TERMS & CONDITIONS
Last updated: April 25, 2023
Welcome to the SingleBroker!
These Terms and Conditions (Terms) constitute a legally binding agreement between you (User or You) and SingleBroker GmbH, a limited liability company registered under the laws and regulations of Switzerland (SingleBroker, Company or We/Us).
These Terms regulate your access to and use of our Site at www.singlebroker.com (Site), which enables You to manage your digital assets (Digital Assets) and daily operations with Us, allocate Digital Assets between different platforms, and manage the custody of your Digital Assets, all through this one platform. Please note that We are a licensed broker, not a licensed Digital Assets exchange (who renders You Exchange Services), Digital Assets wallet (who renders You Custody Services), bank, payment system, or payment agent (who renders you Payment Services). All such Digital Assets Services themselves are provided by Third-Party Providers.
Along with the Terms, your access and use of the Site and Software Services are regulated by the following documents (Annexes):
- Other documents referred to herein and(or) above documents and(or) provided on the Site;
- Notices and information are provided on the Site.
You should study these Terms, their Annexes, and Site information before accepting these Terms and using the Site.
IF YOU DO NOT AGREE WITH ALL OF THESE TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING OUR SOFTWARE SERVICES, AND YOU MUST DISCONTINUE THE USE OF THE SITE IMMEDIATELY.
These Terms may be modified, changed, or updated by us occasionally. Any amendments to these Terms will be identified through uploading a new version with a modified date of the last update on the first page or otherwise communicated to You following applicable law.
For any matters, feel free to contact us as follows:
- by phone at +41 41 55 100 53
- through email at firstname.lastname@example.org
- by post to Mühlegasse 18, CH-6340 Baar, Switzerland.
1. THE TERMS
1.1. This section defines the Terms used herein. Any other terms used but not specified in this section should be interpreted in the way they are interpreted in the Annexes and the Site.
1.2. If no interpretation of any term is given in these Terms, Annexes, and the Site, it should be understood according to the applicable laws and regulations or general practice.
“SingleBroker” / “we” / “Company” - SingleBroker GmbH, a limited liability company incorporated under the laws of Switzerland with a reference number CH-170.4.018.420-0 addressed at CH-6340 Baar, Mühlegasse 18, Canton of Zug, Switzerland.
“User” / “You” - a natural person or legal entity accepted these Terms, registered an Account, and used the Site.
“Site” - a cumulative set of source code, information, data, products, materials, services, web forms, hardware and software, APIs, design elements, text, images, photographs, illustrations, audio and video contents, artwork, graphics, and other intellectual property objects that can be accessed from various user’s devices connected to the Internet using special software for viewing web pages (browser) under the domain name: “singlebroker.com”, including all subdomains, the exclusive rights and(or) the right to use which belong to SingleBroker.
“Authorised Person” - any person You authorize through the Site (either alone or collectively), and we approve, if applicable, to act on your behalf in giving Instructions, operating the Account, or performing any other act in connection with the Terms.
“Digital Assets” - cryptocurrencies (volatile and stablecoins), NFTs, and other digital assets that are compatible with the Site system and permitted to be the object of the Digital Asset Services.
“Account” - an account created by You on the Site to use our Software Services, which provides data on the executed and executing Instructions, information on the user's Digital Asset balance on his/her/its wallets opened with Third-Party Providers, details of the Digital Assets market situation and other information concerning the Digital Assets.
“Software Service” - our services are provided through the Site, enabling you to access information, and Digital Asset Services are provided on and through the platforms of Third-Party Providers, including but not limited to sending Instructions.
“Digital Assets Services” - include Exchange Services, Custody Services, Acquiring Services, and Liquidity Pool Services. We do not provide these services. Instead, we cooperate with different Third-Party Providers and connect our Site to their platforms through API to enable your access to these services.
“Custody Services” - centralized holding of the Digital Assets provided through the Site system by the Third-Party Providers.
“Exchange Services” - exchange of one type of Digital Asset to a different kind of Digital Asset provided through the Site system by the Third-Party Providers.
“Acquiring Services” - sale or purchase of Digital Assets for fiat currencies provided through the Site system by Third-Party Providers.
“Liquidity Pool Services” - providing certain types of Digital Assets to the Liquidity Pools operated by Third-Party Providers in exchange for specific remuneration in some Digital Assets from commissions from the exchange of the Digital Assets You provided to the Liquidity Pool.
“Liquidity Pool Services” - a smart contract containing large portions of Digital Assets locked up and ready to provide essential liquidity for Third-Party Providers, platforms networks that facilitate decentralized trading.
“Payment Services” - services of fiat transactions performed by Third-Party Transactions.
“Third-Party Provider” - a private company, including licensed Digital Assets exchanges, Digital Assets wallets, banks, and payment systems, which are not related to the SingleBroker in any way other than through civil agreements on cooperation in rendering any of the Digital Assets Services. Information on the Third-Party Providers for each Digital Asset Service can be found herein and on the Site. All Custody Services are provided by one designated Third-Party Provider, Fireblocks LLC, with NMLS ID: 2066055, street address: 225 Franklin St. Suite 1705, Boston, MA 02110, mailing address: 225 Franklin St. Suite 1705, Boston, MA 02110. You can find its platform and terms of rendering You Custody Services by this Third-Party Provider at https://www.fireblocks.com.
