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Terms and Conditions – Secure by Primular Wallet

TERMS AND CONDITIONS​

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY. BY USING, accessing, communicating with, downloading, OR registering at the Software, AS DEFINED BELOW, YOU AGREE TO BE LEGALLY BOUND BY THESE TERMS AND CONDITIONS AND ALL TERMS, POLICIES, AND AGREEMENTS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE WITH THESE TERMS PLEASE DO NOT USE, ACCESS, DOWNLOAD, REGISTER, OR COMMUNICATE WITH THE SOFTWARE. WE RESERVE THE RIGHT AT OUR SOLE DISCRETION, TO CHANGE, MODIFY, ADD OR REMOVE ANY PORTIONS OF THESE TERMS AND CONDITIONS, AT ANY TIME.

YOU SHOULD BE AWARE THAT THE RISK OF LOSS IN TRADING OR HOLDING DIGITAL ASSETS CAN BE SUBSTANTIAL. WE DO NOT ACT AS YOUR BROKER-DEALER, INTERMEDIARY, AGENT, OR ANY KIND OF ADVISOR, INCLUDING COMMODITY TRADING ADVISOR. YOU SHOULD THEREFORE CAREFULLY CONSIDER WHETHER TRADING OR HOLDING DIGITAL ASSETS ARE SUITABLE FOR YOU IN LIGHT OF YOUR FINANCIAL CIRCUMSTANCES.

1. Acceptance and Changes to These Terms​

a. Parties of this Term this is a contract between you and AI and Robotis Ventures Company Limited, a private company incorporated in Thailand, having its registered address at 304 Vanit Place Ari Building A Floor 25 Phaholyothin Road Samsen Nai Phayatai Bangkok 10400 Thailand. References in these Terms to “Secure”. “Primular”, “we”, “our” or “us”, are referring to Secure wallet products and services of AI and Robotics Ventures Company Limited, and references to “you”, “your”, “customer” or “user” are to the person with whom Secure Wallet enters these Terms

b. Acceptance of Terms. These Terms apply to your use and access to our Software, including the Platform, Applications, the Website, and our services. Upon accessing, communicating with, downloading, adding to messengers' groups or channels, registering at or using the Software (as applicable in each case) you agree to be legally bound by and to comply with these Terms, our Privacy Policy, and all additional terms, policies, and agreements incorporated herein by reference and amended from time to time at our sole discretion. If you do not agree to the Terms or perform any and all obligations you accept under the Terms, then you may not access or use the Secure Wallet.

c. Application of Third-Party Terms. You hereby acknowledge and agree that when you use the Software any third-party terms or agreements may apply to your use. For example, when you use our Mobile Applications, the terms and conditions of the respective mobile applications marketplaces (like Apple App Stores or Google Play) may additionally apply to your use.

d. Changes to Terms. We may modify these Terms by providing notice of such changes, such as by sending you an email, providing notice through the Software or its newsfeed, or updating the “Last Updated” date at the bottom of these Terms. By continuing to access or use the Software or our services, you confirm your agreement to the modified Terms. If you do not agree to any modification to these Terms, you must stop using the Software and our services. We encourage you to frequently review the Terms to ensure you understand the terms and conditions that apply to your access to, and use of, the Software and our services.

2. Definitions​

a. “Account” means an account registered at the Platform;

b. “Applications” means mobile or desktop device-based applications used to access the Platform;

c. “Asset Properties” means the features, functions, characteristics, operation, use, and other properties of any digital assets;

d. “Attacks” means any attacks on the security, integrity, or operation of a digital asset, or its Underlying Technology;

e.“Secure Wallet” means a hosted digital assets wallet, opened at the Platform, enabling users to store, track, transfer and manage their balances of technically supported digital assets;

g. “Content” means collectively text, images, sounds, music, marks, logos, compilations (meaning the collection, arrangement, and assembly of information), charts, diagrams, graphs, market data, and other content that forms a part of the Software;

h. “External Wallet” means an external digital assets wallet based on supported decentralized blockchain networks (ledgers) and not hosted by us;

i. “Platform” means the platform accessible via mobile or desktop device-based applications, the website https://secure.primular.com or https://primular.com of Secure Wallet;

j. “Software” means collectively the Platform, Applications, and the Website of Secure Wallet.

k. “Underlying Technology” means the software, networks, ledgers, protocols, systems, and other technology (including, if applicable, any distributed ledger (blockchains);

l. “Website” means the website https://secure.primular.com or https://primular.com

