Last Updated: November 15, 2021
RISK DISCLOSURE: BY ACCESSING OR USING ANY ABRA SERVICES YOU ARE VOLUNTARILY CHOOSING TO ENGAGE IN SOPHISTICATED AND RISKY FINANCIAL TRANSACTIONS. YOU ARE FURTHER ACKNOWLEDGING THAT YOU ARE AWARE OF THE MANY RISKS ASSOCIATED WITH THE USE OF THESE SERVICES AND WITH ENGAGING IN TRANSACTIONS IN CRYPTOCURRENCIES, INCLUDING BUT NOT LIMITED TO, RISKS OF FINANCIAL LOSS, TECHNOLOGY GLITCHES (INCLUDING BUT NOT LIMITED TO PROBLEMS WITH THE BLOCKCHAIN TECHNOLOGY), AND HACKING. ABRA WORKS HARD TO PROVIDE STATE-OF-THE-ART SYSTEMS AND SECURITY. NONETHELESS, CERTAIN ISSUES AND RISKS ARE UNAVOIDABLE, AND IF SUCH ISSUES OR PROBLEMS ARISE IN CONNECTION WITH YOUR USE OF ABRA’S SERVICES, INCLUDING TECHNICAL DIFFICULTIES WITH DEPOSITING OR TRADING CRYPTOCURRENCIES, IT MAY TAKE DAYS, WEEKS, OR MONTHS TO RESOLVE, AND SOME ISSUES MAY NOT BE RESOLVED AT ALL. BY AGREEING TO THESE TERMS, YOU ACKNOWLEDGE THAT ABRA IS NOT RESPONSIBLE FOR THE AFOREMENTIONED RISKS, AND YOU VOLUNTARILY ASSUME AND ACCEPT SUCH RISKS IN DECIDING TO ENGAGE IN CRYPTOCURRENCY TRANSACTIONS ON THE ABRA PLATFORM.
The regulatory status of cryptocurrencies is currently unsettled, varies among jurisdictions and is subject to significant uncertainty. It is possible that in the future, certain laws, regulations, policies or rules relating to cryptocurrencies, blockchain technology, or blockchain applications may be implemented, which would directly or indirectly affect or restrict the services we provide to you.
These Terms of Service (the “Terms”) govern your access to and use of Abra mobile app and web-enabled services, as applicable (collectively, the “Abra Platform”). Certain sections of the Terms govern your Abra Platform Wallets (your “Abra Wallet”) accessed via the Abra Platform. All use of the Abra Platform and your Abra Wallet is subject to the Terms.
By applying for Abra Wallet or using the Abra Platform, you acknowledge that you have read, understood and agree to comply with the Terms. If you do not agree with anything contained in the Terms, please do not submit information to, access information from, or otherwise utilize the Abra Platform.
Changes to the Terms of Service. We reserve the right to make changes to the Terms at any time. It is your responsibility to review the Terms to see if modifications have been made. Your continued use of the Abra Platform following the effective date of such changes will constitute your acceptance of such changes. If you do not agree to any amended Terms, you must discontinue using the Services. Notwithstanding the above, we will seek your consent to future modifications to the Terms to the extent we are required to do so by law.
Electronic Communication. Abra may be required to provide certain legal and regulatory disclosures, periodic statements and confirmations, notices, tax forms and other communications (collectively “Communications”) to you in written form. By agreeing to these Terms, you consent to Abra delivering such Communications to you in electronic form, including e-mail. Consent for electronic delivery applies to every year the Communications are furnished. If you no longer have access to your Wallet to receive the Communications in electronic format, then you may request the Communication in written form. You agree that all terms and conditions, agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement such communications would satisfy if they were provided in writing. With respect to these Terms, you waive any rights to require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent such waiver is not prohibited under applicable law.
