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TERMS & CONDITIONS
JENGAX TERMS AND CONDITIONS
You also accept and agree that You are solely responsible for understanding and complying with all laws, rules, regulations, and requirements of the jurisdiction in which You reside or the place from which You access the JengaX Platform that applies to your use of JengaX Sites and Services including but not limited to, those related to, taxes or foreign currency transactions.
For the purpose of this Agreement, the following terms should be understood as follows:
Unless the context of this Agreement requires otherwise: (a) references to the plural include the singular, the singular the plural, and the part the whole; (b) references to one gender include all genders; (c) “or” has the inclusive meaning frequently identified with the phrase “and/or;” (d) “including” has the inclusive meaning frequently identified with the phrase “including but not limited to” or “including without limitation;” and (e) references to “hereunder” “herein,” or “hereof” relate to this Agreement as a whole. Any reference in this Agreement to any statute, rule, regulation, or agreement, including this Agreement, shall be deemed to include such statute, rule, regulation, or agreement as it may be modified, varied, amended, or supplemented from time to time.
“Access Code” means any passwords, personal identification numbers (PINs), API keys, or any other codes associated with your Account and JengaX Platform.
“Account” means the account that allows You to access the Services made available by JengaX including but not limited to buying and selling Digital Currencies. Your Digital Currencies are registered to the Account as well as realised profits and/or losses are credited/debited to the Account.
“Cryptocurrency” means an encrypted digital representation of value that functions as a medium of exchange, a unit of account, and/or a store of value, does not have legal tender status and is traded on decentralized digital exchanges. Cryptocurrencies include but are not limited to Bitcoin, Litecoin, Ethereum, Stable Coin and others.
“Digital Asset” shall mean any digital or virtual asset, including but not limited to Cryptocurrency and tokens, based on protocols, and used by the decentralized peer-to-peer computer networks.
“Digital Currency” or “Digital Currencies” means all supported virtual currencies including Cryptocurrencies offered through JengaX AS Site & Services.
“Base Currency” shall mean the currency your Account is denominated in as well as the currency in which JengaX will debit and credit your Account.
“Buy Price” means the price, in any fiat currency or Digital Currency, at which you may buy a supported Digital Currency from JengaX.
“Party” means either JengaX or You.
“Purchase Order” means any purchase of Digital Currency from JengaX. A Purchase Order is considered active and open when submitted by You and considered completed/closed when funds have been debited from your Account and the purchase order has been fulfilled.
“JengaX Platform” means JengaX Site and Services
“JengaX Site” means JengaX`s website ( www.jengax.com), and any associated websites, APIs, and mobile applications.
“JengaX Services” means any Services offered by JengaX, including, but not limited to buying and selling Digital Currency.
“Sell Price” means the price, in any fiat currency or Digital Currency, at which you may sell a supported Digital Currency to JengaX.
“Payment Terms” shall mean the details of any interest, costs, fees, commissions, or other charges, as varied from time to time, which apply to You and are made available on the JengaX website
“Permitted Jurisdiction” means any country, state, or jurisdiction in which JengaX expressly permits the use of JengaX Services. Any other country, state, or jurisdiction not expressly permitted is to be considered restricted or unavailable.
“Sale Order” or “Sale Orders” means any sale of Digital Currency to JengaX. A Sale Order is considered active and open when submitted by You and considered completed/closed when Sale Order has been fulfilled and funds are credited to your Account.
“Service Fee” means any costs and/or fees JengaX charges for performing any of the JengaX Services.
“SPENN” means SPENN Mobile Application, as set out in SPENN Terms and Conditions available in SPENN Mobile Application and via www.spenn.com, JengaX technology partner.
“Transaction” means trading activities including but not limited to buying and selling of Digital Currency carried out by You on the JengaX Platform
“You” means the customer and user of the JengaX platform
To be eligible to use the JengaX Platform, the following conditions must be met:
- You must be at least eighteen (18) years old and be recognized as a legal person under the applicable laws in Zambia.
- You must have a SPENN account and be fully registered and KYC’d on the SPENN platform.
- You must not have withheld any information that may affect the provision of JengaX Services to You.
- You must not be declared bankrupt.