3. Secure by Primular Wallet

a. Generally. You may access and use Secure Wallet only in accordance with this Agreement. You agree to comply with the terms of this Agreement and all laws, rules and regulations applicable to your use of Secure Wallet.

b. Accessibility. Secure Wallet is generally accessed through the Site or through a third-party provider of which we approved, such as the Apple App stores or Google Play, unless otherwise agreed in writing. The age of users shall be more than 17 years old in order to access and use the Software.

c. Third-Party Content and Services.  In certain services, including Secure Wallet Explore, you may view, have access to, and may use the informational content, products, or services of one or more third parties (“Third Party Content” and “Third Party Services” respectively). In each such case, you agree that you view, access or use such content and services at your own election. Your reliance on any Third-Party Content and use of Third Party Services in connection with the Offerings is governed on one hand by this Agreement but, on the other, will also generally be subject to separate terms and conditions set forth by the applicable third party content and/or service provider. Those terms and conditions may involve separate fees and charges or may include disclaimers or risk warnings about reliance on or the accuracy of any information. Such terms may also apply a privacy policy different than that which Secure Wallet maintains and incorporates into this Agreement. It is your responsibility to understand the terms and conditions of Third-Party Services, including how those service providers use any of your information under their privacy policies.

Third Party Content and Third-Party Services are provided for your convenience only. We do not verify, curate, or control Third Party Content. We do not control Third Party Services. As a result, we do not guarantee, endorse, or recommend such content or services to any or all users of Secure Wallet, or the use of such content or services for any particular purpose. You access, rely upon or use any Third-Party Content or Third-Party Service at your own risk. We disclaim all responsibility and liability for any Losses on account of your reliance upon or use of such content or services. We have no responsibility for Third Party Content that may be misleading, incomplete, erroneous, offensive, indecent, or otherwise objectionable to you or under the law in your jurisdiction. The choice to rely on Third Party Content or to use a Third-Party Service is your own, and you are solely responsible for ensuring that your reliance or use is in compliance with all applicable laws. Dealing or correspondence with any third party that provides such content or services is solely between you and that third party. We reserve the right to change, suspend, remove, disable, or impose access restrictions or limits on the use of any Third-Party Service at any time without notice.

d. Account Security. You are responsible for creating a strong password and maintaining adequate security and control of the password related to your Account. Any loss or compromise of your passwords and/or your personal information may result in unauthorized access to your Account by third parties and the loss or theft of any digital assets stored or accessible through your Account. We assume no responsibility or liability for lost or misplaced passwords or personal information. You should never allow remote access or share your computer screen with someone else when you are connected to your Account or while using the Software. You should never provide access to your Account to any third party. You are fully responsible for all activity that occurs under your Account. We may, at our sole discretion, refuse to open an Account for you, or suspend or terminate any of your Account (including, but not limited to, duplicate accounts) for any reason.

e. Responsibility. You are fully responsible for every action or transaction made under your Account, including, but not limited to, payment of all fees related to your use of our services and/or fees of third-party providers. We shall never be liable for any loss or damage due to the lack of security of your Account.

f. Support. You may seek or receive technical or product support, information, advice, or guidance from us regarding Secure Wallet, including via third party service provider, chat interface, or email. All support made available or provided by or on behalf of us is believed to be reliable, but we do not make representations or warranties, express or implied, as to its accuracy, its completeness, or the results to be obtained. Such support is being provided for informational purposes only and, by accepting such support, you are representing that you have adequate skill and experience regarding the proper selection, use, and/or application and use of Secure Wallet at your own discretion and risk. With the exception of instances of gross negligence, you hold us harmless for any injury that may result from the support you receive from us. You are aware that our customer support efforts may be impersonated by malicious third parties, and you agree that we are not responsible for the actions of such impersonators. You further acknowledge that we will not offer support via Line, SMS, WhatsApp, Telegram, WeChat, or Twitter DMs, and that we will never ask you for your private key or secret recovery phrase or for you to make a payment to us.

4. Changes​

a. To Secure Wallet. We may change or discontinue any or all of Secure Wallet or change or remove functionality of any or all of Secure Wallet from time to time. We will use commercially reasonable efforts to communicate to you any discontinuation of Secure Wallet through the Site or public communication channels.

b. To this Agreement. We reserve the right, at our sole discretion, to modify or replace any part of this Agreement or any Policies at any time. It is your responsibility to check this Agreement periodically for changes, but we will also use commercially reasonable efforts to communicate any material changes to this Agreement through the Site, email (if you have an account), or public channels. You agree that your continued use of or access to Secure Wallet following the posting of any changes to this Agreement constitutes acceptance of those changes, whether or not you were checking for changes or actually read the changes.

