User Agreement
1. General
1.1 The staking service, being accessible through websites operated by Restarab including www.restarab.com, and any ancillary services made available through the websites, any related software, forums, blogs, social media pages and other relevant platforms operated or maintained by Restarab (collectively, the "Sites"), allows an user to obtain yield by staking certain agreed digital assets, with redemption available, pursuant to certain terms and conditions (the "Staking Services"). Before using the Staking Services, you must read this Staking User Agreement (the "Agreement") carefully and understand and agree to all the terms and conditions, especially the contents highlighted by capitalized terms, italic, bold, underline or color. For the convenience of wording in this Agreement, the Sites, Restarab and/or any of its affiliates, related body corporate are referred to as "we", "our", "us" or the "Sites". This Agreement governs your use of the Staking Services provided on the Sites and is legally binding upon you and us.
1.2 Unless you have read and accepted all the terms of this Agreement, you are not authorized to or should not use the Staking Services. By directly or indirectly accessing the Staking Services, you agree that you have carefully read and fully understand the terms conditions under this Agreement (including any amendments or modifications made at any time). If you do not accept any terms of this Agreement, or refuse to acknowledge and agree with our right to unilaterally modify this Agreement at any time, you have no right to use the Staking Services under this Agreement and shall immediately stop using and accessing the Staking Services. Unless otherwise provided in this Agreement, the capitalized terms used in this Agreement shall have the meaning provided in our User Agreements (as defined below). Your acceptance of this Agreement and your use of the Staking Services represents that you have read, understood and agreed to this Agreement and that this Agreement is legally binding on you.
1.3 By using the Staking Services, you confirm that you shall be deemed to have read, understood, accepted and agreed to comply with the terms and conditions of this Agreement as well as other terms of service, user agreements, privacy policies, transaction and operation rules, announcements and other rules (as amended and updated from time to time) and other potentially applicable terms publicly disclosed on the Sites in connection with the Staking Services (the "User Agreements"). All terms and clauses contained in the User Agreements (except to the extent expressly modified herein) are incorporated by reference and have the same force and effect as if set out in their entirety in this Agreement. In the event of any conflict or inconsistency of any term or provision set forth in this Agreement and User Agreements, such conflict or inconsistency shall be resolved by giving precedence first to this Agreement. All other provisions of our User Agreement not modified by this Agreement shall remain in full force and effect.
2. Definitions
2.1 "Applicable Network" means third party 'proof of stake' networks selected by us from time to time.
2.2 "Conversion Rate" is a variable conversion rate between Staked Assets and StakeRep, which may change from time to time.
2.3 "On-Chain Rewards" means rewards or benefits of any kind, including but not limited to Digital Assets, provided by Applicable Networks for staking, validating, or engaging in any other conduct designated by the Applicable Networks, that results in a "proof of stake" reward.
2.4 "Redemption" means the redemption of the staked Digital Assets which will be delivered to the user's account with us (the "Account") according to the terms and conditions under this Agreement.
2.5 "Staked Assets" means the Digital Assets that you subscribe to a Staking Offer.
2.6 "StakeRep" means a tokenized representation of Staked Assets on the Sites and represents your Staked Assets, plus the Staking Reward accrued, in a tradable and transferable form.
2.7 "Staking" means user will lock up (stake) a certain amount of Digital Assets to support the Applicable Network's operations and earn rewards in return, which is a crucial part of the Applicable Network's Proof of Stake (PoS) consensus mechanism.
2.8 "Staking Offer" means an offer by us to pay you Staking Rewards in return for you providing us with Staked Assets, in accordance with the terms and conditions under this Agreement.
2.9 "Staking Rewards" means the Digital Assets that are provided or accrue to you, as consideration for subscribing to a Staking Offer, in accordance with the terms and conditions under this Agreement.
2.10 "Variable Staking Rate" or "APR" is the annual percentage rate used to calculate Staking Rewards, which may vary from time to time on an on-chain earning situation and shall be published on the Sites.
