EQ Exchange (EQX) Terms of Service

Effective Date: February 11, 2025

Welcome to EQ Exchange Global Ltd. (referred to as “EQX,” “we,” “our,” or “us”). By accessing, using, or signing up for our web-based digital asset trading platform (the “Platform”), you (the “User,” or “you”) agree to these Terms of Service. Please read them carefully before proceeding. In consideration for permitting your access to the Platform, our Sites (as defined below) and our Service (as defined below), and other good and valuable consideration, you agree as follows:

1. Introduction

1.1. Before using or accessing websites operated by EQX, including www.eq.exchange, any application programming interfaces (“APIs”), and any services made available through the websites, mobile applications, and other related platforms (collectively, the “Sites”), you must read this Terms of Service agreement (this “Agreement” or the “Terms”) carefully and understand all the terms and conditions. These Terms form a legally binding agreement which govern your access to and use of our Sites, our Platform and corresponding Android, iPhone (iOS) and Apple Watch (WatchOS) applications (collectively the "Service"). The iPhone and Apple Watch applications, which form part of the Service, are only available for download on the Apple App Store. The Android application is only available for download on the Google Play Store. Aside from any APIs we may grant access to, you are not permitted to access or interact with the Platform, Website, Service or download our mobile or WatchOS applications from any other source.

1.2. This Agreement consists of the main body, Privacy Policy (“Privacy Policy”), and any other rules, policies, or statements published by EQX now or in the future. For convenience, references to the Sites or Services in this Agreement also refer to EQX and its affiliates collectively as “we,” “our,” or “us.”

1.3. By signing up for an EQX account, accessing, downloading, or using any Services, or clicking on “I Agree” when prompted, you acknowledge and accept all terms and conditions outlined in this Agreement and any affiliated agreements, including the Privacy Policy. You also agree to be legally bound by these terms. THESE TERMS HAVE PROVISIONS WHICH LIMIT OUR LIABILITY AND IMPOSE OBLIGATIONS ON YOU. ‍

1.4. Please read these Terms carefully, as they govern your use of our Services and access to the Sites. THESE TERMS INCLUDE IMPORTANT PROVISIONS, INCLUDING A DISPUTE RESOLUTION CLAUSE THAT REQUIRES ALL CLAIMS TO BE RESOLVED THROUGH MEDIATION OR BINDING ARBITRATION. BY ACCESSING THE SITES AND USING THE SERVICES, YOU ACKNOWLEDGE THAT:

TRADING OR HOLDING DIGITAL ASSETS SUCH AS COINS, TOKENS, AND CRYPTOCURRENCIES INVOLVES SIGNIFICANT RISKS. LOSSES MAY BE SUBSTANTIAL, AND SUCH RISKS MAY NOT BE INSURABLE.
YOU ASSUME ALL RISKS RELATED TO THE USE OF SERVICES AND TRANSACTIONS INVOLVING DIGITAL ASSETS.
EQX IS NOT LIABLE FOR ANY RISKS OR ADVERSE OUTCOMES RESULTING FROM YOUR USE OF THE SERVICES.

1.5. EQX reserves the right to modify this Agreement, related terms, trading policies, or announcements at any time without prior notice by updating this page or the page hosting the relevant policy. Changes become effective immediately upon posting. The date of the last version of these Terms is posted above. As you are bound by these Terms each time you visit our website or use our Service, you are responsible for periodically reviewing the amendments to these Terms and you are deemed to have accepted and agreed to such amendments by accessing and using the website and Service after such amendments have been posted. Continued use of our Services signifies your acceptance of these modifications. If you disagree with any amendments, you must discontinue using our Services immediately and terminate your Account, subject to the provision of these Terms.

1.6. EQX provides an online platform enabling users to engage in activities such as trading and staking digital assets by facilitating trades with itself and through third party Liquidity Providers (“LP”) and Market Makers (“MM”).

1.7 Any new features that augment or enhance the current website or Services, including the release of new versions, the addition of new digital assets, new services or online tools and resources, shall be subject to these Terms. Continued use of the website and Services after any such changes shall constitute your consent to such changes.

2. Eligibility

2.1. You must be at least 18 years old and legally capable of entering into binding agreements.

2.2. You represent that:

You are not located in, under the control of, or a national or resident of any restricted jurisdictions specified by EQX.
You are not on any trade or economic sanctions lists.
Your use of the Services complies with applicable local laws and regulations.
You are the owner and operator of wallets, bank accounts and funds associated with any actions taken on the platform.
You are the beneficiary and initiator of all actions, with no outside or third party influence.
You are not a Canadian resident or someone who ordinarily resides in Canada.
You are not a US citizen or someone who ordinarily resides in the US.
You are not on any Canadian or US government list of prohibited, sanctioned or restricted persons.
You have read the Agreement and understand these Terms and agree to be bound by them. Unless the above representations and warranties are true, you are not permitted to establish an Account (as defined below) with us or otherwise use our Service.
If you are using our website or Services on behalf of, or in the employ of, an organization (e.g., corporation, trust, partnership, etc.), you are agreeing to this Agreement and these Terms for that organization and representing and warranting that you have the authority to bind that organization to this Agreement and these Terms. In such a case, "you" and "your" will also refer to that organization and yourself individually. For greater clarity, both you as an individual and your organization are legally bound by this Agreement and these Terms which form an agreement between you and EQX.
Any digital assets you purchase or sell on our Service are being purchased and sold by you directly, and not for or on behalf of any third-party. You are not authorized to use your Account or the Services for or on behalf of any other person or entity.

