Terms & Conditions

Registration

To use the Services available through our Platform, registration is necessary and the payment of a subscription-based account might be applied depending on the Service at the discretion of the Company. During this process, you’ll need to provide contact information, including a phone number and password. Once registered, you’ll receive an account allowing you access to our Platform (“Account”). We may, at our sole discretion, refuse to open an Account, authorize the Account activation, suspend, and even close it. By agreeing to these Terms, you confirm both the entity’s and your compliance with these conditions.

Eligibility

Use of the Services is contingent upon:

• Your capacity to enter into legally binding contracts, being of legal age in your country (e.g. 18 years old) or representing a legally constituted entity;
• No history of suspension or removal from our Services;
• Authority and non-violation of any other agreements by agreeing to these Terms;
• Not being located in, or a national or resident of any Restricted Locations or countries embargoed or prohibited from using the Services;
• Not on any denied persons lists;
• You do not have an existing account with us (under same or different name);
• Not being under any legal restriction that prevents you from using the Services; and
• Complying with all local, national, and international laws applicable to you regarding the use of the Services.

It is your responsibility to ensure that using the Services does not conflict with any laws applicable to you. The Company may update the list of Restricted Locations without notice.

Identification

To utilize certain Services, you need to create and maintain an Account. Access to Partner Services might be subject to identification, verification, and screening (“KYC”) following the Anti-money laundering and counter-terrorist financing standard issued by FATF (“AML”) depending on the outcome, additional information might be requested continually. Access to or use of the Services may be denied if you do not provide necessary identity proofs or if the provided documents do not satisfy the Company or Partner’s criteria. You must ensure that your information is accurate, complete, and up-to-date. Failure to do so may lead to restricted access to the Platform or termination of these Terms by the Company. You are allowed only one Account at a time.

Account Confidentiality and Security

You are responsible for keeping your Account information, including your password, identification, and assets information confidential and overseeing all activities, Instructions and transactions that occur under your Account. Should any unauthorized access or security breach occur, you must immediately notify the Company via the provided support email support@xbnk.com. You are prohibited from allowing third parties to use your Account and are liable for all activities conducted through your Account, whether authorized or not. Unauthorized access attempts to the Services or aiding others in such activities will lead to the termination of your Account and possible legal action.

You must only create and use an Account that is rightfully yours. You bear responsibility for the security and confidentiality of your Account; any Instruction made with your credential and password will be assumed to come from you without any obligation to process with further verification. Be aware that Instructions via the Platform, often transmitted over the Internet, are subject to risks including, but not limited to, unauthorized access. Receipt of Instructions under your login ID and password is confirmed only when we have retrieved and acknowledged them. Any damage caused via the Internet in this process is your liability. You agree to the admissibility of such Instructions without further requirement of proof of authenticity or accuracy in a court of law. If vulnerabilities are identified that may compromise our security, the Company may adopt preventive measures such as blocking access to the Account and Services without engaging its liability.

Scope of Services

Services for users include allowing purchases of goods and services, settlement of card balances, facilitating ATM cash withdrawals for physical card, and other transactions made with the xbnk Card.

Management of Custodian Wallet

When a user transfers Virtual Assets (such as cryptocurrencies or stablecoins) into xbnk, the transfer is treated as a sale of the Virtual Asset to xbnk. For clarity, once a user sells their Virtual Assets to xbnk, the user no longer retains any ownership interest in those Virtual Assets. Ownership of the Virtual Assets transfers to xbnk, and the assets are thereafter managed at the xbnk corporate treasury level. From the user’s perspective, once the transfer and sale are confirmed, the Virtual Assets are sold to xbnk and the user no longer holds any Virtual Assets. The xbnk app records a USD-denominated ledger entry calculated at the prevailing market rate at the time of sale, which serves as a transactional reference for subsequent card spending and does not constitute an account balance, deposit, or stored monetary value.