“Force Majeure” - means any event that is beyond our reasonable control and prevents us or delays us from performing our obligations under these Terms. It includes the following:
(a) acts of God (e.g., earthquake, fire, explosion, flood, tornadoes, hurricanes, epidemics, pandemic, drought, or other natural disasters);
(b) acts of war and terrorism declared or undeclared;
(c) civil disorder (e.g., any act of a public enemy, sabotage, malicious damage, terrorism, or civil unrest);
(d) embargoes (e.g., confiscation, nationalization, requisition, expropriation, prohibition, restraint, or damage to property by or under the order of any government or government authority);
(e) labor disputes (e.g., strikes, blockades, lockout, or other industrial disputes);
(f) failure or interruption in the Internet, public and private communications networks and facilities, communication channels or information systems, or other infrastructure, systems, operations, or equipment relevant to the provision of the Services and consequently the Digital Asset Services;
(g) viruses, malware, other malicious computer codes, or the hacking of any part of the Services and, therefore, the Digital Asset Services;
(h) delay, failure, suspension, or interruption in, or unavailability of, third-party services and websites;
(i) acts or omissions of actions of a party for whom we are not responsible;
(j) data breaches or data-processing failures;
(k) adoption of or any change in applicable law, or the promulgation of or any change in the interpretation of applicable law by any relevant government agency, or the public statement or action by any government agency or its official or representative thereof acting in an official capacity;
(l) an event that significantly disrupts the market, which could include (but is not limited to) the premature close of trading in the market of a Digital Asset, excessive movements in the price, supply, or demand of a Digital Asset, whether regulated or unregulated, that the Digital Asset Services relate.
“Instruction” - means an instruction from You or your Authorized Person to SingleBroker concerning the Digital Asset Services, your Account, or any services under these Terms.
“Loss” - includes any direct, indirect, or consequential loss, damage, expense, demand, claims, liabilities, judgments, fines, penalties (either civil, criminal, or other), and amounts paid or payable in the settlement, including, without limitation, all interest, assessments and additional charges paid or payable in connection with or in respect of any of the foregoing and Costs of any kind.
“Tax” - any form of taxation, levy, duty, charge, contribution, withholding, or impost of whatever nature (including any related fine, penalty, surcharge, or interest) imposed, collected, or assessed by, or payable to, a Tax Authority.
“Tax Authority” - any government, state, municipality, local, federal, or other fiscal, revenue, customs, excise authority, body, or official anywhere in the world.
“Restricted Jurisdiction” - jurisdictions for which we do not provide the Services and prohibit access to Digital Assets Services.
1.3. In these Terms, a reference to a policy or document is a reference to that policy or document as modified or replaced occasionally. While a reference to a clause or schedule, unless the context requires otherwise, is a reference to a clause of or schedule to these Terms.
1.4. The headings in these Terms are for convenience only and do not affect the meaning or interpretation of any provision of the Terms.
2.1. To be eligible to use our Software Services, You shall simultaneously correspond to the following conditions during the whole period of use of our Services:
(a) Reach the age of 18 years old (for users – natural persons, and Authorized Persons of users-legal entities);
(b) Do not reside or be a citizen of any of the Restricted Countries;
(c) Have the full legal capacity to enter into legally binding agreements, including but not limited to present Terms;
(d) Reside in a country in which the relevant Services and Digital Asset Services are accessible and not forbidden by the local laws and regulations;
(e) Reside in a country in which the relevant Services do not require from us additional licensing and approval except for those already obtained as
mentioned herein or on the Site;
(f) Obtain clearance from us based on KYC verification, where applicable;
(g) You have contacted advisors, counselors, and(or) us and took any other actions required to clear all uncertainties regarding the meaning of the conditions foreseen in these Terms and its Annexes.
2.2. We hereby reserve the right to amend, including increasing the eligibility criteria requirements at any time for all Software Services, or for Software Services provided for one type of the Digital Asset Services or even Digital Asset Services provided by certain Third-Party Providers. You hereby agree to comply with these increased eligibility criteria or terminate your use of the Site and our Software Services.
2.3. We strongly advise You to obtain professional advice from relevant legal professionals to ensure that your use of our Site and Software Services and the Digital Asset Services of Third-Party Providers follow applicable laws and regulations of your citizenship and residence.
2.4. We hereby reserve the right to reject your Account registration application and to terminate your access to the Account on the Site should we have any doubt that You non-conform to any of the aforementioned eligibility criteria.
3. TERMS ACCEPTANCE
3.1. Before acceptance of these Terms and their Annexes, You should devote proper time carefully study the documents. If You have any questions about their clauses, You should contact us through the methods described herein and(or) our Site.
3.2. We also recommend contacting unrelated professionals and performing any other actions You deem necessary to understand all legal implications of your Terms acceptance.
3.3. Only after You have done all statutory actions mentioned in previous Clauses can You accept these Terms by registering your Account on the Site as described on the Site.
3.5. You also may be requested to provide an invite code to register your Account on the Site. In such cases, providing this invite code is an obligatory requirement for registering the Account and using our Software Services.