3. Account Registration and Security

3.1. To access the Services, you must register an account (“Account”). You agree to:

Provide accurate and up-to-date information and documentation.
Maintain the security of your Account credentials.
Accept responsibility for all activities conducted through your Account.

3.2. EQX reserves the right to suspend or terminate your Account(s) for any reason, in its sole and absolute discretion, including if unauthorized or suspicious activities are detected, or in the event of any breach or violation by you of this Agreement or these Terms.

3.3. Establishing an Account: To establish an Account on the Platform, you will be required to provide certain personal information as set out on the Service and these Terms, including for example;

Identity Verification: Submission of a valid, unexpired government-issued ID (passport, national ID, or driver’s license), along with a selfie or live photo for identity matching.
Proof of Address: Recent (no older than 3 months) utility bill, bank statement, or government-issued document displaying full name and residential address.
Additional Verification (if required): Proof of income or source of funds (e.g., payslips, tax returns, bank statements), especially for individuals from high-risk jurisdictions, along with screenings for politically exposed persons (PEPs) or sanctioned individuals.
Contact Information & Consent: Valid phone number and email address, along with explicit consent for data processing and acknowledgment of data use for verification purposes.

3.4 Corporate Accounts: If you are establishing an Account in the name of a corporation or organization, you will be required to provide:

Company Documentation: Legal business name, registered and operating addresses, contact information, certificate of incorporation, articles of association (or equivalent governing documents), and relevant tax identification numbers.
Ownership & Management Verification: Identification of all beneficial owners (individuals owning 25% or more), including submission of their government-issued IDs and proof of address, along with a list of directors and senior management with identification documents.
Proof of Business Address: Recent utility bill, lease agreement, or bank statement reflecting the company’s operating address.
Licensing & Financial Information (if applicable): Regulatory licenses or permits (if required), recent financial statements or bank information, and proof of source of funds for business transactions.
Compliance & Authorization: Submission of AML/KYC policies (if applicable), confirmation of compliance with anti-money laundering (AML) and counter-terrorist financing (CTF) regulations, and documentation authorizing specific individuals to act on behalf of the company with corresponding proof of identity.
Contact Information & Consent: Valid business contact details and acknowledgment of the platform’s terms of service, privacy policy, and data processing practices.
The nature of of the business of the corporation or organization
The purpose of opening the account
Certification that the information provided is accurate and complete
A copy of the official corporate records that contain any provision relating to the power to bind the corporation (e.g., your corporation’s Articles or By-Laws that set out the officers duly authorized to sign on behalf of the corporation, such as the President, Treasurer, Vice -President, Comptroller, etc.)
We may also request similar documents which confirm the above information, or request further information in certain circumstances.

3.5. Use of Sumsub: As part of our measures to confirm your identity (and the identity of each beneficial owner), we may also use third party identification service providers such as Sumsub and Substance Ltd. (“Sumsub”) and others. To learn more about Sumsub’s privacy practices, please visit https://sumsub.com/privacy-notice-service/.

3.6. Third-Party Service Providers: We may send copies of your identity documents and personal information to such third-party providers for the purpose of confirming your identity and preventing fraud. To assist us with Account and information validations we may also use third-party service providers. Such service providers may have access to your personal information, including for example, your identity documents, photos you upload to the Service and contact information. Third party service providers may also call you, on our behalf, to assist us with your identity and Account verification.

3.7. Representations and Warranties for Corporate Accounts: Upon applying for an Account on behalf of a corporation or similar entity, you represent and warrant that:

you are fully authorized to bind the corporation or other entity;
the corporation or other entity is duly authorized to establish the Account with us, enter into this Agreement and to accept these Terms;
you will fully disclose the names and addresses of all individual beneficial owners of the corporation or other entity who have a beneficial ownership or control interest (or other similar beneficial interest) of 25% or more;
none of the beneficial owners of the corporation or other entity are an individual, entity, organization, government or country upon which the Government of Canada or the United States of America has imposed sanctions, including but not limited to those listed under the legislation and related regulations referenced online at https://www.international.gc.ca/world-monde/international_relations-relations_internationales/sanctions/current-actuelles.aspx?lang=eng.

