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BestChange platform terms of use

The capitalised terms in these Terms of Use, and any and all Associated Documents forming an integral part of these Terms of Use, shall have the meaning set out therein, and the following words and expressions shall have the following meanings:

"Account" or "Personal Account" means the personalized section of the Platform closed for public access. Personal Account is accessed by entering authentication details on the Platform login interface (for iOS and Android versions) or login web page (for web version): login (Username) and password (access code).

"Affiliate" means any entity which is directly or indirectly controlled by, or which controls or which is under common control with another entity or individual;

"Approved Access Control" means (i) requiring that an Authorized User is logged into his / her / its Account prior to receiving access to the functionality of the Operator's Service and the Platform, (ii) requiring that a specific device is associated with an Authorized User's Account (e.g., through the use of a unique device identifier and dynamic identification) prior to receiving access to the functionality of the Operator's Service, or (iii) any other access control technique or technology that is used by the Operator's Service and corresponds to best market practices and standards, meaning it must be on par with a similar access control technique or technology implemented by at least one major CEX (now or in future) or at least one online platform that is a direct or indirect competitor of the Operator's Service;

"Approved Account Verification"means the standards for User identity verification and approval of the associated Account with consideration to the applicable legal requirements for KYC and AML / CFT policies, compliance with all applicable Sanctions, and Territory-specific restrictions;

"Approved Personal Data Provider" means a Third-Party Service Provider that is a reputable company with the high level of expertise and proven security systems in the field of outsource services for personal data collection, storage, processing and anonymization, User identification, and performing KYC, AML/CFT, Sanctions compliance and general compliance background checks;

"Approved Geo-Filtering Technique" means (i) use of an IP address look-up or similar technology that is designed to determine whether a User's IP address is within the Territory prior to accessing the Operator's Service and associated Apps and Websites and the blocking of access to such Users if the IP address look-up technology indicates that the User's IP address is not allowed within the Territory and, subsequently, that User is not eligible for registration of an Account as an Authorized User, and/or (ii) any geo-filtering technique intended to enforce territorial restrictions and ensuring that the Operator's Service is at all times accessed and used solely by Authorized Users within the Territory that is authorized for use on the Operator's Service by the Licensor or implemented by at least one major player in the market;

"Apps" mean, collectively, the iOS / Android OS applications published by the Licensor on the Effective Date or in future, allowing access to the particular functionality of the Operator's Service for Users and Authorized Users;

"Authorized User" means the User being either (a) an Individual User or (a) a Swap Desk Operator registered with the Platform that (i) duly registered the Account, (ii) passed the required Approved Access Control procedures, including KYC, AML and Sanctions compliance checks, (iii) accepted all agreements and terms and conditions associated with the Platform, and (iv) authorized to use the full functionality of the Operator's Service and Platform in the Territory;

"BestChange Platform" (the "Platform") means the technological Platform based on the Software as it is defined herein, consisting of the following online resources developed and managed by the Licensor: (i) Platform's website available online over the Internet via URL www.bestchange.com and (ii) the interactive application for the iOS and/or Android mobile platform(s) available via the official Apple Inc.'s App Store and/or Google's Google Play application store(s) if such application was released by the Licensor on the Effective Date of these Terms of Use. For the purposes of these Terms of Use the term "Platform" includes but is not limited to the BestChange Platform itself, underlying Software and software code, solutions, programs, algorithms, databases and hardware, all content available on or by means of the Platform, all Platform design elements and all of the interactive Platforms and functionality provided on or through the Platform, and any and all other elements, components and parts of the Platform without any limitation.

"Billing System" means a billing system of the Operator's Service accessible to both the Operator and the Licensor, designed and designated for accounting of (i) instances of use of the Operator's Service by Individual Users, (ii) Transactions made via the Operator's Service, and (iii) accounting of Royalties;

"CEX"mean, collectively, centralized exchanges operated by TPSPs as they are defined herein;

"DApps" mean, collectively, decentralized applications operated by TPSPs, access to which may be available on the Platform from time to time;

"Digital Assets" mean, collectively, cryptographic tokens, cryptocurrencies, non-fungible, virtual commodities and other assets that may be defined as "virtual assets", "cryptographic assets" and "digital assets" which may be offered for exchanging by Swap Desks Listed on the Platform;

"Event of Force Majeure ("EFM") means an event beyond the reasonable control of any Party, including without limitation: acts of God; flood; fire; lightning; explosion; accident; riot; civil strife; war; rebellion; enemy acts; strikes; satellite or other technical failure; breakdown in law and order, the operation of any directive or regulation of government;

"Government License(s)" mean, collectively, any licenses, permits, permissions and consents necessary under the laws in force in the Territory for the legally compliant launch and maintenance of Operator's Service by the Operator in accordance with these Terms of Use;

"Individual User" means any private individual that has attained, under the applicable law or the law of his / her fixed abode, age of legal capacity to adhere to and to be sued under the Platform's Terms of Use.

"Internet" means the world wide web and the delivery by way of the worldwide matrix of interconnecting computers known as the "internet";

"Licensor" means Agretis Software Design LLC, License No. 1078065, having its registered address at: Office 84, FG-LHEU, Mana bin Khalifa bin Saeed Al Maktoum, Dubai, UAE, PO Box 214950.

"Listing" means integration / listing of the Operator's Service on the Platform upon (i) the SDO successfully passing the KYC and AML checks required for listing of the Operator's Service on the Platform, and (ii) successful completion of check of compliance with the Swap Desk Listing Policy by the SD, the Website, and the SDO;

"Operator's Service"means the Operator's online service(s) being the Swap Desk(s) available via the Licensor's Platform;

"Security Breach" means a circumvention or failure of any Approved Access Control and/or Approved Personal Data Provider or claims of supervisory authorities or affected Users which may involve the Licensor, the Operator, the Platform or the Operator's Service;

"Software" means the complex software solution designed and designated specifically for the Platform. Integration of the Software with the Operator's Service will allow the Operator to launch and operate its Swap Desk and list it on / integrate it into the Platform (perform the Listing), which, subject to all compulsory compliance requirements outlined in these Terms of Use and any applicable law, is further referred to as the "Operator's Service".

"Swap Desk" ("SD") means an interactive swap desk operated by a SDO, designated for providing Individual Users via Platform functionality with information on potential deals on swapping (exchanging) Digital Assets, including but not limited to swapping (exchanging) virtual (digital) currencies for fiat currencies and other virtual (digital) currencies and Digital Assets, that performs such swapping (exchanging) of virtual (digital) currencies for fiat currencies on a regular basis;

"Swap Desk Operator" ("SDO") means an individual, individual entrepreneur or a duly incorporated legal entity that operates the SD and uses the Platform's functionality to List the SD and display information about such SD and offer that SD's services to Individual Users;

"Terms of Use" mean these Terms of Use, including all Associated Documents, any annexes and/or appendices hereto, as amended, supplemented or updated from time to time;

"Third-Party Resources" mean, collectively, any and all online websites, platforms and applications, including but not limited to CEX and DApps as they are defined herein, that are provided, operated and controlled by third parties (including TPSPs) unaffiliated with the Licensor and Operator, its subsidiaries, Affiliates, officers or employees, which can be accessed and interacted with using the Platform's functionality;

"Third-Party Service Providers" ("TPSPs") mean, collectively, any and all third parties unrelated to and unaffiliated with the Licensor and Operator, its subsidiaries and Affiliates that are actual operators of Third-Party Resources that are available on the Platform or in the Operator's Service, such as CEX and DApps. TPSPs also include, but are not limited to, (i) the Platform's KYC, AML, and other compliance due diligence service providers such as the Authorized Personal Data Provider, and (ii) third-party payment service providers (PSPs) allowing Users to perform Transactions in fiat currencies or cryptocurrencies via the Operators Services (i.e. Swap Desk).

