TERMS OF BUSINESS

Updated and Effective as of September 20, 2018

General Terms of Use

This is a contract between you and CoinCola Limited ("CoinCola"). This website and its related services are owned and operated by CoinCola Limited. By clicking the “CREATE ACCOUNT” or “SIGN UP” button, or by accessing or using the services through coincola.com, or any associated websites, APIs, or mobile applications (collectively the "Site"), you agree that you have read, understood, and accept all of the terms and conditions contained in this Terms of Business. You should read the entire Terms of Use carefully before you use this Site.

CoinCola in the Terms refers to the owner, also known as CoinCola, including but not limited to its shareholders, board of directors, investors, employees or affiliates. CoinCola can also mean the services, websites, contents and other information provided by CoinCola.

Depending on Your country of residence, you may not be able to use all the functions of the Site. It is your responsibility to follow those rules and laws in Your country of residence and/or country from which You access this Site and Services. As long as you agree to and actually comply with these Terms of Use, CoinCola grants to you a personal, non-exclusive, non-transferable, non-sublicensable and limited right to enter and use the Site and the Service.

CoinCola reserves the right to alter, amend or modify these Terms from time to time, in our sole discretion. We will provide you with notice of such changes by providing notice on the Site and/or by posting the amended Terms via our Site and updating the "Last Updated" date at the top of these Terms. The amended Terms will be deemed effective immediately upon posting on the Site.

If you disagree with these Terms, CoinCola’s right to modification, or if the Terms is partially or completely excluded by the applicable laws in your jurisdiction, please DO NOT ACCESS THE SITE OR USE THE SERVICES.

These Terms of Use shall be governed by and construed in accordance with the laws of the of the Hong Kong SAR, unless otherwise expressly provided. All disputes and controversies arising out of or in connection with this website and these Terms of Use shall be submitted to the Court of Law in the Hong Kong SAR. If any portion of these Terms of Use shall be deemed invalid, void or for any reason unenforceable, such portion shall be deemed severable and shall not affect the validity and enforceability of any remaining portion.

Description of Services

OTC Marketplace platform

CoinCola is a peer-to-peer platform service that enables its users to buy and sell digital currency. The Site allows buyers ("Buyers") and sellers ("Sellers"), to buy and sell the Internet currency known as "Bitcoins" (see http://bitcoin.org) or other virtual digital currency, and the services provided by the Site from time to time (the “Service”).

CoinCola also offers hosted digital wallet services. Our registered users are able to post offers to either buy or sell digital currency via payment methods of their choice. The creator of the offer is responsible for listing terms of the trade. Once an offer is selected by another user, digital currency is held in our escrow service from the party that is selling it. The digital currency is released from escrow to the buyer by the seller once the buyer has completed the terms of the trade. The escrow is released back to the seller if the buyer chooses to cancel the trade. The seller may not cancel the trade at any point. The seller only has the option to release the digital currency from escrow to the buyer. This is for the security purposes of the buyer. Should a seller need to cancel the trade due to a buyer not following the terms of the trade, they must start a dispute and provide a reason for doing so.

CoinCola Exchange platform

CoinCola also provides an online digital asset trading platform (crypto to crypto) for products commonly known as cryptographic currency. CoinCola does not provide fiat trading capabilities on its platform and as such is not subjected to the stringent regulations that come with it. CoinCola functions as a trading platform provider and is not a buyer or seller in trades made between traders. CoinCola is also not a market maker. Traders must register and open an account with CoinCola and deposit digital assets prior to commencement of trading. Traders may request the withdrawal of their digital assets, subject to the limitations as stated in verification clauses.

