Terms of use – soyacoin

Please, read the following Terms and Conditions carefully before you acquire or use the SoyaCoin Platform or SoyaCoin Token (SOY). It contains very important information about your rights and obligations over this commercial relationship, as well as limitations and exclusions that may apply to you. This document contains a dispute resolution clause. If you do not agree to all the terms of this Agreement, do not acquire the SoyaCoin Token or use the SoyaCoin Platform.

This Terms and Conditions must be evaluated by the Parties and are incorporated into the following documents: (i) Privacy Policy; (iii) Anti-money laundering manual and; (iii) the SoyaCoin Whitepaper.

These Terms and Conditions rule the entire agreement and understanding with respect to the use of any or all the Services provided by SoyaCoin, and any way of accessing them via the Site and/or the Platform.

Your purchase and use of SoyaCoin Token, during the Initial Coin Offer (the “ICO”) or after, in the primary or the secondary market, if made by the Company’s Platform or Site, is subject to these Terms and Conditions (the “Terms”, or the “Agreement”).

Each purchaser of SoyaCoin Token and the Company (the Company, in this Agreement, means SoyCycle LTD, a company limited by shares registered under the n. 12512223 in the United Kingdom, with registered office at Suite 2A, Blackthorn House, St. Pauls Square, Birmingham, B3 1RL, UK) is a “Party” and, together, they are the “Parties” and must observe and follow these Terms.

Please note that all transactions of Digital Tokens on or off the Site may be subject to fees levied by SoyCycle LTD as set out and updated in the Fees Schedule from time to time. In the event of any inconsistency between these Terms and any other pages, policies, terms, conditions, licenses, limitations, information given by any employee, chat bot, or obligations contained within or on the Site, these Terms shall prevail.

By creating a Digital Tokens Wallet on the Site or by using any of the Services, you acknowledge that you have read, understand, and completely agree to these Terms, as updated and amended from time to time. If you do not agree to be bound by these Terms or with any subsequent amendments, changes, or updates, you may not use any of the Services or SoyaCoin Token itself, and if you do use any of the Services you will be bound by these Terms and Conditions, as amended; your only recourse in the case of your unwillingness to be bound by these Terms is to stop using all of the Services.

By signing this Terms and Conditions for the Acquisition and Use of the Platform, you declare that you have read the SoyaCoin Token White Paper and other relevant documents. Moreover, You declare yourself aware of all the conditions of use and trade, as well as of the risks, that this cryptocurrency, and the crypto assets market in general, may present.

These Terms may be amended, changed, or updated by SoyCycle LTD at any time and without prior notice to you. You should check back often on the Site to confirm that your copy and understanding of these Terms is current and correct. Your non-termination or continued use of any Services after the effective date of any amendments, changes or updates constitutes your acceptance of these Terms, as modified by such amendments, changes, or updates.

Individuals, companies and other organizations that intend to use the platform should carefully evaluate the risks, costs, and benefits of acquiring and using the SoyaCoin Token, being solely responsible for such evaluation and risks inherent in the subject matter of this Agreement.

Interpretation:

Definitions: In these Terms and all documents incorporated herein by reference, the following words have the following meanings unless otherwise indicated:

“Affiliate” means, in relation to either Party, a direct or indirect subsidiary of the Party, a holding company of the Party, and any other subsidiary of that holding company;

“AML” means anti-money laundering, including all Laws applicable to the Parties prohibiting money laundering or any acts or attempted acts to conceal or disguise the identity or origin of; change the form of; or move, transfer, or transport, illicit proceeds, property, funds, Fiat, or Digital Tokens, including but not limited to the promotion of any unlawful activity such as fraud, tax evasion, embezzlement, insider trading, financial crime, bribery, cyber theft or hack, narcotics trafficking, weapons proliferation, terrorism, or Economic Sanctions violations, which may also require internal controls to detect, prevent, report, and maintain records of suspected money laundering or terrorist financing;

“Anti-Corruption” means all Laws applicable to each Party prohibiting corruption or bribery of Government Officials, kickbacks, inducements, and other related forms of commercial corruption or bribery;

“Associates” means each and every one of the Users’ shareholders, directors, officers, Affiliates, employees, contractors, agents, partners, insurers, and attorneys who or that are acting or performing or has acted or performed services for the benefit of or on behalf of the Site;

“Buyer” Any Individual that acquire SOY though the Company Site, Platform or during the ICO;

“Controlling Person” means any Person who owns more than a 25 percent interest in any Person or affiliate;

“Copyrights” has the meaning of the exclusive ownership of all materials on the Site and Platform by the Company;

“CTF” means counter-terrorist financing;

“Digital Tokens” means a digital representation of value that functions as (i) a medium of exchange; (ii) a unit of account; (iii) a store of value, and/or (iv) other similar digital representations of rights or assets, which is neither issued nor guaranteed by any country or jurisdiction and does not have legal tender status in any country or jurisdiction, typically including blockchain-based assets or rights including sovereign cryptocurrency or virtual currency such as Bitcoins, Litecoins, and Ethers;

“Digital Tokens Address” means an alphanumeric identifier that represents a potential destination for a Digital Tokens transfer, which typically is associated with a user’s Digital Tokens Wallet;

“Digital Tokens Wallet” means a software application (or other mechanism) that provides a means for holding, storing, and transferring Digital Tokens, including a user’s Digital Tokens Address, Digital Tokens balance, and cryptographic keys;

