Terms and Conditions (Avalon Tech PTE. Ltd.)
Updated: December 13th, 2022
Consumers are advised to read and understand the applicable Terms and Conditions when considering a product or service.
The headings are for reference only. Some capitalized terms have specific definitions in the Glossary.
1. Welcome to Avalon Tech PTE. Ltd.
1.1 This Agreement. This is the contract between you, the “User”, and Avalon Tech PTE. Ltd., which defines the terms and conditions on which we provide our Services to you (“Agreement”). This Agreement refers to and incorporates by reference the following additional documents (“Additional Documents”), which also apply to your use of our Services:
1.2 By visiting our Website or using our Services (including downloading and using our App, or via the API, a social media platform or other authorized third party), you confirm that you accept and agree to this Agreement. If you do not agree, you must not use our Services.
1.3 In case of any discrepancies between what is stated in this Agreement and what is stated in the Additional Documents and Help Centre, what is stated in this Agreement shall prevail.
1.4 In order to receive some of our Services, you may be asked to agree to additional terms and conditions (including those referred to in section 1.1) which we will notify you about at the relevant time. For the avoidance of doubt, upon your use of any of our Services, you accept the last updated version of this Agreement.
1.5 You should also be aware of our Avalon Tech PTE. Ltd. Help Centre ("Help Centre") which provides answers to common customer questions.
1.6 Future changes to this Agreement. Subject to section 15, we will make changes to this Agreement from time-to-time. The revised Agreement will take effect as soon as it is posted on our website or on the date notified to you.
1.7 Where to get a copy of this Agreement. You can always see the most current version of this Agreement on our Website. If you want a copy of this Agreement, please contact Customer Support.
In this Agreement:
API means the application programming interface provided by Avalon Tech PTE. Ltd.
API Partner means a business we have partnered with for Avalon Tech PTE. Ltd to offer our Services through their website, mobile application or similar.
App means the mobile application software where we offer our Services, the data supplied with the software and the associated media.
Authorized User means any person operating or accessing your Avalon Tech PTE. Ltd Account on your behalf following the process in section 4.3.
Business Day means a day other than a Saturday, Sunday or a public holiday in the Philippines when financial institutions in the Philippines are open for business.
Exchange Rate has the meaning given in section 9.2.
Guaranteed Period has the meaning given in section 9.9.
Intellectual Property means
(i) rights in, and in relation to, any trademarks, logos, patents, registered designs, design rights, copyright and related rights, moral rights, databases, domain names, utility models, and including registrations and applications for, and renewals or extensions of, such rights, and similar or equivalent rights or forms of protection in any part of the world;
(ii) rights in the nature of unfair competition rights and to sue for passing off and for past infringement; and
(iii) trade secrets, confidentiality and other proprietary rights, including rights to know how and other technical information. Personal Account is the account that allows individuals to use our Services, including Money Transfer. Each individual can only have one personal account in their Avalon Tech PTE. Ltd Account.
Services means all products, services, content, features, technologies or functions offered by us and all related websites, applications (including the App), and services (including the Website and via an API Partner).
Source Currency means the currency you use to fund your payment order.
Target Currency means the currency which your recipient will receive.
Third Party Materials has the meaning given in section 13.
Money Transfer means using your Avalon Tech PTE. Ltd Account to, as part of a single transaction, upload, convert or send funds.
Avalon Tech PTE. Ltd Account means your Personal Account and all Business Accounts that you have registered with Avalon Tech PTE. Ltd under one email address.
Avalon Tech PTE. Ltd Materials has the definition given in Section 11.1.
Website means any Avalon Tech PTE. Ltd webpage, including but not limited to https://wind.app, where we provide the Services to you.
3. Who can use our Services?
3.1 You must be 18 years or over. If you are an individual, you must be 18 years or older to use our Services and by creating an Avalon Tech PTE. Ltd Account, you declare that you are 18 years or older and have the capacity to enter into a contract. We may ask you at any time to show proof of your age.
3.2 You must have authority to bind your business. If you are not an individual consumer, you confirm that you have authority to bind any business or entity on whose behalf you use our Services, and that business or entity accepts these terms. We may ask you at any time to provide proof of such authority. If you do not provide proof of authority that is acceptable to us, we may close or suspend your Business Account.
3.3 You can authorize others to operate your Avalon Tech PTE. Ltd Account (“Authorized User”). You also acknowledge that if you authorize an Authorized User to access your Avalon Tech PTE. Ltd Account, we’ll deal with such Authorized User, including any instruction they provide us, as if they were you for the purposes of this Agreement. You will be bound by anything done by any Authorized User, even if they do something that is outside the scope of the authority you gave them. You also acknowledge that we may disclose certain information about your Avalon Tech PTE. Ltd Account to any Authorized User and that we are not responsible for your Authorized User’s use of any information in your Avalon Tech PTE. Ltd Account. Granting permission to any Authorized User does not relieve you of your responsibilities under this Agreement, including notifying us if your Avalon Tech PTE. Ltd Account has been compromised or if a transaction is suspected to be incorrect or unauthorized.
