Auto-earn User Agreement

Published on May 18, 2023

Last updated: June 15, 2023

1. Overview

1.1 The Auto-earn Service (the, “Auto Earn Service”, “Service” or “Services”) is provided by Aux Cayes FinTech Co. Ltd. ("OKX") as a value-added service to OKX users so that they can earn interest by using their Digital Assets at OKX Platform, pursuant to certain terms and conditions. OKX is responsible for the product design management and the operation of the Service. In order to use the Service, you should read and abide by this Auto-earn User Agreement (this “Agreement”). Please be sure to read carefully, fully understand and agree to the terms of this Agreement.

1.2 Unless you have read and accepted all the terms of this Agreement, you are not authorized to or should not use the Services. Your acceptance of this Agreement and your use of the Services represents that you have read, understood and agreed to this Agreement and that this Agreement is legally binding on you.

1.3 This Agreement shall supplement our OKX Terms of Service. In the event of any conflict or inconsistency of any term or provision set forth in this Agreement and our OKX Terms of Service, such conflict or inconsistency shall be resolved by giving precedence first to this Agreement. All other provisions of our OKX Terms of Service not modified by this Agreement shall remain in full force and effect.

2. Definitions

2.1 Auto-earn is a saving product that OKX provides as a digital asset value-added Service to OKX users for flexible returns in relation to their Idle Assets. For the avoidance of doubt, “Idle Asset(s)” shall mean any Digital Assets available at the funding account of an OKX user which have remained non-transacted or idle for a continuous period of six hours on a 24/7 basis at the OKX Platform. OKX users shall be able to earn market-based interest from activating, subscribing and/or participating in the Service.

2.2 The Service allows OKX users to lock up their Digital Assets at the OKX Platform to facilitate other services provided by OKX and earn interest. Activation, subscription and redemption are supported 24/7 at the OKX Platform.

2.3 The Service is provided by OKX and secured by OKX’s risk management system. Users can earn returns while their Digital Assets are in the Earn product.

2.4 “Service Fee” refers to the fees a user may pay to OKX when activating, subscribing or participating in the Service.

2.5 Other definitions relating to the Services include:

  • “APY” means the Annual Percentage Yield, which is used as an indicator or measure of the returns in the Service.

  • "Earn” offer, product or program: any offer, product or program available at the OKX Earn website: https://www.okx.com/earn

  • T hour: An hour in a normal trading day based on Hong Kong time (UTC+8).

  • T day: A natural day based on Hong Kong time (UTC+8).

  • Principal: Amount of Digital Assets available in the User’s Account for the purpose of using the Service.

  • Redemption: The transfer back to the User’s Account of the Digital Asset deposited in the Service.

3. Eligibility to use the Service

3.1 You agree and confirm: a. OKX is holding or depositing your Digital Assets, in whole or in part; b. OKX is acting as a validator on an applicable network; c. You are delegating any voting rights that are attached to the Digital Assets you deposited into the Service to OKX; and d. OKX may specify, from time to time, in relation to the Service,

  • minimum amounts of Digital Assets required to be deposited in order to subscribe to the Service;

  • any redemption period;

  • any redemption limits; and/or

  • any subscription limits.

3.2 You also understand and confirm:

  • You have agreed to abide by our OKX Terms of Service, and that you are eligible and are permitted to use the Services defined therein;

  • If you are registering for the Service in your personal capacity, in order to effectively accept this Agreement, you must be at least 18 years old, with full civil rights and civil capacity, and have all the necessary authorities and abilities to enter into this Agreement. Once entered, it is binding on you;

  • If you are registering to use the Service 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.

  • You have the experience and risk tolerance required to use the Service, and have the experience and knowledge necessary to invest in non-guaranteed digital currency products;

  • In order to use the Service, you have the ability to perform operations on the Internet;

  • This Agreement does not conflict with the Applicable Laws and Regulations of your country or region, and you agree to comply with the Applicable Laws and Regulations of your country or region;

  • You are the legal owner of all the Digital Assets in your OKX Account and guarantee that the sources of these Digital Assets are legal.

3.3 You further agree and promise:

  • You will not use the Service for any illegal purposes 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 law.

  • You will not conduct, initiate, or promote any forms of market manipulation, price manipulation, insider dealing, market distortion or any other malicious acts with respect to the market.