3. Eligibility to Use the Staking Services
3.1 You agree and confirm:
(a) We may in our sole and absolute discretion, stake your Digital Assets, in whole or in part; (b) We may act as a validator on an Applicable Network; (c) You delegate any voting rights to us, that are attached to your Staked Assets; and (d) We may specify, in relation to the Staking Services, including but not limited to: (i) any subscription requirement or restrictions, such as minimum amounts of Staked Assets that are required to subscribe to the Staking Services; (ii) any Staking or Redemption limits of Digital Assets; and/or (iii) any others that we deem appropriate in our sole discretion and published by us on the Sites from time to time.
3.2 You also understand, undertake and confirm:
(a) You have agreed to abide by this Agreement and the User Agreement, and that you are eligible and not being prohibited from using the Staking Services defined therein; (b) If you are registering the Staking Services in your personal capacity, in order to effectively accept this Agreement, you must be at least 18 years old, possess full civil rights and civil capacity, and have adequate knowledge and experience to comprehend the nature and risks of the Staking Services you intend to use, and have all the necessary authorities and abilities to enter into this Agreement; (c) If you are registering to use the Staking Services on behalf of a legal entity, in order to effectively accept this Agreement, you declare and guarantee that (i) such legal entity is legally established and valid in accordance with applicable laws; (ii) you are duly authorized by the legal entity to have the right to act on their behalf; (d) You have the experience and risk tolerance of using the Staking Services, and have the experience and knowledge to invest in non-guaranteed digital currency products; (e) In order to use the Staking Services, you have the ability to perform operations on the internet; (f) This Agreement does not conflict with the laws of your country or region, and you promise that you will comply with the laws of your country or region; and
(g) You are the legal and beneficial owner of all the Digital Assets in your Account and guarantee that the sources of these Digital Assets are legal. You agree and undertake that you shall not use the Staking Services for illegal activities or actions that may violate public order and morals including but not limited to illegal gambling, money laundering, fraud, extortion, data breaches, terrorist financing, and any other violent activities or any business activities prohibited by applicable laws. It is your obligation to assist us in fulfilling compliance requirements related to anti-money laundering and counter-terrorism. Thus, you are required to provide your personal information and ensure its accuracy and authenticity. We reserve the right to verify any information you provide.
3.3 You further agree and promise that you will not use the Staking Services for any illegal purposes, or conduct, initiate or promote any forms of market manipulation, price manipulation, insider dealing, market distortion or any other malicious wrongdoings to the market, including but not limited to illegal gambling, money laundering, fraud, extortion, extortion, data breaches, terrorist financing, and any other violent activities or any businesses prohibited by the laws.
3.4 You understand and accept the risks that may arise to you and the related losses you may suffer from using the Staking Services, including but not limited to: (a) The risks and/or losses associated with the inability to trade the liquidity tokens. You are willing to bear the funding risks and potential financial losses caused by holding the liquidity tokens and subscribing to the Staking Services; (b) The expected yield displayed on the Sites is an estimate of yield instead of the actual yield guaranteed or promised by us. The actual yield may vary from the expected yield. Your final yield will be based on the actual yield you receive. We may deduct the cost, fees, and expenses related to the operation of Staking (including but not limited to the server fees, electricity fees, etc.) as well as the handling fees for Staking from your actual yield of Staking to determine your final yield. We do not make any guarantee or promise to the actual yield that you may receive; (c) Delivery of Digital Assets following a Redemption request or a Staking request could be subject to additional delay in various circumstances including, without limitation, extreme market volatility, network delays and outages, validator or protocol failure, or other unanticipated events. There is no guaranteed timeframe for completion of Redemption or Staking requests. Because prices of digital assets can be highly volatile, there is a risk that the market price of your Digital Assets could be significantly higher or lower by the time the Redemption request is completed and users will be unable to dispose of their Digital Assets while a Redemption request is being processed; (d) High price fluctuations of Digital Assets and their derivatives may cause significant or total losses in a short period of time; (e) Technical anomalies may occur, which may delay or prevent you from using the Staking Services or performing related transactions and result in losses of your Digital Assets; (f) Market anomalies may occur, which may result in losses of your Digital Assets; and (g) In order to maintain the overall health of the market, we are required to add, remove, or change the policies, the terms of this Agreement or other relevant service agreements or terms from time to time. Such behavior may benefit or harm individual customers like you.
