Aura Terms of Service
These Terms of Service (the “Agreement” or these “Terms”, including all addenda, in each case as amended, supplemented or modified from time to time) are entered into between you (the “User” or “you”) and HT Aura Inc. (“Aura”, “Company”, “we” or “us”). By accessing, using or clicking “I agree” to any of the services (the “Services”) made available by Aura or its affiliate(s) or subsidiary(ies) (together with Aura, the “Service Providers”) through our mobile application software, application programming interfaces and/or any associated websites (together the “Aura Platform”) or through the authorized staff of the Service Providers, you acknowledge that you have read, understood and hereby accept to all of the terms and conditions contained in this Agreement, and you also have read, understood, and hereby accept the personal data and privacy policies adopted by Aura from time to time which is available on the Aura Platform (the “Aura Privacy Policy”), which form part of this Agreement. Aura may act as your agent to facilitate your subscription of certain products (the “Products”) presented on Aura Platform, which are provided by third-party product providers (the “Product Providers”). All Products on Aura Platform shall be subject to these Terms as well as the agreements, terms and conditions set by the Product Providers (the “Product Provider Terms”), if applicable. You may be subject to additional terms and conditions applicable to such Services and Products.
RISK DISCLOSURE
SUBSCRIBING FOR ANY DIGITAL ASSETS RELATED PRODUCTS OR SERVICES INVOLVES A HIGH DEGREE OF RISK. THE VALUE OF DIGITAL ASSETS MAY NOT BE BACKED OR SUPPORTED BY ANY GOVERNMENT. AS SUCH, DIGITAL ASSETS MAY SUFFER SIGNIFICANT VOLATILITY IN VALUE. THE DIGITAL ASSETS RELATED PRODUCTS AND SERVICES ARE NOT PRINCIPAL GUARANTEED AND YOU MAY LOSE A PART OR THE ENTIRETY OF THE PRINCIPAL INVESTED IN SUCH DIGITAL ASSETS RELATED PRODUCTS AND SERVICES. YOU ARE ADVISED TO CAREFULLY CONSIDER THE RISK EXPOSURE AND ACT CAUTIOUSLY. YOU MUST HAVE THE FINANCIAL ABILITY, SOPHISTICATION, EXPERIENCE, TOLERANCE AND WILLINGNESS TO BEAR THE RISKS OF ANY DIGITAL ASSETS RELATED PRODUCTS OR SERVICES, AND A POTENTIAL TOTAL LOSS OF THE UNDERLYING ASSETS. A DIGITAL ASSET RELATED PRODUCT OR SERVICES IS NOT SUITABLE FOR EVERY PERSON. PLEASE CAREFULLY REVIEW YOUR FINANCIAL SITUATION AND OBJECTIVES TO DETERMINE WHETHER SUCH PRODUCT OR SERVICES IS SUITABLE FOR YOU. FOR THE PURPOSE OF THIS AGREEMENT, “DIGITAL ASSETS” MEANS ANY ASSET THAT IS ISSUED AND/OR TRANSFERRED USING DISTRIBUTED LEDGER, BLOCKCHAIN TECHNOLOGY OR ANY EQUIVALENT TECHNOLOGIES, INCLUDING, BUT NOT LIMITED TO, ANY DIGITAL AND CRYPTO CURRENCIES, COINS, TOKENS AND ANY FUNCTIONALLY EQUIVALENT DIGITAL SUBJECTS, EXCLUDING ANY FIAT CURRENCY. YOU ARE RESPONSIBLE FOR DETERMINING WHETHER THE USE OF ANY OF THE SERVICES UNDER THIS AGREEMENT IS LEGAL IN YOUR JURISDICTION AND YOU SHALL NOT USE THE SERVICES SHOULD SUCH USE BE ILLEGAL IN YOUR JURISDICTION. IF YOU ARE UNCERTAIN, PLEASE SEEK INDEPENDENT LEGAL ADVICE. YOU UNDERSTAND AND ACKNOWLEDGE THAT THE REGULATORY STATUS OF DIGITAL ASSETS IS CURRENTLY UNSETTLED, VARIES AMONG JURISDICTIONS AND IS SUBJECT TO SIGNIFICANT UNCERTAINTY. LEGISLATIVE AND REGULATORY CHANGES OR ACTIONS RELATING TO DIGITAL ASSETS AT A STATE OR INTERNATIONAL LEVEL MAY ADVERSELY AFFECT OR RESTRICT, AS APPLICABLE, THE USE, TRANSFER, EXCHANGE AND VALUE OF YOUR DIGITAL ASSETS, AS WELL AS THE PROVISION OF THE SERVICES OR ANY OF THEM. THE VALUE OF DIGITAL ASSETS MAY BE DERIVED FROM THE CONTINUED WILLINGNESS OF MARKET PARTICIPANTS TO EXCHANGE FIAT MONEY FOR THE DIGITAL ASSETS, WHICH MAY RESULT IN PERMANENT AND TOTAL LOSS OF VALUE OF A PARTICULAR DIGITAL ASSET SHOULD THE MARKET FOR IT DISAPPEAR.
- AGREEMENT CONDITIONS; RULES OF CONSTRUCTION
- Aura reserves the right to modify or change the Terms at any time and at its sole discretion. Any and all modifications or changes to these Terms will be effective immediately upon being announced on the Aura Platform or released to users. As such, your continued use of Services acts as an acceptance of the amended agreements and rules. If you do not agree to any modification to these Terms, you must stop using the Services. Aura encourages you to frequently review the Terms to ensure you understand the terms and conditions that apply to your access and use of the Services.
- Unless a contrary indication appears, any reference in this Agreement to:
- “including” shall be construed as “including without limitation” (and cognate expressions shall be construed similarly);
- a “regulation” includes any regulation, rule, official directive, order, request or guideline (whether or not having the force of law) of any governmental, intergovernmental or supranational body, agency, department or regulatory, self-regulatory or other authority or organization;
- a provision of law is a reference to that provision as amended or re-enacted;
- captions and headings are for convenience only and shall not be given any legal effect.
- Unless a contrary indication appears, the singular includes the plural, and vice-versa, and the masculine includes the feminine and neuter, and vice-versa.
- Any addenda, exhibits or schedules to this Agreement form part of this Agreement and shall have effect as if set out in full in the body of this Agreement. Any reference to this agreement includes such exhibits or schedules.
- ELIGIBILITY AND PROHIBITION OF USE
- By registering to use an Aura account (an “Account”), you represent and warrant that (a) you are at least 18 years old or of legal age to form a binding contract under applicable law; (b) you are an individual, legal person or other organization with full legal capacity and authority to enter into these Terms; and (c) you have not previously been suspended or removed from using the Services. If you are entering into these Terms on behalf of a legal entity of which you are an employee or agent, you represent and warrant that you have all necessary rights and authority to bind such legal entity and all the information and materials you have submitted, or will submit, to Aura for the purposes of completing the know-your-customer process (the “KYC”) are true and accurate.
- By accessing and using the Services, you possess the nationality and residency in a jurisdiction that Aura offers its Services legally and are not on any trade or economic sanctions lists, including, without limitation, the UN Security Council Sanctions List, designated as a “Specially Designated National” by OFAC (Office of Foreign Assets Control of the U.S. Treasury Department) or placed on the U.S. Commerce Department’s “Denied Persons List”. Aura maintains the right to select its markets and jurisdictions to operate and may restrict or deny the Services in certain countries at its discretion.