"Transaction" means the act of transacting or the fact of any Digital Asset and/or other items, fiat currency or other assets or items being transacted from one Authorized User to another via the Operator's Service (Swap Desk) both on or outside the Platform, including Transactions directly between Swap Desks and Individual Users;

"User" means any individual, company, corporation, partnership, or other legal entity that wishes to become an Authorized User of the Platform as an Individual User and/or Operator of the Operator's Service;

"Website" means the website(s) related to the Operator's Service, owned and operated by the Operator and branded with the Operator Brand;

References to Clauses, Sections, Schedules and Appendices are (unless expressly stated to the contrary) to clauses and sections of and schedules and appendices to these Terms of Use.

GENERAL PROVISIONS

These Terms of Use constitute a legally binding agreement between the person registering as a User in the Platform and accessing and using the Platform and accepting these Terms of Use and all Associated Documents as they are defined herein, including but not limited to the Privacy Policy and Cookie Policy included by reference herein ("You") and the Licensor with respect to Your access to and use of the Platform, and its provisions may be enforced against You under applicable law. Please read and review these Terms of Use before You commence using the Platform. By accessing or using the Platform You acknowledge that You have read, understand and agree to be legally bound by all of the provisions of these Terms of Use without any limitations whatsoever. These Terms of Use are subject to change; please review these Terms of Use each time You access and/or use the Platform. You acknowledge and agree that by accessing or using the Platform, You shall be deemed as having accepted the most recent version of these Terms of Use. If You do not agree to follow the provisions of and/or be bound by these Terms of Use, You may not access or use the Platform in any way.

You will be deemed using the Platform anytime You access (via computer, mobile device or other technology) or otherwise interact or communicate with or connect to, the Platform or any parts or sections thereof or interact or communicate with other Users of the Platform by means and with help of the Platform.

These Terms of Use apply only and exclusively to the Platform, apply only to Your rights and obligations in connection with Your use of the Platform and do not apply to Your use of, or rights and obligations regarding, any other software applications or websites including but not limited to any other software applications or websites that may be operated or offered by the Licensor, its affiliates or other third parties.

By accepting these Terms of Use and agreeing to be bound by them, You agree that Your access to and use of the Platform must be at all times performed in strict accordance with the following rules:

  • You must use the Platform lawfully and in accordance with its designated purpose, solely and exclusively for Your personal, household or private commercial purposes;
  • Your accessing and use of the Platform must be performed by You in full compliance with these Terms of Use, other applicable documents related to the Platform, including but not limited to all Associated Documents as they are defined herein, and all applicable local, national or international laws and regulations;
  • You must obtain any and all consents, permissions or licenses that may be required for You to legally use the Platform before You begin using the Platform;
  • You must always provide true and complete information about Yourself, in cases such information is requested from You in the Platform, directly by the Licensor, or by a third party authorized by the Licensor;
  • You must at all times adhere to Your warranties and representations established in the "User Warranties and Representations" Section hereof;
  • You must not perform or allow performance of any action listed in the "Restrictions" or "Intellectual Property Rights" Sections of these Terms of Service, or violate any other restrictions established elsewhere in these Terms of Service and/or Associated Documents.

Your access to and/or use of the Platform and/or any part, feature or functionality thereof at any moment signifies Your agreement to be bound by the most recent version of these Terms of Use.

In case of non-compliance with the requirements of the law and these Terms of Service and/or any Associated Documents You undertake to independently bear responsibility before third parties, as well as before authorized regulatory and supervisory authorities, including law enforcement authorities.

ASSOCIATED DOCUMENTS

By accepting these Terms of Use You accept the terms of the following legal documents which regulate other matters pertaining to Your use of the Platform, constitute an integral part of these Terms of Use, and are incorporated by reference herein  (collectively, the "Associated Documents"):

In addition to the above-mentioned Associated Documents, if you are an SDO then you will have to separately accept the terms of the following Associated documents and perform SDO activities in full conformance with them:

Acceptance of these Terms of Use by You shall constitute Your express consent to be legally bound by the terms of, inter alia, Associated Documents.

By accepting these Terms of Use You expressly agree that the Associated Documents may establish other liability for violation of their terms, and undertake to conform to the terms of such Associated Documents for the full term of effect of these Terms of Use and/or the terms of effect of all such Associated Documents, whichever term of effect is longer.

By accepting these Terms of Use You expressly agree that, if the contrary is not expressly agreed between you and the Licensor in the relevant written agreement, the terms of these Terms of Use and Associated Documents have legal priority over any other legal instruments and agreements (both direct and implied, notwithstanding the form of their expression) that may directly or indirectly relate to the relationship between You and the Licensor.

USER ELIGIBILITY

To be eligible to register Your Personal Account in the Platform as a User and access and use the Platform, You must be fully compliant with the following conditions:

  • be at least eighteen (18) years old and of legal age in your jurisdiction of domicile or from which you access and use the Platform, whichever is applicable, and legally competent to enter into and accept these Terms of Service and all Associated Documents;
  • be proficient in the Blockchain technology and Blockchain-based software systems, CEX, Dapps, DEX, their operation and functionality, usage, storage, transmission / Transaction mechanisms and specifics associated with Digital Assets as well as Digital Asset storage facilities, be an advanced–level user of these and other related technologies and solutions, and have relevant experience working with them;
  • comply with any and all restrictions and prohibitions imposed on You in the jurisdiction of Your domicile, citizenship, residence or from which You access and use the Platform that may be established with respect to (i) swapping / purchasing / owning Digital Assets, (ii) using the Platform and similar technologies, (iii) accessing and using CEX, DApps and DEX, and (iv) other restrictions and prohibitions that may be imposed on You with respect to aforementioned;
  • obtain at Your sole expense any and all licenses and permissions in Your jurisdiction of registration / residence / incorporation that may be applicable to Your use of the Platform and provide a copy of such license and/or permission to the Licensor or its authorized KYC services provider if so requested or required by the Licensor or its authorized KYC services provider for Licensor's internal KYC purposes;
  • successfully pass all tests and security checks, including the KYC compliance test, that may be provided to you by the Licensor or its authorized KYC services provider upon registration Your Personal Account in the Platform for Licensor's internal KYC purposes;
  • perform any and all actions and provide any and all additional documents, such as Your valid passport, other ID or proof of incorporation of a legal entity on behalf of which You access and use the Platform, that may be requested by the Licensor or its authorized KYC services provider from You for Licensor's internal KYC purposes;
  • not be the subject of or subject to economic sanctions such as the United Nations Security Council Sanctions List, the list of specially designated nationals maintained by the U.S. Treasury Department's Office of Foreign Assets Control ("OFAC"), the denied persons or entity list of the U.S. Department of Commerce, or any similar list maintained by any other relevant sanctions authority in any jurisdiction whatsoever, not be listed on any similar list of prohibited or restricted parties, individuals and entities, and not act on behalf of any person or entity sanctioned thereunder;
  • not be a resident of sanctioned jurisdictions according to any trade embargoes, United Nations Security Council Resolutions ("UNSCR") or His Majesty's Treasury's financial sanctions regime, and not be located in and/or accessing and/or using the Platform from any jurisdiction that is the subject of any embargo by United Arab Emirates and/or the Emirate of Dubai, the United Kingdom, the European Union, the United States, United Nations Security Council ("UNSC") or any other relevant jurisdiction, and not be listed on any list of prohibited or restricted persons by said authorities;
  • have the full right, power, and authority to accept and enter into and comply with these Terms of Use and all Associated Documents on behalf of Yourself and/or any company or legal entity for which You may access or use the Platform;
  • not access or use the Platform if Your use thereof would or could potentially be illegal or otherwise violate any law You are or may potentially be subject to;
  • at all times fully comply with the terms and conditions of these Terms of Service, all Associated Documents, and any and all applicable local, national and international laws or regulations that are or may be applicable to Your access and use of the Platform, or otherwise in connection with Your use of the Platform.

