This platform is dedicated to the transaction of digital assets and the provision of related services (hereinafter referred to as "the Service"). For the convenience of wording in this Agreement, the Website is referred to as "we" or other applicable forms of first-person pronouns in this Agreement. All natural persons or other subjects who log onto this Website shall be users of this Website. For the convenience of wording in this Agreement, the users are referred to as "you" or any other applicable forms of the second-person pronouns. For the convenience of wording in this Agreement, you and we are collectively referred to as "both parties", and individually as "one party".
We hereby remind you that: Digital assets trading is highly risky and therefore not suitable for the vast majority of people. You acknowledge and understand that investment in digital assets may result in partial or total loss of your investment and therefore you are advised to decide the amount of your investment on the basis of your loss-bearing capacity. You acknowledge and understand that digital assets may generate derivative risks. Therefore, if you have any doubt, you are advised to seek assistance from a financial adviser first. Furthermore, aside from the above-mentioned risks, there may also be unpredictable risks. Therefore, you are advised to carefully consider and use clear judgment to assess your financial position and the above-mentioned risks before making any decisions on purchasing and selling digital assets; any and all losses arising therefrom will be borne by you and we shall not be held liable in any manner whatsoever.
SALE AND PURCHASE OF THE PURCHASED DIGITAL ASSETS
Section 1.1 Purchase Orders
From time to time during the Term of this Agreement, you may engage Huobi in discussions regarding the purchase or sale of a specified amount of a given digital asset at a specified price. Such discussions may be completed via email, telephone, Skype, or any other means of communication. Once both Parties have agreed to the details concerning the sale and purchase of specified digital assets, which shall include: (i) the specific digital asset type, (ii) the amount of such digital assets, and (iii) the price per digital asset and any additional fees (if applicable), (iv) any payment requirements, and, where applicable, (v)other important items (including wallet address and/or payment account details, and other required information.), in connection with digital assets purchased subject to this Agreement; such details and obligations shall become binding on both Parties, subject to the further terms contained in this Agreement (a “Purchase Order”).
Section 1.2 Purchase and Sale
(a) On each Settlement Date, you or Huobi, as the case may be, shall sell, transfer and deliver the Huobi Purchased Digital assets or Your Purchased Digital assets, respectively, as specified in a Purchase Order, to the other party, and such purchaser shall purchase all of the right, title, and interest in and to such digital assets from the seller.
(b) Promptly following the agreement to terms of a Purchase Order in accordance with Section 1.1, (i) if you are purchasing the Purchased Digital assets from Huobi, then you shall deliver or shall direct your agents or designees to deliver, Your Purchase Price to Huobi by transfer of immediately available funds or cryptocurrencies on the applicable Digital assets Network to your wallet address or Huobi’s applicable location, wallet, address, account or storage device that Huobi provides for you after you successfully open the account with Huobi, or provided to you in other correspondence (each a “Huobi Wallet”) or (ii) if Huobi is purchasing the Purchased Digital assets from you, then you shall deliver, or shall direct your agents or designees to deliver, Huobi’s Purchased Digital assets to Huobi by transfer of immediately available cryptocurrencies on the applicable Digital assets Network to the designated Huobi Wallet by Huobi.
(c) Promptly following payment of Your Purchase Price or transfer of Huobi’s Purchased Digital assets by you, as set forth in Section 1.2(b) herein, (i) if you are purchasing the Purchased Digital assets from Huobi, then Huobi shall deliver, or shall direct its agents or designees to deliver, Your Purchased Digital assets to you by transfer of immediately available cryptocurrencies on the applicable Digital assets Network to your applicable location, wallet, address, account or storage device provided to Huobi during your onboarding process or in other correspondence (“Your Wallet”) or (ii) if Huobi is purchasing the Purchased Digital assets from you, then Huobi shall deliver or shall direct its agents or designees to deliver, Huobi’s Purchase Price to you by transfer of immediately available funds or cryptocurrencies on the applicable Digital assets Network to the designated Your Wallet.
