(Last Modified: Nov. 29, 2022)
By using, visiting, accessing, linking your wallet, or registering an account with the Platform (where applicable), you agree to accept and be bound by the terms and conditions set out in these Terms and the policies referenced herein and/or available by hyperlink. Please read these Terms carefully and in its entirety. You acknowledge and agree that our provision of the Platform and related services to you is conditional on your agreement to these Terms
In these Terms, unless the context otherwise requires, the following words and expressions shall have the following meanings:
“Intellectual Property Rights” includes all the worldwide rights, titles and interests including but not limited to copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, rights in software, database rights, rights in confidential information (including know-how), patents, rights to inventions, trade secrets, and all other intellectual property and similar rights which subsist or will subsist now or in the future in any part of the world;
“Personal Data” means any data, whether true or not, about an individual who can be identified (a) from that data; or (b) from that data and other information to which we have or are likely to have access, including data in our records as may be updated from time to time;
“Third Party Service Provider(s)” means any third party service provider which provides services which are necessary in order for us to operate the Platform and/or provide any associated services to you and any third party service provider which we engage in relation to the storage and/or processing of content and Personal Data;
“Third Party Services” means any services provided to you by Third Party Service Providers;
“User” means any person that uses the services and the Platform; and
“User Content” means all content that the relevant User may submit to the Platform or otherwise transmit via the Platform.
Your use of certain services on the Platform that we make available to you may be chargeable. We reserve the right to change the applicable fees at our discretion upon notice to you.
You are solely responsible for determining the amount of applicable taxes for the transactions you carry out on the Platform (including, without limitation, your use of the services or your receipt of Staking Rewards, where applicable) and will be solely responsible to pay any and all sales, use, value-added and other taxes and/or duties claimed or imposed by any governmental authority associated with your use of the Platform.
You confirm that:
Save that we will comply with all applicable law relating to data privacy (including the Personal Data Protection Act 2012 of Singapore), nothing in these Terms shall be deemed to impute an obligation of confidentiality on us with respect to your registration information. If required by law (including a court order and a government or regulatory demand or requirement having the force of law), we will disclose such information, including but not limited to your registration information, as so ordered.
For security purposes, including the investigation of whether any User is using the Platform for fraud, money laundering, insider trading and/or other unlawful activity, we have the right, and sole discretion, to immediately:
Where applicable, you are solely responsible for the management of your account, and any applicable password(s). You are solely responsible for restricting access to your computer(s) and maintaining the confidentiality and security of your account details, passwords and all activities that occur under your account. You agree that your account will be used by you only and will not be shared with or transferred to others. You are solely responsible for any activity on the Platform arising out of any failure to keep your password(s) confidential and you may be held liable for any losses arising out of such a failure. We cannot and will not be liable for any loss or damage arising therefrom.
We reserve the right, at any time to:
You have the sole responsibility of ensuring that you have the legal rights in accordance with applicable laws to engage in any and all transactions carried out on this Platform. To make sure all transactions are legally compliant, we may (but we are not obliged to) review the legality of the transactions carried out by you and take necessary actions in accordance with applicable laws and regulations.
You acknowledge that we may incorporate the services of Third Party Service Providers to assist in providing any services to you on the Platform and/or for enhancing the Platform. You hereby consent and authorise us to delegate the authorisations you provide to us to such Third Party Service Providers as we deem necessary to provide any services to you and/or to operate the Platform.
You acknowledge that your use of Third Party Services will require your agreement to certain additional terms and conditions provided by the applicable Third Party Service Provider. By using such Third Party Services (whether linked from our website, or otherwise presented to you for your use via our Platform), you hereby agree to the applicable terms of service and privacy policies (as the case may be) of such Third Party Service Providers, including without limitation, any fees that may be charged by such Third Party Service Providers for such use.
