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Walleexer s.r.o. Terms of Use

Last Updated: 31 july, 2025

INTRODUCTION

Please, read these Service Terms of Use (the "Terms of Use", "Agreement") intently before using the services offering through different Android and IOS mobile applications (the "Apps"), website https://www.holders.io/ (the "Website") and other websites as a case may be, including any associated online services (the "Services") operated and rendered via these Website, Partner's websites and Apps. These Terms of Use apply to all services provided directly through the Website and those made available through various interfaces, including websites and applications of partnered entities (the "Partners"), regardless of the specific Partner facilitating the initial offering of the Services.

These Terms of Use contain the terms of the Agreement between the Website and Apps user ("you", "your", the "Client") and Walleexer s.r.o (identification number 179 89 124), the company incorporated under the law of the Czech Republic with registered office at Perštýně 342/1, Old Town, 110 00, Prague , Czech Republic ("we", "us", "our", "Walleexer"), and applies to all persons, visitors, users and others who access or use the Services.

By accessing or using the Services you agree to accept and comply with all and any terms and conditions of these Terms of Use. If you disagree with any part of these Terms of Use, you should forthwith cease to use our Website and our Services. By accessing or using the Services you confirm that the access to the Terms of Use is given to you (by allocation at the Website) before the Agreement execution with you and you had a time to review them in advance carefully, and could copy them easily.

The terms and conditions of this Agreement is an offer to the public, which contains standard conditions. This offer is accepted when actions expressing your will are performed, like start accessing or using the Services via Website or App, or an application for Card receipt, meaning that you agree with the terms and conditions of this Agreement. When applying to us for use of Services via Website or App functionality, it shall equal to Agreement execution in writing, equivaling due communications exchange via Website or App and we confirm that we guarantee the protection of the communication text and a signatory can be identified.

By accessing or using the Services you confirm that the Agreement does not contain surprising conditions, does not exclude your rights and possibilities that are commonly granted in such like agreements, does not establish other provisions which violate the principle of equality of parties, cause imbalance in the parties' interests, or are contrary to the criteria of reasonableness, good faith and justice.

By default, under this Agreement we do not provide Fiat or Cryptocurrency deposit services and do not accrue any interest on the balanced amounts at the Smart contract. But we are entitled to decide to accrue such interest with the right to change the interest rate and termination of interest accrual. We are also entitled to start offering deposit services. Under this Agreement we do not provide Fiat or Cryptocurrency lending services.

GENERAL PROVISIONS

By using our Website and Apps and registering for our Services you must read, agree with and accept all of the provisions of this Agreement and any further updated versions afterwards, including our Privacy Policy, Cookies Policy, Payment Card Terms and Conditions, AML Policy and any other terms and rules referred to this Website, Apps and Services use, which are integral part of this Agreement as well as any other applicable documents of the Partners. You may use the Website and Apps if you are not a person barred from receiving our Services under the Applicable Law and AML/CTF Requirements. By accessing the Website and Apps or using the Services you warrant and represent that you are at least 18 years old and authorized to enter into agreements by law and in the event that the laws of your jurisdiction require you to be of a certain minimum age greater than eighteen (18) years to enter into this Agreement – you are at least such age.

You are allowed to register only one Account on our Website and Apps and not have had a previous Account with us that was blocked. Thus, we are entitled to suspend any of your additional Accounts.

These Agreement provisions may be not applicable exclusively in the case where the applicable and governing law prevails or supersedes. If any provision of this Agreement is or is found to be inapplicable or unenforceable under the law, that will not affect the applicability or enforceability of the other provisions of this Agreement.

This Agreement replaces all prior discussions and arrangements that might have taken place in that regard.

We reserve the right to alter, vary and revise the provisions and terms of this Agreement, whenever lawfully, commercially, technically, whatsoever driven, as the case may be. Such revised or updated versions shall apply from the date of publication, unless otherwise expressly stated, and you waive any right you may have to receive specific notice of such changes or modifications. Your continued access to the Website and Apps or use of the Service shall constitute your acceptance of such changes or modifications.

DEFINED TERMS

"Account" means account on the Website and App containing Client's information and created by Client in order to access the Services.

"Agreement" means the agreement between you and us that is made up of the following documents: these Terms of Use, all the references in these terms and conditions to any our document, any addendum and other rules, notifications, guidelines, terms, agreement or other document designated by us to form part of the Agreement etc.

"Applicable Law" includes but is not limited to all legislation of country of incorporation of Walleexer: law, regulation, code, guidelines, rules, policies and directives of any competent regulatory entity and legal requirements with respect to Virtual Assets, data protection, data privacy and data security or any successor amending, consolidating or replacing legislation, and legislation of other countries that may be applicable to any Services to be provided with respect to this Agreement.

"AML/CTF Requirements" mean any law related to money laundering and terrorism financing, as well as proliferation of weapons of mass destruction, sanctions, tax evasion, fraud, bribery, corruption, the trafficking of arms, humans or wildlife, drugs, evasion of sanctions, slavery and any other financial crime regulation.

"App" means the Android and IOS mobile application software (with all updates, upgrades, versions etc.) developed, owned by us or a Partner which allow you to access our Services under this Agreement.

