Terms of Service

 

These Coincall Terms of Service are entered into between you (hereinafter referred to as “you” or “your”) and Coincall operator (as defined below). By accessing, downloading, using, or clicking on “I agree” to accept any Coincall Services (defined below) provided by Coincall (as defined below), you agree that you have read, understood, and accepted all of the terms and conditions stipulated in these Terms of Use (hereinafter referred to as “these Terms”) as well as our Privacy Policy at https://support.coincall.com/hc/articles/16560119942809-Privacy. In addition, when using some features of the Services, you may be subject to specific additional terms and conditions applicable to those features.

 

Please read the terms carefully as they govern your use of Coincall Services. THESE TERMS CONTAIN IMPORTANT PROVISIONS INCLUDING AN ARBITRATION PROVISION THAT REQUIRES ALL CLAIMS TO BE RESOLVED BY WAY OF LEGALLY BINDING ARBITRATION. The terms of the arbitration provision are set forth in Section 10, “Resolving Disputes: Forum, Arbitration, Class Action Waiver”, hereunder. As with any asset, the values of Digital Currencies (as defined below) may fluctuate significantly and there is a substantial risk of economic losses when purchasing, selling, holding or investing in Digital Currencies and their derivatives. BY MAKING USE OF COINCALL SERVICES, YOU ACKNOWLEDGE AND AGREE THAT: (1) YOU ARE AWARE OF THE RISKS ASSOCIATED WITH TRANSACTIONS OF DIGITAL CURRENCIES AND THEIR DERIVATIVES; (2) YOU SHALL ASSUME ALL RISKS RELATED TO THE USE OF COINCALL SERVICES AND TRANSACTIONS OF DIGITAL CURRENCIES AND THEIR DERIVATIVES; AND (3) COINCALL SHALL NOT BE LIABLE FOR ANY SUCH RISKS OR ADVERSE OUTCOMES.

By accessing, using or attempting to use Coincall Services in any capacity, you acknowledge that you accept and agree to be bound by these Terms. If you do not agree, do not access Coincall or utilize Coincall services.

 

I. Definitions

1. Coincall refers to an ecosystem comprising Coincall websites (whose domain names include but are not limited to https://www.coincall.com), mobile applications, clients, applets, and other applications that are developed to offer Coincall Services, and includes independently-operated platforms, websites and clients within the ecosystem. In case of any inconsistency between relevant terms of use of the above platforms and the contents of these Terms, the respective applicable terms of such platforms shall prevail.

2. Coincall Accounts refer to the foundational virtual accounts, including main accounts and subaccounts, which are opened by Coincall for Users to record on Coincall their usage of Coincall Services, transactions, asset changes and basic information. Coincall Accounts serve as the basis for Users to enjoy and exercise their rights on Coincall.

3. Coincall Operator refers to Derivat Trading Corp which provides Coincall Services to you. For convenience, unless otherwise stated, references to “Coincall” and “we” in these Terms specifically mean the Coincall Operator. UNDER THESE TERMS, COINCALL OPERATOR MAY CHANGE AS COINCALL’S BUSINESS ADJUSTS, IN WHICH CASE, THE CHANGED OPERATORS SHALL PERFORM THEIR OBLIGATIONS UNDER THESE TERMS WITH YOU AND PROVIDE SERVICES TO YOU, AND SUCH CHANGE DOES NOT AFFECT YOUR RIGHTS AND INTERESTS UNDER THESE TERMS. ADDITIONALLY, THE SCOPE OF COINCALL OPERATOR MAY BE EXPANDED DUE TO THE PROVISION OF NEW COINCALL SERVICES, IN WHICH CASE, IF YOU CONTINUE TO USE COINCALL SERVICES, IT IS DEEMED THAT YOU HAVE AGREED TO JOINTLY EXECUTE THESE TERMS WITH THE NEW COINCALL OPERATOR.

4. Coincall Services refer to various services provided to you by Coincall that are based on Internet and/or blockchain technologies and offered via Coincall websites, mobile applications, clients, and other forms (including new ones enabled by future technological development). Coincall Services include but are not limited to such Coincall ecosystem components as Digital Asset Trading Platforms, Coincall Academy, existing services offered by Trust Wallet, and novel services to be provided by Coincall.

5. Coincall Platform Rules refer to all rules, interpretations, announcements, statements, letters of consent, and other contents that have been and will be subsequently released by Coincall, as well as all regulations, implementation rules, product process descriptions, and announcements published in the [Help Center] or within products or service processes.

6. Digital Currencies refer to encrypted or digital tokens or cryptocurrencies with a certain value that is based on blockchain and cryptography technologies and are issued and managed in a decentralized form.

7. Digital Assets refer to Digital Currencies, their derivatives, or other types of digitalized assets with a certain value.

8. KYC refers to the “know-your-customer” process that Coincall has put in place before entering into a business relationship or conducting transactions with its Users. As part of this process, Coincall may do anything that it deems necessary in order to identify Users, verify their identity, scrutinize and investigate User transactions, or comply with any applicable law or regulation.

9. Users refer to all individuals, institutions, or organizations that access, download, or use Coincall or Coincall Services and who meet the criteria and conditions stipulated by Coincall. If there exist other agreements for such entities as developers, distributors, market makers, and Digital Currencies exchanges, such agreements shall be followed.

II. General Provisions

1. About These Terms

Contractual Relationship

These Terms constitute a legal agreement and create a binding contract between you and Coincall Operator.

Supplementary Terms

Due to the rapid development of Digital Currencies and Coincall, these Terms between you and Coincall Operator do not enumerate or cover all rights and obligations of each party and do not guarantee full alignment with needs arising from future development.

Therefore, THE PRIVACY POLICY, COINCALL PLATFORM RULES, AND ALL OTHER AGREEMENTS ENTERED INTO SEPARATELY BETWEEN YOU AND COINCALL ARE DEEMED SUPPLEMENTARY TERMS THAT ARE AN INTEGRAL PART OF THESE TERMS AND SHALL HAVE THE SAME LEGAL EFFECT. YOUR USE OF COINCALL SERVICES IS DEEMED YOUR ACCEPTANCE OF THE ABOVE SUPPLEMENTARY TERMS.

Changes to These Terms

Coincall reserves the right to change or modify these Terms at its discretion at any time. Coincall will notify such changes by updating the terms on its website ( https://www.coincall.com) and modifying the [Last revised] date displayed on this page. ANY AND ALL MODIFICATIONS OR CHANGES TO THESE TERMS WILL BECOME EFFECTIVE UPON PUBLICATION ON THE WEBSITE OR RELEASE TO USERS. THEREFORE, YOUR CONTINUED USE OF COINCALL SERVICES IS DEEMED YOUR ACCEPTANCE OF THE MODIFIED AGREEMENT AND COINCALL PLATFORM RULES. IF YOU DO NOT AGREE TO ANY CHANGES TO THESE TERMS, YOU MUST STOP USING COINCALL SERVICES IMMEDIATELY. YOU ARE RECOMMENDED TO FREQUENTLY REVIEW THESE TERMS TO ENSURE YOUR UNDERSTANDING OF THE TERMS AND CONDITIONS THAT APPLY TO YOUR ACCESS TO AND USE OF COINCALL SERVICES.