5. Your Usage and License​

a. License. The Software, including any enhancements, derivatives, and improvements thereof, Applications are our sole property. All the Content is the sole property of us and our affiliates.

We hereby grant you a limited, revocable, non-exclusive, non-transferable license, subject to the terms and conditions of these Terms, to access and use the Software, Applications, including downloading, installing, and using on your mobile phones, tablets, or other supported devices, and Content solely for purposes approved by us from time to time. Any other use of the Software or Content is expressly prohibited and all other rights, title, and interest in the Software or Content is exclusively the property of us and our affiliates, licensors, and data providers.

Nothing in these Terms shall grant you any of such property rights and/or ownership rights and shall not be considered as an assignment of such rights. Other than access to our services by following the Terms, we do not in any way grant our users any license or other intellectual property rights. You shall not (nor attempt to) copy, decompile, reverse engineer, disassemble, derive the source code of, modify, or create derivative works of the underlying platforms of the Software or any other part of the Content or in any other way manipulate the Software.

b. Prohibited Use. When using the Software and/or our services, you shall not: i) violate any law, regulation, contract, intellectual property or other third-party right, or commit a tort while using the Software and our services, ii) use the Software and our services in any manner to engage in any illegal gambling activities, fraud, money-laundering, or terrorist activities, or other activities that are illegal under applicable laws or regulations, iii) introduce to the Software any malware, virus, worms, Trojan horses, logic bombs, or other harmful material, iv) develop any third-party applications that interact with the Software, or any of its parts or functionalities, without our prior written consent, or unless otherwise agreed, v) use the Software or our services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Software, or that could damage, disable, overburden, or impair the functioning of the Software in any manner, vi) encourage or induce any third party to engage in any of the activities prohibited under these Terms.

c. Suspension and Termination. We may suspend, restrict, or terminate your access to any portion of the Software, any of its functionalities, and/or any of our services, including suspension or termination of your Account, for any reason, with or without explanation, effective upon sending a notice to you. We will provide you with the notice of our actions, if it would be technically possible and/or if other is not set in these Terms, and unless a court order or other legal process prohibits us from providing you with such notice. You acknowledge that our decision to take certain actions, including limiting access to the Software or our services may be based on confidential criteria that are essential to security protocols. You agree that we are under no obligation to disclose the details of our security procedures to you.

6. Your Responsibilities and Uses of Secure Wallet​

a. Creation of Secure Wallet. When you create an account with the Platform, we automatically create a Secure Wallet for you. The full list of digital assets supported by the Secure Wallet you may find on the Platform.

b. Use of the Secure Wallet. For any products and services, whether they require that you set up an account with us and except to the extent caused by our breach of this Agreement, (a) you are responsible for all activities that occur with respect to your use of Secure Wallet, regardless of whether the activities are authorized by you or undertaken by you, your employees or a third party (including your contractors, agents or other End Users), and (b) we and our affiliates are not responsible for unauthorized access to the Secure Wallet or your account, including any access that occurred as a result of fraud, phishing, or other criminal activity perpetrated against you by third parties. You will ensure that your use of Secure Wallet does not violate any applicable law.

c. Your Security and Backup. You are solely responsible for properly configuring and using Secure Wallet and otherwise taking appropriate action to secure, protect, and backup your accounts and/or Your Content in a manner that will provide appropriate security and protection, which might include use of encryption. If you are not able to be responsible for your own account security, or do not want such an obligation, then you should not use Secure Wallet. Your obligations under this Agreement include ensuring any available software updates or upgrades to Secure Wallet you are using are promptly installed or implemented and recording and securely maintaining any passwords or secret recovery phrases that relate to your use of Secure Wallet. You acknowledge that certain methods of securing your secret recovery phrase, such as storing it as a digital file anywhere, including on your personal device or on a cloud storage provider, increase the risk that your account or secret recovery phrase will be compromised. You further acknowledge that you will not share with us nor any other third party any password or secret recovery phrase that relates to your use of Secure Wallet, and that we will not be held responsible if you do share any such password or phrase, whether you do so knowingly or unknowingly. For the avoidance of doubt, we take no responsibility whatsoever for any theft of a secret recovery phrase that involved intrusion through any means into your personal device or a cloud provider’s data repository.

