Terms and Conditions

October 2020

1.         General

1.1       This is an agreement (“Agreement”) between you and Kingswap Pte Ltd (together with our affiliates and/or subsidiaries from time to time, if any) (“Kingswap”), a private limited company incorporated in Singapore whose registered office is 50 Raffles Place, #19-03 Singapore Land Tower, Singapore 048623. We provide, amongst other services, a decentralized exchange based on liquidity pools backed by Automated Market Makers and has launched the “Kingswap” Project in furtherance of the same

1.2       References in this Agreement to “Kingswap”, “we”, “our” and “us” are to Kingswap. References to “you” or “your” are to the person with whom Kingswap enters into this Agreement.

1.3       By accessing any areas on our website (including www.kingswap.io), applications, exchanges, platforms and software (collectively, “Sites”) and signing up of any accounts therein (where applicable), you agree that you have read, understood and accepted all the terms and conditions contained in this Agreement (“Terms”), save where expressly provided for specifically in each of the Sites (of which the latter shall take precedence).

1.4       You should be aware that the risk of loss in trading or holding digital currencies can be substantial. As with any asset, the value of digital currencies can fluctuate and there can be a substantial risk that you lose money buying, selling, holding, or investing in digital currencies.

1.5       Kingswap shall only operate in jurisdictions where its Services (defined below) are specifically licensed.

1.6       Even in jurisdictions where Kingswap is licensed to provide its Services (defined below), the said services may not necessarily be regulated by the Government and you may therefore not be protected by regulation. You should carefully consider whether trading or holding digital currencies is suitable for you in light of your financial condition. Kingswap is not obligated to provide you with legal advice as to whether the said Services are regulated by the government of the jurisdiction that you reside in, and you should seek your own legal advice.

1.7       If you download any applications through any app store distribution platform (“App Provider”), you acknowledge and agree that: (i) these Terms are between us, and not with the App Provider; (ii) the App Provider has no obligation to furnish maintenance and support services or handle any warranty claims; and (iii) the App Provider is not responsible for addressing any claims you or any third party have relating to the App.

1.8       If you are not comfortable with any of these Terms, we would advise you to exit. By accessing any of the Sites, you are agreeing to these Terms. Please continue only if you can accept these Terms.

2.         Eligibility

2.1       To be eligible to use any of the Services, you must be at least 18 years old and reside in a country in which the said services are accessible. Please note that not all Services are available in every country. 

2.2       By accessing or using the Sites, you represent and warrant that you have not previously been suspended or removed from the Sites. You represent and warrant that you are not: (a) located in, under the control of, or a national or resident of any country to which the Singapore has embargoed goods or services. You further represent and warrant that you will not use the Sites if the laws of your country prohibit you from doing so in accordance with these Terms.

3.         Access to the Sites

3.1       The accessibility and operation of the Sites rely on technologies outside our control. We are not able to guarantee continuous accessibility or uninterrupted operation of the Sites.

3.2       In order to access and use certain features on the Sites, you must create an account with us ("Kingswap Account"). You agree to: (a) provide accurate, current and complete information when creating or updating a Kingswap Account; (b) maintain and promptly update your Kingswap Account information; (c) maintain the security and confidentiality of your login credentials and restrict access to your Kingswap Account and your computer; (d) promptly notify us if you discover or otherwise suspect any security breaches related to the Sites; and (e) take responsibility for all activities that occur under your Kingswap Account and accept all risks of unauthorised access.

4.         The Services

4.1       The following services (the “Services”) may be provided to you by Kingswap:

a. providing off-ramp currency converting solutions;

b. providing liquidity by creating liquidity pools;

c. issuing non-fungible tokens (“NFTs”) in the form of Kingswap NFTs; and

d. issuing digital payment tokens in the form of $King Tokens (“Digital Currency”).

4.2       Your Kingswap Account enables you to access the Services.

4.3       You may purchase the $King Tokens by linking a valid payment method to your Kingswap Account or your own wallet. You authorise us to debit funds using your selected payment method(s) to complete your purchase. Although we will attempt to deliver NFTs and Digital Currency to you as promptly as possible, funds may be debited from your selected payment method before the status of your Digital Currency or NFT transaction is shown as complete, and it is delivered to your own wallet. You may sell Digital Currency in exchange for fiat currency (such as SGD or EUR) or other digital currencies (such as ETH and BTC) supported by your own wallets. In such circumstances, you authorise us to debit your wallet and to send instructions to credit your selected payment method(s) in settlement of sell transactions. We will send these instructions as soon as reasonably possible. Any fiat currency should be credited to your selected payment method(s) by the end of the business day after we send such instructions.