Prohibition of Use

BY ACCESSING AND USING COINCALL SERVICES, YOU REPRESENT AND WARRANT THAT YOU HAVE NOT BEEN INCLUDED IN ANY TRADE EMBARGOES OR ECONOMIC SANCTIONS LIST (SUCH AS THE UNITED NATIONS SECURITY COUNCIL SANCTIONS LIST), THE LIST OF SPECIALLY DESIGNATED NATIONALS MAINTAINED BY OFAC (THE OFFICE OF FOREIGN ASSETS CONTROL OF THE U.S. DEPARTMENT OF THE TREASURY), OR THE DENIED PERSONS OR ENTITY LIST OF THE U.S. DEPARTMENT OF COMMERCE. COINCALL RESERVES THE RIGHT TO CHOOSE MARKETS AND JURISDICTIONS TO CONDUCT BUSINESS AND MAY RESTRICT OR REFUSE, IN ITS DISCRETION, THE PROVISION OF COINCALL SERVICES IN CERTAIN COUNTRIES OR REGIONS.

2. About Coincall

As an important part of the Coincall Ecosystem, Coincall mainly serves as a global online platform for Digital Assets trading and provides Users with a trading platform, financing services, technical services, and other Digital Assets-related services. As further detailed in Section 3 below, Users must register and open an account with Coincall, and deposit Digital Assets into their account prior to trading. Users may, subject to the restrictions set forth in these Terms, apply for the withdrawal of Digital Assets.

Although Coincall has been committed to maintaining the accuracy of the information provided through Coincall Services, Coincall cannot and does not guarantee its accuracy, applicability, reliability, integrity, performance or appropriateness, nor shall Coincall be liable for any loss or damage that may be caused directly or indirectly by your use of these contents. The information about Coincall Services may change without notice, and the main purpose of providing such information is to help Users make independent decisions. Coincall does not provide investment or consulting advice of any kind and is not responsible for the use or interpretation of information on Coincall or any other communication medium. All Users of Coincall Services must understand the risks involved in Digital Assets trading and are recommended to exercise prudence and trade responsibly within their own capabilities.

3. Coincall Account Registration and Requirements

Registration

All Users must apply for a Coincall Account at ([https://www.coincall.com/signup]) before using Coincall Services. When you register a Coincall Account, you must provide the information identified in this paragraph 3 or otherwise as requested by Coincall, and accept these Terms, the Privacy Policy, and other Coincall Platform Rules. Coincall may refuse, at its discretion, to open a Coincall Account for you. You agree to provide complete and accurate information when opening a Coincall Account and agree to timely update any information you provide to Coincall to maintain the integrity and accuracy of the information. Each User (including natural person, business, or legal entity) may maintain only one main account at any given time. However, Users can open one or more subaccounts under the main account with the consent of Coincall. For certain Coincall Services, you may be required to set up a specific account independent from your Coincall Account, based on the provisions of these Terms or the Supplementary Terms. The registration, use, protection, and management of such trading accounts are equally governed by the provisions of this Section and Section VI, unless otherwise stated in these Terms or the Supplementary Terms.

Eligibility

By registering to use a Coincall Account, you represent and warrant that: (i) as an individual, you are at least 18 or are of legal age to form a binding contract under applicable laws; (ii) as an individual, legal person, or other organization, you have the full legal capacity and sufficient authorizations to enter into these Terms; (iii) you have not been previously suspended or removed from using the Coincall Platform or the Coincall Services; (iv) you do not have an existing Coincall Account; (v) you are not resident, located in or otherwise attempting to access the Coincall Platform or the Coincall Services from, or otherwise acting on behalf of a person or legal entity that is resident or located in a Restricted Location. For the purposes hereof, “Restricted Location” shall include United States, Guam, Puerto Rico, Virgin Islands (U.S.), North Korea, Cuba, Iran, China Mainland, Canada, Belarus, Crimea, Democratic Republic of the Congo, Iraq, Sudan, Syria, South Sudan, Samoa, Panama, Singapore, or any other state, country or region that is subject to sanctions enforced by the United States, the United Kingdom or the European Union, and such other locations as designated by Coincall Operator from time to time as a “Restricted Location” for the purposes hereof; Russian citizens or residents, including such persons trading on behalf of any legal persons, who access our Services from the European Union, unless such customers are: residents in the European Union or Switzerland, or dual citizens of the European Union or Switzerland and reside outside Russia. Legal persons located in, or established in, Russia, whose traders access our Services from the European Union; (vi) if you act as an employee or agent of a legal entity, and enter into these Terms on their behalf, you represent and warrant that you have all the necessary rights and authorizations to bind such legal entity and to access and use the Coincall Platform and Coincall Services on behalf of such legal entity; and (vii) your use of the Coincall Platform and the Coincall Services will not violate any and all laws and regulations applicable to you or the legal entity on whose behalf you are acting, including but not limited to regulations on anti-money laundering, anti-corruption, and counter-terrorist financing.

Please note that there are legal requirements in various countries which may restrict the products and services that Coincall Operator can lawfully provide. Accordingly, some products and services and certain functionality within the Coincall Platform may not be available or may be restricted in certain jurisdictions or regions or to certain users. You shall be responsible for informing yourself about and observing any restrictions and/or requirements imposed with respect to the access to and use of the Coincall Platform and the Coincall Services in each country from which the Coincall Platform and the Coincall Services are accessed by you or on your behalf. Coincall Operator reserves the right to change, modify or impose additional restrictions with respect to the access to and use of the Coincall Platform and/the Coincall Services from time to time at their discretion at any time without prior notification.

User Identity Verification

Your registration of an account with Coincall will be deemed your agreement to provide the required personal information for identity verification. Such information will be used to verify Users’ identity, and identify traces of money laundering, terrorist financing, fraud, and other financial crimes through Coincall, or for other lawful purposes stated by Coincall. We will collect, use and share such information in accordance with our Privacy Policy. In addition to providing such information, you agree to allow us to keep a record of that information during the period for which your account is active and within five (5) years after your account is closed, in compliance with global industry standards on data storage. You also authorize us to conduct necessary investigations directly or through a third party to verify your identity or protect you and/or us from financial crimes, such as fraud. The information we require to verify your identity may include but is not limited to, your name, email address, contact information, phone number, username, government-issued ID, date of birth, and other information collected during account registration. When providing the required information, you confirm it is true and accurate. AFTER REGISTRATION, YOU MUST ENSURE THAT THE INFORMATION IS TRUE, COMPLETE, AND TIMELY UPDATED WHEN CHANGED. IF THERE ARE ANY GROUNDS FOR BELIEVING THAT ANY OF THE INFORMATION YOU PROVIDED IS INCORRECT, FALSE, OUTDATED, OR INCOMPLETE, COINCALL RESERVES THE RIGHT TO SEND YOU A NOTICE TO DEMAND CORRECTION, DIRECTLY DELETE THE RELEVANT INFORMATION, AND, AS THE CASE MAY BE, TERMINATE ALL OR PART OF COINCALL SERVICES WE PROVIDE FOR YOU. IF WE ARE UNABLE TO REACH YOU WITH THE CONTACT INFORMATION YOU PROVIDED, YOU SHALL BE FULLY LIABLE FOR ANY LOSS OR EXPENSE CAUSED TO COINCALL DURING YOUR USE OF COINCALL SERVICES. YOU HEREBY ACKNOWLEDGE

