General Terms and Conditions of the company

Company: Live Safe s.r.o., limited liability company, ID No.: 091 54 884 with registered office: Vodičkova 791/41, 110 00 Prague 1 - Nové Město the company is registered in the Commercial Register maintained by the Municipal Court in Prague Section B, Insert 331785 (hereinafter referred to as the "Exchange Office“)

These General Terms and Conditions (hereinafter referred to as the "GTC or Terms and Conditions") govern all contractual relations between the company Live Safe s.r.o., limited liability company, ID No.: 091 88 151 registered office: Vodičkova 791/41, 110 00 Prague 1 - Nové Město, the company is registered in the Commercial Register, maintained by the Municipal Court in Prague, Section C, Insert 331785 (hereinafter referred to as the " Seller"), especially regulating the mutual rights and obligations between the Seller and the Buyer arising from the Purchase Agreement (hereinafter referred to as the " Purchase Agreement") concluded between the Seller and the 3rd person (hereinafter referred to as the "Buyer") through the Internet trading platform DEXFIN. The DEXFIN online trading platform is operated by the Seller on a website located at the following Internet address www.dexfin.com. The owner of the DEXFIN trading platform is the company DEXFIN GROUP, a.s., joint-stock company: 084 88 151, registered office: Vodičkova 791/41, 110 00 Prague 1 - Nové Město, the company is registered in the Commercial Register, maintained by the Municipal Court in Prague, Section B, Insert 24674.

Article I.

Definition

  1. "Terms and Conditions" means these General Terms and Conditions, which govern the rights and obligations of the Exchange Office and the Client under the Exchange Agreement and the Purchase Agreement, of which these Terms and Conditions form an integral part.
  2. "Exchange Office" means Live Safe s.r.o. ID: 09154884 with its registered office at Vodičkova 791/41, Nové Město, 110 00 Prague, registered in the Commercial Register C 331785 maintained by the Municipal Court in Prague.
  3. "Client" means a natural person who has reached the age of 18 and is fully capable of exercising his/her legal capacity, or a legal person who is a visitor, subscriber and/or recipient of any service provided by the Exchange Office through the website www.dexfin.com
  4. "Virtual Asset" means an electronically stored unit, whether or not it has an issuer, which is not a means of money under the Payment Act but is accepted as payment for goods or services by a person other than its issuer; for the purposes of these Terms and Conditions, Virtual Asset includes Bitcoin (BTC), Ethereum (ETH), USDT, Dexfin token (DXF) and Victoria VR token (VR), etc.
  5. "Parties" means the Client and the Exchange Office. "Party" means the Client or the Exchange Office.
  6. "Exchange Agreement" means the Exchange Agreement between the Client on the one hand and the Exchange Office on the other hand, the subject of which is the exchange of Virtual Assets or Fiat Currency of the Exchange Office for Fiat Currency or Virtual Assets of the Client according to the specific terms and conditions chosen by the parties to the Exchange Agreement through the Website. The subject matter of the Exchange Agreement is the obligation of the Client, the owner of the Virtual Asset or Fiat Currency, to surrender its Virtual Assets or Fiat Currency subject to the exchange to the Exchange Office and, at the same time, the obligation to accept from the Exchange Office its Virtual Assets or Fiat Currency from the Exchange Office in exchange for the Client's Virtual Assets or Fiat Currency, according to the specific terms and conditions selected by the parties to the Exchange Agreement through the Website. The process of concluding the Exchange Agreement is completed by sending a confirmation of the acceptance of the order by the Exchange Office.
  7. "Purchase Agreement" or "Master Purchase Agreement" means a Purchase Agreement concluded between the Exchange Office and the Client, one of whom is the Buyer and the other the Seller, the subject matter of which is the sale or purchase of a Virtual Asset in exchange for a fiat currency according to specific terms and conditions chosen by the parties to the Purchase Agreement The subject matter of the Purchase Agreement is the obligation of the Seller to deliver the Virtual Asset that is the subject of the purchase or sale and the obligation of the Buyer to accept the Virtual Asset and pay the agreed purchase price for it to the Seller. The process of concluding the Purchase Agreement is completed by sending a confirmation of acceptance of the order by the Exchange Office
  8. "Electronic Wallet" means an electronic account (using a software interface) of a cryptocurrency wallet, which enables, inter alia, the disposition of Virtual Assets, i.e. the acquisition and transfer of Virtual Assets.
  9. "Currency with forced circulation" or "Fiat Currency" means funds in the currency of the Czech koruna or EUR.
  10. "Staking" means locking the Virtual Asset for a fixed period of time and under the terms and conditions set out in these GTC. Staking is the process of locking your coins or tokens on our DEXFIN exchange to gain value. The actual profit from staking depends on how much volume you put into staking and for how long. The longer the time and the more Virtual Asset you put into the staking process, the higher your profit will be!
  11. "Exchange Rate" means the current expression of the amount of the Virtual Asset that can be acquired or sold for Fiat Currency by exchange under the Exchange Agreement or by purchase/sale under the Purchase Agreement. The Exchange Rate is displayed in the User Account for each individual moment and this Exchange Rate is determined by the supply and demand of the Virtual Asset at the Exchange.
  12. "Website" shall mean the website owned by the Exchange Office and located under the domain https://Dexfin.com, which is a copyrighted work and database and the Exchange Office exercises all proprietary rights thereto; however, the content of the Website may not be stored, modified, copied, distributed or otherwise exercised unless the Exchange Office has given prior written consent to such action. Through the Website, the Client is able to register in the Exchange Office system, create a User Account, conclude an Exchange Agreement and use the services of third parties whose services are mediated by the Exchange Office for these third parties.
  13. "Registration" means the process of filling in Personal and Identification Data when creating a new Client profile, which leads to the conclusion of the Agreement. The registration process is further regulated by these GTC.
  14. "User Account" means the interface accessible to the Client after registration with the Exchange Office via the Website, after the Client has provided an e-mail address and chosen a password for the User Account, through which the Client is able to place an order with the Exchange Office and enter into an Exchange Agreement or a Purchase Agreement.
  15. "Bonus or commission" means the remuneration granted by the Exchange Office to the Client for the performance under the Exchange Agreement or the Purchase Agreement, under the terms and conditions set out in these Terms and Conditions.
  16. "Invitation" means a unique code generated by the Website for the Client, through which the Client enables other potential Clients to register on the Website, whereby the Client's registration with the Exchange Office of a lower level (or a Client of a level with a higher serial number than his/her own) is eligible for a Bonus under the terms and conditions set out in these Terms and Conditions.
  17. "Level 1 Client" means any Client on the basis of whose Invitation a new Client registers with the Exchange Office and enters into a Purchase Agreement or Exchange Agreement with the Exchange, the subject of which is the acquisition of Dexfin Tokens by the Client.
  18. "Level 2 Client" means, in relation to a Level 1 Client, any Client who has registered with the Exchange on the basis of a Level 1 Client Invitation and has entered into a Purchase or Exchange Agreement with the Exchange for the acquisition of Dexfin Tokens by the Client.
  19. "Level 3 Client" means, in relation to a Level 1 Client, any Client who has registered with the Exchange Office on the basis of a Level 2 Client Invitation and has entered into a Purchase or Exchange Agreement with the Exchange for the acquisition of Dexfin Tokens by the Client.
  20. "Civil Code" means Act No. 89/2012 Coll., the Civil Code, as amended.
  21. "AMLZ" means Act No. 253/2008 Coll., on Certain Measures against the Legalization of Proceeds of Crime and Terrorist Financing, as amended.
  22. "FAO" means the Financial Analysis Office, located at Washingtonova 1621/11, 11000 Prague 1.
  23. "GDPR" means Regulation (EU) 679/2016 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation), effective from 25 May 2018.
  24. "Office" means the Financial Analysis Office with its registered office at Washingtonova 1621/11, 11000 Prague 1.

