- Bonafide controls and operates the website usebonafide.com (the "website") and it’s mobile applications, which was created by us in order to provide our services and act as an agent in exchanging Fiat Currency (“USD” and/or any other fiat currency that may be added by us from time to time) to stablecoin (USDC) and/or any other virtual currency (“Cryptocurrency”) that may be added by us from time to time, as well as storing your Cryptocurrency within our Virtual Currency Wallet (collectively the "services").
- BY USING THE WEBSITE OR OTHERWISE ACCESSING OR USING OUR SERVICES, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD, ACCEPTED AND AGREE TO BE BOUND BY AND COMPLY WITH THIS USER AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS USER AGREEMENT, PLEASE DO NOT ACCESS OUR WEBSITE AND/OR DISCONTINUE THE USE OF OUR SERVICES.
- This User Agreement exclusively applies to any and all transactions, services, contracts and any business relationship with us.
- If you breach any term of this User Agreement, we reserve the right to immediately terminate or suspend the Account (see clause 3.1 below) you have created using our website. You hereby acknowledge that we do not have to provide you with a notice before terminating or suspending your Account.
- When using or opening an Account with us on behalf of a corporate entity you represent and warrant that you: (i) are an authorized representative of that corporate entity with the authority to bind that corporate entity to this User Agreement; and (ii) agree to this User Agreement on behalf of such corporate entity.
- Transactions made on the website may be subject to certain limitations, including with respect to minimum and/or maximum amounts for each transaction. Different limitations may apply to different Cryptocurrencies and limitations may be changed from time to time. We may refuse to perform any transaction at our sole and absolute discretion, including without limitation, in view of any breach by you of any regulation, policy or this User Agreement. Unless specifically stated otherwise, transactions on the website are irreversible.
- This User Agreement permits you to use the website and services, subject to certain conditions, rights and obligations. You should only use the services if you are familiar with blockchain technology, cryptocurrencies and related issues. We highly recommend learning the basics for the above before starting to use the services.
- Creation of an Account and the use of the services are permitted only to users of the age of 15 or more. It is your responsibility to provide proof, at our request, that you meet this age limitation. We disclaim any liability or loss in case you dishonestly provide unauthentic proof of your age.
- If you are a registered user using the services, you are responsible for maintaining the confidentiality of your Account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your Account or password. You must always keep your password confidential and not share or disclose it to any third party. You may not assign or otherwise transfer your Account to any other person or entity. You acknowledge that we are not responsible for third party access to your Account that results from theft or misappropriation of your Account.
- YOU SHOULD BE AWARE THAT THE RISK OF LOSS IN TRADING OR HOLDING CRYPTOCURRENCIES CAN BE SUBSTANTIAL. AS WITH ANY ASSET, THE VALUE OF CRYPTOCURRENCIES CAN GO UP OR DOWN AND THERE CAN BE A SUBSTANTIAL RISK THAT YOU MAY LOSE ALL OR PART OF YOUR MONEY BUYING, SELLING, HOLDING, OR INVESTING IN CRYPTOCURRENCIES. YOU SHOULD CAREFULLY CONSIDER WHETHER INVESTING IN CRYPTOCURRENCIES IS SUITABLE FOR YOU IN LIGHT OF YOUR FINANCIAL CONDITION.
UPDATES, AMENDMENTS AND MODIFICATIONS OF USER AGREEMENT
- We reserve the right to update, amend or modify this User Agreement, at any time and in our sole discretion, and you agree to be bound by such updates, amendments or modifications.
- Unless otherwise specified in the User Agreement, we will notify you of any such update, amendment or modification by publishing a new version of the User agreement on our website and/or by email.
- Please check for updates to the User Agreement on a regular basis.
- Unless otherwise specified in the User Agreement, any new version of the User Agreement will take effect 3 business days after its publication on the website (or earlier if required by any law, regulation or directive which applies to either us or you) and will supersede any prior version.
- Your continued use of the services after an update, amendment or modification of this User Agreement has been made will constitute your acceptance of the revised version.
- In order to have access to our services you must open an Account (“Account”) with us by means of an online application.
