to the Agreement, you may not access or use any of the ChainTrade Services and must cancel your ChainTrade Account, free of charge, in the manner set forth below.
We may amend or modify this Agreement by posting on the ChainTrade Site or emailing to you the revised Agreement. Any revised Agreement shall be effective immediately upon your express approval, or one month after the date of posting except where the changes and modifications are required by law or on the instruction of a competent governmental agency. By continuing to access or use the ChainTrade Services once the revised Agreement is effective, you agree to be bound by the Agreement. We may (a) modify or discontinue any portion of the ChainTrade Services, and (b) suspend or terminate your access to the ChainTrade Services, at any time, and from time to time, without notice to you in certain, limited circumstances described herein. You agree that we shall not be liable to you or any third party for any modification or termination of the ChainTrade Services, or suspension or termination of your access to the ChainTrade Services, except to the extent otherwise expressly set forth herein.
To be eligible to use the ChainTrade Services, you must be at least 18 years old (or the applicable age of majority and contractual capacity in each qualifying jurisdiction). By accessing or using the ChainTrade Services you represent and warrant that you are 18 or older.
Please note the following risks of using ChainTrade Services:
Once submitted to the blockchain network, a cryptocurrency(ies) Transaction (as defined below) will be unconfirmed for a period of time (usually less than one hour, but up to one day or more) pending sufficient confirmation of the transaction by the blockchain network. A transaction is not complete while it is in a pending state. Cryptocurrency(ies) associated with transactions that are in a pending state will be designated accordingly, and will not be included in your ChainTrade Account balance or be available to conduct transactions.
The risk of loss in holding cryptocurrency(ies) can be substantial. You should therefore carefully consider whether holding cryptocurrency(ies) is suitable for you in light of your financial condition. In considering whether to hold cryptocurrency(ies), you should be aware that the price or value of cryptocurrency(ies) can change rapidly, decrease, and potentially even fall to zero. If you use a ChainTrade product which allows you and/or third parties to access and hold cryptocurrency(ies) private keys, you acknowledge that ChainTrade is not responsible for safeguarding such keys and that ChainTrade is not responsible for any loss of cryptocurrency(ies) resulting from theft, loss, or mishandling of cryptocurrency(ies) private keys outside its control.
1. BASIC CHAINTRADE SERVICES
Your ChainTrade account (“ChainTrade Account”) encompasses the following basic ChainTrade Services, among others:
- The sale of the ChainTrade Coin (“CTC” and as defined below) to you and other ChainTrade’s clients. The CTC is a virtual good allowing you to access and use the ChainTrade Platform.
- The operation and maintenance of the ChainTrade Platform, which is a platform based on the blockchain allowing the trade of smart contracts representing future and option contracts and potentially other financial instruments (“Smart Contracts”).
Each of those ChainTrade Services is described below.
2. Creating a ChainTrade Account
2.1 Registration of ChainTrade Account. In order to use any of the ChainTrade Services, you must first register by providing your name, e-mail address, password, and affirming your acceptance of this Agreement. Upon successful completion of the registration process, ChainTrade will establish your ChainTrade Account. ChainTrade may, in our sole discretion, refuse to allow you to establish a ChainTrade Account, or limit the number of ChainTrade Accounts that a single user may establish and maintain at any time.
2.2 Identity Verification. In order to use certain features of the ChainTrade Services, including certain transfers of cryptocurrency(ies) and/or currency, you may be required to provide ChainTrade with certain personal information, including, but not limited to, your name, address, telephone number, e-mail address, date of birth, taxpayer identification number, government identification number, and information regarding your bank account (e.g., financial institution, account type, routing number, and account number). ChainTrade may also require you to answer certain questions or take actions in order to verify your identity, provide the ChainTrade Services to you, or comply with applicable law. In submitting this or any other personal information as may be required, you verify that the information is accurate and authentic, and you agree to update ChainTrade if any information changes. You hereby authorize ChainTrade to, directly or through third parties make any inquiries we consider necessary to verify your identity and/or protect against fraud, including to query identity information contained in public reports (e.g., your name, address, past addresses, or date of birth), to query account information associated with your linked bank account or qualifying credit/debit cards (e.g., name or account balance), and to take action we reasonably deem necessary based on the results of such inquiries and reports. You further authorize any and all third parties to which such inquiries or requests may be directed to fully respond to such inquiries or requests.
