SECTION 17 OF THIS DOCUMENT REQUIRES ARBITRATION ON AN INDIVIDUAL BASIS. THIS PARAGRAPH CONTAINS AN IMPORTANT NOTICE. PLEASE READ IT CAREFULLY.

Effective: December 22, 2023

The applicable party is hereinafter referred to as a “Bitgauss”.

The Party provides certain users of the Site (referred to herein as “You”, “Your” or “User”) the ability to engage in digital asset trading with other users, subject to these terms of service (the “Terms”). By visiting or accessing the Site, You agree that You have read and accepted these Terms, as well as Our Privacy Policy, published on the Site. You further agree that these Terms apply to any account on Our Site that You open, are a representative of, or are an authorized signatory of (Your “Account(s)”). By clicking the “create account” button or by visiting the Site, We may provide You with access to our digital asset trading platform via various software, API (application program interface), technologies, products and/or functionalities (collectively or individually, the “Service(s)”).

If You do not agree to be bound by these Terms, you will not be permitted to access or use the Service(s) and must leave the Site immediately. The Party reserves the right to change, modify, or otherwise update the terms and conditions contained in these Terms, including but not limited to any policy or guideline of the platform that forms part of these Terms, at any time and at its sole discretion (the “Updated Terms”). The Updated Terms will be effective upon actual, constructive, or inquiry notice (the “Notice Date”). We may provide notice by posting the updated Terms on the Site, changing the “Last updated” date at the top of the Terms, through a pop-up or e-mail communication, and/or by any other means we deem necessary. You agree that We will not be liable to You or any third party for any losses suffered resulting from any modification or amendment of these Terms.

If You do not agree to be bound by the Updated Terms, your sole and exclusive remedy will be to close your account within 30 days of the Notice Date and your access or use of the Service(s) will be permitted only to the extent necessary to immediately close your account. You acknowledge that You may close your account without making any trades or transactions using the Service(s), and that any such actions are not necessary to close Your account. Your non-termination or continued use of the Site or Service(s) after such 30-day period will constitute Your acceptance of the Updated Terms as of the Notice Date.

These Terms and any terms expressly incorporated herein apply to Your access to, and use of, any Service(s) provided by Us. These Terms do not alter in any way the terms or conditions of any other mutual agreement You may have with one of the Parties for products, services or otherwise.

We encourage You to thoroughly review the Terms to ensure You understand the terms and conditions that apply to Your access to, and use of, the Site and Service(s). If You have any questions regarding the use of the Site or Service(s), please contact support@bitgauss.com.

1. GENERAL SERVICES TERMS

1.1 Trading Services: We provide online digital asset trading account services and a platform to spot trade digital assets (also known as “convertible virtual currency” in the U.S., “virtual financial assets” in Malta, “virtual commodities” in Hong Kong, “digital payment token” in Singapore, or occasionally by others as “cryptocurrency”, “cryptographic tokens”, “digital tokens”, or “cryptographic currency”), and may facilitate margin lending subject to it being available and if permitted in the relevant jurisdiction. Except as otherwise provided in Section 1.8 or in other product-specific terms of services published on the Site, when You purchase or sell digital assets on Bitgauss, You are not buying or selling such digital assets from or to Bitgauss. Bitgauss primary role is to act as an exchange that facilitates the trading of digital assets by matching orders between users. You must open an account and transfer in digital assets or fiat currencies from an outside account that You hold authorized control over prior to the commencement of trading.

1.2 Information Accuracy: While the Party has made reasonable efforts to ensure the accuracy of the information on the Site and to give You prior notice of any material change to the information of the Site, the information and content on the Site are subject to change without prior notice and are provided for the sole purpose of assisting users to make independent decisions. The Party has 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 for purpose of the content of any of the Service(s) or products available through the Site, and, to the extent permitted by law, will not be liable for any loss or damage that may arise directly or indirectly from the content on the Site, Your inability to access the Site, or any delay in or failure of the transmission or receipt of any instruction or notifications sent through the Site. None of the Parties will be liable, to the extent permitted by law, for any use or interpretation of such information.

1.3 Service Availability: By using the Service(s), You acknowledge and agree that the Service(s) are provided by the Party according to its current technological and operational capacity. While the Party has made reasonable efforts to ensure continuity and security of the Service(s), We are unable to completely foresee and eliminate all legal, technological, and other risks including but not limited to force majeure, virus, hacker attack, peak demand, volatility, heavy trading, systems upgrades or maintenance, system instability, flaws in third-party service, acts of government, third party actions, or other reasons that may result in service interruption, data loss or other loss or risk. You agree to and acknowledge the possibility of a discontinuity or disruption of the Service(s) and that, subject to these Terms, Bitgauss will not be liable to You or any third party if You are unable to access Your Account(s) or use the Service(s).

1.4 Fees and Costs: Fees may be incurred for certain Service(s) provided to You. You agree to pay the applicable fees in accordance with our fee schedule as published on the Site and as may be amended from time to time. We may change the fees for any Service(s) from time to time, at our sole discretion. Please see Section 10 for more information.

In order to access the Service(s), You must prepare and bear costs for the following:

• An internet-connected device capable of securely accessing the Site, including but not limited to a computer or other internet-connected terminal;
• Internet access, including but not limited to any equipment needed for such access; and
• Any other equipment, software, or assistance needed to securely access the Site and Service(s).

1.5 Account Security: We will never ask You to reveal any passwords or keyphrases, nor will We ask You to transmit any funds or digital assets (hereinafter “Assets”) to bank accounts or addresses that are not listed on our trading platform. Do not trust any discount or promotions-related information that is not accessed through the Site. To the extent permitted by law, Bitgauss will not be responsible for any losses caused by transmitting Assets to bank accounts or digital asset addresses that are not listed on the Site. Please see Section 4 for more information.

1.6 Service Changes: You agree that We may change or suspend any or all of the Service(s) at any time. Please see Section 11 for more information.

1.7 User Information: We may, and in some instances are required by law to, investigate and determine the background and purpose behind Your use of the Service(s). You are required to provide comprehensive, up-to-date, and accurate information when requested by Us. You shall also keep Your contact information updated at all times and We will not be responsible or liable for Your failure to do so. If We have reasonable grounds to suspect that any information You provide is inaccurate, We may temporarily or permanently restrict Your access to some or all of the Service(s) provided by any of the Parties.  In the event that We temporarily or permanently restrict Your access to some or all of the Service(s), We will not be liable to You or any third party as a result of such restriction(s).

