Exchange

User Agreement - Alpha5


This document is a User Agreement ("Agreement") between you (“You”, “User”) and Alpha Five Trading Limited (“Alpha5”, “we”, “us”) a company incorporated as an International Business Company in the Republic of Seychelles, having company number 215484. If you create or use a corporate account, this Agreement applies both to the entity named in the account as well as each individual who operates or takes any action on the account. This Agreement governs your use of the services provided by Alpha5. By creating an account on alpha5.io, or accessing trading via API (collectively “Services”), you agree that you have read, understand, and accept all of the terms and conditions contained in this Agreement and our Privacy Policy and KYC Policy. If you do not accept the terms and conditions of this user agreement, do not access the site and do not use the Services. This Agreement, together with any other addenda, terms and conditions or documents expressly incorporated herein constitute the entire agreement between the parties. In the event of any inconsistency between this Agreement and any of the other addenda, terms and documents, the provisions of this Agreement will prevail.

Introduction

This document is a User Agreement ("Agreement") between you (“You”, “User”) and Alpha Five Trading Limited (“Alpha5”, “we”, “us”) a company incorporated as an International Business Company in the Republic of Seychelles, having company number 215484. If you create or use a corporate account, this Agreement applies both to the entity named in the account as well as each individual who operates or takes any action on the account. This Agreement governs your use of the services provided by Alpha5. By creating an account on alpha5.io, or accessing trading via API (collectively “Services”), you agree that you have read, understand, and accept all of the terms and conditions contained in this Agreement and our Privacy Policy and KYC Policy. If you do not accept the terms and conditions of this user agreement, do not access the site and do not use the Services. This Agreement, together with any other addenda, terms and conditions or documents expressly incorporated herein constitute the entire agreement between the parties. In the event of any inconsistency between this Agreement and any of the other addenda, terms and documents, the provisions of this Agreement will prevail.

1. ELIGIBLE USERS

Alpha5 reserves absolute discretion to create an account, decline to create an account, suspend or terminate the account any for any person or entity for any reason whatsoever. If you are registering to use the Services as an individual, you must be at least 18 years of age. You are prohibited from accessing the Services if you are a citizen or resident of, or currently located in the United States, Cuba, Crimea and Sevastopol, India, Iran, North Korea, Syria, or Sudan or any other jurisdiction that is subject to embargo by the United States. If Alpha5 determines, in its sole discretion, that you have breached this term of the Agreement, we may suspend or close your account without further notice to you, including closing all open positions, and require you to withdraw all BTC within a reasonable period of time not less than 10 Business Days. YOU MUST NOT ATTEMPT IN ANY WAY TO CIRCUMVENT ANY OF THE ABOVE LOCATION AND ACCESS PROHIBITIONS, INCLUDING USING A VIRTUAL PRIVATE NETWORK TO MODIFY YOUR INTERNET PROTOCOL ADDRESS. By accessing and using the Services you represent and warrant that you are not in breach of the foregoing obligations If you are registering to use the Services on behalf of a legal entity, you represent and warrant that the legal entity is duly organized and validly existing under the laws of the jurisdiction of its organization; (ii) you are duly authorized by the legal entity to act on its behalf.

2. YOUR OBLIGATIONS

By accessing and using the Services, you represent, warrant and undertake that:

3. PROHIBITED USE

You must not, in relation to the Services,

4. RESTRICTIONS ON USE, SUSPENSION AND TERMINATION

Your use of the Services may be subject to restrictions or limits on trading volume, transaction volumes, deposit and withdrawal volumes, API call frequency and any other limitations that we determine in our absolute discretion are necessary for the secure and compliant functioning of the Services and your account. We may suspend any account in the event that we suspect or have reason to believe you are engaged in suspicious trading or other activity or have breached any of the above warranties or other provisions of this Agreement. This may result in the unwinding of any trades you have entered into. We expressly exclude any losses or profits you would have made as a result of us closing your trade positions early or you not being able to trade and you agree to indemnify us completely against any third party action resulting from your conduct or us having to close your positions early. Whilst your account is frozen we will conduct an investigation and may require you to cooperate with our enquiries. During the investigation stage you will not be able to make deposits or withdrawals to your account nor will you be able to trade. At the end of the investigation we may, at our own discretion, decide to close your account for which we are not required to provide you with any reasons for the same.