3.4 Disputes between you and an Authorized User relating to your Avalon Tech PTE. Ltd Account is a private matter. You recognize that Avalon Tech PTE. Ltd is not a party to any claim or dispute between you and your Authorized Users. Because you are bound by the actions of Authorized Users, it’s very important that you choose Authorized Users carefully. We suggest you regularly reassess who can be an Authorized User on your account and regularly log into your Avalon Tech PTE. Ltd Account to assess and review the activity undertaken by Authorized Users.
Avalon Tech PTE. Ltd ACCOUNT
4. Creating a Avalon Tech PTE. Ltd Account
4.1 Creating an Avalon Tech PTE. Ltd Account. To start using our Services, you must create an Avalon Tech PTE. Ltd Account and provide your details as prompted.
4.2 Information must be accurate. All information you provide to us must be complete, accurate and truthful at all times. You must update this information whenever it changes. We cannot be responsible for any loss arising out of your failure to do so. We may ask you at any time to confirm the accuracy of your information and/or provide additional supporting documents.
4.3 Security and customer due diligence checks. We are required by law to carry out certain security and customer due diligence checks on you in order to provide any Services to you. In some circumstances, we might need to also perform checks on any parties involved in your transaction (for example, your recipient). You agree to comply with any request from us for further information and provide such information in a format acceptable to us. In addition, you agree that we may make, directly or through any third party, any inquiries we consider necessary to validate the information you provided to us, including checking commercial databases or credit reports. You authorize us to obtain one or more of your credit reports, from time to time, to establish, update, or renew your Avalon Tech PTE. Ltd Account with us or in the event of a dispute relating to this Agreement or activity under your Avalon Tech PTE. Ltd Account . You agree we may disclose your name, residential address and date of birth to a credit reporting agency in order to obtain a credit report for these purposes.
4.4 Avalon Tech PTE. Ltd reserves the right to close, suspend, or limit access to your Avalon Tech PTE. Ltd Account or the Services in the event we are unable to obtain or verify your information.
4.5 Transacting on your own account. All activities under an Avalon Tech PTE. Ltd Account shall be deemed as activities carried out by you. Unless you are an Authorized User, you agree to only use the Services to transact on your own account and not on behalf of any other person or entity.
4.6 Business Accounts can only use our services for business purposes. If you have a Business Account, you may only use our Services for business purposes and not personal purposes.
5. Keeping your Avalon Tech PTE. Ltd Account Safe
5.1 When accessing your Avalon Tech PTE. Ltd Account, you should at the minimum do the following:
(a) Change your pin regularly and ensure that it isn’t reused for other online accounts.
(b) Contact Customer Support if anyone asks for your Avalon Tech PTE. Ltd Account login details, including your pin.
(c) Always follow recommended PIN management practice.
(d) Set up 2-step authentication where prompted by us.
(e) Keep your email account secure. You may reset your Avalon Tech PTE. Ltd Account pin using your email address. Let Customer Support know immediately if your email address becomes compromised.
(f) Update your device’s browser to the latest version available.
(g) Maintain your device’s operating systems with regular security updates provided by the operating system provider.
(h) Install and maintain the latest anti-virus software on the device, where applicable.
5.2 You must NOT:
(a) Disclose your Avalon Tech PTE. Ltd Account pin or other credentials, and you must keep them safe.
(b) Let anyone access your Avalon Tech PTE. Ltd Account or watch you accessing it, including letting someone else take remote control of your device(s).
(c) Use any functionality that allows your login details or pin to be stored by the computer or browser you are using or to be cached or otherAvalon Tech PTE. Ltd recorded.
(d) Do anything which may in any way avoid or compromise the 2-step authentication process.
5.3 Contact us if you suspect your Avalon Tech PTE. Ltd Account has been compromised. If you suspect your Avalon Tech PTE. Ltd Account or other security credentials are stolen, lost, used without your authorisation or otherAvalon Tech PTE. Ltd compromised, you must contact Customer Support immediately. You are also advised to change your pin. Any undue delays in notifying us may affect the security of your Avalon Tech PTE. Ltd Account and also result in you being responsible for losses. You must provide us with any reasonable assistance we require from you to investigate and take any action required to secure your account.
5.4 Additional Avalon Tech PTE. Ltd products or services you use may have additional security requirements and you must familiarize yourself with those.
5.5 You are responsible for configuring your information technology, computer programmes and platform in order to access our Services. We cannot guarantee that our Services will be free from bugs or viruses.
