🗞️Terms of Service

Effective Date: Feb, 05, 2025

Introduction

These Terms of Service (the "Terms") constitute a legally binding agreement between you, either an individual or an entity ("you" or "User"), and CDEX Ltd., a company duly organized and existing under the laws of British Virgin Islands ("CDEX" "we," "us," or "our"). These Terms govern your access to and use of the CDEX website located at [Website to be filled] (the "Site"), the CDEX mobile application (the "App"), and any other features, tools, content, or services offered by CDEX (collectively, the "Services").

Parties Involved

• CDEX: CDEX Ltd., the provider of the Services, is a British Virgin Islands company.

• User: You, the individual or entity accessing or using the Services.

Acceptance of Terms

By accessing or using the Site, App, or any part of the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any other legal notices or guidelines posted on the Site or App. If you do not agree to these Terms, you are not authorized to access or use the Services and must immediately cease all use.

Binding Agreement

These Terms constitute a legally binding agreement between you and CDEX. You acknowledge and agree that by accessing or using the Services, you are entering into a legally binding contract with CDEX.

Eligibility

• Age: You must be at least 18 years old or the age of legal majority in your jurisdiction, whichever is older, to access or use the Services. By accessing or using the Services, you represent and warrant that you meet this age requirement.

• Legal Capacity: You represent and warrant that you have the full right, power, and authority to enter into these Terms and to fully perform your obligations hereunder. If you are using the Services on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms.

Right to Amend Terms

CDEX reserves the right, in its sole discretion, to modify or replace these Terms at any time. The most current version of these Terms will be posted on the Site and App. We will indicate at the top of these Terms the date they were last revised. Any changes will be effective immediately upon posting the revised Terms. Your continued use of the Services following the posting of any changes to these Terms constitutes acceptance of those changes. If you do not agree to the revised Terms, you must stop using the Services. It is your responsibility to check these Terms periodically for changes.

Definitions

For the purposes of these Terms, the following definitions apply:

• "CDEX" refers to CDEX Ltd., the provider of the Services, including its affiliates, officers, directors, employees, and agents.

• "Services" refers to the Site, the App, and all features, tools, content, and services provided by CDEX, including but not limited to providing information related to crypto projects, relaying user-authorized instructions to decentralized applications, offering a referral program, incorporating social platform features, and any other related services offered by CDEX. Specifically, the Services act as an intermediary platform transmitting user-defined instructions and providing information related to third-party decentralized applications and protocols.

• "User" or "you" refers to any individual or entity accessing or using the Services to obtain information, interact with other users, or utilize the provided tools to access third-party decentralized applications.

• "Digital Assets" refers to cryptocurrencies, tokens, and other digital assets that may be the subject of information provided by the Services or may be used on third-party platforms accessed through the Services. CDEX does not hold, control, trade, or transmit Digital Assets.

• "Blockchain" refers to a distributed, immutable ledger technology that records and verifies transactions in a secure and transparent manner. The Services may provide information related to various Blockchains and their associated applications.

• "Wallet" refers to a software or hardware application that allows users to store, manage, and interact with their Digital Assets. In the context of the Services, it refers to a third-party Wallet that users may choose to utilize when interacting with decentralized applications accessed through the CDEX platform. CDEX does not provide, control, or endorse any specific Wallet and is not responsible for the security or functionality of any third-party Wallet.

• "Smart Contract" refers to a self-executing program stored on a Blockchain that automatically enforces the terms of an agreement between parties.

• "Third-Party Services" refers to any services, applications, platforms, websites, or content provided by third parties that are not owned or controlled by CDEX, but which may be presented, linked to, integrated with, or otherwise made accessible through the Services. This includes, but is not limited to, decentralized applications (dApps), blockchain protocols, digital asset information and data feeds, Wallets, and any other services that users may choose to access via the CDEX platform. CDEX does not endorse, control, or assume any responsibility for the content, functionality, security, legality, or practices of any Third-Party Services. Users interact with Third-Party Services at their own risk.

• "2FA" refers to Two-Factor Authentication, an extra layer of security that requires not only a password and username but also something that only the user has on them, i.e. a piece of information only they should know or have immediately to hand - such as a physical token.

Description of Services

CDEX is a decentralized exchange trading tool designed to securely transmit user-authorized instructions to execute user-defined interactions, such as token swaps, with designated dApps or smart contracts. Currently operating on Tron and Solana, CDEX offers a user-friendly interface that simplifies the process of relaying trade instructions between a user's wallet and decentralized applications (dApps) or smart contracts.