4.4       We will make reasonable efforts to fulfil all purchases of Digital Currency and NFTs, but in some circumstances, we may be unable to. If this is the case, we will notify you and seek your approval to re-attempt the purchase at the current Exchange Rate (as defined below).

4.5       The availability of a method of payment depends on a number of factors including, for example, where you are located, the identification information you have provided to us, and limitations imposed by third party payment processors.

4.6       Each purchase or sale of Digital Currency and NFT is subject to a fee (a "Conversion Fee"). The applicable Conversion Fee will be displayed to you on the Site prior to each transaction and is stated in each receipt we issue to you. We may adjust our Conversion Fees at any time. We will not process a transaction if the Conversion Fee and any other associated fees would, together, exceed the value of your transaction.

4.7       Each purchase or sale of Digital Currency and NFT is also subject to the Exchange Rate for the given transaction. The "Exchange Rate" means the price of a given supported Digital Currency in fiat currency as quoted on the Sites. The Exchange Rate is stated either as a "Buy Price" or as a "Sell Price", which is the price at which you may buy or sell Digital Currency and NFT, respectively.

4.8       You acknowledge that the Buy Price Exchange Rate may not be the same as the Sell Price Exchange Rate at any given time, and that we may add a margin or ‘spread’ to the quoted Exchange Rate. You agree to accept the Exchange Rate when you authorise a transaction. We do not guarantee that you will be able to buy and / or sell your Digital Currency and NFT on the open market at any particular price or time.

4.9       By clicking the ‘Buy’ or ‘Sell’ button on the Sites, you are authorizing Kingswap to initiate the transaction at the quoted Buy Price or Sell Price and agree to any associated Conversion Fees and Exchange Fees. You cannot cancel, reverse, or change any transaction marked as complete or pending. If your payment is not successful or if your payment method has insufficient funds, you authorise us, in our sole discretion, either to cancel the transaction or to debit your other payment methods in any amount necessary to complete the transaction. You are responsible for maintaining an adequate balance and/or sufficient credit limits in order to avoid overdraft, insufficient funds, or similar fees charged by your payment provider.

4.10     We will process Digital Currency or NFT transactions in accordance with the instructions we receive from you. You should verify all transaction information prior to submitting instructions to us. We do not guarantee the identity of any user, receiver, requestee or other third party and we will have no liability or responsibility for ensuring that the information you provide is accurate and complete.

4.11     Digital Currency and NFT transactions cannot be reversed once they have been broadcast to the relevant network.

4.12     We may charge network fees ("transaction fees") to process a Digital Currency or NFT transaction on your behalf. We will calculate the transaction fees at our discretion, although we will always notify you of the transaction fees at (or before) the time you authorize the Digital Currency or NFT transaction. Transaction fees for each individual transaction will be disclosed to you at the time of purchase on the checkout page. When you or a third party sends Digital Currency or NFT to a wallet from an external wallet not hosted by Kingswap, the person initiating the transaction is solely responsible for executing the transaction properly, which may include, among other things, payment of transaction fees in order for the transaction to be successful. Non-payment of transaction fees may cause your transaction to remain in a pending state outside of Kingswap’s control and we are not responsible for delays or loss incurred as a result of an error in the initiation of the transaction and have no obligation to assist in the remediation of such transactions.

4.13     Once submitted to a Digital Currency or NFT network, a Digital Currency or NFT transaction will be unconfirmed for a period of time pending sufficient confirmation of the transaction by the network. A Digital Currency transaction is not complete while it is in a pending state. Digital Currency or NFT associated with Digital Currency or NFT transactions that are in a pending state will be designated accordingly and will not be included in your Kingswap Account balance or be available to conduct Digital Currency or NFT transactions until confirmed by the network.

4.14     Under no circumstances should you attempt to use your Kingswap Account to store, send, request, or receive digital currencies in any form that we do not support (although we will use reasonable efforts to help you move or sell Digital Currency or NFT that we no longer support). We assume no responsibility or liability in connection with any attempt to use your Kingswap Account for digital currencies that we do not support. Please contact us if you have any questions about which Digital Currencies we currently support.

