ANX BLOCKCHAIN SERVICES
Operator Terms of Services
Last updated: November 2016
Welcome to ANX Blockchain Services!
No Limits Consulting Limited, a company incorporated under the laws of Hong Kong, trading as ANX Blockchain Services, with its affiliates (together “ANX Blockchain Services”, “ANX”, “we”, “our” or “us”), offers Operators, a platform to create bespoke virtual commodities and administer their subsequent operations, through ANX’s websites (collectively the “Services” or “Platform”), subject to the terms of Services set forth herein (the “Terms”).
PLEASE READ THE TERMS CAREFULLY BEFORE USING OUR SITE OR SERVICES, AND REVIEW THEM PERIODICALLY AND REGULARLY FOR CHANGES. BY REGISTERING FOR, USING OR ACCESSING THE SERVICES OR ANY PART THEREOF, YOU AGREE TO BE BOUND BY THE TERMS AND AGREE THAT SUCH TERMS CONSTITUTE A LEGALLY BINDING AGREEMENT BETWEEN YOU AND US. IF YOU DO NOT AGREE TO BE FULLY BOUND BY ALL OR ANY OF THE TERMS, YOU ARE REQUIRED NOT TO MAKE ANY USE OF THE SERVICES OR OUR SITES.
PLEASE NOTE THAT WE RESERVE THE RIGHT, AT OUR SOLE DISCRETION, TO REVISE THE TERMS, AT ANY TIME WITHOUT NOTICE.
In the Terms, the following terms shall have the meaning set forth beside them:
“Illegal or Immoral Purposes” means promoting, executing, or funding terrorist, defamatory, discriminatory, fascists or hatred ideologies, activities or groups, and any other activities which are illegal or considered as immoral under the applicable laws and regulations in the jurisdictions where the Operator or ANX is located or provides services.
“Operator”, “your” or “you” shall mean you and any businesses or franchises you represent.
“programme”means any of the virtual commodity and currency programmes (including but not limited to the creation, customisation, purchase, sale, exchange, bartering and remittance of virtual assets, commodities and currencies and/or any other services that may be made available from time to time) offered by the Operator through the use of the Platform.
“Prohibited Business” includes (but not limited to) any product, service or business relating to gambling, pornography or obscene material, prostitution, alcohol, tobacco, illegal or prescription drugs, drug trafficking, controlled substances (including but not limited to marijuana), money laundering, terrorism, homeland security or any other business which is illegal or considered as immoral in the jurisdictions where the Operator or ANX is located or provides services.
“Restricted Jurisdictions” means the state of New York in the United States or any other jurisdictions as may be designated by ANX from time to time.
“User” means a user or a potential user of the Operator who registers with ANX Blockchain Services and participates in any Programme
2. THE SERVICES, REGISTRATION AND ACCESS.
2.1 The Services may enable you to offer your Users various Programmes via mobile device-based applications and websites.
2.2 The Services are currently offered on a self-service basis and are free of charge. Should the Operator wish to further customise, add additional functionalities, or relax any imposed limits applicable from time to time, the Operator may do so by purchasing the relevant upgrade(s) and/or pack(s) from ANX. These add-on services will be subject to additional terms and fee schedules
2.3 In order to access and use our Services, you must register for the Services as an operator, complete the sign-up process and create an account (the “Account”), either directly through our site: www.anxintl.com/abs (the “Site”), or through other sign up means we will provide you with (a “Sign Up Process”).
2.4 We reserve the right to decline to provide the Services to any person or entity, to suspend, change or terminate the Services, at our sole discretion with or without reasons or prior notice.
2.5 If and when you register as an Operator or otherwise use the Services, you represent and warrant that: (i) you have reached the legal age and capacity to form a binding contract; (ii) you have provided us with accurate, true and complete information about yourself (including, but not limited to, your name and email address); (iii) to the extent you represent one or more businesses or franchises, that you are acting as their authorized representative, and that both you and the entity you represent will be bound by the Terms; and (iv) your registration and your use of the Services will be consistent with the foregoing license, covenants and restrictions, is not prohibited by any applicable laws or regulations, and you are not infringing nor violating the rights of any other party.
