Terms of Use

(Applicable to Non-regulated countries of Africa, Asia, Europe, North America, South America & Oceanica)

Acceptance Of Terms

Thank you for choosing NavExM. The following Terms of Use (the “Terms”) apply to any person that registers for and/or opens a NavExM Account through www.navexm.com or any associated mobile or web applications, website, or APIs.

The Terms constitute a legally binding agreement between you and NavExM and govern your access to and use of the NavExM cryptocurrency exchange platform (the ‘‘Platform’’). For further information on NavExM, and its operating subsidiaries, please see the [About page] on the website. For the purposes of these Terms, any reference to “we” “us” “our” “NavExM” and/or any similar term shall be construed as reference to NavExM.

By registering for and opening a NavExM Account, you unconditionally accept these Terms and agree to be bound by and act in accordance with them. 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 live that may be applicable to your use of the NavExM website and/or your NavExM Account, including but not limited to, those related to, taxes or foreign currency transactions.

Please read these Terms carefully before using the Platform because they affect your legal rights and obligations.

Amendment of Terms

NavExM may amend the Terms from time to time. You should visit the Terms of Use page on the Platform regularly to check when the Terms were last updated (as displayed at the top of this document) and to review the current Terms. We will do our best to notify you of any amendments to the Terms that we consider likely to materially affect your rights and obligations. Any such notice will be posted on the Platform or sent to the email address associated with your NavExM Account.

The continued use of your NavExM Account, after any amendment to these Terms, constitutes your acceptance of the Terms, as modified by such amendment. If you do not accept the Terms, or any amendment to them, you must immediately stop using the Platform and your NavExM Account.

Registration And Onboarding

Where any part of the Platform requires you to register in order to use it, you are obliged to provide accurate and complete registration information. It is your responsibility to update and maintain any changes to that information by altering your details as appropriate.

The Platform shall allow you access to use registration areas of the Platform on the basis that:

• 1. You satisfy all the eligibility criteria stipulated below,
• 2. Your personal details including your email address and password are personal to you and may not be used by anyone else,
• 3. You shall not do anything to assist anyone who is not a registered user to gain unathorized access to any area of the Platform or use your account to carry out transactions on behalf of a third party,
• 4. You submit and consent to all verification of all KYC documentation, including but not limited to Anti Money laundering checks that may be conducted by NavExM in compliance with applicable laws,
• 5. You will not use your NavExM Account for or in relation to any illegal or prohibited activity in violation of any laws, statutes, ordinances, or regulations,
• 6. You shall not maliciously create accounts for the purpose of abusing the functionality of the Platform, or other users, nor do you seek to pass yourself off as another user,
• 7. You are responsible for all activities that occur under 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 Terms,
• 8. We and our affiliates shall not be responsible for unauthorized access to your account, and you will contact us immediately you notice an unauthorized third party may be using your account or if your account information is lost or stolen, and
• 9. You shall comply at all times with the terms herein (as may be amended from time to time).

By opening a NavExM Account you expressly warrant and represent that:

• 1. You are 18 years of age or over and have full capacity to accept the Terms and enter any transaction available through the Platform,
• 2. You will not open, or attempt to open, a NavExM Account under any name except your own; or use your NavExM Account to carry out transactions on behalf of a third party,
• 3. You will follow the NavExM business account application process if you seek to open and use a NavExM Account for a non-individual legal entity (e.g., a company, trust, or partnership),
• 4. You will not have more than one NavExM Account; use or access any NavExM Account other than your own; or assist any other person in obtaining unauthorized access to any NavExM Account,
• 5. You will provide security for transactions carried out through your NavExM Account by ensuring there is sufficient digital currency in your NavExM Account in advance of any transaction,
• 6. You will not allow or facilitate the withdrawal of Local Currency from your NavExM Wallet to a bank account held in the name of a third party (see Withdrawals);
• 7. You will not use your NavExM Account for or in relation to any illegal activity, any Prohibited Activity, in violation of any laws, statutes, ordinances or regulations, or in breach of NavExM's Export Controls and Sanctions requirements;

We retain the absolute right to prevent you from accessing the Platform, without prejudice to any of our accrued rights, where the Platform, at our sole discretion, consider that you have, or are contravening the Terms.

By opening a NavExM Account you accept and agree that NavExM may, without further notice and in its sole discretion, terminate, suspend, or restrict the account of any customer who uses, or who we reasonably suspect may be using, the Platform or any NavExM Account in a manner that is inconsistent with the letter or spirit of these Terms.

Risks

Before using the Platform, you should ensure that you understand the risks involved in buying, selling, or trading digital currencies. Digital currency markets are volatile, and prices can fluctuate significantly which could result in sudden and significant increases or decreases in the value of your assets. This market volatility and other risks involved in buying, selling, or trading digital currencies are explained on the risk warning page of the NavExM website. There may be additional risks not identified in these Terms or in the risk warning page.

