Version 1.0 Oct 19, 2022
By accessing or using the Holdstation Services, you (the “User”) agree to these Holdstation Terms on behalf of yourself and any entity you represent, and you represent and warrant that you have the right and authority to do so. You further represent and warrant that you are fully able and competent to enter into, and abide by and comply with, the Holdstation Terms.
By accessing or using the Holdstation Services and to the extent you are (a) an individual, you represent that you are of the legal age of majority in your jurisdiction as may be required to access and use the Holdstation Services; and (b) a body corporate, you represent that you duly incorporated and in good standing in your jurisdiction of incorporation.
1.1 Holdstation Functionality
Holdstation is a mobile application and web-based software that is accessible locally on your mobile device or other internet connected device and provides the User the ability to view digital asset balances and manage, transfer, and swap digital assets, and to interact with certain third-party blockchain protocols or service providers (the “Supported Protocols”). The interaction with Supported Protocols is enabled by smart contracts developed by HOLDSTATION and published at Gitlab which have been deployed by HOLDSTATION and accessible directly from Holdstation. A list of
Supported Protocols that may be accessed from Holdstation is available on the Holdstation App and the Website and may be updated from time to time.
A Holdstation server maintained by HOLDSTATION will query Supported Protocols to determine the prices and rates available on the Supported Protocols, and that information will be presented to you through Holdstation. You will be responsible for choosing a Supported Protocol and initiating any proposed transaction. You will also be responsible for determining and paying the gas fees and any other fees associated with each transaction on the Supported Protocols and consents to such fees being debited from your wallet at the time the transaction is processed.
We cannot provide any assurance that any particular blockchain protocol or service will remain a Supported Protocol for any length of time and we reserve the right to remove any blockchain protocol or service as a Supported Protocol at any time and for any reason or for no reason in our sole discretion.
For more information regarding the operation of Holdstation, please see https://holdstation.com.
Holdstation is non-custodial. You will remain in control of the digital assets stored in your wallet at all times and Holdstation will never have custody of, or any control over, those digital assets. For the avoidance of doubt, you will at all times be responsible for securing the private key(s) necessary to sign transactions from the blockchain address(es) you choose to connect to Holdstation and Holdstation will not have access to, or take possession of, such private key(s) or otherwise have the ability to control the digital assets stored in your wallet.
1.2 Wallet Creation
The User will be required to either create a new wallet or import an existing wallet in order to use the Holdstation Services. When you create a new wallet through the Holdstation App, the wallet details will be stored on the device used to create the wallet. Once you have created a wallet, you will be provided with instructions to back up your wallet using private key or keystore or a seed phrase consisting of twelve (12) random words that should be written down on paper and safeguarded such that only you have access to the seed phrase. This private key, keystore, seed phrase will allow you to restore your wallet in the event you lose your device or forget your password.
The User may also import an existing wallet for use with Holdstation by following the instructions provided in the Holdstation App or on the Website. Once a wallet has been successfully imported, Holdstation will display the data associated with that wallet to the User and allow you to use the Holdstation Services.
The User may also be prompted to set and confirm a six-digit PIN that will be required in order to access Holdstation.
It is your responsibility to maintain your seed phrase, private key, keystore and six-digit PIN, and to prevent others from obtaining them. If you lose your seed phrase, private key, keystore, HOLDSTATION will not be able to restore access to your wallet and any assets affiliated with that wallet may be permanently lost. If anyone other than you obtain access to your device, six-digit PIN, and/or seed phrase/private key/keystore, and transfers any assets out of your wallet, HOLDSTATION will not be able to reverse the transfer and the assets may be permanently lost.