Right to Modify Services

The Company reserves the right to update, modify, suspend, disable, or restrict access to, or discontinue the Services, or any features, components, or content thereof at any time, for any reason, without notice to the user. There is no guarantee that specific services, features, components, or content will always be available.

Partner Services

The Company’s Services might provide access to various financial services including on/off ramp, credit card, and other financial services as might be the case from time to time. These services are offered directly by Partners (“Partner Services”). It’s important to note that Partner Services may necessitate separate registration, identity verification, and agreement processes.

Served Countries

The Company may not offer the Services in all markets or jurisdictions and reserves the right to restrict or prohibit the use of the Services in certain foreign jurisdictions known as “Restricted Country”. When completing KYC verification in the xbnk app, you’ll be asked to select your country from a list of supported regions. If your country isn’t listed, it means xbnk is not available there. Please be aware that this list can change based on regulations and the Company’s discretion.

Partner Disclaimer

You neither have any contractual relationship with our Partners nor do our Partners owe any duty of care to you under all circumstances (including during insolvency) except if otherwise agreed. Our Partners:

• Do not act as your trustee, an escrow agent or stakeholder;
• Do not have a contractual obligation or duty to keep the funds in the designated Account segregated from the Company’s other accounts maintained with our Partners; and
• May exercise their rights to combine or consolidate all or any of our accounts and any other rights under the terms and conditions governing the Services and the designated Account.

Retrieval and Use of Third-Party Account Information

Through the Services, you may instruct the Company to obtain your transaction history, balance, and other data from a Partner where you hold accounts or conduct financial transactions (“Third-Party Account Information”). The Company collaborates with Partners to access this information. This data will be utilized to deliver the requested Services for internal business purposes and to suggest other relevant products and services. By linking an Account, you grant the Company permission to act as your agent in accessing this information from specified third parties and authorize those parties to disclose your details to the Company.

Disclaimer on Third-Party Account Information

The Company does not verify the accuracy, legality, or non-infringement of Third-Party Account Information. Responsibility for the information and any products or services from third-party sites or platforms remains with those entities.

Certain services provided through the Platform (including but not limited to payment processing, digital asset custody, and settlement) are delivered by third-party service providers. By using such services, you acknowledge and agree that:

• Such services are governed by the respective terms and conditions of the applicable third-party service providers;
• We do not control or assume any responsibility or liability for the services, performance, acts or omissions of any third-party service provider; and
• You agree to be bound by the applicable third-party service providers’ terms and conditions, which may be presented to you directly or incorporated by reference.

Card Issuance

The xbnk Card, issued as part of the Card Issuance Services, is a credit card that can be used at retailers, merchants, and online websites accepting cards from the relevant Card Network. Additionally, it allows for cash withdrawals at ATMs (limited to physical card) provided they accept cards from the same network.

Pre-Authorisation of Card Transaction

When you make Card Transactions using your xbnk Card, we will settle these transactions on the Card Network. You authorize the Partner to temporarily freeze an amount in the Custodian Wallet equal to the transaction cost and associated fees. This amount, referred to as the “Settlement Amount”, includes a buffer as detailed on the Platform, and is subject to the Company and Partners’ discretion at the time of each transaction.

Conversion

Upon executing a Card Transaction, you grant our Partners permission to convert and deduct the necessary amount of Acceptable Tokens from the Custodian Wallet. This amount, equivalent to the Settlement Amount for the transaction, may be converted into stablecoins or fiat currencies at the Partner’s discretion. The conversion rate is based on the current market rate between the settlement assets and converted assets. The converted funds are then used to settle the corresponding Card Balances.

Card Limit

The use of your xbnk Card, including the credit limit, maximum value for single transactions, and daily and monthly transaction limits, is subject to the Company-set card limits. These limits are detailed on the Platform. The Company may modify these limits at its discretion without prior notice. Transactions exceeding these limits will be declined.

Activation

As a registered user, you can request an xbnk Card from the Company which will liaise with our Partners. The xbnk Card is issued upon the Company’s approval and must be activated via the process mentioned in the Platform. The Company and Issuer retain the discretion to decline your card request or revoke an issued xbnk Card at any time.

