1.1 The Advancd Flexible Earn Service (the, “Advancd Flexible Earn Service”, “Service” or “Services”) is offered by DigiFinex as a value-added service to DigiFinex users so that they can earn interest by depositing their Digital Assets at DigiFinex Platform, pursuant to certain terms and conditions. DigiFinex is responsible for the product design management and the operation of the Service. In order to use the Service, you should read and abide by this Simple Earn User Agreement (this “Agreement”). Please be sure to read carefully, fully understand and agree to the terms of this Agreement.
1.2 Unless you have read and accepted all the terms of this Agreement, you are not authorized to or should not use the Services. Your acceptance of this Agreement and your use of the Services represents that you have read, understood and agreed to this Agreement and that this Agreement is legally binding on you.
1.3 This Agreement shall supplement our Term of Service. In the event of any conflict or inconsistency of any term or provision set forth in this Agreement, our Term of Service, such conflict or inconsistency shall be resolved by giving precedence first to this Agreement. All other provisions of our Term of Service not modified by this Agreement shall remain in full force and effect.
2.1 Simple Earn is a saving product that DigiFinex provides as a digital asset value-added services to DigiFinex users for flexible returns. DigiFinex users shall be able to earn market-based interests from subscribing and/or participating in the Service.
2.2 The Service facilitates DigiFinex users to deposit and lock up their Digital Assets at the DigiFinex Platform to facilitate other services provided by DigiFinex and earn interests. Subscription and redemption are supported 24/7 at the DigiFinex Platform.
2.3 The Service is provided by DigiFinex and secured by DigiFinex's reliable risk management system and users can earn returns while their Digital Assets are protected.
2.4 “Service Fee” refers to the fees a user may pay to DigiFinex when subscribing or participating in the Service.
2.5 Other definitions relating to the Services include:
T hour: An hour on a normal trading day based on Hong Kong time (UTC+8).
T day: A nature day based on Hong Kong time (UTC+8).
Principal: certain amount of Digital Assets being deposited in the User’s Account for the purpose of using the Service.
Redemption: The redemption of the Digital Asset deposited in the Service and transfer back to the User’s Account.
3. Eligibility to Use the Service
3.1 You agree and confirm:
a. DigiFinex holding or depositing your Digital Assets, in whole or in part;
b. DigiFinex acting as a validator on an applicable network; and
c. delegating any voting rights to DigiFinex, that are attached to your Digital Assets deposited,
d. DigiFinex may specify, from time to time, in relation to the Service, minimum amounts of Digital Assets deposited that are required to subscribe to the Service; any redemption period; any redemption limits; and/or any subscription limits.
3.2 You also understand and confirm:
You have agreed to abide by our Term of Service, and that you are eligible and not to be prohibited from using the Services defined therein;
If you are registering the Service in your personal capacity, in order to effectively accept this Agreement, you must be at least 18 years old, with full civil rights and civil capacity, and have all the necessary authorities and abilities to sign this Agreement. Once signed, it is binding on you;
If you are registering to use the Service on behalf of a legal entity, in order to effectively accept this Agreement, you declare and guarantee that (i) such legal entity is legally established and valid in accordance with applicable laws; (ii) you are duly authorized by the legal entity to have the right to act on their behalf.
You have the experience and risk tolerance of using the service, and have the experience and knowledge to invest in non-guaranteed digital currency products;
In order to use the Service, you have the ability to perform operations on the Internet;
This Agreement does not conflict with the laws of your country or region, and you promise that you will comply with the laws of your country or region;
You are the legal owner of all the digital assets in your DigiFinex Account and guarantee that the sources of these digital assets are legal.
3.3 You further agree and promise:
You will not use the Service for any illegal purposes, including but not limited to illegal gambling, money laundering, fraud, extortion, extortion, data breaches, terrorist financing, and any other violent activities or any businesses prohibited by the law.
You will not conduct, initiate or promote any forms of market manipulation, price manipulation, insider dealing, market distortion or any other malicious wrongdoings to the market, or other forms of illegal conduct, including but not limited to illegal gambling, money laundering, fraud, extortion, extortion, data breach, terrorist financing, and any other violent activities or businesses prohibited by the law.
