Last revised: 7 July, 2020
Please read the terms carefully as they govern your use of VirgoX Services. THESE TERMS CONTAIN IMPORTANT PROVISIONS INCLUDING AN ARBITRATION PROVISION THAT REQUIRES ALL CLAIMS TO BE RESOLVED BY WAY OF LEGALLY BINDING ARBITRATION. The terms of the arbitration provision are set forth in Article 10, “Resolving Disputes: Forum, Arbitration, Class Action Waiver”, hereunder. As with any asset, the values of Digital Currencies (as defined below) may fluctuate significantly and there is a substantial risk of economic losses when purchasing, selling, holding or investing in Digital Currencies and their derivatives. BY MAKING USE OF VIRGOX SERVICES, YOU ACKNOWLEDGE AND AGREE THAT: (1) YOU ARE AWARE OF THE RISKS ASSOCIATED WITH TRANSACTIONS OF DIGITAL CURRENCIES AND THEIR DERIVATIVES; (2) YOU SHALL ASSUME ALL RISKS RELATED TO THE USE OF VIRGOX SERVICES AND TRANSACTIONS OF DIGITAL CURRENCIES AND THEIR DERIVATIVES; AND (3) VIRGOX SHALL NOT BE LIABLE FOR ANY SUCH RISKS OR ADVERSE OUTCOMES.
By accessing, using or attempting to use VirgoX Services in any capacity, you acknowledge that you accept and agree to be bound by these Terms. If you do not agree, do not access VirgoX or utilize VirgoX services.
- VirgoX Operator refer to the entity that runs VirgoX. For convenience, unless otherwise stated, references to “VirgoX” and “we” in these Terms specifically mean VirgoX Operator. Currently, the VirgoX Operator is Virgo Servicios Tecnologicos, S.A., a company headquartered out of Guatemala City, Guatemala. UNDER THESE TERMS, VIRGOX OPERATOR MAY CHANGE AS VIRGOX’S BUSINESS ADJUSTS, IN WHICH CASE, THE CHANGED OPERATOR SHALL PERFORM THE OBLIGATIONS UNDER THESE TERMS WITH YOU AND PROVIDE SERVICES TO YOU, AND SUCH CHANGE DOES NOT AFFECT YOUR RIGHTS AND INTERESTS UNDER THESE TERMS. ADDITIONALLY, THE SCOPE OF VIRGOX OPERATOR MAY BE EXPANDED DUE TO THE PROVISION OF NEW VIRGOX SERVICES, IN WHICH CASE, IF YOU CONTINUE TO USE VIRGOX SERVICES, IT IS DEEMED THAT YOU HAVE AGREED TO JOINTLY EXECUTE THESE TERMS WITH THE NEWLY ADDED VIRGOX OPERATOR. IN CASE OF A DISPUTE, YOU SHALL DETERMINE THE ENTITIES BY WHICH THESE TERMS ARE PERFORMED WITH YOU AND THE COUNTERPARTIES OF THE DISPUTE, DEPENDING ON THE SPECIFIC SERVICES YOU USE AND THE PARTICULAR ACTIONS THAT AFFECT YOUR RIGHTS OR INTERESTS.
- VirgoX Services refer to various services provided to you by VirgoX that are based on Internet and/or blockchain technologies and offered via VirgoX websites, mobile applications, clients and other forms (including new ones enabled by future technological development). VirgoX Services include but are not limited to such VirgoX ecosystem components as VirgoX Exchange (Digital Asset Trading Platform), VirgoX FX Contract Trading, VirgoX Perpetual Swap Trading, VirgoX Financial, VirgoX Academy, VirgoX Token, and novel services to be provided by VirgoX.
- VirgoX Platform Rules refer to all rules, interpretations, announcements, statements, letters of consent and other contents that have been and will be subsequently released by VirgoX, as well as all regulations, implementation rules, product process descriptions, and announcements published in the Help Center or within products or service processes.
- Users refer to all individuals, institutions or organizations that access, download or use VirgoX or VirgoX Services and who meet the criteria and conditions stipulated by VirgoX. If there exist other agreements for such entities as developers, distributors, market makers, and Digital Currencies exchanges, such agreements shall be followed.
- Digital Currencies refer to encrypted or digital tokens or cryptocurrencies that are based on blockchain and cryptography technologies and are issued and managed in a decentralized form.
- Digital Assets refer to Digital Currencies, their derivatives or other types of digitized assets.
- VirgoX Accounts refer to the foundational virtual accounts, including exchange accounts and subaccounts, which are opened by VirgoX for Users to record on VirgoX their usage of VirgoX Services, transactions, asset changes and basic information. VirgoX Accounts serve as the basis for Users to enjoy and exercise their rights on VirgoX.
- Crypto-to-crypto Trading refers to spot transactions in which one digital currency is exchanged for another digital currency.
- Fiat Trading refers to spot transactions in which Digital Currencies are exchanged for fiat currencies or vice versa.
- Contract Accounts refer to special accounts opened by Users on VirgoX to deposit and withdraw collateral (such as margins) in accordance with these Terms (including the VirgoX Contract Services Agreement and VirgoX Platform Rules), as required for contract transactions, leveraged trading and/or currency borrowing services.