Registration. The use of the Abra Platform requires a registration. Some services require additional verification, as applicable. You agree that the registration information you provide is accurate, complete and current. You further agree to promptly update that information to keep it accurate. In addition, you understand that a change in your residence may impact your eligibility to access (and use) Abra, therefore you agree to timely notify Abra of any changes to your country of residence.
If you register on behalf of a business entity or other organization, you represent and warrant that you have the authority to provide the information required and to bind the organization to the Terms. You acknowledge and agree that Abra, in its sole discretion, may suspend or discontinue your, and refuse any and all current and future, access to or use of your Abra Wallet at any time without notice to you.
Eligibility. You agree that any information that you provide to us is accurate and up to date. To access and use Abra you must be at least 18 years of age or older; able to form a binding contract with us; and are acting on your own behalf (and have not been banned, terminated, or otherwise denied access to the Abra Platform).
Accessing the information, resources, services, products and tools of this Abra Platform by any other means than we provide is strictly prohibited. You specifically agree not to access or tamper with the Abra Platform, for any purpose, through any automated, unethical or unconventional means, including accessing or collecting personally identifiable information or Abra Wallet information. You are solely responsible for all activity that occurs on or under your Abra Wallet (whether or not expressly authorized by you), and for maintaining the confidentiality of your login details. Abra shall have no liability to you or any other person for acts or omissions made or committed by your agent, representative or third-party service provider in respect of your Abra Wallet.
You will not transmit to Abra or make available on or upload any information to the Abra Platform that: (i) is commercial or promotional in nature; (ii) is unlawful, harmful, deceptive, or otherwise violates the legal rights or privacy of others; (iii) is capable of giving rise to legal action whether against you or Abra or any affiliate third party; (iv) infringes any patent, trademark, trade secret, copyright, or other property rights of any party; (v) impersonates any person or entity (including Abra or its employees and representatives); or (iv) contains viruses, malware or any program, code or technology designed to disrupt, intercept, impair or destroy the functionality of the Abra Platform or its software, data or network. Abra reserves the right to edit, restrict or remove any content you provide for any reason at any time. In addition, Abra does not control any information provided by other users that may be made available on or through the Abra Platform. Notwithstanding Abra’s rights under the Terms, Abra does not undertake, and shall not be obligated, to monitor the submission of any content to, or the publication of any content on, the Abra Platform at any time. Abra reserves the right to refuse service, terminate relationships, and cancel orders or transactions in its discretion.
Identity Verification. Abra collects and verifies your personal and financial information. We also may obtain personal information from third parties in order to verify your identity, or to prevent fraud. Personal information collected from any source may include, among other things, your name and address, Social Security or taxpayer identification number, and date of birth. You certify under penalty of perjury that the information provided is correct. You hereby authorize us, or a third-party service provider that we designate, to take any measures that we consider necessary to confirm the personal information you provide, verify and authenticate your personal information, and take any action we deem necessary based on the results. You acknowledge that this process may result in a delay in registering your Abra Trade, Abra Earn or Abra Borrow and that you may not be authorized to access or use your Abra Wallet until your registration has been successfully completed.
Restricted Jurisdictions. You may not register a Abra Wallet or use the Abra Platform if you are a resident of any jurisdiction in which (i) Abra is not authorized to provide the Services, (ii) the United States has embargoed goods or services, (iii) where your use of the Services would be illegal or otherwise violate any applicable law of such jurisdiction or of the United States (“Restricted Jurisdiction”).You hereby represent and warrant that you are not a resident of any Restricted Jurisdiction and that you will not register a Abra Wallet or use the Abra Platform even if our methods to prevent you from registering an account or using the Abra Platform are not effective or can be bypassed. You hereby represent and warrant that you have not been identified as a Specially Designated National or placed on any sanctions list by the U.S. Treasury Department’s Office of Foreign Assets Control, the U.S. Commerce Department, or the U.S. Department of State; and you will not use our Abra Platform to conduct any illegal or illicit activity.