AND AGREE THAT YOU HAVE THE OBLIGATION TO UPDATE ALL THE INFORMATION IF THERE IS ANY CHANGE. BY REGISTERING AN ACCOUNT, YOU HEREBY AUTHORIZE COINCALL TO CONDUCT INVESTIGATIONS THAT COINCALL CONSIDERS NECESSARY, EITHER DIRECTLY OR THROUGH A THIRD PARTY, TO VERIFY YOUR IDENTITY OR PROTECT YOU, OTHER USERS AND/OR COINCALL FROM FRAUD OR OTHER FINANCIAL CRIMES, AND TO TAKE NECESSARY ACTIONS BASED ON THE RESULTS OF SUCH INVESTIGATIONS. YOU ALSO ACKNOWLEDGE AND AGREE THAT YOUR PERSONAL INFORMATION MAY BE DISCLOSED TO CREDIT BUREAUS AND AGENCIES FOR FRAUD PREVENTION OR FINANCIAL CRIME PREVENTION, WHICH MAY RESPOND TO OUR INVESTIGATIONS IN FULL.

Account Limits

The use of all services on Coincall is subject to a limit on the amount of volume, calculated in the relevant Digital Assets, you may transact or transfer in a given period (e.g. daily). Your transaction limits may vary depending on the User Identity Verification (see above) you have completed, and other factors as may be prescribed by us. We reserve the right to change applicable limits as we deem necessary in our sole discretion. If you wish to raise your limits beyond the posted amounts, you may submit a request. We may require you to submit additional information about yourself or your business, provide records, and arrange for meetings with our staff (such process, "Enhanced Due Diligence"). We reserve the right to charge you costs and fees associated with Enhanced Due Diligence. In our sole discretion, we may refuse to raise your limits or we may lower your limits at a subsequent time even if you have completed Enhanced Due Diligence.

Account Usage Requirements

The Coincall Account can only be used by the account registrant. Coincall reserves the right to suspend, freeze or cancel the use of Coincall Accounts by persons other than the account registrant. If you suspect or become aware of any unauthorized use of your username and password, you should notify Coincall immediately. Coincall assumes no liability for any loss or damage arising from the use of Coincall Account by you or any third party with or without your authorization.

Account Security

Coincall has been committed to maintaining the security of User funds and has implemented industry-standard protection for Coincall Services. However, the actions of individual Users may pose risks. You shall agree to treat your access credentials (such as username and password) as confidential information, and not to disclose such information to any third party. You also agree to be solely responsible for taking the necessary security measures to protect your Coincall Account and personal information.

You should be solely responsible for keeping safe of your Coincall Account and password and be responsible for all the transactions under your Coincall Account. Coincall assumes no liability for any loss or consequences caused by authorized or unauthorized use of your account credentials, including but not limited to information disclosure, information release, consent, or submission of various rules and agreements by clicking on the website, online agreement renewal, etc.

By creating a Coincall Account, you hereby agree that:

1. you will notify Coincall immediately if you are aware of any unauthorized use of your Coincall Account and password or any other violation of security rules;
2. you will strictly abide by all mechanisms or procedures of Coincall regarding security, authentication, trading, charging, and withdrawal; and
3. you will take appropriate steps to logout from Coincall at the end of each visit.

ACCOUNT HISTORY

A historical record of your transactions on the platform ("Account History") available on Coincall contains information regarding your trading activity; however, please note that nothing in your Account History should be treated as a valuation. We use commercially reasonable efforts to assure that the information contained in the notices we send you and your Account History are accurate and reliable; however, do note that errors may sometimes occur and such errors do not impact the actual means and results of a given transaction. It is your sole responsibility to review your Account History and any notices. Any transaction listed in your Account History, or other communication including, but not limited to, Order, Trade, or other receipts sent to your email on record shall be deemed and treated as authorised and correct, approved, and confirmed by you unless we receive written notice to the contrary within three business days from the date the transaction was listed or the communication was sent (as the case may be). 

CUSTODIANS

 [Cobo Global HK Limited] and [Copper Technologies (Switzerland) AG] (collectively, the “Custodians”, and each a “Custodian”) have been appointed to act as custodian in respect of all Digital Assets held by Users in their Coincall Account, whereby the Custodians would hold such assets in custody in accordance with their prevailing security procedures for safeguarding of digital wallets, private keys and accounts, segregated from both proprietary assets of the Custodians, as well as assets of their other clients. Where a User requests a withdrawal of Digital Assets, the Coincall Operator would instruct the relevant Custodian to arrange for the Digital Assets to be paid out to the User’s specified wallet address.

 

Users acknowledge and accept that no security measures can provide assurance that their Digital Assets held with the Custodians would not be adversely affected by fraud, wilful defaults, ommissions, negligence, theft, misuse, cybersecurity breaches or other harms, insolvency of such Custodian or any employee, agent, service provider, nominee, sub-custodian of such Custodian, and by depositing Digital Assets, Users accept this custodial risk.

 

FORKS OF DIGITAL ASSETS HELD IN COINCALL ACCOUNT

You agree and understand that the underlying protocols of supported Digital Assets held in your Coincall Account are subject to changes in operating rules (each a "Fork") that may result in more than one version (each, a "Forked Network") and us holding an identical amount of Digital Assets associated with each Forked Network. You further agree and understand that Forks may materially affect the value, function, and/or name of the Digital Assets you hold on your Coincall Account.

In the event of a Fork, you agree and understand that we may temporarily suspend the operations of Coincall (with or without advance notice to you) while we choose, in our sole discretion, except as described herein, which Forked Networks to support. You agree and understand that Coincall does not support Forked Networks and that the Digital Assets of Forked Networks relating to Digital Asset addresses which we control will not be made available to you.

DIGITAL ASSET VALUES CAN FLUCTUATE SUBSTANTIALLY WHICH MAY RESULT IN A TOTAL LOSS OF THE VALUE OF YOUR DIGITAL ASSETS HELD IN YOUR COINCALL ACCOUNT. THE SUPPLY OF DIGITAL ASSETS AVAILABLE TO US TO PROVIDE TO YOU AS A RESULT OF A FORKED NETWORK AND OUR ABILITY TO DELIVER DIGITAL ASSETS RESULTING FROM A FORKED NETWORK MAY DEPEND ON THIRD-PARTY PROVIDERS THAT ARE OUTSIDE OF OUR CONTROL. WE DO NOT OWN OR CONTROL ANY OF THE PROTOCOLS THAT ARE USED IN CONNECTION WITH DIGITAL ASSETS AND THEIR RELATED DIGITAL ASSET NETWORKS, INCLUDING THOSE RESULTING FROM A FORKED NETWORK. ACCORDINGLY, WE DISCLAIM ALL LIABILITY RELATING TO SUCH PROTOCOLS AND ANY CHANGE IN THE VALUE OF ANY DIGITAL ASSETS (WHETHER OF A FORKED NETWORK OR OTHERWISE), AND WE MAKE NO GUARANTEES REGARDING THE SECURITY, FUNCTIONALITY, OR AVAILABILITY OF SUCH PROTOCOLS OR DIGITAL ASSET NETWORKS. YOU ACCEPT ALL RISKS ASSOCIATED WITH THE USE OF COINCALL TO CONDUCT TRANSACTIONS, INCLUDING, BUT NOT LIMITED TO, IN CONNECTION WITH THE FAILURE OF HARDWARE, SOFTWARE, AND INTERNET CONNECTIONS.

