These Terms of Service (together with the documents referred to in it) (“Terms”) are the terms on which you may make use of our website www.nyxex.com and the associated mobile and software applications on GooglePlay and IOS stores (“Platforms”) to access various Services (defined hereinafter) provided by NYX Holdings, LTD, having its registered office at Level 41, Emirates Towers, Sheikh Zayed Road, Dubai , United Arab Emirates (“NYX”), whether as a guest or a registered user.
By accessing, browsing, or registering to use the Platforms, you acknowledge that non-US citizens are permitted to do so. However, please note that the use of the Platforms by US citizens is strictly prohibited. Any violation of this restriction will result in the cancellation of your account as it violates our terms and conditions. We kindly request that you carefully read these Terms before you begin using the Platforms. If you do not agree to these Terms, you must refrain from using the Platforms. Furthermore, in the event that you disagree with any future amendments made to these Terms, it is imperative that you cease using the Platforms immediately.
Our Privacy Policy which sets out the terms on which we process any personal data we collect from you, or that you provide to us. By using the Platforms, you consent to such processing and you warrant that all data/ information provided by you is accurate, true and updated. Our Anti-Money Laundering Policy (“AML Policy”), which sets out the terms regarding identity verification of our Users and the procedures followed for early identification and reporting of prohibited/illegal activities which may be committed by using our services. When using the Platforms, you must comply with the terms of the AML Policy. We may require further documentation for verifying your identity and the source of funds used to trade using the services prior to any confirmation of a trade. You further agree to provide us, at any time, with such information as we determine to be necessary and appropriate to verify compliance with the anti-money laundering regulations of any applicable jurisdiction or to respond to requests for information concerning your identity from any governmental authority, self-regulatory organization or financial institution in connection with its anti-money laundering compliance procedures, and to update such information as necessary.
1. DEFINITIONS & INTERPRETATION
i. “Account Balance” means the balance of digital assets that we reflect in our books and records as credited to your Account, including the wallet balance, margin balance and the available balance, as calculated by us.
ii. “Account Information” refers to a password and such information which may be provided by you as part of our security and verification procedures. If you register on the Platforms through any third-party website like Gmail etc., the login information of such a third-party account, as the case may be, shall be considered part of the Account Information.
iii. “Accounts” refer to the foundational virtual accounts, including main accounts and subaccounts, which are opened by NYX for Users to record on NYX their usage of Services, transactions, asset changes and basic information. Accounts serve as the basis for Users to enjoy and exercise their rights under these Terms on NYX.
iv. “API” means the NYX application programming interface.
v. “Auto-Deleveraging System” means automated deleveraging system established by NYX, as described here.
vi. “Auto-Deleveraging” means the automatic deleveraging of a User’s Position, as executed by the Auto-Deleveraging System.
vii. “Available Balance” means the available balance recorded and credited to a User’s Account including, where applicable, margin which is available for Positions, as determined by NYX, and is calculated by subtracting any Order Margin and the Position Margin already assigned to open Orders and Positions from the Margin Balance.
viii. “Bankruptcy Price” means, in respect of a Position, the price at which loss on that Position is equal to the Position Margin allocated or available with respect to that Position, as determined by NYX.
ix. “Base Asset” means the first digital asset referenced in a Trading Pair that is being traded on the Trading Platform.
x. “Base Risk Limit” means the lowest position Risk Limit in respect of a digital asset.
xi. “Best Ask” means the lowest price offered for the sale of a Contract at the relevant time.
xii. “Best Bid” means the highest price offered for the purchase of a Contract at the relevant time.
xiii. “Confidential Information” means any written information (including information provided in electronic form) or oral information which is confidential or a trade secretor proprietary and which is clearly identified as confidential at the time of disclosure or would be assumed by a reasonable person to be confidential under the circumstances surrounding the disclosure, but shall not include information which is: (i) already known by a party; (ii) publicly known or becomes publicly known through no wrongful act by a party; (iii) rightfully received from a third party without a party having knowledge of a breach of any other relevant confidentiality obligation; or (iv)independently developed by a party.
xiv. “Collateral Accounts” refer to special accounts opened by Users on NYX to deposit and withdraw collateral (such as margins) in accordance with these Terms, as required for contract transactions, leveraged trading and/or currency borrowing services.
xv. “Content” means any information, text, graphics, or other materials uploaded by NYX or the Users, which appears on the Platforms, and may or may not be accessible for other Users.
xvi. “Contract Specifications” means the contractual specifications and terms for each Contract (including, but not limited to, the Initial Margin Requirement, Maintenance Margin Requirement, Index, Contract size, Settlement terms, applicable Fees, expiry date and Funding (if applicable)), as set forth for each Futures Contract and Perpetual Contracts and Spot Trading Pairs.
xvii. “Contract” a contract, agreement or transaction (including the exchange of a Quote Asset and Base Asset) approved for trading on the Trading Platform pursuant to these Terms, the terms of which include the relevant Contract Specifications.
xviii. “Digital Assets” refer to Digital Currencies, their derivatives or other types of digitalized assets with a certain value.
xix. “Digital Currency(ies)” refer to encrypted or digital tokens or cryptocurrencies with a certain value that are based on blockchain and cryptography technologies and are issued and managed in a decentralized form.
xx. “Early Settlement” means a declaration by NYX, in its sole and absolute discretion, that a Contract, Trade or Position will Settle at a time specified by NYX (including prior to the specified Settlement time as set out in the Contract Specifications (if any).
xxi. “Emergency” means any situation or circumstance which, in NYX’s determination, requires action to be taken under clause 5 herein, including (but not limited to:
a. any actual, attempted, threatened or proposed manipulative activity;
b. any circumstance that materially affects the performance of the Trading Platform or Users including (but not limited to) flood, pandemic, extraordinary weather conditions, earthquake, act of God, fire, war, insurrection, malicious acts of damage, riot, labour dispute, accident, communication failure, power and electricity supply failure, equipment or software malfunction; and
c. any action taken by a regulatory, governmental, judicial, arbitral, quasigovernmental or other competent authority having an impact on the Trading Platform or Users.
xxii. “Entry Value” with respect to a Position, means the value of that Position calculated using the corresponding entry price.
xxiii. “Execution Instruction” has the meaning given in clause 4(VII)(k).
xxiv. “Spot Trading” or “Trading” refers to spot transactions in which Digital Currencies are exchanged for fiat currencies or other Digital Currencies, or vice versa.
xxv. “Fiat Wallet” means an online address accessible through the Platforms and operated by a User for the storage of the User’s fiat currency holdings;
xxvi. “Funding Rate” means the funding rate for a Perpetual Contract, as determined by NYX in accordance with clause 4(VIII)(d) from time to time.
xxvii. “Funding” has the meaning given to it in clause 4(VIII).
xxviii. “Funds” refers to both Digital Assets and fiat currency, as the case maybe;
xxix. “Futures Contracts” means the futures Contracts offered by NYX on the Trading Platform.
xxx. “Index Constituent” means a constituent exchange of an Index which is used to calculate the Index Price.
xxxi. “Index Price” means the price of an Index as determined by NYX at the relevant time, using the methodology as described here.
xxxii. “Index” means the indices and any other index published, determined and/or calculated by NYX with reference to the Index Constituents, or otherwise used by NYX for the purposes of valuation, margin and/or settlement with respect to a Contract.
xxxiii. “Initial Margin Requirement” means the initial margin requirement as determined by NYX in respect of the relevant Contract, Order, Trade or Position (including any applicable Fees), as described here.
xxxiv. “Insurance Fund” means the fund established by NYX as further described here.
xxxv. “Intellectual Property Rights” means any and all proprietary rights that NYX owns or has rights to, related to the provision of the Services and includes, without limitation, all patents, patent applications, patentable subject matter (irrespective of whether a patent application is filed), registered and unregistered trademarks and service marks, logos, domain names, any source identifying elements, trade secrets, copyrights, software, source code, object code and the copyrights embodied within, copyright applications, copyrightable subject matter (including, without limitation, website designs, structure, layouts and graphical images) and irrespective of whether a copyright application has been filed, the Platforms, design rights, the trading engine and all APIs, derivative works, improvements and Confidential Information as may exist, from time to time, anywhere in the world.
xxxvi. “Linked Bank Account” refers to any bank account owned and operated by the User and held with a Commercial Bank, whose details were provided by the User.
xxxvii. “Liquidate or Liquidation” means the liquidation process in accordance with clause4(XI) (Liquidation), including the cancellation of Orders or termination of Trades or Positions, as applicable.
xxxviii. “Liquidation Engine” means the system established by NYX for the purposes of cancelling Orders and terminating Trades and Positions, as described here.
xxxix. “Liquidation Trade” has the meaning given in clause 4(XI)(d).xl. “Loss” means any loss, cost, liability, expense or damage incurred by any party, including, without limitation, legal and other professional fees and expenses.
xli. “Maintenance Margin Requirement” means the maintenance margin requirement as determined by NYX in respect of the relevant Contract, Order, Trade or Position(including any applicable Fees), as described here.
xlii. “Margin Balance” means the margin balance recorded and credited to a User’s Account, as determined by NYX, and is determined as the sum of the Wallet Balance and any unrealised profit and loss from all open Positions.
xliii. “Mark Price” means, with respect to derivatives Contracts, the mark price calculated with reference to the Index Price as determined by NYX in respect of a Contract or a Position, as described here. With respect to Spot, the mark price is the last trade price reported on the Spot Trading Platform.
xliv. “Mark Value” with respect to a Position, means the value of that Position calculated using the corresponding Mark Price.
xlv. “Market Disruption Event” occurs when NYX, in its sole and absolute discretion, has declared a market disruption event as a result of:
a. an Index Constituent that contributes to the Index Price of a Contract experiencing any outage or error; or
b. any other event or circumstance occurring which NYX determines has the effect of restricting orderly and fair trading.
xlvi. “Market Misconduct” has the meaning given to it in clause 3(g)(v).
xlvii. “Matching Engine Book” means NYX’s books, records, data and systems setting out the Orders, Trades and Positions made on the Trading Platform, as determined by NYX.
xlviii. “Notice” means a Trading Notice or a User Notice.
xlix. “Order Management Request” means the submission of:
a. a new Order;
b. a change to an open Order;
c. a cancellation of an open Order; or
d. a change in the leverage in respect of an Order or a Position.
l. “Order Margin” means the initial margin deducted from a User’s Available Balance in respect of an open Order in connection with the Initial Margin Requirement.
li. “Order Type” has the meaning given in clause 4(VII)(j).
lii. “Order” means a bid or offer, as applicable, made (or deemed to be made) by a User to enter into the relevant Contract with NYX made through the Trading Platform, and includes any portion of a bid or offer, where applicable.
liii. “Perpetual Contracts” means the perpetual Contracts offered by NYX on the Trading Platform.
liv. “Position Margin” means the initial margin deducted from a User’s Available Balance in respect of an open Position in connection with the Initial Margin Requirement.
lv. “Position Value” means the value of a Position determined by NYX using a relevant price
lvi. “Position” in respect of a User’s Trade or Trades in the same Contract, means the net position, as determined by NYX.
lvii. “Quote Asset” means the second digital asset referenced and that is denominated in a Trading Pair that is being traded on the Trading Platform.
lviii. “Quote Value Ratio Threshold” means the minimum Quote Value Ratio threshold specified by NYX as set out here, as amended by NYX in its sole and absolute discretion without prior Notice to the Users.
lix. “Quote Value Ratio” means the ratio determined by NYX in the manner set out here, as amended NYX in its sole and absolute discretion without prior Notice to Users.
lx. “Required Order Margin” means the margin required by NYX in connection with an Order, including such margin required to meet (i) any Initial Margin Requirement in respect of the Order and (ii) any change in the Maintenance Margin Requirement resulting from any profit or loss for a User’s existing Position in the relevant Contract (if any).
lxi. “Risk Limit” means a risk limit level in respect of the Contract, including the Base Risk Limit, as described here.
lxii. “Sanctions List” refers to the list of S.D.N.s published by the U.S. Department of Treasury's Office of Foreign Assets Control, i.e., the "Specially Designated Nationals and Blocked Persons" ("S.D.N.") List and Non-SDN List, including the "SeCtral Sanctions Identifications List," published by OFAC (The Office of Foreign Assets Control of The U.S. Department of The Treasury); FinCEN's Section published by the F.I.A., or under Economic Sanctions, A.M.L., or CTF Laws of or by Governments of the United States, Dubai, the United Nations, or any other jurisdiction or Government.
lxiii. “Services” refer to various services provided to you by NYX that are based on Internet and/or blockchain technologies and offered via NYX websites, mobile applications, clients and other forms (including new ones enabled by future technological development). Services include but are not limited to such ecosystem components as Digital Asset trading platform, Digital Currency Pools, dark pool orders, usage of API, community trading, hybrid exchange, Digital Currency staking and Digital Currency lending, futures, options and margin trading of Digital Currencies, and any other services as may be provided by NYX in the future.
lxiv. “Settle or Settlement” has the meaning given in clause 4(IX)(a).
lxv. “Settlement Price” means the price at which a Position Settles at the time of its expiration or at the time of Early Settlement, as determined by NYX in its sole and absolute discretion.
lxvi. “Step” means an increment of a Risk Limit.
lxvii. “Trade” means a Contract executed between a User and NYX through the Trading Platform.
lxviii. “Trading Day” means Monday to Sunday, unless otherwise determined by NYX in its sole and absolute discretion.
lxix. “Trading Halt” has the meaning given to it in clause 4(IV)(b).
lxx. “Trading Hours” means from and including 12:00am (UTC) on a Trading Day to and including immediately prior to 12:00am (UTC) on the immediately following Trading Day, unless otherwise determined by NYX in its sole and absolute discretion.
lxxi. “Trading Notice” has the meaning given to it in clause 6(a).
lxxii. “Trading Pair” means each pair of a Base Asset and a Quote Asset offered on the Trading Platform.
lxxiii. “Trading Platform” has the meaning given in clause 4 (II) herein.
lxxiv. “User Notice” has the meaning given to it in clause 6(b).
lxxv. “Users” refer to all individuals, institutions or organizations that access, download or use the Platforms or Services and who meet the criteria and conditions stipulated by NYX. If there exist other agreements for such entities as developers, distributors, market makers, and Digital Currencies exchanges, such agreements shall be followed. Any reference to “you” or “your” or refers to you as a User of the Platforms and the Services.
lxxvi. “Wallet” means an online address accessible through the Platforms and operated by a User for storage of its Digital Assets;
lxxvii. “Wallet Balance” means the wallet balance recorded and credited to a User’s Account, as determined by NYX, and is calculated as the sum of the User’s aggregate Deposits and realised profit and loss from its Positions as reduced by the User’s aggregate Withdrawals (taking into account any adjustment made by NYX from time to time under the Terms).
lxxviii. Any reference to “we”, “our” and “us” shall refer to NYX and its subsidiaries, affiliated entities, permitted assigns (as and when applicable) as the provider of the Services.
2. ACCESS & CHANGES TO PLATFORMS
a. We endeavour to update the Platforms and any Content therein from time to time and may also change, replace or remove the Content at any time. However, the information provided herein is on an “as is” basis and we do not make any representation and/or warranty with respect to the accuracy, completeness and legality. In regards to the foregoing, we hereby disclaim all and any liability.
b. We do not guarantee that the Platforms, or any Content on it, will be free from errors or omissions.
c. We do not guarantee that your use of the Platforms will always be available/ uninterrupted. Access to the Platforms is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of the Platforms without notice. We will not be liable to you including without limitation for any losses incurred due to volatility of prices of the Digital Assets if for any reason the Platforms are unavailable at any time or for any period.
d. You are also responsible for ensuring that all persons who access the Platforms through you/ your internet connection or network are aware of these Terms and other applicable terms and conditions, and that they comply with them.
e. US Citizens are not allowed to use the NYX platform and will be banned if an account is created on the platform.