1.8 Our Role and Associated Order Allocation:

1.8.1 We may use the Service(s) by trading our own corporate Assets from time to time, as a principal or on the behalf of a third party. Such activity may include, but is not limited to, buying or selling digital assets, placing orders to buy or sell digital assets, acting as a market maker for certain digital assets, and using the Service(s) on a proprietary basis. Orders submitted and trades executed by Us are not distinguished from other offers and trades on Our platform (i.e. if We use the Site to enter trades on our own behalf, Our trades will not be prioritized differently from the trades of other users).  We may thus act as a counterparty to any trade executed by You or other users of the Service(s), without Your knowledge.

1.8.2. We may learn of certain information that constitutes “insider information” as defined under certain laws or regulations. We do not disclose any such “insider information” to anyone and We do not use such “insider information” to trade in digital assets or attempt in any way to profit from any such information.

1.8.3 Our utilization of the Service(s) may lead to potential or actual conflicts of interest with other counterparties, including users. Such trading activity, as described in Clause 1.8.1, may include Us engaging in transactions with multiple counterparties, including users, where interests differ. We may at times hold positions or engage in transactions that are contrary to the interests of certain counterparties, including users. We have no fiduciary duty to You and do not undertake to act in any fiduciary capacity.

1.9 Recurring Digital Assets Transactions and Cancellation Policy: If You initiate recurring digital assets transactions, You hereby expressly agree and authorize Us to initiate recurring electronic payments in accordance with Your selected digital assets transaction(s) and any corresponding payment accounts, including but not limited to, the balance in Your Account(s), and recurring Automated Clearing House (“ACH”) debit or credit entries (or equivalent payment services) from or to Your linked bank account. Your recurring digital assets transactions will occur in substantially identical, periodic installments, based on Your period selection until either You or Bitgauss cancels the recurring order. You may cancel the recurring digital assets transactions at any time by going to the designated recurring transaction page and selecting the related future recurring transaction for cancellation. Please refer to this FAQ page for information on how to cancel a recurring transaction. You acknowledge and agree that the cancellation will not cancel any transactions that have been, or are being, processed. If Your bank is unable to process any electronic ACH debit entry, We may avail ourselves of remedies set forth in these Terms to recover any amount You may owe to Us including but not limited to seizing or liquidating any of Your Assets. You shall notify Us in writing of any changes in Your linked bank account information prior to a scheduled recurring digital assets transaction. We may, at any time, terminate recurring transactions without providing notice to You.

1.10 Limited Services Terms: Notwithstanding anything contained herein to the contrary, if You are directed to this Site through a third-party channel to complete certain transactions with credit cards, debit cards or local instant transfer methods, You agree and acknowledge that the services provided to You by Us are limited to those transactions, and that irrespective of any use of the words “purchase”, “sale” or similar terms, no full rights or privileges are granted to You under this Agreement. We have no control over, or liability for, the delivery, quality, safety, validity, legality or any other aspect of any goods, services or technology that You may purchase or obtain from a third party (hereafter the “Third-Party Services”). We are not responsible for ensuring that any third party You transact with will complete the Third-Party Services or is authorized to do so. Be aware that Third-Party Services may have separate costs and fees associated with the goods, services or technology they provide, which are independent from Our fees and are Your responsibility. If You experience a problem in relation to the Third-Party Services or if You have a dispute with such third party, You should resolve the dispute directly with that third party. You are fully responsible for all acts or omissions of any third party with respect to your Account(s). Further, You acknowledge and agree that You will not hold Bitgauss responsible for, and will indemnify Bitgauss from, any liability arising out of or related to any act or omission of any third party with access to Your Account(s).

2. ELIGIBILITY AND PROHIBITION OF USING OUR SERVICES

2.1 Eligibility: The Service(s) are intended solely for users who are 18 or older. By accessing or using our Service(s), You represent and warrant that You are at least 18 years of age and have not previously been suspended or removed from the Site or Service(s). There are certain features that may or may not be available to You depending on Your location and other criteria. If You are registering to use the Service(s) on behalf of a legal entity (e.g., corporate or institutional customers), You represent and warrant that such legal entity is duly organized and validly existing under the applicable laws of the jurisdiction of its organization; and You further represent that You are duly authorized by such legal entity to act on its behalf, and that such legal entity agrees to be responsible to Us if You violate these Terms.

You further represent and warrant that neither You nor any person or entity with direct or indirect ownership or control over Your Account(s) are on any trade or economic sanctions lists, such as the Office of Foreign Assets Control (“OFAC”) specially designated national (“SDN”) lists, not a resident of the Restricted Territories (as defined in Bitgauss Prohibited and Restricted Territories and Persons Addendum), nor restricted or prohibited from engaging with Bitgauss or using the Service(s) by any law enforcement agencies or regulatory authorities. You also represent and warrant that neither You nor any person or entity with direct or indirect ownership or control over Your Account(s) (including any subaccounts, as applicable) are a resident of any crypto-banned jurisdiction or reside in a jurisdiction where provision or use of the Service(s) is unlawful. Service(s) may not be available in all markets and jurisdictions, and We may restrict or prohibit use of all or a portion of the Service(s) from certain countries/regions/territories (See Prohibited and Restricted Territories and Persons Addendum to Bitgauss Terms of Service).

As further discussed in the Prohibited and Restricted Territories and Persons Addendum to Bitgauss Terms of Service, any person or entity prohibited by U.S.-imposed sanctions is also prohibited from using the Service(s). Accordingly, You further represent that You will only transact with eligible users, as defined above.

Within the U.S., Bitgauss only provides the Service(s) to users in specific states. The content of these Terms is subject to the laws of the country or region where You reside. As a result, if You do not meet these eligibility requirements, You are prohibited from using the Service(s).

You agree to provide written certification of Your compliance with this Section 2.1 as soon as reasonably practicable when requested by Us.

For Customers in Texas: If You are a resident of the state of Texas or You are located in the state of Texas while accessing Our Service(s) (“Texas Customers”), stablecoin transactions or fiat currency deposits will not be available to You. Bitgauss will only support non-stablecoin digital asset transactions for Texas Customers. You represent and warrant that (1) You will not execute any transactions with stablecoins or fiat currency on Our platform if You are in the state of Texas, (2) Your use of Our Service(s) will comply with all applicable laws and regulations, and (3) You will not use a VPN or other means to circumvent the requirements of this Section. All Texas Customers must either (1) convert their fiat and stablecoin to non-stablecoin cryptocurrency or (2) withdraw their fiat and stablecoin assets by January 30, 2024. No fiat or stablecoin transactions will be allowed after January 30, 2024. If You wish to withdraw fiat currency from Your account, please contact our support team at support@bitgauss.com. If You have fiat or stablecoin in Your account after January 30, 2024, Your account will be completely suspended and You will not be able to buy, sell, trade or withdraw any fiat, stablecoin, or other cryptocurrency. If Your account is suspended, You must contact our support team to regain access to your account.

