AUDD Terms and Conditions
Last updated October 31, 2022
Dexah Advisory Pty Ltd (ACN 647 452 962) (‘Company’, ‘Us’, ‘We’) operating under the business name AUDD Digital is a registered Digital Currency Exchange (DCE) as recognised by AUSTRAC (DCE100737894-001).
These Terms and Conditions (‘TC’s’) set out the conditions under which We offer the use of Platform to Users (‘You’, ‘Your’) to buy, sell and trade AUDD.
By using the Platform, you represent and warrant to Us that you agree and accept these Terms and Conditions and enter into a binding legal agreement with Us to be bound by these Terms and Conditions. If you do not agree with these Terms and Conditions, you must not access or use (or authorise the use of) the Platform.
1. The Account
1.1.1 You must register for an Account in order to access the Platform. You can register for an Account via this website: https://get.audd.digital
1.1.2 To be eligible to open an Account with us, you must:
- be an Entity;
- have an Australian Bank Account; and
- meet any eligibility requirements as set out by Us.
1.1.3 The Account will only be granted to an Entity that has been approved by Us, and all information has been provided as requested in order to access this. This includes the provision of all information required to comply with our anti-money laundering and counter-terrorism financing obligations and internal policies.
1.1.4 Changes may only be made to the Account with our consent and we may request further security checks before we consent to requested changes.
1.1.5 By accessing the Account you confirm you have full capacity to enter into, agree to and company with these Terms and Conditions.
1.1.6 We reserve the right in our sole discretion to refuse to register a User, create an Account and/or accept an Entity any time, and retain the right to ask for further information and set further requirements that may be necessary to protect our security and business interests.
1.2.1 The Account must only be used by You or any employee nominated by You and approved by Us in accordance with our policy and procedure.
1.2.2 You will not be able to assign or transfer Your Account.
1.2.3 You must maintain the confidentiality of your Account and Account information, including credentials such as your password, linked/provided bank account, linked email address, phone number and any other information provided in connection with the Account. You are responsible for all instructions and communication initiated on the Account and for any resulting transactions or changes recorded in and from the Account.
1.2.4 If You suspect a breach of your Account, You must take all actions to mitigate the access and notify Us immediately.
1.2.5 You must use an Australian Bank Account as part of the Account registration process and before any use of the Platform to buy, sell or trade AUDD can occur.
1.2.6 The Australian Bank Account must be in the name of the User and/or be an Australian Bank Account We have otherwise approved, and only Fiat currency is to be deposited into your Account to be used on the Platform.
1.2.7 We may request further information from You in relation to the Australian Bank Account to confirm and verify whether you are the owner of the bank and/or are authorised to operate the bank account.
1.2.8 We will provide the Platform for the purposes of buying, selling and trading FIAT to AUDD. You will be required to have your AUDD stored in a wallet. You may store AUDD in Our wallet on the platform but You have the ability to store AUDD in Your own external wallet. You acknowledge that You will seek advice in this regard and make an independent assessment for storage.
1.2.9 The Entity will have control as the User of the Account to decide when to swap FIAT and AUDD, or vice versa. We will hold the FIAT from your Australian Bank Account in our Settlement Account until such time.
1.3.1 You warrant that by creating an Account, you are authorised to do so for and on behalf of the Entity. We may require you to produce evidence to confirm the same and you must provide us with any information we reasonably require for this request.
1.3.2 If You have appointed employees, agents, contractors and/or authorised representatives who have been granted access to the Account after passing the eligibility criteria of the Company, You are solely responsible for those employees, agents, contractors and/or authorised representatives and their actions and transactions using the Platform. Any action or transaction taken by them will be deemed to be the action of the User, and the User will solely be responsible and liable.
1.4 Risks and Disclaimer
1.4.1 The Company is not a licensed Australian Financial Services Licensee and is not required to hold an Australian Financial Services Licence, and does not offer any general or personal financial product advice.
1.4.2 Nothing on this Website, shared by this Company or available on the website should be intended to be or taken to be, legal, financial, taxation or business advice. All Entities should seek their own legal, financial, taxation or business advice as needed, before using the Platform or Account.