You should carefully assess whether your financial situation and risk tolerance is suitable for buying, selling, or trading digital currency. You accept and agree that you are solely responsible for any decision to buy, sell, trade, or otherwise hold or deal with digital currency

Identity Verification

NavExM implements and maintains the highest standards of Know Your Customer (“KYC”) processes and controls as part of our commitment to combating fraud and assisting in the prevention of money laundering and terrorist financing. While our industry is largely unregulated, NavExM voluntarily adheres to local and international compliance standards in relation to customer due diligence, as explained on the Compliance page of the NavExM website.

To ensure we meet these standards, our customers are required to provide certain personal details and documents when opening a NavExM Account (“Identity Verification”). The nature and extent of the Identity Verification required will depend upon which of our supported countries you are resident in, and the deposit and withdrawal limits that you wish to apply to your NavExM Account. In certain circumstances, NavExM may also perform enhanced due diligence (“EDD”) procedures in relation to your NavExM Account. You accept and agree that you will remain subject to such procedures at all times.

You accept and agree that there may be delays in accessing your NavExM Account, or in carrying out transactions through your NavExM Account, while we undertake any Identity Verification and/or EDD procedures.

Retention of information: NavExM is required to retain certain information and documentation obtained as part of the Identity Verification and EDD procedures. These requirements apply even when you have terminated your relationship with NavExM. We reserve the right to keep such information and documentation for the required period and you accept and agree that information and documentation you provide to NavExM may be retained by us, including following the closure of your NavExM Account.

The NavExM Wallet

The NavExM Wallet allows you to send, receive and store digital currency (together, “NavExM Wallet Transactions”).

Own Digital Currency: The NavExM Wallet has launched its own ERC-20 based digital token named NavC which is available on NavExM to all traders along with other supported digital currencies (“Token”).

Supported Digital Currencies: The NavExM Wallet is only available in relation to the digital currencies that NavExM, in its sole discretion, decides to support (“Supported Digital Currency” or “Supported Digital Currencies”). The Supported Digital Currencies may change from time to time. Under no circumstances should you attempt to carry out a NavExM Wallet Transaction in relation to a digital currency other than Token and Supported Digital Currency

Withdrawals

Where you have added your local bank account details to your NavExM Account, you may withdraw funds from your NavExM Wallet to your bank account (a “Withdrawal”). NavExM will process Withdrawals in accordance with your instructions. You are solely responsible for ensuring that any Withdrawal instructions provided to NavExM, including the relevant bank account number, are complete and correct and you accept and agree that under no circumstances will NavExM be under any obligation to reverse or amend any Withdrawal.

NavExM will make all reasonable efforts to process Withdrawals each business day, in accordance with the Deposit and Withdrawal Schedule on the NavExM website, but you accept and agree that NavExM provides no guarantee in relation to the Withdrawal processing period.

Withdrawals to the bank account of any third party are expressly prohibited. You agree not to make, or attempt to make, any Withdrawal of funds from your NavExM Wallet to the bank account of a third party and accept that any such Withdrawal may be refused and/or result in the restriction, suspension or termination of your NavExM Account.

Peer to Peer Exchange Service

NavExM allows users to solicit offers to buy or sell Digital Currencies on its peer to peer (P2P Classic) marketplace. Payment methods are negotiated and exchanged on a peer-to-peer basis between the buyers in the Marketplace and sellers in the Marketplace. Our users agree upon which payment methods to use to complete a transaction and are fully responsible and liable for using such payment methods in a lawful manner.

Our users are able to post offers to either buy or sell Digital Currencies in a variety of convenient methods. The creator of the offer is responsible for listing terms of the transaction, including the payment methods the Seller will accept. Once an offer is selected by another NavExM user, the Seller’s Digital Currencies are locked as part of our transaction procedures (which we refer to as “NavExM Escrow”) until all conditions necessary to consummate the transaction have occurred. NavExM shall deploy its systems to match buying offers to selling offers to provide the users with the best available matching offers on the NavExM Peer to Peer Exchange. The sale is complete and Digital Currencies are unlocked and released to the Buyer by the Seller once the Buyer has completed the terms of the transaction and payment has been confirmed valid and received by the Seller. NAVEXM DOES NOT ACT AS A PAYMENT PROCESSOR. ALL LIABILITY FOR SENDING AND RECEIVING PAYMENT AND CONFIRMING THE VALIDITY OF THE TRANSACTIONS LIE BETWEEN THE BUYER AND SELLER. The Digital Currencies we lock are released back to the Seller if the Buyer chooses to cancel the transaction. The Seller may not cancel the transaction at any point. The Seller only has the option to unlock the Digital Currencies and release it to the Buyer. This is for the security

protection for the Buyer. Should a Seller need to cancel the transaction due to a Buyer not following the terms of the transaction, they must start a dispute and provide a reason for doing so as further described in this Agreement. The following general terms apply to each transaction described below:

Buying Digital Currencies via soliciting an offer on the Peer-to-Peer Exchange.

