Crypto Loan – Supplemental Terms 

These supplemental terms (the” Supplemental Terms”) govern your access to and use of the digital asset credit facilities, together with any ancillary services made available by our Platform from time to time (“Crypto Loan”) in accordance with these Supplemental Terms. By accessing and/or using the Crypto Loan, you confirm that you have read, understood, and agreed to be bound by these Supplemental Terms.

Please read these Supplemental Terms carefully before proceeding. If you do not understand or accept these Supplemental Terms in their entirety, you are not authorized to and shall not access or use the Crypto Loan.

The Platform reserves the right to unilaterally amend, supplement, or modify these Supplemental Terms at any time. If any changes are made, the revised Supplemental Terms may be posted on the Platform’s website. Your continued use of the Crypto Loan after the publication of such amendments constitutes your acceptance of the revised Supplemental Terms. If you do not accept the revised Supplemental Terms, you must cease using the Crypto Loan immediately.

These Supplemental Terms are supplemental to and shall be read together with the Platform’s Terms of Use (the “Terms of Use”) and the Risk Disclosure Statement. Unless expressly modified by these Supplemental Terms, all provisions of the Terms of Use shall continue to apply in full force and effect. In the event of any conflict or inconsistency between these Supplemental Terms and the Terms of Use, these Supplemental Terms shall prevail in respect of the Crypto Loan, unless expressly stated otherwise.

1. Definitions & Interpretation 

Unless otherwise defined, capitalized words used in these Supplemental Terms shall have the same meaning given to them in the Terms of Use. The rules of interpretation set out in the Terms of Use shall apply to these Supplemental Terms.

“Collateral” means the Digital Assets pledged by you to the Platform as security for your obligations under a Loan. 

“Collateral Weight” means the percentage or adjustment factor assigned by the Platform to a particular type of Collateral to reflect its risk profile, liquidity, and volatility, which determines the proportion of the Collateral’s market value that is recognised for LTV calculation, as determined and adjusted by the Platform from time to time.

“Fixed Term Loan” means a Loan granted for a predetermined and fixed duration, during which interest accrues at a rate determined by the Platform in accordance with Clause 6.

“Flexible Term Loan” means a Loan means without a predetermined maturity date, under which (a) the borrower may, subject to these Supplemental Terms, repay all or part of the outstanding Loan at any time, and (b) interest shall accrue at such rate as may be determined by the Platform from time to time in accordance with Clause 6. 

“Index Price” means, in respect of any Digital Asset, the price as determined by the Platform in its sole and absolute discretion, which may be derived from the prevailing market price or from one or more pricing sources in accordance with the Platform’s pricing methodology, as may be amended from time to time.

“Loan” means any digital asset credit facility granted to you under the Crypto Loan program.

“Loan Assets” means the Digital Assets credited to your account by the Platform under a Loan.

“LTV” (Loan-to-Value Ratio) means the ratio of the total outstanding liability under a Loan (including the value of Loaned Assets and accrued but unpaid interest) to the total value of Collateral provided by you, calculated based on the prevailing market price as determined by the Platform and expressed as a percentage. For the purpose of the Platform’s calculations, the LTV shall be determined as follows: LTV = Total Debt ÷ Collateral Value (Position Size X Index Price x Collateral Weight).

“Margin Call” means a notification from the Platform to you to deposit additional Eligible Collateral to your Accounts to avoid liquidation of the Collateral and termination of the Loan.

2. Nature of Crypto Loan

2.1 Overview of the Program – Subject to you satisfying the applicable eligibility criteria and maintaining sufficient Eligible Collateral in your account, you may apply for a Loan through the Platform. The Platform may, at its sole and absolute discretion, approve or reject any such application. Upon approval, the Loaned Assets will be credited to your account and may be used in accordance with the permitted uses and operational restrictions determined by the Platform from time to time. For the avoidance of doubt, nothing in these Supplemental Terms obligates the Platform to grant any Loan, and the Platform may suspend, limit, or discontinue the Crypto Loan at any time.

 

2.2 Eligible Collateral – The list of Digital Assets that qualify as Eligible Collateral is published on the Platform and may be updated from time to time. (each an “Eligible Collateral” and collectively, “Eligible Collaterals”). The Platform reserves the right, at its sole discretion, to add or remove Digital Assets from the list of Eligible Collateral without prior notice.