3.8. Non-transferable Account, Revocation: Upon establishing an Account, we grant you a non-transferable, non-exclusive license to access the Platform and the Service in accordance with these Terms; however, we reserve the right, in our sole and absolute discretion, to revoke that license and your access to the Platform, our Website or our Service without cause or justification at any time and without advanced notice. To the extent you have any digital assets in your Account, we will make arrangements with you to withdraw such asset(s). You agree that access to our Platform, Website and Service constitutes good and valuable consideration in exchange for agreeing to these Terms and all other documents and policies incorporated by reference. If you establish an Account, access to the Platform through your Account is not transferable and is only intended for you, the individual who established the Account (whether for yourself, or for and on behalf of your corporation or other entity). As a result, you are not permitted to change the name associated with your Account, nor are you permitted to purchase, deposit or store any digital assets in your Account or on the Platform for or on behalf of anyone else. If you wish to change your address registered with us, we will ask you to provide information to verify your address change including such supporting documents as specified on the Service, or in our correspondence with you.

3.9. One Account: You are only permitted to hold one Account at a time on our Service. You agree not to establish more than one Account at any time and that we may remove Accounts we deem to be duplicates. In making such a determination, we may consider any personal information you provide to us, or which we have collected pursuant to our Privacy Policy.

3.10. Requested Information: You agree to promptly provide us with such information and documents we may request from time-to-time, regarding your use of our Service. This may include the names of individuals you are sending or receiving digital assets to or from in connection with our Service, or as may otherwise be required for our compliance with applicable laws, rules and regulations.

4. Services

The Services on the Platform include, but are not limited to the following:

4.1. Spot Trading: EQX offers a platform for trading digital assets, ensuring secure transactions and compliance with AML/KYC standards. For a fee, users can engage in spot trading to buy or sell digital assets with efficiency and transparency.

4.2. Staking Services: Users can stake supported digital assets to earn rewards proportionate to their contributions. This service is provided for a fee, with full transparency on staking terms.

4.3. Over-the-Counter (OTC) Services: Tailored for high-net-worth and institutional clients, this service enables secure large-scale trades for immediate settlement, on a commercially reasonable best efforts basis, subject to applicable fees.

4.4. Future Services: EQX may introduce additional types of trading subject to required regulatory approvals. Fees may apply to these additional services as will be outlined in our fee schedule.

4.5. Fees: EQX’s fee schedule is available on our website and may be updated from time to time. By using the Services, you agree to pay the fees associated with your activities on the platform.

5. Prohibited Activities

You agree not to use our Services for:

Money laundering, fraud, or other illegal activities.
Market manipulation, including spoofing, layering, and wash trading.
Violating any applicable laws or infringing upon third-party rights.
Conducting transactions through unapproved third parties or circumventing the platform’s processes.
Engaging with sanctioned entities, individuals, or countries restricted by applicable regulations.
Unlicensed or unauthorized use of the platform, including reselling or misusing access to the Services.
Transactions involving digital assets (e.g. buying, selling, staking, withdrawing or transferring) for any illegal purpose, or in the furtherance of a crime.
Sending or receiving digital assets to or from any individual, entity or country upon which the Government of Canada or the United States of America has imposed sanctions, including, but not limited to, those listed under the legislation and related regulations referenced online at https://www.international.gc.ca/world-monde/international_relations-relations_internationales/sanctions/current-actuelles.aspx?lang=eng.
Impersonating any person or entity or using false identities, documents or information on the Website, Service or in your interactions with us.
Communicating with our staff or contractors in a way that is defamatory, libelous, harmful, hateful, harassing, bullying, threatening, racially or ethnically offensive or abusive.
Deploying or using any unauthorized third party tools (e.g., trading bots or unauthorized APIs) while accessing your Account.
Translating, reverse engineering, decompiling, disassembling, modifying or creating derivative works based on the EQX website, platform or Services, in whole or in part.
Circumventing, disabling, violating or otherwise interfering with any security related feature of the EQX website, platform or Services.
Your own commercial purposes by sublicensing any rights granted by the Terms or sharing the benefit of your Account with others, whether in whole or in part.

EQX reserves the right to monitor, suspend, or terminate accounts engaging in prohibited activities and report such activities to relevant authorities. If we reasonably believe you are using our Service for any illegal purpose, including but not limited to, in connection with facilitating transactions involving persons or entities who are under economic or other sanctions imposed by any governmental or international authority, we may terminate your Account and require that your digital assets are withdrawn to your external wallets, or take such other reasonable measures to return your assets or funds, such as, paying the funds into a court where you may claim them.

6. Custody and Ownership of Digital Assets

6.1. Appointment of EQX as Custodian: When you deposit or purchase digital assets via our Service, all or a portion of these digital assets may be delivered and held under our custody or under the custody of a third-party digital asset custodian (a “Custodian”).

6.2. Deposits Digital Assets/Title: You agree and acknowledge that you are the initiator and beneficiary of all deposits of digital assets to your account on the Platform, to the extent that the deposit of assets is within your control. You acknowledge that any incoming transfer not initiated or not requested to be initiated by you may not be released to your account on the Platform, until or unless you submit information on the person or entity who initiated the transfer. You also acknowledge that EQX reserves the right to conduct a manual review of your account and any incoming deposit(s), to ensure that the assets can be released to your account.

6.3. Fireblocks: As part of the deposit or withdrawal process from the Platform, EQX, may also use third party Digital Asset wallet providers, including Fireblocks Ltd. and its affiliated and related entities. For details on their services see https://www.fireblocks.com. As a result of our use of their services, you agree and acknowledge that when you deposit or withdraw digital assets to or from the Platform, as the case may be, they may be temporarily stored or processed with such third-party wallet providers.