When purchasing Digital Currencies on the NavExM Peer to Peer Marketplace: There are no fees for NavExM Escrow as part of a transaction that are payable by Buyers on our Marketplace. Offers from NavExM counterparties have their own terms and conditions and each offer will vary in exchange rate, speed of exchange, and other terms and conditions imposed by a Seller. NavExM shall deploy its systems to match buying offers to selling offers to provide the buyer with the best available matching selling offers on the NavExM Peer to Peer Exchange and this matching service shall not be considered as an offer to sell, an agency service, a brokerage service or a guarantee by NavExM and the Buyer has the rights to decline the match and to choose any other selling offers available on the Peer to Peer Exchange. By accepting a Seller’s offer, you agree to be bound by the terms and conditions of that offer. The terms and conditions specified by the Seller are valid in all cases except when they contradict or violate this Agreement, are illegal, are unreasonable or otherwise difficult to comply with (as determined in NavExM's sole and absolute discretion), or if both users of the transaction consent to alter the terms and conditions of such offer. IT IS YOUR RESPONSIBILITY TO CAREFULLY READ THE SELLER’S OFFER TERMS AND CONDITIONS AND FOLLOW THEM EXACTLY. IF YOU DO NOT FOLLOW THE OFFER TERMS AND CONDITIONS, YOUR PAYMENT WILL NOT BE ACCEPTED. NEVER SUBMIT PAYMENT UNLESS YOU HAVE FOLLOWED ALL TERMS AND CONDITIONS LISTED IN THE OFFER. IF YOU SUBMIT PAYMENT WITHOUT FOLLOWING THE TERMS AND CONDITIONS, NAVEXM CANNOT ASSIST YOU IN A DISPUTE PROCESS TO RECOVER YOUR PAYMENT.

Payment verification and providing instruction to unlock Digital Currencies from NavExM Escrow are the sole obligations of the Seller and not that of NavExM. If the Seller does not release the Digital Currencies to you upon proper completion of the Seller’s terms and conditions, promptly report the issue via the designated dispute button within the particular transaction chat. NavExM support will review and settle the dispute via NavExM's Dispute Resolution Process. If you do not follow this dispute resolution process, NavExM will be unable to assist you with this matter.

Selling Digital Currencies on the Peer to Peer Exchange:

When selling Digital Currencies on the NavExM Peer to Peer Exchange: Sellers must verify and process the payment in a reasonable amount of time, and within a certain amount of time as specified in the offer terms. Once the Buyer has submitted payment to you in accordance with the offer terms, it is your sole duty and responsibility to promptly verify and process the payment and then unlock the Digital Currencies from NavExM Escrow and release it to the Buyer. If you do not follow the instructions on the offer, you may not be entitled to a return of your locked Digital Currencies.

As a Seller you accept all risks and liabilities for any violation of this Agreement incurred through the sale of Digital Currencies. You also accept that NavExM shall deploy its systems to match your selling offers to the best available matching buying offers on the NavExM Peer to Peer Exchange and that this matching service shall not be considered as an offer to buy, an agency service, a brokerage service, or a guarantee by NavExM and the Seller has the rights to decline the match and to choose any other buying offers available on the Peer to Peer Exchange. All taxes to be paid are your responsibility. NavExM charges a fee to you as the Seller of Digital Currencies for locking Digital Currencies in NavExM Escrow subject to a sale. Unless determined otherwise in NavExM's sole and absolute discretion, NavExM shall not reimburse any losses to the Seller whether due to a violation of this Agreement, fraud or otherwise and our fee will not be refunded under any circumstances.

Any payment received should be fully processed and confirmed as received by you before unlocking the Digital Currencies from NavExM Escrow. NavExM is not responsible for your loss if you prematurely unlock Digital Currencies before payment has been properly verified and received by you. You must be attentive and responsive to your Buyer. You should deactivate any inactive offers.

Any advertisement of your own website in any section of NavExM's Peer to Peer Marketplace (such as your bio, offer terms or transaction chat) that would facilitate buying or selling Digital Currencies outside of NavExM's Services is strictly prohibited. In limited instances, it is permissible to share your website that is created solely for the Seller to receive payment in order to complete the transaction (i.e., trusted third party debit/credit card processing) in the transaction instructions; provided that the use of such external websites are made clear in the offer terms and such websites may not contain any other advertisements or your contact information.