2.3 Restriction on Use – The Platform may impose conditions, restrictions or operational requirements on Crypto Loan, including but not limited to:

  (a) the amount of any Loan; 

  (b) minimum and maximum borrowing limits; 

  (c) the types and amounts of Loaned Assets available; 

  (d) the use of Loaned Assets; and 

  (e) the types and quantities of Eligible Collateral. 

3. Repayment 

3.1 Flexible Term Loan – You may repay a Flexible Term Loan, in whole or in part, at any time, together with all accrued but unpaid interest up to the time of repayment. Any partial repayment shall be applied first towards accrued but unpaid interest and then towards the outstanding principal. Unless otherwise specified by the Platform, no early repayment fee shall apply to a Flexible Term Loan.

3.2 Fixed Term Loan

(a) Default Interest – You must repay each Fixed Term Loan, together with all accrued interest, by the applicable maturity date. Failure to repay a Fixed Term Loan when due may result in the accrual of additional default interest at a rate determined by the Platform.

(b) Early Repayment – You may repay a Fixed Term Loan, in whole or in part, at any time prior to its maturity date. However, the Platform may impose an early repayment fee at such rate as may be determined by the Platform from time to time in its discretion.

4. Loan Eligibility

4.1 The Platform may grant a Loan only if the following conditions are satisfied (the “Eligibility Criteria”): 

  (a) you have agreed to and comply with the Supplemental Terms and Terms of Use; 

  (b) you have completed all required identity verification and KYC/KYB procedures; 

  (c) the Platform has completed its internal due diligence, compliance and risk assessments;

  (d) your use of the Crypto Loan does not violate applicable laws or regulatory requirements in your jurisdiction;

  (e) you maintain sufficient Eligible Collateral; and 

  (f) any additional conditions/requirements determined by the Platform are satisfied. 

4.2 The Platform may determine whether the Eligibility Criteria are satisfied at its sole discretion. If at any time the Platform determines that you no longer meet the Eligibility Criteria, the Platform may suspend or terminate your access to the Crypto Loan.

5. Collateral

5.1 Collateral Requirements – The Platform may, from time to time, establish collateral requirements in respect of the Crypto Loan, including but not limited to, the LTV levels you must maintain (the “Collateral Requirements”). The Platform may, in its sole and absolute discretion, amend the Collateral Requirements at any time and by any amount, require additional Eligible Collateral, and specify that such amended Collateral Requirements apply to both existing and future Loans. For the avoidance of doubt, any Collateral Requirements previously imposed in respect of any Loan to you or any other person shall not bind or otherwise restrict the Platform’s discretion in determining the Collateral Requirements applicable to the Crypto Loan.

5.2 Collateral Management – Upon the creation of a Loan, the amount of Eligible Collateral determined by the Platform shall be locked or transferred from your account and held by the Platform as security for your obligations under the Loan. During the term of the Loan, you may add additional Eligible Collateral or may, subject to maintaining the LTV ratio at or below such threshold as determined by the Platform and compliance with any other requirements or restrictions imposed by the Platform from time to time, withdraw or transfer part of the Collateral. Upon full repayment of the principal amount of the Loan together with all accrued interest, and subject to any applicable fees, charges, or other amounts owed to the Platform, the remaining Collateral shall be returned to your account.

5.3 Rights over Collateral – Notwithstanding anything to the contrary in these Supplemental Terms, you acknowledge and agree that the Platform may, at its discretion, stake, lend, invest, transfer, or otherwise utilize any Collateral provided by you. The Platform is not obligated to share any rewards, income, or benefits derived from such use. You acknowledge and agree that any interest or income earned on Eligible Collateral (if any) under these Supplemental Terms may be retained by the Platform for its own benefit. The Platform shall not be liable to you for any loss of Collateral arising directly or indirectly from any closure, bankruptcy, insolvency, liquidation, receivership, hack, security breach, technical malfunction, or any force majeure event. The Platform reserves the right to declare any Loan immediately due and payable if it determines that the relevant Loaned Assets are subject to liquidity risk or other circumstances that may materially affect the Platform’s operations, the interests of users, or the stability of the relevant financial market. In such event, you shall promptly repay the outstanding principal of the Loan together with all applicable interest, failing which the Platform may liquidate any Collateral relating to such Loan.

