These terms of service govern your usage of our cryptocurrency borrowing/lending services (respectively, the “Service” and “Terms”). Please read these Terms carefully before utilising the Service).
Please note that these Terms are to be read in conjunction with the other applicable terms and conditions, and policies, pertaining to your use of your account and our platform. Please refer to our website for more information on our general terms and privacy policies.
By utilising our Service or downloading our Mobile App (whether on your computer or such other electronic device) you acknowledge that you have read, understood, and agreed to these Terms, such other terms and conditions, and policies which we may impose from time to time, in relation to the use of the Service, and our platform.
We reserve the right, at its sole and absolute discretion, to change these Terms at any time. Unless otherwise notified by us, any changes with respect to these Terms shall take effective immediately.
Your continued use of the Service following any such change to these Terms will signify your acceptance to be bound by the then current Terms. In this regard, you shall be responsible for keeping and hereby represent and warrant that you shall keep, yourself up to date on the amendments to these Terms. KuCoin may but shall not have any obligation to update you on any amendments to these Terms.
If you do not agree to these Terms (or any part thereof) or any modifications to these Terms, you should not use the Service or any of its accompanying services.
Failure or delay by us in enforcing or partially enforcing any provision of these Terms shall not be construed as a waiver of any rights, and we shall, at our discretion, enforce any such provisions, at any time.
The Service is a peer to peer cryptocurrency borrowing/lending service provided by [insert name of entity] (hereinafter, “KuCoin” “we” or “us”) that allows users who to lend Supported Cryptocurrencies out to the margin borrowers in return for interest earned on such Supported Cryptocurrencies.
“Account” means your account on our platform, on which you may deposit the Deposited Cryptocurrencies and access the Services;
“Affiliate” means a corporation directly or indirectly, controlling, controlled by or under direct or indirect common control with another corporation;
“Applicable Law” means any law, rule, statute, subordinate legislation, regulation, by-law, order, ordinance, protocol, code, guideline, treaty, policy, notice, direction or judicial, arbitral, administrative, ministerial or departmental judgment, award, decree, treaty, directive, or other requirement or guideline published or in force at any time which applies to or is otherwise intended to govern or regulate any person (including all parties to this Terms), property, transaction, activity, event or other matter, including any rule, order, judgment, directive or other requirement or guideline issued by any governmental or regulatory authority;
“Digital Assets means any sort of cryptographic tokens, digital currencies, cryptocurrencies or virtual currencies including any Supported Cryptocurrencies (as applicable).
“Force Majeure Event” means an event or failure which is beyond our reasonable control including:-
(a) Acts of God, nature, court or government;
(b) failure or interruption in public or private telecommunication networks, Third-Party Protocols, communication channels or information systems;
(c) acts or omissions of acts of a party for whom we are not responsible;
(d) delay, failure or interruption in, or unavailability of, third party services and sites;
(f) strikes, lockouts, labour disputes, wars, terrorist acts and riots;
(e) viruses, malware, other malicious computer codes or the hacking of any part of your Account and related applications or software;
“include/including” means to include without limitation;
“Loan Interest” means the interest rate chargeable on the Loan Amount, as may be selected by the Lender and accepted by the Borrower;
“Mobile App” means the mobile application through which you may access the KuCoin platform and Services;
“Personal Data” means any information relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person;
“Restricted Locations” means the countries or jurisdictions which have in place, prohibitions or restrictions on accessing the Services;
Services” means the lending and borrowing services as set out under Section 3 and 4;
“Supported Cryptocurrencies” means any Digital Assets which we accept for the purposes of the Service and which have been approved by KuCoin, in its sole and absolute discretion, such approval, may be retracted at any time by KuCoin, in its sole and absolute discretion;
“Taxes” means any taxes, duties or fees that incurred, or required to be collected, paid or withheld for any reason in connection with your use of the Service under any Applicable Law;
“Third Party Protocols” means any third party blockchain protocol, DApps, staking pools, liquidity pools, DEXs, and such other applications with whom you may communicate and/or interact with viz. your Account and shall include all such blockchain protocols on which your Digital Assets are based;
“Third Party Wallet” means any third party digital wallet hosted on Third Party Protocols or on the servers of any third party, from which you may import the Deposited Tokens to your Account;
“Website” means [ ]; “you” your” or “user” means the user(s) of our platform and Services.