You will be given access to use the JengaX Platform on the following basis:
- You satisfy the eligibility criteria stipulated in clause 2
- You are responsible for all activities that occur on your Account, regardless of whether the activities are undertaken by You, your employees or a third party (including a spouse, children, and other relatives) and, except to the extent caused by our breach of this Agreement.
- You shall not do anything to assist anyone to gain unauthorised access to any aspect of JengaX Platform or use your Account to carry out Transactions on behalf of a third party.
- You shall not maliciously abuse the functionality of JengaX Platform or other users, nor seek to pass yourself off as another user.
- You shall comply at all times with this Agreement herein (as may be amended from time to time).
We and our affiliates shall not be responsible for unauthorized access to your Account, and You will contact us immediately if You notice an unauthorized third party may be using your Account or if your Account information is lost or stolen.
- Identity Verification
You authorize JengaX to make inquiries that we consider necessary, through SPENN to verify your identity or protect You and/or us against fraud, money laundering, terrorism financing or other financial crimes, and to take actions we reasonably deem necessary based on the results of such inquiries. If JengaX carries out these inquiries, You acknowledge and agree that your personal information may be disclosed to third parties such as credit bureaus or reference and fraud prevention or financial crime agencies and that these agencies may respond to JengaX inquiries in full. This is an identity check only and should have no adverse effect on your credit score or rating.
You consent to JengaX keeping records of such information for the duration of your contractual relationship with JengaX. On the termination of this Agreement and your access to the JengaX Platform, JengaX reserves the right to keep records of such information and documentation for the period required under the applicable law and You agree that such information and documentation may be retained by us.
JengaX may, in its sole discretion without prejudice to any of our accrued rights, reject, limit or permanently restrict/prevent you from accessing the JengaX Platform if You are suspected to violate this Agreement or for any other reason deemed necessary including, but not limited to the fact that:
- It is considered necessary to restrict or suspend your access to the JengaX Platform to carry out further identity verification and/or enhanced due diligence.
- You are suspected of providing fraudulent or falsified information, and/or
- You are using the JengaX Platform in a prohibited way or from a prohibited region.
You undertake and agree that in the event of suspension, closure and/or termination of your SPENN Account you will automatically lose the access to using JengaX Services including but not limited to active Transactions with JengaX. Any active Transactions at the time of suspension, closure and /or termination of the SPENN Account may be liquidated and the amount equivalent to the value of the liquidated positions owed to You shall be made available to You via SPENN Account.
JengaX reserves the right to require additional information from You for verification at any stage and for any reason deemed necessary at JengaX`s sole discretion.
Before using JengaX Sites and Services, You should ensure that You understand the risks involved in buying and selling Digital Currencies. You acknowledge, recognise, and understand that trading Digital Currency is highly speculative and may involve significant risks, including large price fluctuations. You agree that JengaX is not responsible for any changes in the value of any Digital Currency bought or sold through the JengaX Platform, including, but not limited to, slippage or unforeseen price changes between order placement and execution.
****Please carefully consider your financial position and suitability of your risk tolerance before buying and selling Digital Currency and adequately research any Digital Currency You consider buying or selling.
You accept and agree that You are solely responsible for any decision to buy and sell or otherwise deal with Digital Currency, such decision is a personal decision by You and has taken into account your risk tolerance and financial circumstances. No responsibility for the consequences of that decision is accepted by JengaX or by any of its directors, agents, employees, affiliates, or other members.
You acknowledge and understand that when You instruct JengaX to execute any Transaction on your behalf, any profit or loss arising out of a fluctuation in the value of the Digital Currency will be entirely for your Account and risk. You accept and fully understand that You have not received any guarantees on negative balance protection or similar representations from JengaX, its partners, or any of its representatives.
Under no circumstances does any information contained on the JengaX Platform or provided to You by JengaX, any employee, agents or affiliate of JengaX, constitute financial, investment or other professional advice.
We shall have no obligation to contact You in light of changes in market conditions (including, without limitation, market disruptions) or otherwise. You acknowledge that the Digital Currency market is highly speculative and volatile and that, following the execution of any transaction, You are solely responsible for making and maintaining contact with us and for monitoring open positions and ensuring that any further instructions are given to us on a timely basis. In the event of any failure to do so, we give no assurance that it will be possible for us to contact You and we accept no liability for loss alleged to be suffered as a result of any failure by You to do so. Without limitation, neither we nor our employees, agents or officers accept any liability by reason of any delay or change in market conditions before any particular Transaction is executed.
