Terms & Conditions

Scope and Acceptance

This Derivatives Services Agreement (this "Agreement") applies to all accounts that receive services from Nines Corporation LLC (hereinafter referred to as "we", "us", "our", or the "Service"). Your access to and use of the Derivatives services constitutes your acceptance of the terms set forth in this Agreement. Such acceptance shall be deemed to cover all features and functionalities currently made available, as well as any additional features or functionalities that may be introduced in the future by the Service.

The terms of this Agreement are supplemental to, and should be read together with, the Terms of Use. Unless otherwise agreed in writing by the Service, this version supersedes all previous versions accepted by you or posted on the Platform.

Definitions

-Platform: the website, mobile applications, application programming interfaces (APIs), and any other electronic systems or interfaces through which Derivatives services are provided by the Service.

-Derivatives services: all cryptocurrency derivatives trading services provided by the Service.

-Force Majeure Events: any unforeseeable circumstances beyond our reasonable control that prevent or delay the performance of contractual obligations, including but not limited to natural disasters, wars, terrorist attacks, government actions, regulatory changes, cyber attacks, system failures, pandemics, strikes, or other events that make performance impossible or commercially impracticable.

-KYC: Know Your Customer requirements, being the regulatory compliance procedures for verifying customer identity, including identity verification, address confirmation, source of funds verification, and ongoing monitoring as required by applicable laws.

-AML: Anti-Money Laundering requirements, being the legal framework and procedures to prevent money laundering and terrorist financing, including transaction monitoring, suspicious activity reporting, sanctions screening, and regulatory compliance obligations.

-Funding Fees: periodic payments that apply to Perpetual Contracts that are either paid to you or owed by you depending on whether you are holding a long or short position in the relevant Digital Assets and are based on the nominal value of the positions and the applicable Funding Rate.

-Liquidation: the forced closure of a user's open positions and/or the sale of margin assets by the Service when margin requirements are not met, a Default occurs, or market conditions require risk management actions, including but not limited to automatic liquidation due to insufficient margin, manual liquidation at the Service's discretion, and the conversion of assets to meet outstanding obligations.

-Margin: the collateral in the form of digital assets or other acceptable instruments that must be deposited and maintained in a user's account to secure derivatives positions, including initial margin required to open positions and maintenance margin required to keep positions open, which may be held in isolated mode (allocated per individual position) or cross margin mode (shared across positions of the same contract type).

-Order: any instruction submitted by a user through the Platform to initiate, modify, or close a derivatives transaction, including but not limited to market orders, limit orders, stop orders, and any other trading instructions, which may be accepted, declined, delayed, or refused by the Service at its sole discretion in accordance with the applicable trading rules and risk management procedures.

Risk Disclosure

Derivatives trading involves significant risk. By using Derivatives services, you acknowledge the possibility of incurring substantial losses, potentially exceeding your initial capital. You must carefully consider your experience, investment objectives, and financial resources before trading and accept full responsibility for the risks.

Your Responsibilities and Risk Factors

When using Derivatives services, you are responsible for understanding how the products work and for actively monitoring your positions. You should only trade with funds you can afford to lose and avoid taking positions that exceed your financial capacity.

By using the Platform, you acknowledge and accept the risks associated with Derivatives trading, including:

-Market risk from price fluctuations

-Liquidity risk due to lack of demand

-Risk from changes to platform parameters such as margin

-Operational risk from technical failures or downtime

-Regulatory risk from changes in laws or enforcement actions

Order Execution

You may place an order to initiate or close a Derivatives transaction through the Platform, and such orders will be executed in accordance with the applicable Perpetual Contract Rules. The Service is under no obligation to accept any order or enter into any transaction. We may decline, delay, or refuse any order at our sole discretion, without giving notice or reason.

The Service may treat any order that reasonably appears to be submitted by you as authorized. If an order is ambiguous or inconsistent with others, we may interpret and act on it based on reasonable judgment. Orders attempting to deal with digital assets not supported on the Platform may be rejected.

You acknowledge and consent that the Service may aggregate your orders with other users' orders at its discretion. Distribution of any assets resulting from such aggregation will also be at our sole discretion. We may enter into transactions as principal and take risk management actions to limit our exposure.

The Service may implement trading risk controls as needed to protect users and market integrity. These may include, without limitation: (a) adjusting risk thresholds based on market conditions; (b) restricting activity for users deemed high-risk. We reserve the right to update such measures at our discretion.

We may present third-party market data, indices, or pricing tools for informational purposes only. Such data may not be complete, current, or accurate. The Service does not endorse or guarantee any third-party content, and your reliance on it is at your own risk.

The Service is not liable for any loss resulting from a failure to execute your orders, from order delays or errors, or from transmission failures through any system, whether operated by the Service or third parties.