Importantly, CDEX does not hold, manage, or control user assets at any time. All transactions are executed with direct user authorization and the designated smart contract or dApp. CDEX is not a financial advisor, broker, exchange, or custodian. CDEX does not offer, or engage in any financial services. Nothing on the CDEX platform, including data, analysis, or educational content, should be taken as financial, investment, or tax advice. You are solely responsible for your own investment decisions and should consider your own financial circumstances and risk tolerance.

• Overview of CDEX functionalities:

  • Project Information: CDEX provides information on various crypto projects, including their functionalities, tokenomics, and associated risks.

  • Provides a communication interface for user access to a variety of decentralized applications (dApps) across different supported blockchain networks.

  • Information Aggregation: CDEX aggregates data from various sources to provide users with a comprehensive overview of the DeFi landscape.

  • Educational Resources: CDEX may offer educational resources to help users understand the risks and opportunities associated with interacting with different crypto projects.

• Supported Blockchains: CDEX currently supports the Tron and Solana blockchains. Support for additional blockchains may be added in the future.

• Wallet and Security:

  • CDEX does not partner with, recommend, or endorse any specific wallet provider. You are solely responsible for the selection, security, and management of your wallet and private keys.

  • CDEX will never ask you for your private keys. Any request for your private keys, even if appearing to be from CDEX, should be treated as fraudulent.

  • While CDEX takes reasonable measures to ensure the security of its platform, including the accuracy of information presented, you acknowledge that interacting with decentralized applications and blockchain technology carries inherent risks. These risks include, but are not limited to, vulnerabilities in smart contracts, loss of access to your wallet due to forgotten credentials or compromised private keys, and volatility in the value of digital assets. CDEX is not responsible for any loss of funds, data, or other damages resulting from your interaction with third-party services, including any dApps or wallets you access through the Services. You are solely responsible for understanding and accepting these risks before interacting with any third-party service.

• Users can earn points by engaging with the platform and participating in the referral program. These points are indicators of user activity and contribution to the CDEX platform and do not hold any monetary value outside of the CDEX ecosystem. CDEX reserves the right to modify or terminate the point system at any time.

• CDEX offers a referral program that allows users to earn rewards by inviting new users to the platform. These rewards may be in the form of points or other non-monetary incentives.

• Social Platform Features: CDEX incorporates social features that enable users to connect, share insights, and engage in discussions within the platform. CDEX is not responsible for the content shared by users on the platform.

• Mobile App Availability: CDEX provides a mobile application available for download on both iOS and Android devices through the respective App Store and Google Play Store.

Fees

• CDEX charges a communication fee of 1% for the use of its service to transmit user-authorized instructions to third-party decentralized applications (dApps) or smart contracts. This fee is solely for the service of relaying user-defined instructions through the CDEX platform and is not a trading fee, transaction fee, or protocol fee. This fee will be clearly displayed to the user for confirmation before authorizing. CDEX does not charge any fees for accessing general information, utilizing other features of the platform, or for simply connecting to third-party applications. Users may encounter separate fees when interacting with certain third-party services, including decentralized applications and wallets, accessed through the Services. These fees are charged by the respective third-party service providers and are not controlled or collected by CDEX.

• Referral Program: CDEX offers a referral program that allows users to earn rewards by inviting new users to the platform. In some cases, these rewards may be funded through agreements with third-party service providers, potentially including a portion of the fees they collect. The details of the referral reward structure, including any applicable terms and conditions, are described in the Referral Program section on our official website and App. Any rewards distributed through the referral program are non-monetary within the context of the CDEX platform and may take the form of points, enhanced access, or other benefits as determined by CDEX.

• User Responsibility for Blockchain Network Fees ("Gas"): Users are solely responsible for paying any applicable network fees ("gas") required by the underlying blockchain network to process transactions. CDEX has no control over these fees, which are determined by the network and may vary depending on network congestion and other factors. Users are also responsible for any fees charged by their chosen third-party Wallet or other service providers.

User Accounts and Security

• Account Creation: To access and use the Services, you must create an account with CDEX. You will be required to provide a valid email address and create a strong, unique password. Your email and password combination will serve as your login credentials.

