This document sets out the terms and conditions required by Quantum Cryptocurrency Exchange Pty Ltd in relation to your use of our services.

Definitions :

“Account” means your Account with Quantum Exchange.

“AML/CTF” means Anti-Money Laundering and Counter-Terrorism Financing.

“Digital Asset” means any cryptocurrencies, tokens or any other form of digital assets.

“OTC” means over-the-counter transactions.

“T&C” means terms and conditions.

“you”, “your” or “yours” means the consumer using the website.

“us” or “our” or “we” or “Quantum Exchange” means Quantum Cryptocurrency Exchange Pty Ltd.

1. GENERAL TERMS AND CONDITIONS

All use and interactions with our website, platform and services (collectively, the “Services”) are subject to the T&C. By accessing and using our Services, you understand, accept, and agree to all the T&C and Privacy Policies described herein. The T&C shall govern your use of our products, services, content, tools, and information available in the Services. If you do not agree with anything contained in the T&C, please do not continue to visit, submit information to, access information from, or otherwise utilise our Services.

You agree that we may modify the T&C at any time and from time to time. We have no obligation to notify you of any modifications. It is your responsibility to access our website and review the latest T&C regularly, to see if modifications have been made. Any modification is effective and applicable to you immediately upon posting on our website. The updated T&C published on our website shall supersede all prior versions and they are applicable to you with immediate effect.

You agree to keep business information, trade secrets of Quantum Exchange, and any user Account information confidential until such information becomes known to the public generally and except to the extent that disclosure may be required by law, regulation, or legal process.

2. NO INVESTMENT ADVICE OR SOLICITATION

Quantum Exchange does not provide investment advice. Any information contained in the Services is for information purposes only and does not constitute investment, financial, legal, tax, or other advice. You agree that all decisions you make on trading and investment matters are your full responsibility and you agree to consult your financial advisors before making any trading and investment decisions. You agree to accept full responsibility for any trading and investment you make. Quantum Exchange and its affiliates are not a substitute for the advice or services of a financial advisor. You understand that any trading and investment of Digital Assets through our Services involves risk of loss.

Except as otherwise expressly noted, no information or communication contained in our Services shall constitute an offer to buy or sell or a solicitation of an offer to buy or sell any Digital Asset or any investment or financial product. Further, the information contained in our Services does not constitute, and may not be used for or in connection with, an offer or solicitation by anyone in any state or jurisdiction in which such an offer or solicitation is not authorized or permitted, or to any person to whom it is unlawful to make such offer or solicitation.

3. RISK

Trading in any Digital Asset can be financially risky. Any trade in Digital Assets is subject to volatile market price movements. Please don’t use Quantum Exchange’s services if you do not understand these risks and enter into trades only when you understand the characteristics of the Digital Assets you intend to trade, and the potential financial risk of loss trading them entails.

The risk of loss in the trading of Digital Asset pairs, and Digital Asset can be substantial. You should, therefore, carefully consider whether such trading is suitable for you in light of your circumstances and financial resources, and you should know the following points:

·      You may sustain a total loss of the funds in your Quantum Exchange Account, and, in some cases, you may incur losses beyond such funds.

·      Under certain market conditions, you may find it difficult or impossible to liquidate a position. This can occur, for example, when there is insufficient liquidity in the market.

·      Placing contingent orders, such as “stop-loss” or “stop-limit” orders, will not necessarily limit your losses to the intended amounts, since market conditions may make it impossible to execute such orders.

All the points noted above apply to all Digital Assets and Digital Asset pairs trading. This brief statement cannot disclose all the risks associated with these Digital Assets and the trading of these Digital Assets. There may be additional risks that we have not foreseen or identified in our T&C and risk disclosure. You should consider all potential risks and you may wish to consult a professional adviser if you are unsure.

You acknowledge that there are risks associated with utilising an internet-based platform such as our Services, including, but not limited to, the failure of hardware, software, and internet connections. You acknowledge that Quantum Exchange shall not be responsible for any communication failures, disruptions, errors, distortions or delays you may experience when trading via or otherwise utilising the Services, however caused.

You should carefully assess whether your financial situation and tolerance for risk is suitable for buying, selling, trading or holding Digital Assets. You acknowledge and agree that you shall access and use the Services at your own risk, including but not limited to the risks described herein. You agree to indemnify and hold us harmless for any losses incurred as a result of technical failures, hacks, pandemics, government intervention or any other issue that negatively impacts the underlying blockchain or network of a Digital Asset listed on our Services.

4. USE RESTRICTIONS

We grant to you a personal, non-exclusive, non-transferable, revocable and limited right to our Services. We reserve all rights, titles and interests not expressly granted under our registration with the regulator to the fullest extent possible under the law. Any use of our Services not specifically permitted under these T&C is strictly prohibited.

