Metalpha operating program (hereinafter referred to as "this program" or "program"), is a platform operated by Metalpha Technologies Limited (hereinafter referred to as "we", “us” or "Metalpha") to provide digital asset-related services (hereinafter referred to as "service") for the registered users (hereinafter referred to as “you”). For the convenience of the expression of this Agreement (defined below), we and you are collectively referred to as the "both parties" in this agreement, and we or you are solely referred to as the "party".
Before you use the service, you should read this Term (defined below) carefully, and if there is any doubt about the Terms or other necessary matters, please consult the professional lawyer. If you do not agree to this Agreement and/or amendments thereto at any time, you shall immediately cease to use the services or stop logging in this program. Logging in this program, using any service of this program or any other similar behavior indicate that you understand and fully agree with the content of this Agreement (including any modifications we may make to this Agreement from time to time) and this Agreement will be binding upon you. You shall not claim the invalidity of the Agreement, or request for revocation of this Agreement on the grounds that you have not read this Agreement.
We would like to remind you:
Digital asset trading has extremely high risks and is not suitable for most people. You understand and acknowledge that this transaction may cause partial or total loss, so you should decide the amount of the transaction based on the degree of loss that you can bear. You understand and acknowledge that digital assets will generate derivative risks, so if you have any questions, it is recommended to seek professional advice first. In addition to the risks mentioned above, there will also be unpredictable risks. You should carefully consider and use clear judgment to evaluate your financial situation and the aforementioned risks before making any decision to buy or sell digital assets, and bear all losses arising therefrom and we are not responsible for this. If we believe that you have violated this agreement based on our unilateral judgment, or the services provided by this program or your use of the services provided by this program are illegal in accordance with the laws of your jurisdiction, we have the right to suspend or terminate your account at any time or suspend or terminate your use of the services or digital asset transactions provided by this program.
You Understand And Agree：
1 This program is only a place for you to obtain information about digital asset-related services and negotiate and carry out digital asset-related services, so you should make your own judgment and determine the authenticity, legality and validity of relevant digital assets and/or information, and bear the responsibilities and losses arising therefrom.
2 Any opinions, news, discussions, analysis, prices, suggestions and other information in this program are general market comments and it neither constitutes investment advice nor any promise as to the authenticity or reliance of such content. We are not responsible for any losses of you arising directly or indirectly from reliance on this information, including but not limited to any loss of profits.
3 The content of this program will be changed at any time without notice. We will not be responsible for any losses directly or indirectly caused by the information in this program, disconnection to Internet or delays or failures in transmission or reception of any notices and information.
4 There are also risks associated with the use of Internet-based trading systems, including but not limited to the failure of software, hardware, and Internet links. Since we cannot control the reliability and availability of the Internet, we will not take any responsibility for distortions, delays and link failures.
5 Only this program is Metalpha's official public information platform about the service.
6 It is forbidden to use this program to engage in all illegal transactions or illegal acts such as money laundering, smuggling, commercial bribery, etc. If any suspected illegal transactions or illegal acts are found, this site will adopt various methods that can be used, including but not limited to freezing the account, and notify the competent authorities, etc., we do not assume any responsibilities arising therefrom and reserve the right to hold relevant parties accountable.
7 It is forbidden to use this program for all unethical trading activities.
Chapter 1. General Principles
1.2 When you click on any button marked with "Agree" or similar meaning during the use of this program, or actually use the services provided by this program in other ways permitted by this program, it means that you fully understand, agree, accept and are bound with all the terms under the Agreement, and the absence of your handwritten written signature will not affect the legal binding force of this Agreement on you.
1.3 If you use any of the services and functions provided by this program, you will be deemed to have read, understood and:
1.3.1 Accept all terms and conditions of this agreement.
1.3.2 You confirm that you have reached the age of 18 or the legal age, in the case of a natural person, or have had the legal capacity, in the case of a legal entity, to conclude an agreement according to different applicable laws, and that your use, transaction, and information release and other behaviors of accepting the services of this program shall comply with the relevant laws and regulations of sovereign countries or regions that have jurisdiction over you and you have sufficient ability to accept these terms, you enter into transactions and use this program for digital asset services. If you do not meet the aforementioned qualifications, you and your authorized agent shall bear all the results resulting therefrom, and Metalpha reserves the right to cancel or permanently freeze your account, and to hold you and your authorized agent accountable.