5. ACCESS TO SERVICES

Alpha5 makes no guarantee that the website will be uninterrupted or error free. Among other things, the operation and availability of the Alpha5 platform can be unpredictable and may from time to time be inaccessible. Alpha5 is not in any way responsible for any such interference that prevents your access or use of the Services. Alpha5 reserves the right to revise and/or discontinue any or all Services for any reason, without prior notice. You acknowledge, agree and understand that none of the Services amount to investment advice or any marketing, or promotion or offer of any product or investment to you or any third party. You are solely responsible for any losses, damages or costs resulting from your reliance on any data or information that Alpha5 may provide in connection with your use of the Services. You will make your own independent decision to access or use the Services. To the maximum extent permitted under Applicable Law, the Services and any product, service or other item provided by or on behalf of the Alpha5 are provided on an “as is” and “as available” basis and the Alpha5 expressly disclaims, and you waive, any and all other warranties of any kind, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, title or non-infringement or warranties arising from course of performance, course of dealing or usage in trade. Without limiting the foregoing, the Alpha5 does not represent or warrant that the Services are accurate, complete, reliable, current or error-free, or free of viruses or other harmful components. Alpha5 will make reasonable efforts to ensure that the Services are available to you. However, access to the Services may be disrupted from time to time due to necessary maintenance, technical issues, network and system overloads or events outside of Alpha5’s control. Alpha5 will use commercially reasonable efforts to avoid downtime of the Services during anticipated peak hours, but assumes no liability (whether for trading-related losses or otherwise) if the Services or any part thereof are unavailable at any time or for any period. Alpha5 shall not have any liability, contingent or otherwise, to you or to any third parties, for the correctness, quality, accuracy, security, completeness, reliability, performance, timeliness, pricing or continued availability of the Services (including the Services) or for delays or omissions of the Services, or for the failure of any connection or communication service to provide or maintain your access to the Services, or for any interruption in or disruption of your access or any erroneous communications between the Alpha5 and you, regardless of cause; You must immediately notify Alpha5 in the event that you become aware of any of the Services malfunctioning or a trading error occurring or if you otherwise experience any material malfunction or other connectivity problem that adversely affects your access to or use of any Services. You must choose a strong, secure and unique password for your account on Alpha5. You must not use that password for any other services or websites. Alpha5 accepts no liability whatsoever for any losses arising due to your use of a password that is not sufficiently secure, or due to your intentional or unintentional disclosure of your password to any third party, howsoever caused.

6. DEPOSITS AND WITHDRAWALS

All deposits and withdrawals are subject to the limitations imposed by our KYC Policy. By making a deposit, you acknowledge and agree that your deposit is subject to those limits, and that you may be prevented from withdrawing BTC unless and until you complete verification and provide all required information and documents under the KYC Policy By providing and/or using a withdrawal address, you represent and warrant that you have full legal ownership and control over that address, and that your use of that address or the withdrawn BTC will not breach any applicable laws or regulations in any jurisdiction. All deposits, withdrawals and whitelisted addresses that you provide are subject to transaction monitoring, screening and blockchain analysis in order to detect any suspicious transactions. Alpha5 reserves the right to block or refuse to process any inbound deposit where we suspect the funds have originated from prohibited jurisdictions or sources associated with illegal or unlawful activity including bitcoin tumblers, coinjoin, laundries, darknet markets, illegal gambling, ransomware, money laundering or terrorism financing. Any such deposits will not be available for use on Alpha5. Where required by law, regulation or instruction from a government agency, Alpha5 will report suspicious transactions to the appropriate government agency including regulatory or law enforcement bodies. When you send bitcoin from an external address to your Alpha5 accounts, you are solely responsible for executing the transaction properly, including payment of sufficient network or miner’s fees in order for the transaction to be successful. Insufficient network fees may cause your deposit to remain in a pending state outside of our control and we are not responsible for delays or loss incurred as a result of an error in the initiation of the transaction and have no obligation to assist in the remediation of such transactions. Alpha5 retains the right to perform checks on inbound transactions including a sufficient block height of confirmations following the transactions, in Alpha5’s sole discretion. Alpha5 is not liable for any delays or consequential losses you may incur during confirmation of an inbound transaction

7. TRADING ON ALPHA 5

Alpha5 supports trading in a number of synthetic contracts that are based on a reference price of the underlying asset, BTC. Trading of each contract is subject to the specifications of that contract. By placing an order for a contract, you represent and warrant that you have read and understand the specifications of the contract and the unique risks associated with trading the contract. A detailed specification of each contract can be found at www.alpha5.io/markets-fees

8. FEES

You acknowledge and agree that, by using the Services, fees will apply. Current fees are set forth at www.alpha5.io/markets-fees Alpha5 retains the right to revise and update the applicable fees at any time at its sole discretion. Any such revision or updates to the fees will apply prospectively to any transactions that take place following the time that the updated fee is published. Alpha5 may offer differential fees and pricing models based on trade size, value, provision of liquidity or any other factor we determine. We may offer discounted fees and/or incentive payments to one or more market participants (“Designated Market Makers”) based on their contribution to market liquidity.