5.6 You must not misuse our Services. You must not misuse our Services by introducing viruses, trojans, worms, logic bombs or other materials which are malicious or technologically harmful. You must not attempt to gain unauthorized access to our Website, our servers, computers or databases. You must not attack our Website with any type of denial of service attack. By breaching this provision, you may commit a criminal offense. We will report any such suspected breach to the relevant law enforcement authorities, and we will cooperate with those authorities, including by disclosing your identity to them. In the event of such a suspected breach, your right to use our Website and/or our Services will cease immediately.
5.7 Your use of our Services must not violate any applicable laws. You commit to us that your opening or use of an Avalon Tech PTE. Ltd Account or our Services does not violate any laws applicable to you. You take responsibility for any consequences of your breach of this section.
6. Terminating your Avalon Tech PTE. Ltd Account
6.1 You may terminate your Avalon Tech PTE. Ltd Account at any time. You may terminate your Avalon Tech PTE. Ltd Account, which will end your ability to use our Services at any time.
6.2 You must not terminate your Avalon Tech PTE. Ltd Account to avoid an investigation. If you attempt to terminate your Avalon Tech PTE. Ltd Account during an investigation, we may hold your money until the investigation is fully completed in order to protect our or a third party’s interest.
6.3 You are responsible for your Avalon Tech PTE. Ltd Account after closure. You agree that you will continue to be responsible for all obligations related to your Avalon Tech PTE. Ltd Account even after it is closed.
6.4 We may end this Agreement by giving you 30 days’ notice. We may end this Agreement and terminate your Avalon Tech PTE. Ltd Account or any Service associated with it by giving you 30 days’ prior notice, where required.
6.5 We may suspend or Terminate your Avalon Tech PTE. Ltd Account without notice in certain circumstances. We may at any time suspend your Avalon Tech PTE. Ltd Account, during which time your Avalon Tech PTE. Ltd Account remains open but is not able to be operated by you or may be subject to restrictions until we remove the suspension, or close your Avalon Tech PTE. Ltd Account, which means your Avalon Tech PTE. Ltd Account is deactivated and this Agreement ends, without notice. We may do this if:
(a) we suspect you have breached this Agreement or documents referred to in this Agreement;
(b) we are requested or directed to do so by any competent court of law, government authority, public agency, or law enforcement agency;
(c) we have reason to believe you are in breach of any applicable law or regulation; or we have reason to believe you are involved in any fraudulent activity, money laundering, terrorism financing or other criminal or illegal activity.
6.6 We may suspend your Avalon Tech PTE. Ltd Account for security reasons. We may suspend your Avalon Tech PTE. Ltd Account or restrict its functionality if we have reasonable concerns about:
(a) the security of your Avalon Tech PTE. Ltd Account; or
(b) suspected unauthorized or fraudulent use of your Avalon Tech PTE. Ltd Account .
6.7 We will give you notice of suspension where possible. We will give you notice of any suspension or restriction and the reasons for such suspension or restriction as soon as we can, either before the suspension or restriction is put in place, or immediately after, unless notifying you would be unlawful or compromise our reasonable security measures.
6.8 You cannot use the App if this Agreement ends. On termination for any reason all rights granted to you in connection with the App shall cease, you must immediately delete or remove the App from your devices.
7. How much will you pay
7.1 You must pay our fees. You must pay the fees in connection with the use of our Services. We will not process your transaction or provide any other Services to you until we have received the fees from you. Our fees do not include any fees that your bank or the recipient’s bank may charge.
7.2 Taxes. You are responsible for any taxes which may be applicable to payments you make , and it is your responsibility to collect, report and pay the correct tax to the appropriate tax authority.
UPLOADING AND CONVERTING MONEY
8. Uploading money
8.1 How to upload money. To make a Money Transfer, you need to log in to your Avalon Tech PTE. Ltd Account and follow the steps. We are not responsible for the funds you have uploaded until we have received them.
8.2 Pay-in Methods. You may be presented with one or more methods of upload for example, bank transfer or credit/debit cards (in this Agreement, we will call these methods “Pay-in Methods”). The number of Pay-in Methods made available to you will depend on a number of factors including where you live and your verification status with us. Pay-in Methods are not part of our Services, they are services provided by third parties for example, the card provider which issued you with your credit/debit card that you use to make a Pay-In. We cannot guarantee the use of any particular Pay-in Method and we may change or stop offering a Pay-in Method at any time without notice to you.
8.3 Payment instrument must be in your name. Any payment instrument (for example, the credit/debit card) you use as your chosen Pay-in Method must be in your name.