1.3.3 You guarantee that the digital assets belonging to you involved in the transaction are legally obtained and owned.
1.3.4 You agree that you bear full responsibility and any gains or losses for your own trading or non-trading activities.
1.3.5 You agree to abide by any relevant laws and regulations, including reporting any trading profits for tax purposes.
1.3.6 You agree not to engage in or participate in any activity that harms the interests of this program or Metalpha at any time, regardless of whether it is related to the services provided by this program.
1.3.7 This Agreement only restricts the rights and obligations between you and us, and does not involve legal relationships and legal disputes due to digital asset transactions between users of this program or between other programs and you.
Chapter 2. Revised agreement
We reserve the right to revise this agreement from time to time, make announcements in the form of program announcements without notifying you separately. The changed agreement will be marked on the first page of this Agreement with the time of change, and once it is announced in the program, it will automatically take effect immediately. You should browse and pay attention to the update time and latest content of this Agreement from time to time. If you do not agree to the relevant changes, you should immediately stop using the program services, otherwise your continued use of the program services means that you accept and agree to the revised agreement.
Chapter 3. Use
3.1.1 You confirm and promise that when you actually use the services provided by this program, you are a natural person, legal person or other organization that has the ability to sign this agreement and use the services of this program as required by applicable laws. If you do not have the aforementioned subject qualifications, you and your authorized agent shall bear all the consequences resulting therefrom, and the company reserves the right to cancel or permanently freeze your account, and to hold you and your authorized agent accountable.
3.1.2 You confirm and promise that you are not on any lists of terrorist organizations and terrorists, such as the resolutions of the United Nations Security Council, nor you are restricted or prohibited by the regulatory authorities of the country from using any trading platform.
3.1.3 You confirm and promise that you are not a resident of the following countries or regions: Mainland China, Singapore, North Korea, Cambodia, Myanmar, Pakistan, Laos, Iran, Iraq, Afghanistan, Lebanon, Yemen, Syria, Maldives Islands, United States, Canada, American Samoa, The United States Virgin Islands, Cayman Islands, Guam, Haiti, Panama, Venezuela, Trinidad and Tobago, Puerto Rico, Northern Mariana Islands, Barbados, Jamaica, Botswana, Burundi, Congo, Ghana, Guinea Sau, Burkina Faso, Senegal, Kenya, Libya, Mozambique, Nicaragua, Sierra Leone, Somalia, South Sudan, Sudan, Zimbabwe, Uganda, Nigeria, Mauritania, Mali, Madagascar, Mauritius, Angola, Morocco and Albania.
3.2 Purpose of use
You confirm and promise: You do not use this program for the purpose violating laws and regulations or damaging this program and services.
3.3 Use matters
You should provide a valid e-mail address, mobile phone number and other information, and shall update in time so that we can effectively contact you. If we can't contact you, you shall bear any loss or increased cost in the process of using this program and services in your own. In accordance with the relevant laws and regulations of different jurisdictions, you must provide your real name, ID and other relevant information as required by laws and regulations, privacy clauses and anti-money laundering clauses, and keep updating the usage information to meet timely, detailed and accurate requirements. You are responsible for the authenticity, completeness and accuracy of such information, and bear any direct or indirect losses or adverse consequences arising therefrom.
Chapter 4. Service
This program only provides online trading platform services for you to conduct digital asset trading activities (including but not limited to services such as digital asset transactions) through this program.
4.1 Service content
4.1.1 You have the right to browse the product information of digital assets in this program.
4.1.2 You have the right to view the information under your account in this program, and you have the right to use the functions provided by this program.
4.1.3 You have the right to participate in the program activities organized by this program in accordance with the activity rules published by this program.
4.1.4 Other services to provide promised by the program.
4.2. Service Rules
You promise to abide by the following service rules of this program:
4.2.1 You should abide by the requirements of laws, regulations, and policies to ensure the legitimacy of the source of all digital assets. You must not engage in illegal or other activities that damage the rights and interests of this program, Metalpha or third parties in this program or using the services of this program. Including but not limited to sending or receiving any information that is illegal, violating regulations, or infringing on the rights and interests of others, sending or receiving pyramid schemes or other harmful information or speech, using or forging email header information of this program without authorization of this program, etc.