3. ChainTrade Coin (“CTC”)
3.1 In order to use the ChainTrade Platform, you need to purchase CTC tokens from ChainTrade. ChainTrade sells CTC tokens at its sole discretion, either from time to time or on a continuous manner. The price at which ChainTrade sells CTC tokens will vary and will be determined at ChainTrade’s sole discretion.
3.2 The total number of CTC tokens to be sold by ChainTrade is limited to 1,000,000,000 (one billion).
3.3 You will also be able to buy, sell and exchange CTC tokens in peer-to-peer transactions, independently of ChainTrade, for example via “crypto exchanges” such as Kraken or Bittrex.
4. ChainTrade Platform
4.1 Transactions. When buying and selling Smart Contracts on the ChainTrade Platform, you will be performing a transaction that does not involve ChainTrade directly. ChainTrade will provide a decentralized marketplace where buyers and sellers can trade Smart Contract related to food products and raw materials.
4.2 Regulatory Approval. ChainTrade will not start operating the ChainTrade Platform unless it obtains the proper approval from the relevant governmental authorities.
5. KYC and AML
In spite of providing a decentralized trading platform, ChainTrade will exert a strict control over the participants in the ChainTrade Platform, especially to avoid Money Laundering. In association with the relevant authorities, strict KYC procedures will be established in a cost-efficient way, with the help of artificial intelligence. You will not be able to trade Smart Contracts on the ChainTrade Platform unless you complied successfully with the KYC procedure.
6. General Use, Prohibited Use, and Termination
6.1 General Use
Limited License. We hereby grant you a limited, nonexclusive, nontransferable license, subject to the terms of this Agreement, to access and use the ChainTrade Site, and the content, materials, information and functionality available in connection therewith (collectively, the “Content”) solely for informational, transactional, or other approved purposes as permitted by ChainTrade from time to time. Any other use of the ChainTrade Site or Content is expressly prohibited. All other rights in the ChainTrade Site or Content are reserved by us and our licensors. We reserve all rights in the ChainTrade Site and Content and you agree that this Agreement does not grant you any rights in or licenses to the ChainTrade Site or the Content, except for this express, limited license. You will not otherwise copy, transmit, distribute, sell, resell, license, de-compile, reverse engineer, disassemble, modify, publish, participate in the transfer or sale of, create derivative works from, perform, display, incorporate into another website, or in any other way exploit any of the Content or any other part of the ChainTrade Site or any derivative works thereof, in whole or in part for commercial or non-commercial purposes. Without limiting the foregoing, you will not frame or display the ChainTrade Site or Content (or any portion thereof) as part of any other website or any other work of authorship without our prior written permission. If you violate any portion of this Agreement, your permission to access and use the ChainTrade Services may be terminated pursuant to this Agreement. In addition, we reserve the right to all remedies available at law and in equity for any such violation. “ChainTrade.com”, “ChainTrade”, and all logos related to the ChainTrade Services or displayed on the ChainTrade Site are either trademarks or registered marks of ChainTrade or its licensors. You may not copy, imitate or use them without ChainTrade’s prior written consent.
Website Accuracy. Although we intend to provide accurate and timely information on the ChainTrade Site, the ChainTrade Site (including, without limitation, the Content) may not always be entirely accurate, complete or current and may also include technical inaccuracies or typographical errors. In an effort to continue to provide you with as complete and accurate information as possible, information may be changed or updated from time to time without notice, including without limitation information regarding our policies, products and services. Accordingly, you should verify all information before relying on it, and all decisions based on information contained on the ChainTrade Site are your sole responsibility and we shall have no liability for such decisions.
Third-Party Materials. From time to time, the ChainTrade Site may contain references or links to third-party materials (including without limitation websites) and third-party applications which are not controlled by us. Such information, links, and third-party applications are provided as a convenience to you. Such links should not be considered endorsements and such reference does not imply our recommendation, approval, affiliation, or sponsorship of that respective property, product, service, or process. You acknowledge and agree that we are not responsible for any aspect of the information, content, or services contained in any third-party materials or on any third party sites accessible or linked to the ChainTrade Site, including without limitation content, property, goods or services available on the linked sites or services.