3. LENDING SERVICE
To be a Lender for the purposes of the Services, you must purchase or deposit the requisite amount of Digital Assets i.e. the amount of Supported Cryptocurrencies you wish to loan (the “Loan Amount”), in your Account and select the Opt-In function as indicated on the “Lending Page”.
Once you have completed the abovementioned, you will be required to indicate your preferences as set out thereto, pertaining to the Loan Interest and Loan Duration in relation to the Loan Amount (the “Loan Order”) and click the “submit” button, in order to generate the Loan Order.
Upon the generation of the Loan Order, the same will be received in our internal systems and reflected on our “Loan Order Page” so that potential Borrowers may review the same.
Acceptance by Borrower
A notification will be sent to you by way of email and/or on your Mobile App, once a Borrower has accepted the Loan Order.
For the avoidance of doubt, the Loan Interest and Loan Duration shall commence from the date on which the Borrower has accepted the Loan Order.
Cancellation of Loan Order
You may elect to cancel your Loan Order at any time, by clicking on the “cancel” button on your Mobile App.
In addition to the foregoing, a Loan Order may be canceled in the event of Early Redemption by the Borrower.
You will be able to access your Loan Amount (less any fees, where applicable), within (2 to 3 Business Days) or once the Loan Order has been canceled, unless you have indicated your preference for a “Rolling Loan”, in which case, a Loan Order will be resubmitted to the “Loan Order Page”.
4. BORROWING SERVICE
Borrowers may select the requisite Loan Amount that they wish to loan, based on the Loan Orders available on the “Loan Order Page”.
Upon the selection of a Loan Order and prior to the execution of the same, Borrowers are required to purchase or deposit the requisite amount of Digital Assets (as indicated on the screen), as collateral for the Loan Amount (the “Collateral”).
Borrowers may not dispose or withdraw the Collateral (or any part thereof), insofar as the Loan Amount remains due and owing by the Borrower.
In the event that the value of the Collateral falls below the Minimum Collateral Amount, a notification shall be sent to the Borrower, requesting for the Borrower to top up said Collateral Amount.
Should the Borrower fail to top up the Collateral such that the Minimum Collateral Amount is satisfied, within [insert no. of days] the Loan shall be immediately canceled, and the Loan Amount including any outstanding Loan Interest, withdrawn.
The Loan Interest shall be payable in tranches, based on the Interest Repayment Schedule set out in the Loan Order.
For the purposes of the Loan Interest, the Borrower shall ensure that the same is held in the Account, such that the Loan Interest may be transferred to the Lender, failing which, such amounts may be deducted fro the Collateral or such other Deposited Cryptocurrencies.
Upon the expiry of the Loan Duration, the Borrower shall ensure that the Loan Amount is deposited or held in the Borrower’s Account, failing which, KuCoin shall be entitled to deduct the same from the Collateral or where applicable, such other amounts held in the Borrower’s Account.
Notwithstanding the foregoing, the Loan Duration may be extended [to confirm].
5. REPRESENTATIONS AND WARRANTIES
By utilising the Service, you represent and warrant that: -
(a) you are at least eighteen (18) years of age;
(b) you have the full right, power, and authority to agree to these Terms;
(c) you are not resident or a Tax resident of, and do not otherwise have any relevant connection with, any restricted locations (which we may determine from to time, subject to Applicable Laws and regulations)(the “Restricted Locations”);
(d) you are not a resident or Tax resident of, and do not otherwise have any relevant connection with, any jurisdiction in which entry into or performing your obligations under these Terms is unlawful or restricted in any way or requires licensing, registration or approval of any kind;
(e)you are not located in, under the control of, or a national, citizen or resident of any Restricted Locations;
(f) you are not on any of the sanctions lists published and maintained by the United Nations, European Union, any EU country, UK Treasury or US Office of Foreign Assets Control (OFAC); - you will not use our platform and the Services if any Applicable Laws in your country prohibit you from doing so in accordance with these Terms; and - you are compliant with all Applicable Law requirements to which you are subject, including without limitation, all tax laws and regulations, exchange control requirements and registration requirements;
(g) any and all information provided to us, our Affiliates or any of our third-party service providers, is always and continues to be complete, accurate and up to date in all respects and that in the event that such information ceases to be complete, accurate and up-to-date, you shall provide us, our Affiliates and third-party service providers which such revised and updated information without delay; and
(h) you have read, understood and agree to all the terms and conditions and risks set out in these Terms, including our ancillary terms and conditions pertaining to your use of our additional services as set out in our Website.