(d) In the event a Purchase Order is not settled on the Settlement Date, Huobi shall have the right to terminate such Purchase Order in Huobi’s sole discretion.
Section 1.3 Term
(a) This Agreement shall remain in effect until terminated in writing by Huobi with one (1) business day prior notice.
(b) During the term of the Agreement, the Purchase Order may be terminated without notice by Huobi under the following circumstances, where:
(i) Huobi reasonably believes that your use of the Digital Asset Services is in violation of any Applicable Law and/or other regulatory rules;
(ii) You fail to make any payment required in respect of a Purchase Order in accordance with the Agreement;
(iii) it becomes or may become (in the reasonable opinion of Huobi) contrary to Applicable Law for Huobi to maintain or give effect to all or any of the obligations under these Terms or otherwise provide access to the Digital Asset Services;
(iv) Huobi is requested to close out a Purchase Order (or any part thereof) by any regulatory or other governmental authority (whether or not the request is legally binding);
(v) Huobi considers it’s necessary to close out a Purchase Order (or any part thereof) to maintain the trading safety of the Digital Asset Services, in Huobi’s sole and absolute discretion; or
(vi)In the event that you become unable to fulfill your obligations as they become due or have a bankruptcy petition presented against you or you propose a form of composition or arrangement to its creditors or if you cease or threaten to cease all or part of your business to make the purpose the Agreement unattainable.
Section 1.4 Taxes. Huobi’s Purchase Price or Your Purchase Price for Huobi’s Purchased Digital assets or Your Purchased Digital assets, as applicable, is exclusive of any applicable taxes. To the extent any taxes are applicable on the sale of Huobi’s Purchased Digital assets or Your Purchased Digital assets, you shall be obligated to pay all applicable taxes. If you are or become required by law to make any taxation payment in respect of any Purchase Orders under this Agreement, then you shall pay to us, in addition to the payment to which we are otherwise entitled under this Agreement, such additional amount as is necessary to ensure that the net amount actually received by us will equal the full amount we would have received had no such taxation payment deduction. Huobi is not liable for any taxes that you are legally obligated to pay, in any jurisdiction, which is incurred or arise in connection with or related to your business activities (under this Agreement or otherwise), and all such taxes will be the financial responsibility of you.
Section 1.5 Authorized Traders. Huobi will deal with you on the basis that you act as principal and not as an agent for an undisclosed person. No person other than you shall have the ability to place orders with Huobi on behalf of you; provided, however, that you may designate authorized individuals to trade with Huobi on your behalf (each an “Authorized Trader”) by listing the names and titles of such individuals in a written form to us. At any time after entering into this agreement, you may designate additional Authorized Traders by sending an email to email@example.com, stating your intent to authorize such individual(s) to trade on its behalf. Such designation shall only be valid if sent by you via the email address specified in your KYC documents, and the Authorized Traders have completed our KYC processes and approved by our compliance team.
Section 1.6 Forks. Unless specifically contemplated by a Purchase Order, this Agreement shall not be construed to include in Huobi’s Purchased Digital assets or Your Purchased Digital assets any additional cryptocurrencies resulting from a Fork of any digital assets.
Section 2.1 In addition to the capitalized terms defined elsewhere in this Agreement, the following capitalized terms shall have the meanings specified as follows:
Huobi’s Purchase Price shall mean the price per applicable digital assets set forth in a Purchase Order multiplied by the number of digital assets agreed to be purchased by Huobi set forth in such Purchase Order.
Huobi’s Purchased Digital assets shall mean the number and type of digital assets Huobi is obligated to purchase from you pursuant to a Purchase Order.
Claim shall mean any claim, action, audit, investigation, inquiry, or other proceeding brought or instituted against a Party or any of its affiliates (and/or one or more of their representative employees, shareholders, directors, or representatives) by a person or entity other than the other Party or its affiliates or subsidiaries.