3. ACCOUNT
a. If you choose to register with us through the Platforms, an account will be created for your use on the Platforms and you will be provided with required Account Information to enable your access to the Account. In order to access any Services, you must activate your Account by following the identity verification process specified in the AML Policy. Failure to complete the Account activation process as per the AML Policy will entitle NYX to terminate the said Account.
b. In addition to providing such information, you agree to allow us to keep a record of that information during the period for which your account is active and within five (5) years after your account is closed, in compliance with global industry standards on data storage. You also authorize us to conduct necessary investigations directly or through a third party to verify your identity or protect you and/or us from financial crimes, such as fraud. The information we require to verify your identity may include, but is not limited to, your name, email address, contact information, phone number, username, government-issued ID, date of birth, and other information collected during account registration.
c. When providing the required information, you confirm it is true and accurate. AFTER REGISTRATION, YOU MUST ENSURE THAT THE INFORMATION IS TRUE, COMPLETE, AND TIMELY UPDATED WHEN CHANGED. IF THERE ARE ANY GROUNDS FOR BELIEVING THAT ANY OF THE INFORMATION YOU PROVIDED IS INCORRECT, FALSE, OUTDATED OR INCOMPLETE, NYX RESERVES THE RIGHT TO SEND YOU A NOTICE TO DEMAND CORRECTION, DIRECTLY DELETE THE RELEVANT INFORMATION, AND, AS THE CASE MAY BE, TERMINATE ALL OR PART OF SERVICES WE PROVIDE FOR YOU. IF WE ARE UNABLE TO REACH YOU WITH THE CONTACT INFORMATION YOU PROVIDED, YOU SHALL BE FULLYLIABLE FOR ANY LOSS OR EXPENSE CAUSED TO NYX DURING YOUR USE OF SERVICES. YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU HAVE THE OBLIGATION TO UPDATE ALL THE INFORMATION IF THERE IS ANY CHANGE.BY REGISTERING AN ACCOUNT, YOU HEREBY AUTHORIZE NYX TO CONDUCT INVESTIGATIONS THAT NYX CONSIDERS NECESSARY, EITHER DIRECTLY OR THROUGH A THIRD PARTY, TO VERIFY YOUR IDENTITY OR PROTECT YOU, OTHER USERS AND/OR NYX FROM FRAUD OR OTHER FINANCIAL CRIMES, AND TO TAKE NECESSARY ACTIONS BASED ON THE RESULTS OF SUCH INVESTIGATIONS. YOU ALSO ACKNOWLEDGE AND AGREE THAT YOUR PERSONAL INFORMATION MAY BE DISCLOSED TO CREDIT BUREAUS AND AGENCIES FOR FRAUD PREVENTION OR FINANCIAL CRIME PREVENTION, WHICH MAY RESPOND TO OUR INVESTIGATIONS IN FULL.
d. You must always treat Account Information as confidential and must not disclose it to any third party. Any access to the Platforms through your Account shall be considered as access by you or on your behalf and you shall be solely responsible for any activity carried out in, by or through your Account either on the Platforms or any other website accessed by you through the Platforms.
e. The Account can only be used by the account registrant. NYX reserves the right to suspend, freeze or cancel the use of your Account by persons other than account registrant. If you suspect or become aware of any unauthorized use of your username and password, you should notify NYX immediately. NYX assumes no liability for any loss or damage arising from the use of your Account by you or any third party with or without your authorization.
f. NYX has been committed to maintaining the security of User entrusted funds, and has implemented industry standard protection for the Services. However, the actions of individual Users may pose risks. You shall agree to treat your access credentials (such as username and password) as confidential information, and not to disclose such information to any third party. You also agree to be solely responsible for taking the necessary security measures to protect your Account and personal information. You should be solely responsible for keeping safe of your Account and password, and be responsible for all the transactions under your Account. NYX assumes no liability for any loss or consequences caused by authorized or unauthorized use of your account credentials, including but not limited to information disclosure, information release, consent or submission of various rules and agreements by clicking on the website, online agreement renewal, etc.
g. You represent and warrant that:
i. you are competent to contract i.e. if you are an individual, that you are over eighteen years of age or are of legal age to form a binding contract under applicable laws, or that if you are registering on behalf of an entity, that you are authorized to enter into, and bind the entity to, these Terms and register for the Services, in accordance with the applicable laws where your entity is registered; and;
ii. you have not been previously suspended or removed from using the Platform or the Services;
iii. you are not resident, located in or otherwise attempting to access the Platform or the Services from, or otherwise acting on behalf of a person or legal entity that is resident or located in, a Restricted Location. For the purposes hereof, “Restricted Location” shall include the United States, Malaysia, Singapore, and such other locations as designated by NYX from time to time as a “Restricted Location” for the purposes hereof;
iv. you are:
a. not included in any Sanctions Lists; and
b. your use of Services will not violate any and all laws and regulations applicable to you, including but not limited to our AML Policy, and applicable regulations on anti-money laundering, anticorruption, and counter-terrorist financing.
v. You will not indulge in the following activities (collectively “Market Misconduct”):
a. engaging in any form of market manipulation, such as spoofing orders, false trading or price rigging;
b. taking any action which creates a false or misleading appearance of trades or prices;
c. taking any action to maintain an artificial price or manipulate the price;
d. disclosing false or misleading information about transactions;
e. offering or carrying out transactions with the intention of manipulating prices to induce others to trade; or
f. taking any action or omit to take any action which would constitute fraud.
h. Please note that there are legal requirements in various countries which may restrict the products and services that NYX can lawfully provide. Accordingly, some products and services and certain functionality within the Platforms may not be available or may be restricted in certain jurisdictions or regions or to certain users. You shall be responsible for informing yourself about and observing any restrictions and/or requirements imposed with respect to the access to and use of the Platforms and the Services in each country from which the Platforms and the Services are accessed by you or on your behalf. NYX reserve the right to change, modify or impose additional restrictions with respect to the access to and use of the Platforms and/the Services from time to time at their discretion at any time without prior notification.
i. If we change the eligibility criteria to be registered with the Platforms and you no longer comply with the new eligibility criteria, as determined by us in our sole discretion, you accept that we may close your Account without any liability for us. You are solely responsible for ensuring that you are in compliance with these Terms and with all laws, rules and regulations applicable to you. If your right to access the Services is revoked or use of the Services is in any way prohibited, in such circumstances, you agree not to use or access the Platforms or use the Services in any way.
j. We have the right to disable your access to the Account or any part of it, whether chosen by you or allocated by us, at any time, if in our reasonable opinion, you have failed to comply with any of the provisions of these Terms, including without limitation the AML Policy.
k. You hereby agree, acknowledge and grant your consent enabling us to retain any information provided by you for our compliance under laws applicable to NYX.
l. If you know or suspect that anyone other than you know or has unauthorized access to your Account Information or any part of it, you must promptly notify us by sending us an email at support@nyxex.com. We are not liable for any losses or other consequences of unauthorised use of your account.
4. SERVICES
a. We may provide Services which you can access and/or use, with such features, rights and privileges and on such terms and conditions as we may specify. Any such terms and conditions may be set out through any means we consider appropriate, including as an annex to these Terms.
b. We may introduce new Services, or vary, suspend, withdraw or cease to provide any or all of the Services. We will endeavour to give you reasonable prior notice before we vary, suspend, withdraw or cease to provide any of the Services but retain the right to do so without prior notice to you.
c. We shall not be liable for any losses or damages as a result of:
i. varying, suspending, withdrawing or ceasing to provide access to and use of any of the Services or;
ii. amending any terms and conditions on which the Services are provided.
d. In order to access certain Services, you will need an Account and be granted certain features, rights and privileges. We shall make reasonable efforts to ensure that the Services are available. However, access to the Services may be disrupted from time to time due to necessary maintenance, technical issues, network and system overloads or other events (whether within or outside of our control). We will use commercially reasonable efforts to avoid downtime of the Services, but assume no liability (whether for trading-related losses or otherwise) if the Services or any part thereof are unavailable at any time or for any period.
e. We have the right to implement or impose (or vary) any restrictions and limitations on access to and use of the Services in our sole and absolute discretion, including (but not limited to) transaction volumes, risk limits, rate limits, account limits, and order restrictions. We may also implement or impose (or vary) restrictions and limitations on the access to and use of the Services specifically in relation to your Account. We may implement, impose or amend these restrictions and limitations at our sole and absolute discretion without prior notice to you.
f. From time to time, we may launch certain features or Services as beta versions at the time of release (a “Development Service”). If you agree to participate in the beta testing of a Development Service, you acknowledge, agree and understand that the Development Service may be unstable and may change from time to time. We do not warrant that the functionality of Development Services will meet your requirements or that the operation of Development Services will be uninterrupted or error-free. We will not be liable for any loss or damage arising from your access to and use of a Development Service. We reserve the right, at any time and for any reason, to discontinue, redesign, modify, enhance or change the Development Services.
g. NYX has the exclusive authority to determine which Digital Assets are listed on the platform and may add or remove Digital Assets from the platform in its sole discretion, from time to time. NYX may also change the order size available for each Digital Asset. In respect of such additions, removals, or amendments, NYX may, but is not obliged to, notify Users in advance and NYX shall have no liability to Users in connection with such additions, removals or amendments.
h. We charge fees in connection with the use of the Services (“Fees”). Details of the standard Fees for the use of the Services can be found here. (subject to any rebates, deductions or waivers applied by the NYX from time to time). We have the right to amend the Fees at any time at our sole and absolute discretion without prior Notice to you. We have the right to collect Fees from you in any way we determine, including deducting an amount equivalent to the fees from your Account Balance, and you hereby authorise us to collect such Fees and deduct from your Account Balance directly.
i. You acknowledge and agree that we have the right to set off negative balances in your Account or Fiat Wallet by buying the necessary amount of Digital Assets at the prevailing market price to set off such negative balances with any of the other Digital Assets in your Account or Coin Wallet; and any and all debts owed to NYX through the setting off of balances of your Account or Fiat Wallet or Wallet.
I. LICENSE
a. Provided that you constantly comply with the express terms and conditions stated in these Terms, NYX grants you a revocable, limited, royalty-free, non-exclusive, non-transferable, and non-sublicensable license to access and use the Services through your computer or Internet compatible devices for your personal/internal purposes. You are prohibited to use the Services for resale or commercial purposes, including transactions on behalf of other persons or entities. All the above actions are expressly prohibited and constitute a material violation of these Terms. The content layout, format, function and access rights regarding the Services should be stipulated in the discretion of NYX. NYX reserves all rights not expressly granted in these Terms. Therefore, you are hereby prohibited from using the Services in any way not expressly authorized by these Terms.
b. These Terms only grant a limited license to access and use the Services. Therefore, you hereby agree that when you use the Services, NYX does not transfer the Services or the ownership or intellectual property rights of any NYX intellectual property to you or anyone else. All the text, graphics, user interfaces, visual interface, photos, sounds, process flow diagrams, computer code (including html code), programs, software, products, information and documents, as well as the design, structure, selection, coordination, expression, look and feel, and layout of any content included in the services or provided through the Services, are exclusively owned, controlled and/or licensed by NYX.
c. NYX owns any feedback, suggestions, ideas, or other information or materials (hereinafter collectively referred to as “Feedback”) about NYX or the Services that you provide through email, the Services, or other ways. Our right to sublicense. The license granted by you under this clause includes our ability to sublicense to a third party as necessary to facilitate the provision of the NYXEX Services, or any portion thereof, by us and any NYXEX Affiliates. You hereby transfer all rights, ownership and interests of the Feedback and all related intellectual property rights to NYX. You have no right and hereby waive any request for acknowledgment or compensation based on any Feedback, or any modifications based on any Feedback.
II. DEPOSITS, WITHDRAWALS & TRANSFERS
a. The Trading Platform and all calculations are currently denominated in Bitcoin or USD Tether (with transfer and credit on the Bitcoin blockchain and Ethereum blockchain, respectively). We may allow the use of other digital assets and denominate the Trading Platform and calculations using such other digital assets from time to time at our sole and absolute discretion (with transfer and credit on the applicable blockchain, according to such policies and procedures as we may determine).
b. We will provide your Account with one or more applicable deposit addresses (each a “Deposit Address”), unless otherwise restricted under these Terms (and may, from time to time, allow for the use of more than one Deposit Address in respect of any digital asset, at our discretion).
c. When you make an instruction to transfer the applicable digital assets to a Deposit Address (each such transfer, a “Deposit”):
i. in order for such transfer to be effective, you are required to transfer to NYX all right, title and interest in the relevant amount of digital assets free from all liens, claims, charges and encumbrances;
ii. we will typically credit each Deposit after receiving at least one confirmation of the transfer and credit to the Deposit Address on the relevant blockchain, but more than one confirmation may be necessary, and we do not guarantee that a transfer will be credited within any defined number of confirmations or that any given block will be processed simultaneously with any blockchain confirmation, in particular, without limitation, we may, at our discretion (i) credit a Deposit prior to confirmation on the relevant blockchain or (ii) require additional confirmations or conditions with respect to any Deposit, in particular (without limitation) where we believe that blockchain consensus is in doubt;
iii. when we determine that such transfer is effective, we will increase your Account Balance by an amount that is equivalent to the amount of digital assets transferred to the Deposit Address net of any applicable transaction fees (including, without limitation, any applicable mining fees);
iv. you agree that all right, title and interest in and to any and all Digital Assets that is transferred to the Deposit Address shall vest in us, free and clear of any liens, claims, charges or encumbrances or any of interest of you or any third party;
v. immediately prior to each such transfer, you represent and warrant that:
aa. you are the legal and beneficial owner of any and all digital assets that you transfer to the Deposit Address;
ab. you have the full and unqualified right to convey and have conveyed, all right, title and interest in and to the relevant amount of digital assets that you transfer to the Deposit Address;
ac. the digital assets you transfer to the Deposit Address are not derived from or obtained as a result of any breach of Applicable Laws or the proceeds of crime (including any proceeds arising from drug trafficking, corruption, financing of terrorism or money laundering or transactions that violate sanctions), and the transfer does not constitute a breach of any applicable laws; and
ad. you will execute and deliver all necessary documents and take all necessary steps that we require in order to procure that, upon such transfer, all right, title and interest in and to any digital assets shall vest in us, free and clear of any liens, claims, charges or encumbrances or any of interest of you or any third party
vi. You have no rights or interest in respect of the Deposit Address or the amount of digital assets that is recorded in or registered to the Deposit Address. Your Account Balance is not your Wallet. Your Account Balance is the balance of digital assets that we reflect in our books and records as credited to your Account. Amounts stated as being credited to or deducted from your Account Balance means that such amounts will be added to or deducted from the balance which NYX reflects in its books and records as available to be used by you in respect of the Services.
vii. You agree that it is your responsibility to ensure that instructions, orders or transactions sent to us are well-formatted, clear and denominated in the correct digital assets. In particular, you must transfer the correct digital assets to the Deposit Address. We are not liable for any inaccuracies, omissions or other errors with respect to any Deposit. In particular, without prejudice to the foregoing, we have no obligation to return any digital asset that has been transferred to a Deposit Address that is controlled by or associated with us, in circumstances where (i) we do not support that digital asset or the blockchain or protocol pursuant to which it was transferred or (ii) the digital asset has been transferred to the wrong Deposit Address.
viii. When you instruct us to transfer to you an amount of digital assets from your available Account Balance (a “Withdrawal”), you must provide an appropriate withdrawal address (“Withdrawal Address”) for the transfer of digital assets to you. When we determine that your instruction is valid, we will deduct from your Account Balance the amount set out in your instruction; when such deduction has occurred, we then transfer an equivalent amount of digital assets to your Withdrawal Address minus any applicable transaction fees (including, without limitation, any applicable mining fees). We are not liable for any inaccuracies, omissions or other errors with respect to any Withdrawal.
ix. In respect of each Withdrawal Address you provide to us and/or save and register with your Account:
aa. you represent and warrant that the Withdrawal Address you provide is your own and that you have full control over that address;
ab. you agree that it is your responsibility entirely to provide us with correct withdrawal details including your Withdrawal Address and we have no liability should you not receive the digital assets withdrawn due to you providing incorrect or out-of-date details; and
ac. you agree to indemnify and hold us harmless against any and all claims, demands, lawsuits, actions, proceedings, investigations, liabilities, damages, losses, costs or expenses, including reasonable attorneys’ fees, in any way arising out of, in relation to or in connection with, directly or indirectly, our reliance on your representations and warranties set out in this Clause.
ad. We may allow you to save and register one or more Withdrawal Addresses with your Account.
x. We will process Withdrawals according to our withdrawal rules. We may amend the withdrawal rules at our sole and absolute discretion without prior Notice to you. Unless otherwise stated in our withdrawal rules, it is your responsibility to specify and pay any applicable network fees (and in any event any such network fee shall be at least the minimum amount required by us) in respect of any Withdrawal. Where a network or transaction fee can or must be paid in a digital asset other than the digital asset that is the subject of a Withdrawal, we reserve the right to require payment of any such fee in an alternative digital asset (and to deduct from your Account any amount payable pursuant to this Clause). We do not guarantee that a withdrawal will be processed, broadcast, or confirmed within any defined timeframe or number of confirmations. We are not responsible for any delay in confirmation or processing of any Withdrawal.
xi. If you hold more than one Account, we may provide the option of linking your Accounts at our sole and absolute discretion, and to allow transfers of digital assets from one Account to another Account by making a Withdrawal from one Account to the Deposit Address of the other Account. If we approve the transfer, we will deduct the relevant amount from the balance of digital assets that we reflect in our books and records in respect of the transferor Account and credit the balance of digital assets that we reflect in our books and records in respect of the transferee Account. Such transfers will not be sent to the applicable blockchain and are solely what NYX reflects in its books and records as available to be used by you in respect of the Services.
xii. The protocol underlying a digital asset may change or otherwise cease to operate as expected due to changes made to its underlying technology or changes resulting from an attack. These changes may include, without limitation, a “fork”, a “rollback”, an “airdrop”, or a “bootstrap”. We will not support any such change unless we choose to do so in our sole and absolute discretion. Any action that we choose to take with respect to any change to or cessation of any underlying blockchain or asset protocol will be determined by us at our sole and absolute discretion, including (without limitation) in relation to the crediting (or otherwise) of any asset associated with any change and the selection of which blockchain (if any) is the successor to any blockchain, asset or protocol version.