You agree that we are not in any way associated with the owner or operator of any Third Party Services or responsible or liable for the services and content offered by them or for anything in connection with such Third Party Services. Notwithstanding the fact that such Third Party Services may be listed on or accessible via our Platform, we do not endorse or approve and make no warranties, representations or undertakings relating to the service or content of any Third Party Services. You acknowledge and agree that we may earn fees from Third Party Service Providers in connection with your use of such Third Party Services.
You acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss suffered by you caused or alleged to be caused by or in connection with your use of or reliance on any Third Party Service Providers and/or Third Party Services including without limitation, any damage or loss arising in relation to:
Further, you hereby expressly waive and release any and all claims, actions or otherwise which you have or may in the future have against the Company, its affiliates, and their respective directors, officers, employees, agents, representatives, shareholders, successors and assigns which may arise from your use of or reliance on any Third Party Service Providers and/or Third Party Services, including any of the circumstances set out in Clause 6.4, sub-paragraphs 6.4.1 to 6.4.6 (inclusive).
Our Platform may allow you to stake your digital assets (AAG Tokens, NFTs or otherwise), from time to time, via the use of smart contracts (“Stake”), and you may earn rewards (“Staking Rewards”) as a result of staking your digital assets. You may also elect to unstake your digital assets from time to time (“Unstake”).
Unless otherwise written, you acknowledge and agree to the following:
We, or our licensors (as the case may be), own all Intellectual Property Rights in our content on/ used in relation to the Platform. You can only use our Intellectual Property Rights for the specific purpose of using the Platform.
You acknowledge that the Platform, our services and content are protected by copyright, trademark, and other applicable laws. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Platform, our services or content.
These Terms do not convey any proprietary interest in or to our Intellectual Property Rights.
SDK. Any software development kits, including any system files, packaged APIs, add-ons and related documentation (“SDK”) provided to you by us on our Platform shall be licensed to you subject to separate license agreement terms.
Third Party Content. Through our Platform, via search functions or otherwise, you may have the ability to access, receive and/or use content provided by third parties and/or content that is protected by intellectual property rights belonging to third parties (“Third Party Content”). Occasionally, Third Party Content may also be available to you via links. We assume no responsibility for the such Third Party Content. Link to Third Party Content should not be interpreted as endorsement by us of the content at those linked websites. We will not be liable for any loss or damage that may arise from your use of them. We also cannot guarantee that such Third Party Content will be free of material you may find objectionable or otherwise. Our delivery of Services or Third Party Content to you does not transfer any commercial or promotional use rights to you, and does not constitute a grant or waiver of any rights of the rightful copyright owners. Any use of Third Party Content is at your own risk and we disclaim any responsibility or liability related to your access or use of any Third Party Content.
You warrant that you will comply with any and all rules, regulations and/or applicable laws and regulations governing the practice of law in your jurisdiction in connection with the use of the Platform, and our services, including the ownership and transfer of cryptographic tokens.
You agree not to:
To the fullest extent permitted by applicable law, you agree to indemnify, defend and hold harmless the Company from and against all actual or alleged third party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, attorneys’ fees and expenses) and costs (including, without limitation, court costs, costs of settlement and costs of pursuing indemnification and insurance), of every kind and nature whatsoever, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (collectively, “Claims”), including, but not limited to, damages to property or personal injury, that are caused by, arise out of or are related to:
You agree to promptly notify the Company of any third party Claims and cooperate with the Company in defending such Claims. You further agree that the Company shall have control of the defense or settlement of any third party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and the Company.
Except where otherwise provided in these Terms, where you have incurred any liability to us, whether arising from or under these Terms or otherwise, howsoever arising, we may without notice to you, set-off the amount of such liability against any liability of us to you arising from or under these Terms, whether either such liability is liquidated or unliquidated, present or future, accrued or contingent. For the avoidance of doubt, any fees payable to us may be set-off against any Staking Rewards payable to you (where applicable).