"Business Day" means any day other than a Saturday or Sunday on which the clearing banks are ordinarily open for business in Czechia (the Czech Republic), excluding public holidays and bank holidays.

"Card" means your payment card, facilitated by our Partner(s).

"Card account" means the account linked to the Card opened by the Partner for the purpose of entering all transactions incurred by the cardholder, under the Partner's Payment Card Terms and Conditions.

"Confidential Information" means any information disclosed by one party ("Disclosing Party") to another party ("Receiving Party") of this Agreement and unknown to the public (irrespective of its source or form of communication). Confidential information includes Exchanges, Wallet, transactions information, technical, business, operational, legal, marketing, financial, corporate and any other information that cannot be seen publicly and cannot be obtained by third parties legally from other sources. By default, all the information shared between the Parties is treated confidential, given its nature and character, unless otherwise is defined by this Agreement, the Disclosing Party or by the law. Confidential Information also includes proprietary or confidential information of any third party that may disclose such information to the Disclosing Party. Confidential Information does not include:

  • matters of public knowledge that result from disclosure by the Disclosing Party;
  • information rightfully received by the Receiving Party from a third party without a duty of confidentiality;
  • information independently developed by the Receiving Party;
  • information disclosed by operation of law;
  • information disclosed by the Receiving Party with the prior written consent of the Disclosing Party;
  • and any other information that both parties agree in writing is not confidential.

"Cryptocurrency" or "Virtual Asset" means a digital representation of value that can be digitally traded, or transferred, and can be used for payment purposes. Cryptocurrency do not include digital representations of Fiat, securities and other corresponding financial assets. List of supported Cryptocurrencies is available through the Website and Apps and may be amended from time to time.

"Cyber-attacks" includes, but without limitation, interventions by way of social engineering, Forks, phishing, hacking, smurfing, sybil attacks, distributed denial of service, malware, misinformation campaigns, spoofing, majority-mining, consensus-based or other mining attacks, double spending etc.

"Encumbrances" means any pledge, suretyship, guarantee, mortgage, charge, lien or any other security, encumbrance over your fiat, cryptocurrencies, whether imposed under the agreement, or regulations, or governmental authorities or enforcement of a judgment, which gives another person, institution a priority or advantage over creditors including any right of set-off.

"Exchange" means the exchange of a Cryptocurrency to Fiat or Fiat to Cryptocurrency by Order transaction on the rate defined by Walleexer at the moment the Order is submitted.

"Fiat" means any asset that is a government-issued currency which is customarily used and accepted as a medium of exchange in its country or territory of issue. The list of Fiat currencies allowed by us for the Exchange, other Services are defined by us and may be amended from time to time.

"Force Majeure Event" means any event that is beyond our and your reasonable control and prevents us and you or delays us or you from performing the obligations under the Agreement, including, but not limited to: earthquake, fire, explosion, flood, landslide, lightning, epidemics, pandemic, acts of war and terrorism, declared or undeclared, civil disorder, embargoes, natural disasters, failure or interruption in the Internet, Cyber-attacks, public and private communications networks and facilities, adoption of or any change in Applicable Law, or the public statement or action by any governmental authority etc.

"Fork" means a change in the existing source code or the creation of new or additional source code for a blockchain, that could result in more than one version of that Cryptocurrency, material changes in the function, value, name of that Cryptocurrency etc.

"Market Misconduct" means insider dealing, market manipulation, price rigging, prohibited transaction disclosure, false trading, any dishonorable or dishonest conduct, conduct which is consistent with just and equitable principles of trade or other activity which is defined as the market misconduct under this definition under the Applicable Law.

"Order" means an order being a request to buy or sell a specified quantity of a base asset (Cryptocurrency) for the counter asset (Fiat) at the exchange rate defined by us based on the available market information, conditions, other information, our and third-party fees we define on case-by-case basis. For Exchange processing we may act as your mandatary, or commission agent or otherwise, and our remuneration for Exchange processing is included into the exchange rate. List of types of Fiat/Cryptocurrency, Cryptocurrency/Fiat allowed Exchanges is defined by us. Order may be executed at a number of different prices, depending on the base asset amount specified, volume and prices of orders at the market at the time when an Order is submitted and remains open.

"Partner" means a third party that is independent to Walleexer and provides its services on the Website/Apps in accordance with its own rules, including terms and conditions of such a third party.

"Smart contract" means a form of technology arrangement consisting of a computer (blockchain) protocol as an agreement concluded wholly or partly in an electronic form, which is automatable and enforceable by computer code, though some parts may require human input and control.

"Wallet" or "Wallet account" means a blockchain based service with a unique address that can be used for the purpose of managing, storing and transferring of Cryptocurrency.

THE SERVICES

Provided Services.

On our Website and Apps, we facilitate the management of your Cryptocurrency. This includes integration of Smart contract with a Card account and Cryptocurrency withdrawals, whereby Cryptocurrency may be Exchanged for Fiat with the proceeds being transferred to your Card (the "Services").

Registration requirements.