NavExM reserves the right to refuse to process, or to cancel or reverse, any purchases or sales of Digital Currency in its sole discretion, even after funds have been debited from your account, if NavExM suspects the transaction involves (or has a high risk of involvement in) money laundering, terrorist financing, fraud, or any other type of financial crime; in response to a court order, or other government order; if NavExM reasonably suspects that the transaction is erroneous; or if NavExM suspects the transaction relates to Prohibited Use or a Prohibited Business as set forth below. In such instances, NavExM will reverse the transaction and we are under no obligation to allow you to reinstate a purchase or sale order at the same price or on the same terms as the cancelled transaction.

Payment Services Partners:

NavExM uses third party payment processors to process any payment between you and NavExM, including but not limited to payments in relation to your use of the Peer to Peer Exchange Service.

Disputing Transactions on the Peer to Peer Exchange:

In most cases, the easiest way to settle a dispute is for Buyers and Sellers to communicate, work together to figure out what happened, and come to an agreeable solution. When a Buyer and a Seller cannot come to an agreeable solution, NavExM's support team (“NavExM Support”) can help. Either party can initiate the dispute resolution process (“disputed transaction” or “dispute”) with respect to a transaction. Disputes can only be initiated on transactions that are marked as fully paid by the Buyer. Transactions that are not marked as fully paid by the Buyer, cancelled by the Buyer, automatically cancelled due to expiration of the timeframe set forth in the offer, already disputed and resolved or where the Seller has released the Digital Currencies to the Buyer generally cannot be disputed, reversed, or altered.

Once a dispute has been submitted, NavExM Support will provide the other party with notification by email and by sending a message through the Telegram chat feature available to Buyers and Sellers in the Marketplace alerting such party that a dispute has been initiated. If one of your transactions is being disputed, NavExM Support will tell you which transaction is being disputed and why the transaction is being disputed.

Disputed transactions will be investigated by NavExM Support and a decision will be made based upon evidence provided by both parties.

Unresponsiveness:

When you are involved in a transaction, it is important that you remain active and available from the time the transaction is started to the time that the transaction is completed, canceled, or resolved. This means that you must be able to provide a response to a request by NavExM Support in a disputed transaction within the time specified by NavExM Support or you may be deemed as unresponsive, and the dispute may be resolved against you.

Chargebacks.

A party may face additional risks depending on the payment method used for the transaction even if NavExM's dispute resolution process finds in favor of such party. The dispute resolution process set forth in this Agreement is separate from any remedies a Buyer or Seller may have through the payment method used in connection with a transaction. NavExM is not obligated to initiate or handle chargebacks and is not liable if a party reverses, charges back, or otherwise dispute a transaction via an avenue made available to the party through the payment method used in the transaction, including after a dispute is closed.

Finality:

You acknowledge and agree that NavExM's decision regarding a Peer-to-Peer transaction dispute is conclusive, final and binding as described in this Agreement. NavExM will have no liability to either a Buyer or a Seller in connection with its decisions.

Fees

The fees applicable to transactions undertaken on the Platform can be viewed on the Fees Page of the NavExM website. NavExM reserves the right to change our fees at any time and will update the same on site accordingly. In certain circumstances, and at our sole discretion, NavExM may notify selected customers of a specific fee change, where we consider a change to be of particular relevance to such customers.

Send and Receive fees: You may be charged a fee to send Supported Digital Currency from your NavExM Wallet and/or to receive Supported Digital Currency into your NavExM Wallet. Fees will apply where Supported Digital Currency is sent to or received from a Supported Digital Currency address (e.g., a Bitcoin address); no fees will apply where Supported Digital Currency is sent to or received from a mobile telephone number or email address.

Withdrawal fees: All Withdrawals from your NavExM Wallet will incur a fee. Such fees differ by country and are set out on the Fees page of the NavExM website.

Trade fees. NavExM applies a [Maker / Taker fee structure] for customers using the Platform, which is explained in the NavExM Fees page. Please consult the Fees page of the NavExM website for further information on applicable Maker and Taker fees. NavExM will, at the time of any transaction on the Platform, notify you of any fees that will apply to the transaction. By proceeding with any transaction, you accept and agree to the applicable fees. Such fees will also be displayed in your transaction history upon completion of the transaction.

Account Security

NavExM takes security very seriously. You are solely responsible for:

• maintaining adequate security and control over your NavExM Account sign-in details, including but not limited to any passwords, personal identification numbers (PINs), API keys, or any other codes associated with your NavExM Account,
• enabling any additional security features available to you, including the activation of two factor authentication on your NavExM Account,
• keeping your contact details up to date so that you can receive any notices or alerts we may send to you in relation to security (see Electronic Communications),
• maintaining security and control over the email mailbox, phone number and two factor authentication applications or devices associated with your NavExM Account.

