Legal & Privacy

In respect of INR/Crypto trading, Crypto/Crypto trading, Crypto deposit/withdrawal and Futures trading Users accessing the ZebPay Platform will be contracting with Awlencan Innovations India Limited, Suite#17 at Q Hub, Sanvi Builders, Sasi icon, Beside Madhapur Metro Station, Jubilee Hills, Road Number 36 & 37, Hyderabad – 500033, Telangana, India, which owns and operates the ZebPay Platform in India, and shall hereinafter referred to as “Awlencan India”; and

In respect of Crypto rewards and wallet services, Users accessing the ZebPay Platform will be contracting with Awlencan Innovations Australia Pty Ltd (ACN 629 939 948), TF Partners Pty Ltd, Suite 2 Level 9, 477 Collins Street, Melbourne Vic 3000 which owns and operates the ZebPay Platform in Australia, and the terms of use thereof are available at https://zebpay.com/au/legal-privacy#terms-of-use

Terms of Use for INR/Crypto, Crypto/Crypto Trading, Crypto deposit/withdrawal and Futures Trading

Unless the context requires otherwise, in these Terms of Use “Awlencan India” shall hereafter be referred to as “Awlencan” or “ZebPay” or “Company”, and any reference to the said “Awlencan” or “ZebPay” or “Company” hereafter shall mean Awlencan India.

These Terms of Use are the terms on which a User may use the ZebPay Platform. Use of the ZebPay Platform includes accessing, browsing, or registering to use the ZebPay Platform. Please read these Terms carefully before you start to use the ZebPay Platform.

1. Definitions and Interpretation

In this agreement the following terms, unless the context otherwise indicates, will have the following meanings:

1. AML Regulations means India’s Prevention of Money Laundering Act, 2002 and the Rules framed thereunder.
2. AML Policy means the policies and programs maintained by ZebPay to comply with the AML Regulations, which are available at https://zebpay.com/in/aml-policy/.
3. Business Day means a day that is not a Saturday, Sunday or public holiday in India.
4. Client Asset Account means the account opened by a User  on the ZebPay Platform.
5. Client Funds mean any and all INR and crypto assets in a User’s Client Asset Account, and comprise: (i) crypto assets held by a User in their Client Assets Account, (ii) INR in User’s Fiat Wallet and (iii) INR and USDT in User’s Futures Wallet.
6. Company means Awlencan Innovations India Limited 
7. Competent Authority means an authority of a State Government or the Central Government, as may be notified from time to time.
8. Crypto Packs means such a feature as described in Section 8 (d) of the Services.
9. Force Majeure shall mean and include any cause arising from or attributable to acts, or events, beyond the control of ZebPay, including but not limited to natural calamity, strikes, terrorist action or threat, civil commotion, riot, crowd disorder, invasion, war, threat of or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, structural damage, epidemic or other natural disaster, calamity, attacks including through computer viruses, hacking, denial of service attacks, ransomware or other manmade disruptions or any law, order enactment, statutory direction, legislation, regulation, rule or ruling of any court of law or of any Competent Authority.
10. Fiat Wallet means a virtually denoted ledger accessible through the ZebPay Platform and assigned to a User, which ledger denotes the User’s INR holdings and acts as a closed loop system that can only be used with respect to User’s activity within the ZebPay Platform other than for activities relevant to the Futures Wallet;
11. Futures mean the perpetual futures contracts offered on the ZebPay Platform that are legally binding agreements based on crypto asset derivatives. A User will only deal with buying and selling of futures contracts and the User may hold on to the said contracts indefinitely, as long as such User maintains sufficient margins at all times to satisfy applicable margin requirements. Perpetual futures contracts maintain a price close to the base price of the order known as Funding Fees (as defined below),  by which a User gets a credit or debit in their Futures Wallet.
12. Funding Fee means periodic payments that apply to Futures contracts that are either paid to a User  or owed by a User based on the difference between the spot price and the contract price depending on whether the User is holding a long or a short position in the relevant Futures contract. Funding Fee payments generally occur every 4 (four) to 8 (eight) hours for all  Futures contracts (please refer to the Fee Structure here).
13. Futures Wallet means a virtually denoted ledger assigned to a User on the ZebPay Platform for trading in Futures. A User can transfer (i) INR between the Futures Wallet and the Fiat Wallet and/or (ii) USDT between the Futures Wallet and the User’s crypto assets balance.
14. Futures Trading Policy means the policies applicable to the Futures Services available at https://zebpay.com/in/legal-privacy#futures-trading-policy
15. INR means Indian Rupees.
16. KYC means know your customer requirements as per the AML Regulations.
17. Liquidation Fees means the fee payable by a User to ZebPay in case of liquidation as described in the Futures Trading Policy. 
18. Privacy Policy means ZebPay’s privacy policy for Indian customers available at https://www.zebpay.com/in/privacy-policy, as may be amended from time to time.
19. Registered Bank Account refers to any Indian bank account of a User which is authenticated or verified as per KYC requirements of ZebPay and from/to which a User can make top-ups/withdrawals to or from the Fiat Wallet. 
20. Transaction Fee means the fee payable by the Client on each transaction executed on the ZebPay Platform as provided at https://zebpay.com/in/fees/, as may be amended from time to time.
21. “USDT” refers to the Tether stable coin.
22. User or Client or You or Your shall mean users of the ZebPay Platform or persons availing of the ZebPay Services (as defined below), directly or indirectly.
23. ZebPay Platform shall collectively mean and include ZebPay Android App, ZebPay iOS App (collectively, “ZebPay App”) or Zeb Web app (“Web version”) and ZebPay website “www.zebpay.com” (“ZebPay Website”), ZebPay OTC Trading Platform and other web assets on the ZebPay.com domain, together with the ZebPay Developer Portal, Public APIs and secure authentication for Users (all either existing or available in the future);
24. ZebPay Services means the services made available from time to time on the ZebPay Platform, as described in these Terms of Use

2. Risk Warning

You understand that trading in crypto assets or Futures involves a high degree of risk to your capital. Crypto assets are subject to frequent fluctuations in value and exchange rates, and the value of crypto assets may increase or decrease at any time. Resultantly, there can be a substantial risk that You lose money buying, selling, holding, or investing in crypto assets or Futures.  Trading in crypto assets or Futures may not be appropriate for all investors and you should seek independent legal advice if necessary. Instances of security breaches, change in regulations and government policies are always a possibility that may end up compromising the integrity or anonymity of the systems that produce crypto assets. Trading in crypto assets or Futures may result in total loss of your investment for reasons as mentioned in these Terms of Use or due to additional risks not listed or foreseen by ZebPay. By creating an account on the ZebPay Platform You represent and acknowledge that (A) You have carefully assessed your financial standing and risk tolerance and also procured a legal advise (B) You are aware of the risks associated with the transactions/trading of crypto assets or Futures; and (C) You shall assume all risks related to trading of crypto assets or Futures and ZebPay shall not be liable for any such risks or adverse outcomes (called by any name whatsoever). Actual or potential regulatory actions or enhanced regulatory scrutiny of crypto assets businesses may adversely affect our business, including our ability to offer all or part of the ZebPay Services.  As a result, such regulatory action or scrutiny may also adversely affect your ability to access, use, transfer, withdraw, or exchange your Client Funds. Trading in crypto assets or Futures may result in total loss of your investment for reasons as mentioned above or due to additional risks not listed or foreseen by us.

3. General Information

1. These Terms of Use are a binding agreement between You and ZebPay as the operator of the ZebPay Platform.
2. By using any ZebPay Services made available through the ZebPay Platform You agree that You have read, understood and accepted all the terms and conditions contained in these Terms of Use as well as our Privacy Policy.
3. These Terms of Use constitute a legally binding contract, You are required to carefully read these Terms of Use and related notices before using any of ZebPay’s Services.
4. By registering, accessing, browsing or using the ZebPay Platform, You agree to the terms and conditions set out in these Terms of Use and our Privacy Policy.
5. If You disagree with these Terms of Use or our Privacy Policy, You shall not proceed to access, browse or initiate account registration with ZebPay or seek to acquire any of ZebPay Services, it being understood that on the first instance/event of use of ZebPay’s Services, You have unconditionally agreed to what is stated herein.

4. Anti Money-Laundering Disclaimer

ZebPay is committed to facilitating the global fight against money laundering and terrorist financing. In this regard, the Company has endeavoured to carefully ensure that all of its internal anti-money laundering procedures comply with AML Regulations. You agree that any actions taken by ZebPay to comply with AML Regulations shall not be opposed by You.

5. Agreement Conditions

1. ZebPay reserves the right to modify or change these Terms of Use, or any part hereof, at any time and at its sole discretion. ZebPay will provide the required intimation of these changes to You. ZebPay also reserves the right to limit, change or completely stop the ZebPay Services; add, amend or remove provisions of these Terms of Use or features. We may, at our discretion, update the ZebPay Platform from time to time, however we do not guarantee that the ZebPay Platform is free of inadvertent errors or omissions.
2. Any and all modifications or changes to these Terms of Use will be effective at a date and time  at which such modifications or changes are made hereto. As such, Your continued use of ZebPay Services, including but not limited to any failure to close Your account during the requisite notice period, acts as acceptance of the amended Terms of Use, for the avoidance of doubt, if You do not agree with any part of these Terms of Use or any such modification or change at any point in time, then You should close the Client Asset Account, withdraw all relevant Client Funds and cease using the ZebPay Platform in a timely manner.

6. Eligibility

1. To use the ZebPay Services, Clients must create a Client Asset Account by adhering to the KYC requirements provided below. If You fail to furnish the KYC requirements, ZebPay will be entitled to either reject the creation of, or terminate the said Client Asset Account. By registering to use a Client Asset Account You warrant that (A) You are a natural person that is at least 18 years old, or, (B) a legal entity with full legal capacity to contract with ZebPay in accordance with these Terms of Use.
2. If You are an individual and not at least 18 years old, Your legal guardian shall be responsible for all consequences resulting from the Your actions on the ZebPay Platform and ZebPay shall have the right to cancel or freeze the Client’s Client Asset Account in addition to filing claims against You and Your guardian for compensation/damages.
3. Each Client shall have one Client Asset Account only. Multiple Client Asset Accounts for the same Client will not be allowed.
4. Clients who are not residents of India are not permitted to use the ZebPay Services.
5. Persons and/or residents of certain countries including those on the Financial Action Task Force’s blacklist available at https://www.fatf-gafi.org/en/publications/High-risk-and-other-monitored-jurisdictions/Call-for-action-october-2023.html are not permitted to use the ZebPay Services in any form, (“Prohibited Jurisdictions”) either directly or indirectly. The list of these countries may be updated from time to time based on legal requirements and ZebPay’s internal risk assessment strategies.  Further, Clients who are visiting any Prohibited Jurisdiction should not attempt to access the ZebPay Services from the Prohibited Jurisdiction.