- Loan/Lending refers to VirgoX’s lending of Digital Currencies to Users at an interest collected in certain ways (in the form of Digital Currencies), including but not limited to the leveraged trading and currency lending services, and other forms of loan/lending services to be launched by VirgoX.
- VirgoX Financial refers to VirgoX’s financial platform whereby Users can commit a fixed amount of Digital Assets to a financial product of their choice. Financial products offered may offer a return in exchange for the commitment from the User.
- Earnwell refers to a category of VirgoX Financial products which offers Users a return on their committed Digital Assets. All Earnwell products feature non-negotiable fixed term commitments. Digital Assets committed in this way cannot be withdrawn until the end of the fixed term.
II. General Provisions
1. About These Terms
a. Contractual Relationship
These Terms constitute a legal agreement and create a binding contract between you and VirgoX Operator.
b. Supplementary Terms
c. Changes to These Terms
VirgoX reserves the right to change or modify these Terms in its discretion at any time. VirgoX will notify such changes by updating the terms on its website (https://virgox.zendesk.com/hc/en-us/articles/360051708493-VirgoX-Terms-of-Use) and modifying the [Last revised] date displayed on this page. ANY AND ALL MODIFICATIONS OR CHANGES TO THESE TERMS WILL BECOME EFFECTIVE UPON PUBLICATION ON THE WEBSITE OR RELEASE TO USERS. THEREFORE, YOUR CONTINUED USE OF VIRGOX SERVICES IS DEEMED YOUR ACCEPTANCE OF THE MODIFIED AGREEMENT AND RULES. IF YOU DO NOT AGREE TO ANY CHANGES TO THESE TERMS, YOU MUST STOP USING VIRGOX SERVICES IMMEDIATELY. YOU ARE RECOMMENDED TO FREQUENTLY REVIEW THESE TERMS TO ENSURE YOUR UNDERSTANDING OF THE TERMS AND CONDITIONS THAT APPLY TO YOUR ACCESS TO AND USE OF VIRGOX SERVICES.
d. Prohibition of Use
BY ACCESSING AND USING VIRGOX SERVICES, YOU REPRESENT AND WARRANT THAT YOU HAVE NOT BEEN INCLUDED IN ANY TRADE EMBARGOES OR ECONOMIC SANCTIONS LIST (SUCH AS THE UNITED NATIONS SECURITY COUNCIL SANCTIONS LIST), THE LIST OF SPECIALLY DESIGNATED NATIONALS MAINTAINED BY OFAC (THE OFFICE OF FOREIGN ASSETS CONTROL OF THE U.S. DEPARTMENT OF THE TREASURY), OR THE DENIED PERSONS OR ENTITY LIST OF THE U.S. DEPARTMENT OF COMMERCE. VIRGOX RESERVES THE RIGHT TO CHOOSE MARKETS AND JURISDICTIONS TO CONDUCT BUSINESS, AND MAY RESTRICT OR REFUSE, IN ITS DISCRETION, THE PROVISION OF VIRGOX SERVICES IN CERTAIN COUNTRIES OR REGIONS.
BY ACCESSING AND USING VIRGOX SERVICES, YOU REPRESENT AND WARRANT THAT YOU ARE NOT A RESIDENT OF CANADA OR THE UNITED STATES OF AMERICA. VIRGOX SERVICES ARE NOT AVAILABLE TO RESIDENTS OF CANADA OR THE UNITED STATES OF AMERICA.
2. About VirgoX
As an important part of the VirgoX Ecosystem, VirgoX mainly serves as a global online platform for Digital Assets trading, and provides Users with a trading platform, financing services, technical services and other Digital Assets-related services. As further detailed in Article 3 below, Users must register and open an account with VirgoX, and deposit Digital Assets into their account prior to trading. Users may, subject to the restrictions set forth in these Terms, apply for the withdrawal of Digital Assets.
Although VirgoX has been committed to maintaining the accuracy of the information provided through VirgoX Services, VirgoX cannot and does not guarantee its accuracy, applicability, reliability, integrity, performance or appropriateness, nor shall VirgoX be liable for any loss or damage that may be caused directly or indirectly by your use of these contents. The information about VirgoX Services may change without notice, and the main purpose of providing such information is to help Users make independent decisions. VirgoX does not provide investment or consulting advice of any kind and is not responsible for the use or interpretation of information on VirgoX or any other communication medium. All Users of VirgoX Services must understand the risks involved in Digital Assets trading and are recommended to exercise prudence and trade responsibly within their own capabilities.
