Exchange Terms of Service
Exchange Terms of Service
1. Scope of these Terms
1.1 These Terms are made between you (hereinafter referred to as “you” or “your”) and Bullish (GI) Limited (“Bullish”, “we”, “us” or “our”). If you are acting on behalf of a body corporate, references to “you” shall include both you and such body corporate.
1.2 Except as otherwise stated, these (i) Terms (as amended from time to time), together with the (ii) Risk Warnings, (iii) Fee Schedule, (iv) Margin Service Terms, (v) Liquidity Provider Terms, (vi) Market Rules and (vii) any other documents, policies or terms referenced in these Terms or published on the “Legal” page of the Platform Site from time to time (all of which together, “Policies”) are expressly incorporated into these Terms by reference, shall govern your use of (x) Bullish’s digital currency trading and related services platform (the “Platform”) and (xi) related websites (including the Platform Site), services, mobile applications, software, products, tools, smart contracts, materials and content (collectively, referred to as the “Services”).
1.3 In respect of certain features of the Services, you may be required to accept additional terms and conditions governing the use of such features, which additional terms and conditions shall be incorporated into these Terms by reference.
1.4 By registering an Account with the Platform and/or by accessing and using the Services, you confirm that you have read and accept these Terms in their entirety and agree to be bound by them. If you do not agree with any clauses set out in these Terms, you must not register an Account or otherwise access or use the Services. Agreeing to these Terms alone does not entitle you to register an Account or allow you access to the Platform to trade digital currencies.
2. Definitions and Interpretation
Capitalised words used in these Terms are defined, and shall have the meaning given to them, in these Terms, including the Appendix. The definitions and rules of interpretation set out in the Appendix shall apply in these Terms.
3. About Bullish
3.1 Bullish is registered in Gibraltar under company number 119714, with its registered office at Suite 23, Portland House, Glacis Road, Gibraltar.
3.2 Bullish is licensed as a “DLT Provider” and is authorised to operate the Platform by the Gibraltar Financial Services Commission under the Financial Services Act 2019.
3.3 Please note that, although by accepting these Terms you are entering into an agreement with Bullish, our affiliates, agents, third party service providers and sub custodians may provide services to you on our behalf or to us that are ancillary to or incidental to the Services.
4. About the Platform
4.1 The Platform is the digital currency trading and related services platform operated by Bullish. Account holders may access and use the Platform to buy, sell and hold digital currencies that are approved for trading by the Platform from time to time.
4.2 The Platform is accessible through the web or mobile platform interface or approved API connection for the Platform.
4.3 We reserve the right to determine which fiat and/or digital currencies:
(a) will be made available to users for trading or other purposes on the Platform generally from time to time; and/or
(b) will be made available specifically to you for trading or other purposes on the Platform from time to time.
We may discontinue support for or the availability of any particular fiat and/or digital currency at any time. Unless we are of the view that we are prohibited from doing so under Applicable Law, we will use reasonable endeavours to give prior Notice of any decision to discontinue support for or the availability of a particular fiat and/or digital currency before such discontinuance takes effect.
4.4 We make no representation or warranty as to whether any digital currency made available for trading or other purposes on the Platform constitutes a security, financial instrument, derivative, or digital representation of a fiat currency or other assets.
4.5 We do not provide any investment, accounting, tax or legal advice in connection with the Services described in these Terms. Notwithstanding any other provision hereof, you understand and agree that we accept no responsibility for, and shall in no circumstances be liable to you in connection with, your decisions. You agree and understand that under no circumstances will the operation of the Platform and your use of the Platform be deemed to create a relationship that includes the provision of or tendering of investment advice. We may provide information on the price, range and volatility of digital currencies that are available for trading or other purposes on the Platform and events that are relevant to such digital currencies, but this shall not constitute investment advice and should not be relied on. Any decision to purchase, sell or hold digital currencies is solely your decision and we shall not be liable for any loss suffered.
4.6 The following additional features are offered in relation to the Platform:
(a) Trading account service (“Spot Account”) – You may receive Permitted Fiat Currencies (PFC) and Permitted Digital Currencies (PDC) in, and transfer PFCs and PDCs to and from, your Account in accordance with these Terms. The assets in your Account will be recorded in your Spot Account, as provided in these Terms. A Spot Account will be designated for each asset trading pair. Bullish does not hold or obtain any beneficial ownership interest in any PFC or PDC recorded in your Spot Account and such assets shall be segregated from Bullish’s own assets. No interest shall accrue on assets recorded in the Spot Account. You hereby appoint us to act as the custodian of the assets recorded in your Spot Account in accordance with these Terms and we accept such appointment and the obligations, duties, and responsibilities set out in these Terms. You agree that you intend for Bullish to act as bare trustee with respect to the assets recorded in your Spot Account. Bullish shall administer the assets recorded in your Spot Account in accordance with your instructions and these Terms. You understand and accept that we may perform any of our duties, obligations or responsibilities under these Terms, including custody of the assets recorded in your Spot Account, through sub custodians, third party service providers, agents, and affiliates.
(b) Margin trading features (“Margin Services”) – If you wish to use the Margin Services to engage in any margin trading activities, you will be required to read and accept our Margin Service Terms and to meet the relevant eligibility requirements thereunder. The Margin Service Terms are supplemental to these Terms and are incorporated into these Terms by reference. In the event of any conflict or inconsistency between these Terms and the Margin Service Terms, the Margin Service Terms shall prevail.
(c) Provision of liquidity (“Liquidity Services”) – If you are eligible, you may contribute fiat and/or digital currencies by pairs to one of the pools of assets established by Bullish (each a “Liquidity Pool”) for the purposes of: (i) providing liquidity on the Platform in relation to asset pairs that are available for trading from time to time; and (ii) enabling loans to users of the Platform who wish to use the Margin Services to engage in margin trading activities. If you wish to provide Liquidity Services, you will be required to read and accept our Liquidity Provider Terms and to meet the relevant eligibility requirements thereunder. The Liquidity Provider Terms are supplemental to these Terms and are incorporated into these Terms by reference. In the event of any conflict or inconsistency between these Terms and the Liquidity Provider Terms, the Liquidity Provider Terms shall prevail.
4.7 From time to time, we may make features, add-ons, customizations or versions of the Platform or Services available on a special basis, such as making such features, add-ons, customizations or versions available at no charge, with limited or pre-release functionality, or for a limited time to try available functionality, such as alpha, beta, trial or no-charge designated Services (“Special Services”). Special Services may not be covered by support, and we may change a Special Service as well as any restrictions or requirements for continued use of a Special Service or our obligations in providing such Special Service at any time and without notice. We are not obligated to release a Special Service or make an equivalent service generally available. An alpha, beta, experimental or customized service may not be at a level of performance or compatibility of generally available services, may not be fully tested, and may not comply with the security practices for the Services. We may discontinue providing a Special Service any time and without notice. You assume all risk associated with your or your users’ use of Special Services.
5. Risk Disclosures
5.1 Buying, selling, holding and otherwise participating in trading and other activities involving or relating to digital currencies carries significant risk of financial loss. Such risks include those described in our Risk Warnings, which are expressly incorporated into these Terms by reference.
5.2 By accepting these Terms and using the Services you expressly acknowledge, accept and assume all the risks related to the use of the Platform and the Services, including the risks described in these Terms and in the Risk Warnings.
6.1 By registering an Account with Bullish and/or accessing and using the Services, you represent and warrant at the time you register the Account and on an ongoing basis, including each time you access the Account or use any of the Services, that:
6.1.1. if you are a natural person, (i) you are at least 18 years of age, (ii) you have sufficient legal capacity under the laws of any jurisdiction to which you may be subject to enter into an agreement with Bullish on these Terms, (iii) your acceptance of these Terms is valid, binding and enforceable against you, and does not violate the terms of any other agreement or obligation to which you or your assets are subject, (iv) your use of the Services is permitted by Applicable Law, and (v) you are not a citizen or resident of, or located in, the United States or any Prohibited Jurisdiction;
6.1.2. if you are acting on behalf of any legal entity (we refer to any legal entity, regardless of organizational form, as a “corporate body” in these terms), you warrant and represent that (i) you are authorised to act on behalf of such corporate body, (ii) your acceptance of these Terms on behalf of such corporate body is permitted by Applicable Law and does not violate the terms of any other agreement to which the corporate body or its assets are subject, (iii) such corporate body is duly organized and validly existing under the laws of the jurisdiction in which it is organized, (iv) acceptance of these Terms and use of the Services is within the corporate body’s powers, has been duly authorized by all necessary action on the part of the corporate body, and is valid, enforceable, and binding against such corporate body, and (v) such corporate body is not incorporated, established or registered in or under the laws of the United States or a Prohibited Jurisdiction and its controllers, ultimate beneficial owners, executives, management (internal or external), directors, officers and employees are not citizens or residents of, or located in, the United States or any Prohibited Jurisdiction;
6.1.3. you, and (if applicable) the corporate body you are acting on behalf of, are not subject to any sanctions or trade restrictions administered, imposed, or promulgated by any national or supranational governmental authority, including (i) the United States Department of the Treasury, including the Office of Foreign Assets Control, the United States Department of State, and the United States Department of Commerce, including the Bureau of Industry and Security, (ii) the United Kingdom’s Office of Financial Sanctions Implementation, (iii) the European Union, or (iv) the United Nations (collectively, “Sanctions Laws”);
6.1.4. holding or trading digital currencies and accessing and using the Services is not unlawful or prohibited under the laws of any jurisdiction to which you or the corporate body you are acting on behalf of may be subject and if a licence or other authorisation is required for such activity under the laws of such jurisdiction, you or the corporate body you are acting on behalf of has obtained and is maintaining such licence or authorisation;
6.1.5. with respect to any PFC or PDC that you Deposit with Bullish, (i) you have not to your knowledge obtained such PFCs or PDCs from a national or resident of a Prohibited Jurisdiction or any person targeted by Sanctions Laws, and (ii) such PFCs or PDCs are not the direct or indirect proceeds of any criminal or fraudulent activity;
6.1.6. with respect to any PFCs or PDCs for which you request a Withdrawal from your Account, you do not intend to transfer, assign or sell such PFCs or PDCs to a national or resident of a Prohibited Jurisdiction or any person targeted by Sanctions Laws;
6.1.7. you or the corporate body you are acting on behalf of have not previously had an Account suspended or terminated by Bullish;
6.1.8. if you are acting on behalf of others, including in the capacity of asset manager, investment advisor, money transmitter, or Virtual Asset Service Provider (as defined by the Financial Action Task Force), or in any similar capacity or line of business, you are duly licenced to conduct such activities in the jurisdiction(s) that you operate and you are in compliance with all Applicable Law; and
6.1.9. you, and (if applicable) the corporate body you are acting on behalf of, are not insolvent or bankrupt, and you and (if applicable) the corporate body you are acting on behalf of shall ensure that your use of the Services and access to the Platform complies with Applicable Law.
