Hedg Services General Terms and Conditions

Last update: March 2023

1. Introduction

These Hedg Services General Terms and Conditions ("General Terms") govern the contractual relations between you ("Client" or "you") and any holding company, subsidiary or entity belonging to the Hedg ("Hedg" or "we"), while you and Hedg are hereinafter separately referred to as "Party" and jointly - as "Parties", in regard to your use of the services provided by Hedg, and constitute a legally binding agreement ("Agreement") between the Parties.

You shall take your time and carefully read these General Terms before using the services provided by Hedg, so you are fully aware of your rights and obligations. Keep in mind that by using these services (even only by completing the sign-up process), you both actively agree with these General Terms and enter into contractual relations with Hedg.

2. Definitions

  1. Applicable Law means any law, statute, regulation, ordinance, treaty, guideline, policy and act issued by any governmental or regulatory authority, including but not limited to the governing law under Section 20 of these General Terms and/or any provision of the general terms and conditions of the relevant Hedg Service.
  2. Wallet means a digital wallet in the Client's Hedg Account comprising all the Digital Assets of this Client used or intended to be used on Hedg Service.
  3. Digital Assets means any digital assets (such as cryptocurrencies, stablecoins and tokenized assets), accepted and supported by Hedg, and subject to revision, prohibitions and limitations at any time.
  4. Intellectual Property means any intellectual and industrial property rights, belonging to Hedg, for example, trademarks, service marks, logos, copyright and related rights, know-how, research, publications, agreements, trade and company names, etc.
  5. Interest means the indicated interest rate accrued in accordance with the general terms and conditions of the relevant Hedg Service and subject to revision at any time, as well as the amount of the interest resulting from the accrual at any time.
  6. Hedg Account means a personal or business account, opened with Hedg, through which you can use the Hedg Services.
  7. Hedg Earn Service means a product offered by Hedg, allowing you to earn Interest on your Digital Assets in accordance with the relevant general terms and conditions.
  8. Hedg Exchange Service means the execution by Hedg of exchange transactions and the topping up of the proceeds thereof, respectively the Digital Assets, into the Wallet of the Clients' Hedg Accounts, as the case may be, in accordance with the relevant general terms and conditions, as well as the related Hedg Services offered by Hedg through the Hedg Platform.
  9. Hedg Platform means any Hedg website, mobile application and any other official Hedg communication channel, including the content and services made available on or through the same, and any updates, upgrades, and versions thereof.
  10. Hedg Referral Program means a program offered by Hedg, providing the Clients with an incentive for referring new Clients to Hedg, subject to the terms and conditions herein, governing the relevant Hedg Service (if and to the extent applicable), as well as on the Hedg Platform.
  11. Hedg Services means all services provided by Hedg through the Hedg Platform.
  12. Personal Data means any information about you that is necessary, among other things, for verification of your identity, use of the Hedg Services, and compliance with regulatory requirements.
  13. Portfolio Balance means the total amount of all the Digital Assets in the Client's Hedg Account.
  14. Transactions means the history of your transactions and all the details about the Digital Assets in your Hedg Account.

Unless stated otherwise, references shall be made to these General Terms and not defined herein as the case may be.

3. Hedg Services

The Hedg Services comprise of:

  1. Digital Asset wallet wherein all the Digital Assets approved and supported by Hedg can be stored by you ("Digital Asset Wallet").
  2. Hedg Exchange Service.
  3. Transfer of Digital Assets from one Hedg Account to another, or to an external recipient ("Hedg Transfer Service").
  4. Hedg Earn Interest Yields.
  5. Any incentive program offered by Hedg that may be launched via the Hedg Platform or accessed through your Hedg Account, such as the Hedg Referral Program.
  6. Any other product or service that may be launched via the Hedg Platform or accessed through your Hedg Account.
  7. All or part of the Hedg Services, some features thereof, or some Digital Assets, may not be available to certain Clients or Digital Assets, to the extent applicable, at any time, as indicated in the Hedg Account and on the Hedg Platform.
  8. The access to your Hedg Account will allow you to: (i) request a Hedg Service; (ii) view your balance and Transaction history; (iii) deposit, withdraw and transfer Digital Assets, for which such options are available on the Hedg Platform and in the Hedg Account, and subject to revision from time to time at our sole and absolute discretion; (iv) perform other actions in relation to the above.
  9. In case you are a resident of the USA, you remain the title, legal and beneficial owner of the Digital Assets in your Hedg Account while you are using any of the Hedg Services.

