用户协议
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GlobalOps
风险披露:低市值代币的永续合约
低市值代币的永续合约可能提供高回报的潜力,但与成熟资产相比,它们固有更高的风险。这些风险包括但不限于:
- 极端价格波动
低市值代币高度容易受到市场情绪、投机交易或采用率有限的影响,导致价格在短时间内剧烈波动,可能迅速侵蚀投资价值。 - 流动性限制
较低的流动性可能导致买卖价差扩大、交易时的滑点,或难以在不显著影响代币价格的情况下退出仓位。 - 完全丧失价值
较小的项目面临更高的失败、放弃或失去用途的风险,这可能使代币变得一文不值。这些风险包括协议缺陷、管理不善或竞争。 - 下架风险
交易所可能会下架未能满足不断演变的合规性、流动性或市场稳定性标准的代币。下架可能导致永久无法继续在交易场所交易代币。 - 治理和开发风险
许多低市值项目缺乏成熟的治理框架或明确的路线图。开发团队、协议规则或代币经济学(例如通胀性供应安排)的变化可能会对价值产生重大影响。 - 监管不确定性
不断演变的监管可能会对较小代币产生不成比例的影响,包括对交易、托管或分类(例如证券指定)的限制。 - 网络安全漏洞
较小的项目可能具有较不健全的安全基础设施,增加了被黑客攻击、智能合约漏洞利用或网络中断的风险,这些风险可能不可逆转地损害代币价值。 - 集中风险
少数持有者(例如,超过5%的所有权)可能对代币价格或治理决策产生不成比例的影响,从而放大波动性。
免责声明
HashKey不对因交易低市值代币而产生的损失承担任何责任。这些资产具有投机性,不适合规避风险的投资者。 - 极端价格波动
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HashKey Global Team
Third Party Data Consent
By filling in/using a referral code or otherwise signing up to HashKey Global through a referred person,you agree and consent that your transaction data and other client-identifiable data may be shared toyour referrer for purposes of referral rewards verification. You may withdraw this consent at any timeand we will promptly cease to share the data for the aforementioned purpose. -
HashKey Global Team
Disclaimer
Disclaimer:
Participation in this event does not guarantee eligibility, acceptance, or receipt of any rewards, benefits, or incentives. HashKey Global may impose certain criteria, requirements, or limitations for participation, and it reserves the right to deny or disqualify individuals or entities from participating in the event. Hashkey Global reserves the right to make changes, modify, or cancel the event or the eligibility of any participant at any time at its sole discretion, including due to internal control, system issues or other circumstances, without any prior notice or liability.
To the fullest extent permitted by law, HashKey Global, its affiliates, partners, and employees shall not be held liable for any direct, indirect, incidental, consequential, or special damages arising from participant’s participation in the event, including but not limited to any loss of funds, profits, business, potential profits, data, or reputation.
HashKey Global reserves the ultimate discretion regarding the rules and rewards of the event.
HashKey Global is a digital asset trading platform operated by HashKey Bermuda Limited under a Type F license granted by the Bermuda Monetary Authority. This information does not constitute an offer, solicitation, or recommendation for any investment product. Investing and trading virtual assets involve risks. HashKey Global does not service users from Hong Kong, United States, Mainland China and certain other jurisdictions in compliance with laws and regulations. Certain services, features, and campaigns may not be available in your jurisdiction.
RISK WARNING ABOUT HSK:Please be aware that HSK is not currently listed on any exchange and there is no guarantee that it will be listed in the future. As a result, HSK presently has no established market value. The timeline for the potential listing of HSK remains uncertain. In the event that HSK is successfully listed, it may be subject to various trading restrictions in accordance with applicable regulations and laws. These restrictions may include, but are not limited to, limiting the trading of HSK solely to eligible professional investors in select locations and subject to regulatory approval. The value of HSK is subject to substantial risk and may diminish or fluctuate significantly in response to various market conditions and other factors beyond HashKey Global's control. HashKey Global and its affiliates make no warranties, express or implied, in relation to HSK or any rewards and disclaims any liability relating thereto.
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HashKey Global Team
Hashkey Global Complaints Handling Procedure
Customers may file a complaint if they are not satisfied with the services/ products provided or failed to be provided by HashKey Global (the “Company”). Once the Company has received customer complaint, the Company will deal with the matter as soon as practicable.
If you have a complaint with HashKey Global, you agree to first contact our customer support team where available to attempt to resolve such complaint. If we cannot resolve the complaint through our customer support team where available, you agree to use the complaints process set out in this document.
Customers can file customer complaint to the Company by email (global-complaints-hbel@hashkey.com), setting out the complaint in full details including but not limited to circumstances of the alleged incident.
What do customers need to provide when a complaint is lodged?
When a customer lodges a complaint, the Company requires certain information to verify the customer's membership. To help us resolve your complaint as quickly as possible, please provide the following details:
· Customer’s full name, address and other relevant personal details such as account;
· Number or account details to the extent that is necessary;
· A clear and honest outline of customer’s complaint;
· Copies of any supporting documents concerning the customer’s complaint; and
· Details of what customer would like the Company to do to rectify the situation.
Any personal information collected shall be subject to the applicable Privacy Policy.
How will a complaint be dealt with?
A complaint will be dealt with by (a) an individual not directly concerned with the subject of the complaint or (b) a compliance officer. If the Company can resolve the complaint within one (1) week following the day it was received, the Company will send the complainant the investigation result together with an explanation of the Company’s decision. Where the complaint is not genuine or does not include necessary information, no investigation will be carried out and customer will be informed accordingly, if applicable.
If further investigation is required, the Company will send the complainant an acknowledgement of receipt of their complaint within one (1) week following the day it was received. The Company will aim to provide the complainant with a written reply within four (4) weeks from the date the complaint is received. A final response will be issued within two (2) months from the date the complaint is received. The aforesaid timeline is an indicative only and not a commitment, as the processing of a complaint may be subject to various factors, such as the complexity of the complaint and any subsequent communications with the complainant for the purpose of seeking further information or clarification. When an investigation is taking longer than two (2) months to complete, an interim report will be issued depending on individual circumstances and the complexity of the case.
If customers are not satisfied with the Company’s response?
If customers are not satisfied with the decision, customers may request the Company to review the decision by providing new material information or evidence or refer the matter to other relevant regulators or relevant authorities.
For complaints or disputes that cannot be resolved via the complaint process set out above, the dispute resolution process as set out in the Investor Business Terms at Section 64 shall apply.
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HashKey Global Team
API用户条款
(最近更新:18/7/2024)
本条款,连同《投资者业务条款》、相关开户文件、交易规则及客户和 HBML已经达成的任何其他相关协议构成一份完整协议,并包含适用于账户的重要条款和条件。
HBML可自行决定不时向客户披露客户使用服务的风险。本条款并未充分披露进行交易或使用服务的风险或重要方面。客户不应将本条款解释为法律、税务或财务建议。HBML未担任客户的财务顾问,且客户不得将HBML视为以该身份行事。客户在进行任何交易之前,应咨询自己的独立专业顾问,只有在客户充分了解服务的性质、所订立的合同关系、所有相关条款和条件以及客户遭受损失的性质和范围的情况下,才能使用服务。建议客户仔细阅读本条款,并将其保留以作客户记录。
致:
HashKey Bermuda Limited(亦称 HashKey Global)
c/o Carey Olsen Services Bermuda Limited, Rosebank Centre,
5th Floor, 11 Bermudiana Road, Pembroke, HM 08, Bermuda
(“HBML”或“公司”)
客户同意遵守以下条款和条件,这些条款和条件将适用于 HBML经其绝对酌情决定不时向客户提供的与API有关的任何服务。
1. 风险披露
本条款为您提供了通过HashKey API(如下文定义)进行交易的基本事实。通过Hashkey API进行交易会增加您的账户安全风险,并可能导致您的账户凭证暴露及您存入账户的资金损失。充分了解使用HashKey API所涉及的风险是很重要的。
使用HashKey API将允许您使用、访问、调用、命令、查询或请求API为您和代表您对您的帐户采取某些操作。
在使用HashKey API之前,您必须通过API密钥(如下文定义)验证您的身份。因此,您将被要求在我们的网站上创建一个API密钥。API密钥是向我们展示和验证您的身份的方式,由公钥和私钥对组成。
API客户端可以通过API密钥操作API以发送用户指令。当您这样做时,您授权API客户端代表您向我们发送用户指令。因此,当使用API客户端时,您应该始终确保客户端或您访问该客户端的设备的安全性足够且充分,以免发生暴露。
某些外部服务提供商可能要求您将API密钥提供给他们,以支持便利服务。交出API密钥类似于交出您的登录凭证。将您的API密钥交给第三方也意味着第三方可以也将访问您的所有帐户详细信息和数据,并将有权代表您向我们的API发出指令。在验证请求您提供API密钥的第三方的可信度和可靠度时,您应格外谨慎。
API受到某些限制,例如拉取或推送数据的限制。API功能也受到可用的API命令的限制。API也可能是糟糕的计算机工程的受害者,因此会出现错误的应用或导致暴露。
您应该了解并研究我们网站上不时更新的HashKey Global Exchange API Documentation(“API文档”),该文档包含了主要的限制。这些限制、错误更新、添加、修改或删除命令将影响您现有的API客户端设置。此类更改可能会共同影响(如果正在进行)HashKey API的功能,并因此影响我们为您提供的服务。
我们有时可能会对HashKey API进行修改,而无需事先通知您或事先更新API文档。这可能会影响您对HashKey API的使用,因此您理解并接受这些风险披露中列出的风险,并接受您有责任一直自行获知有关API文档和/或本条款(如下文定义)的变更。
2. 定义和释义
2.1 经定义术语应具有客户与公司之间订立的《投资者业务条款》中所赋予的相同含义,否则在本API用户条款(“本条款”)中,下列词汇和表述应具有如下含义:-
- “协议”指本条款,即客户与 HBML就访问和操作 HashKey API达成的书面协议(包括不时修订);
- “API”指应用编程接口;
- “API密钥”指由 HBML提供的用以访问 HashKey API的密钥或许可。
2.2 若本条款与《投资者业务条款》的任何规定之间存在任何冲突或不一致,则在解决该等冲突或不一致所需的范围内,应以《投资者业务条款》为准。
3. 服务和限制
3.1 HashKey API。受限于本条款所列的条款和条件,HBML特此授予您一项有限的、非排他性的、不可销售的、不可转让的且可撤销的许可,以电子方式访问和使用HashKey API,且仅用于以下目的:
- 经 HBML允许,通过 API (“HashKey API”)访问 HBML提供的信息;
- 检索 HBML的市场数据;
- 在HBML发起和取消交易、提现和转账;以及
- 检索资产余额。
HBML将向客户提供一个 API密钥以访问和使用HashKey API。该 API密钥,作为HBML的专有财产,如果客户对HashKey API的使用被视为违反本协议, HBML可自行决定终止或撤销该API密钥。HBML保留不时更新HashKey API的权利,且该等更新可能要求客户采取必要行动,包括但不限于,接受任何额外的条款。如果发生该等更新,客户无权终止本协议,且应负责确保其对HashKey API的使用符合最新版本及本协议条款。此外,HBML保留自行决定立即终止本协议的权利,特别是在客户违反本协议条款的情况下。一旦终止,客户应立即停止使用HashKey API。HBML可以独立地与任何相关第三方进行通信,包括客户已向其交出API密钥的第三方,以通知客户使用HashKey API的权利终止。
3.2 限制
(a) 客户不得以本协议未明确授权的任何方式使用HashKey API。
(b) 客户不得将使用HashKey API的权利出租、出售、分许可或转让给第三方。
(c) 客户不得将Hashkey API用于监控任何Hashkey Global产品的可用性以用于竞争目的。
(d) 除了用于本协议允许的目的,客户不得将HashKey API用于收集、缓存、聚合或存储通过HashKey API访问的数据。未经 HBML事先书面同意,客户不得以任何方式与第三方分享该等数据或内容。
(e) 客户不得将Hashkey API用于任何构成间谍软件、广告软件或任何其他恶意程序或代码的应用程序,或与这些程序或代码结合使用。
(f) 客户不得将HashKey API用于鼓励、宣传或参与非法活动、违反知识产权或隐私权或本协议所列条款。
(g) 客户不得将超出合理使用量、过度的请求量或以其他方式影响HashKey Global服务器稳定性的方式使用HashKey API。
(h) 客户不得修改或变更HashKey API。
(i) 客户不得试图规避 HBML对 API要求实施的任何限制。
3.3 服务可用性。HBML将尽合理的努力确保HashKey API可供客户使用。但是, HBML不保证HashKey API的不间断或无差错运行,并且不对因我方无法控制的技术问题而导致HashKey API暂时不可用而导致的任何损失或损害负责。
3.4 数据保护和隐私。客户承认其已经阅读并理解在 HBML网站上公布的 HBML《私隐政策》,该政策规定了 HBML如何收集、存储、使用和保护客户的个人资料。通过使用HashKey API,客户同意根据 HBML的《私隐政策》收集和使用其资料。
4. 内容和知识产权所有权
除非本协议另有规定, HBML保留与HashKey API相关的所有知识产权及其改进的所有权利、所有权和利益。客户不得采取任何与 HBML对 HashKey API及其内容的所有权不一致的行动。如果客户违反本协议的任何部分,本协议项下授予的许可可能在任何时候被终止。
5. 安全和稳定性
客户承认HashKey Global维持一个稳定和安全的环境符合双方的最大利益。因此, HBML保留改变访问HashKey API方法的权利。客户还承认并同意,HBML可自行决定暂时中止客户根据本协议访问HashKey API(例如,通过禁用您的API密钥),以将安全威胁降至最低并保护HashKey Global系统的运行稳定性和安全性。
6. 赔偿和责任免除
6.1客户特此同意全额赔偿HBML、HBML董事、高级职员、雇员、HBML关联实体和代名人以及HBML关联方,并使所有此类人员免受针对任何此类人员的所有索赔、诉讼、责任、司法程序,并承担他们可能因客户违反本协议而遭受的任何损失、成本、费用或开支(包括法律费用)(合称“损失”),除非此类损失直接或主要是由于HBML的过失、欺诈或故意违约造成的。
6.2 在适用法律允许的最大范围内,HBML 不对客户因使用任何服务或与本条款相关而遭受的任何损失承担责任,但因HBML、HBML的关联实体、代名人或 HBML的关联方的严重疏忽、欺诈或故意违约而直接导致的损失除外。在任何情况下, HBML均不对任何利润损失、任何类型的间接、特殊或继发性损害或HBML的董事、管理人员、雇员、关联实体、代名人或关联方的违约或通过其或与其的账户进行交易的任何人士、商号或公司承担责任。
7. 陈述、保证和承诺
7.1 陈述
客户在此向 HBML保证、陈述并承诺如下:
(a) 客户以主事人身份订立本条款,除非 HBML另行得到书面通知,否则客户不代表任何其它人士进行交易。在这种情况下,客户保证客户的主事人已明确授权客户根据本条款进行所有交易,且客户的主事人将适当履行本条款产生的所有义务及责任,否则客户将对HBML负责,就像客户是这些义务和责任的主事人一样;
(b) (如果客户为自然人)客户达到订立具约束力的合同的法定年龄;或(如果客户为法人)客户根据其成立地的法律已有效成立并存续,并有充分权力及能力订立及履行客户在本条款下的义务;
(c) (如果客户为法人)客户订立本条款已获客户的治理机构正式授权,且并无违反客户的公司章程(及公司注册证书)或其它组织文件(视情况而定);
(d) 客户通过 HashKey Global或其它方式不时向 HBML提供的数据在各方面均真实、准确及完整;
(e) 客户将完全依赖其自身对数字资产及/或证券的判断及调查,进行数字资产及/或证券交易;
(f) 本条款构成对客户有效及具法律约束力的协议,并可根据其条款进行强制执行;
(g) 本条款及履行本条款所载的客户义务,目前及将来均不会:
(i) 违反客户须遵守的任何现行适用法律、成文法、条例、规则或规例或任何判决、判令或许可;或
(ii) 抵触或导致违反客户为一方或须遵守的、或客户的任何财产受之约束的任何协议或其它文件的条款,或构成该等协议或文件的违约;
(h) 除非HBML另有约定,否则客户现在是并将继续是账户中数字资产和/或证券的实益拥有人,不受任何留置权、押记、权益或权利负担的约束,除非本条款另有规定,未经HBML事先书面同意,客户不会对账户中的数字资产和(或)证券或资金进行押记、质押或允许存在任何押记或质押,也不会授予或声称授予对账户中任何证券或资金的期权;
(i) 客户是就账户内每项交易发出指令的最终责任人,并应享有该等交易的商业或经济收益及/或承担该等交易的商业或经济风险(除非该等其他人士或实体已以书面向HBML披露,且该安排已获得 HBML的同意);
(j) 客户全权负责客户账户的安全,未向任何未经授权的人透露客户账户的任何登录信息(包括电子邮件地址和/或密码)。通过账户进行的所有操作均经客户正式授权。
7.2 客户进一步承诺:
(a)客户同意使用HashKey API的风险自担,并全权自行负责确保其设备、系统和应用程序的安全性和完整性;
(b)客户使用HashKey API的权利可能会受到附加条款的限制,包括每个API的单独API文档中的使用限制,我们可能会在不事先通知客户的情况下不时对其进行修改;
(c) 客户的API密钥是我们验证其访问HashKey API的唯一手段。客户已阅读上述风险披露,并了解与向任何第三方分享、交出或丢失其API密钥有关的风险。
(d) 客户全权自行负责其API密钥的安全以及由此产生的任何暴露。HBML不对因任何第三方使用客户API密钥而产生的任何指示或命令的执行承担责任。
(e) 客户同意在发现未经授权通过其API密钥使用HashKey API的情况时立即通知我们。
(f) 客户同意,我们可以监控其对HashKey API的使用,以改进服务、跟踪使用情况、确保遵守本条款或出于安全目的。
(g) 客户同意,HBML可以在我们认为合理的范围内审计其对HashKey API或其API客户端的使用情况,以验证其遵守本协议的情况,并识别可能影响我们的服务或我们的用户的安全问题。客户同意配合此类审计,并提供证据证明其对HashKey API或其API客户端的使用符合本协议。如果客户拒绝配合此类审计,或者此类审计发现HashKey API被以任何违反本协议条款的方式使用,或者我们自行认为对我们的服务或用户构成安全威胁,我们保留立即终止客户访问HashKey API的权利。
(h) 客户在使用HashKey API时,不得歪曲或掩盖其API客户的身份。客户同意,如果他歪曲或掩盖其API客户的身份,HBML保留限制其使用HashKey API的权利,而无需事先通知。
(i) 客户同意并应促使其API客户端根据我们发布的技术和其他规范使用HashKey API,包括我们网站上的所有安全要求和程序。
7.3 重复性
本条项下的陈述、保证及承诺应视为在发出或执行每项指示前立即重复作出。
8. 一般规定
8.1 无效
如果根据任何适用法律,本条款中的任何或多项规定在任何方面无效、不合法或不可执行,本条款中其余规定的有效性、合法性及可执行性不得在任何方面受到影响或损害。
8.2 转让
(a) 本协议对 HBML、客户、其各自的继承人及在遵守本第8.3条的前提下, HBML于本条款下的部分或全部权利或义务的任何获准受让人均具有约束力。
(b) 客户不得转让或出让其于本条款下的全部或部分权利或义务。
(c) HBML可转让或出让其于本条款下的全部或部分权利、利益及义务予该等人士,并向潜在受让人或拟与HBML就本条款订立合同安排的任何其它人士披露其绝对酌情认为合适的关于客户的信息。
8.3 不弃权
HBML未能或延迟行使与本条款有关的任何权利、权力或特权不应视为弃权,单独或部分行使、执行或放弃任何此类权利、权力和特权也不应妨碍HBML进一步行使、执行本协议项下的任何其他权利、权利或特权。
8.4 连带责任
如果客户超过一人组成,则每位该等人士在本条款下的责任应为连带责任。HBML向单独或任何一联名账户持有人作出的任何通知、付款或交付, 即表示HBML充分履行了其在本条款下的通知、付款或交付义务。
8.5 重大变更
如果本条款包含的信息或根据本条款向另一方提供的信息发生任何重大变更,一方应通知另一方。
8.6免责声明
在适用法律允许的最大范围内,只要HBML、 HBML的关联实体或代名人或 HBML的关联方本着诚信原则行事,就任何延迟履行或未能履行义务及因此导致的任何损失、损害或费用, HBML、 HBML的关联实体或代名人或 HBML的关联方均不承担任何责任。HBML对任何由于第三方API客户端故障或与任何带有HashKey API的第三方软件的其它相关交互导致的任何损失或损害不承担任何责任。此外, HBML的关联实体和代名人及 HBML的关联方对任何直接或间接导致的任何后果不承担任何责任,这些事件包括但不限于政府机构的限制、紧急程序的实施、交易所的决定、第三方行为、交易中止、战争、罢工、市场状况、内乱、恐怖行为或威胁、自然灾害或任何其它超出其控制范围的情况。
9. 语言
本条款以英文和中文书就。如果两种文本之间有任何冲突,则以英文文本为准。
10. 修订
HBML有绝对权利修改、删除或替换本协议的任何条款,或向本协议添加新条款。客户应不时访问网站以获取最新的协议并阅读其条款。此类修改、删除、替换或添加在修订后的协议发布之日即被视为有效并纳入本协议(并构成本协议的一部分)。客户可在修订后的协议在网站上发布后的十四个(14)工作日内提出书面异议,否则视为接受此类修改、删除、替换或添加。
如果客户对本条款有任何疑问,请发送电子邮件至 global-api@hashkey.com。
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HashKey Global Team
HashKey Global新闻发布标准条款和免责声明
除非另有规定,以下内容应与HashKey Global发布的任何及所有新闻稿一起阅读。此材料仅供参考。它不构成,也不应被解释为任何形式的任何产品或服务的招揽、要约或推荐。它不构成投资、税务或法律建议。在任何情况下,任何新闻发布都不应被视为对特定类型数字资产的推荐。此材料可能包括由HashKey Global整理的市场数据或来自第三方的数据。虽然HashKey Global做出了合理的努力以确保此类第三方信息的可靠性,但此类信息可能尚未得到验证。图表仅供参考。我们对此材料中信息的及时性、准确性或完整性不作任何明示或暗示的陈述或保证。信息可能会过时,包括由于新的计划、法规或市场变化。在做出投资决策时,投资者不应仅依赖此材料中包含的信息。数字资产交易中的损失风险可能很大,并不适合所有投资者。此材料中的任何前瞻性声明均受若干条件、不确定因素和假设的约束。我们没有义务更新或修订任何前瞻性声明。
此材料中使用的所有商标、标识及品牌名称均为其各自权利人所有。除非上下文另有要求,否则它们仅用于说明目的
,并不暗示我们与其有任何认可、授权、合作、赞助或隶属关系。如中英文版本有任何不一致之处,以英文版本为准。当涉及参与HashKey Global的活动时参与HashKey Global的任何活动并不保证符合资格、获得接受或收到任何奖励、福利或激励。任何奖励、福利或激励均不得兑换现金或其他产品。HashKey Global可能对参与活动施加某些标准、要求或限制,并保留随时拒绝或取消个人或实体参与活动的权利。HashKey Global保留随时自行决定更改、修改或取消活动或任何参与者资格的权利,包括因内部控制、系统问题或其他情况,恕不另行通知,也不承担任何责任。参与HashKey Global的任何活动可能涉及数字资产的获取。请注意,数字资产,包括加密货币,具有高度波动性,并受市场风险影响。数字资产的价值可能会大幅波动,无法保证盈利或资本保值。在参与活动之前,您应仔细考虑自己的风险承受能力和财务状况。参与者有责任遵守与数字资产的获取、持有、使用或交易相关的所有适用法律、法规和指南。您有责任确保您在所在司法辖区内合法参与该活动,并满足任何所需的法律和监管义务。除这些标准条款和免责声明外,活动还受适用于其的特定条款和条件的约束。非这些条款和条件当事方的人士无权执行其任何条款。在法律允许的最大范围内,HashKey Global及其关联公司、合作伙伴和员工对于参与者参与活动所产生的任何直接、间接、附带、后果性或特殊损害概不负责,包括但不限于资金、利润、业务、潜在利润、数据或声誉的任何损失。HashKey Global保留有关计划规则与奖励的最终决定权。HashKey Global的决定具有终局性。如有查询,请通过luna.wang@hashkey.com联系HashKey Global媒体团队或通过support@global-cs.hashkey.com 联系HashKey Global客服。HashKey GlobalHashKey Global是由HashKey Bermuda Limited在百慕大金融管理局授予的F类牌照下运营的数字资产交易平台。此信息不构成对任何投资产品的要约、招揽或推荐。投资和交易虚拟资产存在风险。HashKey Global不为来自香港、美国、中国大陆和其他某些司法管辖区的用户提供服务,以遵守法律法规。某些服务、功能和活动可能在您的司法管辖区不可用。有关HSK的风险警示:请注意,HSK现已在HashKey Global和数个其他交易所上币并可供交易。但是,根据适用法律和法规,它仍然可能受到各种交易限制的约束。这些限制可能包括仅将HSK交易限制在特定地点的合格专业投资者之间,并需要获得监管机构的批准。此外,我们无法保证HSK在任何交易所持续上币。由于HashKey Global及其关联公司无法控制的原因,HSK的交易可能会被暂停,HSK也可能会被摘牌。HSK的价值仍存在重大风险,可能会因市场条件和Hashkey Global及其关联公司无法控制的其他因素而大幅下降或波动。HashKey Global及其关联公司对HSK或任何回报不作任何明示或暗示的保证,并否认与此相关的任何责任。 -
HashKey Global Team
HashKey Global通证管理规则