6.4 Ownership of Assets: You represent and warrant that any digital assets you purchase or sell on our Service are being purchased and sold by you directly, and not for or on behalf of any third-party. You are not authorized to use the Platform or any part of our Service for or on behalf of any other person or entity.

7. Withdrawing Digital Assets to External Wallets

7.1: Withdrawing Digital Assets: You may elect to withdraw your digital assets to an external digital wallet address. Given the nature of digital assets and blockchain technology, we are unable to confirm who owns or controls external digital wallets address you specify for withdrawals. ‍

7.2: Responsibility for External Wallets: For your protection, you agree to only withdraw digital assets from your Account to external digital wallet addresses which you own and control, and which are not owned or controlled by any third-party. You expressly acknowledge and agree that (i) EQX is unable to retrieve withdrawn digital assets, or reverse digital asset transactions, and (ii) you are solely responsible for any external digital wallet address to which you send digital assets.

7.3: Authorization of Withdrawal Instructions: As EQX Services may facilitate the trading and withdrawal of your digital assets from a Custodian’s custody, you authorize us to send withdrawal instructions to each Custodian on your behalf. In doing so, we will act as your agent, with the nature and scope of such agency relationship being limited to sending digital asset withdrawal and transfer instructions to the Custodian in accordance with these Terms and any actions taken from within (or in connection with) your Account on our Service (including any instructions received via an API, if applicable). To facilitate the withdrawal of your Digital Assets held by a Custodian, when a withdrawal request is made within your Account, we send instructions to a Custodian, on your behalf, to send your Digital Assets to us as part of the transfer or withdrawal transaction.

7.4: Responsibility for Digital Asset Transfers:‍ It is your responsibility to ensure that any incoming or outgoing digital assets are sent to the correct digital wallet addresses and over the correct network, and specify, where applicable, the correct memo or reference code; whether displayed by us in your Account on the Service, or whether the address and memo code or reference code are for an external wallet address. YOUR FAILURE TO DO SO MAY RESULT IN THE PERMANENT LOSS OF SUCH DIGITAL ASSETS, AND YOU ACKNOWLEDGE THAT THIS IS AN INHERENT RISK OF USING DIGITAL ASSETS. By using our Service, you acknowledge that EQX offers no support in the case that you send or withdraw digital assets to an incorrect or malformed wallet address. You also acknowledge that EQX offers no guarantee of support of airdrops and other forms of distributions of digital assets that are not initiated by you.

7.5: Processing times for withdrawing and making delivery of your digital assets via a Custodian may vary based upon the network times of the applicable digital asset and each Custodian’s processing times.

8. Risk Disclosure

8.1. Trading Risks: Digital asset trading involves inherent risks. These include, but are not limited to, market volatility, liquidity constraints, regulatory changes, and technological vulnerabilities. Prices may fluctuate dramatically, resulting in partial or total loss of your funds. You are solely responsible for evaluating these risks before engaging in trading activities. You should conduct your own due diligence and consult your own advisors before making any decision to participate in the trading of any digital assets.

8.2. System Risks: While EQX employs advanced security measures, the use of internet-based systems comes with inherent risks such as cyberattacks, service interruptions, system malfunctions, and connectivity issues. We cannot guarantee uninterrupted access to the platform, and you accept all risks associated with system failures or delays.

8.3. Regulatory Risks: Digital assets and related services are subject to evolving regulatory frameworks. Changes in laws, policies, or enforcement practices may impact your ability to access certain services, trade specific assets, or use the platform altogether. It is your responsibility to stay informed of and comply with local regulations.

8.4. Third-Party Risks: Some functionalities may rely on third-party service providers, including wallets and payment processors. EQX does not assume responsibility for losses or issues arising from the failure or misconduct of third-party providers.

8.5. Custodial Risks: Digital assets held on the platform are stored in a combination of hot and cold wallets, employing best-in-class security practices. However, no system is immune to risk. In the event of a security breach or insolvency, you may experience delays or loss of funds.

8.6. Irreversible Transactions: Digital asset transactions, once executed, are generally irreversible. You bear full responsibility for ensuring the accuracy of transaction details before submission.

8.7. Personal Responsibility: You acknowledge that your use of the Services is at your own discretion and risk. It is strongly recommended that you seek independent financial, legal, or tax advice before engaging in digital asset transactions. EQX shall not be held liable for losses resulting from reliance on information or services provided.

8.8. Execution Risk: EQX reserves the right to deem a transaction invalid due to a multitude of reasons such as bad fill prices, errors in fill prices or false confirmations of execution. These transactions will be subject to review and may be completely reversed at the discretion of the EQX team. We are not liable for any differences in price.

9. Fees and Payment(s)

9.1. EQX charges fees for trading, staking, and other services. The fee schedule is available on our website and may be updated from time to time.