3. VirgoX Account Registration and Requirements
By registering to use a VirgoX Account, you represent and warrant that (i) as an individual, you are at least 18 or are of legal age to form a binding contract under applicable laws; (ii) as an individual, legal person, or other organization, you have full legal capacity and sufficient authorizations to enter into these Terms; (iii) you have not been previously suspended or removed from using VirgoX Services; (iv) you do not currently have a VirgoX Account; (v) you are a non-U.S User; (vi) you are a non-Canadian User. If you act as an employee or agent of a legal entity, and enter into these Terms on their behalf, you represent and warrant that you have all the necessary rights and authorizations to bind such legal entity; (vi) your use of VirgoX Services will not violate any and all laws and regulations applicable to you, including but not limited to regulations on anti-money laundering, anti-corruption, and counter-terrorist financing.
c. User Identity Verification
BY REGISTERING AN ACCOUNT, YOU HEREBY AUTHORIZE VIRGOX TO CONDUCT INVESTIGATIONS THAT VIRGOX CONSIDERS NECESSARY, EITHER DIRECTLY OR THROUGH A THIRD PARTY, TO VERIFY YOUR IDENTITY OR PROTECT YOU, OTHER USERS AND/OR VIRGOX FROM FRAUD OR OTHER FINANCIAL CRIMES, AND TO TAKE NECESSARY ACTIONS BASED ON THE RESULTS OF SUCH INVESTIGATIONS. YOU ALSO ACKNOWLEDGE AND AGREE THAT YOUR PERSONAL INFORMATION MAY BE DISCLOSED TO CREDIT BUREAUS AND AGENCIES FOR FRAUD PREVENTION OR FINANCIAL CRIME PREVENTION, WHICH MAY RESPOND TO OUR INVESTIGATIONS IN FULL.
d. Account Usage Requirements
The VirgoX Account can only be used by the account registrant. VirgoX reserves the right to suspend, freeze or cancel the use of VirgoX Accounts by persons other than account registrant. If you suspect or become aware of any unauthorized use of your username and password, you should notify VirgoX immediately. VirgoX assumes no liability for any loss or damage arising from the use of VirgoX Account by you or any third party with or without your authorization.
e. Account Security
VirgoX has been committed to maintaining the security of User entrusted funds, and has implemented industry standard protection for VirgoX Services. However, the actions of individual Users may pose risks. You shall agree to treat your access credentials (such as username and password) as confidential information, and not to disclose such information to any third party. You also agree to be solely responsible for taking the necessary security measures to protect your VirgoX Account and personal information.
You should be solely responsible for keeping safe of your VirgoX Account and password, and be responsible for all the transactions under your VirgoX Account. VirgoX assumes no liability for any loss or consequences caused by authorized or unauthorized use of your account credentials, including but not limited to information disclosure, information release, consent or submission of various rules and agreements by clicking on the website, online agreement renewal, etc.
By creating a VirgoX Account, you hereby agree that:
i. you will notify VirgoX immediately if you are aware of any unauthorized use of your VirgoX Account and password or any other violation of security rules;
ii. you will strictly abide by all mechanisms or procedures of VirgoX regarding security, authentication, trading, charging, and withdrawal; and
iii. you will take appropriate steps to logout from VirgoX at the end of each visit.
f. Personal Data
i. your transaction counterparty;
ii. VirgoX Operator, and the shareholders, partners, investors, directors, supervisors, senior managers and employees of such entities;
iii. our joint ventures, alliance partners and business partners;
iv. our agents, contractors, suppliers, third-party service providers and professional advisers, including the parties who have been contracted to provide us with administrative, financial, research, operations, IT and other services, in such areas as telecommunications, information technology, payroll, information processing, training, market research, storage and archival;
v. third-party business partners who provide goods and services or sponsor contests or other promotional activities, whether or not in cooperation with us;
vi. insurance companies or insurance investigators and credit providers;
vii. credit bureaus, or any debt collection agencies or dispute resolution centers in the event of violation or dispute;
viii. business partners, investors, trustees or assignees (actual or expected) that promote business asset transactions (which can be broadened to include any merger, acquisition or asset sale) of VirgoX Operator;
ix.professional consultants such as auditors and lawyers;
x. relevant government regulatory agencies or law enforcement agencies to comply with laws or regulations formulated by government authorities;
xi. assignees of our rights and obligations;
xii. banks, credit card companies and their respective service providers;
xiii. persons with your consent as determined by you or the applicable contract.
III. VirgoX Services
Upon completion of the registration and identity verification for your VirgoX Account, you may use various VirgoX Services, including but not limited to, Crypto-to-crypto Trading, contract trading, leveraged trading, VirgoX Financial products, staking, acquiring market-related data, research and other information released by VirgoX, participating in User activities held by VirgoX, etc., in accordance with the provisions of these Terms (including VirgoX Platform Rules and other individual agreements). VirgoX has the right to:
- Provide, modify or terminate, in its discretion, any VirgoX Services based on its development plan; and
- Allow or prohibit some Users’ use of any VirgoX Services in accordance with relevant VirgoX Platform Rules.
- Service Usage Guidelines
Provided that you constantly comply with the express terms and conditions stated in these Terms, VirgoX grants you a revocable, limited, royalty-free, non-exclusive, non-transferable, and non-sublicensable license to access and use VirgoX Services through your computer or Internet compatible devices for your personal/internal purposes. You are prohibited to use VirgoX Services for resale or commercial purposes, including transactions on behalf of other persons or entities. All the above actions are expressly prohibited and constitute a material violation of these Terms. The content layout, format, function and access rights regarding VirgoX Services should be stipulated in the discretion of VirgoX. VirgoX reserves all rights not expressly granted in these Terms. Therefore, you are hereby prohibited from using VirgoX Services in any way not expressly authorized by these Terms.
