User Agreement

This User Agreement (the “Agreement”) represents an agreement made by and between the user (“User”, “you”, “their”, “theirs”) and National Digital Asset Exchange Inc. (“NDAX”, “us”, “we”, or “our”) and has the legal effect of legal contract. Please read this agreement carefully prior to using the https://www.ndax.io website (the “website”) operated by NDAX. Your access to the trading platform, and your ability to buy, sell and store currencies (the “Service”) and use of the Service is conditioned upon your acceptance of, and compliance with, this Agreement. This Agreement applies to all visitors, users and others who access the Service.

By accessing or using the Service you agree to be bound by this Agreement. You may not access the Service if you disagree with any part of the Agreement.

We reserve the right, in our sole discretion, to modify, alter, delete or otherwise update the Agreement at any time without prior notice to you and you agree to be bound by such modifications, alterations, deletions or updates.  If a revision is material, we will try to provide at least 30 days notice prior to any changes taking effect. What constitutes a material change will be determined at our sole discretion. Accordingly, you should review the Agreement each time you access this Website.

NDAX’s failure to insist upon or enforce any performance of any provision of this Agreement shall not be construed as a waiver of any provision or rights contained in these Agreement.

MARKETPLACE

NDAX facilitates a marketplace for the User, to buy and sell cryptocurrency. We make every effort to maintain a fair market place; however, we cannot be held accountable for any form of “market manipulation” whether it occurs within the NDAX marketplace, or the general cryptocurrency marketplace. The User agrees with the following:

  • More so than other securities and commodities, cryptocurrency prices are often unpredictable and volatile due to a variety of reasons, including: government interference, market conditions, speculation, and media coverage.
  • The price of cryptocurrency units traded on the NDAX platform result directly from buy and sell orders placed by the User and other NDAX users. These prices are not set or controlled by NDAX.
  • The User is solely responsible for any trading decision made, even if the decision is  based on information provided by NDAX. NDAX assumes no responsibility for any action that is taken in the course of using the Website, mobile apps, and API, or any actions taken outside of NDAX.
  • Market information displayed on NDAX is not delayed. However, NDAX bears no responsibility for any outcomes or consequences that arise due to a network outage or any similar situation.

SECURITIES

Securities, investment contracts, or any other form of financial instruments classified by law as a “Security” is not offered by NDAX.

USE OF INFORMATION

The content, information and materials (“Content”) contained in, or available on the Website such as legal, financial, tax, accounting or investing is for general information purposes only and is made available on an “as is and as available” basis.  The Website and its content may be changed, updated, modified, or deleted at any time and without notice. We assume no liability for any information provided by our employees, directors, or affiliates, regardless of its accuracy. Any action taken by the User is their decision, and Users absolve NDAX of any liability for any outcome that may occur.

The content of the Website is the property of NDAX and it is intended only for the utilization of the User.  Credit should be given to NDAX for all references to all original materials published on the Website. All Content and material published on the Website is not for redistribution to third parties in any form or for any purpose whatsoever.  Unless otherwise stated, the Website and its Contents are copyright and may not be used without the explicit written permission of NDAX.

The User agrees that the Website and its Content will not be used in any claims, proceedings, suits, actions, regulatory complaints or any adversarial process against NDAX and its directors, officers and employees. 

USER RESPONSIBILITIES  

The User must take all measures required to ensure their account is secure at all times. NDAX, it’s directors, associates or employees are not responsible for any loss that occurs as a result of negligent security practices, be it the fault of the User or NDAX.

  • The User is required to guard and protect any and all passwords. The User must never share their account password with anyone. Sharing your password with a third party will be considered a breach of this Agreement.
  • The Website and any related Service is provided "as is". We make no expressed or implied warranties.

CLIENT RELATIONSHIP

The information provided on the Website is intended for informational purposes only and is not intended to constitute investment, financial, legal, tax or accounting advice.  Many factors unknown to us may affect the applicability of any statement or comment made on the Website for investment, financial, legal, tax or accounting advice.  NDAX is not acting in any fiduciary capacity in regard to the material on the Website. 

NDAX will only open accounts for Canadian persons and Canadian entities that are able to provide all the required information under Customer Identity Program in account opening process. Failure to provide any of the required information will result in your inability to open an account and use the exchange platform on the Website.

Further information regarding our use of your personal information is available in our Privacy Policy.

NO OFFER OR SOLICITATION

Nothing on the Website shall be construed as an offer to sell or a solicitation of an offer to buy any of cryptocurrency offered.

TERMINATION OF AGREEMENT

NDAX reserves the full right to terminate the Agreement with the User, discontinue providing service to the User, and/or permanently or temporarily freeze User account(s) at it’s discretion, and/or terminate access to the Website without prior notice and for any reason.

CHAT AND INSTANT MESSAGING

The User is advised that all conversations through chat, instant messaging and other forms of electronic communications (“Electronic Communication”) are recorded and may be used for compliance review and/or training purposes.

All Electronic Communication is for your general information only and NDAX is not soliciting any action based upon it. It does not take into account the particular investment objectives, financial situation or needs of individual Users. Before acting on any information received through Electronic Communication, the User should consider whether it is suitable for their particular circumstances and, if necessary, seek professional advice.

