TERMS OF USE

Last updated: Aug 16, 2018

INTRODUCTION

Flux (https://flux.coindelta.com/) is a peer to peer platform which facilitates the sale and/or purchase of Bitcoin (BTC), Ethereum (ETH), Ripple (XRP) and/or Tether (USDT) (collectively, “Digital Assets”), along with its online storage. Upon consideration of your use of the Platform and the Services, you agree to comply with all the provisions of the Terms (the “Services”). It is wholly owned and operated by Bitfair Technologies Private Limited a company incorporated under the Companies Act, 2013 and having its registered office at Ground B, Plot No 44, Midas Tower, RGIP, Phase 1, Hinjewadi, Pune, Maharashtra, 411057.

These terms of use (together with the documents referred to in it) (“Terms”) govern your use of our website at https://flux.coindelta.com/ and our Flux application for mobile and other handheld devices (collectively, the “Platform”).

Any reference to “you” or “your” or “user” (if applicable) refers to you as a user of the Platform and/or the Services (defined below); any reference to “Coindelta”, “we”, “our” and “us” shall refer to the Company (defined below). Please read these Terms carefully before you start to use the Platform.

In consideration of your use of the Platform and the Services, you agree to comply with all the provisions of the Terms.

If you do not agree to these Terms, you must not use the Platforms. If you do not agree with any amendments made by us to these Terms at any time in future, you must stop using the Platform with immediate effect.

By using the Platform and the Services, you acknowledge that you have read, understood and agree to be bound by these Terms, along with the Privacy Policy (https://flux.coindelta.com/privacy-policy) and Anti-Money Laundering Policy (https://flux.coindelta.com/aml-policy), which are incorporated herein by way of reference. The Privacy Policy sets out the terms on which we process any personal data we collect from you, or that you provide to us. By using the Platform, you consent to the processing and you warrant that all data provided by you is accurate. The Anti-Money Laundering Policy sets out the terms regarding the verification of the User’s identity. Further, it provides the process for early identification and reporting of prohibited/illegal activities which may be committed by using our Services

ACCESS TO PLATFORM AND REGISTRATION OF ACCOUNT

  • Access to the Platform. Access to the Platform is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of the Platform, without notice. We do not guarantee that the usage of the Platform will always be available, error-free or be uninterrupted. We are not responsible for any malfunction, breakdown, delay or interruption of the internet connection, or any reason why our site is unavailable at any given time. We will not be liable to you including without limitation for any losses incurred due to volatility of prices of the Digital Assets if for any reason the Platform are unavailable at any time or for any period. You are also responsible for ensuring that any and all persons accessing the Platform through your internet connection are aware of these Terms and other applicable terms and conditions, and that they comply with them.
  • Registration. In order to access the Platform and certain resources therein, we may request certain registration details from you to register a user account. If you wish to access any Services, you must activate your account (the “Account”) by following the verification procedure set forth in the AML Policy (as may be applicable). You represent and warrant that all details you provide during the registration process will be correct, updated and complete. In case you are unable to complete the verification process or you provide details which are incorrect, not updated or incomplete, Coindelta shall have the right to terminate and/or suspend your Account. Every User shall have the right to create 1 (one) Account. If you choose to register with us using the procedure specified on our Platform, an account will be created for your use on the Platform and you will be provided with required Account Information (defined hereinafter) to enable your access to your Account
    For the purposes of the Terms, “Account Information” refers to a password and such information which may be provided by you as part of our security and verification procedures. In case we permit registrations on the Platform through any third-party website like Gmail, the login information of such third-party account, as the case may be, shall be considered part of the Account Information
    When logging onto the Platform, we may also permit you to use Google Authenticator being provided by Google Inc. for creation of a two-step authentication settings or any other similar service as may be notified by us from time to time. We shall not be obliged to explain the reason for denial to any person requesting registration as a user of the Platform; and we will not be obligated to return documents submitted by you.
  • Confidentiality of Account Information. You must always treat Account Information as confidential and must not disclose it to any third party; and are responsible for safeguarding the password for accessing your Account. We encourage you to use “strong” passwords preferably using a combination of upper and lower case letters, numbers and symbols. Coindelta will not be liable for any loss or damage whatsoever arising from your failure to comply with this instruction. In case we allow you to use the Services after the verification process, and determine that you are a legitimate user, and any access to the Platforms through your Account shall be considered as access by you or on your behalf, even if the registered Account Information has been forged, altered, stolen, or otherwise illegally used, or if it has been a case of some sort of accident. You shall be solely responsible for any activity carried out in, by or through your Account either on the Platform or any other website accessed by you through the Platform. You shall not allow a third-party to use your Account, loan or transfer your Account to a third party, change the holder of any Account to a third party, sell or purchase the Account. You agree and acknowledge that you shall not hold us liable for any losses or other consequences arising on account of any unauthorized use of your Account (including but not limited to any third-party use of Account as mentioned above). If you know or suspect that anyone other than you has unauthorized access to your Account Information, or any part of it, you must notify us by contacting here (https://flux.coindelta.com/). We are not liable for any unauthorized use of your Account.
    For the purposes of this clause, “third party” includes without limitation a relative as defined under the Companies Act, 2013 of India and the rules made thereunder.
  • Representations and warranties for registration. You hereby represent and warrant that:
    • you are competent to contract, that is, (i) in case you are an individual, that you are over 18 (eighteen) years of age, or (ii) in case you are registering on behalf of an entity, that you are legally authorized to enter into, and bind the entity to, these Terms and register for the Services, in accordance with the laws of India;
    • you have carefully reviewed the contents of these Terms and have understood and agreed with it;
    • your name is not included in any Sanctions Lists (as defined in the AML Policy);
    • you are a resident of India, as defined under the Foreign Exchange Management Act, 1999 and the rules and regulations framed thereunder;
    • you are not part of an organized crime group, group affiliated with an organized crime group or member of an organized crime group, criminal group posing as social movements, group engaging in illegal acts under the pretext of political activities or any other similar group (or member thereof) or individual that uses statements of violence, intimidation, threats and fraudulent methods in order to make unreasonable demands and pursue economic gain (collectively, “Anti-social Forces”); or have any sort of relationship and/or involvement with any Anti-Social Forces by providing funds and/or other benefits to it to help or otherwise involved in the maintenance, operation, and/or management of such Anti-Social Force;
    • there are no actions, suits, claims, proceedings or investigations pending or threatened against and/or by you, before any court, arbitrator or governmental authority under the Prevention of Money Laundering Act;
    • there are no actions, suits, claims, proceedings or investigations pending or threatened against and/or by you, before any court, arbitrator or governmental authority under the Prevention of Money Laundering Act;
    • your account does not contain misleading, inaccurate or fraudulent information, including, but not limited to a fake phone number, fake reputation information for your account, fake residence or fraudulent identification documents;
    • you do not use your account to act as an intermediary or broker for any other person or entity;
    • you maintain adequate security and control of any and all usernames, passwords, two-factor authentication codes or any other codes or credentials that you use to access the Services;
    • you are not an employee, founder and/or board member of any other Digital Assets exchange; and/or
    • your registration has not been previously suspended or terminated by us for any reason whatsoever.
  • Disabling access to Account. We have the right to disable your access to the Account or any part of it, at any time, if in our reasonable opinion you fail to comply the Terms, including without limitation the AML Policy.
  • Changes in criteria for Account registration. In case we change the eligibility criteria for registration with the Platform, and you no longer comply with the new criteria, you accept that we shall have the right to deactivate your Account without any liability to us. You are solely responsible for ensuring that your compliance with these Terms and all applicable laws. If your right to access the Services is revoked or use of the Services is in any way prohibited, in such circumstances, you agree not to use or access the Platforms or use the Services in any way.

