Customer Agreement

This Customer Agreement (this "Agreement") constitutes a legal and binding agreement between you and Amazingtech Pte Ltd. (UEN No. 201611619W) ("Tokenize"). In order to open an Account (as defined below) and use our Tokenize Services (as defined below) you must agree to the terms of this Agreement that are set out below. By electronically accepting or acknowledging this Agreement, and/or signing up for an Account with Tokenize and/or using our Tokenize Services, you represent and undertake, that you have, and are deemed to have read and accepted this Agreement. By accepting this Agreement, you also agree to be bound by our Terms of User and Privacy Policy, which are hereby deemed to be incorporated into this Agreement by reference.

  1. Introduction
    1. In this Agreement, the following words and phrases have the corresponding meanings unless the context otherwise requires:

      "Account" means a Customer’s Tokenize Account.

      "API" means Application Programming Interface.

      "Applicable Laws" means all applicable local or foreign laws, rules, acts, regulations, subsidiary legislation notices, notifications, circulars, licence conditions, directions, requests, requirements, guidelines, directives, codes, information papers, practice notes, demands, guidance and/or decisions of any national, state or local government, any agency, exchange, regulatory or self- regulatory body, law enforcement body, court, central bank or tax revenue authority or any other authority (including the Monetary Authority of Singapore and Inland Revenue Board of Singapore) whether in Singapore or elsewhere, whether having the force of law or not (including any intergovernmental agreement between the governments or regulatory authorities of two or more jurisdictions or otherwise), as may be amended from time to time.

      "Asset" means a Digital Asset or Fiat currency.

      "Cryptocurrency" or "Digital Asset" means a Digital Currency or Digital Token which is offered for trading on Tokenize Exchange from time to time of which the current listing can be found at https://tokenize.exchange

      "Customer" means a person who has a valid Account as may be determined by Tokenize.

      "Digital Asset Transaction" means the transaction of sending Digital Assets to third parties, and requesting, receiving and storing of Digital Assets from third parties as described in Section 8.1.

      "Digital Currency" means a digital representation of value which is recorded on a distributed digital ledger whether cryptographically-secured or otherwise, that functions as a medium of exchange and is interchangeable with any money, including through the crediting or debiting of an account.

      "Digital Wallet" means one or more hosted digital currency wallets enabling you to store, track, transfer, and manage your balances of Cryptocurrency or Digital Asset

      "Digital Token" means a digital representation which is recorded on a distributed digital ledger whether cryptographically-secured or otherwise.

      "Encumbrance" means any interest or equity of any person (including any right to acquire, option or right of pre-emption) or any mortgage, charge, pledge, lien, assignment, hypothecation, security interest, title retention or any other security agreement or arrangement.

      "Enhanced Due Diligence" means the submission of additional information as requested by Tokenize as described in Section 7.3.

      "fork" means the sudden changes in operating rules of the underlying protocols which govern the operation of Digital Assets as described in Section 9.6.

      "KYC" means Know-Your-Customer.

      "Order Book" means each order book on which Orders are placed for trading in a Trading Pair.

      "Prohibited Activity" means any of the prohibited acts or engaging in any of the prohibited businesses as described in Section 16.

      ""SGD" means the legal currency of Singapore.

      "MAS" means the Monetary Authority Singapore.

      "Site" means https://www.tokenize.exchange or any associated websites, APIs or mobile applications.

      "Term Of Use" means the set of terms which govern use of the Site by any person who browses, accesses or uses the Site, as made available at https://tokenize.exchange/term-of-use, and as may be supplemented, amended or varied from time to time upon notification to you.

      "Tokenize" means Amazingtech Pte Ltd.

      "Tokenize Services" means the following services provided by Tokenize:

      (a) access to a Digital Wallet;

      (b) access to Tokenize Exchange; and

      (c) access to API provided by Tokenize at https://tokenizexchange.zendesk.com/hc/en-gb/articles/360022521593-Developer-s-Guide-API

      "Tokenize Exchange" means the electronic platform which facilitates the trading of Digital Assets through a central limit order book operated by Tokenize.

      "Trading Rules" means the trading rules of Tokenize Exchange set out in Schedule 1.

    2. The words "we", "us", "our" or any of their derivatives refer to Tokenize and its successors and any novatee, assignee, transferee or purchaser of Tokenize’s rights and/or obligations here under and any reference to Tokenize includes a reference tosuch successor, novatee, assignee, transferee or purchaser.
    3. The words "you", "your", "yours" or any of their derivatives refer to the person who opened the Account and/or using our Tokenize Services and shall include, as thecontext may require, personal representatives (as the case may be).
    4. The relationship between you and Tokenize is governed by this Agreement. This Agreement shall apply to and govern your Account with us and all Tokenize Services.
    5. Section headings in this Agreement are for convenience only and shall not govern the meaning or interpretation of any provision of this Agreement.
  2. ELECTRONIC CONTRACTING, COMMUNICATIONS AND SIGNATURES
    1. Communications, notices, statements and any other document relating to your relationship with us may be provided to you, whether solely or partially via electronic means. You hereby agree to receiving all and any communications from us through electronic means, and you agree to Tokenize's use of electronic communications to enter into agreements and to communicate with you which may be effected in accordance with applicable laws on electronic commerce and electronic signatures.
    2. You agree and acknowledge that all electronic records created and stored by us in respect of all matters relating to you, any transactions on your Account and/or any Tokenize Services provided to you are deemed to be in writing and shall satisfy any legal requirement for documents to be in writing.
    3. You agree and acknowledge that all electronic records created and stored by us are admissible under applicable evidentiary laws in respect of any facts stated therein. In the event we use or rely on such electronic records as evidence of any matters, you agree that you will not, at any time dispute the authenticity or accuracy of any electronic records relied upon by us on the grounds that such record or information is in electronic form. For the avoidance of doubt, the preceding clauses are subject to our right to rectify any error or omission therein and are without prejudice to our right to adduce any other evidence.
  3. Risks
    1. You should understand the risks involved in buying, selling or trading Digital Assets. As with any asset, the value of Digital Assets is volatile and there can be a substantial risk that you lose money buying, selling, holding, or investing in Digital Assets. This market volatility and other risks involved in buying, selling or trading Digital Assets are explained on the risk warning at https://tokenize.exchange/risks. There may be additional risks not identified in this Agreement or the risk warning.
    2. You should carefully consider whether your financial situation and risk tolerance is suitable for buying, selling or trading Digital Assets. You accept and agree that you are solely responsible for any decision to buy, sell, trade, store or otherwise hold or deal with Digital Assets and such decision should take into account your risk tolerance and financial circumstances. You should consult if applicable, your own legal or tax professional in relation to your specific situation.
    3. Under no circumstances does any information contained on the Site or provided to you through your Account or by any employee, agent or affiliate of Tokenize, constitute financial, investment or other professional advice.
  4. ELIGIBILITY CRITERIA