d. Funds Remain Yours. By using and making deposits to the Secure Wallet you acknowledge and agree that title to any digital assets stored in the Secure Wallet shall at all times remain with you and shall not transfer to us. You acknowledge and agree, that as the owner of digital assets in Secure Wallet, you shall bear all risks of loss of such digital assets. We shall have no liability for fluctuations in the value of digital assets stored in your Secure Wallet. None of the digital assets in your Secure Wallet is the property of, or shall or may be loaned to, us. You shall control digital assets stored in your Secure Wallet.

e. Legal Origin of Your Funds. You hereby represent and warrant that any digital assets you own, hold, store at the Secure Wallet (i) were received by applicable law and you did not conduct any violation of any law or crime regarding obtaining these digital assets, (ii) have no origins that may be connected to any breach of money laundering or financing of terrorism regulations whatsoever or any criminal activity, as defined in the jurisdiction of origin, or internationally, and (iii) have a clear origin.

f. Applicability to Offerings that facilitate access to addresses on blockchain protocols. For the avoidance of doubt, the terms of this Section are applicable to all of services of Secure Wallet through which you generate a public/private key pair (which can be thought of as a blockchain account and related password) either with a blockchain protocol directly or with Third Party, such as decentralized applications. You are solely responsible for the use and security of these security keys and that we will not be held responsible if you share any keys or secret recovery phrases with anyone else, whether knowingly or unknowingly.

7. Transfers. Conversions​

a. Processing of Transfers Requests. The Platform provides users with the functionality of making transfers of digital assets to the other users of the Platform. Please be aware that incorrect or wrong usernames or other identifiers of the user you intend to transfer digital assets to, or any typos or mistakes can lead to loss of digital assets. You should verify all transfer information before making transfers. We do not guarantee the identity of any user, receiver, requestee, or other third parties and we will have no liability or responsibility for ensuring that the information you provide is accurate and complete.

b. Conversion Rules. The Platform may provide users with the functionality of conversion of digital assets between users of the Platform by providing a forum where sellers and buyers may post advertisements for a direct conversion of digital assets (like posting bids and offers). The conversion functionality includes automated mechanics of transferring digital assets between users of the Platform without actually exchanging them by us. As soon as one user posted its advertisement for conversion according to the conversion rate specified by this first user at its sole discretion, the second user, who agrees with the terms of the advertisement, can proceed with the automated conversion according to such advertisement's terms. As soon as the second user agrees to conversion terms, the Platform will automatically credit Secure Wallet of both users with the specified amounts of digital assets and will automatically transfer these digital assets between participating Secure Wallet.

c. Fees. You hereby acknowledge and agree that transfers and conversions may be subject to the fees.

9. Software​

a. The functionality of Platform. We operate the Platform that provides users with the functionality of transferring digital assets between users, interacting with website, and accessing hosted digital assets wallets.

b. No Obligations to Update Software. You hereby acknowledge and agree that we have no obligation to enhance, modify or replace any part of the Software or to continue developing or releasing new versions of the Software.

10. Fees and Taxes​

a. You May Be Subject to Fees. In consideration for access to the Software, including the Platform and related third party providers may take fees that are based on your interaction with the Software and/or such third-party contents, on making transfers, conversions, deposits or withdrawals and/or usage of any other related services.

b. Amount of Fees. We will inform you of fees amounts and their description via the Software. Fees are subject to revision by third party providers with or without prior notification. You are responsible for checking the fee schedule regularly and in each instance before interacting with the Software and/or third-party contents, making transfers, conversions, deposits, or withdrawals, and using any other related services that may incur a fee.

c. You Agree to Pay Fees. You hereby agree to pay all the applicable fees and any other amounts incurred by you or on your behalf through the Software, in the amounts that are in effect when such fees are incurred.

d. Transaction Fees. Please be aware that blockchains, distributed ledgers, or any decentralized networks and/or their designated third-party suppliers may take fees or commissions incurred by your activities within these blockchains, ledgers, or networks, including but not limited to, transaction fees. Please check their fees schedules before making any activities with them. We are not and will never be responsible for commissions of any blockchains, ledgers or networks, or any third parties even accessed through the Software.

e. Taxes. It is your responsibility to determine whether, and to what extent, any taxes apply to activities you perform through the Software, and to withhold, collect, report and remit the correct amounts of taxes to the appropriate tax authorities. We do not undertake any responsibility to store or archive any transaction information, nor does the Software has any such storage or archival capability. Our fees do not include any present or future sales, use, value-added, excise, withholding, or similar taxes applicable to our services or associated expenses. We will include any applicable taxes to amounts billed to you.