INSURANCE

Deposits in your Coincall Account are not insured. 

FIAT CURRENCY

The Coincall platform supports digital assets only. It does not accept fiat currency deposits or Automated Clearing House deposits from any party. We do not accept any fiat currency withdrawals.

 

III. Coincall Services

Upon completion of the registration and identity verification for your Coincall Account, you may use various Coincall Services, including but not limited to, Futures trading, Options trading,  research and other information released by Coincall, participating in User activities held by Coincall, etc., in accordance with the provisions of these Terms (including Coincall Platform Rules and other individual agreements). Coincall has the right to:

1. Provide, modify, or terminate, at its discretion, any Coincall Services; and
2. Allow or prohibit some Users’ use of any Coincall Services in accordance with relevant Coincall Platform Rules.

Coincall has the exclusive authority to determine which Digital Assets are listed on the platform and may add or remove Digital Assets from the platform at its sole discretion, from time to time. Coincall may also change the order size available for each Digital Asset. In respect of such additions, removals, or amendments, Coincall may, but is not obliged to, notify Users in advance and Coincall shall have no liability to Users in connection with such additions, removals or amendments.

Orders

You must deposit Digital Assets prior to placing an order and you are not permitted to place an order unless you have enough Digital Assets in your Coincall Account to satisfy your order (i.e., all orders are pre-funded). When you place an order, the full amount of Digital Assets required (including any fees) are placed on hold in your Coincall Account until your order fills, expires, or is cancelled. Any unfilled portion of your order will remain on hold until it fills, expires, or is cancelled. You agree that it is your responsibility to cancel any order (in whole or in part) that you do not want to be filled. You understand that you may not be able to cancel an order prior to it filling (in whole or in part) and that we are not liable to you for the completion of an order after you have submitted a cancellation request. Any order that exceeds the amount of available Digital Assets in your Coincall Account will be rejected.

Prior to the submission of an order, you are required to review information relating to the order, including without limitation (i) the amount of Digital Assets to be bought or sold, (ii) the gross purchase price (purchase) or sale proceeds (sale) of your order, (iii) any fees or other charges associated with your order, (iv) the net proceeds to be transferred into your Coincall Account, and (v) a notification which warns you that once your order has been placed it may not be cancellable or otherwise undone.

ORDER HANDLING

You agree and understand that we do not guarantee that any order you place will be filled. orders that are active before trading stoppages, will be active once the platform resumes operations.

You agree and understand that we reserve the right to cancel any order, or remaining portion of any order, if (i) any such order was placed and/or active during stoppages, (ii) any such order triggers our marketplace controls, or (iii) any such order is materially non-marketable. You agree and understand that orders may be subject to, and we shall have no liability for, delays, difficulties, and/or conditions affecting the transmission or execution of orders over which we have no control, including, but not limited to, system failure, mechanical or electronic failure or market congestion. We are in no way responsible for ensuring the execution of orders at the price indicated in an order if there are any such delays, difficulties, or conditions affecting transmission or execution.

You agree and understand we reserve the right to require all orders to pass automated compliance checks. If your order is flagged for review by any of these checks or if it meets certain defined criteria, it may require our manual review and approval. We will use commercially reasonable efforts to review such orders on a timely basis, but we are not liable for any delays. If at any time you are in any doubt about the status of your order, you can view your order status on Coincall. We may cancel any order flagged for review. Lastly, we may require you to confirm your order via telephone or another form of authentication prior to execution.

ORDER SETTLEMENT

All orders that are filled, executed, or matched (in whole or in part), settle immediately and are recorded on Coincall's exchange ledger.

MARKET VOLATILITY

Particularly during periods of high volume, illiquidity, fast movement, or volatility in the marketplace for any Digital Assets, the actual market rate at which a market order or trade is executed may be different from the prevailing rate indicated via the platform at the time of your order or trade. You understand that we are not liable for any such price fluctuations. In the event of a market disruption or Force Majeure event, the Company may (without limitation) (i) suspend access to the Services, or (ii) prevent you from completing any actions via the platform, including closing any open positions.

Following any such event, when trading resumes, you acknowledge that prevailing market rates may differ significantly from the rates available prior to such an event.

FAILURES, ERRORS OR DISRUPTIONS

Any system may fail at one time or another, often by reason of forces beyond human control, and this includes the services provided via the platform. Failures, errors, or disruptions may occur on Coincall during any stage of the provision of services on the platform, including without limitation order entry, order matching, trading process or confirmation process. If any such failures, errors or disruptions occur, we will review any orders and trades from such period. We reserve the right to cancel any order and/or reverse any trade, in whole or in part, in the event of an error or disruption. Absent extraordinary circumstances, any action taken by us will be taken as soon as practicable and within three business days of the detection of any system failure, erroneous order, erroneous trade, disruption, or malfunction. Coincall cannot be liable for any failures, errors or disruptions, whether arising in connection with system or network failures or otherwise, and if you require the highest level of reliability, you agree to maintain secondary trading facilities with other service providers or exchanges.

1. Service Usage Guidelines

License

Provided that you constantly comply with the express terms and conditions stated in these Terms, Coincall grants you a revocable, limited, royalty-free, non-exclusive, non-transferable, and non-sublicensable license to access and use Coincall Services through your computer or Internet-compatible devices for your personal/internal purposes. You are prohibited to use Coincall Services for resale or commercial purposes, including transactions on behalf of other persons or entities. All the above actions are expressly prohibited and constitute a material violation of these Terms. The content layout, format, function, and access rights regarding Coincall Services should be stipulated in the discretion of Coincall. Coincall reserves all rights not expressly granted in these Terms. Therefore, you are hereby prohibited from using Coincall Services in any way not expressly authorized by these Terms.

These Terms only grant a limited license to access and use Coincall Services. Therefore, you hereby agree that when you use Coincall Services, Coincall does not transfer Coincall Services or the ownership or intellectual property rights of any Coincall intellectual property to you or anyone else. All the text, graphics, user interfaces, visual interface, photos, sounds, process flow diagrams, computer code (including html code), programs, software, products, information and documents, as well as the design, structure, selection, coordination, expression, look and feel, and layout of any content included in the services or provided through Coincall Services, are exclusively owned, controlled and/or licensed by Coincall Operator or its members, parent companies, licensors or affiliates.

Coincall owns any feedback, suggestions, ideas, or other information or materials (hereinafter collectively referred to as “Feedback”) about Coincall or Coincall Services that you provide through email, Coincall Services, or other ways. You hereby transfer all rights, ownership, and interests of the Feedback and all related intellectual property rights to Coincall. You have no right and hereby waive any request for acknowledgment or compensation based on any Feedback, or any modifications based on any Feedback.