To set up the Service, as well as for "know your customer" checks, and fulfillment of AML/CTF Requirements and all Applicable Law, you need to pass the verification process successfully and create your Account, and provide us with the required information and documentation. The information and documents that you provide must be complete, accurate and up-to-date. You agree that we are entitled to verify, append the information you provide to us, obtain information on you ourselves or from third parties, for the up-to-date maintenance of our records, or to comply with Applicable Law, internal policies etc. If at any time we believe that your information or document is incomplete, outdated or inaccurate, we are entitled to contact you and request further information, documents. Failure in information or document providing may result in affecting your right to use the Services. We have the right to engage a Partner to carry out all of the above procedures, including information and documentation collection and processing, who may also require you to accept their terms and conditions or privacy policy agreements.

Smart contract.

The funding of Card transactions is ensured by Smart contracts in the scope of Exchange services.

When you register an Account, you provide all the necessary details, including the address of your Wallet. When you order and activate the Card, we create a Smart contract and link it to your Card account. This is a critical step, as it allows automating and securely managing transactions on your behalf using Smart contract.

In order to enable Services you have to top up Smart contract with funds from your Wallet in sufficient amount. When you make a Card purchase we process authorization requests from the Card issuer and check the sufficiency of Cryptocurrency for this purchase on Smart contract. If sufficient – the equivalent amount of Cryptocurrency automatically withdraws from Smart contract. This amount matches the Fiat currency value needed for your purchase including applicable Fees in course of provision of the Exchange services. Upon successful withdrawal, Smart contract credits the corresponding amount of Cryptocurrency to the Walleexer's Wallet, ensuring that the Walleexer receives the exact amount of Cryptocurrency as per the transaction details and the Order submitted on your behalf.

If the amount of Cryptocurrency is not sufficient for this purchase, the transaction will not be executed and we will offer you to top up Smart contract.

Authorizing us to use cryptocurrency.

You acknowledge and agree that when crediting Cryptocurrency at your Smart contract, you authorize us and we are entitled to manage your Cryptocurrency, in line with the terms and conditions of this Agreement, Applicable Law and our internal procedures, plans, and you delegate us to it. However, we shall procure the proper performance of the transactions initiated by you, as set forth in this Agreement, and safety of your Cryptocurrency.

The Card.

The Card Service enables you to make payment transactions wherever prepaid debit cards, issued by the card network shown on the Card, are accepted. However, there is no guarantee that every merchant or business operator will accept your Card for a given transaction.

The Card Service is provided by the Partners. We will offer you the Card Service options depending on your residency and the purpose of card use, a technical solution to assist you in the remote onboarding procedure at the Partner and in applying for the Card issuance. Before submitting such an application, you shall read and accept the Terms and Conditions of the specific Partner, which will govern a Card Service. The current list of Partners can be found here. When you order and activate the Card, you consent that the Card account will be linked directly to Smart contract.

Technical requirements.

You are required to comply with all our requirements related to Services, namely, installing, updating, maintaining of software etc., and security procedures.

Submitting Order.

An Order shall comply with the minimum and maximum values as defined by us or appropriate AML/CTF Requirements and/or our antifraud controls. You understand and agree that if amount in the Order is above or below the threshold amounts set out by AML/CTF Requirements or our internal policies with the reference to AML/CTF Requirements, we are entitled not to execute an Order at all or till receipt of some additional information or documents required by us.

Exchange.

For an Order execution you, authorize us at our discretion, to perform Exchange for your Account with third parties, via proper Cryptocurrencies exchange platforms, or on our own. For an Order execution you must have enough balance of the relevant Cryptocurrency on Smart contract, free of any Encumbrances or other limitations, for covering the total value of the Order and any Fees. Upon an Order initiation we receive Cryptocurrency amount from Smart contract or Fiat funds from your Card account, depending on transaction direction. Smart contract defines the amount to be exchanged but you shall understand that exchange rate may vary depending on market conditions. If, for any reason (technical disruption, price volatility, lack of liquidity, etc.), the Order has not been performed within some short timeframe defined by us, the Order shall be treated as canceled and we shall return the withdrawn funds to the Card account or Smart contract appropriately. If the Order has not been performed on your fault, we are entitled to withhold all Fees, related to all aforementioned transactions.

Order refusal, cancellation.

You may cancel an Order that has been submitted at any time before the Order is accepted by us. We could refuse, cancel an Order without execution if:

  • You do not have enough funds for its execution on the Card account or Smart contract, depending on the character of a transaction, or there is an Encumbrance over such amounts not allowing to withdraw or put on hold; or
  • it contains errors on different parameters; or
  • we treat that an Order has expired, because of lack of the transaction executing within the short time defined by us, and if this Order is not reconfirmed at that time; or
  • the basis for any price for the relevant Cryptocurrency has immediately changed and this Order has not been reconfirmed; or
  • we are not capable to execute it on terms specified by you in an Order or technical issues or other preventing circumstances occurred; or
  • we believe that an Order execution could result in a breach of any Applicable Law or involves Market Misconduct or if an Order execution is prohibited by sanctions list, AML/CTF Requirements etc. or could result in a fraudulent transaction; or
  • there is Force Majeure Event; or
  • in our opinion, you are in material breach of any provision of the Agreement; or
  • you did not provide any or did provide unsatisfactory information requested by us in respect of an Order if required by this Agreement or Applicable Law; or
  • governmental authority required it; or
  • other reasons that could occur and create a condition for an Order refusal, cancellation.

We shall not be liable for any losses or expenses you may incur because of our refusal, cancellation of an Order.