Where you are a Lender, you represent and warrant that:-
(a) you own full legal and beneficial title the Digital Assets which have been deposited (the “Deposited Cryptocurrencies”) and/or the funds used to purchase such Deposited Cryptocurrencies (the “Purchase Consideration”), for the purposes of the Loan Amount;
(b) the Deposited Cryptocurrencies and/or the Purchase Consideration are free from any encumbrances and shall not be encumbered at any time such Deposited Cryptocurrencies are subject to a Loan Order;
(c) the Deposited Cryptocurrencies and/or the Purchase Consideration have not been derived directly or indirectly from illegal activities.
Where you are a Borrower, you represent and warrant that:-
(a) you own full legal and beneficial title the Digital Assets which have been deposited (the “Deposited Cryptocurrencies”) and/or the funds used to purchase such Deposited Cryptocurrencies (the “Purchase Consideration”), for the purposes of the Collateral;
(b) the Deposited Cryptocurrencies and/or the Purchase Consideration are free from any encumbrances and shall not be encumbered at any time such Deposited Cryptocurrencies are held as Collateral for a Loan Order;
(c) the Deposited Cryptocurrencies and/or the Purchase Consideration have not been derived directly or indirectly from illegal activities;
(d) you shall deposit timely, additional Digital Assets for the purposes of maintaining the Minimum Collateral Amount;
(e) you shall ensure that you maintain the relevant amounts into your Account for the purposes of ensuring that the Loan Amount and interest accrued thereunder are repaid in a timely manner.
6. PERSONAL INFORMATION
You agree and undertake to provide KuCoin with any and all information and documents that KuCoin may from time to time request or require for the purposes of these Terms or in connection with the use of the Service (including, but not limited to, your name, address, telephone number, email address, date of birth, government-issued identification number, photograph of your government-issued identity card or document or other photographic proof of your identity, and information regarding the Purchase Consideration or Deposited Cryptocurrencies (as applicable).
KuCoin will have no liability or responsibility for any permanent or temporary inability to access or use any Services as a result of any identity verification or other screening procedures.
We may confidentially verify or carry out identity verification checks on you and the information you provide us with or obtain information on you ourselves or through third parties from secure databases, or our Affiliates.
By agreeing to these Terms, you acknowledge that we or a third party may conduct verification checks on your information.
You agree to, at all times, cooperate with all requests made by us or any of our third-party service providers on our behalf.
You hereby undertake to indemnify us, our Affiliates and any third-party service providers for any and all losses and damage incurred as a result of your failure to provide complete, accurate and up to date information at any point during your use of the our Services.
For the purposes of the Services, KuCoin shall charge to the Lender, a platform fee amounting to 15% of the accrued Loan Interest, which shall be deducted on the date which the Loan Interest falls due and owing by the Borrower (the “Service Fee”).
For the avoidance of doubt, the Service Fee shall take priority over any Loan Interest payment in terms of debt obligation, in such situation the Borrower fails to make any Loan Interest payment or payment of the Loan Amount.
8. LIMITATION/TERMINATION OF SERVICES
To the extent permitted by Applicable Law, we may at any time and without liability to, terminate, suspend or limit your use or any functionality of the Service:
(a) in the event of any breach by you of these Terms and any other terms and conditions referred to in these Terms;
(b) for the purposes of complying with applicable laws or the prevention of criminal activities;
(c) where we suspect that you have conducted any fraudulent or unlawful activities (including but not limited to money laundering, terrorism financing and fraudulent activities);
(d) it transpires that you have provided false, inaccurate, incomplete or misleading information; you fail to provide the required information for the ongoing due diligence process;
(e) to remedy the effects of any defect in or compromise to any information system; or
(f) we suspect that the Digital Assets held in your Account are proceeds of fraudulent or unlawful activities.
