Terms of Services

 

OKLink Terms of Services

Last updated: 7 June 2023

 

Thank you for visiting OKLink.com (the “Site”). By visiting, accessing, or using the Site, associated application program interface (“API”) and/or mobile application, you (“User”, “user”, “You” or “you”) consent to these Terms of Services (these “Terms”), so please read them carefully.

 

These Terms constitute the agreement and understanding regarding the use of any or all of the Services, and any manner of accessing them, between you and the following parties (individually as a “Party” and collectively as the “Parties”, or “OKLink”, “we”, or “our”) depending on the type(s) of the Service you use:

 

• OKLink Trust Limited, a Hong Kong incorporated private limited company (company registration number: 2609546) and trust company registered under section 78(1) of the Trustee Ordinance (trust license number TC007017), if you are using the services of fiat custody and/ or digital asset custody; and

 

• OKLink Fintech Limited, a Hong Kong incorporated private limited company (company registration number: 2826035), if you are using the services of Explorer, Chaintelligence, Onchain AML (KYT, KYA) and Academy.

 

The Parties are indirect wholly-owned subsidiaries of OKG Technology Holdings Limited, a Cayman Islands incorporated company listed on the Main Board of The Stock Exchange of Hong Kong Limited (stock code: 1499).

 

Where the term “OKLink”, “we”, or “our” is used in these Terms, it shall mean the relevant Party as the case may be for their respective users.

 

1.PERMEABLE

 

1.1 By clicking on the "Sign Up" button or by visiting the Site, we may provide you an interface or access through our online software platform (“Platform”) which Users may access products and services and communicate with the third party product and service providers (collectively, “Service(s)”). A description of the Services provided by us is contained in Clause 2 of these Terms.

1.2 By creating or registering an account for our Services (an “OKLink Account”) or using any of the OKLink Services, you agree that you have read and accepted all of terms and conditions contained in these Terms, all terms incorporated by reference, , all other policies, guidelines, user agreements, terms of services as well as our privacy policy statement as amended from time to time as published on the Site (collectively, the “User Agreements”), and you acknowledge and agree that you will be legally bound by these Terms and all User Agreements, so please read them carefully to understand what they cover.

1.3 We do not provide or control and should not be considered to be providing or controlling the products and services provided by any third party, unless expressly stated. The use and nature of a specific products and services originated from any third party may be governed by additional terms or conditions issued or published by us or any of the third party product and service providers.

1.4 As described in these Terms, you agree to be legally bound by these Terms and all terms incorporated by reference. If you do not agree to be bound by these Terms, do not access or use any of the Services. Certain clauses in these terms will be different depending on whether you are a user of either Party. Where this is the case, the relevant clause will set out which user the clause applies to.

1.5 To the fullest extent permissible pursuant to the applicable laws and regulations, we reserve the right to change or modify the terms and conditions contained in these Terms, including but not limited to any policy or guideline of the Platform, at any time and at our sole discretion. As described in these Terms, you agree to be legally bound by these terms and all terms incorporated by reference. We may provide notice of the changes to these Terms by posting the revised Terms on the Site and changing the "Last updated" date at the top of the Terms, or by emailing the users at their provided email addresses, or by any other means as determined by us at our sole discretion. Any changes or modifications will be effective immediately upon posting the revisions to the Site or at the instant that we transmit the information. These changes will apply at that instant to all then current and subsequent uses or Services.

1.6 To the fullest extent permissible pursuant to applicable laws and regulations, you agree to waive any right you may have to receive specific notice of such changes or modifications, your continued use of this Site, the Platform, the Services or your account after the effective date of any changes or modifications of these Terms constitute acceptance of such changes or modifications. If you do not agree to the Terms in effect when you access or use the Site, the Platform, the Services or your account, you must stop using any of them immediately. We encourage you to frequently review the Terms to ensure that you understand the terms and conditions that apply to your access to, and use of, the Site, the Platform, the Services or your account. If you have any questions regarding the use of the Site, the Platform, the Services or your account, please contact [e-mail].

1.7 These Terms and any terms expressly incorporated herein apply to your access to, and use of, any services provided by us. These Terms take precedence over and do not alter in any way the terms or conditions of any other agreement you may have with us and/or the relevant solution provider(s) for specific Services or otherwise. If you are using the Service on behalf of any legal entity, you represent and warrant that (a) such legal entity is duly organized and validly existing under the applicable laws of the jurisdiction of its organization; (b) the use of specific Services or otherwise by the legal entity is legal and does not breach the applicable laws and regulations of the jurisdiction of its organization; and (c) you are authorized to accept these Terms on such entity’s behalf and that such entity agrees to be responsible to us if you violate these Terms.

1.8 You should read the Terms, and any document referred to in them very carefully to understand the contents thereof. If there is anything that you do not understand in the Terms and any document referred to herein, you should discuss this matter with us and seek the necessary clarification.

1.9 Any formal communication with you will be undertaken through electronic mail unless otherwise instructed. Documents will be sent to you by electronic mail and you should seek to send any documents to us by the same means.

1.10 Any formal communication with you will, unless otherwise agreed, be made in the English language. In the event of any discrepancy between the English version of the Terms or any such communications and any translation of the Terms or such communications (as applicable) in a foreign language, the respective English version shall prevail.

 

2.OUR SERVICES

 

2.1 We provide the Services in certain permitted jurisdictions. The Services, and such utilization, which may require an additional User Agreement, allow users to access various products and services and to send instructions to the relevant third party product and service providers, as applicable.

2.2 Information Accuracy: we have taken reasonable measures to ensure the accuracy of the information on the Site; however, we do not guarantee the accuracy, suitability, reliability, completeness, performance and/or fitness of the content in respect of any Service or products available through the Site, and will not accept liability for any loss or damage that may arise directly or indirectly from the content or your inability to access this Site, or from any delay in or failure of the transmission or the receipt of any instruction or notifications sent through our platform. We will not have any liability for the use or interpretation of such information. The information and content on the Site are subject to change without prior notice and is provided for the sole purpose of assisting users to make independent decisions.