6.2 We may implement measures such as geo-blocking that are designed to prevent access to the Services from certain locations, including Prohibited Jurisdictions. These measures may inadvertently block users who are not in such locations from accessing the Services, but we assume no liability as a result.
6.3 If you are a natural person (acting in your own capacity or on behalf of a corporate body) and you are temporarily present in a Prohibited Jurisdiction, then for so long as you are present in a Prohibited Jurisdiction, you must not use the Services.
6.4 We may change our eligibility criteria at any time, including by introducing additional requirements. If we do so, we shall provide Notice to you before such changes take effect (where possible) and update these Terms in accordance with clause 36 (Variation to these Terms).
6.5 If you no longer meet our eligibility criteria at any time after you create an Account, you must inform us immediately and we may suspend or terminate your Account. This includes where the list of Prohibited Jurisdictions is updated to include your location or the location of the corporate body you are acting on behalf of.
7. Account Registration
7.1 You will need to register an Account to access and use the Platform and some or all of the Services.
7.2 You may register an Account and access and use the Services as an individual or as a corporate body meeting the eligibility requirements set forth in these Terms (including the Policies). If you are using the Services as a corporate body, (a) all references to “you”, “your” or “yourself” in these Terms will include directors, officers, employees, and/or anyone else acting on your behalf; (b) you confirm that the person entering into an agreement with Bullish on your behalf by accepting these Terms is duly authorised to do so, and that you shall immediately give us Notice in the event such person is no longer authorized to act on your behalf; (c) you agree that Bullish and its affiliates, agents, subcontractors and third party service providers may, in good faith, rely on any instructions from a person authorised, or purporting to be authorised, by you to act on your behalf, which will be binding on you, and you agree that we and they will not be liable to you for any loss occurring as a result of them relying, in good faith, on such instructions; and (d) in the event one of your directors, officers, employees or anyone else acting on your behalf violates these Terms, you agree to be liable to Bullish. If you are acting as agent or trustee, you must disclose this to us.
7.3 To register or maintain your Account, you will be required to provide such information and documentation about yourself as we may require or request in order to complete the customer due diligence described in clause 8 (Customer Due Diligence), and you agree to provide such information and documentation. You understand and accept that, unless you successfully complete our customer due diligence process, you shall not be eligible to open or maintain an Account at Bullish or to use the Services.
7.4 In relation to your Account, you agree that you shall: (a) provide complete and accurate information and documentation; (b) immediately update any information and documentation you have provided so that it remains complete and accurate at all times; (c) maintain the security of your Account by protecting it from unauthorised access or use; (d) immediately provide Notice to us if you discover or suspect any unauthorised access or use of your Account or any security breaches related to your Account; and (e) be responsible for all activities that occur on or in relation to your Account, and accept all risks of any authorised or unauthorised access and use of your Account.
7.5 You are responsible for ensuring that all persons who access and/or use the Services through your device or using your Account, are aware of these Terms and that they comply with them. You agree that, if you are an individual, you shall not allow any other person to use your Account, and that if you are a corporate body, you shall not allow any persons who are not authorised to act on your behalf and who have not successfully completed our customer due diligence program to access your account or use the Services.
7.6 You will be bound by, and hereby authorise Bullish, its affiliates, agents, subcontractors, and/or third party service providers to accept and rely on, any instructions, Orders, Transactions, authorisations, Notices, communications and any other actions initiated, made, provided or taken by anyone who has accessed or used your Account, regardless whether such access is authorised, and to take any action we or they deem necessary or advisable in relation thereto.
8. Customer Due Diligence
8.1 Bullish will, upon your registering an Account and on a continuing basis, carry out customer due diligence in order to verify and authenticate your identity and financial status. You agree to provide such information and documentation about yourself as we, and/or any third party service providers who we engage to perform customer due diligence, may require or request from time to time, whether: (a) on registering for an Account; (b) in relation to any suspicious or unusual activity relating to your Account; (c) in connection with any customer monitoring or other periodic compliance reviews that Bullish is required to carry out under Applicable Law or our internal policies; or (d) as a result of changes to any information relating to your Account.
8.2 As part of the Account registration process or at any time thereafter, you understand and accept that you may be redirected to a site maintained by a third party service provider who we have engaged to perform customer due diligence and be requested to submit the requisite information and documentation to our third party service provider. We and our third party service provider may share, transfer or otherwise make available to each other copies of all information and documentation that you have shared with either of us.
8.3 We shall use any information and documentation collected by us and/or our third party service providers to: (a) verify your identity; (b) carry out checks with respect to money laundering, terrorist financing, fraud, financial crimes and other compliance matters; and (c) enable us to comply with Applicable Law and our internal policies.
8.4 You hereby authorise Bullish and our appointed third party service providers to make all necessary inquiries or reporting (including to governmental, regulatory, law enforcement and other agencies around the world) that we or our third party service providers may deem necessary or advisable.
8.5 You hereby confirm and undertake that all information you provide to us and our third party service providers as part of the customer due diligence process or at any time thereafter will be true, accurate and complete.
8.6 You hereby consent for us and our third party service providers to disclose any and all information provided by you as part of the customer due diligence process or at any time thereafter to any governmental, law enforcement, administrative, regulatory or tax authority (with or without prior notice to you).
9. Account Security
9.1 Your Account is personal to you. You understand and agree that you bear sole responsibility for managing and maintaining the security of your Account login credentials. You shall not allow any third party to use your Account. You agree you will never share your Account login details with anyone, and you must keep them safe and secure.
9.2 You understand and agree that you are responsible for monitoring your Account for unauthorized or suspicious activity. If you know or suspect that anyone other than you (or someone authorised on your behalf in accordance with these Terms) has accessed your Account, or you know or suspect that your Account (including login details) has been compromised, you shall immediately provide Notice to us. Following such Notice, and subject to any checks we may conduct to verify the authenticity of your Notice, we may suspend your Account and take any other actions which we believe are necessary or advisable to protect you, us, or other users. You agree to cooperate with us, and we may require you to take other actions, including providing assistance to us with regards to: (a) any investigations that we may carry out; and (b) setting up a new Account.
9.3 If you lose or forget your Account login details or authentication device, you should immediately provide Notice to us. We may require you to prove to our satisfaction that you are who you say you are, and that the Account belongs to you, before we take any action.
9.4 We may not be able to help you regain access to your Account in all circumstances. If that is the case, we may allow you to apply for a new Account. However, in such circumstances you may not be able to transfer anything (including any fiat or digital currencies or records of activities) from your old Account to your new Account. If we can establish that your old Account held any fiat or digital currencies, we will endeavour, to the extent that it is operationally practicable and commercially reasonable, to credit your new Account with such number, amount, or quantity of fiat and digital currencies as may be available from your old Account.
9.5 You acknowledge and agree that we are not liable for any unauthorized access to or use of your Account or for any actions we decide to take in response to such unauthorized access in accordance with this clause 9, and that you assume and shall bear all risk of loss arising therefrom.
9.6 You acknowledge and accept that any information or data associated with your Account or otherwise related to any activity you carry out in connection with your access and use of the Services may become irretrievably lost or corrupted or temporarily unavailable due to a variety of causes, including software failures, Viruses, Vulnerabilities or other harmful materials, protocol changes by third party providers, internet outages, force majeure event or other disasters, scheduled or unscheduled maintenance, or other causes either within or outside our control. You agree that you are solely responsible for backing up and maintaining duplicate copies of any information and data you store or transfer through your Account or otherwise related to your use of the Services.
10. Account Transactions
10.1 You may access and use your Account to initiate and enter into Transactions by submitting Orders.
10.2 You acknowledge and agree that your Account is self-directed by you.
10.3 We reserve the right to restrict the value or number of Transactions that you may request us to carry out from time to time, including by setting minimum and/or maximum limits relating to the size of a Deposit, Trade or Withdrawal.