Your Purchase Price shall mean the price per applicable digital assets set forth in a Purchase Order multiplied by the number of Digital assets agreed to be purchased by you set forth in such Purchase Order.
Your Purchased Digital assets shall mean the number and type of digital assets you are obligated to purchase from Huobi pursuant to a Purchase Order.
Digital assets Network shall mean the peer-to-peer computer network, or applicable protocol, that governs the transfer of the applicable digital assets.
Digital Asset Services shall mean the service established by Huobi for the over-the-counter trading of Digital Assets for Fiat Currency and Digital Assets.
Foreign Bank shall mean an organization that (i) is organized under the laws of a foreign country, (ii) engages in the business of banking, (iii) is recognized as a bank by the bank supervisory or monetary authority of the country of its organization or principal banking operations, (iv) receives deposits to a substantial extent in the regular course of its business, and (v) has the power to accept demand deposits, but does not include the U.S. branches or agencies of a foreign bank.
Foreign Shell Bank shall mean a Foreign Bank without a Physical Presence in any country but does not include a regulated affiliate.
Fork shall mean a change to the protocol of a digital asset wherein a permanent divergence in the blockchain results in two or more versions of a single digital asset. By way of example, on August 1, 2017, a fork of Bitcoin occurred which resulted in two separate blockchains (Bitcoin and Bitcoin Cash), each supporting a distinct, tradeable digital asset.
Loss shall mean any claim, cost, loss, damage, judgment, penalty, interest, and/or expense (including reasonable attorneys’ fees) arising out of any Claim.
Non-Cooperative Jurisdiction shall mean any country or territory that has been designated as non-cooperative with international anti-money laundering principles or procedures by an intergovernmental group or organization, such as the Financial Action Task Force on Money Laundering (“FATF”). See http://www.fatfgafi.org for FATF’s list of non-cooperative countries and territories.
OFAC shall mean the United States Office of Foreign Assets Control. The lists of OFAC prohibited countries, territories, persons and entities can be found on the OFAC website at http://www.treas.gov/offices/enforcement/ofac/.
UN Sanctions List shall mean the United Nations Security Council Consolidated List, which includes all the individuals and entities that the organization currently subjects to sanction measures. The sanctions issued by the UN are considered and composed by the Security Council. Such List can be found on https://www.un.org/securitycouncil/
Person shall mean any individual, corporation, partnership, association, limited liability company, trust, estate, or other entity, either individually or collectively.
Physical Presence shall mean a place of business that is maintained by a Foreign Bank and is located at a fixed address, other than solely a post office box or an electronic address, in a country in which the Foreign Bank is authorized to conduct banking activities, at which location the Foreign Bank (i) employs one or more individuals on a full-time basis, (ii) maintains operating records related to its banking activities, and (iii) is subject to inspection by the banking authority that licensed the Foreign Bank to conduct banking activities.
Settlement Date shall mean the date of each Purchase Order.
PROCEDURES OF THE PURCHASED DIGITAL ASSETS
Section 3.1 Trade Request. During the Term of this Agreement and at such times as mutually agreed by the Parties, the Parties may effect transactions in digital assets in accordance with the following procedures:
(a) You may submit to Huobi, via electronic and/or telephonic communication, a request to purchase or sell a specified digital asset (a “Trade Request”) on a spot or forward basis.
(b) Upon receipt of a Trade Request, Huobi may provide to you, via electronic and/or telephonic communication, a price (which may be denominated in a fiat currency or another digital asset) at which it is willing to sell or purchase (as the case may be) a specified quantity of such digital assets ( a “Huobi Quote”).
(c) You must accept a Huobi Quote by electronic and/or telephonic communication within fifteen (15) seconds of the time the electronic communication is sent or the time of the telephonic communication (the “Acceptance Window”); provided, however, that Huobi may withdraw a Huobi Quote by electronic or telephonic communication at any time prior to acceptance.
