DMX Terms of Service
Terms and Conditions – Intent
This is a User Agreement outlining the terms and conditions that you accept and agree to by indicating acceptance and continuing to access DMX websites, device applications and other associated services.
By clicking “I agree” or accessing and/or using any of the Services provided by DMX, you indicate that you have and read, understood, and accepted all of the following Terms, as well as all of the terms which are incorporated herein by reference.
1. RIGHTS AND OBLIGATIONS
1.1 The following terms and conditions (the “Terms”) constitute a binding agreement between DMX Trading Pty Ltd (DMX) (ACN 642 341 473), trading as Digital Metal Exchange (DMX) [“we”, “us”, “our”, “Platform”, “Website”], and the person, persons, or entity [“you” or “your”] accessing DMX Exchange through our website or any of our associated services, websites, APIs or mobile applications (collectively the “DMX Exchange”).
1.2 By signing up to use an account through DMX Exchange, you expressly agree to our terms of service as outlined in this User Agreement.
1.4 You further represent and warrant that: (i) you are of legal age, in your jurisdiction, to enter into a binding agreement; and (ii) if you represent a corporation, governmental organization or other legal entity, you have the right, power and authority to enter into these Terms on behalf of such corporation, governmental organization or other legal entity and to legally bind it to these Terms.
1.5 Your access and/or use of the Services is contingent upon your acceptance of these Terms.
1.6 DMX may amend these Terms at any time. Amendments will be effective fourteen (14) days after the modified terms and conditions have been posted on DMX’s website, except for amendments that relate to new features or made for legal reasons, which will become effective immediately. If you do not agree to such modified terms, you should discontinue your use of the Services.
2.1 In General
(a) DMX, through the Services, enables you to purchase metal assets and to also exchange listed digital assets representing these commodity derivatives with other digital assets.
(b) You may participate in DMX’s services by accessing DMX’s website or exchange by means of an Internet browser or by downloading DMX’s Android and iOS mobile applications when available.
(c) Upon acquiring ownership of a commodity derivatives and/or digital assets, you will enter into their respective terms and conditions. If you do not agree to do so you must refrain from using our Services. It is your sole responsibility to read the respective terms and conditions pertaining to the DMX Exchange and its products prior to undertaking a trade.
(d) In order to be eligible to use DMX’s services, you must be of legal age and classified as a Sophisticated or Accredited investor within the context of your jurisdiction. Please seek advice to ensure compliance with the eligibility criteria prior to transacting.
(e) Whilst using the DMX exchange, digital assets and currency deposited onto the platform will be held in trust using a tier-1 Custody provider contracted by DMX until you decide to withdraw them or provide other instructions.
(a) A full list of DMX’s fees can be found on the Pricing and Fees Disclosure page on the DMX website.
2.3 Access to Services
(b) By creating a DMX Account, you authorise DMX to make enquiries that we consider necessary to verify your identity for regulatory purposes or to protect you and/or us against fraud or other financial crime, and to take action we reasonably deem necessary based on the results of such inquiries. The verification of your identity (and business structure if applicable) and on-boarding of your account may take up to ten (10) business days to complete. A business day in this instance is counted from the start of business in Melbourne, Australia, on the day following your submission of all applicable information.
(c) You represent and warrant that the information you provide to us is correct and up to date. The information we request may include certain personal information, including, but not limited to, your name, address, telephone number, e-mail address, date of birth, Tax File Number (or other Tax Authority identification as appropriate in the jurisdiction of your tax residence), Passport number, Driver Licence Number any other government issued identification number, and information regarding your business bank account (such as the name of the bank, the account type, routing number, branch number, address of account holder, and account number).
(d) In providing us with this or any other information that may be required, you confirm that the information is accurate and authentic. You agree to inform us within thirty days if any of the information you provide changes. When we carry out these inquiries, you acknowledge and agree that your personal information may be disclosed to identity verification services, government document verification services, credit reference and fraud prevention or financial crime agencies and that these agencies may respond to our inquiries in full. If you are a resident of a European Union member country, you specifically grant us permission to retain this information on file, within the meaning of the General Data Protection Regulation (GDPR). This is an identity check only and should have no adverse effect on your credit rating.