Third-Party Applications. If, to the extent permitted by ChainTrade from time to time, you grant express permission to a third party to access or connect to your ChainTrade Account, either through the third party’s product or service or through the ChainTrade Site, you acknowledge that granting permission to a third party to take specific actions on your behalf does not relieve you of any of your responsibilities under this Agreement. You are fully responsible for all acts or omissions of any third party using your ChainTrade Account credentials. Further, you acknowledge and agree that you will not hold ChainTrade responsible for, and will indemnify ChainTrade from, any liability arising out of or related to any act or omission of any third party using your ChainTrade Account credentials. You may change or remove permissions granted by you to third parties with respect to your ChainTrade Account at any time through the Account Settings (Integrations) page on the ChainTrade Site.
Developer’s Tools. Any person or entity who uses ChainTrade’s developer’s tools (the “Developer’s Tools”) must comply with the terms of this Agreement, and/or any other conditions as ChainTrade may put into place in its sole discretion from time to time. The Developer’s Tools are owned by ChainTrade and are licensed to Developer’s Tools users on a limited, non-exclusive, non-transferable, non-sublicensable basis. ChainTrade reserves the right to restrict or limit use when, in its sole discretion, we identify abusive, burdensome, or prohibited use of the Developer’s Tools. Developer’s Tools users shall comply with all applicable laws, rules and regulations, including those relating to privacy, and shall not use the Developer’s Tools or related licensed material to facilitate or partake in any illegal, unauthorized, or improper activity.
Fiduciary Accounts/Custodial Assets. You hereby certify to us that any funds used by you in connection with the ChainTrade Services are either owned by you or that you are validly authorized to carry out transactions using such funds. In particular, you acknowledge that ChainTrade may not be a qualified custodian under applicable law, and represent that your use of the ChainTrade Services is in compliance with any applicable requirements governing the maintenance and use of fiduciary accounts and custodial assets.
6.2 Prohibited Use.
In connection with your use of the ChainTrade Services, and your interactions with other users, and third parties you agree and represent you will not engage in any illegal, unauthorized, or improper activity. We reserve the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request. We reserve the right to cancel and/or suspend your ChainTrade Account immediately and without notice if we determine, in our sole discretion, that your Account is associated with Prohibited Use and/or a Prohibited Business.
6.3 Export Controls & Sanctions.
The supply of cryptocurrency(ies) and the ChainTrade Services through the ChainTrade Site is subject to international export controls and economic sanctions requirements. By acquiring any such items through the ChainTrade Site, you represent and warrant that your acquisition comports with and your use of the item will comport with those requirements. Without limiting the foregoing, you may not acquire cryptocurrency(ies) or any of the ChainTrade Services through the ChainTrade Site if: (1) you are in, under the control of, or a national or resident of Cuba, Iran, North Korea, Sudan, or Syria or any other country subject to United States embargo, UN sanctions, HM Treasury’s financial sanctions regime, or if you are on the U.S. Treasury Department’s Specially Designated Nationals List or the U.S. Commerce Department’s Denied Persons List, Unverified List, Entity List HM Treasury’s financial sanctions regime; or (2) you intend to supply the acquired cryptocurrency(ies) or ChainTrade Services to Cuba, Iran, North Korea, Sudan or Syria or any other country subject to United States embargo or HM Treasury’s financial sanctions regime (or a national or resident of one of these countries), or to a person on the Specially Designated Nationals List, Denied Persons List, Unverified List, Entity List, or HM Treasury’s financial sanctions regime.
6.4 Suspension, Termination, and Cancellation.
ChainTrade may: (a) suspend, restrict, or terminate your access to any or all of the ChainTrade Services, and/or (b) deactivate or cancel your ChainTrade Account if:
- We are so required by a facially valid subpoena, court order, or binding order of a government authority; or
- We reasonably suspect you of using your ChainTrade Account in connection with illegal, unauthorized, or improper activity; or
- Use of your ChainTrade Account is subject to any pending litigation, investigation, or government proceeding and/or we perceive a heightened risk of legal or regulatory non-compliance associated with your Account activity; or
- Our Service Partners (as defined below) are unable to support your use; or
- You take any action that ChainTrade deems as circumventing ChainTrade’s controls, including, but not limited to, opening multiple ChainTrade Accounts or abusing promotions which ChainTrade may offer from time to time.
