You represent to us that you are lawfully able to enter into contracts. If you are entering into this Agreement for an entity, such as the company you work for, you represent to us that you have the legal authority to bind that entity.
In these Terms of Service, the following terms shall have the following meanings, unless otherwise defined or contextually different.
- “Acceptable Use Policy” means the policy set forth below, as it may be updated by us from time to time. You agree not to, and not to allow third parties to, use the Services:
- to violate, or encourage the violation of, the legal rights of others (for example, this may include allowing End Users to infringe or misappropriate the intellectual property rights of others in violation of the Digital Millennium Copyright Act);
- to engage in, promote or encourage any illegal or harmful activity or infringing, offensive or harmful content;
- for any unlawful, invasive, infringing, defamatory or fraudulent purpose (for example, this may include phishing, creating a pyramid scheme or mirroring a website);
- to intentionally distribute viruses, worms, Trojan horses, corrupted files, hoaxes, or other items of a destructive or deceptive nature;
- to interfere with the use of the Services, or the equipment used to provide the Services, by customers, authorized resellers, or other authorized users;
- to disable, interfere with or circumvent any aspect of the Services (for example, any thresholds or limits);
- to generate, distribute, publish or facilitate unsolicited mass email, promotions, advertising or other solicitation; or
- to use the Services, or any interfaces provided with the Services, to access any other product or service in a manner that violates the terms of service of such other product or service.
- "Guide" means a guide regarding this service specified by our company.
- "User" means an individual who agrees to the contents of this agreement and uses this service and a business operator designated by our company.
- "Personal information" shall refer to "personal information" stipulated in the Personal Information Protection Law, and the name, postal code, address, date of birth, gender, occupation, telephone number, and account information (email address) entered by the user. And passwords, etc.), profile information (nickname, hobbies, family structure, age and other personal attribute information), credit card information, usage history, etc., and information that can identify a specific individual (easy with other information) Includes those that can be matched to, thereby identifying a particular individual.)
- "Content" means the information posted or transmitted by us or the user on this service.
- “End User” means any individual or entity that directly or indirectly through another user: (a) accesses or uses Your Content; or (b) otherwise accesses or uses the Service Offerings under your account.
- "Order” means an order for the Products or Services executed through an order form directly with AVACUS, or through a cloud vendor, such as Amazon Web Services, Microsoft Azure, or Google Cloud,...
- “Service Offerings” means the Services (including associated APIs), Our Content, Our Marks, and any other product or service provided by us under this Agreement. Service Offerings do not include Third-Party Content or Third-Party Services.
- “Suggestions” means all suggested improvements to the Service Offerings that you provide to us.
- "Third-Party Service" means the products and services provided by the third parties such as third-party-developed DApps, third-party-developed Smart Contract, third-party-developed Open Source License, third-party-developed crypto currency hardware wallet, third-party-developed webpage, and third-party-developed exchange etc.
- “Your Content” means Content that you or any End User transfers to us for processing, storage or hosting by the Services in connection with Account and any computational results that you or any End User derive from the foregoing through their use of the Services.
- "Private Key" means consists of 256 random bits. Private Key is the core for the User to hold and use the Tokens.
- "Public Key" is derived from the Private Key based on cryptography and is used to generate wallet addresses. A wallet address is a public address for receipt of Tokens.
- "Mnemonic Words" consists of 12 (or 15/18/21/24) words that are randomly generated, and it is based on BIP39, the industry standard of blockchain. It is a human-readable format of words to back up your Private Key for recovery.
- "Tokens" means the tokens which are supported by AVACUS currently, including but not limited to BTC, ETH, BNB, and so on.
You may access and use the Services in accordance with this Agreement. You agree to comply with the terms of this Agreement and all laws, rules and regulations applicable to your use of the Service Offerings.
- Offerings and Access
AVACUS offers a number of products (each a “Service”), for example: AVACUS DISPENSER. Services are accessed through the Site, unless otherwise agreed in writing or otherwise offered. Some Services may require you to create an Account, enter a valid form of payment, and select a paid plan (a “Plan”), or initiate an Order for a Plan or Service.
- Third-Party Content
In certain Services, Third-Party Content may be used by you at your election. Third-Party Content is governed by this Agreement and, if applicable, separate terms and conditions accompanying such Third-Party Content, which terms and conditions may include separate fees and charges.