Eligibility

By registering for an account or accessing the service of the Site (the “Service”), you represent and warrant that:

  1. You are an individual, legal person or other organization with full legal capacity (‘You”) to enter into this User Agreement between You and CoinCola;
  2. You are at least 18 years old or of the legal age in accordance to your relevant jurisdiction;
  3. You have the full capacity to accept these Terms and enter into a transaction involving Bitcoins and/or other virtual digital currency;
  4. You cannot use your personal account to act as an intermediary or broker for any person;
  5. If you are using the Services on behalf of a legal entity, You further represent and warrant that:
  6. You use our Services at your sole option, discretion and risk;
  7. Your account has not previously been suspended or removed from using our Services;
  8. You will operate only the virtual digital currency that belongs to You;
  9. You are acting on your own behalf, or are legally authorized to carry out the transactions;
  10. All of the information You submit to the Site is accurate, current and complete, and will be updated upon request from CoinCola;
  11. You allow us to use your information to facilitate the operation of this Site;
  12. You agree that You will not use the Service to perform criminal activity of any sort, including but not limited to, money laundering, illegal gambling operations, fraud, blackmail, funding terrorism, terrorist financing, or malicious hacking, and You will not engage in misconduct that may cause damage to CoinCola’s reputation. We will report all criminal activities to the law enforcement agencies;
  13. You agree to pay the fees for services completed via the Site as defined under CoinCola’s published fee structure, which CoinCola may change from time to time;
  14. There are risks, associated with Internet-based system, such as the failure of hardware, software, and Internet connections and with the Blockchain Protocol, such as any malfunction, unintended function, unexpected functioning of or attack on the Blockchain protocol;
  15. You are responsible for maintaining adequate security and control of all codes or credentials that You use to access the services including but not limited to and or all usernames, passwords and two-factor authentication codes.
  16. You further guarantee that You will not:
  17. You shall take full responsibilities and liabilities for your behaviours at all times when using CoinCola services and CoinCola reserves the rights to claim damages against you.

Identity Verification

With the aim to ensure CoinCola remains a safe and reliable platform for all of our users we may require you to verify your identity to access part of the services we offer. Identity verification may be required when you create advertisements, pass certain trade volume limits, during trade disputes, fraud investigations, and to ensure account ownership. As part of our ID verification process we require you to provide us with your full name as well as documents and photographs that verify your identity.

In certain situations, we may require enhanced identity verification. This may include facial recognition, or requirements to verify details or sources of funds regarding payments you have made or received during trades on CoinCola as well as digital currency transactions that you’ve sent or received from your CoinCola account.

ID verified accounts have a clear owner which makes it easy to return access to you if you lose all access to your account. It is very hard or impossible to return access to accounts that are unverified, even if you know your username, as it is difficult to identify the original account owner.

When it is necessary, we may further request you provide such information for our partners, banks in cooperative relationships, or establish an account in such banks to comply with our Know Your Customer (KYC) and anti-money laundering policy.

If any holder of account on the Site (“Member”) violates any provision in the Terms, his or her account, and the Service on the Site is likely to be frozen, cancelled or terminated, and the Member will be held liable for damages to CoinCola or losses incurred to other Members.

Account Management

The Site provides an online platform to facilitate trading for virtual digital currency transaction between buyer and seller. CoinCola is not a party to the contract of such transaction or any other contract between buyer and seller, and CoinCola bears no legal liability for these contracts. Both parties shall take full responsibility arising from their contract and information regarding the publication of their trade. CoinCola is not involved in any members’ transaction and does not guarantee or otherwise acquiesce to guarantee any performance of such transaction. In the event shall disputes arise, buyers and sellers are responsible for resolving the disputes. However, if CoinCola receives complaints or obtains any knowledge regarding any members being involved in fraud, transaction disputes or illegal misconduct, CoinCola has the right to adopt necessary measures to protect its rights as well as rights of other members.. CoinCola can freeze the accounts involved in suspicious activities, screen out members and information or content provided by members. CoinCola reserves the right to remove any content or information provided to the Site anddoes not ensure members will be able to complete transactions.

CoinCola is highly concerned about the security of the Site and our Service. By registering on CoinCola website, you agree to provide your latest and accurate personal information, and also agree to continue to update such information. You acknowledge you will not allow any others access into your account on the Site at any time.

In the event you establish or access to a CoinCola account without using the interface provided by CoinCola, your account, Service, and transaction will be immediately suspended. Any intent to or assistance in carrying out misconduct by using an account, whether by using instruction manuals, software or tools will also result in termination of such account. Apart from terminating such account, CoinCola may also take further actions to counter such violation.