Unless expressly provided for in writing by the Company, the Platform and the services are provided by us on an ‘as is’ and ‘as available’ basis without warranties or conditions of any kind, either express or implied. Your reliance on any information provided to you via the Platform is entirely at your own risk and we reserve the right to remove any content (including listings and/or links to Third Party Content) from the Platform at any time, for any reason, without notice. You acknowledge and agree that the Company shall not be liable for any damages arising from such removal.
Cryptographic digital assets (including non-fungible tokens and cryptocurrencies) are recorded and maintained on a decentralized blockchain platform. You acknowledge and agree that the Company does not guarantee that it can/will transfer the ownership of the relevant digital asset to you or any other party (as the case may be).
Access to the Platform
You acknowledge and accept that the risk of lack of market acceptance and adoption, market volatility, lack of a secondary market for trading and/or restrictions on trading in a secondary market, unforeseen software bugs, volatile price fluctuations of the resources used, cybersecurity issues or disruptions remain, and the Company shall not be liable to you for any loss, damage or delay caused by the delay or failure of the Platform or the services, cyber hacking, fraud or any form of cybercrimes committed against the Company, the Platform or you in respect of all matters.
The regulatory status of cryptographic digital assets (including digital tokens, non-fungible tokens and cryptocurrencies) and blockchain technology is unclear or unsettled in many jurisdictions. In the event that any relevant authority makes changes to existing laws, regulations and/or rules or financial institutions make commercial decisions and such changes/decisions negatively impact the provision of any services or the Platform in various ways, the Company shall be entitled to cease the provision of any services to you and operation of the Platform in any jurisdiction without incurring any liability whatsoever to you.
Due to the relatively nascent nature of the blockchain technology, the relevant blockchain may also be prone to periodic congestion, failure, or cyberattack, during which the delivery of the relevant cryptographic digital asset being sent or received may be delayed indefinitely or irretrievably lost or stolen due to no fault of ours. Accordingly, you acknowledge and accept that no liability whatsoever is assumed by us for losses or delays to you caused by any such factors.
You acknowledge and accept the risks of dealing with smart contracts, losing money due to fluctuations in the price of cryptographic digital assets.
You acknowledge and accept that we are not licensed or regulated under the laws or regulations of any jurisdiction (including that of the Republic of Singapore). You represent and warrant that your use of the Platform does not violate any law of your relevant place of domicile and jurisdiction, and no further consent or approval from any governmental authority is required in connection with such use of the Platform, and even if there are additional requirements or restrictions related to such use of the Platform, you agree to comply with, and shall be solely responsible for complying with, any such laws or regulations. You represent and warrant that your use of the Platform does not implicate or otherwise give rise to any legal or regulatory obligations on our part in respect of the laws of your relevant place of domicile and jurisdiction.
We shall not be liable whether in contract, tort (including for negligence or breach of statutory duty), misrepresentation (whether innocent or negligent), restitution or otherwise for:
Subject to the limitations on our liability set out herein, our total aggregate liability whether in contract, tort (including negligence or breach of statutory duty), misrepresentation (whether innocent or negligent), restitution or otherwise, including any professional and legal costs, arising in connection with these Terms, the access to and use of the Platform and content, or the sale or purchase of any products on this Platform, shall be limited to the greater of (a) USD 100, (b) the amount of fees received by us from the transaction of the relevant product or digital asset(s) that is/are the subject of the claim (where applicable) or (c) the amount of fees received by us in relation to the Platform or associated services rendered to you in the 12 month period preceding the date the claim arose (where applicable).
For the avoidance of doubt, the foregoing sets out our total financial liability to you in respect of any breach of these Terms, including but not limited to any Personal Data or data security breach.
To the maximum extent permitted by the applicable law, we reserve the right in our sole and absolute discretion, to amend, modify, alter or supplement these Terms and the Platform from time to time, without prior notice to you.
You should check back on the Platform often to confirm that your copy and understanding of these Terms is current and correct. Your non-termination or continued use of the Platform after the effective date of any amendments, changes, or updates constitutes your acceptance of these Terms, as modified by such amendments, changes, or updates.