III. FIAT WALLET
a. Fiat Wallet has been provided to store your fiat holdings. Funds held herein can only be used to purchase Digital Assets through the Platforms and the fiat currency denominated sale proceeds of any Digital Assets will be credited into this Fiat Wallet, less the applicable transaction Fee. You are not entitled to any interest on the Funds held in the Fiat Wallet.
b. In case you wish to acquire Digital Assets using fiat currency you will be required to transfer Funds from your Linked Bank Account, Credit Card, Debit Card, or any other payment gateway service as provided by NYX, to your Fiat Wallet to purchase any Digital Assets. Your Fiat Wallet will reflect funds transferred to it within two working days of such transfer being initiated, subject to any delays in the relevant banking channels.
c. You may withdraw the Funds held in your Fiat Wallet, by making a formal request to transfer such Funds into the Linked Bank Account, through the Online Platforms at any time (“Withdrawal Request”). NYX will endeavour to settle each Withdrawal Request within 3 working days of process as mentioned herein.
d. Depending on the place of residence, jurisdiction or applicable law, NYX may or may not provide you the option to avail the Services of a Fiat Wallet.
IV. TRADING PLATFORM
a. The Trading Platform is a trading facility where Contracts can be executed. The Trading Platform is operated by NYX.
b. The Trading Platform can be accessed during Trading Hours, save that, without prejudice to any of NYXS rights in these Terms, NYX may temporarily halt or limit access to (or use of) the Trading Platform (a “Trading Halt”) in its sole and absolute discretion, including during a scheduled maintenance period. During a Trading Halt, NYX may temporarily halt or limit trading (including the submission of new Orders and the execution of Trades) in respect of any or all digital assets on the Trading Platform; or the whole Trading Platform.
c. NYX has no obligation to give prior Notice to Users of a Trading Halt or when trading will resume after a Trading Halt. NYX is not liable for any Losses as a result of a Trading Halt.
d. Users agree and acknowledge that NYX has no obligation to make the Trading Platform available at any time. NYX makes no representation or warranty that the Trading Platform will be available at any and all times and NYX assumes no liability (whether for trading-related Losses or otherwise (including because of any Trading Halt)) if the Trading Platform is not available for any time or for any period.
e. The Trading Platform and all calculations are currently denominated in various Digital Assets including, but not limited to bitcoin and USD Tether.
f. NYX may use other Digital Assets and denominate the Trading Platform and calculations using such other digital assets from time to time as NYX determines in its sole and absolute discretion. Certain prices and values may be quoted, displayed or specified in non-digital asset currencies as determined by NYX from time to time and shall be for reference purposes only (unless otherwise stated). NYX has sole and absolute discretion to determine the exchange rate (including between any digital assets and non-digital asset currencies) to be used in any of its calculations.
g. Nothing under these Terms or the relationship between the User and NYX gives rise to any fiduciary, advisory, trust or equitable duties by NYX. NYX shall have no obligations to a User under these Terms except as expressly set out, and no obligations shall be implied or read into these Terms.
h. Nothing on the Trading Platform shall be construed as marketing, promotion, offering, solicitation, recommendation or advice on any of the Contracts or Trades. NYX does not, and has no obligation to, advise a User on any of the Contracts or Trades. Each User makes its own independent decision to access and use the Trading Platform, place Orders and enter into Trades. Each User is fully and solely responsible for any Losses incurred in respect of its Trades. Users should seek independent advice where appropriate.
i. The Trading Platform publishes public order books, trading charts and trading information in respect of certain Contracts, Orders, Trades, and other data ("Public Data"). Such Public Data provided on the Trading Platform or the Platforms is for general information purposes only. No representation or warranty, express or implied, is made to the Public Data’s availability, accuracy, reliability or completeness. NYX expressly disclaims any and all liability for the availability, accuracy, reliability or completeness of the Public Data. For example, certain types of Orders, such as Hidden Orders, are not displayed on the Trading Platform’s Public Data with respect to order books.
V. CONTRACTS
a. The list of Contracts which can be traded on the Trading Platform, as well as the Contract Specifications, are set out for Futures Contracts and Perpetual Contracts. Spot Trading Pairs are available to view on the Spot Trading platform, and trading fees are set out here.
b. NYX may in its sole and absolute discretion and at any time:
i. suspend trading of or remove a Contract from the Trading Platform;
ii. add a new Contract to the Trading Platform; and
iii. amend any provision or term of any Contract (including the Contract Specifications in respect of a Contract).
c. NYX has no obligation to give prior Notice to Users before taking any such actions, although it will use reasonable endeavours to give reasonable Notice where possible. Without limitation, NYX may not be able to give Notice where any actions by a governmental, regulatory or other authority causes NYX to suspend trading of a Contract.
d. Without prejudice to NYX’s rights, any amendments made to any provision or term of a Contract in accordance with this clause may apply to all open Orders and all outstanding Trades and Positions in that Contract as well as any future Orders, Trades and Positions in that Contract. NYX is not liable for any Losses relating to amendments to any provision or terms of a Contract or for any Notice (or lack of Notice) prior to such amendment.
VI. ACCOUNT
a. NYX shall use reasonable endeavours to update each User’s Account Information on a real-time basis to reflect information recorded in the Matching Engine Book, but each User acknowledges and agrees that the Matching Engine Book is final and conclusive source of all data and information that is recorded by the Matching Engine Book and the Account Information is for general information purposes only. If there is any inconsistency between the data and information in the Account Information and the data and information in the Matching Engine Book, the data and information in the Matching Engine Book will prevail.
b. The User’s Account Balance (including the Wallet Balance, Margin Balance and Available Balance) reflects the balance of digital assets which NYX reflects in its books and records as available to be used by the User on the Trading Platform.
c. The calculations conducted by NYX to determine the Account Balance are final and conclusive.
VII. TRADING
a. A User may, where permitted under these Terms, propose to enter into a Trade through the Trading Platform by submitting an Order.
b. The Trading Platform matches a User’s Order with one or more Orders submitted by other Users (or deemed to be submitted by other Users) in accordance with this clause.
c. An Order is deemed to be submitted by other Users if it is submitted by the Trading Platform, Liquidation Engine or Auto-Deleveraging System. When a match occurs, NYX executes a Trade with each User on a principal-to-principal basis in accordance with clause 4 (VII)(v). Each Trade is a legally binding contract between the User and NYX.
d. Each Order and Trade is subject to the Terms and governed in accordance with the laws of British Virgin Islands.
e. Each User is responsible for any Order made on the Trading Platform, including to ensure that the Order is properly submitted on the Trading Platform through the website, mobile App, API or any other means which NYC may specify or make available from time to time.
f. Order Management Requests may be rejected by the Trading Platform and it is each User’s responsibility to confirm whether an Order Management Request has been accepted by the Trading Platform. NYX is not liable for any Loss suffered as a result of any Order not being submitted by a User or any Order Management Request being rejected for any reason. Orders are submitted to the Trading Platform at the User’s own risk.
g. Each User is responsible for any Trade executed on the Trading Platform. Upon acceptance of an Order, the Trading Platform shall match such Order in accordance with these Terms and enter into a legally binding Trade with the User. NYX is not liable for any Loss as a result of executing a Trade in accordance with the User’s Order. It is each User’s responsibility to assess the risks associated with the execution of a Trade.
h. NYX is entitled to rely on, and a User is bound by, all Orders and Trades made by a User through its Account.
i. As a condition precedent to a User submitting an Order, (i) a User’s Available Balance must be at least equal to the relevant Required Order Margin and (ii) such proposed Order must pass the validation and risk checks conducted by the Trading Platform.
j. A buy or sell Order for a Contract can be submitted on the following terms (each, an “Order Type”):
i. Market Order: an Order to be executed immediately at current market prices;
ii. Limit Order: an Order specifying the maximum (in respect of a buy Order) or minimum (in respect of a sell Order) price (“Limit Price”) at which the Trade may be executed;
iii. Stop Market Order: a Market Order which will be placed when the market (set as either last price, mark price or Index Price) reaches a specified trigger price set by the User (“Trigger Price”), where the Trigger Price will be below the market price at the time of submission in respect of a sell Order and above the market price at the time of submission in respect of a buy Order;
iv. Stop Limit Order: a Limit Order which will be placed when the market reaches the Trigger Price, where the Trigger Price will be below the market price at the time of submission in respect of a sell Order and above the market price at the time of submission in respect of a buy Order;
v. Trailing Stop Order: a Market Order which will be placed when the price reverts by an amount equal to the trailing value set, which will be positive in respect of a buy Order and negative in respect of a sell Order;
vi. Take Profit Limit Order: a Limit Order which will be placed when the market reaches the Trigger Price, where the Trigger Price will be above the market price at the time of submission in respect of a sell Order and below the market price at the time of submission in respect of a buy Order;
vii. Take Profit Market Order: a Market Order which will be placed when the market reaches the Trigger Price, where the Trigger Price will be above the market price at the time of submission in respect of a sell Order and below the market price at the time of submission in respect of a buy Order; and
viii. Pegged Order: a Limit Order which is set at a price relative to the current market price at the time of submission of the Order, which can be submitted as a PrimaryPeg (where the price is set relative to the Best Bid price) or as a MarketPeg (where the price is set relative to the Best Ask price).
k. When submitting an Order, Users may also be able overlay the following execution instructions on Order Types (as applicable) (each, an “Execution Instruction”):
i. Good Till Cancel Order: an Order that will remain outstanding until the full quantity of such Order is executed or the Order is cancelled;
ii. Day Order: an Order that will remain outstanding until the full quantity of such Order is executed or the Order is cancelled or the time reaches 12:00 (UTC);
iii. All Or None: an Order in which the full quantity of the Order will either be executed or otherwise cancelled;
iv. Fill Or Kill Order: an Order in which the full quantity of the Order will either be immediately executed or otherwise cancelled;
v. Immediate Or Cancel: an Order in respect of which all or a portion of the quantity of the Order will be immediately executed, and any portion that is not immediately executed will be immediately cancelled;
vi. Hidden Order: an Order which is not displayed on the Trading Platform’s Public Data;
vii. Iceberg Order: an Order where only part of the order is displayed on the Trading Platform’s Public Data;
viii. Post-Only Order: an Order that is only accepted if it is not immediately executed;
ix. Reduce-Only Order: an Order which will only reduce the Position held;
x. Close Order: an Order which will cancel other active Limit Orders with the same side and symbol if the open quantity exceeds the current Position.
l. NYX may add, remove or amend Order terms, types and/or overlays from time to time in its sole and absolute discretion.
m. Order Management: Order Management Requests are processed by the Trading Platform in the order they are made (first-in-first-out). NYX implements policies, measures and actions, including, for example, a Load Shedding Policy (which can be amended by NYX in its sole and absolute discretion from time to time), that NYX considers necessary to manage the volume of Order Managements Requests. Such policies and measures can be amended by NYX at any time in its sole and absolute discretion. NYX may also take steps to prioritise, reduce, decrease or moderate the volume of Order Management Requests (including, but not limited to, by rejecting Order Management Requests or prioritising certain Order Management Requests). Where an Order Management Request is rejected by the Trading Platform, a User may then choose to resubmit or change such Order Management Request.
n. Order Acceptance and Cancellation: Subject to certain validation and risk checks conducted by the Trading Platform, the Order may be accepted by the Trading Platform. Upon an Order being accepted by the Trading Platform:
i. NYX will send a User Notice to the User confirming that the Order has been accepted by the Trading Platform; and
ii. the relevant Order Margin will be deducted from the User’s Available Balance.
o. Certain Orders may be cancelled by the User through the Trading Platform before the Order is executed by Trading Platform. An Order cannot be cancelled after a Trade has been executed between NYX and the User.
p. Protection on Market Orders: A buy Market Order for a Contract will be limited to a price equal to 5% above the higher of the Best Ask and the Mark Price at the time of such Market Order (the higher of such Best Ask and such Mark Price being the “Higher Buy Price”). Such an Order will be executed up to the aggregate notional amount of the sell Orders priced between the Higher Buy Price and 5% above the Higher Buy Price, and the unexecuted remainder of any such Order (if any) shall be cancelled.
q. A sell Market Order for a Contract will be limited to a price equal to 5% below the lower of the Best Bid and the Mark Price at the time of such Market Order (the lower of the Best Bid and the Mark Price being the “Lower Sell Price”). Such an Order will be executed up to the aggregate notional amount of the buy Orders priced between the Lower Sell Price and 5% below the Lower Sell Price, and the unexecuted remainder of any such Order (if any) shall be cancelled.
r. Risk Controls on Limit Orders: A buy Limit Order for a Contract will not be accepted if (i) the notional amount of the Order is larger than the aggregate notional amount of the Orders at the Best Ask at the time of the Order and (ii) the Limit Price is more than 5% above the higher of the Best Ask and Mark Price.
s. A sell Limit Order for a Contract will not be accepted if (i) the notional amount of the Order is larger than the aggregate notional amount of the Orders at the Best Bid at the time of the Order and (ii) the Limit Price is more than 5% below the lower of the Best Bid and Mark Price.
t. Genuine Orders: A User shall only submit and make Orders which represent a genuine intention to execute a Trade. A User must not submit or make Orders with the purpose to manipulate or create a false market on the Trading Platform or otherwise submit or make any Orders without the intention to execute a Trade. NYX monitors Orders and implements policies and measures to restrict and reject Orders which NYX considers to be manipulative, misleading, not genuine, non-bona-fide, or otherwise abusive.
u. Trade Execution: The Trading Platform uses a central order book and, according to price and time priority of accepted Orders, may match a User’s Order with one or more Orders of another User (or Orders deemed to be of another User), subject to certain validation and risk checks and any other terms determined by NYX.
v. If the Trading Platform determines that there is a match in respect of a User’s Order:
a. NYX and the User will have executed the corresponding Trade on a principal-to-principal basis;
b. the terms of such Trade will be recorded in the Matching Engine Book;
c. such Trade will be a legally binding contract between the User and NYX;
d. NYX will send a User Notice to the User confirming that NYX and the User have executed a Trade; and
e. the relevant Position Margin will be deducted from or credited to the User’s Available Balance.
w. The Trading Platform will net all Trades in respect of the same Contract and determine a User’s net Position in a Contract (including the Position Margin assigned to that Position).
x. Order, Trade and Position Amendment or Cancellation: NYX, in its sole and absolute discretion, enter into a supplemental or off-setting Trade with a User or take any other steps to amend, adjust, close, reverse, Liquidate, mitigate, off-set, deleverage or settle (as applicable) any Order, Trade or Position in respect of a User:
a. to correct or adjust any clerical, operational or other error;
b. upon a Market Disruption Event;
c. where it determines there has been any breach of applicable law;
d. where it determines that it is necessary or desirable in order to preserve the integrity of the trading market;
e. to implement any changes or amendments including (without limitation) to the Trading Platform, these Terms, the Contracts (including Contract Specifications), Funding, Settlement, Maintenance Margin Requirements, Liquidation, Order Types or Execution Instructions;
f. where it determines that an Order or Trade is otherwise manipulative or abusive; or
g. where it determines that an Order or Trade result from or may cause any Market Misconduct,
and NYX shall provide the impacted User with a User Notice. Any determination and decision made by NYX under this clause is final and conclusive.
y. If a User believes that an Order, Trade or Position has been placed, executed or calculated in error, the User must notify NYX within 24 hours.
z. Trading Rules: NYX may implement or impose trading rules, restrictions and limitations on trading in its sole and absolute discretion, including any order, trade, position, price or other limits. In case of any discrepancy between these Terms and the Trading Rules, these Terms shall prevail unless expressly stated otherwise in those Trading Rules. NYX may amend these in its sole and absolute discretion without prior Notice to the Users.
aa. NYX may also implement or impose restrictions and limitations specifically in relation to the User’s Account. NYX may implement and/or amend these restrictions and limitations in its sole and absolute discretion without prior Notice to a User.
