Last update: 25 October, 2018
Please review the terms of service contained herein carefully. By clicking “I agree” or accessing and/or using any of the Services provided by EIDOO, You have read, understood, and accepted all of the following Terms, as well as all of the terms which are incorporated herein by reference.
1. RIGHTS AND OBLIGATIONS
The following terms and conditions (the “Terms”) constitute a binding agreement between Eidoo Sagl, a company registered under the laws of Switzerland, registered with the Register of Commerce under No. CHE-370.900.525 and with registered address at Via Motta 10, 6830, Chiasso, Switzerland (“EIDOO”), and the person, persons, or entity (“You” or “Your”) accessing and/or using the EKON Token, the EKON’s website at https://ekon.gold/, EKON’s online services, and, in general, any other service provided by EIDOO in connection with EKON (the “Services”). You acknowledge and agree that other services offered by EIDOO, not related to EKON, may be governed by other terms and conditions, as applicable from time to time.
By accessing and/or using the Services, You have read, understood, and accepted all of the following Terms and agree to be legally bound by these Terms, in their most recent version; You further represent and warrant that: (i) You are of legal age, in Your jurisdiction, to enter into a binding agreement; and (ii) if You represent a corporation, governmental organization or other legal entity, You have the right, power and authority to enter into these Terms on behalf of such corporation, governmental organization or other legal entity and to legally bind it to these Terms.
Your access and/or use of the Services is contingent upon Your acceptance of these Terms.
EIDOO may amend these Terms at any time. Amendments will be effective fourteen (14) days after the modified terms and conditions have been posted on EKON’s website at https://ekon.gold/, except for amendments that relate to new features or made for legal reasons, which will become effective immediately. If You do not agree to such modified terms, You should discontinue Your use of the Services.
2.1 IN GENERAL
EIDOO, through the Services, enables You to purchase EKON tokens (the “Tokens”). In particular, the Tokens are ERC-20 gold-backed stable coins each representing one (1) gram of physical ninety-nine percent (99.9%) gold (the “Gold”) stored in EIDOO’s vault, at a secure Swiss location operated by EIDOO or by a third party appointed by EIDOO.
You may purchase the Tokens from EIDOO by accessing EKON’s website at https://ekon.gold/ or by accessing EIDOO’ website at https://eidoo.io, or downloading EIDOO’s Android and iOS mobile applications, in accordance with its payment terms and conditions.
By purchasing the Tokens, You (and not EIDOO) will become the owner of a corresponding amount of Gold, which will remain deposited with EIDOO pursuant to art. 472 and following of the Swiss Code of Obligations. No interest will accrue in Your favour for the Gold that You will deposit with EIDOO and EIDOO will have no rights to use the gold stored.
You may redeem Your Gold at any time by transferring to EIDOO a corresponding amount of Tokens.
The Gold will be kept at all times segregated from EIDOO’s property; in addition, EIDOO will separately account the Gold as the ownership of third parties. Thus, in case of insolvency of EIDOO, You may reclaim from the insolvency estate an amount of Gold corresponding to the amount of Tokens you own.
EIDOO is not the owner of the Gold stored, You are. EIDOO is therefore not a debtor and You are not considered as a creditor of EIDOO, but You just own a claim for the bailed chattel hold by EIDOO for your account.
All products stored in EIDOO’s vault are insured based on current market values, protected against physical loss, theft or damage.
On a quarterly basis, the amount of Gold stored in EIDOO’s vault will be verified by [●], an independent auditing firm registered under the laws of Switzerland, registered with the Register of Commerce under No. [●] and with registered address at [●]. Within fourteen (14) days, [●]’s auditing report shall be published on EIDOO’s website at https://ekon.gold/.
2.2 PRE-PURCHASE ORDERS
EIDOO shall not issue any new Tokens unless a corresponding amount of Gold is made available in its vault. If no Gold is available in EIDOO’s vault to fulfil a Tokens purchase order, You may place a pre-purchase order on EKON’s website at https://ekon.gold/ or EIDOO’s Android and iOS mobile applications. In such case, EIDOO undertakes to use its best effort to fill Your pre-purchase order not later than sixty (60) days after the payment of the purchase price by acquiring a sufficient amount of Gold in its vault, issuing the Tokens and transferring the amount of Tokens indicated in Your pre-purchase order to Your EIDOO wallet address. If EIDOO is not able to execute this operation within sixty (60) days, the purchase price paid will be refund to the same banking account or wallet where the funds were received at Your expenses.