2.3 Users shall prepare devices and bear costs as follows: Internet-connected device, including but not limited to computer or other internet-connected terminals; Internet- accessing costs, including but not limited to internet fees, rental charges for internet- connected equipment, cellular data fees, etc.

2.4 Service Availability: by using the Services, you acknowledge and consent that the Service is provided by us according to its current technological capacity and other conditions. While we have taken reasonable measures to ensure continuity and security of the Services, we are unable to completely foresee and eliminate legal, technological, and other risks including but not limited to force majeure, virus, hacker attack, system instability, flaw in third party services, act of government, epidemic, pandemic, social disorder, lockdown etc. that may result in service interruption, data loss and other losses and risks.

2.5 When the Site is unable to operate properly and the user is unable to use the Service properly, we assume no liability for damages in connection with or arising from, including, but not limited to, circumstances below:

• system downtime during maintenance as announced by us;
• communication errors as a result of telecom equipment or network failures;
• typhoon, earthquake, tsunami, flood, power failure, war, terrorist attacks and other force majeure factors;
• hacker attacks, computer virus intrusion or attack, the telecommunications sector technology adjustment or technical failure, website upgrade, bank issues, a temporary close due to government regulation, which may cause the network and services interruption or delay;
• losses/ abnormal transactions due to technical problems or error that could not have been reasonably predicted, foreseen, or resolved by the then technical forces and knowledge of the industry; 
• damages to users or other third parties caused by third-party faults or delays.

2.6 Abnormal Service Level: while using the Services, you agree and acknowledge the possibility of discontinuity and disruption of the Service due to connectivity problems of telecommunications or electronic networks or other force majeure. Users are required to provide us with accurate, complete, and up-to-date information. We do not assume any responsibility of any losses caused by any inaccurate, incomplete, or outdated information provided by the Users.

2.7 Account Security: our staff shall never ask for any password (or similar) from Users. We shall never ask Users to transmit any funds or digital assets to any bank accounts or addresses. All discount or promotion related information on this Site are for reference only. You are required to verify them with us or with the relevant product and service providers, as applicable. They may be subject to separate terms that you must read and understand before making any decision. Please do not trust any discount or promotion related information not published on this Site. We shall not be responsible for any losses caused by transmitting funds or digital assets to bank accounts or digital asset addresses or your reliance on any discount or promotion related information. Please see Clause 5 for more information.

2.8 Third Party Transfers: we may transfer any rights or obligations under these Terms to a third party; we may also transfer part or all of the Services under these Terms to a third party to operate or fulfil after our unilateral notice. The specific transferee is subjected to our written notice.

2.9 User Information: we have the right to know the real transaction background and purpose of the Users who use the Services. Users must provide real, comprehensive, up-to date, and accurate information required by us; if we have reasonable grounds to suspect that the User has provided false information (including trading information), we are entitled to restrict or suspend the User from the use of some or all the Services temporarily or permanently.

 

3. ELIGIBILITY AND PROHIBITION OF USING OUR SERVICES

 

3.1 Age: the Services are intended solely for users who are aged 18 or older. By accessing or using our Services, you represent and warrant that you are at least 18 years old and have not previously been suspended or removed from the Site or Services.

3.2 Sanctions: you also represent and warrant that you are not on any trade or economic sanctions of any competent authority, which includes without limitation: terrorism and terrorist financing - Islamic State in Iraq and the Levant (Da’esh), Al-Qaida, the Taliban, and associated individuals, groups, undertakings, and entities, any individual or entity designated by the United Arab Emirates; and the financing of proliferation of weapons of mass destruction (WMDs) - Democratic People’s Republic of Korea: nuclear-related, other weapons of mass destruction-related, and ballistic missile-related programs; Islamic Republic of Iran: nuclear program; and other sanction lists such as the United Nations Security Council Sanctions List, European Union, Hong Kong Monetary Authority, Hong Kong Customs and Excise Department, Office of Foreign Asset Control as well as all other relevant administrative law enforcement agencies.

3.3 Restricted Territories: we note that we may not make all the Service available in all markets and jurisdictions and may restrict or prohibit use of all or a portion of the Services from certain countries/regions/territories, which at this time include Mainland China, United States of America including all U.S.A. territories like Puerto Rico, American Samoa, Guam, Northern Mariana Island, and the U.S. Virgin Islands (St. Croix, St. John and St. Thomas), Cuba, Iran, North Korea, Syria, Bangladesh, Bolivia. The content of these Terms shall not be excluded from the laws of the country or region under which the user belongs. As a result, if you do not meet these eligibility requirements, do not use our Service.

3.4 Prohibited Businesses: any use of our Service(s) in connection with any of the following categories of activities or businesses is prohibited, and we reserve the right at all times to monitor your transactions or accounts that are related to any of the following Prohibited Businesses:

(i) unlicensed money service businesses, including but not limited to payment services providers, the sale of money orders or cashier’s checks or any money transmitter activities;

(ii) prohibiting any business relationships with banks or financial institutions that do not maintain a physical presence in any country (i.e., a prohibited “Shell Bank”) or that have financial activities or services that do not comply with, or would cause any of us, as applicable, to not be in compliance with any laws, regulations, or other legal authority applicable to us or applicable to the regulated financial services or activities in question;

(iii) adult content and services, including but not limited to any types of pornography and other obscene materials (including literature, imagery and other media); sites offering any sexually-related services such as prostitution, escorts, pay-per view, adult live chat features;

(iv) deceptive marketing and false advertising services;

(v) religious and/or spiritual organizations;