4. Onboarding

  1. By opening your Hedg Account and/or using the Hedg Services, unless stipulated otherwise in the relevant general terms and conditions of the latter, you acknowledge and confirm that:
    • You are not a citizen or resident of a sanctioned country according to the up-to-date lists of the US Office of Foreign Assets Control (OFAC), the United Nations, the European Union, and any EU Member State, the UK Treasury, etc.;
    • You are not identified as a "Specially Designated National" and are not placed in the US Commerce Department's Denied Persons List;
    • You are not a citizen or resident of the States of New York, Alaska and Vermont, Bulgaria; the States of Texas and Florida (applicable to the Hedg Exchange Service); the USA (applicable to the Hedg Earn Interest Yields, within the scope and subject to the conditions under the Services General Terms and Conditions and the cases under Art. 5.(ii) hereinbelow; as well as Australia (applicable to the cases under Art. 5.(ii) hereinbelow) and you do not have any relevant connection with any jurisdiction where we have prohibited or restricted access to the Hedg Services;
    • You are at least 18 years old or of legal age to enter into contractual relations with Hedg (whichever is later);
    • You are the exclusive beneficial and/or legal owner of any Digital Assets deposited or to be deposited into your Hedg Account, as the case may be, to which these General Terms apply;
    • You are the beneficial owner of your Hedg Account and do not act on behalf of or represent any other natural person or legal entity;
    • You comply with all Applicable Law requirements, relevant to you and to your use of the Hedg Services, such as tax, exchange control and registration ones;
    • You have read, understood and agreed to our Privacy Policy and Cookies Policy.
  2. You are not entitled to: (i) open more than one Hedg Account; (ii) open a new Hedg Account if we have previously suspended, limited or terminated your Hedg Account.
  3. When you ask Hedg to open your Hedg Account, you shall provide Hedg with all the information and/or documents, as may be requested by Hedg or any third party acting on its behalf, so Hedg can verify your identity and validate your funding sources and transactions. Hedg or any third party acting on its behalf may additionally verify the information and/or documents provided by you from secure databases, to which you grant your explicit consent by entering into this Agreement. You hereby authorize Hedg to undertake any electronic identity verification checks on you directly or through third parties, either at the time of entering into this Agreement or at any time thereafter.
  4. We can refuse to open your Hedg Account and grant you access to the Hedg Services or any of them.
  5. You hereby represent and warrant that all the information you provide Hedg with is complete, accurate and up-to-date at all times. If there are any changes in this information, you shall notify Hedg and send Hedg accurate information without any delay.
  6. If at any point Hedg needs to verify that the information it has about you is complete, accurate and up-to-date, Hedg will contact you and request that you either provide more information or that you go through the verification process all over again. If you do not complete all the necessary steps, or if you fail to provide Hedg with up-to-date information, Hedg will not be able to provide you with the Hedg Services and will not be responsible for any losses you incur as a result thereof.
  7. You hereby undertake to obtain all necessary hardware, as well as to install all necessary software, including security and antivirus, for your use of the Hedg Services in accordance with these General Terms. You are solely responsible for keeping your device safe and maintaining adequate security and control of your username, password and shall be solely responsible for any access to and use of the Hedg Services through your device, regardless of whether such access may have been made without your knowledge, authority or consent. We will not be liable to you for any loss or damage resulting from such use. In case your device has been lost or stolen or has been accessed or used in an unauthorized manner, you shall notify Hedg of this and if the device has been accessed or used in an unauthorized manner, you shall, as soon as possible, reset the password.

5. Deposit of digital assets

  1. You can deposit Digital Assets into your Hedg Account at any time by effecting a Digital Assets transfer from: (i) your personal wallet to your Digital Asset Wallet, or (ii) your Hedg Account, applicable only in case you have opened a Hedg Account in accordance with the Hedg General Terms and Conditions, while specific requirements and limitation, such as, but not limited to minimum amount of each Digital Asset may apply from time to time, as indicated on the Hedg Platform. You can subsequently use the Digital Assets in your Hedg Account for earning Interest thereon in accordance with the Hedg Earn Interest Yields, as well as for any other Hedg Service in accordance with these General Terms and the specific terms and conditions of the relevant Hedg Service, if any.
  2. You are responsible for making sure that: (i) you have the correct address for your Digital Asset Wallet when you transfer Digital Assets from your personal wallet; (ii) the Digital Assets you deposit into your Digital Asset Wallet are currently approved and supported by Hedg and not subject to prohibitions or limitations regarding such deposit, as indicated in the Hedg Account and on the Hedg Platform. If you transfer Digital Assets to an incorrect address, or if the Digital Assets transferred are not approved and supported by Hedg, or are subject to prohibitions or limitations regarding such deposit, as indicated in the Hedg Account and on the Hedg Platform, your Digital Assets will be irreversibly lost. We will not be liable to you for any such loss.
  3. A transfer to your Digital Asset Wallet is confirmed once the balance of your Digital Asset Wallet has been updated with the corresponding amount.
  4. We reserve the right to reject any transfer to your Digital Asset Wallet, in which case we will transfer back the same amount of the relevant Digital Asset to the wallet from which it has been sent.
  5. If you do not have the Digital Assets needed for your purpose, or are subject to prohibitions or limitations to deposit such, as indicated in the Hedg Account and on the Hedg Platform; or initiate an Exchange Transaction under the Hedg Services General Terms and Conditions, as the case may be, depending on the type of Digital Assets subject to deposit. All fees and charges for the transactions under the preceding sentence, conversions, if any, shall be at your expense, unless otherwise indicated on the Hedg Platform at a given time. Once deposited, respectively exchanged, the relevant Digital Assets are deposited into the Digital Asset Wallet in your Hedg Account and can be used for the purposes under Art. 5.1. The transactions are irreversible and final once you have provided the relevant instructions to Hedg, and you may not change, withdraw or cancel the authorization to Hedg to complete any pending or partially completed transactions. Hedg shall not be liable for any partially completed transactions or delays in the processing of your instructions. We do not guarantee the availability of any exchange rate. However, Hedg always devotes significant efforts to find and use the best exchange rate for the purpose of the above so that your interests can be fully protected.