2.4 Services not offered by DMX
(a) By accessing and/or using the Services, you acknowledge and agree that DMX shall not receive any deposits from you and therefore, shall not entitle you to any associated insurance as held by the Custodian.
(b) You acknowledge and agree that DMX cannot guarantee the confirmation of any transaction on any blockchain network. DMX has no control over any blockchain network.
(c) You further acknowledge and agree that DMX does not act or serve as your broker, intermediary, agent or advisor with respect to any action (including refraining from any action).
(d) While the information contained on the DMX website is periodically updated, no guarantee is given that the information provided thereon is correct, complete, or up to date.
(d) In no event will DMX be liable for any loss or damages arising from or related to the storage of your digital assets.
2.5 Service limitations and modifications
(a) DMX will make reasonable efforts to keep the Services operational. However, certain technical difficulties or maintenance may, from time to time, result in temporary interruptions. To the extent permissible under applicable law, DMX reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, any functions and features of the Services, with or without notice, without liability to you or your employer, agent or representatives, for any interruption, modification, or discontinuation of the Services or any function or feature thereof.
3. ANTI MONEY LAUNDERING AND COUNTER TERRORIST FINANCING
3.1 DMX is committed to applying the Anti Money Laundering and Counter Terrorism Financing Act 2006 to provide you with safe, compliant, and reputable Services. This includes monitoring of suspicious transactions and mandatory reporting to AUSTRAC (Australian Transaction Reports and Analysis Centre).
3.2 In particular, DMX is required by law to obtain, verify, and record information identifying any person or company accessing and/or using certain services. Therefore, to access and/or use certain Services, you have to complete and successfully pass our KYC (Know Your Customer) process in order to verify your identity.
3.3 You must provide true, current, and complete information about yourself during the KYC process. If you are a representative of a corporation, governmental organization or other legal entity, you must prove that you have the right, power and authority to enter into these Terms on behalf of the corporation, governmental organization or other legal entity and to legally bind it to these Terms.
3.4 In addition, DMX may require you to provide documentation to verify the information you have submitted to DMX including, without limitation, an identification card or a passport, a utility bill, a bank statement or any document proving your identity issued by a governmental body.
3.5 Depending on the documents provided, you may be required to provide additional verification and information for different levels which are related to the different amounts you intend to trade. Such levels will be set at the sole discretion of DMX and may be modified from time to time.
4. USER OBLIGATIONS
4.1 By accessing and/or using the Services, you represent and warrant that you fully understand the risks associated with the trading of commodity derivatives and digital assets as well as the mechanics related to the use of such products and assets (including with respect to their storage and exchange).
4.2 By accessing and/or using the Services, you acknowledge that trading markets of commodity derivatives and digital assets are extremely volatile and shift quickly in terms of liquidity, market depth, asset prices and other characteristics. There is no guarantee against losses incurred as a result of accessing and/or using the Services.
4.3 You further represent and warrant that you / your company are not entering into transactions that are above your financial abilities and that you are aware of the risks related to commodity derivatives and digital assets, for which you are solely responsible and liable.
4.4 You acknowledge and agree that DMX does not provide any advice, guidance, or recommendations on the opportunity to invest into, disinvest from, or remain invested in any commodity derivative and digital asset. If you are considering purchasing commodity derivatives and digital assets as an investment, you should be a qualified sophisticated / accredited investor and must also contact your duly qualified financial advisor for any such advice, guidance, or recommendation as may be required to make such investment decisions.
