01General use
1.1 Eligibility
By using the Megamatrix Solution Site and entering into this User Agreement, you confirm that you are an individual aged 18 or over, have the capacity to enter into this User Agreement, and agree to be legally bound by its terms, including the Cookie Policy, the Privacy Policy and the Trading Principles incorporated into it, as amended from time to time. To use the Services, you may be required to provide identifying information under our Compliance Program.
1.2 Modification
We may change the terms of this User Agreement at any time. Changes take effect when posted on the Megamatrix Solution Site, or when you use the Services. If you have given us an email address, we will also try to notify you of changes by email. If you disagree with any changes, contact us.
You are responsible for keeping your contact information up to date, including your email address; otherwise you may not receive notice of changes.
Read the User Agreement carefully each time you use the Services. Continued use means you accept the current User Agreement. Our failure or delay in enforcing any provision is not a waiver of our rights.
02Compliance with applicable law
Your relationship with Megamatrix Solution and use of the Services may be subject to the laws, regulations and rules of governmental or regulatory authorities in your or our jurisdiction ("Applicable Law"). By entering into this User Agreement, you agree to comply with, and be legally bound by, all Applicable Law.
03Accessing the Services
3.1 Limited licence
We grant you a limited, non-exclusive, non-transferable licence to access and use the Services and the Megamatrix Solution Site solely in accordance with this Agreement.
3.2 Credentials
You must keep all credentials associated with the Services secret. You are solely responsible for their security and agree that Megamatrix Solution is not responsible for any unauthorised access to the Services or any resulting harm.
3.3 Compliance
Access to some Services may depend on completing our onboarding process and Compliance Program, which may include verifying your identity and source of funds, and providing additional information we request from time to time. This may include network address, name, email, address, telephone number, date of birth, taxpayer identification or social security number, government-issued photo ID, bank account details, or other information we reasonably need for risk management or legal obligations.
You confirm that the information you provide is accurate and agree to update your User Account promptly, and no later than 14 days after any change. Failure to do so may make Services or funds unavailable to you.
3.4 Communications
We may send all communications to the email address you provided. Megamatrix Solution is not responsible for any harm resulting from your failure to receive a notice sent to that address. We may also contact you by phone, instant messaging or chat applications operated by us or a third party.
3.5 Termination
We may close, terminate, enable or disable any or all Services, your User Account or your access at any time and for any reason. You may close your User Account at any time and for any reason. Depending on the Services in your account, we may require you to complete pending transactions or provide additional information before closing it.
You are responsible for any fees already incurred or associated with closing your account, whether charged by Megamatrix Solution or by a third party on your behalf. Closing your account may not delete information we hold about you or your activity.
04The Wallet
4.1 Description
The Wallet is provided to you by Megamatrix Solution and supports only certain Virtual Currencies. Never attempt to store unsupported Virtual Currencies in your Wallet.
When you create a Wallet, the software generates a secured private and public key pair you can use to send and receive supported Virtual Currency on the relevant network.
You must store a backup of all Wallet credentials, including passphrases, identifiers, backup phrases, private keys and network addresses, outside the Services. Without one, you will not be able to access your Virtual Currency if we discontinue some or all of the Services. We are not responsible for keeping this data for you.
4.2 Trading Wallet
The Wallet is generally provided on a non-custodial basis, so you self-custody your Virtual Currency. Any Virtual Currency you buy with fiat currency is held in the Trading Wallet, where it is held on trust by Megamatrix Solution for your benefit on a custodial basis. This means:
- Title to the Virtual Currency remains with you at all times and does not transfer to any company in the Megamatrix Solution Group. As owner, you bear all risk of loss. Megamatrix Solution is not liable for changes in the fiat value of Virtual Currency in your Trading Wallet.
- Virtual Currency in your Trading Wallet is not the property of, and will not be lent to, Megamatrix Solution, and we do not treat it as ours or grant a security interest in it. Except as required by a valid court order or as provided here, we will not sell, transfer, lend, pledge or otherwise dispose of it unless you instruct us to.
- You control the Virtual Currency in your Trading Wallet and, subject to outages, downtime and applicable policies, may withdraw it at any time to a different blockchain address controlled by you or a third party. To transfer Virtual Currency into the Wallet, you may be asked to set up a backup phrase.
- To custody assets securely, we may use shared blockchain addresses controlled by a Megamatrix Solution Group member to hold Virtual Currencies for customers and/or ourselves. Your Virtual Currency is segregated from the Group's own by separate ledger accounting entries, but no Group member is obliged to segregate assets by blockchain address.
- We may store Virtual Currency you deposit for use on the Megamatrix Solution Exchange in a "hot wallet", "cold wallet" or other storage method at our sole discretion.