    By opening an Account with us, you expressly warrant and represent that:

    1. If you are an individual, you are at least 18 years of age. If you are a company/corporation, you must be registered under COMPANIES ACT (CHAPTER 50);
    2. You have full capacity to accept this Agreement and enter any transaction available through the Site;
    3. You will not have or attempt to have more than one (1) Account, or use or access any Account other than your own, or assist any other person in obtaining unauthorised access to your Account or any other Account;
    4. All information and documents provided to us are true, correct, and complete and not misleading in any material way and such information and documents will remain true and correct;
    5. All actions, conditions and things required to be taken, fulfilled and done in order (i) to enable you to lawfully enter into, exercise your rights and perform, and comply with, your obligations under this Agreement, and (ii) to ensure that those obligations are valid, legally binding and enforceable, have been taken, fulfilled and done;
    6. Your obligations under this Agreement are valid, binding and enforceable;
    7. You are solvent, able to pay your debts as they fall due and not an undischarged bankrupt and/or are a going concern;
    8. Your entry into, exercise of your rights and/or performance of or compliance with your obligations under this Agreement does not and will not (i) violate any agreement to which you or where applicable, any of your affiliates, is a party or which is binding on any of you or your respective assets, or (ii) result in the existence of, or oblige any of you to create, any security over those assets;
    9. You have obtained all consents, licences, approvals or authorisations of, exemptions by or registrations with or declarations by, any governmental or other authority that you require, and these are valid and subsisting and will not be contravened by the execution or performance of this Agreement;
    10. Your use of the Tokenize Services complies with all Applicable Laws;
    11. You will inform, yourself, and, if necessary, consult your own professional advisers as to the relevant legal, tax and exchange control regulations in force in the countries of your citizenship, residence or domicile; and
    12. You will not use your Account for or in relation to any illegal activity, any Prohibited Activity, in violation of any laws, statutes, ordinances or regulations, or in breach of export controls or sanctions requirements.
  5. ACCOUNT
    1. Registration of Account
      1. To use the Tokenize Services, you will need to register for an Account by providing your name, email address, and a password and by accepting this Agreement. By using an Account, you agree and represent that you will use the Tokenize Services only for yourself, and not on behalf of any third party. You undertake not to register for more than (1) one Account or register an Account on behalf of any person other than yourself. For corporate customers, you may open more than (1) one Account.
      2. You are fully responsible for all activity that occurs under your Account. We may, in our sole discretion, refuse to open an Account for you, [or limit the number of Accounts that you may hold. This is only for corporate customers] or suspend or terminate any Account or the trading of specific Digital Asset in your Account. For the avoidance of doubt, we are not obliged to open any Account for you or provide you with any of the Tokenize Services.
    2. Third Party Access
      1. If you grant express permission to a third party to access or connect to your Account, either through the third party's conduct or service or through the Site, you acknowledge that granting permission to a third party to take specific actions on your behalf does not relieve you of any of your responsibilities under this Agreement. You are fully responsible for all acts or omissions of any third party with access to your Account(s) and any action of such third party shall be considered to be an action authorised by you. Further, you acknowledge and agree that you will not hold Tokenize responsible for, and will indemnify Tokenize from, any liability arising out of or related to any act or omission of any third party with access to your Account.
      2. You may change or remove permissions granted by you to third parties with respect to your Account at any time through the tabs on the [‘Settings’ page on the Site].
    3. Your Responsibilities Over Your Account

      You are responsible for safeguarding the password for your Account and for any activities or actions taken under your Account. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account. The use of your Account with us is premised on you as the sole user and not transferable to any other party. Any unauthorised use will constitute a breach of this Agreement and is liable to immediate termination.