1.3 Holdstation Smart Contracts
The Holdstation Smart Contracts are publicly available software deployed by HOLDSTATION on one or more blockchain networks and directly accessible through such blockchain networks’ nodes, or indirectly through Holdstation. Because the Holdstation Smart Contracts are deployed on one or more public blockchains, they may also be accessible through other smart contract decentralized applications (“dApps”) now or in the future. Holdstation provides a means of interacting with multiple blockchains and the Holdstation Smart Contracts that is convenient and user-friendly. Holdstation allows the User to read and display data associated with blockchain addresses on multiple blockchain networks for which that user controls the associated private key and to interact with the Holdstation Smart Contracts by generating standardized transaction messages in order to engage in swap transactions using the Supported Protocols and/or to supply digital assets in Supported Protocols. With the necessary technical expertise, it is possible to generate transaction messages to interact with the Holdstation Smart Contracts directly without use of Holdstation in order to engage in swap transactions using the Supported Protocols or to supply digital assets in Supported Protocols to earn interest.
The Holdstation Smart Contracts accessible through Holdstation may be updated or altered from time to time in order to add new features and functionality, in response to forks, chain migrations, or other changes to the underlying blockchains, or in order to address security incidents or vulnerabilities.
1.4 Limited License
You are granted a nonexclusive, nontransferable, revocable, limited license to electronically access and use Holdstation in the manner described in these Holdstation Terms. You do not have the right to sublicense Holdstation. We may revoke or terminate this license at any time if you use, or attempt to use, Holdstation in a manner prohibited by these Holdstation Terms, or if these Holdstation Terms are terminated pursuant to Section 5 herein.
HOLDSTATION may charge a transaction fee for each transaction executed through Holdstation. These fees will be determined by HOLDSTATION, in its sole discretion, and will be a payable in either the source digital asset or the destination digital asset at the discretion of HOLDSTATION. HOLDSTATION will publish a fee schedule accessible on the Holdstation App.
THIRD PARTY SERVICES
REPRESENTATIONS & WARRANTIES
You make the following representations and warranties regarding your use of the Holdstation Services:
3.1 You represent and warrant that you are legally permitted to use the Holdstation Services in your jurisdiction, including that you are legally permitted to your own digital assets and interact with the Holdstation Services you use. You further represent and warrant you are responsible for ensuring compliance with the laws of your jurisdiction in connection with your use of the Holdstation Services and acknowledge that HOLDSTATION is not liable for your compliance or non-compliance with any such laws.
3.2 You represent and warrant that agreeing to the Holdstation Terms and your use of the Holdstation Services does not constitute, and that you do not expect it to result in, a breach, default, or violation of any applicable law or any contract or agreement to which you are a party or are otherwise bound.
3.3 You represent and warrant that you are not a person, entity controlled by a person, or entity identified on, or controlling a blockchain address identified on, a list of persons or blockchain addresses that have been specially designated, considered parties of concern, or blocked that is established and maintained by the United Nations, the European Union, or the Office of Foreign Asset Control of the United States Treasury Department.
3.4 You represent and warrant that you are not a resident of, or located in, or accessing and using the Holdstation Services from any of the countries that are designated as high risk by the Financial Action Task Force, that are subject to embargoes or sanctions implemented by the United Nations, the European Union, or the Office of Foreign Asset Control of the United States Treasury Department, or are included on a list of jurisdictions not permitted to use the Holdstation Services as determined by HOLDSTATION (each, a “Prohibited Jurisdiction”).
3.5 You represent and warrant that you will not, and will not attempt to, purchase, sell, rent, or give away access to your Holdstation, create a wallet using a false identity or information, create a wallet on behalf of someone other than yourself, or otherwise engage in Prohibited Uses (as defined below) of Holdstation.
3.6 You represent and warrant that you will not disrupt, interfere with, or otherwise adversely affect the normal flow of Holdstation or otherwise act in a manner that may negatively affect other users' experience when using Holdstation. This includes taking advantage of software vulnerabilities and any other act that intentionally abuses or exploits the design of Holdstation.
3.7 You represent and warrant that you are sophisticated in using and evaluating blockchain technologies and related blockchain-based digital assets, including but not limited to the Ethereum network, smart contract systems, automated market making protocols, and automated lending protocols. Specifically, you represent and warrant that you have evaluated and understand the operation of Holdstation and the Supported Protocols and have not relied on any information, statement, representation, or warranty, express or implied, made by or on behalf of HOLDSTATION with respect to the Supported Protocols.