“Economic Sanctions” means financial sanctions, trade embargoes, export or import controls, anti-boycott, and restrictive trade measures enacted, administered, enforced, or penalized by any Laws applicable to you or the Site;

“Fiat” means the money or currency of any country or jurisdiction that is: designated as legal tender; and, circulated, customarily used, and accepted as a medium of exchange in the country or jurisdiction of issuance;

“Government” means any national, federal, state, municipal, local, or foreign branch of government, including any department, agency, subdivision, bureau, commission, court, tribunal, arbitral body, or other governmental, government appointed, or quasi-governmental authority or component exercising executive, legislative, juridical, regulatory, or administrative powers, authority, or functions of or pertaining to a government instrumentality, including any parasternal company, or state-owned (majority or greater) or controlled business enterprise;

“Government Approval” means any authorization, license, permit, consent, approval, franchise, concession, lease, ruling, certification, exemption, exception, or waiver by or with any Government necessary to conduct the business of either Party or the execution and delivery of the Services under this Terms;

“Individual” is a Person capable to use the Platform and the Services according to this Terms;

“Laws” means all laws, statutes, orders, regulations, rules, treaties, and/or official obligations or requirements enacted, promulgated, issued, ratified, enforced, or administered by any Government that apply to you or the Site;

“Marks” means all the trademarks, service marks, and trade names, including both word marks and design marks that are related to SOY, the Site, the Platform and the Company;

“Person” includes an individual, association, partnership, corporation, other body corporate, trust, estate, and any form of organization, group, or entity cognizable as legal personalities;

“Personal Information” has the meaning set out in the Privacy Policy.

“Platform” means the digital Platform that may be accessed by the Site from the Company or through the App from SoyaCoin, where the Person is able to acquire, transact, store and use SOY;

“Prohibited Jurisdictions” means Cuba; Democratic People’s Republic of Korea (North Korea); Iran; Pakistan; Syria; the Government of Venezuela; and Crimea and the high-risk jurisdiction according to FATF list;

“Terms” means these terms and conditions, as they may be changed, amended, or updated from time to time, including the following other Platforms’ policies and pages;

“Service” means all the Services provided by SoyCycle LTD, from the Digital Tokens Wallet to the Platform itself, the Site, the transactions Platform and the issuance of the SOY;

“Site” means the website from SoyaCoin where the Platform will be allocated and where the User will be able to access the Platform, transact and acquire SOY;

“SOY” means: The abbreviation of SoyaCoin Token;

“SoyaCoin” means the abbreviation of SoyCycle LTD;

“SoyaCoin Token” means the SOY Digital Token developed and issued by Soya Coin;

“User” means the Person who uses the Soya Coin Platform and/or acquire, uses, and transacts SOYs.

“you” or “your” means the User.

Unless otherwise specified in these Terms, words importing the singular include the plural and vice versa and words importing gender include all genders.

Eligibility

You must have a Digital Tokens Wallet that supports the SOY token standard, so that you can receive any purchased SOYs. We provide a Digital Tokens Wallet service on our Site/App that you can use. There will be no refunds on the operations of SOY purchase. The Company is not responsible for any delays, losses, costs, or other issues arising from the failure to provide, or providing an inaccurate or incomplete wallet address, the incorrect use of the Digital Tokens Wallet and/or the Platform itself. The Company is not responsible for any reimbursement on the operations made by the Users.
By purchasing SOY during the ICO or after, using the Site or Platform of SoyaCoin, you hereby declare that you are not a citizen or resident of the United States of America, and is not using a bank account of a United States of America bank, or is a resident of a jurisdiction in which holding, using and exchanging SOY, as well as using the Services provided by SoyaCoin or participating in Initial Coin Offers – ICOs, is prohibited by law. If We identify that you are a citizen or a resident of any one of these jurisdictions, specially of the United States of America, we reserve our right to disable all the registries made by you, without any previous notification and not reimburse the spent amount, even in Fiat or any other cryptocurrency.
SOY purchases must be made only by individuals, entities or companies that declares, through these Terms, to have full understanding of the operation of systems with cryptographic assets, blockchain technology and the limitations of the Country that the individual lives. Also, those who may use SOY declare that they are fully aware of the platform aspects, features, uses and risks.
The use of the Platform or SOY is not destined to underaged people and to those who had been banned from our Services or Platform. We restrict the technology just to Adults (major) according to the nationality of the User. We reserve our right to close the account or disable all the registries of those who are underage, without prior notification or information. Those individuals who inflict this clause will not have refund the amount deposited in the Platform.

Purchase and Sale of SOYs

Buyers and any kind of Users should have a practical and functional understanding of the storage and transmission mechanisms associated with tokens and cryptocurrencies.
You should carefully consider the risks, costs and any other possible relevant issue in acquiring and using SOY and should consult an expert and/or an independent advice before it.
If you are unable to understand or accept the risks associated with the initial sales process of SOY and/or the process of purchase of SOY (including the risks related to the non-fulfillment of the full development of all features of the Platform) or any other risks, you must not acquire SOY until you have a satisfactory level of acquaintance.
The Company will distribute the acquired SOYs immediately as the user buys it. These tokens will not be freely transferable before the ICO is finished.

Purpose and Use of SOYs.