3.6. After You create your Account on the Site, You will be deemed as You carefully studied the entire text of these Terms and all their Annexes and unconditionally and unequivocally accepted present Terms and their Annexes.
4. USER WARRANTIES
4.1. Upon registration of the Account and acceptance of the Terms, You warrant us the following and become bonded by these warranties until termination of your use of the Site and our Software Services (as described in the later section “Agreement Termination”):
(a) Your conformance to the eligibility criteria set forth above;
(b) You will use the Services only for yourself and not on behalf of any third party unless You were appointed as Authorized Person through the Site;
(c) You will not allow any other person to share your login details or otherwise provide any other person access to your Account and enable the use of our Software Services and the Digital Asset Services of Third-Party Provides other than by appointment of Authorized Persons;
(d) All of the information You have provided us during the Account registration and KYC verification (if any) is accurate and complete;
(e) You will update and maintain any changes to that information You provided us by notifying us of any changes or using functionalities of the Site;
(f) Any and all Digital Assets that You will use for and under Software Services and Digital Assets Services are obtained by You through legal means and in exchange for legally obtained Digital Assets/fiat funds;
(g) You understand and accept all risks related to Digital Assets, Software Services, and Digital Assets Services;
(h) You will not be furthering, performing, undertaking, or engaging in any unlawful activity through your relationship with us or through your use of the Site;
(i) Your use of the Site will comply with these Terms and its Annexes, laws, and regulations of the country of your citizenship and residence, Switzerland laws and regulations, and any other country where we may be presented in the future, as well as any other jurisdiction applicable to our relationships under these Terms;
(j) You will not create another Account on the Site if we suspend your access to the previously created Account.
(k) You will use our Software Services and Digital Asset Services only for transactions with the legally obtained Digital Assets that You have full ownership to, with the only exception for this rule to the Authorized Persons;
(l) You will use the Digital Assets that belong to You and are not sold, encumbered, not in contention, or under seizure, and that neither third parties have any rights of, with the only exception for this rule to the Authorized Persons; and
(m) You will use the Site only for lawful purposes unrelated to terrorism, fraud, scams, or any other illegal activity.
4.2. We hereby reserve the right to amend, including expanding the scope of your warranties to us at any time for all Software Services, or for Software Services provided for a certain type of the Digital Asset Services or even Digital Asset Services provided by certain Third-Party Providers. You hereby agree to comply with these new warranties or terminate your use of the Site and our Software Services.
4.3. We hereby reserve the right to reject your Account registration application and terminate your access to the Account on the Site should we doubt that You failed to adhere to any of the warranties mentioned above.
5. OUR SOFTWARE SERVICES
5.1. We provide You the Software Services through the Site, enabling You to send Instructions to different Third-Party Providers and use different Digital Assets Services all through one Site.
5.2. You hereby appoint and authorize us to send the Instructions to the Third-Party Providers to use their Digital Assets Services.
5.3. You send relevant Instructions to the Third-Party Provider through our Site by using the relevant functionality of the Site. We send these instructions to Third-Party Providers only after receipt of all relevant Instructions from You or Authorized Persons
5.4. Our Site implements two-factor authentication to ensure we receive the Instructions from You or your Authorized Persons. Whenever You apply to submit the Instruction through the Site, we require You to provide us with an authentication code sent to your email or phone number (as applicable). The Instruction will be deemed submitted on our side only where You have provided us the relevant authentication code through the Site along with other required information. Otherwise, we will not accept the Instruction and send it to Third-Party Providers. If You need help with receipt of the authentication code, You should contact us in any way described herein or on the Site.
5.5. You bear full responsibility to check all information regarding the required Digital Assets Services, including the addressee of the transaction, before submission of the Instructions. We do not enable users to cancel and reverse transactions with Digital Assets. We will not compensate You any of your losses resulting from your mistake in the details of transactions. You should be careful and double-check all details of Digital Assets transactions before submission of Instructions on the Site.
5.6. To use our Software Services, You must have a positive balance of applicable Digital Assets in your relevant wallet in an amount enough to cover both our fees for your use of the Software Services and fees of Third-Party Providers for the use of the Digital Assets Services.
5.7. The range of the Digital Assets for which You can use our Software Services is limited. You agree that range of supported Digital Assets can change, and we will not bear any liability before You or any other third party for such amendment.
5.8. The range of the Third-Party Providers for which You can use our Software Services is limited. You agree that range of supported Third-Party Providers can change, and we will not bear any liability before You or any other third-party for such amendment.
5.9. We will execute the delivery of Instructions and render Software Services following our internal standards of best execution and contractual duty of care. We aim to provide Software Services and to enable the execution of Instructions within a reasonable timeframe. Nevertheless, our Software Services may also be subject to the terms and conditions of the relevant Third-Party Providers. You hereby acknowledge and accept that delays may occur due to various reasons, including, but not limited to, the verification of execution requirements, origin of funds clarifications, ensuring compliance with laws and regulations, or due to technical and operational reasons.
