THIS AGREEMENT CONTAINS AN ARBITRATION PROVISION. YOU AGREE AND UNDERSTAND THAT IF WE CANNOT RESOLVE A DISPUTE THROUGH OUR USER OPERATIONS TEAM, ALL DISPUTES ARISING UNDER THIS USER AGREEMENT SHALL BE SETTLED IN BINDING ARBITRATION. YOU ALSO AGREE AND UNDERSTAND THAT ENTERING INTO THIS AGREEMENT CONSTITUTES A WAIVER OF YOUR RIGHT TO A TRIAL BY JURY AND PARTICIPATION IN A CLASS ACTION LAWSUIT.
- GENERAL USE
1.2.1 We may change the terms of this User Agreement at any time. Any such changes will take effect when posted on the Aiagroup Investment website, or when you use the Services. If you have supplied us with an email address, we will also attempt to notify you by email of changes to this User Agreement.
1.2.2 It is your responsibility to update your contact information, including but not limited to the email address provided to us (if any); failure to do so may result in you not receiving notice of any such changes to the User Agreement.
1.2.3 Read the User Agreement carefully on each occasion you use the Services. Your continued use of the Services shall signify your acceptance to be bound by the current User Agreement. Our failure or delay in enforcing or partially enforcing any provision of this User Agreement shall not be construed as a waiver of any
2.1 “API” means application programming interface, and is not a Service, as defined below.
2.2 “Fork” means a change to the underlying protocol of a Virtual Currency network that results in more than one version of a Virtual Currency, the result of which may be one or more versions that are not supported by Aiagroup Investment.
2.3 “Service” means one or more features provided or operated by Aiagroup Investment via website or local application (mobile, desktop, or otherwise), including but not limited to: (a) a wallet service consisting of software that permits you to self-custody virtual currency, organize network addresses, view transaction history and transact in virtual currencies (the “Wallet”), (b) a noncustodial conversion service that allows you to exchange or convert one virtual currency for another (“Conversion Service”); (c) third party conversion services that allow you to convert one virtual currency for another (“Third Party Conversion Service”); and (d) the Airdrop Program.
2.4 “User Account” means an account for Services associated with both (i) a Wallet and (ii) a verified identity approved in accordance with Aiagroup Investment’s Compliance Program. A Wallet is not, by itself, a User Account.
2.5 “Virtual Currency” means a cryptocurrency, digital currency, digital asset, crypto asset or other such similar term describing, for example, Bitcoin or Ether but does not include a derivative of virtual currency or a security.
- APPLICABLE LAW
Your relationship with Aiagroup Investment and use of any of the Services may be subject to the laws, regulations, and rules of governmental or regulatory authorities in your or our jurisdiction (“Applicable Law”). By entering into this User Agreement, you agree to act in compliance with and be legally bound to any and all Applicable Law.
- AIAGROUP INVESTMENT USER ACCOUNT
4.1 Account Creation
4.1.1 Creating your own User Account may require you to use multiple methods of authentication or verification, and depending on the specific Service provided may require you to complete our Compliance Program.
4.1.2 You agree and understand that you are solely responsible for managing and maintaining the security of any information relating to your login credentials and agree that Aiagroup Investment will not be held responsible (and you will not hold us responsible) for any unauthorized access to the Services or any resulting harm you may suffer.
4.1.3 You agree that you will not permit access to your login credentials to any other party and will not hold Aiagroup Investment responsible for any actions taken by individuals unauthorized to access your User Account.
4.2 Compliance Program. Your access to one or more Aiagroup Investment Services may be contingent upon successful completion of onboarding processes, which includes verification of your identity and source of funds, and additional information we may request from time-to-time. The information we request may include, without limitation, personally identifiable information such as name, address, telephone number, date of birth, taxpayer identification or social security number, official government-issued photo identification, and bank account information. In providing this information to us you represent that it is accurate and agree to update your User Account information promptly but in no event later than 30 days following any change in your User Account information. Failure to provide this information or update it promptly may result in certain Aiagroup Investment Services being unavailable to you.