Chargebacks and refunds

If after the execution of an Order the funds in Fiat are returned to the Card account as a result of a chargeback or refund, we will execute an Exchange and the equivalent amount of these funds in Cryptocurrency will be credited to Smart contract. The Exchange of Fiat to Cryptocurrency will be processed at the rates applicable at the time of this Exchange based on the same rules used for the initial transaction. The current standard Fees will apply to the Exchange.

FEES AND CONTRACTUAL DEBITING

There are fees for the use of the Service, which the Client is obliged to pay (the "Fees"). The specific amount of Services Fee is displayed in the App before transactions are executed or actions performed. Also Fee rates are provided on the Website and such information is an integral part of the Terms of Use.

Transactions made in Сryptocurrency or amendments in Smart contracts incur costs on the blockchain, known as the "Network Fee" (also known as "GAS"). This Network Fee is required to process and validate transactions on the blockchain and must be paid by the Client. Please note that we do not set an amount or receive the Network Fee, it is determined solely by the blockchain network. The amount of the Network Fee may vary depending on network conditions. The Network Fee amount is displayed to the Client within the App before a particular transaction is executed or action performed.

We reserve the right to change and supplement the Fees from time to time. The information of the Fees update will be provided on Website or the Apps and/or may be communicated otherwise.

By this Agreement we do not provide the services of banking accounts opening, maintenance and closing, not process the payments to and from the Card account, but we could initiate the deductions needed for the Exchange or for Fees payment or initiate debiting funds in the amount of your indebtedness (which is calculated by us) to us or our Partners engaged in providing Services to you.

By ordering a Card via Website or App, you authorize us to initiate immediate deduction or withdrawal funds or to debit your Card account,Smart contract or your Wallet for the Orders execution and Services provision purposes, as well as for payment of Fees, other fees, costs, expenses, compensations etc., towards us and/or our Partners engaged in providing Services to you.

You authorize us to debit your Card account and Smart contract for Orders execution, as well as for payment of actual indebtedness (which is calculated by us or our Partners) to us or our Partners engaged in providing Services to you. Such debits may be executed in either fiat currency or Cryptocurrency, as applicable, including currencies other than the currency in which the original indebtedness is denominated, based on our or our Partners' current exchange rates and applicable policies.

In cases amount of funds debited by us from your Card account, Smart contract differs from the amounts of your actual indebtedness (which is calculated by us or our Partners), for repayment of such indebtedness, you authorize us to perform a proper Cryptocurrency or Fiat sale/purchase at market rate defined by us, in the amount necessary for repayment of such indebtedness.

Debiting (contractual withdrawal) of the Card account or Smart contract shall be made using your Card account, Smart contract details available to us.

The Parties hereby agree that if there are insufficient funds on Card account and Smart contract to fulfill your Orders and to discharge your existing indebtedness (which is calculated by us or our Partners) to us or our Partners engaged in providing Services to you, we shall be entitled first priority to debit (make contractual withdrawal) the Card account and Smart contract as soon as funds are available on the Card account and Smart contract in order to discharge your existing indebtedness to us or our Partners, and, when there are not sufficient funds on the Card account and Smart contract, return Orders to you as non-fulfilled in connection with insufficiency of amount of funds required for such transactions.

RIGHTS AND OBLIGATIONS. BREACH OF THE AGREEMENT

You must comply with the terms and conditions of this Agreement, AML/CTF Requirements, Applicable Law requirements, Privacy Policy, Cookies Policy, and any other terms and rules referred to this Website, Apps and Services, on an ongoing basis.

You are responsible for keeping your credentials for access to Website and App and details confidential. You agree not to allow anyone to use your Account, Smart contract or share your credentials with any other person. You are solely responsible for all activities that occur on or through your Account. We reserve the right to suspend or block your access to the Account upon suspicion of any unauthorized access or use, or any attempted unauthorized access or use. If we believe, acting in our discretion, that your Account is used inappropriately, we reserve the right to suspend or block your access to your Account without liability.

You shall not:

  • engage in Market Misconduct;
  • provide false, inaccurate, incomplete or misleading information;
  • use the Services to perform illegal, unlawful or immoral activities;
  • use the Services to upload content that contains or is infected with viruses, malicious codes etc., distribute any unsolicited or unauthorized advertising, promotional or marketing material etc., disassemble, decompile, reverse-engineer;
  • take any action that imposes an unreasonable large burden or load on the Website and Apps infrastructure, and interfere with data or information belonging to other users of the Services.

You represent and warrant that:

  • you have the capacity to enter into and be bound by this Agreement and any other document related thereto;
  • you have provided accurate and complete information and documents requested by us;
  • your financial status allows you to accept the risks relating to Virtual Assets;
  • we are entitled to conduct any identity, fraud, and background checks at any time during the term of your relationship with us;
  • you do not use/intend to use Services for anything that is unlawful, malicious or that could disable, overburden, or impair the proper working of our Website and App or may hurt our reputation or otherwise pose any threat to us or our Partners;
  • at all times you comply with the Terms of Service as well as all Applicable Law;
  • you reside in a country in which our Website and App are legally accessible and which is not the high-risk or prohibited jurisdiction according to AML/CTF Requirements;
  • you have carefully reviewed and have understood and agreed to these Terms of Service and other documentation completely.

