This version was last updated on 1/1/2019.
You are allowed to use the Software and Services if you are eligible in accordance with the law of your residence. The Company has no obligation or capability to verify whether you are eligible to use the Software and bears no responsibility for your use of the Software.
4. Software and Services
4.1 You may use the Software under the ToU and receive the following services (“Services”):
A) Electronic wallet (“ZOS Wallet”) that allows you to store, track, transfer and manage your cryptocurrencies, the tokens that you issue or the tokens that you acquire (“Tokens”), and vote to manage the ZOS blockchain.
B) ZOS Lending that allows you to apply for loans via mortgaging the tokens in your ZOS Wallet, and/or invest in crypto-backed loans with your funds.
C) Token generation tool that allows you to issue tokens;
4.2 The Company grants you a limited nonexclusive nontransferable revocable license to use the Software free of charge. All Services are the program functions of the Software enabled by the ZOS Protocol (“Protocol”). Any fee that you might pay while using the Services is not a remuneration of the Company for the Services. This fee is distributed between participants of the ZOS Blockchain vested with the right to approve transactions in ZOS Blockchain (“Witness”) according to the Protocol.
5. Access to the Software
5.2 You shall ensure safety and confidentiality of your account and password and bear all risks related to the disclosure of this information to third parties. The Company or any affiliated person is not in possession of your ZOS account and password and at no event shall bear any liability in case of loss of the ZOS account and password or its disclosure to a third party.
5.3 We do not store your ZOS account and password and never send them to our servers. This secret information is stored locally on your devices.
5.4 Starting using the Software, you agree 1) to be solely responsible for keeping your ZOS account and password confidential; 2) accept all risks associated with the loss of your ZOS account and password, including but not limited to the inability to obtain your funds and dispose of them. In case you lose your account and password, you agree and acknowledge that the Company would not be responsible for the negative consequences of this.
6. ZOS Blockchain
6.1 Protocol governs relations within ZOS Blockchain system (“ZOS Blockchain”) – distributed decentralized electronic ledger that is maintained by Witnesses and that is available to you through the Software. Native digital units of ZOS Blockchain is ZOS token (“ZOS token”). ZOS are necessary for the performance of ZOS Blockchain, the Software and correct provision of Services. To receive some Services, you need to have a sufficient number of ZOS tokens.
6.2 ZOS token is cryptocurrency and have no centralized issuer. The Company is neither the issuer nor the major holder of the ZOS tokens in circulation, and therefore has not control over the price ZOS token is traded at any cryptocurrency exchange. The Company is not a Witness of ZOS Blockchain and does not execute any control over the Witnesses of ZOS Blockchain.
6.3 You may mortgage your ZOS tokens(or BTC, ETH, etc.) on ZOS blockchain, and get the loan from the Operator powered by the Company. The Company is not the party of your loan agreement with the Operator and does not represent you in these relations.
6.4 ZOS token is not a security, is not registered with any government entity as a security and shall not in any case be considered as such. ZOS token is not intended to be a commodity or any other kind of financial instrument, does not represent any share, equity, stake, or security in the Company or equivalent rights, including, but not limited to, any intellectual property rights, and does not represent any ownership right.
7. Token Generation Tool
7.1 You may issue your Tokens using the Software, agreeing with the Terms of Token Generation Tool, transferring prescribed amount of ZOS token to Witnesses and adjusting the settings for your Tokens, such as their designation, number, divisibility, reissuance features and any other settings that may be required by the Software at the time of issuance. All issued Tokens will be available at your ZOS Wallet instantly and you may further send them to any user of the Software.
7.2 The Company provides you with technical opportunity to issue Tokens, you are the only person who is liable for any losses, damages, claims related to the issuance of Tokens. The Company assumes no responsibility or liability related to your issuance of Tokens or your purchase of Tokens issued via the Software. Nothing in the Software shall be construed as endorsement, sponsorship, affiliation, approval, backing, underwriting of any Token or any Token issuer by the Company.
7.3 By issuing your Tokens you warrant and represent that you have received all approvals, authorizations, licenses or registrations required by the competent authority in jurisdiction of your residence or any other applicable jurisdictions.
8. ZOS Wallet
8.1 You may store cryptocurrencies and Tokens at ZOS Wallet, send them to and receive them from third parties according to the instructions you provide through ZOS Wallet. The Company provides no financial services including but not limited to accepting deposits or money transferring. The Company does not store your ZOS account and password and has no access to the cryptocurrencies and Tokens stored in your ZOS Wallet. Some cryptocurrencies may not be supported by ZOS Wallet, please, check the supported cryptocurrencies before transferring them to your ZOS Wallet. The Company assumes no responsibility and liability in connection to any attempt to use ZOS Wallet for the cryptocurrencies that are not supported by ZOS Wallet.