6. Withdrawals

  1. Subject to the specific terms of the Hedg Services General Terms and Conditions, if any, you may request for: (i) withdrawal of all or part of the Digital Assets other than those used for Hedg Earn Services to your personal wallet or to your Hedg Account, applicable only in case you have opened a Hedg Account in accordance with the Hedg Services General Terms and Conditions together with the Interest accrued thereon, the latter as applicable to the Hedg Earn Interest Yields only, as well as those to which certain prohibitions or limitations apply, as indicated in the Hedg Account and on the Hedg Platform.
  2. All fees and charges for the transfer of Digital Assets under Art. 6.1., if any, shall be at your expense. The transactions are irreversible and final once you have provided the relevant instructions to Hedg, and you cannot change, withdraw or cancel the authorization to Hedg to complete any pending or partially completed transactions. Hedg shall not be liable for any partially completed transactions or delays in the processing of your instructions. We do not guarantee the availability of any exchange rate. However, Hedg always devotes significant efforts to find and use the best exchange rate for the purpose of the above so that your interests can be fully protected.
  3. The withdrawals within the limits specified on the Hedg Platform, which are subject to revision from time to time at our sole and absolute discretion, shall be processed by Hedg no later than 24 (twenty-four) hours as of receipt of your request. In case of withdrawals exceeding the above limits, in order to guarantee the safety of the Digital Assets and Interest, if applicable, in your Hedg Account, as well as of delays due to technical reasons, the processing may take a longer period of time. However, Hedg devotes significant efforts to ensure that any withdrawal falling within the hypotheses under the preceding sentence will be processed no later than 72 (seventy-two) hours as of your request.

7. Digital assets transferred

  1. You may transfer any Digital Asset other than the one used for Hedg Earn Interest Yields, and the one regarding which prohibitions or limitations of Digital Asset Transfers apply, as indicated in the Hedg Account and on the Hedg Platform, from your Digital Asset Wallet to a specified wallet of a third party.
  2. We will process all Digital Asset Transfers according to your instructions and do not guarantee the identity of any recipient. You shall verify all transaction information prior to submitting instructions for a Digital Asset Transfer to Hedg. The Digital Asset Transfer cannot be cancelled or reversed once processed by Hedg. You acknowledge that you are responsible for ensuring the accuracy of any instructions submitted to Hedg and that any errors may result in the irreversible loss of your Digital Asset.
  3. You shall have sufficient Digital Assets in your Digital Asset Wallet prior to instructing Hedg to effect any Digital Asset Transfer. In case of insufficiency of the relevant Digital Assets in your Digital Asset Wallet, the Digital Asset Transfer will be rejected by Hedg. By instructing Hedg to effect the Digital Asset Transfer, you authorize Hedg to debit your Digital Asset Wallet for the full amount of the Digital Assets needed to complete the Digital Asset Transfer.
  4. We have no control over, or liability for, the delivery, quality, safety, legality or any other aspect of any goods or services that you may purchase or sell to or from a third party. We are not responsible for ensuring that a third-party buyer or a seller you transact with will complete the transaction or is authorized to do so. If you experience a problem with any goods or services purchased from or sold to a third party, using Digital Assets transferred from your Digital Asset Wallet, or if you have a dispute with such a third party, you shall resolve the dispute directly with that third party.