2.6 ANX is only acting as a technology solution provider in the provisions of the Services. You acknowledge and agree that you will be wholly liable for any contents and activities made by you and your Users on the Platform. ANX does not have the duty to review or approve any contents that you and/or any of your Users create or maintain on the Platform. Therefore, ANX is not responsible for any legal implications or consequences that may arise as a result of your and/or your Users’ usage of the Site and Services.
By accepting the Terms, you hereby represent and warrant to us that:
a) all information you have provided and will provide to ANX is true, complete, accurate and not misleading;
b) you have the necessary authorization to enter into these Terms for and on behalf of your entity and you, and your entity shall be bound by the Terms;
c) your usage of the Services is and will be in full compliance with all laws and regulations relevant and/or applicable to your use of the Services, and not for Illegal or Immoral Purposes;
d) you have obtained and are in possession of all licences and permits as may be required by all applicable laws and regulations relevant to your use of the Services; and you shall, at all times throughout the duration of the Terms, keep such licences and permits current and valid.
e) you shall not solicit nor accept any Users who are residents at, or otherwise from, the Restricted Jurisdictions onto the Platform;
f) you shall not use the Services in connection with any Prohibited Business; and
g) you shall not use the Platform for any Illegal or Immoral Purposes.
2.7 We reserve the right to suspend or terminate, according to our sole discretion and without providing any prior notice, your registration or access to the Services or the Site (including access provided to your Users under your Programmes), in the event that (i) when we reasonably suspect that you have breached any of the Terms, (ii) when we reasonably suspect fraudulent or illegal activities, or (iii) when the Terms have been terminated.
2.8 You are solely and wholly responsible for the security of your Account, the Programmes and the use of our Services (including but not limited to the security of virtual currency wallets). We urge you to keep your account password secure and to always log-off from the Services when leaving the device through which you accessed the Services unattended.
2.9 You acknowledge and agree that you are solely and wholly responsible for obtaining and maintaining any hardware, facilities, connections, licences, permits, database, equipment, external software or any other resources as may be required and/or necessary for the use of the Services (such as, computer, mobile device, internet connection and telecommunications) and any relevant payment system. We do not and will not bear any liability for any cost, expense, loss or other damage you or your Users may suffer directly or indirectly with respect to such hardware, facilities, connections, licences, permits, database, equipment or external software or any other resources as may be required, in connection with use of the Services.
3.1 The Services, including any enhancements, derivatives and improvements thereof, are the sole property of ANX. Without limitation of the foregoing, all the text, images, sounds, music, marks, logos, compilations (meaning the collection, arrangement and assembly of information) and other content on ANX’s website or Services (collectively, the “Service Content”), and all software embodied in the Services or ANX servers or otherwise used by ANX to deliver the Services (“Software”), are the property of ANX and are protected by copyright and other intellectual property laws. Nothing in the Terms shall grant the Operator any of such property and/or ownership
3.2 Any rights with respect to the Software, Services or Service Content (collectively, the “ANX Blockchain Services Property”) which are not expressly granted herein by ANX are reserved by ANX
3.3 Any rights in the content provided by the Operator and Operator’s trade names, trademarks, and logos shall at all times remain the property of the Operator (“Operator’s Property”). By registering for the Services you grant us an assignable, and non-exclusive right to access the Operator’s Property for purposes including, but not limited to, the provision, evaluation and enhancement of the Services. You hereby represent that you have the full right to use the Operator’s Property as contemplated by the Services and that such property does not and will not infringe any right (including but not limited to copyright and other proprietary rights) of any third-party.
4. LICENSE, RESTRICTION.
4.1 We grant you a personal, revocable, non-assignable, non-perpetual and non-exclusive right to access and use the Services as a licensee, provided that you fully comply with the Terms.