These Terms only grant a limited license to access and use VirgoX Services. Therefore, you hereby agree that when you use VirgoX Services, VirgoX does not transfer VirgoX Services or the ownership or intellectual property rights of any VirgoX intellectual property to you or anyone else. All the text, graphics, user interfaces, visual interface, photos, sounds, process flow diagrams, computer code (including html code), programs, software, products, information and documents, as well as the design, structure, selection, coordination, expression, look and feel, and layout of any content included in the services or provided through VirgoX Services, are exclusively owned, controlled and/or licensed by VirgoX Operator or its members, parent companies, licensors or affiliates.
VirgoX owns any feedback, suggestions, ideas, or other information or materials (hereinafter collectively referred to as “Feedback”) about VirgoX or VirgoX Services that you provide through email, VirgoX Services, or other ways. You hereby transfer all rights, ownership and interests of the Feedback and all related intellectual property rights to VirgoX. You have no right and hereby waive any request for acknowledgment or compensation based on any Feedback, or any modifications based on any Feedback.
When you use VirgoX Services, you agree and undertake to comply with the following provisions:
i. During the use of VirgoX Services, all activities you carry out should comply with the requirements of applicable laws and regulations, these Terms, and various guidelines of VirgoX;
ii. Your use of VirgoX Services should not violate public interests, public morals, or the legitimate interests of others, including any actions that would interfere with, disrupt, negatively affect, or prohibit other Users from using VirgoX Services;
iii. You agree not to use the services for market manipulation (such as pump and dump schemes, wash trading, self-trading, front running, quote stuffing, and spoofing or layering, regardless of whether prohibited by law);
iv. Without written consent from VirgoX, the following commercial uses of VirgoX data are prohibited:
1) Trading services that make use of VirgoX quotes or market bulletin board information.
2) Data feeding or streaming services that make use of any market data of VirgoX.
3) Any other websites/apps/services that charge for or otherwise profit from (including through advertising or referral fees) market data obtained from VirgoX.
v. Without prior written consent from VirgoX, you may not modify, replicate, duplicate, copy, download, store, further transmit, disseminate, transfer, disassemble, broadcast, publish, remove or alter any copyright statement or label, or license, sub-license, sell, mirror, design, rent, lease, private label, grant security interests in the properties or any part of the properties, or create their derivative works or otherwise take advantage of any part of the properties.
vi. You may not (i) use any deep linking, web crawlers, bots, spiders or other automatic devices, programs, scripts, algorithms or methods, or any similar or equivalent manual processes to access, obtain, copy or monitor any part of the properties, or replicate or bypass the navigational structure or presentation of VirgoX Services in any way, in order to obtain or attempt to obtain any materials, documents or information in any manner not purposely provided through VirgoX Services; (ii) attempt to access any part or function of the properties without authorization, or connect to VirgoX Services or any VirgoX servers or any other systems or networks of any VirgoX Services provided through the services by hacking, password mining or any other unlawful or prohibited means; (iii) probe, scan or test the vulnerabilities of VirgoX Services or any network connected to the properties, or violate any security or authentication measures on VirgoX Services or any network connected to VirgoX Services; (iv) reverse look-up, track or seek to track any information of any other Users or visitors of VirgoX Services; (v) take any actions that imposes an unreasonable or disproportionately large load on the infrastructure of systems or networks of VirgoX Services or VirgoX, or the infrastructure of any systems or networks connected to VirgoX services; (vi) use any devices, software or routine programs to interfere with the normal operation of VirgoX Services or any transactions on VirgoX Services, or any other person’s use of VirgoX Services; (vii) forge headers, impersonate, or otherwise manipulate identification, to disguise your identity or the origin of any messages or transmissions you send to VirgoX, or (viii) use VirgoX Services in an illegal way.
By accessing VirgoX Services, you agree that VirgoX has the right to investigate any violation of these Terms, unilaterally determine whether you have violated these Terms, and take actions under relevant regulations without your consent or prior notice. Examples of such actions include, but are not limited to:
- Blocking and closing order requests;
- Freezing your account;
- Reporting the incident to the authorities;
- Publishing the alleged violations and actions that have been taken;
- Deleting any information you published that are found to be violations.
- Crypto-to-crypto Trading
Upon completion of the registration and identity verification for your VirgoX Account, you may conduct Crypto-to-crypto Trading on VirgoX in accordance with the provisions of these Terms and VirgoX Platform Rules.
Upon sending an instruction of using VirgoX Services for Crypto-to-crypto Trading (an “Order”), your account will be immediately updated to reflect the open Orders, and your Orders will be included in VirgoX’s order book to match other users’ Orders. If one of your Orders fully or partially matches another user’s Order, VirgoX will execute an exchange (a “Transaction”). Once the Transaction is executed, your account will be updated to reflect that the Order has been fully executed and closed, or the Order has been partially executed. The Order will remain uncompleted until it is fully executed or cancelled under paragraph (b) below. To conclude a Transaction, you authorize VirgoX to temporarily control the Digital Currencies involved in your Transaction.