(vi) unlicensed sale of weapons of any kind, including but not limited to firearms, ammunition, knives, explosives, or related accessories;

(vii) certain regulated products and services, including but not limited to marijuana dispensaries and related businesses; sale of tobacco, e-cigarettes, and e-liquid; online prescription or pharmaceutical services; age restricted goods or services, and toxic, flammable, and radioactive materials;

(viii) pseudo-pharmaceuticals - companies manufacturing and or selling untested or unapproved pharmaceuticals;

(ix) drugs and drug paraphernalia, including but not limited to sale of narcotics, controlled substances, and any equipment designed for making or using drugs, such as bongs, vaporizers, and hookahs;

(x) gambling activities including but not limited to sports betting, casino games, horse racing, dog racing, lotteries, games of chance, sweepstakes, games of skill that may be classified as gambling (i.e. poker), or other activities that facilitate any of the foregoing;

(xi) money-laundering, fraud, terrorist financing, or any other type of financial crimes;

(xii) any sort of Ponzi scheme, pyramid scheme, or multi-level marketing program;

(xiii) goods or services that infringe or violate any copyright, trademark, or proprietary rights under the laws of any jurisdiction;

(xiv) layaway systems, or annuities;

(xv) counterfeit or unauthorized goods, including but not limited to sale or resale of fake or “novelty” IDs ad the sale of goods or services that are illegally imported or exported or which are stolen;

(xvi) wash trading, front-running, insider trading, market manipulation or other forms of market-based fraud or deceit;

(xvii) purchasing goods of any type from hidden service markets or “Darknet” markets, or any other service or website that acts as a marketplace for illegal goods (even though such marketplace might also sell legal goods);

(xviii) any other matters, goods, or services that from time to time we deem to be unacceptable or of high risk, and which, for example, may be restricted by our and your bank or payment partners;

(xix) any other unlawful activities which would, in our sole discretion, violate, or assist in violation of, any law, statute, ordinance, or regulation, sanctions programs administered in the countries where we conduct business, or which would involve proceeds of any unlawful activities;

(xx) Shell Banks or financial institutions that have customers that are Shell Banks;

(xxi) entities with bearer share ownership;

(xxii) defense industry, firearms & munitions manufacturers;

(xxiii) nuclear energy;

(xxiv) restricted financial services, including but not limited to credit repair, debt settlement, refinance, bail bonds, collections agencies; or

(xxv) transactions or business involving ivory and protected species.

3.5 In the event that we learn or reasonably suspect, in our sole discretion, that your account is or may be associated with any of the Prohibited Businesses as set forth above, we will consider it to be a violation of these Terms and may suspend or terminate your account, and/or block transactions or freeze your funds immediately without notice, and we reserve the right to report any such suspected or actual Prohibited Businesses to the law enforcement authorities.

 

4. RISK DISCLOSURE

 

Introduction

4.1 This Clause 4 provides you with information about the risks associated with our Services. Applicants and users should read this risk disclosure statement (“Risk Statement”) carefully before applying to open an OKLink Account and use any of our Services.

4.2 This Risk Statement is not intended to disclose or discuss in detail all of the risks associated with the use of our Services. This Risk Statement is not exhaustive and only outlines the general nature of the risks involved. Users should ensure that their decisions are made on a well-informed basis, and they should undertake their own assessment as to the suitability of using our Services in the light of their experience, objectives, resources and their specific needs and requirements.

4.3 By opening an OKLink Account, you are deemed to have reviewed, understood and accepted the risks associated with our Services.

4.4 You acknowledge and agree that it is your responsibility to stay up to date with the updated Risk Statement published from time to time.

 

Technology Risk

4.5 Conducting activities through the use of blockchain and other technologies involves significant risk and can result in substantial losses. You should therefore carefully consider whether engaging in such activities if permitted/enabled is suitable for you in light of your financial condition and understanding of the relevant activity and any assets and technologies involved.

4.6 You should exercise caution and prudence in conducting any technology-based activities, including (without limitation) entering into any transactions involving blockchain and/or using any smart contract solutions.

 

User Responsibilities

4.7 You shall bear any loss as a result of his/her own actions or omissions relating to the use of Services, including but not limited to:

• “Fat finger” input or instructions errors, including price or quantity errors. All instructions sent via the Services will be routed to the relevant product and service provider we take no responsibility, express or implied, for verifying any instruction;
• Mis-timing or mis-submission of instructions;
• Forgetting or leaking your password;
• Computer or network issues, including any hacks or virus-related issues;
• Third parties accessing and using your account for any reason.

 

Internet Transmission Risk

4.8 You acknowledge that we shall not be responsible for any communication failures, disruptions, errors, distortions, or delays (in each case whether or not such event can be controlled or is caused by us) you may experience when using the Site, howsoever caused. Also, there are risks associated with the use of Services including, but not limited to, the failure of hardware, software, and Internet connections (in each case whether or not such event can be controlled or is caused by us).

 

Legal risks

4.9 You are responsible for complying with all applicable laws and regulations and is solely responsible for determining which laws may apply, including any applicable tax laws. You shall be solely responsible for reporting and paying any taxes arising from its use of the Services.

 

Regulatory risk

4.10 Any regulatory changes or actions by the competent authorities or any authorities may adversely affect the use of our Services.

 

Other Potential Risks

4.11 Website and internet pages, investor relations releases, oral or written outlooks, presentations, audio and video recordings of events, and other publications from websites may contain optimistic, forward-looking statements that reflect OKLink and our current views with respect to prospective projects and events. Certain words, including but not limited to, “anticipate,” “assume”, “believe”, “estimate”, “expect”, “intend”, “may”, “plan”, “project”, and “should”, as well as other expressions that often identify forward looking statements. These statements are subject to risks, uncertainties, and changes due to many factors, including but not limited to: changes in exchange rates, interest rates, and commodity prices; the introduction of new and/or competing technology and ideas; increased market incentives; and a decline in demand for current Services or other products.

