1. Introduction

This is a contract between you and each of:

Royalbird Trade Limited (“Ryalbird”), a company organised and existing under the laws of Sesel and having its principal place of of business at F20, 1st Floor, Eden Plaza, Seychelles,  and

Royalbird Trade Limited (“Ryalbird”), a company organised and existing under the laws of Hong Kong and having its principal place of of business at WORKSHOP 60, 3/F, BLK A, EAST SUN IND CTR NO. 16 SHING YIP ST KWUN TONG HONG KONG,  together “Huacool”

1.1 In this document, references to HuaCool/we/our/us are to HuaCool Ltd and/or HuaCool HK depending on the services being discussed. At all times, any handling or delivery of Cryptocurrency will be carried out by HuaCool Ltd, and any handling or dealing in any fiat currency will be carried out by HuaCool HK . At no time will HuaCool HK be responsible for the handling or delivery of, or provision of services in relation to, any Cryptocurrency. Any references to Customer/you/your are references to you as a customer of HuaCool and user of our services. Any references to the "Service" includes websites, APIs, or mobile applications

1.2 You agree that the liability of each of HuaCool  and HuaCool HK under this Agreement is several and not joint, and each of HuaCool Ltd and HuaCool HK shall be liable only for their own respective obligations under this Agreement, and any breaches by them of those obligations. This means that each of them are responsible to you for their own breaches of this Agreement, and not for each other’s breaches.

1.3 Please read this document carefully, as it sets out the terms and conditions on which HuaCool will provide services to you through our websites, Application Programming Interfaces (“APIs”), or mobile applications (together our “Site”).

1.4 By signing up to create an Account with HuaCool and use our Services, you agree that you have read, understood, and accept all of the terms and conditions contained in this Agreement, as well as our Privacy Policy and Cookie Policy. 

1.5 This Agreement will govern the use of the Services provided by HuaCool. By using the Services you agree to be bound by the terms and conditions of this Agreement. If you do not agree to any of the terms in this Agreement, or any subsequent modification to this Agreement, you will not be permitted to use the Services and your Account with us will be closed.  This Agreement will come into effect when you confirm electronically that you agree to it. We recommend that you retain a copy of this Agreement and transaction records. 

1.6 Use of cryptocurrency may be illegal in some jurisdictions. It is your responsibility to know the regulatory requirements concerning transactions with cryptocurrency in your jurisdiction before using the Services.

1.7 For the purposes of this Agreement:

1.7.1 an “Account” means an online account created by you in order to access the HuaCool Services;

1.7.2  a "Business Day" means any day which is not a Saturday, Sunday or public holiday in the respective jurisdiction referred to at clause 1.1, and which the banks are open for business in such jurisdiction;

1.7.3 “Cryptocurrency” or “Cryptocurrencies” means a cryptographically secured digital representation of value or contractual rights that uses a form of distributed ledger technology and can be transferred, stored or traded electronically. The definition of Cryptocurrency also includes “right to, or interest in, the Cryptocurrency”; 

1.7.4 “Order” means a request for the Services;

1.7.5 “Partner” means third party firms who refer you to HuaCool in order to purchase and/or sell Cryptocurrencies;

1.7.6 “Partner Sites” means Partner’s mobile applications and websites; 

1.7.7 “Services” means to the purchase, sale and/or swap of Cryptocurrencies from HuaCool; and

1.7.8 “Wallet” means a secured digital facility in which Cryptocurrencies are held.

1.7.9 “NFT” means the blockchain asset defining a non-fungible token, on an underlying blockchain that represents ownership of images, videos, audio files, and other forms of media or ownership of physical or digital property.

1.7.10 “NFT Checkout" means the service offered by HuaCool that facilitates the purchase of NFTs with major fiat payment methods.

1.8 You have understood, acknowledged and accepted the following DISCLAIMER:

1.8.1 The risk of loss in trading or holding Bitcoin or any other Cryptocurrency can be substantial. You should therefore carefully consider whether trading or holding Bitcoin or any other cryptocurrency is suitable for you in light of your financial condition. In considering whether to trade or hold Cryptocurrency, you should be aware that the price or value of Cryptocurrency can change rapidly, decrease, and potentially even fall to zero. 

1.8.2 You acknowledge that HuaCool is not responsible for safeguarding or holding your Cryptocurrency, or any private keys or other security information to access your Cryptocurrency and that HuaCool is not responsible for any loss of Cryptocurrency resulting from theft, loss, or mishandling of Cryptocurrency private keys or other security information outside its control.  

1.8.3 Every purchase and sale of Cryptocurrency is effected on and confirmed by the respective network of that Cryptocurrency. The confirmation takes a period of time (usually less than one hour, but possibly one day or more). An Order is not complete until it is confirmed. Cryptocurrency associated with Orders that are in a pending state will be designated accordingly.

1.8.4 Notwithstanding anything to the contrary in this Agreement, if you are using the NFT Checkout and are purchasing an NFT from a third party, HuaCool may facilitate the purchase and delivery of the NFT to a Wallet.