4.2.2 You should abide by laws and regulations and properly use and keep your account and login password. You are fully responsible for any operations and consequences resulting from using your account and login password. When you find that this program account, login password, or fund password or verification code is used by a third party without your authorization, or there are other account security issues, you should immediately notify this program effectively and request this program to suspend the service of this program account. This program has the right to take action on your request within a reasonable time, but this program does not bear any responsibility for the consequences (including but not limited to any loss of you) that have occurred before the action is taken.
4.2.3 You agree to be responsible for all activities that occur under your account and password for this program (including but not limited to information release, information publication, online click to agree or submit various rules and agreements, online agreement renewal or purchasing services, etc.).
4.2.4 You must not interfere with the normal operation of this program or interfere with other users' use of this program's services by any technical means or other means and you must not maliciously slander the goodwill of this program by fabricating facts or other means.
4.2.5 If you have disputes with other users due to online transactions, you must not request this program to provide relevant information through channels other than judicial or administrative.
4.2.6 When you use the services provided by this program, the taxable tax, as well as all hardware, software, service and other expenses incurred, shall be judged and borne by you alone.
4.2.7 You acknowledge that this program may have some products and service information which are available only to customers who have specific permissions. We do not ensure that you will be able to view or use all the information or services.
4.2.8 You shall abide by this Agreement and other terms of service and operating rules published and updated by this program from time to time, and have the right to terminate the use of the services provided by this program at any time.
4.3 Product rules
4.3.1 Browse transaction information.
When browsing transaction information in this program, you should carefully read all contents contained in the product information, including but not limited to price, service fee, etc. You can click the button to trade only after you fully accept all contents contained in the product information.
4.3.2 View transaction details.
You can view the transaction records through your account.
You have the right to cancel or modify the relevant transaction at any time before the transaction of the Products is concluded.
Chapter 5. Rights and Obligations of Metalpha
5.1 If you do not meet the qualification specified in this Term, Metalpha has the right to deny your access to the program. If you have used it, Metalpha reserves the right to cancel or permanently freeze your account, and to hold you and your authorized agent accountable. Meanwhile, Metalpha reserves the right to decide whether to accept your use of this program under any other circumstances.
5.2 Metalpha may suspend or terminate your account and all related account (s), in its sole discretion when it discovers that you or the user of your related account are not suitable for high-risk investment.
5.3 Metalpha has the right to suspend or terminate the use of the account if it finds that the account user is not the initial user of the account.
5.4 Metalpha has the right to notify you to correct, update the information or suspend or terminate the service of this program for you if it reasonably suspects that the information you provided is wrong, untrue, invalid or incomplete through technical testing, manual sampling and other testing methods.
5.5 Metalpha has the right to correct any information displayed in this program when it finds obvious errors.
5.6 Metalpha has the right to modify, suspend or terminate this program service at any time. Metalpha may exercise its right to modify or suspend services for the program without prior notice to you. If Metalpha terminates one or more of the services, such termination shall be effective on the date it publishes a termination notice on the program.
5.7 Metalpha has the right to delete all kinds of content information in this program that does not comply with laws and regulations or the terms of this program at any time with no need to notify you in advance when exercising these rights.
5.8 Metalpha has the right to request you for more information or materials in accordance with the requirements of the laws, regulations, rules, orders and other standards of your home sovereign country or region and take reasonable measures to comply with the local requirements, and you are obliged to cooperate. This program has the right to suspend or permanently stop the access to partial or all services of the program to you in accordance with the laws, regulations, rules, orders and other standards of your home sovereign country or region.
5.9 Unless required by laws and regulations, or in the following circumstances, Metalpha is not obliged to conduct prior review of all users' information data, asset information, transaction behavior and other matters related to the transaction: (1) Metalpha has reasonable reasons to believe that specific users may have major violations or defaults in specific transactions. (2) Metalpha has reasonable reasons to believe that the behavior of specific users in this program is suspected of being illegal or improper.
