Nexo Services General Terms and Conditions

I. INTRODUCTION

These Nexo Services General Terms and Conditions (“General Terms”) govern the contractual relations between you (“Client” or “you”) and any holding company, subsidiary or entity belonging to the Nexo group of companies (“Nexo” or “we”), while you and Nexo are hereinafter separately referred to as “Party” and jointly - as “Parties”, in regard to your use of the services provided by Nexo, and constitute a legally binding agreement (“Agreement”) between the Parties.

You shall take your time and carefully read these General Terms before using the services provided by Nexo, so you are fully aware of your rights and obligations. Keep in mind that by using these services (even only by completing the sign-up process), you both actively agree with these General Terms and enter into contractual relations with Nexo.

II. DEFINITIONS

Applicable Law means any law, statute, regulation, ordinance, treaty, guideline, policy and act issued by any governmental or regulatory authority, including but not limited to the governing law under Section XXII of these General Terms and/or any provision of the general terms and conditions of the relevant Nexo Service.
Business Day(s) means any day(s) when banking institutions in the relevant jurisdiction are open for normal business activities (which usually means any day(s) except Saturday, Sunday or a public holiday).
Credit Wallet means a digital wallet in the Client’s Nexo Account comprising all the Digital Assets of this Client used or intended to be used as collateral of Nexo Crypto Credits, but excluding the Digital Asset serving as Collateral in the Futures Wallet.
Digital Assets means any digital assets (such as cryptocurrencies, stablecoins and tokenized assets, including NEXO Tokens), accepted and supported by Nexo, and subject to revision, prohibitions and limitations at any time.
Dual Investment Subscription means an order whereby you subscribe to the Nexo Dual Investment Product by choosing the amount and type of the Subscription Currency and the Settlement Date for the execution of an Exchange Transaction for the Settlement Currency at the specified by you Target Price, according to the settlement preconditions as defined in Section XV below.
Entry Price means the price at which a Futures Contract is opened.
EURx/GBPx/USDx means a EUR/GBP/USD stablecoin, asset-backed by Nexo, with a guaranteed 1-to-1 conversion to EUR/GBP/USD at all times.
Exit Price means the price at which a Futures Contract is closed.
Funding Rate means any positive or negative funding rate calculated by the relevant Exchange(s) to be incurred by Nexo, which is subsequently transferred to the Client and depending on its Futures Contract at a given time.
Fork means a software change to the underlying protocols of the Digital Assets’ networks.
Futures Contract means a perpetual futures contract collateralized by a stablecoin, determined by Nexo, regarding which a Futures Order can be executed through the Nexo Platform.
Futures Fees means any fees payable to Nexo for execution of a Futures Order, as indicated on the Nexo Platform and subject to revision from time to time, at our sole and absolute discretion.
Futures Order means an instruction for opening or closing a Futures Contract, which can be executed through the Nexo Platform, and any other related transaction.
Futures Wallet means digital wallet in the Client’s Nexo Account comprising all the Digital Assets of this Client used or intended to be used as Collateral of Nexo Crypto Credits for the execution of a Futures Orders.
Intellectual Property means any intellectual and industrial property rights, belonging to Nexo, for example, trademarks, service marks, logos, copyright and related rights, know-how, research, publications, agreements, trade and company names, etc.
Interest means the indicated interest rate accrued in accordance with the general terms and conditions of the relevant Nexo Service and subject to revision at any time, as well as the amount of the interest resulting from the accrual at any time.
Leverage means the amount of Digital Assets that you can use to multiply your position in a Futures Contract, within the limits as indicated on the Nexo Platform.
Locked Balance means the amount of Collateral in your Futures Wallet, which cannot be withdrawn or disposed of in any other manner until the closing, execution, respectively cancellation or rejection, of the relevant Futures Contract, respectfully repayment of the Nexo Crypto Credit.
Margin Risk means the method through which Nexo monitors the risk and health of your Nexo Crypto Credit.
Nexo Account means a personal or business account, opened with Nexo, through which you can use the Nexo Services.
Nexo Booster means a leverage product offered by Nexo, combining the features of the Nexo Crypto Credit and the Nexo Exchange Service and allowing you to multiply your Portfolio Balance, within the limits, for the Digital Assets and under the conditions, as indicated in these General Terms, the general terms and conditions of the relevant Nexo Service, on the Nexo Platform and in the Nexo Account.
Nexo Card means a virtual or physical card issued under the brand name of Nexo, which can be used in certain jurisdictions, as the case may be, in relation to Nexo Services.
Nexo Crypto Credit means any Digital Assets credit facility granted by Nexo and the total amount of the credit due by the Client to Nexo, at any time until its full repayment, including the principal, the Interest and any fees due to Nexo in accordance with the relevant general terms and conditions and/or these General Terms.
Nexo Dual Investment Product means an earn product offered by Nexo, combining the features of the Nexo Earn Interest Product and the Nexo Exchange Service, and allowing you to execute an Exchange Transactions if the Target Price is reached at the Settlement Date, while earning Interest on the Subscription Currency, under the conditions and limitations, as indicated in these General Terms, the general terms and conditions of the relevant Nexo Service, on the Nexo Platform and in the Nexo Account.
Nexo Earn Interest Product means a product offered by Nexo, allowing you to earn Interest on your Digital Assets in accordance with the relevant general terms and conditions.
Nexo Exchange Service means the execution by Nexo of exchange transactions and the topping up of the proceeds thereof, respectively the Digital Assets, into the Savings or Credit Wallets of the Clients’ Nexo Accounts, as the case may be, in accordance with the relevant general terms and conditions, as well as the related Nexo Services offered by Nexo through the Nexo Platform.
Nexo Futures Product means a leverage product offered by Nexo, allowing you to open or close a Futures Contract, within the limits and under the conditions, as indicated in these General Terms, on the Nexo Platform and in the Nexo Account.
Nexo Loyalty Program means a program offered by Nexo, providing the Clients with preferential terms depending on the ratio of NEXO Tokens to all other Digital Assets in their Nexo Accounts, as indicated on the Nexo Platform.
Nexo Pro Account means a Client’s account on the Nexo Pro Platform, opened by Nexo upon Client’s request, and subsequently used by the Client for the purpose of the Nexo Pro Services.
Nexo Pro Platform means any Nexo website, mobile application and any other official Nexo communication channel, separate from the Nexo Platform, through which the Nexo Pro Services are provided, including the content and services made available on or through the same, and any updates, upgrades, and versions thereof.
Nexo Pro Services means all services provided by Nexo through the Nexo Pro Platform.
Nexo Platform means any Nexo website, mobile application and any other official Nexo communication channel, including the content and services made available on or through the same, and any updates, upgrades, and versions thereof.
Nexo Referral Program means a program offered by Nexo, providing the Clients with an incentive for referring new Clients to Nexo, subject to the terms and conditions herein, governing the relevant Nexo Service (if and to the extent applicable), as well as on the Nexo Platform.
NEXO Token means a native utility Digital Asset of Nexo, allowing you to use a wide variety of additional features of the Nexo Services and/or be granted preferential Interest or other terms by Nexo.
Nexo Services means all services provided by Nexo through the Nexo Platform.
Perpetual Futures means a Digital Asset selected by the Client for the purpose of execution of a Futures Order.
Personal Data means any information about you that is necessary, among other things, for verification of your identity, use of the Nexo Services, and compliance with regulatory requirements.
PNL means an indicator of profit or loss generated from your Futures Contract at a given time.
Portfolio Balance means the total amount of all the Digital Assets in the Client’s Savings Wallet, Credit Wallet and Futures Wallet.
Savings Wallet means a digital wallet in the Client’s Nexo Account comprising all the Digital Assets of the Client, excluding the ones moved to the Credit Wallet or the Futures Wallet, for the purpose of Nexo Crypto Credits collateralisation.
Settlement Currency means the type and the amount of Digital Asset the Client shall receive on the Settlement Date if all preconditions as defined in Section XV below are met.
Settlement Date means 08:00 UTC, at the date when the Nexo Dual Investment Product matures as chosen by the Client in the Nexo Account.
Subscription Currency means the type and the amount of Digital Assets that the Client uses to subscribe to a Dual Investment Subscription.
Subscription Period shall mean the period defined in days, starting from the following day of the relevant Dual Investment Subscription until the Settlement Date.
Settlement Price means the reference price of the Settlement Currency at the Settlement Date.
Target Price means the price of the Settlement Currency chosen by the Client at which the latter wishes to execute an Exchange Transaction at the Settlement Date.
Transaction History means the history of your transactions and all the details about the Digital Assets in your Nexo Account.