USAGE OF THE PLATFORM

  • Email use and threat policy. Any private communication, including email correspondence, is not regulated by Coindelta. Coindelta encourages its Users to be professional, courteous and respectful when communicating via email. Coindelta shall have the right to investigate and take action against any emails which are in violation of Coindelta’s policies. Any violation of the policy may result in a range of actions including, without limitation, Account suspension and removal of published offers. The following types of e-mail are considered objectionable as per the policy of Coindelta.
    • Threats of bodily harm – Coindelta does not permit its Users to send other Users explicit threats of bodily harm.
    • Misuse of Coindelta system – Coindelta allows its Users to facilitate transactions through the Coindelta system, but will investigate any misuse of this service.
    • Spam - Users are not allowed to send any unsolicited commercial messages to other Users.
    • Offers to Buy or Sell outside Coindelta– Coindelta prohibits email offers to buy or sell listed products outside of the Platform. Such offers a potential fraud risk for both Buyers and Sellers.
    • Threats of physical harm to other Users via any method including, phone and email.
  • Interactive Services. Coindelta may, from time to time, provide interactive services on the Platform, including, without limitation and chat rooms and bulletin boards. We will do our best to assess any possible risks for users from third parties when they use such interactive services on the Platform. We shall have the discretion to decide in each case whether it is appropriate to use moderation of the relevant service (including what kind of moderation to use) in the light of those risks.
    However, Coindelta is not under an obligation to oversee, monitor or moderate any interactive service provided on the Platform, and we expressly disclaim our liability for any loss or damage arising from the use of such services by a User in contravention of our Content standards, whether the service is moderated or not.
  • Viruses. The User should use its own virus protection software. The User is responsible for the introduction of any trojans, worms, logic bombs, viruses or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Platform; the server on which the Platform is stored or any server; computer or database connected to the Platform. In case you breach this clause, you will be considered to have committed a criminal offence under the Information Technology Act, 2000. Any such breach will be reported to the relevant law enforcement authorities. We will co-operate with the authorities by disclosing your identity to them. In the event of such a breach, your right to use the Platform will cease immediately.
    In no event shall Coindelta be liable for any loss or damage caused by a virus, denial-of-service attack, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Platform or your downloading of any Content on it, or on any website linked to it. Coindelta cannot and does not guarantee or warrant that files available for downloading from the Platform will be free of infection by viruses, worms, trojan horses or other code that manifest contaminating or destructive properties.
  • Restrictions on use of the Platform. The Users shall not reverse engineer or disassemble any part of the Platform for any reason whatsoever. Any such action shall amount to a material breach of the Terms and may result in Coindelta terminating the defaulting Users’ Account.
  • Transactions. Any Transactions undertaken by you on the Platform will be in accordance with Annexure A (Transactions by Users). Any Disputes between a Buyer and Seller shall be resolved in accordance with the mechanism set forth in Annexure A (Transactions by Users).

FEES

  • Account creation. We do not charge any fees for the creation of an Account on the Platform. The fees for trading on the Platform shall be as set forth in “Fee” section available at https://flux.coindelta.com/fee (“Transaction Fee”).
  • Wallet. Any deposit of Digital Assets in the online address accessible through the Platform and operated by a User for storage of its Digital Assets (the “Wallet”) is free of charge.

TAXES

  • Coindelta shall not be liable for any damage that a User may suffer as a result of enactment of or amendment to any law, decree, rule, order notification, circular notice, ordinance, guideline, or other regulation on Digital Assets in the future, or as a result of enactment of or amendment to any relevant taxation rule including that pertaining to the consumption tax in the future.
  • You acknowledge and agree that certain taxes may be applicable upon the trading of Digital Assets and you would be required to determine your tax liability under applicable laws. You are solely responsible for payment of any taxes that may arise in connection with your use of Services.
  • If a User suffers any damage due to enactment of or amendment to any enactment of or amendment to any law, cabinet order, decree, rule, order notification, circular notice, ordinance, guideline, or other regulation on Digital Assets or relevant taxation rule pertaining to the consumption tax in the future due to the enactment or amendment being enforced retroactively, Coindelta shall be exempted from any responsibility for retroactively compensating the registered user for such damage.