11. Transaction Fees
11.1 Performing Transactions in relation to the Services is subject to Transaction Fees.
11.2 By placing an Order through the Services, you agree to pay relevant Transaction Fees.
11.3 In connection with each Transaction, you authorise us to deduct the applicable Transaction Fees from the balance of any PFC or PDC standing to your credit in your Account. A Transaction Fee relating to an Order for a Trade will be deducted from your Account when the Order is Filled (as defined in the Market Rules). If you cancel your Order for a Trade in accordance with the Market Rules prior to the Order being Filled, the Transaction Fee for that Trade shall not be deducted from your Account. However, if you attempt to cancel an Order for a Trade after the Order has been Filled, such cancellation shall be ineffective and the Transaction Fee relating to that Trade shall be deducted from your Account.
11.4 Bullish may change Transaction Fees at any time. If we do so, we shall post the updated Fee Schedule on the Platform Site, and you acknowledge and agree that such updated Fee Schedule shall apply to all Transactions performed in relation to the Services after the time of such posting on the Platform Site.
11.5 Transaction Fees payable by you and any payments that may be payable to you do not take into account any taxes, levies, duties or similar governmental assessments of any nature, including, value-added, sales, use or withholding taxes, assessable by any jurisdiction whatsoever (collectively, “Taxes”). You are responsible for paying all Taxes associated with your Account, including all applicable country, federal, state and local Taxes. If we have the legal obligation to pay or collect Taxes for which you are responsible, we will deduct such amount from your Account unless you provide us with a valid tax exemption certificate authorised by the appropriate taxing authority. You also agree that we may set-off such amounts in accordance with clause 38 (Set off). You agree that you shall provide Notice to us if there is any withholding tax obligation or any other legal, financial, tax or other reporting obligation that applies in relation to your Account or any activity that you carry out on the Platform and you will gross up the Transaction Fee amount as if no Taxes were withheld or deducted. To the extent Bullish is required to withhold any sum due to any tax authority from your Account we may do so in whatever currency is available based on a conversion rate determined by us.
12. Funding your Account – Deposits
12.1 To engage in trading and other activity on the Platform using your Account, you will need to fund your Spot Account with either PFC or PDC by making a Deposit. The PFC and PDC that you Deposit (or acquire through Trades) will be held by Bullish for you as custodian and bare trustee, subject to the provisions of these Terms. You understand and accept that (a) we shall determine how, where, and the manner in which the PFC and PDC are held and maintained; (b) Bullish holds the PFC and PDC we receive from or hold for you and other users of the Platform together in segregated omnibus accounts/wallets maintained by Bullish and/or its sub custodians (“Omnibus Accounts”); (c) Bullish will establish hot and cold wallets maintained and operated by Bullish and/or its sub custodians in connection with the Omnibus Accounts and is authorised to move PDC between the hot and cold wallets; (d) back-end infrastructure and related services will be provided by sub custodians and third party service providers; (e) there is a risk of loss arising from the use of Omnibus Accounts and back-end infrastructure and related services provided or maintained by sub custodians and third party service providers in the event of the insolvency, failure, default, breach, hacking, loss, business disruption, fraud, theft, error, negligence, or accident of or by a sub custodian or third party service provider contracted by Bullish to maintain and operate an Omnibus Account, or to provide the back-end infrastructure that we use to hold your assets in an Omnibus Account. Bullish as custodian and bare trustee on your behalf may only have an unsecured claim against the sub custodian or third party service provider in connection with the assets recorded in your Spot Account. While we will use commercially reasonable efforts, as determined by us, to attempt on your behalf to recover the amounts due, there is no assurance such efforts will be successful, or that any recovery will be obtained promptly and in full. You agree that, notwithstanding any other provision hereof, Bullish is not liable or responsible for any losses you may suffer that are caused directly or indirectly by the holding of PFC and PDC with a sub custodian or third party service provider or the use of infrastructure and related services provided by a sub custodian or third party service provider. If you do not wish to accept this risk, you should not register an Account or use or access the Services.
12.2 You acknowledge and agree that Bullish acts as custodian and will hold PFC and PDC on your behalf, as set forth in these Terms. You instruct and authorise us to hold any PFC and PDC on your behalf as bare trustee until we receive further instruction from you to withdraw any withdrawable balance or to carry out any other permitted activity on the Platform through your Account. You remain the beneficial owner of the PFC and PDC that we record in your Account on your behalf and you agree that you will not Encumber any PFC or PDC held in your Account. You understand and agree that any PDC you Deposit in your Account or you acquire through Trades will be treated as fungible with the PDCs of other Bullish users that are also held in an Omnibus Account and are (i) based on the same blockchain network, protocol, and consensus rules and (ii) share the same nomenclature. You understand and agree that your right to withdraw the PDC in your Account are not in respect of the exact same units of PDC that you transferred to us as part of your Deposit, but rather will be in respect of an equal amount of PDC that are based on the same blockchain network, protocol, and consensus rules and share the same nomenclature as the PDC that were the subject of your Deposit. We and/or our sub custodians or third party service providers will manage all associated private keys in relation to the Services. You understand and acknowledge that the bare trust on which we will hold the PFC or PDC in your Account is governed by and subject to these Terms in all respects.
12.3 In respect of any and all PFC or PDC that you Deposit in your Account, you hereby represent and warrant to us now and at the time of any Deposit that: (a) you are the sole legal and beneficial owner of the assets involved in any Deposit you make to Bullish; (b) you have the power to transfer the assets involved in your Deposit free and clear of any Encumbrance, claim or interest of any other person; (c) your Deposit does not consist of any assets that are subject to an ownership dispute with another person; (d) your Deposit does not consist of any assets that are derived from any unlawful sources; and (e) your Deposit does not violate any Applicable Law.
(A) Fiat Currency Deposits
12.4 In order to facilitate Transactions involving fiat currencies, Bullish offers a Spot Account feature that allows you to transfer and receive PFC that are compatible with and supported by the Services from time to time. PFC Deposits shall be recorded in the Spot Account associated with your Account. We may decide to accept Deposits in additional fiat currencies from time to time in which case, we shall update the list of PFCs on the relevant page on the Platform Site accordingly.
12.5 You may make a PFC Deposit by wire transfer or bank transfer of PFC. We may, at our discretion, also allow you to make transfers of other approved fiat transfer currencies, which shall be converted into PFC by the relevant bank processing the Deposit at the rate of exchange applied by such bank prior to crediting the PFC Deposit to your Spot Account. You agree to be responsible for paying all fees incurred in such conversion. We will only accept transfers made from a bank account in your own name. You shall be solely responsible for ensuring the accuracy of the information included in your wire transfer or bank transfer. You understand and acknowledge that your bank may impose wire transfer, bank transfer and other fees, and that you are solely responsible for paying any fees imposed by your bank.
12.6 We will credit your Spot Account after cleared funds are received by Bullish and the necessary customer due diligence has been carried out in accordance with clause 8 (Customer Due Diligence). You understand and accept that we make no guarantee regarding the amount of time it will take to Deposit PFCs to your Account, and that we are not responsible for any delays in settlement times for Deposits of PFCs to your Account, or for Deposits of PFCs which fail to clear or settle. Settlement times may be delayed due to technical issues or a delay or failure on the part of the relevant third party payment service provider or banks.
12.7 You will be responsible for: (a) paying all fees charged by any bank or service provider; and (b) ensuring that any PFC Deposits to your Account are handled in compliance with the requirements of any bank or service provider processing the Deposit and with Applicable Law; and (c) ensuring that there are no errors or omissions in any of the transfer instructions you provide in relation to a fiat currency Deposit.
(B) Digital Currency Deposits
12.8 In order to facilitate Transactions involving PDC, the Platform offers a Spot Account feature that allows you to transfer and receive PDCs that are compatible with and supported by the Services from time to time. PDC Deposits shall be made to the address that we designate on the relevant blockchain network for the purpose of enabling you to conduct Deposits to your Account. We are not obligated to credit any Deposit of PDCs to your Account before we actually receive such PDCs by final settlement to the address designated by us, and before the required number of network confirmations, as determined by us, have occurred on the relevant blockchain.
12.9 You may make a Deposit in PDC. We may accept Deposits in additional digital currencies from time to time and, if we decide to introduce support for any additional digital currencies, we shall update the list of PDCs on the relevant page on the Platform Site accordingly.
12.10 Before making a PDC Deposit, you shall be required to provide us and/or our third party service provider with the digital currency wallet address from which the transfer shall be made, and all supporting documents at our request pursuant to clause 8 (Customer Due Diligence). We and/or our third party service provider may carry out any checks on your digital currency wallet address as we deem necessary to verify that it has not been associated with any unlawful or prohibited activities.
12.11 You shall not make a Deposit in a digital currency other than a PDC, as we will not accept such transfer and you may permanently lose such digital currencies and they may become irrecoverable and irretrievable. We shall not be responsible or liable in any circumstances should you make or attempt to make a digital currency Deposit in a digital currency other than a PDC. You bear all risk of loss to the extent you attempt to Deposit a digital currency (or any other digital asset) that is not a PDC.