8.4 When will we credit your Avalon Tech PTE. Ltd Account? We will credit your Avalon Tech PTE. Ltd Account once we have received your funds. For some Pay-in Methods such as credit or debit card, we will credit the funds to your Avalon Tech PTE. Ltd Account as soon as possible subject to our right of reversal. This means if we credit your Avalon Tech PTE. Ltd Account for the full amount you intended to upload but this amount does not reach us within a reasonable time, and you use said credited amount, for instance to send money we may deduct such amount from your Avalon Tech PTE. Ltd Account.
8.5 Uploading Money by Bank Transfer. Transfer fees, limits, as well as clearing times may vary depending on your bank and electronic fund transfer option. Visit your bank’s website to learn more. You will need to provide your account details to us, including your account number and account name. When you choose to upload money via bank transfer, you confirm that your account details are correct, that you are authorized to access and transmit funds from your bank account, that your bank account is in good standing with the account-holding financial institution, and that you have the authority to initiate a bank transfer in the amount at issue to or from your account. You authorize us to initiate credits and debits to your bank account through payment networks in order to process a requested transaction, including any applicable fees and charges, and this authorization shall remain in effect so long as you are a registered user with the Service unless canceled in accordance with this Agreement.
8.6 Uploading money by credit/debit card. If you choose to upload money via credit/debit card, provided we offer such options, you will need to provide your card details to us, including your card number and cardholder name. When you choose to upload money via debit card, you confirm that your card details are correct, that you are authorized to access and transmit funds from your card account, that your card account is in good standing with the account-holding financial institution, and that you have the authority to initiate a debit card payment in the amount at issue to or from your card account. You authorize us to initiate credits and debits to your bank account through card payment networks in order to process a requested transaction, including any applicable fees and charges, and this authorization shall remain in effect so long as you are a registered user with the Service unless canceled in accordance with this Agreement.
8.7 Uploading money restrictions. No other payment methods are accepted other than those mentioned when you log-in to your Avalon Tech PTE. Ltd Account. For legal, security, or other reasons, there may be financial limits for particular payment methods or currencies. Please visit our Help Centre for more information.
9. Currency Conversion
9.1 Our Services include the ability to convert currencies and tokens, for example as part of a Money Transfer.
9.2 Exchange rate. When we refer to an exchange rate in this Agreement, it means the exchange rate at the relevant time for the relevant currency or token pair (for example, USDC to wETH) that is offered by Avalon Tech PTE. Ltd, which is typically provided by a reference rate provider. We may change our reference rate provider from time to time without notice to you.
9.3 For some currencies or tokens, we do not use the mid-market exchange rate, including where we are required by law to use a different reference rate for the exchange rate for your currency or token pair. For these currencies or tokens we will notify you of the exchange rate offered by Avalon Tech PTE. Ltd when you initiate a Money Transfer.
9.4 Depending on the currency or token pair, you may have a choice of how we convert your chosen currency or token.
9.5 We may not process your currency or token conversion order until we hold or have received the funds and fees specified. It is your responsibility to send us the money to fund a currency or token conversion order in a timely manner. We cannot be responsible for the time it takes for the money to be sent to us by your bank or payment service provider.
9.6 Refusing a currency or token conversion order. We reserve the right in our sole discretion to refuse any currency or token conversion order. Reasons for refusal may include but are not limited to incorrect information about the recipient, insufficient available funds, or where we believe you may have violated this Agreement, including we believe you are attempting to engage in currency trading or other trading for purposes not permitted by this Agreement. We will endeavor to notify you of any refusal, using the contact information in your Avalon Tech PTE. Ltd Account, stating (where possible) the reasons for such refusal and explaining how to correct any errors. However, we will not notify you if such notification may be unlawful.
9.7 Confirmation of currency or token conversion order. Once we have received your currency or token conversion order, we will send you a confirmation by email that we have received the order. Each currency conversion order is given a unique transaction number which is shown in the transaction history on your Avalon Tech PTE. Ltd Account . You should quote this transaction number when communicating with us about a particular currency conversion order.
10. Sending money
10.1 Information you need to provide to set up a payment order. To set up a payment order via your Avalon Tech PTE. Ltd Account, you may need to provide certain information to us, including, but not limited to, the full name of your recipient, your recipient’s bank account details or their Avalon Tech PTE. Ltd account details and amount to be transferred.
10.2 Payment order limits. We may place limits on the amount you may send per transfer.
10.3 When we received your payment order. If your payment order is received by us after 5pm Philippine Time on a Business Day or on a day that is not a Business Day (e.g., weekend or bank holiday), your payment order will be deemed received on the following Business Day.
10.4 What happens after you have submitted your payment order? Once we have received your payment order, we will display it under the Transaction History section of your Avalon Tech PTE. Ltd Account.