11. Technical Support of Digital Assets​

a. You May Suggest Digital Assets. We may provide users with a possibility to suggest we add technical support to a specific Digital asset. You hereby acknowledge and agree that we may add technical support of Digital assets at our sole discretion, we do not and shall never be obliged to satisfy your suggestion or even to consider your suggestion. We are not obliged to explain to you any reasons for our refusal to any your suggestion to add support of a Digital asset. If we decide to add technical support of a Digital asset you suggested, we may require you to enter into a separate agreement with us governing this technical support.

b. Your Representations. By suggesting to add technical support to a definite Digital asset, you represent and warrant that such Digital asset, its issuers, and any related infrastructure and network do not and will not violate any existing applicable law, statute, rule or regulation or any judgment, decree or permit to it is subject, including without limitation securities laws of any jurisdictions.

c. We May Stop Supporting Any Digital Asset. We may at any time, with or without prior notice to users, remove any technically supported digital asset from display or accessibility through the Software for any business or regulatory reason that we may deem appropriate.

12. Information and Promotional Materials​

a. Third-party Origin of Information. You acknowledge and agree that all the information and trading statistics displayed via the Software are retrieved directly from third party contents and are not collected, compiled, or in any manner modified or processed by us.

b. No Guarantee over Information. We cannot and do not represent or guarantee that any of the information available through the Software including, but not limited to, the charts, diagrams, graphs, is accurate, reliable, current, complete, valid, stable, or appropriate for your needs. We do not guarantee the timeliness of the technology or information involved in the Software. We disclaim any liability for any loss or damage should you use or view the information available through the Software.

c. Platform and Software Accuracy. To continue to provide you with as complete and accurate information as possible, information may be changed or updated from time to time without notice, including without limitation, information regarding our policies and services. Accordingly, you should verify all information before relying on it, and all decisions based on information contained on the Software are your sole responsibility, and we shall have no liability for such decisions.

d. Promotions and Offers of Us. From time to time, we may make available special offers or conduct promotions, challenges, or contests to certain users. Subject to applicable laws, we or the issuer of digital assets subject to an offer or promotion may establish qualifying criteria to participate in any special promotion at our or its sole discretion. We may revoke any special offer or promotion at any time without notice. We shall have no obligation to make special offers available to all users. We make no recommendation and do not provide any advice about the value or utility of any digital asset subject to a promotion.

e. Promotions and Offers of Third Parties. While using the Software, you may be exposed to promotional materials that offer or present services of third parties. We do not endorse any third-party websites or services. Some of these sites may contain materials that may be objectionable, unlawful, or inaccurate. We are not responsible for any loss or damage should you use or view the third party's service and have no control over such services. It is your sole responsibility to understand fully the services and products being offered by such third parties and the terms and conditions governing their services and products before transacting with such third parties.

13. Risks Disclosure. Assumptions of Risks.​

THIS SECTION CONTAINS INFORMATION REGARDING SIGNIFICANT RISKS OF HOLDING AND PURCHASING DIGITAL ASSETS. PLEASE READ THIS SECTION CAREFULLY.

a. Significant Risks Related to Digital Assets. Holding and purchasing digital assets, interacting with third party contents involves significant risks and potential for financial losses, including, without limitation, the following:

  • i. Asset Properties and Underlying Technology used to administer, create, issue, transfer, cancel, use or transact in digital assets may be complex, technical, or difficult to understand or evaluate;

  • ii. any digital asset and its Underlying Technology may be vulnerable to Attacks, including Attacks using computing power sufficient to overwhelm the normal operation of a decentralized distributed ledger (blockchain) or other Underlying Technology;

  • iii. any decentralized protocol or smart contract may be vulnerable to attacks, including phishing attacks. Any decentralized protocol or smart contract may cease to operate as expected due to various reasons, including Attacks, enforcement, and regulatory activities, scamming activities, technical and communication issues. We do not monitor any decentralized protocols. We do not make any representation and warranty that these decentralized protocols are safe, secure, verified or verifiable, or of any value or quality, or legality;

  • iv. any digital asset, Asset Properties, or Underlying Technology may change or otherwise cease to operate as expected due to a change made to the Underlying Technology, a change made using features or functions built into the Underlying Technology, or a change resulting from an Attack. These changes may include, without limitation, a "fork" or "rollback" of the digital asset or blockchain;