4.3.1 By entering into this User Agreement, you understand and agree that any and all communications from Aiagroup Investment may be provided to you via electronic mail at the address you provided when creating your User Account. You agree and acknowledge that Aiagroup Investment shall not be responsible for any harm you may suffer as a result of your failure to receive any notice provided to you in connection with this User Agreement your use of Services so long as such notice is provided to the email address associated with your User Account.
4.3.2 You further acknowledge and agree that Aiagroup Investment shall also be permitted to communicate with you through other methods including via telephone call or instant messaging or chat applications either operated by Aiagroup Investment or a third party.
4.4 User Account Suspension or Termination.
4.4.1 You may close your User Account at any time, at your sole discretion. Depending on the Services available to you in your User Account, you may be required to take certain actions in order to complete a pending transaction or providing additional information prior to closing such User Account. You are solely responsible for any fees already incurred or associated with the closing of your User Account, whether incurred directly by you from Aiagroup Investment or incurred by Aiagroup Investment on your behalf with a third party in order to complete any such action. Closing your User Account may not result in the deletion of information we hold about you.
4.4.2 You agree and understand that Aiagroup Investment reserves the right, in our sole discretion, to immediately suspend, freeze, or terminate your User Account or any Wallet in the event that you are suspected of having violated any provision of this User Agreement, believed to be in violation of Applicable Law, or are believed to be involved in activities or conduct detrimental to Aiagroup Investment.
- CONVERSION SERVICE
6.1 Description. The Conversion Service is provided to you exclusively by Aiagroup Investment Access UK LTD. Through its Conversion Service, Aiagroup Investment will display to you a conversation rate that may include a fee, which you agree to pay. The Conversion Service works in connection with the Wallet, by which we will deliver you the requested Virtual Currency, less any applicable fees, by executing a transaction from a Virtual Currency address we control to one associated with your Wallet.
6.2 Due Diligence. We may, at our sole discretion and from time-to-time, require you to satisfy our Compliance Program before participating in the Conversion Service. In order to use the Conversion Service, you agree to cooperate with any such request and pay any associated fees, which may be modified or supplemented at any time.
6.3 No Cancellation. You may not cancel, reverse or change any Conversion Service transaction. We may suspend, delay, redirect, reverse or cancel any Conversion Service transaction at any time if we suspect any risk of fraud, crime, breach of this User Agreement, or illicit activity and will not be liable for any resulting loss.
6.4 Transaction Limitation. We may implement Conversion Service transaction limits. These may vary based on a variety of factors, including without limitation the time of your transaction, your location, the Virtual Currency purchased, and the Virtual Currency sold. We implement, raise and lower Conversion Service transaction limits in our sole discretion.
6.5 Third-Party Conversion Service. On occasion, Aiagroup Investment may use a third-party service provider, selected by Aiagroup Investment in our sole discretion, to facilitate the Conversion Service. In the event that we elect to use a third party in connection with your use of the Conversion Service, it shall be on an ‘as-is’ basis. Aiagroup Investment is not your counterparty in any transaction completed via any third-party service and cannot be held liable for any loss caused in whole or in part, directly or indirectly, by such third party.
- GENERAL PROVISIONS
10.1 Intellectual Property.
10.1.1 Unless otherwise indicated by us, all intellectual property rights and any content provided in connection with our Services, are the property of Aiagroup Investment or our licensors or suppliers and are protected by applicable intellectual property laws. We do not give any implied license for the use of the contents of the Services.
10.1.2 You accept and acknowledge that the material and content contained through our Services are made available for your personal, lawful, non-commercial use only and that you may only use such material and content for the purpose of using the Services.
10.1.3 You further acknowledge that any other use of content from the Services is strictly prohibited and you agree not to infringe or enable others to infringe our intellectual property rights. You agree to retain all copyrighted and other proprietary notices contained in the material provided via our Services on any copy you make of the material but failing to do so shall not prejudice Aiagroup Investment’s intellectual property rights therein.
10.1.4 You may not sell or modify materials derived or created from our Services or reproduce, display, publicly perform, distribute or otherwise use the materials in any way for any public or commercial purpose. Your use of the materials on any other website or on a file-sharing or similar service for any purpose is strictly prohibited. You may not copy any material or content derived or created from our Services without our express, written permission.
10.1.5 Any rights not expressly granted herein to use the materials contained on or through our Services are reserved by Aiagroup Investment in full.