The software and technology underlying the Services are the property of Quantum Exchange, and you may not connect to or use the Services in any way that is not expressly permitted by the T&C. Specifically, you may not do or attempt to do any of the following:

i.            Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software used to provide the Services (including without limitation, for the purpose of obtaining unauthorized access to the Services) without our prior written authorization, including framing or mirroring any part of the Services;

ii.          Circumvent, disable, or otherwise interfere with security-related features of the Services or features that prevent or restrict use or copying of any content;

iii.         Use the Services in connection with any commercial endeavours in any manner, except for the purposes specifically set forth in by the T&C;

iv.         Sell, resell or otherwise monetise any content to any third-party;

v.          Use any robot, spider, site search or retrieval application, or any other manual or automatic device or process to retrieve, index, data-mine, or in any way reproduce or circumvent the navigational structure or presentation of the Services;

vi.         Harvest, collect or mine information about other users of the Services;

vii.        Create a database by systematically downloading and storing all or any of the content on the Services;

viii.       Remove, obscure, make illegible or alter any proprietary notices or labels or other indications of Quantum Exchange’s rights in the Services;

ix.         Use or access another user’s Account or password without permission; or

x.           Use the Services in any manner not permitted by the T&C.

5. ACCOUNT REGISTRATION

You must create an Account and become a registered user in order to use our Services. When you complete the Account registration process, you are allowed to use our Services, subject to our T&C, Privacy Policy and other disclosures. You can open an individual or corporate Account. You must be above 18 years old for individual Account. You cannot assign or transfer your Account to any other person or entity.

Quantum Exchange reserves the right to refuse a user to register or use the Services for any reason, at Quantum Exchange’s sole and absolute discretion. To register as a user, you must follow the T&C and the instructions indicated on or offline by Quantum Exchange. Any email address or digital/electronic contact provided by you must be an actual address or contact that belongs exclusively to you. You may not use an email address or digital/electronic contacts that is used by or shared with someone else, and the email address or digital/electronic contacts cannot be indecent or otherwise offensive or be used in any way that violates the T&C. You must not provide false information in the registration process. You must inform Quantum Exchange at support@quantumexch.com if there is any change to the information you provided to us within three(3) calendar days of such change.

You are responsible for maintaining and protecting the security of every aspect of your Account. Quantum Exchange takes commercially reasonable steps to keep the Services secure, however, security is not guaranteed. We are not responsible or liable for any unauthorised access to, or use of, your Account (even where you may not be aware of such unauthorised access). Your Account security depends on you. You must not reveal your username, password or any information related to your Account to anyone. Your Account is at risk if you let someone use it inappropriately and your Account is subject to suspension, closure or termination if you or anyone using your Account violates the T&C.

The information you provided may be visible to Quantum Exchange and its employees and affiliates who need to know such information to provide the Services. You agree to immediately notify Quantum Exchange of any unauthorized use of your Account or password or contact details. You are fully and solely responsible for the security of your computer system and all activity on your Account, even if such activities were not committed by you. See Limitation of Liability below.

You are required to seek our consent in order to make any changes to your Account. Additional verification procedures may be required before we consent to any changes to your Account.

6. USE OF YOUR ACCOUNT

As a registered user, you will have an Account with Quantum Exchange and you will be allowed to use the Services of Quantum Exchange. Your Account is to be used only by you or any person nominated by you and approved by us in accordance with our T&C. You may not assign or otherwise transfer your Account to any other person or entity. You must constantly check, monitor, maintain and promptly update any information in your Account to keep it current, accurate, and complete.

When you have placed a buy, sell or swap order through our Services, it is considered a binding instruction from you. Quantum Exchange will carry out your order on a “best effort” basis. We do not guarantee that your order will be completed and you agree not to hold us responsible if your order is only partially completed or not completed at all. If you ask Quantum Exchange to cancel, amend or reverse the buy, sell or swap order, Quantum Exchange is not obliged to do so where it is unreasonable to do so or in circumstances where doing so would cause Quantum Exchange inconvenience or cost.

You must not allow any unauthorised person(s) to access your Account at any time. You must not use the Services for any unlawful, fraudulent or improper activity, including for any experimental, testing or otherwise in a manner not according to which the Services is meant for. You must read our T&C regularly to ensure that you are compliant with your obligations when using our Services.

You must not use the service to engage in any criminal or restricted activities, including but not limited to terrorist financing, money laundering, distributing or funding drugs, or other illegal or prohibited activities. You must fully cooperate with us in investigating any improper, unlawful or fraudulent access to or use of your Account or any other Account or any suspected unlawful or improper activity on your Account. Contact us immediately if you believe that your Account may be subject to any unauthorised access or other types of fraudulent activity or security breaches. We are not responsible or liable for any loss you suffer from any unauthorised access, fraudulent activity or security breach.

You must not take advantage of any technical or technological error, loophole or glitch in the Services. If you do take such advantage, we reserve all our rights to recover any proceeds that you make.

You are solely responsible for maintaining and protecting the confidentiality and security of all the information related to your Account (including, but not limited to, your username and log-in password, email linked to your Account, any bank account(s) that you provided to fiat currency transactions with your Account, phone number and any information you have provided in connection with your Account). We are not responsible or liable for any unauthorised access to, or use of, your Account (even where you may not be aware of such unauthorised access).