- You acknowledge and agree that Aura may refuse to provide Services to you or cancel your access to the Account or any Services if it determines that you are not eligible to use our Services.
- You hereby appoint and authorize Aura as your agent to facilitate your subscription of the Products and entry of other Digital Asset transactions on Aura Platform and do or cause to be done all acts we shall determine to be desirable, necessary, or appropriate to implement and administer your authorization.
- You acknowledge and agree that: (a) Aura has not engaged in any solicitation, invitation or sale of any products, services, or activities to you; (b) any transactions, purchases, or activities conducted on the Aura Platform are initiated solely at the discretion of the User; you are solely responsible for your decisions and actions on the Aura Platform, and Aura disclaims any liability arising from such transactions or activities; and (c) you are not relying on any communication (written or oral) from Aura or from any of its affiliates as investment advice or as a recommendation to enter into any transaction, and you agree to seek professional advice as to investment, legal, tax and other matters before initiating any transaction, purchase or other activity on the Aura Platform.
- ACCOUNT TYPE
- Individual Account
An “Individual Account” refers to an Account that is owned by only one natural person who is, and will continue to be, the only person authorized to take any action in the Account. By opening an Individual Account, you represent and warrant that you are, and shall at all times continue to be, the sole beneficial owner of the Account and user of all the Services facilitated or generated therefrom.
- You acknowledge that your Account is not a deposit or investment account under any laws and will not:
(a) earn any interest on your Account; or
(b) be protected by any government-sponsored deposit protection schemes.
- You shall not use your Account for any unlawful purposes or any abusive or other activities that Aura may prohibit on the Aura Platform from time to time.
- ACCOUNT USAGE AND SECURITY
- Aura reserves the right to suspend, freeze or cancel Accounts that are used by persons other than the persons whose names they are registered under. You shall immediately notify Aura if you suspect or become aware of unauthorized use of your Account. Aura will not be liable for any loss or damage arising from any use of your Account by you or by any third party (whether or not authorized by you).
- We strive to maintain the safety of user funds entrusted to us and have implemented industry-standard protections for the Services. However, there are risks that may arise from individual user actions. You agree to treat your Account access credentials such as user name and password as confidential information and not to disclose such information to any third party. You also agree that you are responsible for taking necessary safety precautions to protect your own Account and information. You shall be solely responsible for the safekeeping of your Account and password on your own, and you shall be responsible for all activities under your Account.
- By creating an Account, you hereby agree that:
(a) you will notify Aura immediately if you are aware of any unauthorized use of your Account and password by any person or any other violations of the security rules;
(b) you will strictly observe the security, authentication, dealing, charging, and withdrawal mechanism or procedures as required by Aura;
(c) you will log out from your Account on the Aura Platform by taking proper steps at the end of every visit; and
(d) you will apply necessary security and protective measures to the device which you use to access the Account, including, without limitation, (i) updating the device’s browser to the latest version available; (ii) patching the device’s operating systems with regular security updates provided by the operating system provider; (iii) installing and maintaining the latest anti-virus software on the device, where applicable; and (iv) using strong passwords, such as a mixture of letters, numbers and symbols.
- LICENSE AND IP RIGHTS
- We grant you a limited, non-exclusive, revocable, non-transferable and non-sublicensable license to use the Services pursuant to the terms of this Agreement. Aura and its licensors retain all rights, title and interest in and to the Services, including all source code, object code, data, information, copyrights, trademarks, patents, inventions and trade secrets embodied therein, and all other rights not expressly granted to you hereunder. You agree not to copy, transmit, distribute, sell, license, reverse engineer, modify, publish, or participate in the transfer or sale of, create derivative works from, or in any other way exploit any of the content related to the Services, including for any purpose competitive to Aura or any commercial purpose, in whole or in part.
- All content on the Aura Platform is the property of Aura and is protected by copyright, patent, trademark and any other applicable laws, unless otherwise specified hereby.
- The trademarks, trade names, service marks, identifying marks, illustrations, designs and logos of Aura and others used on the Aura Platform (hereinafter the “Trademarks”) are the property of Aura and its respective owners. The software code (whether binary, assembly, source, object, HTML or otherwise), applications, text, images, graphics, data, files, prices, trades, charts, graphs, video and audio materials used on the Aura Platform belong to Aura. The Trademarks and other content on the Aura Platform should not be copied, reproduced, modified, republished, uploaded, posted, transmitted, scraped, collected or distributed in any form or by any means, no matter manual or automated, without prior written consent of Aura. The use of any content from the Aura Platform on any other site or application or a networked computer environment for any other purpose is strictly prohibited. Any such unauthorized use may violate copyright, patent, trademark and any other applicable laws and could result in criminal or civil penalties.
- DEPOSITS AND WITHDRAWALS
- You may deposit Digital Assets in your Account in accordance with the Aura Account Agreement published by Aura from time to time.
- Upon your subscription to a Product or your placement of an order for a Digital Assets transaction, the Digital Assets in the type and amount related to such subscription or transaction will be deducted from your Account for the purposes of settling the subscription or transaction. You shall ensure that you have sufficient Digital Assets in the Account in order to complete a Product subscription or a Digital Assets transaction or settlement. Aura shall not be responsible for any cost, loss or damage that you may incur due to any failure or delay in funding the Account with sufficient Digital Assets by you or any third party.
- You shall make sure to use the correct address in the transfer of any Digital Assets. If you used an incorrect address to transfer any Digital Assets, the Digital Assets may be lost permanently, in which case the Company shall not be liable to you for any losses.
- In the event you are permitted to use the credit card or bank account to exchange for Digital Assets and deposit into your Account, you will use your credit card or bank account to purchase those Digital Assets at a spot price determined by Aura and you agree that once such purchase is processed, the transaction shall be irreversible and binding on you.
- You are solely responsible for any fees charged by your bank, credit card issuer(s) or any intermediary fees or costs (including, but not limited to, any international transaction fees, cash advance fees and transfer to overseas service charges) relating to deposit, transfer or purchase of Digital Assets in connection with your bank accounts or credit cards. You must check the exact amount of fees that may apply to your bank accounts or credit cards in connection with any transactions on your Account if you are not sure of the fee amounts. Certain banks and credit card issuers may treat the purchase of Digital Assets with the credit card as cash advance which may be subject to a high fee or interest rate as compared with other use of credit cards. For the avoidance of doubt, the Company shall not be liable for any such costs or fees under any circumstances.
- The Company may also set requirements for your use of any bank account or credit card for transactions on the Aura Platform, and such requirements, including, but not limited to, relevant fees and the maximum or minimum transaction amount limit are available on the Aura Platform and the Company has the right to amend such requirements at any time in its sole discretion without prior notice to you.
- The Company reserves the right to refuse to accept any transfer of Digital Assets or purchase of Digital Assets on your Account by delivering Fiat Money to the Company at its sole discretion, in which case you shall be liable for any costs and fees incurred for any return of Fiat Money or Digital Assets by the Company to you. In this Agreement, “Fiat Money” means any money denominated in a fiat currency, excluding (a) Bitcoins, (b) stable coins and (c) any other Digital Assets that are not directly issued by any governments or central banks as fiat currencies in the relevant jurisdictions.