You take responsibility for any consequences of your breach of these representations and warranties.

You agree that the withdrawal of the Cryptocurrency from your Smart contract is limited by our internal implemented measures, all with the purpose to deter the use of our Services for fraud related activities as per the Applicable Law.

If you breach this Agreement regarding any of its provisions, we will take measures to the fullest possible extent permitted by Applicable Law with regard to any admitted violation or infringement. Pursuant to this, without limitation, we are entitled to restrict or block providing Services to you, wholly or partly, block your access to the Website and Apps immediately.

TAXATION

You shall timely file or cause to be filed all tax returns and reports required to have been filed and have paid or caused to be paid all taxes required to have been paid. We do not undertake any taxation agency or reporting obligations related to your filing or paying taxes. It is your sole responsibility to determine whether, and to what extent, any taxes apply to any transactions associated with the Services and to withhold, collect, report and remit the amounts of taxes to the appropriate tax authorities. If any applicable to you or us law requires you to deduct any tax from a payment to us, the amount shall be appropriately increased so that, after making the deduction, we receive the amount we would have received if no deduction had been required. If any tax authority requires us to make a deduction or withholding on any payment due to you, you agree to immediately reimburse us for the amount of any such deduction or withholding.

THE PARTNERS

We use or may use facilities of the other relevant third parties (our partners, service providers, contractors, agents, affiliates, any lawfully and legally organized and acting entities, collectively the "Partners"), in order to provide our Services to you.

We are entitled to engage Partners for providing Services to you, for sub-contracting for Services support or fulfillment of requirements of our internal policies and Applicable Law. The Partners' services and links are provided to you in cases set forth in the Agreement, or if related to the Services or for convenience. You acknowledge and agree that we are not responsible for any such third-party services, their completeness, timeliness, accuracy, legality, validity, quality etc. We are only responsible for reasonable care in the selection of such a party. The Agreement does not create or confer any rights or benefits enforceable by any third party, save for assignees, permitted successors.

INTELLECTUAL PROPERTY

All content included in our Website and Apps, unless uploaded by Clients, is the property of and controlled or operated by us and/or that of other relevant third parties (Partners, financial institutions, social media, any lawfully and legally organized and acting entities), whether registered or unregistered. Content includes, but not limited to, any text, images, logos, trademarks, graphics, designs, software, data compilations, audio, video, page layout, and any other form of information capable of being stored in a computer and any other device and that appears on or forms a part of this Website and Apps.

By using the Website and Apps you realize and accept that such content is protected by copyright, trademarks, and any other intellectual property rights. Nothing on our Website and Apps shall be construed as granting by implication, estoppel or otherwise, any license or right to use any logo, trademark, or service mark displayed on our Website and Apps, without the intellectual property rights holder's prior written consent. You must not otherwise reproduce, modify or amend, copy or replicate, transmit, distribute or use any data of the Website and Apps content without the respective intellectual property rights holder's prior written consent. Subject to these restrictions, you may only view, download for caching purposes only, and print any content from our Website and Apps only for your own personal use.

BANNED ACTIVITIES

You are strictly prohibited from use of our Website, Apps and Services and we may take all necessary measures where and if you behave in inappropriate manner, intentionally or unintentionally, which includes, but not limited to, the following:

  • You behave in any way, which may be related to money laundering, drug trafficking, financing of terrorist activities, fraudulent activities, criminal activities, any other illegal activities;
  • Infringement of any IP rights;
  • If you perform any of the business activities detailed in our list of the activities that falls out of our risk appetite and we do not serve as per our AML/CTF Policy;
  • In any way, which causes, or may cause, damage to the Website and Apps, including but not limited to the security and safety features, or interferes with any other person's use of the Website and Apps;
  • Insulting or harassing or the usage of any language that may be offensive or a discrimination against the other users of the Website and Apps and our and our Partners' employees or representatives;
  • In any manner that damage or may damage our good name and repute;
  • In any way which is harmful, unlawful, illegal, abusive, or in breach of this Agreement and any Applicable Law.

KYC & AML PROCEDURES. FINANCING MONITORING

We are not obliged to provide you Services if it, in our reasonable opinion, would, or might result in a breach of any AML/CTF Requirements. Upon our request you shall provide us with information and documents reasonably required by us from time to time, and as necessary in order for us to comply with any applicable AML/CTF Requirements.

We may not allow to top up Smart contract from your Wallet, disconnect your Wallet from Account, or not to conduct any transactions if Wallet screening indicates the likelihood of potential or actual violation of AML/CTF Requirements, illegal or suspicious activity, or the Wallet screening raises doubts about the legitimacy of transactions made with that Wallet or the Cryptocurrencies used for the transaction.

You agree that we may disclose any information concerning you to any financial monitoring authority, other governmental authorities, court when required by the Applicable Law. You understand and agree that it may take sufficient time to review, verify an Order, your or recipient's/sender's name matches with the name of a sanctioned person as well as screening of your Wallet. You understand and agree that some information collected, decisions taken are treated secret under AML/CTF Requirements and we could not disclose this information and decisions to you.

For the purposes of conducting the electronic identification of the Client within the KYC procedure, we may entrust the Partner to conduct the identification of the clients within the KYC procedure.

DISCLAIMERS

You use our Services at your own risk and subject, but not limited, to the disclaimers stated in this Agreement.