To fund your Transactions on JengaX Platform, You may make deposit payments denominated in the Base Currency associated with your Account into any SPENN bank account.
By using SPENN platform to fund your Transactions on JengaX Platform, You agree to comply with this Agreement and any applicable agreements of SPENN. JengaX does not guarantee the availability or refundability of SPENN funding options and JengaX is not liable for any losses or other damages arising from the use of SPENN funding options.
Deposits may take time to reflect in your Account due to bank processing times and operational processes. Under no circumstances will JengaX have any liability to You in relation to any delay in or failure of a deposit to reflect in your Account.
- Service Fees
All JengaX Services are subject to Service Fees. These Service Fees will be displayed to You on the JengaX Site and also, before the confirmation of your Transaction. When funding your account via SPENN, SPENN may charge additional Service Fees to the Transaction separate from and unrelated to JengaX Service Fees. JengaX will not process a Transaction if associated fees exceed the value of the Transaction.
JengaX reserves the right to, at its sole discretion, change its fee structure at any time and we will update the Payment Terms accordingly.
- Digital Currency Transactions
Buying and selling Digital Currency on JengaX Platform is only available to the Digital Currency that JengaX, in its sole discretion decides to support. (“Supported Digital Currencies”). The Supported Digital Currencies may change from time to time. Under no circumstance should You attempt to carry out a Transaction in relation to a Digital Currency other than a Supported Digital Currency.
JengaX will process your Transactions according to your order instructions. You are solely responsible for ensuring that your Transaction details are correct, and You should carefully verify your Transaction information before submitting the order to JengaX.
JengaX reserves the right to delay or deny JengaX Services to anyone if it believes, at its sole discretion, a risk of illegal activity, fraud, and/or money laundering occurs. You understand and acknowledge that the Buy Price and Sell Price of a Supported Digital Currency may not be the same at a given point in time. Therefore, You accept that trading Digital Currency will be at the current available exchange rate at the time JengaX processes and executes your Order (Sales/Purchase Order) which may differ from the rates displayed in other exchanges or on the JengaX Platform and in SPENN App before the submission of your Order request.
- Buying Digital Currency
You authorize JengaX and/or SPENN to debit your Account in settlement of Digital Currency Purchase Orders and acknowledge that a Service Fee may apply to all Purchase Orders in addition to the Buy Price.
You are aware and acknowledge that buying some Digital Currencies may result in longer delays depending on the liquidity of the market at any given time, delays in the network and that the Buy Price of a Digital Currency is subject to fluctuation until the Purchase Order is completed and executed. JengaX is not responsible for any fluctuations or sudden changes in the Buy Price before or after a Purchase Order is submitted.
JengaX will make every available and reasonable effort to complete your Purchase Order. In the rare event that JengaX cannot fulfil a Purchase Order for any reason, we will cancel the Purchase Order and refund the amount debited from your Account.
If a Purchase Order is refused, reversed, or cancelled for any reason, JengaX is under no obligation to provide its Services to You at the same price or on the same terms as the original Order.
- Selling Digital Currency
Eligible accounts may sell Supported Digital Currency on JengaX Sites and Services. You authorize JengaX to debit your Account in settlement of Digital Currency Sale Orders and acknowledge that a Service Fee may apply to all Sale Orders.
JengaX will attempt to credit your Account for the Digital Currency sold as expeditiously as possible after the Sale Order has been submitted. You are aware and acknowledge that some Digital Currencies may result in longer delays depending on the liquidity of the market at any given time, delays in the network, and that the Sell Price of a Digital Currency is subject to fluctuation until the Sale Order is completed and executed. JengaX is not responsible for any fluctuations or sudden changes in the Sell Price before or after a Sale Order is submitted.
JengaX will make every available and reasonable effort to complete your Sale Order. In the rare event that JengaX cannot fulfil a Sale Order for any reason, we will cancel the Sales Order.