Failure to take the above measures, and any other security measures available to you, may result in unauthorized access to your NavExM Account and the loss or theft of any digital currency held in your NavExM Wallet or any linked bank account. NavExM shall have no liability to you for or in connection with any unauthorized access to your NavExM Account, where such unauthorized access was due to no fault of NavExM, and/or any failure by you to act upon any notice or alert that we send to you.

The security of your NavExM Account may be compromised, or interruption caused to it, by phishing, spoofing or other attack, computer viruses, spyware, scareware, Trojan horses, worms, or other malware that may affect your computer or other equipment. NavExM strongly recommends that you regularly use reputable virus screening and prevention software and remain alert to the fact that SMS, email services and search engines are vulnerable to spoofing and phishing attacks.

Care should be taken in reviewing messages purporting to originate from NavExM and, should you have any uncertainty regarding the authenticity of any communication, you should log in to your NavExM Account through the NavExM website (specifically, www.NavExM.com, and not any other domain name or website purporting to be, or to be related to, NavExM) to review any transactions or required actions.

To the maximum extent permitted by applicable law, you accept and agree that you have full responsibility for all activity that occurs in or through your NavExM Account and accept all risks of any unauthorized or authorized access to your NavExM Account.

Private keys. NavExM securely stores all Supported Digital Currency private keys (“Private Keys”) associated with any NavExM Account. You accept and agree that NavExM shall retain full ownership and control of the Private Keys associated with your NavExM Account and that you shall have no control of, access to, or the ability to use, such Private Keys. For example, but without limiting the generality of the foregoing, NavExM will not:

• accept or adhere to any instruction to sign any data with a Private Key,
• give access to any funds associated with your private keys, other than those of the Supported Digital Currency associated with your digital currency wallet,
• allow the creation of any receive addresses associated with a Private Key other than receive addresses created through your NavExM Wallet. NavExM will not credit to your NavExM Wallet any digital currency associated with a Private Key other than where such funds have been received via a receive address generated through your NavExM Wallet.

Service Availability

While we will do everything we can to provide continuous operations, NavExM does not provide any warranty in relation to the availability of the Platform or your NavExM Account. Without limiting the generality of the foregoing, we do not guarantee continuous access to the Platform or your NavExM

Account and make no representation that the Platform, NavExM API, your NavExM Account and/or any products or services offered therein will be available without interruption; or that there will be no delays, failures, errors, omissions, or loss of transmitted information.

Transactions On Digital Currency Networks

When you use your NavExM Account to send or receive digital currency, the transaction must be confirmed and recorded in the public ledger associated with the relevant digital currency network. That digital currency network is solely responsible for verifying and confirming any such transactions. NavExM cannot confirm, cancel, or reverse transactions on a digital currency network, other than those related to NavC or confirming to you that the network has completed the transaction. You accept and agree that:

• Once submitted to a digital currency network, a 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 in a pending state. Funds associated with transactions that are in a pending state will be designated accordingly, and will not be included in your NavExM Wallet balance or be available to you to conduct transactions,
• When you send digital currency from your NavExM Account, you are authorizing us to submit your transaction request to the relevant digital currency network. Once a transaction request has been submitted to the relevant digital currency network, the network will automatically complete or reject the request and neither you or NavExM will be able to cancel or otherwise modify your transaction.
• Digital currency networks are operated by decentralized networks of independent third parties. They are not owned, controlled, or operated by NavExM so we cannot ensure that any transaction details you submit will be confirmed by the relevant digital currency network. You agree that any transaction details you submit may not be completed, or may be substantially delayed, by the digital currency network used to process the transaction.

Network protocols and operating rules: The underlying software protocols that govern the operation of the Supported Digital Currencies are open source. Accordingly, anyone can use, copy, modify, and distribute them and NavExM has no ownership of or control over these protocols.

Default And Default Remedies

Each of the following constitutes an "Event of Default":

• your failure to make any payment to us or to any Associated Company of ours in accordance with the conditions set out this Terms,
• your failure to perform any obligation 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 your exceeding any credit or other limit placed on your dealings,
• where any representation or warranty made by you in these Terms is or becomes untrue,
• if NavExM suspects that you are engaged in money laundering activities or terrorist financing or other criminal activities,
• NavExM reasonably suspects that you opened the account fraudulently,
• you are or become unable to pay your debts as and when they fall due, 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.

Indemnity And Limitation of Liability

Neither we nor our directors, officers, employees, or agents shall be liable for any losses, damages, costs, or expenses incurred or suffered by you under these Terms unless arising directly from our or their respective gross negligence, willful default, or fraud. In no circumstances shall we have any liability for consequential loss or special damage.