7. OTC TRANSACTIONS

Our OTC service provides you with the opportunity to buy or sell Digital Assets. It is your responsibility to ensure you have sufficient fiat currencies and/or Digital Assets in your Account to fulfill your OTC order. We will deduct the fiat currencies and/or Digital Assets in your Account to fund your OTC transaction. You agree that once you placed an OTC order with us via our approved channel of communication, you may not be able to cancel your order. Quantum Exchange will try based on “best effort” basis to fill your order but we do not guarantee that your order will be fully completed or completed at the price you wanted. The market liquidity and price volatility may affect your OTC transaction.

Once we have completed your OTC order, it is irrevocable and binding, you cannot cancel the transaction. You agree to fully indemnify Quantum Exchange and those involved in the OTC transaction from any liability, damage, loss or negligence.

8. FIAT CURRENCY DEPOSIT AND WITHDRAWAL

In order to deposit and withdraw fiat currency into and from your Account, you must fill in our “Bank Account Details” form to link your Account in Quantum Exchange with your bank account(s).

You can deposit fiat currency into your Account with Quantum Exchange from a bank account that is in your name or any other bank account nominated by you and approved by us in accordance with our policies and procedures. The fiat currency held in your Account will not earn any interest.

You can withdraw fiat currency from your Account in Quantum Exchange to a bank account that is in your name or any other bank account nominated by you and approved by us in accordance with our policies and procedures. All fiat currency transfers are subject to transaction fees payable by you.

You agree that your fiat currency deposit and withdrawal may be subjected to a daily limit and any change of transfer limit is subject to our sole and absolute discretion. We are not responsible for the assurance and the time which your fiat currency will be deposited in your bank account or in your Account with us as this will depend on the bank, the agent or the system involved in your fiat currency transfer. You agree not to hold us liable for any delay or loss of your funds in the fiat transfer process. You agree to full indemnify us from any claim, loss, liability or damages in relation to your fiat currency transfer.

9. TRANSFER OF DIGITAL ASSETS

You are responsible for the transfer of any Digital Asset in and out of your Account from and to another site, device, platform, wallet or user. You must be sure of the processes involved and familiar with the processes before you transfer any of your Digital Asset to and from your Account. Any mistake by you may cause the loss of your Digital Asset and you may not be able to recover those Digital Asset.

It is your responsibility to ensure that you send any Digital Asset to the correct address provided for that particular Digital Asset, including with respect to any Digital Asset that you send to our Services. If you send a Digital Asset to an address that does not correspond to that exact Digital Asset (such as an address not associated with your Account or the specific Digital Asset sent), such Digital Asset may be lost forever. By sending any Digital Asset to our Services, you acknowledge that you will only send a genuine and supported Digital Asset to our Services’ wallet address provided to you.

Quantum Exchange does not verify or identify the counterparty of any of your transactions, Quantum Exchange recommends that you do not send Digital Asset to any persons you do not personally know or completely trust, as, once sent, the transaction cannot be reversed. You agree that Quantum Exchange incurs no obligation whatsoever with regards to sending unsupported Digital Asset to an address provided to you.    

Similarly, if you send a Digital Asset from your Account to an external address that does not correspond to that exact Digital Asset, such Digital Asset may be lost forever. You must assume all liability for any losses incurred as a result of sending Digital Asset to an incorrect address (such as typos, errors, copy-paste attacks, or an address not associated with your Account, or an address not associated with the specific Digital Asset). You are solely responsible for verifying the accuracy of any external wallet address, and the identity of the recipient. All outbound transfers of Digital Asset cannot be reversed once they are broadcast to the underlying blockchain network. Quantum Exchange does not control any blockchain network and cannot guarantee that any transfer will be confirmed or transferred successfully by the network. Quantum Exchange is not responsible for any losses or for taking any actions to attempt to recover any lost, stolen, misdirected or irrecoverable Digital Asset. If the Digital Asset is recoverable, we may in our sole and absolute discretion attempt to recover them at a cost, but such recovery efforts are in no way guaranteed.  Please be aware that if you attempt to deposit Digital Asset to your Account by sending it via a smart contract, your Digital Asset may not be automatically credited, and may take time to recover, or may not be recovered at all.

When you elect to transfer Digital Asset from your Account to a third-party wallet address or other location, it is always possible that the party administering the new location may reject your transfer or that the transfer may fail due to technical or other issues affecting the platform. You agree that you shall not hold Quantum Exchange liable for any damages arising from a rejected or failed transfer.  

You hereby represent and warrant to us that any Digital Asset used by you in connection with the Services (including any Digital Asset used to fund your Account) is either owned by you or that you are validly authorised to carry out transactions of the Digital Asset, and that all transactions initiated with your Account are for your own Account and not on behalf of any other person. 

It is your responsibility entirely to provide us with the correct details of any withdrawal address. We accept no liability resulting in you or any third-party not receiving Digital Asset withdrawn by you due to you providing incorrect, erroneous, incompatible or out-of-date details.

You agree that your Digital Asset transfers may be subjected to a daily transfer limit and any change of transfer limit is subject to our sole and absolute discretion. All Digital Asset transfers are subject to transaction fees payable by you.