3.5 By accepting the terms of this Agreement, you hereby unconditionally and irrevocably (a) confirm that you understand and accept any and all associated risks with your subscription to the Staking Services including without limitation the risks described in this Clause 3, (b) explicitly consent to, and grant us all necessary rights for using your Staked Assets as described in this Agreement and any associated risks, and (c) have carefully assessed whether, and determined that, the Staking Services are appropriate for you.
4. Use of the Staking Services
4.1 You can make commands, such as Staking, Redemption, etc. through the user page. Once the command is set, you will not be able to cancel, revoke or edit it.
4.2 When your Digital Assets are successfully staked, you agree to entrust and authorize us as an intermediary to perform certain actions to certain amount of Digital Assets in your Account.
4.3 Your Staked Assets will not be segregated from the Digital Assets of others. Digital Assets may be commingled in hot wallets and/or cold wallets with Digital Assets of other users and/or owned by us. You will not have a right to recover any specific Digital Assets but you can refer to this Clause 4 for Redemption.
4.4 Subject to the specific rules and terms applicable to specific Digital Assets in connection with the Staking Services published by us on the Sites from time to time, once the Digital Assets have been staked, we may issue you certain amount of StakeRep at the Conversion Rate, if applicable. The StakeRep could be used at the Sites, for spot trading and/or as collaterals. The use of StakeRep shall be subject to the rules and terms published by us at the Sites from time to time, and we shall reserve our sole discretion to allow, consider, modify or cancel any use of the StakeRep for any purpose at any time at the Sites.
4.5 Unless otherwise set forth in and subject to any specific rules and terms applicable to specific Digital Assets in connection with the Staking Services published by us on the Sites from time to time, the Staking Rewards shall: (a) Start accruing no later from the second day after your Staking, as the case may be ("Reward Calculation Day"). You do not earn any Staking Rewards before the Reward Calculation Day; (b) Be distributed to your Account daily, the day after each Reward Calculation Day; (c) Be calculated by reference to the Variable Staking Rate on the day the Staking Rewards accrue; (d) Be applied each day to Staked Assets only, nor at Redemption; (e) Be distributed in the form of your Digital Assets or StakeRep, as the case may be; and (f) Be calculated and rounded down to 8 decimal places. For avoidance of doubt, we may retain some On-Chain Rewards. This amount may be different from Staking Rewards. We do not guarantee that you will receive Staking Rewards at the Variable Staking Rate shown at the time you subscribe. Any representation concerning possible return at the time you subscribe (i) is an indicative estimate only and not guaranteed, (ii) is based on the Variable Staking Rate, which may change, and (iii) may be more or less than the On-Chain Rewards.
4.6 Unless otherwise set forth in and subject to any
specific rules and terms applicable to specific Digital Assets in connection with the Staking Services published by us on the Sites from time to time, regarding the Redemption: (a) We shall provide you with the ability to redeem your Staked Assets within a reasonable time after the Redemption request is submitted (the "Redemption Date"); (b) Once you have submitted the Redemption request, you will no longer earn any Staking Rewards in relation to the portion of the Staked Assets that you have requested to redeem. For avoidance of doubt, a Redemption of Staked Assets shall not be eligible for any Staking Rewards. Once the order of such Redemption has been placed and/or confirmed, such order cannot be cancelled, revoked or edited; (c) You shall be able to receive your redeemed Staked Assets in your Account within a reasonable time upon making a Redemption request, according to specific rules and terms published by us on the Sites from time to time; (d) We may adopt a daily quota of the Redemption set for each user by us, which may change from time to time without notice; (e) All Redemption requests shall be handled by us on a first-in first-out (FIFO) basis, and they shall be processed by us in no event later than the end of the day (close of business at UTC+8).