  6. IDENTITY VERIFICATION
    1. You acknowledge that we are obliged to carry out KYC processes in accordance with our policies and Applicable Laws.
    2. You agree to provide us with any information we may request for the purposes of identity verification and for the detection of money laundering, terrorist financing, fraud, or any other financial crime, and you permit us to keep a record of such information.
    3. You agree to complete certain verification procedures before you are permitted to use the Tokenize Services and to access specific Tokenize Services, including certain transfers of any Digital Assets, and the limits that apply to your use of the Tokenize Services which may be altered by us from time to time as a result of information collected on an ongoing basis.
    4. In providing us with information required for our KYC processes, you confirm that the information provided is true, correct and complete. You undertake to inform us promptly of any change in the information provided. We will treat this information in accordance with our Privacy Policy https://tokenize.exchange/policy.
    5. You agree to provide any information or documents requested by us in relation to your Account including where desirable or where required for the purposes for complying with any Applicable Law or pursuant to any order, direction, or request by any applicable court, government or regulatory authority. This includes but not limited to any applicable anti- money laundering requirements, or any applicable tax disclosure, or reporting obligations. We may (where applicable) share the information you have provided to us to the Inland Revenue Board of Singapore for the purposes of complying with our obligations under applicable tax disclosure or reporting obligations.
  7. TRANSACTION LIMITS AND ENHANCED DUE DILIGENCE
    1. The use of the Tokenize Services is subject to a limit on the value of Singdollar or Digital Asset that you may transact or transfer in a given period (e.g. daily) and as may be amended by us from time to time. To view your limits, login to your Account and visit https://tokenize.exchange. Your transaction limits may vary depending on your various factors.
    2. We reserve the right to change applicable limits as we deem necessary. If you wish to raise your limits beyond the posted amounts, you may submit a request at info@tokenizemalaysia.com.
    3. We may require you to submit additional information about yourself or your business if you wish to raise your limits ("Enhanced Due Diligence"). We reserve the right to charge you costs and fees associated with such Enhanced Due Diligence although if we intend to do so, we will notify you in advance so that you can decide whether you wish to proceed with the request. In our discretion, we may refuse to raise your limits, or we may lower your limits at a subsequent time even if you have completed Enhanced Due Diligence.
    4. You accept and agree that you will always remain subject to such Enhanced Due Diligence procedures. Additionally, we may require you to wait some amount of time after completion of a transaction before permitting you to use further Tokenize Services and/or before permitting you to engage in transactions beyond certain volume or value limits.
  8. DIGITAL WALLET
    1. Your Digital Wallet enables you to send Digital Assets to, and request, receive, and store Digital Assets from, third parties by giving instructions through the Site (each such transaction is a "Digital Asset Transaction").
    2. Tokenize Exchange enables you to buy Digital Assets using Fiat. Conversely, when you sell Digital Assets you may elect to receive Fiat or other Digital Assets as set out in the Trading Rules.
    3. The Digital Wallet is only available in relation to the Digital Assets that Tokenize supports. Information about the Digital Assets that Tokenize supports can be found at list of supported Digital Assets which may change from time to time. Under no circumstances should you attempt to use your Digital Wallet to store, send, request, or receive digital assets in any form that we do not support (We will give a 30-days notice before forgone our support on the digital asset that is no longer supported). We assume no responsibility or liability in connection with any attempt to use your Digital Wallet for digital assets that we do not support.
    4. We will process Digital Asset Transactions in accordance with the instructions we receive from you. You should verify all transaction information prior to submitting instructions to us. We do not guarantee the identity of any user, receiver, requestee or other third party and we will have no liability or responsibility for ensuring that the information you provide is accurate and complete.
    5. In order to process Digital Asset Transactions on your behalf, you will incur a withdrawal fee. A full list of Tokenize fees can be found at withdrawal fee
    6. We may also refuse to process or cancel any pending Digital Asset Transaction if required by law, regulation or any court or other authority to which Tokenize or Tokenize’s affiliate is subjected to in any jurisdiction.
    7. In the event MYR or Digital Asset has been transferred to your Account in error which you know, suspect, or should reasonably know or suspect, you must immediately notify Tokenize of the error by sending an email to customercare@tokenize.exchange You accept and agree that you have no claim or entitlement to any MYR or Digital Asset received in error and must immediately return such funds in accordance with the instructions received from Tokenize.
  9. TRANSACTIONS ON DIGITAL ASSET NETWORKS
    1. The transaction must be confirmed and recorded in the public ledger of the relevant Digital Asset network (e.g. Bitcoin, Ethereum, Ripple or any other Digital Asset network that may be approved in the future) when Digital assets are sent or received. That Digital Asset network is solely responsible for verifying and confirming any such transactions. Tokenize cannot confirm, cancel or reverse Digital Asset Transactions once they have been broadcasted to the relevant Digital Asset network.
    2. You accept and agree that:
      1. When a transaction has been submitted to a Digital Asset network, the transaction is not complete and will be in a pending status until the Digital Asset network has given a sufficient confirmation of the Digital Asset transaction. Funds associated with transactions in the pending state will be designated accordingly and will not be included in your Account or be available to you to conduct transactions.
      2. When you send Digital Assets from your Account, you are authorising us to submit your transaction request to the relevant Digital Asset network. Once a transaction request has been submitted to the relevant Digital Asset network, the Digital Asset network will automatically complete or reject the request and neither you nor Tokenize will be able to cancel or otherwise modify your transaction.
      3. Digital Asset networks are operated by decentralised networks of independent third parties. They are not owned, controlled or operated by Tokenize so we cannot ensure that any transaction details you submit will be confirmed by the relevant Digital Asset network. You agree that any transaction details you submit may not be completed, or may be substantially delayed, by the Digital Asset network used to process the transaction.
    3. When you or a third party sends Digital Assets to a Digital Wallet from an external digital wallet not hosted on Tokenize, the person initiating the transaction is solely responsible for executing the transaction properly, which may include, among other things, payment of miner’s fees in order for the transaction to be successful. Non-payment of miner fees may cause your transaction to remain in a pending state outside of Tokenize’s control and we are not responsible for delays or losses incurred as a result of an error in the initiation of the transaction and Tokenize has no obligation to assist in the remediation of such transactions.
    4. We do not own or control the underlying software protocols which govern the operation of Digital Assets supported on our platform. Generally, the underlying protocols are ‘open source’ and anyone can use, copy, modify, and distribute them.
    5. We assume no responsibility for the operation of the underlying protocols, and we are not able to guarantee their functionality, security, or availability. You acknowledge and accept the risk that underlying software protocols relating to any Digital Asset you store in your Digital Wallet may change.
    6. The underlying protocols are subject to sudden changes in operating rules ("forks"), and such forks may materially affect the value, function, and/or the name of the Digital Asset you store in your Digital Wallet. Should a fork occur, Tokenize may, with or without notice to you, temporarily suspend operations in relation to that fork. We may, in our reasonable discretion, decline to support either or both branches of a fork. You acknowledge the risks presented by forks and you accept that we have no responsibility to assist you to move or sell an unsupported branch of a forked protocol.
  10. DIGITAL ASSETS
    1. All Digital Assets held in your Digital Wallet are custodial assets held by the Tokenize Group for your benefit.
    2. Title to your Digital Assets shall at all times remain with you and shall not transfer to Tokenize or to any company in the Tokenize Group. As the owner of a Digital Asset in your Digital Wallet, you shall bear all risk of loss of such Digital Asset. No company within the Tokenize Group (including Tokenize) shall have any liability to you whether for fluctuations in the fiat currency value of Digital Asset held in your Digital Wallet or otherwise.
    3. You control the Digital Assets held in your Digital Wallet. At any time, subject to outages, downtime, and other applicable policies, you may withdraw your Digital Assets by sending it to an external digital wallet controlled by you or a third party.
    4. In order to more securely hold custody assets, Tokenize may use shared blockchain addresses, controlled by a member of the Tokenize Group, to hold Digital Assets held on behalf of Customers and/or held on behalf of Tokenize.
    5. Tokenize securely stores Digital Asset private keys, in a combination of online and offline storage, which are the means by which you can securely approve a Digital Asset Transaction. As a result of our security protocols, it may be necessary for us to retrieve private keys or related information from the offline storage in order to facilitate a Digital Asset Transaction in accordance with your instructions, and you acknowledge that this may delay the initiation or crediting of such Digital Asset Transaction but you agree to indemnify and hold us harmless against any loss suffered arising from such delay.
  11. DEPOSITS
    1. You may fund your Account by depositing funds in Fiat from your bank account into your Account. Funds deposited in your Account can be used only to trade on Tokenize.
    2. You will deposit your funds directly into a trust account as specified by us at https://tokenize.exchange/wallets. The trust account into which you make a deposit will be a segregated account used exclusively for the purpose of holding and processing Customers’ funds. Subject to the terms of this Agreement, you retain a right to any funds you deposit into the trust account until such time as your funds are used or withdrawn.
    3. We shall only accept monies from you which are received from bank accounts belonging to you. If we are not satisfied that the monies deposited by you came from bank accounts belonging to you, we can refund such monies to you, subject to Applicable Laws.