4.15     Unless specifically announced on the Site or via an official public statement of Kingswap, we do not support metacoins, colored coins, side chains, or other derivative, enhanced, or forked protocols, tokens, or coins which supplement or interact with a Digital Currency or NFT we support (collectively, "Advanced Protocols"). You should not use your Kingswap Account to attempt to receive, request, send, store, or engage in any other type of transaction involving an Advanced Protocol. Our platform is not configured to detect and/or secure Advanced Protocol transactions.

4.16     We have no control over, or liability for, the delivery, quality, safety, legality or any other aspect of any goods or services that you may purchase from, or sell to, any third party (including other users of the Services). We are not responsible for ensuring that a third party buyer or a seller you transact with will complete the transaction or is authorised to do so. If you experience a problem with any goods or services purchased from, or sold to, any third party using Digital Currency transferred using the Services, or if you have a dispute with such third party, you should resolve the dispute directly with that third party.

4.17     The underlying protocols are likely to be subject to sudden changes in operating rules ("forks"), and such forks may materially affect the value, function, and/or the name of the Digital Currency or NFT you store in your own wallet. Where possible, we may provide you with notices or alerts on forks in accordance with this Agreement below and you must read such notices or alerts received from us to consider how to deal with upcoming forks.

4.18     However, it is your responsibility to make yourself aware of, and consider how to deal with, upcoming forks. In the event of a fork, there is a risk that we may need to temporarily suspend operations in relation to that fork without providing advance notice to you. We may, in our reasonable discretion, decline to support either or both branches of a fork. You acknowledge the risks presented by forks and you accept that we have no responsibility to assist you to move or sell an unsupported branch of a forked protocol.

4.19     All Digital Currencies and NFTs held in your own wallet are assets held by you. Among other things, this means:

a. Title to Digital Currency and NFT shall at all times remain with you and shall not transfer to Kingswap. As the owner of Digital Currency and NFT in your own wallet, you shall bear all risk of loss of such Digital Currency and NFT. Kingswap shall have any liability for fluctuations in the fiat currency value of Digital Currency and NFT held in your Kingswap Account.

b. You control the Digital Currency and NFT held in your own wallet. At any time, subject to outages, downtime, and other applicable policies, you may withdraw your Digital Currency and NFT by sending it to a different blockchain address controlled by you or a third party.

5.         Account Setup

5.1       To use some of the Services, you will need to register for a Kingswap Account by providing your name, email address and a password and accepting the terms of this Agreement. By using a Kingswap Account, you agree and represent that you will use the Services only for yourself, and not on behalf of any third party, unless you have obtained prior approval from Kingswap in accordance with this Agreement. You are fully responsible for all activity that occurs under your Kingswap Account. We may, in our sole discretion, refuse to open a Kingswap Account for you, or limit the number of Kingswap Accounts that you may hold or suspend or terminate any Kingswap Account or the trading of Digital Currency in your account.

5.2       If, to the extent permitted within this Agreement, or as otherwise permitted by Kingswap from time to time, you grant express permission to a third party to access or connect to your Kingswap Account(s), either through the third party's product or service or through the Sites, you acknowledge that granting permission to a third party to take specific actions on your behalf does not relieve you of any of your responsibilities under this Agreement. You are fully responsible for all acts or omissions of any third party with access to Kingswap Account(s) and any action of such third party shall be considered to be an action authorised by you. Further, you acknowledge and agree that you will not hold Kingswap responsible for, and will indemnify Kingswap from, any liability arising out of or related to any act or omission of any third party with access to your Kingswap Account(s).

5.3       You agree to provide us with the information we request for the purposes of identity verification and the detection of money laundering, terrorist financing, fraud, or any other financial crime, and permit us to keep a record of such information. You may need to complete certain verification procedures before you are permitted to start using the Services.

5.4       The information we request may include certain personal information including, but not limited to, your name, address, telephone number, email address, date of birth, information regarding your bank account (such as the name of the bank, the account type, routing number, and account number), customer type, customer role, billing type and other subscriber status details. In providing us with this or any other information that may be required, you confirm that the information is accurate and correct and you agree to keep us updated if any of the information you provide changes. We will treat this information in accordance with data protection principles provided for in this Agreement.

5.5       You authorize us to make enquiries, whether directly or through third parties, that we consider necessary to verify your identity or protect you and/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 carry out these enquiries, you acknowledge and agree that your personal information may be disclosed to credit reference and fraud prevention or financial crime agencies and that these agencies may respond to our enquiries in full. This is an identity check only and should have no adverse effect on your credit rating. Additionally, we may require you to wait some amount of time after completion of a transaction before permitting you to use further services and/or before permitting you to engage in transactions beyond certain volume limits.