- You acknowledge and agree that only bank account(s) or credit card(s) which are issued to and/or registered in your own name (excluding joint accounts) may be used to effect related loading of Digital Assets to your Account.You may require a withdrawal of the Digital Assets in your Account. We may, at our sole discretion, impose daily, weekly, monthly, or other periodic limits on deposits and withdrawals, which we may implement, eliminate, increase or decrease without advance notice. Your withdrawal requests may be delayed or canceled as part of our compliance program.
- Aura shall have the right to sell, pledge, rehypothecate, assign, invest, use, commingle or otherwise dispose of, or otherwise use in its business any Digital Assets you deposit in your Account, free from any claim, charge or encumbrance or any other interest or right of any nature whatsoever of you or any third person.
- You may request to withdraw the Digital Assets in your Account. All fees, costs and charges for the bank transfer and/or blockchain transfer shall be at your expense.
- Notwithstanding the preceding clause, you acknowledge and agree that the Company may conduct checks for the purposes of preventing fraud, money laundering, terrorist financing and other financial crimes, and as requested by applicable law. Accordingly, you may be prevented or delayed from withdrawing from your Account until those checks are completed to our reasonable satisfaction in order to comply with our regulatory requirements. You further acknowledge and agree that the Company may also impose other specific rules to limit your withdrawal from your Account in its discretion from time to time.
- You acknowledge and agree that any information provided by you in relation to withdrawal instructions of any Digital Assets to the Company is true, and accurately complete and the Company may process the withdrawal in reliance on such information. The withdrawal instructions cannot be canceled or reversed once processed by the Company.
- You acknowledge and agree that you are responsible for ensuring the accuracy of any instructions submitted to the Company and that any errors may result in the irreversible loss of your Digital Assets. The Company shall not be responsible for any damage or loss caused by inaccuracy or mistakes in any of your instructions.
- The Company will facilitate the withdrawal function. However, due to any events, including, but not limited to, technical reasons, underlying software protocols deficiencies or banking service suspension, the withdrawal may take a longer time or cannot be processed during certain period of time. You acknowledge and agree that the Company is not in any way liable for such delay and failure of withdrawal except for its willful misconduct, gross negligence or fraud.
- TRANSACTIONS AND FEES
- By clicking “accept”, “agree” or any other words of equivalent meaning to initiate a transaction available to your Account on the Aura Platform, you are authorizing the Company to initiate such transactions and agree to pay the relevant prices, fees and costs in relation to the relevant transactions.
- You cannot cancel, reverse, or change any transaction marked as complete or pending. If your payment is not successful, you authorize us, in our sole discretion, to cancel the transaction. You are responsible for ensuring you have sufficient Digital Assets on your Account to conduct any transaction.
- Fees and charges on your Account shall be available on the Aura Platform and may be varied by Aura from time to time.
- Aura may vary the rate or amount of any charge, fee or interest payable under this Agreement. Should you continue to keep or use your Account, you shall be considered to have accepted the changes.
- NO DEPOSIT PROTECTION
- No Aura entity is or is regulated as a bank or any other type of depository institution in any jurisdiction. Digital Assets held in your Account are not eligible for any public or private deposit insurance protection or any other protection programs of similar nature.
- PAST PERFORMANCE
- You acknowledge and agree that:
(a) the past performance of any Services or Product is not an indication of future performance;
(b) a Product is manufactured, issued or provided by the relevant Product Provider who shall be your sole counterparty for the purposes of such Product;
(c) Aura does not guarantee the performance of any Services or Product and does not provide any financial or legal advice to you, notwithstanding any statements by anyone to the contrary. You shall be solely responsible for determining the suitability of the Services or Products for you.
- CURRENCY
- You shall be aware of the currency to denominate your Account on Aura Platform (the “Default Currency”). You shall be solely responsible to bear any currency exchange risk if you choose a currency other than the Default Currency in and for the purposes of using the Services.
- From time to time, we may provide information to you which presents your multi-currency balances in the equivalent value of your Default Currency, using the rates prevailing at the time the information is produced. However, you should note that the balances have not been physically converted and that the presentation of the information in your Default Currency is for information only.
- You may see [“USDⓢ”] in your Account or otherwise on Aura Platform. USDⓢ is a unit of account adopted by Aura for bookkeeping purposes. For the avoidance of doubt, it is not a type of Digital Asset or fiat currency. Subject to Aura's approval, when you deposit US dollars (fiat currency) to, or withdraw US dollars (fiat currency) from, Aura Platform, as the case may be, an equivalent amount of USDⓢ will be added to or deducted from your Account accordingly. You may also exchange Digital Assets for USDⓢ or vice versa within Aura Platform according to the then effective prices published by Aura from time to time.
- GAPPING
- Gapping is a sudden shift in the price of an underlying market from one level to another. Various factors can lead to gapping (for example, economic events or market announcements). When these factors occur, the price of Digital Assets in the underlying market may move fast and drastically, and you may not have the opportunity to sell your instruments or conduct other stop-loss activities. You acknowledge and agree that you are solely responsible for bearing all the relevant risks.
- MARKET LIQUIDITY
- The market conditions of the Digital Assets and the Products may change significantly fast and drastically. Under certain circumstances, you may not be able to liquidate the Digital Assets or the Products under the desirable terms or timeframe. You acknowledge and agree that you are solely responsible to bear all the relevant risks.
- INSOLVENCY
- The insolvency or default of any exchanges or brokers involved with the Services and Products may lead to your trading positions being liquidated or closed out without your consent. In certain circumstances, you may lose the entire assets that you have invested.
- REGISTRATION AND VERIFICATION
- To register for an Account, you must provide all the information required by Aura for the purposes of KYC and accept these Terms and the Aura Privacy Policy. Aura may, at its sole discretion, refuse to open an Account for you. You agree to provide complete and accurate information when opening an Account and agree to promptly update any information you provide to Aura so that such information is complete and accurate at all times. We will collect, use and share this information in accordance with the Aura Privacy Policy.
- If there is any reasonable doubt that any information provided by you is wrong, untruthful, outdated or incomplete, Aura shall have the right to send you a notice to demand corrections, remove relevant information directly and terminate all or part of the Services to you. Aura shall not be responsible for any expense or loss incurred by you in such situations.
- AML AND CFT COMPLIANCE AND MARKET CONDUCT RULES
- All the Services, Products and activities on the Aura Platform are subject to the laws, regulations, and rules of any applicable governmental or regulatory authority, including, without limitation, all applicable tax, anti-money laundering and counter financing of terrorism laws. You agree and understand that by using the Services in any capacity, you shall act in compliance with and be legally bound by these Terms and all applicable laws and regulations, and failure to do so may result in the suspension of your ability to use the Services or the closure of your Account.