    4. The payment method by which you deposit funds are set out at https://tokenize.exchange/wallets. Where you have made a deposit using the supported payment method and adhered to the requirements of Tokenize for deposits of funds, your deposit will be allocated to your Account. Deposits may take time to reflect in your Account due to bank processing times, operational processes, and/or failure by you to adhere to Tokenize’s requirements for deposits of funds. Under no circumstances will Tokenize have any liability to you in relation to any delay in failure of a deposit being reflected in your Account.
    5. You may also deposit Digital Assets from third party hosted digital wallets belonging to you into your Digital Wallet. Digital Assets deposited in your Digital Wallet can be used to trade on Tokenize. Deposits of Digital Assets may take time to reflect in your Digital Wallet due to operational processes, and/or failure by you to adhere to Tokenize's requirements for deposits of Digital Assets. Under no circumstances will Tokenize have any liability to you in relation to any delay in failure of a deposit being reflected in your Digital Wallet.
  12. WITHDRAWALS
    1. You may withdraw Digital Assets from your Digital Wallet by transfer to a third party hosted digital wallet belonging to you. You are solely responsible for ensuring that any withdrawal instructions provided to Tokenize, including the relevant digital wallet address, are complete and correct and you accept and agree that under no circumstances will Tokenize be under any obligation to reverse or revise any withdrawal.
    2. You may withdraw funds in Fiat from your Account directly to your bank account. Tokenize will process withdrawals in accordance with your instructions. You are solely responsible for ensuring that any withdrawal instructions provided to Tokenize, including the relevant bank account number, are complete and correct and you accept and agree that under no circumstances will Tokenize be under any obligation to reverse or revise any withdrawal.
    3. Tokenize may also charge a fee on certain deposits or withdrawal of funds (e.g. bank remittance). All such fees will be clearly displayed in your Account.
    4. Withdrawals to the bank account of any third party are expressly prohibited. You agree not to make, or attempt to make, any withdrawal of funds from your Account to the bank account of a third party and accept that any such withdrawal may be refused and/or result in the suspension, termination or cancellation of your Account.
  13. Tokenize Exchange
    1. Tokenize Exchange is an electronic platform which facilitates the trading of Digital Assets through a central limit order book operated by Tokenize. You understand and agree that your use of Tokenize Exchange is at your own risk and that you are responsible for any and all orders, trades, and other instructions entered into Tokenize including identifiers, permissions, passwords, and security codes associated with your Account.
    2. By accessing Tokenize through https://tokenize.exchange or the Tokenize API, you accept and agree to be bound by the Trading Rules.
    3. By placing an order on Tokenize, you agree to pay all applicable fees and you authorise Tokenize to automatically deduct fees directly from your Account. Trading fee rates can be found at https://tokenize.exchange.
    4. We may suspend your Account or your access to any one (1) for more Order Books in accordance with the suspension set out in this Agreement. Suspension or termination of your Account shall not affect the payment of fees or other amounts you owe to Tokenize. In the event that your Account is suspended or terminated, we will immediately cancel all open orders associated with your Account, block all withdrawals and bar the placing of further orders until resolution or we terminate your Account.
    5. We do not represent that Tokenize and/or its constituent Accounts, APIs, and related services, will be available without interruption. We do not guarantee continuous access or that there will be no delays, failures, errors, omissions or loss of transmitted information, nor do we guarantee that any order will be executed, accepted, recorded, or remain open. Tokenize reserves the right to cancel any open trades and/or suspend Tokenize activity in accordance with the Trading Rules.
    6. In the event there are outstanding amounts owed to us, we reserve the right to debit your Account accordingly and/or to withhold amounts from funds you may transfer from your Account
  14. FEES
    1. The fee payable by you to us for the Tokenize Services is specified in the Fee Schedule available at Fees as may be amended from time to time. All liabilities, costs and expenses which we incur to provide the Tokenize Services under this Agreement will be covered by the Fees.
    2. You shall make all payments due under this Agreement free and clear of, and without deduction, withholding or set-off on account of, any tax or levy or any other charges present and future.
    3. You shall be liable for any service tax, value added tax or any other tax chargeable by law on any payment you are required to make to us. If we are required by law to collect and make payment in respect of such tax, you will indemnify us against such payments.
    4. We may deduct your Account with the full amount of any Fees payable by you, or any other monies owed by you to us pursuant to any liability of any nature arising in respect of the Account or otherwise. For this purpose, we may withdraw and collect uninvested cash in your Account and/or sell your Digital Assets and collect the proceeds from such sale.
  15. COMPLIANCE WITH APPLICABLE LAWS
    1. The provision of the Account and all Tokenize Services by us to you and the relationship between us and you shall be subject to all Applicable Laws provided that to the extent permitted by law, a breach of any Applicable Law shall not discharge or release you from any of your obligations under this Agreement to us. The availability of any Tokenize Service or any terms and conditions applicable thereto (including pursuant to this Agreement) may be varied by us without notice to you for compliance (voluntary or otherwise) with the Applicable Laws.
    2. We shall be entitled to rely on and to act in accordance with all legislation and any guidelines, codes, or other information applicable to us, including those published by the MAS and we shall not incur any liability to you as a result of our so reliance or acting. For the avoidance of doubt, this Agreement shall be construed in accordance with any Applicable Laws.
    3. You agree that nothing in this Agreement shall exempt, limit or exclude us from acting in compliance with any applicable guidelines or any other Applicable Laws in carrying out our obligations under this Agreement. To the extent that any provision of this Agreement is inconsistent with the requirements of any Applicable Laws or other information applicable to us, including those published by the MAS, the requirements of the relevant Applicable Laws shall prevail over this Agreement.
  16. PROHIBITIONS
    1. By opening an Account, you hereby agree and acknowledge that you are prohibited from performing any of the prohibited acts or engaging in any of the prohibited businesses set out in this section (each a "Prohibited Activity"):
      1. (a) Unlawful activity: Violation of any laws, statutes, ordinance, or regulations.
      2. (b) Abusive activity: Engaging in abusive activity which includes but is not limited to:
        1. (i) actions which impose an unreasonable or disproportionately large load on our infrastructure, or detrimentally interfere with, intercept, or expropriate any system, data, or information;
        2. (ii) transmitting or uploading any material to the Site that contains viruses, trojan horses, worms, or any other harmful or deleterious programs;
        3. (iii) attempting to gain unauthorised access to the Site, other Accounts, computer systems or networks connected to the Site, through password mining or any other means;
        4. (iv) using Account information of another party to access or use the Site, except in the case of specific merchants and / or applications which are specifically authorised by a user to access such user's Account and information; or
        5. (v) transferring your Account access or rights to your account to a third party, unless by operation of law or with the express permission of Tokenize.
      3. (c) Abuse other users:
        1. (i) interfere with another individual's or entity's access to or use of any Tokenize Services;
        2. (ii) defame, abuse, extort, harass, stalk, threaten or otherwise violate or infringe the legal rights (such as, but not limited to, rights of privacy, publicity and intellectual property) of others;
        3. (iii) incite, threaten, facilitate or encourage hate, racial intolerance, or violent acts against others; harvest or otherwise collect information from the Site about others, including without limitation, email addresses, without consent.
      4. (d) Illegal activities: undertaking, facilitating or supporting criminal activity of any kind, including but not limited to, money laundering, terrorist financing, illegal gambling operations or malicious hacking.
      5. (e) Fraud: any fraudulent activities, including but not limited to taking any actions that defraud Tokenize or a Tokenize user or any other person, or the provision of any false, inaccurate, or misleading information to Tokenize.
      6. (f) Gambling: Lotteries; bidding fee auctions; sports forecasting or odds making; fantasy sports leagues with cash prizes; internet gaming; contests; sweepstakes; games of chance.
      7. (g) Intellectual Property Infringement: Undertaking, facilitating or supporting transactions involving items that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under the law.
      8. (h) Drugs and substances: sale of narcotics, controlled substances, pharmaceuticals and other ducts that make health claims that have not been approved or verified by the applicable local and/or national regulatory body, substances designed to mimic illegal drugs.
      9. (i) Adult Content and Services: pornography and other obscene materials (including literature, imagery and other media); sites offering any sexually-related services such as prostitution, escorts, pay-per view, adult live chat features.
      10. (j) Multi-level Marketing: pyramid schemes, Ponzi schemes, matrix programmes, "get rich quick" schemes, multi-level marketing programmes or high-yield investment programmes.
    2. Unless you have obtained the prior written consent of Tokenize, you accept and agree that you will not use your Account to conduct or operate any of the following business activities or categories of activity:
      1. (a) Money Services: money remittance, digital asset transmission, currency or Digital Asset exchanges or dealers; payment service provider, e-money or any other financial services business.
      2. (b) Investment and Credit Services: investment funds, asset management, brokerage services, consumer lending services, including but not limited to secured and unsecured loans, cash advances, payday lending.
      3. (c) Charities: Acceptance of donations for non-profit enterprises
      4. (d) Games of Skill: Games which are not defined as gambling under this Agreement or by law, but which require an entry fee and award a prize.
      5. (e) Religious/Spiritual Organisations: Operation of a for-profit religious or spiritual organisation.
  17. SUSPENSION, TERMINATION AND CANCELLATION OF ACCOUNT
    1. We reserve the right to:
      1. (a) refuse to complete, or block, cancel or reverse a transaction you have authorised (even after funds have been debited from your Account),
      2. (b) suspend, restrict, or terminate your access to any or all of the Tokenize Services, and/or
      3. (c) deactivate or cancel your Account with immediate effect for any reason, including but not limited to where:

        1. (i) we reasonably believe that we need to do so in order to protect our reputation;
        2. (ii) we are, in our reasonable opinion, required to do so by applicable law, regulation or any court or other authority to which we are subject in any jurisdiction;
        3. (iii) we reasonably suspect you of acting in breach of this Agreement;
        4. (iv) we reasonably suspect that your Account to be subject of an operational or other error, in which case we may be required to suspend access to your Account until such time as the error is rectified;
        5. (v) we reasonably suspect that your Account has been or is being used in relation to any unlawful, illegal or fraudulent manner;
        6. (vi) we reasonably suspect you or your Account is or has been associated with, or poses a high risk of, money laundering, terrorist financing, fraud, or any other financial crime;
        7. (vii) use of your Account is subject to any pending litigation, investigation, or government proceeding and / or we perceive a heightened risk of legal or regulatory non-compliance associated with your Account; or
        8. (viii) we reasonably suspect you of taking any action that may circumvent our controls such as opening multiple Accounts or abusing promotions that we may offer from time to time.
    2. If we refuse to complete a transaction and / or suspend, restrict or close your Account, and / or terminate your use of Tokenize Services, we will (unless it would be unlawful for us to do so) provide you with notice of our actions and at our absolute discretion, with the reasons for our refusal, suspension or closure and with the procedure for correcting any factual errors that led to such refusal, suspension or closure. In the event that we refuse to complete a transaction and / or suspend your Account, we will lift the suspension or complete the transaction as soon as reasonably practicable once the reasons for refusal and / or suspension no longer exist. However, we are under no obligation to allow you to reinstate a transaction at the same price or on the same terms as the suspended, reversed or cancelled transaction.
    3. We may suspend, restrict, or terminate your access to any, or all of the Tokenize Services and/or deactivate or cancel your Account, without reason by giving you 30 days’ notice. You acknowledge that our decision to take certain actions, including limiting access, suspending, or closing your Account, may be based on confidential criteria that are essential for the purposes of our risk management and security protocols. You agree that we are under no obligation to disclose the details of our risk management and security procedures to you.
    4. if you wish to terminate your Account, you may submit a request at info@tokenizemalaysia.com to terminate your Account. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
    5. On termination of this Agreement for any reason, unless prohibited by applicable law or by any court or other order to which Tokenize is subject in any jurisdiction, you are permitted to access your Account for ninety (90) days thereafter for the purposes of transferring Digital Assets and/or your funds deposited in your Account. You are not permitted to use the Tokenize Services or your Account for any other purposes during these periods and we may, at our discretion, limit the functionality of the Site for you accordingly.
    6. If we suspend or close your Account for any reason, we reserve the right to require you to re- complete the procedures outlined at Section 6 before permitting you to transfer or withdraw your Assets.
  18. SECURITY
    1. To access the Tokenize Services, you will be required to create an Account with Tokenize. You are solely responsible for keeping confidential and safeguarding your Account details. You must not disclose your login credentials and/or security credentials for your Account to any person. You shall be solely responsible for any and all consequences of use or misuse of your Account, login credentials, and/or security credentials arising from your failure to protect your login and/or security credentials.
    2. You are responsible for keeping the device(s) through which you access Tokenize Services safe and for maintaining adequate security controls over such device(s). This includes taking all reasonable steps to avoid the loss, theft or misuse of such device(s) and ensuring that such device(s) has adequate security controls (e.g. encrypted and password protected).
    3. If you suspect that your Account or any of your security details have been compromised, or if you become aware of any fraud or attempted fraud or any other security incident on your device or your Account which affects you and / or Tokenize, you should notify us as soon as possible.
    4. Tokenize is not liable for any damage or interruption caused by any malware, virus, bug or other malicious code that may affect your devices or other equipment, any phishing, spoofing or other attack by third parties, or for any losses which you or any other party may suffer arising from your Account being compromised and/or theft of your login or security credentials.
  19. LINKS TO OTHER WEBSITES
    1. Our Site may contain links to third-party websites or services that are not owned or controlled by Tokenize. Tokenize has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services.
    2. You hereby acknowledge and agree that Tokenize shall not be responsible or liable, whether directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or services. We strongly advise you to read all the terms and conditions and privacy policies of any third-party websites or services that you visit.
  20. SERVICE AVAILABILITY
    1. We will do all we can to ensure continuous operation of our Site and the Tokenize Services. However, access to our Site and/or the Tokenize Services may become degraded or unavailable during times of significant volatility or volume. This could result in the inability to buy or sell for periods of time and may also lead to support response time delays.
    2. We cannot guarantee that the Site, the Tokenize Services or your Account will be available without any interruption or that the Site and/or the Tokenize Services will not experience any delays, failures, or errors whatsoever. We do not guarantee that any order will be executed, accepted, recorded, or remain open.
    3. Please note that in certain circumstances our customer support response times may be delayed, including during times of significant volatility or volume. If we are unable to provide access to the Site or the Tokenize Services for any reason, you can refer to our status page https://tokenize.exchange/status.
    4. You agree and acknowledge that Tokenize shall not be liable for any losses suffered resulting from or arising out of transaction delays.
  21. SITE ACCURACY
    1. While we will do our best to ensure all information on the Site is accurate and up-to-date, the Site (and all content therein) may not always be entirely accurate, complete or current and may also include technical inaccuracies or typographical errors.
    2. In an effort to continue to provide you with the most complete and accurate information, information may, to the extent permitted by applicable law, be changed or updated from time to time without notice. Accordingly, you should verify all information before relying on it, and all decisions based on information contained on the Site are your sole responsibility and we shall have no liability for such decisions.
    3. Links to third party materials (including without limitation any websites) may be provided as a convenience but are not controlled by us. You acknowledge and agree that we are not responsible for any aspect of the information, content, or services contained in any such third party materials accessible or linked to from the Site.
  22. USE OF TOKENIZE API
    1. Any use of the Tokenize API at https://tokenizexchange.zendesk.com/hc/en- gb/articles/360022521593-Developer-s-Guide-API subject to this section and, for the avoidance of doubt, the terms of this Agreement in their entirety. Any use of the Tokenize API is entirely at your own risk. It is your responsibility to keep any API keys, passwords or other credentials relating to your use of the Tokenize API secure, and you accept and agree that you take full responsibility for any and all requests made over the Tokenize API, whether authorised by you or not.
    2. Tokenize sets and enforces limits on your use of the Tokenize API (e.g. limiting the number of requests per second). You accept and agree that any circumvention of, or attempt to circumvent, these limits, or any use of the Tokenize API that may adversely affect other users of the Site, may result in Tokenize, at its sole discretion, revoking your API access.
    3. Where market information is provided to you through the Tokenize API, you are not permitted to redistribute or sell such information without the prior written consent of Tokenize.
  23. LIABILITY
    1. Disclaimer of Warranties

