Legacy VIP Loan User Agreement
Legacy VIP Loan User Agreement (applicable to users using the service before 23 May 2024)
Last updated: 23 May 2024
1. Overview
1.1 This VIP loan related service (“VIP Loan Services”, this “Service” or “Service” or “Services”) is provided and operated by OKX (as defined in Terms of Service, “OKX”, “we”, “our”, “us” or “Platform”).
1.2 These VIP Loan User Agreement (this "Agreement" or these “Terms”) govern your use of this Service and related services entered into by and between you (the “User” or “you”) and OKX, which is legally binding upon you and OKX. By accessing the Services and other relevant services provided by OKX, you agree that you have carefully read and fully understand the terms and conditions under these Terms (including any amendments made by OKX at any time), especially the terms which exclude or limit liabilities of the Platform under these Terms, and the terms that exclude or limit rights of the Users. If you do not accept these Terms or the contents of these Terms, or refuse to acknowledge and agree with the Platform’s right to unilaterally modify these Terms at any time, you have no right to use the Services provided by the Platform under these Terms and shall immediately stop using and access to the Platform. Unless otherwise provided in these Terms, the terms used in these Terms shall have the meaning provided in OKX's Terms of Service.
1.3 The contents of these Terms also include OKX's various system specifications, other agreements or rules in connection with or related to these Terms, and other relevant agreements and rules regarding the Services that OKX may publish on its Site from time to time. Once the afore-mentioned contents are officially released or published, they are an integral part of these Terms, and you shall be legally bound by those terms and conditions thereof. By using this Service, you confirm you have read, understood, and accepted these Terms, the OKX Terms of Service, Risk & Compliance Disclosure, any relevant terms and conditions, service terms, user agreements, transaction and operation rules, policies, announcements and other rules (as amended and restated from time to time) published by OKX on the Site from time to time in connection with this Service (“User Agreements”), and that you agree to be legally bound by any and all terms and conditions thereof. Unless you have read and accepted all the terms and conditions of these Terms and applicable User Agreements, you are not authorized to and shall not use this Service or any of its corresponding services.
1.4 The Terms and any applicable User Agreements constitute the entire agreement and understanding regarding the use of any or all of the Services, and any manner of accessing them, between: You and OKX, depending on your location, nationality, services used, and your level of KYC completed.
1.5 As a user of OKX, you intend to borrow certain VIP loan(s) in digital assets (the “VIP Loan(s)” or “Loan(s)”) from OKX. To secure your repayment of the Loans on a timely basis, you agree to provide security over certain amount of digital assets held in your OKX account in favour of OKX as collateral.
1.6 These Terms shall supplement our Terms of Service. In the event of any conflict or inconsistency of any term or provision set forth in these Terms and our Terms of Service, such conflict or inconsistency shall be resolved by giving precedence first to these Terms. All other provisions of our Terms of Service not modified by these Terms shall remain in full force and effect.
2. Eligibility to Use the Service
2.1 You understand and acknowledge that:
You have agreed to abide by the Terms of Service and you are eligible and not to be prohibited from using the Services defined therein;
If you are registering the Service in your personal capacity, in order to effectively accept these Terms, you must be at least 18 years old, with full civil rights and civil capacity, and have all the necessary authorities and abilities to sign these Terms. Once signed, it is binding on you;
If you are registering to use the Service on behalf of a legal entity, in order to effectively accept these Terms, you declare and guarantee that (i) such legal entity is legally established and valid in accordance with applicable laws; (ii) you are duly authorized by the legal entity to have the right to act on their behalf;
You have the experience and risk tolerance of using the service, and have the experience and knowledge to invest in non-guaranteed cryptocurrencies products;
You should carefully consider and use clear judgment to evaluate your financial condition and the above-mentioned risks before making any decision to use this Service, and bear all the losses arising there from;
In order to use the Service, you have the ability to perform operations on the Internet;
These Terms does not conflict with the laws of your country or region, and you promise that you will comply with the laws of your country or region;
You are the legal owner of the digital assets in your OKX Account and guarantee that the sources of these digital assets are legal.