You are also responsible for the maintenance of the security of your account information, including your password and transaction record. You shall ensure the safety and confidentiality of your login credential, and prevent any unauthorized access to your account. If CoinCola learns of any suspicious activity in your account, we may exercise the right to freeze your account, and request additional information from you, including verification documents, for our further procedures. You are obligated to comply with such safety requests and agree for us to freeze your account. If you learn of any unauthorized use of your account or password, or violation of confidentiality agreement, please inform CoinCola immediately via email [email protected]. Any member who violates such rules is subject to termination of the account, and bears the damages and legal liability to CoinCola and/or any other affected Members of the Site.

You agree and acknowledge you will not carry out any forms of criminal conduct by using the Service, including but not limited to money laundering, illegal gambling, financing terrorism or malicious hacking activity.

Limitation, Suspension, and Termination of Your User Account

You can terminate the agreement with CoinCola, close your account, and complete any unfinished transactions any time you wish.

You also agree CoinCola has the right to, limit, suspend, or terminate your account or access to the services that we provide to you promptly following the occurrence of any matter set forth below,

  1. Trying or assisting others to access other members’
  2. account on the Site without authorization;
  3. Having registered two or more than two accounts simultaneously, or providing account for third party's use with or without compensation;
  4. Making changes, deleting or demolishing data, content and equipment on the Site or causing adverse effect on the Site's business operation by using robot account or other method;
  5. Modifying, deleting or collecting others’ personal information without authorization by taking advantage of any existing defect of the Site, sabotaging or trespassing the security system;
  6. Carrying out unlawful misconduct, including money laundering, illegal gambling, financing terrorism or other criminal activity;
  7. Violation of the terms and conditions of use;
  8. Defaulting on payment or conducting fraudulent transaction;
  9. Difficulties in operation;
  10. Make available content that is obscene, pornographic, racist, abusive, harassing, and threatening or is offensive, or behave in a way that libels, defames, stalks or invades privacy of other persons.

In the event when CoinCola takes legal action at the request of any governmental authority or pursuant to the law, the matter shall be determined at CoinCola’s sole discretion.

You further agree that CoinCola can terminate or suspend access to your account and the Site any time upon its sole discretion. If CoinCola reckons that any member may cause any legal liability, or any member's conduct does not conform to the purpose of the Site (CoinCola has sole discretion on this matter) it can exclude such member from the site by taking legal or technical measures. CoinCola shall not be held liable for unilaterally suspending member's account or restricting member's access to the Site to any member or third party. Such suspension or restriction shall not affect the accounts payable accrued in past transaction or settlement of existing transaction. While your account is terminated or suspended, CoinCola has the right to cancel or suspend ongoing transactions in such account, and CoinCola shall not be held liable for any loss or damages arising from such cancellation or suspension.

Frozen Account

CoinCola may freeze, cancel or terminate any transaction or your account on the Site if any suspicious activity is detected in your account, or under the following circumstances:

  1. Upon request of the government authorities in accordance to the law;
  2. Upon suspicion of fraudulent activities or law violations;
  3. When a mistake is found in the fund of the Members’ account or at the request of the money transfer service supplier;
  4. Notification from one of the other Members about trades;
  5. Your violation of the Terms;
  6. Your use or misuse of the Site or the Service;

CoinCola may request additional information from you (including verification documents); it is your obligation to satisfy the foregoing security requirements, or accept the suspension or termination imposed by the Site. In the event of any unauthorized use of the account or password on the Site, please inform CoinCola by emailing [email protected].

Limited Right of Use

CoinCola grants you a limited, nonexclusive, non-transferable license to access and use the Site; however, CoinCola reserves the right to transfer all its rights, interests or obligations under these Terms to any person and these Terms shall continue to be in force and effect for the benefit of the successors and assigns of CoinCola.