Article II.

Introductory provisions

  1. These Terms and Conditions form an integral part of the Purchase Agreement concluded through the online trading platform of the Seller (hereinafter referred to as the "Contract") in accordance with the provisions of Section 1751(1) of Act No. 89/2012 Coll., the Civil Code (hereinafter referred to as the "Civil Code"). The Terms and Conditions govern the mutual rights and obligations of the parties arising in connection with or under the Contract.
  2. The Terms and Conditions are an integral part of the Exchange Agreement and the Purchase Agreement and are binding on the Parties for the entire duration of the contractual relationship until the full settlement of all obligations and claims arising between the Exchange Office and the Client. If the Party is a natural person who concludes the Contract outside his/her business activity, the relevant provisions of the Civil Code applicable to consumer contracts shall apply to the Contract, among others
  3. The Exchange Office reserves the right to change or amend the wording of the Terms and Conditions, primarily due to changes in legislation, market and economic conditions in the area of trading with Virtual Assets, in order to enable the proper functioning of the Website or the proper provision of services by the Exchange Office. Amendments and supplements to the Terms and Conditions become valid and effective upon their publication on the Website and are binding on the Parties from that moment. The Exchange Office is obliged to notify the Client of any changes to these Terms and Conditions electronically to the e-mail address provided by the Client in the User Account, with the Client being given a period of 15, in words fifteen, days to reject the change to these Terms and Conditions and to terminate the obligation set out in these Terms and Conditions, also by e-mail, if the obligation set out in these Terms and Conditions continues to exist at the time of the change.

Article III.