7. Prohibition of use

1. By accessing and using the ZebPay Platform, the Client acknowledges and declares that the Client is a) a non-U.S user b) not in breach of  applicable laws and regulations, including but not limited to applicable regulations on anti-money laundering, anti-corruption, and counter-terrorist financing c) not on any trade or economic sanctions lists, including but not limited to lists circulated by United Nations Security Council Sanctions List US Department of the Treasury’s Office of Foreign Assets Control, the US Department of State, the United Nations Security Council, the European Union, Her Majesty’s Treasury, the Hong Kong Monetary Authority or the Monetary Authority of Singapore. You may not use your Client Asset Account to engage in the following categories of activity (“Prohibited Uses”). The specific types of use listed below are representative, but not exhaustive:
   1) unlawful activity;
   2) fraud;
   3) gambling;
   4) intellectual property infringement; 
   5) defamation;
   6) abuse.
2. ZebPay shall, without prior notice, have the right to disable your access to the Client Asset Account at any time, if in its reasonable opinion You have failed to comply with any of the provisions of these Terms of Use.
3. ZebPay reserves the right to choose markets and jurisdiction to provide the ZebPay Services, and may restrict or refuse in its discretion, the provision of ZebPay Services in certain countries or regions.

8. Description of ZebPay services or business activity

1. Crypto asset exchange service:
   1) The crypto asset exchange service is a service accessed through the ZebPay Platform whereby ZebPay provides a trading exchange (crypto asset/fiat and crypto asset/crypto asset pairs). The functionalities available under this service enable Users to trade the crypto assets amongst each other by posting their buy and/or sell orders on the exchange, which ZebPay then further facilitates by providing the matching service that will pair their respective buy and sell orders. The order(s) placed by Users shall remain active for a time period as may be prescribed by ZebPay from time to time, post which ZebPay shall have the right to invalidate the said order(s).
   2) Transaction fees are applicable to the Customer upon execution of an order. The Customer is required to maintain sufficient balances of INR or the relevant crypto asset, as the case may be, for the execution of the relevant trade.

2. OTC trading platform:
   1) The OTC Trading Platform Service is a service accessed through ZebPay’s OTC Trading Platform whereby ZebPay provides an online virtual asset trading platform via a sophisticated mechanism that facilitates over-the-counter trading of crypto assets.
   2) You are eligible to access ZebPay’s OTC Trading Platform (by whatever name called) once you have completed your KYC verification at https://l2kyc.zebpay.com/auth/ .
   3) The User acknowledges and agrees that confirmations received from You via Telegram and/or other forms of communication authorized by ZebPay’s OTC Trading Platform shall be valid proof of Your confirmations of trading activity. Further, the order(s) placed by You on ZebPay’s OTC Trading Platform shall remain active for a time period as may be prescribed by ZebPay from time to time, post which ZebPay shall have the right to invalidate the said order(s).
   4) Transaction fees are applicable to the Customer upon execution of an order.

3. Quick Trade:
   1) The QuickTrade feature is a service accessed through the ZebPay Platform whereby ZebPay enables instant transactions for both crypto asset/fiat and select crypto asset/crypto asset pairs. Customers can  buy or sell select crypto assets, without the potential wait time normally associated with order matching on an open order book. This service consists of ‘Quick Buy’ and ‘Quick Sell’ options where the Customer can purchase or sell, select crypto assets.
   2) To enable instant execution of Customer orders under this service, ZebPay pools liquidity from various sources. ZebPay is a technology enabler for its Customers and makes available crypto assets for its Customers. ZebPay has not created, and is not the administrator of, any crypto asset.
   3) Transaction fees are applicable to the Customer upon execution of a QuickTrade order. The Customer is required to maintain sufficient balances of INR or the relevant crypto asset, as the case may be, for the execution of the relevant trade.
   4) By undertaking a transaction on QuickTrade, the Client agrees and accepts that ZebPay is not liable or responsible for any vagaries of trade on the platform or any losses that may be suffered as a consequence.
   5) Should a Client utilize QuickTrade in consortium with other Customers or accounts, with the intent of artificially modulating the price of a crypto asset, ZebPay reserves the right to withhold any transaction or value equivalent to such transaction.
   6) Please note that even if the limit price is hit on QuickTrade, your order might not always be filled. It all depends on market conditions and overall liquidity. In some cases, your limit order might only be partially filled. 
4. CryptoPacks:
   1) The CryptoPacks feature enables customers to instantly buy and sell a pre-defined set of crypto assets that are curated around a specific theme, idea, or strategy. The asset composition of each CryptoPack is designed by our in-house trading experts.
   2) The Customer is not permitted to change the composition of the CryptoPacks. ZebPay reserves the right to alter the composition of CryptoPacks at any point in time.
   3) The crypto assets bought as a part of a CryptoPack cannot be sold individually. A CryptoPack can only be bought and sold as a pack.
   4) Transaction fees are applicable to the Customer upon trading in a CryptoPack. The Customer is required to maintain sufficient balances of INR or the relevant crypto asset, as the case may be, for the execution of the relevant trade.
   
   Disclaimer – CryptoPacks: ZebPay does not in any manner represent or warrant the performance or growth of any crypto asset. The CryptoPacks are curated by our in-house trading experts and neither the curation, nor any statement made by ZebPay in respect of CryptoPacks amounts to financial advice or opinion. You assume all risks relating to the trading of CryptoPacks and the crypto assets that form the CryptoPacks.
   
   Acknowledgement with respect to Section 8(a), 8(b), 8(c) and 8(d): When You utilise any of the aforementioned ZebPay Services, You acknowledge that You are transacting with other Users of the ZebPay Platform as counterparties and bids are matched with a counterparty, as applicable. In this regard, You understand and agree that ZebPay merely provides the platform to match the orders, and prices are therefore set by the market-forces of supply and demand. Save as aforesaid, ZebPay is not a party to the agreement(s) that arise between the material Users pursuant to these trades.
   
5. Crypto deposit/withdrawal:
   This service enables Users to undertake deposits/ withdrawals of such crypto assets as supported on the ZebPay Platform, to the extent available and permitted. ZebPay may from time to time determine types of crypto assets that will be supported or cease to be supported. 
   If a User deposits or attempts to deposit unsupported crypto assets to ZebPay, or deposits/withdraws crypto assets (a) to an incompatible/incorrect crypto asset wallet address or (b) via an incompatible crypto asset network, then the User may lose such crypto assets since the above said actions are beyond ZebPay’s control; ZebPay shall not be liable for recovery of the same and ZebPay shall have no other obligation in this regard whatsoever.
6. Futures:
   i. The Futures feature enables Users to (a) trade in crypto assets-INR Futures pairs (with an option for ZebPay to seek delivery in accordance with these Terms of Use), for a Transaction Fee, a Funding Fee and/or a Liquidation Fee, as applicable; and (b) any other products, services or offerings in Futures as may be introduced from time to time. In respect of Futures transactions, a User accessing the ZebPay Platform will be contracting with the Company. 
   ii. Order Placement: If a User intends to engage in Futures transactions on the ZebPay Platform, the User first needs to transfer to such Users Futures Wallet, (a) INR from the User’s Fiat Wallet and/or (b) USDT from his/her crypto asset balance. Users shall have the option to place buy/sell orders for Futures contracts traded through the ZebPay Platform using limit orders and market orders. In a limit order, the User can specify the exact price at which the order is to be executed (whether or not that is the market price at the time a User places the order) (“Limit Order”). In a market order, a User can choose to immediately buy or sell based on the price displayed on the ZebPay Platform at the time a User places the order (“Market Order”). Users must maintain sufficient balance in their Futures Wallet before placing any orders, failing which such orders may be rejected. A User may only withdraw INR or USDT from the User’s Futures Wallet into the User’s Fiat Wallet or crypto asset balance respectively.
   iii. Margin Calls: The ZebPay Platform shall be entitled, but shall have no obligation, to make margin calls to a User in respect of such User’s transactions. A User is responsible for monitoring such User’s Futures Wallet and for maintaining sufficient margin at all times to satisfy applicable margin requirements, especially during volatile periods, regardless of whether or not a margin call has been made. Any failure to satisfy a margin call may lead to the User’s positions being subject to liquidation and the User being subject to Liquidation Fees. The ZebPay Platform shall have no liability to any User or third party in connection with any failure by the User in this connection.
   Funding Fees: If a User enters into a Futures contract through the ZebPay Platform, the User will be subject to Funding Fees requirements. The User confirms and agrees to have read and understood the Futures Trading Policy and the  Risk Disclosure Policy.

9. Provisions related to ZebPay Services

1. You must register and open a Client Asset Account.
2. You must always treat Your Client Asset Account information as confidential and must not disclose it to any third party. Any access to the ZebPay Platform or ZebPay Services through the Client Asset Account shall be considered as access by You, and You shall be solely responsible for any activity carried out in, by or through your Client Asset Account on the ZebPay Platform.
3. After registration of your Client Asset Account, as per the required process You will be eligible to purchase, send, receive or store crypto assets supported by the ZebPay Platform. You may be required to maintain a minimum balance of Client Funds in your Client Asset Account before you initiate certain transactions. We reserve the right to refuse to execute any order and/or transaction initiated by you, if the same is in contravention to the AML Policy or to comply with directions of appropriate enforcement authorities.
4. Trading on the ZebPay Platform is subject to payment of Transaction Fee, Funding Fees and/or a Liquidation Fee. Usage of the ZebPay Platform is subject to membership fees. You may request the withdrawal of fiat currency subject to certain limitations. Details of all the aforementioned fees and limitations are available at https://zebpay.com/in/fees/
5. ZebPay strives to maintain the accuracy of information posted on the ZebPay Platform however it cannot guarantee the accuracy, suitability, reliability, completeness, performance or fitness for purpose of the content through the ZebPay Platform and will not accept liability for any loss or damage that may arise directly or indirectly from the content.
6. Information on ZebPay’s Platform can be subjected to change without notice and is provided for the primary purpose of facilitating Users to arrive at independent decisions.
7. All Users of the ZebPay Platform understand that there is a risk involved in executing transactions with other Users on the ZebPay Platform. ZebPay encourages all users to exercise prudence and trade responsibly within their own means.
8. While ZebPay emphasises online interface security to ensure the continuity and security of ZebPay Services (announcements will be made in event of downtime/maintenance), it will be non-accountable to Users for an act of God, Force Majeure, malicious targeted hacking, terrorist attacks and other reasonably unforeseeable circumstances.
9. ZebPay reserves the right (but is under no corresponding duty) to cancel, rollback or block transactions of any and all types on the ZebPay Platform in the event of abnormal transactions or based on its internal AML Policy.
10. ZEBPAY WILL NOT ASK FOR ANY PASSWORD OR PIN FROM ITS USERS EXCEPT WHEN THE USER ATTEMPTS TO LOGIN INTO THE ZEBPAY PLATFORM AND USE ZEBPAY SERVICES. ZEBPAY WILL ALSO NOT ASK USERS TO TRANSFER FUNDS THAT ARE NOT LISTED ON ITS OTC TRADING PLATFORM SERVICE.
11. By using the ZebPay Platform and ZebPay Services, You declare that all information provided by You to ZebPay is true, accurate and complete.
12. You agree and understand that the underlying protocols of different crypto networks are subject to changes (each a “Fork”) which may result in more than one version of such network (each a “Forked Network”). You further agree and understand that Forks may materially affect the value, function, and/or name of the crypto assets held by You with ZebPay and the value of the Futures contracts on the ZebPay Platform. In the event of a Fork, ZebPay may temporarily suspend any ZebPay Services in respect of the relevant crypto assets or Future (with or without advance notice to you) and may determine, in its sole discretion, whether or not to support the Forked Network. Details of ZebPay’s position on such Forks are available at https://help.zebpay.com/support/solutions/articles/44001895103/, which may be subject to change from time to time.