6.         Refund Rights

6.1       If an unauthorized transaction occurs as a result of our failure, we will refund you the amount of that transaction by no later than the end of the next business day after becoming aware of any unauthorized transaction. Generally, you will not be liable for losses incurred after you have notified us of the unauthorized transaction or if we have failed at any time to provide you with the means for notifying us.

6.2       You will be liable for the first SGD50 of any losses you incur in respect of an unauthorized transaction which arises from the use of lost or stolen credentials (for example when you have failed to keep the login details for your Kingswap Account secure), and if you are fraudulent, or you intentionally or negligently fail to carry out your obligations under this Agreement and this results in unauthorized transactions (for example, if you deliberately share your email and password with a third party, or are grossly negligent in keeping your email and password secure, you will be liable for all resultant losses incurred as a result of any such unauthorized transactions, not just the first SGD50. For the avoidance of doubt, this Clause is subject to the our absolute discretion.

6.3       Where there is a dispute between us and you regarding whether or not a transaction is an unauthorized transaction, we may (but are not obliged to) temporarily credit your refund whilst we settle the dispute. Where we determine that the transaction was authorized, we may reverse that credit without prior notice to you, although please note that during this period your Kingswap Account may be temporarily locked to avoid further unauthorized transactions.

6.4       Where an incorrect transaction is made as a result of our action or error we shall refund to you the amount of that transaction without undue delay. We will also endeavour to provide you with reasonable notice where possible. We will also pay any charges for which we are responsible, and for any interest which you can show that you have had to pay as a consequence of any incorrect transaction. Irrespective of our liability, on your request, we shall try to trace any incorrect transaction initiated by you free of charge. However, we cannot guarantee that we will be able to trace such transactions.

7.         Suspension, Termination and Cancellation

7.1       We may: (a) refuse to complete, or block, cancel or reverse a transaction you have authorized, (b) suspend, restrict, or terminate your access to any or all of the Services, and/or (c) deactivate or cancel your Kingswap Account with immediate effect for any reason, including but not limited to where:

            a. we reasonably believe that we need to do so in order to protect our reputation;

            b. we are, in our reasonable opinion, required to do so by applicable law, regulation or any court or other authority to which we are subject in any jurisdiction;

            c. we reasonably suspect you of acting in breach of this Agreement;

            d. we have concerns that a transaction is erroneous or about the security of your Kingswap Account or we suspect the services are being used in a fraudulent or unauthorised manner;

            e. we suspect money laundering, terrorist financing, fraud, or any other financial crime;

            f. use of your Kingswap Account is subject to any pending litigation, investigation, or government proceeding and / or we perceive a heightened risk of legal or regulatory non-compliance associated with your Kingswap Account activity; and / or

            g. you take any action that may circumvent our controls such as opening multiple Kingswap Accounts or abusing promotions which we may offer from time to time.

7.2       We may also refuse to complete or block, cancel or reverse a transaction you have authorized where there is insufficient funds in your own wallet to cover the Digital Currency or NFT transaction and (where applicable) associated fees at the time that we receive notification of the transaction or if your credit or debit card or any other valid payment method linked to your Kingswap Account or Kingswap Account is declined.

7.3       If we refuse to complete a transaction and / or suspend, restrict or close your Kingswap Account, and / or terminate your use of our services, we will (unless it would be unlawful for us to do so) provide you with notice of our actions and the reasons for refusal, suspension or closure, and where appropriate, with the procedure for correcting any factual errors that led to the refusal, suspension or closure. In the event that we refuse to complete a transaction and / or suspend your Kingswap Account we will lift the suspension or complete the transaction as soon as reasonably practicable once the reasons for refusal and / or suspension no longer exist. However, we are under no obligation to allow you to reinstate a transaction at the same price or on the same terms as the suspended, reversed or cancelled transaction.

7.4       We may suspend, restrict, or terminate your access to any or all of the services and/or deactivate or cancel your Kingswap Account, without reason by giving you one months’ notice. Such provision of notice is at our absolute discretion. You acknowledge that our decision to take certain actions, including limiting access to, suspending, or closing your Kingswap Account, may be based on confidential criteria that are essential for the purposes of our risk management and security protocols. You agree that we are under no obligation to disclose the details of its risk management and security procedures to you.

7.5       On termination of this Agreement for any reason, unless prohibited by applicable law or by any court or other order to which Kingswap is subject in any jurisdiction, you are permitted to access your Kingswap Account for thirty (30) days thereafter for the purposes of facilitating transfer of Digital Currency and/or NFTs out.