Unless stated otherwise, references shall be made to the Nexo Crypto Credit General Terms and Conditions, the Nexo Earn Interest Product General Terms and Conditions, the Nexo Exchange Service General Terms and Conditions, the Nexo Staking General Terms and Conditions, the Nexo Pro Trade General Terms and Conditions, the Nexo Pro Crypto Credit General Terms and Conditions, and all the terms, used in these General Terms and not defined herein, shall have the same meaning as the one given to them in the Nexo Crypto Credit General Terms and Conditions, the Nexo Earn Interest Product General Terms and Conditions, the Nexo Exchange Service General Terms and Conditions, the Nexo Staking General Terms and Conditions, the Nexo Pro Trade General Terms and Conditions and the Nexo Pro Crypto Credit General Terms and Conditions, as the case may be.

III. NEXO SERVICES

The Nexo Services comprise of:
1. Digital Asset wallet wherein all the Digital Assets approved and supported by Nexo can be stored by you (“Digital Asset Wallet”);
2. Nexo Exchange Service;
3. Transfer of Digital Assets from one Nexo Account to another, or to an external recipient (“Nexo Transfer Service”);
4. Nexo Crypto Credit;
5. Nexo Earn Interest Product;
6. Nexo Staking Product;
7. Nexo Booster;
8. Nexo Futures Product;
9. Nexo Dual Investment Product;
10. Any incentive program offered by Nexo that may be launched via the Nexo Platform or accessed through your Nexo Account, such as the Nexo Loyalty Program or the Nexo Referral Program;
11. Any other product or service that may be launched via the Nexo Platform or accessed through your Nexo Account.
All or part of the Nexo Services, some features thereof, or some Digital Assets, may not be available to certain Clients or Digital Assets, to the extent applicable, at any time, as indicated in the Nexo Account and on the Nexo Platform.
The access to your Nexo Account will allow you to: (i) request a Nexo Service; (ii) view your balance and Transaction History; (iii) top up, withdraw and transfer Digital Assets, for which such options are available on the Nexo Platform and in the Nexo Account, and subject to revision from time to time at our sole and absolute discretion; (iv) perform other actions in relation to the above.
In case you are a resident of the USA, you remain the title, legal and beneficial owner of the Digital Assets in your Nexo Account while you are using any of the Nexo Services.
Should your Nexo Account incur a negative balance in any Digital Asset due to any transaction and/or cumulative transactions, you are required to immediately remedy the deficit by topping up additional Digital Assets in accordance with Art. V.5. hereinbelow and/or by initiating the necessary Exchange Transaction. You shall remain fully liable for the amount of any negative balance and any corresponding transaction fees. If you fail to reconcile the negative balance promptly, Nexo reserves the right to employ various recovery measures, which may include, but are not limited to, recouping such negative balance from any other Digital Asset you may hold. The Client acknowledges and agrees that Nexo may, at its sole discretion, implement partial or full restrictions on the Nexo Services, which may include, without limitation, the restriction of withdrawals as outlined in Section VI and termination of your Nexo Account until such negative balance is settled. Nexo reserves the right to modify or change the aforementioned measures as it deems necessary without prior notice to maintain the integrity of the Nexo Platform.

IV. ONBOARDING

By opening your Nexo Account and/or using the Nexo Services, unless stipulated otherwise in the relevant general terms and conditions of the latter, you аcknowledge and confirm that:
1. You are not a citizen or resident of a sanctioned country according to the up-to-date lists of the US Office of Foreign Assets Control (OFAC), the United Nations, the European Union, and any EU Member State, the UK Treasury, etc.;
2. You are not identified as a “Specially Designated National” and are not placed in the US Commerce Department’s Denied Persons List;
3. You are not a citizen or resident of the USA¹, UK², Australia³, Germany⁴, Canada, Bulgaria and Estonia, and you do not have any relevant connection with any jurisdiction where we have prohibited or restricted access to the Nexo Services;
4. You are at least 18 years old or of legal age to enter into contractual relations with Nexo (whichever is later);
5. You are the exclusive beneficial and/or legal owner of any Digital Assets topped up or to be topped up into your Nexo Account, or the fiat currency used or to be used for the purchase of such Digital Assets, as the case may be, to which these General Terms apply;
6. You are the beneficial owner of your Nexo Account and do not act on behalf of or represent any other natural person or legal entity;
7. You comply with all Applicable Law requirements, relevant to you and to your use of the Nexo Services, such as tax, exchange control and registration ones;
8. You have read, understood and agreed to our Privacy Policy and Cookies Policy.
You are not entitled to: (i) open more than one Nexo Account; (ii) open a new Nexo Account if we have previously suspended, limited or terminated your Nexo Account.
When you ask Nexo to open your Nexo Account, you shall provide Nexo with all the information and/or documents, as may be requested by Nexo or any third party acting on its behalf, so Nexo can verify your identity and validate your funding sources and transactions. Nexo or any third party acting on its behalf may additionally verify the information and/or documents provided by you from secure databases, to which you grant your explicit consent by entering into this Agreement. You hereby authorize Nexo to undertake any electronic identity verification checks on you directly or through third parties, either at the time of entering into this Agreement or at any time thereafter.
We can refuse to open your Nexo Account and grant you access to the Nexo Services or any of them.
You hereby represent and warrant that all the information you provide Nexo with is complete, accurate and up-to-date at all times. If there are any changes in this information, you shall notify Nexo and send Nexo accurate information without any delay.
If at any point Nexo needs to verify that the information it has about you is complete, accurate and up-to-date, Nexo will contact you and request that you either provide more information or that you go through the verification process all over again. If you do not complete all the necessary steps, or if you fail to provide Nexo with up-to-date information, Nexo will not be able to provide you with the Nexo Services and will not be responsible for any losses you incur as a result thereof.
You hereby undertake to оbtain all necessary hardware, as well as to install all necessary software, including security and antivirus, for your use of the Nexo Services in accordance with these General Terms. You are solely responsible for keeping your device safe and maintaining adequate security and control of your username, password and shall be solely responsible for any access to and use of the Nexo Services through your device, regardless of whether such access may have been made without your knowledge, authority or consent. We will not be liable to you for any loss or damage resulting from such use. In case your device has been lost or stolen or has been accessed or used in an unauthorized manner, you shall notify Nexo of this and if the device has been accessed or used in an unauthorized manner, you shall, as soon as possible, reset the password.