It is important for you to take precautions when transferring and storing your Digital Assets whether on our Services or through other sites, wallets or devices. We take no responsibility for the misappropriation or theft of your Digital Asset. We strongly advise that you familiarise yourself with and implement a personal wallet service or other devices for storing your Digital Asset and implement other security measures. Always take a greater degree of care and precaution to secure your passwords when operating in a digital environment. You must read extensively on information about how to secure and protect your Digital Assets as the blockchain technology is constantly changing.

You agree not to hold us liable for any delay or loss of your Digital Asset in the transfer process. You agree to fully indemnify us from any claim, loss, liability or damages in relation to your Digital Asset transfers.

10. FEES

You acknowledge and agree that your use of our Services is subject to fees such as but not limited to trade execution fee, account maintenance fee, fiat currency and Digital Asset deposit and withdrawal fee, conversion fee, and others. These fees vary depending on your use of our Services. We will communicate with you on the fees applicable to your Account. Quantum Exchange has the right to vary the fees from time to time at our sole and absolute discretion.

11. DEBIT ACCOUNT BALANCE

If at any time your Account has a debit balance, you agree to pay us:

i.            the applicable fees;

ii.          the total debit balance; and

iii.         such other amounts specified in our T&C.

If you fail to pay such amounts, we may suspend your ability to use the Services or close your Account. We also reserve the right to debit your Account accordingly and/or to withhold amounts from fiat currency and/or Digital Assets that you may transfer to your Account. If, after a demand is made by Quantum Exchange, you have not made payment of the outstanding debit balance by the time stated in the demand, then you authorise us to sell any Digital Assets or redeem any fiat currency in your Account to recover the outstanding debit balance. You agree to indemnify us and each other indemnified party against all losses that we suffer or incur as a result of your not paying the outstanding debit balance and you will be liable for all costs which we incur in relation to instructing a collection agency, law firm or other third-party to assist with and advise on the collection of such outstanding debit balance (where applicable).

12. DORMANT OR INACTIVE ACCOUNT

If there is no record of your use of our Services for more than 6 months from the date you last used our Services to buy or sell or swap any Digital Assets, Quantum Exchange will consider your Account as dormant or inactive. Quantum Exchange reserves the right to deduct a dormancy fee or other administrative charges from your Account.

13. FORK, AIRDROP, STAKING

Quantum Exchange is not obligated and not responsible to participate in forks, staking, airdrops, and any other similar mechanisms. Any participation in such activities is only at Quantum Exchange’s sole and absolute discretion. Quantum Exchange does not allow users to send Digital Assets off our Services in order to pay, fund, or contribute to an initial coin offering unless explicitly stated by Quantum Exchange. Quantum Exchange will not be responsible for the Digital Asset sent off from our Services nor the Digital Asset expected to be received from the initial coin offering. Quantum Exchange may not support the payment of a dividend by a Digital Asset and may do so at Quantum Exchange’s sole and absolute discretion and only if explicitly stated by Quantum Exchange.

You acknowledge and agree that we are not responsible or liable for:

i.            any loss that may arise from your decision to participate or not participate in a forking event or airdrop event or any other similar mechanisms;

ii.          any loss that may arise from any decision we make not to support any forking event or an airdrop event or any other similar mechanisms; and 

iii.         any tax liabilities that may arise or accrue as a result of any Digital Asset that is issued arising from a forking event or an airdrop event or any other similar mechanisms, and that you are fully responsible for your tax obligation in relation to any forking event or airdrop event or any other similar mechanisms, including at the time you sell, trade or transfer such Digital Asset. You further acknowledge and agree that we do not and will not provide any tax guidance or advice in relation to any forking event or airdrop event to you.

14. ACCOUNT SUSPENSION, CLOSURE OR TERMINATION

You agree that Quantum Exchange may for any reason, in its sole discretion and without notice, suspend, close or terminate your Account, and remove you from the Services and content associated with your Account. Grounds for such suspension or termination may include, but are not limited to :

(i)          extended periods of inactivity or lack of activity in the Account;

(ii)        violation of the T&C;

(iii)       fraudulent, harassing or abusive behaviour;

(iv)       behaviour that is harmful to Quantum Exchange, other users, third parties, or the business interests of Quantum Exchange;

(v)        infringement of third party intellectual property rights;

(vi)       any information provided by you is false or outdated;

(vii)      failure to respond to our communication with you;

(viii)    use of your Account for any illegal activities; or

(ix)       careless use of your Account.

If Quantum Exchange believes, in its sole discretion, that a violation of the T&C or any illegal or inappropriate behaviour has occurred, Quantum Exchange may suspend, close or terminate your Account or take any corrective action deemed appropriate. Quantum Exchange will fully cooperate with any law enforcement authorities or court order requesting or directing Quantum Exchange to disclose the identity of anyone believed to have violated these T&C or to have engaged in illegal behaviour in the use of the Services.

You may close or terminate your Account at your own will at any time by emailing support@quantumexch.com. The provisions relating to Intellectual Property, Disclaimer of Warranties and Limitation of Liability, and Indemnity, shall survive any Account closure or termination.