- You agree to adhere to the following market conduct rules (the “Market Conduct Rules”) which are designed to prevent the use of the Aura Platform for manipulative or deceptive market products, including, but not limited to, market abuse and misconduct. Any violations of such, in our reasonable opinion, may lead to your Account being immediately suspended or cancelled. The following are strictly prohibited:
(a) Wash Trading: You must not place simultaneous purchase and sale orders of the same Digital Asset at the same price in an attempt to artificially increase trading volumes;
(b) Prearranged Trading: You must not co-ordinate with another related party to simultaneously purchase and sale orders of the same Digital Asset at the same price in an attempt to artificially increase trading volumes;
(c) Layering and Spoofing: You must not place orders with no intent to execute them with the purpose of providing a false level of supply or demand. You must also not place multiple non bona fide orders on one side of the order book in an attempt to move the price followed by placing an order on the other side of the book and cancelling the original non bona fide orders; and
(d) Any other form of market manipulation and abuse is also strictly prohibited. Examples include, but are not limited to, front running another client when in possession of their order details and quote stuffing by entering larger numbers of orders and/or amendments and/or cancellations in an attempt to slow the market down.
- SERVICE AVAILABILITY AND MAINTENANCE
- Aura does not guarantee uninterrupted access to the Services at all times. Aura may suspend access without prior notice during scheduled or unscheduled system repairs or upgrades and modify the Services at any time without prior notice. The Aura Platform and all Services undergo regular maintenance. During such times, some or all of the functionality of the Aura Platform may be unavailable. Aura may temporarily halt operations in the event that the unanticipated maintenance is required. This may include, but is not limited to, unexpected outages or mul-functions of computers, virtual asset networks, powers or vendors, or cyber security incidents.
- NETWORK CONTROL
- Aura does not own or control any of the underlying software or protocols through which blockchain networks are formed and Digital Assets are created and transacted. In general, blockchain networks tend to be open source such that anyone can use, copy, modify, and distribute them. By using any of the Services, you understand and acknowledge that Aura is not responsible for the operation of the underlying software and networks that support Digital Assets and that Aura makes no guarantee of functionality, security, or availability of such software and networks.
- We assume no responsibility for the operation of the underlying protocols and we are not able to guarantee the functionality of network operations. You acknowledge and accept the risks that the underlying software protocols relating to any Digital Assets you use on Aura Platform may change.
- In particular, the underlying protocols are likely to be subject to sudden changes in operating rules such as forks. Any such material operating changes may materially affect the availability of the value, functionality and/or the name of the Digital Assets you use on Aura Platform.
- We do not control the timing and features of these material operating changes. It is your responsibility to make yourself aware of upcoming changes and you must carefully consider publicly available information and information that may be provided by us in determining whether to continue to transact the Digital Assets. In the event of any such operational changes, we reserve the right to take such steps as may be necessary to protect the security and safety of assets held on the Aura Platform, including temporarily suspending operations for the involved Digital Assets, and other necessary steps.
- We assume no obligation to provide you with notices of any material operating changes though we may do so to the extent practicable; however, such changes are in any event outside of our control and may occur without our knowledge. We have full discretion to decide not to support any new Digital Assets, forks or other actions in relation to your Digital Assets.
- You acknowledge and accept the risks of operating changes to Digital Assets protocols and agree that the Company is not responsible for operating changes and shall not be liable for any loss of value you may experience as a result of such changes in operating rules underlying those Digital Assets and the Company has no responsibility to assist you with the unsupported Digital Assets on the Aura Platform.
- FORKS AND DISTRIBUTIONS
- As a result of the decentralized and open-source nature of Digital Assets, it is possible that sudden, unexpected, or controversial changes (the “Forks”) can be made to any Digital Assets that may change the usability, functions, value or even name of a given Digital Assets. Such Forks may result in multiple versions of a Digital Assets (each a “New Digital Assets”) and could lead to the dominance of one or more such versions (each a “Dominant Digital Assets”) and the partial or total abandonment or loss of value of any other versions of such Digital Assets (each a “Non-Dominant Digital Assets”).
- Due to the administrative complexity of being the repository for a forked Digital Assets, the support of any New Digital Assets in your Account is solely at the discretion of Aura. Aura is under no obligation to support a Fork of a Digital Assets that you hold in your Account, whether or not any resulting version of such forked Digital Assets is a Dominant Digital Assets or Non-Dominant Digital Assets or holds value at or following such Fork.
- If Aura elects, at its sole discretion, to support a Fork of a Digital Assets, it may choose to do so by making a public announcement through the Aura Platform or otherwise notifying customers, and shall bear no liability for any actual or potential losses that may result based on the decision to support such Fork or the timing of implementation of support. If Aura, at its sole discretion, does not elect to support a Fork of a given Digital Assets, including the determination to support, continue to support, or cease to support any Dominant Digital Assets or Non-Dominant Digital Assets, Aura assumes no responsibility or liability whatsoever for any losses or other issues that might arise from an unsupported Fork of a Digital Assets.
- Aura does not generally offer support for the distribution of assets based on a triggering fact or event, such as the possession of another asset (each an “Airdrop”), the provision of rewards or other similar payment for participation in a Digital Assets’s protocol (the “Staking Rewards”), or any other distributions or dividends that Users might otherwise be entitled to claim based on their use or possession of a Digital Assets outside of the Aura Platform (collectively, “Digital Assets Distributions”). Aura may, at its sole discretion, elect to support any Digital Assets Distribution, but is under no obligation to do so and shall bear no liability to Users for failing to do so, or for initiating and subsequently terminating such support.
- In the event of a Fork of a Digital Assets, we may be forced to suspend any or all activities relating to such Digital Assets (including trades, deposits, and withdrawals) on the Aura Platform for an extended period of time, until Aura has determined at its sole discretion that such functionality can be restored (the “Downtime”). This Downtime may occur at the time that a Fork of a given Digital Assets occurs, potentially with little to no warning. During such Downtime, you understand that you may not be able to trade, deposit, or withdraw the Digital Assets subject to such Fork. Aura does not bear any liability for losses incurred during any Downtime due to the inability to trade or otherwise transfer Digital Assets. All determinations regarding forks shall be made by Aura at its sole and absolute discretion and in accordance with applicable law.
- TAXATION
- It is your sole responsibility to determine whether, and to what extent, any taxes apply to you, and to withhold, collect, report and remit the correct amount of taxes to the appropriate tax authorities.
- The Company has the right to make any tax withholdings or filings that the Company is required by applicable law to make, but the Company is not responsible for determining whether taxes apply to your transaction, or for collecting, reporting, or remitting any taxes arising from any transaction.
- INDEMNIFICATION
- You agree to indemnify and hold Aura, the Service Providers, the Product Providers, and each of their respective officers, directors, agents, joint venturers, employees and representatives (the “Indemnified Parties”), harmless from any cost, loss, claim or demand (including, but not limited to, legal fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to:
- your breach of or our enforcement of these Terms, Aura Privacy Policy and any other agreements that you have entered into with us;
- your improper use of your Account or the Services;
- your violation of any law, rule or regulation, or the rights of any third party; and
- any loss resulting from your wilful default, fraud, negligence or gross negligence.
- Any invalidity, unenforceability, release or discharge of the liability of you to any of the Indemnified Parties shall not affect the liability of any other persons (if any) to the Indemnified Parties.