You may access and use the Site solely for the intended functions of the Service and other approved purposes as expressly permitted by CoinCola. Any other use of the Site is expressly prohibited. When using the Site, you agree not to:

  1. Attack the Site or decompile, reverse engineer, disassemble or decrypt the Site, or attempt to derive the source code of the Site;
  2. Upload any material or the Site that contains computer viruses, Trojan horses or worms;
  3. Make any modification, adaptation, improvement, enhancement, translation, or derivative work to or from the Site;
  4. Use or attempt to use a web crawler on the Site;
  5. Violate any applicable laws, rules or regulations;
  6. Remove, alter, or obscure any proprietary notice of CoinCola, its suppliers, partners, or licensors;
  7. Cause a disproportionately large traffic on our infrastructure;
  8. Use the Site for any other purpose for which it is not designed or intended;
  9. Make the Site available over a network, or otherwise permitting access to or use thereof by multiple users at the same time;
  10. Gain or attempt to gain, unauthorized access to the Site, accounts of other users or any other component of the Service;
  11. Use the Site to send automated queries or commercial advertisements;
  12. Make any unauthorized use of proprietary information or intellectual property of CoinCola.

Intellectual Property Rights

Your log into CoinCola or use of any of the services offered by Coincola shall not be deemed as CoinCola’s authorization to transfer of any intellectual property to you.

You acknowledge and agree that software, program and content used or displayed on the Site, including but not limited to publication, image, file, information, data, structure of the Site, website layout, and website design are exclusively owned by CoinCola or others which are protected by intellectual property and applicable laws including but not limited to trademark, patent, copyright, and trade secret.

No one can use, modify, reproduce, broadcast, publicly display and distribute, publish, disassemble and decode, or participate in the transfer or sale of, create derivative works from, or in any other way exploit any of the Content, in whole or in part without proper authorization.

If you wish to use the aforesaid software, program or website content, you are required to obtain prior written notice from the Site or others. You will be held liable for damages to CoinCola (including but not limited to attorney's fee) in the event you violate such stipulation.

When a member uploads content to our Site (including but not limited to copyright, trademark or other contents), he or she gives a free license to CoinCola to use such content for the purpose of operating our Site and providing Service. Member shall guarantee all contents posted or uploaded to the Site do not infringe any third party's copyright, trademark and other rights or interest. If such infringement takes place, the Member shall be responsible for all civil and criminal liability, and CoinCola shall be held harmless and fully indemnified; if any loss occurs to CoinCola, the member shall also liable for damages to CoinCola (including but not limited to attorneys’ fee). If any third party informs CoinCola of the foregoing right infringement, CoinCola may remove the content in dispute.

Non-investment Advice and Risk

CoinCola may provide the prices, volatility, relevant news or other information about bitcoin or virtual digital currency. However, this should not be construed as investment advice but merely as an act of sharing information. You agree to not interpret the aforementioned data as investment advice.

The trading of goods and products, real or virtual, as well as virtual currencies involves significant risk. Prices can and do fluctuate on any given day. Due to such price fluctuations, you may increase or lose value in your assets at any given moment. Any currency - virtual or not - may be subject to large swings in value and may even become worthless. There is an inherent risk that losses will occur as a result of buying, selling or trading anything on a market.

Bitcoin trading also has special risks not generally shared with official currencies or goods or commodities in a market. Unlike most currencies, which are backed by governments or other legal entities, or by commodities such as gold or silver, Bitcoin and virtual digital currency is a unique kind of "fiat" currency, backed by technology and trust. There is no central bank that can take corrective measure to protect the value of Bitcoins and virtual digital currency in a crisis or issue more currency.

Instead, Bitcoin and virtual digital currency is an as-yet autonomous and largely unregulated worldwide system of currency firms and individuals. Traders put their trust in a digital, decentralized and partially anonymous system that relies on peer-to-peer networking and cryptography to maintain its integrity.

Bitcoin and virtual digital currency trading is probably susceptible to irrational (or rational) bubbles or loss of confidence, which could collapse demand relative to supply. For example, confidence might collapse in Bitcoin because of unexpected changes imposed by the software developers or others, a government crackdown, the creation of superior competing alternative currencies, or a deflationary or inflationary spiral. Confidence might also collapse because of technical problems: if the anonymity of the system is compromised, if money is lost or stolen, or if hackers or governments are able to prevent any transactions from settling.