5.4 Security Interest – All Collateral provided by you is hereby pledged to the Platform as continuing security for all obligations arising under the Crypto Loan. You grant the Platform, to the maximum extent permitted by applicable law, a perfected first-priority lien and security interest in such Collateral in favour of the Platform to secure the due performance of, and all obligations and liabilities arising under, these Supplemental Terms and any other agreement between you and the Platform.

5.5 Liquidation – In the event the Platform determines that the LTV has reached or exceeded the maximum threshold determined by the Platform, the Platform may (but shall not be obliged to) issue a Margin Call requiring you to provide additional Eligible Collateral within a specified timeframe. If you fail to restore the LTV to the required level within such timeframe, or if the LTV continues to deteriorate, the Platform may, in its sole discretion and without prior notice, liquidate all or part of the Collateral to repay the outstanding Loan and any accrued interest. For the avoidance of doubt, the Platform may, from time to time, provide notifications or alerts (including margin call notices, risk warnings, or liquidation alerts) in connection with changes in LTV. However, the failure to provide, or any delay in providing, such notification shall not prejudice the Platform’s right to liquidate the Collateral in accordance with these Terms. For the purposes of calculating the LTV, the Platform shall have sole discretion to determine the applicable prices or valuation of both the Digital Assets borrowed and the Collateral.

5.6 Application of Proceeds – To the maximum extent permitted by law, the Platform may apply the proceeds from any liquidation or the Collateral in the following order of priority:

(a) payment of all accrued and outstanding interest; 

(b) repayment of the outstanding principal amount of the Loan; 

(c) payment of any applicable liquidation fee (which may vary depending on the type of Digital Asset involved); and 

(d) settlement of any other outstanding fees, charges, or expenses owed to the Platform. 

5.7 Delisting of Digital Assets or Discontinuation of Crypto Loan – If any Digital Asset forming part of the Loaned Assets or Collateral is delisted, suspended, or otherwise no longer supported by the Platform, or the Platform suspends, discontinues, or terminates the Crypto Loan program, in whole or in part, the Platform may, at its discretion, take any action it considers necessary or desirable, including but not limited to:

(a) requiring you to repay any Loan, in whole or in part, within a specified timeframe;

(b) liquidating or partially liquidating the Collateral, and/or closing out or reducing any outstanding Loan position; 

(c) converting, transferring, or otherwise disposing of any affected Digital Assets, and applying the proceeds in accordance with the applicable LTV requirements and these Supplemental Terms; 

(d) returning any affected Digital Assets or making them available for withdrawal, subject to these Supplemental Terms and any requirements of the Platform; and/or 

(e) imposing such measures, restrictions, conditions or deadlines in relation to the affected Digital Assets as the Platform considers necessary or appropriate. 

The Platform may (but shall not be obliged to) provide prior notice of any such delisting, suspension, discontinuation, termination, or action. The Platform shall not be liable for any losses, damages, costs, or expenses arising from any action taken in connection with such delisting, suspension, unsupported status, discontinuation, or termination.

6. Interest

6.1 Interest Calculation – Interest on any Loan shall accrue on a simple basis at the interest rate published by the Platform and shall be calculated on an hourly basis, commencing at the beginning of each hour. Any period of less than one (1) hour shall be deemed a full hour for the purposes of interest calculation. The interest payable in respect of any Loan shall be calculated as follows: Interest = Outstanding Principal × Daily Interest Rate ÷ 24.

6.2 Fixed Term Loan – For a Fixed Term Loan, interest shall accrue on a simple interest basis throughout the fixed loan term.

6.3 Flexible Term Loan – For a Flexible Term Loan, interest shall accrue on a compound basis, and any accrued but unpaid interest may be capitalized or otherwise added to the outstanding Loan amount in accordance with the Platform’s applicable rules and calculations methodology in effect from time to time.

6.4 Platform’s Right to Adjust Fees and Rates – The Platform reserves the right, at its sole and absolute discretion, to impose or modify any fees, interest rates, commissions, and charges from time to time.