Physical xbnk Card

You recognize that the physical xbnk Card is our property. You are responsible for its careful handling and use, ensuring it isn’t tampered with, not allowing unauthorized use or sharing, avoiding intentional damage or defacement, and refraining from altering its appearance, including attaching anything or modifying its logos or designs.

xbnk Card Validity and Renewal

Unless earlier terminated or canceled, each xbnk Card is valid for a period set and shown on the Platform. Automatic renewal notices are sent via email one month before expiration if the card is used. A renewal fee, specified on the Platform, may be charged and debited from your Wallet Balance or billed separately. The same Terms apply to the renewed card. To opt out of renewal, contact the Company through the Platform. If the user does not accept the xbnk Card and/or the xbnk Card is not activated within 3 months from the date of issuance, the Company or Issuer has the right to close, deactivate and destroy the xbnk Card without refunding any service charges. The user undertakes not to use the xbnk Card after it becomes closed or invalid or unusable, and to physically destroy it within 3 days.

Responsibility and Liability for Card Transactions

As the user of an xbnk Card, you are fully responsible for all transactions made with the xbnk Card. This includes ensuring that it is not used for any illegal or prohibited activities as per the laws of the place where the transaction occurs or in your country of residence. You bear liability for all Card Transactions, authorized or not, whether or not executed with your knowledge, and this extends to situations involving negligence on your part.

Confidentiality and Security of Card Data

You shall keep your xbnk Card Data strictly confidential, only sharing it as necessary for transactions. Exercise caution when providing Card Data to merchants to maintain its security. Sharing Card Data via unsecured methods, like email or fax, is not safe. Neither the Company, Issuer nor its affiliates are liable for unauthorized transactions due to your failure to secure the Card Data.

Dispute Resolution and Chargeback

If you have any disputes about a Card Transaction or any issue related to our Services or Platform, or need to request a Chargeback (“Disputes”), contact us at support@xbnk.com promptly, no later than 90 days after the transaction date. We will assist in resolving the dispute or forward your request to the right Partner or relevant Card Network for processing. For dispute resolution or Chargeback requests, you must follow the Card Network Rules. This includes submitting a detailed written explanation, transaction receipts, and other necessary documentation as required by the Issuer or the Card Network. Our Partners might apply a fee for the handling of a Chargeback at their discretion.

Investigation of Disputes

The Company and Issuer have the authority to investigate any Disputes. In the event of an investigation, you shall cooperate by providing any additional information or documentation as requested. If evidence reasonably concludes that any Disputes are a result of your wilful default, fraud or negligence, or breach of these Terms, you agree and authorize us to debit the Custodian Wallet with the amount from the Disputes and any associated charges and fees.

Non-Refundable Fees for Dispute Processing

Fees incurred by the Company, Partners or Card Network for processing disputes or Chargeback requests will be charged to the Wallet Balance or billed to you separately. These fees are non-refundable under any circumstances.

Discretion in Dispute Resolution

You hereby agree and accept that (a) the Company and/or Partners and/or the relevant Card Network may, but are not obliged to, assist you with or process your dispute or Chargeback request; and (b) the decisions of the Company and/or Partners and/or the relevant Card Network on all matters relating to such dispute or Chargeback request are final, conclusive and binding on you for all purposes unless otherwise provided in applicable terms, conditions, rules, procedures and/or guidelines issued by the relevant entity from time to time.

Limitation of Liability in Disputes and Chargebacks

You acknowledge that neither the Company, Partners nor the relevant Card Network will be liable for any issues or outcomes related to disputes or Chargeback requests.

Third-Party Custodianship

The Virtual Assets transferred by users into xbnk are sold to xbnk and thereafter held by a Custodian that is part of our Partners to ensure the secure management of such assets on behalf of xbnk (not for the users). By utilizing the Custodian Wallet, you acknowledge the risks involved, including system risks, market risks, regulatory risks, security risks (potential loss or theft of Virtual Assets due to cyberattacks or breaches), and operational risks.

