▶ WOO X Staking Terms of Use

1. Overview

1.1 The WOO X Staking Service (the “Service” or “Services”) is offered by WOOTECH Limited (“WOO,” “we,” or “us”), and apply to your use of WOO X Cryptocurrency Exchange (“WOO X” or the “Exchange”). The Service allows users to obtain Rewards by Staking and subsequently Unstaking the Designated Digital Assets, pursuant to the terms and conditions of this WOO X Staking Terms of Use (“Terms”).

1.2 By using the Service, you confirm that you have read and accepted all the terms of this Terms. Your use of the Service represents that you have read, understood and agreed to this WOO X Staking Terms and that this Terms is legally binding on you.

1.3 Besides the Terms provided herein, all Users must abide by the WOO X Terms of Service, and this Terms forms parts of the WOO X Terms of Service. In addition, Users should carefully read and fully understand and comply with all the guidelines, instructions, announcements, information, tutorial and FAQ of WOO X Staking (“WOO X Staking Rules” or “the Rules”).

1.4 WOO X STAKING IS NOT INTENDED TO CONSTITUTE AN OFFERING OF SECURITIES OF ANY FORM, UNITS IN A BUSINESS TRUST, UNITS IN A COLLECTIVE INVESTMENT SCHEME OR ANY OTHER FORM OF INVESTMENT IN ANY JURISDICTION. ANY INFORMATION CONTAINED IN THE WOO X STAKING DOES NOT CONSTITUTE INVESTMENT ADVICE OR ANY MARKETING, PROMOTION OR OFFER OF ANY TOKENS OR INVESTMENTS.

This Terms supplements the WOO X Terms of Service. In the event of any conflict or inconsistency between any term or provision set forth in this Terms and the WOO X Terms of Service, such conflict or inconsistency shall be resolved by giving precedence to these Terms. All provisions, including capital terms or definitions, of the WOO X Terms of Service not modified by this Terms shall remain in full force and effect. 

2. Definitions

2.1. This Service allows Users to partially or in whole Stake their Designated Digital Assets on a Staking Protocol(s) through the WOO X to allow Users earn Rewards. Subject to the terms and conditions of these Terms and Rules, staked Designated Digital Assets may not be Unstaked until after a period of time has elapsed, depending on the Staking Protocol chosen and market conditions.

2.2 Definitions relating to the Service include:

• Designated Digital Assets: means WOO token, and any other digital asset that is available under the Service as determined by WOO from time to time. 
• Estimated Rewards: a currently estimated rate or amount of Rewards. Actual Rewards may be higher, lower or the same as Estimated Rewards;
• Instant Unstaking: an ability to Unstake Designated Digital Assets without waiting for the period of time after which they can be released from a Staking Protocol. Instant Unstaking may not be available, depending on the Staking Protocol chosen and market conditions.
• Rewards: rewards or benefits that users may receive by Staking and Unstaking Designated Digital Assets in the Service;
• Unstake/Unstaking: the closing of a position in the Service and subsequent return of staked Designated Digital Assets into a User’s account;
• Service Fee: WOO may charge relevant service fee (including but not limit to the fee for Instant Unstaking) before distributing the Rewards to the Users;
• Stake/Staking: an opening of a position through the Service, which results in Designated Digital Assets being partially or in whole locked in a Staking Protocol;
• Staking Protocol: third-party blockchain network(s) to which Designated Digital Assets may be staked, selected by WOO from time to time.

3. Eligibility to Use the Service

3.1 You agree that WOO may undertake the following actions:

1. Hold, stake, and/or unstake your Designated Digital Assets, either entirely or partially;
2. Function as a validator on a Staking Protocol when the Designated Digital Assets are staked on the Staking Protocol;
3. Utilize any potential voting rights associated with the staked Designated Digital Assets, which you have delegated to WOO;
4. Execute discretionary measures concerning your Designated Digital Assets within your account to deliver the services.

3.2 You also understand and confirm that:

1. You have agreed to abide by the WOO X Terms of Service and are eligible and permitted to use the Services specified therein.
2. If you use the Service, these Terms are binding on you.
3. Prior to using WOO X Staking, you must complete registration and identity verification for your WOO X account and confirm that you are not a citizen or resident of any unsupported countries/regions. Moreover, WOO X may, at times, prohibit Users from specific countries/regions from using WOO X Staking, even if they are not listed as unsupported countries/regions. In such cases, WOO X will list the specific countries/regions in advance through the Rules.
4. The Service is only available on your main accounts.
5. You possess the experience and risk tolerance required to use the Service, and you have the knowledge necessary to invest in non-guaranteed digital asset products.
6. These Terms and your use of the Service do not conflict with the laws of your country or region, and you agree to comply with the laws of your country or region.
7. You are the legal and beneficial owner of all the Designated Digital Assets in your WOO account, and the sources of your Designated Digital Assets and fiat currency are not from illegal activities or violate any anti-money laundering or combating the financing of terrorism laws.