10. User identity verification

1. With registration of a Client Asset Account on ZebPay, You agree to share personal information requested for the purposes of identity verification and other purposes permitted by applicable laws. This information is used specifically to identify the Client and for the detection of potential money laundering, terrorist financing, fraud and other financial crimes on the ZebPay Platform and to ensure that the Client and his/her trades are fully compliant with the AML Regulations. ZebPay will retain Your personal information in accordance with its Privacy Policy and applicable law.
2. In addition to providing this information, to facilitate compliance with global industry and government standards for data retention, You agree to permit ZebPay to keep a record of such information for the lifetime of Your Client Asset Account plus a minimum of five (5) years after closing that account or the minimum period required by applicable law, whichever is later.
3. You also authorise ZebPay to make inquiries, either directly or through third parties, that are deemed necessary to verify Your identity or to protect You and/or ZebPay against financial crimes such as fraud, etc.

11. Client Funds

1. All relevant User fiat shall be in ZebPay’s bank account(s), or may be kept separate from money belonging to ZebPay in a User’s account, if required by applicable law and regulations, until such amounts are returned to a User, or become due and payable to ZebPay or are otherwise paid away or transferred in accordance with applicable law and regulations. A User’s Fiat Wallet shall denote a Users’ INR holdings that can be used for trading activities, except for trading in Futures.
2. A User is permitted to transfer to such User’s Futures Wallet (i) INR only from such User’s Fiat Wallet, and (ii) USDT from such User’s crypto assets balance, and from no other source whatsoever. 
3. Likewise, a User is permitted to withdraw from such User’s Futures Wallet (i) INR only to such User’s Fiat Wallet and (ii) USDT only to such User’s crypto assets balance, and to no other direct destination whatsoever.
4. By accepting these Terms of Use, and to the extent not prohibited by applicable law, a Userhereby grants to ZebPay the authority to open and establish a ‘client account’ and a Useragrees to grant ZebPay the right to control the Client’s Fund, whether they are held separately in a  User’s account or commingled with other funds of ZebPay.
5. Pursuant to the right of control referred to in Clause 11(c) hereinabove and to the extent not prohibited by applicable law, ZebPay reserves the right to:
   1) lend out or invest the Client Funds; and
   2) retain to its own benefit the capital gains, interest or profits that may from time to time be generated from such actions, it being understood that no such capital gains, interest or profits shall be payable to You.
6. In the event a Client has fiat/INR balances in the Client Asset Account, that has not been utilized by the Client for transactions or withdrawals on the ZebPay Platform within eleven (11) months of such fiat/INR’s transfer into the said Client Asset Account by the Client, ZebPay shall have the right, at its sole discretion, to convert such balances of fiat/INR in the Client Asset Account into a stable crypto asset.
7. The withdrawal feature of crypto assets held by a User in their Client Assets Account shall be subject to regulatory and banking requirements and may be updated from time to time.

12. Know Your Customer (KYC) and on-boarding

1. ZebPay is required to adhere to KYC requirements as prescribed by a Competent Authority. ZebPay may undertake remote KYC procedures and video on boarding, among other modes of performing KYC procedures.
2. The KYC procedures may be created or undertaken by any authorised representative/agency of ZebPay (such as a third-party KYC service provider) possessing all the relevant and necessary credentials to conduct the KYC procedures and due diligence in accordance with the AML Regulations and the AML Policy, subject to applicable law.
3. You are required to follow all on-screen instructions and adhere to all requirements for on-boarding onto the ZebPay Platform.

13. Authenticity and self-responsibility of identity information

1. You must register for a ZebPay Client Asset Account before using the ZebPay Platform via our standard application procedure. To register for an account, You must provide Your real name, email address and such other requested information including KYC documents.
2. Depending on certain conditions and in our sole discretion, ZebPay may refuse to open an account for You.
3. Where ZebPay, at its sole and absolute discretion, determines that the applicable law and regulations require Zebpay to report transactions with You to a Competent Authority, You must obtain and provide ZebPay with any information as ZebPay may require. You shall not be permitted to place orders unless and until it has provided the information required, and subject to clearance of the Competent Authority or other authority, as the case may be.
4. ZebPay shall carry out all the searches and enquiries that it deems appropriate to assess the Client’s identity and/or to carry out any anti money laundering controls which may be required under the AML Regulations or its AML Policy. This information may be also used for the prevention of money laundering or terrorism financing as well as for the management of the Client Asset Account. You authorise ZebPay to use the information to perform the above checks in relation to these Terms of Use.
5. The identity verification information which may be requested can generally include but is not limited to: Full Name, Email Address, Nationality, Telephone Number, Government Issued ID/Passport, Date of Birth, Proof of address, Bank account details, photographs and images. Such other documents, as may be notified from time to time by ZebPay in accordance with applicable laws.
6. In providing this required information, You confirm that all such information is accurate and authentic. Post-registration, the Client guarantees at all times that the information is truthful, complete and updated in a timely manner with any changes. You must ensure that any identity verification or personal information and/or documents submitted by You belong to You. You are not permitted to create a Client Asset Account on someone else’s behalf.
7. If there is any reasonable doubt that any information provided by you is wrong, untruthful, outdated or incomplete, ZebPay shall have the right to send you a notice to demand corrections, remove relevant information directly, suspend or terminate all or part of the ZebPay Services to the Client.
8. You shall be solely and fully responsible for any loss or expenses incurred by You in the course of the use of any ZebPay Service if You cannot be reached through the contact information provided by You.
9. You hereby acknowledge and agree that You have the obligation to keep all information provided to ZebPay up to date if there are any changes.
10. ZebPay may or may not accept an application to become a Client in its absolute discretion, including (but not limited to) if the Client fails to pass the relevant appropriateness checks. If the Client application is accepted by ZebPay, the Client shall be notified of the same.
11. You may only start trading with ZebPay on the ZebPay Platform after the initial transfer of Client Funds is credited to in the Client Asset Account and such transfer has been cleared.
12. ZebPay shall be authorised to act upon any digital instructions transmitted by You. In this connection, ZebPay shall be entitled to carry out any instructions or orders as per Your instructions.
13. You may request ZebPay to make payments by debiting the Client Funds to the extent cleared funds are available at the time of the request (electronically via the ZebPay Platform)
14. The initial transfer and any additional funds transferred by You (together, Client Funds) shall be credited to You as the case may be, subject to the following conditions: (i) You are required to transfer Client Funds to ZebPay only from the Registered Bank Account. ZebPay does not accept Client Funds from any other bank account of the Client or any third party account. (ii) ZebPay does not accept Client Funds in cash.
15. Any crediting or debiting of client fiat to or by You in respect of any transactions on the ZebPay Platform is net of any bank fees, commissions or other charges or costs (including any applicable taxes, including withholding taxes) and you hereby expressly authorise ZebPay to make any such deductions.
16. All gains, earnings, losses, costs and liabilities made or incurred by You under or in relation to any crypto asset or any service provided by ZebPay or otherwise in connection with these Terms of Use (including any fees charged by ZebPay) shall be credited or debited to You, as applicable.
17. You hereby expressly authorise ZebPay to deduct any such amounts from any client fiat held by ZebPay on Your behalf.
18. Withdrawals from Your Futures Wallet is permitted only for withdrawals of (i) INR into Your Fiat Wallet and (ii) USDT into Your crypto assets balance. You may, at any time, withdraw funds from Your Fiat Wallet into Your Registered Bank Account (‘Withdrawn Funds’) by submitting a request to ZebPay (‘Withdrawal Request’). ZebPay may, at its discretion, withhold payment (or deduct an amount from it, as applicable) if:
    1) ZebPay is required by applicable law or regulations to deduct or withhold such payment; or
    2) ZebPay has received any notice from law enforcement agencies regarding any suspected illegality in Your account;
    3) KYC or additional requirements for enhanced KYC as may be required by ZebPay are pending compliance by You; or
    4) there is an unresolved dispute between ZebPay and You in connection with these Terms of Use or any related contract in respect of such funds.

19. ZebPay will only pay Withdrawn Funds to Your Registered Bank Account on the ZebPay Platform.
20. You shall withdraw Client Funds, to the extent permissible by applicable law or regulation or policy requirements, by submitting withdrawal requests to ZebPay using the withdrawal function on the ZebPay Platform. You shall be solely responsible for the safekeeping of the password/ PIN relating to the Client Asset Account on the ZebPay Platform, and You will be responsible for all activities relating to Your login and password/PIN.
    You hereby covenant that You:
    1) will not share Your login or password/PIN details with any third party;
    2) will notify ZebPay immediately if You are aware of any unauthorised use of Your login or password/ PIN by any person or any other violations of the Client Asset Account;
    3) will strictly observe the security, authentication, dealing, charging, withdrawal mechanisms and/or procedures of the ZebPay Platform; and
    4) will log out from the ZebPay Platform by taking proper steps at the end of every visit.
21. ZebPay will not be responsible for any loss or consequences caused by Your failure to comply with the above terms and conditions.