WALLET

  • Upon activation of your Account, we will provide you with a Wallet which will allow you to transfer or store Digital Assets supported by the Platform. A minimum balance of the Digital Assets might be required in your Wallet before you initiate any order for sale.
  • Each User in possession of the Account may use the Services to perform transactions and also manage its Digital Assets.
  • Users shall not use the Platform to transmit or exchange Digital Assets which are the direct or indirect proceeds of any criminal or fraudulent activity, including but not limited to terrorism and/or tax evasion. Coindelta reserves the right to deny, delay, or cancel a Transaction it perceives as a risk of criminal or fraudulent activity. In the event Coindelta determines that the funds may be related to the proceeds of a criminal activity, Coindelta shall have the right to freeze the Account and take action in accordance with the AML Policy.
    For the purposes of these Terms, “Transaction” shall mean and include: (i) transfer of Digital Assets from the Seller to the Buyer; (ii) transfer of INR Funds by the buyer to the Seller’s bank account; (iii) transfer of Digital Assets among the Users; and/or (iv) withdrawal of Digital Assets from a User’s Account.
  • iv. We shall have the right to refuse to execute any order and/or transaction initiated by you, if the same is in contravention to the AML Policy or to comply with directions of appropriate enforcement authorities.
  • Terms of the Wallet.
    • The Digital Assets may be stored in the Wallet provided to you and may be used to purchase other Digital Assets. Any proceeds from sale of Digital Assets will be credited to this Wallet.
    • You are not entitled to any interest on the Digital Assets in the Wallet (“DFunds”).
    • You are not permitted to transfer, store or receive any assets which are not supported by our Platform. Coindelta shall not be liable for any losses suffered by you for acting in contravention of this clause.
    • Any withdrawals from the Wallet can be made to another wallet. You may be required to verify that you own and operate such wallet prior to your request being accepted.
    • If Digital Assets are transferred, sent, contributed or donated by a third party to any Account, then such Digital Assets shall be considered by us to be the property of the User associated with the Account. This does not create a customer relationship between the sender and us and do not subject us to any obligations.

RATING OF USERS

  • We provide a facility on the Platform for Buyers and Sellers to rate each other after the execution of a Transaction, which may have an impact on the number of Buyers or Sellers who may want to enter into any Transaction with such User.
  • After the execution of a Transaction, each Buyer or Seller shall to rate the other User on a scale of 1 (one), being the lowest, to 5 (five), being the highest.
  • Your rating, at a given point of time, will be the average of ratings given by other Buyers and/or Sellers (as the case may be). You hereby acknowledge and agree that such rating shall be publicly available and visible to other Users on the Platform.

DISCLOSURE OF RISKS

  • By creating the Account you acknowledge that you have carefully assessed your financial standing and risk tolerance and you confirm that the same is suitable for trading in Digital Assets.
  • Risks of trading in Digital Assets. Please note that considerable loss may be incurred by you while trading in Digital Assets. You are thereby advised to determine your financial circumstances and risk tolerance before trading and consider the following risks:
    • The value of any Digital Asset is very volatile and you may sustain a total loss of your DFunds. We cannot and do not guarantee that the value of Digital Assets held by you with us.
    • Digital Assets are not backed by a central bank or any other financial regulator. There is no third party that may take any corrective action upon the occurrence of a global/regional crisis.
    • We shall have no liability whatsoever in the event of any loss suffered by you due to fluctuation in the price of the Digital Assets and/or any delay in the transfer of the Digital Assets.
    • Digital Assets are currently unregulated and trading, holding and transferring some or all Digital Assets may be deemed illegal in India in the future. You are encouraged to obtain appropriate legal counsel regarding the same before using the Platform.
    • Due to the market being in a nascent stage, during a market disruption or force majeure event, you may face difficulties or impossibility in liquidating your position.
    • Since Digital Assets are held online, they are susceptible to security breaches and government crackdowns that may end up compromising the integrity or anonymity of the system that produce such Digital Assets.
  • You acknowledge that the aforementioned is an unexhaustive statement of risks associated with the trade of Digital Assets and that there may be additional risks not listed or foreseen by Coindelta.

NO RELIANCE ON INFORMATION

  • Accuracy of information.Although we make reasonable efforts to update the information on the Platform, we make no representations or warranties, whether express or implied, that the Content on the Platform is accurate, complete or updated.
  • General information. Any and all Content on the Platforms is provided for your general information only. It is not intended to amount to investment advice for you to rely on. You must obtain specialist advice before taking, or refraining from, any action on the basis of the content provided on the Platform. The content of the Platform, including without limitation, text, copy, audio, video, photographs, illustrations, graphics and other visuals, is for informational purposes only and does not constitute professional investment advice, tips or recommendations of any kind.
  • Review of content. We may review content to determine whether it is illegal or violates our policies, and we may remove or refuse to display content that we reasonably believe violates our policies or the law. This does not necessarily mean that we review content, so please don’t assume that we do.
  • No endorsement. We shall not be responsible for the content of websites linked on the Platform. Such links should not be interpreted as endorsement by us of those linked websites. We will not be liable for any loss or damage that may arise from your use of them.
  • Content on the Platform.. We display some content on the Platform which is not ours. This content is the sole responsibility of the person/entity who makes it available. Reliance on any information appearing on the Platform, whether provided by Coindelta or not, is solely at your own risk and expense. Coindelta shall not bear any liability for any loss or injury that may arise due to your reliance on any information published on the Platform. Further, you acknowledge and agree that in case any claim, damage or liability arises as a result of any such reliance by you, Coindelta shall have no liability in relation to the same.