If a Sales Order is refused, reversed, or cancelled for any reason, JengaX is under no obligation to provide its Services to You at the same price or on the same terms as the original order.
You are solely responsible for ensuring that any withdrawal instructions provided to JengaX are complete and correct and You accept and agree that under no circumstances will JengaX be under any obligation to reverse or amend any withdrawal.
Withdrawals from your Account will be processed through SPENN automatically, but You accept and agree that JengaX provides no guarantee to the withdrawal processing period of SPENN.
You are responsible for any withdrawal fees charged by SPENN as well as any additional fees or charges imposed by JengaX. Any fees or charges imposed by JengaX will be listed on the Payment Terms on www.jengax.com.
- Digital Currency operating rules
The underlying software protocols that govern the operation of the Supported Digital Currencies are typically open source. Accordingly, anyone can use, copy, modify, and distribute them and JengaX has no ownership of or control over these protocols. By using JengaX, You accept and agree that:
- JengaX is not responsible for the operation of any Digital Currency and its underlying software protocols and makes no guarantee as to their availability, security, or functionality; the underlying software protocols are subject to sudden changes in operating rules (known as “forks”), and that such forks may materially affect the value, function, and/or name of any Digital Currency. Should a fork occur, we may, with or without notice to You, temporarily suspend our operations.
You undertake and agree that You cannot cancel, reverse, or otherwise change a Digital Currency transaction or funding options whether pending or completed, after buying or selling Digital Currency from the JengaX Platform. Therefore, You accept and agree that:
- Once a transaction has been submitted on your end, such Transaction will be unconfirmed for a period of time pending sufficient confirmation of the transaction by the network. A Transaction is not complete while it is pending. Funds associated with Transactions that are pending will be designated accordingly, and will not be included in your Account balance or be available to You to conduct other Transactions and such transactions cannot be cancelled, reversed or otherwise changed by You;
- When You initiate a Sale or Purchase Order of Digital Currency from your Account, You are authorising us to submit your Transaction request. Once such a Transaction request has been submitted, the network will automatically complete or reject the request and neither You nor JengaX will be able to cancel or otherwise modify your Transaction.
In the event You know, suspect, or should reasonably know or suspect that any Base Currency or Digital Currency has been credited to your Account in error, You must immediately notify JengaX of the error by submitting a ticket through JengaX Help Centre. You accept and agree that You have no claim or entitlement to any Base Currency or Digital Currency received in error and must immediately return such funds following the instructions received from JengaX.
JengaX may, and at any time, cease to offer any Services and/or remove offerings. If You have an open position under a Service that is being terminated or removed for any reason whatsoever, JengaX will provide You with reasonable at least 5 days’ written notice where possible, of its intention to terminate the Service. Within the notice period, you will be expected to close any open position that You may hold in such affected Service. However, JengaX reserves the right to provide a shorter notice period or no notice at all where it is necessary to do so in JengaX’s reasonable opinion. Where notice is given, You should cancel any Orders and/or close any open positions in respect of such affected Services before the end of the notice period. Failure to do this, JengaX will cancel such Order and close down any open positions in respect of the affected Service at the time and in the manner specified in the notice.
- Account Security
JengaX takes security very seriously and we have in place measures to protect your access to JengaX Platform. However, You acknowledge and accept that You are solely responsible for:
- protecting your Account information and any information relating to JengaX Platform.
- maintaining adequate security and control over your Access Codes and Accounts.
- keeping your contact details up to date so that You can receive any notices or alerts we may send to You about security.
Failure to take the above measures, and any other security measures available to You, may result in unauthorised access to your Account and the loss or theft of any Digital Currency and/or Base Currency balances held in your Account.
JengaX shall have no liability to You for or in connection with any unauthorised access to your Account, where such unauthorised access was due to no fault of JengaX, and/or was due to failure by You to act upon any notice or alert that we send to You.
- Prohibited Use and Activities
By accessing and using the JengaX Platform, You acknowledge and declare that You are not on any trade or economic sanctions lists nor do You reside in any restricted territory or nation. JengaX reserves the right to select its markets and jurisdictions to operate and may restrict or deny its services to certain countries. The terms of this Agreement shall not be excluded from the laws of the country under which You belong. JengaX maintains its stance that prohibited users are not to use or access JengaX Platforms.
