Wallet Terms of Service

These terms of service (Terms) are a legal agreement between You (You or Your) and AXIA Support Inc. (AXIA, We, Us or Our).

1. The Services

1.1 As part of the AXIA ecosystem, AXIA makes available the services described in the Services Schedule (collectively, the Services).

1.2 AXIA may from time to time change or withdraw the Services it makes available. In the event that We intend a change that will materially alter or decrease the Services available to You, We shall use reasonable endeavours to provide sixty (60) days’ notice to You prior to making such change. In certain circumstances (for example, where we are required to change or withdraw the Services as a result of law or regulation), advance notice of such change may not be provided. We retain the absolute discretion to change or withdraw the Services available to You with immediate effect.

2. Access to the Services

2.1 We may block your access to the Services at any time by contacting You if you have breached these Terms. We may restore access to You for the Services at our sole discretion.

3. We Engage Third-party service providers

3.1 For the purpose of providing the Services, We have entered into agreements with one or more third-party service providers. By entering into these Terms, You consent to AXIA engaging any third-party service providers for the provision of the Services with which You have no legal relationship.

3.2 We reserve the right to change the third-parties we engage without any notice to You. In cases where a change in third-parties materially alters or decreases the Services available to You, We shall use reasonable endeavors to provide notice in writing to You in accordance with Section 1 above.

4. Deposits

4.1 Deposits will only be credited to Your Digital Wallet once they are Delivered.

4.2 You agree and understand that Supported Assets will only be considered Assets after they have been Delivered to a Digital Wallet provided by Us to You. You agree and understand that We have no obligation with respect to any Supported Assets unless such Supported Assets have been so Delivered to us.

4.3 In addition, You agree and understand that We are not required to accept Delivery of any Supported Assets, and have no liability therefor (except, if Delivered by You, to ensure return by Delivery of such Supported Assets to You to the extent permitted by law), if We believe that the acceptance thereof would or is reasonably likely to expose us or any of Our affiliates to any liability (contingent or otherwise).

5. Ownership

5.1 The ownership of Your Assets will be clearly recorded in the books of our third-party provider, as credited to You.

5.2 You acknowledge that Your Assets are not subject to the protections of any government.

6. Deletion to be reversed Withdrawals

6.1 Once a vaulted wallet Withdrawal Request has been made, Your Withdrawal Request will be processed within two Business Days of the next Cut-Off Time.

6.2 You agree and understand that with respect to Proper Instructions, We cannot authenticate whether or not such Proper Instructions originated from You. We are entitled to rely on and conclusively presume that any Proper Instructions come from You. You agree and understand that We have the right to refuse to execute any Withdrawal Request that We believe may be in violation of any applicable laws and regulations. You agree and understand that We may rely upon any action that We believe in good faith to have been taken by You.

7. Tax and legal implications

7.1 You understand and are fully aware that using the Services performed may have certain tax and legal implications and You take full liability for any tax or legal consequences that might arise from transactions pertaining to Your Assets.

8. Your representations, Warranties and covenants

8.1 You represent and warrant to Us, which representations and warranties shall be continuing and shall be deemed to be reaffirmed on each date you utilize or access the Services each time You initiate a Withdrawal Request (in each case with reference to the facts and circumstances existing at such date), that:

You are at least 18 years old, have the legal capacity to enter into these Terms, and agree to be legally bound by these Terms in their entirety.
You have the power to enter into the Terms, to make any Withdrawal Request, and to perform Your obligations hereunder.
The performance of these Terms does not violate or conflict with any law, judgment, order, regulation, or contractual obligation applicable to or binding on You or any of Your Assets.
You have full legal and beneficial title to any Assets delivered to AXIA and such Assets are free and clear of all liens, claims, encumbrances and restrictions that would prevent or restrict the Delivery of such Assets to Us or any of our third-party providers.
Your obligations under these Terms constitute Your legal, valid, and binding obligation, enforceable in accordance with their respective terms (subject to applicable bankruptcy, reorganization, insolvency, moratorium, or similar laws affecting creditors' rights generally and subject, as to enforceability, to equitable principles of general application (regardless of whether enforcement is sought in a proceeding in equity or at law)).
You understand the risks associated with using the Services and that you have had the opportunity to seek legal, accounting, taxation and other professional advice regarding these Terms and the Services.
You will not use the Services in any manner that is, or would result in, a violation of any applicable laws and regulations.
You are aware of and familiar with, and have been fully informed of the risks associated with giving Proper Instructions, and are willing to accept such risks, and You shall safeguard and treat with extreme care any credentials related to Proper Instructions. You understand that there may be more secure methods of giving or delivering Proper Instructions than the methods selected by AXIA and You agree that the security procedures (if any) to be followed in connection therewith provide a commercially reasonable degree of protection in light of particular needs and circumstances.
You agree and understand that a Withdrawal Request given pursuant to Proper Instructions may conclusively be presumed by us to have been given by You and may be acted upon as given.
You agree and understand that Supported Assets are new forms of assets, that the law regarding their ownership, custody, and transfer is developing and uncertain, and that custody of such assets poses certain risks that are not present in the case of more traditional asset classes; and the Client further agrees and understands there are risks of potential loss or diminution in value of Supported Assets due to changes or developments in the law or conditions under existing law in which Your rights in and to such Supported Assets are not adequately protected.
You are not, and no transferee of Assets pursuant to any Withdrawal Request is, (i) the target of any laws administered by any governmental entity imposing economic sanctions and trade embargoes, or (ii) located, organized, or resident in a country or territory that is, or whose government is, the target of sanctions imposed by any governmental entity.
You agree that You will promptly inform Us if (i) You are or become the target of any laws administered by any governmental entity imposing economic sanctions and trade embargoes, (ii) You are or become located, organized, or resident in a country or territory that is, or whose government is, the target of sanctions imposed by any other governmental entity, or (iii) You become aware that You or any Asset, or any transaction involving an Asset, are or became the target of any investigation (including the reasonable details thereof).
You will abide by all present and future applicable anti-money laundering and anti-terrorist financing laws, regulations and related securities commissions or regulators’ rules and governmental guidance, including, but not limited to the Proceeds of Criminal Conduct Act, 1997 and Anti-Money Laundering Regulations, 2008 (each as may be amended from time to time) (the AML Rules). You further covenant that You will, upon request, provide to AXIA any documents and information that We may require to comply with the requirements of the AML Rules. You covenant that you will not use the Services in order to conceal or disguise the origin or nature of proceeds of crime or terrorist financing, or to further any breach of the AML Rules or any other applicable anti-money laundering, terrorist financing or proceeds of crime laws or to deal in any unlawful Assets, property, funds, or proceeds.

9. Our liability to you

9.1 Except as required by Law, We are not liable to You for any harm resulting from any use or misuse of the Services.

9.2 Such limitation of liability: (a) includes direct, indirect, incidental, consequential, special, exemplary and punitive damages, whether such claim is based on warranty, contract, tort or otherwise (even if We have been advised of the possibility of such damages); (b) applies whether damages arise from use or misuse of and reliance on the Services, from inability to use the Services, or from the interruption, suspension, or termination the Services (including any damages incurred by third parties), interruptions caused by any computer viruses, spyware, scamware, trojan horses, worms, or other malware that may affect the Client’s computer or other equipment, or any phishing, spoofing, domain typosquatting, or other attacks, failure of mechanical or electronic equipment or communication lines, telephone or other interconnect problems; and (c) applies notwithstanding a failure of the essential purpose of any limited remedy and to the fullest extent permitted by law.

9.3 Nothing in these Terms shall limit Our liability towards You for claims for death or personal injury or damages caused by intentional wrongdoing or gross negligence of us, Our legal representatives or agents. In case of a breach of a material obligation under this License Agreement which is caused by gross negligence We shall only be liable for the typical, predictable, direct and average damage, unless the claim is for death or personal injury in which case Our liability towards You shall be unlimited.

10. Limitation of actions

10.1 No action arising out of or relating to these Terms, the Services or the transactions they contemplate may be commenced against Us after the date that is 6 months after the basis for such claim could reasonably have been discovered by You.

11. Force Majeure

11.1 We will not be liable for delays in performance or for non-performance due to unforeseen circumstances or causes beyond Our reasonable control. You furthermore agree and understand that in the event of a market disruption, We may, in Our sole discretion, do one or more of the following: (i) suspend access to the Services; or (ii) prevent You from completing any actions via the Services. We are not liable for any losses suffered by You resulting from such actions. Following such an event, if the Services resume, You agree and understand that the prevailing market prices may differ significantly from the prices prior to such an event.

12. How we Use Your Data

12.1 Under data protection legislation, We are required to provide You with certain information about who We are, how We process Your personal data and for what purposes and Your rights in relation to Your personal data and how to exercise them. This information is provided in https://axia.global/privacypolicy and it is important that You read that information.

13. Notices by Electronic Communication

13.1 Any communication to be made between Us under or in connection with these Terms may be made by electronic mail or other electronic means.