序言目的 为促进HashKey Global平台的可持续发展,保护交易参与者的权利和利益,并为项目方的权利和义务提供指南,HashKey Global团队制定此《HashKey Global通证管理规则》(以下简称“规则”)。 定义 除非另行明确指出,本规则中的下述词语具有以下意义:(一) “交易所规则”:指 HashKey Global - 交易所规则和任何与通证发行或交易相关的规则(包括但不限于本规则),HashKey Global 可能会不时执行并在其网站上公布。(二)“HashKey Global”:是指由 HashKey Bermuda Limited 运营的虚拟资产交易平台 "HashKey Global"。(三) “项目”:指通证代表或支持的底层项目、资产或业务。(四)“项目方”:指负责发行或运营通证的主体,即在HashKey Global上线交易通证的法律主体、团队、自然人或实际控制人,或是指在没有中心化项目方的情况下,愿意对去中心化通证项目社区承担责任的代表等。(五) “通证”:指在 HashKey Global 上交易的加密数字权益证明,包括在区块链或去中心化网络中代表所有权、效用或其他权利的数字资产。(六) “监控标记”: 指与其他上市通证相比,带有监控标记的通证表现出更高的波动性和风险。这些通证受到平台的密切监控。这些通证有可能不再符合我们的上市标准而被暂停交易或者从平台下架。第一章 总则第一条 一般要求 为使 HashKey Global 能够对项目和通证进行尽职调查,以下列出了项目方在其通证获准在 HashKey Global 上市交易前应向 HashKey Global 提供的一般要求和信息的非详尽清单:(1) 管理层、开发团队及其任何已知关键成员的背景;(2)通证在主要司法管辖区的监管状况;(3) 通证的供应、需求、到期日和流动性;(4) 通证的技术方面;(5) 通证的发展;(6) 通证的市场和治理风险;(7) 与通证相关的法律风险;(8) 通证提供的效用、促进的新用例、技术结构或加密经济创新、或通证展示的行政控制,以及不依赖于持续流入通证的项目可行性的支持信息;(9) 任何通证外在权利的可执行性(例如对任何基础资产的权利)以及通证交易活动对基础市场的潜在影响;以及(10) 评估与通证相关的洗钱和恐怖主义融资风险。项目方应遵守所有适用于项目、项目方和通证的有效或不时修订的交易所规则、政策和程序,以及 HashKey Global 自行全权决定认为合适的上市附加条件。HashKey Global 可在上市时或通证在 HashKey Global 上市的任何时候,附加其认为适当的任何条件,并在认为必要时更改或撤销条件。第二条 非证券 通证不是证券型通证也不会成为证券型通证,除非事先获得 HashKey Global 的书面同意。项目方负责维护通证的非证券状态,不会做出任何可能导致通证被归类为证券的改变。HashKey Global 保留在通证的非证券状态发生任何变化时全权自行决定将通证下架的权利。第二章 信息披露第三条 信息披露义务 项目方应及时、如实地披露所有对通证可能产生较大影响的信息,保证信息披露内容的真实、准确、完整且不具有虚假、误导或重大遗漏等情形。 第四条 信息披露方式 自规则发布之日起,项目方应在其官方网站上进行定期和临时披露。信息披露的内容应包括但不限于:技术代码更新的进展、市场活动、机构投资、社区建设、监管行动以及信息的任何其他重要方面。 第五条 临时披露 临时披露是指在发生特殊事件时,项目方应在常规披露的基础上进行的额外披露。项目方应在此类特殊事件发生时起24小时内披露相关情况并书面同步给HashKey Global。特殊事件包括但不限于:核心团队成员变更或失联、重大技术事故、产品及技术方向变更、核心团队涉嫌重大法律风险事件、重大负面新闻或舆论、影响通证价格剧烈波动的因素(含锁仓通证的解冻、回购)等。临时披露的内容应当包括但不限于事件发生的原因、过程、基本事实和结果。 第六条 信息披露的例外情况 若项目方披露的信息涉及国家秘密或可能与公共利益冲突,经HashKey Global同意后可不予披露。第三章 问询与调查第七条 问询与回复 HashKey Global有权就项目情况不定期问询项目方,项目方应积极配合问询,并在24小时内回复问询。第八条 问询的形式 HashKey Global可以通过以下方式向项目方提出问询: (一) 项目方提供的官方邮箱, (二) 项目方提供的电话号码, (三) 项目方提供的即时通讯账号,如Telegram。第九条 问询内容 问询的内容包括但不限于:白皮书或者官网对外承诺的履行情况、核心团队成员的任职及持有通证的情况、产品及技术进展、影响通证价格剧烈波动的因素(含锁仓通证的解冻、回购)等。第十条 问询结果处理 HashKey Global可根据项目方是否配合问询、配合的程度和回复内容等因素,自行全权判定项目方是否违反本规则,HashKey Global可按照规则第四章规定的程序采取相关措施处理违规行为。相关处理结果将通过规则第八条规定的方式或通过公告向项目方或用户通知。第十一条 常规审查 HashKey Global有权对项目方进行定期或不定期审查,审查内容包括但不限于: (一) 白皮书承诺的重大内容;(二) 技术代码的安全审查; (三) 项目方或者其他主要通证持有人的持仓变动、承诺锁仓的通证履行情况等其他可能影响通证价格的因素; (四) 核心团队人员变动; (五) 其他HashKey Global认为需要审查的内容,包括但不限于风险管理、公司治理、内部控制和遵守法律法规。第十二条 专项调查 HashKey Global可根据以下情形启动专项调查: (一)经用户举报或新闻媒体揭露,项目方涉嫌第十一条规定情形的,项目方未作出任何回复或者回复不足以推翻第十一条规定情形的; (二)经常规审查,发现存在重大风险的; (三)其他HashKey Global认为需要启动特殊审查的情形,包括但不限于风险管理、公司治理、内部控制和遵守法律法规。第十三条 现场调查 HashKey Global可根据实际需要定期或不定期对项目方进行走访督导和现场调查。项目方应积极配合HashKey Global的现场调查。 调查内容可能包括但不限于,第九条规定的内容。如项目方拒绝、故意阻挠或以其他方式不配合HashKey Global的调查,HashKey Global可依据本规则全权自行决定对项目方采取相关措施,包括但不限于将通证从HashKey Global下架。第十四条 项目方的配合义务 项目方有义务积极配合HashKey Global的定期审查和专项调查。同时,对于用户举报的事项、新闻媒体的质疑、监管机关的风险提示等,项目方应积极回应或进行整改。对于不配合的项目方,HashKey Global可以根据本规则的规定进行处理。相关处理结果将通过规则第八条规定的方式或通过公告进行通知。第四章 违规处理办法第十五条 实施“监控标记” HashKey Global有权根据相关风险高低和违规情节轻重自行全权对通证实施“监控标记”警示处理,在相关交易对上显示“监控”标记,向用户提示该通证的交易风险。15.1 “监控标记”触发事件 项目或项目方违规情节符合以下其一,则启动“监控标记”程序(“触发事件”): (一) 项目方未对项目或通证信息进行更新或披露的,包括但不限于:项目方官网、白皮书、以及第五条中所述临时信息披露事项; (二) 项目方的通证任何交易对连续三十日平均日交易额均低于30,000 USDT或其他等值通证的; (三) 项目流动性差:连续3日盘口价差超过2%;挂单单边低于15档;10%买卖盘深度单边低于10,000 USDT或其他等值通证的;或者项目有插针行为的(同时间价格偏离市场价格10%及以上); (四) HashKey Global通过问询、常规审查、专项调查、现场调查等方式,经综合评判全权认为需要标注“监控标记”的; (五) 被HashKey Global认定为严重违规的其他情形,包括但不限于风险管理、公司治理、内部控制和遵守法律法规等目的。15.2 “监控标记”取消条件 如果该项目方已采取适当的整改,并且项目、项目方或通证已被审查为不再满足任何触发事件,HashKey Global有权根据个案情况取消“监控标记”。第十六条 暂停交易和通证下架 HashKey Global有权根据情节轻重全权自行决定对出现以下情形的通证实施暂停交易或下架的处理。(1)通证被实施监控标记警示之日起三十日(自然日)内未被取消的;(2)实施新的监管标准和其他合规问题以至于HashKey Global认为有必要将通证暂停交易或下架的;(3)项目、项目方或通证构成重大监管风险,包括但不限于通证在某一司法管辖区构成 “证券”,且 HashKey Global无法和/或不愿阻止该司法管辖区的用户持有和/或交易通证;(4)区块链或相关技术受到损害或存在缺陷;(5)项目或通证不再由项目方或其他方支持或维护;(6)用户或其他第三方提出的与重大问题(如重大疏忽、故意不当行为或欺诈)有关的投诉或重大指控;(7)项目方或其任何成员在任何司法管辖区内从事或参与任何非法活动,如洗钱、欺诈或传销;(8)针对项目方的任何威胁的、未决的或正在进行的法律诉讼或索赔(无论是民事、刑事、行政、正式或非正式、直接或间接的);(9)项目方涉嫌操纵市场且情节严重;(10)项目方在指定期限内无法联系;(11) HashKey Global 认为项目方成员的任何变动会对通证或项目产生重大不利影响;(12)项目方的任何核心成员被发现有重大欺诈或欺骗行为,包括但不限于挪用募集通证、项目开发团队下落不明、停止支持项目技术、故意隐瞒项目的重大事实、披露或制造重大欺诈、虚假或误导性信息;(13)项目开发团队解散或核心团队成员未经社区同意辞职,导致无法继续开发;(14)在 HashKey Global 认为合理的时间段内,通证缺乏市场流动性;(15)通证首次上市后,在由 HashKey Global 认为合理的时间段内没有订单记录;(16)项目方在没有事先通知HashKey Global的情况下改变通证的供应;(17)项目方在未履行白皮书或其他形式的承诺的情况下解锁通证;(18)项目方在未事先通知HashKey Global的情况下,对通证进行硬分叉、通证迁移、通证拆分、通证合并和品牌重塑;(19)项目方因主网或合约中的安全问题给 HashKey Global 和用户造成重大损失,且项目方未能补偿 HashKey Global 的损失和/或赔偿用户的损失;(20)项目中存在其他风险和隐患,如黑客攻击、盗币、隐瞒增发、双重花费攻击等;(21)通证任何交易对连续三十日平均日交易额均低于10,000 USDT或其他等值通证的;(22) 在发生 HashKey Global 认为对 HashKey Global、HashKey 集团和/或任何交易参与者造成不利影响的任何危机发生时,项目团队没有立即采取行动或给出解决方案,包括但不限于发现不准确的信息、通证的技术问题、安全漏洞等;(23)项目方进行任何损害HashKey Global或HashKey Global声誉的活动,并对交易参与者的利益造成不利影响;(24)该项目与被禁止业务类别密切相关;(25)项目方严重违反Hashkey Global与项目方签订的上市协议;(26)项目方实质性违反交易所规则,且在14天内无法或未能纠正;(27)HashKey Global与项目方约定的任何此类情形,包括但不限于上市协议中规定的任何情形;或(28)其他HashKey Global认为足以将通证从HashKey Global下架的情况,包括任何导致通证不再有资格或不适合继续上市的情况。在暂停交易的情况下,通证的交易和充值业务将被暂停,但用户可以继续持有该通证。项目团队有义务纠正所有违规行为,并确保符合交易所规则,达到HashKey Global认定的满意状态,方可恢复交易。如果HashKey Global认定,通证交易已被长期持续暂停,或者任何违规行为尚未或无法得到纠正,HashKey Global保留将通证下架的权利。第十七条 清算和终止交易 清算程序应由 HashKey Global 根据具体情况决定。在下架的情况下,清算程序应在做出下架决定之日开始。一旦清算程序完成,被清算通证的交易将被终止,该通证将被正式下架。终止交易将通过规则第八条规定的方式或通过公告通知项目方或用户。 第十八条 责任的承担 因违反本规则而给HashKey Global、用户或任何其他第三方造成的任何损失,应由项目方承担责任。第五章 附则第十九条 某些项目可能拥有特权角色,有权单方面执行管理操作,例如修改网络功能或扣押用户资金,如果滥用该特权,可能会对 HashKey Global 客户资产的安全保管构成威胁。强烈建议项目团队遵守“最小特权”原则,特权角色的范围应限于基本功能。鼓励项目团队放弃不必要的特权,并在不可避免的情况下,为基于法定人数的密钥管理和使用建立全面的政策和程序,特别是针对影响交易参与者余额的行动。第二十条 HashKey Global此前公布的规则与本规则不一致的,以本规则为准。若本规则的英文版本与外语版本之间存在任何差异,以英文版本为准。第二十一条 HashKey Global 保留不定期修订本规则的权利和最终解释权。这些修订在 HashKey Global 网站上公布后立即生效。项目方和交易参与者有责任参阅 HashKey Global 网站上公布的最新规则。第二十二条 在HashKey Global(或其关联方)发布上市公告之前,项目团队不得披露任何与上市相关的信息。第二十三条 本规则自发布之日起生效。免责声明:随着数字资产、监管声明和解释的发展,有关通证是否适合上市的分析可能会随时间而改变。建议各项目团队咨询自己的法律顾问,以获得有关这些事项的法律指导。HashKey Bermuda Limited 及其关联方、董事、高级职员、员工、代理人和律师不为任何特定项目团队提供法律建议或担任其律师。 -
HashKey Global Team
ADDITIONAL TERMS APPLICABLE TO THE PERPETUAL FUTURES PRODUCTS
ADDITIONAL TERMS APPLICABLE TO THE PERPETUAL FUTURES PRODUCTS
All capitalized terms and references used in these Additional Terms that are defined and construed in the Investor Business Terms ("Terms") but are not defined or construed in these Additional Terms shall have the same meaning and construction in these Additional Terms. For the avoidance of doubt, where a term is defined both in the Terms and in these Additional Terms, for the purposes of these Additional Terms only, the definition in these Additional Terms shall prevail.The terms set out hereunder shall be supplemental to and are to be read together with the Terms. In the event of any conflict or inconsistency between the provisions set out under the Terms and these Additional Terms, the terms in these Additional Terms shall prevail unless expressly stated otherwise.
There are additional specific risks that apply to trading in Perpetual Futures Products, which are set out in in Clause 2 of the Additional Terms. You must have the financial ability, sophistication, experience, tolerance, and willingness to bear the additional specific risks to Perpetual Futures Products. Perpetual Futures Products are a complex product and the trading of Perpetual Futures Products is highly risky and are not suitable for all investors. There is a risk that you may lose all of your investment. Before acquiring a Perpetual Futures Product, please carefully review your financial situation, experience and objectives for engaging in the transaction, ability to bear risks and other relevant circumstances to determine whether such products are suitable for you. You should consult professional advisors (including legal, tax, financial and accounting) as may be appropriate. By entering into any Transaction for Perpetual Futures Products, you agree that you assume all the risk of your Transactions and that HBML and/or its group affiliates will not be responsible for any losses you may suffer.
The Perpetual Futures Product is intended for Clients who are authorized to access the Products and Services. It is not intended for Clients who are subject to any applicable restrictions. You are responsible for familiarizing yourself with and complying with any restrictions and/or requirements regarding the access and use of the Products and Services offered by HBML in each country or region from which you access them (or where applicable, the Products or Services are accessed on your behalf). HBML reserves the right to modify, change, or impose additional restrictions on your access and use of the Products and/or Services at any time, at its sole discretion, without prior notification.
- PERPETUAL FUTURES PRODUCT
- The Perpetual Futures Product is a product that allows the Client to trade Perpetual Futures contracts on certain Digital Assets trading pairs ("Perpetual Futures Products") through the HashKey Exchange. The Client may participate in the Perpetual Futures Product in accordance with the Terms and these Additional Terms.
- By using the Services and entering into a Transaction for Perpetual Futures Products, which HBML may in its absolute discretion provide to the Client from time to time, you agree to be bound by these Additional Terms. The Client also acknowledges and agrees that it has sufficient investment knowledge, financial expertise, and experience and the capacity to take on the increased risks arising from trading Perpetual Futures Products. The Client further agrees to independently assume all the risks arising from conducting trading in Perpetual Futures Products on their own account. If the Client is uncomfortable with the associated risks, including but not limited to the additional specific risks set out in Clause 2 the Client should not trade Perpetual Futures Products.
- ADDITIONAL RISKS ASSOCIATED WITH PERPETUAL FUTURES PRODUCTS
In addition to the other risks disclosed by HBML that are relevant to the Client's use of the Services and Products, the following risks apply:
- Perpetual Futures Products is a derivative product and may not be suitable for all investors. Before investing, investors should understand its nature and risks, such as extremely high price volatility of Digital Asset futures and the value of the Digital Asset futures may decline significantly, including to zero. All the risks relating to the underlying Digital Assets may be magnified as trading in Digital Asset futures is inherently risky - the underlying Digital Assets are speculative in nature and leverage is used in futures trading.
- Perpetual futures contracts are complex products and the trading of Perpetual Futures Products is high risk. The market price of any perpetual futures contracts may not reflect the price of spot markets in the applicable underlying Digital Assets, and may fluctuate significantly in response to the value of the underlying Digital Asset’s(s') price, supply and demand, and other market factors.
- The valuation of Digital Assets and Digital Asset related products is usually not transparent, and highly speculative. Digital Asset related products are highly speculative products and their prices can fluctuate greatly within a short period of time.
- The risk of loss is substantial. Under exceptional market circumstances, the price of Digital Assets and hence the price of Digital Asset futures may drop to zero in a short period of time. An investor should be prepared to lose the full principal value of their investment in Perpetual Futures Products within a single day. Investors may sustain losses greater than their principal investment as a result.
- In order to trade Perpetual Futures Products, the Client must post collateral. Depending on market movements, the Client's positions may be liquidated and the Client may sustain a total loss of the assets in the Account. This is because futures contract trading can be highly leveraged, with a relatively small amount of funds used to establish a position in a Digital Asset or index having a much greater value. As a result, a relatively small price movement in a Digital Asset futures may result in a proportionally high impact and substantial losses to a Digital Asset futures contract. This may result in losses in excess of the amount invested. For instance, a small price decrease on a 20x leveraged futures contact’s underlying Digital Asset could result in 20x loss in your leveraged position in the futures contract. Further, short positions will lose money when the price of the underlying Digital Asset rises, a result that is opposite from holding the underlying Digital Asset.
- Clients are exposed to high concentration risk in a single reference asset (e.g. bitcoin or ether) and/or a single futures contract. Clients with substantial investments in Digital Asset futures may be exposed to higher concentration risks.
- If the market moves against the futures position, the investors may be required to pay additional margins to maintain the trading positions on short notice. Clients may need to liquidate assets at unfavourable prices in order to meet these margin calls and suffer substantial losses.
- Investors may sustain losses in excess of the collateral provided to meet margin calls. Investors may also sustain a total loss of any collateral that is provided to establish or maintain a position. If the collateral is not provided within the time required to meet margin calls, the Client's collateral may be liquidated and other actions may be taken without your consent, forced position reduction and liquidation. Further, you will be responsible and liable for any resulting deficit in the Account. It is the responsibility of the Client investor to ensure that he/she has sufficient margin in the Account to support when there are any outstanding positions.
- In addition to the above, Clients should also note:
- Clients should be aware that when the auto-deleveraging mechanism is triggered, Clients may be required to make unforeseen payments.
- Perpetual Futures Products do not expire and Clients will be required to make payments for long periods of time.
- HBML may at its sole discretion determine to terminate the offering of the Perpetual Futures Product. As a result, investors may suffer losses. HBML and/or its group affiliates will not be responsible for any losses resulting from such termination.
- TRANSACTIONS FOR PERPETUAL FUTURES PRODUCTS
- In order to enter into Transactions for the Perpetual Futures Products, the Client must satisfy the eligibility criteria determined by HBML from time to time. HBML may change the eligibility criteria relating to the use of the Perpetual Futures Product at any time, including introducing additional requirements. To be eligible to enter into Transactions for the Perpetual Futures Products, the Client:
- may be required to submit additional documents or information to HBML and obtain HBML's approval;
- must comply with HBML’s onboarding requirements (including but not limited such requirements related to jurisdiction) and product access requirements as amended from time to timeHBML; and
- represents, warrants and undertakes that its use of the Perpetual Futures Products is and shall at all times comply with all Applicable Laws.
- ; and must agree to be bound by the Rules.
- If the Client is not (or is no longer) eligible to use the Perpetual Futures Product, each of the Transactions for Perpetual Futures contracts will be terminated immediately.
- To enter into a Transaction for Perpetual Futures Products the Client will be required to post collateral in the form of Digital Assets to cover the Initial Margin and Maintenance Margin.. The Client agrees that HBML may, in its sole discretion, set the Initial Margin and Maintenance Margin requirements and the limits on leverage for each open, unexecuted order and each open position in the Perpetual Futures Product.
- The Client agrees not to create any encumbrance or allow any encumbrance to exist on the whole or any part of the collateral or attempt to dispose (or agree to dispose of) or otherwise deal with any of the collateral without HBML's prior written consent.
- HBML may, in its sole discretion, refuse, impose limits on or impose other conditions or restrictions on any Transaction for the Perpetual Futures Products or use of the Services without prior notice.
- The Client should ensure that it has funds in his/her Account to complete any Transaction for the Perpetual Futures Products.
- In respect of the collateral provided by the Client to HBML, the Client agrees that:
- In order to secure the obligations of the Client, the Client hereby assigns, pledges, transfers, and grants to HBML, as secured party, a continuing first priority perfected security interest in, and a lien upon, all of the Client's right, title, and interest in, to and under, whether now owned, or hereafter acquired, the collateral assets in the Account.