Identification and control of the Client according to AMLZ

  1. The Exchange Office is an obliged person within the meaning of Section 2(1)(l) of the AMLZ and is therefore obliged to act in accordance with this Act. The relationship between the Exchange Office and the Client is also governed by the Exchange Office's AML Directive available on the Website. Based on this article of these Conditions, the Exchange Office shall identify the Client so that the Exchange Office fulfils its obligations as a person obliged under the AMLZ.
  2. In accordance with the provisions of Section 7 of the AMLZ, the Exchange Office as an obliged person shall identify the Client at the latest when it is evident that the value of a transaction under the Exchange Agreement/Purchase Agreement (trade) exceeds the amount of CZK 25,000.00 for a period of one (1) month, regardless of this limit, also whenever a suspicious trade or the establishment of a business relationship is involved. The values of individual trades are aggregated for individual Clients, accounts, and email addresses for the purpose of assessing whether the above limit has been reached.
  3. The Client acknowledges that the Exchange Office may set a transaction value for individual transactions for the Client based on a risk assessment, at which point the Exchange Office will always identify the Client, the value of which may be less than CZK 25,000.
  4. A suspicious transaction is a transaction carried out in circumstances giving rise to a suspicion of an attempt to launder the proceeds of crime or a suspicion that the funds used in the transaction are intended to finance terrorism, or that the transaction is otherwise related to or connected with the financing of terrorism, or any other fact that might indicate such a suspicion. A trade is considered suspicious whenever the Client refuses to submit to the checks as described below. Other features of a suspicious trade are further specified in the AML Directive of the Exchange Office available on the Website
  5. The identification of the Client is carried out in accordance with the provisions of Section 8 of the AMLZ in such a way that the Exchange Office records and verifies the identification data obtained from the Client in accordance with Article IV of these Conditions from the Client's identity card, if it is included therein, and further records the type and number of the identity card, the state or authority that issued it and the period of its validity; at the same time, it verifies the conformity of the image with the image in the identity card.
  6. As part of the identification of the Client, the Exchange Office shall ascertain and record whether the Client is a politically exposed person or a person against whom the Czech Republic applies international sanctions pursuant to the Act on the Implementation of International Sanctions.
  7. During the duration of the business relationship or during further transactions, the Exchange Office checks the validity and completeness of the Client's identification data.
  8. The Client is obliged to provide the Exchange Office with the information necessary for identification, including the submission of relevant documents. The Exchange Office is entitled to process the information obtained from the Client for AML purposes.
  9. Identification data is provided by the Client to the Exchange Office, primarily by submitting the required documents and papers.
  10. In accordance with the provisions of Section 9 of the AMLZ, the Exchange Office, as an obliged person, shall check the Client before the transaction outside the business relationship at the latest at the time when it is obvious that it reaches a value of at least CZK 250,00 or more, if it is a suspicious transaction, and at the beginning of the business relationship, both before the transaction and during the duration of the business relationship.
  11. The review includes obtaining information from the Client about the purpose and intended nature of the trade or business relationship, ongoing monitoring of the business relationship, including reviewing trades executed during the course of the relationship, reviewing the sources of funds or other assets involved in the trade or business relationship.
  12. The Client acknowledges that the Exchange Office may, for individual types of transactions provided by the Exchange Office, determine, on the basis of a risk assessment, the value of the transaction, at which point the Exchange Office will always check the Client, which value may be lower than the amount specified in paragraph 10 of this Article of these Conditions.
  13. The Client is obliged to provide the Exchange Office with the information necessary for the Exchange Office's inspection, including the submission of relevant documents.
  14. The Exchange Office is obliged to refuse to execute a transaction or establish a business relationship or terminate the business relationship in the event that an identification obligation is given and the Client refuses to be identified or fails to provide the necessary cooperation in the inspection, or if for any other reason it is not possible to identify or inspect the Client, or if the person carrying out the identification or inspection has doubts about the truthfulness of the information provided by the Client or the authenticity of the documents submitted.
  15. If the Exchange Office discovers a suspicious transaction, it shall notify the Office without undue delay, but no later than within the time limit set by law.
  16. If there is a risk that the immediate execution of a transaction could frustrate or materially impede the seizure of proceeds of crime or terrorist financing, the Exchange Office may execute a Client's order relating to a suspicious transaction no sooner than 24 hours after receipt of notification of the suspicious transaction by the Authority.
  17. The Client acknowledges that if there is a risk as defined in paragraph 16 of this Article of these Terms and Conditions and the investigation of the suspicious transaction requires a longer period of time due to its complexity, the Authority may decide to extend the period for which the execution of the Client's order is postponed, to postpone the execution of the Client's order or to seize the property to be the subject of the suspicious transaction from the Client.
  18. Within the limits of this Article of these Terms and Conditions, the Exchange Office shall identify the Client by the ways and means as described in Article IV of these Terms and Conditions.

Article IV and Client identification

  1. The Client is obliged to provide the Exchange Office with all information necessary for the identification of the Client in accordance with the relevant rules set out below at the request of the Exchange Office in order to fulfil the purpose of the AMLZ.
    1. For transactions up to CZK 25,000, the Client is not identified by the Exchange Office.
    2. For transactions equal to or above CZK 25,000, the Client is obliged to enable the Exchange Office to identify the Client according to Section 7 of the AMLZ, which will be done by a combination of the Client's declaration of whether or not he is a politically exposed person, by providing a copy of both sides of the Client's identity document or a person who is authorized to represent the Client - a legal person (together with proof of, that the person authorised to represent the Client - legal person is authorised to represent the Client) and a photograph of the Client, on which the Client (or the person authorised to represent the Client - legal person) will be visibly depicted at the same time as the visible identity document of the Client (or the person authorised to represent the Client - legal person).
    3. The Client declares that the Client or the person authorized to represent the Client - legal entity, a politically exposed person.