- Upon the successful opening of an Account you will also be provided with a Virtual Currency Wallet (the “Virtual Wallet”).
- Following the opening of your Account you may begin to exchange and/or sell stable coin, as applicable, in exchange for US Dollars (“USD”) and/or other currencies as determined by us from time to time.
- By opening an Account, you expressly represent and warrant that:
- You have accepted this User Agreement;
- You are at least 15 years of age (or the age of majority in your country of residence and no younger than age 15);
- You are of sound mind and capable of taking responsibility for your own actions, and have the full legal capacity to accept this User Agreement and enter into transactions with us;
- You are not, located in or a national or a resident of any FATF high risk country;
- All information that you submit to us during the initial registration process, and thereafter (including as part of any use of the services) is true, current, complete and not misleading and, as appropriate, matches the name(s) on the credit/debit card(s) or other payment accounts to be used to receive Fiat Currency in exchange for the Cryptocurrency and vice versa;
- You will not use the services to pay for, support or engage in any illegal activities;
- You will not use methods to conceal the location from which you access the website and that you will disclose to us your accurate and true location. Should we determine that the activity on your Account is suspicious or related to any prohibited activity or illegitimate operation, we may cancel or suspend your Account, block any outstanding transactions, deny any new transactions, and/or freeze any funds available on your Account;
- You shall act only for yourself. You shall not to act as intermediary, agent, advisor or in any fiduciary capacity;
- You will not manipulate the services in any way. Such manipulation includes, amongst others, the use of automated systems (i.e. bots, software and/or system) or any other use which cannot be considered as typical trading behaviour of human beings;
- You will notify us immediately of any unauthorized use of your Account or password, suspected compromise of login information, or any other breach of security. You warrant, represent and agree to be solely responsible for maintaining your Account details confidential and safeguarding your Virtual Wallet. Any compromise of your Account login information may expose your Account to unauthorized access which may result in theft or loss;
- Your Account is for your personal use only, and not for the use or access by any third party. In any event, you are fully responsible for all acts or omissions of any third party accessing and/or using your Account. You acknowledge that you may only open one Account and that multiple or linked Accounts are not allowed.
- We may require you to submit additional information about yourself or your business, provide records, and other documents if you wish to raise your limits ("Enhanced Due Diligence"). We reserve the right to charge you fees associated with such Enhanced Due Diligence although if we intend to do so, we will notify you in advance so that you can decide whether you wish to proceed with the request. In our discretion, we may refuse to raise your limits, or we may lower your limits at a subsequent time even if you have completed Enhanced Due Diligence.
PROVISION OF SERVICES
- We provide a website that allows you to exchange Cryptocurrencies available on our website in exchange for Fiat Currency (“Conversion services”). The Cryptocurrency made available through our website may change and/or modified from time to time in our sole discretion.
- We provide a Virtual Wallet service that allows you to securely store your own Cryptocurrency.
- We may accept or reject to offer our services at our discretion. An order shall not be accepted, and no binding obligation to supply any services shall arise, until the earlier of:
- Our written acceptance of the order; or
- Us performing the services or notifying you that they are ready to be performed.
- Your Virtual Wallet will be used for all transaction(s) entered while using our services. You may elect to transfer the Cryptocurrency to a third party wallet provided the wallet has been screened.
- You may send and/or receive Fiat Currency to and/or from us through bank wire transfers and/or other alternative payment methods registered on your name. We will not accept nor send funds fro/to any third party.
- You are fully responsible for paying all sums (whether Fiat Currency or Cryptocurrency) owed to us by you. You hereby grant to us a continuing lien and security interest in any and all sums and/or Cryptocurrency credited by or due from us to you, whether for safekeeping or otherwise, or in transit to or from us as security for the full and punctual payment and performance of all your liabilities and obligations and such deposits and other sums and/or Cryptocurrency may be applied or set off against such liabilities and obligations at any time, whether or not such are then due, whether or not demand has been made and whether or not collateral is available to us.
- Any request placed will be executed once the funds clear into our bank account. In the event the payment received is lower and/or higher than the amount required to execute the order, we may:
- Automatically update and execute the order in accordance to the payment received and notify you of the updated order; or
- Contact you to receive new instructions; or
- Cancel and/or reject the order.