VIII. FUNDING
a. The terms of the Perpetual Contracts include a periodic funding amount that is paid or received by a User as set out in this clause in connection with a User’s Position (“Funding”).
b. At each of the specified times at 1:00am, 12:00pm, & 4:00pm, each a "Funding Timestamp"):
i. Funding will be determined by NYX in respect of a User’s Position in respect of a Perpetual Contract at such time; and
ii. the following shall apply:
a. if the Funding Rate in respect of a Perpetual Contract is positive as at a Funding Timestamp:
i. Funding shall be deducted from the Position Margin assigned to that Position of a User holding a long Position in that Perpetual Contract; and
ii. Funding shall be credited to the Wallet Balance of a User holding a short Position in that Perpetual Contract; OR
b. if the Funding Rate in respect of a Perpetual Contract is negative as at a Funding Timestamp:
i. Funding shall be deducted from the Position Margin assigned to that Position of a User holding a short Position in that Perpetual Contract; and
ii. Funding shall be credited to the Wallet Balance of a User holding a long Position in that Perpetual Contract shall.
c. In respect of each Funding Timestamp, the amount of Funding is equal to Mark Value x Funding Rate as determined by NYX.
d. The Mark Value and Funding Rate are determined by NYX.
e. Funding shall be deducted from Position Margin assigned to a Position or credited to Wallet Balance in respect of a Perpetual Contract only if the Position is held at the relevant Funding Timestamp.
f. All calculations in respect of Funding by NYX are final and conclusive. NYX may amend the Funding Timestamps, the Funding Terms, the Funding Rate, the methodology for determining the Funding Rate and any other terms relating to the determination of Funding in its sole and absolute discretion and without prior Notice to Users.
IX. SETTLEMENT
a. Settlement occurs when a Position closes or expires at the Settlement Price and the profit or loss on that Position is credited to or deducted from the User’s Wallet Balance (“Settle” or “Settlement”).
b. Other than in the case of Early Settlement:
i. Perpetual Contracts do not Settle; and
ii. Futures Contracts Settle in accordance with their Contract Specifications.
c. NYX has the right to declare Early Settlement of any Contract due to a Market Disruption Event or for any other event or reason as determined by NYX including, but not limited to, concerns about the underlying digital assets or to ensure a fair and orderly market. NYX will use reasonable endeavours to provide reasonable prior Notice to Users upon the declaration of Early Settlement, including the terms on which the Contracts will settle. NYX is not liable for any Losses relating to Early Settlement or for any Notice (or lack of Notice) in respect of Early Settlement.
d. In the event of Early Settlement, all Trades in respect of a Contract that NYX has declared is subject to Early Settlement will Settle at a time determined by NYX and in accordance with our policy. NYX may amend the Early Settlement Policy in its sole and absolute discretion without prior Notice to Users.
e. All calculations and determinations in respect of Settlement and Early Settlement by NYX are final and conclusive.
X. MARGIN
a. Certain Contracts may be traded on a margin basis. Notwithstanding that, NYX may at any time cease to permit such Contracts to be traded on a margin basis or vary the margin terms by way of a Notice.
b. Contracts that may be traded on a margin basis and Orders, Trades and Positions of such Contracts (as applicable) are subject to Initial Margin Requirement and Maintenance Margin Requirements. NYX may amend the Margin Requirement Policy and the Margin Calculation Policy in its sole and absolute discretion without prior Notice to Users.
c. The amount of Initial Margin Requirement and Maintenance Margin Requirement in respect of any Position will take into account the Risk Limit selected by a User in respect of that Position. NYX may vary or change the Risk Limit in respect of a User’s Position at its sole and absolute discretion, including in connection with any Liquidation in accordance with clause 4 (XI).
d. NYX reserves the right to vary the Initial Margin Requirement and the Maintenance Margin Requirement in respect of a User by way of User Notice.
e. All calculations related to Initial Margin Requirement and Maintenance Margin Requirement in respect of a Contract, Order, Trade or Position by NYX are final and conclusive.
f. Order Margin shall be deducted from a User’s Available Balance in accordance with clause 4 (VII) upon acceptance of an Order.
g. Each Position shall have Position Margin assigned to that Position. The Position Margin assigned to a Position shall be used to satisfy a User’s Maintenance Margin Requirement, and may varied in accordance with these Terms.
h. Position Margin shall be deducted from a User’s Available Balance in accordance with clause4 (VII) upon execution of a Trade.
i. Maintenance Margin Requirement is satisfied in respect of Orders and Positions (as applicable) as follows:
i. The Maintenance Margin Requirement is satisfied in respect of an Order if sufficient Order Margin is deducted from a User’s Available Balance.
ii. The Maintenance Margin Requirement is satisfied in respect of a Position if the Position Margin assigned to the Position is greater than the Maintenance Margin Requirement. The Maintenance Margin Requirement is not satisfied in respect of a Position if the Position Margin assigned to the Position is less than the Maintenance Margin Requirement.
j. A User may select “Isolated Margin” or “Cross Margin” in respect of a Position.
i. Where Isolated Margin is selected in respect of a Position, the Position Margin assigned to that Position will be used to satisfy a User’s Maintenance Margin Requirement for that Position. A User may vary the Position Margin assigned to a Position subject to the User’s Available Balance, the Initial Margin Requirement and the Maintenance Margin Requirement.
ii. Where Cross Margin is selected in respect of a Position, a User’s entire Available Balance in the corresponding Margin currency will be treated as Position Margin assigned to that Position to satisfy a User’s Maintenance Margin Requirement for that Position.
k. Failure to satisfy the Maintenance Margin Requirement in respect of a Position will result in the Liquidation of a User’s open Orders and/or Positions in accordance with clause X hereinabove. The User acknowledges and accepts that it bears all risks and Losses as a result of a User’s failure to meet the Maintenance Margin Requirement in respect of an Order or a Position.
XI. LIQUIDATION
a. Liquidations are effected on the Trading Platform by the Liquidation Engine if a User has failed to satisfy the Maintenance Margin Requirement in respect of a Position.
b. Liquidation of a User’s Position shall be effected as follows:
i. if the User is on a Step that is not the Base Risk Limit in respect of a Contract:
A. Liquidation Phase 1 – The Liquidation Engine shall assess whether the correct Step is applied based on the sum of the notional amounts of the open Orders and the Position. If the sum of such notional amounts is below the Step that is being currently applied, then the Step will be reduced by the Liquidation Engine to the appropriate Step based on the sum of the notional amounts of the open Orders and the Position (and the Maintenance Margin Requirement will also be reduced as determined in accordance with clause 4(X)(b). If the Maintenance Margin Requirement is satisfied following this Liquidation Phase 1, no further action is taken.
B. Liquidation Phase 2 – If the Maintenance Margin Requirement is not satisfied after Liquidation Phase 1, then the Liquidation Engine will cancel all of a User’s open Orders (if any) in respect of the same Contract. If the sum of the notional amount of the Position is below the Step that is being currently applied, then the Step will be reduced by the Liquidation Engine to the appropriate Step based on the sum of the notional amount of the Position (and the Maintenance Margin Requirement will also be reduced as determined in accordance with clause 4(X)(b)). If the Maintenance Margin Requirement is satisfied following this Liquidation Phase 2, no further action is taken.
C. Liquidation Phase 3 – If the Maintenance Margin requirement is not satisfied after Liquidation Phase 2, then a Fill or Kill Order, of a size to bring the Mark Value below a lower Step, is submitted on behalf of a User. If the Fill or Kill Order is executed and the Maintenance Margin Requirement is satisfied as a result of this Liquidation Phase 3, no further action is taken. If either the Fill or Kill Order is not executed, or after the execution of such Trade(s), the Maintenance Margin Requirement is not satisfied, the Position shall be terminated and a User shall immediately have no further rights, interests or obligations in the Position and the Position Margin assigned to that Position.
ii. if the User is on the Base Risk Limit in respect of a Contract, the Liquidation Engine shall cancel the User’s open Orders (if any) in respect of the same Contract. If the Maintenance Margin Requirement is satisfied in respect of the Position after the cancellation of the User’s open Orders (if any), no further action is taken. If the Maintenance Margin Requirement is not satisfied in respect of the Position after cancellation of the User’s open Orders (if any), the Position shall be terminated and the User shall immediately have no further rights, interests or obligations in the Position and the Position Margin assigned to that Position.
c. The User acknowledges and accepts that it bears all risk and Losses arising from the Liquidation process as a result of the User’s failure to meet the Maintenance Margin Requirement. Further, the User agrees and acknowledges that upon termination of a Position, the User will have no further rights, interests or obligations in the Position and the Position Margin assigned to that Position.
d. NYX will use reasonable endeavours to provide a User Notice as soon as practicable after Liquidation of a Position unless the User has opted out of receiving such User Notice.
e. Following the termination of a Position in accordance with clause XI (b), NYX may take any action it deems necessary in its sole and absolute discretion to manage the risk to NYX of that terminated Position (including any Position Margin assigned to that terminated Position), including, for example, entering into a Trade or Trades corresponding to the terminated Position (a “Liquidation Trade”). Users have no rights or interest in Liquidation Trades.
XII. AUTO DELEVERAGING
a. Auto-Deleveraging is effected on the Trading Platform by the Auto-Deleveraging System.
b. In respect of a Contract in which Auto-Deleveraging is enabled (as set out in the Contract Specifications), Auto-Deleveraging occurs when there are insufficient funds in the Insurance Fund allocated to a Contract.
c. Upon exercise of Auto-Deleveraging, the Auto-Deleveraging System shall close out a Users’ Position(s) in the relevant Contract (in whole or in part) by profit and leverage priority in accordance with the rules here. When a Position is closed out by the Auto-Deleveraging System, the affected User shall immediately realise any profit or loss, and have no further rights, interests or obligations, in respect of the terminated Position. NYX may amend the Auto-Deleveraging Policy in its sole and absolute discretion without prior Notice to Users.
d. NYX will use reasonable endeavours to provide a User Notice as soon as practicable after Auto-Deleveraging of a Position.
e. Each User acknowledges that, in respect of a Contract where Auto-Deleveraging is enabled, a User’s Positions in that Contract may be subject to Auto-Deleveraging and it bears all the risks arising from the Auto-Deleveraging of its Positions.
XII. CALCULATIONS
Notwithstanding any other provision in the Terms and any other rules formulated by NYX, all calculations performed by NYX in connection with the Trading Platform are final and conclusive.
XIV. LENDING SERVICES
Unless otherwise provided by NYX, to borrow currencies, you must conclude with NYX a separate lending agreement and open a special Collateral Account and/or finish other relevant procedures, following the completion of registration and identity verification for your Account. You understand and agree that:
a. There are considerable risks involved in lending services, which include without limitation to risks of fluctuation of the borrowed Digital Assets’ value, derivative risks and technical risks. You shall carefully consider and exercise clear judgment to evaluate your financial situation and the aforesaid risks to make any decision on using lending services, and you shall be responsible for all losses arising therefrom;
b. you shall cooperate to provide the information and materials related to identity verification and lending services as required by NYX, and be solely responsible for taking necessary security measures to protect the security of your Collateral Account and personal information;
c. you shall carefully read relevant Terms before using lending services, and be aware of, understand and observe the specific information and rules regarding the operations of lending services, and you undertake that the use of the assets borrowed shall conform to requirements of these Terms and related laws and regulations;
d. NYX has the full right to manage your Collateral Account and collateral during the period in which lending services are offered, and reserves the right, under the circumstances specified in these Terms, to implement various risk control measures, which include but are not limited to forced liquidation. Such steps may cause major losses to you and you shall be solely responsible for the outcomes of such measures;
e. NYX has the right to temporarily or permanently prohibit you from using lending services when it deems it necessary or reasonable, and to the maximum extent permitted by law, without liability of any kind to you.
XV. STAKING
a. When you buy or hold one of the Digital Assets eligible for staking (the “Supported Tokens”), you are consenting to such Supported Tokens being staked in part or in entirety by NYX (the “On-Chain Staking Services”). You retain ownership of the Supported Tokens and such Supported Tokens shall remain property of you when staked under these Terms.
b. Opting into On-Chain Staking Services & On-Chain Staking Reward Terms. In order to use the On-Chain Staking Services, you must opt-in by selecting the Supported Tokens to stake from your Account. By opting-in a portion or your entire balance of Supported Tokens, NYX shall remit to you the applicable percentage of staking rewards received from the Supported Token protocol attributable to your staked Supported Tokens (“Staking Rewards”) as detailed in your Account. The applicable percentage and timing of such remittances will: (i) be determined by NYX in its sole discretion; (ii) be subject to NYX’S staking fee; (iii) vary by the Supported Token protocol; and (iv) be further detailed in your Account.
c. You agree and understand that NYX does not guarantee that you will receive Staking Rewards and that the applicable percentage:
i. is an estimate only and not guaranteed,
ii. may change at any time in NYX’s sole discretion, and
iii. may be more or less than the actual staking rewards NYX receives from the Supported Tokens protocol.
d. A determination by the Supported Token protocol that the On-Chain Staking Service has been erroneously operated may result in a “slashing penalty” and non-payment of the applicable Staking Rewards by the Supported Token protocol. NYX agrees to compensate you for any slashing penalties to the extent such penalties are not a result of (i) your acts or omissions, (ii) Supported Token maintenance, bugs, or errors, (iii) acts by a hacker or other malicious actor, or (iv) Force Majeure Events or Emergency Measures.
e. No Guarantee of On-Chain Staking Services. While NYX employs measures to ensure that the On-Chain Staking Services are accessible 24 hours a day and 7 days a week, NYX cannot guarantee uninterrupted or error-free operation of the On-Chain Staking Services or that NYX will correct all defects or prevent third-party disruptions or unauthorized third party access. In the event of such disruptions, any staked Supported Tokens may not be generating the Staking Rewards.