- Notwithstanding any provision or instructions to the contrary, the collateral held as continuing security and shall be subject to a general lien and right of set off in favor of HBML for any and all of the Client's obligations, liabilities or monies whatsoever at any time now or hereafter owing, due, incurred or payable by the Client to HBML under these Additional Terms or otherwise, whether present or future, actual or contingent, solely or jointly or whether as principal or surety, and HBML may realise any of the collateral as provided for under these Additional Terms.
- Subject to HBML’s rights under these Additional Terms (including, without limitation, HBML’s rights pursuant to a Liquidation or termination as set out in Clauses 4 and 5, HBML will not sell, transfer, loan, hypothecate, rehypothecate or pledge any collateral provided to HBML unless instructed by the Client, authorised under these Additional Terms, or compelled by a court of competent jurisdiction to do so.
- It will maintain sufficient collateral at all times for outstanding Transactions.
- HBML may deal with the collateral in accordance with any applicable authority given by the Client in accordance with these Additional Terms and comply with the requirements and limits pursuant to Applicable Laws.
- HBML may upon the enforcement of its rights, sell, dispose of, realise, convert into any other Digital Asset or fiat currencies or otherwise deal with the collateral as agent or as mortgagee or pledgee of the Client, as HBML may at its discretion deem fit, without incurring any liability whatsoever or howsoever in respect of such fiduciary capacity.
- No interest shall be paid on any collateral deposited by the Client and HBML shall not have any liability for fluctuations in the fiat currency value of the collateral deposited.
- The Client agrees and authorises HBML and its Affiliates to take any measures in their sole discretion, including but not limited to, forced position reduction and liquidation under market volatility, illiquidity and other circumstances, for the purposes of mitigating potential losses to the Client, other clients, HBML and its Affiliates.
- HBML and its Affiliates do not take any responsibility whatsoever for any losses or damage incurred as a result of the Client's trading of Perpetual Futures Products on the HashKey Exchange or the Client's failure to understand the risks associated with trading Perpetual Futures Products.
- LIQUIDATION
- The Client may be required to deposit additional collateral to satisfy Maintenance Margin requirements as required by HBML from time to time and to secure the Client's performance of any obligations due to HBML under these Additional Terms.
- In the event that the Client's margin balance fails to meet the Maintenance Margin requirement (for example, if there is insufficient collateral), HBML has the sole discretion to liquidate any open positions in any collateral in the Account either in full, or in an amount sufficient, in HBML’s reasonable discretion, to restore the value of the collateral to an amount equal to or exceeding the Maintenance Margin requirements. For the avoidance of doubt, HBML is not required to provide notice or margin calls before liquidating collateral in the Account. The Client acknowledges and agrees that it is the Client's sole responsibility to maintain the value of the collateral in the Account to equal or exceed the Maintenance Margin requirement at all times.
- The Client agrees and acknowledges that if with respect to open positions maintained in the Perpetual Futures Products, the Mark Price of the relevant Futures hits the Liquidation Price and the collateral in the Account falls below the required Maintenance Margin, HBML will begin to automatically close out open positions without notice as soon as market conditions allow until the first of the following occurs:
- the collateral in the Account is equal to, or greater than, the required Maintenance Margin for all remaining open positions; or
- all open positions in the Perpetual Futures Products have been terminated
(such process, a “Liquidation”).
A Liquidation will result in all open orders for any Perpetual Futures Product being immediately cancelled in order to increase the Client's ability to meet Margin Maintenance requirements. HBML is not required to provide notice before commencing Liquidation. If, following a Liquidation, there is a negative balance in the Account, the Client will be considered “bankrupt” and HBML may step in to take over the remaining positions and offload them onto the market gradually via the use of a reserve fund to make up the losses caused with the intention of reducing the possibility of auto-deleveraging. In the event that the reserve fund is unable to accept positions, such as in periods of extreme market volatility, counterparty liquidation will occur and positions held by opposing Clients will be liquidated in accordance with a priority ranking calculation which results in highly leveraged positions being closed out first in accordance with the auto-deleveraging mechanism.
- TERMINATION
- In addition to other rights set out in the Terms, HBML may, in its sole discretion, without liability to the Client, with or without prior notice, suspend or terminate the Client's access to all or a portion of the Services, including access to the Perpetual Futures Products upon the occurrence of the following events:
- any failure by the Client or Authorized Persons to provide requested documentation or information for identity verification to satisfy AML/CFT requirements;
- any failure to maintain the required margin or collateral for open positions;
- the occurrence of an Event of Default;
- where HBML is required to do so by Applicable Law, or any court or authority to which HBML is subject in any jurisdiction;
- the use of the Client's Account is subject to any pending, ongoing or threatened litigation, investigation, or judicial, governmental or regulatory proceedings and/or HBML perceives a heightened risk of legal or regulatory non-compliance associated with the Account activity;
- where HBML suspects that the Account is being used to engage in illegal activities or there is an occurrence of money laundering, terrorist financing, fraud or any other crime in connection with the Account or the Client's use of the Services; and
- there is any other valid reason which requires HBML to do so.
- HBML may, in its sole discretion and without liability to the Client, with or without prior notice, close the Client's position and exit any Perpetual Futures Products.
- In addition to its other rights, HBML may, in its sole discretion:
- remove the Perpetual Futures Product from the HashKey Exchange by providing notice through the Website. If this occurs, any and all open positions the Client may have at the date and time the Perpetual Futures Product ceases to be made available as part of the Products and Services offered by the HashKey Exchange will be closed; and
- close out any and all positions HBML reasonably determines as is required for the purpose of protecting itself against risk of loss.
- The Client agrees not to hold HBML liable for any loss arising from any action taken in accordance with this Clause 5.
- In addition to other rights set out in the Terms, HBML may, in its sole discretion, without liability to the Client, with or without prior notice, suspend or terminate the Client's access to all or a portion of the Services, including access to the Perpetual Futures Products upon the occurrence of the following events:
- FEES
- Perpetual Futures contracts represent obligations to buy or sell a Digital Asset at a specific price, at any time while the contract remains open. Perpetual Futures contracts do not have an expiry date but, instead, continuously roll over, i.e. every hour. By entering into a Transaction for Perpetual Futures Products through the HashKey Exchange, the Client will be required to pay or be entitled to receive a Funding Fee every eight (8) hours if it maintains any open positions in Perpetual Futures Products.
- In extreme market conditions, the Funding Fees can be very high. This means that it is costly to maintain a long-term position in a market.
- The Client agrees to pay the fees for Transactions for the Perpetual Futures Products as set out in the Fee Schedule available on the Website. The Client acknowledges that such Fee Schedule may be updated by HBML from time to time in accordance with the Terms.
- DEFINED TERMS APPLICABLE TO THE PERPETUAL FUTURES PRODUCT ADDITIONAL TERMS
"Funding Fee" means the payments that apply to the Perpetual Futures Products that the Client is required to pay or be entitled to receive if it maintains any open positions in Perpetual Futures Products.
"Initial Margin" means the minimum amount of collateral value required to open a new position.
“Liquidation” is as defined in Clause 4.3 of these Additional Terms.
“Liquidation Price” means the Mark Price at which Liquidation occurs. For the avoidance of doubt, the Liquidation Price as quoted is for reference only and shall not be binding on HBML.
"Maintenance Margin" means the minimum amount of collateral value required to maintain an open position.
"Mark Price" means the index price calculated using a specific weighted price formula that draws pricing data from multiple reputable exchanges to determine the market price of the Perpetual Futures product. For further details on the calculation of the Mark Price, please refer to the Trading related FAQs.
- PERPETUAL FUTURES PRODUCT
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HashKey Global Team
关于我们
HashKey Global是HashKey Group旗下的全球化旗舰数字资产交易所,面向全球用户提供持牌的数字资产交易服务。全球重要的离岸金融和再保险中心百慕大为HashKey Global颁发了数字资产投资者保护制度全面许可牌照。HashKey Global传承了HashKey Exchange(香港最大持牌数字资产交易所)的全体系合规、安全、审计解决方案,具备资产冷热分离、资产保险、独立审计、银行法币通道等同款的独有特性。HashKey Global拥有合规的上币体系,并将提供LaunchPad、合约、杠杆、资产质押等主流交易和服务产品。HashKey Global是HashKey Group全球持牌交易所商业版图的核心。注:HashKey Global不面向美国、中国大陆、中国香港以及部分受制裁国家开展业务。更多详情请前往 global.hashkey.com -
HashKey Global Team
HashKey Global Account Opening
HashKey Global is a digital asset trading platform operated by HashKey Bermuda Limited (“HBML”), which is an exempted company limited by shares incorporated under the laws of Bermuda which has been granted a Class F licence by the Bermuda Monetary Authority under the Digital Asset Business Act 2018 to operate a digital asset trading platform.
How to Open an Account with HashKey Global?
To open an account with HashKey Global, you shall complete, sign and be bound by the terms and conditions as required by HBML and provide such other documents as HBML may require. Your account opening process and document requirement will be contingent to the types of investors. Currently, HashKey Global offers services to “Individual investor” and “Corporate investor ”.
For Individual Investor, you can open an account online through the following process:
- Register an account on the official website or application of HashKey Global. After completing the registration, log in to your account and go to your profile. Click [Identity Verification] to proceed with Individual Verification. You will then be instructed to verify your phone number.
- You will be directed to the KYC verification process. Please have your identification documents and address proof ready.
- You will go through a passport verification process where facial recognition and liveness check will take place. After uploading the passport and completing the facial recognition, you will have to upload an address proof for verification.
- Upon receipt of all the required information and documents, HashKey Global will review the submission and provide feedback to the applicants via email. Subject to the sufficiency of the information provided, HashKey Global may ask for more supporting information.
- Once all of the above steps have been satisfactorily completed, we will open an account for you at HashKey Global.
For Corporate Investor, please contact us at global-vip@hashkey.com. Our team will assist you with opening an account.
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HashKey Global Team
Cookie Policy
This is the Cookie Policy for HashKey Digital Asset Group Limited (or its affiliates, hereinafter referred to as “HashKey”), accessible from www.hashkey.com。
What Are Cookies
As is common practice with almost all professional websites this site uses cookies, which are tiny files that are downloaded to the user’s computer, to improve user experience. This page describes what information they gather, how HashKey uses it and why we sometimes need to store these cookies. We will also share how you can prevent these cookies from being stored, however this may downgrade or 'break' certain elements of the site’s functionality.How We Use Cookies
HashKey use cookies for a variety of reasons detailed below. In most cases there are no industry standard options for disabling cookies without completely disabling the functionality and features they add to this site. It is recommended that users leave on all cookies if users are not sure whether or not they are needed, in case the cookies are used to provide a service that the user shall need.Disabling Cookies
Users can prevent the setting of cookies by adjusting the settings on their browser (more information is available in the “Help” / “Settings” section on the user’s browser). Be aware that disabling cookies will affect the functionality of this and many other websites that the user visits. Disabling cookies will usually result in also disabling certain functionality and features of this site. Therefore it is recommended that users do not disable cookies.How Long the Cookies Will Stay on Users’ Browsing Device
The length of time a cookie will stay on the user’s browsing device depends on whether it is a “persistent” or “session” cookie. Session cookies will only stay on the user’s device until the user closes the browser. Persistent cookies stay on the user’s browsing device until they expire or are deleted.The Cookies We Set
Strictly Necessary Cookies
These cookies are necessary for the website to function and cannot be switched off in our systems. They are usually only set in response to actions made by the users which amount to a request for services, such as setting the users’ privacy preferences, logging in or filling in forms. Users can set their browser to block or alert them about these cookies, but some parts of the site will not work as a result. These cookies do not store any personally identifiable information.Performance Cookies
These cookies allow us to count visits and traffic sources so we can measure and improve the performance of our site. They help us know which pages are the most and least popular and see how users move around the site. All information these cookies collect is aggregated and therefore anonymised.Functional Cookies
These cookies enable the website to provide enhanced functionality and personalisation. They may be set by us or by third party providers whose services we have added to our pages.Targeting Cookies
These cookies may be set through our site by our advertising partners. They may be used by those companies to build a profile of the users’ interests and show users relevant advertisements on other sites. They do not store directly personal information but are based on uniquely identifying the user’s browser and internet device.The information we obtain from our use of cookies will not usually contain personal data of the users. Although we may obtain information about the users’ computer or other electronic devices such as the users’ IP address, their browser and/or other internet log information, this will not usually identify the users personally. In certain circumstances, where the user voluntarily provides it (e.g. by completing an online form) or where the users subscribe to our services through the website we may collect personal information about the users.
Third Party Cookies
In some special cases HashKey also uses cookies provided by trusted third parties. Third party cookies such as Google Analytics may collect information such as your IP address, device type and operating system, referring URLs, location and pages visited so that HashKey can continue to produce engaging content. These third-party service providers are responsible for the cookies they set on this site. If the user would like to opt-out of all other types of technologies we employ on this site, users may do so by changing their browser settings to block, delete or disable these technologies as their browser or device permits.HashKey also use social media buttons and/or plugins on this site that allow users to connect with their social network in various ways. For these to work the following social media sites including without limitation; Youtube, LinkedIn, Twitter, Facebook, Medium, will set cookies through our site which may be used to enhance the user’s profile on their site or contribute to the data they hold for various purposes outlined in their respective privacy policies.
Please see below a list of the more commonly used browser types with hyperlinks showing how to adapt their cookie settings accordingly:
• Google Chrome
• Microsoft Edge
• Mozilla Firefox
• Opera
• Apple SafariThis cookie policy is written in an English version and a Chinese version. In the event of any conflict between the two versions, the English version shall take precedence.
More Information
If users are not sure whether such cookies are required or not, it is usually safer to leave cookies enabled in case it does interact with one of the features users use on our site.For more information, users can contact us through email at: support@global-cs.hashkey.com.
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HashKey Global Team
Investor Business Terms
INVESTOR BUSINESS TERMS
HashKey Bermuda Limited is an exempted company limited by shares incorporated under the laws of Bermuda which has been granted a Class F licence by the Bermuda Monetary Authority under the Digital Asset Business Act 2018 to operate a digital asset trading platform.THESE TERMS (AS AMENDED, SUPPLEMENTED OR MODIFIED FROM TIME TO TIME), TOGETHER WITH THE RELATED ACCOUNT OPENING DOCUMENTS, THE EXCHANGE RULES, ANY OTHER RELEVANT AGREEMENTS INTO WHICH THE CLIENT AND HBML HAVE ENTERED, CONSTITUTE THE ENTIRE AGREEMENT BETWEEN YOU AND HASHKEY BERMUDA LIMITED, AND CONTAIN IMPORTANT TERMS AND CONDITIONS APPLICABLE TO THE ACCOUNT AND GOVERN YOUR USE OF HASHKEY'S PRODUCTS AND SERVICES.HBML MAY IN ITS ABSOLUTE DISCRETION DISCLOSE TO THE CLIENT THE RISKS OF THE CLIENT’S USE OF THE PRODUCTS AND SERVICES FROM TIME TO TIME, AND IN PARTICULAR, IN CLAUSE 58 OF THESE TERMS AND IN THE CLIENT RISK DISCLOSURES STATEMENT. THESE TERMS DO NOT FULLY DISCLOSE THE RISKS OR MATERIAL ASPECTS OF CONDUCTING TRANSACTIONS OR USING THE SERVICES. THE CLIENT SHOULD NOT CONSTRUE THESE TERMS OR ANY TERMS OF THE AGREEMENT AS LEGAL, TAX OR FINANCIAL ADVICE. HBML IS NOT ACTING AS THE CLIENT’S FINANCIAL ADVISOR AND THE CLIENT MUST NOT REGARD HBML AS ACTING IN THAT CAPACITY. THE CLIENT SHOULD CONSULT HIS OWN INDEPENDENT PROFESSIONAL ADVISORS BEFORE ENTERING INTO ANY TRANSACTION AND ONLY USE THE SERVICES IF THE CLIENT HAS FULLY UNDERSTOOD THE NATURE, THE CONTRACTUAL RELATIONSHIP INTO WHICH HE IS ENTERING, ALL RELEVANT TERMS AND CONDITIONS AND THE NATURE AND EXTENT OF THE CLIENT’S EXPOSURE TO LOSS. THE CLIENT HAS BEEN RECOMMENDED TO READ THESE TERMS CAREFULLY AND RETAIN THESE FOR THE CLIENT’S RECORDS.The Client agrees to be bound by the following terms and conditions which will apply to Products and Services which HBML may in its absolute discretion provide to the Client from time to time.References in these terms to "HashKey", "we", "our" or "us", are to HBML and/or a HashKey group entity depending on the services being discussed, and references to "you" or "your" are to the person with whom HBML enters into this Agreement.By signing up to use an account through HashKey.com, application programming interfaces, or mobile applications published by HBML or its Affiliate, you acknowledge and agree that you have read, understood, and agree to be bound by all of the provisions set out in these Terms (and any additional terms) which will apply to the Products and Services which HBML may in its absolute discretion provide to the Client from time to time. You also agree that you have read, understood and accept the Client Risk Disclosures Statement, our Complaint Handling Procedure, our Privacy Policy, and our Exchange Rules (as amended, supplemented or modified from time to time), which form part of these Terms.By using the Products you also agree to all additional terms associated with the Products which form part of this Agreement between you and HashKey (“Additional Terms”). Defined terms used in any Additional Terms will have the same meaning as in these Terms, unless otherwise specifically defined in the Additional Terms.The Additional Terms apply to the following HashKey Products:-
Perpetual Futures
PART 1: GENERAL TERMSDefinitions and InterpretationIn these Terms the following words and expressions shall have the following meanings: -"Account” means the account (including its sub-account, if any) opened by the Client with, HashKey Exchange for the purpose of utilizing the Services including but without limitation to, the sale and purchase of Digital Assets and recording the Client’s Transactions;"Additional Terms" means the product-specific terms and conditions that apply to the Client's use of specific Products, in addition to these Terms, which form part of this Agreement between the Client and HashKey;"Affiliate” means:-
in relation to a corporation, partnership or any other form of legal entity, another entity or person that, directly or indirectly, is Controlling, Controlled by or under common Control with such entity; or
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in relation to any individual, any of his Associates;
"Agreement” means the written agreement between the Client and HBML regarding the opening, maintenance and operation of the Account as amended from time to time, including but not limited to these Terms, the Additional Terms, the Rules, any document setting out the fees, costs, charges and expenses that may apply to any service provided by HashKey Exchange, any Instruction and/or any Transaction, and any other rules, notifications, guidelines, terms or agreements designated by HBML from time to time;"Airdrop” means the attempted distribution or distribution by a Digital Asset network of any Digital Assets to Digital Asset addresses of a supported network;"AML/CFT Requirements” means the anti-money laundering or counter-financing of terrorism requirements prescribed by Applicable Laws, including but not limited to the following laws and regulations in Bermuda: Proceeds of Crime (Anti-Money Laundering and Anti-Terrorist Financing Supervision and Enforcement) Act 2008, Proceeds of Crime (Anti-Money Laundering and Anti-Terrorist Financing) Regulations 2008 and the Anti-Terrorism (Financial and Other Measures) Act 2004, together with any other relevant legislation that may come into force from time to time;"Applicable Laws” means any local or foreign law, ordinance, regulation, demand, guidance, guidelines, rules, codes of practice, whether or not relating to Government Agencies as amended, reacted and replaced from time to time;"Associate” means, in relation to an individual a minor child of that individual and any company or trust which is directly or indirectly Controlled by such individual;"Authorized Person(s)” means those individuals who have been designated by or duly authorized by the Client pursuant to necessary corporate or other actions (which shall be evidenced by appropriate documentation delivered and acceptable to HBML) to act on the Client’s behalf in connection with these Terms subject to the completion of the verification and other procedures in connection with AML/CFT Requirements with respect to such individuals by HBML;"BMA" means the Bermuda Monetary Authority;"Cancellation Instructions” has the meaning given in Clause 9;"Clearly Erroneous Transaction” has the meaning given in Clause 42.1;"Client” means a person or entity who has opened an Account with HBML, including the person’s or entity’s successors and assigns (as applicable);"Control" means:-
the power (whether directly or indirectly and whether by the ownership of share capital, the possession of voting power, contract or otherwise) to appoint and/or remove all or such number of the members of the board of directors or other governing body of an entity or partnership as are able to cast a majority of the votes capable of being cast by the members of that board or body on all, or substantially all, matters, or otherwise to control or have the power to control the policies and affairs of that person; and
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the holding and/or the possession of the beneficial interest in and/or the ability to exercise the voting rights applicable to shares or other securities in any person which confer in aggregate on the holders thereof more than 50% of the total voting rights exercisable at general meetings of that person on all, or substantially all, matters,
and, “Controls”, “Controlling”, and “Controlled” shall be construed accordingly;“Custodian” means HashKey Xpert Limited which:-
is a limited liability company incorporated in Hong Kong;
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holds a “trust or company service provider licence” (Licence No T006486) under the Anti-Money Laundering and Counter-Terrorist Financing Ordinance (Cap. 615 of the Laws of Hong Kong); and
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is an Affiliate of HBML.