Authority Over Custodian

The Company is entitled to instruct the Custodian to execute various actions related to the Virtual Assets (which are owned by xbnk) for settlement purposes including but not limited to freezing, converting, and transferring.

Custodian Selection Discretion

The Company reserves the right to change the Custodian at any time. In such event, the Company may instruct the transfer of the Virtual Assets to a new Custodian for the continued operation of the xbnk Card and Services.

Delay in Transaction

Subject to any delays caused by Partners or delays due to fraud or compliance reviews, transfers will normally process within a few business days for transfers from a linked account to the Custodian Wallet. Transfer times are not guaranteed by the Custodian, Partners or us.

Exemption from Liability

The Company and its affiliates bear no responsibility for any losses, damages or liabilities related to the management of the Virtual Assets by the Custodian or otherwise caused by the actions or omissions of the Custodian. The Custodian is responsible and liable for the security of the Virtual Assets held in custody on behalf of xbnk.

User Acknowledgments and Warranties

You acknowledge and agree that: (1) we or our Partners hold complete control over the Custodian arrangements as required for the operation of the Services; (2) our Partners are not a fiduciary, trustee or escrow agent in relation to the Virtual Assets (which are owned by xbnk); and (3) you are not a party to any agreement between the Company and the Custodian. All Virtual Assets transferred by you into the platform must be of legal origin and in compliance with all applicable laws.

Accessibility of Transaction Records

Transaction histories by month can be accessed through the Platform, and no physical statements will be issued.

To fund your use of the Services, you may transfer Virtual Assets to xbnk in accordance with the specific instructions available on the Platform. The platform is designed to accept only certain types of Virtual Assets, referred to as “Acceptable Tokens”. You represent and warrant that any Virtual Assets transferred are owned by you, free of any legal claims or disputes, and not tied to illegal activities. The Company and/or Partners reserve the right to reject any transfer if concerns arise regarding legality, authenticity, or if KYC, KYT, AML, or due diligence checks are not satisfactorily completed. Funding may be subject to fees as specified on the Platform.

Notifications on Asset Management

The Company will inform you via the Platform about any actions taken on your Account, such as asset freezes or conversions, including the details of affected assets and the applied exchange rates.

Acceptable Tokens

The list of Acceptable Tokens may be altered by the Company or the Custodian at any time due to regulatory demands, changes in laws, security concerns, or other reasons. You are responsible for ensuring that you only transfer Acceptable Tokens. Any non-Acceptable Tokens transferred may be irretrievably lost.

Balance Limits and Adjustments

The Company or the Partners may set minimum and maximum limits on the amount of Virtual Assets that may be transferred or processed through the Platform. These limits, as outlined on the Platform, may be modified at the Company’s or Partners’ discretion.

Authorization for Transaction Settlement and Fee Deduction

When the Company processes Card Transactions or other settlements, it may convert portions of the transferred Virtual Assets to stablecoins or fiat currencies as required, and deduct corresponding amounts to cover the transaction value and any associated charges. These charges may include transaction and network fees, third-party service fees, foreign exchange variances, and other customary fees. Using the Services may incur certain Fees. These will be deducted from the relevant Virtual Assets or charged separately. Non-payment of Fees can result in suspension of Services. All fees are exclusive of taxes, final and non-refundable unless otherwise determined by the Company.

Responsibility for Wallet Operations

The Company is not liable for any losses, damages, or outcomes resulting from freezes, deductions, conversions, or other actions taken on the Virtual Assets for the purposes of settlement, compliance, or operation of the Services.