- TERMINATION OF AGREEMENT
- You agree that Aura shall have the right to immediately suspend, terminate or cancel your Account (and any accounts beneficially owned by related individuals, entities, subsidiaries or affiliates), freeze, lock or otherwise dispose the funds or Digital Assets in all such Accounts, and suspend your access to the Aura Platform for any reason including if it suspects any such Accounts to be in violation of these Terms, Aura Privacy Policy, or any applicable laws and regulations. You agree that Aura shall not be liable to you for any permanent or temporary modification, suspension or termination of your Account or access to all or any portion of the Services. Aura shall have the right to keep and use the transaction data or other information related to such Accounts. The above account controls may also be applied in the following cases:
- the Account is subject to a governmental proceeding, criminal investigation or other pending litigation;
- we detect unusual activity in the Account;
- we detect unauthorized access to the Account;
- the Account has not been used by the user for 12 consecutive months;
- you are in violation of the Market Conduct Rules;
- the Account has been used to send or receive funds from illegal gambling websites where local laws and regulations prohibit gambling;
- we are informed that any transaction or activity in the Account involves fraud (such as credit card theft);
- we are required to do so by a court order or command by a regulatory or government authority;
- after Aura terminates any Services related to your Account;
- you allegedly register or register in any other person’s name as Aura user, directly or indirectly;
- the information that you have provided is untruthful, inaccurate, outdated or incomplete; when these Terms are amended, you expressly state and notify Aura of your unwillingness to accept the amended Terms;
- you request that the Services be terminated;
- we are informed or suspect that any transaction or activity in the Account involves fraud or illegal activities;
- if there is any breach of the terms and conditions of this Agreement, or if you breach the Agreement and fail to resolve the matter to our satisfaction;
- if you act in a manner that is abusive of your Account as determined by Aura;
- if you fail to pay the fees or charges you have incurred, or fail to pay us any shortfall;
- in the event of your demise; or
- any other circumstances where Aura deems it should terminate the Services.
- Should your Account be terminated, the Account and transactional information required for meeting data retention standards will be securely stored for 5 years. In addition, if a transaction is unfinished during the account termination process, Aura shall have the right to notify your counterparty of the situation at that time. You acknowledge that a user-initiated account exit (right to erasure under GDPR or other equivalent regulations) will also be subjected to the termination protocol stated above.
- If Aura receives notice that any funds or Digital Assets held in your Account are alleged to have been stolen or otherwise are not lawfully possessed by you, Aura may, but has no obligation to, place an administrative hold on the affected funds and your Account. If Aura does place an administrative hold on some or all of your funds or Account, Aura may continue such hold until such time as the dispute has been resolved and evidence of the resolution acceptable to Aura has been provided to Aura in a form acceptable to Aura. Aura will not involve itself in any such dispute or the resolution of the dispute. You agree that Aura will have no liability or responsibility for any such hold, or for your inability to withdraw funds or execute trades during the period of any such hold.
- Upon payment of all outstanding charges to Aura following an Account closure, the User will have 5 business days to withdraw all funds or Digital Assets from the Account, except that Aura may hold the funds or Digital Assets and User data or information which may be turned over to governmental authorities in the event of Account suspension or closure arising from fraud investigations, violation of law investigations or violation of these Terms.
- For so long as the User owes moneys, liabilities or obligations (of whatsoever nature and howsoever arising) to Aura or any of its affiliates, the User may not withdraw any cash or Digital Assets held with Aura without Aura's consent. Aura may at any time (i) withhold any cash or Digital Assets of the User pending full settlement of all such moneys, liabilities or obligations of the User; and (ii) conduct set-off of all or any part of such moneys, liabilities or obligations of the User against the cash and Digital Assets of the User held with Aura, in each case without further notice to the User.
- You agree that we are under no obligation to disclose to you the reason for suspending, restricting, cancelling or terminating your Account.
- In the event of suspension, restriction, or termination of your Account:
- Digital Assets on your Account may then be frozen, withheld or otherwise disposed in accordance with laws or due to investigations on your Account;
- Aura may immediately block your Account for security reasons; and
- you shall not be entitled to a refund on transactions Aura has processed or any fees accrued for use of the Account before your Account is suspended, restricted or terminated.
- Notwithstanding anything to the contrary in this Agreement, you shall remain liable for all amounts and obligations accrued under this Agreement after the suspension, restriction or termination of your Account or termination of this Agreement.
- Notwithstanding anything to the contrary in this Agreement, you may not terminate your Account in certain circumstances, including, but not limited to:
- evading an investigation;
- if you have a pending transaction or an open dispute or claim;
- if your Account has a negative balance;
- if your Account is subject to a hold, limitation, or restrictions;
- if Aura is informed or suspects that any transaction or activity in the Account involves fraud or illegal activity; or
- if you have an outstanding owing to other Service Providers.
- RESTRICTED ACTIVITIES
- In connection with your use of the Services, you will not:
(a) violate or assist any party in violating any law, statute, ordinance, regulation or any rule of any self-regulatory or similar organization of which you are or are required to be a member through your use of the Services;
(b) provide false, inaccurate, incomplete or misleading information;
(c) infringe upon Aura's or any third party's copyright, patent, trademark, or intellectual property rights;
(d) engage in any illegal activity, including, without limitation, illegal gambling, money laundering, fraud, blackmail, extortion, ransoming data, the financing of terrorism, or any other violent activities;
(e) distribute unsolicited or unauthorized advertising or promotional material, written media releases, public announcements and public disclosures, junk mail, spam or chain letters;
(f) use a web crawler or similar technique to access our Services or to extract data;
(g) reverse engineer or disassemble any aspect of the Aura Platform, or the Services in an effort to access any source code, underlying ideas and concepts and algorithms;
(h) perform any unauthorized vulnerability, penetration or similar testing on the API;
(i) take any action that imposes an unreasonable or disproportionately large load on our infrastructure, or detrimentally interferes with, intercepts, or expropriates any system, data or information;
(j) transmit or upload any material to the Aura Platform that contains viruses, Trojan horses, worms, or any other harmful or deleterious programs;
(k) otherwise attempt to gain unauthorized access to or use of the Aura Platform, other Accounts, computer systems, or networks connected to the Aura Platform, through password mining or any other means;
(l) transfer any rights granted to you under these Terms; or
(m) engage in any behavior which breaches these Terms or is otherwise deemed unacceptable by Aura in its sole discretion.