4.7 You hereby agree that, subject to the rules and terms published by us on the Sites from time to time, we may apply a maximum or minimum aggregate amount of Digital Assets to be staked and/or redeemed for each time of Staking and/or Redemption, or within 24 hours (starting from the first Staking or Redemption transaction after each reset).
4.8 You will be able to view your Account history on the Sites. You must review your Account history carefully and let us know if you see any entries or transactions that you do not recognize or you think are incorrect as soon as possible. We may rectify any error in your Account history at any time, and reserve the right to void or reverse any transaction: (a) Involving or deriving from a manifest error (that is, any error, omission, or misquote (whether an error of us or any third party) which is manifest or palpable, including a misquote by any representative of us taking into account the current market and currently advertised quotes, or any error of any information, source, official, official result or pronunciation); or (b) To reflect what we reasonably consider to be the correct or fair details of the transaction.
4.9 We may be required under applicable laws and regulations to share information about your Account and use of the Sites with third parties. You acknowledge, agree and consent that we are entitled to disclose such information.
5. Suspension or cancelling your subscription of the Staking Services
5.1 Without prejudice to the User Agreement, we may stop, suspend or cancel your access to the Sites, impose limits to your Account, suspend or cancel your ability to participate in the Staking Services, or delay certain transactions where:
(a) You do not provide additional information to verify your identity or source of funds as requested by us; (b) We are required to do so by court order, to comply with any applicable laws and regulations (including anti-money laundering or sanctions laws); (c) We are required to do so to comply with any direction or instruction from a government body or agency; (d) We reasonably determine that any information you have provided to us is wrong, untruthful, outdated or incomplete; or (e) You do not provide additional information that we request to our reasonable satisfaction or in a timely manner.
6. Liabilities
6.1 You agree and accept that the user's estimated yield displayed on the Sites is an estimation but not a guaranteed or promised actual yield. The actual yield may not meet or may be lower than the estimated yield. Your final yield will be based on your actual yield. We do not promise or guarantee your estimated yield or actual yield you will receive.
6.2 You agree and accept that when you redeem your Staked Assets, the time it takes for the Digital Assets to arrive at your Account may vary and the arrival on displayed on the Sites is final. We shall not be liable for any losses caused by the Digital Assets arrival time difference.
6.3 You agree and accept that we reserve the right to amend the content of this Agreement anytime in our sole discretion. We shall not be liable to any losses due to your misunderstanding of this Agreement, or your delay of reading the amendments to this Agreement.
6.4 You agree and accept that if the Sites cannot function properly or the Staking Services are interrupted due to the following conditions, such that you are unable to use the Staking Services or cannot make commands or perform related trading operations, including but not limited to failure, delay, interruption, no system response, delayed system response or any other abnormal circumstances, we shall not be liable to any losses. These circumstances include but limited to: (a) Services suspension for maintenance as announced by us; (b) Hacker attack(s) on us for purposes including but not limited to stealing user account passwords, secret keys, API key(s), and other information, that result in losses caused by illegal hacking into the user's accounts and / or illegal transfer of Digital Assets; (c) System failure to transmit data; (d) Force majeure or accidents, such as
typhoon, earthquake, tsunami, flooding, plague, power outage, war, turmoil, government actions, terrorist attacks, etc., that lead to the suspension of the Sites and/ or the Staking Services; (e) Service interruption or delay due to hacking, computer virus, technical adjustment or failure, website upgrade, banking issues, temporary closure due to government regulations and any other reasons; (f) Service interruption or delay caused by the computer system being damaged, defective or unable to perform normally; (g) Losses due to technical problems that cannot be predicted or solved by existing technical forces in the industry; (h) Losses suffered by you or other third parties due to the fault or delay of the third party; (i)
Losses suffered by you or other third parties due to changes in any applicable laws and regulations, or government, regulatory or law enforcement orders; (j) Losses suffered by you or other third parties due to force majeure or accidents caused by other unforeseeable, unavoidable and unsolvable objective circumstances; (k) Other losses not attributable to us due to external uncontrollable events. You agree and accept that the above reasons may lead to abnormal transactions, market interruptions and other possible abnormal circumstances, we reserve the right to refuse to execute your commands based on the actual circumstance. You understand and agree that we shall not be liable to any of your losses including but not limited to direct or indirect losses, actual losses or loss of possible yield, etc.)