Article IV b. Client registration and verification

  1. The verification of the Client in the context of transactions under the Purchase Agreement or the Exchange Agreement corresponds to the volume of transactions and is also dependent on the value of the transaction being carried out, while the required degree of verification of the Client may also be affected by other facts, such as signs of suspicious trade or the Client's connection with a person or persons from risky countries. The basic verification levels are then the Client verification levels described below under points A to C, whereby for each subsequent (higher) verification level the verification conditions of all previous (lower) verification levels must be met:
  • Level 1 - The Client makes a transaction in the value or equivalent from CZK 6,250,- (in words six thousand two hundred and fifty Czech crowns) to CZK 24,999,- (in words twenty-four thousand nine hundred and ninety-nine Czech crowns) To make transactions in the value from CZK 6,250,- to CZK 24,999,-, the Client is required to have a User Account established through the Website. Before the first transaction is made, the Client is identified in accordance with Article IVa. Terms and Conditions. The Exchange Office will then prompt the Client to provide the following within the User Account interface on the Website:
    • Personal data - names, surnames and dates of birth
    • Indication of permanent address
    • Stating the Client's permanent residence
    • Providing a valid email address
    • Providing a valid telephone number
    • Indication of whether the Client is a politically exposed person The Exchange Office then verifies the Client's e-mail, and the verification of the Client's e-mail is then carried out as follows: ◦ A system-generated verification code is sent to the Client's e-mail address provided at the time of User account registration ◦ The Client enters the verification code received by e-mail in the appropriate field ◦ The Client confirms the verification code entered by him in the appropriate field
    • The Client's email is verified. The Exchange Office then verifies the Client's telephone number, and the verification of the Client's telephone number then proceeds as follows:
    • A system-generated SMS code is sent to the Client's phone number provided when registering the User Account
    • The client enters the SMS verification code received in the appropriate field
    • The Client confirms the SMS code entered by him in the appropriate field
    • The Client's telephone number is verified. Additional information may be requested from the Client in the event that the Exchange Office's system assesses that the transaction in question may be a transaction carried out by the same Client holding another User Account registered in the system, from which transactions were also carried out. The Client acknowledges that the identification of the Client and the verification of his/her e-mail may be carried out again by the Exchange Office at any time during the contractual relationship, in particular for the purpose of compliance with the Exchange Office's obligations under the AML. No verification is usually required for transactions below CZK 6,250 or the equivalent in another currency.
  • B. Level 2 - The Client makes a transaction in the value from CZK 25,000 (twenty-five thousand Czech crowns) to CZK 250,000 (two hundred and fifty thousand Czech crowns). For transactions in the value from CZK 25,000 to CZK 250,000, the Client is obliged to allow the Merchant to verify his/her identity and permanent address. Verification of the Client's permanent address is carried out as follows:
    • The Client uploads a scan of the document proving his/her permanent address into the relevant fields
    • The Client sends the uploaded document to the technical support of the Exchange Office
    • Technical support will verify the uploaded documents
    • Technical support verifies the Client or rejects the verification The types of documents proving the permanent address of residence accepted by the Exchange Office as part of the Client's identity verification process are:
    • bank account statement from the bank in the territory of his/her permanent residence with the name of the Client
    • photographs of the utility bill issued by the Client to the service provider (utility bill). Verification of the Client's identity is carried out as follows:
    • The Client uploads a scan of the document proving the client's identity into the relevant fields
    • The Client sends the uploaded document to the technical support of the Exchange Office
    • Technical support will verify the uploaded documents
    • Technical Support verifies the Client or rejects the verification The following are the mandatory elements of the identity documents proving the Client's identity:
    • The document is valid and issued by a competent public authority
    • The document is not damaged beyond normal wear and tear
    • The likeness of the holder of the identity document shall correspond to the actual form of the holder of the identity document and shall be of such quality that the holder can be clearly identified
    • The document can be used to determine which authority of which country issued it
    • The document does not raise any doubts about its authenticity C. Level 3 - The Client makes a transaction in excess of CZK 250,000 (two hundred and fifty thousand Czech crowns). For transactions in excess of CZK 250,0000, the Client is obliged to allow the Exchange Office to verify additional information about the Client. Verification of additional information about the Client is carried out through a KYC questionnaire ("Know-your-customer" questionnaire), specifically as follows: The Client completes the KYC questionnaire available within the User Account, which contains additional questions, including but not limited to: a) Client's employment/business details b) Information about the Client's income and sources of income c) Information about the origin of the Virtual Asset provided by the Client as a Deposit d) Information about ongoing or past lawsuits with the Client e) Data on the Client's expected income f) Information about the purpose of the User Account creation by the Client g) Details of the person on whose account the Client acts Details of the Client's investment experience h) Information about the beneficial owner of the Client (if the Client is a legal entity) or about the person on whose behalf the Client acts b) The Client saves the completed KYC questionnaire to the relevant document repository of the User Account, where it is verified by the Exchange Office. Politically Exposed Persons As part of the Client's KYC questionnaire, the Exchange Office determines and records whether the Client is a politically exposed person Persons subject to international sanctions As part of the Client's KYC questionnaire, the Exchange Office determines and records whether the Client is a person subject to international financial sanctions. The Exchange Office checks the Client against a valid, continuously updated list of all sanctioned entities under directly effective European Union legislation, which is publicly available on the website http://data.europa.eu/euodp/data/dataset/consolida ted-list-of-persons-groups-and-entities-subject-toeu-financial-sanctions

Article V.