7.6       You are not permitted to use the services or your Kingswap Account for any other purposes during these periods and we may, at our discretion, limit the functionality of the Sites for you accordingly.

8.         Relying on Information

8.1       We provide our websites as sources of general information only. We are not involved in giving professional advice here. The websites may not cover all information available on a particular issue. We would advise that you conduct your own checks or obtain professional advice relevant to your particular circumstances, outside of the websites.

8.2       We deal on an execution only basis and do not advise on the merits of particular transactions, or their taxation consequences.

8.3       Without prejudice to our foregoing obligations, in asking us to enter into any transaction, you represent that you have been solely responsible for making your own independent appraisal and investigations into the risks of the transaction. You represent that you have sufficient knowledge, market sophistication, professional advice and experience to make your own evaluation of the merits and risks of any transaction. We give you no warranty as to the suitability of the products traded under these Terms and assume no fiduciary duty in our relations with you.

8.4       Where we do provide generic trading recommendations, market commentary or other information:

a. this is incidental to your dealing relationship with us. It is provided solely to enable you to make your own investment decisions and does not amount to advice;

b. we give no representation, warranty or guarantee as to the accuracy or completeness of such information or as to the tax consequences of any transaction.

9.         Restrictions on Use of Materials

9.1       Unless otherwise indicated on the Sites, the Sites and all content and other materials on the Sites, including, without limitation, any logos and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, "Materials") are the proprietary property of Kingswap or its licensors or users and are protected by Singapore and international copyright laws.

9.2       No Material from the Sites shall be reproduced, republished, uploaded, posted, transmitted or otherwise distributed in any way without our prior written consent. Graphics and images on the Sites are protected by copyright and may not be reproduced or appropriated in any manner without our prior written consent.

9.3       Modification of any of the materials or use of any of the materials for any other purpose will be a violation of copyright and other intellectual property rights.

9.4       The downloading of any software, including any files, images and data accompanying the software (hereinafter called "the software") from the Sites by you does not in any way transfer title of the software to you. You may not redistribute, sell, de-compile, reverse-engineer or disassemble or otherwise deal with the software nor create derivative works from the Sites or the materials thereon. Any unauthorized use of the Sites or the Materials thereon is strictly prohibited. 

10.       Sites Accuracy and Third-Party Content

10.1     Access to services may become degraded or unavailable during times of significant volatility or volume. This could result in the inability to buy or sell for periods of time and may also lead to support response time delays.

10.2     Although we intend to provide accurate and timely information on the Sites, the Sites may not always be entirely accurate, complete or current and may also include technical inaccuracies or typographical errors.

10.3     In an effort to continue to provide you with as complete and accurate information as possible, information may, to the extent permitted by applicable law, be changed or updated from time to time without notice, including without limitation information regarding our policies, products and services. Accordingly, you should verify all information before relying on it, and all decisions based on information contained on the Sites are your sole responsibility and we shall have no liability for such decisions.

10.4     Kingswap and its users may provide third party content on the Sites and may provide links to web pages and content that are not owned or controlled by Kingswap (collectively the "Third Party Content") as a service to those interested in this information.

10.5     Kingswap does not control, endorse or adopt any Third-Party Content and makes no representation or warranties of any kind regarding the Third-Party Content, including without limitation regarding its accuracy or completeness.

10.6     You acknowledge and agree that we are not responsible or liable in any manner for any Third-Party Content and undertake no responsibility to update or review any Third-Party Content. Users use such Third-Party Content contained therein at their own risk. Your business dealings or correspondence with, or participation in promotions of, any third parties, and any terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and such third parties. Kingswap is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or promotions or as the result of the presence of such Third-Party Content on the Site.

11.       User Conduct and Obligations

Your access to the Sites is subject to the following restrictions and prohibitions on use. You agree that you shall not upload, post, transmit, share or otherwise make available through, or to, the Sites any content that:

a. Is unlawful, abusive, threatening, harmful, obscene, lewd, offensive, defamatory, or otherwise objectionable.

b. Might infringe the intellectual property rights, privacy rights, rights of publicity, or other proprietary rights of others.

c. Might violate any local, federal, or international law, or any rules of any securities exchange, either intentionally or unintentionally.

d. Contains any viruses, trojan horses, time bombs, cancelbots, or any other harmful or disruptive computer code, file, or program designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment.