You are solely responsible and liable for keeping your Passwords safe (including details relating to your private keys, Recovery Phrase, Browser Password and such other security codes specific to your Account that were created by you (collectively, your “Passwords”) to avoid loss of access to and/or Account. We will not be liable to you for any loss of access to your Account should you lose your Passwords. You are advised to maintain adequate security, measure and control of your Passwords and access to and use of your Account. We will not be liable to you for any losses or damage resulting from any unauthorised access or use of your Account.
10. NO INVESTMENT ADVICE
For the avoidance of doubt, KuCoin does not provide investment, tax, or legal advice, nor does KuCoin broker trades on your behalf. All use of Services are executed automatically, based on the parameters of your instructions (but subject to the terms and conditions of any third party network, protocol and/or blockchain on which you are transacting).
You are solely responsible for determining whether any transaction or services (including the Service) is appropriate for you based on your own financial objectives, circumstances and risk tolerance.
You should consult your personal investment, legal or tax advisor regarding your specific situation.
11. ACCESS & AVAILABILITY
Access to our Services may become unavailable or interrupted during times of significant volatility or volume.
We do not guarantee that the Website or our Services will be available without interruption and we do not guarantee that any order will be executed, accepted, recorded or remain open, or that our Website and Mobile App , or your Account, will be accessible at all times.
Under no circumstances shall KuCoin be liable for any alleged damages arising from service interruptions, delays or such other losses incurred by you due to an interruption to our Services.
12. ACCURACY OF INFORMATION
Whilst we intend and strive to provide accurate and timely information on our Website and Mobile App (such information, the “Content”), the Content may not always be entirely accurate, complete or up to date and may also include technical inaccuracies and typographical errors.
Further, Content may be obtained by us from third parties that are not controlled by us.
Your reliance on the Content shall be your sole responsibility and at your own risk.
In this regard, by proceeding with any transaction on the basis of the Content, you represent and warrant that you have verified all Content and conducted your own due diligence before relying on the same, and acknowledge and agree that we are not responsible for any Content accessible or linked on our Website and Mobile App.
13. THIRD PARTY PROTOCOLS
You acknowledge that KuCoin does not have control over any third party network, protocol, blockchain or such other third party website or application which you may interact or communicate with via your Account (collectively, the “Third Party Protocols”).
The use of such Third Party Protocols may be subject to terms and conditions imposed by the aforementioned, and such Third Party Protocols may include terms regarding your eligibility to interact with said Third Party Protocols and whether you may be prohibited from interacting with the same. It is your responsibility to understand the Third Party Protocols and the terms imposed thereto and whether you are eligible or prohibited from interacting with the Third Party Protocol.
In this regard, you represent and warrant that you have conducted your own due diligence on the Third Party Protocols and acknowledge that KuCoin will not be responsible for your interaction, transaction and/or communication with such Third Party Protocols.
14. THIRD PARTY WALLET
You acknowledge and agree that the Third Party Wallets from whom you may deposit or withdraw Digital Assets and/or Deposited Cryptocurrencies are governed by the terms and conditions of Third Party Wallet providers.
KuCoin shall not have any obligation to you regarding any issue or dispute you may have in relation to such Third Party Wallets and shall have no responsibility therefrom.
15. DATA PROTECTION
16. ELECTRONIC COMMUNICATIONS
You shall accept full responsibility for the security and authenticity of all transaction instructions and you shall be bound by all such instructions. You are aware that transaction instructions and information transmitted via our Website or Mobile App are generally transmitted via the internet and may be subject to the technological risks pertaining to the same. You shall be responsible for maintaining the security of your device and/or internet service utilised for the purposes of accessing the Website and Mobile App, any loss or damage arising out of the same and shall hold KuCoin harmless from any such loss or damage that you may incur.