10.5 You need to provide us with sufficient funds before we can process your payment order. We may only process your payment order if we hold or have received sufficient cleared funds following the process for Uploading Money in Section 8. If you send the relevant funds prior to setting up the currency or token conversion order, we will attempt to return them to you. It is your responsibility to fund your payment order in a timely manner. We cannot be responsible for the time it takes for the money to be sent to us by your or a third party’s bank or payment service provider.
10.6 Delay in transfer. We may delay processing a payment order in certain situations, including if we need to confirm that the withdrawal has been authorized by you, as a result of verification checks or due diligence reviews. We cannot be held responsible for any such delays.
10.7 Completion time of your payment order. The estimated completion time of your payment order is notified to you when you complete the setup of your payment order. You may also find further information about the completion time in the Help Centre section of our Website.
10.8 We will use reasonable efforts to ensure funds arrive at your recipient’s account within the notified timeframe. We will use reasonable efforts to ensure that the funds arrive in the recipient’s bank account or payment account within the timelines notified to you or other Avalon Tech PTE. Ltd specified in our Help Centre. We do not have any control over the time it may take for the recipient’s bank or payment provider to credit and make available funds to the recipient.
10.9 Refusal of your payment order. If we are unable to complete your payment order, we will let you know and, if possible, the reasons for the refusal and an explanation of how to correct any factual errors. However, we are not required to notify you if such notification would be unlawful.
10.10 You must ensure the information you provide to us is correct. You must make sure that the information you provide when setting up a payment order is accurate. If we have processed your order in accordance with the information you have provided to us it will be considered correctly completed even if you have made a mistake.
10.11 Finality of Settlement and Payments. Payouts and the settlement of Transaction shall be final and irrevocable unless other Avalon Tech PTE. Ltd provided in this Agreement or pursuant to applicable law.
10.12 What happens if you provide us with incorrect information? If you provide incorrect information with your payment order, we will use reasonable efforts to try and recover the funds for you and may need to charge you a fee in case we succeed.
INTELLECTUAL PROPERTY RIGHTS
11. Intellectual Property Rights
11.1 All right, title and interest in and to any software (including without limitation the App, the Avalon Tech PTE. Ltd website, the API, developer tools, sample source code, and code libraries), data, materials, content and printed and electronic documentation (including any specifications and integration guides) developed, provided or made available by us or our affiliates to you, including content of the Avalon Tech PTE. Ltd website, and any and all technology and any content created or derived from any of the foregoing (“Avalon Tech PTE. Ltd Materials”) and our Services are the exclusive property of Avalon Tech PTE. Ltd and its licensors. The Avalon Tech PTE. Ltd Materials and Services are protected by intellectual property rights laws and treaties around the world. All such rights are reserved.
11.2 How you can use Avalon Tech PTE. Ltd Materials. While you are using our Services, you may use the Avalon Tech PTE. Ltd Materials only for your personal use and solely as necessary to enjoy our Services. Subject to your compliance with this Agreement and your payment of any applicable fees, Avalon Tech PTE. Ltd grants you a revocable, non-exclusive, non-sublicensable, non-transferable, royalty-free limited license to access and/or make personal use of the Avalon Tech PTE. Ltd Materials and Services. Any use of the Avalon Tech PTE. Ltd Materials and Services not specifically permitted under this Agreement is strictly prohibited. The licenses granted by Avalon Tech PTE. Ltd terminate if you do not comply with this Agreement or any other service terms.
11.3 When you cannot use Avalon Tech PTE. Ltd Materials. Unless you have received written permission from us, you may not, and may not attempt to, directly or indirectly:
(a) use any of the Avalon Tech PTE. Ltd Materials for any commercial purpose or otherAvalon Tech PTE. Ltd infringe our intellectual property rights;
(b) transfer, sublicense, loan, sell, assign, lease, rent, distribute or grant rights in the Services or the Avalon Tech PTE. Ltd Materials to any person or entity;
(c) remove, obscure, or alter any notice of any of our trademarks, or other Intellectual Property appearing on or contained within the Services or on any Avalon Tech PTE. Ltd Materials;
(d) modify, copy, tamper with or otherAvalon Tech PTE. Ltd create derivative works of any software included in the Avalon Tech PTE. Ltd Materials; or
(e) reverse engineer, disassemble, or decompile the Avalon Tech PTE. Ltd Materials or the Services or apply any other process or procedure to derive the source code of any software included in the Avalon Tech PTE. Ltd Materials or as part of the Services.