For Orders initiated through VirgoX Services, you may only cancel them before they have been matched with other Users’ Orders. Once your Order has been matched with another user’s Order, you may not change, revoke or cancel VirgoX’s authorization to complete the Order. For any partially matched Order, you may cancel the unmatched part of the Order unless such portion has been matched. VirgoX reserves the right to reject any cancellation request related to the Order you have submitted. If your account does not have sufficient amount of Digital Currencies to execute an Order, VirgoX may cancel the entire Order, or execute part of the Order with the amount of Digital Currencies you have in your account (in each case, any Transaction related fees payable to VirgoX are deducted as stated in paragraph (c) below).
You agree to pay VirgoX the fees specified in https://virgox.zendesk.com/hc/en-us/sections/360008510173-Fees. VirgoX may, in its discretion, update the fees at any time. Any updated fees will apply to any sales or other Transactions that occur following the effective date of the updated fees. You authorize VirgoX to deduct from your account any applicable fees that you owe under these Terms.
4. Contract Trading
Unless otherwise specified by VirgoX, to conduct Contract Trading, you must open a special Collateral Account, following the completion of registration and identity verification for your VirgoX Account. You acknowledge and agree that:
a. You fully understand the high risks of Contract Trading, including but not limited to the risk of major fluctuations of Digital Assets in Contract Trading, and the risk of exacerbated adverse outcome when leverage is used;
b. You have sufficient investment knowledge and experience and the capacity to take risks arising from Contract Trading, and agree to independently assume all the risks arising from the investment of Contract Trading;
c. Before performing Contract Trading, you have read and understood the relevant VirgoX Platform Rules, and have consulted relevant professionals to make informed decisions on whether and how to complete Contract Trading according to their recommendations and your own reasonable judgment;
d. You agree and authorize VirgoX to take various reasonable measures in its discretion (including but not limited to forced liquidation and forced position reduction under specific circumstances) in accordance with the relevant VirgoX Platform Rules to protect the legitimate interests of you, VirgoX and other Users.
5. Margins Trading
Unless otherwise specified by VirgoX, prior to conducting Margins Trading, you must open a special Collateral Account and/or complete other related procedures, following the completion of registration and identity verification for your VirgoX Account.
a. Risks of Margins Trading
Margins Trading is highly risky. As a leveraged trader, you acknowledge and agree that you access and use Margins Trading and borrowing services at your own risk, which include but are not limited to:
i. The liquidity, market depth and dynamics of the trading market fluctuate violently and change rapidly. The use of leverage may work to your advantage or disadvantage, which may result in major gains or losses as the case may be.
ii. You are not eligible to receive forked currencies split from any blockchain assets in your Collateral Account, even if you have not engaged in any Margins Trading or borrowing at all.
iii. Loans carry risk, and the value of your blockchain assets may decline. If the value of your assets drops to a certain level, you are responsible for dealing with these market circumstances.
iv. In some market situations, you may find it difficult or impossible to liquidate a position. This may occur, for example, as a result of insufficient market liquidity or technical issues on VirgoX.
v. Placing contingent Orders does not necessarily limit your losses to the expected amount, as market conditions may prevent you from executing such orders.
vi. Margins Trading does not have guaranteed measures against losses. As a borrower, you may suffer losses that exceed the amount you deposited into your Collateral Account.
b. To start Margins Trading:
i. You represent and warrant that you are not from the U.S., Canada, or on any list of trade embargoes or economic sanctions, such as the Specially Designated National by OFAC (The Office of Foreign Assets Control of the U.S. Department of the Treasury).
ii. You should fully understand the risks associated with Margins Trading and Lending, and be fully responsible for any trading and non-trading activities under your VirgoX Account and Collateral Account. You should not engage in Transactions or invest in funds that are beyond your financial capacities;
iii. You are fully responsible for knowing the true status of any position, even if VirgoX may present it incorrectly at any time;
iv. You agree to keep enough Digital Assets in your Collateral Account, as required by VirgoX for Users’ engagement in Margins Trading, and promptly repay your loan in full. Failure to keep enough assets or to timely repay the outstanding loan may result in forced liquidation of the assets in your Collateral Account;
v. Even if with the ability to forcefully liquidate any position, VirgoX cannot guarantee to stop losses. If your assets are insufficient to repay the outstanding loan after the liquidation of your position, you are still liable for any further shortfall of assets;
vi. VirgoX may take measures, in its discretion and on your behalf, to reduce your potential losses, including but not limited to, transferring assets from your Collateral Account into your VirgoX Account and/or vice versa;
vii. During VirgoX system maintenance, you agree to be fully responsible for managing your Collateral Account under risks, including but not limited to, closing positions and repaying your loan.
viii. You agree to conduct all Transactions, Margins Trading and/or borrowing on your own, and be fully responsible for your activities. VirgoX assumes no liability for any loss or damage caused by your use of any VirgoX services or your unawareness of the risks associated with the use of Digital Assets or with your use of VirgoX Services.