5.10. We may require You to provide additional information for enhanced verification under requirements of our compliance with AML/CTF requirements. We may execute such enhanced verification as a condition of your access to all our Software Services for one or more certain Digital Assets Services and for one or more certain Third-Party Providers. If You are subject to enhanced verification, your clearance upon such enhanced verification is a mandatory condition of your access to all or some of the Software Services and Digital Asset Services based on the grounds of its application. We hereby retain the right to suspend and reject your access to such services until You obtain all relevant AML/CTF clearances.
5.11. We DO NOT provide any investment consultations, strategies, and(or) advice through our Site, and our Software Services should be used as such. This notice, among other things, also should mean that we do not recommend you acquire certain Digital Assets by their simple reference on our Site.
5.12. If the Account lacks any information on your Digital Assets transactions executed with its use, You should contact us promptly. Bear in mind that it might not be possible to solve the problem, and you may even lose your funds if You wait too long before contacting us. In such case, to the extent permitted by the applicable law, we will not be liable for your Losses.
6. DIGITAL ASSETS SERVICES
6.1. Digital Asset Services include the following services:
(a) Exchange Services;
(b) Custody Service;
(c) Acquiring Services; and
(d) Liquidity Pool Services.
6.2. We hereby reserve the right to amend the scope of the Digital Assets Services accessible through our Site at any time without your additional notification.
6.3. WE DO NOT PROVIDE DIGITAL ASSETS SERVICES, but only enable your access to them. These Digital Assets Services are provided by our supported Third-Party Providers. You can find information on the range of supported Third-Party Providers for each type of Digital Asset Service on the Site.
6.5. We are not a party to your agreement with Third-Party Providers regarding your use of their Digital Assets Services. If You have any claims to the Digital Assets Services provided by Third-Party Provider, You should contact such Third-Party Provider directly. We will not bear any legal liabilities and compensate You for your Losses caused by errors or other problems with the software on the side of Third-Party Providers.
6.6. We can terminate our cooperation with any or all Third-Party Providers at any time without additional notice, either public or personal. If we terminate our cooperation with any Third-Party Providers, You will lose access to its Digital Assets Services through our Site. If You use Digital Assets Services, e.g., Custody Services (wallets), through our Site, You will have to continue using such Digital Assets Services directly through their platforms.
6.7. The fact that any company is included in the range of our Third-Party Providers does not constitute any warranty from us for the quality and security of its platform and Digital Assets Services. We did not conduct any due diligence for such Third-Party Providers. You should do your research and understand the terms on which You will be provided Digital Assets Services. We will not bear any liability for the Digital Assets Services provided by Third-Party Providers. Any and all claims to the promptness and quality of the Digital Assets Services should be filled directly with the Third-Party Providers through the means described on their websites and platforms.
7. PAYMENT SERVICES
7.1. WE DO NOT PROVIDE PAYMENT SERVICES. Our supported Third-Party Providers provide these Payment Services. You can find information on the range of supported Third-Party Providers for Payment Services on the Site.
7.3. We are not a party to the agreement between You and Third-Party Providers regarding your use of the Payment Services. If You have any claims to the Payment Services provided by Third-Party Provider, You should contact such Third-Party Provider directly. We will not bear any legal liabilities and compensate You for any Losses resulting from errors or other problems on the side of Third-Party Providers.
7.4. You hereby acknowledge that services involving fiat currencies may depend on the operating hours and other operational restrictions of the banks and other Third-Parties Providers involved.
8.1. In consideration for the provision of the Digital Asset Services to You, You agree to pay a brokerage fee to SingleBroker as indicated to You separately every time before your submission of the relevant Instruction. In addition, You agree to pay applicable Third-Party Providers fees for their Digital Assets Services and(or) Payment Services.
8.2. If You are charged our brokerage fees, the information about such fees will be available on the Site, and such fees will be deducted along with the execution of the Digital Asset transaction by the Third-Party Provider.
8.3. Our fees are calculated specifically for every Digital Asset transaction after You provide all relevant details through the Site. Such fees are relevant for a limited period and will be recalculated after.
8.4. You should have the relevant type and balance of the Digital Assets in your wallet with Third-Party Provider connected to the Site to pay our and Third-Party Providers' fees.
8.5. We do not withdraw, possess or control in any way the fees of the Third-Party Providers. On their websites, You can find information about the amount and(or) calculation of the Third-Party Providers' costs. In case You disagree with their quotation, You should contact them directly.
8.6. Once You approve the main Digital Assets transaction, You provide us authorization to send Instructions on withdrawing our fees from your Digital Assets wallet with the relevant Third-Party Provider.
The moment You provide us verification code for the Digital Asset transaction, You agree with our fee for facilitating such a Digital Asset transaction.
8.7. Our brokerage fees may change from time to time. SingleBroker shall not be responsible or liable for notifying You about any changes of such fees except for notifying You of the fee before submitting the Instruction.
8.9. Third-Party Providers also can change their fees from time to time. We shall not be liable for any of your Losses, expenses, or other costs incurred to You by Third-Party Providers due to changes in their fees.