1.8.5 We do not endorse any NFT in any way. We do not verify the authenticity and do not review (or approve) of any NFT. NFT sellers may make claims about intellectual property ownership, rarity and uniqueness, and value. It is solely your responsibility to investigate and determine the authenticity of any NFT you are considering buying, along with the accuracy of the claims made by the NFT seller. The NFT seller also determines the price, and that price may not be the true market value of the NFT. The rarity and true market value of the NFT may be subject to change, especially if minting is ongoing. HuaCool makes no representations with respect to any NFT to be purchased. You should not assume that purchasing an NFT gives you any legal rights beyond mere ownership of the underlying blockchain asset. HuaCool makes no representations as to any auxiliary rights, benefits or rewards supposedly accompanying any NFT.

1.8.6 A transaction between a buyer and a seller takes place in a peer-to-peer fashion on a public blockchain. We do not guarantee that you will receive your NFT, as there are a number of reasons why transactions may fail. For example, network congestion, a technical blockchain issue or another buyer purchases that NFT before your transaction completes on the blockchain. In case your transaction fails, HuaCool will pay for any gas fees included in the transaction.

2. Eligibility
2.1 To be eligible to use any of the HuaCool Services, you confirm that you are: 

2.1.1 at least 18 years old;

2.1.2 have sufficient capacity to enter into legally binding contracts; 

2.1.3 reside in a country in which the relevant HuaCool Services are accessible; and

2.1.4 willing to provide to us any current valid personal identification documents that we request 

2.2 The list of non-supported countries can be found here.

3. Services provided to you
3.1 Once you have completed the registration process (as set out at clause 4 below), HuaCool will provide the Services to you. 

3.2 When using the Services, you are buying Cryptocurrency from, or selling Cryptocurrency to, HuaCool directly. HuaCool does not act as an intermediary or marketplace between other buyers and sellers of Cryptocurrency. 

3.3 HuaCool will send / deliver Cryptocurrency  to the Wallet address indicated at the time of the Order subject to the conditions of this Agreement;

3.4 At no point during the purchase or sale, will HuaCool be in possession or in control of client funds. 

3.5 HuaCool does not host Wallets, and is not a custodian of your funds or assets; and

3.6 Orders through HuaCool  are executed individually, one by one. 

3.7 HuaCool DOES NOT facilitate or provide trading or investment or brokerage accounts or facilities, nor does HuaCool provide investment or any other financial advice.

4. Customer registration process
4.1 To use the HuaCool Services, you will need to register for an Account by providing your name, email address and accepting the terms of this Agreement. By using HuaCool Services, you agree and represent that you will use the HuaCool Services only for yourself, and not on behalf of any third party. Upon successful completion of the registration process, HuaCool will establish your Account. You are fully responsible for all activity that occurs under your HuaCool Account. We may, in our sole discretion, refuse to open a HuaCool Account for you, or limit the number of Accounts  that you may hold or suspend or terminate any Account, and are not required to provide you with the reasons for taking any such action. 

As part of the registration process, you must provide HuaCool with the information that is requested as part of the Account opening process to identify and verify your identity and for the detection of anti-money laundering, terrorist financing, fraud, or any other financial crime and permit us to keep a record of such information. You will need to complete certain verification procedures before you are permitted to start using the HuaCool Services.

4.2 The information we request may include certain personal information including, but not limited to, your name, address, telephone number, email address, date of birth, taxpayer identification number, government identification number, information regarding your bank account (such as the name of the bank, the account type, routing number, and account number) network status, customer type, customer role, billing type, mobile device identifiers (IMSI and IMEI) and other subscriber status details. In providing us with this or any other information that may be required, you confirm that the information is accurate and correct and you agree to keep us updated if any of the information you provide changes. We will treat this information in accordance with the data protection provisions of this Agreement, as set out at clause  13.

4.3 You authorise us to make enquiries, whether directly or through third parties, that we consider necessary to verify your identity or protect you and/or us against fraud or other financial crime, and to take action we reasonably deem necessary based on the results of such inquiries. When we carry out these enquiries, you acknowledge and agree that your personal information may be disclosed to credit reference and fraud prevention or financial crime agencies and that these agencies may respond to our enquiries in full. This is an identity check only and should have no adverse effect on your credit rating. Additionally, we may require you to wait some amount of time after completion of a transaction before permitting you to use further HuaCool Services and/or before permitting you to engage in transactions beyond certain volume limits.

4.4 Failure to provide any information that HuaCool reasonably requests from you pursuant to applicable money laundering laws and regulations after you have become a Customer shall be grounds for the suspension of the provision of Services to you (including access to your Account) and/or the termination of this Agreement. The nature and extent of the information you are required to provide may differ, for example, based on the Services provided to you under this Agreement and/or the means of payment you use.

4.5 Where you are referred to us by our Partners via Partner Sites, you will still be required to register for an Account with HuaCool and this Agreement will apply in full irrespective of any other terms you sign up to with our Partners. 