2.2 Prohibited Businesses: Any use of our Service(s) in connection with any of the following categories of activities or businesses is prohibited (“Prohibited Businesses”):

• 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
• 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
• Deceptive marketing and false advertising services
• Religious and/or spiritual organizations
• Unlicensed sale of weapons of any kind, including but not limited to, firearms, ammunition, knives, explosives, or related accessories
• 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
• Pseudo-pharmaceuticals – Companies manufacturing and or selling untested or unapproved pharmaceuticals
• 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
• 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 (e.g., poker), or other activities that facilitate any of the foregoing
• Money-laundering, fraud, terrorist financing, or any other type of financial crimes
• Any sort of Ponzi scheme, pyramid scheme, or multi-level marketing program
• Goods or services that infringe or violate any copyright, trademark, or proprietary rights under the laws of any jurisdiction
• Layaway systems, or annuities
• Counterfeit or unauthorized goods, including but not limited to, sale or resale of fake or “novelty” IDs, sale of goods or services that are illegally imported or exported or which are stolen
• Wash trading, front-running, insider trading, market manipulation or other forms of market-based fraud or deceit
• 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)
• 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 bank or payment partners; or
• Any other unlawful activities which would 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
• Shell banks or financial institutions that have customers that are shell banks
• Entities with bearer share ownership
• Defense industry, firearms & munitions manufacturers
• Nuclear energy
• Restricted financial services, including but not limited to credit repair, debt settlement, refinance, bail bonds, collections agencies
• Transactions or business involving ivory and protected species

In the event that We learn or reasonably suspect, in Our sole and absolute discretion, that any of Your Account(s) are or may be associated with any of the Prohibited Businesses as set forth above, We will consider You to be in violation of these Terms and We may suspend or terminate Your Account(s), cancel any uncompleted transactions, freeze Your Assets immediately without notice, or take any other action deemed necessary by a law enforcement agency, regulator, our internal compliance department, or any other authority. We may also, with or without notice, report any such suspected or actual Prohibited Businesses activity to a law enforcement agency, regulator, or any other authority.

3. RISK DISCLOSURE

3.1 Trading Risk: Trading of digital assets involves significant risk. The risk of loss in trading or holding digital assets can be substantial. You should therefore carefully consider whether trading in digital assets (or any use of margin if permitted/enabled) is suitable for Your financial condition, risk tolerance, or investment objectives.

You should exercise prudence when trading Your Assets. Prices may fluctuate at any moment. Due to such price fluctuations, Your Assets may increase or decrease in value at any given moment. Any digital asset or trading position may be subject to large swings in value and may even become worthless. Digital assets are not subject to any kind of deposit insurance or securities investors protection regimes.

3.2 Your Responsibilities: You shall bear any loss as a result of Your actions, including, but not limited to:

• “Fat finger” input or instructions errors, including price, quantity, and/or timing (market vs. limit order specification) errors;
• Mistiming or mis-submission of trade instructions;
• Forgetting or disclosing Your password;
• Computer or network issues, including any hacks or virus issues related to Your computer or network (or the network You are utilizing);
• Transfer-in or withdrawal of digital assets or fiat currencies to or from the wrong account;
• Executing instructions provided to You by a third-party; or
• Third parties accessing and using Your account for any reason.

In the event of Your malicious, manipulative, or abusive use of the Service(s), a violation of these Terms of Service, and/or any other behaviors or methods utilized to gain an unfair advantage, as determined at our sole and absolute discretion, We may take necessary action, including, but not limited to, closing Your Account(s), placing restrictions on account transactions, freezing Assets in Your Account(s), restricting Your access to Your Account(s), commencing legal action against You and/or pursuing other measures of recourse. We may require You to bear all costs incurred as a result of any action taken by the Party, including legal fees and costs. In addition, it is Your sole responsibility to ensure that all account information is verified before making any transfers so that digital assets or fiat currencies are transferred into the correct account. If You transfer digital assets or fiat currencies to a wrong account and such account is controlled by Us, We will have the sole discretion to reject the transaction and return to You the relevant amount of digital assets or fiat currencies, less applicable fees.

We take fraud and scams very seriously and work diligently to prevent them. However, We cannot be held responsible for any losses incurred by You as a result of engaging with fraudulent or scam companies outside of Our platform. It is Your responsibility to conduct Your own due diligence and exercise caution when dealing with third-party entities. We strongly recommend that You only purchase and transfer cryptocurrency to trusted and verified wallets. If You experience a loss from falling victim to a scam, We will cooperate with You and any relevant authorities to the best of Our ability. However, We cannot guarantee the recovery of any lost Assets, will not be liable for the value of any lost Assets, nor can we be held liable for any chargebacks resulting from such losses. By using Our platform, You acknowledge and agree to assume all risks associated with Your cryptocurrency purchases and transfers.

3.3 Our Responsibilities for Credit Card Transactions: Our obligation to You as the cardholder is to provide a reliable and efficient platform for purchasing and depositing cryptocurrencies. Any digital asset You purchase using Your credit card will be credited into Your account and Our obligation in this regard will be deemed complete when the digital asset amount purchased by You is delivered and reflected in Your account. We will not be responsible for any losses that may occur after that point. You are solely responsible for the management of these digital assets once credited.

4. YOUR BITGAUSS ACCOUNT

4.1 Account Registration and Identity Verification: In order to use any of the Service(s), You must first register to use the Service(s) by providing all information requested by Us, which may include Your email and/or mobile phone number, full name, date of birth, residential address, government identification number, taxpayer identification number, video ID authentication, and other personal or company information necessary to verify Your identity, along with affirming these Terms. You agree to provide such information at registration and on an ongoing basis for the purposes of identity verification and the detection of money laundering, terrorist financing, fraud, or any other financial crime, including without limitation (as relevant) a copy of Your government-issued photo ID, or evidence of residency such as a lease or utility bill. If You are a U.S. tax resident, You further certify under penalty of perjury that all relevant U.S. taxpayer information provided by You is correct, accurate, and authentic, and You agree to fill out and return an IRS Form W-9 if requested by Us. If any such information changes, it is Your obligation to provide Us such updated information as soon as possible. From time to time, We may send You requests to confirm or update the information You have provided. We may suspend access to Your Account(s) if We do not receive an adequate response from You. We may, in our sole discretion, refuse to allow You to register to use the Service(s) or limit Your ability to register multiple accounts. By registering an account with Bitgauss, You agree and represent that You will use that account only for Yourself, and not on behalf of any third party, unless approved by Bitgauss. If the User is a corporation, You shall register a corporate account with Bitgauss. An individual shall not use their individual account for business purposes.