  • You will not engage in any other forms of illegal conduct including, but not limited to, illegal gambling, money laundering, fraud, extortion, data breach, terrorist financing, and any other violent activities or business activities prohibited by the law.

3.4 You understand and accept the risks that may arise and the related losses you may suffer from using the Service including, but not limited to:

  • Any loss you may suffer from the inability to trade the Digital Assets. You are willing to bear the funding risks and potential financial losses caused by depositing the Digital Assets and subscribing to the Service;

  • The expected returns displayed on OKX Platform are theoretical estimates of returns; they are not actual returns guaranteed or promised by OKX. Actual returns may vary from the expected returns. Your final returns will be based on the actual returns you receive, which shall be distributed by OKX in its sole discretion. OKX may deduct the cost, fees, and expenses related to the operation of the Service (including, but not limited to, the server fees, electricity fees, etc.) as well as the handling fees from your actual returns to determine your final yield. OKX does not make any guarantee or promise to the actual returns that you may receive;

  • Price fluctuations of digital assets and their derivatives may cause significant or total losses in a short period of time;

  • Technical anomalies may occur, which may delay or prevent you from using the Service or performing related transactions and result in losses of your Digital Assets;

  • Market anomalies may occur, which may result in losses of your Digital Assets;

  • In order to maintain the overall health of the market, OKX is required to add, remove, or change the policies, the terms of this Agreement or other relevant service agreements or terms from time to time. Any changes may benefit or harm users like you.

4. Use of the Services

4.1 You can make commands, such as activate, subscribe, deposit, lock up, redeem, deactivate, etc. through the OKX 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 deposited, you agree to entrust and authorize OKX as an intermediary to perform certain actions with respect to those Digital Assets, including but not limited to node voting and Digital Asset gain.

4.3 By activating the Service, you agree that the eligible Digital Assets in your funding account will be placed in Earn offers when it become available for the particular types of assets you hold or deposit in your funding account. Upon subscription, OKX shall transfer your eligible Digital Assets from your funding account to your grow account when the Earn offers become available, provided that such assets qualify as “Idle Assets”. For the avoidance of doubt, eligible Digital Assets shall mean the “Idle Assets” in your funding account. Once the matching of the offers is completed, the subscription of the Service shall also be completed.

4.4 Following subscription of Earn offers, matching shall be conducted for your eligible Digital Assets with the Earn offers. Regardless of whether matching shall be successfully completed, your eligible Digital Assets will be placed and/or kept in your grow account until you de-activates or un-subscribes the Service.

4.5 Following activation of the Service, if no offer is available for your eligible Digital Assets, then your eligible Digital Assets will remain at your funding account until you de-activates or un-subscribes the Service.

4.6 Every OKX user shall be eligible to participate in the Service. However, those who complete the required KYC identity authentication shall be eligible for bonus APY offered in any particular Digital Assets available in the Earn offers. For details of the KYC requirements, please visit Auto-earn Product Rules.

4.7 During the subscription of the Service by OKX to you, your eligible Digital Assets will yield interest: a. Interest rate: the interest rate you have requested as a lender to be matched with the interest rate available at OKX Platform. b. Matching: You will have to set the expected interest rate that you wish to yield from the subscribed Digital Assets through the matching function at OKX Platform. Once your Digital Assets have been deposited into the Service, your Digital Assets shall be matched or participated in interest rate bidding at the matching function under the Service. If a bid is successful and your expected interest rate is matched, you will earn interest from your Digital Assets deposited at the OKX Platform. c. Auto-earn rules: if your eligible Digital Asset and the bid is successfully matched on the T hour, the hourly interest for the deposited Digital Asset shall be from T hour to T+1 hour and will be distributed on T+1 hour. All interests will be distributed to your Account. For details of the interest rate setting and distribution, please visit Auto-earn Product Rules. d. Redemption rules: you can redeem after entering the redemption command at any time. Depending on the currency of the Digital Assets, the redeemed Digital Asset may be returned to the User’s Funding Account instantaneously after the redemption command is given.

4.8 You may deactivate the subscription and participation of the Service via the OKX Platform at any time, and any eligible Digital Assets in the Earn program shall return to your funding account simultaneously.

4.9 For the avoidance of doubt, historical returns are not indicative of future returns. OKX does not guarantee that you will receive repayment of the Principal or the interests as shown on OKX Platform at the time you subscribe. Any representation concerning possible return at the time you subscribe is an indicative estimate only and not guaranteed.