3.4 You understand and accept the risks that may arise to you and the related losses you may suffer from using the Service, including but not limited to:
The risks you may suffer from the risks associated with the inability to trade Digital Assets. You are willing to bear the funding risks and potential financial losses caused by depositing the Digital Assets and subscribing to the Service;
The expected returns displayed on DigiFinex Platform is the theoretical estimation of returns instead of the actual returns guaranteed or promised by DigiFinex. The actual returns may vary from the expected returns. Your final returns will be based on the actual returns you receive, which shall be distributed by DigiFinex in its sole discretion. DigiFinex may deduct the cost, fees, and expenses related to the operation of the Service (including but not limited to the server fees, electricity fees, etc.) as well as the handling fees from your actual returns to determine your final yield. DigiFinex does not make any guarantee or promise to the actual returns that you may receive;
High price fluctuations of digital assets and their derivatives may cause significant or total losses in a short period of time;
Technical anomalies may occur, which may delay or prevent you from using the Service or performing related transactions and result in losses of your digital assets;
Market anomalies may occur, which may result in losses of your digital assets;
In order to maintain the overall health of the market, DigiFinex is required to add, remove, or change the policies, the terms of this Agreement or other relevant service agreements or terms from time to time. Such behaviour may benefit or harm individual customers like you.
4. Use of the Services
4.1 You can make commands, such as subscribe, deposit, lock up, redeem, etc. through the DigiFinex User page. Once the command is set, you will not be able to cancel, revoke or edit it.
4.2 When your Digital Assets are successfully deposited and locked up, you agree to entrust and authorize DigiFinex as an intermediary to perform certain actions to certain amount of Digital Assets in your account, including but not limited to node voting and Digital Asset gain.
4.3 You may choose “fixed” or “flexible” term for subscribing the Service.
4.4 Flexible Term
a. You will have to set your expected interest rate that you may wish to yield upon your Digital Assets deposited though the matching function at DigiFinex Platform. Once your Digital Assets have been deposited upon subscription of the Service, your Digital Assets shall be matched or participated in interest rate bidding at the matching function under the Service. If a bid is successful and your expected interest rate is matched, you will earn interests from your Digital Assets deposited at the DigiFinex Platform.
b. Simple Earn rules: If a User deposits the Digital Asset and the bid is successfully matched on the T hour, the hourly interest for the deposited Digital Asset shall be from T hour to T+1 hour and will be distributed on T+1 hour. All interests will be distributed to your account. For details of the interest rate setting, calculation and distribution, please refer to the displayed information at the time of your deposit.
c. Redemption rules: If a User selects “flexible” term for the Service, the User can redeem after entering the redemption command at any time. The redeemed Digital Asset may arrive at the User’s Account immediately simultaneously depending on the token type.
4.5 Fixed Term
a. You will have to agree on an interest rate that you may wish to yield upon your Digital Assets deposited. Once your Digital Assets have been deposited upon subscription of the Service, you will earn interests from your Digital Assets deposited at the DigiFinex Platform.
b. Simple Earn rules: If a User deposits Digital Assets before 24:00 on T-1 day (HKT, UTC+8), the User’s returns will be calculated starting from the T day. From the T+1 day, the returns will be settled and distributed on a daily basis. All interests will be distributed to your account.
c. Redemption rules: If a User selects “fixed “term for the Service, the User should redeem after the term expires. The redeemed Digital Assets may arrive at the User’s account after 30 minutes upon DigiFinex receiving the redemption command, depending on the token type. You understand and agree that between the redemption time and the actual arrival time, you will not be able to make any returns, transfer or other commands to the redeemed Digital Assets. You understand and accept that the actual time for the redeemed Digital Assets to arrive at your Account may vary. The arrival time shown on the website is final.
d. Auto-renewal function: Auto-renewal function shall be enabled by default when you have subscribed to a “fixed” term of Service. As soon as the current term ends, your Digital Assets deposited will be automatically locked up for another term of the same duration. You can go to the order details page to disable the auto-renewal function at any time. Once the auto-renewal function is disabled, your Digital Assets deposited will be sent to your funding account on expiration date and won't be automatically locked up for another term. DigiFinex reserves the right to enable or disable this auto-renewal function for any fixed term Service in its sole discretion.
e. Default settlement: If a User requests to redeem the Digital Assets deposited before the expiration of the current fixed term, DigiFinex may deduct all the interests earned in the current term that are distributed to the User under relevant order from the User’s Account.