"Custody Services" has the meaning given in Clause 13.1;"CRS Information” has the meaning given in Clause 39;"Digital Asset" means digital representations of value which may be in the form of digital tokens (such as digital currencies, utility tokens or security or asset-backed tokens), any other digital commodities, crypto assets or other assets of essentially the same nature, that is available on the HashKey Exchange as determined and approved by HBML from time to time for use in connection with the Products, Services and any services provided by HBML to the Client;"Digital Asset Service Providers” means a natural or legal person that (i) meets the definition given to such term under the FATF Guidelines; (ii) complies with the FATF Guidelines; and (iii) has a digital address that has been approved by HBML;"Dispute" means any dispute, claim, controversy or difference arising out of or in connection with the Terms or any Additional Terms, including any question regarding its existence, validity, subject matter, interpretation, negotiation, termination or enforceability, and any dispute, claim, controversy or difference regarding any non-contractual obligations arising out of or in connection with the Services or Products;"Event of Default” means the events as set out in Clause 26.1;"FATCA” means the U.S. Foreign Account Tax Compliance Act (as amended and updated);"FATF Guidelines” means any official guidance published by the Financial Action Task Force as applicable to Digital Assets and/or Digital Asset Service Providers, including without limitation the Updated Guidance for a Risk-Based Approach to Digital Assets and Digital Asset Service Providers published by the Financial Action Task Force on 28 October 2021 (as amended or updated);"Force Majeure Event” means any events that are beyond the reasonable control of HBML, including but not limited to, nationalization, expropriation, currency restrictions, acts of state, acts of God, earthquakes, fires, floods, typhoons, tsunami, wars, civil or military disturbances, sabotage, terrorism and cyber-terrorism, security, integrity, and availability of the internet or blockchain networks, epidemics, pandemics, public health crisis, riots, interruptions, loss or malfunctions of utilities, computer (hardware or software) or communications services, accidents, labor disputes, regulatory changes, power failures or breakdowns in communications links or equipment of HBML, its Affiliates or nominees, its contractors, agents or representatives."Fork” means any change in the operating rules of the underlying protocols of a Digital Asset that may result in: a) more than one version of that Digital Asset; and/or b) HBML holding an amount (which may be an identical amount) of Digital Assets associated with each forked network, in each case as determined by HBML;"Government Agency(ies)” means any governmental, semi-governmental, administrative, fiscal, regulatory judicial or quasi-judicial body, department, commission, authority, tribunal, agency or entity;"HashKey Exchange” means the Digital Assets trading platform branded “HashKey Global” which is operated by HBML, which may be accessed via the Website, application programming interfaces or mobile applications;"HashKey API” means the application programming interface service provided by HBML;"HBML" means HashKey Bermuda Limited, which is an exempted company limited by shares incorporated in Bermuda with company number 202302864 and that has been granted a Class F licence under the Bermuda Monetary Authority under the Digital Asset Business Act 2018 to operate a digital asset trading platform;"Infrastructure Participant” means any trading venue or other financial market infrastructure that facilitates the clearing, settlement, and recording of transactions relating to fiat currencies or Digital Assets;"Instruction” means any communication which HBML deems as having been given by the Client or an Authorized Person in relation to a Transaction;"KYC” means know-your-client;"Loss” means any and all claims, demands, proceedings, losses (including any direct, indirect or consequential losses), damages (actual or consequential), liabilities, deficiencies, costs, charges and expenses, including without limitation all legal and other professional fees and disbursements, interest, penalties and amounts paid in settlement whether by a third person or otherwise;"Network Event” in relation to a Digital Asset means any event (other than an Airdrop or Fork) in respect of the blockchain or the smart contract that underlies a Digital Asset, which is beyond HBML’s control, and results in either:-
a loss of control or ownership by HBML or a third party of any amount of such Digital Asset; or
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Transaction records on the blockchain being altered, reversed or otherwise invalidated, whether by way of a fraudulent act or consensus, which shall include without limitation any double spending attack, 51-percent attack, or blockchain reorganization,
where in each such foregoing instance, HBML shall have the sole discretion to determine whether a Network Event has occurred;"Network Participant” means a person or entity who has the ability to cause the occurrence of a Network Event, including any group of persons or entities acting in concert;"Products" means the products offered by HBML from time to time;"Proscribed Address” means:-
any blockchain address that appears in a list of addresses with which dealings are proscribed by the United Nations or another Government Agency or relevant authority under Applicable Laws, or is part of a group of addresses that appears in such a list; and
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without limiting the generality of this definition, an address stated on the United States of America Department of Treasury’s Specially Designated Nationals list;
"Proscribed Person” means a person who appears to HBML to:-
be in breach of any AML/CFT Requirements of any jurisdiction;
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appear in a list of persons with whom dealings are proscribed by the United Nations or another Government Agency or a regulatory authority under Applicable Laws; or
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act on behalf, or for the benefit of, any person described in paragraph (a) or (b);
"PRC" means People's Republic of China;"PRC Person(s)" includes, but is not limited to:-
corporate entities registered in the PRC; and
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Chinese citizens and foreign individuals who have resided within the territory of the PRC, for one full year, excluding foreign diplomats and the representatives of any international organization in the PRC;
"Rules” means all of the trading and operational rules and policies of HBML, as well as admission and removal rules and criteria and any procedures and requirements relating to HashKey Exchange, as amended from time to time;"Sanctions” means any economic sanctions laws, regulations, embargoes or restrictive measures imposed by the United Nations Security Council and/or Bermuda, Hong Kong, Singapore, Japan, the United States of America, or any other jurisdictions selected for inclusion hereunder by HBML from time to time;"Services” means any of the following services provided by HBML and/or the Custodian, HBML's Affiliates or the HashKey group through the Hashkey Exchange to the Client from time to time subject to the Agreement:-
trading services for Digital Assets;
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custody services for Digital Assets and/or fiat currencies (if and where applicable); and
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access to Products;
"Taxes” means taxes, levies, imposts, charges and duties imposed by any authority (including stamp and transaction duties) together with any related interest, penalties, fines and expenses in connection with them, except if imposed on, or calculated having regard to, the overall net income of HBML;"Terms” means these Investor Business Terms, together with any other documents expressly incorporated by reference, including the Additional Terms and the Client Risk Disclosures Statement, in each case as may be amended from time to time;"Transactions” means any transactions concerning the purchase, subscription, sale, exchange or other disposal and/or dealings in any and all kinds of Digital Assets including (but not limited to) holding of Digital Assets on behalf of the Client and the provision of nominee or custodian service thereof and other transactions effected under or pursuant to these Terms and any other Agreement;"Trust Account" has the meaning given in Clause 13.4;"U.S.” means the United States of America; and"Website” means www.global.hashkey.com, or any similar website relating to HashKey Exchange that is operated and maintained by HBML.Unless expressly stated otherwise, in the event of, and only to the extent of, any conflict or inconsistency among or between any document or agreement that comprises the Agreement, the following order of precedence shall be applied, but only in so far as is necessary to resolve that conflict or inconsistency:-
terms and conditions applied to any specific products or services provided by us;
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these Terms; and
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any other document that comprises the Agreement.
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Account and HBML’s Services
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The Products and Services are available at HBML’s sole and absolute discretion and may change from time to time. To utilize the Products and Services, the Client shall open and maintain an Account.
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To be eligible to use HashKey Exchange and the Products and Services, you must:
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acknowledge and agree that the Products and Services may be provided by HBML with the support of its Affiliates;
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be a natural or legal person or other body corporate with full legal capacity and authority to enter into this Agreement;
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in the case of an individual, be at least 18 years old or of legal age specified by Applicable Law in your jurisdiction of residence for a binding contract;
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in the case of an Authorized Person entering into these Terms on behalf of a body corporate, have all the necessary rights and authorities to bind such body corporate;
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not reside in a country where the relevant Products and Services are inaccessible;
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not be a Proscribed Person; and
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have not previously been suspended or refused from using the Services.
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There are certain Products which may not be available to the Client depending on his/her jurisdiction of residence and other criteria.
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The Client agrees that by using the Services and acquiring the Products in any capacity, the Client is legally bound by these Terms, the Additional Terms and all Applicable Laws.
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The Client confirms and undertakes that all the information provided during and after the opening of the Account is complete, true and accurate, and shall inform HBML promptly of any changes to the information. HBML is authorized to conduct investigations to verify the information provided and require updates from the Client from time to time as it considers appropriate, including but not limited to information required to identify and verify the identity of the Client in accordance with AML/CFT Requirements.
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The Client agrees on its behalf and on behalf of the Authorized Person that they have provided HBML with all documents or other information necessary to demonstrate the authority of the Authorized Person and will provide other documents and complete other requirements as HBML may require from time to time. HBML may refuse to recognize any authorization of the Authorized Person if in HBML's reasonable judgement, it appears to be incomplete or improperly executed.
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The Authorized Person must confirm on behalf of the Client that the Client is and will at all times continue to be the sole beneficial owner of the Account and the user of all Services provided by HBML and that the identities or other information of the ultimate beneficial owners of the Client are as presented by the Client in accordance with AML/CFT Requirements.
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The Client expressly acknowledges and agrees that HBML may disclose the Client’s and/or the Account’s details to the Government Agencies or any third parties, as required by the Applicable Laws without prior notice to, or consent from, the Client. HBML will collect, use, and share this information in accordance with the Privacy Policy.
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The Client is solely responsible for the security and operation of the Account and hereby confirms that it will not share the Client’s Account details with others or allow others to access, or use, the Client’s Account except with the express written agreement of HBML. The Client is solely responsible for the Account’s activities including authorized or unauthorized Transactions conducted through the Account. The Client hereby acknowledges that the Client is solely responsible for any Loss arising from, or in relation to, any authorized or unauthorized use of the Account.
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Subject to any other clauses in this Agreement relating to custodial arrangements, the Client expressly acknowledges and agrees that none of the relationships between HBML, its Affiliates and nominees and the Client, the activities contemplated by the Agreement or any other matter whatsoever, shall give rise to any fiduciary or equitable duties by HBML in favor of the Client. In particular, there are no duties that would oblige HBML to accept responsibilities more extensive than those set out in the Agreement, or which prevent or hinder HBML from carrying out any of the activities contemplated by the Agreement. Save for the custodial arrangements with the Custodian, the Client agrees that HBML, its Affiliates and nominees, in providing the Services to the Client, has not acted and is not acting as a fiduciary or professional advisor to the Client and has not provided (or held itself out as providing) recommendation or advice to the Client with respect to particular investment decisions or advice of any other nature.
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The Client expressly acknowledges and agrees that:
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in order to provide the Services (and in particular relating to the Transactions) as set out herein, HBML may, at its discretion and from time to time, use third party service providers, such as exchanges, brokers, banks and custodians;
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HBML may be unable to provide the Services (and in particular, for conducting any Transactions) as set out herein if the Client resides in a country where the relevant Services are inaccessible or the relevant services provided by any third party service providers become unavailable; and
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HBML shall not be in any way liable for the acts, omissions or unavailability or any Losses sustained in connection with the use of such third party service providers, provided that HBML shall have exercised reasonable care in its selection.
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Where the Client fails to comply with these Terms and the Additional Terms then HBML may in its absolute discretion, close the Account.
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HBML, may, at its sole discretion, refuse to open an Account for the Client without providing the Client with a reason. In particular, please note that an Account is intended for Clients who are authorized to access the Products and Services and it is not intended for Clients who are subject to any applicable restrictions. The Client is responsible for familiarizing himself/herself with and complying with any restrictions and/or requirements regarding the access and use of the Products or Services offered by HBML in each country or region from which the Client accesses them (or where applicable, the Product or Services are accessed on the Client's behalf). HBML reserves the right to modify, change, or impose additional restrictions on the access and use of the Products and/or Services at any time, at its sole discretion, without prior notification.
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HBML may designate a system for the purpose of providing clearing and settlement services. Clients shall settle all orders through the system and comply with the terms and conditions of the system as notified to the Clients from time to time. HBML may in its sole discretion determine a standard settlement period of each Digital Asset from time to time. At the conclusion of a Digital Asset transaction, a transfer or exchange, HBML shall make available promptly to the Client in writing (through the application interface on otherwise) the type, value, date, time, and amount of all transactions applicable to the Client’s Account, and the fee charged for transactions, including any charge for conversion of a Digital Asset to another Digital Asset or to fiat currency (if and where applicable). Information on the name and contact of HashKey Exchange, contact information allowing for a Client to request information about its Account, HashKey Exchange’s business activities in general, or the making of a complaint with respect to HashKey Exchange, shall be set out in all material times in these Terms or on the HashKey Exchange website.
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Authority
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HBML is authorized by the Client to open and maintain an Account and effect Transactions as an agent on behalf of the Client pursuant to the Instructions received from the Client and/or the Authorized Person(s) pursuant to these Terms.
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The Client authorizes the Authorized Persons (where applicable) to have full authority to represent the Client in all matters in relation to all Transactions with HBML. All such documents, Instructions or orders, if given or signed by the Authorized Persons, shall be absolutely and conclusively binding on the Client.
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Authorization:
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HBML is hereby authorized by the Client to buy and sell any Digital Assets for the Account and otherwise deal with any Digital Assets, receivables or monies (if and when deposits of such fiat currencies are accepted on HashKey Exchange) held in or for the Account pursuant to the Instructions received from Client and/or the Authorized Person(s);
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The Client will, and will procure that each of its Authorized Persons will, comply with any requirements HBML reasonably imposes in relation to the Instructions and any Applicable Laws;
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The Client understands that HBML allows the Client to send Digital Assets that HashKey Exchange supports to third parties (such as a Digital Asset Service Providers) approved by HBML, and to receive supported Digital Assets from such third parties and hold them pursuant to the Instructions. The Client acknowledges that HBML has the right to (i) delay, restrict or suspend trading of a Digital Asset on HashKey Exchange, (ii) delay, reject or cancel any pending Transaction, or (iii) freeze any Accounts in the following circumstances: (1) mismatching of orders in a Transaction, (2) upon HBML receiving any information that may reasonably be expected to materially affect market activity for, and the price of, any Digital Asset, (3) upon discovery or suspicion of any market manipulative and abusive activities, (4) any other circumstances which in the sole discretion of HBML will impair the fair and orderly operation of HashKey Exchange, or (5) as required by HBML's internal policies. The Client acknowledges that HBML may not reverse a Transaction which has been broadcast to a Digital Asset network and shall not be responsible for any Transaction sent to incorrect third party addresses. It is the sole responsibility of the Client to check whether the third party address is correct.
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Instructions
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HBML is authorized to accept and act upon Instructions for any purpose in connection with, and subject to, these Terms pursuant to the Instructions received from the Client and/or the Authorized Person(s). The Client undertakes that he will not attempt to transfer (i) any Digital Assets or fiat currency (if and where applicable) or issue any Instructions for the transfer of Digital Assets or fiat currency (if and where applicable) unless the Client is the lawful owner of such Digital Assets or fiat currency, or otherwise has the absolute right to sell, assign, convey, transfer and deliver the Digital Assets or fiat currency, they are transferred in compliance with AML/CFT Requirements and FATF Guidelines, and are otherwise lawful, and they are free of any encumbrance; and (ii) anything else to HBML other than Digital Assets or fiat currency approved and supported by HBML;
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All Instructions shall be given by the Client to HBML through the HashKey Exchange platform, HashKey API or other means designated by HBML. HBML may assume the authenticity of any Instructions given or purportedly given by the Client or any Authorized Person, or that any person claiming to be the Client’s authorized representative is in fact that person. HBML is not obliged to enquire into any of these matters. HBML is authorized to act upon any Instruction that it believes to be authentic and valid. HBML may conclusively rely on the Instructions if it believes that the Instructions were given by the Client or its Authorized Person and are duly authorized, accurate and complete, even though this may prove to be incorrect and even if the Client later sends to HBML further communications that differ in any respect from such original Instructions. The Client is responsible for ensuring the accuracy and completeness of the Instructions. The Client acknowledges and agrees that once an Instruction has been given, it cannot be revoked, and if acted on by HBML, the Instruction will be binding on the Client;
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HBML shall be entitled to refuse to accept the Client’s application to utilize HashKey Exchange in its sole discretion without giving any reason therefor. However, if HBML accepts the Client’s application, the Client may give Instructions by electronic means in such manner as may be prescribed by HBML and HBML is authorized to accept and act upon Instructions given through the Client’s Account in accordance with these Terms. In such case, HBML shall use reasonable endeavours to execute the Instructions, but does not warrant that the Instructions will be wholly or partially executed or will be executed by a certain time;
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HBML shall not be responsible for any Loss resulting from any delay in the execution of a Transaction unless where such delay is due to HBML’s fraud, gross negligence or wilful misconduct.
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Priority
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The orders of HashKey Exchange are matched in the trading system according to the rule of “price priority-time priority”:
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Price Priority: First execute the buy order with the highest price and the sell order with the lowest price.
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Time Priority: For the orders with the same price, first match the orders with the first timestamp (i.e. the orders with the earliest time).
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Market Fluctuations and Extreme Market Events
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The Client acknowledges that due to the nature of Digital Assets (whether or not they are securities or futures or contracts), it may not always be possible to execute orders at the prices quoted “at best” or “market” and the Client agrees in any event to be bound by Transactions executed by HBML following Instructions given by the Client and/or the Authorized Person(s).
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If HBML acting reasonably determines that an extreme market event is occurring in relation to a Digital Asset or multiple Digital Assets offered on the HashKey Exchange, the Client agrees that HBML may take such action as it considers necessary, and in accordance with Applicable Laws, to respond to this extreme market event by immediately suspending or terminating some of the Products or Services, immediately removing or de-listing a Digital Asset from the HashKey Exchange, forcing redemptions or liquidations by the Client of certain Digital Assets and changing the allocation of a Digital Asset to the Client.
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Clear Funds
Unless otherwise agreed, in respect of each Transaction, the Client must have sufficient and clear funds of the relevant type of asset recorded in its Account to settle the obligations under the proposed Transaction, inclusive of any applicable fees and expenses. In the event that any funds in the Client’s Account are determined by HBML as insufficient, the Client shall deliver to HBML such funds which are fully paid with valid and good title and in deliverable form by such time as HBML requested in relation to the Transaction. Where the Client instructs HBML to settle an obligation under the proposed Transaction, but on the relevant settlement date there are, or HBML considers that there will be, insufficient funds available in the Account, HBML may, at its sole discretion, delay settlement until sufficient funds are available or refuse to effect any Transaction. The Client understands that HBML is a facilitator and not a counterparty in any proposed Transaction initiated by the Client, and accordingly, HBML is not responsible or liable for any loss or damage of any sort incurred as a result of such settlement transaction and does not assume any clearing risk. The Client shall be liable to HBML for any Losses that HBML suffers resulting from the Client’s settlement failures.-
Exchange Rate
If and when deposits of fiat currencies are accepted on HashKey Exchange, the Account shall be in US dollars or such other currencies as HBML may agree from time to time with the Client. In the event that the Client instructs HBML to effect any Transactions in a currency other than US dollars, any profit or loss arising as a result of fluctuation in the exchange rate of the relevant currencies will be borne by the Account of the Client solely. Any conversion from one currency into another that is required to be made for performing any action or step taken by HBML under these Terms may be effected by HBML in such manner and at such time as HBML may in its reasonable discretion decide.-
Recordings
The Client acknowledges that telephone calls, emails or any other (informal or formal) forms of communication between the Client and HBML may be recorded or otherwise electronically monitored without any warning messages and that the record may be used as final and conclusive evidence of the Instructions in case of Disputes.-
Cancellation of Instructions
The Client acknowledges that the Client is entitled to cancel any Instructions by providing prior notice to HBML (the “Cancellation Instructions”), and subject to HBML’s sole and absolute discretion, HBML will use commercially reasonable efforts to comply with the Client’s Cancellation Instructions provided that: (i) the Client’s Cancellation Instructions are subject to these Terms, the Agreement and the trading procedure specified in HBML’s “Account Opening and Trading Rules" as imposed by HBML from time to time, which the Client hereby agrees are binding on the Client; (ii) the Cancellation Instruction may not be complied with if the relevant Instruction has been executed by HBML already and the Transaction of such Instruction has been published to the public blockchain; and (iii) the Client shall bear all risks, liabilities and Losses as suffered by the Client as a result of the Client’s Cancellation Instructions or HBML’s failure to execute the Cancellation Instructions (whether as a result of HBML’s default or not except to the extent caused by its own gross negligence, fraud or wilful misconduct).-
Prices
If the Client has obtained quotes of the prices of any Digital Assets from HBML, the Client shall not:-
disseminate such quotes (or any part thereof) to any other person;
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use, or permit the use of, such quotes (or any part thereof) for any illegal purpose;
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use such quotes (or any part thereof) other than for the Client’s own use; or
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use such quotes (or any part thereof) in relation to any trading or dealing of Digital Assets otherwise than through HashKey Exchange.
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Limits and controls on Transactions
The Client should note that HBML may impose limits and/or controls relating to trading, positions, transfers of fiat currencies (if and where applicable) and/or Digital Assets on the Client, including limits and controls to mitigate and manage the Client’s own liquidity, operational and other risks, at any time, without prior notice and without giving reasons. The Client expressly acknowledges and agrees:-
to comply with any such limits and controls as imposed by HBML, and undertakes not to take any action that will cause the Client to violate any such limits and controls;
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that the Client may be prevented from entering into a Transaction or from taking certain steps if such actions would result in the Client exceeding such foregoing limit, and that HBML may, in its sole discretion, apply an applicable filter to reject an Instruction submitted by the Client;
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that any limits and controls imposed by HBML shall solely be for HBML’s protection and accordingly, HBML will not be in any way whatsoever be responsible for monitoring or ensuring the Client’s compliance with any limits imposed by Applicable Laws or by any party;
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that HBML shall be entitled to decline to act on Instructions and/or execute a Transaction, suspend the Client’s access to the Account, require the Client to take certain steps, and/or take any other action that HBML considers appropriate, in order to comply with Applicable Laws or any limits or controls as set out herein;
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that provided that such limits or controls have been notified to the Client at the time that they are imposed, the Client shall indemnify HBML against any Loss as a result of the Client’s breach of any limits or controls imposed by HBML pursuant to this Clause 11.
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Use of Client Information
Where the Client is an individual or collection of personal information is involved, the Client agrees to be bound by HBML’s Privacy Policy applicable to HashKey Exchange, and which is available on the Website (under the section “Terms & Service”) as amended from time to time and to the use of his/her personal data in the manner specified in the said policy.-
Digital assets in the Account(s)
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The Client agrees to use, and HBML together with the Custodian agree to provide, services for the holding and safekeeping of the Client's Digital Assets and/or fiat currencies (if and where applicable) deposited by a Client, and the receipt, holding, transfer and settlement services incidental to the safekeeping of such deposited assets which HBML and its Affiliates (including the Custodian) may agree to provide to the Client from time to time (the "Custody Services”). The Client specifically authorizes HBML, in respect of all Digital Assets and/or fiat currencies (if and where applicable) deposited by the Client with HBML and/or the Custodian or purchased or acquired by HBML and/or the Custodian on behalf of the Client and held by HBML on behalf of the Client, to hold such deposited assets on trust by the Custodian, and agrees to appoint the Custodian as a trustee of the Client’s deposited assets. The Client hereby authorises HBML to enter into a custodial service agreement with the Custodian for the holding and safekeeping of the Digital Assets and/or fiat currencies (if applicable) deposited by the Client on trust for the benefit of the Client. Under the custodial service agreement, the Client is at all times a beneficiary to the Digital Assets and/or fiat currencies (if applicable) recorded in the Client's Account from time to time.
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In respect of Digital Assets deposited by the Client with HBML and/or the Custodian, the Client authorizes the Custodian to establish one or more Digital Asset wallets for the receipt, safekeeping and maintenance of each type of Digital Asset for the Client stored with the Custodian pursuant to the terms of this Agreement.
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In providing the Custody Services, HBML and the Custodian will maintain records which identify the Digital Assets and/or fiat currencies (if applicable) deposited by the Client. Such records will segregate the Digital Assets and/or fiat currencies (if applicable) deposited by the Client from other assets held by HBML and/or the Custodian for itself or for HBML’s and/or the Custodian’s other clients.
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Save as otherwise agreed by the parties, the Client agrees, that HBML and/or the Custodian shall hold all Digital Assets and/or fiat currencies (if applicable) deposited by the Client on trust for the Client in one or more segregated accounts designated as a client or trust account established by the Custodian for the purpose of holding the Client’s deposited assets (the “Trust Account”). HBML and/or the Custodian shall identify, record and arrange to hold all Digital Assets and/or fiat currencies (if applicable) deposited by the Client separately from any of its own investments and other assets, with the identity and location of such deposited assets identifiable at any time. Any part of a Client’s deposited assets may be pooled with the deposited assets of other clients in the Trust Account and HBML and/or the Custodian will at all times maintain records for individual balances of each Client.
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All Digital Assets and/or fiat currencies (if applicable) deposited by the Client held by the Custodian in the Trust Account shall not form part of the assets of the Custodian for insolvency or winding up purposes. In the event of the Custodian's insolvency, winding up or similar event, the Digital Assets and/or fiat currencies (if applicable) in the Trust Account shall be treated in accordance with Applicable Laws. HBML shall use commercially reasonable efforts (to the extent permitted by Applicable Laws) to assist Clients in asserting their claims with respect to the deposited assets held in the Trust Account, and specifically, to request the liquidator to set aside the assets in the Trust Account from the general assets of the Custodian.
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If deposits of fiat currencies are accepted on Hashkey Exchange, the Client specifically authorizes the Custodian to establish segregated accounts with a bank for the safekeeping of such fiat currencies, into which fiat currencies received from or on behalf of a client should be paid within two business days of receipt.
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In respect of fiat currencies (if and where applicable) accepted on HashKey Exchange as described in Clause 13.6 above, the Client agrees that HBML and/or the Custodian shall be entitled to retain absolutely and for its own benefit any interest accrued on such fiat currencies.
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In relation to Digital Assets and/or fiat currencies (if and where applicable) deposited by a Client with HBML and/or the Custodian, if any income, payments or other distributions or benefits accrue in respect of such Digital Assets and/or fiat currencies, the relevant Account(s) shall be credited (or payment made to the Client as may be agreed by HBML and the Client in writing) with the proportion of such income, payments or other distributions or benefits equal to the proportion of the Digital Assets and/or fiat currencies held on behalf of the Client out of the total number or amount of such Digital Assets and/or fiat currencies on HashKey Exchange.