Personal data processing and protection principles

  1. Live Safe s.r.o., as a personal data controller, processes customer's personal data in accordance with Regulation 2016/679 of the European Parliament and of the Council of the EU on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (GDPR) and other related regulations. The Controller processes personal data on the basis of the Contract and for the purpose of its fulfilment, as well as for the fulfilment of legal obligations imposed on it by applicable law. Personal data is collected and processed by the Company only for the stated purpose, within the scope specified below, for the duration of the contractual relationship, or for the time necessary. The company processes personal data in general for this purpose: • creation and management of a Client account - Profile • conclusion and performance of the Contract • the provision of services under a contractual relationship • ensuring operational activities • accounting and tax purposes • sending commercial communications to the Client • legal obligations, in particular pursuant to Act No. 253/2008 Coll., the Act on Certain Measures against the Legalization of Proceeds of Crime and Terrorist Financing (hereinafter referred to as "AMLZ")
  2. Period of storage of personal data a) The Provider stores personal data for the period necessary to ensure the purpose of their processing, for the period for which the Client has given his consent, or for the period provided for by generally binding legal regulations. b) Personal data provided by the Client for the purpose of establishing and managing the Client Account, as well as concluding and executing the Agreement, will be stored for the duration of the Client Account and the duration of the Agreement (i.e. until its execution or termination) and thereafter for a period of ten (10) years, otherwise until the Client withdraws its consent. c) Personal data provided in connection with the Provider's marketing activities will be stored for a period of one (1) year from the date of delivery of the relevant commercial communication to the Client, otherwise until the Client withdraws consent. d) After the expiration of any period of time specified above, all personal data of the Client will be permanently deleted (destroyed), unless otherwise required by the laws of the Czech Republic.
    1. Data about the Provider's Clients a) The purpose of the processing of personal data (the Provider is the processor) in these entities is the performance of a legal obligation under the AMLZ and the proper performance of contractual obligations or the legitimate interests of the Company. Personal data in this category is processed by the Company in the following scope: name, surname, identification number, tax identification number, e-mail, telephone, contact person, place of business (registered office), delivery address, account number, copy of the document proving ownership of the account, ID card and one of the following: passport, driving license, residence certificate, crypto wallet number, note.
    2. Security of personal data a) The company ensures the security of personal data depending on the specific risk assessment. The Company has taken such measures to prevent unauthorized or accidental access to, alteration, destruction or loss of personal data, unauthorized transfer, processing or other misuse. Access to personal data is granted only to authorised persons who are authorised to handle personal data. Employees are instructed in the handling of personal data and are subject to an internal control system.
    3. Recipients of personal data a) Recipients of personal data are persons ◦ involved in making payments under the contract, ◦ providing web trading platform and other services in connection with the operation of the website, ◦ providing marketing services. b) The controller does not intend to transfer personal data to a third country (non-EU country) or an international organisation.
    4. Rights of data subjects a) The data subject has the right to the following: • to be informed about and have access to their personal data processed (right to be informed and right of access under Article 15 GDPR) • to obtain rectification of inaccurate personal data (right to rectification under Article 16 GDPR) • to obtain the erasure of your personal data (right to erasure under Article 17 GDPR) • to restrict processing (right to restriction of processing under Article 18 GDPR) • to obtain their personal data that you provide to us (right to data portability under Article 20 GDPR) • to object, on grounds relating to his or her particular situation, to the processing of personal data based on legitimate interests or the performance of a task carried out in the public interest (right to object under Article 21) b) The Client is entitled at any time to file a complaint regarding the processing of his/her personal data or the Operator's failure to comply with its obligations as a controller under the GDPR with the supervisory authority, which in the Czech Republic is the Office for Personal Data Protection, with its registered office at Pplk. Sochora 27, 170 00 Prague 7, www.uoou.cz. c) The above rights can be exercised provided that the legal conditions are met. In the event that personal data has been processed on the basis of consent, we inform that the data subject has the right to withdraw this consent at any time without affecting the lawfulness of the processing of personal data prior to the withdrawal of consent. Detailed information on the processing of personal data is provided in a separate document "Company's Personal Data Processing and Protection Policy".

Article VI.

Terms of the Exchange/Purchase Agreement

  1. According to the express agreement of the Client and the Exchange Office, the Exchange Agreement will be concluded between the Client on the one hand and the Exchange Office on the other hand via the Website on the basis of the order pursuant to Article VII of these Conditions according to the following conditions: a. Under the Exchange Agreement, the Client shall be the owner of the Virtual Asset or Fiat Currency and the Exchange Office shall be the owner of the Virtual Asset or Fiat Currency; and b. The subject of the exchange under the Exchange Agreement shall be the Virtual Asset or Fiat Currency owned by the Client and at the same time the Virtual Asset or Fiat Currency owned by the Exchange Office at the Exchange Office's exchange rate current for each individual moment of placing an order pursuant to Article VII of these Terms and Conditions (the Virtual Asset or Fiat Currency shall always be exchanged for Fiat Currency or Virtual Asset); and c. Given the nature of the business relationship in the Virtual Asset, the Exchange/Purchase Agreement will not be in writing; and d. Fulfilment of the Client ◦ in Fiat currency for the exchange of a Virtual Asset; or ◦ in a Virtual Asset for the exchange of another Virtual Asset shall be satisfied by the Client at the time of the conclusion of the Exchange Agreement by sending such consideration to the Electronic Wallet of the Exchange Office, whereby the moment of provision of the consideration for the exchange of the Virtual Asset shall be deemed to be the moment of crediting of the Virtual Asset to the Electronic Wallet of the Exchange Office, within the period specified in the order confirmation by the Exchange Office; and e. Fulfilment of the Exchange Office ◦ in Fiat currency for the exchange of a Virtual Asset; or ◦ in a Virtual Asset for the exchange of another Virtual Asset shall be satisfied by the Exchange Office at the time of the conclusion of the Exchange Agreement by sending such consideration to the Client's Electronic Wallet, whereby the moment of providing the consideration for the exchange of the Virtual Asset shall be deemed to be the moment of crediting the consideration in the Virtual Asset to the Client's Electronic Wallet within the period specified in the Exchange Office's order confirmation; and
  2. The Client is obliged to provide the Exchange Office with all assistance requested by it or necessary for the activities to which the Exchange Office has committed itself by the Exchange Agreement.

Article VII.