4.2 You shall not rent, lease, lend, sell, redistribute or sublicense the Services or any part thereof, or any other part of ANX Blockchain Services Property. You shall not (nor attempt to) copy, decompile, reverse engineer, disassemble, derive the source code of, modify, or create derivative works of the underlying platforms of the Services or any other part of the ANX Blockchain Services Property or in any other way manipulate the Services.
4.3 You shall not remove any copyright, trademark or other proprietary notices that have been placed on the ANX Blockchain Services Property.
4.4 You shall not exploit the Services in any unauthorized way whatsoever, including but not limited to trespass or materially burden network capacity and you shall not use the Services for any Illegal or Immoral Purpose, or in violation of any applicable laws and regulations, such as laws governing intellectual property and other proprietary rights, data protection and privacy, anti-money laundering and currency control. You acknowledge that you are fully responsible for satisfying any legal and regulatory requirements applicable in countries and territories in which you operate.
4.5 We reserve the right to apply limits on the use of the Services, for example, by limiting the available features, or number of supported Users and/or transactions. We further reserve the right to publish such limitations, have them differ from Operator to Operator, or change such limitations at will, in each case in our sole discretion.
4.6 You shall not access the Services other than by the interfaces provided by ANX or interfere with or disrupt their proper operation.
4.7 You are not authorised to sub-license our Platform to any third party without ANX’s prior written consent, and any such arrangement shall require a separate agreement with ANX.
4.8 You shall not make copies of the Platform for any purposes, and agree not to, and not to permit or cause anyone else to:
a) copy, reproduce, duplicate, modify, adapt, enhance, translate or create a derivative work of all or any part of the Platform;
b) disassemble, decompile or reverse engineer all or any part of the Platform;
c) sell, distribute, transfer, assign, rent, lease, make a data transmission of, sublicense to or timeshare with others, the right to use all or any of the Platform; and
d) use all or any part of the Platform to operate a service bureau or to process the data of any person, firm, entity or association other than the Operator, whether with or without payment.
5. RESPONSIBILITY FOR OFFERINGS.
5.1 Any Programme or other offering communicated by or on behalf of the Operator to its Users with reference to the Services as well as any other communication between the Operator and its Users (collectively, “User Communication”) are made at the Operator’s own risk and expense. Without ANX’s prior written consent, the Operator must not include or refer to any of ANX’s logos, brands, names or registered trademarks in any User Communication or other marketing materials. For avoidance of doubt, ANX does not and will not endorse or assume any responsibility or liability with respect to any User Communication.
5.2 No advice or information, whether oral or written, obtained by the Operator from ANX or through the Platform shall constitute any warranty and/or representation not expressly made herein. Further, ANX shall not be liable for the accuracy of any information provided by ANX or third-party support personnel.
5.3 The Operator agrees to accept full responsibility for the manner in which the Operator uses the Platform.
5.4 The Operator may additionally impose its own terms and conditions (the “Operator Terms”) on its Users. However, in cases where there is any inconsistency or conflict between the Operator Terms and the Terms, the Terms shall prevail.
5.5 Without foregoing clause 5.1, upon its sole discretion, ANX reserves its rights to incorporate its logos, brands, names or registered trademarks on the Platform at any time, without providing notice to, or approval from, the Operator.
6. SERVICE FEES, TAXES AND PAYMENT TERMS.
6.1 The Services provided to you and your Users are currently free of charge. However, you shall be responsible for payment of all taxes, levies, or duties where necessary as may be required by the countries and territories in which you operate.
6.2 We reserve the right to impose service fees at any time upon thirty (30) days’ prior notice to you.
6.3 Should such service fees apply, without derogating from any other remedy available to ANX, ANX, at its sole discretion, may suspend or terminate the access and right to use all or any portion of the Services, at any time, upon electronic notice to you, if you fail to pay the service fees or any part thereof on time.