There may be additional risks that we have not foreseen or identified in our Terms of Business.

You should carefully assess whether your financial situation and tolerance for risk is suitable for buying, selling or trading Bitcoins or any other virtual digital currency.

Disclaimer

We provide our Service in current condition for your use, and CoinCola reserves the right to partially or completely modify the contents of the service at any time. CoinCola does not expressly, imply or legally warrant, assert or state any guarantee regarding, including but not limited to, quality, performance, non- infringement, merchantability, fitness for a particular purpose, or any guarantee deriving from the course of transaction, practices or industrial guides. Subject to the foregoing, to the fullest extent of applicable law, CoinCola does not guarantee that the Site, the Service and the content within the Service are accessible, non-interruptible, promptly provided, safe and reliable, correct, and complete. It also does not guarantee that any defects (if any) will be corrected, or the Site and the server is clear of any virus, bug, program lock, deadly device, Trojan Horse, routing, trap door, time bomb or any other malicious code, directive, program or component.

You shall have responsibility to ascertain whether the information you upload or publish is correct, and adopt pre-cautionary measures including backing-up the archive. CoinCola is not responsible for any damages resulting from your use or inability to use the Site or the Service, and bears no obligation of notification. In the event any mistake occurs while handling your transaction, CoinCola has the right to correct, remove, withdraw or delete the affected transaction, and CoinCola will not be held liable for any damages caused to you.

You understand CoinCola does not conduct prior review for content on the Site and has no comprehensive control over member's activities on the Site; thus, you agree to use your own judgement and bear all risk regarding any content on the Site, including the correctness, completeness and practicality of such content. However, CoinCola has the discretion to remove any content violating the Terms or any content that causes displeasure in others. You acknowledge and agree that CoinCola has the right, to the extent reasonable and necessary, to preserve the content on the Site and disclose to the government authority, judicial police, custodian of minors and relevant members, for the following purposes:

  1. At the request of applicable law or government authority;
  2. Necessary to provide the Service on the Site;
  3. Necessary to prevent others’ rights from substantial impairment;
  4. To prevent users’ and the public's life, body, freedom and rights from imminent danger;
  5. To determine liability in a transaction dispute, CoinCola is permitted to provide relevant transaction information;
  6. Other circumstances CoinCola deems necessary.

CoinCola has the right to temporarily or permanently modify or terminate the Service on the Site (partially or completely) and shall not be held liable to you or any third party. You acknowledge that, within the fullest extent provided by applicable law, you shall personally bear the risk related to using the Site, the Service, or its efficacy.

CoinCola has no control and in the fullest extent of applicable law, does not guarantee the matters set forth:

  1. The purpose, existence, quality, safety or legality of virtual digital currency provided through the Site.
  2. The capability of buyers to sell virtual digital currency, and sellers to make payment. You agree to bear the risk of dispute arising from using CoinCola, and hold CoinCola, and other relating parties harmless and indemnified regarding other claims, request or damages concerning such disputes.

CoinCola does not own or control any of the underlying software through which virtual digital currency are created and transacted, such as blockchain technology. CoinCola does not make any guarantee of the functionality, security or availability of such software or technology.

Although CoinCola uses commercially reasonable methods to provide exchange rate information to you through the Service, such information may differ from prevailing exchange rates made available by third parties. Moreover, the actual market rate at the time of your trade may be different from the indicated prevailing rate depending on the velocity of trading in the virtual digital currency involved in your trade. CoinCola hereby disclaims all responsibility for any loss or damage arising from or relating to price fluctuations, latencies or differences in actual versus indicated prevailing rates.