3.8 All of the above representations and warranties are true, complete, accurate and not misleading from the time of your acceptance of the Holdstation Terms and are deemed repeated each time you use the Holdstation Services.
Users of the Holdstation Services may not, directly or indirectly, engage in any of the following activities in connection with the use of services (“Prohibited Uses”):
4.1 A violation of any law, rule, or regulation of any jurisdiction that is applicable to you.
4.2 A violation or breach of the terms of these Holdstation Terms or any other document from time to time governing the use of the Holdstation Services.
4.3 Permit others to access the Holdstation Services through your wallet or otherwise engage in transactions using the Holdstation Services for any person other than the wallet owner.
4.4 Perform, or attempt to perform, any actions that would interfere with the normal operation of the Holdstation Services or affect the use of the Holdstation Services by other users.
4.5 Engage in, or knowingly facilitate, any fraudulent, deceptive, or manipulative transaction activity in any digital asset, including by engaging or participating in “front-running”, “wash trading”, “pump and dump schemes”, or similar activities.
4.6 Engage in, or knowingly facilitate, any money laundering, terrorist financing, or other illegal activities.
4.7 Access or attempt to access non-public HOLDSTATION systems, programs, data, or services.
4.8 Copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of the Holdstation Services except as expressly permitted by applicable laws.
4.9 Reverse engineer or attempt to reverse engineer the Holdstation Services except as expressly permitted by applicable law.
These Holdstation Terms will remain in full force and effect for so long as you use the Holdstation Services. We may suspend or terminate your rights to use the Holdstation Services at any time for any reason at our sole discretion without prior notice, including for any use of the Holdstation Services in violation of these Holdstation Terms. Upon termination of your rights under these Holdstation Terms, your right to access and use the Holdstation Services will terminate immediately. HOLDSTATION will not have any liability whatsoever to you for any termination of your rights under these Holdstation Terms, including for deleting your account or blacklisting any network address you provide to us. Even after your rights under these Holdstation Terms are terminated, the following provisions of these Holdstation Terms will remain in effect: 6, 7, 9, 10.
Disclaimers, Limitation of Liability & Waiver
THE HOLDSTATION SERVICES ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND HOLDSTATION EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT THE HOLDSTATION SERVICES WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE HOLDSTATION SERVICES, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE.
HOLDSTATION DOES NOT ENDORSE ANY OTHER THIRD PARTY AND SHALL NOT BE RESPONSIBLE IN ANY WAY FOR ANY TRANSACTIONS YOU ENTER INTO WITH SUPPORTED PROTOCOLS OR ANY OTHER THIRD PARTY. YOU AGREE THAT HOLDSTATION WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGES OF ANY SORT INCURRED AS THE RESULT OF ANY INTERACTIONS BETWEEN YOU AND SUPPORTED PROTOCOLS OR ANY OTHER THIRD PARTY.
6.2 Limitation of Liability. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, INCLUDING LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE FOLLOWING LIMITATION MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL HOLDSTATION BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING OUT OF YOUR USE OF THE HOLDSTATION SERVICES, EVEN IF HOLDSTATION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE HOLDSTATION SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
HOLDSTATION SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING OUT OF YOUR FAILURE TO KEEP YOUR PRIVATE KEYS OR LOGIN CREDENTIALS TO YOUR WALLET SECURE OR ANY OTHER UNAUTHORIZED ACCESS TO OR TRANSACTIONS INVOLVING YOUR HOLDSTATION.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THESE HOLDSTATION TERMS (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF THE AMOUNT OF TRANSACTION FEES PAID BY THE USER TO HOLDSTATION DURING THE PRECEDING TWELVE (12) MONTHS. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT.
6.3 Indemnification. You agree to indemnify and hold HOLDSTATION (and its Affiliates, officers, employees, and agents) harmless, including costs and attorneys’ fees, from any loss, claim or demand made due to or arising out of:
(i) your use of the Holdstation Services;
(ii) your violation of these Holdstation Terms;
(iii) or your violation of applicable laws or regulations.