By placing a pre-purchase order, You make a binding offer to EIDOO to purchase the Tokens at the price current at the time the pre-purchase order is placed. If the price cannot be determinate at the time of the purchasing, you agree to pay the price according to the calculation model which will be provided by EIDOO before the pre-purchase order.
EIDOO reserves the right to refuse or cancel a pre-purchase order in its free and absolute discretion, including, without limitation, in case of Your default, without having to indicate the reason.
2.3 SERVICES NOT OFFERED BY EIDOO
By accessing and/or using the Services, You acknowledge and agree that EIDOO shall not receive any deposits (as defined in the Swiss Banking Act) from You, that EIDOO is not subject to the supervision of the Swiss Financial Markets Supervisory Authority (FINMA), and that, therefore, no deposit insurance for the pre-purchaser deposits is available.
You acknowledge to be aware and you agree that the Tokens cannot be qualified as a security as they only represent the Gold which is stored by EIDOO for Your account, it is not a derivate instrument and it does not constitute an uncertificated securities since it give not credit claims to its holder and also because the transfer of uncertificated securities requires an assignment in written form that, at present, cannot be fulfilled on a distributed ledger.
You acknowledge and agree that EIDOO cannot guarantee the confirmation of any transaction on any blockchain network. EIDOO has no control over any blockchain network.
You further acknowledge and agree that EIDOO does not acts or serves as Your broker, intermediary, agent, or advisor with respect to any action (including refraining from any action) You make or intend to make using the Services, but only as a custodian.
While the information contained on the EKON’s website at https://ekon.gold/ is periodically updated, no guarantee is given that the information provided thereon is correct, complete, or up-to-date.
In no event will EIDOO be liable for any loss or damages arising from or related to the storage of Your Tokens.
2.4 SERVICE LIMITATIONS AND MODIFICATIONS
EIDOO will make reasonable efforts to keep the Services operational. However, certain technical difficulties or maintenance may, from time to time, result in temporary interruptions. To the extent permissible under applicable law, EIDOO reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the Services, with or without notice, without liability to You, for any interruption, modification, or discontinuation of the Services or any function or feature thereof.
3. ANTI MONEY LAUNDERING AND COUNTER TERRORIST FINANCING
EIDOO is committed to applying the Swiss Anti Money Laundering Act to provide You with safe, compliant, and reputable Services. This includes monitoring of suspicious transactions and mandatory reporting to the supervisory authorities.
In particular, EIDOO is required by law to obtain, verify, and record information identifying any person accessing and/or using certain Services. Therefore, to access and/or use certain Services You have to follow a KYC (Know Your Customer) process in order to verify Your identity.
You have to provide true, current and complete information about Yourself during the KYC process. If You are a representative of a corporation, governmental organization or other legal entity, You must prove that You have the right, power and authority to enter into these Terms on behalf of the corporation, governmental organization or other legal entity and to legally bind it to these Terms.
In addition, EIDOO may require You to provide documentation to verify the information You have submitted to EIDOO including, without limitation, an identification card or a passport, a utility bill, a bank statement or any document proving Your identity issued by a governmental body.
According to the provided documents, You will verify different Tiers related to a different amount You want to use.
In order to facilitate the KYC process, the Services will give You the possibility to transfer to EIDOO a former KYC you have performed for the services rendered by other companies related to EIDOO. In such case, the relevant information will be transferred from such other service provider to EIDOO. You can refer to the Data Protection Section of these Terms for more information.
EIDOO shall keep certain information and documentation on file for a period of ten years after the termination of the relevant business relationship or from the completion of the relevant transaction.
4. KNOWLEDGE REQUIRED
By accessing and/or using the Services, You represent and warrant that (i) You fully understand and have significant experience of tokens, cryptocurrencies and digital assets, as well as of blockchain-based infrastructures and services, and (ii) You fully understand the risks associated with the trading of tokens, cryptocurrencies and digital assets as well as the mechanics related to the use of such tokens, cryptocurrencies and digital assets (including with respect to their storage and exchange).