9. DIGITAL ASSET PROTOCOLS
9.1. We do not own or control the underlying software protocols that govern Digital Assets' operation. Generally, the underlying protocols are open source; anyone can use, copy, modify, and distribute them. We assume no responsibility for the operation of the underlying protocols, and SingleBroker cannot guarantee the accuracy of the information provided or the functionality, security, legality, or availability of the underlying protocols. You acknowledge and accept the risk that underlying software protocols relating to any Digital Assets You use may change.
9.2. Using our Software Services, You acknowledge and agree that the underlying protocols are subject to sudden changes in operating rules, known as Forks. In the event of Fork, You agree that we may suspend SingleBroker’s operations (with or without advance notice to You) and that SingleBroker may, in its sole discretion, decide whether or not to support (or cease supporting) either branch of the forked protocol entirely. You acknowledge and agree that SingleBroker assumes no responsibility or liability regarding an unsupported branch of a forked protocol.
10. AML/CTF LAWS, SANCTIONS, AND LIMITATIONS TO OUR SOFTWARE SERVICES
10.1. Upon registration, we will conduct your identity verification to the extent required to comply with all applicable anti-money laundering and counter-terrorist financing laws and regulations, sanctions, and other relevant related regulations.
10.2. Your use of the Software Services and Digital Asset Services is conditional to successfully completing this process. Where appropriate, we may implement enhanced verification and ask You to provide additional personal information to determine your eligibility for the Software Services and Digital Asset Services.
10.3. You authorize us to make inquiries, whether directly or through third parties, which we consider necessary to verify your identity or protect You or us against fraud or other financial crime and to take action we reasonably deem necessary based on the results of such inquiries. When we conduct these inquiries, You acknowledge and agree that your personal information may be disclosed to credit reference, fraud prevention, or financial crime agencies and that these agencies may respond to our inquiries in full.
10.4. You warrant that You will not use our Site and Software Services to hold or trade in any Digital Assets and fiat currencies You know or suspect to violate anti-money laundering and counter-terrorist financing laws, sanctions restrictions, or other relevant related regulations. These include, but are not limited to, receiving or supplying Digital Assets to individuals or countries subject to any financial sanctions regimes. If You receive any funds or Digital Assets from other users during your use of the Digital Asset Services, which You know or suspect to contravene applicable anti-money laundering laws, sanctions, and other relevant related regulations, You warrant that You will immediately notify SingleBroker by email at email@example.com.
10.5. We may not provide all of our Digital Asset Services to customers domiciled in certain countries due to restrictions under applicable law or restrictions under our internal policies (these are known as “Restricted Countries”). If You are or become a resident of a Restricted country, You may be unable to access some of our Software Services and Digital Asset Services of Third-Party Providers. We may change the list of Restricted Countries and the extent to which the Software Services and Digital Asset Services are available in a Restricted Country from time to time. For further information, please get in touch with us at firstname.lastname@example.org.
10.6. Therefore, we are not permitted and will not accept applications for Accounts from residents domiciled in certain Restricted Countries as applicable. If You are or become a resident of a Restricted Country, You will not be able to access or use any of our Software Services and Digital Asset Services of Third-Party Providers. If You travel to a Restricted Country, You may not have access to your Account or some of our Software Services and Digital Asset Services of Third-Party Providers. This restriction applie even if You do not reside in the Restricted Country normally.
10.7. We are not liable for any Loss resulting from your inability to access the Site, whether that is because You are Restricted Country, your country becomes a Restricted Country, or if it is caused by circumstances outside our control.
11.1. You are responsible for maintaining adequate security and control of your Account details, including any and all usernames and email addresses, passwords, two-factor authentication codes, passwords, or any other codes or credentials used to access the services.
11.2. We will recognize instructions provided via the Account as valid. You acknowledge that all instructions provided via your Account will be treated as having been provided by You, and You will bear any and all responsibilities arising from these instructions. If another person has provided instructions relating to Software Services and Digital Asset Services via your Account, we reserve the right to hold You jointly and severally liable in law for any such use of your Account.
11.3. We use reasonable endeavors to protect the Site from viruses, worms, Trojan Horses, and other malware. Nevertheless, WE DO NOT WARRANT THAT THE SITE IS FREE FROM SUCH VIRUSES AND ACCEPTS NO LIABILITY FOR ANY DAMAGE OR LOSS THAT MAY RESULT FROM THE TRANSMISSION OF ANY MALWARE VIA THE SITE OR VIA ANY FILES WHICH ARE AVAILABLE FOR YOU TO DOWNLOAD FROM OUR SITE. WE ARE NOT RESPONSIBLE FOR ANY TECHNICAL OR OTHER ISSUES IN USING THE SITE CAUSED BY THIRD-PARTY SOFTWARE ON YOUR SYSTEM.
11.4. You are required to notify us as soon as practicable of any breach of security by sending an email to email@example.com indicating the subject as ‘Security Breach’ and including all details relevant to the breach.
11.5. You must take all reasonable steps required to minimize the impact of any security breaches, including, where appropriate, immediately changing the login details for your Account.
11.6. WE DO NOT TAKE ANY RESPONSIBILITY FOR LOSSES TO YOU CAUSED BY SECURITY BREACHES.
11.7. We take all reasonable measures to keep the information You have provided safely. However, in the event of any security breach by SingleBroker, we endeavor to contact You by email informing You of the details of the breach, including the nature of any information compromised as appropriate and the steps we will be taking to address the breach as soon as possible from the moment of the discovery of the security breach. In the event of any security breach on a large scale, we will endeavor to contact You with the full details of the breach as soon as this information becomes available.