 

5. YOUR OKLINK ACCOUNT

 

5.1 Account Registration and Identity Verification: in order to use any of the Services, you are required to provide accurate information for all fields on the registration pages, including but not limited to, your email or mobile phone number, full name and other personal information and identification documents, to verify your identity (all such personal information and identification documents for know your client purposes shall be referred to as “KYC Documents”), along with affirming these Terms. By registering an OKLink Account, you agree and represent that you will use your OKLink Account only for yourself, and not on behalf of any third party, unless approved by OKLink. You agree to provide us accurate, authentic, complete, and up-to-date information we request at registration and on an ongoing basis for the purposes of identity verification and the detection and prevention of money laundering (“AML”), terrorist financing (“CTF”), fraud, or any other financial crime, including without limitation a copy of your government issued photo ID or evidence of residency such as a lease, bank statement or utility bill and other KYC Documents. If any such information changes, you undertake to update us on such information as soon as possible.

5.2 Protecting Your OKLink Account: you agree to not enable anyone to use or direct your account, and to update the Parties of any information change or if your account has been compromised. You are responsible for keeping, protecting, and safeguarding any keys, certificates, passwords, access codes, user IDs, API key or other credentials and login information (collectively "Passwords") that have been provided to you or that are generated in connection with your use of the Services. If you lose your Passwords, you may not be able to access your account. You agree to notify us immediately of any unauthorized use of your Passwords. We will not be responsible for any liabilities, losses, or damages of any kind, whether direct or indirect, arising out of the unauthorized use of your Passwords. You understand and agree that if you authorize any third party or third party platform to use the Passwords information of your OKLink Account, the third party or third party platform will know your account information (including without limitation, information in relation to your assets, transactions, operating authority for trading and account information, etc.), and your account will be exposed to certain risks and may suffer loss or damage. You agree to be solely responsible for any loss or damage caused by you authorizing any third party or third party platform to use your Passwords information, and any loss or damage caused to you by the third party or third party platform using your account Passwords information. We will not be liable for any compensation or other legal liabilities for the loss or damage caused by the above-mentioned circumstances. We provide an online trading platform, and to avoid potential security risks, the login password, administration password and any other passwords shall not be set as the same. Relevant responsibilities shall be borne by the users. Once the user is registered, and becomes a user of the Site, he or she will have the username (user mailbox) and password, and is responsible for all activities and events with this username and password after entering the system, and bear all the legal liability directly or indirectly caused by the language and behaviors of the use of this username.

5.3 Password Recovery: users who lose any of their Passwords can reset it after being verified through their registered email addresses or phone numbers. You shall immediately report to the Parties if any actual and suspect unauthorized operations or security breaches are found.

5.4 Account Closure: you may request us to close your OKLink Account at any time. Closing an account will not affect any rights and obligations incurred prior to the date of account closure. Prior to closing your account, you may be required to, in accordance with the provisions of these Terms, provide transfer instructions of where to transfer any fiat currency and/or digital assets remaining in your account. Outstanding requests will be handled subject to the terms or conditions prescribed by the relevant product and service providers. You are responsible for any fees, costs, expenses, charges, or obligations (including, but not limited to, attorney and court fees or transfer costs of fiat currency or digital assets) associated with the closing of your account. In the event that the costs of closing of your account exceed the value in your account, you will be responsible for reimbursing us. You may not close any of your accounts to avoid paying any fees otherwise due or to avoid any examination related to our anti-money laundering program (“AML Program”). OKLink reserves its absolute right to accept or reject an account closure request at its sole discretion.

5.5 Account Suspension: We have the right at any time to suspend your account. Also, you agree that we can freeze or lock the funds and assets in your accounts, and suspend part of or all of your access to the Site, if we suspect, in our sole discretion, any of the following:

(i) you or your account are or have been operated in violation of any terms and conditions of these Terms, and any User Agreements, or programs of OKLink, including but not limited to the AML Program;

(ii) your account has a balance that needs to be reconciled for any reason;

(iii) an unauthorized person is attempting to gain access to your account;

(iv) you are using your account in an unauthorized or inappropriate manner;

(v) you are using your credentials or other account information in an unauthorized or inappropriate manner;

(vi) for reasons relating to Clause 10 of these Terms;

(vii) for reasons relating to investigations under Clause 5.6 of these Terms; or

(viii) an Event of Default (as defined below) has occurred.

Also, we may require you to submit additional information and complete other verification or attestation actions if there is need to conduct enhanced due diligence on you/ your account.

5.6 Investigation: We shall investigate and take action(s) against you/ your account, including suspending, freezing and/or seizing your account, in the event that we suspect or otherwise have cause to believe, at our sole discretion, any of the following:

(i) you/ your account are/ is the subject of any investigation by law enforcement, government bodies, warrants, subpoenas, court orders or other similar procedures and processes in any relevant jurisdiction;

(ii) you/ your account are/ is the subject of any pending and/or current litigation in any applicable jurisdiction;

(iii) you/ your account are/ is in violation or have/ has been involved in a violation of any applicable laws and regulations; or

(iv) you/ your account(s) are involved in suspicious, illegal or fraudulent activities.

5.7 Account Termination: we have the right to terminate your account at any time and for any reason, and at our sole discretion, including those in Clause 9. You further agree and understand that we have the right to take any and all necessary and appropriate actions pursuant to these Terms, including but not limited to, recovering reasonable costs and in accordance with any applicable laws and regulations.

5.8 Effect of Suspension or Termination: We shall continue to maintain custody of all digital assets, funds, and information in or relating to such accounts, which may be seized and turned over to any third parties, including but not limited to the competent authorities, in the event that your account was suspended or terminated pursuant to the reasons set out in this Clause 5 of these Terms.