1.4.3 Digital currency is not recognised as legal tender in Australia and digital assets are not regulated by any central institution in Australia.
1.4.4 Dealing with other digital currencies through the use of AUDD has a level of risk that could lead to the loss of your acquired AUDD and is not suitable for all Entities.
1.4.5 There may be additional risks associated with a digital currency that has not been contemplated by these Terms and Conditions.
1.4.6 You agree to indemnify and hold us harmless for any losses incurred as a result of technical failures, hacks, government intervention or any other issue that negatively impacts the underlying blockchain or network supporting our AUDD.
2. Using the Platform
2.1 Account Application
2.1.1 A User is eligible to register for an Account on Our Platform when the following conditions are met, at Our sole discretion:
- The User is an Australian citizen, resident, or entity domiciled in Australia; and
- The User is at least 18 (eighteen) years of age.
2.1.2 A User may register for an Account on Our Platform under one of the following conditions:
- The User’s intended purpose for registering an Account is for personal utilisation (‘Individual Account’).
- The User must be capable of entering into a binding agreement.
- The Users’ intended purpose for registering an Account is for commercial utilisation (‘Business Account’).
- The User must be duly constituted and registered and possess the required power to enter into these Terms and Conditions, and whoever enters into the agreement with Us has the authority to do so.
2.1.3 Upon successful registration, a User will be granted limited use of their Account, and be provided with the Tier One level applied to their account (starter account). For more information please refer to the Fee Schedule located on our website.
2.1.4 In order for Us to provide additional access to the Platform and its features, the User must supply any information requested by Us, including all information required to comply with our anti-money laundering and counter-terrorism (‘AML/CTF’) financing obligations and internal, know your customer or know your business (‘KYC/KYB’) requirements.
2.1.5 Any information You provide to Us, including any supporting documentation must meet the following criteria:
- the information and/or documentation You provide is current and reflective of your current circumstances, including but not limited to:
- Your full legal name;
- Your current residential address; and
- Valid ID that has not expired and/or is unreasonably out of date at our sole discretion.
- The information and/or documentation You provide is equal to the legal representation of You, and is not the representation of any third party.
- The information and/or documentation You provide has not been illegally obtained or falsified.
- The information and/or documentation has been issued from an official source, or a general source commercially acceptable.
2.2 Account Usage
2.2.1 In accessing our Platform, We may provide You with the following ‘Designated Services’ as described in item 50A of Table 1 section 6 of the AML/CTF Act (2006):
- the acceptance of Fiat in exchange for digital currency; or
- the acceptance of digital currency in exchange for Fiat.
2.2.2 In providing the aforementioned Designated Services, You may access the following functionalities on the Platform at our sole discretion:
- Deposit Fiat AUD to Your Account on our Platform;
- Deposit AUDD to Your Account on our Platform;
- Withdraw Fiat AUD from Your Account on our Platform;
- Withdraw AUDD from Your Account on our Platform;
- Send AUDD from Your Account to the Account of another user on Our Platform;
- Receive AUDD from the Account of another User on our Platform to Your Account.
2.2.3 By using the Platform, You agree that Your Account may only be used by You or someone you nominate and whom we approve in accordance with our KYC/KYB obligations and policies, at our sole discretion.
2.2.4 When depositing or withdrawing Australian Dollars to or from the Platform, You may only transact in Australian Dollars that is being sent to, or, has been received from, a bank account in the name of the User or from an account representative of the Entity (for example, the trading name held by a business).
2.2.5 When the details on a deposit of Australian Dollars is received by Us that is to be allocated to Your Account and it does not match the details provided by You during the verification process, We will refuse to credit the deposit to Your Account, and will make arrangements for the payment to be returned to the originating bank account.
2.2.6 Where a withdrawal request is received by You containing bank account details that do not match the details provided by You during the verification process, we will refuse to process the withdrawal.
2.2.7 Where transactional limits are imposed on Your Account based on your Account Ranking, You must adhere to these imposed limits.