2.2 You agree and undertake that:
You shall not use the Service for any illegal purposes, including but not limited to illegal gambling, money laundering, fraud, extortion, extortion, data breaches, terrorist financing, and any other violent activities or any businesses prohibited by the law;
You shall not conduct, initiate or promote any forms of market manipulation or other forms of illegal conduct, including but not limited to illegal gambling, money laundering, fraud, extortion, extortion, data breach, terrorist financing, and any other violent activities or businesses prohibited by the law.
3. Risk Management
3.1 The Service introduces various measures to control the systematic risks, including but not limited to:
OKX will continuously improve its risk-management measures.
3.2 “Margin System with Tiered Maintenance Margin Ratio”. Based on the digital assets you have deposited with the Service, the size of the position you can open is limited. In addition, to avoid liquidation, your Margin Ratio (defined and calculated by the Service) needs to be kept higher than the Maintenance Margin Ratio, which is the lowest required Margin Ratio for you to maintain your current positions. A Tiered Maintenance Margin Ratio Schedule is adopted by the Service. The larger the position opened, the higher Maintenance Margin Ratio will be required.
3.3“Forced partial liquidation”. When the Margin Ratio of your account is lower than 100%, it will trigger a forced partial liquidation, and the reverse pending order of your position will be cancelled. Your account will be temporarily taken over by the Service’s Risk Management Engine; and will be back under your control after the liquidation process is done. In Liquidation Mechanism, the Service’s Risk Management Engine will keep liquidating your positions, until your Margin Ratio is back above your Tiered Maintenance Margin Ratio or your positions are fully liquidated.
3.4 “Auto-deleveraging”. Auto-deleveraging, abbreviated as ADL, refers to a mechanism for liquidation of counterparty positions to control the platform's overall risk when extreme market conditions or force majeure lead to insufficient insurance fund or rapid decline of the insurance fund. At present, the rapid decline means that the insurance fund has dropped by 30% from the peak within 8 hours, and the platform may adjust it according to market conditions in the future. After ADL is triggered, the platform will no longer use the method of placing orders on the market and waiting for a suitable price to liquidate or partially liquidate user's positions, but directly find the counterparty account with the highest ranking and trade with the mark price at the time. After the transaction is completed, the counterparty position will be closed. The profits from the position will be added to the account balance. When the mechanism is adopted, the clawback will no longer be triggered.
3.5 If the size of your positions or open orders accumulate to a level which poses considerable risk to other users, OKX, under its discretion may request you to cancel your orders or close part of your positions. You acknowledge and agree that OKX reserves its sole and absolute right and discretion, under exceptional circumstances, to entirely or partially close your position or orders.
4. Use of this Service
4.1. Process of VIP Loan
(1) You could submit a request for VIP Loan and lock certain amount for the VIP Loan on the VIP Loan product page available on OKX Platform.
(2）When you have successfully secured the VIP Loan amount with sufficient Collateral, OKX shall ensure that you can, at any time, get a borrowing amount no less than the VIP Loan amount locked.
(3) If the liability of your trading account is within the VIP Loan locked amount, interest will only be accrued on the locked amount, and no additional interests will be charged.
4.2 Collateral
(1) You hereby agree and authorize that OKX will freeze the digital assets pledged by you as the Collateral under this Service to secure the Repayment in accordance with these Term. You hereby grant OKX all complete and necessary authorizations required to complete this Services, and such authorizations are irrevocable.
(2) When the Collateral is frozen, you shall not use, dispose of, or withdraw the Collateral in any manner, except for the Liquidation and Bankruptcy operated by the system of OKX.
(3) OKX shall be responsible for monitoring the price of the digital assets that you borrowed and the Collateral from time to time.