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In relation to any Digital Assets and/or fiat currencies (if and where applicable) deposited by a Client with HBML and/or the Custodian, if any loss and/or expense is suffered by HBML and/or the Custodian as a result of the Instructions (including but not limited to for the settlement of fees and costs owed to HBML), the relevant Account(s) may be debited (or payment made by the Client as may be agreed) with the proportion of such loss equal to the proportion of the Digital Assets and/or fiat currencies held on behalf of the Client out of the total number or amount of such Digital Assets and/or fiat currencies on HashKey Exchange.
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HBML is authorized to dispose or initiate a disposal by the Custodian, of any of the Client’s Digital Assets (and HBML shall have absolute discretion to determine which Digital Assets are to be disposed of and the manner and timeframe in which this is done) for the purpose of settling any liability owed by or on behalf of the Client to HBML, the Custodian or a third party.
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HBML’s obligations to the Client are limited solely to the provision of the Digital Asset trading services on HashKey Exchange but it shall not be required to take any actions with assisting the Client in securing any rights, interests, benefits, payments and/or options available to the Client as a result of holding the Digital Assets. The Client shall have a duty to examine the underlying project of the Digital Assets and carry out due diligence with respect to the issuer of the Digital Assets. The Client agrees that HBML is not liable for any Losses that the Client may suffer as a result of failing to obtain any rights, interests, benefits, payments and/or options from the issuer of the Digital Assets.
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In addition to the authority conferred on HBML by the other provisions of this Agreement, the Client authorises HBML to take such steps from time to time as HBML reasonably considers appropriate or useful to enable HBML to provide the Custody Services and to exercise HBML's authority or powers in connection with the Custody Services. Additional terms relating to the provision of the Custody Services may be issued by HBML from time to time.
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Holding and Disposal of Digital Assets
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The Client authorizes HBML to hold the Client’s Digital Assets and/or fiat currencies (if and where applicable) on behalf of the Client in a segregated Account established by HBML or the Custodian. The Client agrees not to pledge, charge, sell, grant an option or otherwise deal in any Digital Assets or fiat currencies (if and when deposits of fiat currencies are accepted on HashKey Exchange) forming part of any Account without HBML’s prior written consent.
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Where Digital Assets are held by HBML on behalf of the Client pursuant to Clauses 13 to 17 and Clause 28, and subject to any other clauses in relation to Airdrops and Forks, the Client authorizes HBML (or, where applicable, the Custodian) to, collect, receive and credit any income, payments and other distributions or benefits in respect of such Digital Assets and/or fiat currencies to the Account. Where the Digital Assets and/or fiat currencies form part of a larger holding of identical Digital Assets and/or fiat currencies held for HBML’s other clients, the Client is entitled to the same share of the income, payments or other distributions or benefits arising from the holding as the Client’s share of the Digital Asset and/or fiat currencies out of the total holding of the Digital Asset and/or fiat currencies on HashKey Exchange. Where a distribution is made either in the form of cash dividend or another form, the Client authorized HBML to elect and receive on behalf of the Client a cash dividend of such form as it considers fit in the absence of any contrary prior written Instruction from the Client.
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Neither HBML nor the Custodian bound to redeliver to the Client the identical Digital Assets and/or fiat currencies received from or for the Client but may redeliver to the Client Digital Assets of like quantity, nominal amount, type and description and that have equal rank in every respect with the Digital Assets and/or fiat currencies originally delivered or deposited subject to any capital re-organization or conversion or other corporate action that may have occurred in the interim.
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Digital Assets and/or fiat currencies held by HBML through the Custodian pursuant to Clauses 13 and 17 are held by HBML at the sole risk of the Client and to the extent permitted by Applicable Laws, HBML shall not be responsible for, or liable in respect of, any Loss suffered by the Client in connection herewith unless such Loss has been caused as a direct consequence of an act of gross negligence, fraud or willful misconduct on the part of HBML.
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Unsupported Assets
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The Client shall meet HBML’s requirements for the deposit and withdrawal of Digital Assets and/or fiat currencies (if and where applicable) as stipulated from time to time in the Agreement and shall pay the corresponding fees (if applicable). In particular, if the Client deposits any Digital Assets and/or fiat currencies (if and where applicable) unsupported by HBML or the Custodian, HBML will in its sole discretion use commercially reasonable efforts to handle these Digital Assets and/or fiat currencies but it shall be under no obligation to keep the Digital Assets and/or fiat currencies mentioned above (save for obligations imposed by any Applicable Laws). HBML shall be entitled (but not obliged) to request the Client to withdraw any unsupported Digital Assets and/or fiat currencies within a timeframe that HBML may stipulate, being such period as required by Applicable Laws, FATF Guidelines or HBML’s internal policies, to such external wallet that can store the relevant Digital Asset and under the Client’s control as last notified to HBML in writing, subject to Applicable Laws, FATF Guidelines and HBML’s internal policies. HBML shall not be liable to the Client for any direct or indirect or consequential Loss in relation to such Digital Assets and/or fiat currencies. All Losses and risks in relation to the Client's deposit of such Digital Assets and/or fiat currencies unsupported by HBML shall be solely borne by the Client.
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Distribution or Return of Fiat Currency and/or Digital Assets
HBML may, in its discretion, upon the passage of a time period that it determines or as otherwise required by Applicable Laws, FATF Guidelines or HBML’s internal policies, return:-
any fiat currency (if and where applicable) in the Client’s Account to an external designated bank account in the Client’s name; and
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any Digital Assets recorded in the Client’s Account to a designated external address that can hold
the relevant Digital Asset and is under the Client’s control,
as last notified by the Client to HBML in writing, provided that the return to such Account or address is consistent with Applicable Laws, FATF Guidelines and HBML’s internal policies. To the extent permissible under Applicable Laws, HBML reserves the right to deduct a fee in respect of the return of any fiat currency (if and where applicable) or Digital Assets.-
Information in relation to Custodian Arrangements
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The Client understands and agrees that HBML may appoint the Custodian to hold on trust on
behalf of the Client all Digital Assets and/or fiat currencies (if and where applicable) which the
Client deposits with HBML. The Client understands HBML may place any or all of the Digital
Assets and/or fiat currencies (if and where applicable) with the Custodian as custodian of HBML
on the terms and conditions agreed by HBML. The Client understands that any part of a Client’s
deposited assets may be pooled with the deposited assets of other clients in the Trust Account
and HBML and/or the Custodian will at all times maintain records for individual balances of each
Client. Such records will segregate the Digital Assets and/or fiat currencies (if applicable) deposited
by the Client from other assets held by HBML and/or the Custodian for itself or for HBML’s and/or the
Custodian’s other clients. HBML will at all times maintain records for individual balances of each Client.
Subject to any Applicable Laws, any Digital Assets and/or fiat currencies (if and where applicable) which
are held by HBML on behalf of the Client may:-
(in the case of Digital Assets that are registrable securities) be registered in the Client’s name
or in the name of a nominee appointed by HBML; or -
be deposited in safe custody in a designated account with the Custodian;
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Where Digital Assets and/or fiat currencies (if and where applicable) are held by HBML or the Custodian
on the Client’s behalf:-
any income, payments or other distributions or benefits arising in respect of such Digital Assets and/or
fiat currencies will, when received by HBML, be credited to the Accounts or paid or transferred to the Client,
as agreed with HBML. Where the Digital Assets and/or fiat currencies form part of a larger holding of identical
Digital Assets and/or fiat currencies held for other clients, the Client will be entitled to the same share of the i
ncome, payments or other distributions or benefits arising on the holding as the Client’s share of the Digital
Assets and/or fiat currencies out of the total holding of the Digital Assets and/or fiat currencies on HashKey
Exchange; -
HBML will use its reasonable efforts to give the Client notice of any necessary information which HBML
receives in relation to any calls, rights, benefits, entitlements or obligations attached to or derived from such
Digital Assets and/or fiat currencies which require Instructions from the Client. This includes the treatment
of the Client’s Digital Assets and/or fiat currencies and their respective rights and entitlements when events
such as, but not limited to, Forks and Airdrops occur; -
HBML, the Custodian or any Affiliate may, but without any obligation or liability whatsoever, exercise any
rights or perform any actions which may be exercisable in relation to any such Digital Assets and/or fiat currencies
held for the Accounts, and where the Client has provided HBML, the Custodian or the Affiliate with any necessary
Instructions and executed any applicable authorizations; -
HBML will be under no duty to investigate, participate in or take affirmative action concerning attendance
at meetings, voting or other rights attached to or derived from such Digital Assets and/or fiat currencies except
in accordance with the Client’s Instructions; -
HBML will have no duty or responsibility to receive in respect of any proxy, circular, or other document in
respect of the Digital Assets (which are “securities” under Applicable Laws) or to send any proxy, circular or
other document or to give any notice of the receipt of the same to the Client except in accordance with the
Client’s Instructions; -
if HBML does not receive any Instructions or within what it deems to be a sufficiently reasonable time,
HBML may take or omit to take any action; -
the Client acknowledges and agrees that it will be liable and HBML will have no responsibility for any liabilities
in respect of unpaid calls or any other sums, costs or expenses payable in respect of any Digital Assets and/or fiat
currencies held by HBML on the Client’s behalf; -
to the extent permitted by Applicable Laws, HBML will not be liable for the acts, omissions and/or insolvency of
any custodian or sub-custodian selected by HBML in good faith. HBML’s only obligation to the Client in respect of
the same is, at the Client’s cost and expense, to assign to the Client any rights of recourse in respect of the custodians
or sub-custodians where the same are capable of being assigned under any Applicable Laws; and -
HBML is entitled to, at any time, close any such custody Account(s) maintained in the Client’s name and/or on the
Client’s behalf without providing any reason for doing so.
-
-
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Fees and Taxes
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The Client will pay all applicable fees, costs, charges, expenses and commissions to HBML as HBML may determine
and set out on the Website (updated from time to time), including costs in connection with networks or blockchains underlying
a Digital Asset and/or engagement of third party service providers (on a full indemnity basis) such as legal advisors, trustees,
or any agent, delegate, nominee or custodian appointed by HBML, as well as applicable levies imposed by relevant Government
Agencies, including without limitation, goods and services tax, consumption tax, value added tax, all applicable stamp duties,
or any Tax of a similar nature. Where such Taxes are payable in connection with any fees or commissions payable by the Client,
the Client agrees that, concurrently with the relevant payments, the Client shall pay HBML an additional amount equal to the
amount of such payment multiplied by the appropriate rate of Tax. The Client hereby authorizes HBML to deduct such fees,
costs, charges, expenses, commissions, and any such relevant Tax from the Account as incurred and/or payable to HBML.
HBML is authorized to solicit, accept and retain for HBML’s own benefit, without making any disclosure to the Client, any rebate,
brokerage, commission, fee, benefit, discount and/or other advantage from any person arising from any Transaction effected by
HBML. -
All amounts due by the Client to HBML may be charged with interest at such rate(s) to be notified by HBML from time to time.
Such interest shall accrue on a daily basis and shall be payable on the last day of each calendar month or upon any demand being
made by HBML. -
The Client acknowledges and agrees that HBML may change the relevant applicable fee rate or introduce a new charge from
time to time and we may, where required under Applicable Laws, provide the Client with notice of a material variation no later than
30 days on which the variation will take effect. The Client shall refer to the relevant Website page for updated details. Should the
Client continue to use the Account, the Client shall be considered to have accepted and agreed to the changes. -
The Client acknowledges and agrees that where any Tax deduction shall be required from any payment made by the Client to
HBML, the Client shall increase the amount payable to the extent that the net amount received by HBML shall be the same as such
amount paid by the Client if no deduction had been required. To that end, the Client agrees to deduct the Tax amount, pay such
Tax amount to the relevant Government Agency in accordance with Applicable Laws, and shall provide HBML with supporting
documentation of payment. -
The Client acknowledges and agrees that where HBML is required by Applicable Laws or instructed by relevant Government
Agencies to make deductions or to withhold payments due to the Client, and to pass such amounts to the Government Agencies,
the Client shall immediately reimburse HBML for the amount of any such deduction or withholding. The Client shall indemnify
HBML against any Loss suffered or incurred by HBML as a result of such deduction or withholding.
-
-
Indemnity and Exclusion of Liability
-
The Client hereby agrees to fully indemnify HBML, HBML’s directors, officers, employees, nominees and Affiliates and keep all such persons indemnified against all claims, actions, demands and proceedings against any such persons and bear Losses which they may suffer in connection with their carrying out of obligations or services, or exercising of rights, powers or discretions under, or in connection with these Terms save to the extent that such Losses arise directly as a result of HBML’s gross negligence, fraud, or wilful misconduct.
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The Client acknowledges and agrees that all decisions about the purchase, holding or sale of Digital Assets, or the entry into any Transaction are made solely by the Client. HBML shall not be responsible for any decision made by the Client to enter into the Agreement or any Transaction, to use any of the services provided by HBML, or for any fees or costs payable in connection with such Digital Asset.
-
While some HBML employees and agents may be authorized to provide the Client with certain information on the Digital Assets or other products or services, neither HBML’s employees nor its agents have any authority to make representations about anything in connection with the Agreement. Accordingly, subject to Applicable Laws, HBML shall not be liable for any Loss if any HBML employee or agent acts without HBML’s authority.
-
To the maximum extent permitted under Applicable Laws, HBML shall not be liable for any Losses suffered by the Client as a result of, or in connection with, the Client’s use of HashKey Exchange or in connection with these Terms or arising from any act or omission of HBML, other than Losses arising directly as a result of any gross negligence, fraud, or wilful misconduct on HBML’s part, or that of the Custodian, any nominee or Affiliate. HBML shall in no event be liable for any loss of profit, indirect, special or consequential damages of any kind or the default of HBML’s directors, officers, employees, nominees or Affiliates or any person, firm or company through, or with whom, Transactions are effected for the Account. This Clause shall be applicable where the Loss arises for any reason and even if the Loss was reasonably foreseeable or HBML had been advised of the possibility of the Loss.
-
For the avoidance of doubt, HBML and/or any of its Affiliates will not be liable for any Loss incurred or damage suffered arising from;
-
any use of the Client's Account by the Client or by any third party (whether or not authorized by the Client);
-
unauthorized, mistaken, or accidental transfer or exchange of the Client's Digital Assets;
-
any malfunction, defect or error in any terminal used to process any instructions from the Client, or other machines or system of authorization whether belonging to or operated by other persons or HBML, its Affiliates or nominees;
-
any delay or inability on HBML's part to perform any of our obligations under these Terms because of any Force Majeure Event;
-
any damage to or loss or inability to retrieve any data or information that may be related to HBML's provision of the Services;
-
fraud or forgery of any third parties;
-
any actual or potential losses that may result based on the decision to support a Fork, or the timing of implementation of support and HBML will not be liable for any losses or other issues that might arise from an unsupported Fork of a Digital Asset in accordance with Clause 36;
-
any downtime due to the inability to trade or otherwise transfer Digital Assets;
-
any hold, or for the Client's inability to withdraw Digital Assets or execute trades during the period of any such hold;
-
HBML acting on or acting on any such instruction or request in accordance with Clause 52;
-
actions taken in accordance with Clause 27 in these Terms; or
-
any indirect loss.
-
-
HBML will not be liable for any Loss that is caused by any malfunction of a third party application programming interface client or other related interactions with any third party software with HashKey API. Moreover, none of HBML’s nominees or Affiliates shall be held responsible for any consequences resulting whether directly or indirectly from any events not within their control including without limitation restrictions by Government Agencies, impositions of emergency procedures, exchange rulings, third party conduct, suspensions of trading, adverse market conditions, or Force Majeure Events.
-
HBML shall not be responsible for, does not endorse, and makes no representation or warranty in connection with, any hyperlinked internet sites on the Website, other internet sites to which the Client may be referred or any third party content displayed on the Website. Such internet sites may contain information that has not been devised, verified or tested by HBML or its officers, employees or agents. HBML neither endorses the accuracy or completeness of such information, nor guarantees that such information, or the provision of any hyperlinks to the Client, do not infringe third party rights. HBML shall not be responsible for any Loss incurred by the Client in connection with those sites.
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Subject to Applicable Laws, HBML's total liability to the Client in respect of the Products and Services will not exceed the total fees paid by the Client for the Products and receipt of the relevant Service in accordance with Clause 18. For the avoidance of doubt, the total fees paid by the Client does not include the Digital Assets and/or fiat currencies (if and where applicable) deposited by the Client for use of the Services and held by the Custodian on trust for the Client's benefit.
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HBML does not own or control any of the underlying software through which blockchain networks are formed and Digital Assets are created and transacted. In general, the underlying software for blockchain networks tends to be open source such that anyone can use, copy, modify, and distribute it. By using any of the Services, the Client understands and acknowledges that HBML is not responsible for the operation of the underlying software and networks that support Digital Assets, and that HBML makes no guarantee of functionality, security, or availability of such software and networks.
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-
Insurance
-
HBML maintains certain commercial insurance for the custody of Digital Assets held for the benefit of clients of HashKey Exchange. Such insurance policy is made available through certain third-party insurance underwriters. In general, our policy insures against loss, damage, destruction or theft of digital assets in custody, subject to certain policy exclusions. However, our policy does not cover any losses resulting from unauthorized access to your personal account(s) due to a breach or loss of your credentials. You agree and understand that you are solely responsible (and you will not hold us responsible) for managing and maintaining the security of your account login credentials and any other required forms of authentication.
-
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Conflicts of Interest
-
HBML’s directors, officers or employees and Affiliates who qualify as Clients may trade on their own account or on the account of the Client or any of its Affiliates. In order to prevent conflicts of interest, the orders on HashKey Exchange are matched according to the following execution principles:
-
Price: Priority of execution will be given to clients who offer the highest price for a buy order or lowest price for a sell order;
-
Time: Where more than one client offers the same price for an order (whether a buy order or a sell order) for the same Digital Asset, the client who places the order first will be given priority. If, however, their orders come at the same time, their orders for the same Digital Asset will be filled equally on a pro rata basis;
-
Clients first: Where HBML’s directors, officers, employees or Affiliates and a Client place orders for the same Digital Assets at the same time and at the same price, orders of Clients have priority over HBML’s directors, officers, employees and Affiliates’ orders.
-
-
HBML is authorized to buy, sell, hold or deal in any Digital Assets or take the opposite position to the Client’s order on behalf of any of the Client’s Affiliates or the Client’s other customers.
-
HBML is authorized to match the Client’s orders with those of HBML’s other clients.
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HBML is authorized to effect Transactions where any of HBML’s directors, officers, employees or Affiliates has a position in the Digital Assets concerned or is involved with those Digital Assets as an underwriter, a sponsor or otherwise.
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The Client acknowledges and accepts that HBML and any of its Affiliates may have interests or may owe duties to other clients that have interests, which may conflict with the Client’s interests. HBML shall take all reasonable steps to ensure that the Client receives fair treatment in the event of any actual or potential conflict arising.
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In respect of any of the Transactions or matters mentioned in this Clause 21, none of HBML or its directors, officers, employees or Affiliates shall be obliged to account for any profits or benefits obtained.
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The Client understands and agrees that the nature of the Transactions may give rise to HBML, its Affiliates or one of HBML’s respective officers, employees or agents having a material interest in a Digital Asset or Transaction, and that there may be other circumstances where a conflict of interest arises between the Client’s interests and those of other clients, counterparties or HBML. Some of these circumstances are described in other sections of the Terms and in other disclosures that HBML may make from time to time. Notwithstanding the foregoing, HBML will seek to avoid conflicts of interest where possible. If HBML acts in circumstances where it has a material interest or conflict of interest, HBML will take reasonable steps to ensure the Client is treated fairly. HBML may, in its absolute discretion, without giving any reason or notice and without incurring any liability of any nature to the Client, decline to transact with the Client or otherwise to act on the Client’s Instructions in such circumstances.
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Representations, Warranties and Undertakings
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The Client hereby warrants, represents and undertakes to HBML that:
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the Client is entering into these Terms as principal and is not trading on behalf of any other person unless HBML is otherwise notified and agrees in writing, in which case, the Client warrants that the Client is expressly authorized by the Client’s principal to effect all Transactions pursuant to these Terms and the Client’s principal will duly perform all the obligations, and be responsible for all liabilities, arising from these Terms, failing which the Client will be liable to HBML as if the Client were the principal in respect of such obligations and liabilities;
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(if the Client is a natural person) the Client is of legal age to form a binding contract; or (if the Client is a body corporate) the Client is validly incorporated and existing under the laws of its place of incorporation and has full power and capacity to enter into and perform the Client’s obligations hereunder;
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(if the Client is a body corporate) the Client’s entry into of these Terms has been duly authorized by the Client’s governing body and does not breach the Client’s articles of association (or its memorandum of association if the Client has the same) or other constitutional documents (as applicable);
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where the Client affixes his signature in an electronic manner, he undertakes that he shall do so in good faith and with the full intention that such electronic signatures shall be binding on himself/herself;
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the information provided by the Client to HBML through HashKey Exchange or otherwise from time to time is and shall remain at all times true, accurate and complete in all respects, including without limitation any information or the Client’s financial circumstances that may have a material adverse effect on the Client’s ability to meet any of his obligations under the Agreement;
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the Client has not withheld any information that might have caused HBML not to enter into the Agreement or any Transaction;
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the Client will enter into Transactions solely in reliance upon the Client’s own judgement and investigations in respect of the Digital Assets, which shall mean that the Client:
-
-
-
has received, read and understood all relevant documents that make up the Agreement;
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has received, and/or solicited adequate information in relation to the Digital Assets and the Transactions;
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(should not, unless otherwise specified by HBML, rely on any written or oral communication or information from HBML, and in connection with each Digital Asset or Transaction, the Client shall make decisions based on the Client’s own judgment and on advice from independent advisors the Client has considered necessary; and
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has made a decision to enter into the Agreement and the Transaction, based on his own judgement and on advice from such independent advisors as he has considered necessary;
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the Agreement constitutes a valid and legally binding agreement between HBML and the Client enforceable in accordance with its terms;
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these Terms and performance of the Client’s obligations contained herein do not and will not:
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contravene any existing Applicable Law, statute, ordinance, rule or regulation or any judgment, decree or permit to which the Client is subject;
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violate any public interests, public ethics or other legitimate interests and will not constitute evasion of payable Taxes or fees; or
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conflict with, or result in any breach of, the terms of, or constitute any default under, any agreement or other instrument to which the Client is a party or subject, or by which any of the Client’s property is bound;
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unless otherwise agreed by HBML, the Client is and will remain the owner of the Digital Assets in the Account free from any lien, charge, equity or encumbrance save as created by these Terms and will not charge, pledge or allow to subsist any charge or pledge over the Digital Assets or monies in the Account or grant or purport to grant an option over any Digital Assets or monies in the Account without HBML’s prior written consent;
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unless as otherwise agreed by HBML, the Client is the person ultimately responsible for originating the Instruction in relation to each Transaction in the Account and shall stand to gain the commercial or economic benefit of such Transactions and/or bear their commercial or economic risk;
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the Client is solely and wholly responsible for the security of the Client’s Account and has not revealed any login details (including email address and/or passwords) of the Client’s Account to any unauthorized person. All actions being conducted through the Account are duly authorized by the Client;
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the Client is experienced, has the necessary knowledge in trading the Digital Assets and has received all necessary legal and financial advice prior to entering into Transactions concerning the purchase, acquisition, holding, sale or disposal of any Digital Assets;
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the Client is not prohibited by Applicable Laws of any jurisdiction from dealing with Digital Assets when opening an Account and at the time of undertaking any activities on HashKey Exchange, and has provided all necessary information and documents to HBML to assess its qualification status;
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the Client is not a citizen, resident of, or located in, the list of prohibited jurisdictions published on the Website from time to time;
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the Client has passed all compliance checks by HBML (including but not limited to KYC requirements, AML/CFT Requirements, and risk tolerance);
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Client has obtained all necessary authorizations and consents, and taken all necessary corporate actions to make all payments and deliveries contemplated by the Agreement;
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to the extent the Client represents one or more businesses or franchises, that the Client is acting as their authorized representative, and that both the Client and the entity that the Client represents will be bound by these Terms;
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neither the Client, nor any assets owned by the Client, has immunity from the jurisdiction of a court or from legal process in any place and the Client has not committed or been convicted of any Tax or other criminal offence in any jurisdiction;
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the Client’s registration and the Client’s use of HashKey Exchange will be consistent with the representations, covenants and restrictions contained herein;
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there is no pending or threatened action, suit or proceeding at law or in equity before any court, tribunal, Government Agency or any arbitrator that is likely to affect the legality, validity or enforceability against the Client of the Agreement, or the Client’s ability to perform his obligations under the Agreement; and
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there has been no Event of Default, and no event has occurred which may, with the giving of notice or lapse of time or fulfilment of any condition, become an Event of Default.