4.5 By accessing and/or using the Services, you warrant that you are a bona fide user of DMX’s services. By opening a DMX account, you confirm that you will not use DMX Services in connection with any of the following businesses, activities, practices or items, or any criminal activities whatsoever, including but not limited to:
(a) Terrorist Financing
(b) Money Laundering
(c) Illegal Gambling
(d) Distributing or funding drugs and drug paraphernalia
(e) Malicious hacking including payments for ransomware
(f) Any business activity we believe poses elevated financial risk, including legal liability, pyramid schemes, network marketing and referral marketing programs
(g) Knowingly or recklessly provide us with inaccurate or incomplete information through the Platform
(h) Reverse engineer, disassemble or otherwise attempt to construct, copy, or replicate the Platform’s source code, formulas, or processes
(i) Interfere with the security of the Platform or the safe use of the Platform by others (including without limitation by way of distributing viruses, corrupted files or other similar software or programs that may damage the operation of any computer hardware or software or which are otherwise directed at the Website or its users)
(j) Use this Platform for any purpose that is unlawful or prohibited or in a way which infringes the intellectual property rights or other rights of any person or entity (including us)
(k) Knowingly or recklessly use and/or take advantage of a technical or technological error, loophole or glitch on DMX’s Platform and Services. These must be reported to DMX staff immediately. Failure to do so may be grounds for such legal action as may be determined at the sole discretion of DMX.
(l) Use the Platform or the information contained in it for commercial purposes which are competitive to the Platform or our business, or which would otherwise be detrimental or prejudicial to our interests in any way
(m) Use systematic, repetitive or other related methods which are designed to generate or obtain repetitive and repeated amounts of data or other information from or to the Platform or which may otherwise place an unreasonable load on the infrastructure of the Platform
(n) Publish, post, distribute, disseminate or send ‘spam material’ or engage in any communication that is offensive, false, unlawful, defamatory, indecent, unfair or inappropriate in any way to others, which would reasonably be considered ‘spam’ or which is deliberately false, misleading, or deceptive (or likely to mislead or deceive)
(o) Collect or store personal data about other users of the Platform, or
(p) Do anything else which may interfere with or negatively affect the operation and reputation of our Platform, Services, or of other users.
5. INTELLECTUAL PROPERTY RIGHTS
5.1 You acknowledge and agree that the Services are the property of DMX or its licensors. Subject to your compliance with these Terms, DMX grants you a limited right to access and/or use the Services. The right to access and/or use the Services is a non-exclusive, non-transferable, revocable, limited licence, and it is subject to the limitations and obligations contained herein. Nothing in these Terms gives you any licence (other than as set out in this section), right, title, or ownership of, in, or to any of the Services or part thereof.
5.2 You acknowledge and agree that DMX retains all rights, title, and interest in and to all copyrights, trademarks, trade secrets, patents, and any other proprietary rights in the Services, the software and application programming interfaces (APIs) comprising the Services, and all content therein. You acknowledge and agree that “DMX”, their trademarks, service marks, logos and graphics are the registered trademarks or trademarks of DMX.
6. DATA PROTECTION
7.1 DMX may suspend, limit, restrict, deactivate or terminate your access to DMX’s Services, including your DMX account, if:
(a) We are, in our reasonable opinion, required to do so by applicable law or any court or other authority to which we are subject in any jurisdiction.
(b) We reasonably suspect you of acting in breach of this Agreement.
(c) We reasonably suspect you have breached our published policies.
(d) We have concerns that a transaction is erroneous or we have security concerns about your DMX Account or we suspect the DMX Services are being used in a fraudulent or unauthorised manner.
(e) We suspect money laundering, terrorist financing, fraud, or any other financial crime has been or may be perpetrated.
(f) If your credit or debit card or any other valid payment method linked to your Exchange Currency Wallets is declined.
(g) Use of your DMX Account is subject to any pending litigation, investigation, or government proceeding and/or we perceive a heightened risk of legal or regulatory non-compliance associated with your Account activity, and/or
(h) You take any action that may circumvent our controls such as opening multiple DMX Accounts or abusing promotions which we may offer from time to time.
7.2 DMX may terminate these Terms or suspend your access to the Services at any time, including, without limitation, in the event of your alleged or actual misuse of the Services or breach of these Terms.
7.3 You may cancel your DMX account at any time, following the settlement of any pending transactions or trades. You will not be charged any fees for cancelling your DMX account; however, you must pay any outstanding amounts owed to DMX immediately prior to closure.
7.4 All liabilities owed to DMX will still be required to be fulfilled if for any reason the account is terminated or closed.