5.9 If your account(s) is terminated, subject to Clause 5.8 and any ongoing investigations and considerations, we will return your funds, less the value of any discounts, rebates, costs, expenses and/or damages that we are entitled to pursuant to these Terms and applicable laws and regulations. If your account is not, or is no longer subject to an investigation, court order, subpoena or similar legal procedure in any applicable jurisdiction(s), you authorize us to return your funds (less any trading fee discounts, rebates, costs, expenses and/or damages to which we are entitled) to any bank account linked to your account, unless otherwise required by applicable laws and regulations. If there is any digital asset balance remaining in your account, you agree to provide us with a digital asset address upon receiving written notice from us, so that we can return the remaining Digital Assets to you.

5.10 In addition to the foregoing, and to the fullest extent permitted under applicable laws and regulations, the event that an Event of Default occurs,

(i) any delivery, payment or other obligation owed by you to any party, including but not limited to OKLink, pursuant to activities involving your account shall mature, accrue or otherwise be accelerated so as to require performance thereof on the date such Event of Default ("Accelerated Obligations"); and

(ii) without prejudice to such other rights that may accrue to OKLink under these Terms or otherwise, we shall be entitled to take all actions deemed necessary in its sole discretion to protect its interests and discharge the Accelerated Obligations, including but not limited to, liquidating assets in your account to repay any amounts and other liquidatable obligations owed to us, and transferring assets to third parties in accordance with court orders.

5.11 For the avoidance of doubts, the term “Event of Default” under these Terms shall mean any of the following events:

(i) you stop or suspend payment of any of your debts, loans, line of credit, facility or any equivalence, or is unable to, or admits your inability to, pay your debts, loans, line of credit, facility or any equivalence as they fall due;

(ii) you commence negotiations, or enter into any composition, compromise, assignment or arrangement, with one or more of your creditors with a view to rescheduling any of your indebtedness (because of actual or anticipated financial difficulties);

(iii) a moratorium is declared in respect of any of your indebtedness;

(iv) any action, proceedings, procedure or step is taken in relation to:

(a) your indebtedness, insolvency, bankruptcy, judicial management, winding up, dissolution, administration or reorganisation (using a voluntary arrangement, scheme of arrangement or otherwise), as may be applicable (each, an "Insolvency Event");

(b) the suspension of payments or a moratorium in preparation, anticipation or respect of any Insolvency Event;

(c) a composition, compromise, assignment or arrangement with any of your creditors;

(d) the appointment of a liquidator, receiver, administrative receiver, trustee, judicial manager, administrator, compulsory manager or other similar officer over you or any of your assets (or if applicable, business); or

(e) the protection of your creditors' rights.

(v) the value of your assets is less than the value of your liabilities (taking into account contingent and prospective liabilities);

(vi) you breached any provision in these Terms;

(vii) if you are not a natural person, you cease or threaten to cease your business;

(viii) you become unable to legally perform or comply with any obligation under these Terms;

(ix) a distress, attachment, execution, expropriation, sequestration or other analogous legal process is levied, enforced or sued out on, or against, your assets and is not discharged or stayed within 21 days;

(x) any security in respect of indebtedness on or over your assets ("Security") becomes enforceable;

(xi) any Security, which may include but is not limited to a Margin:

(a)ceases to be in full force and effect; or

(b) is alleged by the relevant secured creditor to be ineffective;

(xii) you repudiate, rescind or show an intention to repudiate or rescind any financing agreement which you are a borrowing party to; and/or

(xiii) any event occurring in relation to you that is analogous to those set out in the foregoing provisions under this definition in any jurisdiction.

 

6.  USER’S RIGHT AND LIMITATIONS TO USE

 

6.1 We grant you a limited, non-exclusive, non-transferable license, subject to these Terms, to access and use the Site and Service, solely for approved purposes as permitted by us. You agree that you will not copy, transmit, distribute, sell, license, reverse engineer, modify, publish, or participate in the transfer or sale of, create derivative works from, or in any other way exploit any of our products and Services.

6.2 You agree that:

(i) all rights, title and interest in the Service and associated software, website and technology, including all intellectual property rights therein, are and shall remain with us;

(ii) no right or interest in the Service is conveyed other than the limited licenses granted herein;

(iii) the Service is protected by copyright and other intellectual property laws;

(iv) all rights not expressly granted in these Terms are reserved;

(v) we have the right to inquire, freeze or deduct the items and account of the user in accordance with the requirements of any applicable judicial organizations, administrative organizations, and military organizations, including but not limited to public security organizations, procuratorial organizations, courts, customs, tax authorities and so on.

 

7. USER OBLIGATIONS

 

7.1 You shall not register multiple accounts for any purpose.

7.2 You may not use another user’s accounts.

7.3 You must not use this Site or the Services in any way that causes, or may cause, damage to this Site or impairment of the availability or accessibility of this Site; in connection with any illegal fund for payment and settlement including, but not limited to, payment by illegal means like fictitious transactions, false price, transaction refund and so on; illegal cash-out activity via entity bank settlement accounts; illegal fund transfer from the bank settlement account of an entity to an individual account; illegal check cash-out activity; or for any unlawful, illegal, fraudulent or harmful purpose or activity under applicable laws and regulations. You agree to indemnify and hold us and our officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries and affiliates, harmless from any demands, loss, liability, claims or expenses (including attorneys’ fees) made by any third party against us or our affiliates due to or arising out of or in connection with your use of this Site or Services.

7.4 You are prohibited in any form from utilizing the Site to engage in illegal activities. Without our prior authorization or permission, you shall not use any of the commercial activities in the name of this Site or in any form of the Site as a place, platform or medium for engaging in commercial activities.

7.5 You shall comply with all laws and regulations and bear the responsibility and legal consequences of any their own actions involving the Site and Services. In addition, you shall not infringe the legitimate rights and interests of any third party. Additionally, if we suffered losses as a result of your action, we have the right to recover from you via legal actions or other means.