e. Disrupt, disable, place unreasonable burdens or excessive loads on, interfere with, or attempt to gain unauthorised access to any portion of the Sites, or their computer systems, servers, or networks.

f. Post or provide any information that that you know (or ought to know) is false or misleading, provide false information about yourself, impersonate any other person, or otherwise attempt to mislead others about your identity, your affiliation with any person or entity, or the origin of any content, message, or other communication.

g. Upload, post, transmit, share, or otherwise make available any unsolicited or unauthorised advertising, solicitations, promotional materials, "junk mail", "spam", "chain letters", "pyramid schemes", or any other form of solicitation, bulk e-mail, or duplicative messages.

h. Use any automatic or manual process to collect, harvest, gather, or extract information about other visitors to or users of the Sites, or otherwise systematically extract data or data fields, including without limitation any financial and/or currency data or e-mail addresses.

i. Use the Sites for the purpose of gathering information for, or transmitting, unsolicited bulk commercial e-mail over the Internet to other users of the Sites or to other third parties. Internet e-mail sent to, or through, the computer systems of the Sites or to users of the Sites or to other third parties containing invalid or forged headers, invalid or non-existent domain names, or other deceptive addressing is deemed counterfeit.

j. Provide access to or use of any portion of the Sites through any timesharing system, service bureau, the Internet, or any other technology now existing or developed in the future, except as specifically permitted in writing by Kingswap.

k. Redistribute any information and content, including but not limited to financial and currency data, in any manner whatsoever including without limitation by means of printed publication, fax broadcast, web pages, e-mail, web newsgroups or forums, or any other electronic or paper-based service or method, to any person, organisation, corporation or other entity, including within your own organisation or externally.

l. Use any information and content, including but not limited to financial and currency data, for any purpose competitive with Kingswap’s businesses which include, without limitation, providing raw currency data and currency rate conversion services.

m. Present, archive, cache, frame, scrape, or mirror any information and content from any part of the Sites within another web site, except with express written permission from Kingswap.

n. Remove, obscure, or alter any notice of Kingswap’s intellectual property rights present on or in the Sites, including but not limited to copyright, trademark, and/or patent notices.

o. Copy, disassemble, decompile, translate, reverse engineer or otherwise reduce the Sites software or use any network monitoring or discovery software to determine the network and/or computer architecture, except as permitted by mandatory rules of applicable law that cannot be disapplied by contract.

p. Remove, disable, defeat, or change any functionality or appearance of the Sites or intentionally alter the format in which financial and currency data is provided by Kingswap or otherwise circumvent the Sites’ regular interfaces to such data; and embed or import any financial and currency data provided in, on or through the Sites into any information services (whether or not web-based), data files, or application software, including without limitation accounting and payroll systems, except as specifically permitted in writing by Kingswap.

q. Embed or import any financial and currency data provided in, on or through the Sites into any information services (whether or not web-based), data files, or application software, including without limitation accounting and payroll systems, except as specifically permitted in writing by Kingswap.

r. The foregoing prohibitions expressly include, but are not limited to, the practice of "screen scraping", or any other practice or activity the purpose of which is to obtain lists of data, portions of a database, or other lists or information from the Sites, in any manner or in any quantities not authorised in writing by Kingswap.

12.       Modifications to Terms and Conditions of Use

12.1     We reserve the right to change or modify the terms and conditions contained in these Terms or any policy or guideline of the Sites, at any time and in our sole discretion. We may provide notice of these changes by posting the revised Terms to the Sites and changing the "Last Revised" date at the top of the Terms, or by providing other means of notice as we will determine each time in our sole discretion. Using a particular form of notice in some instances does not obligate us to use the same form in other instances. Any changes or modifications will be effective immediately upon posting the revisions to the Sites, and will apply to your subsequent use of the Sites.

12.2     You waive any right you may have to receive specific notice of such changes or modifications. Your continued use of this Site will confirm your acceptance of such changes or modifications; therefore, you should review the Terms and applicable policies whenever you use the Sites to understand the terms that apply to such use. The most current version of the Terms can be reviewed by clicking on the "Terms of Use" hypertext link located at the bottom of our web pages. If you do not agree to the Terms in effect when you access or use the Sites, you must stop using the Sites.

13.       Limitation of Liability

13.1     If you have a dispute with one or more users of the services (other than Kingswap), you agree that neither we nor our affiliates, subsidiaries or service providers, nor any of our respective officers, directors, agents, joint venturers, employees and representatives, will be liable for any claims, demands and damages (actual and consequential, direct or indirect) of any kind or nature arising out of or in any way connected with such disputes.