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The Client further undertakes that:
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the Client will notify HBML in writing of any change in the information mentioned in Clause 22.1 above;
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when purchasing or dealing in any Digital Assets, the Client will ensure that the Client is not, and is not acting on behalf of, any person who is a Proscribed Person;
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the Client shall immediately notify HBML if there is any change relating to its qualification status to use HashKey Exchange and cease trading on HashKey Exchange. The Client shall provide all necessary information or documents upon request to HBML in connection with assessing its qualification status;
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the Client shall comply with any restrictions and prohibition on the use of HashKey Exchange and declare that the Client is not a PRC Person, “specified U.S. Person” under U.S. tax principles or a “U.S. owned foreign entity”, a U.S. citizen (sole or dual citizenship), a holder of an active U.S. Green Card or a U.S. resident for Tax purposes;
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the Client shall not interfere with the operation of HashKey Exchange or the use of HashKey Exchange by other clients by technical or any other means;
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the Client shall not use HashKey Exchange to engage in any money-laundering activities, smuggling activities, commercial bribery activities, or any other illegal activities;
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the Client shall report suspected fraud or other security breaches to the Client account to HBML;
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without HBML’s prior written consent, the Client shall not use any automated means or interface not provided by HBML to access HashKey Exchange or extract HashKey Exchange data;
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the Client shall not attempt to circumvent any content filtering techniques that HashKey Exchange employs, or attempt to access any parts of HashKey Exchange and the Website that the Client is not authorized to access;
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the Client shall not develop any third party applications that interact or interfere with HashKey Exchange without HBML’s prior written consent;
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the Client shall not use or attempt to use the Accounts of other HBML clients without their authority;
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without the prior written consent of HBML, the Client shall not grant, lend, lease, transfer, dispose, or provide access to his/its Account to others by any other means;
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the Client shall not defame HBML’s goodwill or reputation;
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the Client shall not encourage or induce any third party to engage in any of the activities prohibited under these Terms; and
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the Client shall comply at all times with all of the requirements of the Agreement.
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Repeating Nature
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The representations, warranties and undertakings under this Clause shall be deemed to be repeated immediately before each Instruction is given or executed.
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Instructions from Other Persons
Even if the Client has disclosed to HBML that the Client is trading on behalf of other person(s), HBML is not required to act on any instruction other than the Instructions. HBML will not be liable for refusing to act upon unverified Instructions given by any person who purports to be the Client’s principal, or for acting upon the Instructions notwithstanding any unverified notice that the Client’s authority to act on behalf of the Client’s principal has been revoked, withdrawn or varied.-
Set-Off, Lien and Combination of Accounts
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In addition, and without prejudice, to any general liens, rights of set-off or other similar rights to which HBML may be entitled under the Applicable Laws or these Terms, to the extent permitted by Applicable Laws:
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All Digital Assets receivables, monies and other property of the Client held by or in the possession of HBML at any time shall be subject to a general lien in favor of HBML as continuing security; and
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HBML may as the Client’s agent take such measures as HBML may in its sole discretion deem necessary to sell, dispose of or otherwise realize all such property, to offset and discharge all of the Client’s obligations arising from the Transaction. In such case, HBML may make any necessary currency or asset conversions at any rate(s) as HBML deems appropriate in its reasonable opinion.
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In addition and without prejudice to any general liens or other similar rights to which HBML may be entitled under these Terms, to the extent permitted by Applicable Laws, HBML may set off or transfer any monies, Digital Assets or other property in any such Accounts to satisfy obligations or liabilities of the Client to HBML or one of its Affiliates, whether such obligations and liabilities are actual or contingent, primary or collateral, secured or unsecured, or joint or several.
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Default
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Events of Default
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The following events shall be Events of Default (each an “Event of Default”) for the purposes of these Terms:-
the Client is no longer eligible to use the Services;
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any information provided by the Client is incomplete, untrue or inaccurate;
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the Client fails to duly and punctually observe or perform any of the undertakings, duties and obligations in these Terms or otherwise any provision of the Agreement;
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any failure by the Client to pay sums of whatever nature when due under the Agreement;
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the Client’s insolvency or liquidation, the filing of a petition in winding up or the commencement of any analogous proceedings against the Client;
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the levying of any attachment against the Account or the Client’s other property;
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without the prior written consent of HBML, a debit balance on any Account of the Client;
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any representation or warranty made by the Client to HBML in the Agreement being incorrect or misleading;
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any dispute or proceedings against the Client or (if a body corporate) its directors or shareholders in connection with HBML; or
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any other matter or event including any legal or regulatory requirement which in HBML’s opinion renders termination of all or any part of the Agreement necessary or advisable in HBML’s interests.
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The Client agrees to immediately notify HBML upon the occurrence of an Event of Default.
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Consequences of any Event of Default
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Upon the occurrence of an Event of Default, HBML will be entitled in its absolute discretion, without notice or demand and without prejudice to any other rights or remedies available to HBML, forthwith to:
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immediately suspend, freeze, restrict access to or terminate any Account and Services;
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terminate all or any part of the Agreement;
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cancel any or all outstanding orders, Instructions or any other commitments made on behalf of the Client;
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refuse to complete or block, cancel, or, where permitted by Applicable Law, reverse any Transaction the Client may have authorised;
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suspend performance of any of HBML’s obligations to the Client however arising, including the deposits of any Digital Assets or the payment of any sum or sums of money then due or which might thereafter become due and cancellation of all outstanding orders or contracts, until such time as the Client has fully complied with all the Client’s obligations to HBML or the Event of Default has been remedied to HBML’s satisfaction;
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subject to Applicable Laws, sell or realize all or any part of the Digital Assets or property held by HBML for the Account in such manner and upon such terms as HBML may conclusively decide to satisfy the Client’s obligations and indebtedness towards HBML or any of HBML’s nominees or Affiliates out of the net sale proceeds (with fees, expenses and costs deducted) thereof; and
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exercise any of HBML’s rights under these Terms.
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Application of Monies
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Application of Client’s fiat currencies If and when HBML accepts deposits of fiat currencies for,
or on behalf of, the Client via HashKey Exchange, HBML will treat all such deposits as received
or held in the course of the conduct of its regulated activities and will be applied in the following
order of priority and any residue will be paid to the Client or to the Client’s order as the Client
may stipulate to HBML:-
meet the Client’s obligations for settling or paying any amount that the Client owes to HBML
in relation to any relevant activities carried out by HBML on behalf of the Client, irrespective
of whether or not such activities amount to a regulated activity; -
payment of all applicable costs, charges, legal fees and expenses including stamp duty,
commission and brokerage properly incurred by HBML in transferring and selling all or any
of the Client’s Digital Assets, fiat currencies or property on the Client’s behalf; -
payment of interest accrued on the aggregate outstanding amount due and owing to HBML
or any of its nominees or Affiliates for the time being; and -
payment of any other money and liabilities due or owing by the Client to HBML or any of its nominees or Affiliates.
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In the event of any sale of any fiat currencies carried out by HBML on behalf of the Client to meet the Client's obligations for settling and paying any amount owned to HBML:
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HBML shall not be responsible for any Loss occasioned thereby howsoever arising if HBML sells or disposes of the Digital Assets or fiat currencies or any part thereof at the then available market price;
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to the extent permitted by Applicable Laws, HBML shall be entitled to keep for itself or sell or dispose of the Digital Assets and/or fiat currencies or any part thereof at the available market price to any person at its discretion without being in any way responsible for Loss occasioned thereby howsoever arising and without being accountable for any profit made by HBML; and
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the Client agrees to pay to HBML any shortfall if the net proceeds of sale shall be insufficient to cover all the outstanding balances owing by the Client to HBML or any of HBML’s nominees or Affiliates.
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Online Trading Services and Network Events
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Property in Information The Client acknowledges and agrees that the information and materials
made available to the Client through HashKey Exchange may be provided by HBML or any other
person. The Client acknowledges and agrees that such information is the property of the person
providing the same and is protected by copyright or contractual restrictions with respect to its use.
The Client agrees not to reproduce, retransmit, disseminate, sell, distribute, publish, broadcast,
circulate or commercially exploit such information without HBML’s prior written consent. Without
prejudice to any other restrictions set out in the Agreement, the Client undertakes that with respect
to such information and materials, he shall not attempt to tamper with, modify, adapt, translate,
de-compile, reverse-engineer or otherwise alter in any way, create derivative works based on,
or combine or merge with or into any other software or documentation, gain unauthorized access to,
make unauthorized use of or make use of for any illegal purpose (or any other purpose that is not
contemplated in the Agreement), or remove, erase or tamper with any copyright or proprietary notice
printed or stamped on, affixed to, or encoded or recorded on such information or materials. -
In entering into the Agreement, HBML shall grant to the Client a non-exclusive, non-transferable personal right to access and use the online trading service provided by HBML through HashKey Exchange to trade Digital Assets. The Client may only use the online trading service, his Account, and any information and materials for his own needs.
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The Client agrees that prior to accessing or using the online trading service or his Account while he is outside his jurisdiction of residency, he will ensure that he complies with any laws, rules or regulations in the jurisdiction in which he is located.
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Interruption
The Client acknowledges that Transactions over the internet may be subject to interruption, transmission blackouts, delayed transmissions due to internet traffic or incorrect data transmissions due to the public nature of the Internet.-
Cyberattacks
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Although HBML uses its best endeavours to manage and supervise the design, development, deployment and operation of HashKey Exchange in accordance with industry best practices and international standards to ensure that HashKey Exchange is appropriately secured against cyberattack, misuse or unauthorized access, HBML does not claim to have any ability to prevent or mitigate all cyberattacks and modifications on the blockchain networks. The Client authorizes HBML to take commercially reasonable actions in such event. If HBML determines the Digital Assets on HashKey Exchange have been compromised, the Client hereby authorizes HBML to halt or suspend trading, deposits and withdrawals for such Digital Asset.
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HBML will notify the Client as and when reasonably practicable of any cyberattack or cyber-related incident that results in unauthorised disclosure or access to any information relating to the Client or the Account.
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Suspension
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HBML reserves the right to halt or suspend any Services and HashKey Exchange trading, deposits and withdrawals at such time and for such duration in HBML’s absolute discretion, including in case of emergency market closures and to allow for system upgrades / maintenance or node upgrades, or where, in HBML’s opinion, such trading, deposits and/or withdrawals may result in HBML being associated with a Proscribed Person or Proscribed Address.
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If there is a risk of multiple Digital Assets resulting from a Fork, HBML reserves the right to determine which blockchain represents the original blockchain. In any such event, the Client agrees that HBML may temporarily suspend the Client’s deposit and withdrawal requests in HBML’s sole discretion and HBML may decide based on commercially reasonable efforts either (i) to configure or reconfigure HashKey Exchange’s systems and/or HashKey Exchange; or (ii) not to support (or cease supporting) the branch derived from the forked protocol.
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Network Events
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Infrastructure Participant, Network Participant and Network Event If:
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any Infrastructure Participant or Network Participant gives an Instruction or a direction,
or otherwise makes a decision or election that affects a Transaction; -
an Infrastructure Participant or Network Participant becomes insolvent or is suspended from operating; or
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upon the occurrence of a Network Event,
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then HBML may take any action which it, in its sole discretion, considers appropriate to correspond with the Instruction, direction, decision, election or event, or to mitigate any Loss incurred or potential Loss or impact which may be incurred as a result of such action or event. Subject to Applicable Laws, such action may result in suspension of access to, or adjustment of the balance of, the Client’s Account. Any such action will be binding on the Client (including, where relevant, making any decision or election in relation to a Network Event).
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Cooperation and Enquiries
Where any Infrastructure Participant, Network Participant or any Government Agency makes an enquiry which relates to any service or Transaction carried out pursuant to the Agreement, the Client agrees to co-operate with HBML in the provision of such information, and that any information relevant to the enquiry may be passed to any of HBML’s nominees or Affiliates, the Custodian or any Infrastructure Participant, Network Participant or Government Agency, as appropriate.-
Staking
In relation to a Digital Asset on a “proof-of-stake” consensus protocol or an analogous nature, HBML does not, unless specifically announced on the Website, support the staking of such Digital Asset and does not distribute any rewards associated with such staking. Where specifically announced on the Website that the staking of a Digital Asset will be supported by HBML, HBML may in its discretion consider such terms and conditions, which shall include without limitation the methodology of allocation of all the associated costs, fees or rewards to all affected clients, upon which HBML will implement support of such event as part of HBML’s services.-
Airdrop and Fork
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Unless specifically announced on the Website in relation to an Airdrop or a Fork, HBML does not support any new Digital Assets created or forked protocol as a result of such a Network Event.
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Without limiting the generality of the foregoing Clause, on each occasion of an Airdrop or a Fork, HBML may in its sole discretion consider whether: (1) any such Network Event would be recognised or supported; (2) such terms and conditions, which shall include without limitation the methodology of allocation of all the associated costs, fees or rewards to all affected clients, upon which HBML will implement support of such Network Event as part of HBML’s services; and (3) such actions required for participation in the Network Event, including without limitation deadlines relating to the withdrawal of the relevant Digital Assets from the Client’s Account, suspension period for any trading, deposit and withdrawal or any payment terms.
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In the event that HBML does not recognize or support an Airdrop or a Fork, HBML shall not make a claim for, or otherwise retain, any assets or rights associated with such Network Event for its own benefit.
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Notification
Upon becoming aware of an Airdrop, a Fork or a Network Event, HBML shall, where applicable, notify the Client as soon as practicable, and will publish any determination at least one (1) business day before the occurrence of the Network Event (if scheduled in advance and made known to the public), unless to do so is impossible or reasonably impracticable.-
KYC and AML/AFT Requirements Policy
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The Client shall complete HBML’s KYC verification and AML/CFT Requirements as may be required by HBML from time to time.
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The Client further acknowledges that HBML may, at any time after the Account is established, request further information from the Client for the purpose of KYC verification or AML/CFT Requirements and the Client shall promptly provide any information as required by HBML, otherwise HBML may suspend any activities of the Client’s Account without further notice.
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In the event that the Client cannot satisfy HBML in respect of KYC requirements and AML/CFT Requirements, then the Client may not be able to open and/or access the Account, HBML will have sole discretion in deciding whether to terminate the Client’s Account.
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If any funds or Digital Assets as transferred by the Client to HBML under these Terms would be subject to the applicable reporting requirements such as FATCA (including those contained in sections 1471(b) or 1472(b) of the FATCA, as applicable) on the United States federal withholding tax as imposed, the Client hereby agrees and shall deliver to HBML, at the time or times prescribed by Applicable Laws and at such time or times reasonably requested by HBML, such documentation prescribed by Applicable Laws (including as prescribed by section 1471(b)(3)(C)(i) of the FATCA) and such additional documentation reasonably requested by HBML as may be necessary for HBML to comply with HBML’s obligations under FATCA or any Applicable Laws.
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Notwithstanding any other provision of the Agreement to the contrary, HBML is not obliged to do or omit to do anything if it would, or might in HBML’s reasonable opinion, constitute a breach of any AML/CFT Requirements.
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The Client agrees that HBML may take reasonable time to consider, verify or block a Transaction, if the Client or any other person or entity in connection with the Transaction becomes a Proscribed Person or has a Proscribed Address, or upon the occurrence of a match on HBML’s sanctions filters.
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Common Reporting Standard
The Client hereby acknowledges that HBML is committed to the common reporting standard as imposed by the automatic exchange of financial information which have been incorporated into Applicable Laws. As a result the Client hereby authorizes HBML to collect information regarding the Client (including but not limited to the Client’s name, the Client’s address, the Client’s jurisdiction of residence, the Client’s taxpayer identification number, the Client’s balance of Digital Assets in the Account, the total amount of dividends and/or interest as received by the Client as a result of holding the Digital Assets, all of the above common reporting standard information relating to the Client’s controlling person (collectively, the “CRS Information”)), by way of the Client completing a self-certification statement to HBML as required by HBML from time-to-time, and retain the CRS Information for a period of no less than seven (7) years from the moment of collection, and also authorizes HBML to furnish reports including the Client’s CRS Information for the purpose of being submitted to the relevant Government Agencies. The Client further acknowledges that it is an offence under the Applicable Laws to make any misleading, false or incorrect statement to HBML when providing the CRS Information and the Client hereby warrants that all CRS Information provided is accurate and the Client shall keep HBML updated should there be any changes to the Client’s CRS Information.-
Market Misconduct
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The Client hereby acknowledges that HBML is committed to the highest standards of market surveillance compliance and requires all its employees as well as its clients to adhere to these standards to prevent the use of HashKey Exchange for market manipulation and to engage in abusive activities or market misconduct. The Client hereby agrees to comply with the same standard and not engage in activities which constitute market misconduct under the Applicable Laws including, but not limited to, the following:
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insider dealing;
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false trading;
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price rigging;
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disclosure of information about prohibited Transactions;
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disclosure of false or misleading information inducing Transactions; and
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market manipulation.
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If HBML notes or suspects any market misconduct, the Client understands that the Client’s Account(s) may be suspended and/or terminated and the relevant activities may be reported to the relevant Government Agencies.
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Client Identity
The Client shall, immediately upon request by HBML provide details of the Client's proof of identity, address, occupation and contact details (as requested by HBML) of the person with the ultimate beneficial interest in the relevant Transaction. The Client shall also inform HBML of the identity, address, occupation and contact details of any other party (if different from the Client or the ultimate beneficiary) that originated the relevant Transactions. Further, the Client shall also disclose to HBML details of the Instruction(s).-
Clearly Erroneous Transaction Policy and Transaction Records
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The Client acknowledges that HBML may consider in HBML’s sole and absolute discretion a Transaction to be clearly erroneous when its price is substantially inconsistent with the market price at the time of execution (each, a “Clearly Erroneous Transaction”). In making a determination, HBML may take into account the circumstances at the time of the Transaction, the preservation of the integrity of the market, the maintenance of a fair and orderly marketplace and any other relevant factors. The Client is responsible for ensuring that the appropriate price and Instruction is given to HBML. The Client acknowledges that a simple assertion by the Client that a mistake was made in giving an Instruction, or that the Client has failed to pay attention to or update any Instruction, may not be sufficient to establish it as a Clearly Erroneous Transaction.
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The Client agrees and understands that if HBML determines a Transaction to be a Clearly Erroneous Transaction, HBML may declare it null and void, in whole or in part, even if the Client and/or any other party does not agree to cancel or modify it. In determining whether a Transaction is a Clearly Erroneous Transaction, HBML may consider the following:
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suspicious trading activities;
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violations of the Rules on HashKey Exchange;
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if there was an obvious error in any term, including, but not limited to, price, amount of Digital Assets, or other unit of trading;
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if there was a disruption or malfunction in the operation of any trading system or component of HashKey Exchange, or any other relevant Digital Asset network; and
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if there were extraordinary market conditions or other circumstances in which the nullification or modification of Transactions may be necessary for the maintenance of a fair and orderly market.
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The Client authorizes HBML to make a determination and take any action pursuant to this Clearly Erroneous Transaction Policy within two (2) business days of a Transaction.
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The Client acknowledges and agrees that if HBML amends a transaction in accordance with Clause 42.2 above, HBML will notify the Client of the details of the amended terms of the Transaction to the Client in accordance with Clause 44 of this Agreement and will affect such transfers to Digital Assets or fiat currencies (if and where applicable) to and/or from the Account as required.
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The Client acknowledges and agrees that he/she shall be solely responsible for his/her own transactions with any third parties that may have been entered in connection with or reliance on any Transaction(s) that may be subject to any amendment in accordance with this Clause 42.
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The Client should regularly check the Transaction history recorded in the Account to ensure that he/she notifies HBML as soon as possible of any unauthorized or incorrect transactions. Notifying HBML of any unauthorized or incorrect transactions does not guarantee that HBML will be able to reverse, amend or reimburse the Client for the Transaction.
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Termination
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Termination by Notice
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These Terms may be terminated by either party by giving not less than five (5) business days’ prior written notice to the other party. Termination of these Terms shall not affect any Instruction executed for the Client or prejudice or affect any rights, powers, duties and obligations of either party accrued prior to the termination.-
HBML may also terminate these Terms immediately upon the occurrence of any one or more of the following events:
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the occurrence of any of the Events of Default referred to in Clause 26.1;
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the withdrawal of the Client’s authorization to HBML to hold Digital Assets on behalf of the Client;
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where HBML reasonably suspects that the Client's Account is used by persons other than the Client or any Authorized Person(s) or for market misconduct referred to in Clause 40 or any illegal, fraudulent, or unauthorised purpose;
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where HBML is required to do so by Applicable Law, or any court or authority to which HBML is subject in any jurisdiction;
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the use of the Client's Account is subject to any pending, ongoing or threatened litigation, investigation, or judicial, governmental or regulatory proceedings and/or HBML perceives a heightened risk of legal or regulatory non-compliance associated with the Account activity;
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where HBML has reasonable concerns regarding the Client's creditworthiness or financial status, including but not limited to situations where the Client becomes insolvent or bankruptcy proceedings are filed against the Client;
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where HBML suspects that there is an occurrence of money laundering, terrorist financing, fraud or any other crime in connection with the Account or the Client's use of the Services;
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where the Client no longer maintains an Account with HashKey Exchange; or
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there is any other valid reason which requires HBML to do so.
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The Client acknowledges and agrees that the events set out in Clause 43.2 is a non-exhaustive list and HBML's decision to take certain actions, including but not limited to termination, suspension or restriction of access to or trade under an Account or any Product or Services may be based on confidential reasons that are essential to HBML's risk management, security or other compliance protocols.
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In addition to the above, HBML may suspend, restrict, or terminate the Account (and any accounts beneficially owned by related entities or affiliates of the Client), freeze, or lock the funds in all such Accounts, and suspend the Client's access to the HashKey Exchange where:
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the Client acts in a manner that is abusive of the Account as reasonably determined by HBML;
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HBML decides not to provide any services in relation to the Account;
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where HBML detects unusual activity or suspects that the Account is being used to engage in illegal activities;
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if the Client fails to pay the fees and charges included or the Client fails to pay any amount owing to HBML or its Affiliates;
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the Account is subject to a government proceeding, criminal investigation, or other pending litigation;
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HBML is required to do so by a court order or command by a regulatory/government authority; or
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any other circumstance which requires HBML to do so.
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Termination of these Terms under this Clause is without prejudice to any other provisions of these Terms and shall not affect:
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any Transactions entered into by HBML pursuant to these Terms before the termination;
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any accrued rights or liabilities of any of the parties which may already have arisen pursuant to these Terms;
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any warranties, representations, undertakings and indemnities given by the Client pursuant to these Terms;
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any rights of HBML over any of the Client’s property in the possession or control of HBML whether the same be held for safe custody, and whether pursuant to these Terms or otherwise so long as there are any outstanding liabilities of the Client to HBML; and
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the rights or liabilities of either party to these Terms arising out of, or in connection with, any outstanding orders or open contracts at the time of such termination whether with respect to commissions, expenses, indemnities or otherwise whatsoever or howsoever in accordance with these Terms until all such orders or contracts have been closed out or settlement and/or delivery has been effected and all such liabilities have been fully discharged.