4.10 OKX shall impose different deposit or subscription limits depending on the types of Digital Assets available at the Earn offers from time to time. For details of the deposit or subscription limits, please visit Auto-earn Product Rules. Master accounts and sub-accounts share the deposit and/or subscription limits, but there is no redemption limit. OKX reserves the right to adjust the deposit, subscription and redemption limits (if applicable) in its sole discretion.

4.10 OKX reserves the right to charge a Service Fee for processing subscription and redemption, and such Service Fee shall be published on the OKX Platform, and may be modified by OKX, from time to time.

4.11 You will be able to view your account history on the OKX Platform. You must review your account history carefully and let OKX know if you see any entries or transactions that you do not recognize or you think are incorrect as soon as possible. OKX 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 OKX or any third party) which is manifest or palpable, including a misquote by any representative of OKX 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.

4.12 OKX may be required under Applicable Laws and Regulations to share information about your accounts and use of the OKX Platform with third parties. You acknowledge, agree and consent that we are entitled to disclose such information.

5. Suspension or canceling your subscription of the Service

5.1. Subject to our OKX Terms of Service, OKX may stop, suspend or cancel your access to the OKX Platform, impose limits to any OKX accounts, suspend or cancel your ability to participate in the Service, or delay certain transactions where: a. you do not provide additional information to verify your identity or source of funds as requested by OKX; b. OKX is required to do so by court order, to comply with any Applicable Laws and Regulations (including anti-money laundering or sanctions laws); c. OKX is required to do so to comply with any direction or instruction from a government body or agency; d. OKX reasonably determines that any information you have provided to OKX 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 returns displayed on OKX website is an estimation but not a guaranteed or promised actual yield. The actual returns may not meet or may be lower than the estimated yield. Your final returns will be based on your actual yield. OKX does not promise or guarantee your estimated returns or actual returns you will receive.

6.2 You agree and accept that when you redeem your Digital Assets, the time it takes for the Digital Assets to arrive at your account may vary and the Digital Assets received and displayed on relevant pages on the OKX Platform is final. OKX shall not be liable for any losses caused by the Digital Asset arrival time difference.

6.3 You agree and accept that OKX reserves the right to amend the content of this Agreement any time in its sole discretion. OKX shall not be liable for 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 OKX Platform cannot function properly or the Service is interrupted due to the following conditions, such that you are unable to use the 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, OKX and its affiliates shall not be liable to any losses. These circumstances include, but are not limited to:

  • Service suspension for maintenance as announced by OKX;

  • System failure to transmit data;

  • Force majeure or accidents, such as typhoon, earthquake, tsunami, flooding, plague, power outage, war, turmoil, government actions, terrorist attacks, pandemic, epidemic, etc., that may lead to the suspension of the OKX Platform;

  • Service interruption or delay due to hacking, computer virus, technical adjustment or failure, website upgrade, banking issues, temporary closure due to government regulations, etc.;

  • Service interruption or delay caused by the computer system being damaged, defective or unable to perform normally;

  • Losses due to technical problems that cannot be predicted or solved by existing technical forces in the industry;

  • Losses to you or other third parties due to the fault or delay of the third party;

  • Losses to you or other third parties due to changes in any Applicable Laws and Regulations, or government, regulatory or law enforcement orders;

  • Losses to you or other third parties due to force majeure or accidents caused by other unforeseeable, unavoidable and unsolvable objective circumstances.

You agree and accept that the above reasons may lead to abnormal transactions, abnormal market and price fluctuations, market interruptions and other possible abnormal circumstances. OKX reserves the right to refuse to execute your commands based on the actual circumstances. You understand and agree that OKX and its affiliates 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 OKX and its affiliates shall not be liable for any losses caused by the risks described in Section 6 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 OKX may, from time to time, suspend access to your OKX accounts, the OKX Platform, the Service and/or any other OKX services, for both scheduled and emergency maintenance. OKX will make reasonable efforts to ensure that transactions on the OKX Platform are processed in a timely manner, but OKX makes 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 OKX makes reasonable efforts to update the information on the OKX Platform, OKX makes no representations, warranties, or guarantees, whether express or implied, that the content on the OKX Platform, including information in relation to the Services and any other OKX services, is accurate, complete, or up to date.