4.2 Protecting Your Account: You agree not to enable anyone to use or direct Your Account(s), unless authorized by Us, and to update Us of any information change or if Your account has been compromised. You are solely responsible for keeping, protecting, and safeguarding any keys, certificates, passwords, access codes, user IDs or other credentials and login information (collectively “Credentials”) that have been provided to You or that are generated in connection with Your use of the Service(s). You are responsible for creating strong Credentials and maintaining security and control of any and all Credentials that You use to access the Site and Service(s). If You lose your Credentials, You may not be able to access your Account(s). For any activities in Your Account(s) using Your Credentials, You authorize Us to presume that You authorized such transactions, unless You notify Us otherwise. If You notice or suspect an unauthorized transaction occurred using Your Account(s), or that a transaction was incorrectly carried out, You must contact Us immediately with underlying documentation evidencing your request by email to support@bitgauss.com. It is Your responsibility to check Your account balances and transaction history regularly to ensure You are made aware of any suspicious account activity. We are not responsible for any liability, loss, or damage resulting from unauthorized or incorrect transactions due to Your failure to abide by this Section 4.2. We further assume no responsibility for Your failure to follow or act on any notices or alerts that We may send to You.

4.3 Password Recovery: If You lose Your password(s) You may reset it after being verified through Your registered email address and/or phone number. If You have 2-factor authentication (“2FA”) enabled via an authenticator app, You may also be asked to confirm Your 2FA code. If You need to reset both Your password and 2FA (e.g., lost 2FA app device or failed to migrate 2FA), You will need to contact support@bitgauss.com for additional support and may be subject to enhanced identity verification procedures. These enhanced identity verification procedures are necessary to ensure the security of our users’ accounts. You agree to be subject to any enhanced identity verification procedures We deem necessary. Refusal of such procedures may render You unable to access Your Account(s).

4.4 Account Closure: You may close Your Account(s) at any time. Closing an account will not affect any rights and obligations incurred prior to the date of account closure. You may be required to either cancel or complete all open orders and, in accordance with the provisions of these Terms, provide transfer instructions of where to transfer any Assets remaining in Your Account(s). 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(s). If the costs of closing Your Account(s) exceed the value in Your Account(s), You will be responsible for reimbursing Us. Closing Your Account(s) will not permanently delete Your personal data, which may be required to be retained to comply with all applicable laws and regulations.

4.5 Account Suspension and Investigation: You agree and acknowledge that We may suspend Your Account(s) at any time, in our sole and absolute discretion. You also agree we may freeze/lock the Assets in all such accounts and temporarily or permanently suspend Your access to the Site if we suspect, in our sole and absolute discretion, any of the following:

• The account is in violation of any of these Terms;
• The account is in violation of any applicable laws or regulations;
• The account is in violation of Anti-Money-Laundering/Counter-Terrorism Financing laws;
• The account is in violation of a regulatory authority requirement, court order, or other applicable law;
• The account is subject to a government, regulatory authority, or court-ordered levy, judgment, or other asset turnover requirement (“Levy”);
• The account is, or is related to any account that is, subject to any pending litigation, investigation, or governmental proceeding;
• The account has a balance that needs to be reconciled for any reason;
• If the Party believes that an unauthorized person is attempting to gain access to the account;
• If the Party believes that You are using Your credentials or other account information in an unauthorized or inappropriate manner;
• If the Party believes that the account is related to any Prohibited Businesses as set forth in Section 2.2;
• If the Party believes that there are suspicious and/or fraudulent activities on the account; or
• The account has not been accessed in over one year.

You agree and acknowledge that We have the right to immediately investigate Your account and any related account, if we suspect, in our sole discretion, that any such account has committed a violation of these Terms or violation of applicable laws or regulations.

4.6 Account Termination: You agree and acknowledge that We have the right to terminate any account at any time at our sole discretion. You further agree and understand that We have the right to take any and all necessary and appropriate actions pursuant to these Terms and/or applicable laws and regulations, including but not limited to applicable escheatment laws and procedures including. If Your account is terminated, we will return Your Assets, less the value of any trading fee discounts, rebates, costs, expenses and/or damages that we are entitled to pursuant to these Terms. If Your account is not subject to an investigation, court order, or subpoena, You authorize Us to return Your fiat balance (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 law. If there are any digital assets remaining in Your account, You agree to provide Us with a digital asset address held in Your name upon receiving written notice, so that We can return the remaining digital assets to You.

4.7 Reversals and Cancellations: You agree and understand that You cannot cancel, reverse, or change any transaction that has been marked as complete in Your Account(s). We may refuse to process, or to cancel or reverse, any transaction conducted under Your Account(s) in our sole and absolute discretion, even after the related Assets have been debited from Your Account(s), and we are under no obligation to allow You to reinstate a purchase or sale order at the same price or on the same terms as the canceled transaction:

• if We suspect the transaction involves (or has a high risk of involvement in) suspicious trading activity or violations of these Terms;
• if We have reason to believe there was an obvious error in any term, including but not limited to the price, amount or any other information about the trade;
• if there was disruption or malfunction in the operation of any trading system; or
• if there were extraordinary market conditions or other circumstances in which the nullification or modification of transactions may be necessary.

4.8. Right of Offset and Recoveries: In the event that there are insufficient Assets in Your Account(s) due to a chargeback, payment dispute, wire recall, ACH reversal, credit error or other similar occurrence, or Your Account(s) are subject to a Levy that We reasonably determine is valid in Our sole and absolute discretion, You expressly authorize us to freeze, debit, convert, withhold, and/or liquidate any current or future Assets from Your Account(s) to the extent necessary to offset or satisfy any insufficiencies or to satisfy the Levy, to the fullest extent permitted by applicable law. You acknowledge that You will be solely responsible for any and all tax consequences of any such action by Us. In the event that the disposition or liquidation of digital assets is inadequate to satisfy the insufficiencies, You agree that You will immediately deliver, in U.S. Dollars (or the fiat currency relevant to Your jurisdiction, as applicable), the full amount necessary to alleviate the insufficiency or You will be liable to Bitgauss for the insufficiencies in addition to any attorney’s fees, interest or expense associated with its recovery.

