PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING THE SERVICES PROVIDED BY HUNDRED EXCHANGE. BY ACCESSING OR USING OUR PLATFORM, WEBSITE, APPLICATION, OR ANY RELATED SERVICES (COLLECTIVELY, THE “SERVICES”), YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE (“TERMS” OR “AGREEMENT”). IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE SERVICES.
1. ACCEPTANCE OF TERMS
1.1. These Terms constitute a legally binding agreement between you (“User,” “you,” or “your”) and Hundred Exchange (“Company,” “we,” “us,” or “our”) governing your access to and use of the Services.
1.2. By creating an account, accessing, or using the Services in any manner, you represent and warrant that you have the legal capacity to enter into this Agreement and that you accept and agree to be bound by these Terms.
1.3. We reserve the right to modify, amend, or update these Terms at any time in our sole discretion. Any changes will become effective upon posting of the revised Terms on our website.
2. DESCRIPTION OF SERVICES
2.1. Hundred Exchange operates a digital asset exchange platform that enables Users to trade, exchange, and transact in various digital assets, cryptocurrencies, tokens, and blockchain-based instruments (collectively, “Digital Assets”).
2.2. The Services are provided on an “as is” and “as available” basis. We do not guarantee that the Services will be uninterrupted, timely, secure, or error-free.
2.3. We do not provide investment advice, financial advice, legal advice, tax advice, or any other professional advice.
3. GLOBAL AVAILABILITY AND NON-TARGETING DISCLAIMER
3.1. General Availability Statement. The Services are made available globally through the internet and are not specifically directed at, marketed to, or intended for residents or citizens of any particular country, territory, jurisdiction, or demographic group.
3.2. User Responsibility. It is your sole responsibility to determine whether your access to and use of the Services is lawful in your jurisdiction.
3.3. No Jurisdictional Targeting. We expressly disclaim any intention to target, solicit, or provide Services to Users in any specific jurisdiction.
3.4. Sanctions and Restricted Jurisdictions. You acknowledge and agree that you are prohibited from accessing or using the Services if you are located in, incorporated in, a citizen of, or a resident of any jurisdiction that is subject to comprehensive sanctions.
4. ELIGIBILITY AND USER REPRESENTATIONS
4.1. By accessing or using the Services, you represent and warrant that:
(a) You are at least eighteen (18) years of age or the age of legal majority in your jurisdiction, whichever is greater;
(b) You have the full legal capacity, right, and authority to enter into and be bound by these Terms;
(c) You are not a person or entity that is subject to any sanctions, embargoes, asset-freezing measures, or other restrictive measures;
(d) Your access to and use of the Services will comply with all applicable laws and regulations;
(e) All information you provide to us is true, accurate, current, and complete;
(f) You understand and acknowledge the inherent risks associated with Digital Assets.
5. ACCOUNT REGISTRATION AND SECURITY
5.1. To access certain features of the Services, you may be required to create an account (“Account”). You agree to provide accurate, current, and complete information during the registration process.
5.2. You are solely responsible for maintaining the confidentiality of your Account credentials.
5.3. You are solely responsible for all activities that occur under your Account.
5.4. We reserve the right to suspend, freeze, or terminate your Account at any time, with or without notice, in our sole discretion.
6. ANTI-MONEY LAUNDERING AND COUNTER FINANCING OF TERRORISM COMPLIANCE
6.1. Commitment to AML/CFT Compliance. We are committed to maintaining the highest standards of Anti-Money Laundering (“AML”) and Counter Financing of Terrorism (“CFT”) compliance.
6.2. User Obligations. By using the Services, you agree to provide all information and documentation reasonably requested by us for the purposes of identity verification, customer due diligence, and ongoing monitoring.
6.3. Know Your Customer (KYC) Procedures. We may require you to complete KYC verification procedures before you can access certain features of the Services.
6.4. Enhanced Due Diligence. We may conduct enhanced due diligence on Users who present a higher risk.
6.5. Transaction Monitoring. We employ automated and manual transaction monitoring systems to detect and investigate suspicious transactions.
6.6. Reporting Obligations. We may be required to file suspicious activity reports with competent authorities.
6.7. Record Retention. We shall maintain records of all customer identification information and transaction data for no less than five (5) years.