7.6 If you violate any obligation above, we have the right to take all necessary measures directly, including but not limited to deleting the content posted by you, freezing your balance, pausing or seizing your account and illegal gains, and prosecution.

 

8. FEES

 

8.1 Fees may be incurred for part of the Services provided by us to you. By using our Services, you agree to incur these fees.

8.2 We have the right to set and modify its fee structure at its discretion. We may also start charging fees on free services. Any fee changes shall be announced in advance.

8.3 If you do not agree with any fees charged, you may stop using one or more of the Services immediately. You are still responsible for any fees incurred up to the date of termination of the Services.

8.4 Unless otherwise stated or agreed, you agree that we have the right to automatically and without prior notice deduct the above-mentioned service fees directly from the assets of your account.

8.5 If you do not pay in full and on time, we reserve the right to interrupt, suspend or terminate your account.

 

9. CHANGE, INTERRUPTION, TERMINATION, AND DISCONTINUANCE OF SERVICES

 

9.1 Service Change and Interruption: we may change the Services and/or may also interrupt, suspend or terminate the Services at any time with or without prior notice.

9.2 Service Discontinuance and Termination: we reserve the right, at our sole discretion, to discontinue or terminate the services provided to you without notice, temporarily or permanently, including, but not limited to, in the following cases:

(i) if the personal information you have provided is not true, complete, accurate, or is inconsistent with the information provided at the time of registration and you have failed to provide reasonable proof (please remember, according to the applicable laws and regulations, you should submit true, complete and accurate information);

(ii) if you violate the applicable laws and regulations;

(iii) if you/ your Account violate any terms and conditions of these Terms, and any User Agreements, or programs, including but not limited to the AML Program;

(iv) if required by any provisions of applicable laws and regulations, or by the relevant competent authorities;

(v) for reasons relating to investigations under Clause 5.7 of these Terms; or

(vi) for security reasons, or other necessary circumstances, in order to protect your account from unauthorised access, among other things, as determined at our sole discretion.

 

10. UNCLAIMED PROPERTY

 

Obligations of OKLink

10.1 If you have any assets held by OKlink in your account and OKLink is unable to contact you and has no record of your use of the Services for a period of time exceeding not less than twelve (12) months or, in certain jurisdictions, the period of time required by applicable laws and regulations in relevant jurisdiction(s), we may be required to report these funds as unclaimed property in accordance with the applicable laws and regulations. We will use reasonable endeavors to locate you using the contact information available to us.

10.2 If we are unable to locate you, we reserve the right to:

(i) close your account and terminate your rights and responsibilities under these Terms; and

(ii) deliver all assets as unclaimed property as it may be directed by the competent authorities or any court of competent jurisdiction.

10.3 If we receive any document(s) confirming your death or other information leading us to believe that you have died, we reserve the right to freeze your account.

10.4 Your account will be unfrozen either:

(i) when your designated fiduciary has opened a new account, as further described in Clause 10.6 below, and the entirety of your account has been transferred to such new account, or

(ii) we have received proof in a form satisfactory to us that you have not died.

10.5 If we have reason to believe you may have died but does not have proof of your death in a form satisfactory to us, you authorize us to make enquiries, whether directly or through third parties, that we consider necessary to ascertain whether you have died. Upon our receipt of proof satisfactory to us that you have died, the fiduciary you have designated in a valid will or similar testamentary document will be required to open a new account.

10.6 If you have not designated a fiduciary, then we reserve the right to treat as your fiduciary any person entitled to inherit your account, as determined by us upon receipt and review of the documentation that we, in its sole and absolute discretion, deem necessary or appropriate, including (but not limited to) a will, a living trust or other similar documentation, or an order designating a fiduciary from a court having competent jurisdiction over your estate.

10.7 In the event we determine, in its sole and absolute discretion, that there is uncertainty regarding the validity of the fiduciary designation, we reserve the right to require an order resolving such issue from a court of competent jurisdiction before taking any action relating to your account.

 

Expenses

10.8 We shall be entitled to deduct all costs and expenses incurred by OKLink in connection with this Clause 10 from the available assets in your OKLink Account.

 

11. OKLINK THIRD PARTY SERVICE PROVIDERS

 

11.1 You agree and acknowledge that we may use third parties to gather, review, and transmit your data and activity from one or more of your financial institutions to us. By accessing or using the Service(s), you agree to grant third-party providers that we may engage with the right, power, and authority to access and transmit your transaction data, activity, and personal and financial information either directly from you or from one or more of your financial institutions to us in accordance with and pursuant to their terms and conditions, privacy policy, and/or other policies.

11.2 By using our Service(s), you agree that the data sources that maintain your accounts and any third parties that interact with your credentials or account data in connection with our Services are not liable for any loss, theft, compromise, or misuse whatsoever in connection with our Services (including negligence), except to the extent such liability cannot be limited under applicable law.

11.3 None of the data sources make warranties of any kind related to the data provided by 

our Services--whether express, implied, statutory, or otherwise. Except for PDFs of official account documents, which we retrieve on your behalf and provide to you without alteration, no data provided by our Services is an official record of any of your account. For purposes of these Terms, the “data source” referred hereto means a third-party information source where a User holds an account from which our third-party service provider retrieves information (for example, a financial institution URL, website, server, or document).

 

12. COMPLIANCE WITH YOUR LOCAL LAWS AND TAXES

 

12.1 It is your sole responsibility to determine whether, and to what extent, any taxes apply to any transactions you conduct through the Service, and to withhold, collect, report, and remit the correct amounts of taxes to the appropriate tax authorities. You agree that we do not provide legal or tax advice and are not responsible for determining whether taxes apply to your transactions, or for collecting, reporting, withholding or remitting any taxes arising from any transactions. It is highly advisable that you consult your lawyer/ professional tax adviser to determine your obligations and your tax status in your home jurisdiction.