Margin Requirements

You are required to deposit and maintain margin in your account, in the form, amount, and at timing determined solely at our discretion. The Service's margin requirements may differ from, or exceed, those imposed by any relevant governmental or self-regulatory body. The valuation of all margin shall be determined by the Service at its sole and absolute discretion.

You may satisfy initial and maintenance margin requirements under either an isolated mode (margin allocated per position) or a cross margin mode (shared margin across positions of the same contract type). The selected margin mode will determine how margin is applied and how losses are absorbed during liquidation.

The Service may revise margin requirements at any time, with or without notice. Such changes may apply to both existing and new positions. You agree not to contest any immediate margin adjustments required under volatile market conditions. If additional margin is required, you must provide it immediately. If you fail to do so, the Service may exercise its rights, including liquidation.

All margin provided is subject to a continuing security interest in favor of the Service and may be used to offset any obligations you owe, whether existing or future, contingent or actual. Unless otherwise authorized by you in writing or mandated by law, the Service will not pledge, lend, or otherwise dispose of margin except as permitted under this Agreement or in connection with a liquidation or default.

The Service does not pay interest on margin. We are not responsible for fluctuations in fiat value of digital assets used as margin. You understand that assets delivered as margin become property of the Service when used under this Agreement and will not be returned in identical form.

The Service may deposit your margin into general or other accounts and commingle it with other client assets. However, our internal ledger will segregate your assets from our own. All margin is held subject to applicable law and the Service's general rights. You agree to execute any further actions or documents the Service may reasonably require to perfect our rights over your margin.

Perpetual Contract Details and Access

By accessing the the Service platform, you agree to comply with this Agreement and all applicable perpetual contract details and data published by the Service.

The Service may amend the perpetual contract rules and data at any time, including changes to leverage, available products, or other trading parameters. The Service is under no obligation to provide Derivatives services and may, at its discretion, modify, suspend, or terminate any service or user access without prior notice.

All information provided on the platform, including any perpetual contract details, are for general informational purposes only and does not constitute investment advice. You are solely responsible for evaluating the appropriateness of any transaction based on your own objectives and risk tolerance.

Access to certain services may be restricted based on your jurisdiction. It is your responsibility to ensure that your use of the platform complies with all applicable local laws and regulations.

Fees and Charges

You are responsible for paying all applicable fees, funding fees, and other costs as determined by the Service. The Service may modify its fee schedule or introduce new charges at any time.

The Service reserves the right to deduct any amounts owed directly from your account balances. Fees may vary based on trading volume, account status, or other criteria. Discounts, coupons, or promotional offers may be granted at the Service's sole discretion and may be subject to separate terms and conditions.

Funding fees apply to perpetual contracts during designated funding periods. Depending on your open positions at the time, you may either incur or receive funding fees.

You are solely responsible for any applicable taxes, duties, or regulatory levies that arise in connection with your use of Derivatives services. Unless otherwise stated, all charges are exclusive of tax.

the Service may, at its discretion, settle any outstanding obligations in any digital asset available on the platform. Coupons, bonuses, or similar incentives issued by the Service may be governed by additional terms, which will be made available where applicable.

Rewards

The Service may, at its sole discretion, issue promotional rewards such as credits, coupons, airdrops, position airdrops, or other incentives to users. The Service may issue certain rewards through third-party partner platforms. Rewards may be redeemable for benefits issued by partner companies such as points or other forms of value.

All rewards are non-transferable and may not be exchanged or transferred between accounts. Rewards are subject to expiration, and any unused rewards will be forfeited automatically upon expiry without any form of refund or compensation. Engaging in dishonest or abusive behavior, such as creating multiple accounts to exploit promotional offers, will result in immediate account termination and the forfeiture of all rewards and any resulting profits.

The Service reserves the right to modify or terminate any promotional program or reward offering at any time without prior notice. All determinations made by the Service regarding the eligibility, issuance, or use of rewards shall be considered final, and you expressly waive any right to dispute or challenge such decisions.

Rewards include but are not limited to:

-Airdrops: free distribution of digital assets to eligible users based on specific criteria or promotional events.

-Credits: digital assets credited to user accounts that can be used for trading activities, margin requirements, or fee payments. Credits are non-withdrawable under any circumstances.

-Coupons: digital vouchers that can be redeemed for exclusive perks, other rewards, or benefits on the Service or selected partner services.

-Position: Airdrops promotional rewards where the system automatically opens leveraged perpetual positions (randomly assigned as long or short) for designated accounts using credits.

Types of Coupons and Services include:

-Credit Coupon: credit will be added to the futures wallet once this coupon is used. Transferring funds to the funding wallet will void any remaining credit, which may result in liquidation if it is tied to open positions. Only one coupon can be used at a time, unless the remaining credit is less than 1 USDT. This coupon is valid for 30 days, and unused credit may be revoked after a certain period.