      Your Account, the Site and the Tokenize Services and any related products or services are offered on a strictly “as-is” and “where-available” basis and Tokenize expressly disclaims, and you waive, all warranties of any kind, whether express or implied. Without limiting the generality of the foregoing, your Account, the Site, the Tokenize Services and any related products or services are offered without any warranty as to merchantability or fitness for any particular purpose.

    2. Limitation of Liability
      1. (a) Tokenize’stotalaggregateliabilitytoyouforanyindividualclaimorseriesofconnectedclaims for losses, costs, liabilities or expenses which you may suffer arising out of, or in connection with, any breach by Tokenize of this Agreement shall be limited to a maximum of the fees earned by Tokenize in connection with your use of your Account in the 12-month period immediately preceding the event giving rise to the claim for liability.
      2. (b) In addition to, and without derogation from, our maximum liability cap at Section 23.2(a) above, in no event shall we, our affiliates or service providers, or any of our, or their respective officers, directors, agents, employees or representatives, be liable for any of the following types of loss or damage arising under or in connection with this Agreement or otherwise:
        1. (i) any loss of profits or loss of expected revenue or gains, including any loss of anticipated trading profits and / or any actual or hypothetical trading losses, whether direct or indirect (even if we are advised of or knew or should have known of the possibility of the same);
        2. (ii) any loss of, or damage to:
          1. (A) reputation or goodwill;
          2. (B) any loss of business or opportunity, customers or contracts;
          3. (C) any loss or waste of overheads, management or other staff time; or
          4. (D) any other loss of revenue or actual or anticipated savings,
          whether direct or indirect (even if we are advised of or knew or should have known of the possibility of the same);
        3. (iii) any loss of use of hardware, software or data and / or any corruption of data; including but not limited to any losses or damages arising out of or relating to any inaccuracy, defect or omission of digital asset price data; any error or delay in the transmission of such data; and / or any interruption in any such data; and
        4. (iv) any loss or damage whatsoever which does not arise directly as a result of our breach of this Agreement (whether or not you are able to prove such loss or damage).
    3. Indemnity

