Terms of Use

ExWell (website: https://exwell.io) is an online cryptocurrency exchange platform (hereafter referred to as the "Trading Platform").

Prime technology LTD., a company incorporated in Belize.
Registered address in Belize NewHorizon Building, Ground Floor, 3 1⁄2 Miles Philip S.W. Goldson Highway, Belize City, Belize C.A.
Certificate: CERT-REG-24/65176

These Terms of Use, along with any additional supplements, appendices, conditions, or documents expressly incorporated herein, constitute the entire agreement between the parties (collectively referred to as "Terms"). In the event of any conflict between the provisions of these Terms of Use and those of any other supplements, conditions, and documents, the provisions of these Terms of Use shall prevail to the extent of such conflict. Other information presented on the Trading Platform, or oral/written statements are excluded from these Terms and do not constitute a legal agreement between the parties. The use of the Trading Platform and Services is governed by these Terms.

By accessing, viewing, or downloading information from the Trading Platform and using the Services provided by ExWell, you confirm that you have read, reviewed, and understood our Privacy Notice and that you understand and agree unconditionally to comply with these Terms. ExWell may modify the Terms at any time without prior notice. You agree to comply with any such modified Terms and acknowledge that ExWell is not obligated to notify you of such changes. You acknowledge that you are required to periodically review these Terms for changes and that your continued use of the Trading Platform and Services offered by ExWell after the publication of any changes to the Terms indicates your acceptance of any such changes.

Under no circumstances do you acquire any rights to the Trading Platform (other than the right to use the Trading Platform in accordance with these Terms and any other provisions and conditions governing a specific service or section of the Trading Platform), nor do you have the right to present yourself as the holder of such rights to the Trading Platform.

You are not allowed to access or use the Services or the Trading Platform if you are located, registered, or otherwise established in the following countries, or if you are a citizen or resident of the following countries: Afghanistan, American Samoa, U.S. Virgin Islands, Guam, Iran, Yemen, Libya, Pakistan, State of Palestine, Puerto Rico, Somalia, Democratic Peoples Republic of Korea, Northern Mariana Islands, USA, Syria, Russian Federation, Republic of Belarus, Republic of Sudan, Transnistria, Abkhazia, South Ossetia, Turkish Republic of Northern Cyprus, Western Sahara, Federal Republic of Ambazonia, Kosovo, and the temporarily occupied territory of Ukraine, as well as any other country subject to the sanctions list of the UN Security Council and its equivalent ("Prohibited Jurisdictions"; a jurisdiction where it is illegal according to Applicable Law for you (due to your citizenship, place of permanent residence, citizenship, residency or for other reasons) to access or use the Services or Trading Platform; or countries where the placement or availability of Services or the Trading Platform is prohibited or contradicts local law, or may entail the need to comply with local registration or licensing requirements by any member of ExWell (collectively referred to as "Prohibited Jurisdictions"). ExWell reserves the right at its discretion to monitor and restrict access to the Services or the Trading Platform in any of the Prohibited Jurisdictions. If ExWell determines that you are accessing the Services or the Trading Platform from any Prohibited Jurisdiction, or have made false statements regarding your place of establishment, creation, citizenship, or residence, ExWell reserves the right to immediately deny service of the Trading Platform.

Definitions

In these Terms:
"API" means application programming interfaces;
"Applicable Law" means civil and common (precedent) law, laws, subordinate acts, conventions, decrees, directives, decisions, local authority rulings, decrees, circulars, codes, orders, notices, requirements, decrees, court injunctions, resolutions, rules, and judicial decisions of any state, quasi-state, legislative, administrative, or regulatory bodies, courts, agencies, or associations, the requirements of which you or any member of ExWell are obliged to comply with in obtaining or providing Services.
"Participant" - any user of the Trading Platform.
"Services" means websites, applications, and any services provided by any member of ExWell, including:
a) ExWell Trading Platform (website: https://exwell.io);
b) any downloadable material from ExWell websites;
c) any information, content, or other materials published or provided by any member of ExWell in any way regarding any subject (including any materials with research results, market data, or blogs);
d) any features, content, or services provided by any person that may be auxiliary to the websites, applications, and services listed above.
"Trading Platform" means the online cryptocurrency exchange platform hosted at: https://exwell.io, as well as subdomains, APIs, and other information resources owned by ExWell, related to this trading platform.