Terms of the Purchase Agreement

  1. According to the express agreement of the Client and the Exchange Office, a Purchase Agreement will be concluded between the Client on the one hand and the Exchange Office on the other hand via the Website on the basis of an order pursuant to Article VII of these Conditions, in accordance with the following terms and conditions:
  • Pursuant to the Purchase Agreement, the Transferor or Seller shall be the Exchange Office or the Client and the Purchaser or Transferee shall be the Exchange Office or the Client (depending on which of the parties under the Purchase Agreement provides the Virtual Asset to the other party for consideration; and
  • The subject of the transfer under the Purchase Agreement will be the number of Virtual Assets specified by the Client; and
  • The subject matter of the Purchase Agreement shall be the transfer for consideration of the ownership of the number of Virtual Assets specified by the Client from the exclusive ownership of the Transferor to the exclusive ownership of the Transferee, whereby the Transferee shall pay the Purchase Price to the Transferor for the transfer of the ownership of the Virtual Assets under the Purchase Agreement from the Transferor to the Transferee; and
  • The purchase price for the transfer of the Virtual Asset will be determined by the Exchange Rate; and
  • Given the nature of the business relationship in the Virtual Asset, by accepting these General Terms and Conditions, the Client simultaneously accepts the Master Purchase Agreement; and
  • The Purchase Price for the transfer of the Virtual Asset shall be paid by the Transferee to the Transferor by wire transfer to the bank account designated by the Transferor in the Order (for the Transferor - Client) or in the Instructions pursuant to Article VII of the Terms and Conditions (for the Transferee - Exchange Office) prior to the conclusion of the Purchase Agreement, whereby the Purchase Price for the transfer of the Virtual Asset shall be deemed to have been paid to the Transferor upon the deposit of the Purchase Price for the transfer of the Virtual Asset to the Transferor; and
  • The individual Purchase Agreement between the Transferee and the Transferor will be concluded when the following conditions are cumulatively met: a) the Transferee shall pay to the Transferor funds in the amount of the purchase price for the transfer of the Virtual Asset by wire transfer to the Transferor's bank account in Czech crowns not EUR; and b) the Transferee shall be credited with the required number of Virtual Assets to his Electronic Wallet Account. The Client is obliged to provide the Exchange Office with all assistance requested by the Exchange Office or necessary for the activities to which the Parties have committed themselves in the Purchase Agreement.

Article VIII.

Order

  1. A prerequisite for the conclusion of the Exchange Agreement and/or the Purchase Agreement is, in particular, the Client's completion and submission of the order form to the Exchange Office via the Website and, in the above cases, the provision of the required documents and assistance and the provision of performance in accordance with the order.
    1. The Exchange Agreement or Purchase Agreement is concluded by delivery of the acceptance of the Client's order by the Exchange Office to the e-mail address provided by the Client when creating the User Account. Acceptance of the Order will include the deadlines for performance by the Exchange Office and the Client under the Exchange Agreement and/or the Purchase Agreement.
    2. The Client has placed an order by completing and submitting the order form on the Website. He is responsible for the truthfulness, correctness and completeness of the information provided in the order. These data shall be deemed to correspond to the facts and the Exchange Office shall not be liable for any damages arising from any errors or omissions in the data provided.
    3. The Exchange Office guarantees the Client the conclusion of the Exchange Agreement and/or the Purchase Agreement under the terms and conditions set out in the Order and these Terms and Conditions.

Article IX.

Withdrawal from the contract

  1. According to the express agreement of the Parties, the Client is entitled to withdraw from the Exchange Agreement only in the event that the Exchange Office is in default of performance under the Order and the Exchange Agreement in accordance with these Conditions, namely in the event that the Exchange Office is in default of performance under the Exchange Agreement for more than 48, in words forty-eight, hours.
  2. According to the express agreement of the Parties, the Client is entitled to withdraw from the Purchase Agreement only in the event of a delay of the Exchange Office in performance according to the Order and the Purchase Agreement according to these Conditions, namely in the event that the Exchange Office is in delay with performance according to the Purchase Agreement for more than 48, in words forty-eight, hours.
  3. The Exchange Office may withdraw from the Purchase Agreement or the Exchange Agreement at any time, in particular: a) due to inability to meet its obligation to the Client due to insufficient liquidity, interruption of electricity supply or internet connection, restriction of access to the bank account, or in case of force majeure; b) on suspicion of money laundering and terrorist financing within the meaning of AML in conjunction with Article III and IV of the Terms and Conditions; c) due to sudden changes in circumstances consisting in exchange rate fluctuations within the meaning of Section 1765(2) of the Civil Code; d) because of the Client's reckless, unnecessarily burdensome or obstructive behaviour (e.g. repeated placing and delay in performance of orders, etc.); or e) due to failure to meet the requirements of the payment made by the Client and delivered to the Exchange Office within 2 hours of sending the order acceptance confirmation.
  4. In the event of withdrawal from the Purchase Agreement or the Exchange Agreement, the latter shall be cancelled from the outset.
  5. The Parties expressly agree that for the purposes of withdrawal from the Exchange Agreement or the Purchase Agreement pursuant to this Article of these Conditions, notice of withdrawal from the Exchange Agreement or the Purchase Agreement must be delivered in writing to the other Party at the contact email address and if either Party fails to view the email, then the message shall be deemed to have been delivered to the other Party upon the expiration of 2 calendar days after the email was sent.

Article X.