- Third-Party Services
- To the Services
We may change or discontinue any or all of the Services or change or remove functionality of any or all of the Services from time to time. We will notify you of any material change to or discontinuation of the Services. If you are on a Plan, you will be notified of any material changes to the Service at least 30 days in advance of such change. For any discontinuation of or material change to a Service, we will use commercially reasonable efforts to continue supporting the previous version of the Service for three months after the change or discontinuation (except if doing so (a) would pose a security or intellectual property issue, (b) is economically or technically burdensome, or (c) would cause us to violate the law or requests of governmental entities).
- To this Agreement
We reserve the right, at our sole discretion, to modify or replace any part of this Agreement (including any Policies) at any time. It is your responsibility to check this Agreement periodically for changes. Your continued use of or access to the Services following the posting of any changes to this Agreement constitutes acceptance of those changes.
Your right and obligations
- Your Accounts
Except to the extent caused by our breach of this Agreement, (a) you are responsible for all activities that occur under your Account, regardless of whether the activities are authorized by you or undertaken by you, your employees or a third party (including your contractors, Agents or End Users), and (b) we and our affiliates are not responsible for unauthorized access to your Account.
- Your Use
You will ensure that Your Use of the Services does not violate any applicable law. You are solely responsible for Your Use of the Services.
- Your Security and Backup
You are responsible for properly configuring and using the Services and otherwise taking appropriate action to secure, protect and backup your Accounts and Your Content in a manner that will provide appropriate security and protection, which might include the use of encryption.
- Log-In Credentials and Account Keys
To the extent we provide you with log-in credentials and API authentication generated by the Services, such log-in credentials and API authentication are for your internal use only and you will not sell, transfer or sublicense them to any other entity or person, except that you may disclose your private key to your agents and subcontractors performing work on your behalf.
Your Use of the Services
- You shall bear sole responsibility to take care of your mobile devices, Wallet Security Password, Private Key, Mnemonic Words and so on. We do not store or hold the above information for Users. You shall be solely responsible for any risks, liabilities, losses and expenses which result from frauds, you lose your mobile device or cryptocurrency hardware wallet, disclosing (whether actively or passively) or forgetting Wallet Security Password, Private Key, Mnemonic Word and so on, or your wallet being attacked.
- AVACUS Alerts: You understand and agree to comply with the Alert(s) published by the Company on AVACUS. You shall be responsible for any risks, liabilities, losses and expenses which result from your failure to comply with any Alert(s).
- You understand that AVACUS undertakes no responsibility to conduct due diligence on the Third-Party Service. You shall assess carefully and assume all risks in connection with the use of AVACUS.
- Provision of information and documents. To the extent that we determine, in its sole discretion, that it is necessary to obtain certain information about User in order to comply with any applicable law or regulation in connection with the use or operation of AVACUS, User shall provide Company with such information promptly upon such request, and acknowledges and accepts that Company may restrict, suspend or terminate your use of AVACUS until such requested information has been provided to the satisfaction of Company. Users undertake to notify Company of any change in the documents and information provided by User to Company pursuant to this Agreement and in the absence of any notification in writing notifying of any change, Company is entitled to assume that the documents and information provided by User remain true, correct, not misleading and unchanged.
- Transfer of Tokens
- You understand that you may be subject to daily limits on the amount and times of transfers according to your location, regulatory requirements, transferring purposes, risk control by AVACUS, or identification verification.
- You understand that blockchain operations are "irrevocable". When you use AVACUS to transfer Tokens, you shall be solely responsible for the consequences of your mishandling of the transfer (including but not limited to a wrong address, problems of the node servers selected by you).
- You understand that the following reasons may result in a "transfer failed" or "mining overtime" prompt:
- insufficient balance in a wallet;
- insufficient gas for transaction;
- blockchain’s failure to execute the code of smart contracts;
- the transfer amount exceeding the transfer limits imposed by authorities, AVACUS or laws or regulations;
- technical failure of the network or equipment;
- abandoned transactions result from blockchain network congestion or failure;
- the wallet address of yours or your Counter-party is identified as special addresses, such as high-risk addresses.
We shall be deemed to have fulfilled its obligations once you have completed the transfer and shall not be held liable for any dispute in relation thereto.