9.2. All payments must be made in the manner specified by EQX. You are responsible for any applicable taxes.

10. Intellectual Property

10.1. All content on the EQX platform, including trademarks, logos, and software, is owned by EQX or licensed to EQX.

10.2. You are granted a limited, non-exclusive license to use the platform for its intended purpose. Unauthorized use, reproduction, or distribution of EQX’s intellectual property is prohibited.

11. Limitation of Liability

11.1. To the fullest extent permitted by law, EQX and its affiliates are not liable for any direct, indirect, incidental, or consequential damages arising from:

Use or inability to use the platform.
Errors, interruptions, or security breaches.
Losses due to market volatility or third-party actions.

11.2 Without limiting any other section of these Terms which restricts or limits our liability, you agree that we shall not be held liable or responsible for any damages or losses, howsoever caused (including by negligence or otherwise), which you suffer, arising from or in any way related to digital assets being sent to the wrong wallet address or memo code, or the use of a Custodian. If you elect to withdraw any digital assets using our Service, you accept full responsibility and liability for ensuring the accuracy of the external digital wallet address and the custody and control of, and access to, the external digital wallet address and related private keys. YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE, OUR AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE, HOWSOEVER CAUSED (INCLUDING BY NEGLIGENCE OR OTHERWISE), FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES YOU SUFFER, REGARDLESS OF LEGAL THEORY AND WHETHER OR NOT WE HAVE BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER THOSE DAMAGES WERE FORESEEABLE OR NOT.

‍11.3. IF YOU ARE DISSATISFIED WITH THE WEBSITE OR SERVICE, OR DO NOT AGREE WITH ANY PART OF THESE TERMS, OR HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST US, OUR AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, AGENTS, SUPPLIERS OR LICENSORS, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO WITHDRAW YOUR DIGITAL ASSETS VIA THE SERVICE AND DISCONTINUE ACCESSING AND USING THE SERVICE. IN ADDITION TO AND SEPARATE FROM YOUR AGREEMENT TO NOT HOLD THE ABOVE ENTITIES AND PERSONS LIABLE FOR ANY DAMAGES, IN THE EVENT A COURT OR ARBITRATOR OF COMPETENT JURISDICTION DECLINES TO UPHOLD SAID CLAUSE, YOU AGREE THAT:

IN NO CIRCUMSTANCES SHALL THE AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS RELATING TO OR IN ANY WAY ARISING FROM THE USE OF OUR WEBSITE OR SERVICE, OR IN ANY WAY RELATED TO THESE TERMS, BE MORE THAN: (I) THE AMOUNTS PAID BY YOU TO US AS FEES, IF ANY AND IF IMPLEMENTED, OR WHICH WE HAVE EARNED AS A RESULT OF YOUR ACCOUNT, FOR EXAMPLE, BY WAY OF THE BID-ASK SPREAD REFERENCED ABOVE, OVER THE PRECEDING TWO (2) MONTHS FROM THE DATE YOU FIRST RAISE YOUR CLAIM WITH US; OR (II) TEN UNITED STATES DOLLARS ($10), WHICHEVER IS MORE.
IN NO CIRCUMSTANCES SHALL WE BE LIABLE OR RESPONSIBLE FOR ANY LOSS OF PROFITS OR LOSS OF EXPECTED REVENUE OR GAINS, INCLUDING ANY LOSS OF ANTICIPATED TRADING PROFITS AND/OR ANY ACTUAL OR HYPOTHETICAL TRADING LOSSES, WHETHER DIRECT OR INDIRECT, EVEN IF WE ARE ADVISED OF OR KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY THEREOF.
IN NO CIRCUMSTANCES SHALL WE BE LIABLE OR RESPONSIBLE FOR ANY DAMAGES YOU SUFFER ARISING FROM THE LOSS OF AN OPPORTUNITY, INCLUDING FOR EXAMPLE, THE LOSS OF AN OPPORTUNITY TO BUY, SELL, TRADE OR PROFIT FROM A DIGITAL ASSET;
IN NO CIRCUMSTANCES SHALL WE BE LIABLE OR RESPONSIBLE FOR ANY LOSS OR DAMAGE WHATSOEVER WHICH DOES NOT ARISE DIRECTLY AS A RESULT OF OUR BREACH OF THIS AGREEMENT (WHETHER OR NOT YOU ARE ABLE TO PROVE SUCH LOSS OR DAMAGE).

YOU AGREE AND ACKNOWLEDGE THAT WE WOULD NOT ENTER INTO THIS AGREEMENT OR GRANT ACCESS TO THE PLATFORM OR SITE(S) OR SERVICE WITHOUT THE ABOVE RESTRICTIONS AND LIMITATIONS ON OUR LIABILITY.

12. Legal Disclaimers and Indemnification

EVERYTHING ON OUR SERVICE AND OUR SITE(S) AND PROVIDED AS PART OF OUR SERVICE OFFERING IS PROVIDED "AS IS" AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY.

BEFORE BUYING OR SELLING DIGITAL ASSETS YOU SHOULD OBTAIN LEGAL, FINANCIAL AND TAX ADVICE.