By accessing and/or using the Services, You acknowledge that, tokens, cryptocurrencies and digital assets, including the Tokens, trading markets are extremely volatile and shift quickly in terms of, among others, liquidity, market depth and other characteristics. There is no guarantee against losses for accessing and/or using the Services. By accessing and/or using the Services, You represent and warrant that You are not entering into transactions that are above Your financial abilities. Also, tokens, cryptocurrencies and digital assets, including the Tokens, are not suitable for people without the relevant knowledge and/or experience. By accessing and/or using the Services, You further represent and guarantee that You are aware of the risks related to tokens, cryptocurrencies and digital assets, for which You are solely responsible and liable.
You further acknowledge and agree that EIDOO does not provide any advice, guidance or recommendations on the opportunity to invest into, disinvest from, or remain invested in the Tokens. If You are considering purchasing Tokens as an investment, You should first contact your financial advisor for any such advice, guidance or recommendation.
5. INTELLECTUAL PROPERTY RIGHTS
You acknowledge and agree that the Services are the property of EIDOO or its licensors. Subject to Your compliance with these Terms, EIDOO grants You a limited right to access and/or use the Services. The right to access and/or use the Services is a non-exclusive, non-transferable, revocable, limited licence, and it is subject to the limitations and obligations contained herein. Nothing in these Terms gives You any licence (other than as set out in this section), right, title, or ownership of, in, or to any of the Services.
You acknowledge and agree that EIDOO retains all rights, title, and interest in and to all copyrights, trademarks, trade secrets, patents, and any other proprietary rights in the Services, the software and application programming interfaces (APIs) comprising the Services, and all content therein. You acknowledge and agree that “Ekon”, “Eidoo”, their trademarks, service marks, logos and graphics are the registered trademarks or trademarks of EIDOO.
6. DATA PROTECTION
EIDOO may terminate these Terms or suspend Your access to the Services at any time, including, without limitation, in the event of Your alleged or actual misuse of the Services or breach of these Terms.
8. LIMITATION OF LIABILITY
In no event will EIDOO, its officers, shareholders, employees, agents, directors, subsidiaries, affiliates, successors, assigns, suppliers, or licensors be liable for any loss or damages, including without limitation, direct, indirect, special, consequential, or punitive loss or damages, arising from or related to Your use of the Services, whether in an action of contract, tort or otherwise, and regardless of whether such damages were foreseeable and whether or not EIDOO was advised of the possibility of such damages.
Without limiting the generality of the foregoing, EIDOO takes no responsibility for and will not be liable for any financial or other loss or damages arising from or related to the use of the Services, including, without limitation, to any of the following: (i) delays, interruption or loss of services; (ii) technical failure, malfunction or shutdown; (iii) server failure, hacks or unavailability; (iv) data loss; (v) corrupted data on EIDOO’s servers; (vi) failure to update or provide correct information; (vii) “phishing” or other websites masquerading as EKON; (viii) stolen, lost, or unauthorized use of Your means of authorization; (ix) loss of business or goodwill.
The limitation of liability set out above shall not be applicable in case of loss or damages caused by EIDOO or any of its employees by intentional misconduct or gross negligence.
The Services support or are integrated with third party services. EIDOO takes no responsibility for any third party services and will not be liable for any loss or damages caused by such third party services.
The Services are provided on an “as is” and “as available” basis without any representation or warranty of any kind, whether express or implied, to the maximum extent permitted by applicable laws. EIDOO disclaims any implied warranties of title, merchantability, fitness for a particular purpose and/or non-infringement.
In no event will the aggregate liability of EIDOO, arising out of or related to these Terms and/or the Services, exceed the amount of CHF 100 (one hundred).
By accessing and/or using the Services, You acknowledge and agree that You shall not use the Services if applicable laws, based on Your country of location, residency and/or citizenship, prohibit You from doing so in accordance with these Terms. You further acknowledge and agree that EIDOO reserves the right to refuse access to and/or use of the Services, at its exclusive discretion, if the laws and regulations of Your country of location, residency and/or citizenship are not compliant with the Financial Action Task Force (FATF) Recommendations on Anti-Money Laundering and Counter-Terrorist Financing or with EIDOO’S internal policies.