8. Risk disclosure

  1. Digital Assets are more volatile relative to most fiat currencies and other assets and this unpredictability of their price may result in significant loss over a short period of time. We are not responsible for the Digital Assets market, and we make no representations or warranties concerning the real or perceived value of any Digital Assets, and the quality, suitability, truth, usefulness, accuracy, or completeness of any data provided by Hedg. You shall therefore carefully consider whether holding Digital Assets is suitable for you in light of your financial condition.
  2. Digital Assets are not money or legal tender, are not backed by the government or by a central bank and mostly do not have any underlying assets, revenue stream, or another source of value.
  3. 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 the Digital Assets or blockchain technology at a state or international level may adversely affect or restrict, as applicable, the use, transfer, exchange and value of the Digital Assets, as well as the provision of the Hedg Services or any of them. The value of the Digital Assets may be derived from the continued willingness of market participants to exchange fiat currencies for Digital Assets, which may result in permanent and total loss of value of a particular Digital Asset should the market for it disappear.
  4. Also, some Digital Assets transactions are deemed to be made when recorded on a public ledger, which is not always the date or time that you initiated the transaction. Digital Assets ownership is often determined by a decentralized public ledger and usually cannot be cancelled or reversed.
  5. The nature of Digital Assets may lead to an increased risk of fraud or cyberattacks and any losses due to fraudulent or accidental transactions will likely not be recoverable.
  6. Keep in mind that we do not provide investment advice and the information coming from Hedg shall not be used as a basis for making decisions about investing in a particular Digital Asset.
  7. YOU ARE RESPONSIBLE FOR DETERMINING WHETHER THE USE OF ANY OF THE HEDG SERVICES IS LEGAL IN YOUR JURISDICTION AND YOU SHALL NOT USE THESE HEDG SERVICES SHOULD SUCH USE BE ILLEGAL IN YOUR JURISDICTION. IF YOU ARE UNCERTAIN, PLEASE SEEK INDEPENDENT LEGAL ADVICE.
  8. You understand and agree that you use the Hedg Account and the Hedg Services at your own risk. This section is not exhaustive and does not disclose all the risks associated with the Digital Assets and the use of the Hedg Services. You shall, therefore, carefully consider whether such use is suitable for you in light of your circumstances and financial resources.

9. Forks

  1. It is important that you understand that the underlying protocols of the Digital Assets' networks are subject to sudden changes in operating rules, and third parties may, from time to time, create a copy of a Digital Asset's network and implement changes in the operating rules or other features that might result in multiple versions of the network and more than one version of the Digital Asset. This may affect the value and the function of the initial Digital Asset and we can temporarily suspend our services while we determine, at our sole and absolute discretion, which network to support.
  2. Such networks and Digital Assets are outside of our control and we can decide, at our sole and absolute discretion, to abandon or otherwise not support the initial or the copy of the Digital Asset. We may, at our sole and absolute discretion, obtain and retain the unsupported Digital Assets.

10. Obligations and warranties

  1. You hereby declare, warrant and confirm that:
    • You meet the conditions under Section 4;
    • You validly undertake any action or enter into any transaction with regard to the Agreement;
    • The Digital Assets, which you have deposited or will deposit in your Hedg Account, or the funds, which you have used or will use for purchase of the Digital Assets to be deposited into your Hedg Account, as the case may be, are not derived from money laundering, terrorist financing, fraud or any other illegal or criminal activity under any Applicable Law in the respective jurisdiction;
    • You have submitted to Hedg only complete, correct and up-to-date information and documents;
    • You are aware that you are subject to the tax regulation in your jurisdiction and shall be fully responsible for any filing/reporting and paying any tax due to the competent tax authority, as required by the Applicable Law. Hedg shall not be required to compensate you for your tax obligations or advise you in relation to your tax issues. The uncertainty in tax legislation relating to the Digital Assets may expose you to any currently unknown or future tax consequences, associated with your holding of Digital Assets and the use of the Hedg Services, for which Hedg shall not be held liable. You shall hold Hedg harmless from any expenses and losses, resulting from the above uncertainty;
    • You are aware that you use the Hedg Account, the Hedg Platform and the Hedg Services fully at your own risk.
  2. You hereby undertake to:
    • Use the Hedg Account, the Hedg Platform and the Hedg Services in good faith;
    • Not violate or breach any terms of these General Terms, the Privacy Policy and the Cookies Policy, or any Applicable Law in any relevant jurisdiction;
    • Not commit, conduct or perform any misrepresentation, fraud, malicious act or criminal activities;
    • Not use the Hedg Account, the Hedg Platform and the Hedg Services to conduct electronic spamming or otherwise distribute any unsolicited or unauthorized advertising, promotional or marketing materials, junk mail or chain letters;
    • Not provide false, inaccurate, incomplete, out-of-date or misleading information;
    • Not interfere, intercept, or expropriate our network, system, data, or information;
    • Not transmit or upload any virus or other malicious software or program, or try to gain unauthorized access to other users' accounts, website, network or systems relating to the Hedg Services;
    • Not decompile, reverse engineer or disassemble any of our programs, systems or products, or in any way infringe the Intellectual Property rights and/or such of our partners;
    • Not cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of any of our programs, systems or products, or unduly burdening or hindering the operation and/or functionality of any aspect of the Hedg Services;
    • Not use the Hedg Platform in a way that could damage, disable, impair or compromise the Hedg Platform or the provision of the Hedg Services, or interfere with other users, or affect the reputation of Hedg. You undertake not to gain or attempt to gain unauthorized access to the Hedg Account or the Digital Asset Wallets of other users;
    • Not take any action that imposes an unreasonable or disproportionately large burden or load on the Hedg infrastructure (including our servers, networks, data centers, and related equipment) and detrimentally interfere with, intercept or expropriate any system, data or information belonging to other users of the Hedg Services;
    • Not engage in any written or verbal communication or conduct towards Hedg, its affiliates, third-party service providers, each of their respective employees, officers, directors and representatives, which may in any way be deemed harmful, threatening, aggressive, abusive, inappropriate, disparaging or in any manner disrespectful;
    • Keep the data required for using the Hedg Account unavailable for third parties;
    • Inform Hedg about any change in the information and documents submitted to Hedg, in particular in your contact details, within 1 (one) day as of the change.