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Upon termination of these Terms under this Clause, all amounts due or owing by the Client to HBML under these Terms shall become immediately due and payable. Within a commercially reasonable period following termination and subject to these Terms and Applicable Laws and provided that the Account is not suspended or restricted in accordance with Clause 43.4 above, HBML shall release or otherwise return all Client assets held by HBML to the Client.
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All provisions in the Agreement in connection with payments, clawbacks, indemnities, limitation of liability, disclosure of information (including confidentiality), set-off, currency conversion, Tax, and the provisions in Part 2 (General Provisions) survive termination of the Agreement.
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Notice and Communication
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Any notice or other communication to be given or made pursuant to these Terms by HBML to the Client may be made by personal delivery, prepaid post, electronic means or facsimile and shall be deemed to have been duly served:
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If delivered personally or by electronic means, at the time of delivery;
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If sent by prepaid post, 48 hours after posting; and
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If sent by facsimile, at the time of sending.
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Any such notice or communication shall be sent to the Client at the address, facsimile number or e-mail address last known to HBML.
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Any notice or communication made or given by the Client will be effective only upon actual receipt by HBML.
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Any notice or communication may include:
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the Terms and policies (e.g., the Complaint Handling Procedure, Privacy Policy, and Rules), including updates to these agreements and policies;
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account details, history, transactions, receipts, confirmations, and any other account or transaction information;
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legal, regulatory, and tax disclosures or statements HBML may be required to make available to the Client. Clients are responsible for verifying transaction statements for correctness and inform HBML of any suspected errors; and
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responses to claims, complaints or customer support inquiries filed in connection with the Account and the Services.
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The Client is responsible for keeping its contact details up to date (through updating its information on the Website, through the HashKey Exchange mobile application or through contacting Customer Support) and will promptly notify HBML in writing of any change in the Client’s name, address, facsimile number, e-mail address or other electronic delivery address. Until HBML has received and had reasonable time to act on any notice of a change, HBML may continue to send communications to the Client’s recorded address, facsimile number, e-mail address or other electronic delivery address, and any such communications will be deemed to have been delivered to the Client, whether or not the Client actually received them.
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The Client acknowledges and agrees that it is responsible for having any necessary hardware, software, internet access, technology access, e-mail address or other electronic address to receive and access the communications sent electronically, including a printer or other device to download and save any information that the Client may wish to retain.
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The Client understands that certain risks are associated with the electronic delivery of communications including but not limited to information technology risks, unauthorized access, systems outages, delays, disruptions in telecommunications services and the internet. The Client understands and acknowledges that communications transmitted electronically may be altered or changed during the process of transmission and consequently HBML does not accept any liability or responsibility whatsoever in respect of any such alteration or change. Electronic messages (including e-mails) may contain computer viruses or other defects, may not be accurately replicated on other systems, or may be intercepted, deleted or interfered with or without the knowledge of the sender or the intended recipient. HBML makes no warranties in relation to these matters. HBML reserves the right to intercept, monitor and retain electronic messages to and from its systems as permitted by Applicable Laws. The Client’s use of electronic media is at the Client’s own risk and it is the Client’s responsibility to take precautions to ensure that any such electronic medium is free from viruses and other items of a destructive nature.
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Subject to Applicable Laws, Instructions and communications digitally signed and supported by a digital certificate have the same validity, admissibility and enforceability as if signed in writing. Without prejudice to the generality of the foregoing, the Client acknowledges and agrees that electronically executed contracts are enforceable, notwithstanding the legal risks associated with them. The Client agrees not to dispute the contents of any notice or communication sent by HBML via electronic means.
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If an Account is established for more than one person, notices and communications (including notices of any variation to the Agreement and any statements (including any consolidated statements)) sent to the email notified to HBML as the email for receipt of notices and other communications in connection with the Agreement are taken to be given to all persons.
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The Client agrees that HBML may charge the Client a reasonable charge for the delivery of paper copies of any communications that have previously been or would otherwise be delivered to the Client electronically. The Client further agrees that neither the Client’s request for paper copies, nor HBML’s delivery of paper copies will imply that the previous electronic delivery of the communications did not constitute good and effective delivery.
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PART 2 – General Provisions-
Time is of the Essence
Time shall in every respect be of the essence under these Terms.-
Waiver and Variation
A provision of the Agreement, or right created pursuant to it, may not be waived except in writing signed by the party or parties to be bound and is only effective for the purpose for which it is given. The Client acknowledges and agrees that, subject to the Agreement and any Applicable Laws, various features of the activities contemplated by the Agreement may be changed by HBML at any time, including without limitation any applicable costs.-
Invalidity
If any one or more of the provisions contained in these Terms shall be invalid, unlawful or unenforceable in any respect under any Applicable Laws, the validity, legality and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired.-
Assignment
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These Terms shall benefit, and be binding on, HBML and the Client, their respective successors and subject to this Clause 48.1, any permitted assignee or transferee of any or all of HBML’s rights or obligations under these Terms.
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The Client may not assign or transfer all or any of the Client’s rights or obligations under these Terms.
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HBML may assign or transfer all or part of HBML’s rights, benefits and obligations hereunder to such person(s) and disclose to a potential transferee or any other person proposing to enter into contractual arrangements with HBML in relation to these Terms such information about the Client as HBML may at its absolute discretion think fit to the extent permitted by Applicable Laws. HBML shall notify the Client of any such assignment or transfer as soon as commercially practicable.
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Without limiting Clauses 48.1 to 48.3, in the event that HBML is restructured or acquired, merged or consolidated with another entity, the Client agrees that HBML may transfer or assign the information it has collected from the Client and our relationship with the Client (including these Terms) as part of such restructuring, merger, acquisition or consolidation.
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Exercise of Rights
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Unless expressly stated otherwise in the Agreement, HBML may, without giving any reason, exercise a right or remedy, give or refuse its consent or approval, and/or make any other determination or decision in connection with the Agreement in any way it considers appropriate in its absolute discretion, including by imposing conditions.
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HBML shall not be liable for any Loss caused by the exercise or attempted exercise of, failure to exercise, or delay in exercising, a right or remedy, whether or not caused by its negligence.
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HBML’s rights and remedies under the Agreement are in addition to other rights and remedies provided by Applicable Laws independently of the Agreement, do not merge with and are not adversely affected by any other agreement and may be executed independently or together with any rights or remedies including under any other agreement, and are not affected by any payment, settlement or anything which might otherwise affect them pursuant to Applicable Laws including the variation of the Agreement or the insolvency of any person.
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Non-Waiver
No failure, delay or omission in exercising any right, power or privilege by HBML in respect of these Terms will operate as a waiver, nor shall a single or partial exercise, enforcement or waiver of any such right, power or privilege preclude HBML from further exercise, enforcement, or the exercise or enforcement of any other right, power or privilege hereunder.-
Approvals and Consents
HBML does not make or give any warranty or representation as to any circumstance relating to the subject matter of the consent or approval merely by virtue of having given its approval or consent.-
Complying with an Order from a Court or Government Agency
The Client shall not commence proceedings against HBML in relation to its actions if HBML is acting only in accordance with such orders served upon it from a court or a Government Agency.-
Third Party Services
Subject to the other provisions of the Agreement, and to Applicable Laws, HBML may (a) employ independent contractors and agents (including correspondents) or utilize the services of its Affiliates or another third party to make certain functions or information available to the Client and/or otherwise to effect the services provided for under the Agreement, on such terms that HBML considers appropriate. Any such persons may be located in a jurisdiction outside of Bermuda; and (b) change any service provider at any time without prior notice. The Client acknowledges and agrees that in addition to the Agreement, the Client’s use of such services provided for under the Agreement may be subject to the terms and conditions imposed by relevant third parties from time to time, as notified to the Client.-
Joint and Several Liabilities
If the Client consists of more than one person, then the liabilities of each such person hereunder shall be joint and several. Any notice, payment or delivery by HBML to either or any one of the joint account holders shall be a full and sufficient discharge of HBML’s obligations to notify, pay or deliver under these Terms.-
Material Change
Either party will notify the other in the event of any material change to the information contained in these Terms or provided to the other party pursuant to these Terms as soon as practicable after it becomes aware of the change. HBML shall notify the Client in writing of any material changes to the Rules, HBML's licensing status with the BMA or licence/registration information, or any other material changes that may affect the Client's account. For the purposes of this clause, a "material change" means any change that is likely to have a significant impact on the other party's rights or obligations under these Terms.-
Severability
If and to the extent that an Applicable Law is inconsistent with the Agreement in a way that would otherwise have the effect of making a provision of the Agreement illegal, void or unenforceable, or contravene a requirement of any Applicable Laws or impose an obligation or liability which is prohibited by that Applicable Laws, then such Applicable Laws shall override the Agreement to the extent of the inconsistency, and the Agreement is to be read as if that provision were varied to the extent necessary to comply with those Applicable Laws and avoid their effect (or, if necessary, omitted).-
Third Party Rights
The Agreement does not create or confer any rights or benefits enforceable by any person not a party to it except HBML’s Affiliates and nominees, and any other indemnified party (as set out in Clause 19) may enforce its rights or benefits in the Agreement, including any indemnity, limitation or exclusion of liability; and a person who is a permitted successor or assignee of the rights or benefits of HBML under the Agreement may enforce those rights or benefits. Notwithstanding the foregoing, no consent from the persons referred to in this Clause shall be required for the parties to vary or rescind the Agreement (whether or not in a way that varies or extinguishes rights or benefits in favor of those third parties).-
Risk Disclosure and Disclaimer
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The Client declares and acknowledges that the Risk Disclosures Statement available on the Website associated with trading Digital Assets has been fully explained to the Client in a language that the Client understands and chooses and the Client has been invited to read the Risk Disclosures Statement associated with trading Digital Assets. The Client has been given the opportunity to ask questions and to seek independent legal and financial advice if the Client wishes. The Client further declares that the Client has carefully and thoroughly read the Risk Disclosures Statement associated with trading Digital Assets and fully understands and accepts its contents and agrees to be bound by the same.
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The Client represents, warrants and undertakes to HBML that if the Client gives Instructions for effecting Transactions under the Account:
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the Client fully understands the nature, features and risks of the Digital Assets and is willing to bear such risks;
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the Client has sufficient net worth to be able to assume the risks and bear the potential losses of trading in the Products; and
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the Client has thoroughly and independently considered the risks involved, its investment objectives, financial needs and commitments and the Client’s own circumstances before giving the Instructions, whether or not the Client has trading experience with respect to such or any Digital Assets.
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The Client acknowledges, understands and agrees that:
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the price of Digital Assets and the income from them (if applicable) can be extremely volatile and highly unpredictable. Any individual Digital Asset may experience upward or downward price movements and may even become valueless. There is an inherent risk that significant losses may be incurred over a short period of time rather than profit made as a result of buying and selling Digital Assets;
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the actual bid and offer prices of any Transaction will be determined at the time when such Transaction is effected and any figures which may have been quoted by HBML or HBML’s representatives prior to such Transaction are indicative only;
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any price of any Digital Asset quoted by HBML in response to any enquiry by the Client is for reference only and shall not be binding on HBML or any of HBML’s market information providers. HBML shall be entitled to act on any Instruction for the sale and purchase of any Digital Asset even if the price of such Digital Asset has altered to the disadvantage of the Client between the time of HBML’s receipt of such Instruction and the time at which HBML or HBML’s agent completes any such sale or purchase;
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the use of any HBML service does not guarantee a fault-free service and may, from time to time, encounter technical failure, delay, malfunction or interruption that may impact or interfere with the Client’s trading activity;
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the configuration of any third party software to HashKey Exchange is the Client’s own responsibility and technical assistance from HashKey Exchange support may be limited;
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Digital Assets are highly risky and the Client should exercise caution in relation to the products;
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a Digital Asset may or may not be considered as “property” under Applicable Laws, and such legal uncertainty may affect the nature and enforceability of the Client’s interest in such Digital Asset;
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the offering documents or product information provided by an issuer of Digital Assets have not necessarily been subject to scrutiny by any Government Agency;
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any Digital Assets held by HBML or its Affiliates are not eligible for any public or private deposit insurance protection or other programmes of a similar nature;
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investor compensation arrangements or other programmes of a similar nature do not necessarily apply to Transactions (irrespective of the nature of the relevant tokens);
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a Digital Asset is not necessarily legal tender, and it is not necessarily backed by any Government Agency;
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Transactions may be irreversible, and, accordingly, losses due to fraudulent or accidental Transactions may not be recoverable;
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the value of a Digital Asset may be derived from the continued willingness of market participants to exchange fiat currency for a Digital Asset, which means that the value of a particular Digital Asset may be completely and permanently lost should the market for that Digital Asset disappear. There is no assurance that a person who accepts a Digital Asset as payment today will continue to do so in the future;
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legislative and regulatory changes may adversely affect the use, transfer, exchange and value of Digital Assets;
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some Transactions may be deemed to be executed only when recorded and confirmed by HBML, which may not necessarily be the time at which the Client initiates the Transaction;
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the nature of Digital Assets exposes them to an increased risk of fraud or cyberattack;
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the nature of Digital Assets means that any technological difficulties experienced by HBML may prevent the Client from accessing his Digital Assets; and
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the Client may view content relating to the Products and Services provided by third parties, including links to web pages of such parties (“Third-Party Content”). HBML do not control, endorse or adopt any Third-Party Content and shall have no responsibility for Third-Party Content, including without limitation material that may be misleading, incomplete, erroneous, offensive, indecent or otherwise objectionable. HBML is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings, and the Client understands that its use of Third-Party Content, and its interactions with third parties, is at their own risk.
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The Client expressly agrees that the Client’s use of HashKey Exchange, the Website and any Services of HBML is at the Client’s sole risk. The trading interface, the information and all aspects of HashKey Exchange (including, but not limited to, order execution) are provided on an ‘as is’ basis, without warranty of any kind, express or implied, including but not limited to warranties of title or implied warranties of merchantability or fitness for a particular purpose. No oral advice or written information given by HBML, its Affiliates or any information providers shall create a warranty. HBML does not guarantee the timeliness, sequence, accuracy or completeness of market data or any market information (including any information provided to the Client) at HashKey Exchange; and HBML shall not be liable in any way for any Losses arising from or caused by (i) any inaccuracy, error in or omission from any such data, information or message; (ii) any delay in the transmission or delivery thereof; (iii) any suspension or congestion in communication; (iv) any unavailability or interruption of any such data, message or information whether due to any act of HBML or (v) by any forces beyond the control of HBML.
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Language
These Terms are written in an English version and may be translated to other languages. In the event of any conflict between any two versions or any ambiguity, the English version shall take precedence.-
Amendment
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HBML shall have absolute rights to amend, delete or substitute any of the terms herein or add new terms to the Agreement upon reasonable notice (and where required by Applicable Law, we may provide not less than 30 days prior notice for any material amendments) to the Client, in order to comply with regulatory requirements, to meet operational requirements or for other reasons that we deem necessary, including without limitation, any amendments to the fees. Where HBML amends these Terms, an amendment notice and the revised Terms (or relevant amended document) will be posted at the download forms column of the Website . The Client should visit the Website from time to time to obtain the latest Terms and read the terms thereof. Such amendment, deletion, substitution or addition shall be deemed as effective and incorporated herein (and shall form part of these Terms) on the date of publication of such amendment notice. Clients who object to the amendment will be given an opt-out option to terminate their Accounts under these Terms and should send written objections to HBML within fourteen (14) business days after the publication of such amendment notice at the Website, failing which you shall be deemed to have accepted such amendment, deletion, substitution or addition to the Terms and the revised Terms (or relevant amended document) shall be binding against you.
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We may not be able to continue providing any Services to the Client if the Client objects to the amendment.
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Governing Law and Applicable Regulation
These Terms and any Dispute shall be governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region of the People’s Republic of China (“Hong Kong”).-
Jurisdiction and Dispute Resolution
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The Client must notify HBML of any Dispute he/she may have in writing by sending a written notice to [global-complaints-hbel@hashkey.com] before commencing arbitration proceedings in accordance with Clause 62.2. This written notice must (i) describe the nature and basis of the Dispute, (ii) set forth the specific relief sought, (iii) provide any existing reference number with HBML for the Dispute, and (iv) include the Account information and appropriate communication details. If the Dispute cannot be resolved following 30 days of the Client's notice in writing, the Client may submit the Dispute to arbitration in accordance with Clause 62.2.
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Any Dispute, controversy or claim arising out of or in connection with these Terms shall be referred to and finally and exclusively resolved by arbitration administered by the Hong Kong International Arbitration Centre (“HKIAC”) in accordance with HKIAC Administered Arbitration Rules in force when the Notice of Arbitration is submitted, which are incorporated into this Clause. The law of this arbitration clause shall be governed by, and construed and interpreted in accordance with the laws of Hong Kong. The seat of arbitration shall be Hong Kong. The number of arbitrators shall be three. The arbitration proceedings shall be conducted in English.
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The agreement to arbitrate shall be binding upon the parties, their successors and assigns and survive the termination of this Agreement.
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Where a Client alleges or claims that a Dispute has arisen between it and any of the HBML's Affiliates, nominees any other indemnified party (as set out in Clause 19) who is not otherwise a party to this Agreement, HBML's Affiliates, nominees any other indemnified party may require that the Dispute be finally resolved by arbitration in accordance with Clause 62.2 (without prejudice to that party's right to make a jurisdictional challenge), provided that such party exercises its right to arbitration under this Clause 62 by notice in writing to all parties to the Terms within 7 days of being notified in writing of the Dispute. For the avoidance of doubt, the Client provides express consent to the joinder of such indemnified party to an arbitration commenced pursuant to this Clause 62.
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Class action waiver
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Each party agrees that any Dispute shall be referred to arbitration in accordance with Clause 62 on an individual basis only and not as a claimant or class member in a purported class or representative action.
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The Client agrees to waive any right for such Disputes to be brought, heard, or arbitrated as a class, collective, representative, or private attorney general action, to the extent permissible by Applicable Law. Combining or consolidating individual arbitrations into a single arbitration is not permitted without the consent of HBML.