You will not be charged for canceling your ChainTrade Account and will only be required to pay for those ChainTrade Services used that are subject to charges. If any transaction is in a pending state at the time your ChainTrade Account is cancelled or suspended, such transaction may be cancelled and/or refunded as appropriate. You may not cancel your ChainTrade Account to evade an investigation or avoid paying any amounts otherwise due to ChainTrade. Upon cancellation of your ChainTrade Account, you authorize ChainTrade to cancel or suspend pending Conversion Service transactions and hold the funds associated with such transactions until ChainTrade is certain that funding reversal windows are complete. In the event that you or ChainTrade terminates this Agreement or your access to the ChainTrade Services, or deactivates or cancels your ChainTrade Account, you will remain liable for all amounts due hereunder. In the event that a technical problem causes system outage or Account errors, ChainTrade may temporarily suspend access to your Account until the problem is resolved.
7. Our Relationship with You
Relationship of the Parties. ChainTrade is an independent contractor for all purposes. Nothing in this Agreement shall be deemed or is intended to be deemed, nor shall it cause, you and ChainTrade to be treated as partners, joint ventures, or otherwise as joint associates for profit, or either you or ChainTrade to be treated as the agent of the other.
Service Providers. From time to time, ChainTrade may engage third parties to assist ChainTrade in providing certain aspects of the ChainTrade Services (each, a “Service Provider”). Service Providers may include, but are not limited to, ChainTrade’s banking partners and technology or engineering service providers.
Privacy of Others; Marketing. If you receive information about another user through the ChainTrade Services, you must keep the information confidential and only use it in connection with the ChainTrade Services. You may not disclose or distribute a user’s information to a third party or use the information except as reasonably necessary to effectuate a transaction and other functions reasonably incidental thereto such as support, reconciliation and accounting unless you receive the user’s express consent to do so. You may not send unsolicited email to a user through the ChainTrade Services.
Password Security and Keeping Your Contact Information Current. You are responsible for maintaining adequate security and control of any and all IDs, passwords, hints, personal identification numbers (PINs), API keys or any other codes that you use to access the ChainTrade Services. Any loss or compromise of the foregoing information and/or your personal information may result in unauthorized access to your ChainTrade Account by third-parties and the loss or theft of any cryptocurrency(ies) and/or funds held in your ChainTrade Account and any associated accounts, including your linked bank account(s) and credit card(s). You are responsible for keeping your email address and telephone number up to date in your ChainTrade Account profile in order to receive any notices or alerts that we may send you. We assume no responsibility for any loss that you may sustain due to compromise of your sensitive information or failure to follow or act on any notices or alerts that we may send to you. In the event you believe your ChainTrade Account information has been compromised, contact ChainTrade Support immediately at [email protected].
Consent to Electronic Records. By using the ChainTrade Services, you agree that ChainTrade may provide you with any notices or other communications about your ChainTrade Account and the ChainTrade Services electronically: (a) via email (in each case to the address that you provide), SMS message, or telephone call (in each case to the phone number that you provide), or (b) by posting to the ChainTrade Site. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted. If you do not wish to receive notices or other communications electronically, we will be unable to support your ChainTrade Account and your ChainTrade Account will be cancelled.
Notices to ChainTrade. We prefer receiving notices to ChainTrade electronically through our support system at [email protected] Paper notifications can also be sent to ChainTrade Tech Pte., Ltd., 28C Stanley Street, Singapore 068737.
8. Customer Feedback, Queries, and Complaints
Contact ChainTrade. If you have any feedback, questions, or complaints, contact us via email at [email protected] or write to us at ChainTrade Customer Support, 28C Stanley Street, Singapore 068737. When you contact us please provide us with your name, address, and any other information we may need to identify you, your ChainTrade Account, and the transaction on which you have feedback, questions, or complaints.
Complaints. In the event of a complaint, please set out the cause of your complaint, how you would like us to resolve the complaint and any other information you believe to be relevant. We will acknowledge your complaint within 2 business days of its receipt if you contact us via our Customer Support web page or email us at [email protected] A Customer Complaints officer (“Officer”) will consider your complaint. The Officer will consider your complaint without prejudice based on the information you have provided and any information provided by ChainTrade. Within four weeks of our receipt of your complaint the Officer will address your complaint by sending you an e-mail (“Resolution Notice”) in which the Officer will: (i) offer to resolve your complaint in the way your requested; (ii) make a determination rejecting your complaint and set out the reasons for the rejection; or (iii) offer to resolve your complaint with an alternative solution. Upon receipt of the Resolution Notice, you will have 20 business days to accept or reject the offer or determination, which you must do by following the instructions set out in the Resolution Notice. Failure to respond to a Resolution Notice will be deemed to be a withdrawal of the complaint and an acceptance that we have no liability to you regarding the subject matter of the complaint. If you are late in responding to the Resolution Notice, ChainTrade may treat your response as if it has been submitted on time.