10.2 Accuracy of Information.
10.2.1 We will use reasonable efforts to verify the accuracy of any information displayed, supplied, passing through or originating from the Services, but such information may not always be accurate or current. Accordingly, you should independently verify all information before relying on it, and any decisions or actions taken based upon such information are your sole responsibility.
10.2.2 You agree and understand that we make no representation or warranty of any kind, express or implied, statutory or otherwise, regarding the contents of the Services, information and functions made accessible through the Services, any hyperlinks to third party websites, or the security associated with the transmission of information through the Services, or any website linked to the Services.
10.3 Third Party Services and Content.
10.3.1 In using the Services, you may view content or services provided by third parties, including links to web pages and services of such parties (“Third Party Content”). We do not control, endorse or adopt any Third Party Content and have no responsibility for Third-Party Content including, without limitation, material that may be misleading, incomplete, erroneous, offensive, indecent or otherwise objectionable in your jurisdiction. In addition, your dealings or correspondence with such third parties are solely between you and the third party.
10.3.2 You agree and understand that we are not responsible or liable for any loss or damage of any sort incurred as a result of any such dealings and your use of Third Party Content is at your own risk.
10.4 Cooperation with Law Enforcement. Aiagroup Investment may, from time-to-time, respond to requests from law enforcement, regulators and policymakers by producing certain information about or relating to your use of the Services.
10.5 Recordkeeping. You agree and understand that, depending on the Services used by you, Aiagroup Investment reserves the right, in our sole discretion, to create and maintain certain records of your activity and communications relating to your User Account.
- FEEDBACK, COMPLAINTS, AND DISPUTE RESOLUTION
11.1.1 Aiagroup Investment strives to improve its Services to address feedback. If you have ideas or suggestions regarding improvements or additions to the Services, we would like to hear them; however, any submission will be subject to this User Agreement.
11.1.2 Under no circumstances will disclosure of any idea or feedback or any related material to Aiagroup Investment be subject to any obligation of confidentiality or expectation of compensation.
11.1.3 By submitting an idea or feedback or any related material that would be subject to intellectual property rights (the “Work”) to Aiagroup Investment, you grant to Aiagroup Investment, with respect to the Work submitted, a non-exclusive, perpetual, global, royalty-free license to use all of the content of such ideas and feedback, for any purpose whatsoever.
11.1.4 Furthermore, by submitting any such idea or feedback, you are waiving any moral rights to the fullest extent permitted under law that you may have in the Work and are representing and warranting to Aiagroup Investment that the Work originated with you, no one else has any rights in the Work, and that Aiagroup Investment is free of any royalty to implement the Work and to use the related material if so desired, as provided or modified by Aiagroup Investment, without obtaining permission or license from any third party.
11.1.5 You further accept that Aiagroup Investment may sub-license in any way all Work and material you have submitted to Aiagroup Investment.
11.2 Technical Support and Dispute Resolution
11.2.1 Technical Support. We will use commercially reasonable efforts to supply email-based technical support services, but cannot guarantee immediate responses, especially during times of high volume.
11.2.2 Disputes. You agree and understand that any dispute arising under this User Agreement shall be settled in binding arbitration, in accordance with the American Arbitration Association’s rules.
220.127.116.11 Arbitration. The arbitration will be conducted by a single, neutral arbitrator and shall take place in the county in which you reside, or another mutually agreeable location, in the English language. The arbitrator may award any relief that a court of competent jurisdiction could award, including attorneys’ fees when authorized by law, and the arbitration decision may be enforced in any court. You agree that the arbitrator shall have the authority to order relief, and you agree to abide by all decisions and awards rendered in such a proceeding, which shall be final and conclusive. At your request, hearings may be conducted in person or by telephone and the arbitrator may provide for submitting and determining motions on briefs, without oral hearings. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to reasonable costs and attorneys’ fees.
18.104.22.168 If the arbitrator(s) or administrator imposes filing fees or other administrative costs on you, we will reimburse you, upon request, to the extent such fees or costs would exceed those that you would otherwise have to pay if you were proceeding instead in a court. If a court decides that any provision of this section concerning Arbitration is invalid or unenforceable, that provision shall be severed and resolved in accordance with Luxembourg law exclusively and the other parts of this section concerning Arbitration shall still apply. In no case shall the remainder of this User Agreement be affected. If the invalidity or unenforceability of a provision causes a dispute to proceed in a court instead of arbitration, the Parties agree that such court must be located in Luxembourg, applying Luxembourg law.