(d) If you accept the Huobi Quote within the Acceptance Window, a binding transaction will be deemed to have been executed at the time of acceptance (the “Time of Acceptance”), on the terms set forth in the Quote (a “Completed Trade”).
(e) If the Huobi Quote is not accepted within the Acceptance Window, the Huobi Quote shall be deemed to be rejected and expire and no transaction may be effected in accordance with such Huobi Quote.
(f) Following the execution of a Completed Trade, Huobi shall send to you a summary of the terms of the Completed Trade including the following information: (i) the type of digital assets to be purchased or sold; (ii) whether Huobi is selling or purchasing the relevant digital assets; (iii) Your Delivery Time, if the Completed Trade is a forward trade; (iv) where Huobi is selling the relevant digital assets, Your Purchased Digital assets, and Your Purchase Price; and (v) where Huobi is purchasing the relevant digital assets, Huobi’s Purchased Digital assets and Huobi’s Purchase Price. The Parties acknowledge and agree that the failure of Huobi to send such summary shall not affect the validity of a Completed Trade.
(g) If Huobi determines that a Huobi Quote contained an obvious error with respect to the price or amount of digital assets set forth therein, then Huobi shall have the right to cancel the Completed Trade based upon such Huobi Quote by delivering notice to you within two (2) minutes after your acceptance of such Huobi Quote in accordance with Section 3.1 (d).
Section 3.2 Purchase and Sale. For each Completed Trade, you or Huobi, as the case may be, will sell, transfer and deliver, and the other Party will purchase, all right, title and interest in and to the Huobi Purchased Digital assets or the You Purchased Digital assets, respectively, in accordance with the Settlement Terms set for in Article III.
Section 4.1 Scope.
(a) These Electronic Trading provisions (the "Provisions") govern your access to and use of the Application Programming Interface ("API") and website of Huobi Brokerage, its OTC trading platform (the "OTC Platform"), and the electronic transactional services made available through the OTC Platform (the "Electronic Trading Services" ).
(b) If you are accepted as a client and are given an electronic client account ("Account") Huobi may provide you or your Authorised Traders with login credentials which can be used to access the Electronic Trading Services. You are responsible for keeping the details of its Account (including any passwords) secure. You acknowledge and agree that Huobi has no duty or obligation to verify or confirm the actual identity of the person who accesses your Account using validly issued credentials or that the person who accesses the OTC Platform, Website or the Electronic Trading Services using such validly issued credentials is, in fact, an Authorised Traders.
(c) The rights provided under this Agreement are granted to you only and shall not be considered granted to any subsidiary or holding company.
Section 4.2 Your Obligation Except as may be allowed by any applicable law which is incapable of exclusion by agreement between Huobi and you and except to the extent expressly permitted under these Provisions you shall not, and shall procure that your Authorised Traders shall not:
(a) access the OTC Platform or the Electronic Trading Services through automated means except via our API;
(b) develop applications using the OTC Platform, Website, API, or the Electronic Trading Services without our written consent;
(c) do anything that could overburden or impair the functionality of, or put undue strain on the OTC Platform, Website, API, or the Electronic Trading Services, including through denial of service, distributed denial of service or another attack;
(d) breach nor permit any third party to breach or attempt to breach any security measures used in connection with the OTC Platform, Website, API, or the Electronic Trading Services;
(e) attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, transmit, or distribute all or any portion of the API, the Website and/or the OTC Platform (as applicable) in any form or media or by any means;
(f) attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the OTC Platform, the Website or the API;
(g) access all or any part of the Electronic Trading Services, Website, API, and/or OTC Platform in order to build a product or service which competes with the Electronic Trading Services, Website and/or OTC Platform;
(h) license, sell, rent, lease, transfer, assign, distribute, disclose, or otherwise commercially exploit or make the Electronic Trading Services, API and/or OTC Platform available to any third party; or
(i) attempt to obtain, or assist third parties in obtaining, access to the Electronic Trading Services, Website, and/or OTC Platform, other than as provided under these Provisions.