4.6 For avoidance of doubt, historical returns are not indicative of future returns. DigiFinex does not make any guarantee that you will receive repayment of the Principal or the interests as shown at DigiFinex Platform at the time you subscribe. Any representation concerning possible return at the time you subscribe is an indicative estimate only and not guaranteed.
4.7 Master accounts and sub-accounts share the deposit and/or subscription limits, but there is no redemption limit. DigiFinex reserves the right to adjust the deposit, subscription and redemption limits in its sole discretion.
4.8 DigiFinex reserves the right to charge a Service Fee for processing subscription and redemption, and such Service Fee shall be published on the DigiFinex Platform, and may be modified by DigiFinex, from time to time.
4.9 You will be able to view your account history on the DigiFinex Platform. You must review your account history carefully and let DigiFinex know if you see any entries or transactions that you do not recognize or you think are incorrect as soon as possible. DigiFinex may rectify any error in your account history at any time, and reserve the right to void or reverse any transaction:
a. involving or deriving from a manifest error (that is, any error, omission, or misquote (whether an error of DigiFinex or any third party) which is manifest or palpable, including a misquote by any representative of DigiFinex taking into account the current market and currently advertised quotes, or any error of any information, source, official, official result or pronunciation); or
b. to reflect what we reasonably consider to be the correct or fair details of the transaction.
4.10 DigiFinex may be required under Applicable Laws and Regulations to share information about your accounts and use of the DigiFinex Platform with third parties. You acknowledge, agree and consent that we are entitled to disclose such information.
5. Suspension or cancelling your subscription of the Service
5.1. Subject to our Term of Service, DigiFinex may stop, suspend or cancel your access to the DigiFinex Platform, impose limits to any DigiFinex accounts, suspend or cancel your ability to participate in the Service, or delay certain transactions where:
a. You do not provide additional information to verify your identity or source of funds as requested by DigiFinex;
b. DigiFinex is required to do so by court order, to comply with any Applicable Laws and Regulations (including anti-money laundering or sanctions laws);
c. DigiFinex is required to do so to comply with any direction or instruction from a government body or agency;
d. DigiFinex reasonably determines that any information you have provided to DigiFinex is wrong, untruthful, outdated or incomplete;
e. You do not provide additional information that we request for our reasonable satisfaction or in a timely manner.
6.1 You agree and accept that the User’s estimated returns displayed on DigiFinex website is an estimation but not a guaranteed or promised actual yield. The actual returns may not meet or may be lower than the estimated yield. Your final returns will be based on your actual yield. DigiFinex does not promise or guarantee your estimated returns or actual returns you will receive.
6.2 You agree and accept that when you redeem your assets, the time it takes for the digital assets to arrive at your account may vary and the arrival on displayed on the website is final. DigiFinex shall not be liable for any losses caused by the digital asset arrival time difference.
6.3 You agree and accept that DigiFinex reserves the right to amend the content of this Agreement anytime in its sole discretion. DigiFinex shall not be liable to any losses due to your misunderstanding of this Agreement, or your delay of reading the amendments to this Agreement.
6.4 You agree and accept that if the DigiFinex Platform cannot function properly or the Service is interrupted due to the following conditions, such that you are unable to use the Services or cannot make commands or perform related trading operations, including but not limited to failure, delay, interruption, no system response, delayed system response or any other abnormal circumstances, DigiFinex shall not be liable to any losses. These circumstances include but limited to:
Service suspension for maintenance as announced by DigiFinex;
System failure to transmit data;
Force majeure or accidents, such as typhoon, earthquake, tsunami, flooding, plague, power outage, war, turmoil, government actions, terrorist attacks, etc., that lead to the suspension of the DigiFinex Platform;
Service interruption or delay due to hacking, computer virus, technical adjustment or failure, website upgrade, banking issues, temporary closure due to government regulations, etc.;
Service interruption or delay caused by the computer system being damaged, defective or unable to perform normally;
Losses due to technical problems that cannot be predicted or solved by existing technical forces in the industry;
Losses to you or other third parties due to the fault or delay of the third party;
Losses to you or other third parties due to changes in any Applicable Laws and Regulations, or government, regulatory or law enforcement orders;
Losses to you or other third parties due to force majeure or accidents caused by other unforeseeable, unavoidable and unsolvable objective circumstances.