7.3 You are responsible for obtaining the data network access necessary to use the Services or any other OKX services. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Service, any OKX services, the OKX Platform, and any updates thereto. OKX does not guarantee that any of the OKX services, or any portion thereof, will function on any particular hardware or devices. OKX services may be subject to malfunctions and delays inherent in the use of the internet and electronic communications.

8. Mandatory measures

You agree and accept that OKX strictly prohibits unfair trading practices. OKX reserves the right to exercise control over your account or shut down your account if you perform the following actions:

  • Market manipulation, price manipulation, insider dealing, market distortion, or any other malicious wrongdoings or behaviours;

  • Harming other Users or OKX using the loopholes of the Service or other unreasonable means;

  • Participation in any activities that OKX regards as harmful to the market;

  • Violation of Applicable Laws and Regulations.

In order to eliminate any adverse effects on the overall market, OKX reserves the right to take the following measures in its sole discretion, including but not limited to the closing down of your Account, restricting or canceling your commands. You understand and agree that OKX 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 OKX and its affiliates from any damages or losses arising out of your use of the Service or other actions related to your OKX Account, otherwise you shall be liable to OKX for any and all losses.

9.2 You hereby agree to defend, indemnify and hold OKX and its affiliates harmless from any claim or demand (including reasonable legal fees) made or incurred by any third party against OKX due to or arising out of your breach of this Agreement, your improper use of the Service, your violation of any Applicable Laws and Regulations 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 OKX Account or access our website, software, system (including any network and servers used to provide any of the Service) operated by us or on our behalf, or any of the Services on your behalf.

10. Miscellaneous

10.1 The contents of this Agreement also include OKX's various system specifications, other agreements or rules in the annex to this Agreement, and other relevant agreements and rules regarding the Service that OKX 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 OKX reserves the right to unilaterally modify this Agreement (including the above contents) if necessary. Such modification could happen at any time without prior notice. If any changes are made, the revised contents shall be posted on OKX's website immediately. Please check the latest information posted therein to inform yourself of any changes. Your continued use of or access to the Service following the posting of any changes constitutes acceptance of those changes. If you do not accept the revised content, you should stop using the Services.

10.3 You should carefully read the Agreement, and any document referred to in Section 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 OKX and seek for clarification. Unless otherwise instructed by OKX, any formal communication and document transfer between you and OKX should be undertaken through email. You are also able to contact OKX telephonically as informal communication. Any formal communication between you and OKX 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 the English version of this Agreement and any translated version, the English version of this Agreement shall prevail. To OKX: Email: [email protected]

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 The failure of our enforcement of any right or provision of this Agreement will not be deemed a waiver of such right or provision.

10.6 This Agreement, your use of the 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 England and Wales without regard to the principles of conflicts of laws thereof.

10.7 Dispute Resolution a. You acknowledge and agree that in the event of any dispute, controversy, difference or claim, including the existence, validity, interpretation, performance, breach or termination of the Terms or any dispute arising out of or relating to the Terms (“Dispute”), the parties shall first refer the Dispute to proceedings at the Hong Kong International Arbitration Centre (“HKIAC”) in accordance with HKIAC’s Mediation Rules in force for the time. b. If the Dispute has not been settled upon the signing of a settlement agreement within ninety (90) days following the filing of a request for mediation set forth in above paragraph (i) of Clause 10.7, such Dispute shall be referred to and finally resolved by arbitration administered by the HKIAC) under the HKIAC Administered Arbitration Rules in force when the Notice of Arbitration is submitted. The law of this arbitration clause shall be the laws of the Hong Kong Special Administrative Region of People’s Republic of China (“Hong Kong”). c. You agree that the seat of arbitration shall be Hong Kong. The number of arbitrators shall be three (3). OKX shall appoint one (1) arbitrator and you shall appoint one (1) arbitrator. The third arbitrator shall be appointed by the Chairman of the HKIAC. Such arbitrators shall be freely selected, and the parties shall not be limited in their selection to any prescribed list. The arbitration proceedings shall be conducted in English. d. You agree that OKX 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. e. Any arbitral award shall be final and binding upon the parties hereto and shall be enforceable in any competent court which has jurisdiction.

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 OKX. OKX has 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 OKX shall have the sole and final discretion to interpret this Agreement.