Restriction

When you use Coincall Services, you agree and undertake to comply with the following provisions:

1. During the use of Coincall Services, all activities you carry out should comply with the requirements of applicable laws and regulations, these Terms, and various guidelines of Coincall;
2. Your use of Coincall Services should not violate public interests, public morals, or the legitimate interests of others, including any actions that would interfere with, disrupt, negatively affect, or prohibit other Users from using Coincall Services;
3. You agree not to use the services for market manipulation (such as pump and dump schemes, wash trading, self-trading, front running, quote stuffing, and spoofing or layering, regardless of whether prohibited by law);
4. Without written consent from Coincall, the following commercial uses of Coincall data are prohibited:

 Trading services that make use of Coincall quotes or market bulletin board information.

 Data feeding or streaming services that make use of any market data of Coincall.

 Any other websites/apps/services that charge for or otherwise profit from (including through       advertising or referral fees) market data obtained from Coincall.

1. Without prior written consent from Coincall, you may not modify, replicate, duplicate, copy, download, store, further transmit, disseminate, transfer, disassemble, broadcast, publish, remove or alter any copyright statement or label, or license, sub-license, sell, mirror, design, rent, lease, private label, grant security interests in the properties or any part of the properties, or create their derivative works or otherwise take advantage of any part of the properties.
2. You may not (i) use any deep linking, web crawlers, bots, spiders or other automatic devices, programs, scripts, algorithms or methods, or any similar or equivalent manual processes to access, obtain, copy or monitor any part of the properties, or replicate or bypass the navigational structure or presentation of Coincall Services in any way, in order to obtain or attempt to obtain any materials, documents or information in any manner not purposely provided through Coincall Services; (ii) attempt to access any part or function of the properties without authorization, or connect to Coincall Services or any Coincall servers or any other systems or networks of any Coincall Services provided through the services by hacking, password mining or any other unlawful or prohibited means; (iii) probe, scan or test the vulnerabilities of Coincall Services or any network connected to the properties, or violate any security or authentication measures on Coincall Services or any network connected to Coincall Services; (iv) reverse lookup, track or seek to track any information of any other Users or visitors of Coincall Services; (v) take any actions that imposes an unreasonable or disproportionately large load on the infrastructure of systems or networks of Coincall Services or Coincall, or the infrastructure of any systems or networks connected to Coincall services; (vi) use any devices, software or routine programs to interfere with the normal operation of Coincall Services or any transactions on Coincall Services, or any other person’s use of Coincall Services; (vii) forge headers, impersonate, or otherwise manipulate identification, to disguise your identity or the origin of any messages or transmissions you send to Coincall, or (viii) use Coincall Services in an illegal way.

By accessing Coincall Services, you agree that Coincall has the right to investigate any violation of these Terms, unilaterally determine whether you have violated these Terms, and take actions under relevant regulations without your consent or prior notice.

Examples of such actions include, but are not limited to:

Blocking and closing order requests;

Freezing your account;

Reporting the incident to the authorities;

Publishing the alleged violations and actions that have been taken;

Deleting any information you published that is found to be a violation.

2. Futures Trading

Unless otherwise specified by Coincall, to conduct Futures Trading, you must conclude with Coincall a separate Coincall Futures Service Agreement and open a special Collateral Account, following the completion of registration and identity verification for your Coincall Account. You acknowledge and agree that:

1. You fully understand the high risks of Futures Trading, including but not limited to the risk of major fluctuations of Digital Assets in Futures Trading, and the risk of exacerbated adverse outcomes when leverage is used;
2. You have sufficient investment knowledge and experience and the capacity to take risks arising from Futures Trading, and agree to independently assume all the risks arising from the investment of Futures Trading;
3. Before performing Futures Trading, you have read and understood all the contents of the Coincall Futures Service Agreement and the relevant Coincall Platform Rules, and have consulted relevant professionals to make informed decisions on whether and how to complete Futures Trading according to their recommendations and your own reasonable judgment;
4. You agree and authorize Coincall to take various reasonable measures in its discretion (including but not limited to forced liquidation and forced position reduction under specific circumstances) in accordance with the Coincall Futures Service Agreement and the relevant Coincall Platform Rules to protect the legitimate interests of you, Coincall and other Users.

3. Options Trading

Before entering into transactions in Options products through Coincall (“Options Trading”), you acknowledge and agree that:

1. You fully understand the high risks of Options Trading, including but not limited to the risk of major fluctuations of Digital Assets in Options Trading, and the risk of exacerbated adverse outcomes when leverage is used;
2. You have sufficient investment knowledge and experience and the capacity to take risks arising from Options Trading, and agree to independently assume all the risks arising from the investment of Options Trading;
3. Before performing Options Trading, you have read and understood, and agree to be bound by the terms of, the Coincall Options Service Agreement and all relevant Coincall Platform Rules, which shall supplement these Terms of Use, and have consulted relevant professionals to make informed decisions on whether and how to complete Options Trading according to their recommendations and your own reasonable judgment;
4. You agree and authorize Coincall to take various reasonable measures in its discretion (including but not limited to forced liquidation and forced position reduction under specific circumstances) in accordance with the Coincall Options Service Agreement and all relevant Coincall Platform Rules to protect the legitimate interests of you, Coincall and other Users.

4. Fees

Coincall’s fee schedule for trading and withdrawals will be made available on the Coincall platform and/or the [FEE] from time to time. Your acceptance of these Terms is considered to be your acceptance of such Coincall's fee schedule. We reserve the right to change, modify, or increase Coincall's fee schedule at any time. Any change to Coincall's fee schedule will take effect immediately upon our notification of such change. You agree that by logging into your account and/or using Coincall following any change to Coincall's fee schedule, you are agreeing to our new Coincall's fee schedule. You agree to pay all fees (including all trading fees) associated with or incurred by your use of Coincall.

5. Right of Set Off

You acknowledge and agree that Coincall has the right to set off negative balances in your Coincall Account by buying the necessary amount of Digital Assets at the prevailing market price to set off such negative balances with any of the other Digital Assets in your Coincall Account; and (iii) any and all debts owed to Coincall through the setting off of balances of your account or any related Account.

 

IV. Liabilities

Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COINCALL SERVICES, COINCALL MATERIALS AND ANY PRODUCT, SERVICE OR OTHER ITEM PROVIDED BY OR ON BEHALF OF COINCALL ARE OFFERED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND COINCALL EXPRESSLY DISCLAIMS, AND YOU WAIVE, ANY AND ALL OTHER WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NONINFRINGEMENT OR WARRANTIES ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE IN TRADE. WITHOUT LIMITING THE FOREGOING, COINCALL DOES NOT REPRESENT OR WARRANT THAT THE SITE, COINCALL SERVICES OR COINCALL MATERIALS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. COINCALL DOES NOT GUARANTEE THAT ANY ORDER WILL BE EXECUTED, ACCEPTED, RECORDED OR REMAIN OPEN.