You agree not to copy, distribute, license, modify, publish, reverse engineer, sell, transmit, or in any other way exploit the works or content of JengaX Platform in whole or part. “JengaX.com,” JengaX,” and all logos displayed on or related to the JengaX Site & Services are either trademarks or registered marks of JengaX or its licensors. Any imitation or use of the above without the prior written consent of JengaX is expressly prohibited. JengaX is an independent contractor for all intents and purposes. You and JengaX are not to be treated in any way as partners, joint ventures, or agents of the other, nor shall anything in this Agreement be deemed to infer such a relationship.
You must not use your Account and access to JengaX Platform to undertake any of the activities set out in this section (each a “Prohibited Activity”):
- violation of any applicable laws, statutes, ordinances, or regulations.
- alter, distort, or manipulate relevant underlying markets in relation to any Transactions contemplated under this Agreement.
- undertaking, facilitating, or supporting criminal activities of any kind, including but not limited to, money laundering, terrorist financing, bribery and corruption, illegal gambling operations or malicious hacking.
- Unlawfully access or attempt to gain unauthorised access, reverse engineer, or otherwise circumvent any security measures that we have applied to the JengaX Platform and/or computer systems.
- transmitting or uploading to JengaX Platform any material that contains viruses, Trojan horses, worms, or any other harmful programmes; or
- transfer your access rights to your Account to a third party, unless required by law or with JengaX’s prior consent.
- Undertaking activity, including but not limited to
- taking any actions that defraud JengaX or a JengaX customer, or the provision of any false, inaccurate, or misleading information.
- Transactions involving items that may help facilitate or enable illegal activity; promote or facilitate hate, violence, or racial intolerance; considered obscene; or may be stolen goods or the proceeds of crime.
- intellectual property infringement.
By using JengaX Platform, You confirm that You will not use your Account to undertake any of the above-listed Prohibited Activities or any similar or related activity.
We reserve the right, at our sole discretion and without notice to take all action as we see fit, including, but not limited to restricting, suspending, or terminating your access to JengaX Platform if we suspect that You are using, or have used JengaX Platform in association with any of the activities listed above, or any similar or related activity. Under these circumstances, we reserve the right to seize any profits and/or revenues generated directly or indirectly by exercising any such Prohibited Activity and we shall be entitled to inform any interested third parties of your breach of this clause; we have and will continue to develop any tools necessary to identify fraudulent and/or unlawful access and use of our Platform.
- Representation Warranties
You represent and warrant to us, and agree that each such representation and warranty is deemed repeated each time You conduct a transaction by reference to the circumstances prevailing at such time, that:
- the information provided to us and at any time thereafter is true and accurate in all aspects.
- You are duly authorised to execute this Agreement, to perform Transactions and to perform your obligations hereunder and have taken all necessary action to authorise such execution, delivery, and performance.
- execution, delivery and performance of this Agreement and each Transaction on the JengaX Platform will not violate any law, ordinance, charter, by-law or rule applicable to You, the jurisdiction in which You are resident, or any agreement by which You are bound or by which any of your assets are affected.
- if You are an employee or contractor of a financial services firm or any other firm that has control over the financial transactions in which its employees and contractors deal, You will give us proper notice of this and of any restrictions that apply to your dealing;
- You will use the Services offered by us in good faith and, to this end, You will not use any electronic device, software, algorithm, or any trading strategy (‘Device’) that aims to manipulate or take unfair advantage of how we construct, provide or convey our Services including the pricing. You agree that using a Device in your dealings will be evidence that You are taking unfair advantage of us.
- You have considered your financial circumstances, needs and objectives and concluded that dealing in Digital Currency trading activities is appropriate for You. You warrant that You understand the risks, terms and conditions of Transactions entered into by trading on the JengaX Platform, (regardless of information supplied by JengaX) and are willing to take on those risks.
- JengaX does not, nor do any of its directors, officers, agents, or employees, guarantee repayment of capital or payment of income in relation to any funds deposited or any Transactions undertaken.
- no part of any funds remitted by You have been the proceeds of any illegal activity or used for any terrorist financing or money laundering activities.