13.2     You agree to indemnify us, our affiliates, subsidiaries and service providers, and each of our, or their, respective officers, directors, agents, employees and representatives, in respect of any costs (including attorneys' fees and any fines, fees or penalties imposed by any regulatory authority) that have been reasonably incurred in connection with any claims, demands or damages arising out of or related to your breach and / or our enforcement of this Agreement or your violation of any law, rule or regulation, or the rights of any third party.

13.3     Kingswap’s total aggregate liability to you for any individual claim or series of connected claims for losses, costs, liabilities or expenses which you may suffer arising out of, or in connection with, any breach by Kingswap of this Agreement shall be limited to a maximum aggregate value of the combined value of the $King Digital Currency and Kingswap NFTs on deposit in your own wallet at the time of the relevant claim. Where we are considering a specific claim relating to a specific transaction this sum shall be further limited to the purchase / sale amount (as relevant) of the transaction in dispute.

13.4     In addition to the liability cap above, in no event shall we, our affiliates, subsidiaries or service providers, or any of our or their respective officers, directors, agents, employees or representatives, be liable for any of the following types of loss or damage arising under or in connection with this Agreement or otherwise:

            a. 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 of the same. This means, by way of example only (and without limiting the scope of the preceding sentence), that if you claim that we failed to process a buy or sell transaction properly, your damages are limited to no more than the combined value of the supported Digital Currency and NFTs at issue in the transaction, and that 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;

            b. any loss of, or damage to, reputation or goodwill; any loss of business or opportunity, customers or contracts; any loss or waste of overheads, management or other staff time; or any other loss of revenue or actual or anticipated savings, whether direct or indirect, even if we are advised of or knew or should have known of the possibility of the same;

            c. 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; and

            d. 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).

13.5     The limitation of liability in this Section 13 is subject to any obligations that we have under applicable law and regulation, including our obligation to exercise reasonable care and skill in our provision of the services. Nothing in this Agreement shall limit our liability resulting from our fraud or fraudulent misrepresentation, gross negligence, deliberate misconduct, for death or personal injury resulting from either our or our subcontractors’ negligence.

13.6     The services are provided on an "as is" and "as available" basis, with no further promises made by us around availability of the services. Specifically, we do not give any implied warranties of title, merchantability, fitness for a particular purpose and/or non-infringement. We do not make any promises that access to the Sites, any of the services, or any of the materials contained therein, will be continuous, uninterrupted, timely, or error-free.

13.7     We make no representations about the accuracy, order, timeliness or completeness of historical Digital Currency price data available on the Sites. We will make reasonable efforts to ensure that requests for debits and credits involving bank accounts, credit and debit cards are processed in a timely manner but we make no representations or warranties regarding the amount of time needed to complete processing which is dependent upon many factors outside of our control. We will make reasonable efforts to ensure that requests for electronic debits and credits involving bank accounts, credit cards, and cheque issuances are processed in a timely manner, but we make no representations or warranties regarding the amount of time needed to complete processing which is dependent upon many factors outside of our control.

13.8     Except for the express statements set forth in this Agreement, you hereby acknowledge and agree that you have not relied upon any other statement or understanding, whether written or oral, with respect to you use and access of the services and Sites.

13.9     We are not liable for any breach of the Agreement, including delays, failure in performance or interruption of service, where they arise directly or indirectly from abnormal and unforeseeable circumstances beyond our control, the consequences of which would have been unavoidable despite all effects to the contrary, nor are we liable where the breach is due to the application of mandatory legal rules.

14.       Privacy

Your use of the Sites and our services is subject to our Privacy Policy.

15.       Contact

15.1     If you have any feedback, questions, or complaints, contact us as provided below:

Email:

hello@kingswap.io

Attention it to the “Data Privacy Officer”

 

Office address:

50 Raffles Place, #19-03 Singapore Land Tower, Singapore 048623

Attention it to the “Data Privacy Officer”

15.2     In the event of a complaint, please set out the cause of your complaint, how you would like us to resolve the complaint and any other information you believe to be relevant. A customer complaints officer ("Officer") will consider your complaint. The Officer will consider your complaint without prejudice based on the information you have provided, and any information provided by Kingswap

.