9. MARGIN REQUIREMENTS AND LIQUIDATIONS

Trading on Alpha5 is subject to collateral and margining requirements. It is your sole responsibility to ensure that your account meets these requirements at all times. These requirements can be found at www.alpha5.io/margin Alpha 5 operates a unique portfolio margining system across your entire account, taking into consideration the value at risk associated with all open positions on all markets in your account. MARGIN REQUIREMENTS ARE DYNAMICALLY ADJUSTED TO RESPOND TO MARKET CONDITIONS, AND MAY CHANGE AT ANY TIME. ALPHA5 RESERVES THE RIGHT TO CHANGE THE MARGIN REQUIREMENTS AT ANY TIME. If at any time your account fails to meet the maintenance margin threshold, your position may be fully or partially liquidated. Alpha5 will use best efforts to liquidate your position in a way that maintains as much of your position as possible while ensuring your account once again meets or exceeds the maintenance margin threshold. ALPHA 5 ACCEPTS NO LIABILITY AS A RESULT OF ANY CHANGE IN MARGIN REQUIREMENTS, ANY PARTIAL OR FULL LIQUIDATION, OPERATION OF THE LATE LIQUIDITY POOL AND INSURANCE FUND. IT IS YOUR SOLE RESPONSIBILITY TO ENSURE THAT YOUR ACCOUNT IS SUFFICIENTLY COLLATERALIZED.

10. INSURANCE FUND

The Insurance Fund is held by Alpha5 for the benefit of users, specifically to cover any margin shortfalls which are not covered by standard liquidation procedures.

For a position which falls to or below the necessary margin threshold:

Alpha5 will fully liquidate the position on the market

  1. If the realized amount from fully liquidating a position still results in a shortfall, the balance will be taken from the insurance fund, up to 35% of the Insurance Fund’s total value.
  2. If there is still a shortfall after applying the Insurance Fund, then the balance will be taken from the 50% of the traders with the highest realized and unrealized profit and loss across all of their positions in the past 24 hours, in equal proportions.

Alpha5 reserves a certain trading fee for liquidations for the benefit of the Insurance Fund

The Insurance Fund is held for the benefit of the holders of Alph5 Token (A5T) at any given time. Alpha5 itself does not have any direct interest in the assets held in the Insurance Fund, except to the extent and in the capacity that Alpha5 holds A5T in its own right. Alpha5 will take all reasonable steps to ensure the security of the Insurance Fund and in no event will Alpha5 use the assets in the insurance fund for its own purposes.

11. RISK DISCLOSURES

Trading on Alpha5 may involve a number of risks, which may include the following risks. By trading on Alpha5 you represent and warrant that you are fully informed about these risks and accept full responsibility for any and all losses that you incur.

12. API ACCESS

It is your responsibility to protect and secure all of your API keys. You agree that any trading or other instructions received or undertaken through your account are deemed to be final and conclusive, and that we may act upon such instructions without any liability or responsibility attached to it. In connection with any APIs offered on or through the Services, you acknowledge and agree that we are permitted to share your data with any third parties that possess your unique API key and we may rely and act upon the instructions (including, but not limited to, instructions relating to order placement or the closing of positions) of any third parties that possess your unique API key, and we accept no responsibility or liability for any loss arising from the foregoing.

Alpha5 hereby grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license, to use the API solely for the purposes of trading on Alpha5. You agree to not use the API or data provided through the API for any other commercial purpose. You access and use the API entirely at your own risk, and Alpha5 will not be responsible for any actions you take based on the API. Alpha5 Trading may, at its sole discretion, set limits on the number of API calls that you can make, for example, to maintain market stability and integrity. You acknowledge and agree that if you exceed these limits, Alpha5 may moderate your activity or cease offering you access to the API (or any other API offered by Alpha5 ), each in its sole discretion. Alpha5 Trading may immediately suspend or terminate your access to the API without notice if we believe you are in violation of this Agreement or any other agreement which may be in place between you and Alpha5 related to your use of the API.

13. PRIVACY

All information and documents you provide to us is subject to our Privacy Policy, terms of which can be found at www.alpha5.io/privacy You and Alpha5 each agree to be bound by the Privacy Policy

14. TAXES

You acknowledge and agree that it is your responsibility to determine your tax liability for any transactions that you conduct using the Services. You are solely liable for any taxes which arise due to your use of the Services, and to withhold, collect, report and remit the correct amounts of taxes to the appropriate tax authorities.

Alpha5 is not liable to collect or withhold any taxes on your behalf or to calculate or estimate any tax liability for you. Alpha5 will provide your transaction history.