USER WARRANTIES AND REPRESENTATIONS

By accessing and using the Platform and accepting these Terms of Use and Associated Documents and agreeing to be bound by them, You expressly and explicitly represent and warrant that:

  • You are of legal age in Your jurisdiction from which you access and use the Platform;
  • You will provide original, legitimate and lawful documentation proving Your legal age or other status if so requested or required by the Licensor or its authorized KYC services provider for KYC purposes;
  • Your use of the Platform is legal under and compliant with the laws of Your jurisdiction or under the laws of any other jurisdiction to which You may be subject;
  • You are not a citizen, resident, or member of any jurisdiction or group, and You do not act on behalf of any such citizen, resident, or member of any jurisdiction or group that is subject to any type or kind economic sanctions by the United Arab Emirates and/or the Emirate of Dubai, the United Kingdom, the European Union, the United States, United Nations Security Council ("UNSC") or any other relevant jurisdiction;
  • You are not listed on any list of prohibited or restricted persons issued by any authority whatsoever, including but not limited to HMT Sanctions List, the U.S. Treasury Department's Office of Foreign Asset Control's sanctions lists, the U.S. commerce department's consolidated screening list, the EU consolidated list of persons, groups or entities subject to EU Financial Sanctions, and You do not act on behalf of any person or entity listed therein or sanctioned thereunder;
  • If you are using the Platform on behalf of a legal entity, that legal entity is duly organized, validly exists and operates under the applicable laws of the jurisdiction of its incorporation, and that You are duly authorized by such legal entity to act on its behalf;
  • You understand the Blockchain technology and Blockchain-based software systems, CEX, Dapps, DEX, their operation and functionality, usage, storage, transmission / Transaction mechanisms and specifics associated with Digital Assets as well as Digital Asset storage facilities, including but not limited to the Platform, on an advanced level, and have relevant, advanced-level user experience working with them;
  • You understand all existing and potential risks relating to Digital Assets, Transactions, the Blockchain technology and Blockchain-based software systems, CEX, Dapps, DEX, their operation and functionality, usage, storage, transmission / Transaction mechanisms and specifics associated with Digital Assets as well as Digital Asset storage facilities, including but not limited to the Platform, including risk of loss of Digital Assets due to Blockchain hacks and Your own errors when transferring Digital Assets to any person or entity's cryptographic wallet;
  • You understand that Transactions on each Blockchain supported by the Platform are irreversible and may not be erased, hidden or obfuscated, that Your Transactions are displayed permanently and publicly, and that due to these specifics of Blockchains You relinquish any right of rectification or erasure of Your personal data if any such personal data is written on the relevant Blockchain;
  • You will not encourage or induce any TPSP to engage in any of the activities prohibited under these Terms of Use or any Associated Documents;
  • You will not impersonate someone or use or attempt to use another User's Personal Account without authorization or use the Platform in any manner that could interfere, disrupt, negatively affect, or inhibit other Users from fully enjoying it;
  • You will comply with any and all applicable tax obligations in Your jurisdiction of which You are a citizen, resident, or from which You access and use the Platform, arising from Your use of the Platform or otherwise in connection with Your use of the Platform;
  • You have read and understood these Terms of Use and all Associated Documents, and agree to be bound by their terms and conditions fully, irrevocably and unconditionally;
  • You do not rely on, and shall have no remedy in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in These Terms of Use or any of the Associated Documents;
  • You will not use the Platform or interact with the Platform in a manner that violates any law or regulation, including, without limitation, any applicable export control laws, as well as in non-compliance with these Terms of Use, including but not limited to the "Restrictions" and "Intellectual Property Rights" Sections hereof and/or any term or condition of any of the Associated Documents;
  • You expressly and explicitly understand, agree and confirm that any violation by You of any terms and conditions of these Terms of Use and/or terms and conditions of any of the Associated Documents may result in unilateral termination of Your access to Your Personal Account by the Licensor at its sole discretion without recourse to court, and/or administrative and/or civil-law and/or criminal proceedings against You that may be brought by, inter alia, the Licensor and/or relevant law enforcement authorities in any jurisdiction whatsoever.

OPERATOR SERVICES' COMPLIANCE

Notwithstanding the nature of these Terms of Use and the fact that each Operator shall be solely responsible for the compliance of its business activities conducted by the Operator involving the exploitation of the Software and the Platform, since the Licensor is a lawful and reputable company, each Operator undertakes to ensure for the Licensor that the Operator will comply with the laws and regulations both within and outside the territory applicable to the exploitation of the Software and the Platform and/or Operator's Service and/or related Websites and Apps (collectively, the "Software Based Business") by the Operator.

By accepting these Terms of Use each Operator hereby undertakes to ensure the compliance of its Software Based Business and related marketing activities with all applicable regulations, including but not limited to applicable payment service providers laws, cryptographic services and blockchain regulations, cryptocurrency transaction regulations, privacy laws, anti-money laundering laws and know-your-client standards, sanctions laws, payment providers and financial services laws, and securities laws. In case the Operator will need to apply for any Government License(s) in the Territory in order to conduct the Software Based Business, the Operator shall proceed with receiving any and all such Government Licenses in accordance with their respective licensing requirements at its on at its own expense and responsibility (collectively, the "Compliance Measures").

The Operator shall be solely liable (outside the Users' personal responsibility) for compliance and legal "purity" of the Transactions, and ensure that no Transactions whatsoever involve swapping / exchanging assets known as "dirty cryptocurrency".

The Operator shall be solely liable and responsible for obtaining any legal opinions with respect to the Operator's Service and the following legal compliance of the Software Based Business conducted by the Operator, as well as the use of the Software by the Operator as an integral component of the Operator's Service in the Territory, including but not limited on matters relating to legality of offering the Operator's Service and/or the Software and/or Platform to Authorized Individual Users within the Territory.

The Operator shall reimburse to the Licensor any and all costs (including travel and administrative expenses for lawyers and other consultants) and fines which the Licensor may be subject to as the result of any investigation or legal proceeding related to the Software Based Business utilizing the Platform.

PERSONAL ACCOUNT REGISTRATION AND SECURITY

Upon registration in the Platform, You may be asked to provide certain registration details in order to access and use the Platform. You expressly agree that all of the information You provide upon registration with the Platform must be correct, truthful, current, accurate and complete. Providing misleading or false information is forbidden and constitutes a material breach of these Terms of Use. If the Licensor believes that the information You provide is not correct, truthful, current, accurate or complete, or is false or misleading, the Licensor has the right to refuse, suspend or terminate Your access to the Platform or any of its functionality and to suspend or terminate Your Personal Account at any time.

When You register as a User of the Platform and accept these Terms of Use, the Platform will create for You a Personal Account for which You must provide username (login) and password. Your login and password are hereinafter collectively referred to as Your "Credentials".

You are personally and solely responsible for any use of the Platform with Your Credentials. For the avoidance of doubt, the Licensor shall not be responsible for the security of Your Credentials or other means of authorization required to access Your Personal Account.

You agree to take due care in protecting Your Credentials against misuse by third parties and promptly notify the Operator about any unauthorized use of Your Credentials or any other breach of security of Your Personal Account via the e-mail info@bestchange.com or other contact details that may be provided by the Operator in the relevant section of the Platform mobile application interface or Platform website.

Notwithstanding the foregoing, You acknowledge and agree that You shall assume all risks related to the use of the Platform, Your Personal Account, and Your Credentials. When You create a Personal Account, You are strongly advised to take precautions in order to avoid loss of access to and/or control over Your Personal Account. Suggested measures include, but are not limited to:

  • if this option is made available in the Platform, creating a strong unique password that You do not use for any other purpose (i.e. different to Your phone password or any other passwords You use for websites, online services, etc.);
  • if this option is made available in the Platform and/on Your device(s), allowing biometric authentication using Face ID / fingerprint and/or 2-factor authentication (2FA);
  • avoiding storing Your Credentials in plain text online or in an unsecured physical location;
  • limiting access to Your devices and Your Personal Account;
  • taking all necessary precautions against malware on Your device(s) and network(s) including but not limited to using proven anti-virus and anti-malware solutions;
  • promptly notifying the Licensor if You discover or otherwise suspect any security breaches related to Your Personal Account.

Notwithstanding anything to the contrary herein, the Licensor shall have no liability whatsoever in connection with activities that occur on Your Personal Account with or without Your authorization. For the avoidance of doubt, the Licensor hereby expressly and explicitly excludes any and all liability for any security breaches or other acts or omissions, which result in Your loss of access to Your Personal Account.