      To the maximum extent permitted by law, you agree to indemnify Tokenize, its operating entities or any other affiliates and each of our, or their respective directors, members, employees and/or agents) against any action, liability, cost, claim, loss, damage, proceeding or expense (including attorneys' fees and any fines, fees or penalties imposed by any regulatory authority) suffered or incurred directly or indirectly arising from your use of or conduct in relation to the Site and/or your Account, or from your violation of the terms of this Agreement (unless they arise solely from our fraud, gross negligence or wilful default).

  24. GOVERNING LAW AND DISPUTE RESOLUTION
    1. This Agreement shall be governed by, and construed in accordance with, the laws of Singapore.
    2. If any dispute shall arise in connection with this Agreement, either you or we may initiate the dispute resolution procedures set forth in this section by giving the other party written note of such dispute ("Dispute Notice"). Following issuance of a Dispute Notice, both you and we shall agree to participate in mediation and undertake to abide by the terms of any settlement reached. The mediation must take place within sixty (60) days of the date of the Dispute Notice, and the mediator shall be a single mediator mutually appointed by the Parties, of where the Parties cannot agree on a mediator within fourteen (14) days, the mediator shall be appointed by the Director of the Asian International Arbitration Centre (AIAC). If the dispute cannot be resolved by mediation within sixty (60) days of the date of the Dispute Notice, then either you or we may refer the dispute to arbitration administered by the AIAC in accordance with the Arbitration Rules of the AIAC International Arbitration Centre (AIAC Rules) for the time being in force, which rules are deemed to be incorporated by reference to this section.
    3. The seat of the arbitration shall be Singapore.
    4. The language of the arbitration shall be English
  25. SUBMISSION OF FEEDBACK, QUERIES OR COMPLAINTS
    1. If you wish to contact us with any feedback, questions, or complaints, please contact:
      1. For feedbacks or queries: support@tokenizexchange.zendesk.com
      2. For complaints: customercare@tokenize.exchange
    2. When you contact us, please provide us with your name, email address, and any other information we may need to identify you, your Account, and where applicable, the relevant transaction in respect of which your feedback, question, or complaint relates.
  26. PRIVACY
    1. Your Privacy

      In the course of our relationship with you and to provide you with the Tokenize Services, we will collect and process your personal data in accordance with the terms of our Privacy Policy. By entering into this Agreement, you hereby expressly agree to Tokenize’s processing of your personal data as described in our Privacy Policy.

    2. Privacy of Other Users

      In the event you receive information about any other individual where using the Site or in the course of your access to and/or use of the Tokenize Services, you are strictly required to keep such information confidential.

      Save where you have received the relevant individuals’ express consent, you are strictly prohibited from:

      1. (a) using information relating to another individual except for such purposes and in such manner reasonably necessary for you to carry out a transaction and other functions reasonably incidental thereto; and
      2. (b) disclosing or distributing information relating to any other individual which you have obtained from your use of the Site or the Tokenize Services to any third party.

      You shall not send unsolicited communications to any other user of the Site or the Tokenize Services.

  27. LIMITED LICENSE
    1. We grant you a limited, non-exclusive, non-transferable license, subject to the terms of this Agreement, to access and use the Site and related content, materials, information (collectively, the "Content"). The license granted is solely for your use of the Site and the Tokenize Services in accordance with the terms of this Agreement, and for any other purposes as permitted by us from time to time.
    2. Any other use of the Site or Content is expressly prohibited and all other right, title, and interest in the Site or Content is exclusively the property of Tokenize and its licensors. You agree not to copy, transmit, distribute, sell, license, reverse engineer, modify, publish, or participate in the transfer or sale of, create derivative works from, or in any other way exploit any of the Content, in whole or in part.
    3. "Tokenize.exchange", "Tokenize", "Tokenize Exchange", and all logos related to the Tokenize Services or displayed on the Site are trademarks or registered marks of Tokenize or its licensors. You may not copy, imitate or use them without our prior written consent.
  28. TAX

    You are solely responsible for determining whether, and to what extent, any taxes apply to any transactions you conduct through the Tokenize Services, and to withhold, collect, report and remit the correct amount of tax to the appropriate tax authorities. Your transaction history is available through your Account.