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Customs
Transactions effected by HBML on the Client’s behalf are subject to Applicable Laws, regulations, constitution, by-laws, rules, customs, usage, rulings and interpretations and transaction levies of the relevant market, HashKey Exchange, clearing house or jurisdiction as amended from time to time.-
Survival
Upon the later of the closure of your Account and the termination of your access to and use of the Services the Terms shall terminate. All rights and obligations of the parties that by their nature are continuing will survive the termination of the Terms.-
Confidentiality
The Client agrees that it will treat as confidential all information provided in the course of the Client's use of the Services, including, but not limited to, any communication between the parties, any information or documents exchanged between the parties pursuant to Clause 62.1, any written information (including information provided in electronic form) or oral information which is confidential or a trade secret or proprietary and which is clearly identified as confidential at the time of disclosure or would be assumed by a reasonable person to be confidential under the circumstances surrounding the disclosure (the “Confidential Information”). Notwithstanding the foregoing, the Confidential Information will not include information which is: (a) already known by the Client prior to receipt from HBML; (b) publicly known or becomes publicly known through no wrongful act of the Client; (c) received from a third party without the Client having knowledge of a breach of any other relevant confidentiality obligation; or (d) independently developed by the Client. The obligations of this Clause 66 does not prevent the Client from disclosing Confidential Information either: (a) to a third party pursuant to a written authorization from HBML; or (b) to satisfy a requirement of, or demand by, a competent court of law or other tribunal or governmental, or administrative or regulatory or self-regulatory body or listing authority or any Applicable Law, provided that HBML is notified prior to such disclosure to the extent permitted by Applicable Law.If the Client has any queries relating to these Terms, please address them by to [global-cs-support@hashkey.com]. -
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HashKey Global Team
Client Risk Disclosures Statement
HASHKEY BERMUDA LIMITED
CLIENT RISK DISCLOSURES STATEMENT
Please note that this Risk Disclosures Statement explains some principal risks but is not an exhaustive list of all possible risks. Before entering into a Transaction, you should therefore be satisfied that you fully understand the precise nature of the Transaction, how it works, the extent of your exposure to risks and the potential losses that you could incur. You should also read the relevant product specific terms, namely the Additional Terms, and the terms set out in the Investor Business Terms. This Risk Disclosures Statement also does not deal with issues of taxation or other legal consequences pertaining to any transactions which you enter into.-
General Risk
Subscribing for any Digital Asset related products or services involves a high degree of risk. The value of Digital Assets may not be backed or supported by any government. As such, Digital Assets may suffer significant volatility in value. If you wish to trade Digital Asset related products, you should carefully read and understand the nature, terms and risk of the relevant Products and carefully consider the risk exposure. You must have the financial ability, sophistication, experience, tolerance, and willingness to bear the risks of any Digital Asset related products or services, and a potential total loss of the underlying assets. Digital Asset products and services are not suitable for all investors. Before acquiring a Digital Asset product or service, please carefully review your financial situation, experience and objectives for engaging in the transaction, ability to bear risks and other relevant circumstances to determine whether such products or services is suitable for you. You should consult professional advisors (including legal, tax, financial and accounting) as may be appropriate. By entering into any Transaction, you agree that you assume all the risk of your Transactions and that we will not be responsible for any losses you may suffer.-
Issuer Default Risks
Unless expressly stated otherwise, HashKey Bermuda Limited (HBML) does not issue Digital Assets. Digital Assets are issued by third parties. Investors should read the applicable terms, information and risk disclosures provided by the applicable issuers carefully before entering into any Transaction. Investors should note that the offering document or product information provided by the issuer have not been subject to scrutiny by any regulatory body.For any Digital Assets authorised by a regulator, investors should note that authorisation does not imply any official recommendation or endorsement of the asset by such regulator, nor does it guarantee the commercial merits of such asset or its performance.In the event that a Digital Asset issuer becomes insolvent and defaults on their issued products, investors will be considered as unsecured creditors and will have no preferential claims to any assets held by the issuer. Investors should therefore pay close attention to the financial strength and credit worthiness of the Digital Asset issuers and conduct their own assessment on the potential of their project. Since Digital Assets are not legal tender and Digital Asset products are not backed by assets or any government and authorities, in the event of issuer bankruptcy or ceasing of operations, their Digital Assets issued may no longer have any value and investors can lose their entire investment. We make no representations or warranties about whether any Digital Asset will always continue to trade on the HashKey Platform. Any Digital Asset is subject to delisting without prior notice in the sole discretion of us. Investors should seek independent professional advice before making any investment decision.For the avoidance of doubt, Digital Asset issuers or projects with affiliations with HBML are subject to the same listing requirements as third party issuers. The risks set out under this subheading or otherwise under this Client Risk Disclosure Statement shall continue to apply in the trading of such Digital Assets and investors should conduct no less due diligence on such Digital Assets than they would for other Digital Assets.-
Token Diligence
We do not provide any guarantees or endorsements regarding any listed Digital Assets. The information provided on our website and/or our trading platform is for general information and education purposes only and we make no representations or warranties with respect to the accuracy or completeness of such information and it is not a recommendation to purchase or sell any listed Digital Asset. You should not consider such information as investment advice. It is your responsibility to assess the quality, legitimacy and value of any Digital Assets. We advise you to exercise caution and perform your own independent research and due diligence before engaging in any trading activities.-
Liquidity and Conversion Risks
Where digital asset transactions are denominated in particular Digital Assets or fiat currencies (if and where applicable) other than the primary reference asset of the investors, or where the investors convert Digital Assets upon carrying out a Transaction, there is a risk of the exchange markets moving against the investor, resulting in maturity or any earlier dealing the net proceeds may be significantly less than the initial amount in your primary reference asset, and any income or gains may be entirely negated.The value of a Digital Asset may be derived, among other things, from the continued willingness of market participants to exchange fiat currency (if and where applicable) for that Digital Asset, this means that the value of a particular Digital Asset may decline, or be completely and permanently lost should the market for that Digital Asset disappear. Investors should further note that there is no assurance that a market that existed for a particular Digital Asset will continue to exist in the future, or that a person who accepts a Digital Asset as payment today will continue to do so in the future.Liquidity risk is the risk of losses attributable to a lack of liquidity (for example very few active market participants) in a particular market. This is usually indicated by wide bid / offer spreads and very few transactions being carried out in a particular product or market. The risk is that changes in the underlying market price may be infrequent but very large, and that it is not possible to unwind or transfer a particular transaction in a timely manner, at near the price the investor had expected, or at all. Such liquidity risk in an asset may be caused by the absence of buyers, limited buy/sell activity or lack of or underdeveloped secondary markets for certain Digital Assets. Investors should note that there is no assurance that a person who accepts a Digital Asset as payment, will continue to do so in the future.Investors may also suffer loss as a result of depreciation of the value of the fiat currency (if and where applicable) paid as a result of foreign exchange controls imposed by the country issuing the foreign currency. Repayment or payment of amounts due to the investor may be delayed or prevented by exchange controls or other actions imposed by governmental or regulatory bodies over currencies which they control or regulate.-
Market risk
Digital Asset trading venues are relatively new and, in most cases, largely unregulated. They are typically not subject to the same robust regulation as trading platforms in traditional financial markets, and are not typically required to protect customers to the same extent that regulated securities exchanges or futures exchanges are required. Digital asset trading platforms may therefore be more exposed to theft, fraud, failure, security breaches, market manipulation and insider dealing, compared to established, regulated exchanges for securities, derivatives and other currencies. In particular, some digital asset trading venues have collapsed or closed due to the above issues. As a result, the prices of Digital Assets may be subject to larger and/or more frequent sudden decline than assets traded on more traditional exchanges.-
Market liquidity Risks
In setting the prices, spreads, and other features of a Digital Asset related product, HBML may take into account the market conditions of the relevant Digital Assets which may change significantly in a short period of time. Due to market conditions or other circumstances, you may not be able to sell your holding in a Digital Asset as quickly as you would like. HBML is not liable for any loss that you may suffer to the extent that you cannot sell your product due to issues arising from the market liquidity of a Digital Asset.-
Volatility Risks
The volatility and unpredictability of the price of Digital Assets relative to other digital Assets or fiat currencies (if and where applicable) may result in significant losses over a short period of time. Such fluctuations could affect the price of any Digital Assets. Digital Assets may decrease in value or lose all of its value due to various factors including discovery of wrongful conduct, market manipulation on trading, lending or other dealing platforms, change to the nature or properties of the Digital Asset, governmental or regulatory activity, legislative changes, suspension or cessation of support for a Digital Assets or other exchanges or service providers, public opinions, or other factors outside of our control. Technical advancements, as well as broader economic and political factors, may cause the value of Digital Assets to change significantly over a short period of time. Digital Assets are highly risky and investors should exercise caution when trading any Digital Assets.-
Trading Suspension Risks
During the suspension of trading of any Digital Assets, investors and potential investors cannot buy and sell units on the trading platform. In terms of providing a fair and orderly market with regard to the interests of investors, the trading platform may suspend trading whenever it deems appropriate. If trading is suspended, the subscription and redemption of such Digital Assets may also be suspended. It may also be difficult or impossible to liquidate a position in the Digital Assets under certain circumstances. Certain Airdrops, Forks or Network Events may occur rapidly and affect our ability to conduct a Transaction. Information relating to such events may be difficult to ascertain ahead of time and may be subject to limited oversight by any third party who is capable of intervening to stabilise the network.-
Not a Bank Deposit under Applicable Laws
Any fiat currencies (if and where applicable) or Digital Assets held by us for your benefit are not held as “deposits” within the meaning of the Banking and Deposit Companies Act 199 of Bermuda (as amended) or any Applicable Law and are not eligible for any public or private deposit insurance protection or other protection programmes of a similar nature. For the avoidance of doubt, HBML is not regulated by the Bermuda Monetary Authority in respect of the foregoing.-
Jurisdiction Risks
Residents, Tax residents or persons having a relevant connection with certain jurisdictions are excluded from carrying out Digital Asset transactions. Changes in the investor’s place of domicile or the Applicable Laws may result in the investor violating legal or regulatory requirements of the applicable jurisdiction. The investor is responsible for ensuring that any digital asset transaction is, and remains lawful despite changes to Applicable Laws, the investor’s jurisdiction of residence and circumstances.-
Country Risks
If a Digital Asset transaction is made in respect of Digital Assets issued by a party subject to foreign laws or transactions made on markets in other jurisdictions, including markets formally linked to a domestic market, recovery of the sums invested and any profits or gains may be reduced, delayed or prevented by exchange controls, debt moratorium or other actions imposed by the government or other official bodies. Before conducting any Digital Asset transaction, the investor should satisfy himself/herself as to the sufficiency of his understanding of any rules or laws relevant to the particular Digital Asset transactions.Investors should note that their local regulatory authority will be unable to compel the enforcement of the rules of regulatory authorities or markets in other jurisdictions where the investor’s transactions have been effected. It is the sole responsibility of the investor to obtain independent advice about the different types of redress available in both the investor’s home jurisdiction and other relevant jurisdictions before starting to trade. If the investor’s jurisdiction of residence imposes restrictions on Digital Asset transactions, we may be required to discontinue your access to the Account, and may not be permitted to transfer any Digital Assets back to you or permit you to transfer Digital Assets from the Account to yourself or others, until such time as the regulatory environment permits us to do so.-
Legal and Regulatory Risks
Legal and documentation risks include the risk that transactions and/or their related framework arrangements may not be legally enforceable or that the conduct of the parties violates applicable laws and regulations. You understand and acknowledge that the regulatory status of Digital Assets is currently unsettled, varies among jurisdictions and is subject to significant uncertainty. There is also legal uncertainty on whether Digital Assets can be regarded as “property” under the Applicable Laws. This may affect the nature and enforceability of your interest in such Digital Asset. Legislative and regulatory changes or actions relating to Digital Assets at a state or international level may adversely affect or restrict, as applicable, the use, transfer, exchange, and value of Digital Assets, as well as the provision of the Services. You are solely responsible for knowing and understanding how the laws applicable to you or your property, rights or assets or tax the Digital Assets you trade or the leverage you provide.-
Regulatory Measures
Digital Assets may be overseen by the legal and regulatory authorities of a number of jurisdictions globally. We may receive notices, queries, warnings, requests or rulings from one or more authorities upon short notice, or may even be ordered to suspend or terminate any action in connection with any Digital Assets as a whole without prior notice. Furthermore, many aspects of the Digital Assets involve untested areas of law and regulation, and could be subject to new laws or regulations. Therefore, their legal and regulatory outcome in all relevant jurisdictions is not possible to predict. The planning, development, marketing, promotion, execution or otherwise of the Digital Assets may be seriously affected, hindered, postponed or terminated as a result of such new laws and/or regulations. Since regulatory policies can change with or without prior notice, any existing regulatory permissions for or tolerance of Digital Assets in any jurisdiction may be withdrawn without warning. Cryptographic-tokens and cryptocurrencies could be deemed from time to time as a commodity or digital commodity, a digital asset or even as money, securities or currency in various jurisdictions and therefore the Digital Assets could be prohibited from being entered into, traded or held in certain jurisdictions pursuant to local regulations. In turn, the Digital Assets could be deemed to be a regulated or restricted product. There is no guarantee that the Digital Assets can maintain any particular legal or regulatory status in any particular jurisdiction at any time.-
Risks of Assets Received or Held outside Bermuda
Digital Assets and fiat currencies (if and where applicable) received or held by us for your benefit outside Bermuda are subject to applicable laws of the relevant overseas jurisdictions, which may be different from the Digital Asset Business Act and the rules made thereunder. Consequently, such assets may not enjoy the same protection as that may be conferred on some of the assets received or held in Bermuda.-
Risks Relating to Authorised Persons
There are substantial risks in allowing another person to trade or operate your Account, and it is possible that Instructions could be given by persons who are not properly authorised. You accept all of the risks of such an operation and irrevocably release us from all liabilities arising out of or in connection with such Instructions.-
Digital Assets may be Complex Products
Digital Assets may be complex products by virtue that the terms, features and/or risk are not understood due to the complex structure, novelty and reliance on technological features. Investors should take steps to understand the nature of such complex products and the risks involved.-
Commissions and Fees
The investor should obtain details of all fees, costs, charges, expenses and commissions (which are available on the Website (updated from time to time for which he/she will be liable before conducting any Digital Asset transaction. If any of the foregoing is unclear to the investor, it is the responsibility of the investor to clarify such fees, costs, charges, expenses and commissions before entering into the Digital Asset transaction.The fees, costs, charges, expenses and commissions to be paid by the investor will vary depending on a variety of factors, including the nature of the investor’s relationship with HBML in relation to the relevant services, the transaction size, complexity and type of asset.-
Tax Treatment and Accounting
Some Digital Asset transactions may be subject to the tax laws and regulations in an applicable jurisdiction. The tax treatment and accounting of Digital Assets is a largely untested area of law and practice that is subject to change. Tax treatment of Digital Assets may vary amongst jurisdictions. We may receive queries, notices, requests or summons from tax authorities and as a result may be required to furnish certain information about the Digital Asset transaction.Among the accounting profession, there are no agreed standards and practices for how an auditor can perform assurance procedures to obtain sufficient audit evidence for the existence and ownership of the Digital Assets, and ascertain the reasonableness of the valuations.If you are unsure about the tax implications of your Digital Asset transactions, you should seek independent professional advice before carrying out a Digital Asset transaction.-
Inflation Risks
Digital Assets may, either because of the inherent design of the Digital Assets or through Forks, Airdrops or Network Events, not be a fixed supply of assets. Where additional Digital Assets are created, their price may decline due to inflationary effects of the increased amount of total Digital Assets available.-
Concentration Risks
At any point in time, one or more persons may directly or indirectly control significant portions of the total supply of any particular Digital Asset. Acting individually or in concert, these holders may have significant influence, and may be able to influence or cause Forks or Network Events which may have a detrimental effect on price, value or functionality of the Digital Assets. Network Participants may make decisions that are not in your best interest as a holder of Digital Assets.-
Insolvency Risk
The insolvency or default of any exchanges or brokers involved with the Services and Products may lead to your trading positions being liquidated or closed out without your consent. In such circumstances where, for example, the exchange’s or broker’s assets are subject to insolvency proceedings, you may lose the assets that you have invested. HBML will use reasonable endeavours to notify you promptly of the occurrence of such insolvency.-
Conflicts of Interest
We or other Digital Asset trading service providers may be acting as agents for you as well as acting as principals against you. We or other relevant service providers may facilitate the initial distribution of Digital Assets (such as, initial coin offerings), secondary market trading, or both, in manners similar to a traditional exchange, alternative trading system or securities broker. If these operations are not under the purview of any regulator, it would be difficult to detect, monitor and manage conflicts of interest.-
Money-laundering risk
Digital Assets are generally transacted or held on an anonymous basis. In particular, Digital Asset trading platforms which allow conversions between Digital Assets and fiat currencies (if and where applicable) are inherently susceptible to higher risks of money laundering and terrorist financing. Digital Asset investments may be the subject of law enforcement action as a result of criminal activities and investors may not be able to recover any of their investments as a result.-
Cryptographic Protection
Cryptography is evolving and there can be no guarantee of security at all times. Advancement in cryptography technologies and techniques, including but not limited to code cracking, the development of artificial intelligence and/or quantum computers, could be identified as risks to all cryptography-based and/or blockchain based systems including the underlying assets of the digital assets. The security of our trading platform cannot be guaranteed as the future of cryptography or security innovations is unpredictable.-
Abandonment or Development Failure
Due to the technically complex nature of our trading platform, we could face difficulties from time to time that may be unforeseeable and/or unresolvable. Accordingly, the development of the trading platform could fail, terminate or be delayed at any time for any reason (including but not limited to a lack of funds). Development failure or termination may render the Digital Asset not transferable, not exercisable, and/or obsolete.-
Loss of Private Key is Permanent and Irreversible
Investors should note that Digital Assets not received nor held by HBML and/or HashKey Xpert Limitedin your Account is the investor’s sole responsibility, and that the investor alone is responsible for securinghis/her private key for any address with respect to such Digital Assets. Any loss of control of the private keyby the investor will permanently and irreversibly deny the investor access to such Digital Assets and a meansof proving their ownership in the Digital Assets. Neither HBML nor any other person will be able to retrieveor protect the Digital Assets not held by HBML and/or HashKey Xpert Limited in your Account. Once lost,the investor will not be able to transfer such Digital Assets to any other address or wallet. This means thatthe investor will also not be able to realize any value or utility that the Digital Assets may hold now or in future.-
Cyber-attacks and Fraudulent Activity, including Theft of Digital Assets on the Trading Platform
There may be attempts to steal Digital Assets on the trading platform. The nature of Digital Assets exposes the investor to an increased risk of fraud or cyber-attack. Digital Assets, the investor’s Account, any service provided by HashKey Exchange, and the Website may be targeted by malicious persons who may attempt to steal Digital Assets or fiat currencies (if and where applicable), or otherwise intervene in a Digital Asset transaction or any service provided by HashKey Exchange. This includes (but is not limited to) interventions by way of distributed denial of service, sybil attacks, phishing, social engineering, hacking, smurfing, malware, double spending, majority-mining, consensus-based or other mining attacks, misinformation campaigns; Forks; and spoofing.These malicious persons may target an investor in an attempt to steal any asset held by the investor, or to claim any asset that the investor may have purchased. This may involve unauthorised access to your Account, the investor’s private keys, addresses, passwords, email or social media accounts, log-in details or access method for the Account, as well as unauthorised access to the investor’s computer, smartphone and any other devices used by the investor. The investor is solely responsible for protecting himself/herself against such actions.Digital Assets, the investor’s Account, any service provided by HashKey Exchange, and the Website may also be vulnerable to exploitation of vulnerabilities in smart contracts and other code, as well as to human error.A limited amount of your Digital Assets may be stored in hot wallets (i.e. online environments which provide an interface with the internet), which can be prone to hacking or cyber-attacks. Cyber-attacks resulting in the hacking of Digital Asset trading platforms and thefts of Digital Assets are common. Victims may have difficulty recovering any losses resulting from these attacks. This could result in significant loss and/or other impact that may materially affect an investor’s interests.The above events may affect the features, function, operation, use, access or other properties of the Digital Assets, the investor’s Account, the Website or any services provided by HashKey Exchange. While HBML will endeavour to adopt industry best practices to keep the Digital Assets safe (including but not limited to the use of cold storage and multi-signature authentications), successful cyber thefts and other fraudulent activities set out above may still occur.-
Flaw in the Source Code
While we adopt quality assurance procedures to help ensure the source codes as accurately as possible reflect their intended operation, the flawlessness of the source codes, some of which are open source codes, cannot be guaranteed. They may contain bugs, defects, inconsistencies, flaws or errors, which may disable some functionality, create vulnerabilities or cause instability. Such flaws may compromise the predictability, usability, stability, and/or security of the trading platform. Open source codes rely on transparency to promote community-sourced identification and solution of problems within the code.-
Unpermissioned, Decentralized and Autonomous Ledger
The trading platform is being developed to serve various distributed ledger systems which are unpermissioned protocols that could be accessed and used by anyone. In addition to the use of decentralized ledgers, we intend to make use of supporting technologies that also operate on decentralized ledgers. The utility and integrity of our trading platform relies on the stability, security and popularity of these decentralized ledgers. Risks arising from relying on such distributed ledger technology include the existence of technical flaws in the technology, targeting by malicious persons, majority-mining, consensus-based or other mining attacks, changes in the consensus protocol or algorithms, decreased community or miner support, rapid fluctuations in value of relevant digital assets, the existence or development of competing networks, platforms and assets, flaws in the scripting language, disputes between developers, miners and/or users and regulatory action. We are envisaged to be an open, decentralized community and its composition can include users, supporters, developers and other participants worldwide who may or may not be connected with us in any manner. The trading platform is intended to be decentralized and autonomous in nature as far as its maintenance, governance and evolution are concerned.-
Compromised Security
We rely on open source software and unpermissioned decentralized distributed ledgers including but not limited to the Ethereum blockchain. Accordingly, anyone may intentionally or unintentionally compromise the core infrastructural elements of our trading platform and its underlying technologies. This may consequently result in the loss of any Digital Assets held on the trading platform and may cause our system to fall.-
Inadequacy of Processing Power
The ramp up of the trading platform may be accompanied by sharp increases in transaction numbers and demand for processing power. If the demand for processing power outgrows that forecasted, the network of the trading platform could be destabilized and/or stagnated. This may create opportunities for fraudulent activities including but not limited to false or unauthorized transactions (such as "double-spending") to arise. All these may adversely impact the usability, stability and security of the trading platform.-
Unauthorized Claim of Digital Assets
Digital Assets can be claimed in bad faith by any person who successfully gains access to the wallet, email or the investor's accounts they have registered with us. This can be as a result of deciphering or cracking the user's password, phishing scams and/or other hacking techniques. Subsequently, these Digital Assets may be sent to anyone and such remittance is not revocable or reversible. It is recommended that all investors should take appropriate security measures to safeguard their wallet, email and accounts. Investors are responsible for the security of their wallet, email and account on the trading platform at all times.-
Risk relating to unavailability of blockchain networks
Blockchain networks may also go offline as a result of bugs, Forks, or other unforeseeable circumstances. Further, unlike securities prices of traditional exchanges, the prices of Digital Assets change continuously throughout the day. Outages are not uncommon, and investors may not be able to execute a trade on Digital Assets or liquidate a position when the market price of Digital Assets continues to change.-
Forking and Attacks
Many cryptographic tokens are developed on the Ethereum blockchain, which is an open source protocol. Once released to the open source community, anyone may develop a patch or upgrade for the source code of Ethereum without prior permission by anyone else. The acceptance of patches or upgrades by a significant, but not necessarily overwhelming percentage of the Ethereum holders could result in a "fork" in the Ethereum blockchain.The temporary or permanent existence of forked blockchains could adversely impact the operation of the trading platform. Such a fork can undermine the sustainability of the trading platform ecosystem, and may destroy or frustrate the trading platform. While a fork in the blockchain could possibly be rectified by community-led efforts to re-merge the two separate branches, success is not guaranteed and could take an undetermined amount of time to achieve.Digital Assets may also be subject to attacks on the security, integrity or operation of the networks, including Network Events. Such foregoing events (including a Fork) may affect the features, function, operation, use or other properties of any Digital Assets, network or platform.The events may also severely impact the price or value, function and/or the name of any Digital Assets, or even result in the shutdown of the network or platform associated with the Digital Assets. Such events may be beyond the control of HBML, or to the extent HBML has any ability to impact such event, HBML’s decision or actions may not be in your best interests.-
Reliance on the Internet and Other and Technology-related Risks
Digital Asset transactions rely heavily on the internet and other technologies. However, the public nature of the internet means that either parts of the internet or the entire internet may be unreliable or unavailable at any given time. Further, interruption, delay, corruption or loss of data, the loss of confidentiality in the transmission of data, or the transmission of malware may occur when transmitting data via the internet and/or other technologies. The result of the above may be that your Digital Asset transaction is not executed according to your Instructions, at the desired time, or not at all.The nature of Digital Assets also means that any technological difficulties experienced by the HashKey Exchange may prevent investors from accessing their Digital Assets.No authentication, verification or computer security technology is completely secure or safe.The internet or other electronic media (including without limitation electronic devices, services of third-party telecom service providers such as mobile phones or other handheld trading devices) are an inherently unreliable form of communication, and such unreliability may be beyond HBML’s control.Any information (including any document) transmitted, or communication or transactions made,
over the internet or through other electronic media (including electronic devices, services of third partytelecommunication service providers such as mobile phones or other handheld trading devices orinteractive voice response systems) may be subject to interruption, transmission blackout, delayedtransmission due to data volume, internet traffic, market volatility or incorrect data transmission(including incorrect price quotation) or stoppage of price data feed due to the public nature of theinternet or other electronic media.-
Past Performance
You acknowledge and agree that the past performance of any Services or Product is not an indication of future performance. In providing the Services and Products, HBML does not guarantee the performance of any Services or Product and does not provide any financial or legal advice to you. You are solely responsible for determining the suitability of the Services or Product for you.-
Transactions Deemed Executed Only when Recorded or Confirmed
Some Digital Asset transactions may be deemed to be executed only when recorded and confirmed by HashKey Exchange, which may not necessarily be the time at which an investor initiates the transaction.-
Risks Relating to Timing A Digital Asset transaction is binding upon completion of the steps described
in the Investor Business Terms. Following this, the Digital Asset transaction will not be reversed. There is
a risk that the final binding Digital Asset transaction does not occur at the same time as Instructions are
provided. You may suffer loss due to the fact that a Digital Asset transaction is not carried out at the desired
time. -
Unauthorised Access Unauthorised third parties may access or use your Account and effect Digital Asset
transactions without your knowledge or authorisation, whether by obtaining control over another device or
account used by you, or by other methods.
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Irreversible Transactions
Transactions in Digital Assets may be irreversible, and, accordingly, losses due to fraudulent or accidental transactions may not be recoverable. Investors should note that once a transaction has been verified and recorded on a blockchain, loss or stolen Digital Assets generally will not be reversible. This means accidental or fraudulent transactions in respect of Digital Assets may not be recoverable.-
Other Important Notes
In addition to the above, investors should also note:-
the continuing evolution of Digital Assets and how this may be affected by global regulatory developments. The polymorphous and evolving features of Digital Assets mean that they may be, or claim to be, a means of payment, may confer a right to present or future earnings or enable a token holder to access a product or service, or a combination of any of these functions. Although Digital Assets are becoming more popular in some parts of the world, the global regulatory landscape remains uneven. There may be inconsistent and inadequate regulation or other legal, trade, fiscal, monetary and exchange control programs and political changes that may negatively impact the value of Digital Assets;
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most trading, lending or other dealing platforms, custodians of Digital Assets or other Digital Asset service providers are private companies which may be unregulated or only subject to light-touch regulation (e.g. for payment purposes). As such, they may not be subject to the same robust regulation and transparent rules as service providers or products in traditional financial markets, posing additional counterparty risks for Digital Asset related products, and may be exposed to market manipulative and abusive activities. In particular, the offering documents or product information relating to Digital Asset related products provided by the relevant issuer may not be subject to regulatory approval. Legal and regulatory changes beyond the control of the Digital Asset service providers may restrict or otherwise impact the trade of Digital Assets;
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counterparty risks when effecting transactions with issuers, private buyers and sellers or through trading, lending or other dealing platforms. There is a risk that these counterparties may become insolvent;
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risk of the loss of Digital Assets, especially if held in hot wallets (i.e. online environments which provide an interface with the internet). These can be prone to hacking. Cyber-attacks resulting in the hacking of Digital Asset trading platforms and theft of Digital Assets are common. The holders of the Digital Assets may not recover any of their Digital Assets, and may have difficulty recovering losses from hackers or trading platform operators.;
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new risks which may arise from investing in new types of Digital Assets or market participants’ engagement in more complex transaction strategies. Digital Assets and the digital industry are therefore subject to substantial speculative interest, rapid price swings and uncertainty. In addition, Digital Assets operate without central authority (such as a bank) and are generally not backed by government. The slowing, stopping or reversing of the development or acceptance of a particular Digital Asset may adversely affect the Digital Asset’s price; and
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we, or an applicable regulatory authority, may reasonably determine additional disclosures related to trading in Digital Assets to be necessary for the protection of clients from time to time. The most recent risk disclosures provided by us will apply to your investment, and you are responsible for reviewing any updated disclosures.
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