12. LIMITATION OF OUR LIABILITY
12.1. SingleBroker shall only be liable to You for loss or damage caused directly and reasonably foreseeable by our breach of these Terms, and our liability in these circumstances is limited as set out below.
12.2. To the maximum extent permitted by applicable law, in no event shall SingleBroker or our affiliates, or any of our or their respective officers, directors, agents, employees, or representatives, be liable for any loss or damage arising under or in connection with these Terms or otherwise, including in connection with:
(a) any incidental, indirect, special, punitive, consequential, or similar damages or liabilities whatsoever (including, without limitation, damages for loss of data, information, revenue, profits, or other business or financial benefit) arising out of or in connection with the Software Services and Digital Asset Services provided hereunder, any performance or non-performance of the Software Services and Digital Asset Services provided hereunder, or any other product, service or other item provided by or on behalf of SingleBroker or by or on behalf of Third-Party Provider, whether under contract, statute, strict liability or other theory;
(b) 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, even if we are advised of or knew or should have known of the possibility of the same, You may not recover for any loss of anticipated trading profits or for any actual trading losses made as a result of the failure to buy or sell;
(c) any loss of or damage to reputation or goodwill, any loss of business or opportunity, customers or contracts, any loss or waste of overheads, the management or other staff time; or any other loss of revenue or actual or anticipated savings, even if we are advised of or knew or should have known of the possibility of the same;
(d) any loss of use of hardware, software, or data and or any corruption of data; including but not limited to any losses or damages arising out of or relating to any inaccuracy, defect, or omission of digital currency price data; any error or delay in the transmission of such data; and or any interruption in any such data;
(e) the provision or unavailability of any Digital Asset, Account, Software Services, and Digital Asset Services or the Site;
(f) the collection, deposit, or credit of invalid, fraudulent, or forged Digital Assets transfers;
(g) any information that we provide on Digital Assets, market trends, or otherwise, even if such information is provided at your request;
(h) any act or omission of any Third-Party Provider, whether or not appointed by us, as we are not obliged to request such Third-Party Provider to comply with its obligations;
(i) the exercise or attempted exercise of, failure to exercise, or delay in exercising, a right or remedy or a delay or error in making Digital Assets transactions or deliveries under these Terms;
(j) your or an Authorised Person's Instructions, any unauthorized Instructions, or our refusal to act on any Instruction;
(k) any Force Majeure;
(l) any interruption, delay, suspension, discontinuance, or failure of our Software Services and(or) Digital Asset Services of the Third-Party Providers;
(m) any refusal to process or authorize, or any reversal of, any transaction for any reason;
(n) your inability to effect or complete any transaction due to system maintenance or breakdown or non-availability of the Site, network, our hardware or software, or that of any third parties;
(o) any unauthorized or ineligible use of our Software Services and(or) Digital Asset Services of the Third-Party Providers contrary to these Terms;
(p) our compliance with applicable laws and(or) court orders;
(q) hacking, tampering, virus transmission, or other unauthorized access or use of our Software Services or the Account or any information or assets contained therein;
(r) your inability to use our Software Services and(or) Digital Asset Services of the Third-Party Providers;
(s) termination of these Terms;
(t) any return or purported return of Digital Assets upon the termination of these Terms for whatever reason,
(u) any loss or damage whatsoever which does not stem directly from our breach of these Terms; and(or)
(v) any Loss or damage whatsoever which is in excess of that which was caused as a direct result of our breach of these Terms (whether or not You can prove such loss or damage).
This Clause applies where the loss arises for any reason and even if the loss was reasonably foreseeable or we had been advised of the possibility of the Loss except to the extent of a final judicial determination that such damages resulted from SingleBroker's gross negligence, fraud, or willful misconduct.
12.3. To the maximum extent permitted by any applicable law, we make no warranties of any kind, whether express or implied, concerning our Software Services and(or) Digital Asset Services of the Third-Party Providers, including but not limited to implied warranties of satisfactory quality, functionality, fitness for a particular purpose, non-infringement, compatibility, security, accuracy, title, condition or completeness, merchantability, or any implied warranty arising from a course of dealing or usage or trade. We do not represent or warrant that access to our Software Services and(or) Digital Asset Services of the Third-Party Providers will be continuous, uninterrupted, timely, or error-free.
12.4. NOTWITHSTANDING THE FOREGOING, IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF SINGLEBROKER, AFFILIATES, AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, ATTORNEYS, AGENTS, REPRESENTATIVES, SUPPLIERS, OR CONTRACTORS ARISING OUT OF OR IN CONNECTION WITH THE SOFTWARE SERVICES PROVIDED HEREUNDER, ANY PERFORMANCE OR NON-PERFORMANCE OF SUCH SERVICES, OR ANY OTHER PRODUCT, SERVICE OR OTHER ITEM PROVIDED BY OR ON BEHALF OF SINGLEBROKER, WHETHER UNDER CONTRACT, STATUTE, STRICT LIABILITY OR OTHER THEORY, EXCEED THE AMOUNT OF THE FEES PAID BY YOU TO SINGLEBROKER UNDER THESE TERMS IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM FOR LIABILITY OR USD$10,000 WHICHEVER IS THE LOWER AMOUNT.