DISCLAIMERS

  • Spot transactions. You shall be allowed to only perform spot transactions at the Platform being operated by Coindelta, by placing orders to purchase or sell Digital Assets through the procedure as specified by Coindelta. Any other terms and conditions pertaining to spot transactions of Digital Assets that will take place at the Platform being operated by Coindelta shall be specified by Coindelta from time to time.
  • Bipartite contracts. Coindelta shall not become a party that is directly involved in purchase and sales transactions of Digital Assets, unless in exceptional cases. The role of Coindelta is limited to providing a platform where Digital Assets can be bought and sold based on the orders placed as specified in the preceding item. The contract for sale of any of the Digital Assets shall be a strictly bipartite contract between the seller and the buyer. Coindelta shall have no obligations or liabilities in respect of such contract. Further, Coindelta shall not have any rights, title or interest in the Digital Assets. Any unsatisfactory or delayed performance of the User, including delays as a result of the actions or omissions by third parties including but not limited to banks, payment gateway providers, pre-paid instruments and wallet providers and any other entities facilitating transfer/remittance of payments in INR, shall not be the responsibility of Coindelta.
  • Erroneous or Disruptive Transactions. You shall not engage in any trading, practice, or conduct any Erroneous and Disruptive Transactions on our Platform or any such practice which demonstrate intentional or reckless disregard for the orderly execution of transactions. For the purposes of these Terms, “Erroneous and Disruptive Transactions” shall mean any Transactions which are not placed for the purpose of executing bona fide transactions, and includes:
    • any transaction which causes any disruption or malfunction in the operation of any electronic communications, trading facilities, storage facilities, recording mechanisms, or other components of our network or integral to another Digital Asset blockchain; or
    • any transaction which causes any other significant business disruption to our network or another Digital Asset blockchain, or we believe that the nullification of any Transaction may be necessary for the maintenance of a fair and orderly market and/or the protection of your interests and/or the public interest.
  • Insufficient balance. Coindelta shall have the right to refuse transactions or partly execute any Transaction initiated by you, if your Account has insufficient Digital Assets balance. You understand that Coindelta shall not be responsible for any delay in executing transactions due to the late arrival or insufficient balances.
  • Pre-arranged Transactions. No User will be allowed to perform or initiate any Transactions which have been prearranged prior to being placed on our Platform except with our prior consent and in accordance with the procedure prescribed by us. If permitted by us, many such facility of initiating pre-arranged transactions shall not be used for the purpose of creating an artificial price, fictitious trade, or other disruptive, fraudulent, non-competitive, or unfair impact on the market.
  • Disclaimer of Warranties.
    • You expressly acknowledge and agree that use of the Services and the Platform is at your sole risk
    • You acknowledge and agree that all purchase decisions are made solely by you and we bear no responsibility or liability for the outcome of your decisions
    • The Services and the Platform are provided on an "as is" and "as available" basis.
    • Although we make best efforts to provide high quality Services to all our users, to the fullest extent allowed by law, we expressly disclaim and waive all warranties and conditions of any kind, whether express or implied, including, but not limited to the warranties of merchantability, fitness for a particular purpose or title.
    • The contents of the Services and/or the Platform may contain bugs, errors, problems or other limitations. We assume no liability or responsibility for any errors or omissions in Content.
    • In case you store or transfer any information and/or data through the Services or the Platform, you are strongly advised to make back-up duplicate copies and are solely responsible for any loss.
    • We are not responsible for the Content uploaded by you on the Platform. We are not responsible for any direct or indirect damages or losses caused to you, including without limitation, lost profits, business interruption or other loss resulting from use of or reliance in any way on anything available on the Platform. It is solely your responsibility to evaluate the accuracy, reliability, completeness and usefulness of Content available on the Platform that is used by you.
    • The Digital Assets available on the Platform are not securities and users should not expect profits from the purchase of any Digital Asset. All purchases should be made with the intent to make use of the underlying utility of the Digital Asset.
    • You acknowledge that the Reserve Bank of India (“RBI”) through a Circular (https://rbi.org.in/Scripts/NotificationUser.aspx?Id=11243&Mode=0) dated 6th April, 2018, has directed entities regulated by the RBI (“Regulated Entities”) not to deal in virtual currencies (“ VCs ”) or provide services for facilitating any person or entity in dealing with or settling VCs. You agree and acknowledge that Regulated Entitles may temporarily or permanently (A) suspend your bank accounts and/or (B) withdraw other services being rendered to you by such Regulated Entities for executing Transaction(s) related to VCs (including Digital Assets) through the Platform. In light of the Circular, you agree that we shall have no responsibility and/or liability whatsoever (whether arising directly or indirectly) on account of any (A) delay in and/or suspension of any services provided by the Regulated Entities to you including but not limited to suspension of your bank account for purchasing and/or selling VCs (including Digital Assets) through the Platform and (B) any other action(s) or omissions by the Regulated Entities.
    • We make no warranty that the Services or the Platform will meet your requirements or that the Services or your access to the Platform will be uninterrupted, timely, accurate or reliable; nor do we make any warranty as to the permanent availability of any information and/or that may be stored or transferred through the Services or the Platform.
    • In case there is any defect in any software being used for the provision of the Services, we do not make any warranty that defects in such software will be corrected. You understand and agree that any material and/or data downloaded or otherwise obtained through use of the Services or Platform is done at your own discretion and risk and you will be solely responsible for any damage to your computer system or loss of data that results from the download of such material or data.
    • No advice or information, whether oral or written, obtained by you from the Services or the Platform shall create any warranty not expressly made herein.
    • When a User elects to sell or purchase Digital Assets through the Platform, the Company shall receive the order for the Digital Assets only in the capacity of a Digital Assets marketplace. For all advertisements published on the Platform by any User for the purchase or sale of Digital Asset(s) (the “Offer”) posted on the Platform, payments shall not be collected by Coindelta on behalf of the Seller. You also agree that the payment facility provided by Coindelta is neither a banking service nor a financial service.
    • We do not endorse or recommend any particular digital asset, transaction, or purchasing strategy.