5. EMERGENCY MEASURES
a. NYX reserves the right to declare an Emergency and to implement temporary emergency rules and procedures and take any actions necessary or appropriate including (but not limited to) the following actions:
i. suspending or curtailing trading or limiting trading to Liquidation only (in whole or in part);
ii. amending any Contracts, Orders, Trades or Positions;
iii. providing for alternative settlement mechanisms;
iv. ordering the Liquidation, transfer or closure of Orders, Trades or Positions;
v. extending, limiting or changing the Trading Hours;
vi. temporarily modifying or suspending any provision of these Terms;
vii. requiring Users to meet special margin requirements;
viii. imposing or modifying any limits (including trading, price or position limits); or
ix. any other action as required under applicable law or requested or required by any competent authority or regulator.
b. NYX has no obligation to give prior Notice to Users before declaring an Emergency, although it will use reasonable endeavours to give reasonable Notice where possible. NYX is not liable for any Losses as a result of any steps which NYX takes in respect of an Emergency.
6. NOTICES
a. NYX has the right to communicate and provide trading notices (a “Trading Notice”) to all Users on the Trading Platform in any manner which it deems to be appropriate, including (without limitation):
a) site announcements
b) communications to the contact details registered with each User’s Account (including, but not limited to, its registered email address);
c) Website banners and popups;
d) API messages and announcements; and
e) Mobile alerts via the Platforms.
b. NYX also has the right to issue a notice addressed to a specific User (a “User Notice”) to the contact details registered with the User’s Account (including, but not limited to, the User’s registered email address).
c. The User agrees and consents to electronic delivery of all communications, Trading Notices and User Notices.
d. The User is responsible for ensuring that its contact and other information is kept up-to-date, correct and complete at all times. The User can update the contact and other information in respect of its Account at any time. NYX is not responsible for any loss or damage which the User may incur as a result of its failure to ensure that its contact information is up-to-date, correct and complete. The User is deemed to have received all communications and notices sent to the contact information associated with its Account (including, but not limited to, its registered email address).
7. LIABILITY
I. DISCLAIMER OF WARRANTIES
a. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, SERVICES, CONTENT AND ANY PRODUCT, SERVICE OR OTHER ITEM PROVIDED BY OR ON BEHALF OF NYX ARE OFFERED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND NYX EXPRESSLY DISCLAIMS, AND YOU WAIVE, ANY AND ALL OTHER WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NONINFRINGEMENT OR WARRANTIES ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE IN TRADE. WITHOUT LIMITING THE FOREGOING, NYX DOES NOT REPRESENT OR WARRANT THAT THE PLATFORMS, SERVICES OR CONTENT ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NYX DOES NOT GUARANTEE THAT ANY ORDER WILL BE EXECUTED, ACCEPTED, RECORDED OR REMAIN OPEN. EXCEPT FOR THE EXPRESS STATEMENTS, AGREEMENTS AND RULES SET FORTH IN THESE TERMS, YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU HAVE NOT RELIED UPON ANY OTHER STATEMENT OR AGREEMENT, WHETHER WRITTEN OR ORAL, WITH RESPECT TO YOUR USE AND ACCESS OF THE SERVICES. WITHOUT LIMITING THE FOREGOING, YOU HEREBY UNDERSTAND AND AGREE THAT NYX WILL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR RELATING TO: (A) ANY INACCURACY, DEFECT OR OMISSION OF DIGITAL ASSETS PRICE DATA, (B) ANY ERROR OR DELAY IN THE TRANSMISSION OF SUCH DATA, (C) INTERRUPTION IN ANY SUCH DATA, (D) REGULAR OR UNSCHEDULED MAINTENANCE CARRIED OUT BY NYX AND SERVICE INTERRUPTION AND CHANGE RESULTING FROM SUCH MAINTENANCE, (E) ANY DAMAGES INCURRED BY OTHER USERS’ ACTIONS, OMISSIONS OR VIOLATION OF THESE TERMS, (F) ANY DAMAGE CAUSED BY ILLEGAL ACTIONS OF OTHER THIRD PARTIES OR ACTIONS WITHOUT AUTHORIZED BY NYX; AND (G) OTHER EXEMPTIONS MENTIONED IN DISCLAIMERS AND PLATFORM RULES ISSUED BY NYX.
b. THE DISCLAIMER OF IMPLIED WARRANTIES CONTAINED HEREIN MAY NOT APPLY IF AND TO THE EXTENT IT IS PROHIBITED BY APPLICABLE LAW OF THE JURISDICTION IN WHICH YOU RESIDE.
II. LIMITATION OF LIABILITY
a. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL NYX, ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, ATTORNEYS, AGENTS, REPRESENTATIVES, SUPPLIERS OR CONTRACTORS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR SIMILAR DAMAGES OR LIABILITIES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF DATA, INFORMATION, REVENUE, PROFITS OR OTHER BUSINESSES OR FINANCIAL BENEFITS) ARISING OUT OF THE SERVICES, ANY PERFORMANCE OR NON-PERFORMANCE OF THE SERVICES, OR ANY OTHER PRODUCT, SERVICE OR OTHER ITEM PROVIDED BY OR ON BEHALF OF NYX AND ITS AFFILIATES, WHETHER UNDER CONTRACT, STATUTE, STRICT LIABILITY OR OTHER THEORY EVEN IF NYX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES EXCEPT TO THE EXTENT OF A FINAL JUDICIAL DETERMINATION THAT SUCH DAMAGES WERE A RESULT OF NYX’S GROSS NEGLIGENCE, FRAUD, WILLFUL MISCONDUCT OR INTENTIONAL VIOLATION OF LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
b. NOTWITHSTANDING THE FOREGOING, IN NO EVENT WILL THE LIABILITY OF NYX, ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES,ATTORNEYS, AGENTS, REPRESENTATIVES, SUPPLIERS OR CONTRACTORS ARISING OUT OF SERVICES OFFERED BY OR ON BEHALF OF NYX AND ITS AFFILIATES, ANY PERFORMANCE OR NON-PERFORMANCE OF THE SERVICES, OR ANY OTHER PRODUCT, SERVICE OR OTHER ITEM, WHETHER UNDER CONTRACT, STATUTE, STRICT LIABILITY OR OTHER THEORY, EXCEED THE AMOUNT OF THE FEES PAID BY YOU TO NYX UNDER THESE TERMS IN THE TWELVE-MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM FOR LIABILITY.
III. INDEMNITY
a. You agree to indemnify and hold harmless NYX, their affiliates, contractors, licensors, and their respective directors, officers, employees and agents from and against any claims, actions, proceedings, investigations, demands, suits, costs, expenses and damages (including attorneys’ fees, fines or penalties imposed by any regulatory authority) arising out of or related to:
i. your use of, or conduct in connection with, the Services,
ii. your breach or our enforcement of these Terms, or
iii. your violation of any applicable law, regulation, or rights of any third party during your use of the Services.
b. If you are obligated to indemnify NYX, their affiliates, contractors, licensors, and their respective directors, officers, employees or agents pursuant to these Terms, NYX will have the right, in its sole discretion, to control any action or proceeding and to determine whether NYX wishes to settle, and if so, on what terms.
8. ANNOUNCEMENTS
Please be aware that all official announcements, news, promotions, competitions and airdrops will be listed under the NyX news section. USERS UNDERTAKE TO REFER TO THESE MATERIALS REGULARLY AND PROMPTLY. NYX WILL NOT BE HELD LIABLE OR RESPONSIBLE IN ANY MANNER OF COMPENSATION SHOULD USERS INCUR PERSONAL LOSSES ARISING FROM IGNORANCE OR NEGLIGENCE OF THE ANNOUNCEMENTS.
9. INTELLECTUAL PROPERTY RIGHTS
a. You acknowledge that: (i) you have no ownership rights or rights in the Intellectual Property Rights relating to the Trading Platform, all the material used on the Trading Platform and used in relation to the Services other than as we specifically grant to you under these Terms of Service; and (ii) except as otherwise agreed, in writing, between the parties, all Intellectual Property Rights of NYX in the Trading Platform and the Services shall remain with NYX.
b. By submitting your content directly or indirectly to or through the Trading Platform and/or Services in any way, including, but not limited to, blogs, message boards, forums and APIs (whether or not submitted through a third party), you grant NYX a sub-licensable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, communicate to the public, perform and display all of your content (in whole or in part) worldwide and to incorporate it in other works in any form, media, or technology now known or later developed, for the full term of any rights that may exist in such content. NYX shall be the sole owner of any derivative work produced by NYX based on, or in any way connected with, your content, and shall have the right to use such derivative work for any purpose, commercial or otherwise, without any further obligation to you. You also permit any other users of the Trading Platform to access, display, view, store and reproduce such content for personal use. You waive (and to the extent you cannot waive, agree irrevocably not to assert) any and all moral rights to which you may be entitled anywhere in the world in respect of such content. NYX has the right, but not the obligation, to monitor all conduct and content submitted to or through the Trading Platform and/or Services, and may in its sole and absolute discretion: (i) refuse to publish, remove or modify content or disable access to content that it considers breaches these Terms of Service; or (ii) suspend or discontinue your opportunity to submit, post or upload content.
c. You are not granted any right to use, and may not use, any of NYX’s Intellectual Property Rights other than as set out in these Terms of Service and subject to the following conditions:
i. you may only view and use the Services and the Trading Platform (or any part of it or its contents) for your own personal use and may not copy (other than to print extracts from the Trading Platform), reproduce, republish, upload, repost, modify, transmit, distribute or otherwise use the Services and the Trading Platform (or any part of it or its content) in any way for non-personal, public or commercial use without the prior written consent of the Company. All restrictions relating to use of the Services and the Trading Platform in these Terms of Service shall apply to data available through any APIs;
ii. you may not remove or modify any copyright, trademark or other proprietary notices that have been placed in any part of the Services; and
iii. you may not use any data mining, robots or similar data-gathering or extraction methods.
10. TERMINATION
a. Suspension of Accounts
You agree that NYX shall have the right to immediately suspend your Account (and any accounts beneficially owned by related entities or affiliates), freeze or lock the Digital Assets or funds in all such accounts, and suspend your access to NYX for any reason including if NYX suspects any such accounts to be in violation of these Terms, our Privacy Policy, or any applicable laws and regulations. You agree that NYX shall not be liable to you for any permanent or temporary modification of your Account, or suspension or termination of your access to all or any portion of the Services. NYX shall reserve the right to keep and use the transaction data or other information related to such Accounts.
The above account controls may also be applied in the following cases:
i. The Account is subject to a governmental proceeding, criminal investigation or other pending litigation;
ii. We detect unusual activities in the Account;
iii. We detect unauthorized access to the Account;
iv. We are required to do so by a court order or command by a regulatory/government authority.
b. Cancellation of Accounts
In case of any of the following events, NYX shall have the right to directly terminate these Terms by cancelling your Account, and shall enjoy the right but not the obligation to permanently freeze (cancel) the authorizations of your Account and withdraw the corresponding Account thereof:
i. after NYX terminates services to you;
ii. you allegedly register or register in any other person’s name as a User again, directly or indirectly;
iii. the information that you have provided is untruthful, inaccurate, outdated or incomplete;
iv. when these Terms are amended, you state your unwillingness to accept the amended Terms by applying for cancellation of your Account or by other means;
v. any act of Market Misconduct;
vi. you request that the Services be terminated; and
vii. any other circumstances where NYX deems it should terminate the Services.
Should your Account be terminated, the account and transactional information that meet data retention standards will be securely stored for 5 years. In addition, if a transaction is unfinished during the account termination process, NYX shall have the right to notify your counterparty of the situation at that time. You acknowledge that a user-initiated account exit (right to erasure under GDPR or other equivalent regulations) will also be subjected to the termination protocol stated above.
c. If NYX is informed that any Digital Assets or funds held in your Account are stolen or otherwise are not lawfully possessed by you, NYX may, but has no obligation to, place an administrative hold on the affected funds and your Account. If NYX does lay down an administrative hold on some or all of your funds or Account, NYX may continue such hold until such time as the dispute has been resolved and evidence of the resolution acceptable to NYX has been provided to NYX in a form acceptable to NYX. NYX will not involve itself in any such dispute or the resolution of the dispute. You agree that NYXe will have no liability or responsibility for any such hold, or for your inability to withdraw Digital Assets or funds or execute trades during the period of any such hold.
d. Remaining Funds After Account Termination
Except as set forth in the clause below, once an Account is closed/withdrawn, all remaining account balance (which includes charges and liabilities owed to NYX) will be payable immediately to NYX. Upon payment of all outstanding charges to NYX (if any), Users will have 5 business days to withdraw all Digital Assets or funds from the account.
e. NYX maintains full custody of the Digital Assets, funds and User data/information which may be turned over to governmental authorities in the event of the Accounts’ suspension/closure arising from fraud investigations, investigations of violation of law or violation of these Terms.
f. Dormant Accounts
Notwithstanding any provision of this clause, NYX may provide a written notice requiring you to close all of your open positions and withdraw all of your Digital Assets from your Account within 30 days of the notice. In the event that you fail to do so, NYX may in its absolute discretion and without prior notice to you:
i. deem your Account as a dormant account;
ii. close any open positions in any Services;
iii. convert the Digital Assets to a different type of Digital Asset (e.g., from BTC to USDT). For the avoidance of doubt, NYX shall not be liable for any loss of profit, tax obligations or any other loss, damage or expense incurred by you resulting from such conversion;
iv. transfer such dormant account (including any Digital Assets contained therein) to an affiliate of NYX, any third-party custodian or an isolated wallet where it is deemed reasonably necessary by NYX to do so. In the event that such transfer has taken place, you have the right to retrieve your digital assets from subject to satisfying NYX’s verification requirements, including completing any Know Your Customer requirements according to our KYC Policy found here (“KYC”);
v. charge a dormant account fee to cover the cost of maintaining the assets by NYX, its affiliates or any third-party and such fee shall be withdrawn directly from the dormant account on a monthly basis; and
vi. close a dormant account at any time, and NYX will not be liable for any loss, damage or expense incurred by you as a result of the closure of a dormant account unless there was fraud or willful default by NYX. Any assets in these dormant accounts will be transferred in accordance to clause f(iv) above. After a dormant account is closed, it cannot be reactivated by you.
11. RISKS, NOT FINANCIAL ADVICE
a. NYX is not your broker, intermediary, agent, or advisor and has no fiduciary relationship or obligation to you in connection with any trades or other decisions or activities effected by you using the Services. No communication or information provided to you by NYX is intended as, or shall be considered or construed as, investment advice, financial advice, trading advice, or any other sort of advice. Unless otherwise specified in these Terms, all trades are executed automatically, based on the parameters of your order instructions and in accordance with posted trade execution procedures, and you are solely responsible for determining whether any investment, investment strategy or related transaction is appropriate for you according to your personal investment objectives, financial circumstances and risk tolerance, and you shall be solely responsible for any loss or liability therefrom. You should consult legal or tax professionals regarding your specific situation. NYX does not recommend that any Digital Asset should be bought, earned, sold, or held by you. Before making the decision to buy, sell or hold any Digital Asset, you should conduct your own due diligence and consult your financial advisors prior to making any investment decision. NYX will not be held responsible for the decisions you make to buy, sell, or hold Digital Asset based on the information provided by NYX.
b. Digital Assets are currently unregulated and trading, holding and transferring some or all Digital Assets may be deemed illegal in British Virgin Islands or any other jurisdiction from which NYX may operate in the future. You are encouraged to obtain appropriate legal counsel regarding the same before using the Platforms.
c. The value of any Digital Asset is very volatile and you may sustain a total loss of your funds; Due to the market being in a nascent stage, during a market disruption or during a force majeure event, you may face difficulties or impossibility in liquidating your position under certain market conditions.
d. Digital Assets are not backed by a central bank or any other financial regulator and as such there is no third party that may take any corrective action upon the occurrence of a global/regional crisis.
e. Since Digital Assets are held online, they are susceptible to security breaches and government crackdowns that may end up compromising the integrity or anonymity of the system that produces such Digital Assets.
f. You acknowledge that the aforementioned is a non-exhaustive statement of risks associated with the trade of Digital Assets and that there may be additional risks not listed or foreseen NYX.
g. You should be aware that the risk of loss in trading or holding Digital Assets can be substantial. By making use of Services. You acknowledge and agree that: (i) You are aware of the risks associated with the transactions/trading of Digital Assets; and (ii) You shall assume all risks related to trading of Digital Assets and We shall not be liable for any such risks or adverse outcomes.