- In the instance where a payment of Australian Dollars is received by Us from You that exceeds the maximum transaction limit imposed on your account, we may:
- Request additional verification in line with our enhanced customer due diligence requirements to verify the legitimacy of the deposit, at our sole discretion; and/or
- Return the funds to the originating bank account from which they were sent.
- In the instance where a withdrawal request of Australian Dollars is received by Us from You that exceeds the maximum transaction limit imposed on Your Account, We may:
- Request additional verification in line with our enhanced customer due diligence requirements to verify the legitimacy of the withdrawal; and/or
- Reject the withdrawal request, at our sole discretion.
2.3 AUDD transfers out of the Account
2.3.1 You are responsible for the transfer of AUDD out of your Account into your external wallet.
2.3.2 You acknowledge and agree that We are not responsible or liable for any AUDD once you have transferred them from your Account to Your external wallet.
2.3.3 You are solely responsible for ensuring the recipient’s wallet address is correct prior to submitting any withdrawal transaction.
2.3.4 Transactions are irrevocable once sent and We take no responsibility for verifying recipient addresses or location sent from your Account and We are not able to undo a transfer once it has been made by You.
2.3.5 It is Your responsibility to take precautions when transferring AUDD and storing it in Your wallet. It is your responsibility to ensure that your wallet is safe and secure, and suited to AUDD.
2.3.6 Under no circumstances will We be responsible for any loss or damage resulting from transfers from Your Account regardless if it is a scam or fraud.
3. Rights of Users on the Platform
3.1.1 We grant you a non-exclusive, non-transferable, revocable and limited right to use the Platform. You are prohibited from using the Platform on or on behalf of other Entities. We reserve all our rights, title and interest in our Platform and website. All text, graphics, interfaces, photos, sound, data, process, code, code, software, programs, information, products, services, documents, design, structure, content, expression, layout and look and feel are exclusively owned, controlled or licensed by the Company, licenses, affiliates or parent companies.
3.1.2 We also own any feedback, suggestions, ideas or any other information (‘Feedback’) we receive in relation to our Platform through email, or otherwise. All rights, ownership and interest in such Feedback are transferred to Us and waive any right for acknowledgement or compensation for such Feedback.
3.1.3 You acknowledge that we own the website and the Platform and it is our property protected by copyright, intellectual property and any other applicable laws/regulations.
3.1.4 You agree not to access the Platform by any means other than via the Account.
3.1.5 Any information on the website or Platform may not be copied, reproduced, modified, republished, posted, transmitted, uploaded, collected or distributed in any way.
3.2 User Representations
3.2.1 By using the Platform, You represent and warrant that: You will not access the Site through automated or non-human means, whether through a bot, script, or otherwise and will not use the Site for any illegal or unauthorised purpose.
3.2.2 If You provide any information that is untrue, inaccurate, not current, or incomplete, We have the right to suspend the use of and refuse any and all current or future use of the Platform (or any portion thereof).
4. Account Upkeep
4.1.1 By registering and opening an Account with Us to ensure that all Your information is up to date and is complete and accurate.
4.1.2 You must ensure that You do not allow others to access your Account at any time.
4.1.3 You must cooperate with Us if we need to investigate any suspected unlawful, fraudulent or improper use of the Account.
4.1.4 You must not engage our Platform for the purposes of any illegal or criminal activity including but not limited to terrorism financing, money laundering, hacking and illegal gambling.
4.1.5 You must not take advantage of any technical or technological error, loophole or glitch on the Platform.
4.1.6 If you provide Us with inaccurate or incomplete information, or We have reasonable grounds to suspect you have breached these Terms and Conditions, we may suspend or terminate your Account.
5.1 These Terms and Conditions are effective until terminated by Us or You.
5.2 You may terminate your Account and agreement with Us at any given time without notice to Us, provided any pending transactions have been finalised and that your Account is at a zero (0) balance prior to the deactivation of your Account.
5.3 You acknowledge that We, at any time, may suspend, limit, prohibit action, or restrict your Account and/or disable access to the Platform in our sole discretion at any time without giving notice to You.