You agree and accept that the above reasons may lead to abnormal transactions, abnormal market and price fluctuations, market interruptions and other possible abnormal circumstances, DigiFinex reserves the right to refuse to execute your commands based on the actual circumstances. You understand and agree that DigiFinex shall not be liable to any of your losses (including but not limited to direct or indirect losses, actual losses or loss of possible yield, etc.).
6.5 You agree and accept that DigiFinex shall not be liable for any losses caused by the risks described in Section 3 of this Agreement (including but not limited to any direct or indirect losses, actual losses or possible loss of profits).
7. Technology disclaimers
7.1 DigiFinex may, from time to time, suspend access to your DigiFinex accounts, the DigiFinex Platform, the Service and/or any other DigiFinex services, for both scheduled and emergency maintenance. DigiFinex will make reasonable efforts to ensure that transactions on the DigiFinex Platform are processed in a timely manner, but DigiFinex makes no representations or warranties regarding the amount of time needed to complete processing, which is dependent upon many factors outside of our control.
7.2 Although DigiFinex makes reasonable efforts to update the information on the DigiFinex Platform, DigiFinex makes no representations, warranties, or guarantees, whether express or implied, that the content on the DigiFinex Platform, including information in relation to the Services and any other DigiFinex services, is accurate, complete, or up to date.
7.3 You are responsible for obtaining the data network access necessary to use the Services or any other DigiFinex services. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Service, any DigiFinex services, the DigiFinex Platform, and any updates thereto. DigiFinex does not guarantee that any of the DigiFinex services, or any portion thereof, will function on any particular hardware or devices. DigiFinex services may be subject to malfunctions and delays inherent in the use of the internet and electronic communications.
8. Mandatory Measures
You agree and accept that DigiFinex strictly prohibits unfair trading practices. DigiFinex reserves the right to exercise control over your account or shut down your account if you perform the following actions:
Market manipulation, price manipulation, insider dealing, market distortion, or any other malicious wrongdoings or behaviours;
Harming other users or DigiFinex using the loopholes of the Service or other unreasonable means;
Participation in any activities that DigiFinex regards as harmful to the market;
Violation of law and regulations.
In order to eliminate any adverse effects on the overall market, DigiFinex reserves the right to take the following measures in its sole discretion, including but not limited to the closing down of your account, restricting or cancelling your commands. You understand and agree that DigiFinex shall not be liable for any losses (including but not limited to any direct or indirect losses, actual losses or losses of possible profits) incurred by you in connection with the above measures.
9.1 You shall take every possible measure to protect DigiFinex from any damages arising out of your use of the Service or other actions related to your DigiFinex Account, otherwise you should be liable to DigiFinex.
9.2 You hereby agree to defend, indemnify and hold DigiFinex harmless from any claim or demand (including reasonable legal fees) made or incurred by any third party against DigiFinex due to or arising out of your breach of this Agreement, your improper use of the Service, your violation of any law or the rights of a third party and/or the actions or inactions of any third party to whom you grant permissions to use your DigiFinex Account or access our website, software, system (including any network and servers used to provide any of the Service) operated by us or on our behalf, or any of the Services on your behalf.
10.1 The contents of this Agreement also include DigiFinex's various system specifications, other agreements or rules in the annex to this Agreement, and other relevant agreements and rules regarding the Service that DigiFinex may issue from time to time. Once the above content is officially released, it is an integral part of this Agreement, and you should also abide by it. In the event of any conflict between the above content and this Agreement, this Agreement shall prevail.