5. Transactions limits and enhanced due diligence
5.1 The use of all HuaCool Services is subject to a limit on the volume, stated in GBP, EUR or other fiat currency you may transact or transfer in a given period (e.g. daily). To view your limits, login to your HuaCool Account. Your transaction limits may vary depending on your payment method, verification steps you have completed and other factors. We reserve the right to change applicable limits as we deem necessary and where possible will provide advance notice to you, although in some cases this will not be possible and you will be informed after any changes to the applicable limits have taken place. If you wish to raise your limits beyond the posted amounts, you may submit a request at support@HuaCool.com. 

5.2 We may require you to submit additional information about yourself and provide additional records, if you wish to raise your limits ("Enhanced Due Diligence"). In our discretion, we may refuse to raise your limits, or we may lower your limits at a subsequent time even if you have completed Enhanced Due Diligence. 

6. Cryptocurrency orders
6.1 You will be able to purchase and sell (or swap) Cryptocurrencies (if in a supported region) from and to us, through our Site and through Partner Sites subject to the applicable fees and limits displayed during the purchase and sale flow. The price, exchange rate and amount of the Cryptocurrency that you wish to purchase or sell will be confirmed at the time that you place an Order with us.

6.2 Acceptance by us of an Order does not guarantee that you will receive the corresponding amount of Cryptocurrency or fiat currency. The Cryptocurrency Order  is conditional upon actual receipt by us of the funds from your credit or debit card (or in the case of a swap, the applicable Cryptocurrency), as well as payment of any applicable fees.

6.3 Subject to clause 6.2 and the Order being honoured by the Customer’s bank, card provider or other relevant party, Cryptocurrency purchases and swaps shall be credited to any Cryptocurrency Wallet, as provided by you at the time of the Order, as soon as possible once the Cryptocurrency purchase has been confirmed by the Cryptocurrency network. Once submitted to a Cryptocurrency network, a Cryptocurrency purchase will be unconfirmed for a period of time pending sufficient confirmation of the Order by the Cryptocurrency network. Cryptocurrency Orders  that are in a pending state will not be credited to the Wallet.

6.4 Subject to clauses 6.2 and 8, Cryptocurrency sales shall be debited to any Cryptocurrency Wallet, as provided by you at the time of the Order, as soon as possible once the Cryptocurrency sale has been confirmed by the Cryptocurrency network. Once submitted to a Cryptocurrency network, a Cryptocurrency sale will be unconfirmed for a period of time pending sufficient confirmation of the Order by the Cryptocurrency network. Cryptocurrency Orders that are in a pending state will not be debited to the Wallet. Once the Cryptocurrency sale is confirmed, fiat funds will be credited to the Customer’s bank, card provider or other relevant party. 

6.5 HuaCool may use a third-party payment processor to process any fiat payment between you and HuaCool.

6.6 Recurring Transactions. If you set up a recurring purchase or sale of Cryptocurrencies (a "Future Transaction"), you authorise us to initiate recurring electronic payments in accordance with your selected Cryptocurrency Order. Your Future Transactions will occur in identical, periodic instalments, based on your period selection (e.g., daily, weekly, monthly), until either you or HuaCool cancels the Future Transaction. This authorisation will remain in full force and effect until you change your Future Transaction settings or until you provide us with written notice via support@HuaCool.com. 

6.7 Please note that as part of accessing our Services, you may be required to sign up to separate and independent terms when using the Partner Sites and with any third-party payment processor.

7. Cryptocurrency storage 
7.1 HuaCool does not provide any Wallet or hold, safeguard or administer any private keys or other security information or Cryptocurrency for its Customers.  

7.2 When using the Services, you will be asked to provide us with the address for your Wallet by either:

providing a QR code which represents your Wallet address; 

manually typing your Wallet address; 

using a Wallet address automatically provided by a HuaCool partner; or

accessing your HuaCool Wallet.

7.3 It is your responsibility to provide us with a true, accurate and complete Wallet address when carrying out an Order. It is therefore important that the Wallet address that you provide for an Order is correct.  You understand and agree that HuaCool accepts no liability for you providing an incorrect or inaccurate Wallet address as part of an Order.  By providing a Wallet address to us, you confirm that this is the Wallet address that should be used for the relevant Order and we will not, and have no responsibility to, check whether you have provided a correct and accurate Wallet address for the Order.

7.4 You acknowledge and agree, without prejudice to any other terms in this Agreement, that you bear all of the risk of any loss of access to your Wallet(s) and any Cryptocurrencies contained in your Wallet(s). HuaCool does not control and is not responsible for the Cryptocurrencies in your Wallet(s). You are solely responsible for any Cryptocurrencies transferred to or from your Wallet(s) and we make no, and hereby disclaim all, representations, warranties, claims and assurances as to any such transactions. If you lose your keys to your Wallet(s), you may lose access to your Wallet(s) and any Cryptocurrencies contained in your Wallet(s). HuaCool is not liable for fluctuations in the fiat currency value of Cryptocurrencies in your Wallet.

7.5. HuaCool Wallet

As part of our Services, you may be able to create a HuaCool Wallet. You understand and agree that the HuaCool Wallet is a non-custodial wallet.

In order to create a HuaCool Wallet, you may be required to provide additional information including your phone number or email, and a one time password (“OTP”). You agree not to provide another person's phone number or email address. This HuaCool Wallet will be linked to your HuaCool account and is controlled by you.