• 2FA Requirement: For enhanced security, CDEX requires you to enable Two-Factor Authentication (2FA) for your account. This adds an extra layer of security by requiring a second form of verification, in addition to your password, when logging in or performing certain actions on the platform. You will need to follow the 2FA setup guide provided during the account registration process or in your account settings. Since your account is the only way to access your funds, enabling 2FA is a critical step toward ensuring their safety.

• User Responsibility for Account Security: You are solely responsible for maintaining the confidentiality and security of your account credentials, including your password and any 2FA codes. You agree not to share your account credentials with any third party or allow any other person to access your account.

• CDEX does not have access to your platform login password and cannot recover your account if you lose or forget your login credentials. It is your sole responsibility to securely store your password and any recovery information related to your 2FA setup. If you lose access to your account credentials, you will lose access to the CDEX platform and its features.

• Immediate Reporting of Unauthorized Use: You must immediately notify CDEX of any unauthorized use of your account, any suspected security breach, or any other suspicious activity related to your account. You can contact us through the official support channels listed on our Site and App.

Acceptable Use and Restrictions

• Compliance with Laws: You agree to use the Services in compliance with all applicable laws, rules, and regulations in your jurisdiction, including but not limited to anti-money laundering (AML) laws, counter-terrorist financing (CTF) laws, know-your-customer (KYC) regulations, and economic sanctions regulations. You are solely responsible for determining the legality of your use of the Services and your interactions with any third-party services accessed through the CDEX platform in your jurisdiction.

• Prohibited Activities: You are strictly prohibited from using the Services for any of the following activities:

  • Illegal Use: Engaging in any activity that is illegal under applicable law, including but not limited to fraud, money laundering, terrorist financing, and the purchase or sale of illegal goods or services. This includes using information obtained through the Services to facilitate or engage in any illegal activity on third-party platforms.

  • Fraud: Engaging in any fraudulent activity, including but not limited to impersonation, phishing, and scams.

  • Market Manipulation: Using information obtained through the Services to engage in any activity that artificially affects the price or trading volume of Digital Assets on third-party platforms, including but not limited to wash trading, spoofing, and pump-and-dump schemes.

  • Unauthorized Access: Attempting to gain unauthorized access to the Services, user accounts, or any computer systems or networks connected to the Services, or to any third-party services accessed through the CDEX platform.

  • Distribution of Malware: Distributing any viruses, malware, or other harmful code that could interfere with the operation of the Services, compromise the security of other users' accounts, or harm any third-party services accessed through the CDEX platform.

  • Copyright Infringement: Engaging in any activity that infringes upon the intellectual property rights of CDEX or any third party.

  • Harassment or Abuse: Engaging in any harassing, abusive, or threatening behavior towards other users or CDEX staff.

  • Facilitating Prohibited Activities: Using the Services to promote, support, or facilitate any of the prohibited activities listed above, including providing information or resources that could be used for such purposes.

  • Any other activity that CDEX, in its sole discretion, deems to be harmful or inappropriate.

• No Interference with Platform Functionality: You agree not to take any action that could interfere with the proper functioning of the Services, including but not limited to overloading, flooding, spamming, or crashing the Site or App.

• No Circumvention of Security Measures: You agree not to attempt to circumvent any security measures implemented by CDEX, including but not limited to 2FA and other access controls.

User Representations and Warranties

By accessing or using the Services, you represent and warrant to CDEX the following:

• Legal Ownership of Digital Assets: You are the legal owner of all Digital Assets that you transfer to or trade through the Services. You have the full right and authority to dispose of such Digital Assets and are not subject to any restrictions that would prevent you from using the Services.

• Compliance with Applicable Laws: Your use of the Services will comply with all applicable laws, rules, and regulations in your jurisdiction, including but not limited to AML/CTF laws, KYC regulations, and securities laws.

• Accuracy of Information Provided: All information you provide to CDEX is true, accurate, and complete to the best of your knowledge. You will promptly update any information that becomes inaccurate or incomplete.

• No Use for Illegal Activities: You will not use the Services to engage in any illegal activity, including but not limited to fraud, money laundering, terrorist financing, or the purchase or sale of illegal goods or services.

Third-Party Services

• Disclaimer of Liability for Third-Party Services: The Services may integrate with or provide links to third-party services, applications, or websites, including but not limited to the Wallet provider. CDEX does not endorse, control, or assume any responsibility for the content, functionality, security, or practices of any Third-Party Services. Your use of any Third-Party Services is at your own risk.