8.2 By using ZOS Wallet, you acknowledge that the transactions with cryptocurrencies and Tokens are irreversible. The Company cannot be liable under any circumstances for any transaction made by you with your ZOS Wallet. The Company has no control over, or liability for, the delivery, quality, safety, legality or any other aspect of any goods or services that you may purchase or sell to or from a third party (including other users of the Software). Any dispute you have concerning a transaction with cryptocurrencies and Tokens you shall resolve with such third party directly without involving the Company. If you believe that a third party behaved in a fraudulent, misleading, or inappropriate manner, or if you cannot adequately resolve a dispute with a third party, you may notify our support team via e-mail [email protected]zos.io for assistance so that we may consider what action to take, if any.
9. ZOS Lending
9.1 ZOS Lending provides operators with the crytpo-backed lending solutions. The licensed financial institutions for lending business can apply to register as a lending operator on ZOS blockchain, who can invest in the crypto-backed loans.
9.2 Users may publish loan requests to borrow fiat money or stablecoins by mortgaging BTC, ETH, ZOS and other cyrptocurrencies on operators’ platform powered by ZOS.
9.3 The Company does not organize or participate in any lending business. The Company is not a counterparty to any deal concluded at the lending operators’ platform. Any dispute you have concerning a transaction, or loan you shall resolve with such operators directly without involving the Company.
10. Private Policy
11. Gateway services and other services of third parties
11.1 Gateway services are the services of third party that allow you to buy and sell BTC-Token, ETH-Token, USD-token, CAD-Token, PHP-Token, EUR-token, etc.
11.3 The Company does not regulate services of third parties and has no opportunity to affect the process of providing these services and its results.
11.4 You agree to release and to indemnify, defend and hold harmless the Company and its parents, subsidiaries, affiliates and agencies, as well as the officers, directors, employees, shareholders and representatives of any of the foregoing entities, from and against any and all losses, liabilities, expenses, damages, costs (including attorneys’ fees and court costs) claims or actions of any kind whatsoever arising or resulting from your use of the services of third parties and your violation of the ToU. The Company reserves the right, at its own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with the Company in the defense of such matter.
12. Third-Party Websites and Content
The Software may contain links to websites owned or operated by parties other than the Company. Such links are provided for your reference only. The Company does not monitor or control resources outside the Software and is not responsible for their content. The inclusion of links to third party resources does not imply any endorsement of the material in the Software or, unless expressly disclosed otherwise, any sponsorship, affiliation or association with its owner, operator or sponsor, nor does such inclusion of links imply that the Company is authorized to use any trade name, trademark, logo, legal or official seal, or copyrighted symbol that may be reflected in the linked website. The Company does not control the third-party content or monitor it for compliance with any requirement (e.g. truthfulness, integrity, legality). Accordingly, the Company does not bear any liability arisen in connection with your access or use of the third-party content.
13. Risk warning
By accepting the ToU, you also acknowledge that you have been warned of the following risks:
13.1 New Technology. You understand that cryptocurrencies including ZOS token, blockchain technology, including ZOS Blockchain and other associated and related technologies are new and untested and outside of your or the Company’s control and adverse changes in market forces or the technology, broadly construed, will excuse the nonperformance by the Company under the ToU including temporary interruption or permanent termination of your access to the Software and Services.
13.2 Loss of funds. The risk of loss in trading or holding cryptocurrencies and Tokens can be substantial. Therefore, you should carefully consider whether trading or holding cryptocurrencies is suitable for you in light of your financial condition. Forks and changes in relevant network may result in significant and sudden changes to the value and/or usability of cryptocurrencies and Tokens. The Company is not responsible for such loss of value of cryptocurrencies and Tokens and bears no responsibility for any loss incurred by you while using the Software or in any direct or indirect connection to the Software.
13.3 Unfavorable regulatory environment. Cryptocurrencies, Blockchain technologies have been the subject of scrutiny by various regulatory bodies around the world. The functioning of the Software could be impacted by one or more regulatory inquiries or actions, including but not limited to restrictions of use of cryptocurrencies.
13.4 Risk of theft and hacking. Hackers or other groups or organizations may attempt to steal your password in any number of ways.
13.5 Risk of security weaknesses of the Software. There is a risk that the Software may unintentionally include weaknesses or bugs in the source code interfering with the use of or causing the loss of Tokens and cryptocurrencies.
13.6 Risk of mining attacks. Who exactly is allows to produce a block at which time instant is defined by Delegated Proof of Stake consensus mechanism. In essence, the shareholders of ZOS (holders of the ZOS token) can cast a vote for their preferred block producers on ZOS blockchain. Those so called witnesses with the most votes are allowed to produce blocks. On ZOS blockchian, mining is the process which witnesses produce blocks, As with other decentralized ledger, ZOS blockchain is susceptible to mining attacks, including but not limited to double-spend attacks, majority mining power attacks, “selfish-mining” attacks, and race condition attacks. Any successful attacks can affect access to the Software and Services. Mining attacks, as described above, may also target other blockchain networks, which the Software interacts with, and consequently affect the Software performance and your access to the Services.