When you create a HuaCool Wallet, a mnemonic phrase (aka a “seed phrase”) is created with random entropy on your device. This seed phrase is used to derive a cryptographic key pair. The resultant public/private key pair represents the HuaCool Wallet and ownership of the private key is evidence of your ownership of your HuaCool Wallet. The public key is visible to all participants of a blockchain’s network. This public/private key pair enables you to send and receive Cryptocurrencies on the relevant blockchain network. The private key is required to digitally sign transactions for any Cryptocurrency represented by the corresponding public key. HuaCool will not store your seed phrase or private key in its database. Instead, HuaCool utilises a dedicated and secure data centre from Amazon Web Services leveraging hardware security and proprietary technology to encrypt your seed phrase and automatically backup the encrypted wallet. 

You as the user retain control of your HuaCool Wallet and private key at all times. HuaCool will never request your private key. HuaCool can not directly access your seed phrase or private key. Only the email or phone number associated with the HuaCool Account can access the materials needed to decrypt the encrypted backup. This encrypted backup is only ever decrypted on your local device and is never sent or stored anywhere on the HuaCool servers. You may choose to backup and export your mnemonic phrase at any time. You may also request that HuaCool delete any encrypted backup of your mnemonic phrase. Please note that if you do export your mnemonic phrase, you are solely responsible for the security of your HuaCool Wallet and HuaCool can not be liable for any lost or stolen data. If there is additional two-factor authentication enabled, you may be required to authenticate with a second OTP in order to access your encrypted wallet backup.

Once authenticated you may initiate any wallet related transaction using the Services at any time. HuaCool does not sign messages on your behalf or control the HuaCool Wallet on your behalf. Once authenticated you, the user, can initiate any relevant blockchain transaction. HuaCool has no duty to inquire into or investigate the validity or accuracy of any transaction, though it may, at its sole discretion, inquire into or investigate such a transaction. You, the user, will be responsible for keeping your phone and/or email address secure and for any activity associated with your phone/email and your HuaCool Wallet. HuaCool will not be responsible if someone else accesses your phone/email and authorises a transaction upon receipt of an OTP. You should let HuaCool know immediately if your phone has been stolen and/or your phone or email has otherwise been compromised. 

HuaCool has no ability to access your seed phrase or any other raw private key information. We cannot unilaterally initiate a transfer of Cryptocurrencies or otherwise access Cryptocurrencies in your HuaCool Wallet

We are not your brokers, intermediaries, agents, advisors, or custodians, and we do not have a fiduciary relationship or obligation to you regarding any decisions in connection with a HuaCool Wallet or our Services. We are not responsible for any activities that you engage in when using your HuaCool Wallet, and you should understand the risks associated with Cryptocurrencies.

You are solely responsible for maintaining the security of your private keys and your HuaCool Wallet. You acknowledge and agree, without prejudice to any other terms in this Agreement, that you bear all of the risk of any loss of access to your HuaCool Wallet and any Cryptocurrencies contained in it. HuaCool does not control and is not responsible for the Cryptocurrencies in your HuaCool Wallet. You are solely responsible for any Cryptocurrencies transferred to or from your HuaCool Wallet and we make no, and hereby disclaim all, representations, warranties, claims and assurances as to any such transactions. If you lose your keys to your HuaCool Wallet, you may lose access to your HuaCool Wallet and any Cryptocurrencies contained in it. HuaCool is not liable for fluctuations in the fiat currency value of Cryptocurrencies in your HuaCool Wallet.

8. Transmission delays 
8.1 HuaCool will use good faith efforts to fulfil Orders at the time that you place such Order, including the applicable fee and costs. However, from time to time, it may be necessary for HuaCool to delay fulfilment of an Order until such time as we are able to execute the Order. In such cases, we will notify you prior to the completion of your Order both:

8.1.1 the amount of Cryptocurrency  you will receive; and

8.1.2 the price at the time (including associated fees and costs).

8.2 HuaCool does not have any control over transaction times for the Cryptocurrency Network and there may be instances where transaction times may take longer than usual.  As such, you accept the risk that an Order facilitated by HuaCool may be delayed and you confirm that you will not hold HuaCool responsible for any losses, damages or injury arising out of or related to such delay.

9. Cancellations and refunds
9.1 Once you have placed an Order has been made it cannot be cancelled or recalled. 

9.2 All Orders are final and cannot be refunded. 

9.3 Once an Order has been sent to the Cryptocurrency Wallet it cannot be recalled or retrieved under any circumstances.

9.4 You hereby agree that upon delivery, you will not be entitled to any credit or refund and all purchases, sales, and swaps of Cryptocurrency are final. HuaCool's obligation towards you will be absolutely discharged upon delivery of the Cryptocurrency  to your Wallet or fiat funds to your bank account and you shall have no claim or right against HuaCool upon such delivery.

9.5 Please also note that Cryptocurrency transactions are irreversible.  It is your sole responsibility to be vigilant of any fraud or mistake and to keep your private key safe.  HuaCool will not take responsibility to issue refunds, regardless of whether you were the victim of fraud, mistake or loss of private key.