K. USER REPRESENTATIONS, WARRANTIES AND COVENANTS

You hereby acknowledge, agree, represent and warrant that:

  • You are acting for yourself (in case of business users, for such entity alone) and not for any other person;
  • Any information provided by you (including without limitation Account Information) is complete, accurate, and not misleading in any respect;
  • You have not relied upon any other person including us while Transacting;
  • You shall comply with the obligations set forth in these Terms, including without limitation the AML Policy.
  • You will use the Services for lawful purposes only and shall comply with these Terms and all applicable laws, statutes, by-laws, acts of legislature or parliament, rules, regulations, orders, ordinances, protocols, codes, guidelines, or policies of any governmental authority, including without limitation the Prevention of Money Laundering Act 2002, the Unlawful Activities (Prevention) Act 1967; and all applicable judicial orders and precedent while using and transacting on the Platform.
  • Sufficient DFunds should be maintained by you in your Wallet before initiating any order and/or transaction. In case you have insufficient funds in your Wallet then Coindelta may either cancel your order or execute a partial transaction using the DFunds available in your Wallet. As the price of Digital Assets are very volatile and subject to fluctuation, you acknowledge that the actual market rate at which an order and/or transaction is executed may vary.
  • Creation and maintenance of all Content in your Account shall be your sole responsibility. For the purposes of these Terms, “Content” shall mean any information, text, graphics, or other materials uploaded by the Company or the users, which appears on the Platform, which may or not be accessible by other users.
  • Coindelta may be required to suspend trading in cases of a force majeure event. You acknowledge that: (i) your access to the Services and/or the DFunds during such periods may be limited or restricted; and (ii) the market conditions may differ significantly, following the completion of such force majeure events.
  • You shall have the right to cancel any orders initiated but not executed on the exchange. In case of purchase of any Digital Assets, the Buyer shall have the right to cancel the order before the Buyer reaches the webpage with the Seller’s account information. In case of sale of any Digital Assets, the Sellers shall have the right to cancel the order before the Buyer confirms the Sell Request.
  • You acknowledge that all orders and/or transactions are irreversible once executed, and that we cannot control, confirm, cancel, or reverse any transactions after they are executed.
  • We do not control the underlying technology which governs the mining, creation, sale of any Digital Assets. You acknowledge Coindelta does not exercise any control over the market price or circulation or volatility of the Digital Assets. The blockchain of each Digital Asset is independently operated by a decentralised network and is solely responsible for verifying, confirming, and automatically completing any transactions successfully executed through our Platform.
  • You agree that you will not commence, maintain, initiate, or prosecute, or cause, encourage, assist, volunteer, advise or cooperate with any other person to commence, maintain, initiate or prosecute, any action, lawsuit, proceeding, charge, petition, complaint or claim before any court, agency or tribunal against Coindelta or any of its affiliate, employee, agents, directors, shareholders arising from, concerned with, or otherwise relating to, in whole or in part, delay in and/or suspension of any services provided by the Regulated Entities and/or other any action(s) or omission(s) by the Regulated Entities.

INVESTIGATIONS

We reserve the right to investigate suspected violations of these Terms, including without limitation any violation arising from any submission, posting or e-mails you make or send to any other forum. We may seek to gather information from the User who is suspected of violating these Terms, and from any other user. We may suspend any users whose conduct or postings are under investigation and may remove such material from its servers as it deems appropriate and without notice. If we believe, in our sole discretion, that a violation of these Terms has occurred, it may edit or modify any submission, posting or e-mails, remove the material permanently, cancel postings, warn users, suspend users and passwords, terminate accounts or take other corrective action as it deems appropriate. We will fully co-operate with any law enforcement authorities or court order requesting or directing us to disclose the identity of anyone posting any e-mails, or publishing or otherwise making available any materials that are believed to violate these Terms.

INTELLECTUAL PROPERTY RIGHTS

  • All Content on the Platform is the property of Coindelta, unless otherwise specified in these Terms, and is protected under copyright, trademark and other applicable laws.
  • The trademarks, logos and service marks of Coindelta and any other persons used on the Platform (“Marks”) are the property of Coindelta and their respective owners.
  • The Platform may in places include third party intellectual property including, but not limited to, the software used for creating or distributing Digital Assets. Coindelta does not own any rights to such third-party intellectual property and is bound by the license terms for such intellectual property. Hence, by virtue of these Terms, the Users shall also be bound by the said license terms.

INDEMNIFICATION

  • To the maximum extent permitted by applicable law, you shall indemnify, defend and hold harmless Coindelta and its owners, licensee, affiliates, subsidiaries, group companies (as applicable) and their respective officers, directors, agents, representatives, predecessors, successors and assigns, from and against any claim or demand, actions, damages, costs and expenses including reasonable attorneys' fees, transaction fees, made by any third party or penalty imposed due to or arising out or relating to:
    • your use of the Services and/or the Platform;
    • breach of these Terms, Privacy Policy and/or AML Policy, or
    • violation of any law, rules or regulations or third party rights (including, without limitation, infringement of intellectual property rights).
  • Coindelta shall be responsible for providing the Platform where sales and purchase transactions of Digital Assets can be performed, and shall not be obliged to ensure that all orders placed by the registered users are successfully executed as desired. In the event any order placed by an User could not be executed, or an order placed by an User has been executed but the contract on the order is subsequently nullified, revoked or there is a cause for challenging its execution or effectiveness, Coindelta shall be exempted from any responsibility for compensating the User for the damage suffered.
  • The User must investigate, on its own, whether the use of the Services by him/her violates applicable laws. Coindelta shall not be responsible for any costs incurred by you in such an investigation and does not provide any warranty that the use of the Services by each User does not violate applicable laws.
  • Coindelta does not provide any warranty or otherwise take any responsibility as to any sales or purchase transaction of any Digital Asset, its value, functions, application, or usage (including warranty against defects). Further, in the event a User directly or indirectly obtains any information from Coindelta pertaining to any of the Services or other users, Coindelta shall not provide any additional warranty to the User beyond the extent stipulated in these Terms.
  • Coindelta shall have the right to take all reasonable measures to rectify any system malfunctioning including, but not limited to, preventing any Digital Asset orders placed by Users from being executed or prevent the contracts on those orders from going into effect, or nullifying contracts that have already gone into effect. Coindelta shall have the sole discretion in regard to the procedure for nullifying or correcting any contracts which have gone into effect erroneously and also to determine the amounts of Digital Assets by which to make necessary profit and loss adjustments for the aforementioned process. It shall notify the Users regarding its decision as soon as possible. Coindelta shall not be liable for compensating for damage suffered by any User in regard to the order or contract cancellation or the Services.
  • Coindelta reserves the right to exercise sole control over the defence, at your expense, of any claim subject to indemnification. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Coindelta.