- LIMITATION OF LIABILITY
- Aura shall not be liable for any loss arising from:
- any malfunction, defect or error in any terminal used to process any instructions from you, or other machines or system of authorization whether belonging to or operated by other persons or us;
- any delay or inability on our part to perform any of our obligations under this Agreement because of any Force Majeure Event. For the purposes of these Terms, “Force Majeure Event” shall mean any of the events out of reasonable control of the Company, including, but not limited to, nationalization, expropriation, currency restrictions, acts of state, acts of God, earthquakes, fires, floods, typhoons, tsunami, wars, civil or military disturbances, sabotage, terrorism and cyber-terrorism, security, integrity, and availability of the internet or blockchain networks, epidemics, pandemics, public health crisis, riots, interruptions, loss or malfunctions of utilities, computer (hardware or software) or communications services, accidents, labor disputes, regulatory changes, power failures or breakdowns in communications links or equipment of the Company, its contractors, agents or representatives;
- your failure to complete any transactions due to restrictions or refusal to accept transactions under your Account from third parties, including any banks, merchants or other counterparties, or our refusal for any reason to authorise any transaction; for the avoidance of doubt, “transactions” includes Transactions (as defined in Addendum 1);
- any damage to or loss or inability to retrieve any data or information that may be related to the Account or our Services hereunder;
- any action, inaction, underperformance, negligence or default of the Product Providers;
- any underperformance, negligence or default of (a) any third parties that Aura may engage, such as Digital Assets wallet providers, exchanges or brokers, in providing the Services, directly or indirectly or (b) any counterparties to Transactions (as defined in Addendum 1);
- fraud or forgery of any third parties;
- business interruption, loss of revenue or profits, loss of business opportunity, customers or contracts, goodwill, opportunity or anticipated savings whether direct or indirect, even if we are advised of or knew or should have known of the possibility of the same; or
- any indirect or consequential loss.
- Subject to applicable laws, Aura shall have no liability to you for any liabilities, costs, expenses, damages or losses or any interest, penalties or legal costs in connection therewith (collectively, “Losses”) suffered by you in connection with this Agreement, except to the extent that such Losses arise directly as a result of the fraud, gross negligence, or wilful misconduct of Aura; provided, that, Aura’s total liability to you in respect of such Losses shall not exceed an amount equal to the fees you have actually paid to Aura to use the Services within the last 12 months, and any such liability of Aura liability shall be reduced to the extent that your own negligence has contributed to the Losses.
- Notwithstanding anything in this Agreement to the contrary, the obligations and liabilities of Aura will be without recourse to any other subsidiary or affiliate of Aura, or their respective officers, employees, directors, contractors, agents or representatives and you agree not to make any claims against any other subsidiary or affiliate of Aura, or their respective officers, employees, directors, contractors, agents or representatives.
- You acknowledge that all Products and Services are subject to substantial risk, including the risk of significant or total loss of your principal. There are no assurances or guarantees made by Aura or any associated parties that any Product or Services will result in a profit or principal guarantee. For the avoidance of doubt, in no event shall Aura be held liable for damages or for any loss of any kind caused, directly or indirectly, by errors, frauds, cybersecurity attacks, hacks, wrongdoings, performance failure, default, negligence or misconduct of counterparties or exchanges where assets may be held or traded, failure of transmission of communication facilities, government restrictions, war, terrorist acts, insurrection, riots, fires, flooding, strikes, failure of utility services, adverse weather or other events of like nature, including, but not limited to, earthquakes, hurricanes and tornadoes, pandemics, or other conditions beyond Aura’s control.
- REMEDIES FOR BREACH OF TERMS
- Aura reserves the right to seek all remedies available at law, including, without limitation, the right to restrict, suspend or terminate your Account or deny you access to the Services without notice, and Aura shall be entitled to disclose information (including, but not limited to, your user identity and personal details) when cooperating with law enforcement inquiries (whether or not such inquiries are mandatory under applicable law) or where permitted under or otherwise comply with applicable law.
- CONFIDENTIALITY
- You undertake not to disclose to any person or persons any Confidential Information that you may acquire in the course of your use of the Services. For the purposes of these Terms, “Confidential Information” shall mean any written information (including information provided in electronic form) or oral information which is confidential or a trade secret or proprietary and which is clearly identified as confidential at the time of disclosure or would be assumed by a reasonable person to be confidential under the circumstances surrounding the disclosure. Notwithstanding the foregoing, Confidential Information shall not include information which is: (a) already known by you prior to receipt from us; (b) publicly known or becomes publicly known through no wrongful act of you; (c) rightfully received from a third party without you having knowledge of a breach of any other relevant confidentiality obligation; or (d) independently developed by you. The obligations of this clause do not prevent you from disclosing Confidential Information either: (a) to a third party pursuant to a written authorization from us; or (b) to satisfy a requirement of, or demand by, a competent court of law or other tribunal or governmental, or administrative or regulatory or self-regulatory body or listing authority or any applicable law, provided that Aura is notified prior to such disclosure to the extent permitted by applicable law.
- Aura may collect, use and/or Process (as defined below) Personal Data (as defined below) relating to the User for the purposes of, inter alia, performance of its obligations under this Agreement, compliance with any applicable laws, regulations, codes of practice, guidelines, or rules or to assist in law enforcement and investigations conducted by any governmental and/or regulatory authority, any other purposes for which the information has been provided for, and any other incidental business purposes related to or in connection with the foregoing.
- Aura may disclose and/or transfer such Personal Data, including transfer to foreign jurisdictions outside of Panama for the purposes of, inter alia, performance of its obligations under this Agreement, compliance with any applicable laws, regulations, codes of practice, guidelines, or rules or to assist in law enforcement and investigations conducted by any governmental and/or regulatory authority, any other purposes for which the information has been provided for, and any other incidental business purposes related to or in connection with the foregoing. Such Personal Data to be transferred to foreign jurisdictions outside of Panama shall be protected at a standard in accordance with applicable laws and shall procure the same written undertaking from any third party overseas (if applicable).
- The User shall have the right of access to such Personal Data that is in possession or control of Aura as prescribed by applicable laws.
- Aura may retain such Personal Data as may be necessary or desirable to comply with applicable laws, and for such period of time as may be reasonably required by Aura in accordance with the relevant circumstances, including where required, with third parties appointed by Aura under formal agreements to act as custodians of such Personal Data, or for Processing of the same by such third parties, in each case subject to confidential agreements under which Aura shall exercise control and require standards as to safekeeping in accordance with applicable laws.
- Aura reserves the rights to update its data protection arrangements including, without limitation, issuing of further notices, guidelines or policies as may be required by it or by law or as may be relevant from time to time. The User agrees to abide by such updates and, generally, where necessary, agrees to respond promptly to any request for further consents (whether by ad hoc request or by way of such updates) as to the use of such Personal Data as required by Aura from time to time.
- In this Clause, the following capitalised terms have the following meanings:
“Personal Data” means data, whether true or not, about an individual who can be identified from that data or from that data and other information to which Aura has or is likely to have access which is treated in accordance with applicable laws.
“Process”, in relation to Personal data, means (i) to carry out any operation or set of operations in relation to Personal Data, and includes recording, holding, organisation, adaptation/alteration, retrieval, combination, transmission and erasure/destruction; and (ii) to copy, use access, display, run, store, review, manage, modify, transform, translate, extract components into another work, integrate or incorporate as part of a derivative work, and (iii) to permit others to do (i) and (ii). “Processing” shall have the corresponding meaning as a noun for the same.