We are not acting as a financial advisor, do not provide legal, tax, investment and financial advice for you and you should consult your own independent professional advisors. Any Services, data, tools on the Website and Apps are provided "as is" and on an "as available" basis. We make a decision ourselves when to update information on the Website and Apps. To the maximum extent permitted by the law, we provide no expressed or implied warranties of accuracy, compatibility, reliability, wholeness, integrity, the usefulness of our Website and Apps. Any reliance you place on such information is therefore strictly at your own risk. You understand and agree that the Cryptocurrencies are potentially exposed to legal and regulatory risks, the regime of cryptocurrencies could be changed by regulations in different jurisdictions, as of now it is impossible to predict their effect. Any negative effect in this relation absolves us from responsibility in this regard.

Cryptocurrency trading is a high-risky engagement and you confirm that you are aware of and acknowledge this and act at your own discretion considering and estimating, without limitation, your personal skills, market conditions, and your financial state. Neither we nor our Partners shall be held liable in that regard for any of your activities outcomes resulting from your use of the Services. Cryptocurrency is not a legal tender, may not be backed by physical assets or guaranteed by a government, some of them may not circulate freely or widely, loss or stolen Cryptocurrencies generally will not be reversible, and you understand it all. You also understand and take a risk of Cryptocurrencies unpredicted very high volatility within short period of time, and that the value of a Cryptocurrency may be completely and permanently lost if the market for this cryptocurrency disappears, inability to sell cryptocurrency because of lack of liquidity or restrictions or restrictive measures of governmental authorities.

You also understand that cryptocurrencies rely on various types of distributed ledger technology, some of which is open source software that is built upon experimental technology – blockchain, and you take the risk of cryptocurrencies technical flaws in the technology, targeting by malicious persons, fraud or Cyber-attacks, changes in the consensus protocol or algorithms etc.

You understand and agree that any Cryptocurrency and Wallet technologies are outside our exclusive control. Any adverse changes in market forces, technology, and regulatory environment impacting our performance under these Terms of Use shall absolve us from responsibility in this regard.

You understand and accept the risks, that Cryptocurrencies may be subject to Forks or attacks on the security, integrity or operation of networks, which are beyond our control, that could impact price or value of a cryptocurrency, lead to the network or platform shutdown. You agree that in the case of Fork we could temporarily suspend any access to the Services or Exchange.

You understand that the use of the App on a jailbroken device may result in problems with security and lead to fraudulent transactions.

While we use reasonable endeavors to ensure that the Website and Apps are secure and free of errors, viruses and other malware, we do not provide warrant or guarantee in that regard. Users take responsibility for their own security, that of their personal details and their computers, and any other potential or obvious risks. You commit yourself to notify us immediately of any unauthorized access to your Account, Smart contract, Wallet or Card account or any other breach of security by email provided in this Agreement or another communication method as notified by us to you.

You understand and agree that we may receive requests, notices from tax and other authorities and may be required to provide certain information about the Orders.

On our Website and Apps we include or may include the references or links to the third parties' websites and apps. These references or links are or may be declared, published, exposed and displayed on our Website and Apps solely for general information and your reference purpose. We, thus, do not control outbound websites, apps, nor take responsibility for their content. We are not responsible for any hyperlinked Internet sites through this Agreement or Website and Apps, and are not responsible for any losses incurred in connection with those sites.

You understand that, if a transaction is made in Сryptocurrency, some restrictions, deductions could be imposed by governmental authorities related to exchange controls, moratoriums or other actions imposed. Given this, before Orders submission you should satisfy yourself about any relevant rules or laws.

You acknowledge and agree that (a) our representations and warranties contained in this Agreement are the sole and exclusive our representations and warranties in connection with the Services contemplated by this Agreement, (b) all representations and warranties, express or implied, of any nature whatsoever, other than those specifically set forth in this Agreement are specifically disclaimed, and (c) any data, information or any other materials or information provided or addressed to you or your representatives are not and shall not be deemed to be or to include representations or warranties.

By using the Website and Apps, you hereby consent to our disclaimers contained in this and other clauses of the Agreement and agree to their terms.

LIMITATION OF LIABILITY

We will not be held liable to you in respect of any losses in connection with our Website, Apps and Services, the Agreement, arising out of Force Majeure Event.

Nothing under this Agreement will limit or exclude your liability for fraud or fraudulent misrepresentation, or any of your liabilities in any way that is not permitted under the Applicable Law.

To the maximum extent permitted by law, we or our Partners accept no liability to you in connection with the Website, Apps and Services for any of the following, including but not limited to:

  • Any business or commercial losses, such as loss of profits, income, revenue, anticipated savings, contracts, or commercial opportunities;
  • Your action or inaction on our Website and Apps, any deals made through our Website, Apps;
  • Any delays, related to blockchains and the banking system;
  • Loss or corruption of any data, database or software;
  • Any special, direct or indirect, incidental, punitive or consequential loss or damage;
  • Any errors in the content of our Website and Apps, any delay, disruption, failure, non-availability, or suspension of work of our Website and Apps;
  • Any other losses or damage that may be incurred through using this Website, Apps, content and Services rendered through the Website, Apps.