8. LIMITATION OF LIABILITY
8.1 In no event will DMX, its officers, shareholders, employees, agents, directors, subsidiaries, affiliates, successors, assigns, suppliers or licensors be liable for any loss or damages, including without limitation, direct, indirect, special, consequential or punitive loss or damages, arising from or related to your use of the Services, whether in an action of contract, tort or otherwise, and regardless of whether such damages were foreseeable and whether or not DMX was advised of the possibility of such damages.
8.2 Without limiting the generality of the foregoing, DMX takes no responsibility for and will not be liable for any financial, reputational or other loss or damages arising from or related to the use of the Services, including, without limitation, to any of the following:
(i) delays, interruption, or loss of services.
(ii) technical failure, malfunction, or shutdown.
(iii) hacks, malicious attacks or other unavailability caused by third parties.
(iv) data loss.
(v) corrupted data on DMX’s servers or other server failure.
(vi) failure to update or provide correct information to DMX by the user and their company or associates.
(vii) “phishing”, other websites masquerading as DMX, or any other kind of passing off.
(viii) your means of authorisation being stolen, lost, or otherwise used in an unauthorized manner.
(ix) loss of business or goodwill.
8.3 The limitation of liability set out above shall not be applicable in case of loss or damages caused by DMX or any of its employees by intentional misconduct or gross negligence.
8.4 In order to carry on business the Services support or are integrated with third- party services. DMX takes no responsibility for any third-party services and will not be liable for any loss or damage caused by such third-party services.
8.5 The Services are provided on an “as is” and “as available” basis without any representation or warranty of any kind, whether express or implied, to the maximum extent permitted by applicable laws. DMX disclaims any implied warranties of title, merchantability, fitness for a particular purpose and/or non-infringement.
9.1 To the fullest extent permitted under applicable laws, you agree to hold harmless and indemnify DMX, its officers, shareholders, employees, agents, directors, subsidiaries, affiliates, successors, assigns, suppliers, or licensors from and against all third party claims and all liabilities, damages, assessments, losses, costs, or expenses (including reasonable attorney fees) resulting from or arising out of:
(a) Your alleged or actual breach of these Terms, including, without limitation, your express representations, and warranties.
(b) Your alleged or actual use or misuse of the Services; and
(c) Your alleged or actual infringement or violation of any laws or of the rights of any third party.
10.1 You shall be solely responsible for any taxes which may be applicable to the payments you make or receive through the Services, and for collection, reporting, and remittance of such taxes to the appropriate tax authorities. You acknowledge and agree that, at the moment, DMX is not able to draft a taxation report concerning any transactions executed and that it is your duty to collect all the information required by the competent tax authorities in order to comply with your tax obligations.
11. Entire Agreement
11.1 These Terms constitute all the terms and conditions agreed upon between you and DMX and supersede any prior agreements in relation to the subject matter of these Terms, whether written or oral.
12. Severability and Waiver
12.1 Unless as otherwise stated in these Terms, should any provision of these Terms be held totally or partly invalid or unenforceable, such invalidity or unenforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of these Terms, and the application of that provision shall be enforced to the extent permitted by applicable laws.
12.2 A failure of DMX to exercise or enforce any of the rights or provisions of these Terms shall not be considered as a waiver of DMX’s rights to do so.
13.1 DMX may assign these Terms and/or delegate any of its obligations hereunder, in whole or in part. You may not assign these Terms or any part of them, nor transfer or sub-license your rights under these Terms to any third party, unless in connection with the trade of commodity derivatives and digital assets.
14. No Partnership
14.1 Nothing contained in this Agreement shall be deemed or construed to create a principal and agent, partnership or joint venture relationship between you and DMX.
15. Force Majeure
15.1 DMX will not be deemed in default of these Terms to the extent that performance of its obligations is delayed or prevented by reason of any external force including, without limitation, war, insurrections, bank failures, strikes, fires, floods, earthquakes, labour disputes, epidemics, governmental regulations, freight embargoes, natural disaster, network or power outage, act of government or any other cause beyond DMX’s reasonable control.
16. Governing Law and Jurisdiction
16.1 This Agreement will be governed by Australian Law and the non-exclusive jurisdiction of the Australian Courts.
17.1 If you have any questions regarding these Terms, please contact us at firstname.lastname@example.org