11. Hedg referral program

  • The Hedg Referral Program is applicable to all Clients referring new Clients, who have not previously opened Hedg Accounts, to Hedg ("Referred Clients"), subject to the terms and conditions stipulated herein, governing the relevant Hedg Service (if and to the extent applicable), as well as on the Hedg Platform.
  • The eligibility for participation in the Hedg Referral Program, the type, amount and manner of granting of incentives, the type of Digital Assets and/or the Hedg Service used or to be used by the relevant Client or Referred Client, the limits regarding the number of Referred Clients or the amount of incentives a Client may refer, respectively receive, (if any), are indicated on the Hedg Platform.
  • The participation in the Hedg Referral Program is non-transferable and cannot be sold, gifted or awarded to any person other than you.
  • Hedg reserves its right to amend or supplement the terms and conditions of the Hedg Referral Program, as indicated herein and on the Hedg Platform, at any time, at its sole and absolute discretion. Any such amendments or supplements shall become valid and in full force as of the date of their publishing on the Hedg Platform unless otherwise indicated.
  • In the event multiple Referring Participants have been funded by a single digital address, both Referring and Referred Participants may be disqualified from participation in the Promo at the sole discretion of Hedg.

12. Refusal to provide Hedg Services. Limitation, suspension or termination of the Hedg Services. Closure of accounts.

  1. Hedg reserves the right to refuse to process or cancel any request from you for compliance with Applicable Law.
  2. The deposit of Digital Assets into your Digital Asset Wallet may be subject to certain limits imposed by Hedg.
  3. Hedg may terminate, suspend, limit or reverse your use of the Hedg Services, or your access to your Hedg Account, for various reasons, including but not limited to:
    • Breach of these General Terms or any other applicable terms, or any Applicable Law
    • Compliance with a regulator's demand, court order, governmental authority, or any Applicable Law
    • Suspicion of unlawful activities or compromise of your Hedg Account
    • Legal proceedings against your Hedg Account
    • Remedying defects or compromises to information systems
    • Compliance and monitoring reasons
    • Maintenance of the system
    • Change in eligibility criteria for opening a Hedg Account or using the Hedg Services
  4. Hedg may update or change features, components, or content of the Hedg Services, or suspend, terminate, cancel or change any incentive program, without owing you any payment, compensation or damages.
  5. If Hedg takes any actions under Art. 12.3 and 12.4, they will provide you with adequate notice unless impractical, impossible or illegal.
  6. Your obligations under these General Terms will continue in the event of any limitation, suspension, reversal or termination.
  7. Hedg shall not owe you any payment, compensation or damages in relation to any suspension, limitation, cessation, reversal or termination of your use of the Hedg Services.
  8. Hedg's rights for suspension, limitation, cessation, reversal and termination shall be without prejudice to any other rights or remedies that they may have.
  9. You may suspend or terminate your access to and use of any of the Hedg Services or close your Hedg Account at any time.
  10. All debts to Hedg must be settled and no balance may be in your Hedg Account prior to closing it.
  11. You are entitled to recover the remaining balance of Digital Assets and Interest accrued thereon, if applicable, prior to closing, unless prohibited by Applicable Law or court order or if obtained through fraud or unlawful means.
  12. Certain limitations may apply, subject to revision from time to time, at Hedg's sole and absolute discretion.