14. Changes To These Terms

14.1 We may need to change these Terms to reflect changes in law or best practice, to deal with additional features which We introduce or to reflect Our contractual arrangements with third-party service providers. We will use reasonable endeavors to give You at least 30 days’ notice of any change. In certain circumstances (for example, where we are required to change these Terms to reflect changes in law), advance notice of such change may not be provided.

14.2 If You do not accept any change to these Terms, Your sole remedy will be to cease using the Services.

15. Waiver

15.1 Any failure by Us to exercise any of our rights, powers, or remedies under these Terms, or any delay by Us in doing so, does not constitute a waiver of any such right, power, or remedy. The single or partial exercise of any right, power, or remedy by Us does not prevent either from exercising any other rights, powers, or remedies. Our remedies are cumulative with and not exclusive of any other remedy conferred by the provisions of these Terms, or by law or equity.

16. Entire Agreement

16.1 These Terms constitute the entire agreement between the Parties and supersede and extinguish all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.

16.2 Each Party agrees that it shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms. You agree that You shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in these Terms.

17. Assignment

17.1 You may not assign any rights, or transfer any obligations, whether voluntarily or otherwise, under these Terms and any purported assignment or transfer in violation of this paragraph is void.

17.2 We may, at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of our rights or obligations under these Terms.

18. Termination

18.1 AXIA may terminate the Services immediately by written notice to You if:

you commit a material or persistent breach of the Terms which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so; or
You cease to be eligible to receive the Services.

18.2 AXIA may terminate the Services at any time on fourteen (14) days’ written notice to You.

19. Severance

19.1 If any provision or part-provision of these Terms is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of these Terms.

20. Governing law and jurisdiction

20.1 These Terms shall be governed and construed in all respects by the law of the British Virgin Islands.

20.2 Subject to this paragraph 20, in relation to any legal action or proceedings to enforce these Terms or arising out of or in connection with these Terms (Proceedings) each of the parties irrevocably submits to the exclusive jurisdiction of the courts of the British Virgin Islands and waives any objection to Proceedings in such courts on the grounds of venue or on the grounds that the Proceedings have been brought in an inconvenient forum.

20.3 These submissions shall not affect the right of AXIA to take Proceedings in any other jurisdiction nor shall the taking of Proceedings in any jurisdiction preclude AXIA from taking Proceedings in any other jurisdiction.

21. Defined terms

21.1 In these Terms, the capitalised terms and phrases below have the following meanings:

Airdrop:	a distribution of a new Digital Asset resulting from the ownership of a pre-existing Digital Asset.
Assets:	any Supported Assets that have been Delivered to AXIA to be held in a Digital Wallet created by Us on Your behalf, in each case until such Assets are withdrawn or cease to be Assets pursuant to these Terms. Assets shall also mean any Digital Asset resulting from forks or airdrops that AXIA, at its sole discretion, deems to be a Supported Asset.
Blockchain Address:	one or more public addresses of a Digital Wallet for one of the Supported Assets.
Business Day:	Means any day except Saturday and Sunday or any day on which banks in the British Virgin Islands are closed.
Cut-Off Time:	4pm Eastern Time each Business Day.
Delivery:	the transfer of Supported Assets to one or more Digital Wallets controlled by the receiving Party and provided by the receiving Party to the sending Party for such transfer. Supported Assets will only be considered Delivered to us after the required number of network confirmations, as reasonably determined by us in Our sole discretion, have occurred on the blockchain for such Supported Assets, and the terms Deliver or Delivered shall have a corresponding meaning.
Digital Asset:	a digital representation of value based on (or built on top of) a cryptographic protocol of a computer network (also colloquially referred to as a “crypto-asset”, “cryptocurrency”, “virtual currency”, “Digital Asset”, “digital commodity”, or “virtual commodity”) such as bitcoin or ether.
Digital Wallet:	a logical collection of one or more cryptographic keys and corresponding Blockchain Addresses, which can be used to hold and transact Supported Assets.
Hard Fork:	a permanent divergence in a Digital Asset protocol resulting in two or more competing protocols.
New Digital Asset:	Any incremental Digital Assets generated as a result of a Hard Fork in or Airdrop on the applicable Digital Asset protocol.
Parties:	You and AXIA, each being a Party.
Proper Instructions:	instructions that have been sent via the AXIA Token Wallet Application or the AXIA online platform.
Supported Assets:	any Digital Asset from the following list: AXIA Coins (AXC).
Withdrawal Request:	request sent by You to AXIA via Proper Instructions that specifies the type and amount of Assets to be withdrawn from Your Digital Wallet to the destination Blockchain Address specified therein.

Services Schedule

Access to one or more Digital Wallets that can be connected to the public internet.