YOU AGREE THAT, WHILE WE STRIVE TO HAVE ERROR FREE AND UNINTERRUPTED SERVICE, WE DO NOT GUARANTEE THE ABSENCE OF INTERRUPTIONS NOR SHALL YOU HOLD US LIABLE FOR ANY DAMAGE SUCH INTERRUPTIONS MAY CAUSE. OUTAGES AND DOWNTIME MAY OCCUR FOR VARIOUS REASONS. EQX GIVES NO GUARANTEE OF THE CONTINUED AVAILABILITY OF TRADING FOR ANY OF THE DIGITAL ASSETS SUPPORTED ON THE PLATFORM.

YOU ACKNOWLEDGE THAT BUYING AND SELLING DIGITAL ASSETS IS RISKY. YOU SHOULD ONLY PURCHASE DIGITAL ASSETS IF YOU CAN AFFORD TO LOSE THE ENTIRE AMOUNT OF YOUR PURCHASE. YOU ACKNOWLEDGE THERE IS A RISK THAT THE VALUE OF THE DIGITAL ASSETS DECREASES TO NIL.

YOU FURTHER ACKNOWLEDGE THAT THERE IS A RISK OF MALICIOUS CYBERATTACKS AGAINST OUR WEBSITE AND SERVICE, YOUR ACCOUNT, YOUR PERSONAL COMPUTING DEVICES, SMART PHONE AND THE THIRD-PARTY DIGITAL ASSET CUSTODIANS WHICH MAY RESULT IN THE LOSS OR THEFT OF YOUR FUNDS, INFORMATION AND/OR DIGITAL ASSETS. IF YOU DO NOT WISH TO HAVE YOUR DIGITAL ASSETS STORED BY US, OR VIA A THIRD-PARTY CUSTODIAN AS REFERENCED ABOVE, YOU SHOULD WITHDRAW YOUR DIGITAL ASSETS TO AN EXTERNAL WALLET WHICH YOU CONTROL. YOU ACCEPT ALL RISKS ASSOCIATED WITH SUCH WITHDRAWALS, INCLUDING BUT NOT LIMITED TO THE RISKS ASSOCIATED WITH LOSING YOUR PRIVATE KEYS AND SENDING FUNDS TO AN INCORRECT OR INVALID WALLET ADDRESS, OR MEMO CODE, WHERE THEY BECOME FOREVER INACCESSIBLE.

‍WHILE THESE TERMS REQUIRE THAT YOU ONLY WITHDRAW DIGITAL ASSETS TO EXTERNAL DIGITAL WALLETS YOU OWN AND CONTROL, YOU ACCEPT ALL RISKS ARISING FROM TRANSFERRING YOUR DIGITAL ASSETS TO ANY THIRD-PARTY, INCLUDING THE RISK THAT SUCH THIRD-PARTY MISAPPROPRIATES YOUR DIGITAL ASSET. YOU ARE RESPONSIBLE FOR CONDUCTING YOUR OWN DUE DILIGENCE IN RESPECT OF ANY THIRD-PARTIES YOU ELECT TO SEND DIGITAL ASSETS TO. YOU FURTHER ACCEPT ALL RISKS ASSOCIATED WITH SENDING DIGITAL ASSETS TO FRAUDULENT OR OTHERWISE ILLEGAL SCHEMES.

DESPITE MAKING VARIOUS DIGITAL ASSETS AVAILABLE FOR SALE ON OUR SERVICE, WE MAKE NO REPRESENTATIONS OR WARRANTIES IN RESPECT OF SUCH DIGITAL ASSETS, OR THAT THEY HAVE, OR WILL HAVE ANY SPECIFIC UTILITY, FUNCTIONALITY OR FEATURES.

YOU ACKNOWLEDGE THAT WE ARE NOT ABLE TO CONFIRM THE IDENTITY OF THE OWNERS OF ANY EXTERNAL DIGITAL WALLET ADDRESSES FOR ANY DIGITAL ASSET. YOU ACCEPT ALL RISKS WITH ANY TRANSFER, OR ATTEMPTED TRANSFER, OF DIGITAL ASSETS TO ANY THIRD-PARTY.

AS DIGITAL ASSET TRANSACTIONS ON THE BLOCKCHAIN CANNOT BE REVERSED BY US, IT IS YOUR RESPONSIBILITY TO ENSURE THE ACCURACY OF ANY WALLET ADDRESSES YOU SPECIFY FOR WITHDRAWALS.

YOU ACKNOWLEDGE THAT WE DID NOT CREATE, NOR DO WE OWN OR CONTROL THE TECHNOLOGY UNDERLYING THE DIGITAL ASSETS. IN SOME CASES, THE DIGITAL ASSETS WERE CREATED IN A DECENTRALIZED MANNER WITH NO LEGAL ENTITY WHICH CLAIMS OWNERSHIP OF THE UNDERLYING TECHNOLOGY OR NETWORK. WE MAKE NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE UNDERLYING BLOCKCHAIN OR OTHER TECHNOLOGY RELIED UPON BY THE DIGITAL ASSETS YOU MAY HOLD, PURCHASE OR SELL USING THE SERVICE. YOU ACCESS AND USE THOSE NETWORKS AND THE CORRESPONDING BLOCKCHAIN AT YOUR OWN RISK.