9. REPRESENTATIONS AND WARRANTIES BY YOU
By registering to the Platform and each time you will subscribe to CTC tokens, you shall represent and warrant to the Company as follows:
9.1 you agree and acknowledge that you have read carefully in full the contents of this Agreement and of the ChainTrade whitepaper dated September 2017 as amended or supplemented from time to time (the “ChainTrade Whitepaper”) to which you consent, that you have performed due diligence, and that you have sought independent financial and/or legal advice where necessary;
9.2 you agree and acknowledge that the CTC tokens do not constitute securities in any form in any jurisdiction;
9.3 you agree and acknowledge that no regulatory authority has examined or approved of the information set out in the ChainTrade Whitepaper, no action has been or will be taken under the laws, regulatory requirements or rules of any jurisdiction and the publication, distribution or dissemination of the ChainTrade Whitepaper to you did not not imply that the applicable laws, regulatory requirements or rules have been complied with, nor that ChainTrade has obtained the requisite licenses, if any;
9.4 you agree and acknowledge that the ChainTrade Whitepaper, the undertaking and/or the completion of the ChainTrade Initial Token Sale (the “ChainTrade ITS”), as referred to in the ChainTrade Whitepaper, or future trading of the CTC tokens on any cryptocurrency exchange, shall not be construed, interpreted or deemed by you as an indication of the merits of ChainTrade, the CTC tokens and the ChainTrade Initial Token Sale;
9.5 the distribution or dissemination of the ChainTrade Whitepaper, any part thereof or any copy thereof, or acceptance of the same by you, is not prohibited or restricted by the applicable laws, regulations or rules in your jurisdiction, and where any restrictions in relation to possession are applicable, you have observed and complied with all such restrictions at your own expense and without liability to ChainTrade;
9.6 you agree and acknowledge that the CTC tokens are not to be construed, interpreted, classified or treated as:
- any kind of currency other than cryptocurrency;
- debentures, stocks or shares issued by any person or entity (including ChainTrade);
- rights, options or derivatives in respect of such debentures, stocks or shares;
- rights under a contract for differences or under any other contract the purpose or pretended purpose of which is to secure a profit or avoid a loss;
- units in a collective investment scheme;
- units in a business trust;
- derivatives of units in a business trust; or
- any other security or class of securities;
9.7 you are not a citizen, resident (tax or otherwise) or green card holder of the United States of America or a citizen or resident (tax or otherwise) of the Republic of Singapore or a citizen or resident (tax or otherwise) of the People’s Republic of China;
9.8 you have a basic degree of understanding of the operation, functionality, usage, storage, transmission mechanisms and other material characteristics of cryptocurrencies, blockchain-based software systems, cryptocurrency wallets or other related token storage mechanisms, blockchain technology and Smart Contract technology;
9.9 you are fully aware and understand that there are risks associated with ChainTrade and its business and operations, the CTC tokens and the ChainTrade Initial Token Sale;
9.10 you agree and acknowledge that ChainTrade is not liable for any indirect, special, incidental, consequential or other losses of any kind, in tort, contract or otherwise (including but not limited to loss of revenue, income or profits, and loss of use or data), arising out of or in connection with any acceptance of or reliance on the ChainTrade Whitepaper and this Agreement, or with the use of the Chaintrade Site and/or the ChainTrade Services; and
9.11 all of the above representations and warranties will be true, complete, accurate and non-misleading at the time of your registration to the Platform and each time you subscribe to CTC Tokens.
10. OTHER General Provisions
10.1 Disclaimer of liability. (A) IN NO EVENT SHALL CHAINTRADE, ITS AFFILIATES AND SERVICE PROVIDERS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES OR REPRESENTATIVES, BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR OTHER LOSSES OF ANY KIND, IN TORT, CONTRACT OR OTHERWISE (INCLUDING BUT NOT LIMITED TO LOSS OF REVENUE, INCOME OR PROFITS, AND LOSS OF USE OR DATA), ARISING OUT OF OR IN CONNECTION WITH ANY ACCEPTANCE OF OR RELIANCE ON THE CHAINTRADE WHITEPAPER AND THIS AGREEMENT, OR WITH THE USE OF THE CHAINTRADE SITE AND/OR THE CHAINTRADE SERVICES.