7. Hard Fork and Airdrop 

7.1 Rights to New Tokens – If new tokens are generated as a result of a Hard Fork in the relevant Digital Asset protocol or an applicable Airdrop (the “New Tokens”), the entitlement to such New Tokens shall be determined as follows:

(a) New Tokens derived from Loaned Assets - If the New Tokens are generated in connection with Digital Assets that form part of the Loaned Assets, the Platform shall be entitled to such New Tokens, and you shall transfer or repay the New Tokens to the Platform upon request.

(b) New Tokens derived from Collateral - If the New Tokens are generated in connection with Digital Assets that form part of the Collateral, you shall be entitled to such New Tokens. However, such New Tokens shall be treated as part of the Collateral and shall remain subject to the security interest granted to the Platform. The Platform shall release the New Tokens together with the relevant Collateral to your account only after the outstanding principal and all accrued interest under the Loan have been fully repaid.

8. Representations, Warranties and Undertakings

8.1 User Representations and Warranties – You represent and warrant, on each date you request or use a Loan, that: 

(a) you satisfy the applicable Eligibility Criteria set out in these Supplemental Terms; 

(b) you have received, read, and understood these Supplemental Terms, the Terms of Use, and the Risk Disclosure Statement, including the nature of, and risks associated with, the Crypto Loan, and you are capable of assuming, and do assume, all such risks; 

(c) you have full power, capacity, and authority to enter into, exercise your rights under, and perform your obligations under these Supplemental Terms, and that by doing so you will not breach any applicable law, authorisation, document, or agreement binding upon you; 

(d) except with the express consent of the Platform and except for any security interest or encumbrance created under these Supplemental Terms, the Collateral and all assets in your funding account, spot account, margin account, futures account, or any other account maintained with the Platform (collectively, the “Accounts”) are free from any mortgage, charge, lien, pledge, encumbrance, security interest, or other third-party claim; 

(e) you are the legal and beneficial owner of the assets in your Accounts, and the source of such assets is lawful and in full compliance with applicable laws; 

(f) if you cease at any time to satisfy any Eligibility Criteria or any representation or warranty set out in these Supplemental Terms, you shall promptly notify the Platform in writing; 

(g) your use of the Crypto Loan, and the Platform’s provision of the Crypto Loan to you, does not violate any applicable law or regulatory requirement in any jurisdiction to which you are subject; and 

(h) all information provided by you to the Platform in connection with the Crypto Loan is true, accurate, complete, and not misleading.

8.2 Undertakings – You undertake that you shall:

(a) promptly pay all fees, interest, commissions, and other charges imposed by the Platform in connection with any Loan, at such rates and in such manner as the Platform may determine from time to time; 

(b) comply with all applicable laws in all jurisdictions relevant to the Crypto Loan; 

(c) use the Loan and the Crypto Loan in good faith and only in the manner permitted by the Platform; 

(d) at your own cost and upon the Platform’s request, execute and do all such deeds, acts, and things, including the execution and delivery of any additional instruments or documents, as the Platform may reasonably require for the purposes of these Supplemental Terms, including for perfecting or protecting the Platform’s rights in respect of the Collateral; and 

(e) promptly notify the Platform in writing if any representation, warranty, statement, or information provided by you ceases to be true, accurate, complete, or valid.

8.3 Prohibited Conduct – You undertake that you shall not:

(a) provide any false, inaccurate, incomplete, outdated, or misleading information;

(b) engage in any misrepresentation, fraud, malicious conduct, criminal activity, or other unlawful act; or

(c) transmit or upload any virus, malware, or other harmful code, or attempt to gain unauthorised access to any account, website, network, system, or service relating to the Crypto Loan or the Platform. 

8.4 Repetition – The representations, warranties, and undertakings set out in this Clause 8 shall be deemed to be repeated by you on each date you request, access, or use the Crypto Loan.

