Last Revised: [6 February 2020]
THESE WEBSITE TERMS AND CONDITIONS (THE WEBSITE T&CS) APPLY TO THE ENTIRE CONTENTS OF THE WEBSITE www.dex.ae. PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE WEBSITE. USING THE WEBSITE INDICATES THAT THE USER ACCEPTS THESE WEBSITE T&CS, INCLUDING THE PROHIBITED USAGE POLICY, REGARDLESS OF WHETHER OR NOT THE USER CHOOSES TO REGISTER FOR AN ONLINE ACCOUNT. IF THE USER DOES NOT ACCEPT THESE TERMS, THE USER SHOULD NOT USE THE WEBSITE.
The Website is owned and administered by DEX Limited (DEX), a company limited by shares, incorporated in the ADGM (with ADGM Commercial License Number: 000002905) having its registered office at office 602, 6th Floor, Al Sila Tower, Abu Dhabi Global Markets Square.
1.1. Acceptance of Website T&Cs
1.1.1. By accessing any part of the Website, the User shall be deemed to have accepted the Website T&Cs, including the Prohibited Usage Policy referred to in Clause 5.2 below. If the User does not accept the Website T&Cs, the User should leave the Website immediately.
1.1.2. If the User is under the age of 18 or otherwise does not have the capacity or authority to accept the Website T&Cs, the User should leave the Website immediately.
1.2. Website Access
1.2.1. Certain areas of the Website and the Services offered by DEX are only open to a User if the User registers with DEX for an Online Account and is subject to additional terms and conditions as set out in the Applicable Agreements. Users may register for Online Accounts at www.dex.ae. All registrations are subject to the Application Terms.
2. DEFINITIONS AND INTERPRETATION
The provisions of the Glossary specify the definitions of the capitalized words in these Website T&Cs and the rules of interpretation to be applied to these Website T&Cs. A copy of the Glossary can be viewed at www.dex.ae and it shall be deemed incorporated into these Website T&Cs as if set out in full herein.
3. ABOUT DEX
3.1. About DEX
3.1.1. DEX has secured an in-principle approval from the Financial Services Regulatory Authority (FSRA) as a regulated Digital Asset Exchange and Digital Asset Custodian based in the Abu Dhabi Global Market in Abu Dhabi, United Arab Emirates.
3.2. DEX Holdings
3.2.1. DEX is a wholly owned subsidiary of DEX Holding Limited, a private company limited by shares incorporated in the ADGM having its registered office at 24th Floor, Al Sila Tower, ADGM Square, Abu Dhabi, United Arab Emirates.
4. INTELLECTUAL PROPERTY
4.1.1. DEX grants a revocable, limited, royalty free, non-exclusive, non-sublicensable and non-transferrable license to access the Website in accordance with these Website T&Cs for the User’s personal or internal use only. Such usage is only for permitted purposes and any other usage is strictly prohibited.
4.2.1. By accessing the Website, the User agrees that, save as set out in Clause 4.1.1, these Website T&CS do not grant the User any rights or licenses to the Website. Accordingly, the User hereby agrees that DEX transfers no ownership or intellectual property interest or title in and to the Website or any DEX intellectual property to the User or anyone else in connection with use of the Website. All text, graphics, user interfaces, visual interfaces, photographs, sounds, artwork, computer code (including html code), programs, software, products, information, and documentation as well as the design, structure, selection, coordination, expression, “look and feel,” and arrangement of any content contained on or available through the Services are exclusively owned or controlled by, and/or licensed by DEX.
4.2.2. The content layout, formatting, and features of and access privileges for the Website shall be as specified by DEX in its sole discretion. All rights not expressly granted under these Website T&Cs are hereby reserved to DEX. Accordingly, the User is hereby prohibited from using the Website in any manner that is not expressly and unambiguously authorized by the Website T&Cs.
4.2.3. Users may not copy, imitate or use any of the Marks without DEX’s prior consent.
4.2.4. All rights, title and interest in the Website, any information, material and content thereon, the Services and all technology and content created or derived from any of the foregoing is the exclusive property of DEX.
4.2.5. DEX will own any feedback, suggestions, ideas, or other information or materials regarding DEX or the Website that users provide, whether by email, through the Website or otherwise (“Feedback”). The User hereby assigns to DEX all rights, title and interest to Feedback together with all associated intellectual property rights. The User will not be entitled to, and hereby waives any claim for, acknowledgment or compensation based on any Feedback or any modifications made based on any Feedback.
4.3. Termination of Access and Use of Website
4.3.1. If a User violates any portion of these Website T&Cs, DEX may terminate that User’s permission to access and use the Website.
5. RESTRICTED ACTIVITIES
5.1. Transmission of Posting of Material
5.2. Prohibited Usage
The User shall not undertake any activity which breaches the DEX Prohibited Usage Policy (a copy of which may be found www.dex.ae.
5.3.1. DEX shall fully co-operate with any Regulatory Bodies or any law enforcement agency or court order requesting or directing DEX to disclose the identity or location of any User posting any material in breach of Clause 5.2.
5.3.2. DEX may also issue a warning, temporarily suspend, permanently suspend or terminate the User’s right to use the Website in the event that the User:
(i) breaches any of these Website T&Cs or any of the designated legal notices or terms and conditions located on particular pages of the Website; and/or
(ii) infringes or violates or attempts to infringe or violate any rights of any other user(s) of this Website and/or third parties in connection with this Website.
6.1. No Guarantee of Accuracy
DEX endeavors to provide accurate and reliable information and content on the Website. However, DEX cannot guarantee the accuracy, suitability, reliability, completeness, performance or fitness for purpose of such information and content which may not be up to date. DEX will update the information on the Website periodically, but Users should always independently verify such information.