GRANT OF LICENSE TO USE PLATFORM

These Terms of Use represent, inter alia, the license agreement between You and the Platform Licensor, establish the principles and conditions of Your access to and use of the Platform as it is defined herein. The Platform is a software application and online platform that are intellectual property of the Licensor and/or its subsidiaries or affiliates, whichever is applicable, and which is maintained, operated and provided to You by the Licensor.

The License to use the Platform shall be deemed granted on the day of Personal Account registration (for Individual Users) or on the day of successful completion and passing all KYC and security checks (for SDOs) and shall terminate upon termination of use of the Platform by the User or deactivation of the User's Personal Account by the Platform Licensor, whichever is applicable (the "License Term").

Subject to your compliance with these Terms of Use, upon Your acceptance of these Terms of Use the Licensor grants You a limited, non-exclusive, non-sublicenseable, revocable, non-transferable right and license to access and use the Platform on your mobile or other device exclusively in accordance with its designated purpose and using other functionality of the Platform that may be made available for You within the Platform from time to time.

If you are an SDO, upon Your acceptance of these Terms of Use and successfully passing all KYC and security checks You are granted a limited, non-exclusive, non-sublicenseable, revocable, non-transferable right and license to access and use the Platform strictly by the following means and for the following purposes:

  • access and use the Platform and underlying Software in accordance with its designated purpose, that is, for integration of and Listing of the Operator's Service on the Platform:
  • placement and public display via the Platform of the Operator's Service-specific information, such as Digital Assets that the Operator's Service is ready to swap or exchange with Users, the Operator's reserves of particular Digital Assets, exchange rates for such Digital Assets etc.:
  • integration into the Platform of a direct hyperlink to the official Operator's Service's Website, or web page, Telegram channel, or other official online resource
  • using the Platform for informing the Platform visitors about Operator's Service's offers on swapping / exchanging Digital Assets, including cryptocurrencies, digital currencies, e-money etc.;
  • otherwise use the Platform in accordance with its designated purpose.

In cases defined in these Terms of Use and Associated Documents the license to access and use particular Platform functionality is granted on a paid basis, on the condition of payment of License Fees.

LICENSE FEES

For use of the Platform the Licensor is entitled to receive license fees from Users under these Terms of Use (the "License Fees"). Information on the payment procedure, the cost of the license fee, tariffs and other conditions, is available in the Personal Profile of User on the Platform.

For Individual Users, the right of access to the and use of the Platform are provided free of charge, subject to the restrictions and prohibitions established hereof.

For Swap Desk Licensors the right of access to the and use of the Platform are provided on the condition of license fee payments. In each case such license fee shall be calculated for each SDO on an individual basis.

Your use of the Platform or any of its functionality that is currently free of charge may be or may become subject to fees being charged. Any fees that may be charged by the Licensor in connection with the Platform will be announced separately.

Other than as expressly provided for hereunder, or as provided by applicable law, License Fees that may be charged by the Licensor in connection with the Platform are non-exchangeable and non-refundable. All License Fees charged to You, unless specifically noted otherwise, shall be exclusive of VAT, goods tax, sales and use, or similar taxes.

Any and all personal data that may be collected in the process of payment by You of the fees discussed in this Section shall be processed in accordance with the Platform Privacy Policy.

PLATFORM STATUS

The Platform and Platform Licensor are not a seller, a buyer or exchanger of virtual (digital) assets. The Platform is a purely technological platform that provides certain User functionality, such as ability of User interaction, access and use of which by Users are subject to these Terms of Use, including payment of license fees.

In case of non-compliance with the requirements of the law and these Terms of Use Users undertake to independently bear responsibility to third parties, as well as to authorized regulatory and supervisory authorities.

PRIVACY AND PERSONAL DATA

The information required to be provided in connection with Your use of the Platform (including instances discussed in the "Claims of IP Rights Infringement" Section) may include certain personal data. Collection, use and processing of Your personal data by the Licensor by the Licensor are governed by the Platform Privacy Policy. You hereby consent and agree that Your use of the Platform constitutes automatic acceptance of the Platform Privacy Policy, incorporated herein by reference.

You agree that when You provide any personal data via the Platform or in connection with Your use of the Platform You do so upon having reviewed and agreed to these Terms of Use and the Privacy Policy, that You provide Your personal data consciously and that Your personal data is collected, processed and stored basing on Your express consent and approval.

COOKIE POLICY

The Platform may deploy or will deploy certain data files to be stored in Your web or mobile browser and/or on Your computer and/or mobile device, designated for "remembering" You and Your activities in the Platform (the "cookie" files). Use of cookie files by the Licensor and the Platform is governed by the Platform Cookie Policy. You hereby consent and agree that Your use of the Platform constitutes automatic acceptance of the Platform Cookie Policy, incorporated herein by reference.

GEOLOCATION

When you access and use the Platform it will collect actual geographical coordinates (or other geolocation data) of Your device from which you access to and use the Platform. Collection and use of geolocation data is required for the correct functioning of the Platform and the performance of these Terms of Use, and are governed by the Platform Privacy Policy.

INTERACTION WITH OTHER USERS

Certain functionality of the Platform is designed and designated for interaction with and between Users of the Platform. Your interaction and communication with other Users must be at all times performed in strict accordance with these Terms of Use.

You must treat all other Users of the Platform with dignity and respect, and respect the privacy and opinions of other Users. Any communication with, or action against, other Users of the Platform that is performed in violation of these Terms of Use or general principles of normal human communication and behavior are expressly prohibited and may result in suspension or termination of Your Personal Account, as well as Your prosecution if Your behavior in the Platform may be deemed illegal or unlawful under any applicable law.

ADDITIONAL FUNCTIONALITY, PRODUCTS AND SERVICES

The Licensor may provide to You access to additional functionality of the Platform subject for extra license fee calculated separately, or to additional paid services. The provision of additional functionality and services does not expand Your license rights to access and to use the Platform under these Terms of Use.

The amount of license fees for additional functionality and additional services shall be made available to Users via Personal Profile.

Any and all personal data that may be collected in the process of payment by You of the fees discussed in this Section shall be processed in accordance with the Platform Privacy Policy.

CONTESTS, GAMES AND ADVERTISING

Certain information and materials made available to Platform's Users or otherwise distributed via the Platform may be classified as advertising under applicable law. By accepting these Terms of Use and using the Platform You grant to the Licensor Your express consent to view and receive advertising materials and information made available to Platform's Users or otherwise distributed via the Platform, notwithstanding the origin of the advertisement and of the advertising entity or individual.

In addition to advertising, the Platform may contain information on offers, or directly offer to, take part in various games, contests, advertising activities and other similar activities offered and organized by the Licensor or third parties selected by the Licensor. You understand and agree that each and every such activity is or may be governed by a standalone document setting forth the terms and conditions of Your participation and general rules of such activities, which documents may include, without limitation, game rules, contest rules, and end user license agreements. By accepting these Terms of Use and using the Platform You expressly agree to be bound by any and all such documents, and agree that Your engagement in any such activities shall be deemed to be an automatic consent to any and all terms, conditions and rules that may be imposed by any such documents, and shall be governed by these documents only. You also agree and confirm that these Terms of Use do not regulate any such activities.

NETWORK SECURITY AND ACTION REQUIRED BY LAW

Your use or distribution of tools designed for compromising security or collecting information (e.g., password guessing programs, keygens, "cracking" tools, "spiders", or other network probing tools) in connection with the Platform is strictly prohibited. If You become involved in any violation of the Platform system security, the Licensor reserves the right to release Your details to system administrators and operators of other software applications and websites, including software applications and websites not directly related to the Platform and/or operated by the Licensor or any of its affiliates in order to assist them in resolving or preventing security incidents.

The Licensor reserves the right to cooperate fully with law enforcement authorities or court orders requesting or directing the Licensor to disclose the identity of, or other information about, anyone publishing or otherwise making available via the Platform any information or materials that are believed to violate these Terms of Use or applicable law, including You.