Chapter 6. Compensation
6.1 In any case, our liability to pay compensation for your direct damage will not exceed the total service fee we charge you for your use of the program for three (3) months.
6.2 To the extent permitted by law, if you violate this Term or other laws and regulations, you will be required to make compensation of at least US $2 million and bear all expenses incurred (including attorney's fees), if the compensation doesn't cover our actual losses, you will be required to immediately pay the same.
Chapter 7. Right to Seek Injunction
Both parties acknowledge that the remedies at common law for your breach or threatened breach may not be sufficient to compensate for all our losses, so we have the right to seek injunction and all other remedies allowed at common law or equity.
Chapter 8. Limitation and Exemption of Liability
8.1 You understand and agree that under no circumstances shall we be liable for:
8.1.1 loss of income.
8.1.2 trading profits or contract losses.
8.1.3 losses caused by business interruption.
8.1.4 loss of money expected to be saved.
8.1.5 losses caused by information problems.
8.1.6 loss of opportunity, goodwill or reputation.
8.1.7 data damage or loss.
8.1.8 cost of purchasing alternative products or services.
8.1.9 any indirect, special or incidental loss or damage arising from infringement (including negligence), breach of contract or any other reason, whether or not such loss or damage can be reasonably foreseen by us and whether or not we have been informed in advance of the possibility of such loss or damage.
Clause 8.1.1 to clause 8.1.9 are independent of each other.
8.2 You understand and agree that we will not be liable for any damages caused by any of the following circumstances:
8.2.1 your specific transaction may be in material violation of law or breach of contract.
8.2.2 your conduct in this program is suspected of being illegal or immoral.
8.2.3 costs and losses arising from the purchase or acquisition of any data, information or transaction through the services of this program or alternative behavior.
8.2.4 your misunderstanding of this program service.
8.2.5 any other losses related to the services provided by this procedure not caused by us.
8.3 We are not responsible for the failure or delay of services and any losses caused by the maintenance of information network equipment, failure of information network connection, failure of computer, communication or other systems, failure of power, weather, accidents, strikes, labor disputes, riots, uprisings, panic, lack of productivity or materials of production, fire, flood, storm, explosion, war, reasons of bank or other partners, collapse of digital asset market, government actions, orders of judicial or administrative institutions or other reasons beyond our control, beyond our capacity or the from the reasons of third parties.
8.4 We cannot guarantee that all the information, programs and texts contained in this program are completely safe and free from interference and destruction by any virus, Trojan horse and other malicious programs. Therefore, it is your personal decision to log in, use any service of this program or download and use any program, information and data downloaded, and you should bear the relative risks and possible losses.
8.5 We do not make any guarantee and commitment for any information, products and business of any third-party program linked in this program and any other content that does not belong to us. If you use any service, information and products provided by the third-party program, it is your personal decision, and you should bear all responsibilities arising therefrom.
8.6 We do not make any express or implied warranties with respect to your use of services through the program, including but not limited to the applicability, absence of error or omission, sustainability, accuracy, reliability or fitness for a particular purpose of the services provided through the Program. And we do not make any promises or guarantees for the availability, accuracy, correctness, reliability, quality, stability, completeness, timeliness of the technology and information provided through this program. Whether to log in or use the services provided by this program is your personal decision, and you shall bear your own risk and possible losses. We do not make any express or implied guarantee for the market, value and price of digital assets. You understand that the digital asset market is unstable, the price and value of the digital asset will fluctuate or collapse at any time. Trading digital assets is your own choice and decision, and you will bear the risks and possible losses.
8.7 Our warranties and undertakings set forth in this Term is our sole warranties and representations with respect to the services and the program and are in lieu of all warranties and undertakings arising in any other way or manner, whether written or oral, express or implied. All these warranties and representations represent only our own commitments and guarantees, and do not guarantee that any third party will abide by the warranties and commitments hereto.
8.8 We do not waive any rights not mentioned in this Term to limit, exempt or set off our liability for damages to the fullest extent of the application of law.
8.9 After your use of the service provided by us, you will be deemed to agree that any operation by us in accordance with the rules set out in this Term shall be at your own risk.