Due to the difficulties in the implementation of the agreement between the United States of America and Switzerland for Cooperation to Facilitate the Implementation of FATCA, U.S. persons, as defined therein, shall not access and/or use the Services.
By accessing and/or using the Services, You acknowledge and agree that You shall not use, or assist third parties to use, the Services in any way which may constitute a contravention of applicable laws or which may contradict the purposes or hinder the operations of the Services or hinder the operations of other users of the Services.
Without limitation to the foregoing, You acknowledge and agree that You shall not use, or assist third parties to use the Services to, without limitation, avoid taxes, engage into activities that may amount to market abuse (including, without limitation, front-running, wash trades, etc.), engage into illegal gambling, frauds, money laundering or terrorist activities.
To the fullest extent permitted under applicable laws, You agree to hold harmless and indemnify EIDOO, its officers, shareholders, employees, agents, directors, subsidiaries, affiliates, successors, assigns, suppliers, or licensors from and against all third party claims and all liabilities, damages, assessments, losses, costs, or expenses (including reasonable attorney fees) resulting from or arising out of (i) Your alleged or actual breach of these Terms, including, without limitation, Your express representations and warranties; (ii) Your alleged or actual use or misuse of the Services; and (ii) Your alleged or actual infringement or violation of any laws or of the rights of a third party.
You shall be solely responsible for any taxes applying to the payments You make or receive trough the Services, and to collect, report, and remit such taxes to the appropriate tax authorities. You acknowledge and agree that, at the moment, EIDOO is not able to draft a taxation report concerning the operation executed and that it is Your duty to collect all the information required by the competent tax authorities in order to comply with Your tax obligations.
12. NO REGULATORY SUPERVISION
EIDOO is currently not subject to the supervision of the Swiss Financial Markets Supervisory Authority (FINMA). The only supervision EIDOO is subjected relates to the Anti Money Laundering Regulation through a Self Regulated Organisation supervised by FINMA.
Therefore, no deposit insurance for the pre-purchaser deposits is available.
13. SANCTIONED COUNTRIES
Your access and/or use of the Services is subject to international economic sanctions requirements. By accessing and/or using the Services, You agree that You will comply with those requirements. In particular, You shall not access and/or use the Services if: (1) You are in, under the control of, or a national or resident of a country subject to UN sanctions (a “Sanctioned Country“), or if You are a person on the sanctions/embargos list published by the Swiss State Secretariat for Economic Affairs (a “Sanctioned Person“); or (2) You intend to supply any Tokens or Gold to a Sanctioned Country (or a national or resident of a Sanctioned Country) or Sanctioned Person.
14.1 ENTIRE AGREEMENT
These Terms constitute all the terms and conditions agreed upon between You and EIDOO and supersede any prior agreements in relation to the subject matter of these Terms, whether written or oral.
14.2 SEVERABILITY AND WAIVER
Unless as otherwise stated in these Terms, should any provision of these Terms be held totally or partially invalid or unenforceable, such invalidity or unenforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of these Terms, and the application of that provision shall be enforced to the extent permitted by applicable laws.
The failure of EIDOO to exercise or enforce any of the rights or provisions of these Terms shall not considered as a waiver of EIDOO’s rights to do so.
EIDOO may assign these Terms and/or delegate any of its obligations hereunder, in whole or in part. You may not assign these Terms or any part of them, nor transfer or sub-license Your rights under these Terms to any third party, unless in connection with the transfer of the Tokens.
14.4 NO PARTNERSHIP
Nothing contained in this Agreement shall be deemed or construed to create a principal and agent, partnership or joint venture relationship between You and EIDOO.
14.5 FORCE MAJEURE
EIDOO will not be deemed in default of these Terms to the extent that performance of its obligations is delayed or prevented by reason of any external force including, without limitation, war, insurrections, bank failures, strikes, fires, floods, earthquakes, labour disputes, epidemics, governmental regulations, freight embargoes, natural disaster, act of government or any other cause beyond EIDOO’s reasonable control.
14.6 GOVERNING LAW AND JURISDICTION
These Terms are subject to and governed by Swiss law to the exclusion of Swiss international private law and any international treaties. All disputes arising from or under these Terms shall be subject to the exclusive jurisdiction of the competent courts of Lugano, Switzerland.
If You have any questions regarding these Terms, please contact us at [email protected]