11.4 Avalon Tech PTE. Ltd Trademarks. A non-exhaustive list of Avalon Tech PTE. Ltd Trademarks is enclosed below. “Avalon Tech PTE. Ltd”, “Wind” and any other business and service names, logos, signs, graphics, page headers, button icons and/or scripts (each as might be amended from time to time) are all registered or unregistered trademarks or trade dress of Avalon Tech PTE. Ltd or Avalon Tech PTE. Ltd’s licensors in the relevant jurisdictions (“Avalon Tech PTE. Ltd Trademarks”). You may not copy, imitate, modify or use Avalon Tech PTE. Ltd Trademarks without our prior written consent. You may use HTML logos provided by us for the purpose of directing web traffic to the Services. You may not alter, modify or change these HTML logos in any way, use them in a manner that mischaracterizes Avalon Tech PTE. Ltd or the Avalon Tech PTE. Ltd services or display them in any manner that implies Avalon Tech PTE. Ltd’s sponsorship or endorsement. Further, you may not use Avalon Tech PTE. Ltd Trademarks and trade dress in connection with any product or service that is not Avalon Tech PTE. Ltd’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Avalon Tech PTE. Ltd.
11.5 All other trademarks, registered trademarks, product names and company names or logos not owned by Avalon Tech PTE. Ltd that appear in Avalon Tech PTE. Ltd Materials or in the Services are or may be the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Avalon Tech PTE. Ltd, and may not be used without permission of the applicable rights holder.
12. Avalon Tech PTE. Ltd App
12.1 App is subject to this Agreement and the App Store and Google Play Rules. We license the use of the App to you on the basis of this Agreement and subject to any rules and policies applied by any app store provider or operator whose sites are located at App Store and Google Play. We do not sell the App to you. We remain the owners of the App at all times.
12.2 App updates. From time to time updates to the App may be issued through App Store or Google Play. Depending on the update, you may not be able to use our Services via the App until you have downloaded the latest version of the App and accepted any new terms.
12.3 Your right to use the App. In consideration of you agreeing to abide by the terms of this Agreement, we grant you a non-transferable, non-exclusive license to use the App on your device subject to this Agreement. We reserve all other rights.
12.4 App Store terms. The following provisions apply with respect to your use of any version of the App compatible with the iOS operating system of Apple Inc. (“Apple”):
(a) Apple is not a party to this Agreement and does not own and is not responsible for the App.
(b) Apple is not providing any warranty for the App except, if applicable, to refund the purchase price for it.
(c) Apple is not responsible for maintenance or other support services for the App and shall not be responsible for any other claims, losses, liabilities, damages, costs or expenses with respect to the App, including any third-party product liability claims, claims that the App fails to conform to any applicable legal or regulatory requirement, claims arising under consumer protection or similar legislation, and claims with respect to intellectual property infringement.
(d) Any inquiries or complaints relating to the use of the App, including those pertaining to intellectual property rights, must be directed to Avalon Tech PTE. Ltd in accordance with this Agreement.
(e) The license you have been granted herein is limited to a non-transferable license to use the App on an Apple-branded product that runs Apple’s iOS operating system and is owned or controlled by you, or as otherAvalon Tech PTE. Ltd permitted by the Usage Rules set forth in Apple’s App Store Terms of Service. In addition, you must comply with the terms of any third-party agreement applicable to you when using the App, such as your wireless data service agreement.
(f) Apple and Apple’s subsidiaries are third-party beneficiaries of this Agreement and, upon your acceptance of the terms and conditions of this Agreement, will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary. Notwithstanding this, our right to enter into, rescind or terminate any variation, waiver or settlement under this Agreement is not subject to the consent of any third party, including Apple.
13. Third Party Materials
13.1 Certain Website or App functionality may provide you access to information, products, services and other materials by third parties (“Third Party Materials”) or allow for the routing or transmission of such Third Party Materials, including via links.
13.2 We neither control nor endorse, nor are we responsible for, any Third Party Materials, including the accuracy, validity, timeliness, completeness, reliability, integrity, quality, legality, usefulness or safety of Third Party Materials, or any intellectual property rights therein. Certain Third Party Materials may, among other things, be inaccurate, misleading or deceptive. Nothing in this Agreement shall be deemed to be a representation or warranty by us with respect to any Third Party Materials. We have no obligation to monitor Third Party Materials, and we may block or disable access to any Third Party Materials (in whole or part) through the Website or App at any time. In addition, the availability of any Third Party Materials through the Website or App does not imply our endorsement of, or our affiliation with, any provider of such Third Party Materials, nor does such availability create any legal relationship between you and any such provider.
13.3 Your use of Third Party Materials is at your own risk and is subject to any additional terms, conditions and policies applicable to such Third Party Materials (such as terms of service or privacy policies of the providers of such Third Party Materials).
OTHER LEGAL TERMS
14. Our responsibility for loss or damage
14.1 We are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during your account sign up process.
14.2 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation.
14.3 We are not liable for business losses. To the extent permissible by law, if you use our Services for any commercial or business purpose we will have no liability to you for any loss of profit, loss of business, business interruption, loss of business opportunity or similar.