YOU ACKNOWLEDGE THAT THE UNDERLYING BLOCKCHAIN TECHNOLOGY OF THE DIGITAL ASSETS MAY UNDERGO A DIVERGENCE, RESULTING IN THE FORMATION OF NEW CRYPTO CURRENCIES (A “FORK”). A FORK MAY IMPACT THE VALUE, FUNCTIONALITY AND OTHER CHARACTERISTICS OF THE DIGITAL ASSETS. WE MAKE NO REPRESENTATION OR WARRANTY AS TO WHETHER WE WILL SUPPORT A FORK ARISING FROM ANY OF THE DIGITAL ASSETS. YOU AGREE THAT WE SHALL NOT BE RESPONSIBLE OR LIABLE FOR CLAIMING, ISSUING, STORING OR HOLDING ANY CRYPTO CURRENCIES RESULTING FROM A FORK FOR OR ON YOUR BEHALF.

YOU ACKNOWLEDGE AND AGREE THAT WE MAY ELECT NOT TO SUPPORT A FORK ARISING FROM ANY OF THE DIGITAL ASSETS AND THAT IN SUCH CIRCUMSTANCES, YOU MAY NOT BE ABLE TO CLAIM ANY NEW CRYPTO CURRENCIES RESULTING FROM A FORK. YOU SHOULD NOT STORE YOUR DIGITAL ASSETS WITH US IF YOU WISH TO ENSURE OWNERSHIP OF ANY NEW DIGITAL ASSETS ARISING FROM A FORK.

YOU AGREE AND ACKNOWLEDGE THAT WE MAY SUSPEND ACCESS TO YOUR ACCOUNT, OR ACCOUNT FUNCTIONS, SUCH AS BUYING, SELLING OR TRANSFERRING DIGITAL ASSETS OR FIAT FUNDS FOR ANY REASON, INCLUDING FOR EXAMPLE, SCHEDULED MAINTENANCE, YOUR FAILURE TO COMPLY WITH THESE TERMS, SECURITY OR FRAUD CONCERNS, FOR REGULATORY REASONS OR IN THE EVENT OF A FORK.

DISCLOSURE PURSUANT TO COURT ORDER, SUBPOENA OR OTHER LEGAL PROCESS. WE RESERVE THE RIGHT TO PROVIDE YOUR PERSONAL INFORMATION UPLOADED OR COLLECTED BY OUR WEBSITE OR SERVICE, OR OTHERWISE PROVIDED TO US, TO THIRD PARTIES IF REQUIRED BY LAW (SUCH AS IN RESPONSE TO A SUBPOENA, COURT ORDER OR OTHER LEGAL PROCESS IN ANY JURISDICTION), AND TO COOPERATE WITH LAW ENFORCEMENT AUTHORITIES IN THE INVESTIGATION OF ANY CRIMINAL OR CIVIL MATTER. SUCH PERSONAL INFORMATION MAY INCLUDE, BUT IS NOT LIMITED TO, THE INFORMATION DESCRIBED IN THESE TERMS AND OUR PRIVACY POLICY, INCLUDING YOUR NAME, BANK ACCOUNT INFORMATION AND TRANSACTION HISTORY.

IF WE ARE REQUIRED BY LAW TO MAKE ANY DISCLOSURE OF YOUR PERSONAL INFORMATION, WE MAY (BUT ARE NOT OBLIGATED TO) PROVIDE YOU WITH WRITTEN NOTICE (TO THE EXTENT PERMITTED BY LAW) PRIOR TO SUCH DISCLOSURE SO THAT YOU MAY TAKE APPROPRIATE ACTION.

WE ALSO OPERATE THE WEBSITE AND SERVICE IN CONJUNCTION WITH OUR INDEPENDENT CONTRACTORS. OUR INDEPENDENT CONTRACTORS MAY HAVE ACCESS TO YOUR PERSONAL INFORMATION IN PROVIDING SERVICES TO US, OR PROVIDING YOU WITH ACCESS TO THE WEBSITE AND SERVICE. WE MAY USE A VARIETY OF SERVICE PROVIDERS, EMPLOYEES AND SERVERS IN LOCATIONS GLOBALLY, WHICH MAY MAKE YOUR PERSONAL INFORMATION THE SUBJECT OF FOREIGN LAWS AND FOREIGN LEGAL PROCEEDINGS.

TO THE FULLEST EXTENT PERMITTED BY LAW, WITHOUT LIMITING THE GENERALITY OF THIS SECTION, OR ANY OTHER SECTION LIMITING OUR LIABILITY, YOU AGREE THAT WE SHALL NOT BE RESPONSIBLE FOR THE ACTS OR OMISSIONS, INCLUDING THE NEGLIGENT ACTS OR OMISSIONS, OF OUR INDEPENDENT CONTRACTORS OR THIRD-PARTY SERVICE PROVIDERS.