(B) FOR CONSUMERS ONLY: WHERE APPLICABLE CONSUMER PROTECTION LAW LIMITS THE EFFECTIVENESS OF SECTION 10.1(A) WITH RESPECT TO CONSUMERS, SECTION 10.1(A) ONLY APPLIES TO THE MAXIMUM EXTENT AS PERMITTED BY LAW.
10.2 Sanctions Compliance. Pursuant to the economic sanctions programs administered in the countries where ChainTrade conducts business, ChainTrade is prohibited from providing services or entering into relationships with certain individuals and entities. In the event that ChainTrade is required to block assets associated with your ChainTrade Account in accordance with a sanctions program, or other similar government sanctions programs, ChainTrade may (i) deactivate or cancel your cryptocurrency(ies) wallet(s) and/or currency wallet(s) or block user activity, (ii) transfer cryptocurrency(ies) or funds from your cryptocurrency(ies) wallet(s) and/or currency wallet(s) to an originating source or to an account specified by authorities, or (iii) require you to transfer your cryptocurrency(ies) or withdraw your funds from your cryptocurrency(ies) wallet(s) or currency Wallet(s) within a certain period of time. ChainTrade is not responsible for any losses, whether direct or indirect, that you may incur as a result of our complying with applicable law, the guidance or direction of any regulatory authority or government agency, or any writ of attachment, lien, levy, subpoena, warrant or other legal order.
10.3 Computer Viruses. We shall not bear any liability, whatsoever, for any damage or interruptions caused by any computer viruses, spyware, scareware, Trojan horses, worms or other malware that may affect your computer or other equipment, or any phishing, spoofing or other attack. We advise the regular use of a reputable and readily available virus screening and prevention software. You should also be aware that SMS and email services are vulnerable to spoofing and phishing attacks and should use care in reviewing messages purporting to originate from ChainTrade. Always log into your ChainTrade Account through the ChainTrade Site to review any transactions or required actions if you have any uncertainty regarding the authenticity of any communication or notice.
10.4 Release of ChainTrade. If you have a dispute with one or more users of the ChainTrade Services, to the extent permitted by law, you release ChainTrade, its affiliates and Service Providers, and each of their respective officers, directors, agents, joint venturers, employees and representatives from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes. In addition, to the extent permitted by law, in entering into this release you expressly waive any protections that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
10.5 No Warranty. (A) THE CHAINTRADE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED, OR STATUTORY. CHAINTRADE SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. CHAINTRADE DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO ANY PART OF THE CHAINTRADE SERVICES, OR ANY OF THE MATERIALS CONTAINED THEREIN, WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, ERROR-FREE OR SECURE. OPERATION OF THE CHAINTRADE SITE MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL. CHAINTRADE AND/OR THE DISTRIBUTOR ALSO SPECIFICALLY DISCLAIMS ANY REPRESENTATION, WARRANTY OR UNDERTAKING IN ANY FORM WHATSOEVER TO ANY ENTITY OR PERSON, INCLUDING ANY REPRESENTATION, WARRANTY OR UNDERTAKING IN RELATION TO THE TRUTH, ACCURACY AND COMPLETENESS OF ANY OF THE INFORMATION SET OUT IN THIS AGREEMENT AND THE WHITEPAPER.