14. Representations, warranties and covenants of the Client

1. You represent and warrant to ZebPay that:
   1) You are competent to contract under the Indian Contract Act (1872)
   2) You have not been adjudged a bankrupt and/or has not entered into a scheme of arrangement with his creditors (if any);
   3) Your conduct is not in violation of the law, public interests, public ethics, the public policy of Indian law or other’s legitimate interests,
   4) You will not evade the payment of taxes or fees and will not violate these Terms of Use and relevant laws and rules;
   5) all information and documents supplied by You to ZebPay are complete, true, accurate and is not misleading or deceptive in any respect;
   6) if You are a body corporate, unincorporated association, trust or other legal structure, You are validly existing in accordance with applicable law and regulations;
   7) You have entered into this agreement with ZebPay by means of these Terms of Use, and will enter into any transaction on the ZebPay Platform as a principal and not as another person’s agent or representative;
   8) You are not subject to any law or regulation preventing it from entering into this agreement or transactions on the ZebPay Platform. In this regard, You are not a resident of any other jurisdiction where it may be unlawful to access the ZebPay Platform or trade with ZebPay;
   9) You have obtained all necessary consents, licenses and authorisations and has full power and authority (in accordance with its constitutional and organisational documents, where relevant) to enter into this agreement and all transactions on the ZebPay Platform;
   10) You will comply with all laws and regulations to which You are subject in relation to this agreement and any transaction contemplated by this agreement including, without limitation, all tax laws and regulations, exchange control requirements and registration requirements;
   11) these Terms of Use and any transactions entered into hereunder by You create valid and binding obligations which are enforceable against You in accordance with their terms including in the jurisdiction in which You are resident, and do not violate the terms of any law, regulation, order, charge, agreement or instrument by which You are bound or to which Your assets are subject;
   12) You are fully aware of the financial and other risks involved with trading in crypto assets under these Terms of Use and are willing and financially able to sustain a total loss of funds resulting from the trading and transactions entered into on the ZebPay Platform;
   13) You have consistent and uninterrupted access to the internet and the email address, mobile number provided to ZebPay during the application procedure;
   14) You will act in accordance with applicable law and regulations regarding market abuse, manipulation or misconduct, insider trading or dealing and similar offences, as applicable;
   15) You must maintain sufficient Client Funds in Your account before initiating any order and/or transaction. In case you have insufficient funds in Your account Your order will not be placed. You are solely responsible for payment of any taxes that may arise in connection with Your use of ZebPay Services or upon the trading of crypto assets.
   16) You will not alter, distort or otherwise manipulate the relevant market or underlying details in relation to a transaction entered into under this agreement;
   17) You will promptly notify ZebPay of the occurrence of any event of default or potential event of default or any other breach of this agreement;
   18) You acknowledge ZebPay does not exercise any control over the market price or volatility of the crypto assets and that the contract for sale of any of the crypto assets shall strictly be a bipartite contract between the seller and the buyer.
   19) You acknowledge that ZebPay may enable or assist the Client to access, interact with, and/or purchase services from several supported platforms and other third parties via third-party websites or applications (collectively, “Third-Party Services”). Such Third-Party Services are not under the control of ZebPay, ZebPay does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Services and is not responsible for any Third-Party Services. You undertake that You use all Third-Party Services at your own risk, and You should apply a suitable level of caution and discretion in doing so. Any use of Third-Party Services is governed solely by the terms and conditions of such Third-Party Services and any contract entered into, or any transaction completed via any Third-Party Services, is between you and the relevant third party, and not with ZebPay. You shall comply in all respects with all applicable terms of the Third-Party Services that you access or subscribe to in connection with the Services. If at any time any Third-Party Services cease to make their programs available to us on reasonable terms, we may cease to provide such features to you without entitling you to refund, credit, or other compensation.
   20) If You violate the foregoing promises and/or other terms and conditions of these Terms of Use in any manner resulting in any legal consequences, You shall independently undertake all of the legal liabilities in Your own name and indemnify ZebPay from all actions, claims, losses or costs arising from such violation;

2. You will not use any data or information displayed on the ZebPay Platform for commercial purposes without ZebPay’s prior consent.
3. You will use the ZebPay Platform in accordance with these Terms of Use and the Privacy Policy, without taking acts of unfair competition nor attempting to intervene with the normal operation of ZebPay. Examples of such malicious acts include, but are not limited to:
   1) using a device, software or subroutine to interfere with the ZebPay Platform;
   2) overloading network equipment with unreasonable data loading requests;
   3) executing malicious sales or purchases on the market.
4. By accessing any of the ZebPay Services, You agree that ZebPay shall have the right to unilaterally determine whether You have violated any of the above covenants and take action without receiving Your consent or giving prior notice to You. Examples of such actions include, but are not limited to:
   1) block and close order requests;
   2) freezing the Client Asset Account;
   3) reporting the incident to authorities;
   4) publishing the alleged violations and actions that have been taken;
   5) deleting any information you published that is in violation.

5. You consent to the ZebPay Platform’s AML and KYC checks and procedures and ZebPay reserves the right to (i) withhold the refund of any monies and crypto assets; and/or (ii)deny access to the ZebPay Platform, before all necessary procedures have been vetted and consent is formally authorised for You to access the ZebPay Platform.
6. Without prejudice to the aforesaid, any Client Funds will be ‘frozen’ until the relevant procedures are completed and under no circumstance may they be ‘exchanged’ or ‘withdrawn’.
7. If Your alleged violation causes any losses to a third-party, You shall solely undertake all the legal liabilities in Your own name and hold ZebPay harmless from any loss, fine or extra expenses. If, due to any alleged violation ZebPay incurs any losses, is claimed by any third party for compensation or suffers any punishment imposed by any administrative authorities, You will indemnify ZebPay against any losses and expenses caused thereby, including legal fees on a full indemnity basis.
8. You acknowledge and agree that the above representations and warranties have been a material inducement to the decision of ZebPay to permit You to open an account with ZebPay and trade on the ZebPay Platform.
9. In case of any abnormal behaviour, fluctuation or delay in transactions beyond ZebPay’s control, ZebPay shall not be liable to You.

15. Intellectual Property Rights

1. Unless otherwise specified, all logos, information, text, graphics, or other materials uploaded by ZebPay, which appears on the ZebPay Platform for other users to access (“Content”) is the property of ZebPay and are protected under copyright, trademark and other applicable laws.
2. All logos, trademarks, service marks and logos of ZebPay and others used or displayed on the ZebPay Platform, (“Trademarks”) are the property of ZebPay or its group companies. You may not copy, imitate or use them without our prior written consent.
3. You shall not reverse engineer or disassemble any part of the ZebPay Platform for any reason whatsoever. Any such action shall amount to a material breach of these Terms of Use and may result in ZebPay terminating the defaulting Clients Asset Account.
4. The ZebPay Platform may in places include third party intellectual property including the software used for creating or distributing crypto assets. ZebPay does not own any rights to such third-party IP and is bound by the license terms for such IP and by virtue of these terms You shall also be bound by the said license terms.

16. Disclaimer of Warranties

1. ZebPay will provide access to the ZebPay Platform on an “as is” and “commercially available” condition and to the maximum extent permitted by law does not offer any form of warranty with regards to the ZebPay Platform’s reliability, stability, accuracy and completeness of the technology involved. The ZebPay Platform serves merely as a venue of transactions where crypto assets information can be acquired, and crypto assets transactions can be conducted. The contents of the ZebPay Services or the ZebPay Platform may contain bugs, errors, problems or other limitations. ZebPay assumes no liability or responsibility for any errors or omissions in the ZebPay Services or the ZebPay Platform.
2. You expressly acknowledge and agree that use of the ZebPay Services and the ZebPay Platform is at Your sole risk. ZebPay cannot control the quality, security or legality of the crypto assets in any transaction, truthfulness of the transaction information, or capacity of the parties to any transaction to perform their obligations. You must carefully consider the associated investment risks, legal status and validity of the transaction information and investment decisions prior to your use of the ZebPay Platform.
3. ZebPay makes no warranty that the ZebPay Services or the ZebPay Platform will be uninterrupted, timely, accurate or reliable; nor do we make any warranty as to the permanent availability of any information and/or that may be stored or transferred through the ZebPay Services or the ZebPay Platform. You understand and agree that any material and/or data downloaded or otherwise obtained through use of the ZebPay Services or the ZebPay Platform is done at Your own discretion and risk and You will be solely responsible for any damage to Your computer system or phone or any other device or loss of data that results from the download of such material or data.
4. ZebPay is not responsible for any content uploaded by You on the ZebPay Platform. We are not responsible for any direct or indirect damages or losses caused to you, including without limitation, lost profits, business interruption or other loss resulting from use of or reliance in any way on anything available on the ZebPay Platform. It is solely Your responsibility to evaluate the accuracy, reliability, completeness and usefulness of Content available on the ZebPay Platform that is used by you.
5. ZebPay does not provide investment and financial advice to its Clients. The Content on the ZebPay Platform is provided for general information only and is not intended to, and does not amount to, investment advice. By giving its approval, consent, advice or information about any matter dealt with by these Terms of Use or in respect of ZebPay Services, ZebPay does not create, make or give any warranty, representation or undertaking about any circumstances relating to the subject matter of the consent or approval.
6. ZebPay will not be liable for any loss or damage caused to your computer equipment, computer programs, data or other device caused by a virus, denial-of-service attack, distributed denial of-service attack, or other technologically harmful material. You must use Your own virus protection software. ZebPay does not guarantee that the ZebPay Platform will be free of viruses, trojan horses or other code that manifests contaminating or destructive properties.