V. TOPPING-UP OF DIGITAL ASSETS

You can top up Digital Assets into your Nexo Account at any time by effecting a Digital Assets transfer from: (i) your personal wallet to your Digital Asset Wallet, or (ii) your Nexo Pro Account, applicable only in case you have opened a Nexo Pro Account in accordance with the Nexo Pro Trade General Terms and Conditions, while specific requirements and limitation, such as, but not limited to minimum amount of each Digital Asset and Margin Level threshold, may apply from time to time, as indicated оn the Nexo Platform or the Nexo Pro Platform. You can subsequently use the Digital Assets in your Nexo Account for earning Interest thereon in accordance with the Nexo Earn Interest Product or for securing your Nexo Crypto Credit, as well as for any other Nexo Service in accordance with these General Terms and the specific terms and conditions of the relevant Nexo Service, if any.
You are responsible for making sure that: (i) you have the correct address for your Digital Asset Wallet when you transfer Digital Assets from your personal wallet; (ii) the Digital Assets you top up into your Digital Asset Wallet are currently approved and supported by Nexo and not subject to prohibitions or limitations regarding such topping-up, as indicated in the Nexo Account and on the Nexo Platform. If you transfer Digital Assets to an incorrect address, or if the Digital Assets transferred are not approved and supported by Nexo, or are subject to prohibitions or limitations regarding such topping-up, as indicated in the Nexo Account and on the Nexo Platform, your Digital Assets will be irreversibly lost. We will not be liable to you for any such loss.
A transfer to your Digital Asset Wallet is confirmed once the balance of your Digital Asset Wallet has been updated with the corresponding amount.
We reserve the right to reject any transfer to your Digital Asset Wallet, in which case we will transfer back the same amount of the relevant Digital Asset to the wallet from which it has been sent.
If you do not have the Digital Assets needed for your purpose, or are subject to prohibitions or limitations to top up such, as indicated in the Nexo Account and on the Nexo Platform, you can initiate the purchase of Digital Assets by transferring their price (i) to a designated Nexo bank account via bank transfer; or (ii) by a credit or debit card, and instruct Nexo to proceed with the relevant purchase transaction, and/or initiate an Exchange Transaction under the Nexo Exchange Service General Terms and Conditions, as the case may be, depending on the type of Digital Assets subject to topping-up. You may opt for setting up recurring Digital Assets purchases under Art. V.5.(ii) by selecting the amount of the purchase price and the type of Digital Asset, within the limitations indicated in the Nexo Account and on the Nexo Platform. If you opt for recurring purchase transactions, they will occur in identical periodic instalments, based on your selection, until you change or cancel it, or in the cases indicated on the Nexo Platform. You understand and agree that proceeds from the recurring purchase transactions will depend on the market price of the chosen Digital Asset at the time of the execution. Nexo shall not be responsible for any losses incurred by you as a result of unauthorised, incorrect or failed transactions. We reserve the right to refuse to process, cancel, terminate, or reverse any recurring purchase transactions at our sole discretion, even after funds have been debited from your Nexo Account. All fees and charges for the transactions under the preceding sentence, including such for bank transfers, conversions and/or card payments, if any, shall be at your expense, unless otherwise indicated on the Nexo Platform at a given time. Each bank transfer and card payment, as well as any relationship arising out thereof, is governed by the terms and conditions of the relevant third-party service provider. Once purchased, respectively exchanged, the relevant Digital Assets are topped up into the Digital Asset Wallet in your Nexo Account and can be used for the purposes under Art. V.1. In cases of a card payment under (ii) above, the proceeds of the purchase transaction, respectively of the Exchange Transaction (once both a purchase transaction and an Exchange Transaction have been executed), are topped up into the Digital Asset Wallet of your Nexo Account. The transactions are irreversible and final once you have provided the relevant instructions and/or payments to Nexo, and you may not change, withdraw or cancel the authorization to Nexo to complete any pending or partially completed transactions. Nexo shall not be liable for any partially completed transactions or delays in the processing of your instructions. We do not guarantee the availability of any exchange rate, except for the cases of EURx/GBPx/USDx which is 1-to-1 pegged to EUR/GBP/USD at all times. However, Nexo always devotes significant efforts to find and use the best exchange rate for the purpose of the above so that your interests can be fully protected.

VI. WITHDRAWAL

Subject to the specific terms of the Nexo Crypto Credit General Terms and Conditions or the Nexo Earn Interest Product General Terms and Conditions, if any, you may request for: (i) withdrawal of all or part of the Digital Assets other than those used as Collateral of a Nexo Crypto Credit to your personal wallet or to your Nexo Pro Account, applicable only in case you have opened a Nexo Pro Account in accordance with the Nexo Pro Trade General Terms and Conditions together with the Interest accrued thereon, the latter as applicable to the Nexo Earn Interest Product only, as well as those to which certain prohibitions or limitations apply, as indicated in the Nexo Account and on the Nexo Platform; (ii) withdrawal of the fiat equivalence of certain Digital Assets together with the Interest accrued thereon, as applicable to the Nexo Earn Interest Product, or the fiat equivalence of the Digital Assets, as applicable to the Nexo Crypto Credit, by instructing Nexo to sell the relevant Digital Assets and Interest, as the case may be and if applicable, and transfer the fiat proceeds of the sale transaction to a bank account, or to a debit or credit card, designated by you, (iii) withdraw the fiat equivalence of certain Digital Assets via the Nexo Card, facilitated by one or more Exchange Transactions and subject to the requirements and restrictions of Nexo Card General Terms and Conditions.
All fees and charges for the bank transfer under Art. VI.1., if any, shall be at your expense. The sale transactions are irreversible and final once you have provided the relevant instructions to Nexo, and you cannot change, withdraw or cancel the authorization to Nexo to complete any pending or partially completed transactions. Nexo shall not be liable for any partially completed transactions or delays in the processing of your instructions. We do not guarantee the availability of any exchange rate, except for the cases of EURx/GBPx/USDx which is 1-to-1 pegged to EUR/GBP/USD at all times. However, Nexo always devotes significant efforts to find and use the best exchange rate for the purpose of the above so that your interests can be fully protected.
The withdrawals within the limits specified on the Nexo Platform, which are subject to revision from time to time at our sole and absolute discretion, shall be processed by Nexo no later than 24 (twenty-four) hours as of receipt of your request. In case of withdrawals exceeding the above limits, in order to guarantee the safety of the Digital Assets and Interest, if applicable, in your Nexo Account, as well as of delays due to technical reasons, the processing may take a longer period of time. However, Nexo devotes significant efforts to ensure that any withdrawal falling within the hypotheses under the preceding sentence will be processed no later than 72 (seventy-two) hours as of your request.

VII. DIGITAL ASSETS TRANSFERS

You may transfer any Digital Asset other than the one used as Collateral of a Nexo Crypto Credit, and the one regarding which prohibitions or limitations of Digital Asset Transfers apply, as indicated in the Nexo Account and on the Nexo Platform, from your Digital Asset Wallet to a specified wallet of a third party.
We will process all Digital Asset Transfers according to your instructions and do not guarantee the identity of any recipient. You shall verify all transaction information prior to submitting instructions for a Digital Asset Transfer to Nexo. The Digital Asset Transfer cannot be cancelled or reversed once processed by Nexo. You acknowledge that you are responsible for ensuring the accuracy of any instructions submitted to Nexo and that any errors may result in the irreversible loss of your Digital Asset.
You shall have sufficient Digital Assets in your Digital Asset Wallet prior to instructing Nexo to effect any Digital Asset Transfer. In case of insufficiency of the relevant Digital Assets in your Digital Asset Wallet, the Digital Asset Transfer will be rejected by Nexo. By instructing Nexo to effect the Digital Asset Transfer, you authorize Nexo to debit your Digital Asset Wallet for the full amount of the Digital Assets needed to complete the Digital Asset Transfer.
We have no control over, or liability for, the delivery, quality, safety, legality or any other aspect of any goods or services that you may purchase or sell to or from a third party. We are not responsible for ensuring that a third-party buyer or a seller you transact with will complete the transaction or is authorized to do so. If you experience a problem with any goods or services purchased from or sold to a third party, using Digital Assets transferred from your Digital Asset Wallet, or if you have a dispute with such a third party, you shall resolve the dispute directly with that third party.
You may initiate a transfer of your Digital Assets to another Nexo Account, subject to the restrictions and limitations of this Section VII, by submitting the mobile phone number or e-mail address of the intended recipient. Based on the provided information, if the supplied credentials are attributable to an existing Nexo Account, Nexo shall allocate the Digital Assets to the corresponding Digital Assets Wallet of the intended recipient. Once confirmed and accepted by the recipient, Nexo will irrevocably execute the transfer and the transaction will be final and not subject to cancellation or reversal. In the event that the credentials supplied are not attributable to an existing Nexo Account, the prospective recipient shall create a Nexo Account within the prescribed timeframe, as indicated on the Nexo Platform, in order to receive the Digital Assets. Failure to adhere to this requirement, or in case certain limitations as indicated on the Nexo Platform apply, shall result in the cancellation of the transfer and the consequent reversion of the Digital Assets to your Savings Wallet. It is incumbent upon you to verify the accuracy and current validity of the recipient's credentials prior to the initiation of any transfer. All such Digital Assets transfers shall be pending until the transfer is completed or cancelled either by you or as indicated above.