The Company may offer, modify, or withdraw various benefits, promotional offers and discounts (“Benefit”) from various Partners at its discretion. Benefits might include mobile payment options, contactless payment, rewards, installment plans with certain partners, and other benefits as notified from time to time. Some benefits may require a separate application. The Company has the authority to exclude you from Benefits or reverse benefits if you breach any Terms.

xbnk Card users can use their physical xbnk Cards for cash withdrawals (“Withdrawal Services”) at compatible ATMs. Withdrawals are subject to limits set by the Partners. Fees for these services may be charged by the Partners and may change without notice. Fees may also be charged by ATM providers, in respect of which the Company and Issuer will have no control and will not be liable. The Company and Issuer are not liable for any losses, damages or liabilities related to ATM withdrawals, or Virtual Asset or currency conversions.

For the purposes of this Agreement, a “Swap” refers to the exchange of one supported virtual asset (including but not limited to Bitcoin, Ethereum, or other digital tokens supported by us) for a fiat-backed stablecoin (such as USDT or USDC), executed at a conversion rate determined at the time of the transaction. Such Swap may be facilitated through xbnk’s internal liquidity pool, third-party liquidity providers, or affiliated counterparties, and may involve on-chain or off-chain settlement. The Swap is executed upon a user’s instruction and is subject to applicable fees and market volatility from liquidity providers.

This service may not be available in certain jurisdictions due to legal or regulatory restrictions. By initiating a Swap, you represent and warrant that your use of this service complies with the laws applicable in your country or region. xbnk reserves the right to restrict or suspend Swap functionality for certain users, regions, or transactions at its sole discretion.

The conversion rate applicable to each Swap will be determined at the time of execution and may include a spread or service fee. A service fee will be applied to the gross amount of each Swap transaction, calculated and disclosed at time of Swap execution. This fee is deducted from the converted amount and is non-refundable. Once confirmed, Swap transactions are final and irreversible.

By using the Crypto Swap service, you acknowledge and accept the following risks:

• Prices of virtual assets are volatile and may change between the time you initiate a Swap and the time it is executed.
• Blockchain congestion or technical issues may delay execution or confirmation.
• xbnk does not guarantee that any Swap will be completed at a particular rate or within a specified time.
• Transactions may be delayed, declined, or reversed due to AML, sanctions screening, or regulatory requirements.

Both the Company and Partners reserve the right to conduct comprehensive customer due diligence through Know Your Customer (“KYC”), Know Your Transaction (“KYT”) checks, anti-money laundering and counter-terrorism (collectively “AML”), and other due diligence checks on all transactions and Virtual Assets linked to your account. You must provide accurate, updated and full information for these checks. If deemed necessary, the Company and Partners may freeze part or all assets in any Custodian Wallet, canceling, restricting or blocking access, Account and transactions until unfrozen. You agree to cooperate in any investigations related to suspicious activities or transactions. The Partners have a regulatory obligation to keep a record of your information for a period prescribed by the local regulator after the closure of your account.

The functions of the Platform, which may change from time to time without notice at the Company’s sole discretion, currently allow you to perform one or more of the following actions:

• Requesting xbnk Card issuance;
• Modifying xbnk Card settings, like PIN changes;
• Viewing your account transaction history;
• Managing xbnk Card status (disable, enable, block);
• Topping up or withdrawing virtual assets.

Limited License

Provided you comply with these Terms, the Company grants you a limited, non-transferable, non-exclusive license to use the Services on your Enabled Device and related to Content solely for approved purposes as permitted by the Company from time to time. This license is subject to these Terms and does not extend beyond what is expressly granted. All other rights are reserved.

Open Source

Certain components within the Platform may be subject to open source or other specific licenses. In cases of inconsistency between these Terms and the licenses of those components, the latter’s terms will govern your use of those specific components of the Platform.

Your Device

You are responsible for obtaining and maintaining the necessary security, hardware, software, and services for the Platform, including antivirus software and timely updates for the App and your device. You bear sole responsibility for any access to the Platform through your device, even if unauthorized. In case of loss, theft, or unauthorized access to your device, promptly inform us at support@xbnk.com and reset your device’s password. The Company is not liable for losses or damages due to unauthorized use of your device.

User Content

Users may submit various types of content, such as profile information, comments, questions, and other content or information (“User Content”). While you retain ownership of your User Content, by submitting it through the Services, you grant the Company a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, and display this User Content across all media types for the Service and the Company’s related business activities.