3.3 You acknowledge and accept the risks that may arise and the associated losses you may incur by utilizing the Service. These risks and losses encompass, but are not limited to:

1. Potential losses stemming from the risks linked to the inability to promptly sell or convert Designated Digital Assets deposited into the Service into a preferred alternative asset, or where conversion is feasible but at a loss. You are prepared to assume the risks and potential financial losses resulting from depositing Designated Digital Assets into the Service.
2. Potential losses resulting from the risks associated with the inability to trade, sell, or convert any Designated Digital Assets into a preferred alternative asset, or where conversion is possible but at a loss.
3. Potential losses resulting from the risks associated with the inability to Unstake the staked Designated Digital Assets or withdraw the unstaked Designated Digital Assets or Rewards at a specific timing, or where Unstaking or withdrawal is feasible but at a loss. You are prepared to bear the risks and potential financial losses resulting from depositing Designated Digital Assets into the Service.
4. Past returns do not guarantee future returns. The Estimated Rewards presented on the WOO Platform are theoretical estimates and do not constitute actual or guaranteed Rewards promised by WOO. WOO does not provide any assurance or promise regarding Rewards. Actual Rewards may differ from the Estimated Rewards, and they may be higher or lower compared to the rewards obtained by staking your Designated Digital Assets directly to the corresponding Staking Protocol. Rewards will be computed and allocated at WOO's discretion. WOO may subtract costs, fees, and expenses associated with the operation of the Service from your actual Rewards to determine the final amount payable to you.
5. Fluctuations in the price of Designated Digital Assets and their derivatives may lead to significant or total losses within a short timeframe.
6. Market risks may materialize, resulting in the loss of your Designated Digital Assets.
7. WOO reserves the right to introduce, remove, or modify its terms or policies, including these Terms and Rules, periodically while you utilize the Service. Such actions may have either positive or negative effects on users like yourself.

4. Use of the Service

4.1 At the time of order placement, the Exchange will show an Estimated Reward, and a minimum token amount to be staked. Your staked Designated Digital Assets may not earn Rewards at a rate equivalent to or better than the Estimated Reward shown at the time of order placement. Once the order has been placed, you may not be able to cancel, revoke or edit the order.

4.2 Once your order has been placed, WOO shall attempt to stake or allocate the Designated Digital Assets staked on the selected Staking Protocol, in an amount equivalent to a whole or a part of your order quantity. Depending on the Staking Protocol chosen and market conditions, your order may not be successfully placed and you will not earn any Rewards.

4.3 Rewards shall be accrued and calculated based on the Rules as announced by WOO from time to time.

4.4. In order to Unstake your staked Designated Digital Assets, you must enter an Unstaking request into the Exchange. Partial Unstaking may not be permitted, and you may be required in any Unstaking request to Unstake your complete order amount. Once you have entered an Unstaking request, you will no longer earn any Rewards in relation to the Designated Digital Assets which are the subject of your Unstaking request. Once an Unstaking request has been placed, you may not be able to cancel, revoke or edit the request. The speed at which any Unstaking request may be satisfied will vary and depend on market conditions. You agree and accept that when you Unstake your Designated Digital Assets, the time it takes for the Designated Digital Assets and the Rewards to arrive at your account may vary (e.g., by hours or days). WOO shall not be liable for any losses caused by the difference between estimated and actual Designated Digital Assets and Rewards arrival time.

4.5 WOO may provide Users with a “Instant Unstaking” feature in the Service. Such feature may only be provided if there is sufficient liquidity in the Service to provide Users with Instant Unstaking. Instant Unstaking is not guaranteed, it may not be available (with or without notice) and Users may need to await standard Unstaking in order for their Unstaking request to be satisfied. WOO reserves the right to suspend Instant Unstaking without notice at any time at its sole discretion.

4.6 WOO reserves the right to charge a Service Fee for providing you with any part of the Service. Such Service Fee shall be published on the Exchange, and may be modified by WOO, from time to time.

4.7 WOO reserves the right to introduce, impose, adjust or remove any Staking or Unstaking limit on the corresponding amount or time period in its sole discretion, while you are using the Service. 

4.9 Users should be aware that, during the staking period, unless Users are willing to unstake instantly and bear the relevant Service Fees, the staked Designated Digital Assets, cannot be traded, used as collateral or unstaked immediately.

5. Suspension / Cancellation / Termination 

At its sole discretion, WOO reserves the right to suspend, cancel, or terminate the Service, or your access to it. The WOO X Terms of Service outline the specific circumstances under which WOO may take such actions. These circumstances may include, but are not limited to:

1. Failure to furnish requested additional information for identity verification or the source of funds;
2. Compliance with court orders or relevant laws and regulations;
3. Adherence to directives from government bodies or agencies;
4. Identification of false, misleading, outdated, or incomplete information provided by you;
5. Failure to provide requested information to our reasonable satisfaction or within a reasonable timeframe.