12.12 You understand and acknowledge that you are solely responsible for conducting and executing the transfer of PDCs to our designated address. You will be responsible for: (a) paying all processing costs, mining or validation fees, or any other applicable costs or expenses associated with the transfer of digital currencies on the applicable blockchain network in connection with the transfer of PDCs constituting your Deposit; (b) ensuring that you send the correct PDC to our designated address; (c) ensuring that the blockchain network successfully processes, validates, and completes the transfer of your PDCs to our designated address; and (d) ensuring that any PDC Deposits to your Account are handled in compliance with the requirements of any service provider processing the Deposit and with Applicable Law.
12.13 You understand and accept that the transfer of your PDC Deposit may be delayed, rejected, or otherwise not processed due to: (a) your failure to include a sufficient amount of digital currency to cover the Transaction processing costs for its transfer on the applicable blockchain network; (b) blockchain network congestion, outages, bugs, or other problems; (c) your failure to send the correct PDC to our designated address; or (d) other errors or malfunctions in processing your transfer on the applicable blockchain network which are outside of our control. You acknowledge and accept that we make no guarantee regarding the amount of time it will take to Deposit PDCs to your Account, and that we are not responsible for any delays in settlement times for Deposits of PDCs to your Account, or for Deposits of PDCs which fail to settle.
13.1 You may initiate and place the following “Trade Orders” from the relevant Spot Account: (a) Limit Orders; (b) Market Orders; and (c) Stop Limit Orders (as each are further described in the Market Rules).
13.2 When you initiate and place a Trade Order, your relevant Spot Account shall be updated to reflect the open Trade Order and the Trade Order will be matched (subject to any specified limit price that may apply) against: (a) Trade Orders placed by other users; or (b) Trade Orders generated from the relevant Liquidity Pool. You understand and accept that prices offered in Trade Orders generated by the relevant Liquidity Pool are determined without reliance on any external pricing data, reference or source, and that deviations between the prices offered in Trade Orders by the Liquidity Pool compared to the relative valuations or pricing prevailing on other digital asset marketplaces or venues listing the same assets for trading may emerge.
13.3 You acknowledge and agree that Trade Orders will be binding on you with effect from the moment they are submitted to us through the Platform and that Bullish is under no obligation whatsoever to change, withdraw or cancel submitted Trade Orders. If you wish to cancel a Trade Order, you may submit a cancellation request through the Platform. Please note that in no circumstances will we cancel Trade Orders that have been matched either in whole or in part.
13.4 If you have an insufficient amount of PFC and/or PDC in your relevant Spot Account to satisfy a Trade Order and the applicable Transaction Fee, Bullish may cancel the Trade Order or may partially settle the Trade Order based on the PFC and/or PDC available for trading in your Spot Account after deducting any applicable Transaction Fees.
13.5 If your Trade Order is wholly or partially matched (whether or not you have requested a cancellation of the Trade Order), the Services will automatically execute and settle the Trade without prior Notice to you. Upon execution and settlement of a Trade, your Spot Account will be updated to reflect that the Trade Order has been settled or updated to reflect any partial fulfilment of the Trade Order. Trade Orders will remain active until the earlier of: (a) the Trade Order being matched in full; or (b) the Trade Order being cancelled.
13.6 By placing a Trade Order, you acknowledge and agree that after the Trade Order has been matched and the Trade is executed and settled, such Transaction is irreversible and may not be cancelled. You acknowledge and agree that Trade Orders may be settled against: (a) Spot Accounts of other users; (b) Trade Orders originating from Margin Accounts of other users; or (c) the wallet linked to the relevant Liquidity Pool.
13.7 You acknowledge and accept that Bullish does not guarantee the execution of a Trade Order. You understand and agree that execution of Trade Orders may be delayed or unavailable as a result of a lack of liquidity relating to such PFC or PDC (including, a lack of liquidity caused by a suspension, disruption, or termination of the Liquidity Pool in respect of the relevant trading pair), network issues, outages, scheduled or unscheduled downtime, or any interruption to or unavailability of the Services (including due to suspension or termination in accordance with these Terms), or for any other reason, and that we shall bear no responsibility in connection therewith. If you do not wish to accept this risk, you should not use or access the Services.
13.8 In the event we discover an error or malfunction in relation to any Transaction performed through your Account, we reserve the right to correct such error or malfunction, debit or credit your Account accordingly and/or cancel or modify any relevant Transaction. To the extent you have insufficient PFC or PDC to rectify the error or malfunction, you are required to promptly remit to us any shortfall in fiat or digital currencies. Bullish shall be entitled to cancel or modify Trade Orders submitted in error or if we believe we are required to or it would be advisable due to: (a) Applicable Law or our internal policies; or (b) an order or request from any competent regulatory, governmental, tax or law enforcement authority.
14. Withdrawals from your Account
14.1 You may withdraw fiat or digital currencies from your Spot Account, provided that: (a) there is a sufficient amount of PFC or PDC recorded in your Spot Account to process a Withdrawal in the amount stated in your Order requesting a Withdrawal; and (b) your Account is not suspended (whether wholly or partly) nor is there any dispute or claim existing with regards to the ownership of assets in your Account.
14.2 From time to time, Bullish may impose limits on the amount of PFC or PDC that you are able to withdraw from your Spot Account.
14.3 You may only make a PFC Withdrawal to a bank account registered in your name. We reserve the right to reject and refuse any fiat currency Withdrawal to a bank account registered in the name of a third party.
14.4 If a PFC Withdrawal is made to a bank account designated in a fiat currency other than a PFC, the relevant PFC shall be converted at the rate of exchange applied by the relevant third party payment service provider and/or bank(s) processing the Withdrawal and you agree to be responsible for any fees associated with such exchange.
14.5 A digital currency Withdrawal may only be made to a Permitted Digital Currency Wallet. You will be required to provide us with the Permitted Digital Currency Wallet address in the relevant Order requesting a Withdrawal.
14.6 If in any Order requesting a Withdrawal, you provide us with a digital currency wallet address that does not relate to a Permitted Digital Currency Wallet, you acknowledge and accept that this may result in a permanent loss of the PDCs which are the subject of the Order and Bullish shall not be responsible or liable to you for any losses or damages which you suffer in such circumstances.
14.7 You acknowledge and accept that we and/or our third party service provider may request any further information or documentation, or carry out checks on your Permitted Digital Currency Wallet address, as required pursuant to clause 8 (Customer Due Diligence), to verify to our satisfaction that it is owned by you and has not been associated with any unlawful or prohibited activities or parties.
14.8 You are solely responsible for ensuring the accuracy of the information included in any Order requesting a Withdrawal relating to PFC or PDC. You acknowledge and accept that Bullish will not be able to reverse any Withdrawals after they have been processed and will not be responsible or liable to you if you have instructed us to send: (a) PFC to a bank account, the details of which have been inaccurately provided; or (b) PDC to a digital currency wallet address that is incorrect, improperly formatted or erroneous in any way.
14.9 You will be responsible for: (a) paying all fees charged in connection with your Withdrawal by any bank or service provider; (b) paying any Transaction Fees charged by Bullish for Withdrawals pursuant to the Fee Schedule; (c) paying all Transaction processing costs (such as miner or validation fees) associated with the transfer of PDC on the applicable blockchain network pursuant to a PDC Withdrawal; and (d) ensuring that there are no errors or omissions in any of the transfer instructions you provide in relation to a Withdrawal; and (e) ensuring that any Withdrawal is handled in compliance with the requirements of any bank or service provider processing the Withdrawal and with Applicable Law.
14.10 You authorise us to deduct any Transaction Fees from the amount that you have requested to withdraw, which will result in you receiving such amount of PFC or PDC specified in the Order requesting a Withdrawal, less the applicable Transaction Fees.
14.11 Bullish reserves the right to reject or refuse an Order requesting a Withdrawal if we have reason to believe that you have failed to comply with any of the requirements set out in these Terms. We do not guarantee your ability to complete Withdrawals in full or at all, and your Withdrawals may be delayed or unavailable from time to time: (a) due to technical issues (including blockchain network congestion, outages, bugs or any other errors or malfunctions in processing your transfer on any applicable block chain network which are outside of our control); (b) as a result of any suspension, termination, interruption to or unavailability of some or all of the Services in accordance with these Terms; (c) where we are prevented from completing a Withdrawal based on our understanding of Applicable Law, pursuant to an order or request from any regulatory, governmental or law enforcement authority (including where such authorities request or require us to remit to such authorities PFC or PDC held in your Account); or (d) to investigate any fraud or unlawful activity relating to your Account. We make no guarantee regarding the amount of time it will take to complete a Withdrawal of PFCs or PDCs from your Account, and we are not responsible for any delays in settlement times for Withdrawals of PFCs or PDCs from your Account. If you do not wish to accept these risks, you should not use or access the Services.
15. Account Behaviour
You hereby agree that you are fully responsible and liable for all actions taken by you or by means of your Account (including where third parties obtain access to your Account). This means you are liable for: (a) all instructions, Orders, Transactions, authorisations, notices, communications and any other actions initiated, made, provided or taken by anyone in relation to PFC or PDC from or by means of your Account; (b) any costs, indebtedness or other liabilities incurred by means of your Account, and (c) all other activities conducted through your Account.