17. Limitation of liability

1. Release of ZebPay Liability
   1) If You have a dispute with one or more Users of the ZebPay Platform, You agree that neither we nor our affiliates or service providers, nor any of our respective officers, directors, agents, joint venturers, employees and representatives will be liable for any claims, demands and damages (actual and consequential) of any kind or nature arising out of or in any way connected with such disputes.
   2) ZebPay will not be liable for any loss caused to You due to discontinuation of any cryptocurrency that is being offered through the ZebPay Platform.
   3) ZebPay shall not be liable for any disruption of service, whereby You are denied access to Your cryptocurrencies.
   4) ZebPay shall not be liable for any loss caused to You through loss of any cryptocurrency stored on Your Client Asset Account for any reason whatsoever, save and except due to a wilful and malicious commission or omission by ZebPay directly resulting in such loss.
   5) ZebPay shall not be liable for any discontinuation, alteration, suspension or termination of any part of the services offered on the ZebPay Platform caused or occasioned any Force Majeure event or any change in applicable law with respect to cryptocurrencies.
   6) ZebPay shall not be liable for any loss caused to You due to fluctuations in the prices of cryptocurrencies. ZebPay does not guarantee profits from sale or purchase or transfers of cryptocurrencies. ZebPay shall not be liable for any loss caused to You for suspension, cancellation or termination of a Client Asset Account, including on account of a violation by such User of any of the terms of this agreement, the Privacy Policy or any applicable Law. You agree that ZebPay will not be liable You or to any third party for termination of the Client Asset Account or for restricting access to the ZebPay Platform, which shall be at the sole discretion of ZebPay.
   7) You shall not be entitled to any damages from ZebPay for any reason whatsoever including but not limited to consequential or compensatory damages for any reasons including suspension, cancellation or termination of the Client Asset Account or for cessation of any or all services on the ZebPay Platform. You shall only be entitled to refund / recovery of the cryptocurrencies and client fiat credited to You, subject to deductions of amounts owed to ZebPay and other legal, regulatory or statutory dues or those stipulated under applicable Law, and to the permissibility of such refund or recovery under applicable law.
   8) In the event that any cryptocurrencies credited to a Client Asset Account are seized, or ZebPay is unable to access or return the same to User, ZebPay shall not be held liable or responsible for the same. You are cautioned to avail itself of the ZebPay Platform subject to the above risk. At no point in time will ZebPay, its directors, shareholders, employees, representatives, officers, affiliates or assigns be held liable for any claims whatsoever for cessation of services or termination of any part of the ZebPay Platform or any disruption with respect to access to any Client Asset Account.
   9) All claims by You shall be limited to the cryptocurrencies and fiat standing to the Client’s credit in the relevant client account, subject to the above mentioned conditions.
   10) Subject to applicable law, ZebPay shall not be liable for any incidental, special, punitive, consequential or similar damages or liabilities whatsoever arising out of the use of the ZebPay Services, any performance or non-performance of ZebPay Services or any product provided by ZebPay, whether under contract, statute, strict liability or other theory even if ZebPay, its subsidiaries, affiliates are advised of the possibility of such damages.
   11) To the maximum extent permitted by law, THE MAXIMUM CUMULATIVE LIABILITY OF ZEBPAY IN ANY EVENT, FOR ANY CLAIM, DAMAGES, TORT SHALL BE LIMITED TO THE MONIES ACTUALLY RECEIVED FROM THE USER, AS CONSIDERATION OR FEES FOR THE SERVICES RENDERED BY ZEBPAY IN RELATION TO THE APPLICABLE TRANSACTION TO WHICH THE CLAIM RELATES. IF THE CLAIM DOES NOT RELATE TO ANY TRANSACTION IN PARTICULAR, THEN ZEBPAYS MAXIMUM CUMULATIVE LIABILITY SHALL BE LIMITED TO THE CRYPTOCURRENCIES ACTUALLY RECEIVED FROM THE USER, AS CONSIDERATION OR FEES FOR THE SERVICES RENDERED BY ZEBPAY IN RELATION TO THE TWO TRANSACTIONS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CLAIM IS MADE BY THE USER.

2. No Liability for Breach:
   ZebPay will not be liable for any breach of these Terms of Use, where the breach is due to abnormal and unforeseeable circumstances beyond ZebPay’s control, the consequences of which would have been unavoidable despite all effects to the contrary, nor is ZebPay liable where the breach is due to the application of mandatory legal requirements.
3. Limitation of loss:
   Without prejudice to the generality of the foregoing, in no event shall ZebPay, its affiliates or its service providers, or any of its or their respective officers, directors, agents, employees or representatives, be liable for any of the following types of loss or damage arising under or in connection with this agreement or otherwise:
   1) any loss of profits or loss of expected revenue or gains, including any loss of anticipated trading profits and / or any actual or hypothetical trading losses, even if we are advised of or knew or should have known of the possibility of the same;
   2) any loss of or damage to reputation or goodwill; any loss of business or opportunity, customers or contracts; any loss or waste of overheads, management or other staff time; or any other loss of revenue or actual or anticipated savings, even if we are advised of or knew or should have known of the possibility of the same;
   3) any loss of use of hardware, software or data and / or any corruption of data; including but not limited to any losses or damages arising out of or relating to any inaccuracy, defect or omission of digital currency price data; any error or delay in the transmission of such data; and / or any interruption in any such data;
   4) any loss or damage whatsoever which does not occur directly from our breach of this agreement; and/or
   5) any loss or damage whatsoever which is in excess of that which was caused as a direct result of our breach of these Terms of Use (whether or not you are able to prove such loss or damage).
4. To the maximum extent permitted by Applicable Law, You hereby release and waive all claims against ZebPay, from any and all liability for claims, damages (actual and/or consequential), costs and expenses (including litigation costs and attorneys’ fees) of every kind and nature, arising from or in any way related to Your use of the ZebPay Platform or ZebPay Services. You expressly waive and relinquish any and all rights and benefits which you may have under any other national, state or federal statute or common law principle of similar effect, to the fullest extent permitted by law.

18. Indemnification

You agree to indemnify and hold harmless ZebPay, its affiliates, contractors, licensors, and their respective directors, officers, employees and agents from and against any claims and damages (including legal fees, fines or penalties imposed by any regulatory authority) arising out of (a) Your breach or our enforcement of this agreement or (including with limitation Your breach of the Privacy Policy, AML Policy or any other restrictions on use of ZebPay Services) or (b) Your violation of any law, rule or regulation, or the rights of any third party (c) Your use of ZebPay Services. This shall also apply to Your violation of any applicable law, regulation, or rights of any third party during your use of the ZebPay Services.

19. Termination of this agreement

1. You agree that we have the right to immediately suspend the Client Asset Account (and any accounts beneficially owned by related entities or affiliates), freeze or lock the funds in all such Client Asset Accounts, and suspend access to ZebPay if we suspect any such Client Asset Accounts to be in violation of these Terms of Use, Privacy Policy, AML Regulations acts or any applicable laws and regulations.
2. Pursuant to certain AML regulations and other applicable laws, ZebPay reserves the right to keep and use the transaction data or other information related to such Client Asset Accounts for up to the longer of: five (5) years or the time period required by applicable law following the termination of this agreement, and for the following purposes:-
   1) if the Client Asset Account is subject to a governmental proceeding, criminal investigation or other pending litigation;
   2) if ZebPay detects unusual activity in the Client Asset Account;
   3) if ZebPay detects unauthorized access to the Client Asset Account;
   4) if ZebPay is required to do so by a court order or command by a regulatory/government authority;
   5) in the event of a suspected breach of these Terms of Use;
   6) in the event of a suspected criminal event, including but not limited to money laundering, terrorist financing, and fraud;
   7) in the event the use of your Client Asset Account is subject to any pending litigation, investigation, or government proceeding and/or we perceive a heightened risk of legal or regulatory non-compliance associated with your account activity;
   8) you take any action that may circumvent our controls such as opening multiple accounts or abusing promotions which we may offer from time to time;
   9) if a transaction is unfinished during the account termination process, ZebPay shall have the right to notify Your counterparty of the situation at that time
3. In case of any of the following events, ZebPay shall have the right to directly terminate this agreement by cancelling the Client Asset Account, and shall have the right to permanently freeze (cancel) the authorisations of the Client Asset Account:
   1) after ZebPay terminates services to You,
   2) You allegedly register in Your own name or register in any other person’s name as a ZebPay user more than once, directly or indirectly;
   3) the main content of the User’s information that You have provided is untruthful, inaccurate, outdated or incomplete;
   4) when these Terms of Use are amended, You expressly state and notify ZebPay of Your unwillingness to accept the amended Terms of Use;
   5) You refuse to comply with the KYC or additional KYC requirements as may be prescribed by ZebPay from time to time or on your request; 
   6) Your Client Asset Account or the activity therein is the subject matter of any pending criminal investigation;
   7) You either directly or through a representative make the use of unbecoming and/or unparliamentary and/or obnoxious language, either orally or in writing.
   8) You either directly or through a representative, publish in the public domain, either on social media, internet or in print media or in any other form or mode accessible by the general public, any negative comment, critique or abuse against ZebPay.
   9) any other circumstances where ZebPay deems it should terminate the services to You.

4. Subject to subparagraph (e) below, once the Client Asset Account is closed/withdrawn, all charges and liabilities owed to ZebPay on the account will be due and payable to ZebPay. Upon payment of all outstanding charges to ZebPay (if any), a User will have to immediately withdraw all the balance funds from the account.
5. ZebPay maintains full custody of the fiat and user data/information which may be turned over to the authorities in event of account suspension/closure arising from fraud investigations, AML investigations or violation of the law or these Terms of Use (e.g. trading on ZebPay from a sanctioned country).
6. Notwithstanding anything to the contrary contained elsewhere in these Terms of Use, ZebPay shall at all times have the right to, without any reason or cause, terminate ZebPay Services to You at any time, including but not limited to closing the relevant Client Asset Account.

20. Compliance with Applicable Law

1. It is the responsibility of a User to abide by all applicable laws in relation to the usage of ZebPay Services.
2. All Users of the ZebPay Platform and any of its services acknowledge and declare that the source of their Client Funds come from a legitimate manner and are not derived from illegal activities; and are not proceeds of crime. ZebPay maintains a stance of cooperation with law enforcement authorities globally and will not hesitate to seize, freeze, terminate the Client Asset Account and Client Funds  which are flagged or investigated by legal mandate.
3. Taxes: It is your sole responsibility to determine, collect, report, and submit any / all taxes applicable to the payments you make or receive in connection with the use of the Services to the appropriate tax authority in India or under any other applicable laws. We are not responsible for determining whether any taxes apply to the transactions carried out by you on the ZebPay Platform or the Services availed by you, or for collecting, reporting or remitting any taxes arising from any transaction undertaken by You via the ZebPay Platform or Services, except to the extent required by law.

21. Force Majeure

1. ZebPay Services are offered only on the digital domain, which is subject to risks including offensive attacks. ZebPay shall not be liable for any loss caused to a User’s account or the client fiat or cryptocurrencies accrued therein if the same arises due to any Force Majeure event, including commissions or omissions by third parties, forces of nature, offensive attacks on ZebPay servers or on the personal devices of a Users, changes in applicable law, or any loss caused by conditions or events beyond the reasonable control of ZebPay.
2. The above limitation on liability includes any Force Majeure event set out hereunder including acts of god; fire, act of terrorists, act of civil or military authorities, civil disturbance, war, strike or other labour dispute, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond reasonable control of ZebPay; offensive attacks including virus attack, hacking, denial of service attack or theft of the personal devices of a User resulting in loss to the account.
3. To the maximum extent permitted by law ZebPay shall not be liable for any loss caused to User due to a data breach of confidential information of a User, including of the User account details or User password, including when such breach has occurred due to the User sharing such details with third parties or due to the User’s failure to follow reasonable due diligence. ZebPay shall also not be liable or responsible for losses caused due to any disclosure by User of any User account details, including on account of a phishing attack or other third-party disruption.