7. DATA COLLECTION.
7.1 You agree that we may periodically collect, store and use data (including, but not limited to technical information) in connection with your registration or use of the Site and other Services (“Usage Data”). We may also collect information about Users who access the Programmes offered through the Platform (“User Data”). In addition, our systems may automatically collect other data about your operations, depending on the specific technology used by you for the implementation of the Platform.
7.2 The Usage Data and User Data is our property. We may use such data: to provide our Services to you and to others; to improve the Services; to personalize and enhance the use of the Services; to determine those areas which are useful or popular and those that are less; to keep record of correspondence with you; to address any issues that you are having with the Services; to evaluate your use, preferences and trends for internal statistical and analytical purposes and in respect of operations and product development. We may also use the Usage Data and User Data to offer cross-promotions of ANX and its business partners’ products and services.
ANX Blockchain Services is pleased to hear from you and welcomes your feedback about the Services. If you submit ideas or suggestions for the Services (“Service Comments”), the Service Comments will be deemed, and will remain, the sole property of ANX. None of the Service Comments will be subject to any obligation of confidence on the part of ANX, and ANX will not be liable for any use or disclosure of any Service Comments. Without limiting the foregoing, ANX will be entitled to unrestricted use and other exploitation of the Service Comments and the Operator’s identity for any purpose whatsoever, commercial or otherwise, by any means, by any media, without compensation to the provider, author, creator or inventor of the Service Comments, or the Operator.
9. WARRANTIES AND DISCLAIMER.
YOU ACKNOWLEDGE, THAT TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES, INCLUDING WITHOUT LIMITATION THE SITE AND OTHER MATERIALS PROVIDED TO YOU BY ANX, ARE PROVIDED ON AN “AS IS” BASIS. OTHER THAN EXPRESSLY PROVIDED UNDER THE TERMS, ANX GIVES NO OTHER WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR IN ANY COMMUNICATION WITH OPERATOR.
THE USE OF THE SERVICES AND RELIANCE ON THE CONTENT AVAILBLE THROUGH THE SERVICES IS DONE SOLELY AT YOUR OWN RISK. ANX DISCLAIMS ANY AND ALL WARRANTIES RELATING TO THE SERVICES AND THE SITE, THEIR CONTENT AND OTHER MATERIALS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS, SATISFACTORY QUALITY, AVAILABILITY, SECURITY, TITLE, ABILITY TO OPERATE AND FITNESS FOR A PARTICULAR PURPOSE.
ANY RELIANCE ON THE SERVICES IS AT THE OPERATOR’S OWN RISK. ANX DOES NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, AND DOES NOT GUARANTEE THAT THE USE OR OTHER EXPLOITATION OF THE SERVICES OR THE SITE (INCLUDING ANY PROGRAMME, PROMOTION OR OTHER OFFERING MADE BY THE OPERATOR THROUGH THE SERVICES) WILL LEAD TO CERTAIN RESULTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ANX OR THROGH THE SERVICES WILL CONSTITUTE ANY WARRANTY AND/oR REPRESENTATION.
WE DO NOT WARRANT NOR REPRESENT THAT ANY CONTENT OR THE SERVICES PROVIDED WILL BE ACCURATE OR ERROR-FREE, THAT ACCESS THERETO WILL BE UNINTERRUPTED, THAT ALL DEFECTS WILL BE CORRECTED, OR THAT THE SERVERS, AND THE CONTENT AVAILABLE THERE THROUGH IS OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
ANX MAY PAUSE OR INTERRUPT THE SERVICES AT ANY TIME, AND THE OPERATOR AS WELL AS THE USERS SHOULD EXPECT PERIODIC DOWNTIME FOR UPDATES TO THE SERVICES.