Feedback

You may choose to, or we may invite you to, submit comments or ideas about the Services (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place the Company under any fiduciary or other obligation and that we are free to use the Idea without any additional compensation to you. You further acknowledge that, by acceptance of your submission, the Company does not waive any rights to use similar or related ideas previously known to the Company, or developed by its employees, or obtained from sources other than you.

Intellectual Property Rights

You acknowledge and agree that:

• All trademarks, service marks, and logos used in the Platform, associated with the Company and its affiliates, are their exclusive property or that of third-party licensors.
• The Services’ intellectual property rights are either owned by or licensed to the Company.
• Aside from the specific license granted to you, no additional rights are provided to you regarding the trademarks, the Platform, or the Services.
• Any reproduction, distribution, adaptation, modification, or commercial exploitation of any part of the Platform is strictly prohibited without explicit written consent from the Company.
• You will not sell, license, reverse engineer, modify, publish, or participate in the transfer or sale of, create derivative works from, or in any other way exploit any of the Content, in whole or in part.

You agree not to engage in the following prohibited activities with the Platform, including but not limited to:

• Using the Platform for spamming purposes.
• Engaging in illegal or immoral activities through the Services, like money laundering or terrorism financing, fraud or malicious hacking.
• Providing false, misleading or inaccurate information.
• Using the Platform in ways that infringe on any intellectual property rights.
• Damaging, disabling, or impairing the Platform or its Services, interfering with other users, or harming the Company’s reputation.
• Uploading harmful or illegal content, such as viruses or malicious codes.
• Attempting to obtain the Platform’s source code through reverse engineering.
• Attempting to bypass or circumvent any security features.
• Hiding or misrepresenting the true origin of assets and resources.
• Showing abusive or threatening behavior towards Company personnel.
• Facilitating any viruses, trojans, malware, worms or other computer programming routines that attempt to damage or gain unauthorized access to any system, data or information.
• Transactions involving weapons, controlled substances, Ponzi or pyramid schemes, counterfeit products, darknet marketplaces, adult content, or pseudo-pharmaceuticals.

By utilizing the Services, you acknowledge and consent to our data protection practices as detailed in our privacy policy. This includes the collection, use, disclosure, and sharing of your personal data with the Company, Partners, Custodian, service providers, and relevant third parties, as necessary for facilitating your use of the Services. For more detailed information, refer to our privacy policy available on the Platform.

The Company reserves the right to terminate, suspend, or limit your use of its Services at any time, without notice, at its sole discretion. This includes actions like freezing, canceling, or closing your Account and/or Custodian Wallet, refusing or reversing Card Transactions. Such measures may be taken in case of a breach of Terms, unpaid fees, for legal compliance, suspicion of unlawful or Prohibited Activities, or based on internal risk monitoring policies.

Account Inactivity

The Company reserves the right to log off or deactivate accounts that have been inactive for six (6) months or longer. In case of a reactivation, the Company might charge a reactivation fee. An account will be considered dormant after 12 months without transaction activity. The Company will charge a monthly inactivity fee of $1 in the platform’s primary Virtual Assets on dormant accounts, deducted within the first week of each month. No negative balances will be incurred from inactivity fees if there’s no available balance.

Account Suspension or Closure

The Company may, in its sole and absolute discretion, without liability, suspend and/or terminate your Account if the Company reasonably believes that:

• Someone else may be trying to use your Account without your permission;
• The security of your Account has been compromised;
• Any provision in the Terms has been or may have been violated; or
• We must do so in accordance with the law.

If your Account remains suspended or inactive for more than one hundred and eighty (180) days and the Company is unable to contact you, we will close the Account.

Remaining Balance

Withdrawal of the remaining balance from your Account may be subject to additional identification, verification and fraud prevention steps. We reserve the right to require additional information before processing any withdrawal or transfer request, and to extend the deadline for approval or prohibit any withdrawal in certain circumstances, especially when we detect fraudulent or illegal activity. If you are unable to access your account, contact us at support@xbnk.com. Both the Company and Partners reserve the right to retain the funds for a specified period under certain conditions.