We shall not be liable for any partial or total non-performance of our obligations hereunder cause beyond our reasonable control, including without limitation any breakdown, theft, destruction, malfunction or failure of transmission, communication or computer facilities, industrial action, acts and regulations of any governmental authority or the failure of any relevant third party, intermediate broker, agent or principal of ourselves, custodian, sub-custodian, dealer, exchange, clearing house or regulatory or self-regulatory organisation, for any reason, to perform its obligations.

You will make all your own decision to access and/or use our Platform or to enter into or execute any Transaction and/or Contract. You acknowledge and agree that our Platform does not and will not serve as the primary basis for any of your investment decisions concerning your NavExM Account. You are solely responsible for any investment or trading decisions you make with respect to products identified on our Platform and neither we, nor our directors, officers, shareholders, partners, members employees, agents, service providers, legal representatives and/or Affiliates (together our ‘Associates’) shall be responsible for determining whether any Transaction you enter into is suitable, appropriate, or advisable. Neither we, nor our Associates are and will be, by virtue of providing the Platform, an advisor or fiduciary for you or any Authorized Person.

We shall have no obligation to contact you to advise upon appropriate action in light of changes in market conditions (including, without limitation, Market Disruptions) or otherwise. You acknowledge that the Market in fixed income securities is highly speculative and volatile and that, following 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 on a timely basis. In the event of any failure to do so, we can 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 Associates accept any liability by reason of any delay or change in market conditions before any particular Transaction is affected.

In no event will any liability of NavExM, its operating entities or any other affiliates (including their respective directors, members, employees or agents) arising in relation to your use of the Platform or your NavExM Account, exceed (in aggregate) the fees earned by NavExM in connection with your use of your NavExM Account in the one-month period immediately preceding the event giving rise to the claim for liability.

Without limitation, neither we nor any of our Associates shall be liable for any loss arising from any act or omission of any Agent, Broker, Authorized Person or other third party who performs services for you.

Representation Warranties

You represent and warrant to us, and agree that each such representation and warranty is deemed repeated each time you open or close a Transaction by reference to the circumstances prevailing at such time, that:

• 1. the information provided to us in your application form and at any time thereafter is true and accurate in all respects,
• 2. you are duly authorized to execute these Terms, to open each Transaction and to perform your obligations hereunder and have taken all necessary action to authorize such execution, delivery and performance,
• 3. you will enter into these Terms of Use and open each Transaction as principal,
• 4. any person representing you in opening or closing a Transaction will have been, and (if you are a legal entity) the person entering into these Terms on your behalf is duly authorized to do so on your behalf,
• 5. where applicable, you have obtained all governmental or other authorisations and consents required by you in connection with these Terms and in connection with opening or closing Transactions and such authorisations and consents are in full force and effect and all of their conditions have been and will be complied with,
• 6. execution, delivery and performance of these Terms and each Transaction 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,
• 7. if you are an employee or contractor of a financial service 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,
• 8. you will not use our prices for any purpose other than for your own trading purposes, and you agree not to redistribute our prices to any other person whether such redistribution be for commercial or other purposes,
• 9. you will use the services offered by us pursuant to these Terms 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 the way in which we construct, provide, or convey our prices. You agree that using a Device whereby in your dealings with us you are not subject to any downside market risk will be evidence that you are taking unfair advantage of us,
• 10. you have considered your own financial circumstances, needs and objectives and concluded that dealing in trading activities is appropriate for you. You warrant that you understand the risks, terms and conditions of Transactions entered into by trading on the Platform, (regardless of information supplied by NavExM) and are willing to take on those risks,
• 11. NavExM 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,
• 12. 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 NavExM in order to comply with the Anti-Money Laundering Act or other legislative requirements; and

Market Abuse Prohibited Trading Techniques

You agree that you shall not take any action or enter into any course of conduct which would breach Applicable Regulations and/or will or may alter, distort, or manipulate the relevant Underlying Market in relation to any Transaction contemplated by these Terms.

You shall not unlawfully access or attempt to gain access, or otherwise circumvent any security measures that we have applied to our Platform and/or computer system(s). If, at our sole discretion, we were to determine that you are in breach of this clause, we reserve the right to take all action as we see fit, including, without limitation, completely blocking your access to our Platform, blocking and/or revoking your Access Codes and/or terminating your NavExM Account. Under these circumstances, we reserve the right to seize any profits and/or revenues generated directly or indirectly by exercising any such prohibit trading 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.