LIMITATION OF OUR LIABILITY

  • We exclude all conditions, warranties, representations or other terms which may apply to the Platform or any Content on it including any information or the Platform itself or Services, whether express or implied to the maximum extent permitted by law.
  • In no event shall our aggregate liability towards any User exceed the fees paid (if any) by such user during the 6 (six) months immediately preceding the date of claim for any direct, indirect or consequential loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, including those arising under or in connection with:
    • use of, or inability to use, the Services or the delays in transmission or operation of the Platform; or
    • use of or reliance on any Content and/or information displayed on the Platforms;
    • errors, omission or deletion of files; or
    • use of the Services provided through the Platforms.
    whether or not resulting from any communication failure, theft, unauthorised access or a force majeure event.
  • In case you are a business user, you hereby agree that we will not be liable for any:
    • loss of anticipated savings;
    • loss of profits, sales, business, business opportunity or revenue;
    • business interruption; and/or
    • loss of business opportunity, goodwill or reputation.
  • You shall not use the Platform for any commercial or business purposes without obtaining a legally valid license to do so from Coindelta in accordance with the procedure specified by us in this regard.

SUSPENSION OF SERVICES

  • Grounds for suspension. We shall have the right to entirely or partially suspend your access to the Platform or interrupt the use of Services by providing prior notice, if:
    • if it becomes impossible for Coindelta to continuously operate the Services due to any force-majeure event;
    • if Coindelta has determined it necessary to suspend or interrupt the Services;
    • any inspection or maintenance service (periodic or emergency) must be performed on any computer system that is related to the Services;
    • if there has been a decrease in liquidity of any Digital Asset for which the Services are being provided;
    • if any related telecommunication or computer line has stopped properly functioning due to any reasons whatsoever;
    • if Coindelta’s assets have been stolen by hacking or other means;
    • if any investigation is to be carried out by Coindelta on unauthorized account usage or activity; and/or
    • if there is an abnormal situation making it necessary for Coindelta to stop providing the Services.
  • Consequences of suspensionn. If any User suffers damage as a result of Coindelta suspending, interrupting, or otherwise ceasing to provide the Services, Coindelta shall have no responsibility whatsoever pertaining to such damage.

TERMINATION OF ACCESS AND DELETION OF ACCOUNT

  • Grounds for termination. We shall have the right to: (a) delete or suspend the account of the registered user; (b) refuse to continue providing you access to the Platform; and/or (iii) take any other actions, without notifying you in advance due to the following grounds:
    • breach of these Terms or any representation made by you being untrue;
    • an act of depositing money with Coindelta for any purpose other than to perform transactions using the Services;
    • incompetency to contract by virtue of your age or otherwise under these Terms or the applicable law;
    • holding more than 1 (one) Account;
    • an act of using another person’s name (including that of a temporary establisher) to open or attempt to open an Account;
    • an act that violates any applicable law, or internal rule of Coindelta;
    • being named under any Sanctions Lists or membership being suspended or terminated by us for any reason whatsoever.
    • engaging in or have engaged in any act that infringes or harms any intellectual property right, likeness right, right to privacy, reputation, other right or benefit of Coindelta, any other users of the Services, or other third parties (including an act that could directly or indirectly evoke the aforementioned act;
    • if you have interfered with the operation of the Services regardless of the means;
    • an act of transmitting information that includes a computer virus or other harmful computer program;
    • an act of selling, purchasing, transmitting, or receiving any fund or Digital Asset of a party that is not a registered user, using an Account; and/or
    • engaging in or have engaged in any act that is related to money laundering, or any similar act thereto, an act that is related to a criminal activity, or an act that violates public order and good morals;
  • Consequences of termination. In case the User suffers any damage due to the actions taken by Coindelta under Clause (i) above, Coindelta shall not be responsible for compensating for such damage under any circumstances. If a User falls within the ambit of Clause (i) above, Coindelta shall have the right, at its sole discretion, to perform reversing trades to settle any unsettled trading units held by the User in all outstanding leverage transactions. This may be done without providing any prior written notice to the User. Upon deletion of Account, Coindelta shall not be under an obligation to return any documents or information provided by the User prior to the deletion of the Account.
  • Survival of Terms. After deletion of the Account, the User shall continue to be bound by such Terms which by their very nature survive termination. It is expressly agreed by the Parties that the user shall not have any right to terminate the Terms. The only recourse available to the User is to stop accessing the Platform and using the Services.

MODIFICATION AND AMENDMENTS

  • Changes to the Terms and Service. We shall have the right to make amend or modify these Terms at our sole discretion and at any time by amending this page. We advise you to please check this page, from time to time, to take notice of any changes we made. Your use of the Platform and/or the Services after such amendment in the Terms will be deemed as acceptance of the revisions and they are binding on you. We may also change the Services, add or remove the features and/or functionalities of the Services, cease providing the Services or certain features thereof; or impose usage limits for the Services.
  • Changes to the Platform. We reserve the right to update the Platform from time to time, and may further change the Content. Please note that the Content on the Platforms may not be updated at any given time and we are under no obligation to update it. We do not guarantee that the Platform or its Content on it, will be free from errors or omissions.