RIGHT TO WITHDRAW (14-Day Cooling-Off Period)

You have the right to withdraw from this Agreement within 14 days without giving any reason. The withdrawal period will expire 14 days after the date of conclusion of the Agreement. To exercise the right of withdrawal, you must inform us of your decision by a clear statement (e.g. letter sent by post Perštýně 342/1, Old Town, 110 00, Prague , Czech Republic or email on to contact@walleexer.com.)

If you withdraw from this Agreement, we shall reimburse you all payments received from you without undue delay and no later than 14 days from the day on which we are informed about your decision to withdraw. If you requested that the services begin during the withdrawal period, you shall pay us an amount proportional to what has been provided up to the point of your withdrawal.

UNILATERAL AMENDMENT OF TERMS

We may amend these Terms of Use from time to time due to legal, technical, or business developments. You will be notified at least 30 days in advance of any substantial changes. If you do not agree with the changes, you have the right to terminate the Agreement with immediate effect, without penalty, prior to the effective date of the changes.

LIMITATION OF LIABILITY

Nothing in these Terms excludes or limits our liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any liability which cannot be excluded under applicable law. We shall not be liable for any indirect or consequential losses except where such losses result from a failure to fulfill our legal obligations.

TRANSPARENT FEES AND CHARGES

The exact amount of service fees, exchange rate mark-ups, and any applicable charges are provided on our Website and App and form an integral part of this Agreement. All fees shall be presented in a clear and comprehensible manner prior to each transaction. Example calculations and total cost breakdowns are available in the Fee Schedule Appendix.

SET-OFF AND PRIORITY

We may only offset amounts you owe us against funds we hold for you if (i) you have provided specific consent at the time of set-off, or (ii) such offset is required by a final court decision or applicable law.

ALTERNATIVE DISPUTE RESOLUTION (ADR)

In accordance with Act No. 634/1992 Coll., on Consumer Protection, you have the right to seek out-of-court resolution of disputes through the Czech Trade Inspection Authority (Česká obchodní inspekce), located at Štěpánská 15, 120 00 Prague 2, Czech Republic (www.coi.cz). You may also use the EU's Online Dispute Resolution platform: http://ec.europa.eu/odr.

INDEMNITY

You hereby are held liable to indemnify us or our relevant Partners against any losses, damages, costs, liabilities and expenses as a result of your actions or inactions, which constitute unlawful behavior or breach of this Agreement or anybody's rights when using our Website, Apps or Services rendered through hereof whenever intentional or not.

You will be liable for indemnification regarding, without limitation, legal expenses and any amounts paid by us to other relevant, applicable, involved party for any legal advice in litigation or dispute resolution incurred as a result of your breach of this Agreement or anybody's rights when using our Website, Apps or Services rendered through hereof.

TERMINATION

You are entitled to unilaterally terminate the relations with us under this Agreement with the 10-days' prior written notice in case of your indebtedness towards us and our Partners engaged in providing Services to you. We will return the Smart contract balance to the Wallet linked to your Account within 20 Business days after the termination date.

We are entitled to unilaterally terminate the relations with you under this Agreement without reasons upon the 5-days' prior notice or immediately in the following cases:

  • your breach the Agreement;
  • your breach AML/CTF Requirements;
  • reasonable suspicion of fraud;
  • risky activities.

All provisions of the Agreement, which by their nature should survive termination shall survive termination, including, without limitation, Intellectual Property provisions, Disclaimers, Indemnity, Limitation of Liability, Confidentiality, Fees, Contractual Debiting (in respect of Indebtedness payable to us and our Partners engaged in providing Services to you).

If you avoid, refuse to submit or fail to submit the information or documents required by us with the reference to AML/CTF Requirements, other regulation or policies, at our request and within the specified time limits, we may, in accordance with internal policies and internal control procedures, refuse to execute Orders and terminate the transactions or relationship with you. In such case we shall not be responsible to you for the non-fulfilment of contractual obligations and for the damage caused in the course of performing the duties and actions specified in this Clause.

We are entitled, at any time, without liability, to:

  • vary, suspend or close the Account, terminate or limit your access to our Services;
  • change, specify the specific Exchange supported in respect of the Account;
  • restrict or impose conditions or change limits on the Account and the transactions, if:
  • we have reason to believe that you have not complied with the Agreement;
  • we have reason to believe that the transaction is related to any unlawful activities;
  • you do not have a positive balance on your Smart contract for more than 1 month;
  • you have no movement at your Smart contract for more than 3 months;
  • you have not paid fees when due or have indebtedness towards us and our Partners engaged in providing Services;
  • any decision of governmental authority, court order, Applicable Law or internal policy requires us to do so;
  • some our products characteristics related to the Services have been changed;
  • any expropriation, attachment, sequestration, distress or execution of your funds on the Smart contract or any other your assets has happened if a seizure decision remains effective and is not revoked within 14 calendar days following the date of such action;

In relation to any Cards or Card accounts that are serviced by our Partners, different rules regarding suspension or termination may apply, depending on the internal policies of such Partners. You are obligated to review the applicable policies of these Partners before using any related products. These policies may also serve as grounds for suspending or terminating this Agreement, in part or in full, regarding specific products.