22. Privacy and Confidentiality

1. ZebPay processes all personal information in accordance with applicable law and regulations relating to the processing, privacy, and use of personal information.
2. ZebPay may collect, hold and process personal information about You from the way in which You engage with ZebPay (such as by filling in the application, placing orders, or if You contact ZebPay by post, email, telephone, in person or by any other means), through Your interactions with ZebPay and/or the ZebPay Platform
3. Details of the types of personal information which ZebPay collects, holds or processes are set out in ZebPay’s Privacy Policy available at https://www.zebpay.com/in/privacy-policy,
4. ZebPay relies on the following legal basis to process and use the Client’s personal information:
   1) processing is necessary for the performance of the ZebPay Services provided to You under this agreement;
   2) processing is necessary for the purposes of ZebPay’s legitimate business interests, including administering the relationship with You and/or analysing, improving and developing its trade, products and services. [For a more detailed overview of the legitimate business interests of ZebPay’s please refer to the relevant section of the aforesaid Privacy policy]; and
   3) processing is necessary for compliance with a legal obligation to which ZebPay is subject as better identified in ZebPay’s Privacy Policy.

5. Your personal information may be disclosed to ZebPay’s affiliates, service providers and other suppliers (including those outside of India) provided that any such transfer or access is compliant with the applicable data protection laws and is subject to appropriate contractual provisions relating to data protection and confidentiality. Further details as to where Your personal information may be transferred or accessed and the basis for such transfers are set out in the Privacy Policy.
6. ZebPay has security procedures covering the storage and disclosure of Your personal information to prevent unauthorised access of any or Your personal information and to comply with the Information Technology Act, 2000, and the Rules and Regulations framed thereunder.
7. You consent to receive communications from us electronically. ZebPay may communicate with you by e-mail or by posting notices on the ZebPay Platform. You shall be solely responsible to update Your e-mail address and other contact details regularly. If we send any communication by e-mail, it shall be sent to Your e-mail address available on the records created by you on the ZebPay Platform.
8. party may disclose to any person any information relating to the business, investments, finances or other matters of a confidential nature of the other party of which it may come into possession in connection with this agreement and its performance by the other party, and each party shall use all reasonable endeavours to prevent such disclosure, except as may be required by any applicable law, rule or regulatory, law enforcement or tax authority.
9. For the avoidance of doubt, ZebPay may be required to disclose information to third parties in order to carry out fraud-checks and for KYC procedures in accordance with applicable law, and You expressly consent to such disclosure.

23. Complaints

If You have any complaints, feedback or questions, You may contact ZebPay at https://help.zebpay.com and we will make our best efforts try to resolve Your issues. ZebPay does not provide any support services to walk-in users. In case You do not want to continue using ZebPay Services and want to deactivate Your Client Asset Account, please click here and follow the steps provided. If You are unable to do so for any reason, You may contact ZebPay at https://help.zebpay.com for deactivation of Your Client Asset Account.

24. Modes of payment

Any payment to be made under these Terms of Use must be made by one of the following modes as determined by ZebPay from time to time:
1) a banker’s cheque/demand draft;
2) by credit of cleared funds to the bank account specified by the payee at least 3 Business Days before the anticipated date of the payment; or
3) any other lawful form of payment that the parties agree in writing

25. Notices

1. Unless these Terms of Use expressly state otherwise, a notice, consent, approval, waiver or other communication (notice) in connection with this agreement must be in writing. A notice may be given by hand delivery, prepaid post, or by electronic message to the recipient’s physical address or email address as advised from time to time.
2. A notice given under this clause will be deemed to be received:
   if hand delivered, at the time of delivery;
   1) if sent by prepaid post, three Business Days after the date of posting;
   2) if sent by electronic message, when the sender receives an automated message confirming delivery or eight business hours after the message has been sent (as recorded on the device from which the sender sent the message) unless the sender receives an automated message that the electronic message was not delivered or the sender knows or reasonably should know that there is a network failure and accordingly knows or suspects that the electronic message was not delivered,
   unless a notice is received after 5.00 pm on a Business Day in the place of receipt or at any time on a non Business Day, in which case, that notice is deemed to have been received at 9.00 am on the next Business Day.

26. Assignment

You may not assign or otherwise deal with any of its rights or obligations under these Terms of Use without the prior written consent of ZebPay. However, ZebPay may, without Your consent assign its rights under this agreement in the case of the sale of all or part of the ZebPay Platform.

27. Relationship between Parties

Notwithstanding anything contained in these Terms of Use, for all purposes including without limitation execution of any order and/or transaction initiated by you through the ZebPay Platform, You and ZebPay shall be and act independently, on a principal to principal basis and not as partners, associates, joint venturers, agents, intermediaries, brokers or in any other fiduciary capacity. You shall not have any authority to assume or create any obligation for or on behalf of ZebPay, whether express or implied.

28. Waiver

1. No failure to exercise or delay in exercising any right given by or under this agreement to a party constitutes a waiver and the party may still exercise that right in the future.
2. Waiver of any provision of this agreement or a right created under it must be in writing signed by the party giving the waiver and is only effective to the extent set out in that written waiver.

29. Severability

If any provision of these Terms of Use is void, voidable by a party, unenforceable, invalid or illegal and would not be so if a word or words were omitted, then that word or those words are to be severed and if this cannot be done, the entire provision is to be severed from these Terms of Use without affecting the validity or enforceability of the remaining provisions hereof.

30. No merger

On completion or termination of the transactions contemplated by these Terms of Use, the rights and obligations of the parties set out hereunder will not merge and any provision that has not been fulfilled remains in force.

31. Further steps

Each party agrees to promptly do all things reasonably necessary or desirable to give full effect to these Terms of Use, including obtaining consents and signing documents.

32. Entire agreement

These Terms of Use contain the entire agreement between the parties about the subject matter hereof, and supersede all previous communications, representations or agreements between the parties on the subject matter.

33. Governing law and jurisdiction

a) These Terms of Use are governed by the laws of India.

b) The parties submit to the exclusive jurisdiction of the courts of Hyderabad, Telangana, India, in case of any disputes that may arise in respect of, or relating to these Terms of Use.

Version Number

1.5

We are committed to your Privacy (Last Modified: 9th Feb 2023)

We at Awlencan Innovations India Limited (“ZebPay/We”) respect your privacy, take it seriously, and are committed to protecting your Personal Information (defined below).

1) what Personal Information is collected by www.zebpay.com (the “Website”) and the mobile phone application ‘ZebPay’ (the “App”) by Genie Technologies Pte. Ltd. (of Singapore), Awlencan Innovations India Limited (of India) and their respective representatives (“ZebPay”);

2) how the Personal Information is used;

3) with whom the Personal Information may be shared;

4) how you can access and change your account settings on the Website and the App;

5) what security procedures are in place to prevent the loss, misuse or alteration of information collected by the Website and/or the App; and

6) how to contact us.

Your privacy is our top concern. ZebPay is committed to protect the information and privacy of individuals, customers, business partners and others who visit the Website, the App, and/or to whom ZebPay offers its services. We work hard to earn and keep your trust, so we adhere to the following principles to protect your privacy:

1) We do not share, rent, trade or sell your Personal Information to third parties other than as described within this Privacy Policy. As used in this Privacy Policy, “Personal Information” shall mean any information including personally identifiable information and/or sensitive personal data that relates to you, which, whether directly or indirectly, in combination with other information available or likely to be available with us, is capable of identifying you.

2) We do not share your contact information with another user of the Website or the App, without your consent.

3) Any Personal Information that you provide will be secured by industry standard protocols and technology.

This Privacy Policy covers the Personal Information collected by us via the Website and/or the App accessed via the internet. It does not, however, apply to entities that the Website does not own or control. You should review this Privacy Policy every time you provide us with Personal Information to satisfy yourself that you agree to it. If you do not agree with this Privacy Policy, please do not provide us with Personal Information or use our Website and/or the App or our ZebPay Services. By using or accessing the Website and/or the App, you consent to this Privacy Policy.

All the data and/or information you share with us must be accurate and complete. You shall promptly inform Zebpay in case of any change to your data and/or information which may impact the provision of our ZebPay Services. We shall not be responsible or held liable for any loss or damage that may occur to you or other third parties on account of provision of incorrect data and/or information provided by you.

ZebPay aims to prevent, detect and not knowingly facilitate money-laundering, terrorism financing and/or any other criminal activities. ZebPay does this to comply with relevant laws, have transparency in trading activities and to be a good corporate citizen. In pursuance to the foregoing, ZebPay collects certain relevant User identification information and documents for opening of Client Asset Account and for monitoring transactions.

This Anti-Money Laundering Policy (“AML Policy“) describes the ZebPay’s policies and procedures instituted to ensure that the ZebPay Platform or ZebPay Services are not being used by the Users to facilitate money laundering or terrorism financing or any other criminal activities, including but not limited to those under the Prevention of Money Laundering Act, 2002 and the Notifications and Rules thereunder (“PMLA”).

The terms “We”, “Our”, “Company” and “Us” refer to ZebPay, and the terms “User”, “You” and “Your” refer to a User of our ZebPay Platforms.

This AML Policy is a part of and incorporated within and is to be read along with the Terms of Use.

This AML Policy applies uniformly to any User desirous of using the ZebPay Platform or availing the ZebPay Services or otherwise using or benefitting from the use the ZebPay Platform and may be read as a part of the Terms of Use. It is imperative that you read this AML Policy before using the ZebPay Platform or ZebPay Services or submitting any personal information. By using the ZebPay Platform or or ZebPay Services, you are expressly consenting to be bound by the Terms of Use, Privacy Policy and consequently this AML Policy.

This Futures Trading Policy is applicable with effect from 1st May, 2024.

This Futures Trading Policy forms an integral part of the Terms of Use. By signing up, accessing, using or continuing to browse through ZebPay Platform or using our Services, whether as a guest or registered user, You agree that You have read, understood, and accepted each of the terms contained herein and agree to be bound by the same.

If You have objections to this Futures Trading Policy, or any part thereof, and/or if You do not agree to be bound by these terms, or any part thereof, please do not access the ZebPay Platform and do not use our Services in any manner.

1 – INTRODUCTION

1 a) This Futures Trading Policy governs the access to and use of the ZebPay Platform. This Futures Trading Policy must be read in conjunction with the Terms of Use

1 b) We reserve the right to change, amend, remove, modify, suspend or discontinue this Futures Trading Policy (in whole or in part). You shall regularly and periodically check this Futures Trading Policy including before You make any transaction on the ZebPay Platform. We shall have no liability or responsibility whatsoever due to any such changes, additions, removals or modifications. 

2 – YOUR FIAT WALLET AND FUTURES WALLET (collectively “WALLETS”)

2 a) Upon creation/activation of Your Client Asset Account and till such time Your Client Asset Account is active, You will be provided access to a Fiat Wallet and to the crypto assets held by You in Your Client Assets Account. Upon activation of Your ability to trade in perpetual Futures on the ZebPay Platform, you will be provided access to a Futures Wallet to enable You to trade perpetual Futures contracts on the ZebPay Platform. You are required to maintain a minimum balance of Client Funds before You initiate any sale/purchase order. We reserve the right to refuse to execute/effect any order and/or transaction initiated by You, if they are in contravention of the AML Policy or non-compliant with directions of appropriate enforcement authorities.