4.3. Determination of the Price of the Digital Assets
Due to the significant price fluctuation risk involved in digital assets, both parties agree to determine the price or exchange rate of the digital assets in accordance with this Clause:
(1) The price of the digital assets published on OKX website or its APP shall prevail.
(2) If there are express rules for the exchange rate for the digital assets of the Loan and the Collateral, the exchange rate of digital assets published on the OKX website or its App shall prevail.
4.4 Interest
(1) Due to the liquidity of the digital assets, you agree that you shall pay certain fees in digital assets to OKX as fees for borrowing and using the Loan (for the purpose of these Terms only, such fees are hereinafter referred to as the “Interest”).
(2) The Loan Interest shall be accrued on an hourly basis, commencing from the time when the VIP Loan is taken by you after the amount has been locked.
(3) Interest Rate: The Interest Rate will be determined by OKX at its sole discretion and displayed on the product page on the Platform when you subscribe for the VIP Loan. The Interest Rate will be updated on every interest rate update day (“Interest Rate Update Date”). The Interest Rate will be fixed rate prior to the Interest Rate Update Date.
(4) Interest on the Loan: The Interest accrued on the Loan under these Terms will be calculated on hourly bases. Interest accrued per hour = principal of the Loan * current hourly Interest Rate.
(5) If you repay the VIP Loan while you still have liability in your trading account, OKX shall automatically transfer your liability to market loan services provided by OKX, and your amount will be interest-bearing according to the market loan rules. When the amount available to borrow in the market loan pool is insufficient or such service is temporarily unavailable, unless you close your position to reduce your liability, you shall not be able to repay your VIP Loan.
4.5 Repayment and the Return of the Collateral
(1) Unless otherwise provided in these Terms, you may repay all or any part of the Loans and accrued interest thereon at any time.
(2) If you intends to repay all of any part of the Loans or cease to use this Service or this Service is terminated for any reason, you hereby agree and authorize OKX to deduct the corresponding digital assets from your Collateral for the purpose of fully repay all the relevant outstanding principal and Interest accrued and Service Fees or any other fees due and payable charged by OKX, if any.
4.6 Hard Fork (“Hard Fork”) and Airdrop (“Airdrop”)
(1) During the Loan period, OKX may notify Users of any upcoming Hard Fork or Airdrop in connection with the digital assets involved under the Loan. Within 30 days after OKX makes the notice, OKX and the User have the right to terminate the Loan. Within 30 days after the notice of terminating the Loan, the User shall repay all outstanding principal and interest under the Loan.
(2) Right to New Tokens
In the event that new tokens are generated due to a Hard Fork in the digital asset protocol or an applicable Airdrop (the “New Tokens”) and neither OKX nor the user chooses to terminate the Loan, the right to such New Tokens shall be as follows:
(i) if the New Tokens are generated in connection with digital assets which comprises part of the relevant Loan, OKX shall have right to receive such New Tokens and you shall repay the New Tokens to OKX;
(ii) if the New Tokens are generated in connection with digital asset which comprises part of the Collateral, you shall have right to receive such New Tokens, and OKX will release the New Tokens together with the corresponding Collateral to your OKX account after you fully repay all the principal and interest of the outstanding Loan you borrowed.
5. Service Fees
5.1 OKX has the right to charge you applicable service fees (“Service Fees”) as determined by OKX at its sole discretion, if any, for this Service and other relevant services provided by OKX to you. You agree to fully pay such Service Fees, if any. OKX will deduct the Service Fees and any other cost, fees, and expenses due and payable by you for this Service from the digital assets in your OKX account, if any.
5.2 In the event that you fail to pay the Service Fees (if any), you agree and authorize OKX to deduct the Service Fees and liquidated damages from the Collateral. Otherwise OKX reserves the right not to provide Services under these Terms.