12. COMPLIANCE WITH LOCAL LAWS
It is your responsibility to abide by local laws in relation to the legal usage of the Services in their local jurisdiction as well as other laws and regulations applicable to Users. Users must also factor, to the extent of their local laws all aspects of taxation, the withholding, collection, reporting and remittance to their appropriate tax authorities. ALL USERS OF THE SERVICES ACKNOWLEDGE AND DECLARE THAT THEIR FUNDS COME FROM LEGITIMATE SOURCES AND DO NOT ORIGINATE FROM ILLEGAL ACTIVITIES; USERS AGREE THAT NYX WILL REQUIRE THEM TO PROVIDE OR OTHERWISE COLLECT THE NECESSARY INFORMATION AND MATERIALS AS PER RELEVANT LAWS OR GOVERNMENT ORDERS TO VERIFY THE LEGALITY OF THE SOURCES AND USE OF THEIR FUNDS. NYX maintains a stance of cooperation with law enforcement authorities globally and will not hesitate to seize, freeze, terminate Users’ accounts and funds which are flagged out or investigated by legal mandate.
13. DISPUTE RESOLUTION, CLASS ACTION WAIVER, GOVERNING LAW
PLEASE READ THIS SECTION CAREFULLY, AS IT INVOLVES A WAIVER OF CERTAIN RIGHTS TO BRING LEGAL PROCEEDINGS, INCLUDING AS A CLASS ACTION.
a. Notice of Claim and Dispute Resolution
NYX wants to address your concerns without resorting to formal legal proceedings, if possible. If you have a dispute with NYX, then you should contact NYX and a ticket number will be assigned. NYX will attempt to resolve your dispute internally as soon as possible. The parties agree to negotiate in good faith to resolve the dispute (which discussions shall remain confidential and be subject to applicable rules protecting settlement discussions from use as evidence in any legal proceeding).
b. In the event the dispute cannot be resolved satisfactorily, and you wish to assert a legal claim against NYX, then you agree to set forth the basis of such claim in writing in a “Notice of Claim,” as a form of prior notice to NYX. The Notice of Claim must:
i. describe the nature and basis of the claim or dispute,
ii. set forth the specific relief sought,
iii. provide the original ticket number, and
iv. include your Account Information including email address.
c. The Notice of Claim should be submitted to an email address or hyperlink provided in your correspondence with NYX. After you have provided the Notice of Claim to NYX, the dispute referenced in the Notice of Claim may be submitted by either NYX or you to arbitration in accordance with clause 13(d) of this Section, below. For the avoidance of doubt, the submission of a dispute to NYX for resolution internally and the delivery of a Notice of Claim to NYX are prerequisites to commencement of an arbitration proceeding (or any other legal proceeding). During the arbitration, the amount of any settlement offer made by you or NYX shall not be disclosed to the arbitrator.
d. Agreement to Arbitrate and Governing Law
You and NYX agree that, subject to clause c above, any dispute, claim, or controversy between you and NYX arising in connection with or relating in any way to these Terms or to your relationship with NYX as a User of the Services (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of these Terms) will be determined by mandatory final and binding individual (not class) arbitration. You and NYX further agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including without limitation any objections with respect to the existence, scope or validity of the Agreement to Arbitrate, or to the arbitrability of any claim or counterclaim. Arbitration is more informal than a lawsuit in court. There may be more limited discovery than in court. The arbitrator must follow this agreement and can award the same damages and relief as a court (including, if applicable, attorney fees), except that the arbitrator may not award declaratory or injunctive relief in favour of anyone but the parties to the arbitration. The arbitration provisions set forth in this Section will survive termination of these Terms.
Arbitration Rules. The arbitration shall be subject to the law of Dubai, United Arab Emirates in force when the Notice of Arbitration is submitted. The arbitration will be administered a sole arbitrator selected by NYX, or via an arbitration centre of substantial standing and goodwill.
Any arbitration will be conducted in the English language. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based.
JUDGMENT ON ANY ARBITRAL AWARD MAY BE GIVEN IN ANY COURT HAVING JURISDICTION OVER THE PARTY (OR OVER THE ASSETS OF THE PARTY) AGAINST WHOM SUCH AN AWARD IS RENDERED. Time for Filing: ANY ARBITRATION AGAINST NYX MUST BE COMMENCED BY FILING A REQUEST FOR ARBITRATION WITHIN ONE (1) YEAR, AFTER THE DATE THE PARTY ASSERTING THE CLAIM FIRST KNOWS OR REASONABLY SHOULD KNOW OF THE ACT, OMISSION OR DEFAULT GIVING RISE TO THE CLAIM; AND THERE SHALL BE NO RIGHT TO ANY REMEDY FOR ANY CLAIM NOT ASSERTED WITHIN THAT TIME PERIOD. THIS ONE YEAR LIMITATION PERIOD IS INCLUSIVE OF THE INTERNAL DISPUTE RESOLUTION PROCEDURE SET FORTH IN PARAGRAPH a, b & c OF THIS SECTION, ABOVE. THERE SHALL BE NO RIGHT TO ANY REMEDY FOR ANY CLAIM NOT ASSERTED WITHIN THAT TIME PERIOD. If applicable law prohibits a one-year limitation period for asserting claims, any claim must be asserted within the shortest time period permitted by applicable law. Process; Notice: The party who intends to seek arbitration after the expiration of the Dispute Resolution Period set forth in paragraph a, above, must submit a request to NYX.
If we request arbitration against you, we will give you notice at the email address or mailing address you have provided. You agree that any notice sent to this email or mailing address shall be deemed effective for all purposes, including without limitation to determinations of adequacy of service. It is your obligation to ensure that the email address and/or mailing address on file with NYX is up-to-date and accurate.
Seat of Arbitration: The seat of the arbitration shall be Hong Kong. Place of Hearing: The location of any in-person arbitration hearing shall be Hong Kong, unless otherwise agreed to by the parties.
Governing Law: These Terms (including this arbitration agreement) shall be governed by, and construed in accordance with, the laws of United Arab Emirates.
Confidentiality: The parties agree that the arbitration shall be kept confidential. The existence of the arbitration, any non-public information provided in the arbitration, and any submissions, orders or awards made in the arbitration (together, the “Arbitration Confidential Information”) shall not be disclosed to any non-party except the tribunal, the parties, their counsel, experts, witnesses, accountants and auditors, insurers and reinsurers, and any other person necessary to the conduct of the arbitration. Notwithstanding the foregoing, a party may disclose ArbitrationConfidential Information to the extent that disclosure may be required to fulfill a legal duty, protect or pursue a legal right, or enforce or challenge an award in bona fide legal proceedings. This confidentiality provision shall survive termination of these Terms and of any arbitration brought pursuant to these Terms.
14. MISCELLANEOUS
a. Independent Parties. NYX is an independent contractor but not an agent of you in the performance of these Terms. These Terms shall not be interpreted as facts or evidence of an association, joint venture, partnership, or franchise between the parties.
b. Entire Agreement. These Terms constitute the entire agreement between the parties regarding use of the Services and will supersede all prior written or oral agreements between the parties. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter the terms herein.
c. Interpretation and Revision. NYX reserves the right to alter, revise, modify, and/or change these Terms at any time. All changes will take effect immediately upon being published on the Platforms. It is your responsibility to regularly check relevant pages on our websites/applications to confirm the latest version of these Terms. If you do not agree to any such modifications, your only remedy is to terminate your usage of the Services and cancel your account. You agree that, unless otherwise expressly provided in these Terms, NYX will not be responsible for any modification or termination of the Services by you or any third party, or suspension or termination of your access to the Services.
d. Language & Translations: These Terms may, at NYX’s sole and absolute discretion, be translated into a language other than the English language. You agree that any such translation shall only be for your convenience and the English text shall prevail in the event of any ambiguity, discrepancy or omission as between the English text and any translated text.
e. Force Majeure. NYX will not be liable for any delay or failure to perform as required by these Terms because of any cause or condition beyond NYX’s reasonable control.
f. Severability. If any portion of these Terms is held invalid or unenforceable, such invalidity or enforceability will not affect the other provisions of these Terms, which will remain in full force and effect, and the invalid or unenforceable portion will be given effect to the greatest extent possible.
g. Assignment. You may not assign or transfer any right to use the Services or any of your rights or obligations under these Terms without prior written consent from NYX, including any right or obligation related to the enforcement of laws or the change of control. NYX may assign or transfer any or all of its rights or obligations under these Terms, in whole or in part, without notice or obtaining your consent or approval.
h. Waiver. The failure of one party to require performance of any provision will not affect that party’s right to require performance at any time thereafter. At the same time, the waiver of one party to seek recovery for the other party’s violation of these Terms or any provision of applicable terms shall not constitute a waiver by that party of any subsequent breach or violation by the other party or of the provision itself.
i. Third-Party Website Disclaimer. Any links to third-party websites from the Services does not imply endorsement by NYX of any product, service, information or disclaimer presented therein, nor does NYX guarantee the accuracy of the information contained on them. If you suffer loss from using such third-party product and service, NYX will not be liable for such loss. In addition, since NYX has no control over the terms of use or privacy policies of third-party websites, you should read and understand those policies carefully.
j. Contact Information. For more information on NYX, you may refer to the company and license information found on the Platforms. If you have questions regarding these Terms, please feel free to contact NYX for clarification via our Customer Support team.
NYX Holdings, LTD ("we" or "our") operates the NYXEX Exchange (the "Service"). This Privacy Policy outlines our commitment to your privacy, providing details on the types of personal data we collect, how we use it, and when we may disclose it. We recognize the significance of safeguarding your personal information and upholding your trust. When using our Service, we collect specific information to ensure a secure and seamless experience. This includes your name, contact details, and transaction history. You can be confident that we handle this data with the utmost care and adhere strictly to applicable privacy laws.
Your personal data is utilized to personalize your platform experience, enhance our services, and ensure compliance with legal obligations. We may also employ your information to communicate important updates, promotions, or offers that may be of interest to you. At NYX Holdings, we prioritize your privacy. We do not sell or rent your personal information to third parties without your consent. However, there may be certain circumstances where we need to share your information with trusted partners or service providers to fulfill your requests or comply with legal requirements. We maintain rigorous security measures to safeguard your data against unauthorized access, loss, or alteration. Our dedicated team of professionals works tirelessly to ensure the confidentiality and integrity of your information.
Personal Data Collection and Use
As part of our transaction process and KYC, we gather essential information such as your name, email address, and financial data. This information is vital for conducting secure and seamless transactions. The data we collect serves a greater purpose. It enables us to gain a deeper understanding of your unique requirements, allowing us to refine and optimize our service to provide an exceptional and personalized experience exclusively tailored to you. Rest assured, your privacy and satisfaction remain our utmost priorities as we strive to surpass your expectations.
Data Disclosure
The privacy of our users is of utmost importance to us. We have implemented stringent measures to ensure the confidentiality of your data and prevent its disclosure to any third parties, except when mandated by law or with your explicit consent. Please be assured that we take all necessary precautions to safeguard your personal information. Additionally, we want to assure you that any data we collect is handled responsibly. While we may utilize aggregated, non-personally identifiable information for statistical and market research purposes, we assure you that your individual data will always remain secure. We deeply value your trust and remain committed to upholding the highest standards of privacy and data protection.
Security of Data
The security of your personal data is of paramount importance to us. We employ rigorous measures to ensure its protection, utilizing commercially viable and acceptable methods to safeguard your information. Our dedicated team diligently monitors and enhances our security protocols to deliver the highest level of data protection. However, it is crucial to acknowledge that while we strive to provide maximum security, no electronic storage or internet transmission can guarantee absolute safety. We are steadfast in our commitment to remain at the forefront of security advancements and continuously improve our systems to safeguard your invaluable data.
Changes to this Privacy Policy
We retain the right to modify this Privacy Policy as needed to ensure comprehensive protection of your personal information. We are fully committed to keeping you well-informed of any significant changes that may potentially impact your privacy. Rest assured that we will diligently update this page with the most current version of the policy, providing you with all the necessary details and transparency to make informed decisions regarding the handling of your data. Your trust and privacy are of paramount importance to us, and we strive to exceed expectations in safeguarding your information and maintaining a secure environment.
Your Rights
As a user, you are entitled to access, modify, or delete any personal data we may hold about you. Moreover, you have the right to object to the processing of your personal data and request its restriction or transfer. We are dedicated to assisting you in exercising these rights and ensuring the accuracy, currency, and security of your personal information. Should you wish to exercise any of these rights or have concerns about the use of your data, please do not hesitate to contact us. We will promptly address your request and provide a satisfactory resolution.
Data Retention
At our organization, we prioritize the security and privacy of your personal information. Rest assured that we only retain your data for the necessary duration to fulfill its intended purpose or as required by applicable laws. Once the specified retention period expires, we take proactive measures to securely delete or anonymize your data, ensuring its complete removal from our systems. Furthermore, we continuously assess and update our data retention policies in accordance with industry best practices and relevant regulations. Our commitment to safeguarding your information extends to ensuring that it is not retained longer than necessary. You can have complete confidence that your data is secure with us.
Third-Party Links
Our website may contain links to third-party websites or services. It is important to note that while we strive to only partner with reputable organizations, we encourage you to exercise caution and review their privacy policies before sharing any personal information. We hold a strong commitment to protecting your data and respecting your privacy, and we carefully select our partners based on these values. Rest assured, we prioritize working with trusted entities that align with our dedication to safeguarding your information.
Contact Us
If you have any inquiries or concerns regarding our Privacy Policy, which outlines how we handle and protect your personal information, please feel free to contact us at: support@nyxex.com. Be assured that your trust and privacy are of utmost importance to us. We have implemented robust security measures to ensure the confidentiality and integrity of your data. Our dedicated support team is readily available to assist you with any questions you may have, providing prompt and comprehensive responses. Rest assured, we prioritize your peace of mind and strive to deliver the highest level of customer satisfaction in safeguarding your privacy.
Law enforcement agencies around the world have requested information about our clients on a number of occasions. This page is dedicated to assisting you and law enforcement in obtaining information regarding how these inquiries are addressed. When NYX Holdings, LTD is contacted by law enforcement, they typically want two types of data: customer identities and consumer activities. When information demands are delivered to NYX Holdings, LTD, it is done in accordance with rigorous legal criteria. This may differ by jurisdiction. The subject of the process is usually determined in one way or another by the type of order being executed. For example, production orders, search warrants, and subpoenas are all legal procedures in some jurisdictions; requests for voluntary data disclosure may be authorized by various legal processes. In order to protect itself, its Associates, and its clients, NYX Holdings, LTD examines each request for voluntary data disclosure and assesses whether it has a relationship with a NYX Holdings, LTD before releasing information to authorities. In order to discuss the rules and procedures of NYX Holdings, LTD, please contact support@nyxex.com for more information.
Starting from November 2023, the NYXEX platform will initially be accessible in select countries in LATAM. Throughout 2024, more countries will be added, ensuring compliance with all applicable laws, rules, and regulations. NYX Holdings, LTD Partners will meet all licensing requirements in these countries.
Please note that trading in cryptocurrencies is speculative and carries inherent risks. NYX HOLDINGS LIMITED does not guarantee any returns, so please use our services at your own risk. It's important to be aware that cryptocurrency values are subject to volatility and the fulfillment of your exchange order may take some time. By submitting the Order, you confirm that you have read and accepted the Exchange Operations Procedures & Terms as well as the NYX general Terms of Use.
Once you submit your Order, an NYX Account will be created for you using the provided information, and you will be considered a Client of NYX from that moment forward. However, please note that before your order can be processed, you must complete the necessary KYC procedures for NYX and its partners. This is to comply with anti-money laundering regulations and ensure the safety of our clients' funds.