RELEASE AND WAIVER

  • You hereby release and waive all claims against Coindelta, and its subsidiaries, affiliates, officers, agents, licensors and/or other partners, and employees, to the maximum extent permitted under applicable law, from any and all liability, claims, damages, costs and expenses (including litigation costs and attorneys' fees) of every kind and nature, arising from or in any way related to your use of the Platform, its Services, Content or use of the Digital Assets.
  • You further acknowledge and understand that any fact in relation to any matter covered by this release may be found to be different from now; and you accept and assume the risk of such possible differences in fact. Further, you expressly waive and relinquish all rights and benefits under statute or common law principles of similar effect, to the fullest extent permitted by law.
  • If we fail to insist that you perform any of your obligations under these Terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing.

MISCELLANEOUS

  • Third Party Phishing Scams. There may be fake websites pretending to be Coindelta. They often use a misspelled URL that looks like (https://flux.coindelta.com/) to trick users into sending them Funds and DFunds. DO NOT USE ANY SERVICE THAT ISN'T LOCATED EXACTLY AT THE (https://flux.coindelta.com/) DOMAIN. We are not responsible for Funds and DFunds that have been sent to any fake websites. The User is responsible to verify the accuracy of the domain and to search for the security certificate in the URL bar of the browser. In case you have any doubt, contact us directly and report any such fake websites through our Support Team located here (https://fluxsupport.coindelta.com/). You may also send us an e-mail at support@coindelta.com.
  • Linking and Framing. In case you choose to authenticate your Account through a third party service, like Google, you are linking that account to your Account. You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link to the Platform in any website that is not owned by you. Our website must not be framed on any other website, nor may you create a link to any part of the Platform other than the home page. We reserve the right to withdraw linking permission without notice. If you wish to make any use of Content on the Platform other than that set out above, by raising a support ticket over here (https://support.coindelta.com/support/how-to-create-submit-a-ticket.html).
  • Electronic Communications. When you visit the Platform or send e-mails to us, you are communicating with us electronically. You consent to receiving communications from us electronically. We will communicate with you by e-mail or by posting notices on this Platform. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You agree that in case there are any changes in any information provided by you to us, including your e-mail address and other contact details, you will be solely responsible to update them regularly. If we send any communication by e-mail, it shall be sent to your e-mail address available on the records created by you on the Platform and it shall be deemed to have been received by you once it is reflected as sent in the outbox of our e-mail id. You may opt-out of receiving any electronic communications from us at any time by raising a support ticket over here (https://support.coindelta.com/support/how-to-create-submit-a-ticket.html). You acknowledge that by sending any communication or information to you either through email or the Platform, we are not providing you with any ‘investment advice’
  • Governing Law and Jurisdiction. The Terms, its subject matter and its formation, are governed by, construed under and enforced in accordance with the laws of India. The courts of India will have exclusive jurisdiction to deal with any dispute arising out of or in connection with these Terms or any other terms and conditions made applicable on you by us. You consent to the jurisdiction and venue of such courts and waive any objection as to inconvenient forum. In case, you choose to access the Platform from any jurisdiction not governed by the laws of India, you are solely responsible for compliance with local laws of that jurisdiction and all applicable laws of such jurisdiction.
  • Severability. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, other provisions of such the Terms shall remain in full force and effect.
  • Relationship of the Parties. Notwithstanding any provision of the Terms, for all purposes including, without limitation, execution of any order and/or transaction initiated by you through the Platform, you and Coindelta shall be and act independently and not as a partner, joint venture, agent, intermediary, broker or in any other fiduciary capacity. You shall not have any authority to assume or create any obligation for or on behalf of Coindelta, express or implied, and you shall not attempt to bind us to any contract. No communication or information provided by the Company to the User shall be considered or construed as advice.
  • Entire Agreement. These Terms, the Privacy Policy and the AML Policy (incorporated by way of reference herein) comprise the entire understanding and agreement between you and Coindelta as to the subject matter hereof, and supersedes any and all prior discussions, agreements and understandings of any kind (including without limitation any prior versions of these Terms), and every nature between and among you and Coindelta. Section headings in these Terms are for convenience only, and shall not govern the meaning or interpretation of any provision of these Terms.

CONTACT US

In case you have any queries, complaints and/or feedback, you can raise a support ticket here (https://support.coindelta.com/support/how-to-create-submit-a-ticket.html).

In case you do not agree with these Terms and wish to opt-out of any provision therein, you can raise a support ticket here (https://support.coindelta.com/support/how-to-create-submit-a-ticket.html) You shall not have the right to use the Platform and/or the Services till such request made by you is accepted by us expressly in writing.

In case you do not wish to continue using our Services and want to deactivate your Account with us, please raise a support ticket over here (https://support.coindelta.com/support/how-to-create-submit-a-ticket.html) You shall not have the right to use the Platform and/or the Services till such request made by you is accepted by us expressly in writing.



ANNEXURE A

TRANSACTIONS BY USERS

CREATION AND PUBLICATION OF OFFERS

  • After the registration of your Account and verification of KYC details, you may start trading Digital Assets with other Users on the Platform.
  • A new Offer can be created by you to advertise your intention to buy or sell Digital Assets. You will be asked to specify certain Terms of Trade and other information as considered necessary by Coindelta from time to time.
  • The Offer shall be uploaded by the User in the appropriate category (Sell or Buy) through the Account. The User shall be required to provide all relevant details, including without limitation the Terms of Trade.
  • The Offer along with the details will be displayed on the Platform. Coindelta may, at its sole discretion, amend the list of rules which must be defined in the Terms of Trade.
  • The Terms of Trade shall only contain true and accurate information.
  • After creation of the Offer, Coindelta may publish the Offer on the Platform (“Published Offer”) in the relevant section. The Offer will be published only if the Seller has a minimum balance in its Wallet, which is required for the successful execution of the order.
  • The Offer may be edited to change the price of the Digital Assets prior to the initiation of a Buy Request and/or Sell Request.
  • On publication of an Offer, Coindelta transfers the Digital Assets which the Seller intends to sell in accordance with the Terms of Trade to an escrow address from the Seller’s Wallet.
  • The Published Offer may be withdrawn by the User who has published the Offer on the Platform (“Advertiser”) at any time before the initiation of a Buy Request and/or Sell Request corresponding to such Published Offer.
  • Coindelta reserves the right to (i) determine the Users who may sell or purchase Digital Assets through the Platform; and (ii) suspend access to registered Users to the Platform and the Account, or to terminate such access granted under these Terms, without assigning any reasons for doing so.