INDEMNIFICATION: YOU AGREE TO INDEMNIFY US, OUR AFFILIATES, EMPLOYEES, SHAREHOLDERS, DIRECTORS, AGENTS, REPRESENTATIVES AND CONTRACTORS, AND TO DEFEND AND HOLD EACH OF THEM HARMLESS, FROM ANY AND ALL CLAIMS AND LIABILITIES (INCLUDING REASONABLE LEGAL FEES) WHICH MAY ARISE FROM, (I) YOUR VIOLATION OF THESE TERMS, OR ANY POLICY INCORPORATED BY REFERENCE; (II) YOUR VIOLATION OF ANY THIRD PARTY RIGHT; (III) ANY BREACH OF A REPRESENTATION OR WARRANTY MADE BY YOU TO US, EITHER IN THESE TERMS, ACCEPTABLE USE POLICY, PRIVACY POLICY OR OTHERWISE; (IV) ANY BREACH BY YOU OF APPLICABLE LAWS, RULES OR REGULATIONS; OR (V) ANY CLAIM FOR DAMAGES BROUGHT AGAINST US BY SUMSUB, OR ANY FINANCIAL INSTITUTION, RELATED TO OR ARISING FROM YOUR ACCOUNT OR YOUR USE OF THE SERVICE.

WITHOUT LIMITING THE ABOVE LIMITATIONS ON OUR LIABILITY IN ANY WAY, YOU AGREE THAT WE SHALL NOT BE LIABLE OR RESPONSIBLE TO YOU FOR THE LOSS OR THEFT OF ANY DIGITAL ASSETS CAUSED OR CONTRIBUTED TO BY A THIRD-PARTY SERVICE PROVIDER WHETHER SUCH LOSS OR THEFT WAS CAUSED, IN WHOLE OR IN PART, BY THEIR NEGLIGENCE, FRAUDULENT MISCONDUCT OR OTHERWISE.

13. Termination

13.1. EQX may suspend or terminate your Account if you breach these Terms or engage in prohibited activities.

13.2. You may close your Account at any time by following the procedures specified on our Platform.

14. Governing Law and Dispute Resolution

14.1. These Terms are governed by the laws of Barbados.

14.2. Users must comply with all applicable local laws and regulations when using the platform. Your use of the Services signifies your agreement to abide by both these Terms and the laws of your jurisdiction.

14.3. Any disputes shall first be resolved through good-faith negotiations. If unresolved, disputes shall be submitted to binding arbitration in Barbados.

15. Data and Privacy

15.1. Collection of Information: By using EQX’s Services, you consent to the collection, use, and sharing of your personal data in accordance with our Privacy Policy. This includes information provided during account registration, transaction history, and any additional data collected to ensure compliance with AML/KYC requirements.

15.2. Use of Data: Your data will be used to provide the Services, comply with legal and regulatory obligations, and enhance your user experience. EQX may also use aggregated or anonymized data for analytical purposes.

15.3. Data Protection: EQX employs robust security measures to protect your personal information from unauthorized access or disclosure. However, no system is completely secure, and you acknowledge the risks associated with data transmission over the internet.

15.4. Third-Party Sharing: EQX may share your data with affiliates, service providers, or regulatory authorities as required. We will not sell your personal data to third parties for marketing purposes without your explicit consent.

15.5. User Rights: You have the right to access, modify, or delete your personal information in accordance with applicable laws. Requests can be made through the contact information provided in our Privacy Policy.

16. Custody

16.1. Custodial Accounts: EQX provides custodial services for digital assets and fiat currencies. When you deposit funds into your account, they will be held in an “in-trust-for” arrangement to safeguard your assets.

16.2. Segregation of Assets: All user assets are segregated from EQX’s corporate assets and stored in a combination of hot and cold wallets.

16.3. User Responsibility: You retain ownership of your deposited assets. EQX acts as a custodian and has no ownership interest in the assets you store on the platform.

16.4. Custodial Risks: While EQX employs advanced security measures, you acknowledge the risks associated with custodial services, including potential delays in withdrawals or loss of funds due to unforeseen events such as cyberattacks or insolvency.

16.5. Withdrawals: You may request withdrawals of your digital assets or fiat funds at any time, subject to verification and compliance procedures. EQX reserves the right to impose limits or delays for security or regulatory reasons.

17. Miscellaneous

17.1. If any provision of these Terms is found to be unlawful, void or for any reason unenforceable or deemed invalid, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions, which will remain in effect. Where a provision in these Terms is found to be unlawful, void or for any reason unenforceable, a lawful or enforceable term which best reflects the intention of the provision, as originally drafted, shall substitute at the discretion of the arbitrator or court, as the case may be.

17.2. EQX’s failure to enforce any right or provision of these Terms shall not constitute a waiver.

17.3 If an ambiguity or question of intent arises with respect to any provision of these Terms, the Terms shall be construed as if drafted jointly by the parties and no presumption or burden of proof will arise favouring or disfavouring either party by virtue of authorship of any of the provisions of these Terms.

Contact Us: For questions or assistance, please contact us at compliance@eq.exchange.

Acknowledgment: By using EQX’s Platform, the Sites, and/or the Services, you acknowledge that you have read, understood, and agreed to these Terms.

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