9.6 If an order for a swap fails for any reason, including if we have to requote a swap quote to you because of price volatility and you reject the requote, then there will be an automatic refund to you, minus any applicable network fees.

10. Suspension, termination and cancellation
10.1 HuaCool may: (a) refuse to complete, or block or cancel transactions you have authorised,(b) suspend, restrict, or terminate your access to any or all of the HuaCool Services, and/or (c) deactivate or cancel your HuaCool Account with immediate effect for any reason, including but not limited to where:

10.1.1 we reasonably believe that we need to do so in order to protect our reputation;

10.1.2 we are, in our reasonable opinion, required to do so by applicable law, regulation or any court or other authority to which we are subject in any jurisdiction;

10.1.3 we reasonably suspect you of acting in breach of this Agreement;

10.1.4 we have concerns that a transaction is erroneous or about the security of your HuaCool Account or we suspect the HuaCool Services are being used in a fraudulent or unauthorised manner;

10.1.5 we suspect money laundering, terrorist financing, fraud, or any other financial crime;

10.1.6 use of your HuaCool Account is subject to any pending litigation, investigation, or government proceeding and / or we perceive a heightened risk of legal or regulatory non-compliance associated with your HuaCool Account activity; and / or

10.1.7 you take any action that may circumvent our controls such as opening multiple HuaCool Accounts or abusing promotions which we may offer from time to time.

10.1.8 you fail to provide on request such documentation as HuaCool (or any third party whose services we use in providing the Services to you under this Agreement) reasonably requires in order to comply with its obligations under applicable money laundering laws and regulations or otherwise to ensure the verification of your identity and/or funding sources to HuaCool satisfaction.

10.1.9 any Cryptocurrency Order is significantly larger in size;

10.1.10 HuaCool reasonably believes that it is necessary or desirable to do so in order to protect the security of the Account, including circumstances where any Account details may have been lost or stolen.

10.2 In the case of any such suspension, HuaCool shall make reasonable efforts to inform you about the withholding or suspension, provided that such disclosure:

10.2.1 is not in breach of any applicable law or regulation and does not contravene the instruction of any competent authority or regulator; and

10.2.2 would not compromise HuaCool's reasonable security measures.

10.3 HuaCool shall not be liable to you for any losses you may suffer as a result of any reasonable action it takes to suspend the Account or withhold settlement of a Cryptocurrency Order in accordance with this clause 10.

Where the reasons for HuaCool's actions under this clause 10 cease to exist, HuaCool may, at its discretion, either reinstate access to the Account and the Services and/or issue the Customer with new Account details and reserves the right to ask you to re-complete the Account opening procedures as outlined in this Agreement and to resolve any open issues with your Account before a restriction can be removed. 

Notwithstanding the above, we may suspend, restrict, or terminate your access to any or all of the HuaCool Services and/or deactivate or cancel your HuaCool Account, without reason by giving you one months’ notice. You acknowledge that our decision to take certain actions, including limiting access to, suspending, or closing your HuaCool Account, may be based on confidential criteria that are essential for the purposes of our risk management and security protocols. You agree that we are under no obligation to disclose the details of its risk management and security procedures to you. 

10.4 You will also be able to cancel your HuaCool Account, at any time and free of charge, and will only be required to pay for those Services used that are subject to charges. If any Order is in a pending status at the time your HuaCool Account is cancelled or suspended, such Order will be completed before cancellation is effected. You may not cancel your HuaCool Account to evade an investigation or avoid paying any amounts otherwise due to HuaCool.  

10.5 In the event that you or we terminate this Agreement or your access to the Services, or deactivate or cancel your HuaCool Account, you will remain liable for all amounts due under this Agreement prior to this, including all fees and charges. 

11. Fees
11.1 All fees payable under this Agreement are displayed prior to the purchase or sale of Cryptocurrency by using the Services, and shall be paid in the applicable  fiat  currency. Please note, our fees are made clear to you at the point of sale, and on this point you will be asked to confirm that you are clear about the fee and that in proceeding you agree to the fee prior to HuaCool executing the Order. 

11.2 HuaCool reserves the right to pursue any financial losses suffered due to you filing a chargeback procedure with your bank. These can include administration fees levied by the card acquirer and card schemes as well as the monetary value of the Cryptocurrencies.

12. Taxes
You are responsible for determining  whether, and to what extent, any taxes apply to any transactions associated with these Services, You must withhold, collect, report and remit the correct amounts of taxes to the appropriate tax authorities.

13. Data protection law
We are committed to keeping your personal information safe. We process personal information in accordance with applicable data protection legislation. Please read our privacy policy to understand how we use and protect the information you provide us (a copy of our privacy policy can be accessed here: https://www.HuaCool.com/legal/privacy_policy.

14. Liability
14.1 Neither HuaCool, nor any of its directors, employees or agents, shall be liable for any loss or damage sustained by you as a direct or indirect result of the provision by HuaCool of its Services, save that nothing in this Agreement shall exclude or restrict any liability of HuaCool resulting from: 

14.1.1 death or personal injury; 

14.1.2 for fraud, fraudulent misrepresentation or fraudulent misstatement; and/or

14.1.3 any statutory liability not capable of limitation.