Investigations. Abra reserves the right to investigate suspected violations of these Terms, including without limitation any violation arising from any submission, posting or e-mails you make or send to any Forum. Abra may seek to gather information from a user who is suspected of violating these Terms, and from any other user. Abra may suspend any user whose conduct or postings are under investigation and may remove such material from its servers as it deems appropriate and without notice. making available any materials that are believed to violate these Terms of Service.
As part of our legal compliance program (“AML Program”), we will monitor your use of the Abra Platform, and review your personal information on an ongoing basis, as may be required by law or pursuant to our internal policies and procedures. At any time, we may require you to provide us with additional personal information as a condition to your continued access to and use of your Abra Wallet and the Abra Platform. During such time, your access to and use of your Abra Wallet and the Abra Platform may be temporarily restricted.
Abra Wallet Security and Password. Abra offers a two-factor authentication (“2FA”) for Abra Wallet. 2FA is a security system which requires two separate, distinct forms of identification in order to access your Wallet. We strongly encourage enabling 2FA for your Abra Wallet.
Abra disclaims all liability, and you acknowledge and agree that we will not be liable, for or in connection with any harm or damages to you or to any party resulting from the theft or unauthorized use of your login information. Abra Platform may be vulnerable to exploitation or compromise by persons engaged in hacking or criminal conduct. Subject to applicable law, Abra shall have no liability to you for any such exploitation or criminal conduct by third parties.
You agree to notify us immediately if you become aware of or suspect any potentially fraudulent activity by submitting a support ticket. For avoidance of doubt, you are deemed to be aware of potentially fraudulent activity upon receipt of any notice of the occurrence of such activity. Upon receipt of written such notice from you Abra will take reasonable steps to protect your Abra Wallet, including, for example, by temporarily restricting access to your Abra Wallet, suspending any pending transactions, or requiring you to change your login credentials. You agree to promptly report fraudulent activity to legal authorities if required by applicable law, and to provide us with a copy of any report prepared by such legal authorities. In the event of a legal investigation of fraudulent activity, you agree to (i) cooperate fully with the legal authorities and us in such investigation; (ii) complete any required affidavits promptly, accurately and thoroughly; and (iii) allow Abra, or any third-party designated by us, access to your mobile device, computer, and network as may be relevant to such investigation. Failure to cooperate in any such investigation may cause delays in regaining access to your Abra Wallet and any funds held within.
Abra Platform. Abra provides software to store, use, and manage cryptocurrencies that Abra has designated as supported by the Services (“Supported Cryptocurrencies”), using our wallet service, which we call Abra Wallet. Our Services may evolve over time. This means we may make changes, replace, or discontinue (temporarily or permanently) our Services at any time for any reason with or without notice. In this case, you may be prevented from accessing or using our Services. If, in our sole discretion, we decide to permanently discontinue our Services, we will provide you with notice via our website.
Premium Services. Abra provides certain premium services as part of our Abra Platform for which a fee is charged. The fees described below apply in connection with the following services:
- Buy and Sell. You can buy and sell supported cryptocurrencies via a network of Abra exchange partners using payment means supported by each exchange partner. You can buy supported cryptocurrencies using an eligible exchange partner via supported payment methods such as bank transfer, an Eligible Credit Card (see details below). Buying supported cryptocurrencies using an exchange partner via a bank account may require either proof of good funds by authenticating the details of your bank account, including the account balance at the time of purchase, or it may require the you to pre-fund the exchange partner-hosted bank account by wiring funds using instructions provided in the Abra Wallet. Upon completion of the cryptocurrency purchase, via any payment method, the cryptocurrency will be automatically transferred to your Abra Wallet using the public address (key) associated with your phone number in the Abra Wallet. Selling supported cryptocurrencies using an exchange partner to a bank account will result in delivery of the requisite amount of funds being delivered to your bank account via a normal bank wire service.