11.2.3 No Trial by Jury. You agree and understand that by entering into this User Agreement, you expressly waive your right to a trial by jury and right to participate in a class-action lawsuit.
- REPRESENTATIONS AND WARRANTIES, INDEMNIFICATION, AND LIMITATION OF LIABILITY
12.1 Acceptable Use of Aiagroup Investment Services. When accessing or using the Services, you agree that you are solely responsible for your conduct while accessing and using our Services. Without limiting the generality of the foregoing, you agree that you will not:
- (a) Use the Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Services, or that could damage, disable, overburden or impair the functioning of our Services in any manner;
- (b) Use the Services to pay for, support or otherwise engage in any illegal activities, including, but not limited to illegal gambling, fraud, money laundering, or terrorist activities;
- (c) Use any robot, spider, crawler, scraper or other automated means or interface not provided by us to access our Services or to extract data;
- (d) Use or attempt to use another user’s Wallet or credentials without authorization;
- (e) Attempt to circumvent any content-filtering techniques we employ or attempt to access any service or area of our Services that you are not authorized to access;
- (f) Introduce to the Services any virus, Trojan, worms, logic bombs or other harmful material;
- (g) Develop any third-party applications that interact with our Services without our prior written consent;
- (h) Provide false, inaccurate, or misleading information; or
- (i) Encourage or induce any other person to engage in any of the activities prohibited under this Section.
12.2 Disclaimer of Warranties.
12.2.1 THE Aiagroup Investment SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND/OR NON-INFRINGEMENT. WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO THE SERVICES WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR ERROR-FREE.
12.2.2 We make no warranty that Services are free of viruses or errors, that its content is accurate, that it will be uninterrupted, or that defects will be corrected. We will not be responsible or liable to you for any loss of any kind, from action taken, or taken in reliance on material, or information, contained on or through our Services.
12.3 Limitation of Liability.
12.3.1 IN NO EVENT SHALL Aiagroup Investment, ITS AFFILIATES AND SERVICE PROVIDERS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES OR REPRESENTATIVES, BE LIABLE FOR: (A) ANY AMOUNT GREATER THAN THE VALUE OF THE VIRTUAL CURRENCY ACTUALLY DELIVERED TO US BY YOU OR BY YOU TO US IN CONNECTION WITH A SUPPORTED CONVERSION SERVICE TRANSACTION COMPLETED ON ITS DISPLAYED TERMS OVER THE LAST SIX MONTHS, VALUED AT THE TIME OF THE TRANSACTION; OR (B) FOR ANY LOST PROFITS OR ANY SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH AUTHORIZED OR UNAUTHORIZED USE OF THE SERVICES, OR THIS AGREEMENT, EVEN IF AN AUTHORIZED REPRESENTATIVE OF Aiagroup Investment HAS BEEN ADVISED OF, KNEW OF, OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. FOR EXAMPLE (AND WITHOUT LIMITING THE SCOPE OF THE PRECEDING SENTENCE), YOU MAY NOT RECOVER FOR LOST PROFITS, LOST BUSINESS OPPORTUNITIES, OR OTHER TYPES OF SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
12.3.2 UNDER NO CIRCUMSTANCES WILL WE BE REQUIRED TO DELIVER TO YOU ANY VIRTUAL CURRENCY AS DAMAGES, SPECIFIC PERFORMANCE OR ANY OTHER REMEDY. IF YOU WOULD BASE YOUR CALCULATIONS OF DAMAGES IN ANY WAY ON THE VALUE OF VIRTUAL CURRENCY, YOU AND WE AGREE THAT THE CALCULATION WILL BE BASED ON THE LOWEST VALUE OF THE VIRTUAL CURRENCY DURING THE PERIOD BETWEEN THE ACCRUAL OF THE CLAIM AND THE AWARD OF DAMAGES.