Section 4.3 No Unauthorized Use of Your Account You shall use all reasonable endeavors to prevent any unauthorized access to, or use of, the Electronic Trading Services, Website, API, and/or the OTC Platform through its Account and, in the event of any such unauthorized access or use, promptly notify Huobi.
Section 4.4 You acknowledge and agree that the OTC Platform, Website, API, or the Electronic Trading Services (fully or in part) may be suspended temporarily or access may be restricted or suspended or limited for the purposes of maintenance or repair without notice and Huobi makes no warranty that the OTC Platform, Website, API or the Electronic Trading Services will be fully available. Huobi may at any time suspend or cease to provide you and/or your Authorised Traders with access to the whole or any part of the OTC Platform, Website, API, and/or the Electronic Trading Services or revoke its Account for any reason, including its breach of its obligations. Huobi retains complete discretion and authority to add, delete, modify or revise in whole or in part of the Electronic Trading Services, Website, API, and/or OTC Platform.
Section 4.5 Licence to use the OTC Platform, Website, API and Electronic Trading Services Subject to these Provisions, Huobi grants you a non-exclusive, non-transferable, personal license during the term of these Provisions to use, and to allow your Authorised Traders to use, (but not modify) the OTC Platform, Website, API and/or the Electronic Trading Services on its own account as principal. All rights not expressly granted herein are reserved by Huobi. You acknowledge and agree that all intellectual property rights in and to the OTC Platform, Website, API, and/or the Electronic Trading Services, as applicable, including any trademarks, belong to Huobi or its licensors and are protected by law.
Section 4.6 Risks related to electronic trading Undertaking trades on an electronic trading system will expose you to the technical risks associated with the particular trading system, including the failure of software, hardware or connectivity issues. Huobi shall not be responsible or have any liability to you or your Authorised Traders for such failures or any related losses.
REPRESENTATIONS AND WARRANTIES
Section 5.1 Your Representations and Warranties. You hereby represent and warrant to Huobi, as of the date hereof and on each Settlement Date:
(a) The information relating to you set forth in this Agreement is true and complete in all respects, except to the extent that you have provided notice of any changes to Huobi.
(b) If you are an entity, that (i) it is duly organized, validly existing, and in good standing under the laws of the jurisdiction in which it is organized; (ii) it has all necessary power and authority to enter into this Agreement, to carry out its obligations hereunder and to consummate the transactions contemplated hereby; and the execution and delivery by you of this Agreement, the performance by you of your obligations hereunder and the consummation by you of the transactions contemplated hereby have been duly authorized by all requisite company action on the part of you. If you are an individual, that it is old enough to enter into legally enforceable contracts in its applicable jurisdiction and this Agreement will be legally binding on you.
(c) This Agreement has been duly executed and delivered by you and (assuming due authorization, execution, and delivery by Huobi), this Agreement constitutes a valid and legally binding obligation of you, enforceable against you in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance, and any other laws of general application affecting enforcement of creditors’ rights generally.
(d) Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, does or will violate any statute, regulation, rule, judgment, order, decree, ruling, charge or other restriction of any government, governmental agency, or court to which you are subject or conflict with, violate or constitute a default under any agreement, debt or other instruments to which you are a party.
(e) Neither you, nor any Person who controls you or any Person for whom you are acting as an agent or nominee, as applicable (1) bears a name that appears on the List of Specially Designated Nationals and Blocked Persons maintained by OFAC from time to time; (2) is a Foreign Shell Bank; or (3) resides in or whose subscription funds are transferred from or through an account in a Non- Cooperative Jurisdiction; or (4) bears a name that appears on the UN Sanctions List.
(f) With respect to any Huobi’s Purchased Digital assets, you sell, transfer and deliver to Huobi under any Purchase Order, you are the lawful owner of such Huobi’s Purchased Digital assets with good and marketable title thereto, and you have the absolute right to sell, assign, convey, transfer and deliver such Huobi’s Purchased Digital Assets. Such Huobi’s Purchased Digital assets are free and clear of any and all security interests, liens, pledges, claims (pending or threatened), charges, escrows, encumbrances, or similar rights.
