3. Offers and prices

• 3.1
  All offers and free trials on the Website are without obligations. However, all offers and free trials are always subject to these Terms.
• 3.2
  Contingent on your jurisdiction, the prices on the Website can be either inclusive or exclusive of taxes and expenses.
• 3.3
  We reserve the right to adjust the prices subject to the digital market conditions. You agree to any price changes that shall take effect immediately.

  5. Subscription and payment

• 5.1
  You need a Subscription to use the Website and the Software and its range of functionalities.
• 5.2
  Subscriptions are offered on the basis of your selected plan for a fixed amount per month and/or per year.
• 5.3
  Coinrule offers several Subscription plans. Each plan differs in terms of but not limited to, access to trading rules, exchanges, template strategies, learning content and other relevant options.
• 5.4
  The price of the Subscription will be invoiced automatically every month/year. Possible methods of payment are authorized via Stripe, Chargebee and Checkout.com and are displayed on the Website and include, for example, credit cards such as Visa or MasterCard.
• 5.5
  By choosing one of the payment options, you grant your permission for us to initiate a payment or a series of payments on your behalf via Stripe, Chargebee and Checkout.com, which will be marked as a Merchant-Initiated Transaction (MIT) by Stripe, Chargebee and Checkout.com. All your payment details will be confidentially secured. Neither Coinrule nor Stripe, Chargebee or Checkout.com will have access to your financial data.
• 5.6
  A monthly subscription will continue for a month-to-month period, unless User cancels the subscription before the end of the term already paid for.
• 5.7
  An annual subscription will automatically be extended after expiration, unless User cancels the subscription before the end of the term already paid for.
• 5.8
  User can cancel the subscription by the end of the term already paid for. The account of the User will remain active for the period that User has already paid for.
• 5.9
  The Data on the User’s account may be subject to deletion after the cancellation of the Subscription or Trial.

  7. Refund Policy

• 7.1
  If the User paid for a chosen subscription plan and has consequently decided to cancel the plan following provisions of Clause 6 above, Coinrule reserves the right to allow the User to request a refund during a one week (7 days) period after the subscription start date.
• 7.2
  Following the lapse of one week (7 days) after the subscription start date, Coinrule reserves its full discretion to refund requested amounts to subscribers who cancelled their subscription plans in accordance with Clause 6 above and have not requested a refund in accordance with Clause 7.1.
• 7.3
  At all times otherwise, Coinrule reserves the right to retain the payments that Users have paid for the amount of time they have selected.

  9. User licence

• 9.1
  This is the grant of a license, not a transfer of title, meaning you are entitled to temporarily access the Software during the Free Trial, or alternatively, permanently for the duration of having a paid Subscription. Under this license you may not: modify or copy the materials; use the materials for any commercial purpose, or for any public display (commercial or non-commercial); attempt to decompile or reverse engineer any software contained on Coinrule's Website; remove any copyright or other proprietary notations from the materials; or transfer the materials to another person or "mirror" the materials on any other server. Any intellectual property objects within Coinrule including all information, data, products, materials, services, software applications and tools, APIs, design elements, text, images, photographs, illustrations, audio and video contents, artwork and graphics contained therein or otherwise made available to you in connection therewith provided through or used to operate the Software is licensed, not sold, to you by Coinrule.
• 9.2
  This license shall be automatically terminated if you violate any of these restrictions and may be terminated by Coinrule at any time.
• 9.3
  For all content and data, that you create or make available via the Software ("User Content"), you grant Coinrule free of charge a transferable, sublicensable, non-exclusive, irrevocable, worldwide right of use and exploitation and for the maximum term permitted under applicable law and which is unlimited in terms of content, to use this User Content for any purpose including but not limited to amend, edit and translate, as well as to store, reproduce, disseminate, make accessible to the public, send, disclose publicly and non-publicly and otherwise make available the User Content, including, without limitation, all trading strategies that you create, the names of such trading strategies and any settings that you create for such trading strategies.