This Agreement will remain in effect until any outstanding debt to us and our Partners engaged in providing Services to you is paid in full, despite the provisions in this Agreement addressing termination notice. If the termination notice is sent, the Agreement will not be regarded as having ended for you until any debt to us and our Partners engaged in providing Services to you has been properly paid, unless we decide otherwise and we close your Account despite any outstanding indebtedness to us or our Partners engaged in providing Services to you (in such a case, we shall mention in the termination notice that despite outstanding indebtedness we close your Account).

GOVERNING LAW AND DISPUTES RESOLUTION

Unless otherwise specified, the Agreement is governed by Czechia (the Czech Republic) law. For any dispute or claim connected with the Agreement, you and we agree to first contact each other and attempt to resolve the claim informally and amicably through negotiations. If the amicable solution has not been found, any dispute, controversy, difference or claim arising out of or relating to the Agreement, including the existence, validity, interpretation, performance, breach or termination thereof, shall be subject of final resolution by an appropriate court of Czechia (the Czech Republic).

MISCELLANEOUS

Waivers.

A provision of the Agreement, or right created under it, could be waived only in writing. The delay of execution or non-execution of any of the provision or right set forth in the Agreement by any party shall not be interpreted as a waiver.

Assignment.

You may not assign, transfer your rights or obligations under the Agreement without our prior written consent. We may assign, transfer rights and obligations without your prior written consent.

Entire agreement.

The Agreement constitutes the entire agreement between the parties with regard to its subject matter. The Agreement supersedes all other prior arrangements, and agreements relating to the same subject matter.

E-signatures and contracts in e-form.

When Orders are initiated by you, as well as for various communication, documents signing between the Parties, you and we agree to refer to and trust to electronic signatures (which do not meet the requirements for the qualified electronic signature) affixed via Website, Apps, DocuSign, e-mails and other services proposed by us. Such electronic signatures shall have the equivalent legal effect, validity, admissibility and enforceability of a handwritten signature. You acknowledge and agree that you are satisfied with the documents which are electronically executed. You agree with the electronic communications between you and us. The Parties understand and accept the risks connected with the use of electronic signatures which do not meet the requirements for the qualified electronic signature, and recognize the documents signed with such signatures as legal, binding for them. We and you agree that an e-signature mentioned in this clause can be in form of registration, pushing a button confirming an order of other Services, and / or one or two-factor authentication (PIN code, log-in, etc.), any other button, or sending a statement via email confirming the terms and conditions of data logically associated with such statement, or e-signature inserted via Website, App, DocuSign, or other acceptable for us platforms allowing e-signatures insertion, all could be used by the signatory to sign.

Confidentiality.

The Receiving Party will hold the Confidential Information in confidence and will not disclose the Confidential Information to any person or entity without the prior written consent of the Disclosing Party. We are entitled to disclose the Confidential Information to our employees, officers, owners, contractors, advisors, affiliates, consultants, auditors, Partners and other third parties (the "Engaged Entities") only:

  • a. if it is required for the Services providing or for services provided by the Partners to you under reference set forth in this Agreement or otherwise, fulfillment of internal procedures of either party related to such business relations, legal requirements, and
  • b. in the scope based on a need-to-know basis and
  • c. if we procure that the Engaged Entities have an obligation and technical, other capability to protect the Confidential Information with the same or better care than set forth in this Agreement.

The disclosure of the Confidential Information is allowed without the consent if such disclosure is authorized under the law, legally binding judicial or governmental order or proceeding, provided, that the Receiving Party give the Disclosing Party prompt notice of such disclosure prior to disclosure, cooperate with the Disclosing Party in the event that the Disclosing Party elects to contest such disclosure or seek a protective order with respect thereto.

Notices.

You authorize us to deliver all communications, agreements, documents, notices, disclosures and confirmations to you via Website, Apps, e-mail, through any other electronic means as we deem fit, or via telephone calls, SMS, other messages. It is your responsibility to ensure that the details of these communication methods are correct and they are operational and available for receipt of all communications and you shall notify us of any changes to the details of the communication methods as soon as practicable after the change is made. In some cases, our communications may only be posted on the Website or Apps. Communications take effect from the time they are received or treated as received (whichever happens first) unless a later time is specified in the communication. Communications are treated as received:

  • if sent by email, via telephone SMS, other messages or other electronic means – when we receive an automated message confirming delivery. If not applicable - the same business day when sent in working hours, otherwise on the next business day;
  • if posted on the Website or Apps – at the time of posting.

Third-Party Beneficiary.

Walleexer and the Client acknowledge and agree that Apple and Google Play, as well their subsidiaries, might be third-party beneficiaries of these Terms of Use in the case of the App access, and Apple and Google Play will have the right (and will be deemed to have accepted the right) to enforce these Terms of Use against the Client who uses the App as a third-party beneficiary thereof.

Language.

This English language text of the Terms of Use is the primary official source. The information contained herein may from time to time be translated into other languages or used in the course of written or verbal communications with existing and prospective customers, partners etc. In the course of such translation or communication some of the information contained herein may be lost, corrupted or misrepresented. The accuracy of such alternative communications cannot be guaranteed. In the event of any conflicts or inconsistencies between such translations and communications and this official English language text of the Terms of Use, the provisions of this English language original document shall prevail.

CONTACT US

Should you have any questions about Services or this Agreement, please contact us at: contact@walleexer.com.