EXCEPT FOR THE EXPRESS STATEMENTS, AGREEMENTS AND RULES SET FORTH IN THESE TERMS, YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU HAVE NOT RELIED UPON ANY OTHER STATEMENT OR AGREEMENT, WHETHER WRITTEN OR ORAL, WITH RESPECT TO YOUR USE AND ACCESS OF COINCALL SERVICES. WITHOUT LIMITING THE FOREGOING, YOU HEREBY UNDERSTAND AND AGREE THAT COINCALL WILL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR RELATING TO: (A) ANY INACCURACY, DEFECT OR OMISSION OF DIGITAL ASSETS PRICE DATA, (B) ANY ERROR OR DELAY IN THE TRANSMISSION OF SUCH DATA, (C) INTERRUPTION IN ANY SUCH DATA, (D) REGULAR OR UNSCHEDULED MAINTENANCE CARRIED OUT BY COINCALL AND SERVICE INTERRUPTION AND CHANGE RESULTING FROM SUCH MAINTENANCE, (E) ANY DAMAGES INCURRED BY OTHER USERS’ ACTIONS, OMISSIONS OR VIOLATION OF THESE TERMS, (F) ANY DAMAGE CAUSED BY ILLEGAL ACTIONS OF OTHER THIRD PARTIES OR ACTIONS WITHOUT AUTHORIZED BY COINCALL; AND (G) OTHER EXEMPTIONS MENTIONED IN DISCLAIMERS AND PLATFORM RULES ISSUED BY COINCALL.

THE DISCLAIMER OF IMPLIED WARRANTIES CONTAINED HEREIN MAY NOT APPLY IF AND TO THE XTENT IT IS PROHIBITED BY APPLICABLE LAW OF THE JURISDICTION IN WHICH YOU RESIDE.

Disclaimer of Damages and Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COINCALL, ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, ATTORNEYS, AGENTS, REPRESENTATIVES, SUPPLIERS OR CONTRACTORS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR SIMILAR DAMAGES OR LIABILITIES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF DATA, INFORMATION, REVENUE, PROFITS OR OTHER BUSINESSES OR FINANCIAL BENEFITS) ARISING OUT OF COINCALL SERVICES, ANY PERFORMANCE OR NON-PERFORMANCE OF COINCALL SERVICES, OR ANY OTHER PRODUCT, SERVICE OR OTHER ITEM PROVIDED BY OR ON BEHALF OF COINCALL AND ITS AFFILIATES, WHETHER UNDER CONTRACT, STATUTE, STRICT LIABILITY OR OTHER THEORY EVEN IF COINCALL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES EXCEPT TO THE EXTENT OF A FINAL JUDICIAL DETERMINATION THAT SUCH DAMAGES WERE A RESULT OF COINCALL’S GROSS NEGLIGENCE, FRAUD, WILLFUL MISCONDUCT OR INTENTIONAL VIOLATION OF LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

NOTWITHSTANDING THE FOREGOING, IN NO EVENT WILL THE LIABILITY OF COINCALL, ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, ATTORNEYS, AGENTS, REPRESENTATIVES, SUPPLIERS OR CONTRACTORS ARISING OUT OF SERVICES OFFERED BY OR ON BEHALF OF COINCALL AND ITS AFFILIATES, ANY PERFORMANCE OR NON-PERFORMANCE OF COINCALL SERVICES, OR ANY OTHER PRODUCT, SERVICE OR OTHER ITEM, WHETHER UNDER CONTRACT, STATUTE, STRICT LIABILITY OR OTHER THEORY, EXCEED THE AMOUNT OF THE FEES PAID BY YOU TO COINCALL UNDER THESE TERMS IN THE SIX-MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM FOR LIABILITY.

Indemnification

You agree to indemnify and hold harmless Coincall Operator, their affiliates, contractors, licensors, and their respective directors, officers, employees and agents from and against any claims, actions, proceedings, investigations, demands, suits, costs, expenses and damages (including attorneys’ fees, fines or penalties imposed by any regulatory authority) arising out of or related to (i) your use of, or conduct in connection with, Coincall Services, (ii) your breach or our enforcement of these Terms, or (iii) your violation of any applicable law, regulation, or rights of any third party during your use of Coincall Services. If you are obligated to indemnify Coincall Operators, its affiliates, contractors, licensors, and their respective directors, officers, employees or agents pursuant to these Terms, Coincall will have the right, in its sole discretion, to control any action or proceeding and to determine whether Coincall wishes to settle, and if so, on what terms.

 

V. Announcements

Please be aware that all official announcements, news, promotions, competitions and airdrops will be listed on https://support.coincall.com/hc/categories/15780865111577-News-Announcement. USERS UNDERTAKE TO REFER TO THESE MATERIALS REGULARLY AND PROMPTLY. COINCALL WILL NOT BE HELD LIABLE OR RESPONSIBLE IN ANY MANNER OF COMPENSATION SHOULD USERS INCUR PERSONAL LOSSES ARISING FROM IGNORANCE OR NEGLIGENCE OF THE ANNOUNCEMENTS.

 

VI. Termination of Agreement

Suspension of Coincall Accounts

You agree that Coincall shall have the right to immediately suspend your Coincall Account (and any accounts beneficially owned by related entities or affiliates), freeze or lock the Digital Assets or funds in all such accounts, and suspend your access to Coincall for any reason including if Coincall suspects any such accounts to be in violation of these Terms, our Privacy Policy, or any applicable laws and regulations. You agree that Coincall shall not be liable to you for any permanent or temporary modification of your Coincall Account, or suspension or termination of your access to all or any portion of Coincall Services. Coincall shall reserve the right to keep and use the transaction data or other information related to such Coincall Accounts. The above account controls may also be applied in the following cases:

1. The Coincall Account is subject to a governmental proceeding, criminal investigation, or other pending litigation;
2. We detect unusual activities in the Coincall Account;
3. We detect unauthorized access to the Coincall Account;
4. We are required to do so by a court order or command by a regulatory/government authority.

Cancellation of Coincall Accounts

In case of any of the following events, Coincall shall have the right to directly terminate these Terms by cancelling your Coincall Account, and shall enjoy the right but not the obligation to permanently freeze (cancel) the authorizations of your Coincall Account on Coincall and withdraw the corresponding Coincall Account thereof:

1. after Coincall terminates services to you;
2. you allegedly register or register in any other person’s name as a Coincall User again, directly or indirectly;
3. the information that you have provided is untruthful, inaccurate, outdated, or incomplete;
4. when these Terms are amended, you state your unwillingness to accept the amended Terms by applying for cancellation of your Coincall Account or by other means;
5. you request that Coincall Services be terminated;
6. you attempt to use Coincall Services in any of the Restricted Location; and
7. any other circumstances where Coincall deems it should terminate Coincall Services.

Should your Coincall Account be terminated, the account and transactional information that meet data retention standards will be securely stored for 5 years. In addition, if a transaction is unfinished during the account termination process, Coincall shall have the right to notify your counterparty of the situation at that time. You acknowledge that a user-initiated account exit (right to erasure under General Data Protection Regulation (GDPR) or other equivalent regulations) will also be subjected to the termination protocol stated above.

If Coincall is informed that any Digital Assets or funds held in your Coincall Account are stolen or otherwise are not lawfully possessed by you, Coincall may, but has no obligation to, place an administrative hold on the affected funds and your Coincall Account. If Coincall does lay down an administrative hold on some or all of your funds or Coincall Account, Coincall may continue such hold until such time as the dispute has been resolved and evidence of the resolution acceptable to Coincall has been provided to Coincall in a form acceptable to Coincall. Coincall will not involve itself in any such dispute or the resolution of the dispute. You agree that Coincall will have no liability or responsibility for any such hold, or for your inability to withdraw Digital Assets or funds or execute trades during the period of any such hold.