14.2 HuaCool shall not in any event be liable for loss of profits, loss of opportunity, loss of business, loss of savings, loss of goodwill, loss of Cryptocurrency, claims by third parties, loss of anticipated savings (whether direct or indirect) or for any type of special, direct, indirect or consequential loss howsoever caused, even if caused by HuaCool’s negligence and/or breach of contract and even if such loss was reasonably foreseeable or HuaCool had been advised of the possibility of you incurring the same. 

14.3 HuaCool disclaims all liability associated with the use of Cryptocurrency, including:

14.3.1 unknown inherent technical defects;

14.3.2 regulatory or legislative changes; and

14.3.3 currency fluctuation.

14.4 HuaCool shall not bear any liability for any damage or interruptions caused by any computer viruses, spyware, scareware, Trojan horses, worms or other malware that may affect your computer or other equipment, or any phishing, spoofing or other attack. It is your responsibility to use  a reputable and readily available virus screening and prevention software. You should also be aware that SMS and email services are vulnerable to spoofing and phishing attacks and should use care in reviewing messages purporting to originate from HuaCool.

14.5 You indemnify and hold us,  our subsidiaries, members, directors, partners, officers, employees, contractors and agents harmless from and against any loss, liability, claim, demand, damages, costs, expenses (including legal fees) which may arise from or in connection with the Services, any content on the Services shared by you or other users, any third party websites or resources found through the services, any users of the services, or any breach of this Agreement, applicable laws or any law or regulation in any jurisdiction.

14.6 Except for the express statements set forth in this Agreement, you hereby acknowledge and agree that you have not relied upon any other statement or understanding, whether written or oral, with respect to you use and access of the HuaCool Services and Site.

15. Warranties and representations
15.1 By agreeing to this Agreement, you represent, warrant and undertake to us that:

15.1.1 you have full power and authority to enter into this Agreement;

15.1.2 you understand and acknowledge that we do not warrant that any of the Services available through our API are suitable or appropriate for your needs and that you must take your own independent legal and other advice on such Services;

15.1.3 you are entering into this Agreement as principal and not on behalf of any third party;

15.1.4 you will not violate any applicable laws by entering into this Agreement or receiving the Services provided under it;

15.1.5 you will not provide false, misleading or inaccurate information;

15.1.6 you will not facilitate any viruses, malware, worms, trojan horses or some other computer programming routines that may damage, corrupt, disrupt, misuse or gain unauthorized access to any data, system information or HuaCool services;

15.1.7 funds or Cryptocurrencies transferred to the Wallet or any sub-Wallet have been acquired lawfully;

15.1.8 you will not use an anonymizing proxy; use any, other automatic devices, spider or manual process to copy or monitor our websites without our prior written permission;

15.1.9 you will not harass and/or threaten our employees, agents, or other users;

15.1.10 you understand and acknowledge that while we make reasonable endeavours to ensure the accuracy of the information that we provide, and which in turn, is provided to you, neither we nor any of our directors, employees or agents make any representation or warranty, express or implied, as to the accuracy or completeness of such information;

15.1.11 any information provided by you to HuaCool under this Agreement is true, complete, accurate, up to date and not misleading; and

15.1.12 you shall provide all assistance reasonably requested by HuaCool to enable HuaCool to comply with its obligations under this Agreement.

15.2 The HuaCool Services are provided on an "as is" and "as available" basis, with no further promises made by us around availability of the HuaCool Services. Specifically, we do not give any implied warranties of title, merchantability, fitness for a particular purpose and/or non-infringement. We do not make any promises that access to the Site, any of the HuaCool Services, or any of the materials contained therein, will be continuous, uninterrupted, timely, or error-free.

15.3 HuaCool makes no representation or warranty that the Services are applicable or appropriate for use by Customers in all jurisdictions and it is your responsibility to ensure compliance with the laws of any relevant jurisdiction of your residence.

16. Stored card details
16.1 We are legally obligated to secure your consent to allow us to store your card details for future use and cannot process your payment before you agree to such storing. By accepting this Agreement, you hereby give us permission to do so.

16.2 Your card will remain stored against your Account for transactional purposes, unless you decide to remove it, or until the card expires. For legal purposes, we will continue to store records of your transactions in accordance with our Privacy Policy.

16.3 We need to do this so that you will be able to deposit and withdraw more easily in future and it also helps us to prevent and detect any fraudulent activity.

16.4 Stored details are primarily used so that you don’t have to re-enter all your details for every transaction you make. In your Account you will see the last 4 digits of the card number, and this forms the reference for you to reference the correct card you wish to use.

16.5 We also compare stored details in our fraud screening systems, to prevent your details being used on any other Accounts and safeguard your data.

16.6 As per our policy, if you don’t agree to us storing your payment card details, we won’t be able to process your deposit from the card used.

16.7 Changes in the permitted use will require your agreement, we will notify you if this occurs.

17. Right of withdrawal
17.1 You have 14 (fourteen) calendar days to exercise your right of withdrawal from this Agreement, without having to justify any reason or pay any penalty. This withdrawal period begins on the day after the date that your application is accepted by us.