- NO WARRANTIES
- THE AURA PLATFORM AND ALL SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS, WITHOUT WARRANTY OF ANY KIND, AND THE COMPANY SPECIFICALLY DISCLAIMS ALL EXPRESS AND IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING THE AURA PLATFORM AND THE SERVICES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES THAT IT IS FREE OF DEFECTS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR NON-INFRINGING, THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR FREE OF HARMFUL COMPONENTS, AND THAT ANY INFORMATION PROVIDED BY YOU WILL BE SECURE AND NOT LOST OR DAMAGED. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SERVICES IS BORNE BY YOU, TO THE EXTENT SUCH RISK IS NOT DUE TO THE COMPANY’S WILLFUL MISCONDUCT. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THE AGREEMENT. NO USE OF THE SERVICES IS AUTHORIZED HEREUNDER EXCEPT AS PERMITTED UNDER THE AGREEMENT. IN ADDITION, WE MAKE NO REPRESENTATION OF THE AURA PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS. ADDITIONALLY, NOTHING CONTAINED ON THE AURA PLATFORM SHALL BE CONSTRUED AS PROVIDING CONSULTATION OR ADVICE TO YOU.
- SEVERABILITY
- If any provision of these Terms is found to be unenforceable or invalid under any applicable law, such unenforceability or invalidity shall not render these Terms unenforceable or invalid as a whole, and such provisions shall be deleted without affecting the remaining provisions herein.
- ASSIGNMENT
- You may not transfer any rights or obligations you may have under these Terms unless Aura has provided written consent to the transfer. Aura may assign or transfer to any third party (including, without limitation, any other corporation that is a subsidiary or affiliate of Service Provider) any of Aura’s rights and obligations under these Terms without your consent or the need to provide you with any prior notice of such assignment or transfer and you irrevocably consent to any such assignment or transfer by Aura.
- CHANGE OF CONTROL OR RESTRUCTURE
- Without limiting the preceding clause, in the event that Aura or Service Provider is restructured or is acquired, merged or consolidated with another entity, you agree that Aura may transfer or assign the information it has collected from you and our relationship with you (including this Agreement) as part of such restructuring, merger, acquisition or consolidation.
- GOVERNING LAW
- This Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Agreement, shall be governed by and construed in accordance with the law of England and Wales.
- DISPUTE RESOLUTION
- Any dispute, controversy, difference or claim arising out of or relating to this Agreement, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it shall be referred to and solely, exclusively and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (HKIAC) under the HKIAC administered arbitration rules in force when the notice of arbitration is submitted. The law of this arbitration clause shall be Hong Kong law. The seat of arbitration shall be Hong Kong. The number of arbitrators shall be one. The arbitration proceedings shall be conducted in English. Arbitration hereunder may proceed notwithstanding that any Party fails to participate in accordance with the HKIAC administered arbitration rules, provided that proper notice of such arbitration has been given to such party, and the final award of the arbitral tribunal shall be binding on such Party notwithstanding its failure to participate. The arbitral award is final and binding upon both Parties.
- RELATIONSHIP
- You hereby agree that Aura has not acted and is not acting as a professional advisor of you and has not provided (or held itself out as providing) to you recommendations or advice with respect to particular investment decisions or advice of any other nature.
- OTHER VERSIONS OF THE AGREEMENT
- In the event of any inconsistency between different versions of this Agreement, the English version shall prevail.
- THIRD PARTY RIGHTS
- Except for any Indemnified Parties, a person who is not a party to this Agreement may not enforce any of these terms and conditions. Notwithstanding any term of this Agreement, the consent of any third party is not required to vary, release or compromise any liability, or terminate any of these Terms. For the purpose of this Agreement, any references to Aura shall include their successors and assigns.
- INSTRUCTIONS FROM YOU
- Where any Services subscription is initiated from your Account using your credentials, we will assume that you authorized such subscription unless you notify us otherwise. We shall not be liable for any loss or damage suffered as a consequence of our acting on or acceding to any such instruction or request.
- Notwithstanding the foregoing sentence, we may but shall not be obliged to accept and act on any instruction or request whether given by mail, electronic mail, facsimile transmission or through the telephone, if Aura or our officers, employees, agents or representatives suspect your Account might have been stolen or any subscription has not been authorized by you or we have received conflicting instructions, we may suspend your Order and make further inquiries. You agree that Aura shall not be liable for any losses due to such actions.
- COMMUNICATIONS WITH YOU
- You agree and consent to receive electronically all communications, agreements, documents, notices and disclosures (collectively, “Communications”) that we provide in connection with Account and the Services.
- Communications may include:
(a) terms of use and policies you agree to (e.g. the Agreement and Aura Privacy Policy), including updates to these agreements or policies;
(b) account details, history, transactions, receipts, confirmations, and any other account or transaction information;
(c) legal, regulatory, and tax disclosures or statements we may be required to make available to you; and
(d) responses to claims or customer support inquires filed in connection with Account and the Services.
- Unless otherwise specified in this Agreement, we will provide these Communications to you by posting them on Aura Platform, emailing them to you at your email addresses provided to us, and/or through other electronic communications such as text messages or mobile push notifications, and you agree that such Communications shall be deemed to have been received by you if Aura has delivered them based on the latest information on your profile.
- You are responsible for keeping your contact details (including your email address and telephone number) up to date on your profile in order to receive any Communications we may send to you.
- ANY FAILURE TO EXERCISE RIGHTS
- Any delay or failure by us to exercise our rights and/or remedies under this Agreement does not represent a waiver of any of our rights. We shall be considered to have waived our rights only if we specifically notify you of such a waiver in writing.
- AMENDMENTS AND WAIVERS
- The Company may amend or modify the Agreement at any time by posting the revised agreement on the Aura Platform and/or providing a copy to you (the “Revised Agreement”). If you continue to use the Services under this Agreement after the Revised Agreement is posted on the Aura Platform or provided to you, you shall be deemed to have accepted the Revised Agreement and such Revised Agreement shall be binding on you. If you do not wish to accept the Revised Agreement, please notify us as promptly as possible. The Agreement can only be amended or modified pursuant to this clause. No employees of Aura or associated parties may unilaterally or jointly amend or modify this Agreement in any other way.
- We may not be able to continue providing Services to you if you do not accept the Revised Agreement.
- ENFORCEABILITY
- If any term of this Agreement is unlawful or unenforceable under any applicable law, it will, to the extent permitted by such law, be severed from this Agreement and rendered ineffective where possible without modifying the other terms of this Agreement.
- TITLES AND SUBTITLES
- Titles and subtitles used in this Agreement are used for convenience only and are not to be considered in construing or interpreting this Agreement.
- ENTIRE AGREEMENT
- This Agreement (including documents incorporated by reference herein) comprises the entire understanding and agreement between you, and Aura as to the subject matter hereof, and it supersedes any and all prior discussions, agreements and understandings of any kind (including, without limitation, any prior versions of this Agreement), and every nature between and among you and Aura.
- ADDITIONAL TERMS
- You acknowledge that you may also access other products, services or facilities linked through your Account on Aura Platform or through our authorized staff (the “Other Services”), and you agree that use of Other Services may be subject to additional terms and conditions and by using Other Services you agree you shall read and understand and agree to be bound those terms and conditions as Aura may impose from time to time (the “Additional Terms”) should you choose to use those Other Services.
- You acknowledge that for the purposes of subscribing to the Products, you may be subject to Product Provider Terms. Aura may, but shall not be obliged to, make available to you the Product Provider Terms on Aura Platform or through our authorized staff.
- ADDITIONAL DISCLOSURES (INTRODUCING ACTIVITIES RELATING TO INSURANCE)
- The Services may include the provision by a Service Provider (whether directly or through its representatives) to one or more licensed insurance brokers (each, a “Broker”) of contact information (including Personal Data) of a User who may be interested in purchasing insurance products through the Broker (an “Introduction”).