17. INTELLECTUAL PROPERTY
Unless otherwise indicated by us, all copyright and other intellectual property rights in all content and other materials contained on our Website, Mobile App or provided in connection with the Services, including, without limitation, the KuCoin or KuCoin logo and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, “KuCoin Materials”) are the proprietary property of KuCoin or our licensors or suppliers and are protected by international copyright laws and other intellectual property rights laws.
We hereby grant you a limited, nonexclusive and non-sublicensable license to access and use the KuCoin Materials for your personal use. Such license is subject to these Terms and does not permit:-
(a) any resale of the KuCoin Materials;
(b) the distribution, public performance or public display of any KuCoin Materials;
(c) modifying or otherwise making any derivative uses of the KuCoin Materials, or any portion thereof; or any use of the KuCoin Materials other than for their intended purposes. The license granted under this section will automatically terminate if we suspend or terminate your access to the Services.
You may only use the Services in a manner consistent with these Terms, and you shall not interfere with, disrupt, or cause damage to any other users of our Services, produce any derivative work based on our platform and Service, nor shall you translate, reverse engineer, decompile or disassemble the technology pertaining to the same.
18. STORING, SHARING, RECEIVING AND TRANSFERRING DIGITAL ASSETS
Your Digital Assets may be subject to other terms and conditions that may be imposed by third parties (i.e. Third Party Protocols), which may govern, without limitation, your use, storage and transfer of your Digital Assets.
It is your responsibility to understand such third party terms and conditions and whether your use, sharing, storage and transfer of your Digital Assets complies with such other terms and conditions or third party terms and conditions (as applicable).
You represent and warrant that you have the necessary rights to use, store, receive and transfer your Digital Assets and such use, storage, sharing, displaying, receiving, and transferring of your Digital Assets will not infringe on the rights of any third party or breach any Applicable Laws.
You agree and acknowledge that when transacting and/or using your Digital Assets, you are doing so for your personal use only and not for any commercial use.
KuCoin is not liable for any losses of Digital Assets (or value of such Digital Assets) and will not assist in retrieving such lost Digital Assets.
19. REGULATORY STATUS OF DIGITAL ASSETS AND THIRD PARTY PROTOCOLS
KuCoin makes no representation regarding the regulatory or legal status of any Digital Asset, Third Party Protocols or Third Party Wallet, regardless of whether such Digital Asset and/or Third Party Protocols are compatible with our platform.
KuCoin will not make any attempt to register the Digital Assets, Third Party Protocols or Third Party Wallet under any legal or regulatory regime, nor are we aware of any review of any Digital Assets by any regulatory authority in any jurisdiction.
The tax treatment for Digital Assets is uncertain and you should consult your respective tax advisors in the jurisdiction which you reside regarding the same. It is your sole responsibility to determine what taxes, if any, arise due to your dealing in Digital Assets, and to collect, report, and/or remit the correct tax to the appropriate tax authority.
You are solely responsible for complying with all applicable federal, state and foreign laws, and agree that KuCoin is not responsible for determining which laws (tax or otherwise) may apply to your transactions.
20. RISK DISCLOSURE
As a Lender, you risk the loss of any unpaid Loan Amount (and Interest) if a Borrower defaults on a Loan and liquidation of the Collateral fails to cover the outstanding Loan Amount, whether due to market conditions or otherwise. Whilst KuCoin shall use its best endeavours to ensure that the Minimum Collateral Amount is maintained in a Borrower’s Account, KuCoin will not be liable for any losses arising out of a default of the Loan Amount and/or Interest.
You should note that the valuation of cryptocurrencies is not transparent and highly speculative in nature. Traded price of cryptocurrencies can fluctuate greatly within a short period of time. There is a high risk that the value of your Supported Cryptocurrencies may lose all its value. In this regard, as a Borrower, you should be aware of the high risk involved in cryptocurrency trading, in particular trading using borrowed funds vis-à-vis the Loan Amount.