- Buy and Sell Fees. If you buy and or sell supported cryptocurrencies in your Abra Wallet from an Abra exchange partner via either bank transfer or Eligible Credit Card, there may be a fee associated with the transaction. The fee is specified in advance of your buy or sell transaction via the Abra Wallet.
- Exchange Services. Currencies inside the Abra Wallet may be exchanged from one currency to another currency via a network of Abra exchange partners. When you exchange a partial or full amount of a currency, you accept the applicable exchange rate and any applicable fees that will be displayed to you prior to conversion. Abra reserves the right to modify the terms and conditions of the exchange services, including but not limited to, the addition, modification and/or removal of any supported cryptocurrency.
Abra Rewards Program. All eligible Abra Platform users may opt-in to participate in Abra’s proprietary loyalty rewards program (“Abra Perx”) which is connected with an Ethereum, ERC-20 based utility token Crypto Perx (“CPRX”). CPRX is a Crypto Banking Alliance’s (“CBA”) utility token granted to Abra’s Platform users. CPRX’s distribution to Abra Platform users is via airdropping on the dates announced by Abra. Abra Perx and CPRX promote, among other things, the use of Abra Platform by Abra users in exchange for lower trading fees, cash back and other benefits as determined by Abra from time to time at its sole discretion. Abra reserves the right to change the terms of Abra Perx for new and existing Abra Wallet users at its sole discretion with or without notice by updating the relevant sections of these Terms and other relevant Materials. Such changes to Abra Perx will take effect immediately, unless stated otherwise.
Abra Perx Eligibility. Abra Platform users with Abra Wallets in good standing as stipulated in these Terms, may opt-in to participate in the Abra Perx, as announced and advertised in Abra Materials, and receive CPRX directly into their Abra Wallets. Amount of CPRX granted is based on Abra Perx eligibility criteria, such as but not limited to, Abra Wallet’s historical use and loyalty level, as defined by Abra from time to time at its sole discretion. Trading of the CPRX may be available in selected jurisdictions and will be subject to the respective exchange terms of service, as well as various limitations, as defined by Abra and the CBA from time to time.
Referral Promotions. Abra may offer Referral Promotions, such as Affiliate and Ambassador Programs, for some or all of Abra Platform Services or Abra Perx, and for existing and/or new Abra users and will be governed by the respective Referral Promotion terms and conditions, as determined by Abra from time to time at its sole discretion.
Refunds; Reversals. Once a transaction has been initiated, it cannot be reversed. Purchases using a bank account, debit card, or credit card may be reversed or may be subject to a chargeback or related claim. All payment transactions processed through the Services are non-refundable. You may have additional refund or charge-back rights under your agreement with the recipient of such funds, your bank, or applicable law. You should periodically review statements from your bank, which should reflect all applicable payment transactions made using that payment method. You can also always access the record of your transactions by logging into your Abra Wallet.
Private Key. When you create an Abra Wallet, the Services generate and store a cryptographic private and public key pair to secure your wallet. The public key generated by Abra is stored along with your phone number on the Abra Service in order to identify you to the network of Abra users. The private key authenticates and authorizes your wallet to perform transactions.. The private key is stored directly in the Abra Wallet on your phone. Abra has no access to your private key.
Wallet Recovery Phrase. You agree that you are solely responsible for your Abra Wallet Recovery Phrase and shall take the necessary precautions to ensure its safekeeping. The Wallet Recovery Phrase allows you, the sole owner of your Abra Wallet’s private key, to recover your Abra Wallet in case your phone becomes unavailable for whatever reason including, but not limited to, loss, theft, device damage or failure, forgotten PIN, or any other circumstance that would prohibit you from accessing the Abra Wallet. In order to safely keep your Wallet Recovery Phrase, you shall make copies of your Wallet Recovery Phrase and shall securely store all copies. PROPER STORAGE OF YOUR WALLET RECOVERY PHRASE IS VITAL TO PREVENT RISK OF DAMAGE FROM NATURAL DISASTERS OR RISK OF UNAUTHORIZED ACCESS TO YOUR FUNDS. ANY FAILURE TO MAKE AND PROTECT YOUR ABRA WALLET RECOVERY PHRASE WILL LEAD TO TOTAL LOSS OF THE FUNDS ASSOCIATED WITH YOUR ABRA WALLET PRIVATE KEY.