Third-Party Content and Services

This website may provide content of a third party or links to other external links, which may link to websites operated or marketed by other businesses. However, this does not imply that CoinCola is associated with such businesses. CoinCola does not control and endorse or guarantee the accuracy and intactness of the contents of a third party and its websites. CoinCola is not responsible for the contents, privacy policies and practices of third-party websites. You shall bear any direct or indirect damages or losses arising out of your reliance on any content, product or services of such website or source, and CoinCola is not liable for such losses. CoinCola has no obligation to ensure that the links lead to completely risk-free websites. Sites other than this website may involve legal or other actual risks and you should take precautions to ensure that the website you opt to use is free of viruses, malicious programs, or other similar programs.

Safety Guarantee

You shall be mindful of not disclosing or allowing others to access or use your account number and/or password. You shall also ensure that regardless of whether intentional or incidental, you do not disclose, provide your username and/or password to another person or cause such person to such use, and that you keep your account and password confidential. Please do not employ information that is easily distinguished, e.g., your birthday, telephone number, or other identifiable letters of your name as your account or password. It is your responsibility to notify CoinCola immediately if you deem your account and/or password is disclosed to others, lost or stolen.

Taxation and Indemnification

Members acknowledge and agree that all tax liabilities associated with the sale of virtual digital currencies shall be borne by both the buyer and the seller in accordance with relevant laws, and CoinCola does not provide any legal or taxation advice. In addition, given that tax laws and regulations may be updated at any time, members shall immediately seek professional advice should he or she encounter any doubt. All tax related issues that you come across during transactions with CoinCola are dealt in accordance with relevant laws such as Tax Law of the Hong Kong SAR. At the request of the tax authorities, this website shall provide the information of this website's users or withhold taxes of same.

You shall be responsible for any litigation, incurred liability for compensation, litigation costs, requests for compensation and any direct or indirect loss of CoinCola resulting from your breaching of these Terms. You shall compensate all loss (attorneys' fees included) suffered by CoinCola and its shareholders, employees, agents, affiliates and co-manufacturers.

You agree to indemnify and hold harmless CoinCola, its affiliates, contractors, licensors, and their respective directors, officers, employees and agents from and against any claims and damages (including attorneys’ fees, fines or penalties imposed by any regulatory authority) arising out of your breach or our enforcement of this Agreement. This shall also apply to your violation of any applicable law, regulation, or rights of any third party during your use of the CoinCola Service.

Complaints and Resolution

Members may utilize the complaint function to complain to CoinCola of any disputes while using CoinCola’s services. Depending on the result of CoinCola’s investigation into the complaint, CoinCola may, in its sole discretion, decided to cancel a buyer's order, release a seller's virtual digital currency, freeze Members’ account, lock Members’ virtual digital currency, remove advertisements, ban transactions, ban the redemption of virtual digital currency, or any other measures CoinCola deems necessary. CoinCola shall have final say in the resolution of the complaint, and the Members shall have no objection.

In the event any Member engages in fraud or any other unlawful act and is being investigated by the police or other law enforcement or judicial agency, CoinCola will provide transaction records and the personal information (including personal identification card, bank account information that is on record) of the accused to the police or other law enforcement or judicial agency.

Where we fail to provide the Services or delay in providing such Services due to information network equipment maintenance, information network connectivity failures, errors in computer, communications or other systems, power failures, weather conditions, unexpected accidents, industrial actions, labour disputes, revolts, uprisings, riots, lack of productivity or production materials, fires, floods, storms, explosions, wars, failure on the part of banks or other partners, collapse of the digital asset market, actions by government, judicial or administrative authorities, other acts that are not within our control or beyond our inability to control, or due to causes on the part of third parties, we shall not assume any responsibility for such failure to provide service or delay in providing services, or for the resultant loss you may sustain as a result of such failure or delay.

Severability

If any provision of these Terms is deemed unlawful, void or unenforceable, then that provision shall be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions.

Entire agreement

These Terms and any policies or operating rules posted by CoinCola constitute the entire agreement and understanding between you and CoinCola, and supersede any prior agreements, communications and proposals, in any form, between you and CoinCola (including but not limited to any prior version of these Terms).

If you have any question or comment on these Terms, or if you are aware of any violation of these Terms by CoinCola’s affiliates, please contact CoinCola at: [email protected]

NOTE : Where there are discrepancies in other languages, English version shall prevail.