15. LIMITATION OF LIABILITY

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT ALPHA 5 AND OUR AFFILIATES AND SERVICE PROVIDERS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES, AND REPRESENTATIVES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICES, THE COST OF REPLACEMENT SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES; UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA OR ANY OTHER MATTER RELATING TO THE SERVICES.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICES OR WITH THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICES AND CLOSE YOUR ACCOUNT. THE SERVICES ARE PROVIDED “AS IS” AND WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS OR IMPLIED. ALPHA 5, OUR AFFILIATES, AND OUR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES, AND SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. ALPHA 5 MAKES NO WARRANTY THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR (III) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU WILL MEET YOUR EXPECTATIONS.

16. INTELLECTUAL PROPERTY

Alpha5 grants you a limited, non-exclusive, non-sublicensable, and non-transferable license, subject to this Agreement, to access and use the Services solely for approved purposes as determined by Alpha5. Any other use of the Services is expressly prohibited. Alpha5 and its licensors reserve all rights in the Services and you agree that this Agreement do not grant you any rights in, or licenses to, the Services except for the limited license set forth above. Except as expressly authorised by Alpha5, you agree not to modify, reverse engineer, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works based on the Services, in whole or in part. If you violate any portion of this Agreement, your permission to access and use the Services may be terminated pursuant to this Agreement. You may not copy, imitate, or use them without Alpha5’s prior written consent. All right, title, and interest in and to the Site, any content thereon, the Services, and any and all technology or content created or derived from any of the foregoing is the exclusive property of Alpha5 and its licensors.

All Intellectual Property Rights relating to the Services, all the material used on the Services and the Services including, but not limited to, design, structure, layouts, graphical images and underlying source code belong to the Alpha5. All rights are reserved.

You acknowledge that, except as otherwise agreed between the parties in writing, all Intellectual Property Rights of the Alpha5 in the Services and the Services shall remain with the Alpha5.

You are not granted any right to use, and may not use, any of the Alpha5’s Intellectual Property Rights other than as set out in this Agreement and subject to the following conditions:

  1. a) you may only view and use the Services and the Services (or any part of it or its contents) for your own personal use and may not copy, reproduce, republish, upload, repost, modify, transmit, distribute or otherwise use the Services and the Services (or any part of it or its content) in any way for non-personal, public or commercial use without the prior written consent of Alpha5. All restrictions relating to use of the Services and the Services in this Agreement shall apply to data available through any APIs;
  2. b) you may not remove or modify any copyright, trademark or other proprietary notices that have been placed in any part of the Services; and
  3. c) you may not use any data mining, robots or similar data-gathering or extraction methods.

17. GENERAL

If you breach any of the terms of this Agreement, Alpha5 reserves the right to seek any and all legal remedies allowable by law to remedy the violation. These may include restricting any activity in your account, suspending or closing your account or otherwise blocking your access to the Services.

We reserve the right to change, add to or remove any part of this Agreement, at any time, for any reason in our absolute discretion. It is your responsibility to review the amended Agreement each time you access the Services. By continuing to use the Services you accept and agree to the changes, and that all subsequent transactions by you will be subject to the amended Agreement.

Any failure or delay by the Alpha5 to enforce any of the Terms or exercise any right under the Terms will not be construed as a waiver to any extent of our rights.

Neither party is liable for delay in meeting its obligations due to any cause outside its reasonable control including acts of God, riot, war, malicious acts of damage, fires, electricity supply failures and government authority and edicts.

Should any provision of this Agreement be held to be void, invalid, unenforceable or illegal by a court, the validity and enforceability of the other provisions shall not be affected. If any provision is determined to be unenforceable, you agree to an amendment by Alpha5 of such provision to provide for enforcement of the provisions intent, to the extent permitted by applicable law.

The Terms and any non-contractual obligations arising out of or in connection with them are governed by and construed in accordance with the laws of the Republic of Seychelles.

The courts of the Republic of Seychelles have non-exclusive jurisdiction to settle any dispute arising from or connected with this Agreement (including a dispute relating to the existence, validity or termination of this Agreement or the consequences of their nullity or any non-contractual obligation arising out of or in connection with this Agreement).

Should any provision of this Agreement be held to be void, invalid, unenforceable or illegal by a court, the validity and enforceability of the other provisions shall not be affected. If any provision is determined to be unenforceable, you agree to an amendment by Alpha5 of such provision to provide for enforcement of the provision’s intent, to the extent permitted by applicable law.

18. CONTACT US

If you have any questions relating to this Agreement, your rights and obligations arising from this Agreement and/or your use of the Services, your account, or any other matter, please contact info@alpha5.io