Risks of trading with Virtual Assets

  1. Virtual assets (according to the draft of the new EU Markets in Crypto-Assets regulation) do not constitute a legal currency in the Czech Republic, its regulation does not fall within the scope of the regulations governing payment transactions (Act No. 370/2017 Coll., on payment transactions, as amended) or exchange activities (Act No. 277/2013 Coll., on exchange activities, as amended), nor the features of investment instruments regulated in Act No. 256/2004 Coll., the Act on Capital Market Business, on the basis of which the Provider is not subject to the supervision of the Czech National Bank.
  2. The Client hereby declares that he/she is fully aware of all the risks associated with the exchange, nature and method of holding the Virtual Asset, in particular taking into account the risks of volatility (fluctuation) of the price of the Virtual Asset and the possibility of making significant gains and losses on investments, even within a short time interval. In this case, the Provider shall not be liable for any changes in the value of the Virtual Asset, for the reduction or loss of credibility, anonymity or any other positively rated attribute of the Virtual Asset, nor for changes in the legal regulations in the area of trading with the Virtual Asset.
  3. The Client declares that prior to entering into the Agreement, it has responsibly considered its ability to assess all risks associated with the Virtual Asset, as well as its property, financial and investment capabilities, and voluntarily and fully accepts these risks. The Client also acknowledges that once the Virtual Asset is credited to the Electronic Wallet by the Provider, the Exchange becomes irreversible and therefore cannot be withdrawn.

Article XI.

Staking of Virtual Asset

  1. In addition to the above, the Client also has the right to use the Virtual Asset Staking service. Staking is the process of locking your Virtual Asset on the DEXFIN trading platform to gain appreciation. The actual profit from staking depends on how much volume you put into staking and for how long.
  2. The Client has the option to use the Virtual Asset Staking service. On the Main Panel, under the Staking tab, he selects the Virtual Asset he wants to lock for at least 1 year.
  3. Interest is credited to the Client after the end of the annual period.
  4. The Client may also request early termination of the Virtual Asset Staking, however, no interest will be awarded.

Article XII.

Other rights and obligations of the Parties

  1. When using the Website, the Client is obliged to comply with generally binding legal regulations and the Terms and Conditions, as well as to respect the rights of the Exchange Office and third parties. In particular, the Client undertakes not to: a) use the Website in a manner that may cause damage to the Exchange Office, other Clients and/or third parties; b) alter the content of the Website, interfere with it in any way, endanger and/or disrupt its operation; c) use programs, equipment or other mechanisms and procedures that could adversely affect the operation of the Website; d) obtain personal data of other Clients of the Exchange Office or facts that are subject to the trade secrets of the Exchange Office without authorization; and e) use unsecured email or disclose your account password to any third party.
  2. The Client shall be liable for any injury or damage resulting from his/her acts or omissions that are contrary to good morals, binding legal regulations, the Terms and Conditions and the Exchange Agreement/Contract of Sale.
  3. The Client is entitled to: a) to contact the Exchange Office's client support at any time via e-mail, which will provide him/her with the necessary information, instructions and recommendations and provide him/her with other assistance necessary for the use of the Exchange Office's services, in the Czech language, according to the current availability of the Exchange Office's staff; b) to contact the Exchange Office via the e-mail address [email protected] with any complaints regarding the processing of orders, which the Exchange Office will deal with within a reasonable period of time, and will send a communication about the method of resolution to the Client's e-mail address indicated in his User Account.

Article XIII.

Limitation of liability of the Exchange Office

  1. The Exchange Office guarantees to the Client that the order will be executed or the order will be cancelled.
  2. The Exchange Office shall not be liable for any injury or damage suffered by the Client as a result of the negligence of the Client or a third party or as a result of their deliberate actions contrary to good morals, applicable laws, the Terms and Conditions and the Exchange Agreement or the Purchase Agreement.
  3. By entering into the Exchange Agreement, the Client declares that the Client's contact details provided by the Client which may be required by the Exchange Office (i.e. e.g. the Electronic Wallet account to which the consideration for the exchange of the Virtual Asset is to be credited) are correct and complete and the Client is fully responsible for providing accurate and truthful details.
  4. The Exchange Office is expressly not liable for any loss or damage caused to the Client by the Client's incorrect identification data
  5. The Provider is not liable for the continuous operation of the Services 24 hours a day and 7 days a week on its DEXFIN online trading platform, as well as their error-free operation and malfunction, but guarantees to immediately proceed to their correction or commissioning. The Provider shall also not be liable for the said non-functionality, error or disrupted operation, nor shall the Provider be obliged to compensate the Client for damages or other injuries caused in connection with these facts. The Provider shall also not be liable for any direct or indirect injury or damage that the Clients incur in connection with the use of the Web Interface.
  6. Furthermore, the Exchange Office shall not be liable for any injury or damage incurred by the Client a) as a result of legislative changes, including changes in the interpretation and application of existing legislation; b) as a result of a decision or action taken by a court, prosecutor, police authority or other public authorities and state administration and as a result of an internet network outage; c) total or partial unavailability or non-functionality of the Website; d) unlawful misuse of the Website; e) computer viruses; f) cyber attacks; g) other force majeure events beyond the control of the Exchange Office; h) termination of the Virtual Asset Exchange Offer or other services, as applicable; and i) interruption of the operation of the Website by the Exchange Office (e.g. for maintenance purposes) or its termination.

Article XIV.