17.2 We will not normally provide the Services during the withdrawal period. Any Services or Orders which are fully performed before a withdrawal cannot be reversed.

17.3 You must notify your withdrawal request to us within the allotted period by email to support@HuaCool.com.

17.4 If you exercise your right of withdrawal, this Agreement will be terminated at no cost to you.

18. Term
18.1 This Agreement will commence in the manner set out in clause 1 and will continue unless either party notifies the other of termination, in writing, in accordance with this Agreement.

18.2 This Agreement can be terminated immediately by the Customer providing written notice to HuaCool.

18.3 This Agreement can be terminated by HuaCool in accordance with all the provisions of this Agreement.

19. Security
19.1 You will be provided with security details from us which will be needed in order for you to access your Account with us. You must keep all such security details (including usernames and passwords) private and not share such details with any third party.  

19.2 You must monitor your Account and read all messages that have been sent to you.  If you suspect that any feature of your Account (for example  login details, password or other security feature) has been lost, stolen, misappropriated, used without authorisation or otherwise compromised, you must contact us immediately notifying us of such action and you agree to change your password immediately if necessary.  

19.3 We will never ask you to share your password with us or to any third party and you must never disclose this to anybody or allow someone to watch you when you are accessing your Account. It is advised that in order to keep your Account safe, you change your password regularly as this will minimise the risk of your Account being compromised. 

19.4 You must also ensure that your registered email account(s) are secure and can only be accessed by you, as your email address may be used in the process of resetting passwords or we may send communications to your email account regarding the security of your Account with us. In case any of the email addresses registered with your Account are compromised, you should, immediately contact us and also contact your email service provider, once you have been made aware of this. 

20. Force majeure
Except as set out otherwise, neither party will be liable for any loss caused directly or indirectly from circumstances not within its control, including but not limited to acts of God, government restrictions, exchange or market rulings, actions affecting securities, clearing or commodity exchanges including suspensions of trading or extensions of trading hours, dealing cut-off times and holidays, acts of civil or military authority, national emergencies, natural disasters, wars, riots or acts of terrorism, industrial disputes, acts or regulations of any governmental or supranational bodies and authorities or the failure or malfunction of any telecommunication or computer service.

21. Notices
21.1 All notices and communications pursuant or in connection with this Agreement:

21.1.1 Must be in English, in writing and legible (you confirm by signing this Agreement that you possess proper knowledge and understanding of the English language);

21.1.2 Must be delivered and/or sent to us to the following:

Address: 23/F, Tower Two Times Square, 1 Matheson Street,Causeway Bay, Hong Kong.

Email: support@HuaCool.com.

21.1.3 Will be delivered or sent to you at the postal address or email address that you have notified or provided to us in connection with this Agreement.

21.2 Any notice or other communication sent by post will be sent by pre-paid first-class post (if to/from the United States) or by pre-paid airmail (if to/from outside of the United States). 

21.3 The parties acknowledge that any notice or other communication will be deemed to be given as follows :

21.3.1 If delivered, at the time and on the date of delivery if delivered during a Business Day, or at the start of the next Business Day if delivered at any other time;

21.3.2 If sent by post to and from a place within the United States, at the start of the second Business Day after it was put in the post;

21.3.3 If sent by post to or from a place outside the United States, at the start of the fifth Business Day after it was put in the post; or

21.3.4 If sent by email, at the time and on the date of transmission if transmitted during normal office hours (09:00-17:30) on a Business Day (local time at the place of receipt) and, in any other case, at the start of the Business Day following the date of transmission. 

21.4 This clause will not apply to the service of any proceedings or other documents in any legal action by the parties. HuaCool will not accept service of proceedings or any legal action by way of email by you or any third party. 

21.5 We may (where allowed to do so by law) communicate with you by posting information in your Account or on the Site,  in which case the information will be treated as received by you when it is posted by us.

21.6 Complaints and general queries If you have any feedback or questions contact us via our Customer support email address at support@HuaCool.com.Please provide your name, address, and any other information we may need to identify you, your Account, and the Order on which you have feedback or questions. 

21.7 For any complaint relating to the Services, you are advised to contact support@HuaCool.com. Should we receive a complaint from you, we will immediately carry out an independent investigation of your complaint and will provide you with a written response. We will aim to respond to you within thirty (30) days of receipt of your written complaint with our final response.

22. General
22.1 You must comply with all applicable laws, regulations, licensing requirements and third party rights (including, without limitation, data privacy laws) in your use of the HuaCool Services.

22.2 We grant you a limited, non-exclusive, non-transferable licence, subject to the terms of this Agreement, to access and use the Site, and related content, materials, information (collectively, the "Content") solely for approved purposes as permitted by us from time to time. Any other use of the Site or Content is expressly prohibited and all other right, title, and interest in the Site or Content is exclusively the property of HuaCool and its licensors. You agree not to copy, transmit, distribute, sell, license, reverse engineer, modify, publish, 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.