  11. Limitation of Liability

• 11.1
  In no event shall Coinrule or its suppliers be liable for, including but not limited to, any damages for loss of data, financial losses, business interruption and injury arising out of the use of or the omission to use any materials on the Website, even if Coinrule or a Coinrule authorized representative has been notified orally or in writing of the possibility of such damage.
• 11.2
  To the fullest extent permitted by applicable law, Coinrule and parties collaborating with Coinrule will not be liable to you under any type of liability, whether based in contract, tort, negligence, strict liability, warranty or otherwise - for any indirect, consequential, exemplary, incidental, punitive or special damages or profit losses.
• 11.3
  Clause 11 is universally applicable to all Users, regardless of geographical position or jurisdiction.

  13. Links

• Coinrule reserves the right to not fully review all of the sites linked to its Website and is not responsible for the contents of any linked site. The legitimacy and reliability of the data provided by the Websites referred to on Coinrule’s Website is limited to the obligations to those Websites’ operators.

  15. Trademarks

• COINRULE.com and our logos, product service names, slogans and the Software are trademarks of Coinrule and may not be copied, imitated or used, in whole or in part, without our prior written authorization. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Services are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.

  17. Restricted Locations, Individuals and Entities

• 17.1
  You may not use the Website and the Software if you are located in, or are a citizen or a resident, of any state, county, territory or other jurisdiction that is embargoed by the United Kingdom, United States of America or the European Union, if you are an individual, an entity or a group listed on the United Nations Security Council Consolidated List, or where your use of the Website and the Software would be illegal or otherwise violate any applicable law.
• 17.2
  You represent and warrant that you are not a citizen or a resident of a jurisdiction which is considered a restricted jurisdiction by EU Regulations or the laws of the United Kingdom or the United States of America, and that you will not use any Services while located in any such jurisdiction.
• 17.3
  Coinrule may implement controls to restrict access to the Website and the Software from any jurisdiction prohibited pursuant to this Section 15. You will comply with this Section, even if Coinrule’s methods to restrict use of the Website and the Software are not effective or can be bypassed.

  19. Decentralised Finance Integration

Introduction

To access Coinrule’s Decentralised Finance (DeFi) integration, you must use a non-custodial wallet software, which allows you to interact with public blockchains, roll-ups and other similar products such as Ethereum, Arbitrum, Optimism and others. Your relationship with that non-custodial wallet provider is governed by the applicable terms of service of that third party, not by this Agreement. Wallets are not operated by, maintained by, or affiliated with us, and we do not have custody or control over the contents of your wallet and have no ability to retrieve or transfer its contents. By connecting your wallet to our platform, you agree to be bound by this Agreement and all of the terms incorporated herein by reference.

We have started by integrating Uniswap and we will add similar integrations in the future. The Uniswap Interface provides access to a decentralised protocol on various public blockchains, including but not limited to Ethereum, that allow users to trade certain compatible digital assets.

• 19.1
  Security of Smart Contracts. You agree and understand that our Smart Contracts have not been fully audited. All possible measures have been undertaken to ensure security of smart contracts. However, you expressly agree that you assume all responsibility while trading with smart contracts and Coinrule will not be held liable for any issues arising from and related to smart contracts.
• 19.2
  Connecting Your Wallet. In order to use the Interface and access certain features of the Services you may need a Wallet that is supported by or compatible with our Services. You cannot create a Wallet using our Services.
• 19.3
  Third-Party Accounts. In order to access certain features of the platform, you may be required to use certain Third-Party Accounts in connection with the Services.

  Non-Solicitation; No Investment Advice

  You agree and understand that:

• (a) all trades you submit through the Interface are considered unsolicited, which means that they are solely initiated by you;
• (b) you have not received any investment advice from us in connection with any trades, including those you place via our API; and
• (c) we do not conduct a suitability review of any trades you submit.

We may provide information about tokens on our Platform, sourced from third-party data partners. We may also provide warning labels for certain tokens. The provision of informational materials does not make trades in those tokens solicited; we are not attempting to induce you to make any purchase as a result of information provided. All such information provided by the platform is for informational purposes only and should not be construed as investment advice or a recommendation that a particular token is a safe or sound investment. By providing token information for your convenience, we do not make any investment recommendations to you on the merits of any transaction or opportunity. You alone are responsible for determining whether any investment, investment strategy or related transaction is appropriate for you based on your personal investment objectives, financial circumstances, and risk tolerance.