12.5. The Site may contain links to other websites on the Internet, including links to Third-Party Providers' platforms. These other websites are not controlled and operated by us, and You acknowledge that, whether or not such websites are affiliated with us in any way, we are not responsible for the accuracy, legality, decency, or any other aspect of the content of such websites.
12.6. We reserve the right to modify or discontinue, temporarily or permanently, all or any part of the Software Services under no notice.
12.7. Nothing in these Terms shall exclude or limit our liability based on our fraud or fraudulent misrepresentation, deliberate misconduct, gross negligence, or for death or personal injury arising from our gross negligence. If and to the extent applicable law does not allow the above limitations of warranty and liability, such limitations shall not apply to You.
13. YOUR LIABILITY
13.1. You shall be fully responsible for any losses, expenses, or other costs, including legal fees, incurred by us (as well as our respective officers, directors, agents, employees, and representatives) which are caused by your conduct concerning or arising out of your use of the Software Services, your Account or a breach of these Terms whether by You or another person, where this conduct is intentional, reckless or negligent.
13.2. If we are subject to a claim by any third party due to your conduct, we may recover against You any and all losses, expenses, or other costs incurred by us as a result of any such claim.
13.3. You acknowledge and agree that we:
(a) may use Third-Party Providers at our discretion to provide You with our Software Services and enable your access to their Digital Asset Services from time to time;
(b) may be unable to provide the Software Services and enable your access to the Digital Asset Services if the latter ones are not available on commercially reasonable terms; and
(c) are not liable for the acts, omissions, or unavailability on reasonable commercial terms or any Losses sustained in connection with the use of such Third-Party Providers (including but not limited to cases of dissolution or insolvency or failures in custodianship), provided that we exercise reasonable care in their selection and appointment (but not for any subcontractor or other third party that such third party service provider may use).
13.4. Where we, in our sole discretion, reasonably believe that any user (including yourself) is or may be engaging or attempting to engage in fraudulent or unlawful activity, we may take any steps (or we may request you to take any steps) we consider necessary or desirable, to prevent, mitigate or investigate such activity. You agree to comply with such requests, including any requests to provide us with information, to the maximum extent permitted by applicable law.
14. YOUR LIABILITY
14.2. You agree and acknowledge that we may, from time to time, carry out testing of our systems, including testing of backup systems, and we may use copies of your data as part of these tests.
15. RESTRICTING OR TERMINATING YOUR ACCESS
15.1. If any of the following events occur:
(a) We reasonably believe that your use of the Software Services violates any applicable law (including AML/CTF, market abuse, and sanction issued by any regulator or government agency), these Terms, or our customers’ legitimate interests;
(b) It becomes or may become (in our reasonable opinion) contrary to applicable law for us to maintain or give effect to all or any of the obligations under these Terms or otherwise provide access to the Site;
(c) We consider it desirable or necessary to remove any or all Digital Asset Services to maintain the order and safety of the Site system, in our sole and absolute discretion;
(d) Where You have, or we reasonably believe that You have acted in an unfair or abusive manner by breaching these Terms and their Annexes;
If You become unable to meet your obligations as they become due or enter into liquidation or have a bankruptcy petition presented against You or
(e) You propose a form of composition or arrangement to its creditors, or if You cease or threaten to cease all or part of your business; or
(f) You become subject to an administration order or have a receiver or similar appointment or order made, or proceedings commenced in respect of any of your assets;
We may, without notice:
(a) Restrict, freeze, or terminate your Account;
(b) Restrict, freeze, or terminate your access to the Software Services;
(c) Close out all or any of your open position at current market prices; and(or)
(d) Take any other measures which, in our reasonable opinion, are necessary to prevent any adverse consequences to us, the Software Services, any other users of the Site, and any other third party.
15.2. If You become aware of the occurrence of any event referred to in the previous Clause, You must give us notice of such event as soon as is reasonably practicable.
15.3. If we restrict your use of Software Services or your Account per this Clause, we shall not be liable for any losses, expenses, or other costs incurred to You, any other user of the Site, and(or) any other third party.
16. INTELLECTUAL PROPERTY
16.1. All intellectual property (IP) on the Site, including, but not limited to, our logos, databases, Site design, text and graphics, software, photos, videos, music, sounds, and any combinations of the aforementioned files, and the intellectual property rights of software compilation, associated source code and software are owned by us or our affiliates. You may not copy, modify, copy, transmit, or use any of the foregoing materials or content for commercial purposes.
16.2. All IP rights in our name (including but not limited to business goodwill, trademarks, and logos) shall be owned by us and our affiliates.
16.3. You shall not illegally use or dispose of our IP rights or the IP rights of any other person during your use of the Software Services offered through the Site.
16.4. Your logging onto the Account and(or) use of any of the Software Services shall not be deemed as our transfer of any intellectual property to You.