- You agree to provide such information related to your business and financial affairs as may be reasonably requested by JengaX to comply with the Anti-Money Laundering Act or other legislative requirements.
- other than with JengaX’s prior written consent, You will not disclose your Access Code to third parties for any purpose whatsoever;
- Restriction, Suspension and Termination of Accounts
You accept and acknowledge that, once your access to JengaX Platform is terminated, You will have no further access to it. We reserve the right (but have no obligation) to delete all your information and data stored on our servers and also retain any information that is required for legal or operational reasons. You accept and agree that JengaX shall not be liable to You or any third party in relation to the termination of access to JengaX Platform, or for the deletion of your information/data.
JengaX reserves the right to restrict, suspend or terminate your rights to use JengaX Platform immediately without prior notice and for any reason deemed necessary including but not limited to, when:
- We reasonably suspect that JengaX Platform is the subject of operational, technical or other errors, in which case we may be required to suspend access to the Platform until the error is rectified.
- We reasonably suspect your access to the Platform has been or is being used in relation to any unlawful, fraudulent or Prohibited Activity, or in breach of this Agreement including disclosing your Access Codes to third parties without the consent of JengaX.
- We reasonably suspect You or your Account is or has been associated with, or poses a high risk of money laundering, financing of terrorism, fraud, or any other financial crime.
- We reasonably believe that unauthorised persons are using your Access Code without your knowledge and/or suspect your involvement in any attempt to gain unauthorised access to the JengaX Platform.
- We reasonably suspect You of taking any action that JengaX considers to be a circumvention of JengaX’s controls, including but not limited to opening multiple Accounts.
- your Account is or appears to be the subject of any legal, regulatory or government process and/or we, in our sole discretion, consider there to be a heightened risk of legal or regulatory non-compliance associated with the continued use of JengaX Platform.
- we are compelled to do so by a prima facie valid subpoena, court order, or other binding order of a government or regulatory authority; or
- your name appears on a government or international body sanctions list.
JengaX will make reasonable efforts to provide You with notice of any decision to restrict, suspend or terminate your access to JengaX Platform unless we are prevented from doing so by any legal or regulatory process or requirement, or doing so may compromise JengaX’s security and/or risk management procedures. You accept and agree that JengaX is under no obligation to disclose to You the fact of or reason for any decision to restrict, suspend or terminate your access to JengaX Platform and shall have no liability to You in connection with such restriction, suspension, or termination.
Upon termination of your access to JengaX Platform, all amounts payable by You to us will become immediately due and payable including but not limited to:
- all outstanding fees
- any expenses incurred by terminating the Agreement between You and JengaX; and
- any losses and expenses realised in closing out any transaction or settling or concluding outstanding obligations incurred by us on Your behalf.
On termination, we shall cancel all Sale/Purchase Orders that are pending execution/completion and close any open position that You may hold in any of JengaX Services.
We shall be entitled to deduct all amounts due to us before transferring any credit balances to You and we shall be entitled to postpone the transfer of credit balances until all transactions between You and us are closed. Furthermore, we shall be entitled to require You to pay any charges incurred in transferring such credit balance(s).
If You involve us, directly or indirectly, in any type of fraud, we reserve the right, at our sole discretion and without prejudice to any other rights we may have under this Agreement, to reverse (where applicable) all previous transactions and/or Purchase/Sale Order, which would or could place our interests and/or any of our customers’ interests at risk. Ultimately, we reserve the right and at our discretion to immediately block your access to JengaX Platform.
- Third-Party Links
JengaX may, for your convenience, provide links to third-party websites and materials not controlled by us. References to third-party content are not considered an endorsement. You acknowledge and accept that JengaX is not responsible for any losses incurred as a result of action taken in response to or reliance on the information, services, or other materials contained in any third-party websites accessible from or linked to the JengaX Site.