16. Prohibited use of the Services
You represent, warrant, and agree that you shall not: (a) commit any act or omission that would or may cause you or us to violate or threaten to violate any Applicable Law, or access and/or use the Services in a manner that would be contrary to any Applicable Law, or the Services (which may be different from country to country); (b) access and/or use the Services in a way that is contrary to these Terms, or could interfere, disrupt, negatively impact or inhibit other users from accessing and/or using the Services, or that could damage, negatively impact, overburden, or place an unreasonably or disproportionately large load on our infrastructure, systems, or the Services, or inhibit the availability, operation and/or functioning of the Services in any manner; (c) gain access to or use or attempt to gain access to or use another user’s Account or information, or permit any person other than you to access your Account; (d) register an Account or use the Services if you do not meet the requirements under clause 6 (Eligibility); (e) attempt to circumvent any features, functionality or security measures that we employ in or are otherwise related to the Services, including by using technologies which obscure your Internet Protocol address like virtual private networks that prevent us determining the place from which you are accessing and using the Services; (f) gain unauthorized access to the Services or to any server, computer, network or database (including the underlying blockchain and smart contract technologies) on which the Services are stored or rely on to operate, or detrimentally interfere with, intercept, or expropriate any system, data, or information that we use; (g) introduce any Viruses, Vulnerabilities or other malicious, harmful or destructive content to the Services or to another user’s Account; (h) introduce smart contracts, programs, executable code or other changes into the Services or to any of the technology systems supporting the availability, operation and functioning of the Services; (i) use any robot, spider, crawler, scraper, or other automated means or interface not provided by Bullish to access and use the Services or to extract data; (j) develop any third party application that interacts with the Services without our prior written consent; (k) provide false, inaccurate, or misleading information or documentation; (l) post content or communications that are libellous, defamatory, profane, obscene, pornographic, sexually explicit, indecent, lewd, vulgar, suggestive, harassing, hateful, threatening, offensive, discriminatory, bigoted, abusive, inflammatory, fraudulent, deceptive or otherwise objectionable as determined by us; (m) send automated or machine-generated queries or other content with the exception of an approved API connection to the Platform; (n) copy, distribute, modify or create derivative works of the Services or any content published on the Services; (o) publicly identify any security concerns relating to the Services (unless expressly permitted by us pursuant to any bug bounty or similar programs established by us from time to time) and you should immediately provide Notice to us if you suspect any security weaknesses or Vulnerabilities; (p) collect, harvest or otherwise use or obtain personal information of other users without their consent; (q) use the Services to pay for, engage in, support or otherwise facilitate, fraud, money-laundering, terrorist activities, or any other illegal or criminal activities; or (r) attempt to do any of the foregoing or encourage or induce anyone else to engage in any prohibited uses of the Services as described in this clause.
17. Abusive Trading Techniques
17.1 You represent, warrant, and agree that you shall not, whether directly or indirectly, engage in any activity that is designed or might reasonably be expected to cause or result in a destabilisation or manipulation of the market price or trading volumes relating to a digital currency.
17.2 If at any time, Bullish becomes aware or has reasons to suspect that you have engaged or are attempting to engage in any abusive trading techniques, Bullish reserves the right to: (a) refuse to act upon or to cancel any Trade Order(s) submitted by you or any person we suspect may be colluding with you; (b) to suspend or terminate your Account; (c) carry out an investigation into the relevant activity; and/or (d) notify relevant third parties, including any regulatory, governmental or law enforcement authority.
18. Termination or Suspension
18.1 You may terminate your agreement with Bullish on these Terms and close your Account at any time, provided that: (a) you have paid all Transaction Fees and Margin Fees (as defined in the Margin Service Terms) and settled any other indebtedness or other sums you owe to Bullish in full, including any Debts (as defined in the Margin Service Terms); (b) you have no open or pending Orders or Trades, no open Margin Trades or Loans (as defined in the Margin Service Terms) and any right you may have to a withdrawal of any Contribution you may have made pursuant to the Liquidity Provider Terms has terminated in accordance with the Liquidity Provider Terms; and (c) you give us Notice of termination. You understand and acknowledge that, to the extent applicable to you, (i) the termination of your use of the Margin Services, including any outstanding Loans or Margin Trades, shall be subject to the Margin Service Terms, and (ii) the termination of your use of the Liquidity Services, including the termination of your status as a Liquidity Provider, shall be subject to the Liquidity Provider Terms.
18.2 Bullish reserves the right to suspend or terminate your Account. Subject to clause 18.3, if we decide to suspend or terminate your Account, we will give you 7 days’ prior Notice.
18.3 Notwithstanding clause 18.2, Bullish shall be entitled to immediately suspend or terminate your Account if: (a) we consider that you have violated any of these Terms (including the Policies), including where any of your representations or warranties under these Terms were incorrect or untrue when made, or are, or have become, incorrect or untrue; (b) we consider that you have provided any incorrect, incomplete or misleading information to us, including in connection with any customer due diligence that we carry out from time to time pursuant to clause 8 (Customer Due Diligence); (c) clause 18.4 applies; (d) we receive a request or order from a regulatory, governmental, tax or law enforcement authority in respect of you or the assets in your Account; (e) we determine that your location, nationality or residency or the location, jurisdiction of organization, or residency of the corporate body for which you act (or such corporate body’s directors, controllers, officers, ultimate beneficial owners, and employees) is the United States, a Prohibited Jurisdiction or otherwise not eligible for the Services; (f) we believe that your continued access and/or use of, or your past activity in relation to, the Platform or the Services may violate, or threatens to violate, Applicable Law; (g) we believe that such action is necessary or advisable to protect you, us, or other users; or (h) we believe that there is unauthorized or suspicious activity in relation to your Account. In some cases, an immediate suspension or termination of your Account may result in the debit of assets from your Account and/or the transfer of PFC or PDC back to the original transferee account(s).
18.4 Notwithstanding clause 18.1, if Bullish receives notice or has reason to suspect that any PFC and/or PDC held in your Account are Encumbered, the subject of an ownership dispute with another person, stolen or otherwise were not lawfully possessed by you or directly or indirectly linked to an illegitimate source, we may, but are under no obligation to, suspend or terminate your Account in accordance with clause 18.3, and/or place an administrative hold on the PFC and/or PDC. If Bullish imposes an administrative hold on some or all of your fiat or digital currencies and suspends your Account, Bullish may continue such hold until the matter is resolved and evidence of the resolution has been provided to Bullish in a form satisfactory to us. You understand and accept that Bullish will not involve itself in any such matters or the resolution of such matters, and you agree that you have the sole responsibility of resolving such matters and providing evidence of such resolution to our satisfaction. You agree that Bullish will have no liability or responsibility for any such hold, or for your inability to perform Transactions or for any losses incurred as a result of or while such hold remains in effect.
18.5 You acknowledge and agree that, in respect of any of our Services, we may at any time (i) with or without prior Notice to you, suspend any such Services for any length of time, in whole or in part, in any jurisdiction or in all jurisdictions, or (ii) with prior Notice to you, terminate any such Services, in whole or in part, in any jurisdiction or in all jurisdictions.
19. Consequences of Suspension or Termination
19.1 You acknowledge and accept that, if your Account is terminated or suspended, any Trade Orders that you have placed but which remain unsatisfied (whether wholly or partially) may be immediately cancelled. You understand and acknowledge that, to the extent applicable to you, (i) the termination or suspension of your use of the Margin Services, including any outstanding Loans or Margin Trades, shall be subject to the Margin Service Terms, and (ii) the suspension or termination of your use of the Liquidity Services, including withdrawal of your Contribution and termination of your status as a Liquidity Provider, shall be subject to the Liquidity Provider Terms.
19.2 In the event of the termination of your Account, any outstanding Transaction Fees and all other indebtedness and other sums you owe in connection with your Account shall become immediately due and payable. In the event of the termination of any Service, any outstanding Transaction Fees and all other indebtedness and other sums you owe in respect of that Service shall become immediately due and payable.
19.3 On suspension of your Account, or on the suspension of any Service, you will be unable to access your Account or the Service that has been suspended. You acknowledge and accept that your obligations under these Terms shall continue in force during the period of such suspension. Following the end of such suspension, upon the restoration of your Account or the resumption of the relevant Service, the process, manner, and timing of which shall be determined by us, you understand and accept that market conditions and prices may differ significantly from the market conditions and prices prior to such suspension. You agree that we are not liable or responsible to you for any loss or damage to you as a result of a suspension of your Account or any Service, or for any consequences resulting therefrom. If you do not wish to accept this risk, you should not register an Account or access or use the Services.
19.4 Subject to clause 19.5 and following the settlement of any outstanding Transaction Fees and other indebtedness to Bullish, any remaining PFC or PDC held in your Account may be withdrawn in accordance with the procedure described in clause 14 (Withdrawals from your Account). If your Account has remained dormant for a period of 6 years from the date of our receipt of your last Order, you authorise us to: (a) treat any PFCs or PDCs therein to be unclaimed assets; and (b) dispose of such assets in accordance with our internal policies and procedures.
19.5 You acknowledge and accept that there may be circumstances where we are unable to conduct a Withdrawal in full of fiat or digital currencies held in your Account on termination, including the circumstances described in clause 14.11 (Withdrawals from your Account).
19.6 On termination of your Account, your agreement with Bullish pursuant to these Terms shall terminate and you shall no longer be entitled to access and/or use the Services. However, any clauses set out in these Terms which are intended to survive termination (whether expressly or by implication), shall remain in full force and effect.
20.1 You shall keep Confidential Information confidential and you shall: (a) not use Confidential Information for a purpose other than the performance of your obligations under these Terms or to comply with Applicable Law; (b) not disclose Confidential Information in whole or in part to any third party, except as permitted by clause 20.2; and (c) use best endeavours to prevent Confidential Information from being disclosed or used by a third party.