Additional information regarding all relevant matter on SOY and the Company can be found detailed in the Whitepaper.
Purchase, ownership, receipt or possession of SOYs carries no rights, express or implied, other than the right to use SOYs as a stable coin to transact between the Users of the Platform or other Person that also use SOY through other platform, as means of payment and to access the Platform and its features. In particular, you understand and accept that SOY do not represent or confer any ownership right or stake, share, security, or equivalent rights, or any right to receive future revenue shares, intellectual property rights or any other form of participation in or relating to the Platform and/or the Company. The only exceptions are limited to the possible rights clearly stated in these Terms.
The Company reserves the right to migrate SOY token standard and protocol to another protocol in the future, if the Company determine that doing it is necessary or useful to the operation of the Platform and its Ecosystem.

Scope

Unless otherwise stated herein, these Terms only govern your acquisition and use of SOY from the Company and its use inside the Platform. It does not regulate your transactions in other platforms that may support SOY. These Terms only regulates the rules of the Token itself, the duties and obligations that it carries and the duties and obligations of the User when it is using the Token and the Platform.
SoyaCoin issues and redeems SOY Tokens. SOYs may be used, kept, or exchanged online wherever the parties are willing to accept it. SOY. The composition of the assets used to back SOY is within the sole control and at the sole and absolute discretion of SoyaCoin, is subsidiaries, shareholders or controllers. The right to have SOY Tokens redeemed or issued is a contractual right personal to you. SoyaCoin reserves the right to delay the redemption or withdrawal of SOY if such delay is needed by the illiquidity or unavailability or loss of any assets held by SoyaCoin to back the SOY issuance, SoyaCoin makes no representations or warranties about whether SOY that may be traded on the Site may be traded on the Site at any point in the future.
If you comply with these Terms, the Company grants you the limited right to use the Site, SOY and the Services. The right to use the Site, SOY and the Services are a personal, restricted, non-exclusive, non-transferable, non-sublicensable, revocable, limited license, and it is subject to the limitations and obligations in these Terms. Nothing in these Terms gives you any license (other than as set out in this paragraph), right, title, or ownership of, in, or to the Site, any of the Services, the Copyrights or the Marks. The Company may suspend or terminate the Services to you, your Digital Tokens Wallet, or to any of your Digital Tokens Address at its sole discretion, as required by applicable Laws or where the Company determines that you have violated, breached, or acted inconsistent with any of these Terms.
Any person domiciled or resident in one of the Prohibited Jurisdictions and in the United States of America are prohibited from deposit Fiat and any other cryptocurrency or token in the Platform, withdraw any Fiat and any other cryptocurrency from the Platform or use the wallet services provided by SoyaCoin or the Token itself, especially when made through a United States of America or any Prohibited Jurisdictions bank.

Cancellation; Refusal of Purchase Requests

All SOY purchases from the Company are final and there are no refunds or cancellations, except those required by an applicable Law or regulation. The Company reserves the right to refuse or cancel any SOY purchase requests at any time and at its sole discretion.
If the Company suspect that any fraud or irregularity in the usage of the account and/or purchase of SOY is being conducted by the User, Individual or Person, the Company may undertake a more profound KYC’s (“Know Your Customer”) analysis, besides the one promoted on the account creation, in which it may include a second level verification. While this procedure takes place, the User’s account/purchase capability may be suspended, and its transaction may be blocked. At the conclusion of the process, if any fraud or irregularity is verified, the User’s account, purchase of SOY, remaining balance on its Digital Token Wallet will be peremptorily cancelled, burned, or withdrawn. If the verified fraud or irregularity is considered a criminal offence, no matter its degree of illegality, appropriate legal measures will be taken. By the opposite, if the verification procedure indicates the absence of any fraud or irregularity, the User’s account will be reactivated, or the purchase reassured and the SOYs unblocked. This procedure will vary if the User is not using the SoyaCoin Digital Token Wallet Service, been subject to the platform that it will be using to transact SOY.
In the event of the above-mentioned procedure (Clause 5.2), the user will be notified as follows:

“Dear User,

Your participation in the Platform has been temporarily blocked due to suspected fraud or irregularity in the usage of the account and/or purchase of SOY, as per article 5.a and 5.b of our Terms and Conditions. The unlock of your account/purchase may occur by submitting us both of the following documents and under our evaluation of the entire panorama:

scanned image of your photo ID card, passport or driver’s license;
your picture clearly holding your photo ID card, passport or driver’ license together with a readable paper written “#SOY” and the current date;
questionnaire about the acts taken and promoted that resulted in the suspect of fraud.
While your account/purchase is suspended, you will not be able to use or have access to your Digital Token Wallet.

Without further ado, SoyaCoin Compliance Sector”.

Given any misuse or fraud, attempt or consummated, we reserve the right to cancel the compromised account without previous notification. In this occasion, if any SOY purchase has already been completed, the user will be notified to indicate a non-fraudulent account to receive the transacted amount of SOY.
All the funds owned by the fraudulent User will be blocked and its accounts suspended. The User must indemnify the Company in the same measure of the damaged caused by the fraud or misuse. The Company reserve its rights to claim and demand the indemnization from the Users or hold any remaining balance on the fraudulent or illegal account to compensate the fraud.