VIII. RISK DISCLOSURE

Digital Assets are more volatile relative to most fiat currencies and other assets and this unpredictability of their price may result in significant loss over a short period of time. We are not responsible for the Digital Assets market, and we make no representations or warranties concerning the real or perceived value of any Digital Assets, and the quality, suitability, truth, usefulness, accuracy, or completeness of any data provided by Nexo. You shall therefore carefully consider whether holding Digital Assets is suitable for you in light of your financial condition.
Digital Assets are not money or legal tender, are not backed by the government or by a central bank and mostly do not have any underlying assets, revenue stream, or another source of value.
The regulatory status of Digital Assets is currently unsettled, varies among jurisdictions and is subject to significant uncertainty. Legislative and regulatory changes or actions relating to the Digital Assets or blockchain technology at a state or international level may adversely affect or restrict, as applicable, the use, transfer, exchange and value of the Digital Assets, as well as the provision of the Nexo Services or any of them. The value of the Digital Assets may be derived from the continued willingness of market participants to exchange fiat currencies for Digital Assets, which may result in permanent and total loss of value of a particular Digital Asset should the market for it disappear.
Also, some Digital Assets transactions are deemed to be made when recorded on a public ledger, which is not always the date or time that you initiated the transaction. Digital Assets ownership is often determined by a decentralized public ledger and usually cannot be cancelled or reversed.
The nature of Digital Assets may lead to an increased risk of fraud or cyberattacks and any losses due to fraudulent or accidental transactions will likely not be recoverable.
Keep in mind that we do not provide investment advice and the information coming from Nexo shall not be used as a basis for making decisions about investing in a particular Digital Asset.
YOU ARE RESPONSIBLE FOR DETERMINING WHETHER THE USE OF ANY OF THE NEXO SERVICES IS LEGAL IN YOUR JURISDICTION AND YOU SHALL NOT USE THESE NEXO SERVICES SHOULD SUCH USE BE ILLEGAL IN YOUR JURISDICTION. IF YOU ARE UNCERTAIN, PLEASE SEEK INDEPENDENT LEGAL ADVICE.
You understand and agree that you use the Nexo Account and the Nexo Services at your own risk. This Section VIII is not exhaustive and does not disclose all the risks associated with the Digital Assets and the use of the Nexo Services. You shall, therefore, carefully consider whether such use is suitable for you in light of your circumstances and financial resources.

IX. FORKS

It is important that you understand that the underlying protocols of the Digital Assets’ networks are subject to sudden changes in operating rules, and third parties may, from time to time, create a copy of a Digital Asset's network and implement changes in the operating rules or other features that might result in multiple versions of the network and more than one version of the Digital Asset. This may affect the value and the function of the initial Digital Asset and we can temporarily suspend our services while we determine, at our sole and absolute discretion, which network to support.
Such networks and Digital Assets are outside of our control and we can decide, at our sole and absolute discretion, to abandon or otherwise not support the initial or the copy of the Digital Asset. We may, at our sole and absolute discretion, obtain and retain the unsupported Digital Assets.

X. OBLIGATIONS AND WARRANTIES

You hereby declare, warrant and confirm that:
1. You meet the conditions under Section IV;
2. You validly undertake any action or enter into any transaction with regard to the Agreement;
3. The Digital Assets, which you have topped up or will top up in your Nexo Account, or the funds, which you have used or will use for purchase of the Digital Assets to be topped up into your Nexo Account, as the case may be, are not derived from money laundering, terrorist financing, fraud or any other illegal or criminal activity under any Applicable Law in the respective jurisdiction;
4. You have submitted to Nexo only complete, correct and up-to-date information and documents;
5. You are aware that you are subject to the tax regulation in your jurisdiction and shall be fully responsible for any filing/reporting and paying any tax due to the competent tax authority, as required by the Applicable Law. Nexo shall not be required to compensate you for your tax obligations or advise you in relation to your tax issues. The uncertainty in tax legislation relating to the Digital Assets may expose you to any currently unknown or future tax consequences, associated with your holding of Digital Assets and the use of the Nexo Services, for which Nexo shall not be held liable. You shall hold Nexo harmless from any expenses and losses, resulting from the above uncertainty;
6. You are aware that you use the Nexo Account, the Nexo Platform and the Nexo Services fully at your own risk.
You hereby undertake to:
1. Use the Nexo Account, the Nexo Platform and the Nexo Services in good faith;
2. Not violate or breach any terms of these General Terms, the Privacy Policy and the Cookies Policy, or any Applicable Law in any relevant jurisdiction;
3. Not commit, conduct or perform any misrepresentation, fraud, malicious act or criminal activities;
4. Not use the Nexo Account, the Nexo Platform and the Nexo Services to conduct electronic spamming or otherwise distribute any unsolicited or unauthorized advertising, promotional or marketing materials, junk mail or chain letters;
5. Not provide false, inaccurate, incomplete, out-of-date or misleading information;
6. Not interfere, intercept, or expropriate our network, system, data, or information;
7. Not transmit or upload any virus or other malicious software or program, or try to gain unauthorized access to other users’ accounts, website, network or systems relating to the Nexo Services;
8. Not decompile, reverse engineer or disassemble any of our programs, systems or products, or in any way infringe the Intellectual Property rights and/or such of our partners;
9. Not cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of any of our programs, systems or products, or unduly burdening or hindering the operation and/or functionality of any aspect of the Nexo Services;
10. Not use the Nexo Platform in a way that could damage, disable, impair or compromise the Nexo Platform or the provision of the Nexo Services, or interfere with other users, or affect the reputation of Nexo. You undertake not to gain or attempt to gain unauthorized access to the Nexo Account or the Digital Asset Wallets of other users;
11. Not take any action that imposes an unreasonable or disproportionately large burden or load on the Nexo infrastructure (including our servers, networks, data centers, and related equipment) and detrimentally interfere with, intercept or expropriate any system, data or information belonging to other users of the Nexo Services;
12. Not engage in any written or verbal communication or conduct towards Nexo, its affiliates, third-party service providers, each of their respective employees, officers, directors and representatives, which may in any way be deemed harmful, threatening, aggressive, abusive, inappropriate, disparaging or in any manner disrespectful;
13. Keep the data required for using the Nexo Account unavailable for third parties;
14. Inform Nexo about any change in the information and documents submitted to Nexo, in particular in your contact details, within 1 (one) day as of the change.

XI. NEXO LOYALTY PROGRAM

The Nexo Loyalty Program is applicable to all Nexo Services or part of them, as indicated on the Nexo Platform.
The loyalty levels and any preferential terms based thereon, including but not limited to Interest, cashbacks, bonuses and other types of rewards, applicable from time to time, depend on the ratio of NEXO Tokens to all other Digital Assets in the Portfolio Balance, and the type of Nexo Service used by the Client, respectively Digital Asset, and may be subject to other conditions Nexo finds appropriate, at its sole and absolute discretion, as indicated on the Nexo Platform.
The loyalty level of the relevant Client, respectively the applicable Interest, are dynamically determined throughout each calendar day, while their final determination occurs up to the time of accrual of the Interest for each Nexo Service, as specified in the general terms and conditions of the latter.
The participation in the Nexo Loyalty Program is non-transferable and cannot be sold, gifted or awarded to any person other than you.
Nexo reserves its right to allow the use of additional features of the Nexo Services and/or grant preferential Interest or other terms, apart from the Nexo Loyalty Program, at any time, as part of marketing campaigns or otherwise, at its sole and absolute discretion, regardless of whether they are related to the availability of NEXO Tokens in the Clients’ Nexo Accounts. Such can be applicable together with the Nexo Loyalty Program or on a separate basis.