Upon suspension, closure or termination of your Account for reasons not related to fraud, AML/CTF, legal proceeding, court order, investigation or instructions from the regulator or breach of our T&C that is deemed serious by us, if you have any fiat currency or Digital Asset in your Account when such event takes place, the fiat currency will be returned to the bank account (as applicable) after deducting any fees or expenses payable to Quantum Exchange. You may be asked to provide evidence of the source of a deposit to enable Quantum Exchange to return your fiat currency to you. The Digital Asset will be returned to the source address or wallet after deducting any fees or expenses payable to Quantum Exchange. You may be asked to provide evidence of the source of a deposit to enable Quantum Exchange to return your Digital Asset to you.

If we do not receive your reply within 45 calendar days from the date we communicate with you regarding the return of your fiat currency or Digital Asset in your Account to you, Quantum Exchange will consider your Account, and all fiat currency and Digital Asset in your Account, to have been forfeited by you, in such event, Quantum Exchange shall have the sole and absolute discretion to deal with the fiat currency and Digital Asset in your Account in any manner Quantum Exchange deems appropriate.

Our fees and charges apply to any required liquidation of Digital Assets or conversion of fiat currency if we suspend, close or terminate your Account. If there is a debit or negative balance in your Account, we will notify you of the amount you need to pay us. If you fail to pay the amount as required by us, we reserve the right to take the necessary actions to recover the amount from you including but not limited to engaging debt collection agency, and initiating legal proceedings to recover the amount you owe us. 

If there is any violation of the T&C or wrongdoing by you with regards to your Account or the use of our Services, suspension, closure or termination of your Account are not the exclusive remedy, we may elect to take further action against you.

15. UNCLAIMED OR ABANDONED ASSETS

Quantum Exchange will try to communicate with you using the details shown in our records in relation to your Account, but if Quantum Exchange is unable to contact you, then any fiat currency or Digital Asset in your Account shall be classified as unclaimed or abandoned assets. Quantum Exchange will consider your Account, and all the fiat currency and Digital Asset in your Account, to have been forfeited by you, in such event, Quantum Exchange shall have the right and the sole and absolute discretion to deal with the fiat currency and Digital Asset in your Account in any manner Quantum Exchange deems appropriate.

16. COMMUNICATION

By submitting your personal information through our website or any other communication means to us, you are establishing a relationship between yourself and Quantum Exchange and agree that Quantum Exchange may contact you through email, phone, mail and/or other communication means as provided by you with messages from or on behalf of Quantum Exchange, its associates, subsidiaries, partnering agents and/or carriers. There may be additional charges to you for SMS, call or internet usage depending on your provider. You will have the opportunity to opt-out of receiving future messages from us. You are under no obligation to use our Services.

Any email or digital message we send to you at the email address or digital/electronic contacts provided by you is considered delivered from the moment we sent the message to you.

17. EMAIL

You must not send unsolicited email that includes false or misleading information in the return address or in the subject line to anyone whose email address includes the domain name quantumexch.com. You must not use our domain name as a pseudonymous return email address for any communications that you transmit from another location or through another service. You must not pretend to be someone else or spoof their identity when using the Services.

18. TAXES

It is your responsibility to determine what, if any, taxes apply to your trading activities when using our Services. You must keep a good record of all your transaction in our Services. You may need these records for the purposes of making any required tax computation, filing or payment. Quantum Exchange is not responsible for determining whether taxes apply to your transaction.

19. PRIVACY

Quantum Exchange’s Privacy Policy explains how we treat your personal information when you are using our Services. By using our Services, you agree that Quantum Exchange may use your information according to the Privacy Policy. We may use cookies to identify your computer on our server so we can track your use of our Services. In some instances, cookies may collect and store personal information about you. Such personal information will only be used by us in accordance with our Privacy Policy. Our Privacy Policy makes important disclosures about how we collect and can use your content and information. You must read, understand and agree to our Privacy Policy.

20. HYPERLINK POLICY

Our Services may contain links to third-party websites or services. The inclusion of any link does not imply an affiliation, sponsorship, endorsement, approval, investigation, verification or monitoring by Quantum Exchange of any information contained in any third-party website or services. In no event shall Quantum Exchange be responsible for the information contained on any third-party websites or services or your use of or inability to use such websites or services. You should also be aware that the terms and conditions of such websites and services and their privacy policy may be different from those applicable to your use of Quantum Exchange Services. You should read such terms and conditions and privacy policy carefully before using any such third-party websites or services. Your correspondence and dealings with others found on or through the third-party websites and/or services, including, without limitation, the payment and delivery of products and services, and any terms, conditions, warranties and representations associated with any such dealings, are solely between you and the third-party. You hereby irrevocably waive all rights related to and release the released parties and Quantum Exchange from and against, any liabilities arising from or related to the contents of any third-party websites, services, and your dealings with them.