13. Personal data

  1. By creating your Hedg Account and/or using the Hedg Services, you acknowledge that Hedg shall gather, process and store your Personal Data for the purpose of providing you with the Hedg Services, and declare, acknowledge and confirm that you have read our Privacy Policy and Cookies Policy and agree thereto.
  2. We reserve the right, at any time, to verify your Personal Data for anti-money laundering and counter-terrorist financing purposes.
  3. In the event your Hedg Account is closed on any grounds under this Agreement, we will stop using your Personal Data for the purposes under Art. 13.2, but we may need to keep your Personal Data as required by any Applicable Law.

14. Limitation of liability

  1. ALL THE HEDG SERVICES ARE PROVIDED 'AS IS' AND WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED, OR STATUTORY, EXCEPT AS EXPRESSLY PROVIDED IN THESE GENERAL TERMS, TO THE EXTENT PERMITTED BY APPLICABLE LAW. HEDG DISCLAIMS ALL OTHER REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, MADE TO YOU, YOUR AFFILIATES OR ANY THIRD PARTY, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE OF ANY SERVICE OR ANY GOODS PROVIDED INCIDENTAL TO THE HEDG SERVICES UNDER THESE GENERAL TERMS. HEDG LIABILITY IN RESPECT OF THE REPRESENTATIONS AND WARRANTIES, WHICH CANNOT BE EXCLUDED, IS LIMITED TO ANY OF THE FOLLOWING OPTIONS CHOSEN BY HEDG, AT OUR SOLE AND ABSOLUTE DISCRETION:
    • RE-SUPPLYING, REPLACING OR REPAIRING THE HEDG SERVICES IN RESPECT OF WHICH THE BREACH OCCURRED;
    • OR PAYING THE COST OF THE RE-SUPPLYING, REPLACEMENT OR REPAIRING OF THE HEDG SERVICES IN RESPECT OF WHICH THE BREACH OCCURRED.
  2. NOTWITHSTANDING ANY PROVISIONS IN THESE GENERAL TERMS, IN NO EVENT SHALL WE OR ANY OF OUR REPRESENTATIVES OR PARTNERS BE LIABLE TO YOU FOR ANY LOSSES, DAMAGES OR CLAIMS:
    • DUE TO AN UNUSUAL OR UNFORESEEABLE EVENT OUTSIDE OUR REASONABLE CONTROL, THE CONSEQUENCES OF WHICH COULD NOT HAVE BEEN AVOIDED EVEN IF ALL DUE CARE HAD BEEN EXERCISED (E.G. FORCE MAJEURE, INCLUDING ACTS OF GOD, WAR OR CIVIL UNREST, DISASTERS, ACTS OF DOMESTIC OR FOREIGN COURTS AND GOVERNMENTAL AUTHORITIES, STRIKES, LOCKOUTS, LABOUR DISPUTES, TERRORIST ACTS, RIOTS);
    • ARISING FROM OR IN CONNECTION WITH: (a) ANY DELAY, SUSPENSION, DISCONTINUATION, INTERRUPTION OF THE HEDG PLATFORM OR THE HEDG SERVICES; (b) FAILURE OR INTERRUPTION IN PUBLIC OR PRIVATE TELECOMMUNICATION NETWORKS, COMMUNICATION CHANNELS OR INFORMATION SYSTEMS; (c) ACTS OR OMISSIONS OF ACTS OF A PARTY FOR WHOM WE ARE NOT RESPONSIBLE; (d) DELAY, FAILURE OR INTERRUPTION IN, OR UNAVAILABILITY OF, THIRD-PARTY SERVICES; (e) ANY REFUSAL TO PROCESS OR AUTHORIZE, OR ANY REVERSAL OF, ANY TRANSACTION FOR ANY REASON; YOUR INABILITY TO EFFECT OR COMPLETE ANY TRANSACTION DUE TO SYSTEM MAINTENANCE, BREAKDOWN OR NON-AVAILABILITY OF THE HEDG PLATFORM OR THE HEDG SERVICES; (f) ANY UNAUTHORIZED OR INELIGIBLE USE OF THE HEDG SERVICES CONTRARY TO THESE GENERAL TERMS;
    • DUE TO COMPLIANCE WITH ANY APPLICABLE LAW, COURT ORDERS OR ACTS OF ANY GOVERNMENTAL AUTHORITY;
    • RESULTING FROM HACKING, TAMPERING, COMPUTER VIRUS TRANSMISSION OR OTHER UNAUTHORIZED ACCESS OR USE OF THE RELEVANT HEDG SERVICE, YOUR HEDG ACCOUNT OR ANY INFORMATION CONTAINED THEREIN.
  3. NOTWITHSTANDING ANY PROVISIONS IN THESE GENERAL TERMS, IN NO EVENT SHALL WE BE LIABLE TO YOU FOR ANY TYPE OF INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOST REVENUE, LOST PROFITS, REPLACEMENT GOODS, LOSS OF TECHNOLOGY, LOSS OF DATA, OR INTERRUPTION OR LOSS OF USE OF SERVICE OR EQUIPMENT, REGARDLESS OF WHETHER SUCH DAMAGES BEING DIRECT OR INDIRECT, FORESEEABLE OR UNFORESEEABLE, OR EVEN IF YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND WHETHER ARISING UNDER THEORY OF CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE.
  4. IN NO EVENT WILL OUR AGGREGATE LIABILITY FOR ANY LOSS OR DAMAGE ARISING IN CONNECTION WITH THE HEDG SERVICES AND THESE GENERAL TERMS EXCEED THE FEES YOU PAID TO HEDG FOR YOUR USE OF THE RELEVANT HEDG SERVICE DURING THE 12-MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT, GIVING RISE TO THE CLAIM FOR LIABILITY, IF ANY. THE ABOVE SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY THE RELEVANT APPLICABLE LAW.
  5. WE SHALL NOT BE LIABLE FOR ANY FAULT ON THE PART OF ANY THIRD-PARTY SERVICE PROVIDER INSTRUCTED BY US. IN ANY SUCH CASES OUR LIABILITY WILL BE LIMITED TO USING REASONABLE CARE IN THE SELECTION, APPOINTMENT AND INSTRUCTION OF SUCH THIRD-PARTY SERVICE PROVIDERS (BUT NOT OF ANY SUB-CONTRACTOR OR OTHER THIRD PARTY SUCH A THIRD-PARTY SERVICE PROVIDER MAY USE).
  6. NOTHING IN THESE GENERAL TERMS SHALL OPERATE TO LIMIT OR EXCLUDE ANY LIABILITY FOR FRAUD OR GROSS NEGLIGENCE.