XII. NEXO REFERRAL PROGRAM

The Nexo Referral Program is applicable to all Clients referring new Clients, who have not previously opened Nexo Accounts, to Nexo (“Referred Clients”), subject to the terms and conditions stipulated herein, governing the relevant Nexo Service (if and to the extent applicable), as well as on the Nexo Platform.
The eligibility for participation in the Nexo Referral Program, the type, amount and manner of granting of incentives, the type of Digital Assets and/or the Nexo Service used or to be used by the relevant Client or Referred Client, the limits regarding the number of Referred Clients or the amount of incentives a Client may refer, respectively receive, (if any), are indicated on the Nexo Platform.
The participation in the Nexo Referral Program is non-transferable and cannot be sold, gifted or awarded to any person other than you.
Nexo reserves its right to amend or supplement the terms and conditions of the Nexo Referral Program, as indicated herein and on the Nexo Platform, at any time, at its sole and absolute discretion. Any such amendments or supplements shall become valid and in full force as of the date of their publishing on the Nexo Platform unless otherwise indicated.
In the event multiple Referring Participants have been funded by a single digital address, both Referring and Referred Participants may be disqualified from participation in the Promo at the sole discretion of Nexo.

XIII. NEXO BOOSTER

The Nexo Booster allows you to multiply your Portfolio Balance by either: (i) multiplying any Digital Asset in your Portfolio Balance by requesting a Nexo Crypto Credit under the Nexo Crypto Credit General Terms and Conditions and a subsequent Exchange Transaction under the Nexo Exchange Service General Terms and Conditions, whereby both the proceeds of the Exchange Transaction, respectively the relevant Counter Asset, and the relevant part of the same type of Digital Asset available in the Client’s Savings Wallet prior to the execution of the Exchange Transaction will be automatically transferred from the Savings Wallet to the Credit Wallet of your Nexo Account to serve as Collateral of the Nexo Crypto Credit in accordance with the required LTV; (ii) selecting a Trading Pair and initiating an Exchange Transaction for the available amount of the Base Asset in your Nexo Account under the Nexo Exchange Service General Terms and Conditions, and requesting a Nexo Crypto Credit under the Nexo Crypto Credit General Terms and Conditions and a subsequent Exchange Transaction under the Nexo Exchange Service General Terms and Conditions, whereby the proceeds of both Exchange Transactions above, respectively the relevant Counter Assets, will be automatically transferred from the Savings Wallet to the Credit Wallet of your Nexo Account to serve as Collateral of the Nexo Crypto Credit in accordance with the required LTV.
Nexo will grant you the Nexo Crypto Credit as part of the Nexo Booster in a stablecoin approved by Nexo and indicated on the Nexo Platform and in the Nexo Account, which is subject to revision from time to time, at Nexo sole and absolute discretion. This stablecoin will always serve as a Base Asset of the Exchange Transaction to be executed after the granting of the Nexo Crypto Credit.
You understand and agree that Nexo may charge you fees for the use of the Nexo Booster, if and to the extent applicable, at an amount as indicated on the Nexo Platform and subject to revision from time to time, at our sole and absolute discretion.
You may only use the Nexo Booster within the limits, for the Digital Assets and under the conditions, as indicated in these General Terms, the general terms and conditions of the relevant Nexo Service, on the Nexo Platform and in the Nexo Account, which are subject to revision from time to time at our sole and absolute discretion.
Your request to use the Nexo Booster may be rejected (i) due to network shortages and/or technical reasons; (ii) in case of significant price difference; or (iii) in case there are not enough of the Digital Assets you wish to purchase on the exchanges.
We may, at our sole and absolute discretion, reverse or adjust any executed Exchange Transaction as part of the Nexo Booster, in case of an error in the Exchange Price of the Digital Assets, which deviates from the prevailing market price and which has occurred as a result of a system or technical error detected by Nexo, regardless of the reason for such. Any reversal of an Exchange Transaction automatically leads to reversal of the related Nexo Crypto Credit. In case of reversal, the Counter Assets subject of the Exchange Transaction(s) and/or your initial Digital Assets (in cases of a Nexo Booster under Art. XIII.1.(i)) will be withdrawn from the Credit Wallet of your Nexo Account, the Base Assets subject of the Exchange Transaction(s) and/or your initial Digital Assets (in cases of a Nexo Booster under Art. XIII.1.(i) - re-topped up into the Savings Wallet of your Nexo Account (when not resulting from a Nexo Crypto Credit) or withdrawn therefrom (when resulting from a Nexo Crypto Credit), as the case may be. In case of adjustment, the amount of the Counter Assets subject of the Exchange Transaction(s) will be adjusted accordingly in the Credit Wallet of your Nexo Account.

XIV. INITIATION AND EXECUTION OF FUTURES ORDERS

You must select the type and amount of the Perpetual Futures you wish to sell or buy before you place a Futures Order with Nexo to place one of the following orders:
1. Long Оrder - an order where you instruct Nexo to open a Futures Contract by buying a Perpetual Futures at the price available at the relevant Exchanges, within the multiplication and other limits as indicated on the Nexo Platform, and subsequently selling this Digital Asset at the price available at the relevant Exchanges;
2. Short Оrder - an order where you instruct Nexo to open a Futures Contract by selling a Perpetual Futures at the price available at the relevant Exchanges, within the multiplication and other limits as indicated on the Nexo Platform, and subsequently buying this Digital Asset at the price available at the relevant Exchanges.
You may, while having an open Futures Contract, instruct Nexo to partially or fully close your Futures Contract by placing one of the following orders or simultaneously both of them, which will apply for the relevant Perpetual Futures, unless they are canceled, or the relevant opened Futures Contract is closed either by liquidation or by you, namely:
1. Stop Loss Order - an order whereby you instruct Nexo to close а Futures Contract when the price of the Perpetual Futures, in the case of a Short Order, reaches or rises above, or respectively in the case of a Long Order, reaches or falls below a certain threshold determined by you, whereas this threshold is compared to the last traded price of the Perpetual Futures on the relevant Exchanges, as indicated on the Nexo Platform;
2. Take Profit Order - an order whereby you instruct Nexo to close а Futures Contract when the price of the Perpetual Futures, in the case of a Short Order, reaches or falls below, or respectively in the case of a Long Order, reaches or rises above a certain threshold determined by you, whereas this threshold is compared to the last traded price of the Perpetual Futures on the relevant Exchanges, as indicated on the Nexo Platform.
You may defer the placement of a Futures Order by designating the specific Entry Price, at which the Futures Contract shall be opened, or the specific Exit Price, at which the Futures Contract shall be closed, while you may, at any time before execution of the relevant Futures Order, change the Entry Price, respectively the Exit Price and/or the amount of the relevantFutures Order.
You may execute both Long and Short Futures Order for the same Perpetual Futures, and also partially or fully close any open Futures Contract. Upon full closure, or partially if selected by you, the Futures Contracts are denominated and settled in a certain stablecoin determined by Nexo, as indicated on the Nexo Platform.
Upon placing a request for opening a Futures Order with Nexo, you are requesting a Nexo Crypto Credit under the Nexo Crypto Credit General Terms and Conditions against a Collateral, within the Leverage limitations as indicated on the Nexo Platform.
Nexo will grant you an interest-free Nexo Crypto Credit in a stablecoin approved by Nexo and indicated on the Nexo Platform and in the Nexo Account, while Art. V. of the Nexo Crypto Credit General Terms and Conditions will not apply. Your Futures Contracts will be closed automatically if your Margin Risk increases above the permitted threshold, as indicated on the Nexo Platform and in accordance with the Nexo Crypto Credit General Terms and Conditions. Unless otherwise stipulated herein, the Nexo Crypto Credit, in case of a Futures Contract, is governed by the Nexo Crypto Credit General Terms and Conditions. Regardless of the interest-free nature of the Nexo Crypto Credit granted, Nexo may impose a positive or negative Funding Rate calculated by the relevant Exchange(s) to be incurred by Nexo, which is subsequently transferred to the Client and depending on its Futures Contracts at a given time.
You may, at any time while having an open Futures Contract(s), change the leverage, within the limits indicated on the Nexo Platform, while each time the amount of the Collateral will be adjusted accordingly and/or a Nexo Crypto Credit may be granted in accordance with Art. XIV.5. hereinabove. Changes under the preceding sentences will affect both Long and Short Futures Contract for the same Perpetual Futures.
The Collateral will be included in the Locked Balance. The risk and health of your Nexo Crypto Credit for a Futures Contract shall be monitored by Nexo in accordance with the Nexo Crypto Credit General Terms and Conditions and the liquidation procedure therein will apply accordingly.
In case you instruct Nexo to close any open Futures Contract, or in the event of liquidation, the proceeds of the relevant Futures Contract will be used for the repayment of the Nexo Crypto Credit and will be allocated first to the fees, if any, and then to the principal of the Nexo Crypto Credit. The same applies in case of partial closure of a Futures Contract.
Your Future Order may be rejected (i) due to network shortages and/or technical reasons; (ii) in case there are not enough Digital Assets on the Exchanges; (iii) if the amount of stablecoins in your Futures Wallet is insufficient to execute Futures Order, in case of pending Stop Loss Orders or Take Profit Orders; or (iv) for the purpose of liquidating the necessary amount of Digital Assets to rebalance your Nexo Crypto Credit in accordance with the Nexo Crypto Credit General Terms and Conditions, if applicable.
We may, upon our sole and absolute discretion, reverse or adjust any executed Futures Orders, in case of an error in the Entry Price or Exit Price, which deviates from the prevailing market price and which has occurred as a result of a system or technical error detected by Nexo, regardless of the reason for such, or significant change of the estimated price during the processing of the Futures Order. In case of reversal, the Futures Order will be reversed, respectively the proceeds thereof will be withdrawn from your Nexo Account, and the Collateral - released and no longer be treated as such for the purpose of the Nexo Crypto Credit, as the case may be and to the extent applicable. In case of adjustment, the Futures Order, respectively the proceeds thereof, will be adjusted accordingly in your Nexo Account, or if such proceeds are not available, other available Digital Assets in your Nexo Account will be debited accordingly therefrom. In case of reversals or adjustments of Futures Orders under this article, the Nexo Crypto Credit is granted in accordance with Art. XIV.5. and Art. XIV.6. hereinabove for the purpose thereof will be reversed, respectively adjusted, accordingly.