Compensation

You are not entitled to any payment, damages or compensation for any suspension or termination of your use of the Services. Such suspension or termination does not absolve you of any accrued liabilities or responsibilities.

Refund

You are eligible for a refund of your Wallet Balance upon terminating your Account. User-initiated termination and refund requests are made through the Platform at any time. To proceed, the Company may request identification for processing and comply with laws. Refunds are subject to conditions to avoid negative balances and may incur fees to cover costs incurred by the Company. The method of refund is at the Company’s discretion (e.g. on-chain transfer, bank transfer or cheque) and limited on time as per law.

Complaint Resolution Process

If you have a dispute with the Company (“Complaint”), you agree to first contact our support team to seek an amicable resolution. This step should precede any arbitration claim or small claims court action. The Company will conduct an initial investigation into the dispute. You are expected to reasonably cooperate by providing necessary information. If it is determined that you owe amounts due to error, fraud, or other reasons, you agree to make the appropriate payment within 45 days. Conversely, if the Company owes you, payment will be made to you within the same timeframe. Should the dispute not be resolved internally within 60 days, both parties agree to proceed with Arbitration as detailed in the applicable section.

Arbitration

For any disputes arising under or related to these Terms or your use of the Services, you, we, or any involved party (collectively, “Parties”) agree to resolve the issue through binding arbitration. The arbitration shall be governed by the Hong Kong International Arbitration Centre (HKIAC) Rules in English, appointing one arbitrator (chosen by HKIAC). The proceedings will occur in Hong Kong unless otherwise agreed. For claims not exceeding US$10,000, arbitration may be document-based unless otherwise requested or deemed necessary.

Except as expressly provided in these Terms, to the fullest extent permitted by law, the Platform and Services provided by the Company are provided on an “as is” and “as available” basis. We disclaim all other representations or warranties, express or implied, including without limitation, any warranties regarding quality, suitability, merchantability, or fitness for a particular purpose.

In no event shall the Company or any of its representatives be liable to you for any losses or damage due to force majeure, events of war or civil unrest, natural disasters, governmental actions; any delay, suspension or failure of the Platform; any rejection of the xbnk Card; your inability to complete any transaction due to system maintenance; use of your device by third parties; loss or theft of your device; or for lost profits, lost revenues, lost business opportunities, exemplary, punitive, special, incidental, indirect or consequential damages.

In any case, the total liability of the Company arising out of or in connection with the provision of any Services under these Terms shall be limited to a maximum of USD 500 as of the date your claim arises. Nothing in these Terms shall operate to limit or exclude any liability for fraud or for death or personal injury resulting from gross negligence and unlawful misconduct.

You agree to indemnify and hold the Company, each of its affiliates, Partners, Custodian and third-party service providers, and each of their respective officers, directors, agents, joint venturers, employees and representatives, harmless from any claim or demand (including attorneys’ fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to (i) your breach of these Terms; (ii) your use of the Platform, the Services, the xbnk Card and/or the Custodian Wallet; (iii) your violation of any rule or regulation, or the rights of any third-party; and (iv) any transactions and/or Instruction resulted from your wilful default, fraud, gross negligence or breach of these Terms.

General Awareness

This segment discusses the inherent risks related to Virtual Assets and using the Services. It is not an exhaustive list, so you should carefully assess whether our Services align with your needs and circumstances.

Legal Considerations

The legal status of Virtual Assets varies significantly across jurisdictions. They might be prohibited or heavily regulated in certain areas, and you are solely responsible for understanding and adhering to any such laws at your own risk and expense. Your use of Virtual Assets through our Services is at your own risk.

Understanding Virtual Assets Risks

The value of Virtual Assets has experienced extreme volatility. There is a possibility they might become valueless in the future. Trading or holding Virtual Assets involves substantial risks, including potential severe losses. You should carefully consider if trading or holding Virtual Assets aligns with your financial situation and risk tolerance.