(g) You are the lawful owner of Your Wallet and have a good title thereto. Your Wallet is owned and operated solely for the benefit of you, and no Person, other than you, has any right, title, or interest in any Your Wallet.
(h) No agent, broker, finder or other third party acting on behalf of you is or will be entitled to any brokers’ or finders’ fee or any other commission or similar fee from Huobi in connection with the transactions contemplated by this Agreement.
(i) You agree, understand, and acknowledge that (i) Huobi engages in the bilateral purchase and sale of cryptocurrencies, including any such transaction contemplated by this Agreement, solely on a proprietary basis for investment purposes for its own account; (ii) if Huobi transacts with you it does so solely on a bilateral basis; and (iii) Huobi is not providing and will not provide any fiduciary, advisory, exchange or other similar services with respect to you, any person related to or affiliated with you, or any transaction subject to this Agreement. You further agree, represent and warrant that (x) you are solely responsible for any decision to enter into a transaction subject to this Agreement, including the evaluation of any and all risks related to any such transaction; and (y) in entering into any such transaction, you have not relied on any statement or other representation of Huobi other than as expressly set forth herein.
Section 6.1 Events of Default. Each of the following shall be deemed an “Event of Default” by you:
(a) You fail to comply with any provision of, or perform any obligation under, this Agreement, including an obligation to deliver to Huobi Your Purchase Price or Huobi’s Purchased Digital assets, as the case may be, in connection with any Completed Trade by the relevant your Delivery Time;
(b) Any representation or warranty made by you is not or ceases to be true or correct in any material respect;
(c) You have instituted against a proceeding seeking a judgment of insolvency or bankruptcy or any other relief under any bankruptcy or insolvency law or similar law affecting creditors’ rights, or a petition is presented for your winding-up or liquidation, and such proceeding or petition is instituted and either (i) results in a judgment of insolvency or bankruptcy or the entry of an order for relief of the making of an order for your winding-up or liquidation, or (ii) is not dismissed, discharged, stayed or restrained, in each case within sixty (60) days of the institution or presentation thereof;
(d) You state that it is unable to pay your debts upon maturation; or
(e) Any regulatory authority with jurisdiction over you suspends the conduct of your usual business or revokes any material authorizations, memberships, licenses, or other similar approvals.
(f) Where the source of funds of you is deemed to be illegal;
Section 6.2 Remedies. Upon the occurrence of an Event of Default, Huobi shall have the right, in its sole discretion, to take any of the following actions:
(a) Cancel and terminate any Completed Trade that has not yet settled and require you to pay Huobi an amount reasonably determined by Huobi to compensate Huobi for any and all losses, costs, expenses, and fees incurred in connection with such canceled trade, including any loss of bargain, cost of funding, or loss or cost incurred as a result of terminating, liquidating, obtaining or reestablishing any hedge or related trading position.
(b) Set off and net any obligations of Huobi to you against any obligations of you to Huobi;
(c) Terminate any or all of Huobi’s obligations for future performance to you; and
(d) Take such other actions as Huobi, in its sole discretion, deems necessary or appropriate for its protection, all without notice or advertisement.
Section 6.3 Indemnity. You shall defend, indemnify, and hold harmless Huobi and its affiliates (and each of their employees, shareholders, directors, and representatives) from and against any Claim or Loss to the extent any Claim or Loss is based on (a) the breach of any representation, warranty or covenant of this Agreement by you or caused by your employees, contractors, or agents or (b) you or your employees, contractors or agents violation of applicable law, fraud, or intentional misconduct.