Acknowledgment and Assumption of Risks

You acknowledge and agree that there are risks associated with purchasing, owning and using SOYs as a payment method and a tool used to exchange goods and services.
You also acknowledge that in the early stages of the Platform, some of the Platform features and the SOY itself will still be under development and may undergo significant changes before its flow use. Also, the platform may have bugs and issues which we aim to solve during the existence of the Platform.
You acknowledge that we are not responsible under your legal obligations regarding your tax duties or Government demands. You are responsible for determining which, if any, taxes apply to your purchase of SOYs. It is also your responsibility to withhold, collect, report and remit the correct taxes to the appropriate tax authorities. The Company is not responsible for withholding, collecting, reporting, or remitting any tax whatsoever arising from your purchase of SOY.
Trading markets in Digital Tokens are volatile and shift quickly in terms of price, liquidity, market depth, and trading dynamics. Digital Tokens also are subject to cybersecurity risk, including the risk of a cyberattack or breach. You are solely responsible and liable for any and all trading and non-trading activity on the Site and for your Digital Tokens Wallet on the Site; and, for knowing the true status of your SOY Tokens on the Site, even if presented incorrectly by the Site at any time. You acknowledge and agree: (i) to be fully responsible and liable for your trading and non-trading actions and inactions on the Site and all gains and losses sustained from your use of the Site and any of the Services; (ii) to be fully responsible for safeguarding access to, and any information provided through the Site and any of the Services, including, but not limited to, Digital Tokens Wallet, Digital Tokens Address, private keys, usernames, passwords, and bank account details; and (iii) that SoyaCoin does not have control of, or liability for, any products or services that are purchased or sold by third parties using the Site and any of the Services. Digital Tokens in a given Digital Tokens Wallet or other wallet or address are controlled by your private key and Digital Tokens in a Digital Tokens Wallet or other wallet or address may be stolen or lost and otherwise be unrecoverable if the private key is compromised or lost. You further acknowledge and agree that SoyaCoin is not liable for any losses or issues that may arise from third-party transactions, including, but not limited to, legality (including any consequences for illegal transactions that may be triggered under these Terms), quality, delivery, or satisfaction with any products purchased by means of a Digital Token transfer. If you are not satisfied with any goods or services purchased from, or sold to, a third party using the Services, you must handle those issues directly with the third-party, seller or buyer, as applicable. SOY may be compatible with third-party software or other technology provided by a third party. SoyaCoin does not guarantee the security or functionality of third-party software or technology and is not liable for losses of Digital Tokens due to the failure or malfunction of third-party software or technology.
In the course of processing and sending any withdrawals, or when processing and receiving deposits, SoyaCoin may be required to share your user information with other contractual third parties, including financial institutions, or as required under applicable Laws or demanded upon a lawful request by any Government. You hereby irrevocably grant full permission and authority for SoyaCoin to share this information with such contractual third parties, or as required under applicable Laws or demanded upon a lawful request by any Government, and release SoyaCoin from any liability, error, mistake, or negligence related thereto. You accept all consequences of sending Digital Tokens, including SOY, off the Site. Digital Token transactions are not reversible. Once you send Digital Tokens to an address, whether intentionally or by a fraudulent or accidental transaction, you accept the risk that you may lose access to, and any claim on, those Digital Tokens indefinitely or permanently. You acknowledge that SoyaCoin may delay or suspend redemption under various circumstances, including but not limited to, in the event that SoyaCoin determines that you have engaged in a prohibited use of Digital Token as set forth in this Terms, when SoyaCoin is directed to do so by any Government; if your Digital Tokens Wallet or other account or wallet is subject to pending litigation, investigation, or Government proceedings; or when SoyaCoin believes that someone is attempting to gain unauthorized access to your Digital Tokens Wallet or other account or wallet. Digital Tokens are not legal tender and are not backed by any Government.
You are solely responsible for implementing reasonable measures for securing the wallet, vault or other storage mechanism you are using to receive and hold SOY purchased from the Company or in the Platform, including any requisite private key(s) or other credentials necessary to access such storage mechanism(s). If your private key(s) or other access credentials are lost, you may lose access to your SOYs. The Company is not responsible for any losses, costs or expenses relating to loss of your access credentials.
The Company may determine, at its sole discretion, when it is necessary to obtain certain information about you in order to comply with applicable Laws or regulations in connection with selling, holding, transacting or using SOY to/by you. You agree to provide the Company such information promptly upon request. You acknowledge that the Company may refuse to sell SOY to you until you provide such requested information and the Company has determined that it is permissible to sell you Tokens under applicable Laws or regulations.