- Marketing and other promotional material relating to our services is illustrative only and does not form part of the services. You agree to receive marketing materials sent by us from time to time.
- We will use reasonable endeavors to deliver the Cryptocurrency within a reasonable time in accordance with this User Agreement. Delivery of the Cryptocurrency may be completed separately from the payment and as such take time for the transfer to be processed.
- We will make best efforts to execute all orders but, in some circumstances, we may be unable to. If this is the case, we will notify you and seek your approval to re-attempt execution of your order.
- The services may be subject to transaction limits as stated from time to time.
- Any request to increase transaction limits will require the user to send a formal request through the website and/or via email at email@example.com and provide us with further information (e.g proof of source of funds).
- You understand and accept that we will deliver, by default, the Cryptocurrency into the Virtual Wallet. In case you request for the Cryptocurrency to be delivered to your Personal Wallet the entering of the correct details of the Personal Wallet is your responsibility and hereby guarantee the accuracy of the details provided. We shall under no circumstances be liable for any consequential, special, incidental or indirect losses, damages, losses of profits, loss of opportunity (including in relation to the volatility of Cryptocurrencies), costs or expenses you may suffer in relation to the instructions and/or details you provide and/or in case of delivery to the wrong Personal Wallet.
- You understand and accept the risks in buying and/or selling and/or exchanging Cryptocurrencies, including the fact that we cannot guarantee that any Cryptocurrency will have, at any time, a certain value (if any) or market liquidity. We do not guarantee that you will be able to sell the Cryptocurrency at a later time.
- We do not guarantee the availability of the services and/or website at all times. You hereby acknowledge that we reserve the right to delay, deny, or make unavailable, at any time and at our sole discretion, any or all of the services and/or the website. We will have no responsibility and/or liability whatsoever in connection with the unavailability of any service, whether caused by us or by a third party or force majeure event. You hereby agree that any such event may cause a delay in the execution or processing of your orders and transactions, and you irrevocably release us of any liability in this regard.
- The services offered by us are subject to charges and fees (the “fees”), which may be revised from time to time at our discretion.
- Each exchange is subject to conversion fee (“commission”, “margin”, “spread”). The conversion fee is embedded within the exchange rates quoted on the website. Bonafide’s exchange rates are based on known providers. The exchange rate is stated either as a "Buy Price" or as a "Sell Price", which is the price at which you may buy or sell Cryptocurrency, respectively.
- We may adjust our conversion fees at any time. You acknowledge that the Buy Price Exchange Rate may not be the same as the Sell Price Exchange Rate at any given time, and that we may add a margin or "spread" to the quoted Exchange Rate. You agree to accept the exchange rate when you authorize a transaction. We will not process a transaction if the conversion fee and any other associated fees would, together, exceed the value of your transaction.
- We do not guarantee the availability of any exchange rate. We do not guarantee that you will be able to buy and /or sell your Cryptocurrency on the open market at any particular price or time.
- Any transaction executed and/or payment and/or transfer by us to you whether of fiat Currency or Cryptocurrency shall be made and/or paid following the deduction of any applicable fees, including processing fees, which shall be displayed on the website.
- We may also charge a fee on withdrawals and/or refunds and/or order cancellations in fiat and cryptocurrency.
- Note that we will credit your wallet net of any fees charged by third parties such as correspondent/intermediary bank fees and/or blockchain network fees.
- You hereby undertake to reimburse us for any losses, costs and/or expenses incurred by it from any chargeback, payment reversal and/or recall.
- The price, as displayed on our website, is the price that we are willing to buy and/or sell and/or exchange the Cryptocurrency (the “Price”, “exchange rate”).
- Any Price displayed is accurate for that moment alone and the Price which appears on the website upon your order for the services may not be the actual Price of your transaction. This is primarily due to the highly volatile nature of Cryptocurrencies and the time period necessary for executing the order.
- The Actual Price of your transaction (the “Actual Price”) will be the Price which appears on the website upon actual crediting of your virtual wallet with the Cryptocurrency with respect to the transaction executed.