4.3 Minimum holding periods
When you place purchase orders in the Trading Wallet, we may apply a minimum holding period of up to 7 days to purchased Virtual Currency. This allows effective fraud prevention and ensures the fiat leg of the transaction has settled. After this period you may trade as normal.
4.4 No cancellation
You may not cancel, reverse or change any transaction in the Trading Wallet. We may suspend, delay, redirect, reverse or cancel any transaction at any time and for any reason, for example if we suspect fraud, crime, a breach of this User Agreement or other illicit activity. You will bear any network fees arising from this.
4.5 Transaction limits
We may apply transaction limits in the Trading Wallet, which may vary by time, location, and the Virtual Currencies bought or sold. We set, raise and lower these limits at our sole discretion.
4.6 Reversed payments and negative balances
If you reverse a payment instruction with your bank or payment provider, or part of a transaction fails and your Trading Wallet goes negative, we may liquidate assets in any account you hold with us to reduce the negative balance. You remain responsible for settling the balance, and we may use debt collectors to recover it.
4.7 Network confirmation
To complete, any Virtual Currency transaction must be confirmed and recorded on the relevant network's ledger. These are decentralised, peer-to-peer networks run by independent third parties and are not owned, controlled or operated by Megamatrix Solution.
Because we do not control these networks, we cannot ensure that transactions you submit will be confirmed; they may fail or be substantially delayed. We do not guarantee that the Wallet can transfer title or rights in any Virtual Currency and make no warranties about title. Once submitted to a network, we cannot cancel or modify a transaction.
4.8 No password retrieval
Megamatrix Solution does not receive or store your Wallet password, keys, network addresses or transaction history, and cannot help you recover your password. You are solely responsible for remembering and protecting it. If you lose it, your Virtual Currency may become inaccessible. Anyone who knows your credentials (such as your backup phrase, wallet identifier or password) can dispose of the Virtual Currency in your Wallet.
When you create a Wallet, you must:
- create a strong password you don't use anywhere else;
- provide accurate and truthful information;
- protect and keep secret all Wallet credentials;
- protect access to your device and Wallet;
- notify us promptly of any suspected security breach; and
- use the Wallet's backup functionality and safeguard your backup files.
You are responsible for all activity in your Wallet and accept all risks of authorised or unauthorised access, to the fullest extent permitted by law.
4.9 Fees
Megamatrix Solution does not currently charge for receiving, sending or controlling Virtual Currency in the Wallet. We may do so in future and will show any fees before you incur them. Network fees (such as "miner's fees") may apply. We may estimate these for you, but our estimate may be too low or too high, and you may choose a different fee. You are solely responsible for selecting and paying network fees; we will not advance or fund them or be responsible for any miscalculation.
05Swap
5.1 Description
We may provide Swap through the Wallet interface. Swap is provided by Megamatrix Solution. We will show you a conversion rate that may include a fee, which you agree to pay. We then deliver the requested Virtual Currency, less applicable fees, by sending it from an address we control to one associated with your Wallet.
5.2 Due diligence
We may, at our discretion, require you to satisfy our Compliance Program before using Swap or receiving funds. You agree to cooperate with any such request and pay any associated fees, which may change at any time.
06General risk factors
Using the Services involves risks for which we cannot be held responsible. These include, but are not limited to:
- Hardware, software or connections needed to interact with a Virtual Currency network may fail or be affected by malware, unauthorised access or attacks. Third parties may gain unauthorised access to the Services, including your public and private keys. We are not responsible for any communication failures, disruptions, errors, distortions or delays, however caused.
- Forks, unknown vulnerabilities or unexpected changes to a network protocol may cause losses. We have no control over any Virtual Currency network and are not responsible for harm caused by the inability to reverse a transaction, or for losses due to erroneous or fraudulent actions.
- The risk of loss when using Services involving Virtual Currencies can be substantial and occur quickly. Prices and liquidity can fluctuate significantly and unpredictably.
- Virtual Currencies are not legal tender and are not backed by any government. Their legal and regulatory landscape is constantly changing and may affect your ability to use, transfer or exchange them.
- A "market order" executes immediately at the current market price with no limit price. In high-volume, fast, illiquid or volatile conditions, the execution price may differ, sometimes significantly, from the best price shown when you placed the order.
- In some conditions it may be difficult to close a position, and the Megamatrix Solution Exchange may not have enough demand to execute your order. Contingent orders such as "stop" or "limit" orders do not guarantee your losses will be limited to an intended amount.
- Virtual Currency transactions may be irreversible. If you send to an incorrect address, or to an entity that won't return it, you may lose access temporarily or permanently. Virtual Currency mistakenly sent to an address we control may not be recoverable.