Service fees and taxes
- When you use Buy Tokens and DEX services, third-party service providers may charge handling fees and/or service fees from you, which shall be subject to the fees collected by those Smart Contracts, and the relevant information displayed on AVACUS is merely for your reference;
- You need to pay "gas" or network fees when you transfer Tokens, the amount of which would be on your sole discretion and would be collected by the relevant blockchain network
- You understand that your transfer of Tokens may fail under certain circumstances, including but not limited to insufficient "gas" or network fees paid by you for the transfer of Tokens during the time of your transfer, or the relevant blockchain network is unstable, and in such event, you may still be charged gas by the relevant blockchain network, notwithstanding the failed transfer attempted;
- You shall bear all the applicable taxes and other expenses that occurred due to your transactions on AVACUS.
We may suspend Your right to access or use any portion or all of the Services immediately upon notice to you if we determine:
- your use of the Services (i) poses a security risk to the Services or any third party, (ii) could adversely impact our systems, the Services or the systems of any other user, (iii) could subject us, our affiliates, or any third party to liability, or (iv) could be fraudulent;
- you are, or any End User is, in breach of this Agreement;
- you are in breach of your payment obligations and such breach continues for 30 days or longer; or
- for entities, you have ceased to operate in the ordinary course, made an assignment for the benefit of creditors or similar disposition of your assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution or similar proceeding.
- Interruption of this service
We shall be able to temporarily suspend all or part of this service without notifying the user in advance if any of the following items apply. In that case, we shall not be responsible for any damage caused to the user:
- When this service cannot be provided due to a failure of the server, communication line, or other equipment, the occurrence of a failure, or other reasons.
- Regular or urgent maintenance, inspection, repair, or modification of systems (including servers, communication lines and power supplies, etc.)
- When this service cannot be provided due to fire, power outage,...
- When this service cannot be provided due to natural disasters such as earthquakes, eruptions, floods, and tsunamis.
- When this service cannot be provided due to war, turmoil, riots, mayhem, labor disputes, or other force majeure.
- When this service cannot be provided due to laws and regulations or measures based on it In addition, when we determine that it is necessary to temporarily suspend this service due to operational or technical reasons
- Effect of Suspension
If we suspend your right to access or use any portion or all of the Services:
- you remain responsible for all Fees and charges you incur during the period of suspension;
- you will not be entitled to any service credits for any period of suspension.
Term and termination
The term of this Agreement will commence on the Effective Date and will remain in effect until terminated under this Section. Any notice of termination of this Agreement by either party to the other must include a Termination Date that complies with the notice periods in the section below.
We may also terminate this Agreement immediately upon notice to you (A) for cause if we have the right to suspend under Section "Temporary Suspension", (B) if our relationship with a third-party partner who provides software or other technology we use to provide the Services expires, terminates or requires us to change the way we provide the software or other technology as part of the Services, or (C) in order to comply with the law or requests of governmental entities.
- Effect of Termination: Upon the Termination Date:
- all your rights under this Agreement immediately terminate;
- each party remains responsible for all fees and charges it has incurred through the Termination Date and is responsible for any fees and charges it incurs during the post-termination period.
- Service Offerings License
We or our licensors own all right, titles, and interests in and to the Services, and all related technology and intellectual property rights. Subject to the terms of this Agreement, we grant you a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to do the following: (a) access and use the Services solely in accordance with this Agreement; and (b) copy and use Our Content solely in connection with your permitted use of the Services. Except as provided in this Section 7.2, you obtain no rights under this Agreement from us, our affiliates or our licensors to the Service Offerings, including any related intellectual property rights. Some of Our Content and Third-Party Content may be provided to you under a separate license, such as the Apache License, Version 2.0, or other open-source licenses. In the event of a conflict between this Agreement and any separate license, the separate license will prevail with respect to Our Content or Third-Party Content that is the subject of such separate license.
- License Restrictions
Neither you nor any End User will use the Services in any manner or for any purpose other than as expressly permitted by this Agreement. Except as expressly authorized, neither you nor any End User will, or will attempt to (a) modify, distribute, alter, tamper with, repair, or otherwise create derivative works of any Content included in the Services (except to the extent Content included in the Services is provided to you under a separate license that expressly permits the creation of derivative works), (b) reverse engineer, disassemble, or decompile the Services or apply any other process or procedure to derive the source code of any software included in the Services (except to the extent applicable law doesn’t allow this restriction), (c) access or use the Services in a way intended to avoid incurring fees or exceeding usage limits or quotas, (d) use scraping techniques to mine or otherwise scrape data except as permitted by a Plan, or (e) resell or sublicense the Services unless otherwise agreed in writing. You will not use Our Marks unless you obtain our prior written consent. You will not misrepresent or embellish the relationship between us and you (including by expressing or implying that we support, sponsor, endorse, or contribute to you or your business endeavors). You will not imply any relationship or affiliation between us and you except as expressly permitted by this Agreement.