13.7 Internet transmission risks. You acknowledge that there are risks associated with using the Software and Services including, but not limited to, the failure of hardware, software, and internet connections. You acknowledge that the Company shall not be responsible for any communication failures, disruptions, errors, distortions or delays you may experience when using the Software and Services, howsoever caused.
14. Your warranties and representations
By entering the ToU you warrant and represent that:
A) You have full capacity to contract under applicable law;
B) You will only be transacting via the Software with legally-obtained funds that belong to you;
C) You will not be furthering, performing, undertaking, engaging in, aiding, or abetting any unlawful activity through your relationship with us or through your use of the Software;
D) You will not use the Software for illegal purposes, including money laundering of criminal proceeds, transfer or receipt of payment for planning, preparation or commitment of crime, for financing the terrorism and illegal trade;
E) You will not use the Software for any purpose prohibited by the ToU or in any manner that could damage, disable, overburden, or impair the Company;
F)You will be complying with and obeying all applicable laws, including but not limited to securities and capital market legislation, anti-money laundering and counterfeiting terrorism, consumer protection laws, financial promotion.
15. No Warranties; Exclusion of Liability; Indemnification
15.1 The Software is provided “as is”. The Software is under development, the Company cannot guarantee that all program functions will be available for any period in the future or that the functionality of the Software will not change dramatically. The Company and its affiliates make no epresentations or warranties of any kind, whether express, implied, statutory or otherwise regarding the Software, including any warranty that the Software will be uninterrupted, error free or free of harmful components, secure or not otherwise lost or damaged. Except to the extent prohibited by law, the Company and its affiliates disclaim all warranties, including any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, non-infringement, or quiet enjoyment, and any warranties arising out of any course of dealings, usage or trade.
15.2 The Company shall not have any liability or responsibility for any errors or omissions in performance of the Software, for your action or inaction in connection with the Software or for any damage to your computer or data or funds or any other damage you may incur in connection with the Software. Your use of the Software is at your own risk. In no event shall the Company be liable for any direct, indirect, punitive, incidental, special or consequential damages arising out of or in any way connected with the use of the Software, the delay or inability to use the Software or otherwise arising in connection with the Software whether based on contract, tort, strict liability or otherwise, even if advised of the possibility of any such damages.
15.3 You agree to defend, indemnify and hold the Company harmless from and against any and all claims, damages, costs and expenses, including attorneys' fees, arising from or related to your use of the Software and Services.
15.4 The Company makes no representation that Services can be received are applicable or appropriate for use in all jurisdictions.
The Company bears no liability for determining whether taxes apply to any of your transactions, or for collecting, reporting, or remitting any taxes arising from any transaction.
You may not transfer or assign the ToU or any rights or obligations you have under the ToU without our prior written consent. The Company reserves the right to freely assign or transfer the ToU and the rights and obligations under the ToU to any third party at any time without prior notice or consent. If you object to such transfer or assignment, you may stop using the Software and terminate these ToU by contacting us.
18. Jurisdiction, applicable law
18.1 The ToU and any legal relationship between the Parties arising out of or in connection with them shall be governed by and construed in accordance with the laws of Singapore without regard to its conflict of laws rules. The Parties settle all their disputes arising out of or in connection with the ToU in accordance with the laws of Singapore.
18.2 The Parties agree to try in good faith to settle through negotiations any dispute, disagreement or claim arising out of or in connection with execution, termination or rescission of these terms and conditions. The claiming party shall send a message with its claim to the other party. The message in question shall contain the essentials of the claim and evidence supporting such claim.
18.3 In the absence of a reply to the claim within 30 working days since the sending date, or if the Parties have failed to reach an amicable settlement, the dispute shall be brought and heard exclusively in appropriate court at the location of the Company determination.
19.1 All communications and documents to be made or given pursuant to the ToU must be in the English language.
19.2 The ToU constitute the entire agreement and understanding of the Parties and supersedes any previous agreement between the Parties relating to the subject matter of the ToU.
19.3 If at any time any one or more of the provisions of theToU is or becomes illegal, invalid or unenforceable in any respect under any law of any jurisdiction neither the legality, validity or enforceability of the remaining provisions of the ToU nor the legality, validity or enforceability of such provision under the law of any other jurisdiction shall be in any way affected or impaired as a result.
19.4 Headings are inserted for the convenience of the parties only and are not to be considered when interpreting the ToU. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.