We shall have no obligation to contact you to advise upon appropriate action in light of changes in market conditions (including, without limitation, Market Disruptions) or otherwise. You acknowledge that the trades on the over-the-counter market in leveraged financial instruments is highly speculative and volatile and that, following execution of any Transaction, you are solely responsible for making and maintaining contact with us and for monitoring your open positions and ensuring that any further instructions are given on a timely basis. In the event of any failure to do so, we can 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 prejudice to any other provisions of these Terms, you agree to indemnify us and hold us, our Affiliates and any of our Associates, harmless from and against any and all liabilities, losses, damages, costs and expenses, including, without limitation, legal fees and expenses 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, provided that any such liabilities, losses, damages, costs and expenses would not have not arisen, but for our gross negligence, fraud or willful default.

Personal Data and Privacy

You acknowledge that by opening an account with us and opening or closing Transactions, you will be providing us with personal information. You give consent to us for processing all such information for the purposes of performing the contract and administering the relationship between you and us. You consent to our disclosing such information:

• where we are required to by law,
• to Associated Companies,
• to service providers and business partners with whom we have a mutual relationship,
• to such third parties as we deem reasonable,
• where it is necessary in order to prevent crime, and
• to such third parties as we see fit to assist us in enforcing our legal or contractual rights against you including but not limited to debt collection agencies and legal advisors.

You authorise us, or our agents acting on our behalf, to carry out such credit and identity checks as we may deem necessary or desirable, including requesting a reference from your bank from time to time and you agree to assist us, where necessary, in obtaining such a reference.

You authorise us or our Associated Companies or any Trading Partner to telephone or otherwise contact you at any reasonable time in order to discuss any aspect of our business or of our Associated Companies’ business or of our Trading Partner’s business. If you do not wish us or our Associa

ted Companies or our Trading Partners to so contact you for any direct marketing activities, you must inform us in writing.

Closure of Your Account

You may close your NavExM Account by submitting a closure request via the Help Centre. NavExM will action such requests once (i) the sum of all Local Currency and digital currency balances in your NavExM Wallet is below the Minimum Closure Amount; and (ii) no transactions have taken place in your NavExM Account for a period of at least 30 days. Such requirements are designed to protect you from loss and NavExM will not action a closure request until they are satisfied. You accept and acknowledge that, once your NavExM Account is closed:

• you will have no further access to it,
• NavExM will be under no obligation to notify you of, or provide to you, any digital currency sent to any receive address associated with your NavExM Account,
• NavExM reserves the right (but has no obligation) to delete all of your information and account data stored on our servers, and also reserves the right to retain any information that is required for legal or operational reasons,
• If at the date of closure of your account any Local Currency or digital currency remains in your NavExM Wallet(s) (i.e. funds amounting to less than the Minimum Closure Amount), you accept and agree that NavExM shall retain such funds and that you shall have no further claim to them. The minimum withdrawal limit is US $10.00 / INR 500.00. Hence you cannot withdraw below US $10.00 / INR 500.00 at the same time of closing of your account. You can deposit the remaining amount and withdraw the whole sum altogether.
• You accept and agree that NavExM shall not be liable to you or any third party in relation to the closure of your NavExM Account, the termination of access to your NavExM Account, or for the deletion of your information or NavExM Account data.

Restriction Suspension and Termination

NavExM reserves the right to restrict, suspend or terminate your NavExM Account where:

• We reasonably suspect your NavExM Account to be the subject of an operational or other error, in which case we may be required to suspend access to your account until such time as the error is rectified,
• We reasonably suspect your NavExM Account has been or is being used in relation to any unlawful, fraudulent or Prohibited Activity, or in breach of these Terms,
• We reasonably suspect you or your NavExM 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 suspect you of taking any action that NavExM considers to be a circumvention of NavExM ’s controls, including but not limited to opening multiple NavExM Accounts,
• We reasonably suspect your involvement in any attempt to gain unauthorized access to any NavExM Account,
• your NavExM 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 your NavExM Account,
• we are compelled to do so by a prima facie valid court order, or other binding order of a government or regulatory authority; or
• your name appears on a government or international body sanctions list.

NavExM will make all reasonable efforts to provide you with notice of any decision to restrict, suspend or terminate your NavExM Account, unless we are prevented from doing so by any legal or regulatory process or requirement, or where doing so may compromise NavExM's security and/or risk management procedures. You accept and agree that NavExM is under no obligation to disclose to you the fact of or reason for any decision to restrict, suspend or terminate your NavExM Account, and shall have no liability to you in connection with the restriction, suspension, or termination of your NavExM Account.

Financial Advice

Under no circumstances does any information contained on the Platform or provided to you through your NavExM Account or by any employee, agent or affiliate of NavExM, constitute financial, investment or other professional advice.

You are solely responsible for any decision to store, buy or sell digital currency, and such decision should take into account your risk tolerance and financial circumstances. You should consult your legal or tax professional in relation to your specific situation.