  29. EXPORT CONTROLS & SANCTIONS
    1. Your use of the Tokenize Services and the Site is subject to international export controls and economic sanctions requirements. By undertaking any activity on the Site or through your Account, including but not limited to sending, receiving, buying, selling, trading or storing Digital Assets through the Site or any of Tokenize Services, you agree that you will comply with those requirements.
    2. You are not permitted to acquire Digital Assets or use any of the Tokenize Services through the Site if:
      1. (i) you are in, under the control of, or a national or resident of any country subject to United States embargo, United Nations sanctions or the UK's HM Treasury's financial sanctions regimes (each a "Sanctioned Country"), or if you are a person on the U.S. Treasury Department's Specially Designated Nationals List or the U.S. Commerce Department's Denied Persons List, Unverified List, Entity List, or the UK's HM Treasury's financial sanctions regime (a "Sanctioned Person"); or
      2. (ii) you intend to supply any acquired or stored Digital Assets or Tokenize Services to a Sanctioned Country (or a national or resident of a Sanctioned Country) or Sanctioned Person.
  30. UNCLAIMED PROPERTY
    1. In the event that you have not accessed your Account through the Site or otherwise undertaken any activity in relation to your Account (such as transfer-in of funds) for two (2) years, the Account will be deemed dormant and de-activated. Re-activation is required for the Account to resume activity.
    2. If you wish to re-activate the Account, you agree to provide us with such information as we may require to authenticate your identity. Otherwise, we may terminate your Account in accordance with this Agreement.
    3. If we determine in good faith that we are still unable to trace you in the two (2) years following dormancy, the Account will be terminated and you agree that all Assets then standing to the credit of any Account or otherwise held by us or our affiliate (as the case may be) together with any property as may from time to time continue to accrue to those monies and property (whether by way of dividends, interest or otherwise) may forthwith be liquidated by us and the proceeds of the liquidation (after setting off any applicable administrative costs) shall be held by us for your benefit for a period of one (1) year. If any of the proceeds payable to you remain unclaimed by you after a period of one (1) year from the date on which it became payable, we shall surrender such unclaimed amount to the Registrar of Unclaimed Moneys, in accordance with the provisions of the Singapore PUBLIC TRUSTEE ACT (CHAPTER 260).
    4. You thereafter shall have no right whatsoever to claim such proceeds from us, you deemed to have waived and abandoned all your rights to such proceeds (and any other property as may accrue to it).
  31. MISCELLEANOUS
    1. Amendments

      We may make all other amendments to the Agreement (including any other Tokenize Services and those relating to it) by posting the revised Agreement on the Site or by emailing it to you, indicating when the revised Agreement becomes effective. Although we will endeavour to provide you with advance notice where possible, where lawful we may indicate that the revised Agreement shall be effective immediately and if you do not agree with any such modification, you should close your Account and cease using the Tokenize Services. Copies of the most up-to-date version of the Agreement will be made available in the Site at all times and will be provided to you by email on your request.

    2. Relationship of Parties

      Nothing in this Agreement shall be deemed or is intended to be deemed, nor shall it cause, either you or Tokenize to be treated as partners or joint venture partners, or either you or Tokenize to be treated as the agent of the other.

    3. Contact Information

      You are responsible for keeping your email address and telephone number up to date in your Account file in order to receive any notices or alerts that we may send you.

    4. Entire Agreement

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

    5. Transfer and Assignment

      You shall not have the right to assign any of such rights, undertakings, agreements, duties, liabilities and/or obligations hereunder, except with our written consent. We may assign or transfer any of our rights hereunder to any party without your consent, but subject to prior notification.

    6. Change of control

      In the event that Tokenize is acquired by or merged with a third party, we reserve the right to transfer or assign the information we have collected from you as part of such merger, acquisition, sale, or other change of control.

    7. Force Majeure

      Tokenize shall not be liable for any delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labour dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond our reasonable control.

    8. Security Interests

      You shall not create an Encumbrance over your Digital Asset except with our written consent.

    9. Invalidity

      If any provision of this Agreement or part thereof is rendered void, illegal or unenforceable by any legislation to which it is subject, it shall be rendered void, illegal or unenforceable to that extent and no further and, for the avoidance of doubt, the rest of this Agreement shall continue in full force and effect and the legality, validity and enforceability of the whole of this Agreement in any other jurisdiction shall not be affected.

    10. Enforcement of Our Rights

      No failure or delay on our part in exercising any power of sale or any other rights or options hereunder and no notice or demand which may be given to or made upon you by us with respect to any power of sale or other right or option hereunder, shall constitute a waiver thereof, or limit or impair our right to take any action or to exercise any power of sale or any other rights or options hereunder without notice or demand, or prejudice our rights as against you in any respect or render us responsible for any loss arising there from. A single or partial exercise of a right, power or remedy does not prevent another or further exercise of that or another right, power or remedy. A waiver of a right, power or remedy must be in writing and signed by the party giving the waiver. We may grant time or other indulgence to you or any other person, without impairing or affecting in any way any of our rights as against you or any such other persons.

    11. Language

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

    12. Survival

      All provisions of this Agreement which by their nature extend beyond the expiration or termination of this Agreement, including, without limitation, the sections relating to suspension or termination, Account cancellation, debts owed to Tokenize, general use of the Site, disputes with Tokenize, and general provisions will continue to be binding and operate after the termination or expiration of this Agreement. All disclaimers, indemnities and exclusions in this Agreement shall survive the termination of this Agreement.