12.3.3 We will not be responsible or liable to you for any loss and take no responsibility for damages or claims arising in whole or in part, directly or indirectly from: (a) user error such as forgotten passwords, incorrectly constructed transactions, or mistyped Virtual Currency addresses; (b) server failure or data loss; (c) corrupted or otherwise non-performing Wallets or Wallet files; (d) unauthorized access to applications; (e) any unauthorized activities, including without limitation the use of hacking, viruses, phishing, brute-forcing or other means of attack against the Services.
12.4.1 You agree to indemnify and hold harmless Aiagroup Investment, its affiliates, subsidiaries, directors, managers, members, officers, and employees from any and all claims, demands, actions, damages, losses, costs or expenses, including without limitation, reasonable legal fees, arising out of or relating to your or any other person’s use of your credentials or User Account in connection with: (a) use of the Services; (b) breach of this User Agreement or any other policy; (c) feedback or submissions you provide; or (d) violation of any rights of any other person or entity; provided however, that you shall not indemnify Aiagroup Investment for claims or losses arising out of Aiagroup Investment’s gross negligence or willful misconduct. This indemnity shall apply to your successors and assigns and will survive any termination or cancellation of this User Agreement.
12.4.2 Any and all of our indemnities, warranties, and limitations of liability (whether express or implied) are hereby excluded to the fullest extent permitted under the law except as set forth herein. We will not be liable, in contract, or tort (including, without limitation, negligence), other than where we have been fraudulent or made knowing misrepresentations. Nothing in this User Agreement excludes or limits liability which may not be limited or excluded under law.
13.1 Force Majeure. If by reason in whole or in part of any Force Majeure Event, either you or Aiagroup Investment is delayed or prevented from complying with this User Agreement, then such delay or non-compliance shall not be deemed to be a breach of this User Agreement and no loss or damage shall be claimed by you or Aiagroup Investment by reason thereof. “Force Majeure Event” means any event beyond Aiagroup Investment’s reasonable control, including, but not limited to, flood, extraordinary weather conditions, earthquake, or other act of God, fire, war, insurrection, riot, labor dispute, accident, action of government, communications, power failure, or equipment or software malfunction including network splits or “forks” or unexpected changes in a computer network upon which the Services rely.
13.2 Taxes. It is your responsibility to determine what, if any, taxes apply due to your use of Aiagroup Investment Services, and it is your responsibility to report and remit the correct tax to the appropriate tax authority. You agree that Aiagroup Investment is not responsible for determining whether taxes apply to your Virtual Currency transactions or for collecting, reporting, withholding or remitting any taxes arising from any virtual currency transactions.
13.3 Governing Law. This User Agreement shall be governed by and construed in accordance with Luxembourg law, without regard to principles of conflict of laws. Nothing in this User Agreement shall be deemed to affect your statutory rights under Luxembourg law.
13.4 Severability. If any part of this User Agreement is held to be invalid or unenforceable in whole or in part, the validity or enforceability of the other sections of this User Agreement shall not be affected. Any headings contained in this User Agreement are for informational purposes only and are not enforceable provisions of this User Agreement.
13.5 Assignment. This User Agreement shall be binding on your successors, heirs, personal representatives, and assigns. You may not assign or transfer any of your rights or obligations under this User Agreement without the prior written consent of Aiagroup Investment, which may be withheld in Aiagroup Investment’s sole discretion. We may assign rights or delegate duties under this User Agreement to an affiliate or subsidiary in our sole discretion.
13.6 Relationship of the Parties. Nothing in this User Agreement is intended to, nor shall create any partnership, joint venture, agency, consultancy or trusteeship. You and Aiagroup Investment are independent contractors for purposes of this User Agreement.
13.7 Entire Agreement. This User Agreement constitutes the entire agreement among the Parties with respect to the subject matter described herein and shall supersede all prior agreements and understandings, written or oral, among the Parties. Subsequent discussions or negotiations between you and Aiagroup Investment will only become part of this User Agreement by way of a written amendment specifically referencing the date and name of this User Agreement.
13.8 Contact Information. For any purpose other than technical support requests, you may contact us by registered post or courier: Aiagroup Investment.; 4eme stage an L-2340; Luxembourg 1, rue Philippe II. For technical support requests only, you may submit a request. Email requests may also be sent to [email protected].