7. VirgoX Financial
VirgoX offers VirgoX Financial, a service to provide Users with value-added services for their idle Digital Assets. When using VirgoX Financial service, you should note that:
a. VirgoX Financial assets will be used in cryptocurrency lending and other speculative activities.
b. You shall abide by relevant laws and regulations to ensure that the sources of Digital Assets are legitimate and compliant when using VirgoX Financial.
c. When you use VirgoX Financial, you should fully recognize the risks of investing in Digital Assets and operate cautiously.
d. You agree that all investment operations conducted on VirgoX represent your true investment intentions and unconditionally accept the potential risks and benefits of your investment decisions.
e. VirgoX reserves the right to suspend or terminate VirgoX Financial. If necessary, VirgoX can suspend and terminate VirgoX Financial at any time.
f. Due to network delay, computer system failures and other force majeure, which may lead to delay, suspension, termination or deviation of execution of VirgoX Financial service, VirgoX will use reasonable effort to ensure but not promise that VirgoX Financial service execution system runs stably and effectively. VirgoX does not take any responsibility if the final execution fails to match your expectations due to the above factors.
1. Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, VIRGOX SERVICES, VIRGOX MATERIALS AND ANY PRODUCT, SERVICE OR OTHER ITEM PROVIDED BY OR ON BEHALF OF VIRGOX ARE OFFERED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND VIRGOX EXPRESSLY DISCLAIMS, AND YOU WAIVE, ANY AND ALL OTHER WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OR WARRANTIES ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE IN TRADE. WITHOUT LIMITING THE FOREGOING, VIRGOX DOES NOT REPRESENT OR WARRANT THAT THE SITE, VIRGOX SERVICES OR VIRGOX MATERIALS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. VIRGOX DOES NOT GUARANTEE THAT ANY ORDER WILL BE EXECUTED, ACCEPTED, RECORDED OR REMAIN OPEN. EXCEPT FOR THE EXPRESS STATEMENTS, AGREEMENTS AND RULES SET FORTH IN THESE TERMS, YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU HAVE NOT RELIED UPON ANY OTHER STATEMENT OR AGREEMENT, WHETHER WRITTEN OR ORAL, WITH RESPECT TO YOUR USE AND ACCESS OF VIRGOX SERVICES. WITHOUT LIMITING THE FOREGOING, YOU HEREBY UNDERSTAND AND AGREE THAT VIRGOX WILL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR RELATING TO: (A) ANY INACCURACY, DEFECT OR OMISSION OF DIGITAL ASSETS PRICE DATA, (B) ANY ERROR OR DELAY IN THE TRANSMISSION OF SUCH DATA, (C) INTERRUPTION IN ANY SUCH DATA, (D) REGULAR OR UNSCHEDULED MAINTENANCE CARRIED OUT BY VIRGOX AND SERVICE INTERRUPTION AND CHANGE RESULTING FROM SUCH MAINTENANCE, (E) ANY DAMAGES INCURRED BY OTHER USERS’ ACTIONS, OMISSIONS OR VIOLATION OF THESE TERMS, (F) ANY DAMAGE CAUSED BY ILLEGAL ACTIONS OF OTHER THIRD PARTIES OR ACTIONS WITHOUT AUTHORIZED BY VIRGOX; AND (G) OTHER EXEMPTIONS MENTIONED IN DISCLAIMERS AND PLATFORM RULES ISSUED BY VIRGOX.
THE DISCLAIMER OF IMPLIED WARRANTIES CONTAINED HEREIN MAY NOT APPLY IF AND TO THE EXTENT IT IS PROHIBITED BY APPLICABLE LAW OF THE JURISDICTION IN WHICH YOU RESIDE.
2. Disclaimer of Damages and Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL VIRGOX, ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, ATTORNEYS, AGENTS, REPRESENTATIVES, SUPPLIERS OR CONTRACTORS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR SIMILAR DAMAGES OR LIABILITIES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF DATA, INFORMATION, REVENUE, PROFITS OR OTHER BUSINESSES OR FINANCIAL BENEFITS) ARISING OUT OF VIRGOX SERVICES, ANY PERFORMANCE OR NON-PERFORMANCE OF VIRGOX SERVICES, OR ANY OTHER PRODUCT, SERVICE OR OTHER ITEM PROVIDED BY OR ON BEHALF OF VIRGOX AND ITS AFFILIATES, WHETHER UNDER CONTRACT, STATUTE, STRICT LIABILITY OR OTHER THEORY EVEN IF VIRGOX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES EXCEPT TO THE EXTENT OF A FINAL JUDICIAL DETERMINATION THAT SUCH DAMAGES WERE A RESULT OF VIRGOX’S GROSS NEGLIGENCE, FRAUD, WILLFUL MISCONDUCT OR INTENTIONAL VIOLATION OF LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
NOTWITHSTANDING THE FOREGOING, IN NO EVENT WILL THE LIABILITY OF VIRGOX, ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, ATTORNEYS, AGENTS, REPRESENTATIVES, SUPPLIERS OR CONTRACTORS ARISING OUT OF SERVICES OFFERED BY OR ON BEHALF OF VIRGOX AND ITS AFFILIATES, ANY PERFORMANCE OR NON-PERFORMANCE OF VIRGOX SERVICES, OR ANY OTHER PRODUCT, SERVICE OR OTHER ITEM, WHETHER UNDER CONTRACT, STATUTE, STRICT LIABILITY OR OTHER THEORY, EXCEED THE AMOUNT OF THE FEES PAID BY YOU TO VIRGOX UNDER THESE TERMS IN THE TWELVE-MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM FOR LIABILITY.