6. Liabilities

6.1 The WOO X Terms of Service set out situations in which you may incur losses or liabilities and WOO assumes no liability. Without prejudice to those terms, those situations include:

1. Inability to use the Service or make commands or perform trading operations due to failure, delay, interruption, lack of system response, delayed system response, or other abnormal circumstances;
2. Service suspension for maintenance;
3. Failure to transmit data;
4. Force majeure or accidents, such as typhoon, earthquake, tsunami, flooding, plague, power outage, war, turmoil, government actions, terrorist attacks, pandemic, epidemic, or other such acts;
5. Service interruption or delay due to hacking (either on the Exchange or the Staking Protocol), computer virus, technical adjustment or failure, website upgrade, banking issues, temporary closure due to government regulations or other such matters, or any other extreme market volatility;
6. Losses due to technical problems that cannot be predicted or solved by existing technical forces;
7. Losses due to third parties;
8. Losses due to changes in any applicable laws and regulations, or government, regulatory or law enforcement orders.

You agree and accept that the above or any other reasons may lead to abnormal transactions, abnormal market and price fluctuations, market interruptions and other possible abnormal circumstances and WOO assumes no liability on the circumstances.

6.2 WOO reserves the right and sole discretion to refuse to execute or cancel your commands.

6.3 You agree and accept that WOO shall not be liable for any losses caused by the risks described in this Terms and the WOO X Terms of Service (including but not limited to any direct or indirect losses, actual losses and possible loss of profits).

7. Technology disclaimers

WOO may temporarily suspend access to your WOO accounts, the Exchange, and other services for maintenance purposes. You give permission for WOO to transfer partially or whole your staked Designated Digital Assets between Staking Protocols and digital wallets during these activities. While WOO strives to process Exchange transactions promptly, they do not guarantee specific timeframes for maintenance. Additionally, WOO endeavors to update Exchange information but does not assure the accuracy, completeness, or timeliness of the content, including details about the Services.

You are accountable for securing the data network access required to utilize the Services or any other WOO Services. It is your responsibility to obtain and maintain compatible hardware or devices essential for using the Service, any WOO Services, the Exchange, and their updates. WOO cannot ensure that the WOO Services, or any part of them, will operate on specific hardware or devices. The functionality of WOO Services may be impacted by malfunctions and delays inherent in internet and electronic communications.

Despite efforts to secure data and transactions, the risk of unauthorized access, hacking, data loss, or breaches cannot be fully eliminated. Users must acknowledge the risk of unauthorized access to their account information and potential loss of Designated Digital Assets due to security breaches. The Designated Digital Assets landscape is dynamic, with technology advancements potentially necessitating changes to the Services and user interactions with the Exchange. WOO retains the right to adjust technology, features, or Service requirements in response to technological progress or regulatory modifications without advance notification.

8. Mandatory Measures

You agree and accept that WOO strictly prohibits unfair trading practices. WOO reserves the right to exercise control over your account or shut down your account in its sole discretion if you engage in any of the following conduct:

1. wash trades, pump and dump schemes, self-trading, quote stuffing, spoofing or layering, front running or engaging in disorderly market conduct regardless of whether prohibited by applicable law;
2. engage in any other activity which violates public interests, public morals, or the legitimate interests of others, including any actions that would interfere with, disrupt, negatively affect, or prevent other Users from using the Services;
3. Participation in any activities that WOO regards as harmful to the market;
4. Participation in any illicit activities, or violation of any applicable laws and regulation.

In order to eliminate any adverse effects on the overall market, WOO reserves the right and sole discretion to suspend or terminate your account, use of the Service, or refuse to execute or cancel your commands. WOO 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 in connection with the above measures.

9. Indemnification

9.1 You shall take every possible measure to protect WOO from any damages arising out of your use of the Service or other actions related to your WOO account.

9.2 You agree to indemnify, hold harmless and promptly defend WOO and WOO’s affiliates and associates (including our and their respective agents (if any) and the shareholders, directors, officers and employees of WOO and WOO’s affiliates and associates) (each an “Indemnified Party”) from and against any and all losses arising from or in connection with any claims, losses, liabilities, damages, judgments, penalties, fines, costs and expenses of whatever kind (including professional fees and reasonable attorney’s fees) which may be suffered or incurred by any of the indemnified party arising out of or related to your use of the Service or other circumstances set out in the WOO X Terms of Service.

10. Miscellaneous

10.1 WOO can unilaterally modify the Terms or Service terms at any time without notice. Revised content will be posted on WOO's website. Your continued use implies acceptance. Stop if you don't agree.

10.2 Invalid provisions won't affect the rest. If a provision is invalid under applicable law, it will be modified or deemed unenforceable only in that jurisdiction.

10.3 The failure or delay of WOO’s enforcement of any right or provision of this Terms will not be deemed a waiver of such right or provision.

10.4 You shall not transfer, novate or assign this Terms, and the rights and obligations hereunder, in whole or in part, without the prior written consent of WOO. WOO has the right to transfer, novate or assign any rights or obligations under this Terms by serving written notice on you, which takes effect upon the delivery of such notice.

10.5 Headings in this Terms are for convenience only and hold no interpretative value.

10.6  WOO shall have the sole and final discretion to interpret this Terms.