10.2 DigiFinex reserves the right to unilaterally modify this Agreement (including the above contents) if necessary. Such modification could happen at any time without prior notice. If any changes are made, the revised contents shall be posted on DigiFinex's website immediately. Please check the latest information posted therein to inform yourself of any changes. Your continued use of or access to the Service following the posting of any changes constitutes acceptance of those changes. If you do not accept the revised content, you should stop using the Services.
10.3 You should carefully read the Agreement, and any document referred to in Section 10.1 and 10.2 of this Agreement that constitute the contents of this Agreement. If there is anything that you do not understand in the Agreement and any document referred to herein, you should contact DigiFinex and seek for clarification. Unless otherwise instructed by DigiFinex, any formal communication and document transfer between you and DigiFinex should be undertaken through email. You are also able to contact DigiFinex telephonically as informal communication. Any formal communication between you and DigiFinex should, unless otherwise agreed, be made in the English language. In the event of any discrepancy between communication in English and that in a foreign language, the English version shall prevail. In the event of any discrepancy between the English version of this Agreement and any translated version, the English version of this Agreement shall prevail.
To DigiFinex: Email: firstname.lastname@example.org
10.4 If any provisions of this Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired in any way. However, if any provisions of this Agreement shall be invalid, illegal or unenforceable under any such applicable law in any jurisdiction, it shall, as to such jurisdiction, be deemed modified to conform to the minimum requirements of such law, or if for any reason it is not deemed so modified, it shall be invalid, illegal or unenforceable only to the extent of such invalidity, illegality or limitation on enforceability without affecting the remaining provisions of this Agreement, or the validity, legality or enforceability of such provision in any other jurisdiction.
10.5 The failure of our enforcement of any right or provision of this Agreement will not be deemed a waiver of such right or provision.
10.6 This Agreement, your use of the Services, any claim, counterclaim or dispute of any kind or nature whatsoever arising out of this Agreement, directly or indirectly, shall be governed by, and construed in accordance with the laws of England and Wales without regard to the principles of conflicts of laws thereof.
10.7 Dispute Resolution
a. You acknowledge and agree that in the event of any dispute, controversy, difference or claim, including the existence, validity, interpretation, performance, breach or termination of the Terms or any dispute arising out of or relating to the Terms (“Dispute”), the parties shall first refer the Dispute to proceedings at the Hong Kong International Arbitration Centre (“HKIAC”) in accordance with HKIAC’s Mediation Rules in force for the time.
b. If the Dispute has not been settled upon the signing of a settlement agreement within ninety (90) days following the filing of a request for mediation set forth in above paragraph (i) of Clause 10.7, such Dispute shall be referred to and finally resolved by arbitration administered by the HKIAC) under the HKIAC Administered Arbitration Rules in force when the Notice of Arbitration is submitted. The law of this arbitration clause shall be the laws of the Hong Kong Special Administrative Region of People’s Republic of China (“Hong Kong”).
c. You agree that the seat of arbitration shall be Hong Kong. The number of arbitrators shall be three (3). DigiFinex shall appoint one (1) arbitrator and you shall appoint one (1) arbitrator. The third arbitrator shall be appointed by the Chairman of the HKIAC. Such arbitrators shall be freely selected, and the parties shall not be limited in their selection to any prescribed list. The arbitration proceedings shall be conducted in English.
d. You agree that DigiFinex shall not be required to give general discovery of documents, but may be required only to produce specific, identified documents which are relevant and material to the outcome of the Dispute.
e. Any arbitral award shall be final and binding upon the parties hereto and shall be enforceable in any competent court which has jurisdiction.
10.8 You shall not transfer, novate or assign this Agreement, and the rights and obligations hereunder, in whole or in part, without the prior written consent of DigiFinex. DigiFinexhas the right to transfer, novate or assign any rights or obligations under this Agreement by serving written notice on you, which takes effect upon the delivery of such notice.
10.9 The headings of all the terms of this Agreement are for reading convenience only and have no actual meaning and cannot be used as a basis for interpretation of the meaning of this Agreement.
10.10 DigiFinex shall have the sole and final discretion to interpret this Agreement.