GLOSSARY OF TERMS
NYX Holdings, LTD - NYX, an LTD organized under the laws of UAE, with offices at
Level 41, Emirates Towers, Sheikh Zayed Road, Dubai , United Arab Emirates ("NYX"; "we"; "us"; "our") or any successor or assignee.
Commission – the Exchange's commission for the Exchange Operation
Conversion Estimate – The Exchange can purchase several Tokens equal to the Purchase Amount (minus the Trade Commission) with the Invoice Amount, subject to any changes in the trade price of tokens
NYX ID – the Client's NYX identification/client number
Exchange – NYX or any successor
Hotline – the Exchange's customer service hotline
Order – the Client's Order for the Exchange Operation submitted to the Exchange electronically and setting out the number of Euro funds the Client instructs the Exchange to exchange into
Tokens – USDT (Tether) tokens (tether.io)
Refund commission – commission charged in case of refund
Trade Commission - The fees paid to the Exchange to carry out the Exchange Operation are Commission
Trade Confirmation - The Exchange confirms the Client's receipt of the Order by sending a notification to Exchange
Last updated: 09 March 2022
LIMITS
Until your client account is approved, you may not place an order for more than 50.00 Euro or equivalent in host currency.
Transak facilitates seamless onramp and offramp solutions for our client's credit cards, debit cards, banking transfers, and fund distribution to your bank account. Please review their terms and conditions at https://transak.com/terms-of-service for more information on their solutions and guarantees.
OPERATION RULES
1. The Client places the Order to start the Exchange Operation.
2. The Exchange will send the Client a Trade Confirmation and an invoice for the entire Order amount after placing it. The Invoice will be emailed to the Customer, who may download a copy of it from their NYX Account.
3. The Trade Confirmation will contain the Conversion Estimate and the amount of the Trade Commission.
4. By the close of the Business Day immediately following the date of the Invoice, the Client should pay the Invoice by wire transfer in immediately available funds. The irrevocable debit of the Client's account with their bank (credit institution) that maintains such performance, for the total amount of the Invoice.
5. All commissions, transfer fees, duties, and other costs associated with the payment of the Invoiced Amount are the Client's responsibility.
6. When the Exchange receives the Invoiced Amount, it will deduct its Trade Commission and use the rest of the money to purchase and deliver the Tokens to the Client's NYX Account.
7. A payment instruction from the Client must include a reference to the Client's NYX ID. Failure to do so may result in delays in (a) the Exchange's processing of the Order and (b) activating your account, and (c) because of this, the Client may be unable to sell the Tokens before their expiration date or at all. The Exchange will not deliver the Tokens to the Client until they have been purchased and paid for by another user in a Token sale.
7.1. To be conforming with anti-fraud standards, the Company must identify you as a cardholder, someone who is given and authorized to use a card. To prevent fraud and misuse of money, the Company must ensure that the payment method used is connected to the NYX account holder's account. Additional verification is required, the employee and (d) If the payment currency differs from the euro. In that case, the applicable limits are calculated in euro equivalent according to the current exchange rate of the processing partner.
• The amount paid by Exchange to the Client according to the Invoice is less than the entire Invoiced Amount ("Insufficient Amount"). In that case, Exchange will inform the Customer accordingly, and the Client may instruct Exchange (via Hotline) to modify the Order to equal such Insufficient Amount. The Trade Commission established in the Trade Confirmation will not.
• The Exchange will remit the excess (minus all applicable bank commissions, costs, and duties) by wire transfer to Client if no such instruction is received within 5 (five) Business Days from the date of receipt of such Insufficient Amount by the Exchange.
• Actual Amount received by Exchange due to the Bill is greater than the Total Invoiced Amount ("Excessive Amount"). In that case, the Exchange will inform the Client accordingly and request that they instruct it to issue an additional Bill for the excess. If a client cannot meet the settlement conditions, the excessive amount is remitted by wire transfer. In such case, a new Trade Commission will be imposed on. If no such instruction is received within 5 (five) Business Days from the date of delivery of such Excessive Amount to the Exchange, the Exchange will begin a remittance.
• The Conversion Estimate of the Trade supplied to the Client following placement of the Order is a guide. We usually aim to deliver the most significant possible number of tokens at the optimum feasible price; the precise number of tickets given to the Customer may differ. This difference is caused by a variety of elements, including:
a. Only after the Exchange has received the Invoice payment in full will it accept Tokens through an exchange of funds with Purchase.
b. The Token's value may vary due to market fluctuations between the time the Client makes an Invoice payment, when the Exchange receives that payment, and when the Exchange purchases and delivers Tokens to the Client.
c. Market disruptions, legislative modifications, or other detrimental effects on the Tokens and the Token market could limit their availability, recording, circulation, value, or delivery.
d. Please be advised that we do not refund any money paid to us as a commission for completing the transaction in the event of a chargeback.
BASIC FEE SCHEDULE FOR PURCHASE VIA BANK CARD
Order Value up to and including:
€1,000.00 €10,000.00 €100,000.00 €1,000,000.00
Trade Commission Range
8.35% 7.50% 7.00% 6.50%
The Trade Commission outlined in this agreement is for the benefit of both parties and shall be enforced without waiving or modifying it unless otherwise specified. We reserve the right to apply a lower Trade Commission at our discretion without prior notice if we so choose.
1. You agree to pay the Company a charge of 10 Euros for each incorrect transaction made by you within the NYX mobile application, provided that no other provision of this Terms or any other agreements you are bound with the Company anticipates a higher amount.
2. The Company does not promise a refund if a tag is incorrectly used, resulting in coins being deposited into NYX's user account and currency sent to an e-wallet outside the NYX mobile application. The Company can make such a return at any point, the Customer.
3. The Company will not issue a refund if the transaction was completed (i.e., if the Client completed a deal with a merchant such as bought goods, received services, and so on) unless such transaction was caused by third-party fraud or criminal activity in any form.
4. The digital asset application is handled particularly on the leading network of the specified blockchain. In case of non-performance of obligations under these paragraphs, no compensation will be paid:
(1) The incorrect tag for transferring funds was stated; (2) XRP was incorrectly named.
(2) Make sure that you're sending the transaction to the correct address and not one in another blockchain.
(3) Standard ERC-20 token transaction to smart contract address.
(4) Other similar circumstances that we believe are necessary as they emerge.
Thus, if such cases arise no refund will be contemplated.
1. We also remind you that the Company prohibits the usage of non-Official Client Apps or Algorithms from operating services.
2. If you exploited technological blunders and system failures for personal gain, the firm could recoup several funds. Such as
1. Exchange done at the incorrect rates.
2. The use of trial-and-error methods.
3. Custom programs, third-party services, or hardware solutions to exploit a technical flaw.
1. POLICY
NYX Holdings, LTD has a steadfast commitment to combat money laundering and any activity that aids money laundering or the financing of terrorism or criminal endeavors. We achieve this by adhering to all applicable requirements under the Bank Secrecy Act (BSA) and its implementing regulations. Money laundering involves concealing the true origins of illicit proceeds to make them appear legitimate or to constitute lawful assets. This illicit process typically occurs in three stages. Initially, cash enters the financial system during the "placement" stage, where funds derived from criminal activities are converted into monetary instruments or deposited into financial institution accounts. Subsequently, during the "layering" stage, the funds are moved or transferred to different accounts or financial institutions to further distance the money from its criminal source. Finally, during the "integration" stage, the funds are reintroduced into the economy to purchase lawful assets or finance other criminal activities or legitimate businesses.
Terrorist financing may not involve proceeds from criminal conduct, but rather an attempt to conceal the origin or intended use of funds, which could be for criminal purposes. A key distinction between terrorist financiers and traditional criminal organizations lies in the legitimacy of their funding sources. In addition to charitable donations, legitimate sources can include foreign government sponsors, business ownership, and personal employment. While the motivations may differ between money launderers and terrorist financiers, the methods used to fund terrorist operations can be similar to those employed by other criminals to launder money. It is important to note that funding for terrorist attacks does not always require large sums of money, and the associated transactions may not be complex.
Our anti-money laundering (AML) policies, procedures, and internal controls are carefully crafted to ensure compliance with the BSA regulations and FINRA rules. These measures are subject to regular review and updates to account for changes in regulations and the evolving nature of our business.
Regulations referenced: 31 C.F.R. § 103.120(c); FINRA Rule 3310.
2. AML Compliance Person Designation and Duties
NYX Holdings, LTD has appointed our compliance officer as the designated Anti-Money Laundering Program Compliance Person (AML Compliance Person) responsible for overseeing NYX Holdings, LTD's AML program. Our compliance officer possesses comprehensive knowledge of the BSA and its implementing regulations, backed by experience, expertise, and training.
The AML Compliance Person's responsibilities include monitoring NYX Holdings, LTD's compliance with AML obligations, facilitating effective communication, and providing training to employees. Moreover, they will ensure proper maintenance of all required AML records and timely submission of Suspicious Activity Reports (SAR-SFs) to the Financial Crimes Enforcement Network (FinCEN) when necessary. The AML Compliance Person is entrusted with full authority to enforce the AML program.
Relevant Rules: 31 C.F.R. § 103.120; FINRA Rule 3310, NASD Rule 1160.
Useful Resources: NTM 06-07; NTM 02-78. Firms can submit their AML Compliance Person information through FINRA's FCS Web page.
3. Providing AML Information to Federal Law Enforcement Agencies and Other Financial Institutions
a. FinCEN Requests Under USA PATRIOT Act Section 314(a)
Upon receiving a request from the Financial Crimes Enforcement Network (FinCEN) under Section 314(a) of the USA PATRIOT Act, we will promptly search our records to determine if we have maintained any accounts for, or engaged in any transactions with, the individuals, entities, or organizations named in the request. The search will be conducted based on the guidelines outlined in FinCEN's Frequently Asked Questions (FAQ), accessible on their secure website. We are aware that we have 14 days, unless otherwise specified by FinCEN, to respond to a 314(a) Request. We will designate one or more individuals as the point of contact (POC) for 314(a) Requests through the FINRA Contact System (FCS) and promptly update the POC information whenever there is a change (please refer to Section 2 for updating the AML Compliance Person's contact information). Unless otherwise stated in the 314(a) Request or specified by FinCEN, we are required to search the documents outlined in FinCEN's FAQ. In case of a match, our compliance officer will report it to FinCEN using their Web-based 314(a) Secure Information Sharing System within the specified time frame. If the search parameters differ from those mentioned above (e.g., if FinCEN limits the search to a specific geographic location), our compliance officer will adjust the search accordingly.
If our compliance officer conducts the search and does not find a matching account or transaction, no response will be provided to the 314(a) Request. We will maintain documentation confirming that the required search has been performed by printing a search self-verification document from FinCEN's 314(a) Secure Information Sharing System, which confirms that our firm has searched the 314(a)-subject information against our records.
We will not disclose the fact that FinCEN has requested or obtained information from us, except to the extent necessary to comply with the information request. Our compliance officer will review, maintain, and implement procedures to protect the security and confidentiality of requests from FinCEN, similar to the procedures established for complying with the requirements of Section 501 of the Gramm-Leach-Bliley Act regarding the protection of customers' nonpublic information.
Any questions regarding the 314(a) Request will be directed to the requesting federal law enforcement agency, as designated in the request.
Unless otherwise stated in the 314(a) Request, we are not required to treat the information request as ongoing, and we are not obligated to treat periodic 314(a) Requests as a government-provided list of suspected terrorists for the purposes of customer identification and verification requirements.
b. Grand Jury Subpoenas
We understand that receiving a grand jury subpoena regarding a customer does not automatically trigger the filing of a Suspicious Activity Report (SAR-SF). Upon receiving a grand jury subpoena, we will conduct a risk assessment of the customer in question and review their account activity. If suspicious activity is uncovered during this assessment and review, we will elevate the customer's risk assessment and file a SAR-SF in accordance with the SAR-SF filing requirements. We are aware that none of our officers, employees, or agents may directly or indirectly disclose the existence, contents, or information used to respond to the subpoena to the person who is the subject of the subpoena. To maintain the confidentiality of any grand jury subpoena we receive, we will process and securely store the subpoena on a secure server. If we file a SAR-SF after receiving a grand jury subpoena, the SAR-SF will not contain any reference to the receipt or existence of the subpoena. It will only contain detailed information about the facts and circumstances of the detected suspicious activity.
c. Under the USA PATRIOT Act Section 314(b), we have the option to voluntarily share information with other financial institutions. This includes individuals, entities, organizations, and countries, with the aim of identifying and reporting any suspicious activities related to possible terrorist activity or money laundering.
To ensure compliance, our designated compliance officer will submit an initial notice to FinCEN before any sharing takes place, followed by annual notices. We will use the notice form available on FinCEN's website. Before sharing information, we will take reasonable steps to verify that the receiving financial institution has submitted the required notice to FinCEN. This can be done by obtaining confirmation directly from the institution or consulting FinCEN's list of registered financial institutions.
It's important to note that this requirement applies even to financial institutions with whom we are affiliated. We will obtain the necessary notices from our affiliates and adhere to all required procedures.
To maintain the security and confidentiality of shared information, we will implement strict procedures. This includes segregating the information from NYX Holdings, LTD and other records, ensuring that only relevant information is shared.
Furthermore, we will ensure that any information received from another financial institution is solely used for purposes such as identifying and reporting money laundering or terrorist activities, determining account establishment or maintenance, or assisting the financial institution in compliance-related activities.
Regarding joint filing of SARs (Suspicious Activity Reports), we will follow internal procedures to determine when it is appropriate to file jointly. We will also share information about suspicious transactions with our clearing broker to assess the need for joint filing of a SAR-SF. In cases where a joint filing is made, we may provide the clearing broker with a copy of the filed SAR-SF if the transaction was handled by both parties.
It's crucial to maintain confidentiality when jointly filing a SAR-SF. We will only disclose the filing to the financial institution involved in the joint filing process. In situations where joint filing is not appropriate, such as when the SAR-SF pertains to the other broker-dealer or one of its employees, we will refrain from disclosing the filing to any other financial institution or insurance company.
For more details, please refer to the following resources:
• FinCEN Financial Institution Notification Form
• FIN-2009-G002: Guidance on the Scope of Permissible Information Sharing Covered by Section 314(b) Safe Harbor of the USA PATRIOT Act (06/16/2009)
Please note that this summary is based on the following rules:
• 31 C.F.R. § 103.110
• 31 C.F.R. § 103.19• 31 C.F.R. § 103.38
4. Checking the Office of Foreign Assets Control Listings
Before opening an account and on an ongoing basis, our compliance officer will ensure that customers are not listed on the SDN list or engaging in prohibited transactions under the economic sanctions and embargoes administered by OFAC. To access the SDN list and current sanctions and embargoes, please visit the OFAC website. As these lists are frequently updated, we will regularly consult them and subscribe to receive timely updates. For efficiency and accuracy, we may also utilize various software programs to access the SDN list. Additionally, you can use FINRA's OFAC Search Tool to screen names against the SDN list. Whenever these lists are updated, our compliance officer will review existing accounts and document the findings.
If we identify a customer on the SDN list or engaging in prohibited transactions, we will promptly reject the transaction, block the customer's assets, and file a blocked asset and/or rejected transaction form with OFAC within 10 days.
Our review encompasses customer accounts, customer-related transactions (including activity passing through NYX Holdings, LTD, such as wires), and transactions involving physical security certificates or application-based investments, such as mutual funds.
5.Customer Identification Program
In addition to the information required under FINRA Rule 2010 (Standards of Commercial Honor and Principles of Trade), NASD Rules 2310 (Recommendations to Customers - Suitability), and 3110 (Books and Records), as well as Securities Exchange Act of 1934 (Exchange Act) Rules 17a-3(a)(9) (Beneficial Ownership regarding Cash and Margin Accounts) and 17a-3(a)(17) (Customer Accounts), we have established a comprehensive Customer Identification Program (CIP). Our CIP includes:
• Collecting minimum customer identification information from each customer upon account opening
• Utilizing risk-based measures to verify the identity of each customer
• Recording customer identification information, verification methods, and results
• Providing adequate notice to customers about our CIP and the need for identification information
• Comparing customer identification information with government-provided lists of suspected terrorists, as issued by the government. Please refer to Section 5.g. (Notice to Customers) for further details.