22.3 "HuaCool", HuaCool.com and all logos related to the HuaCool Services or displayed on the Site are trademarks or registered marks of HuaCool or its licensors. You may not copy, imitate or use them without our prior written consent or any third party's copyright, trade secret, patent or other intellectual property rights, or rights of publicity or privacy.

22.4 Your use of the HuaCool Services and the Site is subject to international export controls and economic sanctions requirements. By sending, buying, selling, Cryptocurrencies through the Site or HuaCool Services, you agree that you will comply with those requirements. You are not permitted to acquire Cryptocurrency or use any of the HuaCool Services through the Site if:

22.4.1 you are in, under the control of, or a national or resident of Cuba, Iran, North Korea, Sudan, or Syria or any other country subject to United States embargo, UN sanctions, the European Union or HM Treasury's financial sanctions regimes (each a "Sanctioned Country"), or if you are a person on the U.S. Treasury Department's Specially Designated Nationals List or the U.S. Commerce Department's Denied Persons List, Unverified List, Entity List, or the EU or HM Treasury's financial sanctions regime (a "Sanctioned Person"); or

22.4.2 you intend to supply any acquired or stored Cryptocurrency or HuaCool Services to a Sanctioned Country (or a national or resident of a Sanctioned Country) or Sanctioned Person.

22.5 We will notify you of any change to this Agreement on your first use of the HuaCool Services after any amendment. You will be deemed to have accepted the change if you continue to use the HuaCool Services. If you do not accept the change you should let us know, and the Agreement will terminate. 

22.6 We may make all other amendments to the Agreement by posting the revised Agreement on the Site or by emailing it to you, indicating when the revised Agreement becomes effective. Although we will endeavour to provide you with advance notice where possible, where lawful we may indicate that the revised Agreement shall be effective immediately and if you do not agree with any such modification, you should close your HuaCool Account and cease using the HuaCool Services.

22.7 Copies of the most up-to-date version of the Agreement will be made available in the Site at all times and will be provided to you by email on your request.

22.8 Nothing in this Agreement shall be deemed or is intended to be deemed, nor shall it cause, either you or HuaCool to be treated as partners or joint ventures, or either you or HuaCool to be treated as the agent of the other.

22.9 If you receive information about another user through the HuaCool Services, you must keep the information confidential and only use it in connection with the HuaCool Services. You may not disclose or distribute a user’s information to a third party or use the information except as reasonably necessary to carry out a transaction and other functions reasonably incidental thereto such as support, reconciliation and accounting unless you receive the user’s express consent to do so. You may not send unsolicited communications to another user through HuaCool.

22.10 You are responsible for keeping your email address and telephone number up to date in your HuaCool Account profile in order to receive any notices or alerts that we may send you (including notices or alerts of actual or suspected Security Breaches).

22.11 This Agreement (including documents incorporated by reference herein) comprise the entire understanding and agreement between you and HuaCool as to the subject matter hereof, and it supersedes any and all prior discussions, agreements and understandings of any kind (including without limitation any prior versions of this Agreement), and every nature between and among you and HuaCool.

22.12 Section headings in this Agreement are for convenience only and shall not govern the meaning or interpretation of any provision of this Agreement.

22.13 This Agreement is personal to you and you cannot transfer or assign your rights, licenses, interests and/or obligations to anyone else. We may transfer or assign our rights licenses, interests and / or our obligations at any time to any persons, including but not limited as part of a merger, acquisition or other corporate reorganisation involving HuaCool, provided that this transfer or assignment does not materially impact the quality of the HuaCool Services you receive. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.

22.14 If any provision of this Agreement is determined to be invalid or unenforceable under any applicable law, this will not affect the validity of any other provision. If any provision is found unenforceable, the unenforceable provision will be severed, and the remaining provisions will be enforced.

22.15 We may not always strictly enforce our rights under this Agreement. If we do choose not to enforce our rights at any time, this is a temporary measure and we may enforce our rights strictly again at any time.

22.16 This Agreement and any information or notifications that you or we are to provide should be in English. Any translation of this Agreement or other documents is provided for your convenience only and may not accurately represent the information in the original English. In the event of any inconsistency, the English language version of this Agreement or other documents shall prevail.

22.17 In the event that HuaCool is acquired by or merged with a third party entity, we reserve the right, in any of these circumstances, to transfer or assign the information we have collected from you and our relationship with you (including this Agreement) as part of such merger, acquisition, sale, or other change of control.

22.18 Unless otherwise stated, nobody else has any rights under this Agreement. This Agreement is between you and us. No other person shall have any rights to enforce any of its terms including under the Contracts (Rights of Third Parties) Act 1999.  

22.19 All provisions of this Agreement which by their nature extend beyond the expiration or termination of this Agreement, including, without limitation, the Sections relating to suspension or termination, HuaCool Account cancellation, debts owed to HuaCool, general use of the Site, disputes with HuaCool, and general provisions will continue to be binding and operate after the termination or expiration of this Agreement.

22.20 This Agreement will be governed by, and construed in accordance with, the laws of Sesel and Hong Kong and, subject to any overriding legal requirements, the parties irrevocably submit to the exclusive jurisdiction of the Sesel and Hong Kong Courts. This Agreement and any information or notifications that you or we are to provide should be in English.