10.6 WE ARE NOT RESPONSIBLE FOR THE CRYPTOCURRENCY MARKET, AND WE MAKE NO REPRESENTATIONS OR WARRANTIES CONCERNING THE REAL OR PERCEIVED VALUE OF CRYPTOCURRENCY AS DENOMINATED IN ANY QUOTED CURRENCY. ALTHOUGH WE MAY PROVIDE HISTORICAL AND/OR REAL-TIME DATA REGARDING THE PRICE OF CRYPTOCURRENCY, WE MAKE NO REPRESENTATIONS REGARDING THE QUALITY, SUITABILITY, TRUTH, USEFULNESS, ACCURACY, OR COMPLETENESS OF SUCH DATA, AND YOU SHOULD NOT RELY ON SUCH DATA FOR ANY REASON WHATSOEVER. YOU UNDERSTAND AND AGREE THAT THE VALUE OF CRYPTOCURRENCY CAN BE VOLATILE, AND WE ARE NOT IN ANY WAY RESPONSIBLE OR LIABLE FOR ANY LOSSES YOU MAY INCUR BY HOLDING OR TRADING CRYPTOCURRENCY, EVEN IF THE CHAINTRADE SERVICES ARE DELAYED, SUSPENDED, OR INTERRUPTED FOR ANY REASON. FURTHER, CHAINTRADE MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE QUALITY, SUITABILITY, TRUTH, USEFULNESS, ACCURACY, OR COMPLETENESS OF THE CHAINTRADE SERVICES OR ANY MATERIALS CONTAINED THEREIN. CHAINTRADE WILL MAKE REASONABLE EFFORTS TO ENSURE THAT REQUESTS FOR ELECTRONIC DEBITS AND CREDITS INVOLVING BANK ACCOUNTS, CREDIT CARDS, AND CHECK ISSUANCES ARE PROCESSED IN A TIMELY MANNER BUT CHAINTRADE MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE AMOUNT OF TIME NEEDED TO COMPLETE PROCESSING BECAUSE THE CHAINTRADE SERVICES ARE DEPENDENT UPON MANY FACTORS OUTSIDE OF OUR CONTROL, SUCH AS DELAYS IN THE BANKING SYSTEM OR THE U.S. OR INTERNATIONAL MAIL SERVICE.
(B) FOR CONSUMERS ONLY: WHERE APPLICABLE CONSUMER PROTECTION LAW LIMITS THE EFFECTIVENESS OF SECTION 10.5(A) WITH RESPECT TO CONSUMERS, SECTION 10.5(A) ONLY APPLIES TO THE MAXIMUM EXTENT AS PERMITTED BY LAW.
10.7 Indemnification. You agree to indemnify and hold ChainTrade, its affiliates and Service Providers, and each of their respective officers, directors, agents, joint venturers, employees and representatives, harmless from any claim or demand (including attorneys’ fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to (i) your breach of this Agreement, (ii) your use of ChainTrade Services, including the Developer’s Tools, or (iii) your violation of any law, rule or regulation, or the rights of any third party.
10.8 Entire Agreement. This Agreement sets forth the entire understanding and agreement between you and ChainTrade as to the subject matter hereof, and supersedes any and all prior discussions, agreements and understandings of any kind (including without limitation any prior versions of this Agreement), and every nature between and among you and ChainTrade.
10.9 Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by ChainTrade without restriction, including without limitation to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the ChainTrade Services. Any attempted transfer or assignment in violation hereof shall be null and void. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.
10.10 Severability. If any provision of this Agreement shall be determined to be invalid or unenforceable under any rule, law or regulation or any governmental agency, local, state, or federal, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law and the validity or enforceability of any other provision of this Agreement shall not be affected.
10.11 Change of Control. In the event that ChainTrade is acquired by or merged with a third party entity, we reserve the right, in any of these circumstances, to transfer or assign the information we have collected from you as part of such merger, acquisition, sale, or other change of control.
10.12 Survival. All provisions of this Agreement which by their nature extend beyond the expiration or termination of this Agreement, including, without limitation, sections pertaining to suspension or termination, ChainTrade Account cancellation, debts owed to ChainTrade, general use of the ChainTrade Site, disputes with ChainTrade, and general provisions, shall survive the termination or expiration of this Agreement.
10.13 Force Majeure. We shall not be liable for delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.
10.14 Section Headings. Section headings in this Agreement are for convenience only, and shall not govern the meaning or interpretation of any provision of this Agreement.
10.15 English Language Controls. Notwithstanding any other provision of this Agreement, any translation of this Agreement is provided for your convenience. The meanings of terms, conditions and representations herein are subject to definitions and interpretations in the English language. Any translation provided may not accurately represent the information in the original English.
10.16 Third Party Right. Unless expressly provided to the contrary in this Agreement, a person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act, Chapter 53B of Singapore to enforce or to enjoy the benefit of any term of this Agreement. Notwithstanding any term of this Agreement, no consent of any party who is not a party to this Agreement shall be required for the waiver, variation or termination of any part of this Agreement.
11. GOVERNING LAW AND DISPUTE RESOLUTION
11.1 This Agreement shall be construed in accordance with the laws of Singapore.
11.2 Any dispute arising out of or connected with this Agreement, including a dispute as to the validity, existence or termination of this Agreement or this section or any non-contractual obligation arising out of or in connection with this Agreement, as well as any claim or dispute arising from your use of the ChainTrade Site and/or the ChainTrade Services, shall be submitted to the courts of Singapore.