By using the Services, you agree that the data sources maintaining your accounts, and any third parties interacting with your credentials or account data in connection with our service, are not liable for any loss, theft, compromise or misuse (including through negligence), except where liability cannot be limited by law. Data sources make no warranties of any kind about the data provided by our services, and no data we provide is an official record of any of your accounts.
07General provisions
7.1 Intellectual property
Unless we state otherwise, all intellectual property rights and content provided in connection with the Megamatrix Solution Site or the Services belong to Megamatrix Solution or our licensors or suppliers and are protected by intellectual property laws. We grant no implied licence to use them.
Content on the Site and in the Services is made available for your personal, lawful, non-commercial use only, and only for using the Site or Services as set out in this Agreement. Any other use is prohibited, and you agree not to infringe, or enable others to infringe, our intellectual property rights. You agree to keep all copyright and proprietary notices on any copy you make, though failing to do so does not affect our rights.
You may not sell or modify materials derived from the Site or Services, or reproduce, display, perform, distribute or otherwise use them publicly or commercially. Using them on any other website or file-sharing service is prohibited, and you may not copy them without our express written permission. All rights not expressly granted are reserved by Megamatrix Solution.
7.2 Accuracy of information
We try to verify the accuracy of information displayed in or passing through the Services, but it may not always be accurate or current. Verify information independently before relying on it; decisions you make based on it are your sole responsibility.
We make no representation or warranty of any kind, express, implied or statutory, about the contents of the Services, the information and functions available through them, hyperlinks to third-party websites, or the security of information transmitted through the Services or any linked website.
7.3 Third-party services and content
The Services may display content or services from third parties, including links to their websites ("Third Party Content"). We do not control, endorse or adopt Third Party Content and are not responsible for it, including material that may be misleading, incomplete, inaccurate, offensive or otherwise objectionable in your jurisdiction. Your dealings with third parties are solely between you and them, and we are not liable for any resulting loss or damage. You use Third Party Content at your own risk.
7.4 Cooperation with law enforcement
Megamatrix Solution may respond to requests from third parties, courts, law enforcement, regulators and policymakers by providing information about your use of the Services.
08Feedback and complaints
8.1 Feedback
We want to improve our Services and welcome your ideas and suggestions, but any submission is subject to this User Agreement. Disclosing ideas or feedback to us creates no obligation of confidentiality or expectation of compensation.
By submitting an idea, feedback or related material that would be subject to intellectual property rights (the "Work"), you grant Megamatrix Solution a non-exclusive, perpetual, worldwide, royalty-free licence to use it for any purpose. You waive any moral rights in the Work to the fullest extent permitted by law, and confirm that it originated with you, that no one else has rights in it, and that we may implement and use it, as provided or modified, without anyone else's permission or licence. We may sub-license all Work and material you submit.
8.2 Technical support
We will use commercially reasonable efforts to provide email-based technical support, but cannot guarantee immediate responses, especially at busy times.
09Representations, warranties, indemnification and limitation of liability
9.1 No violation of law
You represent and warrant that you: (a) are not located in, controlled from or resident in any Restricted Location or any country subject to a U.S. embargo; (b) are not identified as a "Specially Designated National" by the U.S. Treasury Department; and (c) will not use the Services if any law, regulation or rule prohibits you from doing so.
9.2 Acceptable use
You are solely responsible for your conduct when using the Services. You agree that you will not:
- use the Services in any way that could interfere with, disrupt or negatively affect other users, or damage, disable, overburden or impair the Services;
- use the Services to pay for, support or engage in illegal activity, including illegal gambling, fraud, money laundering or terrorist activity;
- use any robot, spider, crawler, scraper or other automated means not provided by us to access the Services or extract data;
- use or attempt to use another person's User Account or credentials without authorisation;
- attempt to circumvent our content filtering, or access any part of the Services you are not authorised to access;
- introduce any virus, Trojan, worm, logic bomb or other harmful material;
- develop third-party applications that interact with the Services without our prior written consent;
- provide false, inaccurate or misleading information; or
- encourage or induce anyone else to do any of the above.
9.3 Disclaimer of warranties
MEGAMATRIX SOLUTION DISCLAIMS ANY AND ALL PROMISES, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, DATA ACCURACY, SYSTEM INTEGRATION, TITLE, NON-INFRINGEMENT AND/OR QUIET ENJOYMENT, AND ANY SERVICES PROVIDED BY MEGAMATRIX SOLUTION ARE PROVIDED "AS IS" AND "AS AVAILABLE." EXCEPT AS EXPRESSLY PROVIDED HEREIN, YOU ACKNOWLEDGE THAT MEGAMATRIX SOLUTION MAKES NO WARRANTIES UNDER THIS AGREEMENT DIRECTLY FOR THE BENEFIT OF ANY END USER, AND THAT MEGAMATRIX SOLUTION'S OBLIGATIONS UNDER THIS AGREEMENT ARE FOR THE BENEFIT OF YOU ONLY, AND NOT FOR THE BENEFIT OF ANY OTHER PERSON. IN ENTERING INTO THIS AGREEMENT, YOU REPRESENT THAT YOU HAVE NOT RELIED UPON ANY REPRESENTATION OR WARRANTY OF MEGAMATRIX SOLUTION OR ITS AFFILIATES EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT. WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO THE SERVICES SHALL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR ERROR-FREE.