12.2 Additionally, you agree to comply with all relevant laws and regulations in any applicable jurisdiction(s). Regarding the CTF and AML measures, and also compliance with laws and regulations in any applicable jurisdiction(s) more generally, we will work with the competent authorities and local, regional, national and multi-national authorities around the world as required, and may provide any information associated with you to such authorities. We may also access and disclose information we stored associated with you to external third parties if, in our sole discretion, we believe doing so is required or appropriate to: comply with relevant law enforcement or national security requests and legal procedure in any applicable jurisdiction(s), such as a court order or a subpoena; protect your, our, or others’ rights, property, or safety; enforce our applicable User Agreement, trading rules, operational rules, policies or any other agreements; collects amounts owed to us; or assist with an investigation or prosecution of suspected or actual illegal activity.

12.3 When using our Services, you acknowledge, represent and undertake and agree that all your actions on and off this Site are made in a legal and proper manner and your sources of digital assets and fiat currency are not from illegal activities. If in our sole discretion we believe that you are in breach of the above representation and undertaking, we may discretionarily or in coordination with local law enforcement authorities seize, freeze, restrict or close-out your account(s) and any fiat currency and digital assets held on your account.

 

13. PRIVACY POLICY

 

Please refer to our Privacy Policy for information about how we collect, use, and share your information, including personal data.

 

14.  LIMITATION OF LIABILITY, WARRANTIES AND INDEMNIFICATION

 

Exclusion of liability

14.1 We shall not be liable for any loss arising, directly or indirectly, from:

(i) any dispute between you and one or more other users;

(ii) any losses arising from your breach of these Terms;

(iii) any losses arising from your violation of any applicable laws and regulations; or

(iv) any act or omission by a third party with access to your account,

and you hereby release and waive any right to claim any such loss from OKLink.

 

Limitation of liability

14.2 To the fullest extent permitted by the applicable laws and regulations, the total aggregate liability of OKLink for losses that any user may suffer arising out of, or in connection with the information or material provided by or on behalf of OKLink on the Site shall be limited to a maximum aggregate value of USD100.

14.3 To the fullest extent permitted by the applicable laws and regulations, the total aggregate liability of OKLink for losses, arising out of an individual claims or series of claims, incurred by:

(i) an applicant arising out of, or in connection with an account application process;

(ii) you arising out of, or in connection with:

  (a) the Services;

  (b) any performance or non-performance of the Services;

  (c) any information or material provided by, or on behalf of, OKLink (other than information or materials referred to in Clause 14.3); or

  (d) any other breach of these Terms,

shall be limited in aggregate to the lower of USD 100, or the total fees paid by the User to OKLink in respect of the Services during the preceding twelve (12) month period.

14.4 In no event shall OKLink be liable to you for any indirect losses.

14.5 Nothing in these Terms shall limit our liability to you resulting from our:

(i) fraud or fraudulent misrepresentation;

(ii) deliberate misconduct; or

(iii) for death or personal injury resulting from their actions.

14.6 Any exclusions or limitations of liability contained in this Clause 14 shall not limit our liability which cannot be excluded or limited under the relevant applicable laws and regulations.

 

Force Majeure Events

14.7 Neither party shall be liable for any delay or failure to perform any of their obligations under these Terms caused by a force majeure event.

14.8 For the avoidance of doubt, a “force majeure” event or factor under these Terms shall be interpreted as any event or factor beyond the reasonable control of OKLink or a User which prevents or substantially hinders OKLink or the User from complying with any of their obligations, including but not limited to:

(i) acts of God, fire, storm, tempest, explosion, flood, earthquake, subsidence or any other natural physical disasters;

(ii) acts of war, terrorism, riots, civil commotion, military action, insurrections, rebellions or revolutions and any other similar acts;

(iii) pandemics or epidemics;

(iv) failures or interruptions in power, communication channels, hardware, software, Internet connections and information systems;

(v) acts of state or government, political interference, sanctions and embargos

(vi) any other similar acts or events, disruptions, errors, distortions or delays,

provided such events are not the result of a party's fraud, gross negligence or wilful default.

 

Indemnification

14.9 To the fullest extent permitted by the applicable laws and regulations, you agree to indemnify, hold harmless and promptly defend OKLink (including our and their respective agents (if any) and the shareholders, directors, officers and employees) (each an “Indemnified Party”) from and against any and all losses arising from or in connection with any third-party claims, losses, liabilities, damages, judgments, penalties, fines, costs and expenses of whatever kind (including professional fees and reasonable attorney’s fees) which may be suffered or incurred by any of the Indemnified Party arising out of or related to:

(i) your (or any of the User’s authorised representatives’) use of or conduct in connection with the account or the Services;

(ii) your failure to perform any of your obligations under these Terms;

(iii) a breach by you and/or our enforcement of the Terms connected to the breach;

(iv) your violation of any applicable laws and regulations;

(v) your violation of the rights of any third party;

(vi) any third party claim related to your use of the Service(s);

(vii) any false, inaccurate, misleading or deceptive information provided by you to us in the course of our provision of the Services to you under these Terms;

(viii) any investigation, claim, suit, action or other proceeding against us relating to or arising out of your use of the Service(s) by a governmental authority or regulatory or self-regulatory agency or organization in any applicable jurisdiction(s); or

(ix) any breach by the User of any of the representations, warranties and undertakings made by the User to us under these Terms.

14.10 If you are obligated to indemnify us pursuant to this Clause 14.10, we will have the right, in its sole discretion, to control any action or proceeding and to determine whether it wishes to settle and, if so, on what terms.