6.2. Third Party Content
Where the Website displays Third Party Content, this is for Users’ convenience only and should not be understood or construed as an endorsement by DEX of any products or services.
6.3. Reliance on Information
6.3.1. DEX does not provide investment or advisory services and shall have no liability whatsoever for any Losses incurred, whether directly or indirectly, as a result of any actions taken by the User in reliance on the information contained on the Website, including any Third Party Content.
6.3.2. All information and content on the Website, including Third Party Content may change without notice and is provided for the primary purpose of allowing Users to arrive at their own independent decisions.
7.1.1. The User agrees to indemnify and hold harmless, DEX and DEX Related Parties from and against any Losses arising out of or related to:
(i) the User’s use of, or conduct in connection with, the Website;
(ii) the User’s breach or our enforcement of these Website T&Cs; or
(iii) the User’s violation of any Applicable Law or rights of any third party during its use of the Website.
7.1.2. If the User is obligated to indemnify any Indemnified Persons pursuant to this Clause 7.1, DEX will have the right, in its sole discretion, to control any action or proceeding and to determine whether it wishes to settle, and if so, on what terms.
7.2. Limitation of Liability
7.2.1. To the fullest extent permitted by the Applicable Laws, the total aggregate liability of DEX to the User for any individual claim or series of claims for Loss which the User may suffer arising out of, or in connection with the information or material provided by or on behalf of DEX and DEX Related Parties even if the User has advised DEX of the possibility of such damages shall be limited to a maximum aggregate value of the combined value of the User Online Account with DEX at the time of the relevant claim. Where we are considering a specific claim relating to a specific transaction this sum shall be further limited to the purchase / sale amount (as relevant) of the transaction in dispute.
7.2.2. In no event, shall DEX and DEX Related Parties be liable for any Indirect Losses.
7.2.3. Nothing in these Website T&CS shall limit DEX’s liability resulting from its own fraud or fraudulent misrepresentation, deliberate misconduct or for death or personal injury resulting from its actions.
7.3. Disclaimer of Warranties
7.3.1. To the full extent permitted under Applicable Law, any information or materials provided by DEX, including any Third Party Content, are provided on an “as is” and “as available” basis and DEX expressly disclaims, and the User waives, any and all other warranties of any kind, whether express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title or non-infringement or warranties arising from course of performance, course of dealing or usage in trade.
7.3.2. Without limitation to Clause 7.3.1, the User acknowledges that DEX does not represent or warrant that the Website or any information or materials are accurate, complete, reliable, current, error-free, or free of viruses or other harmful components.
7.3.3. Except for the express statements set forth in these Website T&CS, the User hereby acknowledges and agrees that it has not relied upon any other statement or understanding, whether written or oral, with respect to its use and access of the Website.
7.3.4. Without limitation to Clause 7.3.1, the User hereby understands and agrees that DEX will not be liable for any Losses arising out of or relating to:
(i) any inaccuracy, defect or omission of any pricing information relating to any Crypto Asset;
(ii) any error or delay in the transmission of such information;
(iii) interruption in any such data; or
(iv) any damages incurred by another user’s actions, omissions or violation of these Website T&CS.
8. WEBSITE AVAILABILITY
While DEX endeavors to ensure that the Website is normally available 24 hours a day, DEX shall not be liable if for any reason the Website is unavailable at any time or for any period.
8.2. Suspension of Access
8.2.1. Access to the Website may be suspended temporarily and without notice in the case of system failure, maintenance or repair or for reasons beyond DEX’s control (including in case of Force Majeure).
8.2.2. DEX does not guarantee:
(i) That the Website will be available without interruption; or
(ii) Continuous access to the Website.
9. FORCE MAJEURE
9.1. Occurrence of Force Majeure Event
9.1.1. If DEX is unable to perform any of its duties and obligations under these Website T&Cs as a direct result of the effect of any Force Majeure Event, it shall use its reasonable endeavors to notify Users by publication of a notice on the Website as soon as reasonably possible after the commencement of the Force Majeure Event.
9.2. Liability in Force Majeure Event
9.2.1. DEX shall have no liability for any Losses incurred by the User arising out of, or in connection with any failure by DEX to perform its duties and obligations under these Website T&Cs for the duration of the Force Majeure Event and for such period thereafter as reasonably necessary for DEX to mitigate the impact of the Force Majeure Event.
9.2.2. DEX shall not be liable for any Losses arising out of the unavailability of, or any delay to the User in accessing, the Website.
DEX may change these Website T&Cs from time to time. DEX will give the User notice of any changes by posting those changes on the Website. Any amended Website T&Cs will apply to the User’s use of this Website from the date and time that they are posted as set out in the section headed “Last Revised” and if the User does not agree with the amended Website T&Cs, the User should cease using this Website at that time. Certain provisions of these Website T&Cs may be amended, varied, superseded or supplemented by expressly designated terms and conditions located on particular pages of the Website.
11. GOVERNING LAW AND JURISDICTION
11.1. Governing Law
11.1.1. These Website T&Cs and any dispute or claim arising out of or in connection with them or their subject matter (including, without limitation, non-contractual disputes or claims) (a Dispute) shall be governed by and construed in accordance with the laws of the ADGM.
11.2.1. All Disputes shall be subject to the exclusive jurisdiction of the courts of the ADGM, unless an alternative dispute resolution forum is otherwise agreed by the User under any other Applicable Agreement.
12. QUESTIONS AND CONTACT INFORMATION
Should the User have any questions in relation to the application process to register an Online Account or the Services provided by DEX, the User should contact DEX by email at firstname.lastname@example.org.