• User Responsibility for Reviewing Third-Party Terms: You are solely responsible for reviewing and complying with the terms of service and privacy policies of any Third-Party Services that you access or use in connection with the Services.

• Specific Mention of Wallet Provider and other Integrations:

  • Wallet Provider: As mentioned earlier, CDEX utilizes a third-party Wallet provider for secure storage and management of your private keys. You acknowledge and agree that your use of the Wallet is subject to the terms and conditions of the Wallet provider. CDEX is not responsible for any loss or damage arising from your use of the Wallet or any actions taken by the Wallet provider.

  • Other Integrations: The Services may also integrate with other third-party services, such as blockchain explorers, data aggregators, or analytics platforms. CDEX is not responsible for the accuracy, reliability, or security of any information provided by these Third-Party Services.

Intellectual Property

• Ownership of CDEX Platform and Content: CDEX retains all right, title, and interest in and to the Services, including the Site, App, and all content, trademarks, logos, and other intellectual property associated with the Services.

• License Grant to Users: CDEX grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your personal, non-commercial use, subject to these Terms. This license does not grant you any ownership rights in the Services.

• User Content License to CDEX: If you post, upload, or otherwise share any content on the Services ("User Content"), you grant CDEX a non-exclusive, worldwide, royalty-free, perpetual, irrevocable license to use, reproduce, modify, adapt, publish, distribute, and display such User Content in connection with the operation and promotion of the Services.

• DMCA Compliance: CDEX respects the intellectual property rights of others and expects its users to do the same. CDEX will respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act (DMCA). If you believe that your copyrighted work has been infringed on the Services, please follow the DMCA procedures outlined on our Site.

Privacy

CDEX is committed to protecting your privacy. Our collection, use, and disclosure of your information are governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Services, you consent to the collection, use, and disclosure of your information as described in the Privacy Policy. You are responsible for reviewing our Privacy Policy to understand how we handle your information. You can find our Privacy Policy at [XXXX].

Risk Disclosures

Using the Services involves significant risks, including but not limited to the following:

• Inherent Risks of Cryptocurrencies and Blockchain Technology: Cryptocurrencies and blockchain technology are relatively new and untested technologies. They are subject to various technical, economic, and regulatory risks that could adversely affect their value and functionality.

• Volatility of Digital Asset Prices: The prices of Digital Assets are highly volatile and can fluctuate significantly in short periods. You could lose some or all of your investment if the value of your Digital Assets declines.

• Potential for Technical Errors and Network Issues: The Services rely on complex software and blockchain networks, which may be subject to technical errors, bugs, or outages. Network congestion or other issues could delay or prevent the execution of your transactions. Transactions on blockchain are irreversible. Once a transaction is confirmed on the blockchain, it cannot be undone.

• Regulatory Risks: The regulatory landscape for cryptocurrencies and blockchain technology is constantly evolving. Changes in laws or regulations could adversely affect the value of Digital Assets or your ability to use the Services.

• No Guarantee of Security or Uninterrupted Service: While CDEX implements reasonable security measures, we cannot guarantee that the Services will be completely secure or free from unauthorized access. We also cannot guarantee that the Services will be available at all times without interruption. There is always a risk of hacking, theft, or other malicious attacks. While we take precautions to securely transmit user instructions, we cannot guarantee the security of the execution of those instructions by third-party dApps or smart contracts.

Disclaimers

• "As Is" and "As Available" Basis: The Services are provided on an "as is" and "as available" basis, without any warranties of any kind, either express or implied.

• No Warranties (Express or Implied): CDEX disclaims all warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, completeness, reliability, and security.

• No Guarantee of Accuracy of Information or Execution of Instructions: CDEX does not guarantee the accuracy, completeness, or reliability of any information provided on the Services, including but not limited to information about Digital Assets, market prices, and trading data. Furthermore, CDEX does not guarantee the proper execution of user instructions by third-party dApps or smart contracts. Users are responsible for verifying the accuracy and outcome of any instructions relayed through CDEX. You should not rely solely on information provided on the Services when making investment decisions.

Limitation of Liability

• Exclusion of Indirect, Incidental, Consequential Damages: To the maximum extent permitted by applicable law, CDEX and its affiliates, officers, directors, employees, agents, and licensors will not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of data, loss of use, or other intangible losses, arising out of or in connection with your use of the Services, even if CDEX has been advised of the possibility of such damages.