- Default and Default Remedies
“Event of Default” includes but is not limited to the following:
- your failure to perform any of your obligations due to us;
- where any transaction or combination of transactions or any realised or unrealised losses on any transactions or combination of transactions opened by You results in You exceeding your balance on your Account;
- if you are unable to pay your debts as they fall due, or are bankrupt or insolvent as defined under any bankruptcy or insolvency law applicable to You;
- the initiation by third-party proceedings for your bankruptcy (if you are an individual) or for your winding-up or the appointment of an administrator or receiver in respect of You or any of your assets (if you are a company) or (in both cases) if you make an arrangement or composition with your creditors or any other similar or analogous procedure is commenced in respect of You;
- where any representation or warranty made by you in this Agreement is or becomes untrue;
- If JengaX suspects that you are engaged in fraudulent activities, money laundering activities or terrorist financing or card fraud or other criminal activities;
- if you die or become of unsound mind;
- government’s action or policy makes provision of the service by JengaX impossible in your jurisdiction; or
- any other circumstance where we reasonably believe that it is necessary or desirable to take any action to protect ourselves or all or any of our other clients.
If an Event of Default, we may, at our absolute discretion, at any time and without prior notice:
- close all or any of your Transactions based on the then prevailing quotations or prices in the relevant markets or, if none, at such levels as we consider fair and reasonable and/or
- restrict your activities or prohibit You from accessing or using JengaX Platform;
- vary the margin requirements applicable to You;
- cancel or revoke any benefits awarded to you;
- take legal action for any losses suffered by JengaX
- require You to close any or all of your open positions by a specified date selected by JengaX;
- make appropriate deductions or credits;
- terminate this Agreement immediately without notice, or with notice with termination occurring on a specified date selected by JengaX
Neither JengaX nor its affiliates, related entities, directors, officers, employees, or agents shall indemnify You for any losses, damages, costs, or expenses incurred or suffered by You under this Agreement and/or through your usage of JengaX Platform unless arising directly from our respective gross negligence, wilful misconduct or fraudulent activities.
We shall not be liable for any partial or non-performance of our obligations hereunder by reason of any cause beyond our reasonable control, including and without limitation to any theft of Digital Currencies; frozen accounts of JengaX by regulatory bodies; breakdown, theft, destruction, malfunction or failure of transmission, communication of computer facilities; industrial action; acts and regulations of any governmental or supra national bodies or authorities; or the failure of any relevant third party, intermediate broker, agent or principal of ourselves, custodian, sub-custodian, dealer, exchange, or regulatory or self-regulatory organisation, for any reason, to perform its obligations.
You hereby agree to indemnify and hold harmless JengaX and any affiliate of JengaX, and the officers, directors, related entities, agents, and employees of JengaX and their affiliates, and any professional advisers to any of the above parties, from and against any and all liability, losses, damage, cost or expenses (including costs and reasonable attorneys’ fees) due to or arising out of a breach of any representation, warranty or acknowledgement of yours, your failure to fulfil any obligations contained in this Agreement or violation of any laws, rules or regulations, or the rights of any third party by You; or incurred in connection with and/or directly or indirectly related with, any fraudulent and/or unlawful access and use by You of our Platform and/or the prevention and/or remediation thereof.
- Limitation of Liability
You acknowledge and agree that JengaX and any affiliate of JengaX, and the officers, directors, related entities, agents, and employees and any professional advisers to any of the above parties will not be liable for any direct, indirect, consequential, special, incidental, exemplary or punitive damages or any other damages of any kind, including but not limited to loss of Digital Currencies, loss of profits, loss of revenue, loss of business, loss of opportunity, loss of data or other intangible losses whether in contract, tort or otherwise, arising out of or in any way connected with your use of, inability to use, or unavailability of JengaX Platform, including without limitation any damages arising out of or resulting from any reliance upon any information received from JengaX, or that result from mistakes, omissions, interruptions, deletion of files or email, errors, defects, viruses, malfunction, software erosion, hardware damages, delays in operation or transmission or any failure of performance; using, accessing, installing, maintaining, modifying, de-activating, or attempting to access either the trading Platform and/or JengaX secure access website or otherwise, whether or not resulting from a force majeure event, communications failure, theft, destruction or unauthorised access to JengaX’s records, programmes or services.
In no event will any liability of JengaX, its operating entities or any other affiliates including their respective directors, members, employees, or agents, arising in relation to your use of JengaX Platform exceed (in aggregate) the value of your JengaX Sale or Purchase Order immediately preceding the event giving rise to the claim for liability. The above limitations of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.