Chapter 9 Termination
9.1 We have the right to terminate all services of this program in accordance with this Term, and this Term will terminate on the date of termination of all services of this program.
9.2 You have no right to require us to continue to provide you with any services or perform any other obligations after this Term terminates, including but not limited to requiring the program to retain or disclose any information in its original program account for you, and forward any information it has not read or sent to you or a third party.
9.3 The termination of this Term shall not affect the non-breaching party's claim for other liabilities of the breaching party.
Chapter 10 Intellectual Property Right
10.1 All intellectual property rights contained in this program, including but not limited to program marks, database, program designs, text and diagrams, software, photos, videos, music, voice and combinations thereof, software compilations, related source code and software (including applications and scripts) belong to this program. You shall not copy, change, transmit or use any of the foregoing materials or contents for commercial purposes.
10.2 All rights contained in the program name (including but not limited to goodwill, trademarks and marks) belong to Metalpha.
10.3 your acceptance of this Term shall be deemed as you voluntarily assign the copyright of your information published by the program in any form to the owner of the program without compensation, the copyright foresaid including but not limited to reproduction right, distribution right, rental right, exhibition right, performance right, projection right, broadcasting right, information network communication right, production right, adaptation right, translation right, compilation right and other transferable rights that should be enjoyed by the copyright owner and we have the right to file a separate lawsuit against any subject infringement and obtain full compensation. This Term shall apply to any content protected by Copyright Law that published by you in this program, whether the content is formed before or after the signing of this Term.
10.4 You shall not illegally use or dispose of the Program or any intellectual property rights of others when you use the program. You shall not publish any information which has published by the program in any form or authorize other programs (and media) to use it.
10.5 Your login to the program or use of any service of the program will not be deemed to be our transferring any intellectual property rights to you.
Chapter 11 Information Protection
Chapter 12 Calculation
All transaction calculation results have been verified by us and all calculation methods have been public on the program. However, we cannot guarantee that the use of the program will be uninterrupted or free of error, and we will not bear any liability to you for such interruption or error.
Chapter 13 Entire Agreement
Chapter 14 Force Majeure.
We will not be liable for any delay or failure to perform as required by this Agreement caused by any circumstances beyond our reasonable control.
Chapter 15 Assignment
The rights and obligations set forth in this Term shall be binding upon the assignees, heirs, executors and administrators of the parties who benefit from such rights and obligations. You may not assign or transfer any right to use the service or any of your rights or obligations under this Term to any third party without our consent, but we may assign our rights and obligations under this Term to any third party at any time by giving you notice.
Chapter 16 Severability
If any provision of this Term is deemed to be unenforceable, invalid or illegal by any court of jurisdiction, the validity of the remaining provisions of this Agreement shall not be affected.
Chapter 17 Non-agency Relationship
Nothing in this Term shall be deemed to create, imply or otherwise constitute us as your agent, trustee or other representative, unless otherwise provided in this Term.
Chapter 18 Waiver
No waiver by either of us or you of any breach of contract or other responsibilities under this Term shall be deemed or construed as a waiver of any other breach and the non-exercise of any right or remedy shall not be construed as a waiver of such right or remedy in any way.
Chapter 19 Governing Law and Jurisdiction
This Term and any claim or lawsuit arising from the services contained in this Term shall be governed, interpreted and enforced in accordance with the laws of British Virgin Islands.
In case of any dispute between the Parties during the performance of this Agreement, if fails to be resolved through consultation, either Party is entitled to submit such dispute to the British Virgin Islands International Arbitration Centre ("BVIIAC") for arbitration and final resolution in accordance with the Virgin Islands International Arbitration Centre Administered Arbitration Rules in force at the time of submission for arbitration. The arbitration proceedings shall be conducted in English. The arbitral award shall be final and binding upon the Parties. Unless otherwise determined in the arbitral award, the arbitration fee shall be borne by the losing party. The losing party shall also reimburse attorney's fee and other expenses incurred by the winning party.
Chapter 20 Effectiveness and interpretation of the Terms
20.1 This Term shall take effect from the time that you click on the page of the program to agree to use and complete the application and obtain your account number and password for the program and this Term is binding on us and you.
20.2 The final interpretation right of this Term belongs to us.