In addition to the foregoing, The Licensor may need to comply with lawful interception and/or data retention requirements imposed by Your country of residence or any other country in which You access and use the Platform. The Licensor may restrict access to any part of the Platform or terminate Your access to the Platform, at any time in its sole discretion if required by law or by the relevant authorities or regulatory agencies to do so.

THIRD-PARTY RESOURCES

By accepting these Terms of Use, You acknowledge that the Platform may contain hyperlinks or references to other software applications, websites or online platforms, such as cryptocurrency exchanges, that are not maintained by, or related to, the Licensor or its subsidiaries or affiliates and over which the Licensor and its subsidiaries and affiliates have no direct or indirect control whatsoever and which are owned and/or operated by TPSPs as they are defined herein ("Third-Party Resources"). The Licensor may provide, via the Platform, links to Third-Party Resources such as CEX, DApps and DEX for Users' convenience or reference, and such Third-Party Resources are not and shall not be viewed as sponsored or endorsed by or recommended by or affiliated with the Platform or the Licensor or its subsidiaries or affiliates and may not be interpreted as Licensor's affiliation with or endorsement of any TPSP owning or operating any such Third-Party Resource.

You further acknowledge that the Licensor has no explicit or implicit obligation to review, has not reviewed and does not review the content of such Third-Party Resources and is not responsible for the contents of any of those Third-Party Resources. As a result, the Licensor makes no representations concerning any TPSP content contained in or accessed through the Platform and/or on Third-Party Resources and makes no representations or warranties about the content, completeness, safety, or accuracy of any hyperlinks to Third-Party Resources and/or their content made available in the Platform, specifically disclaims any and all responsibility and liability for any content, software, functionality, websites or advertised products (goods, works or services) available via such Third-Party Resources or other Internet or mobile resources, and shall have no liability for any damages or injuries of any kind arising from the content or information of such Third-Party Resources, including any actual (inflicted) or potential damages or injuries suffered from infringement of third-party intellectual property rights or from purchase of the goods, works or services, including Digital Assets exchange services, through Third-Party Resources.

You access and use any Third-Party Resources accessible through hyperlinks in the Platform at Your sole risk and at Your sole discretion. Upon accessing any such Third-Party Resource, You must review and agree to the terms of use of the relevant Third-Party Resource before using it, and any other terms, conditions, warranties, or representations associated with content available on such Third-Party Resources are agreements solely between You and such TPSPs.

In addition, use of the Platform by You is governed by these Terms of Use, but may also be subject to any rules or policies applied by any third party platform providers with whose devices and/or operating systems the Platform software application has/have been designed to be compatible with, including Apple Inc.'s App Store and Google Inc's Google Play. These third party application stores are operated by the relevant third party platform providers and/or their affiliates, including Apple Inc. and Google Inc. You must comply with all applicable terms of service, rules and policies applying to these third party application stores from which you download the Platform software application, as they may be amended from time to time. The Licensor is not responsible for these third party application stores for anything provided by them and may not and does not guarantee that they will be continuously available.

The Licensor retains the exclusive right to add to, modify, or cancel the availability of any Third-Party Resource at any moment and at its sole discretion.

In addition to the foregoing, Your interactions and dealings with persons found on or through the CEX / DApps / DEX or any other Third-Party Resource, including payment and delivery of goods and services, financial transactions, and any other terms associated with such dealings, are solely between You and such persons. You agree that the Licensor shall not be responsible or liable for any loss or damage of any sort incurred by You as the result of any such dealings.

Furthermore, third-party content, software applications and websites, including Third-Party Resources, may be terminated or interrupted at any time by their respective operators, and the Licensor makes no representation or warranty that any content, software application or website will remain available for any period of time. The Licensor expressly disclaims any responsibility or liability for any termination, interruption or suspension of any third-party content, software application or website, including but not limited to Third-Party Resources referenced in the Platform. The Licensor is, and may not be held, neither responsible nor liable for any Third-Party Resources. Any question or request relating to Third-Party Resources should be made directly to the relevant Third-Party Resource(s) operator(s).

RESTRICTIONS

The Users are expressly prohibited to, and are prohibited to allow any third party to, perform any of the following actions, and any actions similar in nature or intent thereto, and that performance of any such actions shall constitute a material breach of these Terms of Use ("Restrictions"):

  • display, copy, store, modify, adapt, reverse engineer, sell, publish, make available to the public or redistribute the Platform or any services, resources or functionality made available to You via the Platform, or otherwise violate the "Intellectual Property Rights" Section hereof, and knowingly not prevent other Users from doing the same;
  • allow any third party to access and use the Platform using Your Credentials;
  • transmit malicious software code in or with help of the Platform;
  • collect information of other Users through the Platform;
  • interrupt the normal operation of or tamper with the Platform or any content,  or any functionality contained in or provided through the Platform, or any servers used in providing the Platform, or to unreasonably affect use of the Platform by other Users in any way or manner whatsoever;
  • disseminate or post spam, unreasonably large files, chain letters, information on pyramid (Ponzi) schemes, viruses or any other information or technologies that may harm the Platform or any of its functionality, or the interest or property of the Users or the Platform Licensor;
  • disseminate information that is unlawful, pornographic, erotic, obscene, defamatory, libelous, threatening, discriminatory, harassing, bullying, vulgar, indecent, profane, hateful, racially, culturally or ethnically offensive, or that encourages criminal conduct, or that gives rise, or potentially may give rise, to civil, administrative or criminal liability, or that violates any applicable laws, rules, regulations, directives, treaties or guidelines, or that infringes or violates other parties' (including other Users') intellectual property, publicity, or privacy rights or contains links to illegal, infringing or restricted content;
  • link the Platform (including by posting links in your Personal Account) to any software application or website or other online or offline resource that ordinarily contains or hosts content that is unlawful, pornographic, obscene, defamatory, libelous, threatening, discriminatory, harassing, bullying, vulgar, indecent, profane, hateful, racially, culturally or ethnically offensive, or that encourages criminal conduct, or that gives rise, or potentially may give rise, to civil, administrative or criminal liability, or that violates any applicable laws, rules, regulations, directives, treaties or guidelines, or that infringe or violate other parties' intellectual property, publicity, or privacy rights or contain links to infringing or unauthorized content;
  • create an association between You and the Platform and/or the Licensor, and/or assert that You or Your actions within the Platform are encouraged or officially endorsed by the Licensor unless otherwise specifically permitted by the Licensor to do so in writing;
  • use the Software and/or Platform and/or Operator's Service for any illegal purposes, including but not limited to: storing, transmitting or attempting to use for Transactions Digital Assets marked as "dirty" by crypto asset tracking service providers such as Crystal, Chainalysis, Ciphertrace, Elliptic and other similar crypto asset tracking service providers; performing "dust attacks"; money laundering; financing of terrorism; illegal or otherwise prohibited trade; illegal gambling; fraud; and any other purposes that are or may be deemed illegal under any applicable local, national or international law or regulations, and knowingly not prevent other Users from doing the same;
  • use the Software and/or Platform and/or Operator's Service to store, trade, transmit or to use for Transactions Digital Assets that are proceeds of criminal or fraudulent activity, including but not limited to Digital Assets obtained from crypto scams, crypto exchange hacks, illegal transactions made via Darknet-based platforms, and any and all other criminal or fraudulent activities, and knowingly not prevent other Users from doing the same;
  • use the Software and/or Platform and/or Operator's Service for any kind or type of "token raise", "token listing", or misrepresent that the Operator's tokens or any third party tokens are in any way or manner whatsoever supported or endorsed by the Licensor or the Platform;
  • make unsolicited offers or advertisements in or with help of the Software and/or Platform and/or Operator's Service, and knowingly not prevent other Users from doing the same;
  • impersonate or falsely claim affiliation with any person or entity in connection with use of the Software, and knowingly not prevent other Users from doing the same;
  • misrepresent, defraud or defame others in connection with Operator's use of the Software and/or Platform, and (applicable to SDOs) knowingly not prevent other Users from doing the same;
  • negatively present the Software and/or Platform and/or the Licensor and/or its subsidiaries or Affiliates, and knowingly not prevent other Users from doing the same;
  • misuse or gain unauthorized access to the Software and/or Platform by knowingly introducing viruses, cross-site scripting, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the Software, and knowingly not prevent other Users from doing the same;
  • access without authority, interfere with, damage or disrupt any component of the Software and/or Platform, any equipment or network on which the Software is stored, and knowingly not prevent other Users from doing the same;
  • reverse engineer or bypass, circumvent, or attempt to bypass or circumvent any measures that the Licensor may use for security purposes in relation to the Software and/or Platform, and knowingly not prevent other Users from doing the same;
  • reverse engineer the Software or its integral parts or components, and knowingly not prevent other Users from doing the same;
  • promote or advertise any activity that is unlawful or illegal under the laws of any jurisdiction in connection with use of the Software and/or Platform, and knowingly not prevent other Users from doing the same;
  • use bots, spiders, offline readers for unlawfull use of the Software and/or Platform, and knowingly not prevent other Users from doing the same;
  • otherwise use the Software and/or Platform for engaging in any activities that are illegal under laws of any jurisdiction or that encourage criminal behavior and/or activities that are unlawful or fraudulent or have such purpose or effect or otherwise support any activities that breach any applicable local, national or international law or regulations, and knowingly not prevent other Users from doing the same;
  • deploy any third-party software solution which can affect the Software and/or Platform without prior consent from the Licensor.