2 b) Terms of Wallets

i) You can only transfer INR denominated funds (and not any other currency whatsoever) from Your Registered Bank Account to make top-ups to Your Fiat Wallet. You are the owner of Client Funds in Your Wallets. Wallets are a non-interest-bearing account and You will not receive any interest on the Client Funds held therein. Any INR holdings paid by You are an advance and must be utilised within 11 months or withdrawn by You into Your Registered Bank Account failing which ZebPay shall have the right, at its sole discretion, to convert such balances of fiat/INR in the Client Asset Account into a stable crypto asset.

ii) When You make an INR transfer from Your Registered Bank Account, Your INR shall reflect in Your Fiat Wallet subject to any delays in the relevant banking channels, payment gateway transfers or similar issues. If Your top-up/transfer is invalidated for any reason, ZebPay shall not be liable to You to any extent and You have no recourse against us.

iii) A User is permitted to transfer to such User’s Futures Wallet (i) INR only from such User’s Fiat Wallet, and/or (ii) USDT from such User’s crypto assets balance and from no other source whatsoever. Likewise, a User is permitted to withdraw from such User’s Futures Wallet (i) INR only to such User’s Fiat Wallet and/or (ii) USDT only to such User’s crypto assets balance, and to no other direct destination whatsoever. 

iv) ZebPay shall monitor transfers made into Your Wallets for high-risk and fraudulent transactions as per our AML Policy available at https://zebpay.com/in/legal-privacy#aml-policy. If Your transfers are classified as high-risk transactions or are suspected of fraud, we will place a hold on the transfer and may ask You for more information on You and Your transactions as may be required. We will conduct a review and will accordingly either clear or cancel the transfer. If the transfer is cleared, we will notify You and update Your Wallets. Otherwise, we will cancel the transfer and the INR shall be returned to Your Registered Bank Account or forfeited. We will notify You by email and/or in the account history tab of Your Fiat Wallet if the top-ups are cancelled. We reserve the right to delay withdrawals while screening for risk, request that You provide additional information to verify Your identity, and limit the amount You can withdraw until the information is verified. 

2 c) Transfer or withdrawal requests. Wallet-to-wallet INR deposits or INR transfers to and from between Users or different Client Asset Accounts on the ZebPay Platform are not permitted. You may withdraw/send Your crypto asset from Your crypto assets balance at any time by placing a withdraw/send request, subject to ZebPay’s policies and terms. You may withdraw INR from Your Fiat Wallet at any time by placing a Withdrawal Request, subject to the withdrawal limits. ZebPay will endeavour to process each Withdrawal Request as reasonably as practicable and the same shall be subject to the Terms of Use, the AML Policy, this Futures Trading Policy, and such restrictions and limits as may be notified on the ZebPay Platform from time to time.

2 d) You agree and understand that Your Wallets are closed loop instruments that can only be used to trade on the ZebPay Platform. You cannot use Client Funds in Your Wallets for settlement of payment obligations for purchase of goods/ services / crypto assets from third parties other than ZebPay. You can use INR and/ or USDT only to trade in crypto assets and/or to trade in perpetual Futures contracts with the Company through the ZebPay Platform. You agree and understand that ZebPay does not operate a payment system.

3 – TERMS FOR PLACING ORDERS

3 a) Orders: You have the option to place buy/sell orders for perpetual Futures contracts traded through the ZebPay Platform using limit orders and market orders. In a limit order, You can specify the exact price at which the order is to be executed (whether or not that is the market price at the time You place the order) (“Limit Order”). In a market order, You choose to immediately buy or sell based on the price displayed on the ZebPay Platform at the time You place the order (“Market Order”). You must maintain availability of sufficient balance in Your Futures Wallet before placing any orders failing which such orders may be rejected.  

3 b) Authorization: When You submit an order through the ZebPay Platform, You will have authorised us to execute the transaction as per Your instructions in accordance with such order and you will be charged a fee for our Services.

3 c) Errors: ZebPay will not be responsible for losses/damages/costs induced by mistyped or otherwise wrongly placed orders. Notwithstanding the foregoing, in the event we determine, at our sole discretion, that as a result of a technical issue an executed order did not reflect the fair market value for the applicable crypto asset or perpetual Futures contract, we may cancel or correct such order.

3 d) Cancellation Policy. Orders initiated by You on the ZebPay Platform are final, irreversible, non-refundable and non-cancellable to the extent such orders are executed whether fully or partially. Limit Orders can be cancelled, amended until the point of execution. Once a transaction is initiated by You on the ZebPay Platform, the said transaction is absolute and unconditional. You cannot seek or claim or demand refund or reversal for any reason whatsoever nor can it be cancelled, modified or reversed by us/ anyone else upon Your/ third-party request. ZebPay reserves the right to cancel/negate any orders if such orders are placed during scheduled or unscheduled downtime or violates any terms. We reserve the right at our sole discretion whether or not to accept any order or instruction and we are not responsible for any losses incurred as a result of our decision to cancel or refuse an order placed by You.

3 e) No Refund. You will not be entitled to refund or cancellation in following circumstances: 

i) You fail to provide us with any information or documents when requested in accordance with the Terms of Use, the AML Policy or this Futures Trading Policy, 

ii) we suspect that You have, or are, engaged in, or have in any way been involved in any fraudulent or illegal activity, any money laundering, any terrorist financing, or breach of any relevant laws in any jurisdiction.

3 f) Execution, Volatility. You agree and understand that ZebPay’s algorithm provides the price for a specific quantity of crypto assets or perpetual Futures contracts based on various factors like high volatile nature and market fluctuations, exchange fees, changes in prices in the order book, fractions of Crypto assets or perpetual Futures contracts available for transactions and You are aware that specific price shown on the ZebPay Platform which is based on algorithms may change during the actual execution of trade on the ZebPay Platform. You can view the details of the actual execution of the transaction under Your Client Asset Account. You consent to ZebPay absorbing any negative change and/ or retaining or refunding (at its sole discretion) to You, any positive change of price variation in executing the orders. 

3 g) Suspicious Activity. We may decline to process any transaction from Your Wallet or any orders or any other service offered by us or any part thereof without any notice and may limit or suspend Your use of one or more Services at any time, in our sole discretion. ZebPay may delay transactions if we believe the transaction (a) is suspicious, (b) may involve fraud or misconduct, (c) violates applicable laws or third party rights, (d) violates the terms of this Futures Trading Policy, the AML Policy and/ or the Terms of Use, or (d) is otherwise required to be delayed, in our sole and absolute discretion. You understand that ZebPay shall have no liability or responsibility for such termination/suspension or any losses arising therefrom. We reserve the right to block any User from making transfers if there are reasonable grounds to believe that the same (a) is not in accordance with the terms of this Futures Trading Policy, the AML Policy, the Terms of Use and/or applicable law and/or (b) it is suspicious that the User is misusing or fraudulently transacting. We may report such suspicious activities to the concerned statutory/law enforcement agencies. Any withdrawal found to be suspicious will be held back and reversed. The Wallet facility will also be suspended for operations and no transactions will be possible pending an investigation.

4 – FEES

4 a) Creation of a Client Asset Account on the ZebPay Platform and usage of the ZebPay Platform is free of charge.

4 b) Transaction Fee. Trading on the ZebPay Platform is subject to payment of a fee on each transaction executed, which shall be chargeable on each trade basis as provided in the fee schedule as stated on the ZebPay Platform and accessible at https://zebpay.com/in/features/pricing. By placing and confirming an order on the ZebPay Platform, agree to pay the transaction fee.

4 c) Funding Fee Trading in perpetual Futures is subject to periodic payments that apply to perpetual Futures contracts that are either paid to You or owed to You based on the difference between the spot price and the contract price depending on whether You are holding a long or a short position in the relevant perpetual Futures contract. Funding Fee payments generally occur every 4 (four) to 8 (eight) hours for all  perpetual Futures contract

4 d) Liquidation Fee means the fee payable by a User to ZebPay upon liquidation as described in clause 7 (g) hereunder.

4 e) Deposits and withdrawal of Client Funds are subject to payment of a fee as provided in the fee schedule as stated on the ZebPay Platform and accessible at https://zebpay.com/in/features/pricing. Top-ups and withdrawals of Client Funds will be subject to withdrawal limits provided in the Fee Structure.

4 f) Payment of Fees. You authorise us and/or our designated payment processor to charge or deduct INR and/or USDT from Your Futures Wallet for any applicable fees owed in connection with transactions You undertake on the ZebPay Platform.

5 – NO SUITABILITY REVIEW; NO INVESTMENT ADVICE

5 a) You agree that no communication or information provided to You by us shall be considered or construed as advice. ZebPay shall carry out instructions placed by the Users through the Client Asset Account on an execution-only basis. ZebPay does not provide any advice to the Users. ZebPay is entitled to execute a transaction placed as per User instructions even if the transaction is not beneficial for the User. Save and except and unless expressly undertaken under the terms of this Futures Trading Policy and/or other agreement executed with the User, ZebPay is under no obligation whatsoever to monitor or advise the User on the status of any transaction, to make margin calls, or to close out any of the Users’ open positions.

5 b) You acknowledge and agree that, in the course of providing the Services to You, neither ZebPay nor its representatives provide any advice or recommendations regarding the purchase or sale of any crypto assets or perpetual Futures contacts, nor do they make any determination of Your general investment needs or objectives or of the suitability of the proposed purchase or sale of any crypto assets or perpetual Futures contracts. You are responsible for Your investment decisions and transactions, for any profits or losses, and for any tax consequences that may result. You further acknowledge and agree that, in the course of providing the Services to You, neither ZebPay nor its representatives provide You with any legal, tax, or accounting advice regarding the profitability of any crypto assets or perpetual Futures contracts or investment or any decision in respect thereof, nor does ZebPay or its representatives consider Your financial situation, investment knowledge, investment objectives, and risk tolerance when accepting orders from You. You will not solicit or rely upon any such advice from ZebPay or any of its employees and agree that ZebPay will have no liability whatsoever in that regard. Additionally, the material accessible through ZebPay does not constitute a representation that the purchase of crypto assets or perpetual Futures contract is suitable or appropriate for You. Please also refer to our disclosure document available at Risk Disclosures.