User Representations and Warranties

By purchasing from the Company or anyhow acquiring, possessing, using or trading any fraction, one or more SOY, you represent and warrant that:
You have read and understood these Terms;
You acknowledge and agree that there are risks associated with purchasing, owning and using SOYs;
That, if you are an individual User, you are 18 years old or older and that you have the capacity to contract under applicable Laws of your country;
You have a sufficient understanding of technical and business matters (including those relevant to the features and use of SOY and SoyaCoin’s Services and Platform), cryptography, a Digital Token Wallet storage mechanism and blockchain technology to understand these Terms and to appreciate the risks and implications of using SOY.
You have obtained sufficient information about the SOY, SoyaCoin and its Services and Platform to make an informed decision to purchase and use the SOY, the Platform and the Services;
You understand that possessing SOY confer only the right to use it as limited by the scope herein presented and confer no other rights of any kind with respect to the Platform or the Company, including, but not limited to, any ownership, distribution, redemption, liquidation, proprietary, or other financial or legal rights or interests, such as a representation of any asset or security;
Your purchase of SOY complies with applicable Laws and regulations in your jurisdiction, including, but not limited to: (i) legal capacity and any other threshold requirements in your jurisdiction for the purchase tokens and entering into contracts with the Company; (ii) any foreign exchange or regulatory restrictions applicable to such purchase; and (iii) any governmental or other authorization that may need to be obtained;
You will comply with any applicable tax obligations in your jurisdiction arising from your purchase of SOY;
If You are registering to buy, hold and use SOY on behalf of a legal entity, you further represent and warrant that: (i) such legal entity is duly organized and validly existing under the applicable Laws of the jurisdiction of its organization; and (ii) you are duly authorized by such legal entity to act on its behalf;
If You are purchasing SOYs on behalf of any entity, You must be authorized to accept these Terms on such entity’s behalf and that such entity will be responsible for any breach of these Terms by you or any other employee or agent of such entity (references to “you” in these Terms refer to you and such entity, jointly).
If You hold a private account and purchase SOYs on behalf of any entity or other individual, You will be notified to indicate who is the Ultimate Beneficial Owner of the Tokens. While we wait for your response, the account shall be suspended;
You have obtained independent legal advice with respect to this platform, Digital Token and SoyaCoin Services before accepting these Terms, and, in accepting these Terms, you further represent and warrant to the Company that you have been so advised to obtain independent legal advice, and that prior to accepting these Terms you have obtained independent legal advice, or have, in your discretion, knowingly and willingly elected not to do so;
You are not a citizen or resident of a geographic area in which access to, the use of, the acceptance of or delivery of SOY is prohibited by applicable Law, decree, regulation, treaty or administrative act, and if your country of residence or other circumstances change such that the above representations are no longer accurate, you will immediately cease using and holding the SOY, the Services and the Platform;
You declare that none of the funds being used to purchase Tokens are to your knowledge obtained or derived directly or indirectly as a result of illegal activities, specially money laundering, and the funds being used to purchase SOY which will be advanced by you under these Terms will not represent proceeds of crime for the purposes of the applicable Laws, rules and regulations, including but not limited to the corruption, drug trafficking, terrorism and other serious crimes. You also agree to provide any information as may be requested by the Company from time to time for the purposes of complying with applicable laws, rules and regulations, as well as requests from law enforcement agencies and regulators. You represent and warrant that to the best of your knowledge, none of the funds to be provided by you to the Company are being tendered on behalf of a person or entity who has not been identified to you and you will promptly notify the Company if you discover that any of such representations cease to be true, and will promptly provide the Company with all necessary information in connection therewith;
You declare that you have not (i) violated; (ii) been fined, debarred, sanctioned, the subject of Economic Sanctions-related restrictions; (iii) received any oral or written notice from any Government concerning actual or possible violation by you; or (iv) received any other report that you are the subject or target of sanctions, restrictions, penalties, or enforcement action or investigation under, any applicable Laws, including AML Laws, CTF Laws, Anti-Corruption Laws, or Economic Sanctions Laws;
You declare that neither you nor any of your Affiliates are: (i) itself or owned or controlled by a Sanctioned Person; (ii) involved in any transaction, transfer, or conduct, whether or not by using or receiving the Services from any Digital Tokens Wallet or Digital Tokens Address, that is likely to result in you or your Affiliates becoming a Sanctioned Person; or (iii) residing or domiciled in, or transferring Digital Tokens, Fiat, funds, or property to, from, or through any Digital Tokens Wallet, Digital Tokens Address, or other account in, a Prohibited Jurisdiction or Government or Government Official of a Prohibited Jurisdiction; (iv) a Politically Exposed Person;
You declare that neither you nor any of your Affiliates has directly or indirectly offered, promised, given, or authorized any payment, or offered, promised, given, or authorized the giving of anything else of value, including any Digital Tokens, to a Government Official or individual employed by another entity in the private sector in violation of any applicable Anti-Corruption Laws;
that you will not falsify any Digital Tokens Wallet registration or administration details provided to SoyaCoin;
You understand that no interest will be paid solely by virtue of you holding the SOY.

You may not:

Use the Site or any Services in order to disguise the origin or nature of illicit proceeds of or to commit any breach of applicable Laws, or to transact or deal in any contraband, using Digital Tokens, Fiat, funds, property, or proceeds;
Use the Site or any Services if any applicable Laws, including but not limited to AML Laws, CTF Laws, Anti-Corruption Laws, Economic Sanctions Laws, prohibit, penalize, sanction, or expose the Site to liability for any Services furnished or offered to you or any of your Digital Tokens Wallet(s) or Digital Tokens Address(es) under these Terms;
Use the Site or any of the Services, or any financial services of any U.S. Financial Institution, whether or not an Affiliate or Associate of SoyaCoin, to facilitate, approve, evade, avoid, violate, attempt to violate, aid or abet the violation of, or circumvent any applicable Laws, including but not limited to AML Laws, CTF Laws, Anti-Corruption Laws, and Economic Sanctions Laws;
Use the Site or any Services to evade taxes under the Laws of your own country and of the United Kingdom, or any other jurisdiction(s) applicable to you or the Site;
Use the Site or any Services with anything other than Fiat, funds or Digital Tokens that have been legally obtained by you and that belong to you;
Use the Site or any Services to interfere with or subvert the rights or obligations of SoyaCoin or the rights or obligations of any other Site, User or any other third party or cause legal liability for SoyaCoin, other Site or User;
Take advantage of any technical glitch, malfunction, failure, delay, default, or security breach on the Site;