6. Representations and Warranties
6.1 You hereby represent, warrant and undertake that:
(1) The source of the Collateral under the Loan and this Service is legitimate, and the ownership is not disputed;
(2) The Collateral hereunder is not subject to any litigation, preservation, mortgage, judicial freeze, and enforcement and thus becomes unenforceable, otherwise you shall be deemed to have breached these Terms and shall bear all responsibilities;
(3) You shall not lose your ability to pay under your obligations of repayment under the Loan as a result of occurrence of other events including, litigation, preservation, mortgage, judicial freeze, and enforcement. Otherwise, it shall be deemed that you have defaulted and you shall be responsible for all economic losses and legal liabilities;
(4) You will not infringe the legitimate rights and interests of OKX;
(5) You are not on the sanctions list issued by any government and international organizations;
(6) If the above representations, warranties and covenants are no longer correct, complete and valid due to changes in the applicable laws, you will immediately notify OKX in writing.
6.2 You hereby acknowledge that if you breach the foregoing representations, warranties and covenants, OKX shall have the right to stop providing you with any and all services (including but not limited to this Service). If OKX suffers losses due to your breach of the foregoing representations, warranties and covenants, OKX has the right to hold you liable for the breach of these Terms.
7. Limitation of Liability
7.1 Risk Disclosure
(1) YOU EXPRESSLY AGREE THAT YOUR USE OR NON-USE OF THIS SERVICE AND RELATED SERVICES ARE AT YOUR OWN RISK. EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY UNDER THESE TERMS, THE SERVICES, ALL PRODUCTS AND SERVICES PROVIDED TO YOU THROUGH THIS SERVICE AND RELATED SERVICES PROVIDED TO YOU ARE STRICTLY OFFERED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND OKX AND ITS AFFILIATES OR ITS SERVICE PROVIDERS OR SUPPLIERS MAKE NO REPRESENTATIONS, WARRANTIES, OR GUARANTEES TO YOU OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, MERCHANTABILITY, QUALITY OR FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, NO ERRORS OR OMISSIONS, CONTINUITY, ACCURACY, RELIABILITY OF THIS SERVICE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES IN CONTRACTS, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. OKX DOES NOT MAKE ANY UNDERTAKINGS AND WARRANTIES FOR THE VALIDITY, ACCURACY, CORRECTNESS, RELIABILITY, QUALITY, STABILITY, COMPLETENESS OR TIMELINESS OF THE TECHNOLOGY AND INFORMATION IN CONNECTION WITH THIS SERVICES OR OTHER SERVICES PROVIDED BY THE OKX.
(2)NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT LIABILITY OF EITHER PARTY FOR FRAUD, DEATH OR BODILY INJURY CAUSED BY NEGLIGENCE, VIOLATION OF LAWS, OR ANY OTHER ACTIVITY THAT CANNOT BE LIMITED OR EXCLUDED BY LAW OR REGULATIONS.
(3)Like any asset, the value of digital assets may fluctuate significantly, and there is a huge risk that Users may incur economic losses when buying, selling, holding or investing in digital assets and other related transactions. to the choice of using and how to use the Services of the Platform is the User's personal decision, and the User shall bear any and all of the risks and potential Losses. OKX does not make any express or implied warranties regarding the market, value or price of digital assets. Users acknowledge and understand the instability of the digital asset market. The price and value of digital assets may fluctuate or collapse at any time. Trading digital assets is of the free choice and decision of Users, and Users shall solely bear their own risks and possible losses. Your use of this Service means that you confirm and agree: (1) You fully understand all of the risks associated with digital assets and related transactions; (2) You agree to solely bear any and all risks and Losses associated with the use of these Services and engaging in any transactions involving digital assets; and (3) OKX shall not be responsible for any of these risks or Losses or any other adverse consequences.
(4)The Platform cannot guarantee the authenticity, sufficiency, reliability, accuracy, completeness or validity of the content on the Platform, and shall not bear any legal liability arising therefrom. The User shall rely on the User’s independent judgment to conduct transactions, and the User shall bear all responsibilities for User’s judgment and/or decisions.