6.5 You agree and accept that we shall not be liable for any losses caused by the risks described in Clause 3 of this Agreement (including but not limited to any direct or indirect losses, actual losses or possible loss of profits).
7. Technology disclaimers
7.1 We may, from time to time, suspend access to your Account, the Sites, the Staking Services and/or any other
of our services, for both scheduled and emergency maintenance. We will make reasonable efforts to ensure that transactions on the Sites are processed in a timely manner, but we make no representations or warranties regarding the amount of time needed to complete processing, which is dependent upon many factors outside of our control.
7.2 Although we make reasonable efforts to update the information on the Sites, we make no representations, warranties, or guarantees, whether express or implied, that the content on the Sites, including information in relation to the Staking Services and any other of our services, is accurate, complete, or up to date.
7.3 You are responsible for obtaining the data network access necessary to use the Staking Services or any other of our services. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Staking Services, the Sites, any other of our services, and/or any updates thereto. We do not guarantee that any of our services, or any portion thereof, will function on any particular hardware or devices. The Staking Services, the Sites, and/or any other of our services, may be subject to malfunctions and delays inherent in the use of the internet and electronic communications.
8. Mandatory Measures
8.1 You agree and accept that we strictly prohibit unfair trading practices. We reserve the right to exercise control over your Account or shut down your Account if you perform the following actions: (a) Market manipulation, price manipulation, insider dealing, market distortion, or any other malicious wrongdoings or behaviors; (b) Harming other users or us using the loopholes of the Staking Services or other unreasonable means; (c) Participation in any activities that we regard as harmful to the market; and/or (d) Violation of applicable laws and regulations.
8.2 In order to eliminate any adverse effects on the overall market, we reserve the right to take the following measures at our sole discretion, including but not limited to the closing down of your Account, restricting or cancelling your commands. You understand and agree that we shall not be liable for any losses (including but not limited to any direct or indirect losses, actual losses or losses of possible profits) incurred by you in connection with the above measures.
9. Indemnification
9.1 You shall take every possible measure to protect us and our affiliates from any damages arising out of your use of the Staking Services or other actions related to your Account, otherwise you should be liable to us for any and all losses.
9.2 You hereby agree to release us and our affiliates from liability for any and all losses, and you hereby agree to defend, indemnify and hold us and our affiliates harmless from any claim or demand (including reasonable legal fees) made or incurred by any third party against us due to or arising out of your breach of this Agreement, your improper use of the Staking Services, your violation of any laws or regulations of application jurisdictions) or the rights of a third party and/or the actions or inactions of any third party to whom you grant permissions to use your Account or access the Sites, or any of the Staking Services on your behalf.
10. Miscellaneous
10.1 The contents of this Agreement also include our various system specifications, other agreements or rules in the annex to this Agreement, and other relevant agreements and rules regarding the Staking Services that we may issue from time to time.
Once the above content is officially released, it is an integral part of this Agreement, and you should also abide by it. In the event of any conflict between the above content and this Agreement, this Agreement shall prevail.
10.2 We reserve the right to unilaterally modify this Agreement (including the above contents) if necessary.
Such modification could happen at any time without prior notice. Please check the latest information posted on the Sites to inform yourself of any changes. Your continued use of or access to the Staking Services following the posting of any changes constitutes acceptance of those changes. If you do not accept the revised content, you should stop using the Staking Services.