STATUS INDICATORS

There are the status indicators, which indicate the status of a Transaction undertaken by the User. It makes it easier for the User to understand what his next steps should be at a given point of time, in order to successfully purchase and/or sell Digital Assets through the Platform.

You can check the status indicators by going to “My Orders” section and then clicking on a particular order.

PURCHASE AGREEMENT

  • You may initiate trade(s) in Digital Assets by accepting the Offer created by other User(s) or wait for User(s) to initiate trade(s) with you by accepting the Offer(s) created by yourself. Each such trade request initiated by a User for trade in Digital Assets may be termed as a “Buy Request” or “Sell Request” (as the case may be).
  • By initiating a Buy Request or Sell Request in accordance with this, you agree to be bound by the terms of the potential trade specified by the Advertiser within the Offer creation process. For the purposes of the Terms, the “Terms of Trade” shall include the amount of the Digital Assets to be sold or purchased, maximum amount of INR payable, acceptable payment methods, payment window, and any other terms the Advertiser and/or Coindelta may consider necessary. The Terms of Trade shall be valid and binding in all cases, except where it contradicts these Terms or are illegal.
  • After initiation of a Buy Request or Sell Request, the price of the Digital Asset is locked and cannot be changed under any circumstances whatsoever.
  • By accepting the Buy Request and/or Sell Request initiated by another User, you are deemed to have accepted all Terms of Trade of the Offer and entered into a contract with the Advertiser for sale or purchase of the Digital Assets (“Purchase Agreement”) with the Advertiser. In such an event, the Terms of Trade shall constitute the terms and conditions of the Purchase Agreement.
  • The Purchase Agreement is deemed to be performed and all mutual obligations of both the Buyer and the Seller are deemed to be fulfilled if the Seller has received the payment from the Buyer and the Buyer has received the Digital Asset from the Seller in strict compliance with the Terms of Trade. Upon the successful performance of the Purchase Agreement, the Collateral (if any) is transferred by us to the User.
  • If the Seller has not received the payment from the Buyer and/or if the Buyer has not received Digital Asset as it was stipulated by the Terms of Trade and neither the Buyer and Seller has initiated a dispute, the Purchase Agreement is deemed to be terminated. Subject to Clause C (Dispute Resolution Mechanism), upon the termination of the Purchase Agreement, the Collateral (if any) is transferred from us to the User.
  • Both the Seller and/or the Buyer may also terminate the Purchase Agreement unilaterally if and when they are allowed to do so by these Terms.
  • For a period of at least one hundred eighty (180) days after the respective Purchase Agreement is completed or terminated or respective dispute is resolved, the Buyer, upon request by Coindelta, must be able to provide explicit and sustaining proof of the payment for the purchase of the Digital Assets.
  • The Terms of Trade including but not limited to the amount of Digital Assets, payment window, payment method, User name and amount of Digital Assets deployed as collateral for the successful consummation of the Transaction (if any) are visible on the web-page prior to sending a Buy Request and/or Sell Request cannot be altered once such a request has been sent.
  • You agree and acknowledge that upon the confirmation by the Seller regarding the receipt of the payment from the Buyer, it shall not be possible to cancel, reverse, dispute or otherwise recover or return the Digital Assets to the Seller.

DISPUTE RESOLUTION MECHANISM

  • In case the Buyer and the Seller have any disagreement regarding a Transaction, either party can initiate the dispute (“Dispute”).
  • We recommend that you first contact the Buyer or the Seller (as the case may be) via the SMS, chat or call facilities available on the Platform. You acknowledge and agree that Coindelta shall not be liable for any claims, losses and/or damages arising from or in connection to any personal information disclosed by you to the Buyer or the Seller (as the case may be).
  • Upon the Buyer or the Seller initiating a Dispute, a notification will be sent to the other Party notifying such Party regarding the initiation of the Dispute. The dispute resolution team at Coindelta will contact the Buyer and the Seller, and endeavour to resolve the Dispute.
  • The decision of Coindelta shall be considered final and binding on the parties and cannot be reversed, altered, revised or appealed against under any circumstances whatsoever.
  • During the dispute resolution process, you agree that you shall comply with all instructions issued by us to you. Such instructions may require furnishing any information and/or documents including, without limitation, bank statements, identity verification documents and/or any other information requested by us from time to time. In the event either the Buyer or the Seller provides false, inaccurate or fraudulent information to Coindelta, it shall be deemed to be a material breach of the Agreement.
  • The Disputes may be resolved by Coindelta in the following manner:
    • In case the Seller claims that the Seller has not received the payment from the Buyer, and the Buyer is unable to furnish coherent and convincing evidence of the Transaction, then Coindelta may resolve the Dispute in favour of the Seller;
    • In case the Seller claims that the Seller has not received the payment from the Buyer, and the Buyer is able to furnish coherent and convincing evidence of the Transaction, then Coindelta shall request the Seller to provide coherent and convincing evidence that the Seller has not received the payment from the Buyer. If the Seller is unable to provide such evidence, then Coindelta may resolve the Dispute in favour of the Buyer.
    • If both the Buyer and the Seller are able to provide coherent and convincing evidence of the Transaction, then Coindelta shall have the right to direct the Buyer and the Seller to provide additional information/evidence and shall accordingly resolve the Dispute.


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