(5)Digital assets involve a high degree of risk. Using VIP Loan Services involve market risk, smart contract risk, liquidity risk, oracle risk, volatility risk, and legal and compliance risks. Digital assets are not the legal tender of any government, and their value is not guaranteed by a specific government. The value of digital assets may fluctuate greatly. Users shall be fully aware of the above risks and should exercise caution when conducting any transactions regarding digital assets. Users of the VIP Loan Services must have sufficient financial capability, maturity, experience and willingness to bear all investment risks and potential investment losses. Thus, digital asset investment is not suitable for all investors.
(6) You understand and accept the risks that you may incur by using this Service, and the related losses that you may suffer as a result, including but not limited to:
The main risks of the VIP Loan are related to market price fluctuations. In a highly volatile market, it may be difficult for users to predict the market price at maturity date as well the gap between the market price and the Target Price at the maturity date; high price volatility of digital assets and their derivatives may cause significant or total losses in a short period of time; and you are willing and able to bear all risks caused by market price fluctuations and any economic losses you may suffer;
Once the digital assets you hold are locked and frozen due to use of this Service, you will not be able to trade the frozen digital assets and other operations caused by risks associated with the inability to trade these digital assets, you are willing to bear the risks arising from locking your digital assets and any economic losses you may suffer;
During the product’s active period, if OKX terminates this product Service early, you may not be able to obtain the expected profits within the expected product holding period (if any) which may result in the loss of your digital assets;
If there is a force majeure event, or an force majeure event that causes the price of digital assets to collapse, it may cause OKX to fail to pay out the profits of the product you invested in and may cause loss of your digital assets;
Technical abnormalities may occur, which may delay or prevent you from using this Service or conducting related transactions, which may cause the loss of your digital assets;
Market abnormalities may occur, which may cause loss of your digital assets;
In order to maintain the overall health of the market, OKX may add, delete or modify the relevant provisions of these Terms, the policies, the terms and conditions or other related user agreements, service agreements or terms from time to time. Such modifications may benefit or harm Users like you.
You confirm that you fully understand the nature, risks and potential losses related to the VIP Loan Services. Before making an investment decision, you should exercise independent judgment and carefully consider using VIP Loan Services based on your own investment experience and capability, financial situation, investment objectives, investment period, willingness and ability to bear investment risks, the extent of your understanding of the nature and risks of this product, and other relevant circumstances. The aforementioned risks do not include all the risks and all the market conditions of the user's transactions related to this Service through the OKX Platform. If you have any questions or concerns, please seek advice from an independent financial advisor.
7.2 The trading market is volatile and may change rapidly in terms of liquidity, market and trading dynamics. You are fully responsible and liable for any and all trading and non-trading activities and your account used on or through the OKX website. You acknowledge and agree to be fully responsible for all your transactions and non-trading behaviours and omissions on OKX or through OKX, as well as all gains and losses arising from your use of the OKX website and this Service and any other services provided on the OKX Platform. You are responsible for any of your assets and liabilities in your OKX Account, and you are responsible for all your obligations for all your financial activities on OKX. OKX is not responsible for any and all losses arising from this Service and any other services provided on the OKX Platform and shall not assume any compensation or any other responsibility.
7.3 You agree and accept that the User’s estimated yield displayed on the OKX Site is merely an estimation but not a guaranteed or promised actual yield. The actual yield may not meet or may be lower than the estimated yield. Your final yield will be based on your actual yield. OKX will calculate the User's actual yields based on the actual yields you earned under the transactions under this Service minus any Service Fees (if any) payable to OKX. OKX does not promise or guarantee your estimated yield or actual yield you will receive.
7.4 You agree and accept that when you redeem your assets, the time it takes for you to receive the digital assets in your account may vary and the assets received and displayed on the Site shall be final. OKX shall not be liable for any losses caused by or related to time differences or discrepancies for receipt of digital assets.
7.5 You agree and accept that OKX reserves the right to amend the content of this Agreement any time in its sole discretion. OKX shall not be liable for any losses arising from your misunderstanding of this Agreement, or your delay of reading the amendments to this Agreement.