Non-Custodial and No Fiduciary Duties

The DeFi integration on our platform is a purely non-custodial application, meaning we do not ever have custody, possession, or control of your digital assets at any time. It further means you are solely responsible for the custody of the cryptographic private keys to the digital asset wallets you hold and you should never share your wallet credentials or seed phrase with anyone. We accept no responsibility for, or liability to you, in connection with your use of a wallet and make no representations or warranties regarding how the integration will operate with any specific wallet. Likewise, you are solely responsible for any associated wallet and we are not liable for any acts or omissions by you in connection with or as a result of your wallet being compromised.

This Agreement is not intended to, and does not, create or impose any fiduciary duties on us. To the fullest extent permitted by law, you acknowledge and agree that we owe no fiduciary duties or liabilities to you or any other party, and that to the extent any such duties or liabilities may exist at law or in equity, those duties and liabilities are hereby irrevocably disclaimed, waived, and eliminated. You further agree that the only duties and obligations that we owe you are those set out expressly in this Agreement.

Jurisdiction, Compliance and Tax Obligations

The Integration may not be available or appropriate for use in your jurisdiction. By accessing or using the Interface, you agree that you are solely and entirely responsible for compliance with all laws and regulations that may apply to you. Specifically, your use of the platform may result in various tax consequences, such as income or capital gains tax, value-added tax, goods and services tax, or sales tax in certain jurisdictions.

It is your responsibility to determine whether taxes apply to any transactions you initiate or receive and, if so, to report and/or remit the correct tax to the appropriate tax authority.

Sanctioned Countries/Jurisdiction

The Interface can be accessed from Countries around the world and may contain references to services that are barred or not available in your country. These references do not imply that Coinrule intends to permit use of the Integration in your country. Coinrule makes no representations that the Integration is appropriate or available for use in all Countries. Those who access or use the Integration from other countries do so at their own volition and are responsible for compliance with local law.

Furthermore, you represent that you are not a person barred from using the Integration under the laws of your Country, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur during your use of the Integration. You agree that you shall monitor your use of the Integration to restrict use by minors (under 18 years of age) and you will accept full responsibility for any unauthorised use of the Integration by minors.

You further represent that you are not:

• (a) the subject of economic or trade sanctions administered or enforced by any governmental authority or otherwise designated on any list of prohibited or restricted parties including but not limited to the list maintained by the Office of Foreign Assets Control (OFAC) of the U.S. Department of the Treasury and the list maintained under the Sanctions and Anti-Money Laundering Act 2018 (the Sanctions Act) by the United Kingdom’s HM Treasury Office of Financial Sanctions Implementation (OFSI);
• (b) a citizen, resident, or organised in a jurisdiction or territory that is the subject to comprehensive country-wide, territory-wide, or regional economic sanctions by the United Kingdom, United States or the United Nations.
• Finally, you represent that your access and use of any of our Services will fully comply with all applicable laws and regulations, and that you will not access or use any of our Services to conduct, promote, or otherwise facilitate any illegal activity.

Assumption of Risk

By accessing and using the Integration, you represent that you are financially and technically sophisticated enough to understand the inherent risks associated with using cryptographic and blockchain-based systems, and that you have a working knowledge of the usage and intricacies of digital assets, stablecoins, and other digital tokens.

In particular, you understand that the markets for these digital assets are nascent and highly volatile due to risk factors including but not limited to adoption, speculation, technology, security, and regulation. You understand that anyone can create a token, including fake versions of existing tokens and tokens that falsely claim to represent projects, and acknowledge and accept the risk that you may mistakenly trade those or other tokens. Stablecoins may not be as stable as they purport to be, may not be fully or adequately collateralized, and may be subject to panics and runs.