10.3 You should carefully read the Agreement, and any document referred to in Clause 10.1 and 10.2 of this Agreement that constitute the contents of this Agreement. If there is anything that you do not understand in the Agreement and any document referred to herein, you should contact us at
24/7 chat and seek for clarification. Unless otherwise instructed by us, any formal communication and document transfer between you and us should be undertaken through email. Any formal communication between you and us should, unless otherwise agreed, be made in the English language. In the event of any discrepancy between the communication in English and that in a foreign language, the English version shall prevail. In the event of any discrepancy between any formal and/or informal communications and the Agreement, the Agreement shall prevail.
10.4 If any provisions of this Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired in any way. However, if any provisions of this Agreement shall be invalid, illegal or unenforceable under any such applicable law in any jurisdiction, it shall, as to such jurisdiction, be deemed modified to conform to the minimum requirements of such law, or if for any reason it is not deemed so modified, it shall be invalid, illegal or unenforceable only to the extent of such invalidity, illegality or limitation on enforceability without affecting the remaining provisions of this Agreement, or the validity, legality or enforceability of such provision in any other jurisdiction.
10.5 No failure or delay by us in exercising any right, power or remedy it is entitled to under this Agreement or by stipulation of law or regulation shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise of such rights, power or remedies.
10.6 This Agreement, your use of the Staking Services, any claim, counterclaim or dispute of any kind or nature whatsoever arising out of this Agreement, directly or indirectly, shall be governed by, and construed in accordance with the laws of the Republic of Panama without regard to the principles of conflicts of laws thereof.
10.7 Dispute Resolution
(a) Any dispute arising out of or in connection with this Agreement or any document or transaction in connection with this Agreement (including any dispute or claim relating to: (i) the existence, validity or termination of this Agreement; and (ii) any non-contractual obligations arising out of or in connection with this Agreement ("Dispute") shall at first instance be referred to and resolved amicably through negotiation. (b) In the event that the Dispute fails to be resolved by negotiation within thirty (30) days from the initiation of such negotiations by issuance of a notice of Dispute by one party to the other party, such Dispute shall first be referred to proceedings at Center for Conciliation and Arbitration of the Chamber of Commerce, Industries, and Agriculture of Panama ("CECAP") for mediation in good faith in accordance with the ICC Mediation Rules of the International Chamber of Commerce in force from time to time. If the Dispute has not been settled upon signing of a settlement agreement within ninety (90) days following the filing of a request for mediation set force above, such Dispute shall be referred to and finally resolved by arbitration administered by CECAP under the Rules of Arbitration of the International Chamber of Commerce when the Arbitration Notice is submitted. The law of this arbitration clause shall be Panama law. The seat of arbitration shall be Panama. The arbitral tribunal shall consist of three arbitrators. We shall appoint one (1) arbitrator and you shall appoint one (1) arbitrator. The third arbitrator shall be appointed by the President of the CECAP. Such arbitrators shall be freely selected, both we and you shall not be limited in the selection to any prescribed list. The arbitration proceedings shall be conducted in English. You agree that we shall not be required to give general discovery of documents, but may be required only to produce specific, identified documents which are relevant and material to the outcome of the Dispute. (c) You agree to abide by all decisions and awards rendered in such proceedings. Such decisions and awards rendered by the arbitrator shall be final and conclusive. All such controversies, claims or disputes shall be settled in this manner in lieu of any action at law or equity.
10.8 You shall not transfer, novate or assign this Agreement, and the rights and obligations hereunder, in whole or in part, without the prior written consent of us. We reserve the right to transfer, novate or assign any rights or obligations under this Agreement by serving written notice on you, which takes effect upon the delivery of such notice.
10.9 The headings of all the terms of this Agreement are for convenience only and have no actual meaning and cannot be used as a basis for interpretation of the meaning of this Agreement.
10.10 This Agreement be translated to and provided in another language. Should there be any inconsistencies or discrepancies, the English version of this Agreement shall always prevail.
10.11 We shall have the sole and final discretion to interpret this Agreement.