7.6 You agree and accept that if the OKX Platform cannot function properly or the Service is interrupted arising from the following conditions, such that you are unable to use the Services or cannot make commands or perform related trading operations, including but not limited to failure, delay, interruption, no system response, delayed system response or any other abnormal circumstances, OKX and its affiliates shall not be liable for any losses. These circumstances include but are not limited to:：
Service suspension for maintenance as announced by the OKX Platform;
Hacker attack(s) on the OKX Platform for purposes including stealing user account passwords, secret keys, APIkey, and other information, resulting in losses caused by illegal hacking into the User’s accounts and / or illegal transfer of digital assets;
System failure to transmit data as a result of telecom equipment failures;
Force majeure events or accidents, such as but not limited to typhoons, earthquakes, tsunamis, flooding, plagues, power outage, war, turmoil, government actions, terrorist attacks and any other events that may lead to the suspension of the OKX Platform;
Service interruption or delay arising from hacking, computer virus, technical adjustment or failure, website upgrades, banking issues, temporary closure arising from government regulations and any other reasons;
Service interruption or delay caused by OKX Platform’s computer system being damaged, defective or unable to perform normally;
Losses arising from technical problems that cannot be predicted or solved by existing technical forces in the industry;
Losses suffered by you or other third parties arising from the fault or delay of the third party;
Losses suffered by you or other third parties arising from changes in laws and regulations or government orders;
Losses suffered by you or other third parties arising from force majeure events or accidents caused by other objectively unforeseeable, unavoidable and/or unsolvable circumstances.
Other losses not attributable to OKX due to external uncontrollable events.
You agree and accept that the aforementioned reasons may lead to abnormal transactions, market interruptions and other possible abnormal circumstances, and OKX reserves the right to refuse to execute your commands based on the actual circumstances. You understand and agree that OKX shall not be liable for any of your losses (including but not limited to direct or indirect losses, actual losses, or loss of possible yield and other similar or related losses).
7.7 Software Protocols and Operational Challenges
Software protocols that underlie digital assets are typically open source projects, which means that: (i) the development and control of such digital assets are outside of OKX's control, and (ii) such software protocols are subject to sudden and dramatic changes that may have a significant impact on the availability, ease of use, or value of a given digital asset. You also are aware of and accept the risks associated with operational challenges. OKX may experience sophisticated cyber attacks, unexpected surges in activity or other operational or technical difficulties that may cause interruptions to the Services. You understand that the Services may experience operational issues that lead to delays. You agree to accept the risk of transaction failure resulting from unanticipated or heightened technical difficulties, including those resulting from sophisticated attacks. You agree that OKX shall not be responsible or liable for any related losses.
All Users understand that the technology underlying digital assets is subject to change at any time, and such changes may affect your digital assets stored on our platform. You agree to be fully responsible for monitoring such technological changes and understanding their consequences for and regarding your digital assets. Users conduct all trading and make all related decisions based on their own volition, and OKX shall not be liable for any loss or damage incurred as a result of your use of any Services or your failure to understand the risks involved or associated with digital asset use in general or your use of our Services.
7.8 OKX strictly prohibits unfair trading behaviours. OKX reserves the right to enact, under its sole discretion, and take control over your account, if you:
are involved in price manipulation, insider dealing, market manipulation, market distortion or any other malicious wrongdoings to the market;
might be harming other users or OKX by exploiting the Service’s vulnerabilities or by other unreasonable means;
are involved in any other activities that OKX deems harmful to the overall well-being of the market.
OKX also reserves the right to take actions including but not limited to close your accounts, limit trading, halt trading, cancel transactions, rollback transactions and return the relevant digital assets to any complainant so as to eliminate any adverse effects to the overall wellbeing of the market. In no event shall OKX be liable to you for any loss incurred when such action against you happens.
7.9 You agree and accept that OKX shall not be liable for any losses caused by the risks described in this Clause 7 of the Agreement (including but not limited to any direct or indirect losses, actual losses or possible loss of profits).