14.4 We are not liable for technological attacks. We will not be liable for any loss or damage caused by a virus, or other technological attacks or harmful material that may infect your computer equipment, computer programmes, data or other proprietary material related to your use of our Services.
14.5 We have no control over websites linked to and from our Website. We assume no responsibility for such Third Party Materials or any loss or damage that may arise from your use of them.
14.6 Our liability to you for unauthorized payments or our mistake. In case of an unauthorized payment or mistake due to our error, we shall at your request refund the payment amount including all fees deducted by us. We may require proof that such payments were unauthorized. This shall not apply where we believe:
(a) your Avalon Tech PTE. Ltd Account, or its personalized security features, are lost, stolen or misappropriated.
(b) you have acted fraudulently;
(c) you do not quickly notify us of security issues on your Avalon Tech PTE. Ltd Account (e.g., loss of your pin). You remain liable for losses incurred up to your notification to us;
(d) the payment transaction was unauthorized but you have with intent or gross negligence compromised the security of your Avalon Tech PTE. Ltd Account or failed to comply with your obligations to use your Avalon Tech PTE. Ltd Account in the manner set out in this Agreement. In such a case you shall be solely liable for all losses; or
(e) you don’t let us know about the unauthorized or incorrectly completed transaction 60 days from the date of the payment transaction.
14.7 We are not liable for things which are outside of our control. We (and our affiliates) cannot be liable for our inability to deliver or delay as a result of things which are outside our control.
14.8 You are liable for breaching this Agreement or applicable laws. In the event of loss, claims, costs or expenses (including reasonable legal fees) arising out of your breach of this Agreement, any applicable law or regulation and/or your, or any authorized third parties’, use of our Services, you agree to defend, compensate us and our affiliates and hold us harmless. This provision will continue after our relationship ends.
14.9 What happens if you owe us money? In the event you are liable for any amounts owed to us for whatever reason, we may immediately remove such amounts from your Avalon Tech PTE. Ltd Account (if available). If there are insufficient funds in your Avalon Tech PTE. Ltd Account to cover your liability, you agree to repay the outstanding amount to us immediately on demand along with any applicable fees and interest. In the event that you do not repay the outstanding amount then, without prejudice to any other rights we may have, we reserve the right to collect your debt to us by using any payments received in your Avalon Tech PTE. Ltd Account or to fund a Money Transfer and otherAvalon Tech PTE. Ltd you agree to reimburse us through other means. We may also recover amounts you owe us through other collection avenues, including, without limitation, through the use of a debt collection agency. We may recover all reasonable costs or expenses (including reasonable attorneys' fees and expenses) incurred in connection with the enforcement of this Agreement.
14.10 Release. If you have a dispute with any other Avalon Tech PTE. Ltd Account holder or a third party that you send money to or receive money from using the Services, you release Avalon Tech PTE. Ltd from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release you expressly waive any protections (whether statutory or otherAvalon Tech PTE. Ltd) that would otherAvalon Tech PTE. Ltd limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
14.11 Disclaimer of Warranty. The Services are provided “As-Is” “Where Is” and “Where Available” and without any representation or warranty, whether express, implied or statutory. Avalon Tech PTE. Ltd specifically disclaims any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. We disclaim all warranties with respect to the Services to the fullest extent permissible under applicable law, including the warranties of merchantability, fitness for a particular purpose, non-infringement and title.
14.12 Availability of Services. We will try to make sure our Services are available to you when you need them. However, we do not guarantee that our Services will always be available or be uninterrupted. We may suspend, withdraw, discontinue or change all or any part of our Service without notice. We will not be liable to you if for any reason our Services are unavailable at any time or for any period.
14.13 You are responsible for making all arrangements necessary for you to have access to our Services. If you have granted permission to a third party to access your account, we may refuse access to that third party if we are concerned about unauthorized or fraudulent access by that third party. We will give you notice if we do this, either before or immediately after we refuse access, unless notifying you would be unlawful or compromise our reasonable security measures.
15. The interface
The Wind interface provides a web or mobile-based means of access to a decentralized protocol on various public blockchains, including but not limited to Ethereum, etc that allows users to trade certain compatible digital assets (using the "Uniswap protocol" or the "Protocol").