XV. NEXO DUAL INVESTMENT PRODUCT

Nexo Dual Investment Product combines the features of the Nexo Earn Interest Product and the Nexo Exchange Service, where the execution of the Exchange Transaction is postponed until the chosen by the Client Settlement Date, and subject to the Settlement Price correlation to the Target Price is met, as indicated hereinbelow and within the limitations on the Nexo Platform, while continuing to earn Interest in accordance with the Nexo Earn Interest Product.
You may, upon your instruction to Nexo, execute a Dual Investment Subscription by selecting the Subscription Currency you wish to sell or buy, the Target Price and the Settlement Date before you place a Dual Investment Subscription with Nexo, choosing among the following options:
1. Sell High Strategy - Dual Investment Subscription where you instruct Nexo to sell the Subscription Currency at the Settlement Date, if the Target Price is higher compared to the Settlement Price;
2. Buy Low Strategy - Dual Investment Subscription where you instruct Nexo to buy the Settlement Currency at the Settlement Date if the Target Price is lower compared to the Settlement Price.
In case the Target Price chosen by you reaches the Settlement Price on the Settlement Date, Nexo will proceed to execute an Exchange Transaction, using the Subscription Currency as Base Asset and the proceeds thereof, namely the Settlement Currency, together with the accrued Interest in the Settlement Currency will be topped up in your Saving Wallet. In case the Target Price chosen by you does not reach the Settlement Price on the Settlement Date, an Exchange Transaction shall not be executed, and the Subscription Currency, together with the accrued Interest in-kind, will be topped up in your Saving Wallet.
As a rule, Earn in NEXO Tokens functionality will not apply to the Nexo Dual Investment Product.
You may have more than one pending Dual Investment Subscription, either sell or buy, for the same Subscription Currency. Once Nexo confirms your Dual Investment Subscription, the Subscription Currency will be deducted from your Nexo Account, and you will not be able to withdraw or dispose of them in any manner until the Settlement Date.
You understand and agree that Nexo may charge you fees for using the Nexo Dual Investment Product, if and to the extent applicable, at an amount as indicated on the Nexo Platform and subject to revision from time to time, at our sole and absolute discretion.
You may only use the Nexo Dual Investment Product, within the limits, for the Digital Assets and under the conditions, as indicated in these General Terms, the general terms and conditions of the relevant Nexo Service, on the Nexo Platform and in the Nexo Account, which are subject to revision from time to time at our sole and absolute discretion.
Dual Investment Subscriptions are irreversible and final once you have provided the relevant instructions to Nexo, and you may not change, withdraw or cancel them. You are responsible for all Dual Investment Subscriptions you place and your decisions to sell, implement and maintain the Digital Assets in your Nexo Account. You understand and agree that Nexo might convert, pledge, re-pledge, hypothecate, rehypothecate, sell, lend, or otherwise transfer, dispose of, or use any amount of any Subscription Currency, separately or together with other property, and for the duration of the Subscription Period at its sole and absolute discretion. Any such action will be performed in Nexo’s name only, and you will have no benefits or liabilities from it.
The Nexo Earn Interest Product General Terms and Conditions, and the Nexo Exchange Service General Terms and Conditions shall apply accordingly for any matter concerning Nexo Earn Product and execution of an Exchange Transaction, while in case of any discrepancy between these General Terms and the Nexo Earn Interest Product General Terms and Conditions and Nexo Exchange Service General Terms and Conditions, these General Terms shall prevail.

XVI. REFUSAL TO PROVIDE NEXO SERVICES. LIMITATION, SUSPENSION OR TERMINATION OF THE NEXO SERVICES. CLOSURE OF ACCOUNTS.

Nexo reserves the right to, at its sole and absolute discretion, refuse to process or to cancel any request from you in regard to the Nexo Services, including for purposes of compliance with any Applicable Law.
The topping-up of Digital Assets into your Digital Asset Wallet may be subject to certain limits imposed by Nexo (as may be amended from time to time at Nexo sole and absolute discretion).
Nexo may, at any time and without liability, terminate, suspend, limit or reverse your use, or the functionality, of the Nexo Services, or your access to your Nexo Account (including freezing or closing your Nexo Account, refusing to process any instruction of yours, or reversing a performed action), including but not limited to: (a) in the event of any breach by you of these General Terms and any other applicable terms, or any Applicable Law; (b) for the purposes of complying with a regulator’s demand, a court order, an act of any governmental authority, or any Applicable Law; (c) upon Nexo’s suspicion that a transaction or your use of the Nexo Services may be erroneous or connected with any unlawful activities (such as money laundering, terrorist financing, as well as fraudulent activities), or that your Nexo Account has been compromised; (d) your Nexo Account is subject to any legal proceedings; (e) to remedy the effects of any defect in or compromise to any information system related to the provision of the Nexo Services; (f) for compliance and monitoring reasons, including in case of a discrepancy between your spending profile and the type of consumer group you belong to; (g) for maintenance of the system; or (h) if there is a change in the eligibility criteria for opening of a Nexo Account or use of the Nexo Services. In the above cases the Digital Assets in your Nexo Account may be frozen for an indefinite period of time until the matter is resolved.
Nexo may, at any time and without liability: (a) update or change any features, components or content of the Nexo Services, cease to accept and support any Digital Assets and substitute them with Digital Assets accepted and supported by Nexo, determined as per Nexo sole and absolute discretion, if such are available in the Client’s Nexo Account at the cessation time. We do not guarantee that any such specific content, component, feature or Digital Asset will always be available to you; or (b) suspend, terminate, cancel or change any incentive program and/or any pay-out in regard thereto.
If we decide to undertake any of the actions under Art. XVI.3. and XVI.4., we will provide you with adequate notice of this unless it is impractical, impossible or illegal to do so. Reversals are possible once the reasons for the relevant suspension or limitation no longer exist. In this case, we will not be under any obligation to execute any suspended, reversed or terminated transactions at a specific price or under specific terms.
Your obligations under these General Terms will continue in the event of any limitation, suspension, reversal or termination under Art. XVI.3. and XVI.4. and you will not be released from any liability having arisen prior to such.
Nexo shall not owe you any payment, compensation or damages in relation to any suspension, limitation, cessation, reversal or termination of your use of the Nexo Services, regardless of the reason therefor.
Our rights for suspension, limitation, cessation, reversal and termination under this Section XVI shall be without prejudice to any other rights or remedies that we may have (whether under these General Terms, Applicable Law or otherwise).
You may, at any time, suspend or terminate your access to and use of any of the Nexo Services or close your Nexo Account. In order to do so, you shall submit a request to Nexo in a form and together with the relevant supporting documents and/or information, as may be required by Nexo. You hereby acknowledge and agree that you will be subject to such terms and conditions as we may consider applicable to such suspension, termination or closing and that the relevant Nexo Services will not be accessible thereafter.
All your debts to Nexo shall have been settled and there shall be no balance in your Nexo Account prior to closing thereof under this Section XVI. You are entitled to recover the remaining balance of Digital Assets together with the Interest accrued thereon, if applicable, respectively the fiat equivalence of the latter, prior to closing, unless we are prohibited by any Applicable Law or a court order to release such Digital Assets and Interest, if applicable, including but not limited to the case that we have reasonable grounds to suspect that the Digital Assets or the funds used for purchase of the Digital Assets were obtained through fraud or any unlawful means or connected with any criminal activities. Certain limitations may apply, as indicated in the Nexo Account and on the Nexo Platform, subject to revision from time to time, at our sole and absolute discretion.