21. WARRANTY DISCLAIMERS
THE SERVICES AND SUCH OTHER RELATED SERVICES PROVIDED ON OUR PLATFORM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, RELATING TO THE PLATFORM, SERVICES AND UNDERLYING SOFTWARE OR ANY CONTENT ON THE SERVICES, WHETHER PROVIDED OR OWNED BY US OR BY ANY THIRD PARTY, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, STABILITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, FREEDOM FROM VIRUS AND ERROR.
IN ADDITION, WE DO NOT REPRESENT OR WARRANT THAT THE CONTENT ACCESSIBLE VIA OUR WEBSITE OR MOBILE APP IS ACCURATE, COMPLETE, RELIABLE, CURRENT, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE RESULTS OF USING THE SERVICES WILL MEET YOUR PURPOSE OR REQUIREMENTS. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE PLATFORM, RELATED SERVICES AND SERVICES ARE AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFECT IS WITH YOU.
22. LIMITATION OF LIABILITY
NOTWITHSTANDING ANYTHING IN THESE TERMS, TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE OR ANY OF OUR REPRESENTATIVES BE LIABLE TO YOU FOR ANY LOSSES OR DAMAGE OR CLAIMS:
(A) DUE TO AN UNUSUAL OR UNFORESEEABLE EVENT, OUTSIDE OUR REASONABLE CONTROL AND THE CONSEQUENCES OF WHICH COULD NOT HAVE BEEN AVOIDED EVEN IF ALL DUE CARE HAD BEEN EXERCISED (INCLUDING BUT NOT LIMITED TO FORCE MAJEURE EVENTS, EVENTS OF WAR OR CIVIL UNREST, NATURAL DISASTERS, STRIKE, LOCK-OUT, TRAFFIC DISRUPTION, ACTS OF DOMESTIC OR FOREIGN GOVERNMENTAL AUTHORITIES);
(B) ARISING FROM OR IN CONNECTION WITH:
(i) ANY DELAY, SUSPENSION, DISCONTINUANCE OR FAILURE OF THE PLATFORM;
(ii)ANY REFUSAL TO PROCESS, OR AUTHORISE, OR ANY REVERSAL OF YOUR INSTRUCTIONS FOR ANY REASON;
(iii)THE DELAY OR INABILITY TO PROCESS OR COMPLETE YOUR INSTRUCTION DUE TO SYSTEM MAINTENANCE, BREAKDOWN, NON-AVAILABILITY OR INTERRUPTION OF THE PLATFORM, SERVICES THIRD-PARTY PROTOCOLS, OUR HARDWARE OR SOFTWARE OR THAT OF ANY THIRD PARTIES;
(iv) ANY USE OF PASSWORDS, AND/OR EACCOUNT BY ANY THIRD PARTIES, WHETHER AUTHORIZED OR UNAUTHORIZED BY YOU;
(v) CAUSED BY US DUE TO OUR COMPLIANCE WITH APPLICABLE LAWS AND/OR COURT ORDERS; AND
(C) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS FOR LOSS OF FUNDS, LOST PROFITS, LOST REVENUES, LOST BUSINESS OPPORTUNITIES, LOST DATA, OTHER INTANGIBLE LOSSES, PUNITIVE, EXEMPLARY, SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, EACH OF WHICH IS HEREBY EXCLUDED BY AGREEMENT OF THE PARTIES TO THESE TERMS, REGARDLESS OF WHETHER SUCH DAMAGES WERE DIRECT OR INDIRECT, FORESEEABLE OR UNFORESEEABLE, OR WHETHER WE OR OUR REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT WILL OUR AGGREGATE LIABILITY FOR ANY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE PLATFORM AND SERVICES, WHETHER ARISING OUT OF OR IN CONNECTION WITH BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE GREATER OFUSD100.00. THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
We shall not be liable for fault on the part of any third-party service providers instructed by us. In such cases, our liability shall be limited to using reasonable care in the selection, appointment and instruction of such third-party service providers (but not of any sub-contractor or other third party such third-party service provider may use).
The parties agree that any claims against the other under these Terms may only be brought on an individual basis and not as a plaintiff or class member in any purported class or representative action or proceeding. No court or adjudicator may consolidate or join more than one person's or party's claims and may not otherwise preside over any form of a consolidated, representative, or class proceeding. Any relief awarded to you cannot and may not affect any other users.