6.4 Taxes. You are solely responsible for determining the tax implications and tax reporting requirements associated with transactions you engage in involving digital assets accessible through your Holdstation, and for paying any applicable taxes in each applicable jurisdiction. HOLDSTATION is not responsible for determining whether there are tax implications in connection with transactions involving digital assets accessible through your Holdstation, for reporting any such transactions, or for paying any applicable taxes.
6.5 Potential Risks Associated with use of Holdstation and the Holdstation Smart Contracts.
6.5.1. Like all software, Holdstation may be subject to exploits. We are not responsible for exploits that are not reasonably foreseeable. While we have taken a number of precautions to ensure the security of Holdstation Wallet and the Holdstation Smart Contracts, the technology is relatively new, and it is not possible to guarantee that the code is completely free from bugs or errors. You accept all risks that arise from using Holdstation and the Holdstation Smart Contracts, including, and not limited to, the risk of any funds being lost due to a failure or exploit of Holdstation or the Holdstation Smart Contracts. Before using any of the Holdstation Services which rely on the Holdstation it is your responsibility to review the Holdstation gitlab’s code or if you do not have expertise to conduct such code review, it is your responsibility to engage professionals to advise you on the same.
6.5.2. You are solely responsible for securing your login credentials and any device you use to access your Holdstation. You understand that anyone who obtains your login credentials and access to your device may access your Holdstation with or without your authorization and may transfer any digital assets accessible through your wallet.
6.5.3. The value of any digital asset, where value is attached to such an asset, may fluctuate. We make no guarantees as to the price or value of any digital asset on any secondary market. In addition, the rates available on Supported Protocols are accessible via Holdstation. All such rates accessible via Holdstation are published by the Supported Protocols and are expected to fluctuate continuously as the value of digital assets fluctuate. Some digital asset values are more volatile than others and rates associated with more volatile digital asset values are more likely to experience significant fluctuations. Accordingly, the rates displayed through Holdstation may not be available through a Supported Protocol at the time you determine to enter into a transaction, notwithstanding that such rates are published by the Supported Protocols.
6.5.4. The following risks are associated with digital assets that may be stored in Holdstation: the risk of losing private keys, theft resulting from third parties discovering your private key, value fluctuation of digital assets on the secondary market, disruptions to the blockchain networks caused by network congestion, lack of usability of, or loss of value with respect to, digital assets due to a hard fork or other disruption to the blockchain networks, or errors or vulnerabilities in the smart contract code associated with a given digital asset or transactions involving digital assets. Transfers on a blockchain are likely irreversible. Once an instruction, signed by the required private key(s), to transfer a digital asset from one blockchain address to another has been executed it cannot be undone.
6.5.5. We may modify or discontinue support for Holdstation at any time. We reserve the right, at any time, in our sole discretion, to modify Holdstation and the Holdstation Smart Contracts.
6.5.6. In the event of a change to an underlying blockchain network, or other network disruption, resulting in a fork of the existing blockchain into one (or more) additional blockchains, Holdstation may not support activity related to any new digital assets created as a result of the fork. In addition, in the event of a fork, transactions on the network may be disrupted, including transactions involve.
6.5.7. We do not charge fees for using Holdstation other than the transaction fees described in Section 1.5. However, blockchain networks charge fees for engaging in a transaction on the network. Those network transaction fees fluctuate over time depending on a variety of factors. You are solely responsible for paying network transaction fees associated with transactions you engage in using Holdstation. You are also solely responsible for any other third-party fees that may be incurred in connection with your use of Holdstation.
6.6.1. You agree and acknowledge that HOLDSTATION and its Affiliates shall not be liable for any direct, indirect, special, incidental, consequential or other losses of any kind, in tort, contract or otherwise (including but not limited to loss of revenue, income or profits, and loss of use or data), arising out of or in connection with your use of the Holdstation Services.
For purposes of the Holdstation Terms, “Affiliates” means persons or entities who directly or indirectly control, are controlled by, or are under common control with HOLDSTATION, or companies in which HOLDSTATION has an interest, including the owners, directors, officers, employees, advisors, agents of HOLDSTATION or such other entities.
6.6.2. You undertake not to initiate or participate, and waive the right to participate in, any class action lawsuit or a class wide arbitration against HOLDSTATION and/or its Affiliates.