XVII. PERSONAL DATA

We can only provide the Nexo Services once we have collected your Personal Data.
By creating your Nexo Account and/or using the Nexo Services, you acknowledge that Nexo shall gather, process and store your Personal Data for the purpose of providing you with the Nexo Services, and declare, acknowledge and confirm that you have read our Privacy Policy and Cookies Policy and agree thereto.
We reserve the right, at any time, to verify your Personal Data for anti-money laundering and counter-terrorist financing purposes.
In the event your Nexo Account is closed on any grounds under this Agreement, we will stop using your Personal Data for the purposes under Art. XVII.2., but we may need to keep your Personal Data as required by any Applicable Law.

XVIII. LIMITATION OF LIABILITY

ALL THE NEXO SERVICES ARE PROVIDED ‘AS IS’ AND WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED, OR STATUTORY, EXCEPT AS EXPRESSLY PROVIDED IN THESE GENERAL TERMS, TO THE EXTENT PERMITTED BY APPLICABLE LAW. NEXO DISCLAIMS ALL OTHER REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, MADE TO YOU, YOUR AFFILIATES OR ANY THIRD PARTY, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE OF ANY SERVICE OR ANY GOODS PROVIDED INCIDENTAL TO THE NEXO SERVICES UNDER THESE GENERAL TERMS.

NEXO LIABILITY IN RESPECT OF THE REPRESENTATIONS AND WARRANTIES, WHICH CANNOT BE EXCLUDED, IS LIMITED TO ANY OF THE FOLLOWING OPTIONS CHOSEN BY NEXO, AT OUR SOLE AND ABSOLUTE DISCRETION:
1. RE-SUPPLYING, REPLACING OR REPAIRING THE NEXO SERVICES IN RESPECT OF WHICH THE BREACH OCCURRED; OR
2. PAYING THE COST OF THE RE-SUPPLYING, REPLACEMENT OR REPAIRING OF THE NEXO SERVICES IN RESPECT OF WHICH THE BREACH OCCURRED.
NOTWITHSTANDING ANY PROVISIONS IN THESE GENERAL TERMS, IN NO EVENT SHALL WE OR ANY OF OUR REPRESENTATIVES OR PARTNERS BE LIABLE TO YOU FOR ANY LOSSES, DAMAGES OR CLAIMS:
1. DUE TO AN UNUSUAL OR UNFORESEEABLE EVENT OUTSIDE OUR REASONABLE CONTROL, THE CONSEQUENCES OF WHICH COULD NOT HAVE BEEN AVOIDED EVEN IF ALL DUE CARE HAD BEEN EXERCISED (E.G. FORCE MAJEURE, INCLUDING ACTS OF GOD, WAR OR CIVIL UNREST, DISASTERS, ACTS OF DOMESTIC OR FOREIGN COURTS AND GOVERNMENTAL AUTHORITIES, STRIKES, LOCKOUTS, LABOUR DISPUTES, TERRORIST ACTS, RIOTS);
2. ARISING FROM OR IN CONNECTION WITH:
  1. ANY DELAY, SUSPENSION, DISCONTINUATION, INTERRUPTION OF THE NEXO PLATFORM OR THE NEXO SERVICES;
  2. FAILURE OR INTERRUPTION IN PUBLIC OR PRIVATE TELECOMMUNICATION NETWORKS, COMMUNICATION CHANNELS OR INFORMATION SYSTEMS;
  3. ACTS OR OMISSIONS OF ACTS OF A PARTY FOR WHOM WE ARE NOT RESPONSIBLE;
  4. DELAY, FAILURE OR INTERRUPTION IN, OR UNAVAILABILITY OF, THIRD-PARTY SERVICES;
  5. ANY REFUSAL TO PROCESS OR AUTHORIZE, OR ANY REVERSAL OF, ANY TRANSACTION FOR ANY REASON;
  6. YOUR INABILITY TO EFFECT OR COMPLETE ANY TRANSACTION DUE TO SYSTEM MAINTENANCE, BREAKDOWN OR NON-AVAILABILITY OF THE NEXO PLATFORM OR THE NEXO SERVICES;
  7. ANY UNAUTHORIZED OR INELIGIBLE USE OF THE NEXO SERVICES CONTRARY TO THESE GENERAL TERMS;
3. DUE TO COMPLIANCE WITH ANY APPLICABLE LAW, COURT ORDERS OR ACTS OF ANY GOVERNMENTAL AUTHORITY;
4. RESULTING FROM HACKING, TAMPERING, COMPUTER VIRUS TRANSMISSION OR OTHER UNAUTHORIZED ACCESS OR USE OF THE RELEVANT NEXO SERVICE, YOUR NEXO ACCOUNT OR ANY INFORMATION CONTAINED THEREIN.
NOTWITHSTANDING ANY PROVISIONS IN THESE GENERAL TERMS, IN NO EVENT SHALL WE BE LIABLE TO YOU FOR ANY TYPE OF INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOST REVENUE, LOST PROFITS, REPLACEMENT GOODS, LOSS OF TECHNOLOGY, LOSS OF DATA, OR INTERRUPTION OR LOSS OF USE OF SERVICE OR EQUIPMENT, REGARDLESS OF WHETHER SUCH DAMAGES BEING DIRECT OR INDIRECT, FORESEEABLE OR UNFORESEEABLE, OR EVEN IF YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND WHETHER ARISING UNDER THEORY OF CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE.
IN NO EVENT WILL OUR AGGREGATE LIABILITY FOR ANY LOSS OR DAMAGE ARISING IN CONNECTION WITH THE NEXO SERVICES AND THESE GENERAL TERMS EXCEED THE FEES YOU PAID TO NEXO FOR YOUR USE OF THE RELEVANT NEXO SERVICE DURING THE 12-MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT, GIVING RISE TO THE CLAIM FOR LIABILITY, IF ANY. THE ABOVE SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY THE RELEVANT APPLICABLE LAW.
WE SHALL NOT BE LIABLE FOR ANY FAULT ON THE PART OF ANY THIRD-PARTY SERVICE PROVIDER INSTRUCTED BY US. IN ANY SUCH CASES OUR LIABILITY WILL BE LIMITED TO USING REASONABLE CARE IN THE SELECTION, APPOINTMENT AND INSTRUCTION OF SUCH THIRD-PARTY SERVICE PROVIDERS (BUT NOT OF ANY SUB-CONTRACTOR OR OTHER THIRD PARTY SUCH A THIRD-PARTY SERVICE PROVIDER MAY USE).
NOTHING IN THESE GENERAL TERMS SHALL OPERATE TO LIMIT OR EXCLUDE ANY LIABILITY FOR FRAUD OR GROSS NEGLIGENCE.