20.2 Subject to clause 20.3, you may disclose Confidential Information: (a) with our prior written consent; (b) as required by Applicable Law or pursuant to an order made by any governmental, regulatory or law enforcement authority; (c) if you are a corporate body, to any of your directors, officers and employees (each a “Recipient“) to the extent that disclosure is necessary for the purposes of exercising your rights or performing your obligations under these Terms. You shall ensure that the Recipient at all times complies with the confidentiality provisions contained in this clause 20.
20.3 To the extent you are legally permitted to do so, you shall give Bullish as much notice as possible of any disclosure of Confidential Information made or to be made pursuant to clause 20.2(b) above and, where notice of disclosure is not prohibited by Applicable Law and is given in accordance with this clause 20.3, you agree to take into account Bullish’s reasonable requests in relation to the content of such disclosure.
20.4 Clauses 20.1 and 20.2 do not apply to Confidential Information which: (a) is publicly known on the date that you register an Account and accept these Terms, or at any time thereafter (other than as a result of a breach by you or a Recipient of this clause 20); or (b) can be shown by you to our satisfaction to have been known by you before our disclosure to you.
20.5 In the event that you become aware of any unauthorised disclosure or use of any Confidential Information contrary to this clause 20, you shall immediately provide Notice to us and provide all assistance and cooperation as we may reasonably require or request to remedy such breach.
21. Data Protection and Privacy
In connection with the Account registration process and your continued access and use of the Services, Bullish may collect certain personal information about you. Please read our Privacy Notice and Cookie Notice as they describe how we collect, process, use and share your personal information.
22. Intellectual Property
22.1 Except for any User Content provided by you (excluding Feedback and market and other data based on or derived from the activity by you and/or Bullish on the Platform or arising out of in connection with your use of the Services), all IP Rights in or arising out of or in connection with the Services shall be owned by Bullish, its affiliates or group companies and/or our licensors.
22.2 Bullish grants you a limited, non-exclusive, non-sublicensable, non-transferable, royalty-free licence to access and use the Services for lawful purposes in accordance with these Terms, however you may not use or reproduce our trade or service marks without our prior written consent.
22.3 You may not sell, re-sell, transfer, distribute, copy, share, reverse engineer, modify or create derivative works of our IP Rights in any way or by any means. You may not use any name, mark, logo or domain name that is in any way similar to Bullish’s marks, logos and domain names. You must refrain from any action or omission that may dilute, damage or interfere with our goodwill and/or IP Rights.
22.4 The licence granted under this clause 22 shall automatically cease and be revoked if your Account or use of the Services is suspended or terminated.
22.5 You acknowledge and agree that we may sell, re-sell, transfer, distribute, copy, share, modify or create derivative works of our IP Rights in any way or by any means.
You may submit feedback in the form of questions, comments, suggestions, ideas, original or creative materials or other information about Bullish or the Services (“Feedback”) and if you do so, you acknowledge and accept that such Feedback is provided of your own accord and not based on any request or solicitation from Bullish. We reserve the right to use Feedback for any purpose, at any time and without compensation to you. Do not send us Feedback if you expect to be paid or want to continue to own or claim any rights to your Feedback. If you decide to send us Feedback, you acknowledge and accept that we make no assurances your Feedback will be treated as confidential or proprietary.
24. Third Party Content
24.1 For your convenience, we may display third party content, market data, advertisements, links, promotions, logos and other materials in connection with your access to and/or use of the Services. Bullish does not approve of, control, endorse or sponsor any third parties or their content and makes no representations or warranties of any kind regarding such third party content. Your use of or interaction with any third party content and any third party that provides third-party content are solely between you and such third parties and Bullish shall not be responsible or liable in any circumstances whatsoever for such use or interactions.
24.2 We are not responsible for any of the content on any Third Party Sites that may be linked via your access to and/or use of the Services nor can it be assumed that we have reviewed or approved such Third Party Sites or their content, nor do we warrant that the links to these sites work or are up to date. You click any links and visit any websites at your own risk.
25. Open Source Software
We may make (but are not required to make) all or parts of the source code for the software we develop in relation to the Services available as open source software. If you access or use this software, you agree to be bound by and comply with any licence terms that apply to such open source software. You will not indicate that you are associated with us in connection with your use, modifications or distributions of this open source software.
26.1 The Services are run and operate using technology systems (hardware, software, and databases) selected and maintained by us or our subcontractors and third party providers.
26.2 We may change these technology systems from time to time, including by updating or upgrading them, replacing them with other systems, removing systems, adding new systems and changing the location at which any of these systems are located or hosted. We may also appoint sub-contractors and other third party providers to perform functions in relation to the operation and provision of the Services.
26.3 You are responsible for making all arrangements necessary for you to have access to the Services, including the technology and devices necessary to access and use the Services and for adopting appropriate cybersecurity measures. We may change the web or mobile Platform interface and approved API connection of the Platform from time to time.
26.4 Where you download and install the mobile application made available by us to access and use the Services through the mobile Platform interface, you may be required to accept additional terms applicable to the use of that application. Your ability to continue accessing the Services via such an application will be subject to us continuing to make that application available and you complying with all of the terms governing your use of that application.
27. No Warranty
27.1 The Services are provided “as is” without warranty or condition of any kind, either express or implied.
27.2 Without limiting the foregoing, we make no warranty or representation that: (a) the Services will meet your requirements; (b) the Services will always be available or uninterrupted, timely, secure, not subject to downtime (scheduled or unscheduled) or outages, free of Viruses and Vulnerabilities, or otherwise error or malfunction free; (c) the results that may be obtained from the use of the Services will be effective, accurate or reliable; or (d) any PDC transferred to you in connection with a Withdrawal is free of any Encumbrance and not the subject of a dispute or claim. We expressly disclaim any liability for loss or damage caused by a Virus, Vulnerability or other technologically harmful material that adversely affects your mobile or computer equipment, device, programmes, data or other proprietary material as a result of or otherwise related to your use of the Services or to your downloading of any content or on any Third Party Site linked to it.
27.3 We will use reasonable endeavours to procure that the Services can be accessed by you in accordance with these Terms. However, we may suspend access to and use of the Services in accordance with these Terms. You agree that you accept and shall assume the risks associated with the fact that you may not always be able to access and use the Services or carry out any Transactions through your Account.
27.4 Although we are committed to maintaining the accuracy of any information and content provided through the Services, we cannot and do not warrant that any such information and content shall be accurate, reliable or up-to-date. Bullish shall not be liable for any loss or damage that you may suffer or incur (whether directly or indirectly) from your use of such information and content.
28. Forks of Blockchain Protocol for Digital Currencies
28.1 Bullish does not own or control the underlying software protocols that govern the operation of PDCs. Bullish is not responsible for operation of the underlying protocols and Bullish makes no warranty or guarantee regarding their functionality, security, or availability. The underlying software protocols may be subject to Forks, which could materially affect the value, function, and/or even the name of the PDC in your Account. You understand and accept that we are not responsible for any adverse changes in value, functioning, or other features affecting the PDCs in your Account (or to their underlying blockchain protocols or networks) that are caused by a Fork, and you agree that you bear all risk of loss resulting therefrom.
28.2 Subject to clause 28.3, we will use reasonable endeavours to give you Notice of any upcoming Forks of which we are aware that may affect PDCs on the Platform, together with details about the ongoing support (if any) that we intend to offer for the respective branches of the underlying software protocol and associated digital currencies that emerge from such Fork. We reserve the right to decide whether or not to: (a) support or cease supporting any Fork, including determining which branch of such Fork, if any, to support (or cease supporting); and/or (b) credit your Account with any digital currencies or other entitlements resulting from a Fork. You acknowledge and agree that we have no responsibility to support any Fork (or any particular branch of any Fork, if applicable), and that we have no responsibility to credit your account with any digital currencies or other entitlements resulting from any Fork. Should Bullish decide to support a Fork, we reserve the right to charge additional Transaction Fees for such service in an amount to be determined by us.
28.3 In the event of a Fork, Bullish shall, notwithstanding the foregoing provisions of this clause 28, be entitled to temporarily suspend the Services (in whole or in part), including the availability of the Platform (with or without advance Notice). Bullish may decide whether or not to support (or cease supporting) any Fork and/or the digital currencies resulting therefrom. You acknowledge and agree that Bullish assumes no responsibility or liability whatsoever with respect to any Fork or any digital currencies resulting therefrom.
We are not responsible and will not become involved in any disputes between users of the Services. If you have a dispute with any other user, you release us, our affiliates and our third party service providers, as well as each of our and their respective officers, directors, agents, joint-venturers, employees and representatives, from any and all claims, demands and damages (actual or threatened) of every kind and nature arising out of or in any way connected with such dispute.
30. LIMITATION OF LIABILITY (YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE)
30.1 Except as expressly and specifically provided in these Terms, you assume sole responsibility for results obtained from the use of the Services, and for any conclusions drawn from such use. Neither Bullish nor any of our affiliates and agents shall be liable for any damage or losses caused by errors or omissions in any information, instructions, Orders, agreements, notices, communications or scripts provided by you in connection with the use of the Services, or any actions taken by Bullish at your direction.