You will defend, indemnify, and hold harmless us, our affiliates and licensors, and each of their respective employees, officers, directors, and representatives from and against any Losses arising out of or relating to any claim concerning: (a) breach of this Agreement or violation of applicable law by you; and (b) a dispute between you and any of your customers or users. You will reimburse us for reasonable attorneys’ fees and expenses, associated with claims described in (a) and (b) above.
- Intellectual Property Rights
- Subject to the limitations in this Section, you will defend AVACUS, its affiliates, and their respective employees, officers, and directors against any third-party claim alleging that any of Your Content infringes or misappropriates that third party’s intellectual property rights, and will pay the amount of any adverse final judgment or settlement.
- Neither party will have obligations or liability under this Section arising from infringement by your combinations of the Services with any other product, service, software, data, content or method. In addition, we will have no obligations or liability arising from your use of the Services after we have notified you to discontinue such use. The remedies provided in this Section 8.2 are the sole and exclusive remedies for any third-party claims of infringement or misappropriation of intellectual property rights by the Services or by Your Content.
In no event will a party agree to any settlement of any claim that involves any commitment, other than the payment of money, without the written consent of the other party.
Disclaimer & Limitation of liability
- The company only undertakes obligations expressly set forth in this Agreement.
- YOU ACKNOWLEDGE AND ACCEPT THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AVACUS IS PROVIDED ON AN "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS" BASIS. Company shall not be held liable for the malfunction of AVACUS which results from any of the following reasons:
- system maintenance or upgrading of AVACUS;
- force majeure, such as typhoon, earthquake, flood, lightning or terrorist attack, etc.;
- malfunction of your mobile device hardware and software, and failure of telecommunication lines and power supply lines;
- your improper, unauthorized or unrecognized use of the Services;
- computer viruses, trojan horse, malicious program attacks, network congestion, system instability, system or equipment failure, telecommunication failure, power failure, banking issues, government acts, etc.;
- any other reasons not imputed to Company.
- We shall not be held liable due to any of the following circumstances:
- you losing your devices, deleting AVACUS applications and wallets without back-up, forgetting Wallet Security Passwords, Private Keys, Mnemonic Words and so on without back-up, which results in the loss of such User's Tokens;
- you disclosing your Wallet Security Passwords, Private Keys, Mnemonic Words, or lending or transferring your AVACUS wallets to others, or authorizing others to use your mobile devices or AVACUS wallets, or downloading AVACUS through unofficial channels, or using AVAUCS by other insecure means, which result in the loss of your Tokens;
- you mishandling AVACUS (including but not limited to a wrong address, failure of the node servers selected by you), which result in the loss of Tokens;
- you being unfamiliar with the lack of knowledge in relation to blockchain technology and your mishandling of AVACUS resulting in loss of your Tokens;
- AVACUS being unable to copy accurate transaction records due to system delay or blockchain instability etc.;
4. Each User shall undertake the risks and consequences arising or in connection with the following:
- such User’s transactions by using Third-Party Service;
- the use of developer mode by Users; and
- the use of Buy Tokens and DEX services by Users, which shall be assumed by you, your counter-party and issuers of relevant Smart Contracts.
5. You acknowledge that AVACUS may provide services to you and your counter-party simultaneously or may have an affiliation or other interest relationship with foregoing parties, and you agree to waive any actual or potential conflicts of interests and will not claim against Company on such base or burden Company with more responsibilities or duty of care.
6. Company does not warrant that:
- services provided by Company would satisfy all your needs;
- all techniques, products, services, information or other materials from Company would meet your expectations;
- all the transaction information in digital Tokens markets captured from the third party exchanges are prompt, accurate, complete, and reliable;
- your Counterparties on AVACUS will perform their obligations in the transaction agreements with you timely.
- You understand that we may change our entry standards, limit the range and ways to provide services for specific Users, etc. at any time in accordance with applicable laws and regulations.