7.10 The aforementioned provisions do not indicate all the risks arising from or related to your transactions through the Platform or all the conditions of the market. Before making any trading decisions, you shall fully understand the relevant digital assets; make cautious and prudent decisions based on their own trading objectives, risk tolerance, and financial conditions; and solely bear all risks and losses.
8. Indemnification
8.1 You shall take all possible measures to ensure that OKX is held harmless from any damages caused by your use of the Service or other activities related to your OKX account, otherwise you shall be liable for losses suffered by OKX.
8.2 You hereby acknowledge and agree to defend and indemnify any claims or requests (including reasonable legal fees) resulting from your breach of these Terms, your improper use of OKX services, your violation of any laws or infringement of any third party rights, any third party’s actions or omissions with respect to the authorized use of your OKX account, or access to OKX website, apps, and systems (including networks and servers used to provide any OKX services, regardless of whether such websites, apps, and systems are operated by OKX, or operated for OKX, or operated to provide OKX Service to you), and make every effort to hold OKX harmless.
9. No Business, Legal, Financial or Tax Advice
The User acknowledges and agrees that no information provided by OKX, notwithstanding whether included in these Terms or any other document or statement, shall be deemed as business, legal, financial or tax advice. The User may and should consult his own business, legal, financial or tax advisers regarding especially, inter alia, the individual chances, opportunities, risks, obligations or further costs arising from the reception of and in connection with digital assets under this This Service. OKX is not your broker, dealer, agent or consultant. The User acknowledges and agrees that in any transactions or other decisions or activities through which you use any OKX Services, OKX does not have a fiduciary relationship or fiduciary duty with you. No communication or information provided by OKX to you, notwithstanding whether included in these Terms or any other document or statement, shall be deemed, considered or interpreted as investment advice, business advice, legal advice, financial advice, tax advice, trading advice or any other type of advice. You shall determine whether any investment, investment strategy or related transaction is appropriate for you based on your personal investment objectives, financial condition and risk tolerance, and you shall be solely responsible for any and all Losses or liabilities. You should consult your own business, legal, financial or tax advisers regarding especially, inter alia, the individual chances, opportunities, risks, obligations or further costs arising from using this This Service. OKX does not recommend to you to buy, acquire, sell, transfer or hold any digital assets. Before making a decision to buy, sell, transfer or hold any digital assets, you shall conduct due diligence and consult your financial advisor before making any investment decision. OKX shall not be responsible for your decision to buy, sell, transfer or hold digital assets based on the information provided by OKX.
10. Third Party Website Disclaimer
Any links of third party websites in OKX services do not mean that OKX endorses any products, services, information and disclaimers provided therein, and OKX does not guarantee the accuracy of the information contained therein. OKX shall not be liable for any losses caused by your use of such third party products and services. In addition, since OKX has no control over the terms of use or privacy policies of third party websites. Once you use this Service, it means that you know, understand and agree to all the terms of service, Privacy Notice and relevant transaction and operation rules (as amended from time to time) on the third party websites. OKX and each third party websites are independent legal entities, and these Terms shall not constitute any form of agency, partnership or cooperative relationship between the parties. OKX and each third party websites shall be responsible for their respective claims, debts and disputes arising from the performance of their respective contracts and agreements.
11. Governing Law
These Terms, your use of the Services, any claim, counterclaim or dispute of any kind or nature whatsoever arising out of these Terms, directly or indirectly, shall be governed by, and construed in accordance with the laws of England and Wales without regard to the principles of conflicts of laws thereof.
12. Jurisdiction and Dispute Resolution
12.1 You acknowledge and agree that in the event of any dispute, controversy, difference or claim, including the existence, validity, interpretation, performance, breach or termination of the Terms or any dispute arising out of or relating to the Terms (“Dispute”), the parties shall first refer the Dispute to proceedings at the Hong Kong International Arbitration Centre (“HKIAC”) in accordance with HKIAC’s Mediation Rules in force for the time.