4.9. Credit Reporting and Third-Party Collection Agencies: You agree and acknowledge that, to the extent permitted under applicable law, We may use the services of external credit reporting agencies and third-party collection agencies in the recovery of any loss We incur from transactions and activities in Your Account(s).

4.10 Electronic Delivery: We may be required to provide certain legal and regulatory disclosures, periodic statements, confirmations, notices, tax forms, and other communications (collectively “Communications”) to You in written form. By agreeing to these Terms, you consent to Bitgauss delivering such Communications to you in electronic form. Consent for electronic delivery applies to the statements that are furnished every year. If You no longer have access to the account You used to receive the Communications in electronic form, You are required to update Your information under Section 4.1 herein and  You may contact Customer Service at support@bitgauss.com to do so.

5. TRANSFER-IN AND WITHDRAWAL

For the purpose of these Terms, transfers-in and withdrawals will include transfer and withdrawal of either fiat currency or digital assets into/from Your Account(s).

5.1 Fiat Currency: We may provide users with various fiat transfer-in and withdrawal options from time to time based on their locations, subject to the laws applicable to the Party including but not limited to wire, ACH (or equivalent payment services), or indirect transfers to/from a Payment Service Provider (“PSP”) and/or any bank account(s) held by a PSP. The current fiat transfer-in and withdrawal options and fee schedule are available here. The amount You transfer-in to Your Account(s) may be on hold until after the transfer-in clears. The name on the bank account linked to Your Bitgauss account and Your transfer must match the name verified on Your Bitgauss account.

For eligible users, ACH transfer-in may be made available for immediate use in Your account, and You will receive an email confirmation with transaction details upon authorizing any ACH transactions. However, these funds and any digital assets bought with such funds may be subject to a withdrawal holdup period of up to ten (10) business days or longer, based on Your risk profile, as determined at our sole and absolute discretion (“Withdrawal Hold Period”). Once Your ACH Withdrawal Hold Period has been satisfied, You will be able to withdraw these funds and any digital assets purchased with them. In the case where an ACH transfer-in is recalled or the associated funds are otherwise returned to Your bank account and the pre-credited funds have already been utilized, We will debit Your account with the same amount that was deposited. If this causes Your account balance to be negative, You will have to deliver funds or sell a certain portion or all of Your digital assets to bring Your account balance back to positive. If You fail to promptly do so after Your account goes negative, We may, at our sole and absolute discretion and subject to applicable law, avail ourselves of remedies set forth in these Terms to recover any amount You owe to Us, including but not limited to, debiting, converting, and/or liquidating Assets available in Your Account(s) at a market rate of exchange until such negative balance is recovered.

You agree and acknowledge that the above-mentioned transfer-in and withdrawal options may not be processed outside of normal banking hours, and settlement times may be subject to bank holidays, the internal processes and jurisdiction of your bank, the internal processes of our banks, or other delay resulting from factors outside of our reasonable control. You further agree and acknowledge that You are solely responsible for any negative account balances in Your Account(s) resulting from such delays.

5.2 Digital Assets: Digital asset deposits will typically be credited to Your Account(s) after the required number of network confirmations have occurred on the blockchain for such digital assets, as determined by Us in Our sole and absolute discretion. Digital asset withdrawals will typically be processed at the speed of the relevant digital asset network. You agree and acknowledge that digital assets are not legal tender, are not backed by the government, and accounts and value balances are not eligible for any kind of deposit insurance or securities investors protection regimes. You further agree and acknowledge that digital asset deposits and/or withdrawals may be delayed or impacted by network disruptions or other conditions (whether controlled by Us or a third party) for which we will not be held responsible.

At any time when You transfer-in digital assets to or initiate a withdrawal of digital assets from Your Account(s), You are required to verify that all steps have been properly taken so as to ensure that the transfer-in or withdrawal is properly made, including that the wallet address that You are initiating such transfer-in from and/or sending a withdrawal to is owned or controlled by You, and that Your Account(s) accurately reflects the transaction. You also agree to provide all requisite information to Bitgauss to facilitate the transfer-in or withdrawal service.

6. FIAT BANK DEPOSITS AND FIAT BANK CUSTODY

Fiat funds in Your Account(s) are never held or custodied by Bitgauss. Fiat funds are directly deposited and held in one or more segregated custodial accounts at one or more duly-registered and licensed third-party banking institutions on trust for the benefit of Bitgauss users. Fiat funds are not held in accounts that are plated or designated on behalf of any individual or single Bitgauss user.

7. BITGAUSS THIRD-PARTY SERVICE PROVIDERS

You agree and acknowledge that We may use third parties, affiliates or subsidiaries 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.

By using Our Service(s), You agree that the data sources that maintain Your Account(s) and any third-party providers that interact with Your credentials or account data in connection with Our Service(s) are not liable for any loss, theft, compromise, or misuse whatsoever in connection with Our Service(s) (including negligence), except to the extent such liability cannot be limited under applicable law. For purposes of these Terms, “data source(s)” referred herein 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).

You agree that the data sources make no warranties of any kind related to the data provided by our Service(s), whether express, implied, statutory, or otherwise, unless explicitly provided by each specific data source. Except for portable-document-format configured documents (“.pdf” or “PDFs”) of official account documents, which we retrieve on Your behalf and provide to You without alteration, no data provided by our Service(s) is an official record of any of Your Account(s).

8. USERS’ RIGHTS AND LIMITATIONS TO USE

We grant You a limited, non-exclusive, non-transferable permit, subject to these Terms, to access and use the Site and Service(s), solely for approved purposes as permitted by Bitgauss. You agree not to copy, transmit, distribute, sell, license, reverse engineer, modify, publish, or participate in the transfer or sale of, create derivative works from, or in any other way exploit any of Bitgauss source code or similar proprietary or confidential data or other similar information, without our prior express written consent.

You may not use the Site for any unlawful purpose.

You agree that:

• All rights, title and interest in the Service(s) and associated software, website and technology, including all intellectual property rights therein, are and will remain with the Party;
• No right or interest in the Service(s) is conveyed other than the limited licenses granted herein;
• The Service(s) are protected by the copyright and other intellectual property laws; and
• All rights not expressly granted in these Terms are reserved.