- By using this Service, the User acknowledges and agrees that (a) the disclosures set out in this clause have been made to the User by the relevant Service Provider and (b) the User consents to the Introductions.
- In any activities undertaken in connection with the Introductions, no Service Provider will:
- give advice or provide recommendations on any investment product;
- market any collective investment scheme; or
- arrange any contract of insurance in respect of life policies or otherwise.
- The Service Providers or their representative may be remunerated by the Broker Partners for making Introductions and shall, upon written request of the User, inform the User of the amount of such remuneration.
- If the User requires a type of financial advisory service provided by more than one Broker, The Service Providers (or their representatives) will, with the User’s consent, make an Introduction to every such Broker that provides the service the User requires.
- No Service Provider will receive, hold, or deal with any client money or property in relation to the Introductions. All monetary transactions, premiums, or investments will be handled directly between you and the Broker or the relevant product provider.
- ELECTRONIC CONTRACTING
Your use of the account and the Services provided by Aura includes the ability to enter into agreements and/or to make transactions electronically. You agree that your electronic submissions constitute your agreement and intent to be bound by and to pay for such agreements and transactions. Your agreement and intent to be bound by electronic submissions applies to all records relating to all transactions you enter into on the Aura Platform, including notices of cancellation, policies, contracts, and applications. in order to access and retain your electronic records, you may be required to have certain hardware and software, which is your sole responsibility.
Addendum 1 - Execution Service
- DEFINITIONS
Unless otherwise specified in this Addendum, capitalized terms in this Addendum have the same meanings given to them in the Agreement.
- EXECUTION SERVICE
- You hereby appoint and authorize Aura as your agent to execute the orders (the “Orders”) that you placed for transactions of Digital Assets (the “Transactions”) and do or cause to be done all acts we shall determine to be desirable, necessary, or appropriate to implement and administer your authorization to execute the Orders.
- You acknowledge and agree that Aura does not act in a principal capacity or as your counterparty under the Transactions.
- The Company provides you online access to its proprietary electronic order system (the “Order System”) for using the Services. Any access to and use of the Order System will be subject to the terms of this Agreement, and any other policies, and procedures, announced by the Company from time to time.
- TRADING
- Aura may make available different types of Transactions (such as spot trading) for your placement of the relevant Orders from time to time. Aura may adjust the list of available Transaction types at any time in our sole discretion without notice to you.
- A Transaction is not complete while it is in a pending state. A certain amount of Digital Assets and relevant Expected Trade Fees (as defined in clause 7.2) associated with your Orders. Order that is in a pending state will be locked accordingly, will not be included in your Digital Assets balance reflected in your Account, and will not be available for withdrawal or be used for Other Services.
- We shall have no liability if we are unable to fulfill your Orders or other related requests or delayed in doing so. We will also have no liability for errors in instructions we receive or for delays in receiving or failure to receive instructions. Our security procedures are designed to control access to your Account, not the accuracy of your instructions and we may execute any transactions on the Orders received by us.
- TRANSACTION LIMITS
From time to time, the Company may impose limits or restrictions on Transactions, including, without limitation to, purchases or sales of Digital Assets and withdrawal of Digital Assets from your Account, without prior notice to you, in order to manage risks, combat fraud and unlawful activities or otherwise preserve the integrity of the Services.
- TRANSACTION SETTLEMENT
You are responsible for ensuring you have sufficient Digital Assets on your Account for all Transactions before you place an Order. You represent and warrant that any Digital Assets you deposit into your Account is free and clear of all liens, claims and encumbrances. If you know or suspect that you have received an overpayment of Digital Assets, or if you know or suspect that the Company has not yet collected from your Account a fee you have incurred, you agree to notify the Company, in writing, as soon as you learn of the overpayment or uncollected fee. You further agree not to remove the overpayment of Digital Assets or the uncollected fee from the Account or to return the entire overpayment or uncollected fee to the Company if it has already been removed from your Account.
- REVERSALS; CANCELLATIONS
- You cannot cancel, reverse, or change any Transaction marked as complete (or other phrases of equivalent meaning), and we do not guarantee that you will be able to cancel, reverse or change any other Transaction once it is entered into our system.
- We reserve the right to refuse to process, or to cancel or reverse (to the extent possible), any Orders at our sole discretion:
(a) if we reasonably believe that the Transaction may involve money laundering, terrorist financing, fraud, or any other type of financial crime;
(b) in response to a subpoena, court order, or other government order;
(c) if we suspect that the Transaction is erroneous; or
(d) if we reasonably suspect the Transaction relates to a prohibited use under this Agreement or otherwise. Regardless of whether the Company’s reason for blocking, canceling or reversing a transaction ultimately is validated, we are under no obligation to allow you to reinstate an Order at the same price or on the same terms as the canceled Transactions.
- COMMISSIONS AND FEES
- You shall pay trade fees to Aura which may consist of, including, but not limited to, the exchange trading fee, Aura service fee and other fees related to the execution of the Orders(the “Trade Fees”). You agree to pay our Trade Fees promptly once your Order has been placed.
- The details of expected Trade Fees will be provided at our sole discretion and will be displayed on the Order Page (the “Expected Trade Fees”). You agree and authorize us to lock corresponding Expected Trade Fees when you order. The actual Trade Fees shall be deducted once the Order is executed completely.
- Although the Company will endeavor to deduct the Trade Fees on a regular basis, the Company’s failure to deduct the Trade Fees from your Account at any time you incur those Trade Fees does not waive the Company’s right to deduct those Trade Fees from your Account at any time in the future.
- The Company reserves the right to change or waive the rate of Trade Fees and other fees associated with the Services at our sole discretion from time to time while it does not affect the Order that has been previously placed.
- PROCEDURES
- The following procedures shall apply to your use of the Services:
(a) You may enter the Order Page on Aura Platform (the “Order Page”) for the Services you intend to use, which lists the key terms of the Services, including, but not limited to, the order type, trading pair, execution price and execution amount.
(b) You may specify the terms you intend to set in the Services on the Order Page and by clicking “Confirm” (or other phrases of equivalent meaning) button on the Order Page, you represent that you confirm and accept the terms specified on the Order Page, and you will be directed to the “Details”:
(i) if the Details shows “Failed Order” (or other phrases of equivalent meaning), it means there is no binding Order executed for you. Such failure may happen due to the Company’s rejection of the Order you submitted, computer malfunction, network congestion, market data error or some other reasons. Both Parties understand and agree that no Party shall be liable for such transaction failure and the Company shall have the right to reject any Order at our sole discretion; and
(ii) if the Details shows “Completed Order” (or other phrases of equivalent meaning), it means a binding Order is deemed to have been executed for you with the term specified in the Details, and the Company will acquire ownership and title of the Trade Fees immediately.
- NO LIABILITY FOR DATA TRANSMISSION SPEED; OBVIOUS ERROR OF ORDER
You hereby understand and agree that the Company has no responsibility for the speed or inaccuracy of the data transmission. You agree that if the Company determines that the Order placed by you contains an obvious error, then the Company shall have the right to cancel the Order at our sole discretion.