21. THIRD-PARTY CONTENT

The materials prepared or distributed by Quantum Exchange and its affiliates may include data, commentary, quotes, research, analysis, tools, news and other information provided by companies that are and/or are not affiliated with Quantum Exchange (“Third-Party Content”). Third-Party Content is generally provided for informational purposes only. By using this content, you understand that you may be exposed to content that is, without limitation, inaccurate, inappropriate, misleading, unlawful, offensive or otherwise objectionable and Quantum Exchange makes no representations or warranties as to the Third-Party Content and does not guarantee their accuracy, reliability, correctness, timeliness, completeness or usefulness. Third-Party Content is provided “AS IS” and neither the Third-Party Content providers nor Quantum Exchange shall have any liability, whether online or offline, related to the use or misuse of the Third-Party Content provided. Moreover, our use of Third-Party Content shall not be construed as an endorsement by or affiliation with the Third-Party Content providers and Quantum Exchange’s products or Services. Third-Party Content may be protected by local or international copyrights and may not be copied, used or distributed without the permission of the relevant Third-Party Content providers. All trademarks and service marks identifying Third-Party providers are property of their respective owners. The Third-Party Content does not constitute legal or financial advice and must not be used in the place of legal counsel or financial due diligence. You should independently evaluate and verify all Third-Party Content.

22. FORWARD-LOOKING STATEMENTS

Certain statements in the website and the content may constitute “forward-looking” statements that involve known and unknown risks, uncertainties and other factors that may cause actual returns of investment to be materially different from any future returns or values expressed or implied by such forward-looking statements. Forward-looking statements typically include words such as “may,” “will,” “expect,” “believe,” “plan,” “expect,” “anticipate,” “intend” and other similar terminology. These statements reflect current expectations regarding future events and speak only as of the date of being posted to the Services. Forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or returns, and will not necessarily be accurate indications of whether or not such returns will be achieved. Given these uncertainties and risks, users of the Services, including any person who may or has invested using the Services, are cautioned not to place undue reliance on such forward-looking statements.

A variety of factors could cause the actual results and developments of any investment to differ significantly from the results and developments forecasted and implied. Although forward-looking statements contained in the Services, if any, are based upon what Quantum Exchange and its advisors believe are reasonable assumptions, Quantum Exchange cannot assure you that actual results, returns or events will be consistent with these forward-looking statements. Forward-looking statements are made as of the date of being posted on the Services, Quantum Exchange and its subsidiaries and affiliates assume no obligation, and expressly disclaim any obligation, to update or revise forward-looking statements contained in or incorporated by reference into the Services or the content or any information supplemental thereto to reflect new information, future events or circumstances or otherwise.

23. REFERRALS

If you are interested in our referral program, please contact us at support@quantumexch.com.

24. INTELLECTUAL PROPERTY & COPYRIGHT

The contents of the Services and any products provided by Quantum Exchange, including but not limited to the website’s likeness, text, graphics, logos, button icons, images, audio and video clips (if any), software, as well as the compilation of businesses and any opportunities listed on the website, are the property of Quantum Exchange or it otherwise has the right to use them as part of the website, and are subject to the copyright or other intellectual property rights of Quantum Exchange and/or the terms of other rights held by Quantum Exchange. Such intellectual property and rights are protected by law. Without Quantum Exchange’s prior written consent you must not copy, reproduce, modify, distribute, transmit, republish, display or perform the content and software of the Services or any products offered by Quantum Exchange. The commercial use or public dissemination of any information and data gathered from Quantum Exchange is strictly prohibited unless specifically authorised in writing. Any violation of the foregoing clause may subject you to compensatory and punitive damages, and shall specifically also entitle Quantum Exchange to equitable relief, in addition to any other available remedies.

By submitting information or other material to us, you grant Quantum Exchange a perpetual, worldwide, royalty-free, irrevocable, non-exclusive right to use, reproduce, modify, adapt, publish, create derivative works, and distribute such materials or portions of such materials, in any form or medium known or later developed, in furtherance of the T&C and the actions and transactions contemplated hereby.

Nothing in the Services or elsewhere shall be construed as granting any license or right to use, implied or otherwise, any mark displayed in the Services without the written permission of Quantum Exchange or the third-party owner of the mark. You agree that you, your related parties and associates will not decompile, disassemble, reverse engineer, copy, use, merge, disclose, sell or transfer the underlying source code or structure or sequence of Quantum Exchange’s technology or delete or alter author attributes or copyright notices. You shall use the Services solely for your own use and shall not allow others to use the Services under or through your Account unless you submit an “Account User Nomination” form to us.

25. RESERVATION OF RIGHTS

All rights not otherwise expressly granted to you by the T&C are reserved for Quantum Exchange. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Quantum Exchange resulting from the T&C or any use of the Services.

The delay or failure of Quantum Exchange to exercise or enforce any right or provision of the T&C shall not constitute a waiver of such right or provision. If any provision of the T&C is found by a court of competent jurisdiction to be invalid or unenforceable, the parties agree that the court should give effect to the parties’ intentions as reflected in such provision, and the other provisions of the T&C shall remain in full force and effect. You agree that regardless of any statute or law to the contrary, if you have any claim or cause of action arising out of or related to the use of the Services or the T&C must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the T&C are for convenience only and have no legal or contractual effect. Neither the course of conduct between you and Quantum Exchange, nor trade practice shall act to modify any provision of the T&C. The T&C is not assignable, transferable or sub-licensable by you.