17. TERM AND TERMINATION
17.1. You can close your Account through the Site. Once we receive your Account cancellation request, we will, within a reasonable time period and following the applicable termination period, cancel your Account and password and delete (save as required by applicable law) from our records the information You submitted to us as a part of the registration and verification process.
17.2. We reserve the right to revoke your access to the Software Services, and these Terms shall be terminated on the date of the cancellation of your access to the Software Services, as notified to You.
17.3. We also may suspend, restrict or terminate any (or all) of the Terms, your access to any (or all) of the Software Services (including access to your Account), and deactivate your Account immediately, if:
(a) You provide incorrect, incomplete, or misleading information or make a representation or warranty that is incorrect or misleading;
(b) You act fraudulently or dishonestly or in our discretion that a transaction is fraudulent or erroneous;
(c) anything occurs which, in our opinion, is likely to have a material adverse effect on your ability or willingness to comply with your obligations under the Terms;
(d) your Account, or You are subject to pending investigation or government proceedings;
(e) any of your Digital Assets are subject to enforcement of a judgment or are expropriated, compulsorily acquired, or resumed on any basis;
(f) You are convicted of a tax or other crime in any jurisdiction;
(g) we, in our discretion, consider that your Account is being operated or the Software Services are otherwise being used irregularly or improperly;
(h) You fail to provide any information requested under the Terms, or where required to do so in compliance with any applicable law or the requirement of any contract; or
(i) any other event of default (however described) under any other agreement between You and us occurs.
17.4. You acknowledge that our decision to take certain actions under this Clause for any reason at our sole discretion may be based on confidential criteria essential to our risk management and security protocols. You agree that we are under no obligation to disclose the details of its risk management and security protocols to You.
17.5. Suspensions, restrictions, or terminations from using the Software Services will be reversed only as soon as reasonably practicable once the reasons for refusal no longer exist, as determined in our sole discretion. We are not obligated to execute any suspended, reversed, or terminated transactions at the same price or on the same terms.
18. FEEDBACK AND COMPLAINTS
18.1. If You have any feedback, questions, or complaints, or if something has gone wrong, please get in touch with us at the email address provided herein.
18.2. While we strive to respond to You as soon as possible, for complex matters, it may take up to 15 days or longer to respond to You.
19. NO FINANCIAL ADVICE
19.1. The information provided on the Site or furnished to You through your Account or any employee, agent, or affiliate of SingleBroker does not constitute financial, investment, or other professional advice on any particular transaction. It must be treated as something different than a substitute for specific advice.
19.2. You are solely responsible for any decision to store, buy or sell Digital Assets, and such decisions should consider your risk tolerance and financial circumstances. Advice from a suitably qualified professional should always be sought in relation to any particular transaction and your particular circumstances.
It is your responsibility to determine whether and to what extent any taxes apply to any transactions You conduct through SingleBroker, and to withhold, collect, report, and remit the correct amounts of taxes to the appropriate Tax Authorities.
21.1. You agree that we will use the email address and the phone number tied to your Account to contact You about the management and operation of SingleBroker, including for security breaches.
21.2. You are responsible for keeping your email address and phone number up to date.
22. ENTIRE AGREEMENT AND SURVIVAL
22.1. These Terms (including any information incorporated by reference herein) comprise the entire agreement between You and SingleBroker for the Software Services provided on the Site.
22.2. All provisions of these Terms which by their nature extend beyond the expiration or termination of these Terms will continue to be binding and operate after the termination or expiration of these Terms.
22.3. If any court or competent authority decides that any provision of these Terms is invalid, unlawful, or unenforceable to any extent, such term shall, to that extent only, be severed from the remaining terms. The remaining terms shall remain valid to the fullest extent permitted by law.
23. GOVERNING LAW AND JURISDICTION
23.1. These Terms (including regarding the existence, validity, or termination of these Terms), all non-contractual obligations arising from or connected with them, and the use of the Software Services shall be governed by and construed following the laws of Switzerland.
23.2. If your habitual residence is in the EU, and You are a consumer, You also possess the protection provided by obligatory law provisions in your country to the residence.
23.3. The parties agree to submit to the exclusive jurisdiction of the courts of Switzerland, provided, however, that SingleBroker shall have the right, at its sole option, to initiate proceedings against You in any other court of competent jurisdiction.
23.4. To the extent approved by applicable law, You hereby waive Your rights to bring or participate in any class action or multi-plaintiff or -claimant action in court related to these Terms. Any litigation initiated under these Terms shall be conducted on an individual basis, solely between You and the Company.
24.1. The Company hereby reserves the right to amend these Terms by publishing its updated version on the Site with a new date of the last update on its first page.
24.2. You acknowledge that your continued use of the Site after we published an updated version of the Terms shall be recognized as your unconditional and unequivocal consent to all of the provisions of the updated Terms.
24.3. You hereby undertake regularly to check the published version of the Terms for amendments and to familiarize yourself with the amended text (if the Terms are amended).
24.4. We are not obliged to notify You about amendments to these Terms.
25. CONTACT US
For any information and questions regarding the Site and Software Services, You can contact us as follows:
- by phone at +41 41 55 100 53
- through email at firstname.lastname@example.org
- by post to Mühlegasse 18, CH-6340 Baar, Switzerland.