- You understand and agree that the Actual Price may be either higher or lower than any other quoted Price which was previously displayed and/or available on the website, in accordance to available liquidity and fluctuations, and the Actual Price may change either to your favour or detriment and we have no control whatsoever on such change.
- No order will be executed unless your Account has been verified.
- Any unexecuted orders will have a pending status and shall not be binding on us.
- Within a reasonable time, following execution of an order (“exchange”, “withdrawal”, “exchange & withdrawal”):
- The relevant Cryptocurrency will be delivered by us to your Virtual Wallet and/or to your Personal Wallet, where applicable.
- In case of sale by you of Cryptocurrency, Fiat Currency will be transferred through bank wire transfer and/or debit/credit card and/or third-party processor accordingly.
CANCELLATIONS AND REFUNDS
- All exchanges, whether completed or pending, are final. The transactions are non-refundable, irrevocable and cannot be altered once completed.
- Executed transactions and/or orders are non-cancellable and irreversible. A transaction and/or order can only be canceled prior to its execution and provided adequate notice of the cancellation is given to us. Transactions and/or orders canceled before execution and whereby payment has been received by us, such payment will be refunded following the deduction of any fee for such a refund.
- If your payment is not successful or if your payment method has insufficient funds, you authorize us, in our sole discretion, either to cancel the transaction, fulfil a portion of that transaction or debit your other payment methods, including balances on your Virtual Wallet, in any amount necessary to complete the transaction. You are responsible for maintaining an adequate balance and/or sufficient credit limits in order to avoid overdraft, insufficient funds, or similar fees charged by your payment provider.
- If you decide to change your mind and wish to return the Cryptocurrency exchanged from us, we would be able, at our sole discretion, to buy it back from you based on the current market rate minus the fee payable for the transaction. For this purpose, please contact us via email at firstname.lastname@example.org.
- In rare circumstances relevant to transfers made to us, such as:
We reserve the right to cancel your payment order. In the event we cancel your order following receipt of the funds from you with regards to such order, we will, subject to applicable law and regulation, refund such funds to you.
- Your failure to provide the relevant KYC documents required by us; or
- If you share your login data to your Account with a third party; or
- If you choose to cancel the order;
Such refund shall be made to the same source from which the funds originated, after deduction of any cost or expense we incur with regards to such transfer, including without limitation any wire transfer charges, currency exchange charges and/or payment processing charges. In case refunds cannot be made to the same source (e.g credit card cancelled) your funds may be returned to another source to which you are the beneficiary, as long as you provide us with the required documents and information to verify that the account to which the funds were requested to be returned belongs to you.
- To comply with Anti-Money Laundering and Terrorist Financing regulations or any other regulations and to prevent prohibited conduct, all payments and information related to a refund may be verified by us. In such a case, we may request from you to provide certain documents and information, including without limitation identification documents, copy of your credit card or bank details and/or any other proof required to affect the refund. In case you fail to provide appropriate documents or information, or in case of any doubts as to the authenticity of provided documents and information, we shall be entitled to cease the refund process until you take appropriate measures, as requested.
- Notwithstanding the above, we reserve the right to cancel your order without any refund, or decline any refund request, if we suspect that you have or are engaged in, or have in any way been involved in, fraudulent or illegal activity.
- A refund will be processed without undue delay, and in any event within 7 business days from cancellation of the order, subject to the requirements set forth above, and provided that you provide us with any information and/or documentation required in order to process it.
SUSPENSION, TERMINATION, AND CANCELLATION
- You acknowledge that, at any time and at our sole discretion, we are entitled to:
- To suspend your Account and/or use of the services;
- Terminate and/or close your Account and/or use of the services;
- Refuse and/or decline execution and/or processing of any order and/or transaction;
- Restrict your Account;
- Withhold any payment and/or transfer of fiat Currency and/or Cryptocurrency;
- Prohibit access to the website and/or its content or tools.
- In the event we exercise any of the rights mentioned in clause 8.1 above, we shall not be obliged to give any reason and/or justification whatsoever.
- Should we terminate and/or close your Account any fiat Currency and/or Cryptocurrency belonging to you, subject to our right stated in clause 4.6 above, will be refunded to you.