1. Access Conditions

When accessing and using the Services, you must:
a) not engage in activities that: (i) involve deriving income from prohibited or illegal activities (including activities related to the use of cryptocurrency tumbler services, darknet markets, money laundering, or financing of terrorism); (ii) are aimed at placing or distributing any prohibited or illegal materials or information; or (iii) otherwise violate or may violate Applicable Law;
b) not attempt to undermine the security or integrity of ExWells computing systems or networks or third-party computing systems and networks, if the Services are provided by such third party;
c) not use or misuse the Services in a way that may disrupt the provision of Services or the functioning of the Trading Platform, or other systems used to provide the Services, or impair the ability of any other user to use the Services or the Trading Platform;
d) not attempt to gain unauthorized access to the computer system on which the Trading Platform is hosted, or to any other materials, except those to which you have been granted direct permission;
e) not transmit or introduce into the Trading Platform files that could damage the computing devices or software of any other person; materials that may be offensive or materials, or data in violation of any law (including data or other materials protected by copyright or trade secret law, which you do not have the right to use);
f) not attempt to modify, copy, adapt, reproduce, disassemble, decompile, or reverse engineer any computer programs used to provide the Services or operate the Trading Platform, except where such use is strictly necessary for normal operation;
g) ensure the security and confidentiality of all usernames and passwords required to access the Trading Platform;
h) immediately notify ExWell of any breach of your security while using the Trading Platform;

Use of the Services may be subject to restrictions, including, but not limited to, transaction volumes and the number of calls allowed through the relevant application programming interface. Any such restrictions will be communicated.

By accessing the Trading Platform, using the Services, or registering as a Participant, you represent and warrant that:
a) you agree with these Terms and accept them;
b) you are at least 18 years old and are legally capable of entering into obligations according to these Terms;
c) you are the legal owner (or duly authorized representative of the legal owner) of the funds you deposit into your ExWell account, and these funds come from legal sources;
d) your use of the Services does not violate Applicable Law;
e) you are aware of the risks associated with using the Services provided by ExWell, and possess the necessary experience and knowledge to understand the risks associated with each Service provided by ExWell.
f) the information or documents you provide during any identity verification process are accurate, authentic, and up-to-date;
g) any cryptocurrency withdrawal address you provide is your own, and you fully control that address;
h) you are not allowed to access or use the Services if you are located, registered, or otherwise incorporated in any Prohibited Jurisdiction, nor if you are a citizen or resident thereof, and ExWell reserves the right to immediately deny Services if you access the Services from any Prohibited Jurisdiction or make false statements regarding your location, place of registration, establishment, citizenship, or residence;
i) you (i) have not violated Applicable Law; (ii) have not been fined, suspended, subjected to economic sanctions, or otherwise penalized for violating Applicable Law; (iii) have not received oral or written notification from any governmental body about an actual or potential violation of Applicable Law by you; or (iv) have not received any other communication indicating that you are the subject of sanctions, restrictions, penalties, or enforcement or investigation under any Applicable Law (including, but not limited to, laws on anti-money laundering, combating the financing of terrorism, anti-corruption, or economic sanctions);
j) neither you nor any of your affiliates: (i) are a person under sanctions, or a person owned or controlled by such a person; (ii) are involved in any transaction, transfer, or action that could result in you or your affiliates becoming a person under sanctions, regardless of whether you or your affiliates use or receive the Services or Trading Platform at that time; and (iii) are located, registered, or otherwise incorporated in a Prohibited Jurisdiction, or are a citizen or resident thereof.

ExWell reserves the right at any timeto verify your identity for compliance with any Applicable Law.

You agree to assist us in conducting a due diligence process (Customer Due Diligence, CDD) and to provide all documents and information we may require to verify your identity and purpose of using the Trading Platform.

We may freeze any transaction if we suspect or have reason to believe that you are conducting suspicious transactions or engaging in other suspicious activities, as well as if you have breached any of the aforementioned warranties or other provisions of these Terms. This may result in the annulment of the transactions you have concluded. We expressly exclude compensation for any losses you would have incurred as a result of us closing your operations prematurely, or compensation for profit that you would have earned if you could operate on the Trading Platform, and you agree to fully indemnify us for any third-party actions as a result of your conduct or our need to close your operations prematurely. While your operation is frozen, we will conduct an investigation and may require your cooperation during our investigation. During the investigation stage, you will not be able to conduct operations. At the end of the investigation, we reserve the right at our discretion to make a decision to prematurely close your operation, regarding which we are not obligated to inform you of the reasons for closure.

We reserve the right at our discretion to close your operations at any time.

You are fully responsible for providing us with correct data, including the withdrawal address. We are not responsible for your failure to receive cryptocurrency that you have requested to be returned due to the provision of incorrect or outdated data. You are also responsible for ensuring that instructions, orders, or operations sent to ExWell are properly formatted, are clear, and are expressed in the correct currency. ExWell excludes any liability for any incorrect operations.

We are not liable for any claimed losses or missed profits resulting from the termination of operations.

2. Fees

You acknowledge and agree that fees are charged for the use of the Services.

ExWell may at any time at its own discretion review and update the size of fees. Any such changes or additions regarding the size of fees will be applied from the moment they are put into effect to any Services (including any transactions on the Trading Platform).