You agree to indemnify and hold harmless KuCoin, our affiliates and third-party service providers, and each of their officers, directors, agents, joint venture entities, employees and representatives, from any claim or demand (including attorneys' fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to:-
(a) your breach of any of these Terms;
(b) your wrongful or improper use of our platform and Services;
(c) any third party’s access or use of your Account; or
(d) your violation of any law, rule, regulation, or the rights of any third party.
24. TRANSFER, ASSIGNMENT OR DELEGATION
These Terms, and any rights and obligations and licences granted hereunder, are limited, revocable, non-exclusive and personal to you and therefore may not be transferred, assigned or delegated by you to any third-party without our written consent, but may be transferred, assigned or delegated by us without notice and restriction.
If any provision of these Terms shall be found by any court or administrative body of competent jurisdiction to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect the other provisions of these Terms and all provisions not affected by such invalidity or unenforceability shall remain in full force and effect. Such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any Applicable Laws.
26. ENTIRE AGREEMENT / TRANSLATION
These Terms constitute the entire agreement between the parties with regard to its subject matter and supersedes and invalidates all other prior representations, arrangements, understandings, and agreements relating to the same subject matter, whether oral or in writing, express or implied. Each party acknowledges that in agreeing to these Terms it does not rely on any statement, representation, warranty, or understanding other than those expressly set out in these Terms.
These Terms are concluded in the English language and all communications including any notices or information being transmitted shall be in English. In the event that these Terms or any part of it is translated (for any proceedings, for your convenience or otherwise) into any other language, the English language text of these Terms shall prevail.
These Terms shall not be waived in whole or in part except with the approval of KuCoin.
No failure or delay on the part of any party hereto in exercising any right, power or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power or remedy preclude any other or further exercise thereof or the exercise of any other right, power or remedy.
28. NOTICES AND COMMUNICATIONS
By using our platform and the Services you agree and consent to receive electronically all communications, agreements, documents, receipts, notices and disclosures (collectively, “Communications”) that KuCoin provides in connection with your Account and/or our Services.
You agree that KuCoin may provide these Communications to you by posting them via the Services, by emailing them to you at the email address you provide. You should maintain copies of electronic Communications by printing a paper copy or saving an electronic copy. You may also contact us through support to request additional electronic copies of Communications or, for a fee, paper copies of Communications.
You may withdraw your consent to receive electronic Communications by contacting KuCoin Help Center. If you decline or withdraw consent to receive electronic Communications, KuCoin may suspend or terminate your use of the Services.
29. CUSTOMER FEEDBACK
We will own exclusive rights, including all intellectual property rights, to any feedback, suggestions, and ideas or other information or materials regarding KuCoin or our Services that you provide, whether by email, posting through our Services or otherwise (“Feedback”).
Any Feedback you submit is non-confidential and shall become the sole property of KuCoin. We will be entitled to the unrestricted use and dissemination of such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
You waive any rights you may have to the Feedback (including any copyrights). Do not send us Feedback if you expect to be paid or want to continue to own or claim rights in them; your idea might be great, but we may have already had the same or a similar idea and we do not want disputes.
You also acknowledge and agree that we have the right to disclose your identity to any third party who is claiming that any content posted by you constitutes a violation of their intellectual property rights, or of their right to privacy. We have the right to remove any posting you make on our website if, in our opinion, your post does not comply with the content standards set out in our website.
30. THIRD PARTY RIGHTS
Other than any entities affiliated with KuCoin, a person who is not a party to these Terms has no right to enforce any of these Terms.
31. DISPUTE RESOLUTION
Any dispute, controversy, difference or claim arising out of or relating to these Terms, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre under the Hong Kong International Arbitration Centre Administered Arbitration rules in force when the Notice of Arbitration is submitted. The law of this arbitration clause shall be Hong Kong law. The seat of arbitration shall be Hong Kong. The number of arbitrators shall be one. The arbitration proceedings shall be conducted in English.