6.6.3. By accepting the Holdstation Terms, you waive all rights, claims and/or causes of action (present or future) under law (including any tortious claims) or contract against HOLDSTATION and/or its Affiliates in connection with your use of the Holdstation Services.
Subject always to Clause 6.6, any claim, suit, or dispute arising out of or in connection with these Holdstation Terms, including any question regarding its existence, validity or termination, shall be referred to and finally be resolved by arbitration in accordance with the British Virgin Islands International Arbitration Center (“BVI IAC”) Arbitration Rules, before a panel of three (3) arbitrators. Each of the Parties hereby has the right to appoint an arbitrator, and the two (2) appointed arbitrators shall select the third arbitrator. The panel shall reach its decisions by a vote of a majority. Any claim shall be brought individually on behalf of the person or entity seeking relief, not on behalf of a class or other persons or entities not participating in the arbitration and shall not be consolidated with the claim of any person who is not asserting a claim arising under or relating to this contract. The seat of arbitration shall be the British Virgin Islands and the language of any arbitration shall be English. Judgment on any award rendered by the arbitrators may be entered by any court of competent jurisdiction.
The communications between you and HOLDSTATION use electronic means, either through the Holdstation App, Website, or electronic mail, or whether HOLDSTATION communicates through the Holdstation App, posts notices on the Website, or communicates with you via email. For contractual purposes, you:
(i) consent to receive communications from HOLDSTATION in any electronic form; and
(ii) agree that all terms and conditions, agreements, notices, disclosures, and other communications that HOLDSTATION provides to you electronically satisfy any legal requirement that would also be satisfied if such communications were to be in a hardcopy writing. The foregoing does not affect your non-waivable rights.
Governing Law and Jurisdiction
These Holdstation Terms and any dispute or claim arising out of or in connection with their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law in Vietnam. You agree that the courts of the British Virgin Islands shall have exclusive jurisdiction over any dispute or claim arising out of or in connection with the subject matter or formation (including non-contractual disputes or claims) of these Holdstation Terms, including to enforce the agreement to arbitrate as provided in Section 7.
The Holdstation Services may not be appropriate or available for use in some jurisdictions. HOLDSTATION and its Affiliates and partners do not represent or warrant that the Holdstation Services or any part thereof is appropriate or available for use in any particular jurisdiction other than the Vietnam. In choosing to access the Holdstation Services, you do so on your own initiative and at your own risk, and you are responsible for complying with all applicable local laws, rules and regulations.
10.1 Entire Terms. These Holdstation Terms constitute the entire agreement between you and us regarding the use of the Holdstation Services. The section titles in these Holdstation Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation.”
10.2 Severability. If any provision of these Holdstation Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Holdstation Terms will be unimpaired, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
10.3 Relationship of the Parties. Nothing contained in these Holdstation Terms will be deemed to be construed by the Parties or any third party as creating a partnership, an agency relationship or joint venture between the Parties or any of their respective employees, representatives, or agents.
10.4 Assignment. These Holdstation Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without HOLDSTATION’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. HOLDSTATION may freely assign these Holdstation Terms. The terms and conditions set forth in these Holdstation Terms shall be binding upon assignees.
10.5 Changes. Unless otherwise required by applicable laws, these Holdstation Terms are subject to occasional revision. You may receive notification of changes to these Holdstation Terms from time to time, and you will be responsible for reviewing the changes. Your continued use of Holdstation Services following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
10.6 Waiver. A waiver by HOLDSTATION of any right or remedy under these Holdstation Terms shall only be effective if it is in writing, executed by a duly authorized representative of HOLDSTATION and shall apply only to the circumstances for which it is given. Our failure to exercise or enforce any right or remedy under these Holdstation Terms shall not operate as a waiver of such right or remedy, nor shall it prevent any future exercise or enforcement of such right or remedy. No single or partial exercise of any right or remedy shall preclude or restrict the further exercise of any such right or remedy or other rights or remedies.
10.7 Contact Information. You may contact us at any time regarding these Holdstation Terms at: [email protected]