9. Default and Remedies

9.1 Events of Default – A “Default” shall be deemed to occur if any of the following events occurs:

(a) you breach any obligation or undertaking under these Supplemental Terms or the Terms of Use;

(b) any representation, warranty, or undertaking made by you under these Supplemental Terms or the Terms of Use is untrue, inaccurate, incomplete, or misleading when made, or subsequently becomes untrue, inaccurate, incomplete, or misleading in any respect, and you fail to promptly notify the Platform of the true and correct position;

(c) it becomes unlawful for you to comply with or perform any of your obligations under these Supplemental Terms or the relevant provisions of the Terms of Use;

(d) any investigation, claim, action, or proceeding of any nature is commenced against you, including (without limitation) any investigation relating to suspected market abuse, market manipulation, fraud, or other criminal conduct, or any person takes steps to enforce any security against you; 

(e) the Platform reasonably determines that there are concerns regarding your creditworthiness, financial condition, or the verification of your identity;

(f) any allegation of fraud, misconduct, embezzlement, money laundering, insider trading, market manipulation, breach of regulation, or other material illegality or impropriety is made against you which, in the Platform’s good faith and commercially reasonable judgment, could reasonably result in reputational harm to the Platform or compromise the integrity of any market maintained by the Platform.

9.2 Remedies – Without prejudice to any other rights or remedies available to the Platform under these Supplemental Terms, the Terms of Use, or applicable law, upon the occurrence of a Default, the Platform may immediately take any one or more of the following actions:

(a) suspend, restrict, cancel, or terminate any account held by you with the Platform, terminate the Platform’s relationship with you, and/or prohibit you from using any services made available through the Platform; 

(b) accelerate, liquidate, and/or close out any outstanding Loan or transaction, including any transaction that has not yet been settled as of the date of such close-out, and determine its value in good faith and in the Platform’s sole and absolute discretion;

(c) sell, dispose of, transfer, or otherwise realise any Collateral, Digital Assets, or other property credited to your account or pledged by you to the Platform, and apply the proceeds towards the discharge of your obligations;

(d) set-off or net any obligation owed by the Platform to you against any obligation owed by you to the Platform; 

(e) amend the applicable Collateral Requirements, including requiring additional Collateral or liquidating any Collateral at such price and in such manner as the Platform considers appropriate in the circumstances;

(f) take or refrain from taking any action which the Platform reasonably considers necessary, desirable, or expedient to protect the Platform, its users, or the integrity of the Platform; and/or 

(g) exercise any other rights, powers, or remedies available to the Platform under these Supplemental Terms, the Terms of Use, or applicable law.

10. Not Professional Advice 

10.1 No Financial, Legal or Tax Advice – You acknowledge and agree that no information provided by the Platform, whether contained in these Supplemental Terms or in any other document, communication, or statement, shall be construed as investment, legal, tax, or other professional advice. You should consult your own professional advisers regarding any matters relating to Digital Assets and the Crypto Loan.

10.2 Risk Disclosure Statement – Information regarding certain risks associated with investing in Digital Assets is set out in the Risk Disclosure Statement, which may be updated from time to time. You should read the Risk Disclosure Statement carefully and ensure that you fully understand the risks involved in investing in Digital Assets before making any decision to invest in Digital Assets or to use the Crypto Loan.

10.3 Independent Assessment – You shall independently determine whether any investment, strategy, or transaction is suitable for you in light of your own investment objectives, financial circumstances, and risk tolerance, and you shall be solely responsible for any losses or liabilities arising therefrom. The Platform assumes no responsibility or liability, whether direct or indirect (including any loss of profit), arising from your reliance on any information provided by the Platform or from your use of the Crypto Loan.

11. Miscellaneous 

11.1 Assignment and Novation – You shall not transfer, novate or assign any of your rights or obligations under these Supplemental Terms, in whole or in part, without the prior written consent of the Platform. The Platform may transfer, assign, or novate any of its rights or obligations under these Supplemental Terms without your prior consent.

11.2 Severability – If any section of these Supplemental Terms shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be affected in any way. However, if any section of these Supplemental Terms is invalid, illegal or unenforceable under any applicable law in any jurisdiction, such section shall, in that jurisdiction, be deemed modified to the extent necessary to comply with such law. If modification is not possible, such section shall be invalid, illegal, or unenforceable only to the extent of such invalidity, illegality, or unenforceability, without affecting the remaining sections of these Supplemental Terms or the validity, legality or enforceability of such section in any other jurisdiction.

11.3 Headings – The headings in these Supplemental Terms are for reading convenience only and shall not be used for the purpose of interpreting the terms and conditions of this Supplemental Terms.

11.4 Interpretations of Terms – The ultimate power to interpret these Supplemental Terms shall be vested in the Platform.