Section 6.4 Indemnification Procedure. In connection with any Claim or Loss described in Section 6.1 and 6.2, Huobi may, but is not obliged to,: (a) give you notice of Claim or Loss (however, any delay in the notification will not relieve your obligations under Section 5.1), (b) cooperate reasonably with you (at your expense) in connection with the defense and settlement of the Claim or Loss, and (c) permit you to control the defense and settlement of the Claim or Loss, except that Huobi expresses the contrary to the foregoing.
Section 6.5 Limitation of Liability.
(a) UNDER NO CIRCUMSTANCES WILL HUOBI OR ITS AFFILIATES BE LIABLE FOR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFIT OR LOSS RESULTING FROM BUSINESS INTERRUPTION. HUOBI WILL NOT BE LIABLE FOR ANY DELAY, LOSS, OR DAMAGE ATTRIBUTABLE TO ANY SERVICE OR ACTION OF ANY THIRD PARTY.
(b) You shall be fully responsible for any losses, expenses or other costs incurred by Huobi, including legal fees, which are caused by your conduct in relation to or arising out of its use of the Digital Asset Services or its Huobi Account whether by you or another person, where this conduct is intentional, reckless or negligent. If Huobi, or its affiliates or group companies, are subject to a claim by any third party due to your conduct, Huobi may recover against you any and all losses, expenses, or other costs incurred by us as a result of any such claim.
MONEY LAUNDERING AND SANCTIONS
Section 7.1 Huobi may request you to provide some KYC information and documents for complying with the applicable money laundering and terrorism financing legislation and regulations at your onboarding with Huobi, or during the term of this Agreement.
Section 7.2 You warrant that you will not use the Digital Asset Services to hold or trade in funds or Digital Assets which you know or suspect to be in violation of anti-money laundering, sanctions or other relevant related regulations. In the event that you receive any funds or Digital Assets from other users in the course of your use of the Digital Asset Services which you know or suspect to contravene applicable anti-money laundering, sanctions, and other relevant related regulations, you warrant that you will immediately notify Huobi via our email address at firstname.lastname@example.org.
Section 7.3 During the term of this Agreement, Huobi may ask you to provide additional documents in relation to any substantial changes of you, including but not limited, change of company name, adjustment of company’s equity structure, change of shareholders or registered directors, and change of business models of your company. You are obligated to inform us with written notice no less than five (5) days prior to these changes hereinabove and update the changed information to us.
Section 8.1 Amendments; Waivers. The provisions of this Agreement may be amended at any time by Huobi and you should ensure that you have read the latest version of this Agreement on our website, and Huobi is not obliged to provide a notice of any subsequent changes to this Agreement to you. No failure to exercise and no delay in exercising any right, remedy or power by Huobi hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy or power by Huobi hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy or power provided herein or by law or at equity.
Section 8.2 Assignment; Successors and Assigns. This Agreement shall be binding on and inure to the benefit of the Parties and their respective successors, heirs, personal representatives, and permitted assigns. You may not assign or delegate your rights or obligations hereunder without the prior written consent of Huobi, which may be withheld at Huobi’s sole discretion.
Section 8.3 Severability. Whenever possible, each provision of this Agreement will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be prohibited by or invalid under applicable law, such provision will be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of this Agreement.
Section 8.4 Descriptive Headings and Construction. The descriptive headings of this Agreement are inserted for convenience only and do not constitute a part of this Agreement. Unless otherwise indicated, references to Articles and Sections herein are references to Articles and Sections of this Agreement.
Section 8.5 Notices, Consents, etc. Any notices, consents, or other communications required or permitted to be sent or given by you shall in every case be in writing sent via email, to Huobi, at the addresses as set forth below.
Section 8.6 Third Party Beneficiaries and Assignment.
(a) The terms and provisions of this Agreement are intended solely for the benefit of each Party and their respective successors or permitted assigns, and it is not the intention of the Parties to confer third-party beneficiary rights upon any other Person.
(b) Huobi may assign all or any of its rights or transfer all or any of its rights, obligations, and liabilities under this Agreement to any of its affiliates.