CONFLICT OF INTEREST

The individuals who prepared the Website Content are paid in part based on the profitability of NDAX, which includes earnings from the firm’s trading exchange platform.

Salespeople, traders, or other professionals may provide oral or written market commentary or trading strategies to Users which may reflect opinions that are contrary to the opinions of NDAX, and our proprietary trading may make investment decisions that are inconsistent with the views expressed. NDAX, it’s directors, officers, employees and associated companies may, from time to time, hold the cryptocurrencies mentioned on this site and act as principal in, and buy or sell the digital assets, and act as market maker. This may result in a conflict of interest between the interests of NDAX and its Users.

This material is therefore not independent from our proprietary interests, and as such, may conflict with your investments.

 

WAIVER OF LIABILITY

NDAX shall not be liable, under any circumstances for any direct, indirect, special, incidental, consequential or punitive damages, or any other damages whatsoever, including, without limitation, lost revenues, lost profits or loss of prospective economic advantage, damage to your computer or computer system or setting, loss of date, which you may suffer arising out of your use, delay in using, or inability to access the Website, or in any other way connection with the Website, including from the downloading of any software from the Website. NDAX disclaims any representation or warranty that the Website or materials will meet your requirement or that the Website or any software will be uninterrupted, secure or free from errors or viruses.

In no event shall NDAX’s total liability for any and all damages and causes of action exceed the amount paid by you, if any, for the use of the Website. The foregoing provisions shall apply regardless of the cause of action, whether arising in tort (including but not limited to negligence), contract or any other legal theory.

PLACE OF BUSINESS

NDAX is based in Alberta, Canada and is compliant with all local laws. It is the User’s responsibility to ensure that they are in full compliance with their local laws when using NDAX.

  • The User is liable for any damages incurred by using any of NDAX’s Services as a result of breaking any laws in your jurisdiction of residence. By breaking any laws in your jurisdiction, you agree to forfeit any assets within your NDAX account, at the discretion of NDAX or it’s employees.
  • Do not use NDAX If buying and selling cryptocurrency is not legal in your country. Failure to comply with local laws may result in the seizure and loss of your account and any or all assets in your account.
  • The User agrees to cover any damages, legal fees, or any associated fees incurred by the User, and NDAX in the event that NDAX or its directors face legal action as a result of the User’s actions.
  • The User agrees to indemnify NDAX, it’s directors, officers, partners, employees against any action, liability, cost, claim, loss, damage, proceeding or expense suffered or incurred to the full extent permitted by applicable law, which arises from your use of the Website and any Services provided by NDAX, or from your violation of the terms and conditions contained herein.

RISK

Our Risk Disclosure Statement regarding trading in digital assets (cryptocurrency) should be considered prior to conducting transactions. Cryptocurrencies mentioned on the Website involve significant risk, and the User should not enter into any transactions unless they fully understand all such risks and independently determined that such transactions are appropriate for the said User.

Digital asset transactions are highly risky, due to many factors including, including, but not limited to, they are traded 24-hour a day, seven days a week and are very vulnerable to market fluctuations and global governmental regulations. Trading in cryptocurrencies involves high risk and may not be suitable for all investors. Such investment may result in partial or total loss of the User’s investments and therefore they are advised to evaluate the level of risk they are willing to take based on their financial position and tolerance for risk. We do not bear any responsibilities for the User’s losses accrued from trading in digital assets.

Any discussion of the risks contained herein with respect to any digital assets should not be considered to be a disclosure of all risks or complete discussion of the risks which are mentioned above.

Our Service may contain links to third party websites or services that are not owned or controlled by NDAX.  NDAX is not responsible for and makes no representations, warranties, or conditions concerning the contents of any linked website or any link contained in a linked website.  All other websites that are linked to the Website have been independently developed by other third parties and are provided to you for your convenience.  It is your responsibility to verify any information contained within any linked websites before relying on such advice and may be subject to terms and conditions contained in those websites.

You acknowledge that NDAX shall be entitled to require you to remove any link from another website to this Website which you install without obtaining NDAX prior written consent.

Any third party intellectual property used by us in the content of the Website should not be interpreted as meaning that the third party owner sponsors, endorses, or is in any way affiliated with us or with our business, nor that they make any representation regarding the advisability of using our products.

THIRD PARTY CONTENT

The Website may contain materials produced by third parties or links to other websites. Such materials and websites are provided by third parties and are not under NDAX’s control.

NDAX provides such links solely as a convenience to the User. Accordingly, NDAX makes no representations concerning the content of the sites. The fact that NDAX has provided a link to a site does not constitute an endorsement, authorisation, sponsorship, or affiliation, unless otherwise stated, by NDAX with respect to the site, it’s owners, or it’s providers.

NDAX has not tested any information, software, or products found on any of the sites and therefore does not make any representations regarding the content or sponsors of the site, or the suitability or appropriateness of the products or transactions described therein.

NDAX accepts no responsibility or liability in respect to any such third party materials or for the operation or content of other websites, products or services.

GOVERNING LAWS

This Agreement shall be governed by applicable provincial and federal laws and by using the Website the User you consent to be bound by them. Accordingly, unless expressly stated otherwise, the information in the Website is provided for Canadian persons only and is not intended for any persons who are residents of any other countries.

This User Agreement was last updated on May 14, 2018.