XIX. DEFAULT. INDEMNIFICATION

The occurrence of one of the following events constitutes an Event of Default:

a) The Client breaches any of the Client’s obligations or warranties under these General Terms;

b) It is or becomes illegal for the Client to perform the Client’s obligations under this Agreement;

c) Nexo is unable to contact the Client in accordance with the Client’s most recent instructions for sending correspondence.
In case of an Event of Default, Nexo is entitled:

a) To terminate this Agreement with immediate effect;

b) To take any action it deems necessary to protect its interests.
You shall defend, indemnify, and hold harmless Nexo, its affiliates, third-party service providers, each of their respective employees, officers, directors and representatives from and against any claims, damages, losses, liabilities, costs and expenses (including reasonable attorney’s fees), arising out of or relating to any third-party claim concerning these General Terms or your use of the Nexo Services in violation to these General Terms or any Applicable Law.

XX. TERMINATION

This Agreement shall be terminated immediately by closing your Nexo Account, on the grounds of Art. XIX.2., Letter a) or otherwise, and discontinuing use of the Nexo Services. The Agreement can be terminated upon written notice by Nexo if Nexo discontinues the offering of the Nexo Services, regardless of the reasons.
All your debts to Nexo shall have been settled and there shall be no balance in your Nexo Account prior to suspension or closing thereof. You are entitled to recover the remaining balance of Digital Assets together with the Interest accrued thereon, if applicable, respectively the fiat equivalence of the latter, unless we are prohibited by any Applicable Law or a court order to release such Digital Assets and Interest, if applicable, including but not limited to the case that we have reasonable grounds to suspect that the Digital Assets or the funds used for purchase of the Digital Assets were obtained through fraud or any unlawful means or connected with any criminal activities. Certain limitations may apply, as indicated in the Nexo Account and on the Nexo Platform, subject to revision from time to time, at our sole and absolute discretion.
The termination of this Agreement shall not prevent any Party from seeking any remedies against the other Party for any breach of this Agreement occurring prior to such termination.

XXI. NOTICES. ELECTRONIC COMMUNICATIONS

Any notice required or made under these General Terms from Nexo to the Client shall be considered validly received when addressed to the Client’s last used e-mail address, mailing address or phone number. Additionally, we may provide notices through posting on the Nexo Platform.
Any notice required or made under these General Terms by the Client to Nexo shall only be made via e-mail in English to [email protected].
Your feedback, questions or complaints may be referred to Nexo via e-mail in English to [email protected], or through other communication channels indicated by Nexo from time to time on the Nexo Platform. We will do our best to respond as soon as possible. However, for more complicated issues, it may take Nexo up to 20 (twenty) days to get back to you. We will not be responsible for any loss or damage sustained during this period.
You shall be fully responsible for the security and authenticity of all instructions sent through the Nexo Platform and you shall be bound by all such instructions. We will assume that all the instructions received from your Nexo Account are coming from you and we shall not be obliged to verify this.
You accept the risk that your instructions and information may not be protected against unauthorized access when given through the Nexo Platform, as being transmitted via the Internet.
Any instructions sent to Nexo shall only be deemed received by Nexo when we have successfully retrieved them from the relevant system and duly informed you of the receipt. Any instructions sent by you to any third parties will only be deemed received by them in accordance with their terms and conditions.
You agree that, to the extent there are any terms in your local jurisdiction governing the time and place of dispatch and receipt of electronic communications, such terms will not apply to your use of the Nexo Platform and the Nexo Services (subject to the maximum extent permitted under Applicable Law), and you will be liable for any damages caused through the use of connectivity means.
You acknowledge and agree that in the event of any dispute arising in connection with your use of the Nexo Platform and the Nexo Services, our records of all matters related to your use of the Nexo Platform and the Nexo Services on any specific date will be binding on you for all claims and purposes whatsoever. Additionally, you agree to the admissibility of all such records and documents without further requirement of proof of authenticity or accuracy in a court of law or similar institution under any Applicable Law.

XXII. GOVERNING LAW AND JURISDICTION

The Agreement shall be governed exclusively by the substantive law of the Cayman Islands.
Any dispute arising out of or in connection with the Agreement (the General Terms), unless amicably settled between the Parties, shall be referred to the competent court in the Cayman Islands, determined as per the procedural law of the Cayman Islands. You agree that any dispute resolution proceeding subject to the Applicable Law under the preceding sentence shall be conducted only on an individual basis and not as a plaintiff or class member in any purported class, consolidated or representative action or proceeding. No court or other dispute resolution authority can consolidate or join more than one claim and can otherwise preside over any form of a consolidated, representative, or class proceeding. Any relief awarded cannot affect other Clients of Nexo.

XXIII. MISCELLANEOUS

Your use of the Nexo Services may be subject to certain fees, as indicated on the Nexo Platform, which are always exclusive of any taxes and may be debited from your Nexo Account, if applicable. Such fees may be changed at any time, at Nexo sole and absolute discretion.
The Intellectual Property remains an exclusive property of Nexo and cannot be reproduced, displayed, distributed, republished, broadcasted, transmitted, modified or used in any other manner or by any means by the Client, except upon our prior explicit written consent.
This Agreement, together with the Privacy Policy and the Cookies Policy, represents the entire agreement between you and Nexo in relation to the use of the Nexo Services. Unless otherwise agreed, it supersedes all prior or current representations, statements, understandings, agreements, or communications between you and Nexo, its affiliates, third-party service providers, each of their respective employees, officers, directors and representatives, whether written or verbal and regardless of the communication channel, including any statements in Nexo’s whitepaper.
Nexo shall reserve its right to amend or supplement these General Terms from time to time. Any such amendments or supplements shall become valid and in full force as of the date of their publishing on the Nexo Platform unless otherwise indicated. You shall regularly check the Nexo Platform to inform yourself about any such amendments or supplements. We may also, at any time, change, add or remove any feature or functionality of the Nexo Platform without prior notice. By continuing to use the Nexo Platform and/or the Nexo Services, after any such amendments or supplements, respectively changes, have taken effect, you thereby indicate your acceptance of the amended or supplemented General Terms and the changed Nexo Platform. If you do not wish to be bound by any amendments or supplements to these General Terms, you shall discontinue your use of the Nexo Platform and/or the Nexo Services immediately.
The descriptive headings in these General Terms are inserted for convenience only and shall not affect the interpretation of this Agreement.
The invalidity of the whole or part of any provision of these General Terms shall not affect the validity of the whole or part of any other provision of these General Terms. The remaining provisions of these General Terms shall remain in full force and effect.
The failure by Nexo to exercise or enforce any right or provision of these General Terms shall not constitute a present or future waiver of such right or provision.
Providing you with the Nexo Services does not make Nexo your trustee or investment adviser and no fiduciary relationship exists between us. We have no trust or other obligations in respect of your Nexo Account other than those expressly specified hereunder.
None of your rights and obligations arising out of the Agreement are assignable or transferable, without the prior written consent of Nexo. Nexo shall reserve the right to assign, delegate or transfer this Agreement and the rights and obligations hereunder to any third party at any time, without notice or your consent.
Except for the legal entities belonging to the Nexo group of companies, a person who is not a party to this Agreement, shall not be entitled to enforce it.
This Agreement is prepared and concluded in English language. In case it or any part thereof is translated into another language for whatever reason, the English version shall prevail.

¹Applicable to the use of all Nexo Services, including any new Nexo Crypto Credit after April 1, 2023. Exceptions apply to the States of New York, Alaska, Vermont, Florida and Texas, to which identical or similar restrictions are already in place before this date

²Applicable to the use of the Nexo Referral Program, Exchange Transactions under Art. V.2.(b) of the Nexo Exchange Service General Terms and Conditions, the Nexo Pro Services, the Nexo Dual Investment Product and execution of Futures Contracts

³Applicable to the use of the Nexo Booster, the cases under Art. V.5.(ii) and Art.VI.1.(ii) of the Nexo Services General Terms and Conditions, the Nexo Dual Investment Product and execution of Futures Contracts

⁴Applicable to the Nexo Dual Investment Product and the execution of Futures Contract