You agree to indemnify and hold harmless VirgoX Operator, their affiliates, contractors, licensors, and their respective directors, officers, employees and agents from and against any claims, actions, proceedings, investigations, demands, suits, costs, expenses and damages (including attorneys’ fees, fines or penalties imposed by any regulatory authority) arising out of or related to (i) your use of, or conduct in connection with, VirgoX Services, (ii) your breach or our enforcement of these Terms, or (iii) your violation of any applicable law, regulation, or rights of any third party during your use of VirgoX Services. If you are obligated to indemnify VirgoX Operator, their affiliates, contractors, licensors, and their respective directors, officers, employees or agents pursuant to these Terms, VirgoX will have the right, in its sole discretion, to control any action or proceeding and to determine whether VirgoX wishes to settle, and if so, on what terms.
Please be aware that all official announcements, news, promotions, competitions and airdrops will be listed on https://virgox.zendesk.com/hc/en-us .USERS UNDERTAKE TO REFER TO THESE MATERIALS REGULARLY AND PROMPTLY. VIRGOX WILL NOT BE HELD LIABLE OR RESPONSIBLE IN ANY MANNER OF COMPENSATION SHOULD USERS INCUR PERSONAL LOSSES ARISING FROM IGNORANCE OR NEGLIGENCE OF THE ANNOUNCEMENTS.
VI. Termination of Agreement
1. Suspension of VirgoX Accounts
- The VirgoX Account is subject to a governmental proceeding, criminal investigation or other pending litigation;
- We detect unusual activities in the VirgoX Account;
- We detect unauthorized access to the VirgoX Account;
- We are required to do so by a court order or command by a regulatory/government authority.
2. Cancellation of VirgoX Accounts
In case of any of the following events, VirgoX shall have the right to directly terminate these Terms by cancelling your VirgoX Account, and shall enjoy the right but not the obligation to permanently freeze (cancel) the authorizations of your VirgoX Account on VirgoX and withdraw the corresponding VirgoX Account thereof:
- after VirgoX terminates services to you;
- you allegedly register or register in any other person’s name as a VirgoX User again, directly or indirectly;
- the information that you have provided is untruthful, inaccurate, outdated or incomplete;
- after VirgoX determines that you are a resident of Canada or the United States of America;
- when these Terms are amended, you state your unwillingness to accept the amended Terms by applying for cancellation of your VirgoX Account or by other means;
- you request that VirgoX Services be terminated; and
- any other circumstances where VirgoX deems it should terminate VirgoX Services.
Should your VirgoX Account be terminated, the account and transactional information that meet data retention standards will be securely stored for 5 years. In addition, if a transaction is unfinished during the account termination process, VirgoX 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 VirgoX is informed that any Digital Assets or funds held in your VirgoX Account are stolen or otherwise are not lawfully possessed by you, VirgoX may, but has no obligation to, place an administrative hold on the affected funds and your VirgoX Account. If VirgoX does lay down an administrative hold on some or all of your funds or VirgoX Account, VirgoX may continue such hold until such time as the dispute has been resolved and evidence of the resolution acceptable to VirgoX has been provided to VirgoX in a form acceptable to VirgoX. VirgoX will not involve itself in any such dispute or the resolution of the dispute. You agree that VirgoX will have no liability or responsibility for any such hold, or for your inability to withdraw Digital Assets or funds or execute trades during the period of any such hold.
3. Remaining Funds After VirgoX Account Termination
Except as set forth in paragraph 4 below, once a VirgoX Account is cancelled/withdrawn, all remaining account balance (which includes charges and liabilities owed to VirgoX) will be payable immediately to VirgoX. Upon payment of all outstanding charges to VirgoX (if any), Users will be notified via the email address(es) associated with their account to send written withdrawal instructions to email@example.com.
4. Remaining Funds After VirgoX Account Termination Due to Fraud, Violation of Law, or Violation of These Terms
VirgoX maintains full custody of the Digital Assets, funds and User data/information which may be turned over to governmental authorities in the event of VirgoX Accounts’ suspension/closure arising from fraud investigations, investigations of violation of law or violation of these Terms.
VII. No Financial Advice
VirgoX is not your broker, intermediary, agent, or advisor and has no fiduciary relationship or obligation to you in connection with any trades or other decisions or activities effected by you using VirgoX Services. No communication or information provided to you by VirgoX is intended as, or shall be considered or construed as, investment advice, financial advice, trading advice, or any other sort of advice. Unless otherwise specified in these Terms, all trades are executed automatically, based on the parameters of your order instructions and in accordance with posted trade execution procedures, and you are solely responsible for determining whether any investment, investment strategy or related transaction is appropriate for you according to your personal investment objectives, financial circumstances and risk tolerance, and you shall be solely responsible for any loss or liability therefrom. You should consult legal or tax professionals regarding your specific situation. VirgoX does not recommend that any Digital Asset should be bought, earned, sold, or held by you. Before making the decision to buy, sell or hold any Digital Asset, you should conduct your own due diligence and consult your financial advisors prior to making any investment decision. VirgoX will not be held responsible for the decisions you make to buy, sell, or hold Digital Asset based on the information provided by VirgoX.