• Cap on Aggregate Liability: In no event will CDEX's aggregate liability to you for all claims arising out of or in connection with these Terms or your use of the Services exceed the greater of (a) the amount of fees you have paid to CDEX in the twelve (12) months preceding the event giving rise to the claim, or (b) one hundred U.S. dollars (US$100).

Indemnification

• User Obligation to Indemnify CDEX: You agree to indemnify, defend, and hold harmless CDEX and its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or in connection with (a) your access to or use of the Services, including any actions you take on third-party platforms or dApps accessed through the Services; (b) your violation of these Terms; (c) your violation of any rights of any other person or entity, including any intellectual property rights or privacy rights; (d) your violation of any applicable laws or regulations, including any securities laws or regulations related to your trading or investment activities; (e) any User Content you post or share on the Services; (f) any misrepresentation or breach of warranty made by you; or (g) your negligence or willful misconduct.

Termination

• CDEX's Right to Suspend or Terminate Accounts: CDEX reserves the right, in its sole discretion, to suspend or terminate your access to the Services, or any part thereof, at any time and for any reason, with or without notice. This includes, but is not limited to, situations where CDEX believes you have violated these Terms or engaged in any prohibited activities.

• User's Right to Terminate: You may terminate your account and stop using the Services at any time by following the account closure procedures provided on the Site or App.

• Survival of Certain Provisions: The following provisions will survive any termination of these Terms or your access to the Services: Definitions, User Representations and Warranties, Third-Party Services, Intellectual Property, Privacy, Risk Disclosures, Disclaimers, Limitation of Liability, Indemnification, Dispute Resolution, Governing Law, Jurisdiction, and General Terms.

Dispute Resolution

• Informal Dispute Resolution: In the event of any dispute, claim, or controversy arising out of or relating to these Terms or the Services (a "Dispute"), CDEX encourages you to contact us directly to seek a resolution. We will make reasonable efforts to resolve the Dispute informally. You can contact us through the official support channels listed on our Site and App.

• Mandatory Arbitration (with Opt-Out Provision): If the Dispute cannot be resolved informally within thirty (30) days, you and CDEX agree that the Dispute will be finally settled by binding arbitration administered by SIAC, except as modified by these Terms.

  • Opt-Out Provision: You have the right to opt out of this mandatory arbitration provision within thirty (30) days of first accepting these Terms. To opt out, you must send a written notice to CDEX at [Email Address to be filled] stating your intention to opt out of arbitration and including your name, account information, and the date you first accepted these Terms. If you opt out of arbitration, you and CDEX will be entitled to resolve the Dispute in a court of competent jurisdiction, as specified in the "Jurisdiction" section below.

• Class Action Waiver: You and CDEX agree that any Dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. You waive any right to participate in a class action lawsuit or class-wide arbitration against CDEX.

Governing Law

These Terms will be governed by and construed in accordance with the laws of British Virgin Islands, without regard to its conflict of laws principles.

Jurisdiction

Except for Disputes subject to mandatory arbitration as described above, you and CDEX agree to submit to the exclusive jurisdiction of the state and federal courts located in Singapore to resolve any Dispute arising out of or relating to these Terms or the Services.

General Terms

• Entire Agreement: These Terms, together with the Privacy Policy and any other legal notices or guidelines posted on the Site or App, constitute the entire agreement between you and CDEX concerning your use of the Services and supersede all prior or contemporaneous communications and proposals, whether oral or written, between you and CDEX with respect to the Services.

• Severability: If any provision of these Terms is held to be invalid or unenforceable, that provision will be struck from these Terms and the remaining provisions will remain in full force and effect.

• Waiver: No waiver of any provision of these Terms will be effective unless in writing and signed by the party against whom the waiver is sought to be enforced. The failure of CDEX to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

• Assignment: You may not assign these Terms or any of your rights or obligations hereunder without the prior written consent of CDEX. CDEX may assign these Terms or any of its rights or obligations hereunder without your consent.

• Force Majeure: CDEX will not be liable for any delay or failure to perform its obligations under these Terms due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.If a Force Majeure event occurs, CDEX will make reasonable efforts to mitigate the impact on the Services and to resume performance as soon as reasonably possible. CDEX will also endeavor to notify users of the Force Majeure event and its potential impact on the Services.

Contact Information

If you have any questions about these Terms or the Services, please contact CDEX at:

[Email Address to be filled]