 

Disclaimer of warranties

14.11 The Services and any information or materials provided by us are provided on an “as is” and “as available” basis. We expressly disclaim and you agree to waive any and all warranties of any kind, whether express or implied, including, without limitation:

(i) implied warranties of merchantability, fitness for a particular purpose, title and/or non-infringement; and

(ii) warranties arising from the course of performance, course of dealing or usage in trade.

14.12 Without limiting Clause 14.11, you acknowledge that we do not represent or warrant that the Services, any interface used to access the Services, the Site or any information or materials provided or made available by us are accurate, complete, reliable, current, error-free, free of viruses or other harmful components, or any other defects; and

14.13 Except for the express statements set forth in these Terms, you hereby acknowledge and agree that you have not relied upon any other statement or understanding, whether written or oral, with respect to its use and access by you of the Site and/or the Services.

14.14 You hereby understand and agree that we will not be liable for any losses arising out of or relating to:

(i) any inaccuracy, defect or omission of any pricing information relating to a digital asset;

(ii) interruption in any such data;

(iii) any error or delay in the transmission of such information; and

(iv) any damages incurred by another user’s actions, omissions or violation of these Terms.

14.15 We cannot ensure or warrant the security or confidentiality of information transmitted to us or received from us through electronic means, which includes the internet, wireless connection, email, phone, and SMS, since we have no way of ensuring that the transmission of such information is protected at all times. If you have reason to believe that your data is no longer secure, you should contact us at the email address, mailing address or telephone number published on the Site or as notified to the user from time to time.

 

15. TRANSFER OF BUSINESS

 

15.1 In the event of a transfer of the whole of part of our business to any third party, you consent to the transfer of the business relationship between you and OKLink to such third party, which includes but is not limited to your:

(i) account;

(ii) assets;

(iii) liabilities; and

(iv) data.

15.2 In the event that we are acquired by or merged with a third party entity, we reserve the right to transfer or assign the information collected from users as part of the acquisition, merger, sale or other change of control.

 

16. DISCLAIMERS

 

16.1 Network Service Provider: we, as technology service providers, do not guarantee the information and services provided in this the Site can fully meet the needs of users. We shall not be liable for errors, insults, defamation, nonfeasance, obscenity, pornography, or blasphemy that may occur during the process and use of our Site or Service.

16.2 Service Interruption: based on the special nature of the Internet, we do not guarantee that the Service will not be interrupted. The timeliness and security of the Services are also not guaranteed, and we do not bear the responsibility for any such interruption which is not caused by us.

16.3 Safety of the Network: we try to provide a safe network environment to the users; however, we do not guarantee that the Site or its servers are free of viruses or other potentially harmful factors; therefore, you should use the industry’s recognized software to check and eliminate any virus in the files downloaded from the Site.

16.4 User Information: we are not responsible for the failure of preservation, modification, deletion, or storage of the information provided by any user. Nor will we be liable for the typographical errors, negligence, etc. not intentionally caused by us. We have the right but no obligation to improve or correct any omission, error of any part of this Site.

16.5 Accuracy, Completeness, and Reliability of the Site: unless we have expressly agreed in writing, we shall not guarantee the accuracy, completeness, reliability of any content, including, but not limited to, advertising in any manner on the Site. We are not responsible for any third party products or services, services, information or materials purchased or obtained by you according to the content information on this Site. You bears the risk of using the content of this Site.

16.6 User Opinion: the comments published by our users of the Site, are only made on behalf of the users’ personal point of view. It does not mean that this Site, or we, agree with their views or confirms their descriptions. We and this Site do not bear any legal responsibility caused by any user comments.

16.7 Announcements: in regards to the notices issued to the users, we shall, determine in its sole discretion, deliver these notices through one or more than one of the following channels: a formal page announcement, station letter, e-mail, customer service phone call, SMS, or regular mail delivery. We do not bear any legal responsibility for any winning, discount activities or information which are delivered by other channels.

16.8 Charges, Commissions, Transactions and Other Fees: we have the right to adjust any recharge, commission, transaction and other fees according to the market conditions, and terminate any promotional efforts early.

 

17. GOVERNING LAW

 

17.1 These Terms and 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 and regulations of the Hong Kong Special Administrative Region, the People’s Republic of China (“Hong Kong”) without regard to the principles of conflicts of laws thereof.

 

18. JURISDICTION AND DISPUTE RESOLUTION

 

18.1 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 (the “Dispute”), the parties shall first refer the Dispute to proceedings at the Hong Kong International Arbitration Centre (the “HKIAC”) in accordance with HKIAC’s Mediation Rules in force for the time.

18.2 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, 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 Hong Kong laws.

18.3 You agree that the seat of arbitration shall be Hong Kong. The number of arbitrators shall be three (3). We 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.

18.4 You agree that we 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.

18.5 Any arbitral award shall be final and binding upon the parties hereto and shall be enforceable in any competent court which has jurisdiction.

 

19. SEPARABILITY, COMPLAINTS AND MISCELLANEOUS

 

19.1 Separability: if any provision of these Terms is deemed to be unlawful, invalid, or unenforceable for any reason, such provision shall be deemed to be divisible and shall not affect the legal effect of any other provision.

19.2 Complaints: if you have any complaints, feedback, or questions relating to the Services, please contact our Customer Service at [e-mail]. When you contact us, please provide us with your name and email address and any other information we may need to identify you, and the transaction on which you have feedback, questions, or complaints.

19.3 Miscellaneous: these Terms set forth the complete understanding of the parties with respect to the subject matter hereof and supersedes all prior understandings and communications relating thereto. No term or condition of any other document provided us, which is different from, inconsistent with, or in addition to the terms and conditions set forth herein will be binding upon us. You represent and warrant that all information disclosed to us in connection with these Terms are true, accurate, and complete.

19.4 Prevailing version: any translation of these Terms or other documents is provided for convenience only and may not accurately represent the information contained in the English version. In the event of inconsistency, the English version of these Terms or other documents shall prevail.