The Company may, without notice and in its sole discretion, terminate these Terms and your right to access or use the Platform at any time, and for any or no reason. You acknowledge and agree that we shall have no liability or obligation to you in such event and that you will not be entitled to a refund of any amounts that you have already paid to us, to the fullest extent permitted by applicable law.
Termination of these Terms shall not affect the effect of Clauses 5, 6, 7, 10, 11, 12, 13, 15, 16, 17, 18, 19 and 20, 21.2, 22.2, 22.3.5.
No termination shall release you from any liability which at any time of such termination has already accrued to the Company or which may accrue thereafter in respect of any act, omission or breach prior to such termination.
Any dispute arising out of or in connection with this Agreement, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration in Singapore, administered by the Singapore International Arbitration Centre (“SIAC”) in accordance with the Arbitration Rules of SIAC (“SIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore. The Tribunal shall consist of one arbitrator. The language of the arbitration shall be English.
No failure or delay by a party to exercise any right or remedy provided under these Terms or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.
No one other than a party to these Terms, their successors and permitted assignees, shall have any right to enforce any of its Terms.
Wallet. You agree that your wallet will be used by you only and that custodial details of the wallet, including your private key, shall not be shared with or transferred to others. You are solely responsible for any activity on the Platform arising out of any failure to keep your seed phrases or private keys confidential and you may be held liable for any losses arising out of such a failure. We cannot and will not be liable for any loss or damage arising therefrom.
Non-custodial nature. You acknowledge that the wallet services we provide to you are non-custodial in nature and, we do not have access to the full private key of your wallet, nor have control nor custody over the digital assets in your wallet at any time. Except to the extent that a factor of your wallet’s private key is generated by our software using an n-factor authorization mechanism, we shall not be responsible for the security of your recovery phrases, seed phrases, authorization keys or passwords of a similar nature, nor shall be we responsible for any inaccessible cryptographic tokens as a result of any lost seed phrases, recovery phrases, authorization keys or similar passwords. In certain circumstances, we may be able to assist in recovering your wallet if you have forgotten your password or secret codes. Nonetheless, we shall not be liable for any losses or damage you may suffer if you are unable to recover your account despite our assistance. Further, we cannot and shall not be responsible for any activities you carry out in relation to your cryptographic digital assets and any risk of loss at all times.
Ownership. The relevant third party dApp developers (“Developer(s)”) shall retain sole ownership over the rights to their dApps and content thereof (“dApp Content”). Developers and Users agree that AAG does not claim any ownership rights in the listed dApps and/or dApp Content.
Responsibility. While we will strive to get dApp-related information from reputable and reliable Developers, this information may not always be accurate or dependable. We will also not be obliged to monitor the listed dApps or dApp Content. Users hereby acknowledge that all information provided by them in relation to the dApps are for their informational purposes only. Users are not entitled to rely upon the accuracy or completeness of the information and shall access or use any listed dApps at their own risk. In no circumstances shall we be responsible for the performance of any dApp, the completeness or accuracy of any dApp-related data, content or resources or any loss or damage that Users may experience as a result of their use/access to any of the listed dApps. Users hereby acknowledge and agree that the responsibility for the performance of dApps and all associated content shall remain with the person from whom the dApp originated.
Each Developer agrees that all listed dApps on our Platform may be subject to various categorization and ranking systems that we may implement from time to time, in our sole discretion. dApps may be ranked according to popularity, internal metrics and algorithms or by third party ranking systems. We reserve the right to, in our sole discretion, change the rank of any dApp or remove any dApp listing and associated content from the Platform at any time, and for any reason, without notice. Each Developer acknowledges and agrees that we shall not be liable for any damages arising from such changes or removal.API and API keys.
To facilitate the listing of dApps on our Platform, we may provide Developers with an API Key. Each Developer agrees to only use the API key as authorized by us, and that they shall be solely responsible for all activity associated with this API key, that they shall only use the API key in accordance with any corresponding documentation, that they shall keep the API key secure, and that they shall not share their API key with any third party.