You will not assign or otherwise transfer this Agreement or any of your rights and obligations under this Agreement, without our prior written consent. Any assignment or transfer in violation of this Section will be void. We may assign this Agreement without your consent (a) in connection with a merger, acquisition or sale of all or substantially all of our assets, or (b) to any Affiliate or as part of a corporate reorganization; and effective upon such assignment, the assignee is deemed substituted for us as a party to this Agreement and we are fully released from all of our obligations and duties to perform under this Agreement. Subject to the foregoing, this Agreement will be binding upon, and inure to the benefit of the parties and their respective permitted successors and assigns.
- Entire Agreement and Modifications
This Agreement incorporates the Policies by reference and is the entire agreement between you and us regarding the subject matter of this Agreement. If the terms of this document are inconsistent with the terms contained in any Policy, the terms contained in this document will control. Any modification to the terms of this Agreement may only be made in writing.
- Force Majeure
Neither party nor their respective affiliates will be liable for any delay or failure to perform any obligation under this Agreement where the delay or failure results from any cause beyond such party’s reasonable control, including but not limited to acts of God, utilities or other telecommunications failures, cyber-attacks, earthquake, storms or other elements of nature, pandemics, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war.
- Export and Sanctions Compliance
In connection with this Agreement, you will comply with all applicable import, re-import, sanctions, anti-boycott, export, and re-export control laws and regulations, including all such laws and regulations that may apply. For clarity, you are solely responsible for compliance related to the manner in which you choose to use the Services. You may not use any Service if you are the subject of U.S. sanctions or of sanctions consistent with U.S. law imposed by the governments of the country where you are using the Service.
- Independent Contractors; Non-Exclusive Rights
We and you are independent contractors, and this Agreement will not be construed to create a partnership, joint venture, agency, or employment relationship. Neither party nor any of their respective affiliates, is an agent of the other for any purpose or has the authority to bind the other. Both parties reserve the right (a) to develop or have developed for its products, services, concepts, systems, or techniques that are similar to or compete with the products, services, concepts, systems, or techniques developed or contemplated by the other party, and (b) to assist third party developers or systems integrators who may offer products or services which compete with the other party’s products or services.
If you are under the age of majority in your jurisdiction of residence, you may use the Site or Services only with the consent of or under the supervision of your parent or legal guardian.
- To You: We may provide any notice to you under this Agreement by: (i) posting a notice on the Site; or (ii) sending a message to the email address then associated with your Account. Notices we provide by posting on the Site will be effective upon posting and notices we provide by email will be effective when we send the email. It is your responsibility to keep your email address current. You will be deemed to have received any email sent to the email address then associated with your account when we send the email, whether or not you actually receive the email.
- To Us: To give us notice under this Agreement, you must contact us via our support center.
- No Third-Party Beneficiaries
Except as otherwise set forth herein, this Agreement does not create any third-party beneficiary rights in any individual or entity that is not a party to this Agreement.
- No Waivers
The failure by us to enforce any provision of this Agreement will not constitute a present or future waiver of such provision nor limit our right to enforce such provision at a later time. All waivers by us must be in writing to be effective.
If any portion of this Agreement is held to be invalid or unenforceable, the remaining portions of this Agreement will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to effect and intent of the original portion. If such construction is not possible, the invalid or unenforceable portion will be severed from this Agreement but the rest of the Agreement will remain in full force and effect.
- Notice and Procedure for Making Claims of Copyright Infringement
If you are a copyright owner or agent of the owner, and you believe that your copyright or the copyright of a person on whose behalf you are authorized to act has been infringed, please provide us written notice at the address below with the following information:
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- a description of the copyrighted work or other intellectual property that you claim has been infringed;
- a description of where the material that you claim is infringing is located on the Services; your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
- Translated versions of this Agreement
Translated versions of this Agreement (if any) are provided for the convenience of Users, and are not intended to revise the English version of this Agreement. If there is any discrepancy between the English version and non-English version of this Agreement, the English version shall prevail.
- You shall fully understand and conform to the laws, regulations and rules in your jurisdictions that are relevant to the use of the Services.
- During your use of the Services, if you come across any problems, you can contact us through the submission of your feedbacks on AVACUS.
- This Agreement is accessible for all Users on AVACUS. We encourage you to read this Agreement each time you log onto AVACUS.
- As for any issues not covered in this Agreement, you shall comply with the announcements and relevant rules as updated by Company from time to time.