Breach of this "Restrictions" Section of these Terms of Use shall constitute a material breach of these Terms of Use by You and a direct violation of applicable laws. Unauthorized access and use of the Platform, including any use in contravention of these Terms of Use and the "Restrictions" section of these Terms of Use, are expressly prohibited and may result in criminal prosecution and/or civil and/or administrative and/or disciplinary liability, including court action against You initiated by the Licensor or relevant law enforcement authorities. Licensor's failure or omission to act does not deprive the Licensor of the right to seek legal remedies against Your violation of this Section or to take any other lawful actions aimed at the enforcement of this Section or these Terms of Use.

Any breach of this "Restrictions" Section shall entitle the Licensor to:

  • unilateral and out-of-court termination of these Terms of Use with immediate effect; and
  • legally demand receipt from the breaching User, including SDOs, a contractual penalty in the amount of US $ 5,000,000 (Five Million US Dollars).

CONSENT TO MONITOR

The Licensor reserves the right, but is under no obligation, to monitor Your Personal Account and Your activities in the Platform related to Your Personal Account for the purposes of confirming that You use the Platform in full accordance with these Terms of Use and applicable law. You hereby grant the Licensor Your express permission and consent to monitor Your Personal Account and all activities performed under Your Personal Account for purposes of confirming legal use of the Platform and identifying instances of restricted use and potential violations of these Terms of Use and applicable law.

CLAIMS OF IP RIGHTS INFRINGEMENT

If you believe that any content contained or appearing in the Platform infringes Your intellectual property rights or intellectual property rights of third parties that You are authorized to represent, please send the following information (collectively, "Infringement Claim") in writing to info@bestchange.com:

  • Your name, address, telephone number, and e-mail address;
  • a description of the intellectual property right that You claim has been infringed;
  • description of each place where alleged infringing material is located;
  • a statement by You that You have a good faith belief that the disputed use has not been authorized by You, Your agent or other representative, or under applicable law;
  • Your electronic or physical signature or the electronic or physical signature of the person authorized to act on Your behalf; and
  • a statement by You that the information in Your Infringement Claim is accurate, with the description of the actual owner of intellectual property rights that are deemed infringed.

Your personal data provided to the Licensor in connection with the Infringement Claim will be processed in accordance with the Platform Privacy Policy.

REPORTING ABUSE

You may report to the Licensor abuse by other Users of the Platform, as well as Users engaged in activities listed in the "Restrictions" Section of these Terms of Use, by sending an e-mail to the following address: info@bestchange.com.

REPORTING VIOLATIONS OF TERMS OF USE

You may inform the Licensor about violations of these Terms of Use by other Users of the Platform by sending an e-mail to the following address: info@bestchange.com.

SUSPENSION/TERMINATION OF PERSONAL ACCOUNT

You may terminate Your access and use of the Platform if You no longer wish to use the Platform by deleting Your Personal Account and subsequently deleting the Platform from Your device (if applicable) .

The Licensor reserves the right to investigate any and all suspected violations of these Terms of Use and to take any and all necessary or appropriate actions to remedy such violations, as the Licensor may determine appropriate. The Licensor may suspend, terminate, modify, restrict or delete Your access to the Platform at any time at its sole discretion, with or without notice to You, if there is an indication that You have breached these Terms of Use.

If You are found to be in a material breach of these Terms of Use, including but not limited to being found violating the "Restrictions" section of these Terms of Use, by using the Platform for illegal purposes or infringing Licensor's or third parties' (including other Users') rights, the Licensor reserves the right to both suspend Your Personal Account for an indeterminable amount of time and notify the relevant government officials in the relevant jurisdiction if Your actions may be classified as illegal and punishable under applicable laws.

ACCESS, UPTIME AND AVAILABILITY

The Platform may not be available in some countries and may be provided only in selected languages. The Platform may be network dependent. The Licensor reserves the right, in its sole discretion, to change, improve and correct the Platform. The Platform may not be available during maintenance breaks and other times. The Licensor may decide to discontinue the Platform or any part thereof in its sole discretion and at any given moment. The Licensor does not represent or warrant that the Platform, or any part or functionality thereof, is appropriate or available for use in any particular jurisdiction, and does not represent or warrant that Your access to the Platform will be error-free, virus-free, uninterrupted, and that the servers on which the Platform is deployed will be up permanently.

NO RIGHT OF FUTURE ACCESS

These Terms of Use do not grant You any rights with respect to Your future access to the Platform. Thus, the Licensor may, in its sole discretion and at any time, discontinue the Platform or any parts thereof or limit or restrict any User, including You, access thereto, for any reason, with or without notice. YOU UNDERSTAND AND AGREE THAT the Licensor MAY TAKE ANY ONE OR MORE OF THESE ACTIONS WITHOUT ANY NOTICE TO YOU, PRIOR OR OTHERWISE, AND YOU UNDERSTAND AND AGREE THAT NEITHER the Licensor NOR ANY OF ITS AFFILIATES SHALL HAVE ANY LIABILITY TO YOU OR TO ANY OTHER PERSON FOR ANY TERMINATION OF YOUR OR ANYONE ELSE'S ACCESS TO THE PLATFORM, ITS FUNCTIONALITY OR PART OR ALL OF ELEMENTS COMPONENTS THEREOF AND/OR TERMINATION OF YOUR PERSONAL ACCOUNT AND/OR REMOVAL or purging OR DEACTIVATION OF ANY OTHER INFORMATION OR DATA THAT YOU OR ANYONE ELSE MAY HAVE PROVIDED ON OR BY MEANS OF THE PLATFORM.

DISCLAIMER OF WARRANTIES

You expressly acknowledge and agree that You access and use the Platform at Your sole discretion and Your sole risk. The Platform, and any portion, element or component of the Platform, including but not limited to any INTERACTIVE Platforms AND FUNCTIONALITY available to You through the Platform are provided "As is", "With all faults" and "As available". TO THE FULLEST EXTENT PERMITTED BY any applicable LAW, the Licensor AND ITS AFFILIATES EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND with respect to the PLATFORM, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE AND NON-INFRINGEMENT. To the maximum extent allowed under any Applicable Law, neither the Licensor nor any of its affiliates make any warranties or representations about the accuracy or completeness of content available on or through the Platform or the content of any other software applications, Internet or mobile resources relating to the Platform or links to which are contained in the Platform. The Licensor reserves the right, in its sole and exclusive discretion, to change, modify, add, remove or disable access to any portion of the Platform AT ANY MOMENT OF TIME.