- You may terminate and/or close your Account at any time by submitting your request at email@example.com. Notwithstanding any request for closure and/or termination of your Account you will remain responsible for any outstanding duties and/or obligations and/or payments existing as of the effective date of termination and/or closure.
- If we have reason to believe that a fraudulent act was made by you or in connection to your Account, including the use of stolen debit/credit cards or any other fraudulent activity (including reversal of payment, chargeback, recall etc.), we hereby reserve the right to close and/or suspend and/or freeze your Account as well as withhold any payment. Also, we shall be entitled to inform the relevant authorities and/or entities of any such unlawful activity.
- Following termination and/or closure of your Account we may retain your personal information for as long as necessary in order to comply with our legal and/or regulatory obligations.
COMPLIANCE WITH LAWS AND REGULATIONS
- You hereby undertake not to use the services and/or website should such use contravene and/or is contrary to any laws and/or regulation applicable to you and/or your jurisdiction.
- If we believe that your use of the services and/or website may not be fully compliant with applicable laws and regulations, we may refuse to accept you as our client and/or open you an Account and/or provide you the services.
- You hereby warrant and represent that (i) you are not a resident and/or national of a Financial Action Task Force (FATF) high risk and other monitored jurisdictions’ country and/or (ii) you appear in any international and/or national sanctions list.
- We reserve the right not to accept clients from certain jurisdictions as per our internal risk management framework.
- You are exclusively liable and/or responsible to inquire and pay to the appropriate authorities any taxes resulting from your use of the services and/or transactions conducted.
- We are committed to combating Anti-Money Laundering and Counter Terrorist Financing as such we have implemented procedures and systems aimed at allowing us to identify and mitigate the use of our website and services for illegal purposes.
- Should any transaction be suspected to be in breach of Anti-Money Laundering and Counter Terrorist Financing laws and regulations we shall take all actions necessary, including reporting our suspicions to the competent authorities.
- In the event you wish to complain at any time about our services, you may do so by contacting firstname.lastname@example.org
- We will investigate your complaint and will notify you of our conclusions and explain how these have been reached.
- We would draw your attention to the fact that this is a highly volatile market and the value of your investments can shift unpredictably and can fall as well as rise and that such a fall is not a valid reason for complaint.
- The term of this User Agreement commences on the date when you accept it and remain in full force and effect for so long as you access or use the website or the services, unless terminated earlier in accordance with this User Agreement.
- We may, at any time and for any reason, cease providing any or all the services, and/or terminate this User Agreement. Without limiting the foregoing, we may also terminate your access to any or all the services if you breach any provision of this User Agreement or if we are required to do so by law, court order, the instruction of a governmental entity, etc.
- Intellectual Property means copyright, patents, know-how, trade secrets, trademarks, trade names, design rights, rights in goodwill, rights in confidential information, domain names and all similar rights and, in each case:
- Whether registered or not;
- Including any applications to protect or register such rights;
- Including all renewals and extensions of such rights or applications;
- Whether vested, contingent or future;
- To which the relevant party is or may be entitled; and
- In whichever part of the world exists.
- You must not copy, redistribute, publish, reverse engineer, decompile, disassemble, modify, translate or make any attempt to access the source code to create derivative works of the source code, or otherwise; sell, assign, sublicense, transfer, distribute or lease the Intellectual Property; make the Intellectual Property available to any third party through a computer network or otherwise; export the Intellectual Property to any country (whether by physical or electronic means); or use the Intellectual Property in a manner prohibited by any laws or regulations.
- You will be liable and hereby undertake to indemnify us for any unauthorized use and/or infringement of Intellectual Property.
- You agree to indemnify Bonafide and all affiliated companies, and their respective shareholders, directors, officers, employees, agents, partners, representatives and licensors (collectively “Indemnified Parties”) and hold them harmless from any claims, actions, damages, losses, costs, fines, liabilities and expenses (including legal fees) incurred by you relating to or arising out of:
- Your use of, or inability to use, the website and the services;
- Your violation of the User Agreement;
- Your violation of any rights of another party, including without limitations any intellectual property rights or privacy rights, and including any other users of the Services; or
LIMITATION OF LIABILITY
- The Services and the website are provided on an "As Is" and "As Available" Basis and we specifically disclaim any representation or warranty, whether express, implied or statutory.