Use the Site or any Services to engage in conduct that is detrimental to SoyaCoin or to any other Site user or any other third party;
Use the Site or any Services to: (i) engage or attempt to engage in wash trading, spoofing, fictitious trading or price manipulation; (ii) enter orders or quotes in any Digital Token market with the intent to disrupt, or with reckless disregard for the adverse impact on, the orderly conduct of trading or the fair execution of transactions; or (iii) enter orders or quotes in any Digital Token market with the intent of creating the false impression of market depth or market interest;
Falsify any account, Digital Tokens Wallet, or Digital Tokens Address registration, exchange, or administration details provided to SoyaCoin, impersonate another Person or misrepresent your affiliation with a Person;
Falsify or materially omit any information or provide misleading or inaccurate information requested by SoyaCoin, including at registration or during the course of administering any Services to you;
Cause injury to, or attempt to harm, SoyaCoin or any third party through your access to the Site or any Services;
Have more than one account and more than one Digital Tokens Wallet on the Site, or use any Digital Tokens Wallet on a one-time, ‘throwaway’ basis; any such additional Digital Tokens Wallets or one time ‘throwaway’ Digital Tokens Wallet may be terminated or suspended at the absolute discretion of SoyaCoin;
Where you are subject to prohibitions or restrictions as set forth in this Terms, access the Site or use any Services utilizing any virtual private network, proxy service, or any other third party service, network, or product with the effect of disguising your IP address or location (such as VPN services), or access the Site or use any Services using a Digital Tokens Address in or subject to the jurisdiction of any Prohibited Jurisdiction or Government or Government Official thereof; or,
Violate, cause a violation of, or conspire or attempt to violate these Terms and the applicable Laws.
Any use, whether actual or suspected, as described in this entire clause shall constitute a “Prohibited Use”. If SoyaCoin determines that you have engaged in any Prohibited Use, SoyaCoin may address such Prohibited Use through an appropriate sanction, in its sole and absolute discretion. Such sanction may include, but is not limited to, making a report to any Government, law enforcement, or other authorities, without providing any notice to you about any such report; confiscation of any Fiat, SOY, funds, property, proceeds, or Digital Tokens in any Digital Tokens Wallet that you have on the Site; and, suspending or terminating your access to any Services or Fiat, funds, property, or Digital Tokens from any Digital Tokens Address. SoyaCoin may, at its sole and absolute discretion, seize and deliver your property to any applicable Government, law enforcement, or other authorities where circumstances warrant. In addition, should your actions or inaction result in the imposition of economic costs to SoyaCoin, you shall pay an amount to SoyaCoin destined to cover whole economic cost, including without limitation, the amount of taxes or penalties that might be imposed on SoyaCoin.

Indemnification

To the fullest extent permitted by applicable Law, you will indemnify, defend and hold harmless the Company and its respective past, present and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors and successors (the “Company Parties”) from and against all claims, demands, actions, damages, losses, costs and expenses (including attorneys’ fees) that arise from or relate to: (i) your purchase or use of SOY; (ii) your responsibilities or obligations under these Terms; (iii) your violation of these Terms; or (iv) your violation of any rights of any other person or entity.
The Company reserves the right to exercise sole control over the defense, at your expense, of any claim subject to indemnification under this clause. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and the Company.