BY ACCEPTING THESE TERMS OF USE YOU EXPRESSLY ACKNOWLEDGE AND ACCEPT THAT THE PLATFORM MAY PROVIDE INFORMATION ON, INCLUDING BUT NOT LIMITED TO, THE PRICE, RANGE, BID/ASK SPREAD, VOLUME, VOLATILITY OF VIRTUAL (DIGITAL) ASSETS AND EVENTS THAT HAVE AFFECTED THEIR PRICE. YOU FURTHER ACKNOWLEDGE THAT YOU ARE INFORMED THAT THE OPERATOR AND THE PLATFORM DO NOT PROVIDE VIRTUAL (DIGITAL) ASSET PURCHASE, SALE OR EXCHANGE SERVICES, AND ARE NOT PARTIES TO THE RELEVANT TRANSACTIONS, AND NONE OF THE CONTENT, CONTAINED, REFLECTED OR AVAILABLE IN OR VIA THE PLATFORM AND OWNED BY THE OPERATOR AND/OR ITS AFFILIATES CONTAINS INVESTMENT, FINANCE, ACCOUNTING, TAX OR SECURITY TRADING ADVICE, OR SERVES AS A PROFESSIONAL ADVIÑE ON ANY OTHER ISSUES, OR CONSTITUTES OFFERS, TRADING SIGNALS, INSTRUCTIONS OR SOLICITATIONS TO MAKE ANY FINANCIAL TRANSACTIONS. WHEN MAKING ANY DECISION REGARDING FINANCES, YOU MUST CONDUCT AN INDEPENDENT COMPREHENSIVE ANALYSIS, ASSESS AND EVALUATE ALL UNCERTAINTIES ALONG WITH YOUR FINANCIAL SITUATION AND RISK TOLERANCE BEFORE USING THE PLATFORM. AND IF NECESSARY, SEEK THE HELP OF A LICENSED FINANCIAL ADVISER.

LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED UNDER ANY AND ALL APPLICABLE LAWS, IN NO EVENT WILL THE OPERATOR, ITS SHAREHOLDERS, SUBSIDIARIES, AFFILIATES, LICENSORS, WEBSITE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, OFFICERS, DIRECTORS, AND AGENTS BE LIABLE TO YOU OR ANYONE ELSE UNDER ANY THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, STATUTORY, OR OTHERWISE) FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR ANY OTHER DAMAGES, INCLUDING LOSS OF REVENUE OR INCOME, PAIN AND SUFFERING, EMOTIONAL DISTRESS, DAMAGES FOR LOSS OF GOODWILL, DATA OR ANY OTHER INTANGIBLE LOSSES, RESULTING FROM YOUR ACCESS AND/OR USE OF, OR INABILITY TO ACCESS AND/OR USE THE PLATFORM OR ANY PART OR component THEREOF, EVEN IF THE OPERATOR  HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. You assume full responsibility for any damages, losses, costs, or harm arising from Your Access and/or use of, or inability to access and/or use, the Platform.

WAIVER OF CLAIMS

By using thE Platform and accepting the terms and conditions of these Terms of Use, to the maximum extent available under any applicable law You hereby waive, AND AGREE TO RELEASE AND HOLD HARMLESS THE OPERATOR, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, WEBSITE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, OFFICERS, DIRECTORS, AND AGENTS AND ANY OTHER APPROPRIATE PARTY FROM, ANY AND ALL CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE OPERATOR, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, WEBSITE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, OFFICERS, DIRECTORS, OR AGENTS AND ANY OTHER APPROPRIATE PARTY DURING OR AS A RESULT OF INVESTIGATIONS WITH RESPECT TO YOUR ACCESS AND USE OF THE PLATFORM OR ANY PART OR PORTION THEREOF, AND FROM ANY AND ALL ACTIONS TAKEN AS A RESULT OF SUCH INVESTIGATIONS BY THE OPERATOR, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, WEBSITE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, OFFICERS, DIRECTORS, OR AGENTS, AND ANY OTHER APPROPRIATE PARTY, INCLUDING BUT NOT LIMITED TO ANY LAW ENFORCEMENT AUTHORITIES.

INTELLECTUAL PROPERTY RIGHTS

All rights, title and interests, including but not limited to the exclusive copyrights and other intellectual property rights in and to the platform and all parts, elements and components thereof including without limitation any and all computer code, technology, software engine, themes, objects, logos, artwork, menu items, user interface, embedded platforms, functionality, design of the platform, message exchange system, text, illustrations, photographs, graphics, audio files, video files, audio-visual files, names of goods, services, or online services, trade names, slogans, trademarks, service marks, other designations, as well as other materials and content available in or via the platform are owned by the Platform Licensor and/or its licensors and/or third parties, constitute intellectual property of said parties, and the operator and its licensors and such third parties retain all right, title, and interest in and to these intellectual property items. All contents of the Platform, including the selection, arrangement, and look and feel, are protected by various national copyright, trademark and trade secret laws and by international treaties and conventions. Unless expressly provided otherwise in these Terms of Use no right, title, license or other interest in any of the contents or any patent, trademark, copyright or other intellectual property rights are transferred, assigned, licensed or otherwise conveyed to you by your access to and use of the platform hereby, and the operator, or the party that provided the relevant intellectual property, at all times retains all right, title, and interest in any such intellectual property that you may be accessing or using when you access and use the platform.

All trade names, slogans, trademarks, service marks, designs and other designations used or mentioned on the Platform are used solely for informational purposes, that is, to identify the relevant products, goods and services introduced into civil circulation by their right holders. The use of these designations shall not be deemed as explicit or implied endorsement by the Platform Licensor of their respective owners or their activities.

By accepting these Terms of Use You expressly agree that You are expressly prohibited to, and are prohibited to allow any third party to, perform any of the following actions, and any actions similar in nature or intent thereto, or actions that might be potentially regarded as violating the Applicable Law, foreign or international law, including intellectual property and copyright law, and that performance of any such actions shall constitute a material breach of these Terms of Use:

  • copy, replicate, distribute, modify, remake, republish, download, post, display, perform, add to, abridge, compile, adapt, translate, derive source code from, disassemble, decompile, reverse-engineer, or create derivative works based on the Platform or any part or portion thereof, update, broadcast, make available to the general public, or otherwise transmit, disseminate or use in any similar way or manner whatsoever the Platform, any of its functionality, or any of the Platform's contents;
  • sell or re-sell, license, grant on a royalty-free basis or transfer access to the Platform or Your Personal Account in the Platform;
  • develop, distribute or host any interactive Platform, website or software application that is based on, or is confusingly similar to, the Platform;
  • remove, obscure or alter any copyright, trademark, or other proprietary notice appearing in any part or component of the Platform or in its contents;
  • infringe in any way or manner whatsoever the intellectual property rights of other Users of the Platform;
  • perform any other actions that may infringe or put under threat of infringement intellectual property rights of the Licensor, its licensors or third parties with respect to the Platform.

Notwithstanding anything to the contrary herein, Users shall not be restricted from reproducing or using materials, information and content owned by the Platform Licensor or its affiliates and available in or via the Platform if that constitutes fair use (free use) under applicable law or otherwise not be prohibited under applicable Law, including use for personal or household purposes, or quotation for nonprofit educational, scientific, comment, illustration, explanation, example or criticism purposes. Such use shall be always accompanied with an indication of authorship and original source.

You understand and agree that You have no legal interest, monetary or otherwise, in any feature, functionality or content contained in the Platform or otherwise relating to it.

You hereby expressly agree that the Licensor, its licensors and relevant third parties are entitled to enforce their intellectual property rights with respect of the Platform to the fullest extent of any applicable law in case of any violation of their intellectual property rights by You.

INDEMNITY

You agree to defend, indemnify and hold the Platform Licensor, its subsidiaries, affiliates, licensors, content providers, Platform providers, employees, officers, directors, agents, representatives, licensees, authorized designees, successors, assigns and contractors harmless from and against, and reimburse to the Licensor or any such party in full any costs or expenses arising or resulting from, any and all third party claims and all liabilities, assessments, actions, causes of action (regardless of the form), losses, damages, awards, judgments, fines, costs, expenses, and attorneys' fees resulting from or arising out of:

  • any breach by You of these Terms of Use;
  • Your infringement or violation of any intellectual property, other rights or privacy of a third party, including but not limited to other Users of the Platform; and
  • misuse of the Platform by a third party where such misuse was made possible due to Your failure to take reasonable measures to protect Your username and password used to access your Personal Account in the Platform against misuse.