9. USER OBLIGATIONS/PROHIBITIONS

9.1 You shall not register multiple accounts for any purpose, unless pre-approved by Bitgauss.

9.2 You shall not use another user’s account without proper authorization.

9.3 You shall not utilize the Site or Service(s) to engage in or facilitate any illegal activities.

9.4 You shall not utilize the Site or Service(s) to engage in or in connection with any commercial activities without the express written consent of the Party.

9.5 You shall comply with all applicable laws and regulations and bear the responsibility and legal consequences of Your own actions when using the Site and Service(s). In addition, You shall not infringe the legitimate rights and interests of any third party.

9.6 If You violate or, in the good-faith determination of the Party, are suspected of violating any obligations above, as determined at our sole and absolute discretion, the Party has the right to take all necessary measures directly, including but not limited to deleting any violating content posted by the user, freezing the user’s Assets or Account(s), clawing back any unlawful gains, and prosecution.

10. FEES

10.1 The Party has the right to set user service charges according to these Terms. The Party also has the right to formulate and adjust the service charges, set service charges specific to You, or terminate any promotional offers at any time.

10.2 Unless otherwise stated or agreed upon in writing, You agree that the Party may deduct the above-mentioned service charges directly from the Assets in Your Account(s) once the Service(s) have been provided.

10.3 Current Fee information is available here.

10.4 At the Party’s sole discretion, regional or country-specific pricing may apply based on Your residence or location.

10.5 If You fail to pay the applicable fees (including, but not limited to, service charges) in full or on time, the Party reserves the right to interrupt, suspend or close Your Account(s).

10.6 Additional Fees and Charges: You are responsible for paying any additional fees charged by any financial service providers (including but not limited to PSPs, banks, and card schemes, hereinafter individually and collectively referred as the “Financial Service Provider(s)”) used to process a transfer to or from Your Account(s). We will not process a transfer if associated fees charged by the Financial Service Provider exceed the value of the transfer. You may be required to transfer in additional fiat to cover such fees in order to complete such a transfer. We have no control over, nor will the Party be liable for, such fees charged by these Financial Service Providers.

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

12.1 It is Your sole responsibility to determine whether, and to what extent, any taxes apply to any transactions You conduct using the Service(s), and to withhold, collect, report and remit the correct amounts of taxes to the appropriate tax authorities. You agree that Bitgauss does not provide legal or tax advice and is not responsible for determining whether taxes apply to Your transactions or for collecting, reporting, withholding or remitting any taxes arising from any transactions. You also acknowledge that You are not subject to any backup withholding in any jurisdiction. We advise You to consult a tax professional regarding Your specific tax situation.

12.2 You agree to comply with all relevant laws and regulations. Regarding the prevention of terrorist financing and anti-money laundering, the Party will work with local authorities and may report certain transactions to the local authorities in accordance with applicable laws and regulations. When using our Service(s), You represent and warrant that Your actions are legal and the source of any Assets used with the Service(s) are not derived from unlawful activities or any Prohibited Businesses. If We suspect, in Our sole and absolute discretion, that You are in violation of this Section 12.2, You may be subject to the remedies available to Us under Section 4 of these Terms.

13. PRIVACY POLICY STATEMENT

Please refer to our Privacy Policy Statement for information about how We collect, use, and share Your information.

14. INDEMNIFICATION

Subject to applicable laws, except for Bitgauss willful misconduct or fraud, You shall indemnify, hold harmless, and defend the Party , its parent and affiliates, and its and their employees, officers, directors, representatives, agents, contractors, and successors (collectively, the “Indemnified Party”) from and against any and all claims, losses, liabilities, damages, judgments, penalties, fines, costs, and expenses of any kind (including professional fees and reasonable attorney’s fees) (collectively “Losses”) which may be suffered or incurred by any of the Indemnified Party any as a result from or arising out of:

• Your use of the Service(s) hereunder;
• Your failure to perform Your obligations under these Terms;
• Your breach of any warranties and representations made to Us under these Terms;
• any third-party claim related to Your use of the Service(s);
• Your failure to comply with any applicable federal, state, or local laws and regulations in the performance of Your obligations hereunder; or
• any investigation, claim, suit, action or other proceeding against the Party relating to or arising out of Your use of the Service(s) by a governmental authority or regulatory or self-regulatory agency or organization.

We may, in our sole discretion, obtain sole control of the defense thereof. Unless otherwise explicitly agreed to by the Party in writing, settlement of any Losses will not be entered into unless such settlement completely releases the Indemnified Parties of all liability.

15. DISCLAIMER

15.1 User Information: We are not responsible for the failure to preserve, modify, delete or store information provided by You. Nor will We be liable for any typographical or clerical errors caused by Us or any of the Parties. We have the right but not the obligation to improve or correct any omission or error of any part of this Site.

15.2 NO WARRANTY: THE SERVICES WE PROVIDE ARE PROVIDED TO YOU ON A STRICTLY “AS IS”, “WHERE IS” AND “WHERE AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS AND REGULATIONS, BITGAUSS SPECIFICALLY DISCLAIMS ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO UNINTERRUPTED OR CONTINUOUS AVAILABILITY OF SERVICES, IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND/OR NON-INFRINGEMENT. BITGAUSS DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO THE SITE, ANY PART OF THE BITGAUSS SERVICES, OR ANY OF THE MATERIALS CONTAINED THEREIN, WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR ERROR-FREE, AND THAT THERE ARE NO VIRUSES OR OTHER HARMFUL COMPONENTS ON THE PLATFORM. BITGAUSS DOES NOT GUARANTEE THAT ANY ORDER WILL BE EXECUTED, ACCEPTED, RECORDED OR REMAIN OPEN. 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 YOUR USE AND ACCESS OF THE BITGAUSS SERVICES AND BITGAUSS SITE. WITHOUT LIMITING THE FOREGOING, YOU HEREBY UNDERSTAND AND AGREE THAT BITGAUSS WILL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR RELATING TO: (A) ANY INACCURACY, DEFECT OR OMISSION OF DIGITAL ASSETS PRICE DATA, (B) ANY ERROR OR DELAY IN THE TRANSMISSION OF SUCH DATA, OR (C) INTERRUPTION IN ANY SUCH DATA.

15.3 User Opinion: Any comment published by a user is the sole purview of that user, and does not represent the views, opinions, or beliefs of Bitgauss or of this Site. Neither the Party nor this Site will bear any legal responsibility for consequences caused by such user comments.