WE WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA), EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, WE WILL NOT BE RESPONSIBLE FOR ANY COMPENSATION, REIMBURSEMENT, OR DAMAGES ARISING IN CONNECTION WITH: (A) YOUR INABILITY TO USE THE SERVICES, INCLUDING AS A RESULT OF ANY (I) TERMINATION OR SUSPENSION OF THE TERMS OR YOUR USE OF OR ACCESS TO THE SERVICES, (II) OUR DISCONTINUATION OF ANY OR ALL OF THE SERVICES, OR, (III) WITHOUT LIMITING ANY OBLIGATIONS UNDER ANY SEPARATELY AGREED SERVICE-LEVEL AGREEMENTS, ANY UNANTICIPATED OR UNSCHEDULED DOWNTIME OF ALL OR A PORTION OF THE SERVICES FOR ANY REASON, INCLUDING AS A RESULT OF POWER OUTAGES, SYSTEM FAILURES OR OTHER INTERRUPTIONS; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; (C) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY YOU IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF OR ACCESS TO THE SERVICES; OR (D) ANY UNAUTHORIZED ACCESS TO, ALTERATION OF, OR THE DELETION, DESTRUCTION, DAMAGE, LOSS OR FAILURE TO STORE ANY OF YOUR CONTENT OR OTHER DATA.
FURTHERMORE, AS A TECHNOLOGY SOLUTION PROVIDER, WE WILL NOT BE LIABLE TO YOU, YOUR USERS OR ANY THIRD PARTY FOR ANY INAPPROPRIATE, UNLAWFUL, INDECENT AND IMMORAL USE OF THE SERVICES BY YOU AND/OR YOUR USERS. YOU ACCEPT RESPONSIBILITIES OF ALL ACTIVITIES AND CONTENTS GENERATED BY YOU AND YOUR USERS.
10. LIABILITIES AND INDEMNITIES.
10.1 You shall, upon our demand, defend, indemnify, and hold harmless us, and each of our respective employees, officers, directors, and representatives from and against any claims, damages, losses, liabilities, costs, expenses (including but not limited to debt collection expenses) and legal fees (including reasonable attorneys’ fees) arising out of or relating to any third party (including your Users) claim. If we are obligated to respond to a third party subpoena or other compulsory legal order or process described above, you shall also reimburse us for attorneys’ fees, as well as our employees’ and contractors’ time and materials spent responding to the third party subpoena or other compulsory legal order or process at our then-current hourly rates.
10.2 You shall indemnify us on demand for any damages and additional expense (including but not limited to legal costs and debt collection expenses) ANX may suffer or incur, directly or indirectly, as a result of unlawful actions conducted by you and/or your Users. We reserve the rights to settle such balances by transferring funds (including but not limited to all digital assets) from your accounts as managed by or with ANX at any time.
11. TERM, TERMINATION AND SURVIVAL.
11.1 The Terms shall, in addition to any other terms and conditions, be as agreed between ANX and the Operator, and in absence of any other indications the Terms shall commence upon ANX’s acceptance of the Operator’s registration to the Services, and shall remain valid until further written notice is given by ANX.
11.2 Without prejudice to other provisions (especially clause 11.1 above) in the Terms, ANX may terminate all Services, the Terms and all rights granted hereunder immediately and without notice:
a) if the Operator uses the Services in violation of the Terms or of any applicable law, rule or regulation, or in breach of any other agreement between the Operator and ANX (“Termination for Breach”); or
b) if the Operator becomes insolvent or makes an arrangement with any creditor or be put into liquidation (other than for the purpose of amalgamation or reconstruction) or have an administrator or receiver appointed over it or any of its assets and such administrator or receivership is not discharged within a period of thirty (30) days from the appointment; or
c) if the Operator fails to log onto the Platform at least once over the last calendar year AND none of its Users logs onto the Platform during the last six (6) calendar months; or
d) at ANX’s sole and absolute discretion.