Remaining Funds After Coincall Account Termination

Except as set forth in paragraph 4 below, once a Coincall Account is closed/withdrawn, all remaining account balance (which includes charges and liabilities owed to Coincall) will be payable immediately to Coincall. Upon payment of all outstanding charges to Coincall (if any), Users will have 5 business days to withdraw all Digital Assets or funds from the account.

Remaining Funds After Coincall Account Termination Due to Fraud, Violation of Law, or Violation of These Terms

Coincall shall have the sole discretion to determine how to deal with any Digital Assets, funds, and User data/information which may be turned over to governmental authorities in the event of Coincall Accounts’ suspension/closure arising from fraud investigations, investigations of violation of law, or violation of these Terms.

Dormant Accounts

Notwithstanding any provision of this Section VI, Coincall may provide a written notice requiring you to close all of your open positions and withdraw all of your Digital Assets from your Coincall Account within 30 days of the notice. In the event that you fail to do so, Coincall may in its absolute discretion and without prior notice to you:

1. deem your Coincall account as a dormant account;
2. close any open positions in any Coincall products;
3. convert the Digital Assets to a different type of Digital Asset (e.g., from BTC to USDT). For the avoidance of doubt, Coincall Operator shall not be liable for any loss of profit, tax obligations, or any other loss, damage, or expense incurred by you resulting from such conversion;
4. transfer such dormant account (including any Digital Assets contained therein) to an affiliate of the Coincall Operator, any third-party custodian, or an isolated wallet where it is deemed reasonably necessary by Coincall to do so. In the event that such a transfer has taken place, you have the right to retrieve your digital assets subject to satisfying Coincall’s verification requirements, including completing KYC;
5. charge a dormant account fee to cover the cost of maintaining the assets by the Coincall Operator, its affiliates or any third-party and such fee shall be withdrawn directly from the dormant account on a monthly basis; and
6. close a dormant account at any time, and Coincall will not be liable for any loss, damage, or expense incurred by you as a result of the closure of a dormant account unless there was fraud or willful default by Coincall. Any assets in these dormant accounts will be transferred in accordance with paragraph 5(d) above. After a dormant account is closed, it cannot be reactivated by you (i.e. you will need to register a new Coincall account if you wish to continue to use Coincall Services).

VII. No Financial Advice

Coincall is not your broker, intermediary, agent, or advisor and has no fiduciary relationship or obligation to you in connection with any trades or other decisions or activities effected by you using Coincall Services. No communication or information provided to you by Coincall is intended as or shall be considered or construed as, investment advice, financial advice, trading advice, or any other sort of advice. Unless otherwise specified in these Terms, all trades are executed automatically, based on the parameters of your order instructions and in accordance with posted trade execution procedures, and you are solely responsible for determining whether any investment, investment strategy or related transaction is appropriate for you according to your personal investment objectives, financial circumstances and risk tolerance, and you shall be solely responsible for any loss or liability therefrom. You should consult legal or tax professionals regarding your specific situation. Coincall does not recommend that any Digital Asset should be bought, earned, sold, or held by you. Before making the decision to buy, sell or hold any Digital Asset, you should conduct your own due diligence and consult your financial advisors prior to making any investment decision.

Coincall will not be held responsible for the decisions you make to buy, sell, or hold Digital Asset based on the information provided by Coincall.

 

VIII. Compliance with Local Laws

It is the Users’ responsibility to abide by local laws in relation to the legal usage of Coincall Services in their local jurisdiction as well as other laws and regulations applicable to Users. Users must also factor, to the extent of their local laws all aspects of taxation, the withholding, collection, reporting, and remittance to their appropriate tax authorities. ALL USERS OF COINCALL SERVICES ACKNOWLEDGE AND DECLARE THAT THEIR FUNDS COME FROM LEGITIMATE SOURCES AND DO NOT ORIGINATE FROM ILLEGAL ACTIVITIES; USERS AGREE THAT COINCALL WILL REQUIRE THEM TO PROVIDE OR OTHERWISE COLLECT THE NECESSARY INFORMATION AND MATERIALS AS PER RELEVANT LAWS OR GOVERNMENT ORDERS TO VERIFY THE LEGALITY OF THE SOURCES AND USE OF THEIR FUNDS. Coincall maintains a stance of cooperation with law enforcement authorities globally and will not hesitate to seize, freeze, or terminate Users’ accounts and funds which are flagged out or investigated by legal mandate.

 

IX. Privacy Policy

Access to Coincall Services will require the submission of certain personally identifiable information. Please review Coincall’s Privacy Policy at www.Coincall.com/en/privacy for a summary of Coincall’s guidelines regarding the collection and use of personally identifiable information. 

 

X. Resolving Disputes: Forum, Arbitration, Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY, AS IT INVOLVES A WAIVER OF CERTAIN RIGHTS TO BRING LEGAL PROCEEDINGS, INCLUDING AS A CLASS ACTION.

Notice of Claim and Dispute Resolution Period. Please contact Coincall first! Coincall wants to address your concerns without resorting to formal legal proceedings, if possible. If you have a dispute with Coincall, then you should contact Coincall and a ticket number will be assigned. Coincall will attempt to resolve your dispute internally as soon as possible. The parties agree to negotiate in good faith to resolve the dispute (which discussions shall remain confidential and be subject to applicable rules protecting settlement discussions from use as evidence in any legal proceeding).

In the event the dispute cannot be resolved satisfactorily, and you wish to assert a legal claim against Coincall, then you agree to set forth the basis of such claim in writing in a “Notice of Claim,” as a form of prior notice to Coincall. The Notice of Claim must (1) describe the nature and basis of the claim or dispute, (2) set forth the specific relief sought, (3) provide the original ticket number, and (4) include your Coincall account email. The Notice of Claim should be submitted to an email address or hyperlink provided in your correspondence with Coincall. After you have provided the Notice of Claim to Coincall, the dispute referenced in the Notice of Claim may be submitted by either Coincall or you to arbitration in accordance with paragraph 2 of this Section, below. For the avoidance of doubt, the submission of a dispute to Coincall for resolution internally and the delivery of a Notice of Claim to Coincall are prerequisites to commencement of an arbitration proceeding (or any other legal proceeding). During the arbitration, the amount of any settlement offer made by you or Coincall shall not be disclosed to the arbitrator.

Agreement to Arbitrate and Governing Law. You and Coincall Operator agree that, subject to paragraph 1 above, any dispute, claim, or controversy between you and Coincall Operator arising in connection with or relating in any way to these Terms or to your relationship with Coincall Operator as a user of Coincall Services (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of these Terms) will be determined by mandatory final and binding individual (not class) arbitration, except as set forth below under Exceptions to Agreement to Arbitrate. You and Coincall Operator further agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including without limitation any objections with respect to the existence, scope or validity of the Agreement to Arbitrate, or to the arbitrability of any claim or counterclaim. Arbitration is more informal than a lawsuit in court. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. There may be more limited discovery than in court. The arbitrator must follow these Terms agreement and can award the same damages and relief as a court (including, if applicable, attorney fees), except that the arbitrator may not award declaratory or injunctive relief in favour of anyone but the parties to the arbitration. The arbitration provisions set forth in this Section will survive termination of these Terms.