6 – TAXES

6 a) It is Your sole responsibility to determine, collect, report, and submit any / all taxes applicable to the payments You make or receive in connection with the use of the Services / transactions You undertake on the ZebPay Platform to the appropriate tax authority in India or under any other applicable laws. We are not responsible for determining whether any taxes apply to the transactions carried out by You on the ZebPay Platform or the Services availed by You, or for collecting, reporting or remitting any taxes arising from any transaction undertaken by You via  the ZebPay Platform or Services. You acknowledge that any income from: (i) transactions involving crypto assets  are treated in the manner provided under the Income Tax Act 1961, and (ii) perpetual Futures transactions could be treated as business income or as capital gains, depending on the circumstances, including Your trading practices, under the Income Tax Act 1961. You are solely responsible for determining, reporting and submitting the applicable taxes on the income You derive from such transactions in crypto assets.

6 b) You hereby authorize us to withhold / collect any applicable tax and deposit on Your behalf in accordance with this Clause. In cases where we withhold / collect tax, we shall provide You with evidence of such withholding / collecting as per the statutory requirements. You would be solely responsible for claiming any credits, refund or exemption(s), if any, from tax authorities. ZebPay shall not be responsible in any manner whatsoever for the same. You also agree to remit to us, on demand, any additional funds if required, to discharge any such liability in relation to rewards in kind. 

  7 – TRADING, SETTLEMENT AND ACCOUNTS – TERMS AND CONDITIONS

7 a) Order Placement and Execution:  You acknowledge that all orders placed through the ZebPay Platform will be subject to order execution mechanisms at ZebPay‘s discretion. 

7 b) Reporting and Account Discrepancies: Any errors in reports, confirmations, or transaction history, including execution prices, scripts, or quantities, must be brought to ZebPay’s notice in writing by raising a ticket at http://help.zebpay.com/ within 24 (Twenty-four) hours of receiving the concerned report. Other discrepancies in the confirmation or account should also be notified to ZebPay in writing by raising a ticket at the foregoing link within 24 (twenty-four) hours of receiving the initial notice. ZebPay reserves the right to accept or reject Your objections.

7 c) Delayed Reports and Statements: ZebPay may experience delays in generating transaction reports due to factors beyond its reasonable control. In such cases, ZebPay may forward late reports to You, and You agree not to hold ZebPay responsible for any losses resulting from such late reports or any errors in the statements received from the exchange.

7 d) Order Rejections and Lapses: ZebPay reserves the right to reject orders for various reasons, including non-availability of INR holdings, USDT, crypto assets margin amount, suspension of trading activities, law enforcement communications, or cyber or blockchain-related factors. If an order is not executed on the ZebPay Platform for any reason, ZebPay may consider the order as lapsed.

7 e) Disruptions and System Failures: You acknowledge that electronic trading systems such as  the ZebPay Platform, may experience temporary disruptions, breakdowns, or failures. In the event of non-execution or cancellation of trade orders due to such events, ZebPay may cancel related requests and will not be liable for executing the desired transactions. ZebPay is not responsible for any losses incurred by You due to such disruptions beyond its control.

7 f) Compliance with Rules: You agree to comply with all applicable laws and with all terms and policies of ZebPay while transacting or otherwise using  the ZebPay Platform

7 g) Liquidation: ZebPay shall be entitled, but shall have no obligation, to make margin calls to You in respect of Your transactions. You are responsible for monitoring Your perpetual Futures contract(s) and Client Asset Account and for maintaining sufficient margin at all times to satisfy applicable margin requirements, especially during volatile periods, regardless of whether or not a margin call has been made. Any failure to satisfy a margin call or any failure to otherwise maintain sufficient margin in Your Client Asset Account may lead to Your positions being subject to liquidation. Upon such liquidation, the User shall be subjected to a liquidation fee. ZebPay shall have no liability to You or any third party in connection with any failure by You in this connection.

7 h) Users Responsibility for Orders: Any order made by the User, even if mistaken, using their allotted credentials will be considered a valid order for which the User will be fully responsible. Cancellation or modification of orders is not guaranteed and will be processed only if the User’s request is received and executed before the order is processed.

7 i) Order Confirmation: You shall not presume an order as executed, cancelled, or modified until a confirmation from ZebPay is received. Delayed transmission of confirmations due to technical factors shall not entitle You to presume the status of the order without written confirmation from ZebPay.

7 j) Discretionary Trading Permissions: ZebPay may, at its sole discretion, allow or disallow You from trading in perpetual Futures contracts or otherwise transacting on the ZebPay Platform and impose conditions as deemed fit.
7 k) Delivery: ZebPay offers delivery in perpetual Futures contracts to its Users, which is different from traditional futures contracts.  As long as Users maintain sufficient margin in their Futures Wallet at all times to satisfy applicable margin requirements for their open positions, Users can hold their long or short positions perpetually. Users only deal with buying and selling of contracts and the Users can hold the same perpetual Futures contracts indefinitely. Perpetual Futures contracts maintain a price close to the base price of the order known as Funding Fees (please refer to the Fee Structure here ), by which the Users get as credit or debit in/from their Futures  Wallet.

Version Number	Last revised on
1.1	25th October, 2024

There are several risks associated with crypto-assets and transacting in crypto-assets and/or perpetual futures, some of which are described below. By accessing and using ZebPay’s services, You hereby acknowledge and affirm that You have thoroughly reviewed the following risk disclosures.

RISK DISCLOSURE – FUTURES TRADING:

Futures trading involves substantial risk. All trading decisions in respect of futures trading are based on Your own objectives and evaluation of Your prevailing financial circumstances. ZebPay is merely a facilitator, and ZebPay does not seek to influence or otherwise affect Your decision-making process in any way whatsoever.

You will not hold nor seek to hold ZebPay or any of its officers, directors, partners, employees, agents, subsidiaries, affiliates or business associates liable for any trading losses or damages incurred in respect of Futures trading as a consequence of You relying upon any information, opinions, advice or any other material whatsoever.

ZebPay does not give any financial advice, and You shall not seek any such advice from ZebPay or any of its employees or representatives.

RISK DISCLOSURE – INR/CRYPTO TRADING, CRYPTO/CRYPTO TRADING AND FUTURES TRADING:

1) Unique Features of Crypto-assets

Crypto-assets are not recognized as legal tender in most jurisdictions, including India. The pricing of crypto-assets is determined by the parties involved in a transaction, which may or may not align with the market value (which itself is determined by demand and supply) of the crypto-asset at the time of the transaction.

2) Price Volatility; Risk of Partial or Total Loss of the Invested Amount

The price of a crypto-asset is based on its perceived value and is susceptible to fluctuations based on external factors beyond the control of any individual entity. These products are characterised by high volatility, including on occasion due to market manipulation, with certain crypto-assets experiencing very high daily price swings. Consequently, holding crypto-assets or transacting in perpetual futures entails significant volatility risk, potentially resulting in substantial losses for holders/traders.

3) Valuation and Liquidity

Crypto-assets and perpetual futures can be traded through privately negotiated transactions and numerous crypto-asset exchanges and intermediaries worldwide, each with its own pricing mechanism and order book. The lack of a centralised pricing source poses challenges for valuation. Additionally, certain crypto-assets may have concentrated holdings, affecting their prices and liquidity. As a result, buyers and sellers of crypto-assets or perpetual futures may not receive their expected treatment or prices, and liquidity dispersion can create challenges for existing positions, particularly during stressful periods.

4) Cybersecurity

ZebPay follows applicable industry standards and best practices to reasonably secure information collected from You. That said, the use of crypto-assets or perpetual futures and related “wallets” exposes market participants to cybersecurity risks, including vulnerabilities to hacking and the possibility that publicly distributed ledgers may not be immutable. A cybersecurity event could lead to significant and irreversible losses for individuals trading crypto-assets or perpetual futures. Even a minor cybersecurity incident within the crypto-asset sphere could exert downward price pressure on the affected product and potentially impact other crypto-assets as well as perpetual futures.

5) Crypto-asset Exchanges, Intermediaries, and Custodians

Crypto-asset exchanges, intermediaries, custodians, and vendors facilitating crypto-asset transactions are relatively new and largely unregulated in most jurisdictions. The lack of regulatory oversight raises the risk that a crypto-asset exchange may not hold sufficient crypto-assets and funds to meet its obligations, and identifying such deficiencies may prove challenging. Moreover, these exchanges are susceptible to significant outages, downtime, transaction processing delays, and flash crashes, resulting in higher operational risk compared to regulated futures or securities exchanges. 

6) Regulatory Landscape

Most crypto-assets and products or services associated with them, including perpetual futures, remain largely unregulated. Such products and services are subject to legal ambiguity and You should obtain appropriate legal advice. Subsequent laws, regulations, or directives may also impact the price of crypto-assets and associated futures contracts.

7) Technology

The relatively new and rapidly evolving technology underlying crypto-assets introduces unique risks. Accessing, using, or transferring a crypto-asset on a blockchain or distributed ledger requires a unique private key. The loss, theft, or destruction of this private key may result in an irreversible loss of the associated crypto-asset. Additionally, the ability to participate in blockchain forks could have implications for users.

8) Blockchain Fees

The amounts of blockchain fees associated with crypto-assets are subject to market forces, and during periods of stress, they may increase substantially. Crypto-asset exchanges, wallet providers, and other custodians may charge high fees relative to custodians in other markets.

9) Insufficient Information

Publicly available information about specific crypto-assets may be inaccurate, incomplete, and unclear regarding the project and its risks. Documentation may be highly technical and may require diligence on Your part to comprehend the characteristics of the crypto-asset and/or related perpetual futures.

10) Misleading Information

Certain crypto-assets and related products, including perpetual futures, are aggressively advertised to the public through marketing materials and information that may be unclear, incomplete, inaccurate, or intentionally misleading. For instance, advertisements on social media platforms may focus on potential gains without adequately highlighting the high risks involved. Caution should be exercised concerning social media “influencers” who may have a financial incentive to promote specific crypto-assets and related products and services, potentially leading to biased communications.

11) Fraud and Malicious Activities

Numerous fake crypto-assets and scams exist, aiming to deceive individuals and deprive them of their funds using various techniques, including phishing or fake identification.

12) No Personal Advice

ZebPay does not provide personal advice in relation to our products or services. ZebPay may provide factual information, information about transaction procedures, and information about potential risks. However, any decision to use our products or services is made by You. No communication or information provided to You by us is intended as or shall be considered or construed as, investment advice, financial advice, trading advice, or any other sort of advice. 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.

13) No Monitoring

ZebPay does not monitor whether Your use of ZebPay services is consistent with Your financial goals and objectives. It is up to You to assess whether Your financial resources are adequate for Your activity with us, and to Your risk appetite in the products and services You use.

14) Liquidity risk

Crypto assets may have limited liquidity which may make it difficult or impossible for You to sell or exit a position when You wish to do so. This may occur at any time, including at times of rapid price movements.