15. Default. Indemnification.

  1. The occurrence of one of the following events constitutes an Event of Default:
    • The Client breaches any of the Client's obligations or warranties under these General Terms;
    • It is or becomes illegal for the Client to perform the Client's obligations under this Agreement; Hedg is unable to contact the Client in accordance with the Client's most recent instructions for sending correspondence.
  2. In case of an Event of Default, Hedg is entitled:
    • To terminate this Agreement with immediate effect;
    • To take any action it deems necessary to protect its interests.
  3. You shall defend, indemnify, and hold harmless Hedg, its affiliates, third-party service providers, each of their respective employees, officers, directors and representatives from and against any claims, damages, losses, liabilities, costs and expenses (including reasonable attorney's fees), arising out of or relating to any third-party claim concerning these General Terms or your use of the Hedg Services in violation to these General Terms or any Applicable Law.

16. Termination

  1. This Agreement shall be terminated immediately by closing your Hedg Account, on the grounds of Art. 15.2, Letter a) or otherwise, and discontinuing use of the Hedg Services. The Agreement can be terminated upon written notice by Hedg if Hedg discontinues the offering of the Hedg Services, regardless of the reasons.
  2. All your debts to Hedg shall have been settled and there shall be no balance in your Hedg Account prior to suspension or closing thereof. You are entitled to recover the remaining balance of Digital Assets together with the Interest accrued thereon, if applicable, respectively the fiat equivalence of the latter, unless we are prohibited by any Applicable Law or a court order to release such Digital Assets and Interest, if applicable, including but not limited to the case that we have reasonable grounds to suspect that the Digital Assets or the funds used for purchase of the Digital Assets were obtained through fraud or any unlawful means or connected with any criminal activities. Certain limitations may apply, as indicated in the Hedg Account and on the Hedg Platform, subject to revision from time to time, at our sole and absolute discretion.
  3. The termination of this Agreement shall not prevent any Party from seeking any remedies against the other Party for any breach of this Agreement occurring prior to such termination.