5.4 We may terminate Your access to the Account or Platform at our sole discretion. Termination will be finalised at the expiration of the 30 (thirty) days’ notice You will receive from Us; after which time You will need to make alternative arrangements in regard to any balance(s) You hold on our platform.
5.5 We may also terminate and/or suspend your Account or use of the Platform if:
(a) We have evidence or reasonably suspect that You have breached any aspect of these Terms and Conditions including (without limitation) by failing to comply with applicable laws, regulation, AML/CTF requirements or the requirements by Us to provide You with access to the Platform;
(b) We encounter unexpected operational or technological difficulties that mean we are no longer able to maintain the Platform or provide you access to the AUDD, and
(c) We receive a request from law enforcement or government agency to do so.
5.6 Provided We are complying with any applicable law or regulation, We will do our best to ensure that You are notified of any current or impending suspension or termination.
5.7 If Your Account is terminated with a Fiat balance remaining, then you will be liable for any fees/charges that apply to its withdrawal as per your Account Ranking.
6.1 The Platform and Account are provided to You without any warranty of any kind. Whether express, implied, statutory or otherwise.
6.2 We do not warrant that the Platform or Account will be available 100% of the time to meet Your needs or wants.
6.3 We aim to provide You with access to Your Account to use the Platform as soon as possible but do not guarantee or warrant that access or use will be uninterrupted, error-free, secure, without failures or without delays.
6.4 You agree that We are not responsible for temporary interruptions and access issues beyond our control, including but not limited to, failure of operating systems, the internet, software, hardware, computer viruses, bugs, forces of nature, labour disputes, pandemics, epidemics, and/or armed conflicts.
6.5 We may suspend the use of the Platform or Account for maintenance and will make reasonable efforts to give You notice. You agree and acknowledge that this may not always be possible especially when it is an emergency.
7. Limitation of Liability
7.1 To the maximum extent permitted by law, We will not be liable for any fines, taxes, penalties, damages (exemplary or punitive), liquidated damages or any direct losses or consequential damages (including but not limited to loss of profits, loss of goodwill, revenue loss, loss of business, opportunity costs, data loss, production loss and/or loss of any digital currency) by Your use of the Platform or inability to use the Platform.
7.2 We will not be liable if the Platform is non-functional or under maintenance, and we are not liable for any loss of Fiat due to transfers in and out of the Settlement Account.
7.3 Our total aggregated financial liability in respect of claims based on events arising in connection with and/or out of the use of the Platform, whether it be in contract or in tort (including any negligence claims) and/or otherwise, shall not exceed the total amount of Fiat held in your Account less any fees that are due and payable, or the amount of the transaction subject to the claim, less any fees that are due and payable in respect of the said transaction.
7.4 Nothing in this clause shall exclude our liability if it cannot be excluded by law.
7.5 You are liable for any tax liability and any other taxation outcomes arising from your use and transactions on the Platform. You will indemnify Us if we are obligated to pay any taxes on your behalf.
7.6 In the case of suspected fraud or other suspicious activity, we will report all necessary information to the relevant authorities dealing with the suspected breach/es of the law. You agree that your account may be terminated at the direction of any legal or governmental authority.
8.1 You agree to indemnify Us for any and all losses we may incur as a result of any unauthorised use of Your Account or credentials.
8.2 You indemnify Us and each of its directors, officers, shareholders, advisers, related bodies corporate, consultants, agents and contractors (each an ‘Indemnitee’) against all liabilities, claims, losses and expenses (‘Losses’) which may be incurred or suffered by the Indemnitees directly or indirectly arising out of:
(a) the User’s failure to maintain sufficient funds or Fiat in the Account, or failing to comply with these Terms and Conditions;
(b) your negligence or wrongful act or omission;
(c) any breach of regulation, law or rule;
(d) damage caused to our Platform by a User or Entity;
(e) your use of the Platform;
(f) your violation of these Terms and Conditions.
Losses may include consequential losses and any legal fees incurred in defending or responding to Losses. This indemnity will apply regardless of whether an Instruction was provided due to unauthorised use, or error.