- Disclaimer of Warranty
While we strive to provide continuous operations, JengaX does not provide any warranty in relation to the availability of its Platform. Without limiting the generality of the foregoing, we do not guarantee continuous access to the JengaX Platform and make no representation that the Platform and/or any Services offered therein will be available without interruption; or that there will be no delays, failures, errors, omissions, or loss of transmitted information.
JengaX Platform and any related Services are offered on a strictly “as-is” and “as-available” basis and JengaX expressly disclaims, and waives, all warranties of any kind, whether express or implied. Without limiting the generality of the foregoing, the Platform, and any related Services are offered without any warranty as to merchantability or fitness for any particular purpose.
JengaX strives to provide accurate and updated information on Digital Currencies, JengaX Services, and other information on the JengaX Site. However, JengaX makes no representation, warranty or guarantee as to the accuracy or completeness of such information or as to the legal, tax, financial and/or accounting consequences of any Transactions conducted on JengaX Platform. Therefore, You acknowledge and accept that information on the JengaX Site, including, but not limited to, information on Supported Digital Currencies, may not always be entirely accurate, complete, or updated and may contain typographical errors; and JengaX will not be responsible nor liable for the accuracy, correctness, or completeness of the information on JengaX Platform.
JengaX may change or update information on the JengaX Site, including, but not limited to, information regarding its policies and JengaX Services, without notice to you. You should independently validate and verify any information on the JengaX Site, and JengaX shall have no liability for decisions based on information found on the JengaX Site.
JengaX may, to the extent permitted by applicable law, amend, modify, update, vary, or change the terms and conditions of this Agreement at any time by posting an updated Agreement on the JengaX Platform, and such amendment/update shall be effective upon such posting on the website. We implore that you visit the terms and conditions page on the Platform regularly to check when this Agreement was last updated and to review the current Agreement. By your continued usage of JengaX Sites and Services, the updated Agreement shall be deemed accepted by you. If you do not agree to the updated Agreement, your sole remedy is to immediately terminate the use of JengaX Platform. You agree that we shall not be liable to You or any third party for the loss suffered by modification of this Agreement or termination of your access to JengaX Sites and Services.
No failure, omission, or delay by either Party in exercising or enforcing any rights under this Agreement shall prejudice, affect, or restrict the other Party’s rights under the law or in equity, nor shall any waiver operate as a waiver of any other rights.
If any provision of this Agreement becomes invalid, illegal, or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected thereof and such provision shall be ineffective only to the extent of such invalidity, illegality or unenforceability.
You shall not assign, transfer, delegate, or pledge either directly or indirectly your rights or obligation under this Agreement without JengaX’s prior written consent.
You agree that JengaX may assign or transfer subject to the fulfilment of any applicable legal and regulatory requirements, any or all its rights and obligations under this Agreement to a third party without your consent.
You conform that upon any such assignment or transfer taking effect, all rights, and obligations of JengaX so assigned or transferred shall become rights or obligations of the transferee, and that any rights of JengaX so assigned may be enforced by the transferee against You as if the transferee had been a party to or a beneficiary of the Agreement between JengaX and you.
- Force Majeure
JengaX shall not be liable for any failures, delays or loss resulting from any situation beyond its reasonable control, including, but not limited to, civil unrest, strikes or labour problems, government actions, earthquake, fire, flood, epidemic, other acts of God, failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, Internet outages or any other cause beyond the reasonable control of JengaX.
- Regulatory Compliance
You acknowledge and accept that it is your sole responsibility to comply with any financial and tax laws in your jurisdiction arising from the use of JengaX Services or Digital Currencies and to report and remit the taxes to the appropriate authorities.
Where necessary and required under the law, JengaX shall provide information concerning You to any requesting authorities including but not limited to the financial and tax authorities. You undertake and agree that JengaX, may, on your behalf, report financial transactions directly to the appropriate governmental entity.
- Governing Law
This Agreement will be construed in accordance with and governed by the laws of Zambia.
Any dispute, controversy or claim arising out of or in connection with this Agreement or the breach, termination, or invalidity thereof, between You and JengaX, shall be adjudicated in a competent court in Zambia.