Funds

In case of failure, bankruptcy or liquidation by us, you won’t be protected by the Consumer Act in your local jurisdiction, thus, there is a risk you won’t recover your money or cryptocurrency paid to us.

Entire Agreement

This agreement, the privacy policy and all disclosures, notices or policies available on the Platform, comprise the entire understanding and agreement between user and Company as to the Services, and supersedes any and all prior discussions, agreements and understandings of any kind. These Terms are concluded in the English language and all communications shall be in English.

Amendments

The Company may change these agreements from time to time at its own discretion. If the Company does, it will notify the User through the Platform or by email. By continuing to use the Services after changes go into effect, the User agrees to be bound by the amendment/revision.

Force Majeure

The Company is not responsible for delays, failures, or service interruptions stemming from causes beyond reasonable control. This includes but is not limited to natural disasters, acts of authority, terrorism, wars, labor disputes, fires, technological breakdowns, or any other events outside our reasonable control.

Assignment

The User may not assign any rights and/or licenses granted under this agreement without the prior written consent of the Company. The Company reserves the right to assign its rights without restriction, including without limitation to any Company’s affiliates or subsidiaries. Any attempted transfer or assignment in violation hereof shall be null and void.

Severability

If any provision of this agreement shall be determined to be invalid or unenforceable under any rule, law, or regulation, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law and the validity or enforceability of any other provision shall not be affected.

Survival

All provisions of this agreement which by their nature extend beyond the expiration or termination of this agreement shall survive the termination or expiration of this agreement.

Third Party Rights

No person other than you and us will have any right under the Terms to enforce or enjoy the benefit of any of the provisions of these Terms.

Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of Hong Kong. The parties agree to submit all disputes arising out of or in connection with these Terms to the exclusive jurisdiction of the courts of Hong Kong.

"Acceptable Tokens"

refers to the specific Virtual Assets that the Company accepts for deposit into the Custodian Wallet. Currently, this includes Tether (USDT), and USD Coin (USDC). The Company reserves the right to update this list at any time.

"Account"

refers to the account registered by the user to have access to the Platform.

"App"

refers to the mobile application software provided by the Company, compatible with Android and Apple iOS devices.

"ATM"

means automated teller machines.

"Card Issuance Services"

means the card issuance services provided by a Partner to the Company, which enable the issuance of the xbnk Card under the relevant Card Network.

"Card Network"

means any international credit, debit and card network that is applicable in respect of your xbnk Card.

"Card Data"

means the primary account number (PAN), expiration date and security code of an xbnk Card.

"Card Transactions"

means each transaction effected by using your xbnk Card or PIN.

"Chargeback"

means a dispute filed by the Company that is sent through the relevant Card Network in accordance with the relevant Card Network Rules relating to a Card Transaction.

"Custodian Wallet"

means the Virtual Assets wallet provided and hosted by the Custodian which allows a user to store the types of Virtual Assets that have been approved by the Company.

"Custodian"

means a Partner designated and appointed by the Company to provide secure wallet services for the holding and management of Virtual Assets.

"Enabled Device"

refers to the mobile communications or other device successfully registered by you for use in connection with the Platform and Services.

"Instructions"

refer to any and all forms of information, communications, directives, or orders associated and initiated by you or your Account, including those related to payments, transfers, or other types of transactions.

"Issuer"

means one of our Partners, the ultimate issuer of the xbnk Card.

"xbnk Card"

refers to a credit card, available as either a virtual or physical card, which is provided to you by us, allowing for transactions and access to credit secured by your deposited virtual assets held by the Custodian.

"Swap"

has the meaning specified in the Crypto Swap Service section of these Terms.

"Virtual Assets"

refer to any digital representation of value that can be digitally traded, transferred or used for payment.

"Wallet Balance"

refers to the total amount of Virtual Assets held in the Custodian Wallet, as may be increased or decreased according to these Terms.