Taxes

You are solely responsible for determining whether, and to what extent, any taxes apply to any transactions you carry out through your NavExM Account, and for withholding, collecting, reporting and remitting the correct amounts of tax to the appropriate tax authorities.

Prohibited Activities

You must not use your NavExM Account to undertake any of the activities or categories of activity set out in this section (each a “Prohibited Activity”):

• 1. violation of any laws, statutes, ordinance or regulations,
• 2. undertaking, facilitating or supporting criminal activity of any kind, including but not limited to, money laundering, terrorist financing, illegal gambling operations or malicious hacking,
• 3. imposing an unreasonable or disproportionately large load on NavExM's infrastructure, or otherwise taking any action that may negatively affect the performance of the Platform or NavExM's reputation,
• 4. attempting to gain unauthorised access to the Platform or any NavExM Account,
• 5. transmitting or uploading any material to the Platform that contains viruses, Trojan horses, worms, or any other harmful programmes,
• 6. transferring your NavExM Account access or rights to a third party, unless as required by law or with NavExM's prior consent,
• 7. paying in to or otherwise supporting pyramid schemes, “get rich quick” schemes, multi-level marketing programmes or high-yield investment programmes,
• 8. fraudulent activity, including but not limited to taking any actions that defraud NavExM or a NavExM user, or the provision of any false, inaccurate, or misleading information to NavExM,
• 9. transactions involving items that may help facilitate or enable illegal activity; promote or facilitate hate, violence or racial intolerance; are considered obscene; or may be stolen goods or the proceeds of crime,
• 10. transactions involving online gambling sites or mixers,
• 11. sale or purchase of narcotics or controlled substances, and
• 12. intellectual property infringement.

By opening a NavExM Account, 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 to restrict, suspend or terminate your NavExM Account if we suspect, in our sole discretion, that you are using, or have used, your NavExM Account in association with any of the activities listed above, or any similar or related activity.

Disclaimer Of Warranties

The Platform, your NavExM Account and any related products or services are offered on a strictly “as-is” and “where-available” basis and NavExM expressly disclaims, and you waive, all warranties of any kind, whether express or implied. Without limiting the generality of the foregoing, the Platform, your NavExM Account, and any related products or services are offered without any warranty as to merchantability or fitness for any particular purpose.

Limitation Of Liability

In no event shall NavExM, its operating entities or any other affiliates (including their respective directors, members, employees or agents) be liable to you for any direct, indirect, special, consequential, exemplary or punitive damages or any other damages of any kind, including but not limited to loss of profit, loss of revenue, loss of business, loss of opportunity, loss of data, whether in contract, tort or otherwise, arising out of or in any way connected with your use of, inability to use, or unavailability of the Platform and/ or your NavExM Account, including without limitation any damages caused by or resulting from any reliance upon any information received from NavExM, or that result from mistakes, omissions, interruptions, deletion of files or email, errors, defects, viruses, delays in operation or transmission or any failure of performance, whether or not resulting from a force majeure event, communications failure, theft, destruction or unauthorised access to NavExM's records, programmes or services.

In no event will any liability of NavExM, its operating entities or any other affiliates (including their respective directors, members, employees or agents) arising in relation to your use of the Platform or your NavExM Account, exceed (in aggregate) the fees earned by NavExM in connection with your use of your NavExM Account in the six-month period 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. Because some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages, some of the limitations in this section may not apply to you.

Force Majeure

NavExM will not be liable for any loss resulting from your use of the Platform, including, but not limited to, failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, unauthorized access, the malfunction of electronic or mechanical equipment, personal computer and any lines thereto, theft, operator errors, or due to any "force majeure" (e.g., severe weather, pandemic, Lockdown, earthquake, flood, fire or other acts of God), and strikes or other labour problems, or to any other cause beyond the reasonable control of NavExM .

Queries, Complaints and Disputes

All queries and complaints should be raised with our customer support department through the support page on the platform.

Without prejudice to any of our other rights to close a Transaction under these Terms, in any case where we are in dispute with you in respect of a Transaction or alleged Transaction or any communication relating to a Transaction, we may, at our absolute discretion and without notice, close any such Transaction or alleged Transaction, where we reasonably believe such action to be desirable for the purpose of limiting the maximum amount involved in the dispute, and we will not be under any obligation to you in connection with any subsequent movement in the level of the Transaction concerned.

These Terms and each Transaction entered into with you is in all respects governed by Laws prevailing in your jurisdiction to settle any disputes that may arise in relation thereto.

Contact Us

If You have any questions relating to these Terms of Use, your rights and obligations arising from these Terms of Use and/or Your use of the Website and the Service, or any other matter, please contact us at [email protected] || [email protected].