- We specifically disclaim any implied warranties of title, merchantability, satisfactory quality, fitness for a particular purpose and/or non-infringement.
- To the maximum extent permitted by applicable law, in no event will Bonafide, its affiliates or service providers, or any of their respective officers, directors, shareholders, agents, employees or representatives, be liable to you or anyone on your behalf, for any direct, indirect, special, incidental, intangible, or consequential damages or loss of any kind, including without limitations, loss of business, profits, revenues, data, contracts or anticipated savings, savings, opportunity, discount or rebate, harm to reputation or loss of goodwill; and/or loss or any damage, arising from your use of the website, services or Intellectual Property whether based in contract, tort, negligence, strict liability, or otherwise, arising out of or in connection with authorized or unauthorized use of the website and/or services and/or Intellectual Property.
- We shall not be liable in any way for the erroneous transfer of any Fiat Currency, if you provide us with incorrect and/or incomplete bank account details. We shall not be liable in any way for the erroneous transfer of any Cryptocurrency made to a different network or address and we will not be able to recover any cryptocurrency not specified on our platform which you may have deposited to an address belonging to us.
- We specifically disclaim any warranties, representations or guarantees regarding the time required to complete and/or execute any request(s) and/or order(s) provided by you, which are dependent upon factors outside our control.
NOTICES AND COMMUNICATION
- You agree and consent to receive electronically all communications, agreements, documents, notices and disclosures (collectively, "Communications") that we provide in connection with your Account and your use of our services. Communications include:
- Account details, history, transaction receipts, confirmations, and any other Account or transaction information;
- Legal, regulatory, and tax disclosures or statements we may be required to make available to you; and
- responses to claims or customer support inquiries filed in connection with your AccountWe will provide these Communications to you by posting them on the website, emailing them to you at the primary email address listed in your Account, communicating to you via instant chat, and/or through other electronic Communication such as text message or mobile push notification.
- You may withdraw your consent to receive Communications electronically by contacting us at email@example.com. If you fail to provide or if you withdraw your consent to receive Communications electronically, we reserve the right to immediately close your Account or charge you additional fees for paper copies.
- It is your responsibility to provide us with a true, accurate and complete email address and your contact information, and to keep such information up to date. You understand and agree that if we send you an electronic Communication but you do not receive it because your primary email address on file is incorrect, out-of-date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, we will be deemed to have provided the Communication to you.
- Entire Agreement: This User Agreement (including documents incorporated by reference herein) comprise the entire understanding and agreement between you and us as to the subject matter hereof, and it supersedes any and all prior discussions, agreements and understandings of any kind (including without limitation any prior versions of this User Agreement), and every nature between and among you and us.
- Transfer and Assignment: This User Agreement is personal to you and you cannot transfer or assign your rights, licenses, interests and/or obligations to anyone else. We may transfer or assign our rights licenses, interests and /or our obligations at any time, including as part of a merger, acquisition or other corporate reorganisation involving Bonafide. Subject to the foregoing, this User Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.
- Language: This User Agreement and any information or notifications that you or we are to provide should be in English. Any translation of this User Agreement or other documents is provided for your convenience only and may not accurately represent the information in the original English. In the event of any inconsistency, the English language version of this Agreement or other documents shall prevail.
- Advice: For the avoidance of doubt, we do not provide investment, tax, or legal advice, nor broking on your behalf. All trades are executed automatically, based on the parameters of your order instructions and in accordance with posted trade execution procedures, and you are solely responsible for determining whether any investment, investment strategy or related transaction is appropriate for you based on your personal investment objectives, financial circumstances and risk tolerance. You should consult your legal or tax professional regarding your specific situation.
- Survival: All provisions of this User Agreement which by their nature extend beyond the expiration or termination of this User Agreement and general provisions will continue to be binding and operate after the termination or expiration of this User Agreement.
- Severability: If any provision of this User Agreement shall be determined to be invalid or unenforceable under any rule, law or regulation or any governmental agency, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable laws and regulations and the validity or enforceability of any other provision of this User Agreement shall not be affected.