Disclaimers

To the fullest extent permitted by applicable law and except as otherwise specified in writing by the company: (i) The SOYs are sold on an “as is” and “as available” basis without warranties of any kind, and the Company expressly disclaims all implied warranties in regard to the SOYs, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title and non-infringement; (ii) the Company does not represent or warrant that the SOYs are error-free, meet your requirements, or that defects, in the SOYs will, if any, be corrected; and (iii) the Company cannot and does not represent or warrant that the SOYs or the delivery mechanism for SOYs are free of viruses or other harmful components.
Any members or entities related to the creation and/or issuing of SOY shall not be liable for losses of SOY after they are transferred to you for any reason, including, but not limited to, your failure to maintain or back up an accurate record of your password or break password due to poor storage, lack of security of your system, misuse of the platform, specially the wallets. They are also exempt from problems related to sending to erroneous or non-existent addresses.
Some jurisdictions do not allow the exclusion of certain warranties or disclaimer of implied terms in contracts with consumers, so some or all of the exclusions of warranties and disclaimers in this section may not apply to you.
SoyaCoin is committed to provide safe, compliant, and reputable Services to identify, detect, prevent, and report on money laundering, terrorist financing, and other improper activities under applicable AML Laws, Anti-Corruption Laws and Economic Sanctions Laws. Accordingly, SoyaCoin insists on a comprehensive and thorough user due diligence process implementation and ongoing analysis and reporting. By agreeing to these Terms, you shall affirmatively certify whether (i) you are a U.S. Person or a Prohibited Jurisdiction Person and your account would be canceled or (ii) you are not a U.S. Person or a Prohibited Jurisdiction Person and your account would not be canceled, and must provide promptly all information requested and necessary to satisfy due diligence requirements and obligations pursuant to applicable Laws and the compliance policies or procedures of SoyaCoin. Additionally, SoyaCoin may assess whether you will make, or intend to make, a deposit, withdrawal, or transfer of Fiat or Digital Tokens to, from, or through any U.S. Financial Institution to facilitate the provision of the Services, and if applicable, you must provide all information requested and necessary to satisfy due diligence requirements and obligations pursuant to applicable Laws and the compliance policies or procedures of SoyaCoin. You agree to provide promptly documentation, information, or records requested by SoyaCoin at any time, including, without limitation, a self-certification permitting the determination of tax residence and status under FATCA and under CRS or other applicable Laws. SoyaCoin needs to retain certain information, documentation, and records on file pursuant to applicable Laws and its contractual relationships and hereby expressly reserves the right to keep such information, documentation, and records. Based on documentation, information, or records provided by you, requested by SoyaCoin, or otherwise available, SoyaCoin in its absolute and sole discretion may determine that you are a customer of a Prohibited Country. Such determination will be communicated to you. Additionally, SoyaCoin monitors for and assesses suspicious or sanctionable transactions under applicable AML, Anti-Corruption, and Economic Sanctions Laws, as well as undertakes mandatory reporting to the appropriate financial regulator and international regulators. These undertakings shall apply even when you suspend or terminate your relationship with SoyaCoin or abandon your application to have a Digital Tokens Wallet with SOY. Our policies apply to any and all Digital Tokens, Fiat, and other funds being exchanged on or through the Site or by any of you, your Affiliates, of any of SoyaCoin’s Associates.
We reserve the right to refuse registration to, to bar transactions from or to, or to suspend or terminate the administration of Services, Digital Tokens Address, or Digital Tokens Wallet for or with, any User for any reason (or for no reason) at any time, including but not limited to the provisions set forth in this Terms, subject to any limitations imposed by applicable Laws. Without limiting the generality of the foregoing, this includes, but is not limited to, any transfer, transaction, business, or dealing with a: (i) Sanctioned Person, (ii) a Person from or in jurisdictions that does not meet international AML–CTF standards as set out by the FATF as high-risk, non-cooperative, and strategically deficient jurisdictions, including but not limited to the Democratic People’s Republic of Korea (North Korea), Ethiopia, Iran, Iraq, Serbia, Sri Lanka, Syria, Trinidad & Tobago, Tunisia, Vanuatu, or Yemen; (iii) Person that is a Government Official or Politically Exposed Person within the meaning of the FATF’s 40 Recommendations; (iv) Person that presents a risk of any exposure to penalties, sanctions, or other liabilities under AML Laws, CTF Laws, Anti-Corruption Laws, Economic Sanctions Laws, or tax Laws that may apply; (v) Person that we determine is acting in the United States of America or Territory or Insular Possession of the United States (whether or not by, to, through, or from any U.S. Financial Institution) in violation of, causing any other Person, including any of the Associates, to violate, attempting or conspiring to violate, or evading or circumventing these Terms or applicable Laws; and (vi) any Person that fails to meet any user due diligence standards, requests, or requirements of SoyaCoin, or otherwise appears to be of high risk, including but not limited to any of the foregoing factors. In lieu of refusing registration or ongoing administration of your Digital Tokens Wallet, we may perform enhanced due diligence procedures. At all times, you may be subject to enhanced due diligence procedures in your use of the Site and any Service. If you decline to provide requested due diligence information or otherwise do not reply timely or substantively with the documentation or data requested, the Site has the absolute discretion to suspend or terminate Services to you immediately.

Intellectual Property:

The trademarks, service marks, and trade names, including both word marks and design marks (the “Mark(s)”) are the property of SoyaCoin or other third parties. You agree not to appropriate, copy, display, or use the Marks or other content without express, prior, written permission from SoyaCoin or the third-party owner of the Marks, including without limitation, as a domain name, as social media profile/handle, on a website, in an advertisement, as or in connection with a phone number, as or in connection with an email address, in Internet search results, in meta data or code, or in any other manner.
Unless otherwise indicated, all materials on the Site are copyrighted by, and owned exclusively by SoyaCoin (“Copyrights”). SoyaCoin reserves all rights in its Copyrights. You agree not to appropriate, copy, display, or use the Copyrights or other content without express, prior, written permission from SoyaCoin.
You may link to the Site’s homepage or other pages, provided you do so in a way that is fair and legal and does not damage SoyaCoin’s or its Affiliates, shareholders and/or founders reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on SoyaCoin’s part without prior, express, written consent.
The Site and Services are owned by SoyaCoin, its licensors, or other providers, and are protected by copyright, trademark, and other intellectual property or proprietary rights laws in various jurisdictions. All rights not expressly granted to you in these Terms are reserved by SoyaCoin. Except as expressly authorized by SoyaCoin or its licensors, you will not (a) license, sublicense, rent, sell, resell, transfer, assign, distribute, or otherwise commercially exploit or make available to any third party the Site or Service in any way; (b) copy, modify, republish, distribute, or make derivative works based upon the Site or Service; (c) “frame” or “mirror” the Site or Service on any other server or wireless or Internet-based device; or (d) reverse engineer or access the Site or its Services in order to (i) build a competitive product or service, (ii) build a product or service using similar ideas, features, functions, or graphics of the Site or Service, or (iii) copy any ideas, features, functions, or graphics of the Site or Service.

Limitation of Liability

To the fullest extent permitted by applicable law: (i) In no event will the Company or any of the Company Parties be liable for any indirect, special, incidental, consequential, or exemplary damages of any kind (including, but not limited to, where related to loss of revenue, income or profits, loss of use or data, or damages for business interruption) arising out of or in any way related to:

These Terms;

The Site, and your use of it;

The Services, and your use of any of them;

Any inaccurate, misleading, or incomplete statement by SoyaCoin or on the Site regarding your Digital Tokens Wallet, whether caused by SoyaCoin’s negligence or otherwise;

Any failure, delay, malfunction, interruption, or decision (including any decision by SoyaCoin to vary or interfere with your rights) by SoyaCoin in operating the Site or providing any Service;

Any stolen, lost, or unauthorized use of your Digital Tokens Wallet information, any breach of security or data breach related to your Digital Tokens Wallet information, or any criminal or other third-party act affecting SoyaCoin or any Associate; or,

Any offer, representation, suggestion, statement, or claim made about SoyaCoin, the Site, or any Service by any Associate;

Any delay in withdrawal or redemption, or loss of value of SOY or the assets that back such Digital Tokens resulting from failure or insolvency of any bank, depository, custodian, borrower, or payment processor holding or processing the assets backing SOY, or from the theft of such assets, or from freezes, seizures, or other legal process asserted by a Government; or,

Another Person using your Digital Tokens, Digital Tokens Wallet, account or password, with or without your knowledge.