The Licensor reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, in which event You will cooperate with the Licensor in asserting any available legal defense mechanisms. This provision shall remain in full force and effect notwithstanding any termination of Your use of the Platform.

JURISDICTIONS

The Platform, its functionality and its contents are intended to comply with applicable laws and regulations of the United Arab Emirates. Other countries may have laws, regulatory requirements and business practices that differ from those established in the United Arab Emirates. The Platform may link to other apps and/or websites produced and/or operated by the Licensor's operating divisions and subsidiaries, some of which are located or hosted or intended to be accessed and used outside the Republic of Poland. Such apps and websites may contain information and content that is appropriate only to that particular originating country. The Licensor reserves the right to limit access to and the ability to use the Platform to any person, geographic region or jurisdiction. Any offer for any product or Platform made via the Platform is void where prohibited.

APPLICABLE LAW

These Terms of Use are governed by and shall be construed in accordance with the laws of England without regard to its conflict of law provisions.

BINDING ARBITRATION. DISPUTE RESOLUTION

You and the Licensor shall undertake reasonable measures to rectify any controversial issues, disputes or claims arising in the process of performance of Yours and Licensor's obligations under these Terms of Use by negotiations.

You hereby agree that if any dispute, controversy or claim arises out of or relates to these Terms of Use, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre ("SIAC") in accordance with the arbitration rules of the Singapore International Arbitration Centre ("SIAC Rules") for the time being in force, which rules are deemed to be incorporated by reference in this Section.

The seat and venue of the arbitration shall be Singapore. The tribunal shall consist of one (1) arbitrator, the appointment of whom shall be agreed by the Parties, if failing to reach an agreement shall be appointed by SIAC. The language of the arbitration shall be English. The arbitrators appointed in connection herewith shall be knowledgeable in laws governing these Terms of Use, as well as information technology, payment service providers, financial services, intellectual property, Blockchain and crypto economy matters.

The failure of the Licensor to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision. To the maximum extent allowed under any applicable laws You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to Your use of the Platform or these Terms of Use must be filed within 1 (One) year after any such claim or cause of action arose or be forever barred. This provision shall remain in full force and effect notwithstanding any termination of Your use of the Platform.

No waiver of any default, condition or breach of these Terms of Use shall constitute a waiver of any other default, condition or breach of these Terms of Use, whether of a similar nature or otherwise.

INJUNCTIVE RELIEF

You expressly acknowledge and agree that the Licensor may suffer irreparable damage if You breach any of the provisions of these Terms of Use. Therefore, notwithstanding provisions of the "Binding Arbitration. Dispute Resolution" section of these Terms of Use, in any case of Your violation of these Terms of Use the Licensor shall be entitled to apply for injunctive relief and/or a decree for specific performance and such other and further relief as may be appropriate in any jurisdiction.

SEVERABILITY

If any part of these Terms of Use is determined by a court of competent jurisdiction to be unlawful, invalid, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions of these Terms of Use.

CHANGES TO TERMS OF USE

To the fullest extent permitted under applicable law, the Licensor reserves the right to unilaterally modify, update, supplement, revise or otherwise change these Terms of Use in order to comply with applicable new legislation and/or regulations and/or to improve the Platform, and to impose new or additional rules, policies, terms or conditions in relation to the Platform, from time to time with or without notice to You. The Licensor may notify You of the amendments to these Terms of Use by sending an e-mail message to the e-mail address indicated by You in Your Personal Account during registration (if applicable) or by posting the notice in the Platform or in Your Personal Account in the Platform. All amendments to these Terms of Use will be effective immediately and incorporated into the Terms of Use upon sending or posting of such notice. You are solely responsible for regularly reviewing these Terms of Use. Your use of the Platform or any part or functionality thereof after any changes to these Terms of Use are posted on the Platform or otherwise made available for review will be considered acceptance of those changes and will constitute Your agreement to be bound thereby. If You object to any such changes, Your sole recourse will be to terminate Your use the Platform with subsequent purging of Your Personal Account.

CHANGE OF OWNERSHIP

You will be deemed to have consented to the disclosure to, and use by, a subsequent owner or operator of the Platform, of any and all information about You, including Your registration details, history of Your use of the Platform and personal data (if applicable), contained in the applicable database used by the Platform, to the extent the Licensor assigns its rights and obligations regarding such information in connection with a merger, acquisition, or sale of all or some of the Licensor's assets, or in connection with a merger, acquisition or sale of all or some assets related to the Platform, to a subsequent owner or operator. In the event of such a merger, acquisition, or sale, Your continued use of the Platform signifies Your agreement to be bound by the terms of use and privacy policy of the Platform's subsequent owner or operator. This provision shall remain in full force and effect notwithstanding any termination of Your use of the Platform.

MISCELLANEOUS

The terms and conditions set forth in these Terms of Use are fundamental elements of the basis of the agreement between the Licensor and You with respect to Your use of the Platform, and You expressly acknowledge and agree that the Licensor would not be able to provide the Platform and its functionality to You without the limitations and restrictions set forth herein.

The Licensor will not be liable or responsible for any failure to fulfill any of its rights or obligations under these Terms of Use which failure is due to any cause or condition beyond the reasonable control of the Licensor, which cause or condition may include, but in no event shall be limited to, force majeure circumstances.

The Platform Licensor is under no circumstances responsible for the actions (inaction) of Users and third parties and for force majeure circumstances (force majeure) that caused moral and (or) material harm, as well as harm to life and health, regardless of whether it could whether the Platform Licensor could foresee the possibility of such harm and the possibility of its elimination or could not. Under no circumstances can the Platform Licensor be involved as a Party in disputes between Users, between the User and third parties, between Users and public authorities.

The provisions of these Terms of Use that are intended to or by their nature should survive termination of Your use of the Platform shall remain valid and shall be legally effective after any such termination.

You expressly agree that for the purposes of these Terms of Use You are not considered, and shall not represent Yourself as, an agent, employee, contractor, joint venturer, or partner of the Platform Licensor, and that Your use of the Platform does not vest in the Platform Licensor or You the rights or obligations of the discussed entities and the Platform Licensor does not assume, by virtue of contract or law, liability for Your actions as for its own. You further agree that the Platform Licensor is not a party to legal relations that may be established between You and other Users for any subject and for any purpose, including not acting as an agent,  guarantor, broker and representative, is not responsible for compliance with parties of their rights and obligations arising in connection with such legal relations.

You may not assign Your rights and obligations under these Terms of Use in whole or in part to any third party, and any attempted assignment in violation of this provision shall be null and void. The Licensor may assign these Terms of Use or any of its rights and obligations under these Terms of Use without Your consent at any time.

You must individually supply all necessary facilities, utilities and equipment necessary to access and use the Platform, including but not limited to appropriate computer and/or mobile equipment and Internet connections, at Your sole risk and expense.

Use of the Platform may or will involve transmission of data through Your Internet or mobile Platforms provider's networks. Your Internet or mobile services provider may charge You for such data transmission Platforms. You may also incur additional third-party fees in connection with Your use of the Platform. The Platform Licensor does not assume or carry any liability for Your payment of any such charges to third parties.

These Terms of Use constitute the entire agreement between You and the Platform Licensor relating to the subject matter hereof. Notwithstanding the foregoing, any additional terms and conditions expressly contained in or made available via the Platform at any moment will govern the items, functionality, services or Your relationship with the Platform Licensor to which they pertain.

CONTACTS

If You have any comments or questions concerning Your access and/or use of the Platform or in relation to these Terms of Use, please contact the Licensor using the following contact details:

Licensor address: Office 84, FG-LHEU, Mana bin Khalifa bin Saeed Al Maktoum, Dubai, UAE, PO Box 214950

For general queries: info@bestchange.com

Abuse team: info@bestchange.com

Legal department: info@bestchange.com

Tech support: info@bestchange.com

© BestChange – published , last edition 11/10/2023

See also