Personal data protection

  1. The Exchange Office processes the personal data provided to it in accordance with the GDPR, respecting the principles of lawfulness, fairness, transparency, purpose limitation, data minimisation, accuracy, storage limitation, integrity and confidentiality.
  2. All personal data of the Client provided in the Order Form or documents provided by the Client are processed solely for the purpose of the execution of the Exchange Agreement/Purchase Agreement and the fulfilment of the legal obligations of the Exchange Office as set out in the AML. These are the Client's name, surname, Client's identity document details and Client's details within the scope of the KYC questionnaire completed by the Client.
  3. The Exchange Office undertakes to collect personal data to the extent necessary for the fulfilment of the stated purpose and to process it only in accordance with the purpose for which it was collected; in this context, it undertakes in particular: a) to ensure that personal data is always processed in accordance with the GDPR, is up-to-date, accurate and true, and that the data is relevant to the purpose of processing within the meaning of paragraph 2 of this Article of these Terms; b) take appropriate measures to provide Clients with all information and make all disclosures required by the GDPR in a concise, transparent, understandable and easily accessible manner using clear and plain language; c) ensure that systems for automated processing of personal data are used only by authorised persons who will only have access to personal data corresponding to the authorisation of those persons, on the basis of specific user authorisations established exclusively for those persons; d) implement technical, organisational, personnel and other appropriate measures within the meaning of the GDPR to ensure and be able to demonstrate at any time that the processing of personal data is carried out in accordance with the GDPR in such a way that unauthorised or accidental access to personal data and to data carriers containing such data, their alteration, destruction or loss, unauthorised transfer, other unauthorised processing or other misuse cannot occur, and to review and update these measures as necessary; e) keep and continuously review and update records of personal data processing in accordance with the GDPR; f) report any personal data breaches to the Office for Personal Data Protection in a proper and timely manner and cooperate with the Office to the extent necessary; g) maintain confidentiality of personal data and security measures, the disclosure of which would compromise the security of personal data, even after the termination of the Cooperation Agreement; h) to comply with other requirements of the GDPR, in particular to comply with the general principles of personal data processing under paragraph 1 of this Article of these Terms and Conditions, to comply with its information obligations, not to transfer personal data to third parties without the necessary authorization, to respect the rights of Clients as data subjects and to provide them with the necessary cooperation in this regard.
  4. More detailed conditions for the processing of personal data are defined in a separate Data Protection Policy Directive available on the Website.
  5. The Exchange Office processes personal data in electronic form in an automated manner. Personal data is secured in a manner that is fully compliant with the data protection principles set out in the GDPR.

Article XV.

Bonuses - commissions

  1. According to the express agreement of the Parties, each Client, on the basis of whose Invitation another Client registers at the Exchange Office and within the framework of the conclusion of the Purchase Agreement a special remuneration is due, which for the purposes of these Terms and Conditions is called the Commission.
  2. The rules for the payment of Commissions are governed by the current Affiliate Program, which is announced by the Company for the current period.
  3. The Client acknowledges that by cashing in Bonuses under these Terms and Conditions, his/her activity may be considered to be the conduct of a business, as the characteristics of a business, such as the continuous conduct of gainful activity on his/her own account and responsibility, may be fulfilled. In such case, the Exchange Office informs Clients that they may be obliged to report such activity to the relevant public authorities and to operate such profitable activity in accordance with the applicable laws and regulations of the Czech Republic.

Article XVI.

Final provisions

  1. The Exchange Office reserves the right to modify the Website or the scope and terms of the products and services offered at any time and in any way, even without prior notice to the Client. The Client acknowledges that such modifications may affect the nature of the products and services offered and undertakes not to claim any damages or losses in this respect.
  2. In the event of a material or repeated minor breach of the Conditions by the Client, the Exchange Office is entitled to limit the scope of performance provided to the Client.
  3. In the event of a serious or repeated material breach of the Terms and Conditions by the Client, the Exchange Office is entitled to prohibit the Client from accessing the benefits provided.
  4. The Client acknowledges that within the framework of trading with the Virtual Asset, the Exchange Office cooperates with public authorities and administration bodies (e.g. the Czech National Bank, the Office, police authorities, etc.) and provides them with all the necessary cooperation for the exercise of their powers, and in this context undertakes to provide similar cooperation and cooperation to the Exchange Office.
  5. The Parties undertake to resolve any disputes arising between the Parties primarily by mutual agreement and amicable means. In the event that it is not possible to resolve the dispute amicably, the courts of the Czech Republic shall have jurisdiction. The Exchange Office informs the Client that the Czech Trade Inspection Authority is the supervisory authority for compliance with the obligations set out for consumer protection.
  6. All legal relations arising in connection with the Website and its use are governed by the laws of the Czech Republic, in particular the Civil Code. This also applies in cases where the legal relationship of the Parties contains an international (foreign) element.
  7. The Parties expressly declare that the provisions of the Conditions deviating from the provisions of the Civil Code or excluding such provisions are so agreed knowingly and in accordance with good morals, public order and with respect for all rights and legitimate interests of the Parties.
  8. If any provision of the Terms and Conditions is or becomes invalid or unenforceable, the validity and enforceability of the remaining provisions will not be affected. The invalid or unenforceable agreement will be replaced by a new, valid and enforceable agreement, the wording of which best reflects the intent expressed in the original agreement and the Terms as a whole.
  9. The Client declares that prior to using the Website and placing an order, the Client has thoroughly read these Terms and Conditions, fully understands them and agrees to their content without reservation.
  10. These Terms and Conditions shall come into force and effect on 1.7.2021