11.3 Upon expiration or termination, (a) all rights and licenses granted hereunder shall terminate and ANX shall be entitled to disconnect the Operator from the Services; (b) the Operator shall cease the use of any ANX Blockchain Services Property; (c) the Operator shall immediately destroy (or if ANX requests in writing, return) all of ANX’s property in its possession at the date of termination, including all confidential information, together with all copies and extracts of the same; (d) to the extent that is permissible under the applicable laws and regulations and without prejudice to your rights thereunder, all data (including personal data as defined in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong) and materials of the Operator remaining on the Platform may be retained, used or analysed by ANX for such period for the purpose of improving its Services and may become ANX Blockchain Services Property; and (e) clauses 3, 5, 9, 10, and 13 of the Terms shall remain in effect.
12. INFRINGEMENT CLAIMS.
If you believe that your copyrights or other intellectual property rights have been violated by ANX, please notify us in writing immediately at:
ANX Blockchain Services
18th Floor, CNT Tower
338 Hennessy Road
Wan Chai, Hong Kong
You must include in your notice: (1) description of the work that is the subject matter of the claimed infringement; (2) description of the infringing material and information sufficient to allow us to locate the alleged infringement; (3) your contact information (including your address, telephone number and email address); (4) statement made by you stating that you have a good faith belief that the material in the manner complained of is not authorized by the copyright owner, or its agent, or by the operation of any law; (5) statement by you, signed under penalty of perjury, that the information in the notification is accurate and that you have the necessary authority to enforce the copyrights that are claimed to be infringed; and (6) physical or electronic signature of the copyright owner or a person authorized to act on the owner’s behalf.
We will only respond to claims involving alleged copyright infringement made by ANX. We reserve the right at any time and in our sole discretion, to remove content which in our sole judgment appears to infringe the intellectual property rights of another person.
ANX and the Operator are and intend to remain independent parties. Nothing in the Terms shall be deemed or construed to create the relationship of principal and agent or of partnership or joint venture between ANX and the Operator. The Terms represent the entire agreement between ANX and Operator and supersedes any and all other agreements between the parties, whether written or oral, regarding the subject matter hereof (but not include any add-on services as may be requested by the Operator). Unless otherwise specified in writing by ANX, the Terms shall govern and supersede any other Agreement entered into between ANX and you. ANX may assign its rights or obligations pursuant to the Terms while the Operator agrees not to assign any rights under the Terms without ANX’ explicit written consent. If any part of the Terms shall be invalid or unenforceable, such invalidity or unenforceability shall not affect the validity or enforceability of any other part or provision of the Terms which shall remain in full force and effect. No waiver of any term of the Terms shall be deemed a further or continuing waiver of such term or any other term, and any failure to assert any right or provision under the Terms shall not constitute a waiver of such term. The section titles in the Terms are solely used for the convenience and have no legal or contractual significance. The Terms may be executed electronically, and your electronic assent or use of the Services shall constitute execution of the Terms. You agree that the electronic text of the Terms constitutes a “writing” and your assent to the terms and conditions hereof constitutes a “signing” for all purposes.
If any provision or part-provision of the Terms is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this paragraph shall not affect the validity and enforceability of the rest of the Terms.
The Terms shall be governed by the laws of the Hong Kong Special Administrative Region as to all matters including validity, construction, effect, performance and remedies without giving effect to the principles of choice of law thereof. In the event of any dispute, controversy, or claim arising out of or relating to the Terms or the construction, interpretation, performance, breach, termination, enforceability or validity thereof (a “Dispute”), the party raising such Dispute shall notify the other party promptly and no later than sixty (60) days from the date of its discovery of the Dispute. The parties shall cooperate and attempt in good faith to resolve any Dispute promptly.
Any Dispute which cannot otherwise be resolved as provided in the paragraph above shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (HKIAC) under the UNCITRAL Arbitration Rules in force when the Notice of Arbitration is submitted, as modified by the HKIAC Procedures for the Administration of International Arbitration. The law of this arbitration clause shall be Hong Kong law. The place of arbitration shall be Hong Kong. The number of arbitrators shall be three. The arbitration proceedings shall be conducted in English.