The Wind interface is distinct from the Uniswap Protocol and is one, but not the exclusive, means of accessing the Protocol. The Protocol itself has three versions, designated as v1, v2, and v3, each of which comprises open-source or source-available self-executing smart contracts that are deployed on various public blockchains, such as Ethereum. By using the Interface, you understand that you are not buying or selling digital assets from us and that we do not operate any liquidity pools on the Protocol or control trade execution on the Protocol. When traders pay fees for trades, those fees accrue to liquidity providers for the Protocol. As a general matter, Wind is not a liquidity provider into Protocol liquidity pools and liquidity providers are independent third parties. The Protocol was initially deployed on the Ethereum blockchain, and has since been deployed on several other blockchain networks including by parties other than Uniswap Labs. Deployments on other networks typically make use of cross-chain bridges, which allow assets native to one blockchain to be transferred to another blockchain. Please note that digital assets that have been "bridged" or "wrapped" to operate on other blockchain networks (including to blockchains compatible with the Ethereum Virtual Machine that are designed to ensure the Ethereum blockchain can effectively process more transactions or other blockchains that are frequently referred to as "Layer 2" solutions such as Polygon) are distinct from the original Ethereum mainnet asset.
To access the Interface, you must use a non-custodial wallet software, which allows you to interact with public blockchains. Your relationship with that non-custodial wallet provider is governed by the applicable terms of service (with respect to the Wind Wallet, this Agreement, and with respect to a third party wallet, the applicable terms of service of such third party). We do not have custody or control over the contents of your wallet and have no ability to retrieve or transfer its contents. By connecting your wallet to our Interface, you agree to be bound by this Agreement and all of the terms incorporated herein by reference.
16. Non-custodial and no fiduciary duties
Each of the Products is a purely non-custodial application, meaning we do not ever have custody, possession, or control of your digital assets at any time. It further means you are solely responsible for the custody of the cryptographic private keys to the digital asset wallets you hold and you should never share your wallet credentials or seed phrase with anyone. We accept no responsibility for, or liability to you, in connection with your use of a wallet and make no representations or warranties regarding how any of our Products will operate with any specific wallet. Likewise, you are solely responsible for any associated wallet and we are not liable for any acts or omissions by you in connection with or as a result of your wallet being compromised. For the avoidance of doubt, any references herein to a "wallet" shall include the Wind Wallet.
This Agreement is not intended to, and does not, create or impose any fiduciary duties on us. To the fullest extent permitted by law, you acknowledge and agree that we owe no fiduciary duties or liabilities to you or any other party, and that to the extent any such duties or liabilities may exist at law or in equity, those duties and liabilities are hereby irrevocably disclaimed, waived, and eliminated. You further agree that the only duties and obligations that we owe you are those set out expressly in this Agreement.
You bear full responsibility for verifying the identity, legitimacy, and authenticity of NFTs that you purchase from third-party sellers using the NFT Marketplace Aggregator and we make no claims about the identity, legitimacy, functionality, or authenticity of users or NFTs (and any content associated with such NFTs) visible on any of our Products.
17. Our right to make changes
17.1 We may change this Agreement by giving you at least thirty (30) days’ prior written notice. This notice will be provided either by email or displaying a notice in the App or in our Webpage. If we do this, you can terminate this Agreement immediately by providing written notice to us during the notice period (see section 6). If we do not hear from you during the notice period, you will be considered as having accepted the proposed changes and they will apply to you from the effective date specified on the notice.
17.2 In some instances, we may change this Agreement immediately. Despite section 16.1, changes to this Agreement which do not require thirty (30) days’ notification and are (1) more favorable to you; (2) required by law; (3) related to the addition of a new service, extra functionality to the existing Service; or (4) changes which neither reduce your rights nor increase your responsibilities, will come into effect immediately if they are stated in the change notice. Changes to exchange rates shall come into effect immediately without notice and you shall not have the right to object to such a change.
18. Other important terms
18.1 Third Party rights. This Agreement is between you and us. Except as provided in section 6.4, no other person shall have any rights to enforce any of its terms. Neither of us will need to get the agreement of any other person in order to end or make any changes to this Agreement.
18.2 Assignment. You may not transfer, assign, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any or all of your rights and obligations under this Agreement without our prior written consent. We reserve the right to transfer, assign or novate this Agreement or any right or obligation under this Agreement at any time without your consent. This does not affect your rights to close your Avalon Tech PTE. Ltd Account under section 6.
18.3 Severability. Each of the paragraphs of this Agreement operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
18.4 Enforcement. Even if we delay in enforcing this Agreement, we can still enforce it later. If we delay in asking you to do certain things or in taking action, it will not prevent us from taking steps against you at a later date.
18.5 Entire Agreement. This Agreement supersedes and extinguishes all previous agreements between you and Avalon Tech PTE. Ltd, whether written or oral, relating to its subject matter.
18.6 Governing law. This Agreement is governed by Philippine law. Any dispute between you and us in connection with the Services and/or this Agreement may be brought in the courts of Makati City, Philippines, to the exclusion of all other venues.
18.7 We have translated this Agreement to Filipino to facilitate a better understanding between Avalon Tech PTE. Ltd and our customers. In case of discrepancy or inconsistency between the English version and the Filipino translation of these Terms and Conditions, the English version shall prevail.