VIII. Compliance with Local Laws
It is Users’ responsibility to abide by local laws in relation to the legal usage of VirgoX Services in their local jurisdiction as well as other laws and regulations applicable to Users. Users must also factor, to the extent of their local laws all aspects of taxation, the withholding, collection, reporting and remittance to their appropriate tax authorities. ALL USERS OF VIRGOX SERVICES ACKNOWLEDGE AND DECLARE THAT THEIR FUNDS COME FROM LEGITIMATE SOURCES AND DO NOT ORIGINATE FROM ILLEGAL ACTIVITIES; USERS AGREE THAT VIRGOX WILL REQUIRE THEM TO PROVIDE OR OTHERWISE COLLECT THE NECESSARY INFORMATION AND MATERIALS AS PER RELEVANT LAWS OR GOVERNMENT ORDERS TO VERIFY THE LEGALITY OF THE SOURCES AND USE OF THEIR FUNDS. VirgoX maintains a stance of cooperation with law enforcement authorities globally and will not hesitate to seize, freeze, terminate Users’ accounts and funds which are flagged out or investigated by legal mandate.
X. Resolving Disputes: Forum, Arbitration, Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY, AS IT INVOLVES A WAIVER OF CERTAIN RIGHTS TO BRING LEGAL PROCEEDINGS, INCLUDING AS A CLASS ACTION FOR RESIDENTS OF THE U.S.
- Notification of Dispute. Please contact VirgoX first! VirgoX wants to address your concerns without resorting to formal legal proceedings. Before filing a claim, you agree to try to resolve the dispute informally by contacting VirgoX first through https://www.virgox.com/contactUs
- Agreement to Arbitrate. You and VirgoX agree to resolve any claims relating to these Terms (including any question regarding their existence, validity, termination, or any services or products provided and any representations made by us) through final and binding arbitration, except as set forth under Exceptions to Agreement to Arbitrate below. You agree to first give us an opportunity to resolve any claims by contacting us as set forth in paragraph 1 above. If we are not able to resolve your claims within 60 days of receiving the notice, you may seek relief through arbitration.
- Arbitration Procedure. Either you or VirgoX may submit a dispute (after having made good faith efforts to resolve such dispute in accordance with paragraphs 1 and 2 above) for final and binding resolution by arbitration. JUDGMENT ON ANY ARBITRAL AWARD MAY BE GIVEN IN ANY COURT HAVING JURISDICTION OVER THE PARTY (OR OVER THE ASSETS OF THE PARTY) AGAINST WHOM SUCH AN AWARD IS RENDERED.
- Notice. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claims to legal@VirgoX.com. If we request arbitration against you, we will give you notice at the email address or street address you have provided.
- Independent Parties. VirgoX is an independent contractor but not an agent of you in the performance of these Terms. These Terms shall not be interpreted as facts or evidence of an association, joint venture, partnership, or franchise between the parties.
- Entire Agreement. These Terms constitute the entire agreement between the parties regarding use of VirgoX Services and will supersede all prior written or oral agreements between the parties. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter the terms herein.
- Interpretation and Revision. VirgoX reserves the right to alter, revise, modify, and/or change these Terms at any time. All changes will take effect immediately upon being published on VirgoX websites. It is your responsibility to regularly check relevant pages on our websites/applications to confirm the latest version of these Terms. If you do not agree to any such modifications, your only remedy is to terminate your usage of VirgoX Services and cancel your account. You agree that, unless otherwise expressly provided in these Terms, VirgoX will not be responsible for any modification or termination of VirgoX Services by you or any third party, or suspension or termination of your access to VirgoX Services.
- Force Majeure. VirgoX will not be liable for any delay or failure to perform as required by these Terms because of any cause or condition beyond VirgoX’s reasonable control.
- Severability. If any portion of these Terms is held invalid or unenforceable, such invalidity or enforceability will not affect the other provisions of these Terms, which will remain in full force and effect, and the invalid or unenforceable portion will be given effect to the greatest extent possible.
- Assignment. You may not assign or transfer any right to use VirgoX Services or any of your rights or obligations under these Terms without prior written consent from VirgoX, including any right or obligation related to the enforcement of laws or the change of control. VirgoX may assign or transfer any or all of its rights or obligations under these Terms, in whole or in part, without notice or obtaining your consent or approval.
- Waiver. The failure of one party to require performance of any provision will not affect that party’s right to require performance at any time thereafter. At the same time, the waiver of one party to seek recovery for the other party’s violation of these Terms or any provision of applicable terms shall not constitute a waiver by that party of any subsequent breach or violation by the other party or of the provision itself.
- Contact Information. For more information on VirgoX, you may refer to the company and license information found on VirgoX websites. If you have questions regarding these Terms, please feel free to contact VirgoX for clarification via our Customer Support team at https://www.virgox.com/contactUs