  • v. any digital asset may decrease in value or lose all of its value due to various factors including the discovery of wrongful conduct, market manipulation, changes to Asset Properties or perceived value of Asset Properties, Attacks, suspension or cessation of support for a digital asset by decentralized protocols, trading platforms, marketplace platforms or service providers, and other factors outside our control;

  • vi. any digital asset may be lost if sent to the wrong address (for example, but without limitation, if the address is improperly formatted, contains errors, or is intended to be used for a different type of digital assets);

  • vii. we make no representation whatsoever that any of the digital assets that are technically supported or may be found or are accessible through the software are safe, suitable, true to any representations made by the digital asset sponsor, verified or verifiable, or of any value or quality or legality;

  • viii. we undertake no responsibility for conducting any due diligence or screening process about any digital asset that is technically supported, accessible or discoverable through the software;

  • ix. we may at any time be required by governmental authorities to freeze Accounts or provide information about users;

  • x. we may at any time, with or without prior notice to users, cease technical support of any digital asset, remove any digital asset from display or accessibility through the Software for any business or regulatory reason that we may deem appropriate;

  • xi. we may suspend or reject any of your deposits or withdrawal requests, or your Account as we may consider necessary to comply with applicable laws or regulations or any order from law enforcement or other governmental authority, for other reasons as specified in these Terms or otherwise at our sole discretion.

b. Your Acceptance of Risks. The risks described in this Section 13 may result in loss of digital assets, decrease in or loss of all value or exchangeability of digital assets, inability to access or transfer digital assets, inability to exchange digital assets, inability to receive financial benefits available to other digital assets holders, and other financial losses to you. You hereby assume and agree that we will have no responsibility or liability for, such risks. You hereby irrevocably waive, release and discharge any claims, whether known or unknown to you, against Secure Wallet, its affiliates, and their respective shareholders, members, directors, officers, employees, agents, and representatives (“Representatives”) related to any of the risks set forth herein.

c. Necessary Expertise and Resources. You represent and warrant that you have: (a) the necessary technical expertise and ability to review and evaluate the security, integrity, and operation of any digital assets that you decide to acquire, exchange, or purchase; (b) the necessary technical expertise and ability to review and evaluate the security, integrity, and operation of the Platform or the Software in general; and (c) the knowledge, experience, understanding, professional advice and information to make your evaluation of the merits and risks of any digital assets. You acknowledge that in exchanging any digital asset through decentralized protocols, you are not relying in any manner on us or our affiliates, and the fact that any particular digital asset is technically supported, accessible or discoverable through the Software in no way constitutes, any endorsement or indication that such digital asset has undergone any form of due diligence review or qualification, and in no way indicates any party’s opinion that the digital asset is safe, suitable, true to any third party representations made, verified or verifiable, or of any value or quality or legality.

You should not acquire or trade any digital assets unless you have sufficient financial resources and can afford to lose all value of the digital assets.

d. No Advice. No Fiduciary Duty. We do not provide any advice, do not have any fiduciary duty to you or any other user, and do not make any warranty about the suitability of any digital assets for ownership by you.

14. Warranties​

a. EXCEPT FOR THE EXPRESS WARRANTIES OUTLINED IN THESE TERMS, WE HEREBY DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES ABOUT THE PLATFORM, THE SOFTWARE IN GENERAL, THEIR FUNCTIONALITY, OR OUR SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND QUALITY. WE MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING THE RELIABILITY, AVAILABILITY, TIMELINESS, SUITABILITY, ACCURACY, OR COMPLETENESS OF THE SOFTWARE AND OUR SERVICES OR THE RESULTS YOU MAY OBTAIN BY USING THE SOFTWARE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE DO NOT REPRESENT OR WARRANT THAT: (I) THE OPERATION OR USE OF THE SOFTWARE OR OUR SERVICES WILL BE TIMELY, UNINTERRUPTED, OR ERROR-FREE; OR (II) THE QUALITY OF THE SOFTWARE OR OUR SERVICES WILL MEET YOUR REQUIREMENTS.

b. YOU ACKNOWLEDGE AND AGREE THAT WE DO NOT CONTROL THE TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET AND BLOCKCHAINS, AND THAT THE SOFTWARE OR OUR SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. WE ARE NOT AND SHALL NOT BE RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT OR GUARANTEE THAT ANY OR ALL SECURITY ATTACKS WILL BE DISCOVERED, REPORTED OR REMEDIED, OR THAT THERE WILL NOT BE ANY SECURITY BREACHES BY THIRD PARTIES. EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE BY US, THE SOFTWARE AND OUR SERVICES ARE PROVIDED TO YOU ON AN "AS IS" BASIS.