26. DISCLAIMER

You use our Services at your own risk. Quantum Exchange makes no representations or warranties whatsoever in respect of the Services. Neither Quantum Exchange nor any of its affiliates or their respective owners, officers, directors, employees, partners, associates, contractors or agents shall be liable for any direct or indirect, incidental, consequential, punitive, exemplary, special or other damages, whether under any contract, tort (including negligence), strict liability, or other theory, and regardless of whether it has been advised of the possibility of such claim or damage, arising in connection with the Services.

27. NO WARRANTY, LIMITATION OF LIABILITY

Quantum Exchange and all of its affiliates including third-party affiliates expressly disclaim any and all warranties and representations, express or implied, and bear no responsibility and liability with respect to any issue relating to our Services and your use of our Services such as but not limited to trading, investment, Digital Assets, security, treatment/handling of your Account, error, disruption, cyber attack, hacking or losses.

Digital Assets are a very speculative product and involve a high degree of risk. You must have the financial ability, knowledge, sophistication/experience and willingness to bear the risks of trading and investing in Digital Assets and a potential total loss of your investment.

Any material you access, view, download, or otherwise obtain through the Services is at your own discretion and risk, and you shall be solely responsible for any damage to your computer system or loss of data that results therefrom.

Quantum Exchange and all of its third-party licensors expressly disclaim any and all warranties and representations, express or implied, including any :

i.        warranties of availability, merchantability or fitness for a particular purpose or use as to the Services, including the information, data, software, or products contained therein, or the results obtained by their use or as to the performance thereof;

ii.      warranties or conditions arising through course of dealing;

iii.     warranties or conditions of uninterrupted, timely, secure, failure or error-free access or use; and

iv.     any warranty as to the results that may be obtained from the use of the Services or any part thereof.

The Services and all components thereof are provided on an “as is” basis and your use of the Services is at your own risk. Quantum Exchange makes no guarantees or warranties of any kind as to the adequacy, completeness, sufficiency, timeliness or accuracy of any material available in or through the Services. Quantum Exchange reserves the right, at any time, to modify, suspend or discontinue, temporarily or permanently the Services (or any part thereof) without notice.

Neither Quantum Exchange nor any of its affiliates or their respective owners, officers, directors, employees, partners, associates, contractors or agents, shall be liable for any damages, including but not limited to indirect, incidental, special, consequential, punitive or other damages, including loss of earnings, goodwill or data, work stoppage, business interruption, computer failure or malfunction or other intangible losses (even if the parties enumerated above have been advised of the possibility of such damages), arising out of the following :

i.        the use or inability to use the Services, the Services or any part thereof, errors, omissions, viruses and malicious code or other inaccuracies in the Services or any part thereof; or

ii.      information or materials available or accessible through the Services or any part thereof.

These limitations shall apply notwithstanding any failure of the essential purpose of any limited remedy. To the extent the above disclaimer or the limitations set forth herein are prohibited by law, their applicability shall be limited to the minimum permitted by law.

This limitation on liability includes, but is not limited to, the transmission of any viruses which may infect your equipment, failure of mechanical or electronic equipment or communication lines, telephone or other interconnect problems (e.g., you cannot access your internet provider), unauthorised access, theft, operator errors, strikes or other labour problems or any force majeure.

You hereby agree that Quantum Exchange’s total aggregate liability if any and your sole remedy against Quantum Exchange arising out of or relating to the use of the Services shall not exceed the total amount you (or any other user) paid to Quantum Exchange for use of the Services on the date such liability occurred.

Quantum Exchange shall not be liable for any of your losses or damages where such losses or damages are caused by the counterparty(s) of Quantum Exchange such as but not limited to the liquidity provider(s), other crypto exchange(s), bank(s), Electronic Money Institution and other financial institution(s) that Quantum Exchange deals with as part of the provision of our Services and the operation of Quantum Exchange. We will try to follow up with those counterparty(s) for the potential recovery of the losses on a selective basis, we do not guarantee the outcome of the recovery process. We also reserve the right not to take any action when such an event occurs.

28. INDEMNITY

You agree to fully indemnify and hold Quantum Exchange and any of its affiliates or their respective owners, officers, directors, employees, partners, affiliates, associates, contractors or agents harmless from and against any suit, legal proceeding, action, claim, demand, penalty, fine, damage or loss, including reasonable attorneys’ fees, made by or resulting from any party due to or arising out of :

i.        your use of the Services;

ii.      your negligent or wrongful acts or omissions;

iii.     your breach of any law, regulation, rules or rights of a third-party;

iv.     any damage that you cause to our Services or any other user, person or entity;

v.      your violation of these T&C or Privacy Policy.

You agree not to take any legal action(s) and/or sue us in any court(s) of law at all times for whatsoever and/or anything in relation to your use of our Services or interaction with us.