3. Privacy Notice

For more detailed information about privacy and data protection methods of ExWell, please refer to our Privacy Notice, available on the following web page:
https://exwell.io/en/docs/privacy-policy

4. Representations and Warranties

You represent and warrant that:
a) You are authorized to access and use the Services and the Trading Platform. In particular, each jurisdiction in which you are located, registered, or otherwise incorporated, or of which you are a citizen or resident, allows you to use the Services and the Trading Platform;
b) If you use the Trading Platform on behalf of or for the benefit of any person or organization, you must be authorized to do so. The relevant person or organization will be responsible for your actions, including any breach of these Terms;
c) You use the Trading Platform and Services at your own risk. You agree that ExWell is not liable for any damage or harm resulting from your use of the Trading Platform and Services.

You acknowledge and agree that:
a) The information provided on the Trading Platform is intended for general information purposes only and is provided voluntarily. Nevertheless, the information is selective, and ExWell is unable to verify all information, which may be incomplete or inaccurate for your purposes of use, and should not be relied upon without further inquiry. The information and Services should not be interpreted as an offer or recommendation to trade or use the Services provided by ExWell in a particular way, and this information does not take into account the investment objectives or financial situation of any specific individual;
b) ExWell does not guarantee that the use of the Trading Platform will be uninterrupted and error-free. In particular, the operation and availability of systems used to access the Trading Platform, including public telephone communications, computer networks, and the Internet, can be unpredictable and may occasionally interfere with or prevent access to the Trading Platform. ExWell is not responsible for any such interference that prevents your access or use of the Trading Platform and Services.

You warrant and represent that you acquire the right to access and use the Trading Platform and agree to these Terms for the purpose of conducting business and that to the maximum extent permitted by law, any consumer rights warranties or laws aimed at protecting non-commercial consumers in any jurisdiction do not apply to the provision of the Trading Platform or these Terms.

5. Limitation of Liability

Nothing in these Terms excludes or limits the liability of ExWell for:
a) fraud;
b) any other breaches that cannot be excluded or limited under Applicable Law.

Given the above, to the maximum extent permitted by Applicable Law:
a) under no circumstances shall ExWell be liable for:
i) indirect or consequential losses;
ii) lost profits, loss of business opportunities, loss of revenue or business reputation, in each case, whether as a result of breach of contract, tort (including liability for any actions that exceed the standards of behavior reasonably expected in comparable circumstances (negligence)), breach of statutory duty, or otherwise, arising in connection with the authorized or unauthorized use of the Services or these Terms, even if an authorized representative of ExWell or any Associated Entity was notified, knew, or should have known of the possibility of such damages;
b) the aggregate liability of ExWell under contract, tort (including negligence) or arising from other grounds (including any liability for any action or inaction under principles of negligence), arising out of or in connection with the performance of its obligations under these Terms in respect of any one or more incidents or occurrences, is limited to the total net amount of cryptocurrency received by ExWell from you in the form of fees for carrying out trading operations related to your use of the Trading Platform directly during the six-month period from the date of the incident, or from the date of the first incident in a series of related incidents, leading to the presentation of your claims in accordance with these Terms.

6. Calculations

All calculations made by the trading engine of the Trading Platform and verified by ExWell are final. ExWell does not guarantee uninterrupted and error-free use of the Trading Platform.

7. Confidentiality

You undertake not to disclose any Confidential Information that you may obtain during the use of the Trading Platform.

For the purposes of these Terms, “Confidential Information” means any written information (including information provided in electronic form) or oral information that is confidential, a trade secret, or proprietary and that is clearly identified as confidential at the time of disclosure, or which would be considered confidential by a reasonable person under the circumstances surrounding the disclosure. Notwithstanding the foregoing, Confidential Information does not include information that: (i) was already known to you prior to receiving this information from us; (ii) was or has become publicly known due to reasons not related to any unlawful act by you; (iii) was lawfully obtained from a third party, if you were not aware of any breach of any other relevant confidentiality obligation; or (iv) was independently developed by you. The obligations set out in this clause also do not prevent the disclosure of Confidential Information: (A) to a third party based on our written permission; or (B) to satisfy a request or requirement of a competent court or tribunal, governmental, administrative, regulatory or self-regulatory body or organization conducting listing, or for the purpose of complying with Applicable Law, provided that prior to such disclosure, notice was given to ExWell to the extent permissible under Applicable Law.

8. Force Majeure

Neither party shall be liable for any delay in performing its obligations, which occurs due to reasons beyond its reasonable control, including natural disasters, disturbances, wars, malicious acts, fires, power outages, and actions or orders from governmental authorities.

9. Continuation of Certain Provisions

If any provision of these Terms is found by a court to be invalid, unenforceable, or illegal, this will not affect the validity and enforceability of the other provisions. If any provision is found to be unenforceable, you agree to allow ExWell to make amendments to such provision, allowing for enforceable intentions, to the extent permitted by applicable law.

10. Applicable Law

The Terms and any non-contractual obligations arising from or in connection with them are governed and construed in accordance with the laws of the United Kingdom of Great Britain.