In order to be successfully completed, any transaction involving Digital Assets initiated by or sent to your Wallet must be confirmed by and recorded on the blockchain supporting such Digital Asset. Coinrule has no control over any blockchain and therefore cannot and does not ensure that any transaction details that you submit or receive via our platform will be validated by or confirmed on the relevant blockchain and does not have the ability to facilitate any cancellation or modification requests.

You accept and acknowledge that you take full responsibility for all activities that you effect through your Wallet and accept all risks of loss, including loss as a result of any authorised or unauthorised access to your Wallet, to the maximum extent permitted by law. You further accept and acknowledge that:

• (a) You have the necessary technical expertise and ability to review and evaluate the security, integrity and operation of your Wallet;
• (b) You have the knowledge, experience, understanding, professional advice and information to make your own evaluation of the merits, risks and applicable compliance requirements under applicable laws of any use of your Wallet;
• (c) You know, understand and accept the risks associated with your Wallet; and
• (d) You accept the risks associated with blockchain technology generally, and are responsible for conducting your own independent analysis of the risks specific to any Digital Assets you purchase or sell. You further agree that Coinrule will have no responsibility or liability for such risks.

Furthermore, you understand that smart contract transactions automatically execute and settle, and that blockchain-based transactions are irreversible when confirmed. You acknowledge and accept that the cost and speed of transacting with cryptographic and blockchain-based systems are variable and may increase or decrease dramatically at any time.

Smart Contract Risk: You acknowledge and accept that there are integrated Smart Contracts, such as, Coinrule Smart Contracts, Uniswap Smart Contracts and other DeFi integrations in the future which will have their own Smart Contracts. These Smart Contracts may or may not be audited and may contain vulnerabilities. You understand and accept that Coinrule makes no guarantee as to the review and assessment of third-party smart contracts. Accordingly, you understand and agree to take adequate steps to assess all risks associated with the security of Smart Contracts and assume full responsibility for all of the risks associated with the security of a Smart Contract.

Coinrule makes no guarantee as to the functionality of any blockchain’s decentralised governance, which could, among other things, lead to delays, conflicts of interest, or operational decisions that are unfavourable to certain owners of certain Digital Assets.

You acknowledge and accept that the protocols governing the operation of a blockchain may be subject to sudden changes in operating rules by third parties such as Uniswap which may materially alter the blockchain and affect the value and function of Digital Assets supported by that blockchain. Coinrule makes no guarantee or warranties and will not be held liable as to any changes in operating rules made by a third-party such as Uniswap. By using the Integration, you agree to be bound by any changes in operating rules made by the third-party such as Uniswap.

Coinrule makes no guarantee as to the security of any blockchain. Coinrule is not liable for any hacks, double spending, stolen Digital Assets, or any other attacks on a blockchain.

Execution Risk: Orders set on Coinrule are executed on third-parties such as Uniswap. Coinrule is not a trading platform and does not store or trade directly on the Blockchain. We have no control over the Blockchain and cannot guarantee that your order will be included in a Block on the Blockchain. You acknowledge and accept these risks might affect orders placed on the third-party interface and you may not receive the optimal price points. Any execution failures or other events related to third-parties such as Uniswap ARE ENTIRELY OUTSIDE OF COINRULE’S control. Coinrule does not take any liability for failures related to third-parties. Use of the third-party integration is solely at your own risk. Any financial risks associated with your trading decisions are reserved to you only.

In summary, you acknowledge that we are not responsible for any of these variables or risks, and cannot be held liable for any resulting losses that you experience while accessing or using the Integration. Accordingly, you understand and agree to assume full responsibility for all of the risks of accessing and using the integration.

Additional Rights

We reserve the following rights, which do not constitute obligations of ours:

• (a) with or without notice to you, to modify, substitute, eliminate or add to the Integration;
• (b) to review, modify, filter, disable, delete and remove any and all content and information from the Interface; and
• (c) to cooperate with any law enforcement, court or government investigation or order or third party requesting or directing that we disclose information or content or information that you provide.

Release of Claims

You expressly agree that you assume all risks in connection with your access and use of the integration. You further expressly waive and release us from any and all liability, claims, causes of action, or damages arising from or in any way relating to your use of the integration.