29. FORCE MAJEURE

Force Majeure means a circumstance beyond our reasonable control which occurs without our fault or negligence, and includes without limitation any act of God, inevitable accident, storm, flood, fire, earthquake, any natural disaster, peril of navigation, epidemic, pandemic, quarantine restrictions, strike, lock-out, boycott or other industrial dispute, hostility, war (declared or undeclared), riot, insurrection, the act of terrorism, government instruction, executive or administrative order or act of either general or particular application of a government (whether de jure or de facto) or of any official purporting to act under the authority of such a government, prohibition or restriction by domestic or foreign laws, regulations or policies and quarantine or customs restrictions. Any of our obligations to you will be suspended during the time and to the extent that we are prevented from or delayed in complying with that obligation due to a Force Majeure. We exclude all responsibilities, liabilities, losses, damages, or claims to the extent that they were caused or contributed to by a Force Majeure.

30. DISPUTES AND GOVERNING LAW

i.            In the event a dispute arises out of or in connection with the Services, you agree to resolve the dispute through friendly consultation in good faith;

ii.           If the dispute is not resolved within three months, then any or all outstanding issues will first be submitted to a neutral, non-binding mediation process elected by us. You agree to participate in mediation in good faith and will attempt to resolve any disputes promptly. You agree to bear the costs of the mediation.

iii.          If the mediation does not resolve the dispute, then Quantum Exchange in its sole and absolute discretion may commence proceedings in the appropriate jurisdiction at the election of Quantum Exchange.

The construction, validity and performance of this T&C and all non-contractual obligations arising from or connected with this T&C shall be governed by the laws of New South Wales. Each party irrevocably agrees to submit to the exclusive jurisdiction of the court sitting in New South Wales for any claim or matter arising under or in connection with this T&C, provided that the limitation set forth herein shall not prevent Quantum Exchange from seeking injunctive relief in any other jurisdiction. Quantum Exchange reserves the right and may change the governing law of the T&C to other jurisdictions at its sole and absolute discretion.

You, to the extent permitted by law, knowingly, voluntarily, unconditionally and intentionally waive your right to a trial by jury in any action or legal proceeding arising out of or relating to this T&C.

31. MISCELLANEOUS

i.            Entire Agreement

The T&C constitutes the entire agreement between you and Quantum Exchange and shall supersede all prior written or oral agreements between you and Quantum Exchange. There are no and shall not be any verbal statements, representations, warranties, undertakings or agreements between you and us.

ii.           Interpretation and Revision

Quantum Exchange reserves the right to alter, revise, modify, and/or change the T&C at any time. All changes will take effect immediately upon being published on our websites. It is your responsibility to regularly and diligently check and understand the latest version of the T&C that is applicable to you. If you do not agree to any such modifications, your only remedy is to terminate your usage of our Services and close your Account. You agree that, unless otherwise expressly provided in the T&C, we will not be responsible for any modification or termination of the Services by you or any third party, or suspension, closure or termination of your access to our Services.

iii.          Language, Translation and interpretation

The T&C are at Quantum Exchange’s sole and absolute discretion, be translated into a language other than English language. You agree that any such translation shall only be for your convenience and the English text shall prevail in the event of any ambiguity, discrepancy or omission between the English text and any translated text. The singular includes the plural and vice versa and a gender includes other genders.

iv.          Assignment

You may not assign or transfer any right to use the Services or any of your rights or obligations under the T&C without prior written consent from Quantum Exchange, including any right or obligation related to the enforcement of laws or the change of control. We may assign or transfer any or all of its rights or obligations under the T&C, in whole or in part, without notice or obtaining your consent or approval.

v.           Waiver

The delay or failure of Quantum Exchange at any time to require full or partial performance of any provision of this T&C will not affect in any way our full right to require that performance subsequently. The waiver by any of us of a breach of a provision of this T&C will not be deemed a waiver of all or part of that provision or of any other provision or our right to avail Quantum Exchange of its rights subsequently. Any waiver of a breach of this T&C will be in writing signed by us granting the waiver and will be effective only to the extent specifically set out in that waiver.

vi.          Direction from Government or Regulator

Nothing in these T&C seeks to prevent us from complying with any reasonable direction made by any government regulator or entity and you acknowledge and agree that we may not be able to notify you of any action we are required to undertake as a result of a direction from a government regulator or entity.

vii.        Notices and Communication

Any notice, announcement or direction published by Quantum Exchange on the website shall be applicable to you and shall take effect immediately. It is your responsibility to check and read the website regularly for any updates, notices, announcements or directions published by Quantum Exchange.

Any email or phone text or telegram or WhatsApp or WeChat or any other electronic/digital communication sent by us to you to the contact details provided by you to us shall be deemed to have been delivered to you and received by you the moment it is sent by us. It is important that inform us immediately if there is any change to the contact details provided by you to us.

32. Contact Information

For more information on Quantum Exchange, you may refer to our website. If you have questions regarding the T&C, Privacy Policy or any of our disclosures, please feel free to contact us for clarification at suppot@quantumexch.com.