15.4 Announcements: Official announcements may be made through a formal page announcement, station letter, e-mail, customer service phone call, SMS, pop-up or regular mail delivery. We disclaim any and all liability for information obtained from channels other than those mentioned in this paragraph.

15.4.1 Messaging Opt-In: You agree that We may send You messages regarding Your Account(s)’ security via SMS, OTP, e-mail, phone, or other contact means We collect from You or a third-party for account security and verification purposes described under Sections 4 and 5 or other relevant sections.  You further agree that We may send You marketing SMS/text messages pursuant to our SMS Marketing Program Terms and Conditions.

15.5 LIMITATION OF LIABILITY: NOTHING IN THESE TERMS EXCLUDES THE LIABILITY OF BITGAUSS FOR ITS FRAUD, GROSS NEGLIGENCE, INTENTIONAL VIOLATIONS OF LAW, OR FOR ANY OTHER LIABILITY WHICH BY LAW CANNOT BE EXCLUDED, UNLESS APPLICABLE LAW EXPLICITLY ALLOWS SUCH EXCLUSION. SUBJECT TO THIS CLAUSE AND THE LAW, IN NO EVENT WILL THE PARTY HEREOF, ITS AFFILIATES AND SERVICE PROVIDERS, OR ANY OF ITS RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES OR REPRESENTATIVES, BE LIABLE TO YOU FOR: (A) ANY AMOUNT GREATER THAN THE VALUE OF THE SUPPORTED DIGITAL ASSETS ON DEPOSIT IN YOUR ACCOUNT AT THE TIME THE EVENT GIVING RISE TO YOUR CLAIM FIRST AROSE; OR (B) ANY LOST PROFITS, DIMINUTION IN VALUE OR BUSINESS OPPORTUNITY, ANY LOSS, DAMAGE, CORRUPTION OR BREACH OF DATA OR ANY OTHER INTANGIBLE PROPERTY OR ANY SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH AUTHORIZED OR UNAUTHORIZED USE OF THE SITE OR THE SERVICES, OR THESE TERMS OF SERVICES, EVEN IF AN AUTHORIZED REPRESENTATIVE OF BITGAUSS HAS BEEN ADVISED OF OR KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES BEFOREHAND.

DESPITE ANYTHING ELSE IN THESE TERMS, IF AN APPLICABLE LAW IMPOSES A LIABILITY ON BITGAUSS WHICH CANNOT BE EXCLUDED, BUT PERMITS THE PARTY TO LIMIT THAT LIABILITY, BITGAUSS LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. IF THE JURISDICTION OF THE PARTY DOES NOT ALLOW FOR THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SOME OF THE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU.

15.6 Risk Warning on Digital Payment Tokens (applicable to users of OKX SG Pte. Ltd. only): The Monetary Authority of Singapore (MAS) requires Us to provide this risk warning to You if You are a customer of a digital payment token (DPT) service provider. The MAS states that before You pay Your DPT service provider any money or DPT, You should be aware of the following.

(i) Your DPT service provider is exempted by MAS from holding a license to provide DPT services. Please note that You may not be able to recover all the money or DPTs You paid to Your DPT service provider if Your DPT service provider’s business fails.

(ii) You should not transact in the DPT if You are not familiar with this DPT. This includes how the DPT is created, and how the DPT You intend to transact is transferred or held by Your DPT service provider.

(iii) You should be aware that the value of DPTs may fluctuate greatly. You should buy DPTs only if You are prepared to accept the risk of losing all of the money You put into such tokens.

(iv) You should be aware that Your DPT service provider, as part of its license to provide DPT services, may offer services related to DPTs which are promoted as having a stable value, commonly known as “stablecoin.”

16. APPLICABLE LAW AND VENUE

These Terms and Your use of the Service(s) will be governed by and construed in accordance with the laws and regulations of the home jurisdiction of the Party You are contracted with.  For avoidance of doubt: (1) users of Bitgauss – State of California law applies; (2) users of Bitgauss – Malta law applies; (3) users of OKX SG Pte. Ltd. – Singapore law applies; or (4) users of Bitgauss – Hong Kong law applies. The foregoing applicable law provision does not apply to arbitration under Section 17.1 below, which shall be governed by the Federal Arbitration Act. You agree that any action at law pursued by You and arising out of or relating to these Terms not subject to arbitration (as set forth below) will be filed only in the courts where the Party is located (e.g., California, U.S., Malta, Singapore, or Hong Kong) and You hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such court over any non-arbitrable suit, action or proceeding arising out of these Terms.

17. DISPUTE RESOLUTION

You and the Party agree to arbitrate any dispute arising from these Terms or relating to the Service(s), except for disputes in which either party exclusively seeks relief for unlawful use of copyrights, trademarks, trade names, logos, trade secrets or patents. You and the Party agree to notify each other of any dispute within 30 days of when such dispute arises, and to attempt informal resolution prior to any demand for arbitration, and that in the event the dispute is not informally resolved, the dispute will be submitted to arbitration as provided below.

17.1 Users of the Site provided by Bitgauss USA Inc.: Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, will be determined by arbitration in San Francisco, California before one arbitrator who will be mutually agreed upon between the Parties. Binding Arbitration will be governed by the Federal Arbitration Act and administered by JAMS (see www.jamsadr.com) pursuant to JAMS’ Streamlined Arbitration Rules and Procedures. Judgment on the arbitration award (the “Award”) may be entered in any court having jurisdiction. The parties shall maintain the confidential nature of the arbitration proceeding and the Award, except as may be necessary to prepare for or conduct the arbitration hearing on the merits, or except as may be necessary in connection with a court application for a preliminary remedy, a judicial challenge to an Award or its enforcement, or unless otherwise required by law or judicial decision. Each party shall bear their own costs and attorneys’ fees in arbitration unless the arbitrator finds that the substance of the underlying dispute or the relief sought was frivolous or was brought for an improper purpose, in which case and if requested, the arbitrator(s) shall award to the prevailing party, the costs and attorneys’ fees reasonably incurred by the prevailing party in connection with the arbitration. If arbitration before JAMS is unavailable or impossible for any valid reason, such arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the AAA rules and regulations then in effect, the location and number of arbitrators being the same as provided above, the confidentiality obligations the same as provided above, the fee and cost provisions the same as provided above, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. If either party invokes the authority of a court of competent jurisdiction to compel arbitration, then the party that obtains the order compelling arbitration in such action will have the right to collect its reasonable costs and attorneys’ fees incurred to secure such order.