30.2 Neither Bullish nor any of our affiliates or agents shall be liable to you for any indirect, special, incidental or consequential loss of any kind (including, but not limited to, loss of revenue, income, business, profits, anticipated savings, depletion of goodwill, pure economic loss, loss or corruption of data or information or any like loss) arising under or otherwise in connection with your access and/or use of the Services or your inability to access and/or use the Services, regardless of the cause of action, whether based in contract, tort (including negligence), breach of statutory duty, restitution or any other legal or equitable basis (even if Bullish has been advised of the possibility of such losses and regardless of whether such losses were foreseeable).
30.3 Without prejudice to the foregoing provisions of this clause 30, neither Bullish nor any of our affiliates or agents shall be responsible or liable to you or any other person in contract, tort (including negligence), breach of statutory duty, restitution or any other equitable or legal basis for any liability arising from: (a) anything caused by you, directly or indirectly, including lost or forgotten login details, incorrectly constructed Transactions, or mistyped addresses, information, content or instructions; (b) server failure or data loss or leakage (howsoever caused); (c) corrupted data or files; (d) unauthorised access; (e) third party activities, including the use of Viruses or exploitation of Vulnerabilities (including phishing, brute forcing or other means of attack); or (f) such other matters in respect of which Bullish’s liability is expressly stated to be excluded in these Terms.
30.4 Notwithstanding any other provision of these Terms, Bullish’s maximum aggregate liability, whether in contract, tort (including negligence), breach of statutory duty, restitution or any other legal or equitable basis, arising under or otherwise in connection with these Terms shall be limited to the greater of: (a) the aggregate amount you paid to us to access or use the Services in the most recent three-month period (if applicable); or (b) USD 50, unless Applicable Law prohibits us from limiting our liability to this extent, in which case our liability shall be limited to the minimum amount that Applicable Law imposes on us.
30.5 Nothing in these Terms shall limit or exclude liability for any matter in respect of which it would be unlawful to limit or exclude liability under Applicable Law.
31. Taxes and Regulatory Standing
31.1 We do not make any representation, warranty or otherwise whether any trading activity you carry out in relation to digital currencies on the Platform or otherwise related to the Services will be subject to any taxation of whatever nature by any authority anywhere in the world. You should obtain independent advice with respect to all tax and other implications concerning digital currencies (including the purchase, sale or storage of digital currencies) and you shall be solely responsible for your own tax affairs.
31.2 Under no circumstances shall we or any of our affiliates be liable to you or any other person whatsoever, for any tax or similar consequences arising from your purchase, sale or storage of digital currencies on the Platform or otherwise related to the Services, or to provide any assistance to you or other persons with respect to the preparation or filing of any statutory or other forms or submissions to any tax or other authority.
31.3 We do not make any representation or warranty of whatever nature regarding any requirement for you to register or obtain any kind of licence or other consent from any governmental, regulatory or tax authority anywhere in the world in connection with your use of the Services or the use of your Account. You should obtain independent advice with respect to your regulatory standing and shall be solely responsible for your own compliance with any regulatory rules that may apply to you or any corporate body on whose behalf you are acting.
You agree to indemnify and keep indemnified Bullish, our affiliates and service providers, and each of our or their respective officers, directors, managers, agents, joint-venturers, employees and representatives (the “Bullish Indemnitees“) on demand against each loss, liability, cost, expense, claim or demand (including legal fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to your use of the Services, your Account, your User Content, your breach of these Terms, the Liquidity Provider Terms, the Margin Service Terms or any Policies, or your violation of any duty, obligation, law, rule or regulation, or the rights of any third party (including each loss, liability and cost incurred as a result of defending or settling a claim alleging such a liability).
33. Force Majeure
Bullish shall not be liable or responsible to you, or be deemed to have defaulted under or breached these Terms, for any failure, delay, error, malfunction, outage, interruption, disruption, downtime, or unavailability in the provision of the Services or the performance of these Terms, if and to the extent the foregoing is caused by or results from or is connected to acts beyond Bullish’s reasonable control, including: (a) acts of God; (b) flood, fire, earthquake, pandemic or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist attacks or acts, or other civil unrest; (d) any Fork or Vulnerability affecting the underlying software protocols governing the operation of any PDC available to you for trading or other purposes on the Platform from time to time; (e) any failure, interruption, loss or malfunction of any computer hardware, software, systems, telecommunications lines, or devices, or any failure, interruption, or loss of utility, data center, or internet provider services, used by us or our sub custodians, third party service providers, agents or affiliates; (f) hacking, cybersecurity attacks, or cybersecurity breaches, intrusions, or thefts affecting us or our sub custodians, third party service providers, agents or affiliates; (g) any laws, statutes, ordinances, rules, regulations, judgments, injunctions, orders and decrees; (h) action by any nation or government, any state or other political subdivision thereof, any entity exercising legislative, judicial or administrative functions of or pertaining to government, including any government authority, agency, department, board, commission or instrumentality, and any court, tribunal or arbitrator(s) of competent jurisdiction; or (i) any other circumstances beyond our reasonable control.
34. No relationship or third party beneficiaries
These Terms do not create any agency, partnership, employment relationship between you and Bullish. These Terms do not confer any third party beneficiary rights, except for the Bullish Indemnitees as stated in clause 39.6.
35.1 You agree and consent to receive all communications, agreements, documents, receipts, notices, and disclosures (collectively, “Notices”) that Bullish provides in connection with these Terms, your Account or any of the Services in electronic form. You agree that Bullish may provide these Notices to you by posting them via the Services (including by publicly posting them on the Platform site), by emailing them to you at the email address you provide in connection with registering your Account, sending them using an application or other messaging service to your Account, and/or by sending an SMS or text message to a mobile phone number that you provide in connection with registering your Account. You understand and agree that you are solely responsible for regularly checking your Account, the Platform Site and other Services, the email account whose address you have provided to us, and any mobile phone number that you have provided to us for any Notices from us. You agree to provide Notice to us immediately whenever the email address or mobile phone number changes. To the extent that Bullish is unable to contact you using the contact information you provide to us during the Account registration process or at any time thereafter, we are under no duty to take affirmative action to find valid contact information for you and Notices will be deemed to be delivered to you when we provide them in accordance with this clause using the contact information you have provided to us. You acknowledge and agree that we shall not be liable or responsible to you in any way if we deliver a Notice to you in accordance with the foregoing.
35.2 If these Terms or the Policies require you to notify or provide Notice to Bullish, you agree that you shall notify or provide Notice at the following email address: [email protected].
36. Variation to these Terms
36.1 We may amend these Terms and/or the Policies from time to time due to changes to the Services, our technology, regulation and/or for any other reason. If we do, we will provide you Notice of such amendments by posting the updated Terms and/or Policies on the Platform Site.
36.2 Except as otherwise stated, any amended Terms and/or Policies will become effective as of the date of posting the updated Terms and/or Policies on the Platform Site and apply prospectively to use of the Services after such amendments become effective, except that amendments addressing new features of the Bullish Services or amendments made for legal reasons will be effective immediately. Your continued access and use of the Bullish Services following the effective date of such amendments will constitute your acceptance of the amended Terms and/or Policies. If you do not agree to any amended Terms and/or Policies, you must cease using the Bullish Services immediately and terminate your Account. Each time you wish to access and/or use the Services, please check the Terms and Policies to ensure you are familiar with the version that applies at that time.
37. Assignment and transfer
37.1 These Terms are personal to you and you may not assign, novate, declare a trust over the benefit of or otherwise transfer them to any other person without our prior written consent. Any attempted or actual assignment, novation or declaration by you in whole or in part, without our prior consent, will be null and void.
37.2 We may assign or transfer any of our rights or obligations under these Terms and any or our IP Rights, including an assignment or transfer to any one of our affiliates, transferees or successors. You also agree that we may at any time assign or transfer the provision of the Services or any part thereof, including any or all market data and other data and User Content.
37.3 If we exercise our rights under clause 37.2 to transfer our rights or obligations under these Terms to any one of our affiliates, transferees and successors, we will give you Notice. By continuing to access and use the Services following such Notice, you shall be deemed to have given your consent to the assignment or transfer. If you are not satisfied with our assignment or transfer, you should stop using the Services immediately.
38. Set off
Bullish may at any time, without notice to you, set off any liability to you against any liability you may have to Bullish (notwithstanding the denomination of such liability, whether either liability is present or future, liquidated or unliquidated, and whether or not either liability arises under these Terms, the Liquidity Provider Terms and/or the Margin Service Terms). We may exercise our set-off rights under this clause 38 against any PFC and/or PDC available in your Account and based on a conversion rate, in each case as determined by us.
39.1 We are permitted to perform any of our duties, obligations or responsibilities under these Terms or other Policies through subcontractors, third party service providers, sub custodians, agents, and affiliates, and any of the foregoing may provide services to us that we use in connection with the provision of Services to you, and we may change them from time to time in our discretion without Notice to you.
39.2 If any provision of these Terms is found to be illegal, void or unenforceable (in whole or in part), then such provision shall be severable from these Terms without affecting the validity or enforceability of any remaining part of that provision, or any other provision of these Terms, which shall remain in full force and effect.
39.3 The failure by Bullish to exercise or enforce or delay in exercising or enforcing any right or remedy provided under these Terms or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy.
39.4 These Terms constitute the entire agreement between you and Bullish in relation to its subject matter and replace and extinguish any and all prior agreements, draft agreements, arrangements, warranties, statements, assurances, representations and undertakings of any nature, whether oral or written, public or private, in relation to that subject matter (including, but not limited to, any prior versions of these Terms).