9.4 Limitation of liability
IN NO EVENT SHALL MEGAMATRIX SOLUTION, ITS AFFILIATES AND SERVICE PROVIDERS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES OR REPRESENTATIVES, BE LIABLE FOR: (A) ANY AMOUNT GREATER THAN THE VALUE OF THE VIRTUAL CURRENCY ACTUALLY DELIVERED TO US BY YOU OR BY US TO YOU IN CONNECTION WITH A SUPPORTED VIRTUAL CURRENCY TRANSACTION COMPLETED ON ITS DISPLAYED TERMS OVER THE LAST SIX MONTHS, VALUED IN GREAT BRITISH POUNDS AT THE TIME OF THE TRANSACTION; OR (B) ANY LOST PROFITS OR ANY SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH AUTHORISED OR UNAUTHORISED USE OF THE SERVICES, OR THIS AGREEMENT, EVEN IF AN AUTHORISED REPRESENTATIVE OF MEGAMATRIX SOLUTION HAS BEEN ADVISED OF, KNEW OF, OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. FOR EXAMPLE (AND WITHOUT LIMITING THE SCOPE OF THE PRECEDING SENTENCE), YOU MAY NOT RECOVER FOR LOST PROFITS, LOST BUSINESS OPPORTUNITIES, OR OTHER TYPES OF SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
UNDER NO CIRCUMSTANCES SHALL WE BE REQUIRED TO DELIVER TO YOU ANY VIRTUAL CURRENCY AS DAMAGES, MAKE SPECIFIC PERFORMANCE OR ANY OTHER REMEDY. IF YOU WOULD BASE YOUR CALCULATIONS OF DAMAGES IN ANY WAY ON THE VALUE OF VIRTUAL CURRENCY, YOU AND WE AGREE THAT THE CALCULATION SHALL BE BASED ON THE LOWEST VALUE OF THE VIRTUAL CURRENCY DURING THE PERIOD BETWEEN THE ACCRUAL OF THE CLAIM AND THE AWARD OF DAMAGES.
WE SHALL NOT BE LIABLE FOR ANY DAMAGES CAUSED IN WHOLE OR IN PART BY (A) THE MALFUNCTION, UNEXPECTED FUNCTION OR UNINTENDED FUNCTION OF ANY COMPUTER OR VIRTUAL CURRENCY NETWORK, INCLUDING WITHOUT LIMITATION LOSSES ASSOCIATED WITH NETWORK FORKS, REPLAY ATTACKS, DOUBLE-SPEND ATTACKS, SYBIL ATTACKS, 51% ATTACKS, GOVERNANCE DISPUTES, MINING DIFFICULTY, CHANGES IN SECURITY OR CONSENSUS RULES, HACKING OR CYBERSECURITY BREACHES; (B) THE CHANGE IN VALUE OF ANY VIRTUAL CURRENCY; (C) ANY CHANGE IN LAW, REGULATION OR POLICY; OR (D) FORCE MAJEURE. THIS LIMITATION OF LIABILITY IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR HAVE PROVEN INEFFECTIVE.
9.5 Indemnification
You agree to indemnify and hold harmless Megamatrix Solution, its affiliates, subsidiaries, directors, managers, members, officers and employees from all claims, demands, actions, damages, losses, costs or expenses, including reasonable legal fees, arising from your or anyone else's use of your credentials or User Account in connection with: (a) use of the Site or Services; (b) a reversal of payment instructions by you resulting in a negative balance; (c) breach of this User Agreement or any other policy; (d) feedback or submissions you provide; (e) false, incomplete or misleading information we relied on to verify your identity and source of funds; or (f) violation of any rights of another person or entity. You do not indemnify Megamatrix Solution for claims or losses arising from our gross negligence or wilful misconduct. This indemnity applies to your successors and assigns and survives termination of this User Agreement.
All of our indemnities, warranties and limitations of liability (express or implied) are excluded to the fullest extent permitted by law, except as set out here. Nothing in this User Agreement excludes or limits liability that cannot be excluded or limited under applicable law.
10Dispute resolution
If you live outside the United States (or, as a business, have your principal place of business outside the United States), any dispute between you and us under this User Agreement or our relationship, whether arising in contract, tort, statute or otherwise, will be subject to the exclusive jurisdiction of the courts in London, England, and decided under English law.