8.3 You will not be liable for any Losses to the extent that such loss is a direct result of our wrongful acts, omission or negligence.
9. Unsupported Blockchain Technologies
9.1 We will not support, accept, or redeem tokens emulating AUDD, that have been derived from a fork in a blockchain.
9.2 We will not acknowledge, be liable for or indemnify you for any forking event.
9.3 We will not support, accept, or redeem tokens emulating AUDD, that have been derived from a bridge or similar technical development, where the token presented is a ‘bridged’ equivalency of AUDD, not issued by AUDC Pty Ltd (ACN 637 164 722).
10.1 These Terms and Conditions published on the date you view them on our Platform or website supersede all prior versions. If any provision of the Terms and Conditions is held to be invalid, unenforceable or illegal for any reason, the remaining parts of the Terms and Conditions will be in full force and effect.
10.2 All information that you provide to Us is current, complete and correct.
10.3. You will make ongoing disclosure to Us if there are matters that affect the operation of these Terms and Conditions, and Your ability to abide by them.
10.4 You comply with and will continue to comply with all ordinances, laws, rules and regulations including any AML and CTF laws and relevant data protection laws.
10.5 Your platform use does not infringe on any third party, including their IP and data.
10.6 You will not use the Platform for any improper or illegal purpose and you engaged in conduct on the Platform for legitimate purposes.
10.7 We may assign, novate, transfer or subcontract our rights and obligations under these Terms and Conditions without any notice to You.
These Terms and Conditions may be varied at any time by Us, by notifying You via email. We have the right to modify, change, amend, add and delete any and all clauses at our sole discretion (‘Changes’). These changes apply to the Platform, whether or not You are aware of those Changes. Users will be deemed to have accepted the Changes to the Terms and Conditions by continuing to use the Platform and all subsequent transactions will be subject to the new Terms and Conditions.
12. Governing Law
You agree and acknowledge that these Terms and Conditions and use of the Platform is governed by the laws of New South Wales. You and we submit to the exclusive jurisdiction of the courts of Victoria for the resolution of disputes arising in relation to these Terms. You submit to the exclusive jurisdiction of the courts of New South Wales for the resolution of disputes arising in relation to these Terms and Conditions.
- If the law of the jurisdiction that applies to these Terms and Conditions does not allow an exclusion or limitation of liability, yet allows for a limitation to a particular maximum extent, then Our liability is limited to that maximum extent.
- If any clause in these Terms and Conditions is invalid under the law of the jurisdiction which applies to these Terms and Conditions then the provision will be limited, narrowed, construed or altered as necessary to deem it valid to the extent necessary to achieve that validity and enforcement.
- If any clause of these Terms and Conditions is determined by a court of competent jurisdiction to be unlawful, void or unenforceable, then that provision shall be severed from the remaining clauses and shall not affect their validity and enforceability, nor shall it affect the validity or enforceability of any other clause.
Account means an identity created for the User to utilise the Platform and consists of a username, password and any other information related to that User.
Account Ranking means the tier of your Account as set out by Us. This includes:
Tier One – starter account
Tier Two – standard account
Tier Three – pro-account
Tier Four – elite account
Australian Bank Account means an arrangement made with a bank in Australia whereby deposits and withdrawals of money are made.
AUDD means the digital currency – Stablecoin.
a proprietary company;
an unlisted public company;
a listed public company;
a sole trader with an ABN;
an association; or
a cooperative, domiciled in Australia.
Fee Schedule means the pricing module uploaded to our website located at https://get.audd.digital
Fiat means the Australian Dollar (AUD or A$).
Platform means the website, application or another API made available by Us from time to time for the User to buy, sell and trade AUDD via their Account.
Settlement Account means the Australian Bank Account’s details that are provided to the User for the purpose of settling a Fiat payment to Us, or a Fiat payment to You.
User means an Entity’s Account maintained by the Entity, which allows (amongst other things) the User to use and access the Platform if they meet the criteria and conditions stipulated by the Company to be provided with an Account.