39.5 You acknowledge that by accepting these Terms, you have not relied on any oral or written statements, warranties, assurances, representations or undertakings which were or may have been made by or on behalf of Bullish in relation to the subject matter of these Terms at any time before your acceptance of them (“Pre-Contractual Statements”). You hereby waive, to the fullest extent permissible under Applicable Law, any and all rights and remedies which might otherwise be available in relation to such Pre-Contractual Statements.
39.6 Except for the Bullish Indemnitees, a person who is not a party to these Terms has no right to enforce any provision of these Terms.
39.7 You accept and agree that our affiliates and related parties may act as Liquidity Providers as defined in the Liquidity Provider Terms.
39.8 These Terms may be entered into by signing electronically (in whatever form), including by using a secure digital signature protocol, service or process, and shall be deemed as valid and effectual as if they had been signed physically in manuscript.
40. Disputes, Governing Law, Jurisdiction and Arbitration
40.1 You agree that these Terms, including any dispute as to the existence, validity, interpretation, performance, breach or termination or the consequences of nullity of these Terms and any dispute relating to any non-contractual obligations arising out of or in connection with these Terms shall be governed by and construed in accordance with Gibraltar Law, without regard to conflict of law provisions and you agree that the Gibraltar courts shall have exclusive jurisdiction over any dispute, claim, action, suit, or proceeding instituted by you.
40.2 You agree that any dispute, claim, action, suit, or proceeding relating to, arising out of or in connection with these Terms, their subject matter, or your acceptance of the Terms and whether you are bound by the Terms (including non-contractual disputes and claims), shall be referred to and finally resolved by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce (ICC Rules) for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat, or legal place of arbitration, shall be London. The Tribunal shall consist of one arbitrator to be appointed in accordance with the ICC Rules. The language of the arbitration shall be English. This clause 40.2 shall be governed by Gibraltar law.
40.3 Without prejudice to the foregoing provisions of this clause 40, you agree that we may commence and maintain any action or proceeding seeking injunctive or other equitable relief arising out of or relating to these Terms or your use of the Services in any court of competent jurisdiction in any jurisdiction.
Definitions and Interpretation
Account: the account through which users can access and use the Services and includes your Spot Account and, if applicable, your Margin Account. In order to access and use the Services, users must successfully register an account through the Platform Site or related mobile application, as further described in clause 7 (Account Registration).
API: means application programming interface.
Applicable Law: means any law, statute, bye-law, regulation, judgment, order, decree, regulatory policy, interpretation, guidance or industry code or practice, case law, rule of court or directives or requirements of any governmental, regulatory, or self-regulatory authority, or any delegated or subordinated legislation or notice, each as amended and promulgated from time to time, that may be directly or indirectly related to or implicated by the relevant activities or transactions carried out or otherwise arising under these Terms.
Bullish: Bullish (GI) Limited a private limited company registered in Gibraltar with company number 119714 and having its registered office at Suite 23, Portland House, Glacis Road, Gibraltar.
Bullish Indemnitees: has the meaning ascribed to it in clause 32 (Indemnity).
Bullish Materials: materials or content that Bullish makes available on the Platform Site, mobile application or other platform through which the Services are available.
Confidential Information means all information disclosed (whether in writing, orally or by another means and whether directly or indirectly) by Bullish to you whether before or after the date on which you register an Account and accept these Terms. Confidential Information shall include information relating to Bullish’s products, operations, processes, plans or intentions, information provided by Bullish for KYC purposes, product information, know-how, design rights, trade secrets, market opportunities and business affairs.
Deposit: a transfer of PFC or PDC to your Account.
Encumber or Encumbrance: means any interest or equity of any person (including any right to acquire, option or right of pre-emption) or any mortgage, charge, pledge, lien, assignment, hypothecation, security interest, title retention or any other security agreement or arrangement.
Fee Schedule: the document setting out the Transaction Fees that apply from time to time in relation to the use of the Services, as published on the Platform Site.
Feedback: any feedback in the form of questions, comments, suggestions, ideas, original or creative materials or other information about Bullish or the Services that you submit to us from time to time.
Fork: any blockchain fork, split, or other transformation, modification, upgrade or update to the operating rules of the underlying software protocol or blockchain network on which any digital currency is deployed and operates, and which causes a permanent divergence in such underlying software protocol or blockchain network, resulting in two incompatible software protocols or blockchain networks, each of which may have an associated digital currency. A Fork shall also include an airdrop or other automatic distribution of a new digital currency or token resulting from the ownership of a preexisting digital currency based on a particular blockchain network or protocol.
IP Rights: patents, rights to inventions, copyright and related rights, moral rights, trademarks and service marks, business names and domain names, goodwill and the right to sue for passing off, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), market data and other data based on or derived from the activity of users, including you and/or Bullish, on the Platform or arising out of or in connection with the use of the Services and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
Liquidity Pool: has the meaning ascribed to it in clause 4.6 (About the Platform).
Liquidity Provider Terms: the terms and conditions governing the provision of Liquidity Services, as updated from time to time.
Liquidity Services: the liquidity provision features available to eligible users of the Platform as further described in clause 4.6 (About the Platform) and the Liquidity Provider Terms.
Margin Account: has the meaning set forth in the Margin Service Terms.
Margin Services: the margin trading features available to eligible users of the Platform as further described in clause 4.6 (About the Platform) and the Margin Service Terms.
Margin Service Terms: the terms and conditions governing the use of the Margin Services, as updated from time to time.
Market Rules: the procedures for using the Services, as updated from time to time and available on the Platform Site.
Notice: any communication, notice, document, receipt or disclosure given to a party under or in connection with the Services or these Terms including notices posted by Bullish on the Platform Site.
Omnibus Account: has the meaning ascribed to it in clause 12.1 (Funding your Account – Deposits).
Order: an instruction submitted to Bullish through the Services to carry out a Transaction.
Platform: the digital currency exchange platform owned and operated by Bullish.
Platform Site: Bullish’s website at Bullish.com owned and operated by Bullish and through which the Services are available.
Permitted Digital Currencies or PDCs: the digital currencies accepted on the Platform for trading or other purposes from time to time as listed on the Platform Site
Permitted Digital Currency Wallet: a digital currency wallet that is on or subject to the same blockchain network, protocol, and consensus rules, and is compatible with and supports the transfer, receipt and storage of the relevant Permitted Digital Currency in which a Withdrawal is requested.
Permitted Fiat Currencies or PFCs: the fiat currencies accepted on the Platform for trading or other purposes from time to time as listed on the Platform Site
Policies: the Risk Warnings, Fee Schedule, Margin Service Terms, Liquidity Provider Terms, Market Rules and any other documents, policies or terms referenced in or published on the “Legal“ page of the Platform Site.
Prohibited Jurisdictions: countries and territories targeted by Sanctions Laws.
Recipient: has the meaning ascribed to it in clause 20 (Confidentiality).
Services: all services including custody, trading, Liquidity Services and Margin Services and related websites, services, mobile applications, software, products, tools, smart contracts, Feedback, materials and content (other than User Content and Third Party Sites) available through the Platform.
Spot Account: the account provided to you by Bullish which allows you to receive, transfer and trade PFC and PDC from your Account on the Platform.
Terms: these Terms of Service together with the Policies, as updated from time to time.
Third Party Sites: any websites not owned or operated by Bullish or any of our affiliates.
Trade: engaging in any trading activity relating to digital currencies, including buying or selling a digital currency from your Spot Account in exchange for a fiat currency or another digital currency.
Trade Order: Limit Orders, Market Orders, Stop and Limit Orders, as each are further described in the Market Rules.
Transaction: any Deposit, Contribution, Withdrawal, Trade or transfer performed in connection with the use of the Services.
Transaction Fees: the fees that apply to Transactions performed in relation to the Services, as specified in the Fee Schedule.
User Content: any text, information, data, materials, images, or other content that you provide, submit or post in connection with your use of the Services but excluding Feedback and market data and other data based on or derived from the activity of you and/or Bullish on the Platform or arising out of or in connection with your use of the Services.
Virus: any thing or device (including any software, code, file or program) which may prevent, impair or otherwise adversely affect (i) the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; (ii) access to or the operation of any program or data, including the reliability of any program or data (whether by rearranging, altering or erasing the program or data in whole or part or otherwise); or (iii) the user experience, including worms, trojan horses, bugs and other similar things or devices.
Vulnerability: a weakness in the computational logic (for example, code) found in software and hardware components that, when exploited, results in a negative impact to confidentiality, integrity, or availability.
Withdrawal: a withdrawal of PFC or PDC from your Spot Account.
The headings in these Terms are inserted for convenience only and shall not affect their construction or interpretation. The Appendix and Policies form part of these Terms and shall have effect as if set out in full in the body of these Terms. Unless otherwise stated, references to clauses are to the clauses of these Terms.
A reference in these Terms to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension or re-enactment and includes any subordinate legislation for the time being in force made under it.
Unless the context otherwise requires, words in the singular shall include the plural and words in the plural shall include the singular. Words referring to a particular gender shall include the other gender.
These Terms shall be binding on, and enure to the benefit of, each of the parties and their respective personal representatives, successors and permitted assigns, and references to any party shall include that party’s personal representatives, successors and permitted assigns.
Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
A “person” includes a natural person, corporate or unincorporated body.
A reference to “writing” or “written” includes email.