We collect information to determine whether any entity opening an account would be excluded as a "customer" based on the exceptions outlined in 31 CFR 103.122(a)(4)(ii). These exceptions include documentation of a company's listing information, licensing or registration of a financial institution in the U.S., and verification of the authenticity of a government agency or department.
Rule: 31 C.F.R. §103.122.
Resources: SEC Staff Q&A Regarding the Broker-Dealer Customer Identification Program Rule (October 1, 2003); NTM 03-34
• Recordkeeping
We will document our verification, including all identifying information provided by a customer, the methods used and results of verification, and the resolution of any discrepancies identified in the verification process. We will keep records containing a description of any document that we relied on to verify a customer’s identity, noting the type of document, any identification number contained in the document, the place of issuance, and if any, the date of issuance and expiration date. With respect to non-documentary verification, we will retain documents that describe the methods and the results of any measures we took to verify the identity of a customer. We will also keep records containing a description of the resolution of each substantive discrepancy discovered when verifying the identifying information obtained. We will retain records of all identification information for five years after the account has been closed; we will retain records made about verification of the customer's identity for five years after the record is made.
Rule: 31 C.F.R. §103.122(b)(3).
• Comparison with Government-Provided Lists of Terrorists
At such time as we receive notice that a federal government agency has issued a list of known or suspected terrorists and identified the list as a list for CIP purposes, we will, within a reasonable period of time after an account is opened (or earlier, if required by another federal law or regulation or federal directive issued in connection with an applicable list), determine whether a customer appears on any such list of known or suspected terrorists or terrorist organizations issued by any federal government agency and designated as such by Treasury in consultation with the federal functional regulators. We will follow all federal directives issued in connection with such lists.
We will continue to comply separately with OFAC rules prohibiting transactions with certain foreign countries or their nationals.
Rule: 31 C.F.R. §103.122(b)(4).
Resources: NTM 02-21, page 6, n.24; 31 C.F.R. § 103.122.
6.General Customer Due Diligence
Our AML and SAR-SF reporting program places great importance on gathering sufficient customer information. This allows us to assess the risk associated with each customer and detect any suspicious activity that may arise. When opening an account, we conduct due diligence that goes beyond the customer information obtained for our CIP purposes. To meet our suspicious activity reporting requirements, we will take the necessary steps to obtain comprehensive customer information. This includes the customer's name and identification.
For accounts deemed to be of higher risk, we will gather additional information such as the purpose of the account, the source of funds and wealth, the beneficial owners of the accounts, the customer's or beneficial owner's occupation or business type, financial statements, banking references, the customer's business domicile, a description of the customer's primary trade area, and whether international transactions are expected to be routine. We will also request a description of the business operations, anticipated trading volume, and explanations for any changes in account activity.
7. Compliance
If FinCEN issues a final rule imposing special measures against foreign jurisdictions, financial institutions, classes of international transactions, or types of accounts due to concerns of primary money laundering, it is crucial for us to comply. We must carefully review FinCEN's final rule and adhere to any prescriptions or prohibitions outlined within it.
For instance, if a specific bank and its subsidiaries (referred to as Specified Bank) are deemed to be of primary money laundering concerns, a special measure may prohibit us from opening or maintaining a correspondent account in the United States for the Specified Banks. In such cases, we will take the following steps:
1. We will thoroughly review our account records, including correspondent account records, to ensure that neither our account holders nor our correspondent accountholders maintain any accounts directly for or on behalf of the Specified Banks.
2. We will implement due diligence procedures for our correspondent accounts, designed to prevent indirect use of those accounts by the Specified Banks. Such due diligence may involve notifying our correspondent accountholders that their accounts cannot be used to provide access to the Specified Banks.
Additionally, we will take reasonable measures to identify any indirect use of our correspondent accounts by the Specified Banks. We will analyze transactional records maintained in our normal course of business to detect any such indirect use. Our approach to implementing further due diligence measures will be risk-based, considering factors such as the type of services offered and the geographic locations of their correspondents.
It is important to acknowledge our ongoing obligation to identify all correspondent account services that our correspondent accountholders may directly or indirectly provide to the Specified Banks.
Please refer to the following rules for more information: 31 C.F.R. §§ 103.186, 103.187, 103.188, 103.192, 103.193.
8. Monitoring Accounts for Suspicious Activity
We will diligently monitor account activity for any unusual size, volume, pattern, or type of transactions, taking into consideration risk factors and red flags that are relevant to our business. (Red flags are specified in Section 11.b. below.) The designated AML Compliance Person or their representative will assume responsibility for this monitoring, carefully reviewing any activity flagged by our system. They will determine if any additional steps are necessary, document the monitoring process, and promptly report any suspicious activities to the appropriate authorities.
The AML Compliance Person or their representative will conduct a thorough investigation and examine pertinent information from internal or third-party sources before filing a SAR-SF. Relevant information may include, but is not limited to, the following: [describe].
Rules: 31 C.F.R. §103.19; FINRA Rule 3310(a).
a. Emergency Notification to Law Enforcement by Telephone
In situations that require immediate attention, such as terrorist financing or ongoing money laundering schemes, we will immediately contact the appropriate law enforcement authority. If a customer or company appears on OFAC's SDN list, we will call the OFAC Hotline at (800) 540-6322. Other contact numbers we will utilize include: FinCEN's Financial Institutions Hotline ((866) 556-3974) (especially for reporting transactions related to terrorist activity), the local U.S. Attorney's office (insert contact number), the local FBI office, and the local SEC office to voluntarily report such violations to the SEC in addition to notifying the appropriate law enforcement authority. Even if we notify the law enforcement authority, we must still file a timely SAR-SF.
Although not mandatory, in cases where we have filed a SAR-SF that may require immediate attention from the SEC, we may contact the SEC via the SEC SAR Alert Message Line at (202) 551-SARS (7277) to alert them about the filing. Please note that calling the SEC SAR Alert Message Line does not exempt us from our obligation to file a SAR-SF or notify the appropriate law enforcement authority.
Rule: 31 C.F.R. §103.19.
b. Red Flags
Red flags that may indicate potential money laundering or terrorist financing include, but are not limited to:
Customers - Insufficient or Suspicious Information
• Provides unusual or suspicious identification documents that cannot be readily verified.
• Reluctant to provide complete information about the nature and purpose of their business, previous banking relationships, anticipated account activity, or officers and directors.
• Refuses to identify a legitimate source for funds, or provides false, misleading, or substantially incorrect information.
• Background raises questions or differs from expectations based on business activities.
• Customer has no discernible reason for utilizing NYX Holdings, LTD services.
Efforts to Avoid Reporting and Recordkeeping
• Reluctant to provide information required for filing reports or fails to proceed with a transaction.
• Attempts to persuade an employee not to file required reports or not to maintain necessary records.
• "Structures" deposits, withdrawals, or purchases of monetary instruments below a certain amount to evade reporting or recordkeeping requirements.
• Unusual concern about NYX Holdings, LTD's compliance with government reporting requirements and the firm's AML policies.
9. Suspicious Transactions and BSA Reporting
c. Filing a SAR-SF
We will file SAR-SFs with FinCEN for any transactions (including deposits and transfers) conducted or attempted by, at or through our firm involving $5,000 or more of funds or assets (either individually or in the aggregate) where we know, suspect or have reason to suspect:
(1) the transaction involves funds derived from illegal activity or is intended or conducted in order to hide or disguise funds or assets derived from illegal activity as part of a plan to violate or evade federal law or regulation or to avoid any transaction reporting requirement under federal law or regulation;
(2) the transaction is designed, whether through structuring or otherwise, to evade any requirements of the BSA regulations;
(3) the transaction has no business or apparent lawful purpose or is not the sort in which the customer would normally be expected to engage, and after examining the background, possible purpose of the transaction and other facts, we know of no reasonable explanation for the transaction; or
(4) the transaction involves the use of NYX Holdings, LTD to facilitate criminal activity.
We will also file a SAR-SF and notify the appropriate law enforcement authority in situations involving violations that require immediate attention, such as terrorist financing or ongoing money laundering schemes. In addition, although we are not required to, we may contact that SEC in cases where a SAR-SF we have filed may require immediate attention by the SEC. See Section 11 for contact numbers. We also understand that, even if we notify a regulator of a violation, unless it is specifically covered by one of the exceptions in the SAR rule, we must file aSAR-SF reporting the violation.
We may file a voluntary SAR-SF for any suspicious transaction that we believe is relevant to the possible violation of any law or regulation but that is not required to be reported by us under the SAR rule. It is our policy that all SAR-SFs will be reported regularly to the Board of Directors and appropriate senior management, with a clear reminder of the need to maintain the confidentiality of the SAR-SF.
We will report suspicious transactions by completing a SAR-SF, and we will collect and maintain supporting documentation as required by the BSA regulations. We will file a SAR-SF no later than 30 calendar days after the date of the initial detection of the facts that constitute a basis for filing a SAR-SF. If no suspect is identified on the date of initial detection, we may delay filing the SAR-SF for an additional 30 calendar days pending identification of a suspect, but in no case, will the reporting be delayed more than 60 calendar days after the date of initial detection. The phrase “initial detection” does not mean the moment a transaction is highlighted for review. The 30-day (or 60-day) period begins when an appropriate review is conducted, and a determination is made that the transaction under review is “suspicious” within the meaning of the SAR requirements. A review must be initiated promptly upon identification of unusual activity that warrants investigation.
We will retain copies of any SAR-SF filed and the original or business record equivalent of any supporting documentation for five years from the date of filing the SAR-SF. We will identify and maintain supporting documentation and make such information available to FinCEN, any other appropriate law enforcement agencies, federal or state securities regulators or SROs upon request. We will not notify any person involved in the transaction that the transaction has been reported, except as permitted by the BSA regulations. We understand that anyone who is subpoenaed or required to disclose a SAR-SF or the information contained in the SAR- SF will, except where disclosure is requested by FinCEN, the SEC, or another appropriate law enforcement or regulatory agency, or an SRO registered with the SEC, decline to produce the SAR-SF or to provide any information that would disclose that a SAR-SF was prepared or filed. We will notify FinCEN of any such request and our response.
Rules: 31 C.F.R. §103.19, FINRA Rule 3310(a).
9. AML Recordkeeping
Responsibility for Maintaining AML Records and Filing SAR-SFs
Our AML Compliance Person, along with their designated representative, will be accountable for ensuring the proper maintenance of AML records and the timely filing of SAR-SFs as required. As part of our comprehensive AML program, our firm will diligently create and maintain SAR-SFs, CTRs, CMIRs, FBARs, and all relevant documentation pertaining to customer identity verification and funds transmittals (as outlined in Section 5 above). We will retain SAR-SFs and their accompanying documentation for a minimum of five years. Additionally, we will adhere to existing BSA and other recordkeeping regulations, including specific SEC rules that necessitate a six-year retention period. For instance, Exchange Act Rule 17a-4(a) mandates firms to preserve, for no less than six years, all records required by Exchange Act Rule 17a-3(a)(1)-(3), (a)(5), and (a)(21)-(22), as well as Exchange Act Rule 17a-4(e)(5), which requires the retention of account record information as stipulated by Exchange Act Rule 17a-3(a)(17).
Reference: 31 C.F.R. § 103.38
We are committed to maintaining the confidentiality and security of SAR-SFs and their supporting documentation. We will not disclose SAR-SFs or any related information to anyone outside of FinCEN, the SEC, an SRO registered with the SEC, or other authorized law enforcement or regulatory agencies. If we receive a subpoena requesting SAR-SFs or information that would reveal the preparation or filing of a SAR-SF, we will promptly notify FinCEN and decline the request. You can find contact numbers in Section 11. To ensure the privacy of SAR-SF filings, we will keep them separate from other firm records. Our AML Compliance Person will handle any subpoenas or requests for SAR-SFs. In some cases, we may share information with another financial institution to jointly file a SAR for suspicious transactions, in accordance with Section 3.d. If we file a joint SAR with another financial institution, both institutions will maintain a copy of the filed SAR.
References:
• Rules: 31 C.F.R. §103.19(e); 67 Fed. Reg. 44048, 44054 (July 1, 2002).
• Resources: NTM 02-47.
Additional Records
We will keep either the original or a microfilm or another copy or reproduction of each of the following:
• A record of every credit extension exceeding $10,000, excluding credit secured by real property. The record should include the name and address of the recipient, the amount, the nature or purpose, and the date.
• A record of any advice, request, or instruction received or given regarding transactions involving the transfer of currency, monetary instruments, funds, checks, investment securities, or credit exceeding $10,000 to or from any person, account, or place outside the U.S.
• A record of any advice, request, or instruction given to another financial institution (including broker-dealers) or person, within or outside the U.S., concerning transactions intending to transfer funds, currency, monetary instruments, checks, investment securities, or credit exceeding $10,000 to a person, account, or place outside the U.S.
• Each document granting signature or trading authority over customers' accounts.
• Each record described in Exchange Act Rule 17a-3(a), including blotters, ledgers for assets and liabilities, income and expense, capital accounts, cash and margin accounts, securities log, ledgers for securities in transfer, dividends and interest received, securities borrowed and loaned, order tickets, purchase and sale tickets, confirms, and identity of owners of cash and margin accounts.
Rules: 31 C.F.R. §§ 103.33, 103.35(b).
10. Clearing/Introducing Firm Relationships
We closely collaborate with our clearing firm to detect instances of money laundering. We exchange necessary information, records, data, and exception reports to comply with our contractual obligations and AML laws. Both our firm and our clearing firm have filed and kept updated the required annual certifications for information sharing, available on FinCEN’s website. We have discussed how each firm will allocate customer and transaction functions and have documented our understanding in writing. It is important to note that the apportionment of functions does not exempt either party from their independent obligation to comply with AML laws, except as explicitly allowed under the BSA and its implementing regulations.
Rules: 31 CFR 103.110; FINRA Rule 3310, NASD Rule 3230.
11. Training Programs
Under the guidance of the AML Compliance Person and senior management, we will develop ongoing employee training. Our training will occur at least annually and will be tailored to our firm's size, customer base, and available resources. It will be regularly updated to incorporate any new legal developments.
Our training will encompass, at a minimum:
1. Identification of red flags and indications of money laundering that may arise during employees' duties.
2. Appropriate actions to take once a risk is identified, including how, when, and to whom to escalate unusual customer activity or other red flags for analysis, and when necessary, the filing of SAR-SFs.
3. Clarification of employees' roles in NYX Holdings, LTD compliance efforts and guidance on how to fulfill them.
4. Familiarity with NYX Holdings, LTD's record retention policy.
5. Awareness of the disciplinary consequences, including civil and criminal penalties, for non-compliance with the BSA.
We will develop the training in-house or contract for it. The delivery methods may include educational pamphlets, videos, intranet systems, in-person lectures, and explanatory memos. We will maintain records to demonstrate who received training, the dates of training, and the subject matter covered.
We will also review our operations to determine whether certain employees, such as those in compliance, margin, and corporate security, require specialized additional training. Any necessary updates will be made to our written procedures.
Rule: FINRA Rule 3310.
12. Monitoring Employee Conduct and Accounts
Employee accounts will be subjected to the same AML procedures as customer accounts under the supervision of the AML Compliance Person. Additionally, the AML performance of supervisors will be reviewed as part of their annual performance evaluation.
Rules: 31 C.F.R. §§ 103.19, 103.120; FINRA Rule 3310.
13. Confidential Reporting of AML Non-Compliance
Employees are required to promptly report any potential violations of NYX Holdings, LTD's AML compliance program to the AML Compliance Person, unless the violations implicate the AML Compliance Person.
Rules: 31 C.F.R. § 103.120; FINRA Rule 3310.
14. Additional Risk Areas
NYX Holdings, LTD has conducted a comprehensive review of all aspects of its business to identify potential money laundering risks that may not be covered by the procedures outlined above.