7. PROHIBITED ACTIVITIES
7.1. You agree not to use the Services for any purpose that is unlawful, prohibited by these Terms, or that could damage, disable, overburden, or impair the functioning of the Services. Without limiting the foregoing, you agree not to:
(a) Engage in money laundering, terrorist financing, tax evasion, fraud, or any other financial crime;
(b) Violate any applicable law, statute, ordinance, regulation, or governmental order;
(c) Infringe upon or violate the intellectual property rights, privacy rights, or other proprietary rights of any third party;
(d) Transmit any viruses, malware, worms, Trojan horses, or other harmful or malicious code;
(e) Interfere with, disrupt, or create an undue burden on the Services;
(f) Attempt to gain unauthorized access to the Services or other Users' Accounts;
(g) Engage in any form of market manipulation, wash trading, spoofing, layering, front-running, or other manipulative trading practices;
(h) Use the Services to engage in transactions with stolen funds or Digital Assets.
8. FEES AND PAYMENT
8.1. You agree to pay all applicable fees and charges associated with your use of the Services. All fees are non-refundable except as expressly provided in these Terms.
8.2. We reserve the right to modify our fee structure at any time in our sole discretion.
8.3. You are solely responsible for determining and paying any taxes that may apply to your transactions.
9. INTELLECTUAL PROPERTY
9.1. The Services and all content, features, and functionality thereof are owned by us, our licensors, or other providers and are protected by copyright, trademark, patent, and other intellectual property laws.
9.2. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for your personal, non-commercial use.
10. DISCLAIMERS
10.1. No Warranties. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.
10.2. Digital Asset Risks. YOU ACKNOWLEDGE AND AGREE THAT Digital Assets are highly speculative and volatile, and the value of Digital Assets may fluctuate significantly and may decline to zero.
10.3. No Investment Advice. Nothing contained in the Services constitutes investment advice, financial advice, trading advice, or any other form of professional advice.
11. LIMITATION OF LIABILITY
11.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE, OUR AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES.
11.2. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS EXCEED THE GREATER OF (A) THE TOTAL AMOUNT OF FEES PAID BY YOU TO US IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT, OR (B) ONE HUNDRED US DOLLARS (USD $100).
12. INDEMNIFICATION
12.1. You agree to defend, indemnify, and hold harmless the Company, its affiliates, and their respective directors, officers, employees, agents, licensors, and service providers from and against any and all claims, damages, obligations, losses, liabilities, costs, or expenses arising out of or in connection with your access to or use of the Services, your violation of these Terms, or your violation of any applicable law or third-party right.
13. DISPUTE RESOLUTION AND ARBITRATION
13.1. Agreement to Arbitrate. Any dispute, controversy, or claim arising out of or relating to these Terms shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (“SIAC”).
13.2. The seat of arbitration shall be Singapore. The tribunal shall consist of one (1) arbitrator. The language of the arbitration shall be English.
13.3. Waiver of Class Actions. YOU AND WE AGREE THAT ANY CLAIMS RELATING TO THESE TERMS OR THE SERVICES WILL BE BROUGHT SOLELY IN AN INDIVIDUAL CAPACITY.
14. TERMINATION
14.1. We may terminate or suspend your Account and access to the Services immediately, without prior notice or liability, for any reason whatsoever.
14.2. Upon termination of your Account, your right to use the Services will immediately cease.
14.3. You may request to terminate your Account at any time by contacting our customer support.
15. PRIVACY
15.1. Your use of the Services is also governed by our Privacy Policy, which is incorporated into these Terms by reference.
15.2. By using the Services, you consent to the collection, use, and disclosure of your information as described in our Privacy Policy.
16. MODIFICATIONS TO THE SERVICES
16.1. We reserve the right to modify, suspend, or discontinue, temporarily or permanently, the Services or any part thereof, with or without notice, at any time and for any reason.
17. MISCELLANEOUS PROVISIONS
17.1. Entire Agreement. These Terms, together with the Privacy Policy, constitute the entire agreement between you and us concerning the subject matter hereof.
17.2. Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary.
17.3. Waiver. No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition.
17.4. Assignment. You may not assign or transfer these Terms without our prior written consent.
17.5. Force Majeure. We shall not be liable for any delay or failure to perform resulting from causes outside our reasonable control.
17.6. Relationship of the Parties. Nothing in these Terms shall be construed to create a joint venture, partnership, agency, or employment relationship.
17.7. Survival. The following Sections shall survive any termination: Sections 6, 7, 9, 10, 11, 12, 13, and 17.