-VIP Level Trial Coupon: the account will be upgraded to a higher VIP level once this coupon is used. The trial takes effect from 00:00 UTC on the following day. The coupon cannot be used if its VIP level is equal to or lower than the current account level. During the trial period, the account will receive all benefits associated with the assigned VIP level. If a higher VIP level is reached while the coupon is active, the new level will apply automatically, and the coupon will lose its effect. Only one coupon can be used at a time.

-XP Coupon: this coupon is provided by Nesslab, a service partner, and grants account experience points (XP) for use within Coinness, a service operated by Nesslab. Only one XP coupon can be used at a time.

-NESS Exchange Service: this service allows users to exchange points issued by Nesslab for NESS tokens, which are listed on the Service platform. Once the service is used, the corresponding amount of NESS tokens will be credited directly to the user's NESS token wallet on the Service platform.

Default and Indemnity

The following events shall constitute a "Default":

-falling below required margin thresholds

-making false or misleading statements

-breaching this Agreement or related terms

-failing KYC or AML requirements

-bankruptcy, insolvency, or incapacity (individual or corporate)

-legal investigations or regulatory breaches

-credible concerns about financial status or identity

-abusive conduct toward the Service staff

-any act requiring the Service to protect its rights

-credible allegations of fraud or misconduct

Upon the occurrence of a Default, the Service may, without prior notice, take any action it deems necessary to protect its interests. Such actions may include suspending your access to the platform, closing open positions, liquidating collateral, applying set-off, freezing assets, or reversing transactions. You agree that the Service's decisions and actions taken in response to a Default shall be final and binding, and you waive any right to challenge, dispute, or object to such decisions through legal or other means.

You agree to indemnify, defend, and hold harmless the Service, its affiliates, and their respective officers, directors, employees, and agents from and against any and all losses, liabilities, claims, damages, costs, or expenses (including legal fees and regulatory penalties) arising out of or relating to your breach of this Agreement, violation of applicable laws or regulations, any Default, or any misconduct in connection with your use of the Service services. This includes any costs incurred by the Service in connection with investigations, enforcement actions, or legal proceedings initiated by any governmental or regulatory authority.

User Representations and Commitments

By using the Service services, you represent and warrant that you have the legal authority to enter into transactions, will comply with all applicable laws and regulations, are acting on your own behalf, and fully understand and accept the risks involved. You further agree not to misuse the platform or its services for any unlawful or prohibited purposes. These representations and commitments are deemed reaffirmed with each transaction, order, or action you take on the platform.

General Exclusion

You acknowledge that trading in Derivatives carries a high level of risk and may result in substantial financial loss. The Service shall not be liable for any loss or damage arising from or related to your use of the platform, except in cases involving proven fraud or willful misconduct. The Service disclaims liability for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, or data, regardless of whether such damages arise from contract, tort, negligence, or any other legal theory.

Technology Disclaimer

The Service provides revocable, non-exclusive access rights to the Platform. The Platform is provided "as is," and the Service does not guarantee continuous availability, performance, or uninterrupted service of the Platform. The Service may temporarily or permanently suspend or temporarily or permanently modify Platform access without prior notice for system maintenance, upgrades, security reasons, or other operational necessities.

You are responsible for maintaining appropriate hardware, software, and internet connectivity to use the Platform. The Service is not responsible for compatibility issues with your devices or systems, internet connection failures, or problems arising from third-party software. All risks from using third-party applications or services are borne by you, and you must comply with the terms of use of such third parties. Technical errors, system delays, data transmission failures, or system compatibility issues may occur during Platform usage. In cases of manifest errors, the Service reserves the right to correct them, and transactions resulting from such errors may be unenforceable.

The Service is not liable for losses due to technical failures or system errors, except in cases of fraud or willful default. No legal action may be brought for transaction cancellations or other issues arising from technical problems.

You must maintain the confidentiality of all proprietary and technical information obtained through the Platform. All intellectual property rights related to the Platform belong to the Service and its technology partners, and you may not reproduce, distribute, or commercially use them without authorization. When using third-party licensor technology, you must comply with the relevant licensor's terms of use. Neither the Service nor its technology partners are liable for indirect, consequential, or special damages arising from technical failures or system malfunctions.

Miscellaneous

The Service may amend this Agreement at any time by publishing the updated version on its Platform.

Continued use of the services following changes constitutes acceptance. If you disagree, you must cease using the services.

No delay or failure in exercising any right shall operate as a waiver of such right.

Rights under this Agreement are cumulative and do not exclude rights under applicable laws.

The Service shall not be liable for delays or failures due to Force Majeure Events.

You may not assign rights or obligations without prior written consent from the Service.

The Service may assign this Agreement without notice, including as part of a corporate reorganization.