We are not a bank or an authorised deposit-taking institution. Digital Assets held by us and transactions undertaken using the Services are not government guaranteed. We do not hold an Australian financial services licence in relation to the provision of the Services.
Holding and trading Digital Assets involves a high level of risk and could result in the loss of your investment. It is your responsibility to understand these risks and Digital Assets generally, including Bitcoin, Ethereum and other Digital Assets offered on our Platform. Before holding or trading Digital Assets you should carefully consider your financial situation and investment experience and objectives. We give no warranty as to the performance or profitability of any transaction or investment that may be effected in connection with the provision of the Services.
We may terminate or suspend the Services if:
Termination of these Terms does not affect any cause of action that accrued before termination. Clauses 2 and 6 to11 survive termination of these Terms.
You may only use our Services if you are at least 18 years old. You must also comply with our AML/CTF and KYC Policies, which are available on our website. These policies may change from time to time.
We may make enquiries to verify your identity to protect you and us from being used in connection with fraud, money laundering, terrorist financing or other unlawful activities. This may take up to 10 Business Days.
We use two-factor authentication to protect your Digital Assets. You must implement an authenticator on the hardware you use to access the Services.
We will take reasonable steps to maintain the Services but do not guarantee the Services will be available, fault-free or delay-free at all times. Our Services may be affected by downtime, maintenance, processing issues, internet, network or server problems, hardware or equipment failure, software faults, unauthorised access, malicious acts or events outside our control. You understand these risks. We may suspend, amend or restrict access to the Services at our sole discretion.
We are authorised by you to do anything which we consider necessary or appropriate either to provide the Services (including but not limited to acting as your agent and delegating our authority as your agent to another), to mitigate any loss incurred in the provision of the Services or to comply with any applicable law relating to the Services.
You may use the Services to transact with third parties or use third party web sites to access the Services. We do not guarantee that such third parties are reliable, solvent, secure, fault-free or free from unauthorised access, fraud or illegal activity.
We may use different platforms to hold your Digital Assets and fiat currencies in the course of providing the Service.
Our Fees for the Services are published on our website and include:
We may deduct Fees from Digital Assets in your Wallet. If there are insufficient Digital Assets, we will invoice. You must pay our invoice within  days (Due Date).
If you do not pay a Fee by its Due Date, we may suspend the Services and / or charge a Default Rate on the daily balance of the unpaid amount from the Due Date until paid.
Nothing in these Terms excludes, restricts or modifies any rights that you have under Applicable Laws (including the Australian Consumer Law) that cannot be lawfully excluded, restricted or modified together (Your Consumer Rights).
You can find out more about Your Consumer Rights the ACCC and State/Territory fair trading authorities.
b. If we are required to take responsibility for loss under the ACL then, to the extent permitted, our liability is limited to resupplying, or paying the cost of resupplying, the relevant Services.
c. Subject to your Consumer Rights, and to the maximum extent permitted by Applicable Law, we are not liable for, and no measure of damages will, under any circumstances, include:
(i) special, indirect, consequential or punitive damages; or
(ii) damages for loss of profit, revenue, goodwill, anticipated savings or loss of data, whether in contract, tort (including negligence), in equity, under statute or on any other basis, whether or not such loss or damage was foreseeable and even if advised of the possibility of the loss or damage.
d. Our liability to you is diminished to the extent that your acts or omissions (or those of a third party) contribute to or cause the loss or liability.
e. If you suffer loss or liability in connection with the Services, you must take reasonable steps to minimise your loss or liability, including by promptly notifying us so we can take steps to help you minimise your loss or liability.
We are not liable for any partial or non-performance of our obligations caused by events such as fires, telecommunications, utility, or power failures, equipment failures, labour strife, riots, war, non-performance of our vendors or suppliers, acts of God, pandemic or epidemic events, digital currency exchange default, custody provider default, bank default, suspension, failure or closure or other causes over which we have no reasonable control.