The limitations set forth in this section will not limit or exclude liability for the gross negligence, fraud or intentional, willful, or reckless misconduct of the Company.
Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the limitations of this section 11, thus, not apply to you.
Any failure by SoyaCoin to exercise any of its respective rights, powers, or remedies under these Terms, or any delay by SoyaCoin in doing so, does not constitute a waiver of any such right, power, or remedy. The single or partial exercise of any right, power, or remedy by SoyaCoin does not prevent either from exercising any other rights, powers, or remedies.

Release

To the fullest extent permitted by applicable law, You release the Company and the other Company Parties from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between Users and the acts or omissions of third parties. You expressly waive any rights you may have under any other statute or common law principles that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

Force Majeure:

SoyaCoin (or any bank, depository or service provider where our deposit accounts are held or back assets are handled) is not responsible for damages caused by delay or failure to perform undertakings under these Terms when the delay or failure is due to fires; strikes or labor disputes; riots; embargoes; floods; pandemics; bank failures; Digital Token market collapse or fluctuations; power outages or failures; acts of God or the state’s enemies; lawful acts of public authorities; any and all market movements, shifts, or volatility; computer, server, or Internet malfunctions; Internet disruptions, viruses, and mechanical, power, or communications failures; security breaches or cyberattacks; criminal acts; delays or defaults caused by common carriers; acts or omissions of third parties; or, any other delays, defaults, failures or interruptions that cannot reasonably be foreseen or provided against or that are otherwise outside SoyaCoin’s control. In the event of force majeure, SoyaCoin is excused from any and all performance obligations and these Terms shall be fully and conclusively at an end.

Severability

If any term, clause or provision of these Terms is held unlawful, void or unenforceable, then only that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms.

Dispute Resolution; Arbitration

You and the Company (i) waive your and the Company’s respective rights to have any and all Disputes arising from or related to these Terms resolved in a court, and (ii) waive your and the Company’s respective rights to a jury trial (when applied). Instead, you and Company will arbitrate Disputes through binding arbitration (which is the referral of a Dispute to one or more persons charged with reviewing the Dispute and making a final and binding determination to resolve it instead of having the Dispute decided by a judge or jury in court).
Any Dispute arising out of or related to these Terms is personal to you and the Company and will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding. There will be no class arbitration or arbitration in which an individual attempt to resolve a Dispute as a representative of another individual or group of individuals. Further, a Dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals.
Informal Dispute Resolution. Before the Arbitration solution, each Party will notify the other Party in writing of any potential Dispute within thirty (30) days of the date it arises, so that the Parties can attempt in good faith to resolve the Dispute informally. Notice to you shall be by email to the then-current email address of your Account. Your notice must include (i) your name, postal address, email address and telephone number, (ii) a description in reasonable detail of the nature or basis of the Dispute, and (iii) the specific relief that you are seeking. If you and Company cannot agree how to resolve the Dispute within thirty (30) days after the date notice is received by the applicable Party, then either you or the Company may, as appropriate and in accordance with this section, commence an arbitration proceeding.
Any Dispute arising out or in connection with these Terms, including any questions regarding its existence, validity or termination shall be referred to and finally resolved by binding arbitration in Zug, Switzerland, in accordance with the Arbitration Rules of the Arbitration Court of the Blockchain and New Technologies Chamber of Commerce (“Arbitration Chamber Rules”). The arbitration tribunal shall consist of one arbitrator to be appointed by the claimer. If the other Party did not agree with the indication of the arbitrator, the Chamber will decide who will arbitrate the dispute. The language of the arbitration shall be English.
The governing law of these Terms shall be the law of the United Kingdom.

Miscellaneous

These Terms and any of the rights, duties, and obligations contained herein, are not assignable by you without prior written consent of SoyaCoin. These Terms, and any of the rights, duties, and obligations contained herein, are freely assignable by SoyaCoin without notice or your consent. Any attempt by you to assign these Terms without written consent is void.
These Terms constitute the entire agreement between you and us relating to your purchase of SOY from the Company, the use of the Services and Platform. We may make changes to these Terms from time to time as reasonably required to comply with applicable laws or regulations. We may also make changes to SOY’s White Paper that might imply certain level of modification on these Terms. The amended Terms / White Paper will be effective immediately. We may assign our rights and obligations under these Terms. Our failure to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. We will not be liable for any delay or failure to perform any obligation under these Terms where the delay or failure results from any cause beyond our reasonable control. Purchasing SOY from us does not create any form of partnership, joint venture or any other similar relationship between you and us. Except as otherwise provided herein, these Terms are intended solely for the benefit of you and us and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree and acknowledge that all agreements, notices, disclosures, and other communications that we provide to you, including these Terms, will be provided in electronic form.

SoyaCoin Management Team