12.2 If the Dispute has not been settled upon the signing of a settlement agreement within ninety (90) days following the filing of a request for mediation set forth in Clause 12.1, such Dispute shall be referred to and finally resolved by arbitration administered by the HKIAC) under the HKIAC Administered Arbitration Rules in force when the Notice of Arbitration is submitted. The law of this arbitration clause shall be the laws of the Hong Kong Special Administrative Region of People’s Republic of China (“Hong Kong”).
12.3 You agree that the seat of arbitration shall be Hong Kong. The number of arbitrators shall be three (3). OKX shall appoint one (1) arbitrator and you shall appoint one (1) arbitrator. The third arbitrator shall be appointed by the Chairman of the HKIAC. Such arbitrators shall be freely selected, and the parties shall not be limited in their selection to any prescribed list. The arbitration proceedings shall be conducted in English.
12.4 You agree that OKX shall not be required to give general discovery of documents, but may be required only to produce specific, identified documents which are relevant and material to the outcome of the Dispute.
12.5 Any arbitral award shall be final and binding upon the parties hereto and shall be enforceable in any competent court which has jurisdiction.
13. Miscellaneous
13.1 The contents of these Terms also include OKX's various system specifications, other agreements or rules in the connection with these Terms, and other relevant agreements and rules regarding the Service that OKX may issue from time to time. Once the aforementioned content is officially released, it shall become an integral part of these Terms, and you shall also abide by it. In the event of any conflict between the aforementioned content and these Terms, these Terms shall prevail.
13.2 OKX reserves the right to unilaterally modify these Terms (including the aforementioned contents) if necessary. Such modification may happen at any time without prior notice. If any changes are made, the revised contents may be posted on OKX's website. Please regularly check the latest information posted therein to inform yourself of any changes. Your continued use of or access to the Service following the posting of any changes constitutes acceptance of those changes. If you do not accept the revised content, please stop using the Services.
13.3 You shall carefully read this Agreement, and any document referred to in Clause 13.1 and 13.2 of these Terms that constitute the contents of these Terms. If there is anything that you do not understand in the Agreement and/or any document referred to herein, you should contact OKX and seek clarification. Unless otherwise instructed by OKX, any formal communication and document transfer between you and OKX shall be undertaken through email. You may also be able to contact OKX telephonically as a form of informal communication. Any formal communication between you and OKX should, unless otherwise agreed, be made in the English language. In the event of any discrepancy between the communication in English and that in a foreign language, the English version shall prevail. In the event of any discrepancy between any formal and/or informal communications and the Agreement, the Agreement shall prevail.
Please address emails to “OKX” at the following email: support@OKX.com .
13.4 If any provisions of these Terms shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired in any way. However, if any provisions of these Terms shall be invalid, illegal or unenforceable under any such applicable law in any jurisdiction, it shall, as to such jurisdiction, be deemed modified to conform to the minimum requirements of such law, or if for any reason it is not deemed so modified, it shall be invalid, illegal or unenforceable only to the extent of such invalidity, illegality or limitation on enforceability without affecting the remaining provisions of these Terms, or the validity, legality or enforceability of such provision in any other jurisdiction.
13.5 No failure or delay by OKX in exercising any right, power or remedy it is entitled to under these Terms or by stipulation of law or regulation shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise of such rights, power or remedies.
13.6 You shall not transfer, novate or assign these Terms, and the rights and obligations hereunder, in whole or in part, without the prior written consent of OKX. OKX has the right to transfer, novate or assign any rights or obligations under these Terms by serving written notice on you, which takes effect upon the delivery of such notice.
13.7 The headings of all these Terms are for reading convenience only and have no actual meaning and shall not be used as a basis for interpretation of the meaning of these Terms.
13.8 If there is a discrepancy between the English version of these Terms and the translation of other languages version, the English version of these Terms shall prevail.
13.9 OKX has the sole and final discretion of interpretation of these Terms.