You indemnify us against any loss or liability we suffer in connection with your conduct, negligence or breach of our IP Rights or Applicable Law. This indemnity continues for two years after termination of these Terms.
We will comply with applicable Privacy Laws in relation to the supply of our Services.
We may retain the Personal Information we collect for as long as permitted by Applicable Law. We may retain the Aggregated Data during the Contract Term and thereafter.
We own or license the trademarks used in connection with the Services. You must not reproduce, publish or otherwise use any such trademark without our consent. We may use your brand in our marketing collateral and on our website in connection with the Services.
You must not use our Confidential Information except to use the Services in accordance with these Terms. You must not disclose our Confidential Information (other than to your employees, officers and advisors on a need-to-know basis) except as required by law.
If there are operational or performance issues with the Services, you must reasonably assist us to troubleshoot and rectify them.
Neither the relationship between you and us nor the Services to be provided by us will give rise to any fiduciary or equitable duty which would oblige us to accept responsibilities more extensive than those set out in these Terms or which would prevent us from dealing in Digital Assets for any other person or entity. Nothing in these Terms (or any of the arrangements contemplated by them) shall be deemed to create a partnership, joint venture or equivalent relationship between you and us.
These Terms are the entire agreement between you and us regarding the Services (other than a Consumer Guarantee to the extent it may not lawfully be excluded).
We may assign or novate your contract to a purchaser of our business without your further consent. You may not assign or novate any of your rights or obligations under your contract unless we agree in writing.
A failure or delay by us in exercising any right under these Term does not operate as a waiver of the right.
Unless the context indicates otherwise:
ACL – the Australian Consumer Law contained in Schedule 2 of the Competition and Consumer Act 2012 (Cth).
ACL Consumer – [to be inserted]
Account – your account with us, which allows you to establish a Wallet.
AML/CTF & KYC Policy – our Anti-Money Laundering/Counter Terrorism Financing and Know Your Client policies available on our website.
Aggregated Data – see clause 8.2(b).
Authority – any governmental, semi-governmental, administrative, judicial or quasi-judicial body, authority, agency or entity and includes private authorities that have authority in relation to a party.
Applicable Law – any Law which you or we are required to comply with at any time.
Business Day – a day that is not a Saturday, Sunday or public holiday in Sydney, New South Wales.
Confidential Information – all information in any form relating or belonging to a party of a confidential nature, excluding information that:
Consumer Guarantee – the consumer guarantees in sections 51 to 63 of the ACL.
Corporations Act – Corporations Act 2001.
Default Rate – two percentage points above the Commonwealth Bank's 90-day bank bill rate or, if there is no such reference rate, Commonwealth Bank's rate for overdraft facilities in excess of $100,000 available to prime commercial customers.
Digital Assets – means a digital representation of value in relation to whichen cryption techniques are used to regulate the generation of digital units and verify the transfer of assets, operating independently from a central bank. The may include “crypto assets”, “crypto”, “virtual or digital currencies" or "virtual commodities" that may be held and traded on our Platform from time to time including , without limitation Bitcoin or Ether and stable coins such as USDC or GUSD.
Dollar or $ – Australian dollars.
GST – goods and services tax under GST Law
GST Act – the A New Tax System (Goods and Service Tax) Act 1999.
GST Law – as in the GST Act.
Exchange Service – see clause 1.2 and Annexure A.
Interest – interest payable in relation to loans made using the DeFi Gateway Service.
DeFi Account – an account that holds Digital Assets that you may lend to third parties.
DeFi Gateway Service – see clause 1.2 and Annexure A.
IP – anything in which IP Rights subsist.
IP Rights – all industrial and intellectual property rights that may subsist in Australia or anywhere, including patents, copyright, rights in circuit layouts, designs, trademarks and domain names.
Law – any law, statute, regulation, binding code or industry standard, as updated or replaced from time to time and includes a direction of an Authority.
Personal Information – as in the Privacy Law.