Arbitration Rules. The arbitration shall be subject to the HKIAC Administered Arbitration Rules (HKIAC. Rules) in force when the Notice of Arbitration is submitted, as modified by this Section X. The arbitration will be administered by the Hong Kong International Arbitration Centre (HKIAC). Unless the parties agree otherwise, there shall be only one arbitrator appointed in accordance with the HKIAC Rules. Any arbitration will be conducted in the English language. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. JUDGMENT ON ANY ARBITRAL AWARD MAY BE GIVEN IN ANY COURT HAVING JURISDICTION OVER THE PARTY (OR OVER THE ASSETS OF THE PARTY) AGAINST WHOM SUCH AN AWARD IS RENDERED. Time for Filing: ANY ARBITRATION AGAINST COINCALL OPERATOR MUST BE COMMENCED BY FILING A REQUEST FOR ARBITRATION WITHIN ONE (1) YEAR, AFTER THE DATE THE PARTY ASSERTING THE CLAIM FIRST KNOWS OR REASONABLY SHOULD KNOW OF THE ACT, OMISSION OR DEFAULT GIVING RISE TO THE CLAIM; AND THERE SHALL BE NO RIGHT TO ANY REMEDY FOR ANY CLAIM NOT ASSERTED WITHIN THAT TIME PERIOD. THIS ONE YEAR LIMITATION PERIOD IS INCLUSIVE OF THE INTERNAL DISPUTE RESOLUTION PROCEDURE SET FORTH IN PARAGRAPH 1 OF THIS SECTION, ABOVE. THERE SHALL BE NO RIGHT TO ANY REMEDY FOR ANY CLAIM NOT ASSERTED WITHIN THAT TIME PERIOD. If applicable law prohibits a one-year limitation period for asserting claims, any claim must be asserted within the shortest time period permitted by applicable law.

Process; Notice. The party who intends to seek arbitration after the expiration of the Dispute Resolution Period set forth in paragraph 1, above, must submit a request to the HKIAC in accordance with the HKIAC Rules. If we request arbitration against you, we will give you notice at the email address or mailing address you have provided. You agree that any notice sent to this email or mailing address shall be deemed effective for all purposes, including without limitation to determinations of adequacy of service. It is your obligation to ensure that the email address and/or mailing address on file with Coincall is up-todate and accurate. Seat of Arbitration: The seat of the arbitration shall be Hong Kong. Place of Hearing: The location of any in-person arbitration hearing shall be Hong Kong, unless otherwise agreed to by the parties.

Governing Law. These Terms (including this arbitration agreement) shall be governed by, and construed in accordance with, the laws of Hong Kong. Confidentiality. The parties agree that the arbitration shall be kept confidential. The existence of the arbitration, any nonpublic information provided in the arbitration, and any submissions, orders or awards made in the arbitration (together, the “Confidential Information”) shall not be disclosed to any non-party except the tribunal, the HKIAC, the parties, their counsel, experts, witnesses, accountants and auditors, insurers and reinsurers, and any other person necessary to the conduct of the arbitration. Notwithstanding the foregoing, a party may disclose Confidential Information to the extent that disclosure may be required to fulfill a legal duty, protect or pursue a legal right, or enforce or challenge an award in bona fide legal proceedings. This confidentiality provision shall survive termination of these Terms and of any arbitration brought pursuant to these Terms.

Class Action Waiver. You and Coincall agree that any claims relating to these Terms or to your relationship with Coincall as a user of Coincall Services (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of these Terms) shall be brought against the other party in an arbitration on an individual basis only and not as a plaintiff or class member in a purported class or representative action. You and Coincall further agree to waive any right for such claims 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 all parties, including Coincall.

Modifications. Coincall reserves the right to update, modify, revise, suspend, or make any future changes to Section X regarding the parties’ Agreement to Arbitrate, subject to applicable law. You hereby consent and agree that it is your responsibility to ensure that your understanding of this Section is up to date. Subject to the applicable law, your continued use of your Coincall account shall be deemed to be your acceptance of any modifications to Section X regarding the parties’ Agreement to Arbitrate. You agree that if you object to the modifications to Section X, Coincall may block access to your account pending closure of your account. In such circumstances, the Terms of Use prior to modification shall remain in full force and effect pending closure of your account.

Severability. If any portion of these Terms are adjudged to be invalid or unenforceable for any reason or to any extent, the remainder of these Terms will remain valid and enforceable and the invalid or unenforceable portion will be given effect to the greatest extent permitted by law. pending closure of your account.

 

XI. Miscellaneous

Independent Parties. Coincall is an independent contractor but not an agent of you in the performance of these Terms. These Terms shall not be interpreted as facts or evidence of an association, joint venture, partnership, or franchise between the parties.

Entire Agreement. These Terms constitute the entire agreement between the parties regarding use of Coincall Services and will supersede all prior written or oral agreements between the parties. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter the terms herein.

Interpretation and Revision. Coincall reserves the right to alter, revise, modify, and/or change these Terms at any time. All changes will take effect immediately upon being published on Coincall websites. It is your responsibility to regularly check relevant pages on our websites/applications to confirm the latest version of these Terms. If you do not agree to any such modifications, your only remedy is to terminate your usage of Coincall Services and cancel your account. You agree that, unless otherwise expressly provided in these Terms, Coincall will not be responsible for any modification or termination of Coincall Services by you or any third party, or suspension or termination of your access to Coincall Services.

Language & Translations: These Terms may, at Coincall’s sole and absolute discretion, be translated into a language other than the English language. You agree that any such translation shall only be for your convenience and the English text shall prevail in the event of any ambiguity, discrepancy or omission as between the English text and any translated text.

Force Majeure. Coincall will not be liable for any delay or failure to perform as required by these Terms because of any cause or condition beyond Coincall’s reasonable control.

Severability. If any portion of these Terms is held invalid or unenforceable, such invalidity or enforceability will not affect the other provisions of these Terms, which will remain in full force and effect, and the invalid or unenforceable portion will be given effect to the greatest extent possible.

Assignment. You may not assign or transfer any right to use Coincall Services or any of your rights or obligations under these Terms without prior written consent from Coincall, including any right or obligation related to the enforcement of laws or the change of control. Coincall may assign or transfer any or all of its rights or obligations under these Terms, in whole or in part, without notice or obtaining your consent or approval.

Waiver. The failure of one party to require performance of any provision will not affect that party’s right to require performance at any time thereafter. At the same time, the waiver of one party to seek recovery for the other party’s violation of these Terms or any provision of applicable terms shall not constitute a waiver by that party of any subsequent breach or violation by the other party or of the provision itself.

Third-Party Website Disclaimer. Any links to third-party websites from Coincall Services does not imply endorsement by Coincall of any product, service, information or disclaimer presented therein, nor does Coincall guarantee the accuracy of the information contained on them. If you suffer loss from using such third-party product and service, Coincall will not be liable for such loss. In addition, since Coincall has no control over the terms of use or privacy policies of third-party websites, you should read and understand those policies carefully.

Matters Related to Apple Inc. If you use any device manufactured by Apple Inc. to participate in any commercial activities or reward programs through Coincall Services, such activities and programs are provided by Coincall and are not associated with Apple Inc. in any manner.

Contact Information. For more information on Coincall, you may refer to the company and license information found on Coincall websites. If you have questions regarding these Terms, please feel free to contact Coincall for clarification via our Customer Support team at [support@coincall.com].