15.3     Within 15 business days of our receipt of your complaint the Officer will address all points raised in your complaint by sending you an email in which the Officer will: (i) offer to resolve your complaint in the way your requested; (ii) make a determination rejecting your complaint and set out the reasons for the rejection; or (iii) offer to resolve your complaint with an alternative solution. In exceptional circumstances, if the Officer is unable to respond to your complaint within 15 business days for reasons beyond Kingswap’s control, the Officer will send you a holding reply indicating the reasons for a delay in answering your complaint and specifying the deadline by which the Officer will respond to your complaint (which will be no later than 30 business days from our receipt of your complaint).

15.4     Any offer of resolution made to you will only become binding on us if accepted by you. An offer of resolution will not constitute any admission by us of any wrongdoing or liability regarding the subject matter of the complaint.

16.       Governing Law and Jurisdiction

16.1     These Terms are governed by the laws of Singapore, and subject to the non-exclusive jurisdiction of the courts of the Republic of Singapore for any suit, action or proceeding arising out of these Terms.

16.2     If it has not been possible to resolve a dispute through the dispute process set out above, any dispute arising out of or in connection with this Agreement, including any question regarding the existence, validity or termination of this Agreement, shall be referred to and finally resolved by arbitration under the Arbitration Rules of the Singapore International Arbitration Centre, which are deemed to be incorporated by reference into this Section.

16.3     The tribunal shall consist of three arbitrators. The place and seat of the arbitration shall be Singapore. The language to be used in the arbitration proceedings will be English. The decision of the arbitrators will be final, binding and enforceable against you and us, and a judgment upon any award rendered by the arbitrators may be entered in any court having jurisdiction. In no event will the arbitrators have the authority to make any award that provides for punitive or exemplary damages.

17.       Data Protection

            You acknowledge that we may process personal data in relation to you (if you are an individual), and personal data that you have provided (or in the future provide) to us in relation to your employees and other associated, or other individuals (if you not an individual), in connection with this Agreement, or the services. We will process this personal data in accordance with the Privacy Policy. Accordingly, you represent and warrant that:

            a. your disclosure to us of any personal data relating to individuals other than yourself was or will be made in accordance with all applicable data protection and data privacy laws, and those data are accurate, up to date and relevant when disclosed;

            b. before providing any such personal data to us, you acknowledge that you have read and understood our Privacy Policy, and, in the case of personal data relating to an individual other than yourself, have (or will at the time of disclosure have) provided the individual with a copy of, or directed the individual towards a webpage containing that Privacy Policy (as amended from time to time); and

            c. if from time to time we provide you with a replacement version of the Privacy Policy, you will promptly read that notice and provide updated copies of the Privacy Policy to, or re-direct towards a webpage containing the updated Privacy Policy, any individual whose personal data you have provided to us.

18.       Miscellaneous

18.1     This Agreement (including documents incorporated by reference herein) comprise the entire understanding and agreement between you and Kingswap as to the subject matter hereof, and it supersedes any and all prior discussions, agreements and understandings of any kind (including without limitation any prior versions of this Agreement), and every nature between and among you and Kingswap.

18.2     This Agreement is personal to you and you cannot transfer or assign your rights, licenses, interests and/or obligations to anyone else. We may transfer or assign our rights licenses, interests and / or our obligations at any time, including as part of a merger, acquisition or other corporate reorganisation involving Kingswap, provided that this transfer or assignment does not materially impact the quality of the services you receive. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.

18.3     If any provision of this Agreement is determined to be invalid or unenforceable under any applicable law, this will not affect the validity of any other provision. If any provision is found unenforceable, the unenforceable provision will be severed, and the remaining provisions will be enforced.

18.4     We may not always strictly enforce our rights under this Agreement. If we do choose not to enforce our rights at any time, this is a temporary measure and we may enforce our rights strictly again at any time.

18.5     This Agreement and any information or notifications that you or we are to provide should be in English. Any translation of this Agreement or other documents is provided for your convenience only and may not accurately represent the information in the original English. In the event of any inconsistency, the English language version of this Agreement or other documents shall prevail.

18.6     In the event that Kingswap is acquired by or merged with a third party entity, we reserve the right, in any of these circumstances, to transfer or assign the information we have collected from you and our relationship with you (including this Agreement) as part of such merger, acquisition, sale, or other change of control.

18.7     All provisions of this Agreement which by their nature extend beyond the expiration or termination of this Agreement, including, without limitation, the Sections relating to suspension or termination, Kingswap Account cancellation, debts owed to Kingswap, general use of the Sites, disputes with Kingswap, and general provisions will continue to be binding and operate after the termination or expiration of this Agreement.

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