Platform – see clause 1.1.
Privacy Law – Privacy Act 1988 (including the Australian Privacy Principles) and any Law that applies to a party with respect to privacy.
Services – see clause 1.1.
Tax – any tax, rate, levy, impost or duty (other than income tax of any person) and any related interest, penalty, fine or expense.
Terms – this document as amended.
Wallet – your wallet with us.
Wallet Service – see clause 1.2 and Annexure A.
Your Consumer Rights – see clause 7.1.
Unless the context indicates otherwise:
Provided you pay the applicable Fees, you may use your Wallet to:
When you open an Account, the Platform will generate a cryptographic private and public key pair that you may use to deposit and withdraw supported Digital Assets to and from your Wallet.
It is your responsibility to back-up your Wallet and its private key and to maintain its confidentiality. You may require your private key if we cease to provide the Services.
You must not deposit Digital Assets that are not supported by the Platform. Depositing unsupported Digital Asset may result in the Digital Assets being irreversibly lost.
You can deposit or top up Digital Assets in your Account at any time by:
We may reject transfers of Digital Asset to your Wallet. If we do, we will transfer the same amount of the relevant Digital Asset to the wallet from which it was sent.
You cannot cancel or withdraw an instruction to complete a Digital Asset transaction. All Digital Asset transactions are irreversible.
You may withdraw your Digital Assets to a private wallet or transfer your Digital Assets to a wallet held by a third party
Digital Asset transaction and withdrawals are subject to limits published on our website. We may reject a request for withdrawal if the limits are exceeded.
Provided you pay the applicable Fees, you may use the Exchange Service to exchange Digital Assets in your Wallet with third parties for other Digital Assets.
To use the Exchange Service you must have Digital Assets in your Wallet. The Exchange Services is not available in relation to Digital Assets in your DeFi Account.
Exchange transactions take place between the holders of the relevant Digital Assets. We are not a party to these transactions.
To perform an exchange transaction, you must select the type and amount of Digital Asset that you want to exchange and the type of Digital Asset you want to receive.
We may reject exchange transactions if your Wallet has insufficient Digital Assets or the transaction exceeds our limits.
We will notify you when your exchange transaction is complete and the required Digital Asset has been added to your Wallet.
Provided you pay the applicable Fees, you may use the DeFi Gateway Service to lend [and borrow] [approved] Digital Assets in your DeFi Account to third parties and earn Interest.
To use the DeFi Gateway Service you must have Digital Assets in your DeFi Account. The DeFi Gateway Service is not available in relation to fiat currencies.
You may deposit Digital Assets that you wish to lend in your DeFi Account. No other types of transactions may be undertaken in relation to Digital Assets in your DeFi Account.
Loan transactions take place between the lender and borrower of the relevant Digital Assets. We are not a party to these transactions.
Loan of Digital Assets are provided by you to the borrower. You are responsible for negotiating the loan terms. We are not responsible for any default by any borrower.
Digital Asset loans made using the Services are unsecured. Borrowers do not provide collateral or security.
Digital Asset loans made using the Services are not insured or guaranteed by us or any governmental or non-governmental body.
You are responsible for assessing a borrowers’ creditworthiness. We may prevent a user from borrowing Digital Assets from time to time. However, we make no representations in relation to any user’s creditworthiness.
You authorise us to share your Personal Information with borrowers (and potential borrowers) for the purpose of allowing you to provide loans. This may include your name, date of birth and state and country of residence.
You authorize us to transfer your Digital Assets on your behalf to make them available for loans.
You may request us to terminate any loan made using the DeFi Gateway Service in accordance with the loan terms you agreed with the borrower. You are responsible for ensuring that your request complies with your loan terms.
We may maintain a liquidity reserve on your behalf to fund your withdrawal requests by withholding some of the Digital Assets in your DeFi Account from lending. Withheld Digital Assets are not collateral or security and may not be reinvested but will not be subject to additional Fees.