If the dispute between You and the Party is subject to JAMS or AAA minimum or otherwise mandatory standards or rules based on the nature or subject of the dispute (including but not limited to JAMS Consumer Arbitration Minimum Standards or AAA Consumer Arbitration Rules), such mandatory standards or rules will control the arbitration the extent they conflict with or are additive to any term herein.

The foregoing arbitration provision shall not prohibit You or a Party from seeking relief in small claims court if the dispute qualifies and remains in small claims court. The foregoing arbitration provision shall not apply to Bitgauss efforts to collect a debit balance pursuant to Section 4.8 of this Agreement in the event that You fail or refuse to deliver in U.S. Dollars (or the fiat currency relevant to Your jurisdiction, as applicable) the full amount necessary to alleviate the underlying insufficiency. In the event that Bitgauss seeks collection of a debit balance or outstanding amount pursuant to Section 4.8 of this Agreement, any such legal action may be brought by Bitgauss in the Superior Court of California, County of San Francisco, and You shall submit to the jurisdiction and venue of this court and waive any argument of forum non conveniens. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, YOU AGREE TO BRING ANY CLAIMS ARISING FROM THESE TERMS OR RELATING TO THE SERVICE(S) ONLY IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF, PRIVATE ATTORNEY GENERAL, CLASS REPRESENTATIVE, OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING. BITGAUSS MAY, IN ITS SOLE DISCRETION, SEEK TO CONSOLIDATE INDIVIDUAL CLAIMS IN A SINGLE ARBITRATION PROCEEDING BEFORE A SINGLE ARBITRATOR PURSUANT TO APPLICABLE JAMS RULES AND PROCEDURES (OR EQUIVALENT RULES AND PROCEDURES OF AAA). YOU ACKNOWLEDGE THAT, BY AGREEING TO THESE TERMS, YOU ARE WAIVING THE RIGHT TO A JURY TRIAL AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION OR CLASS ARBITRATION.

17.2 Users of the Site provided by Bitgauss Europe LTD or OKX SG Pte. Ltd. or Bitgauss Technology Company Limited: Binding arbitration administered by an arbitration forum or provider which is mutually agreed to between You and the Party. The arbitration shall be administered in the jurisdiction where the Party (being the entity servicing You based on where you reside) is incorporated and that arbitration will be conducted confidentially by a single arbitrator. You and the Party also agree that the courts in the jurisdiction where the Party (being the entity servicing You based on where You reside) is incorporated will have exclusive jurisdiction over any appeals of an arbitration award and over any suit between the parties not subject to arbitration. You further agree that the parties will not seek discovery from each other in the arbitration, and that the arbitrator shall not allow parties to engage in discovery; rather, each party shall disclose the evidence supporting their positions at some mutually agreeable time and date prior to the final hearing. Other than class procedures and remedies discussed below, the arbitrator has the authority to grant any remedy that would otherwise be available in court.

TO THE FULLEST EXTENT PERMISSIBLE BY LAW, YOU AGREE TO BRING ANY CLAIMS ARISING FROM THESE TERMS OR RELATING TO THE SERVICE(S) ONLY IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF, PRIVATE ATTORNEY GENERAL, CLASS REPRESENTATIVE, OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING. BITGAUSS MAY, IN ITS SOLE DISCRETION, SEEK TO CONSOLIDATE INDIVIDUAL CLAIMS IN A SINGLE ARBITRATION PROCEEDING BEFORE A SINGLE ARBITRATOR PURSUANT TO APPLICABLE RULES AND PROCEDURES. YOU ACKNOWLEDGE THAT, BY AGREEING TO THESE TERMS, YOU ARE WAIVING THE RIGHT TO A JURY TRIAL AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION OR CLASS ARBITRATION.

18. GENERAL PROVISIONS

18.1 Severability: If any provision of these Terms is deemed to be unlawful, invalid or unenforceable for any reason, such provision will be deemed to be severed and will not affect the legal effect of any other provision.

18.2 Complaints: If You have any complaints, feedback, or questions, please contact our Customer Service at support@bitgauss.com or refer to our licenses page for additional methods to contact Us in certain jurisdictions. When You contact us, please provide Us with Your name, email address, and any other information we may need to identify You, as well as the transaction on which You have feedback, questions, or complaints.

18.3 Assignment: You may not assign any rights, obligations and/or licenses granted under these Terms without our prior written consent. Any attempted transfer or assignment by You in violation hereof will be null and void. We may assign Our rights and obligations without restriction, including without limitation to any of our affiliates or subsidiaries, or to any successor in interest of any business associated with Us. Subject to the foregoing, these Terms will bind and inure to the benefit of the Party, its successors, and permitted assigns.

18.4 Change in Control: In the event that Bitgauss is acquired by or merged with a third-party entity, We may, in any of these circumstances, transfer or assign the information We have collected from You as part of such merger, acquisition, sale, or other change of control.

18.5 Force Majeure: You agree that in no event will We be liable for any delays, failure in performance or interruption of service which may result directly or indirectly from any cause or condition beyond any Party’s or any of our Service Providers’ reasonable control, including but not limited to, significant market volatility, pandemics, epidemics, any delay or failure due to any act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labor dispute, fire, pandemic, epidemic, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond our reasonable control.

18.6 Unclaimed Property: If Your Account(s) are inactive, there are Assets in Your Account(s), and You have not responded to our attempts to contact You for the applicable period of time (as defined under the unclaimed property or similar laws of the relevant jurisdiction), We may have an obligation to report any Assets in Your Account(s) to the applicable governmental entity as unclaimed property. If this occurs, We will attempt to locate You at the last updated address shown in Our records. If We are unable to locate You, We may be required to deliver any such Assets to the applicable jurisdiction’s designated custodian as unclaimed property.

18.7 No Advice Provided: You agree and understand that Bitgauss does not provide legal, tax, or investment advice, that Your use of the Service(s) is self-directed, and that it is Your responsibility to consult with qualified professionals in Your own jurisdiction prior to using the Service(s) or implementing any financial plan.

18.8 Miscellaneous: These Terms set forth the complete terms and conditions with respect to the subject matter hereof and supersedes all prior understandings and communications relating thereto. Unless incorporated by reference into the Terms, no term or condition of any other document provided to the Party which is different from, inconsistent with, or in addition to the terms and conditions set forth herein will be binding upon the Party. You represent, warrant and undertake that all information disclosed to the Party in connection with these Terms are true, accurate, and complete.

18.9 Language: These Terms may be posted in different languages. If there are any discrepancies, the English version will prevail.