17. Notices. Electronic communications

  1. Any notice required or made under these General Terms from Hedg to the Client shall be considered validly received when addressed to the Client's last used e-mail address, mailing address or phone number. Additionally, we may provide notices through posting on the Hedg Platform.
  2. Any notice required or made under these General Terms by the Client to Hedg shall only be made via e-mail in English to [email protected].
  3. Your feedback, questions or complaints may be referred to Hedg via e-mail in English to [email protected], or through other communication channels indicated by Hedg from time to time on the Hedg Platform. We will do our best to respond as soon as possible. However, for more complicated issues, it may take Hedg up to 20 (twenty) days to get back to you. We will not be responsible for any loss or damage sustained during this period.
  4. You shall be fully responsible for the security and authenticity of all instructions sent through the Hedg Platform and you shall be bound by all such instructions. We will assume that all the instructions received from your Hedg Account are coming from you and we shall not be obliged to verify this.
  5. You accept the risk that your instructions and information may not be protected against unauthorized access when given through the Hedg Platform, as being transmitted via the Internet.
  6. Any instructions sent to Hedg shall only be deemed received by Hedg when we have successfully retrieved them from the relevant system and duly informed you of the receipt. Any instructions sent by you to any third parties will only be deemed received by them in accordance with their terms and conditions.
  7. You agree that, to the extent there are any terms in your local jurisdiction governing the time and place of dispatch and receipt of electronic communications, such terms will not apply to your use of the Hedg Platform and the Hedg Services (subject to the maximum extent permitted under Applicable Law), and you will be liable for any damages caused through the use of connectivity means.
  8. You acknowledge and agree that in the event of any dispute arising in connection with your use of the Hedg Platform and the Hedg Services, our records of all matters related to your use of the Hedg Platform and the Hedg Services on any specific date will be binding on you for all claims and purposes whatsoever. Additionally, you agree to the admissibility of all such records and documents without further requirement of proof of authenticity or accuracy in a court of law or similar institution under any Applicable Law.

18. Governing law and jurisdiction

  1. The Agreement shall be governed exclusively by the substantive law of England and Wales.
  2. Any dispute arising out of or in connection with the Agreement (the General Terms), unless amicably settled between the Parties, shall be referred to the competent court in London, England, determined as per the procedural law of England and Wales. You agree that any dispute resolution proceeding subject to the Applicable Law under the preceding sentence shall be conducted only on an individual basis and not as a plaintiff or class member in any purported class, consolidated or representative action or proceeding. No court or other dispute resolution authority can consolidate or join more than one claim and can otherwise preside over any form of a consolidated, representative, or class proceeding. Any relief awarded cannot affect other Clients of Hedg.

19. Miscellaneous

  1. Your use of the Hedg Services may be subject to certain fees, as indicated on the Hedg Platform, which are always exclusive of any taxes and may be debited from your Hedg Account, if applicable. Such fees may be changed at any time, at Hedg sole and absolute discretion.
  2. The Intellectual Property remains an exclusive property of Hedg and cannot be reproduced, displayed, distributed, republished, broadcasted, transmitted, modified or used in any other manner or by any means by the Client, except upon our prior explicit written consent.
  3. This Agreement, together with the Privacy Policy and the Cookies Policy, represents the entire agreement between you and Hedg in relation to the use of the Hedg Services. Unless otherwise agreed, it supersedes all prior or current representations, statements, understandings, agreements, or communications between you and Hedg, its affiliates, third-party service providers, each of their respective employees, officers, directors and representatives, whether written or verbal and regardless of the communication channel, including any statements. Any such amendments or supplements shall become valid and in full force as of the date of their publishing on the Hedg Platform unless otherwise indicated. You shall regularly check the Hedg Platform to inform yourself about any such amendments or supplements. We may also, at any time, change, add or remove any feature or functionality of the Hedg Platform without prior notice. By continuing to use the Hedg Platform and/or the Hedg Services, after any such amendments or supplements, respectively changes, have taken effect, you thereby indicate your acceptance of the amended or supplemented General Terms and the changed Hedg Platform. If you do not wish to be bound by any amendments or supplements to these General Terms, you shall discontinue your use of the Hedg Platform and/or the Hedg Services immediately.
  4. The descriptive headings in these General Terms are inserted for convenience only and shall not affect the interpretation of this Agreement.
  5. The invalidity of the whole or part of any provision of these General Terms shall not affect the validity of the whole or part of any other provision of these General Terms. The remaining provisions of these General Terms shall remain in full force and effect.
  6. The failure by Hedg to exercise or enforce any right or provision of these General Terms shall not constitute a present or future waiver of such right or provision.
  7. Providing you with the Hedg Services does not make Hedg your trustee or investment adviser and no fiduciary relationship exists between us. We have no trust or other obligations in respect of your Hedg Account other than those expressly specified hereunder.
  8. None of your rights and obligations arising out of the Agreement are assignable or transferable, without the prior written consent of Hedg. Hedg shall reserve the right to assign, delegate or transfer this Agreement and the rights and obligations hereunder to any third party at any time, without notice or your consent.
  9. Except for the legal entities belonging to the Hedg companies, a person who is not a party to this Agreement, shall not be entitled to enforce it.
  10. This Agreement is prepared and concluded in English language. In case it or any part thereof is translated into another language for whatever reason, the English version shall prevail.