c. YOU ACCEPT RESPONSIBILITY FOR ALL ACTIVITIES AND CONTENTS GENERATED BY YOU VIA THE SOFTWARE.

d. YOU FURTHER ACKNOWLEDGE THAT WE DO NOT ACT AS YOUR BROKER-DEALER, INTERMEDIARY, AGENT, OR ADVISOR TO ANY REQUEST YOU MAKE OR INSTRUCT US TO MAKE VIA THE SOFTWARE AND OWE YOU NO FIDUCIARY DUTY. ANY COMMUNICATION BY US TO YOU SHALL NOT BE CONSTRUED UNDER ANY CIRCUMSTANCES AS LEGAL, TAX, ACCOUNTING, OR FINANCIAL ADVICE. ANY USE OR ACCESS TO THE SOFTWARE SHALL NOT BE CONSTRUED AS THE FACILITATION OF ANY SALE OR EXCHANGE OF SECURITIES OR COMMODITIES AS AN EXCHANGE.

15. Limitation of Liability​

a. IN NO EVENT WE WILL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL USE, OR DATA), EVEN IF WE HAVE BEEN ON NOTICE OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, WE WILL NOT BE RESPONSIBLE FOR ANY COMPENSATION OR DAMAGES ARISING IN CONNECTION WITH: (A) YOUR INABILITY TO USE THE SOFTWARE OR OUR SERVICES, INCLUDING AS A RESULT OF ANY (I) DENIAL OF ACCESS TO OR SUSPENSION OF ANY ACCOUNT OR WALLET, INCLUDING CWALLET, UNDER THESE TERMS, (II) OUR DISCONTINUATION OF ANY OR ALL PARTS OF THE SOFTWARE OR ANY OF OUR SERVICES, OR, (III) ANY UNANTICIPATED OR UNSCHEDULED DOWNTIME OF ALL OR A PORTION OF THE SOFTWARE FOR ANY REASON, INCLUDING AS A RESULT OF POWER OUTAGES, SYSTEM FAILURES OR OTHER INTERRUPTIONS; (B) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS MADE BY YOU OR YOUR USE OF OR ACCESS TO THE SOFTWARE OR OUR SERVICES OR (C) ANY UNAUTHORISED ACCESS TO, ALTERATION OF, OR THE DELETION, DESTRUCTION, DAMAGE, LOSS OR FAILURE TO STORE ANY OF ACCOUNT, CWALLET OR OTHER DATA.

b. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND RULES, OUR AGGREGATE LIABILITY FOR ALL CLAIMS UNDER THESE TERMS SHALL BE LIMITED TO THE TOTAL FEES PAID BY YOU TO US IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE APPLICABLE CLAIM.

16. Indemnification​

a. You agree to defend, indemnify and hold harmless Secure Wallet, its affiliates and their Representatives from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising out of or related to: (i) your use and access to the Software and our services, including transfers you made through the Software and your interactions with decentralized protocols, any data or content transmitted or received by you; (ii) your violation of any term of these Terms, including without limitation any actual or alleged breach of your representations, warranties, or obligations set forth in these Terms; (iii) your violation of any third-party right, including without limitation any right of privacy, publicity rights or intellectual property rights; (iv) your violation of any applicable law, rule or regulation; (v) negligent or wilful misconduct; or (vi) any other party’s access and use of other appropriate security code. The foregoing shall include the actions of any third party who wrongfully commit these actions under your Account or utilizing your password.

17. General Terms​

a. Notices. All notices and communications by you to us under these Terms shall be made in writing to our customer support team or by arv.secure@arv.co.th or arv.securesupport@arv.co.th and are effective on the date received (unless the notice specifies a later date).

b. Links. Links to third-party materials (including without limitation 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 third-party materials or on any third-party sites accessible or linked to the Software and Applications.

c. Independent Parties. We are an independent contractor for all purposes. Nothing in these Terms shall be deemed or is intended to be deemed, nor shall it cause, you and us to be treated as partners, joint venturers, or otherwise as joint associates for profit, or either you or us to be treated as the agent of the other.

d. Entire Agreement. These Terms of Services, the Privacy Policy, and all other documents incorporated by reference herein and therein, comprise the entire agreement between you and us.

e. Headings. Section, subsection, and paragraph headings in these Terms are for convenience only and shall not govern the meaning or interpretation of any provision of these Terms.

f. Assignment. These Terms are personal to you, you cannot transfer or assign your rights, licenses, interests, and/or obligations to anyone else. We may transfer or assign our rights, licenses, interests, and/or our obligations at any time, including as part of a merger, acquisition, or other corporate reorganization involving the Software.

g. Severability. If any provision of these Terms is determined to be invalid or unenforceable under any applicable law, this will not affect the validity of any other provision.

h. Waiver. We may not always strictly enforce our rights under these Terms. If we do this, it will be just a temporary measure, and we may enforce our rights strictly again at any time.

i. Translations. These Terms and any information or notifications that you or we are to provide should be in English. Any translation of these Terms or other documents is provided for your convenience only. In the event of any inconsistency, the English language version of these Terms or other documents shall prevail.

j. Survival. All provisions of this Term which by their nature extend beyond the expiration or termination hereof, including, without limitation, sections pertaining to suspension or termination, general use of our Websites, disputes with us, and general provisions, shall survive the termination or expiration of this Term.

k. Governing Law. These Terms are deemed entered into by the parties in Thailand. These Terms shall be governed exclusively under the laws of Thailand.

18. Disputes Resolution​

a. The Parties hereby acknowledge and concur that the settlement of dispute by way of arbitration is the means of the settlement of dispute outside court, conducted by an independent and impartial third party. In particular, the settlement of dispute by way of arbitration is confidential and time-efficient, which is beneficial to both Company and the User. As a result, the Parties hereby agree to settle any dispute arising out of or in connection with this Agreement (“Dispute”) by way of arbitration, pursuant to Clauses 18(b) to Clauses 18(g) of this Term of Service. In particular, the Parties hereby acknowledge and concur that, by agreeing upon the arbitration clause in Clause 18 of this Term of Service, the Parties bind themselves to settle the Dispute only through arbitration. In case where the Company or the User institutes the Dispute at a court, the Company or the User is entitled to file with a court a motion requesting that a court dismiss a claim and refer a claim to arbitration. And, in the end, when an arbitral award is rendered, the Party dissatisfied with an arbitral award is entitled to file an application with a court to set aside an arbitral award.

b. In case where the Dispute arise, the Parties agree to enter into the negotiation to amicably settle the Dispute, so as to accord another Party with the opportunity to realize the official emergence of the Dispute and, firstly, attempt to reach the consensual exit. In this regard, the Party espousing the Dispute shall communicate to another Party a written notice requesting for the negotiation to amicably settle the Dispute.

c. If the Parties are unable to reach the amicable settlement by 30 days as from the date the Party receives a written notice requesting for the negotiation to amicably settle the Dispute under Clause 18(b), the Parties agree to settle the Dispute by way of arbitration under the arbitration rules of Thai Arbitration Institute (“TAI”) (please consider the information as to the relevant rules and expenses via https://tai.coj.go.th/th/content/article/detail/id/8226/iid/268445 under the administration of TAI. With this respect, the Parties hereby agree to adopt the expedited procedures

In this regard, for the sake of clarity, the Parties hereby acknowledge and concur that, insofar as the Parties do not duly comply with Clause 18(b) of this Term of Service, the Disputes is inadmissible to the arbitration.

However, for the sake of clarity, the Parties hereby acknowledge and concur that the failure to duly comply with Clause 18(b) of this User Agreement shall, in no way, impact the validity and enforceability of the arbitration clause in Clause 18 of this Term of Service. As such, the Parties are still bound to settle the Dispute by way of arbitration, pursuant to Clauses 18(b) to Clauses 18(g) of this Term of Service.

d. The Parties agree that Thailand is the seat of arbitration.

e. The Parties agree to adopt Thai language in conducting the arbitration proceedings.

f. The arbitral tribunal shall have the authority to determine fees and expenses in arbitration proceedings, remuneration of arbitrator(s), and lawyer's fees and expenses, as the arbitral tribunal deems appropriate, mainly taking into account the Parties' good faith in the commencement of and participation in arbitration proceedings

g. Before entering into this Agreement, should the User have any question as to the settlement of dispute by way of arbitration under Clause 18 of this Agreement, the Company urges the User to firstly study the information published in TAI's website (via https://tai.coj.go.th/th/page/item/index/id/1) and/or contact the Company for the explanation so that the User can obtain sufficient information for the consideration.