Deposit Address. Always use the latest deposit address from Abra Wallet. Deposit addresses may change due to wallet and other platform upgrades. If users deposit into legacy deposit addresses, deposits may not be recoverable. Servicers can submit a support request to recover their deposit. Abra will charge 0.1 BTC for this recovery. Recovering coins is an inherently dangerous and time consuming process. It is possible that some tokens may not be recoverable. In the event your tokens are not recoverable, Abra will return the recovery fee, minus any transaction fees or other expenses.
Using SMS/Text. To use the Abra Platform, you must provide a valid mobile phone number. This number is used as part of the authentication process. As part of using the Abra Platform, you agree to receive SMS/text messages from us. Please note that while we do not charge you for SMS/text messages, your mobile carrier’s standard messaging rates will apply. Failure to provide a valid mobile phone number may result in restriction of your use of the Abra Platform.
Unsupported Digital Assets. Abra lists the currently supported digital assets in the Abra app. Abra may discontinue offering and supporting a digital asset (“Unsupported Digital Assets”) at any time and for any reason at our sole discretion. Unsupported Digital Assets may not be transferred to or out of Abra. We assume no liability or obligation with respect to any and all Unsupported Digital Assets or transfers to Unsupported Networks or Unsupported Wallets.
Network Control. By using the Abra Platform, you understand and acknowledge that Abra is not responsible for the operation of the underlying software and networks that support cryptocurrencies and that Abra makes no guarantee of functionality, security, or availability of such software and networks.
Forks. The underlying network protocols are subject to sudden changes in operating rules, and third parties may from time to time create a copy of a digital asset network and implement changes in operating rules or other features (“Forks”) that may result in more than one version of a network (each, a “Forked Network”) and more than one version of a digital asset (“Forked Assets”). You understand and acknowledge that Forked Networks and the available supply of any Forked Assets are wholly outside of the control of Abra, and you further acknowledge that our ability to deliver Forked Assets resulting from a Forked Network may depend on third parties outside of Abra’s control. You understand and acknowledge that Forks may materially affect the value, function, and/or even the name of the digital assets associated with your Abra wallet. In the event of a Fork, you understand and acknowledge that Abra may temporarily suspend services of the Abra Wallet (with or without advance notice to you) while we determine, at our sole discretion, which Forked Network(s) to support.
YOU ACKNOWLEDGE AND HEREBY AGREE THAT ABRA MAY DETERMINE, IN OUR SOLE DISCRETION, NOT TO SUPPORT A FORKED NETWORK AND THAT YOU HAVE NO RIGHT, CLAIM, OR OTHER PRIVILEGE TO FORKED ASSETS ON SUCH UNSUPPORTED FORKED NETWORK. YOU HEREBY FURTHER AGREE THAT ABRA MAY, IN OUR SOLE DISCRETION, DETERMINE THE APPROACH TO SUCH FORKED ASSETS, WHICH MAY INCLUDE ABANDONING OR OTHERWISE ELECTING NOT TO SUPPORT SUCH FORKED ASSETS AS PART OF THE SERVICES. YOU UNDERSTAND AND HEREBY ACKNOWLEDGE THAT ABRA IS UNLIKELY TO SUPPORT MOST FORKED NETWORKS AND THAT MOST FORKED ASSETS WILL LIKELY NOT BE MADE AVAILABLE TO YOU.
Fees. Abra’s fees are listed in the Abra app and website, and are subject to change, at our sole discretion, and you understand and acknowledge that you are solely responsible for accessing the fee schedule prior to engaging in any services on our Abra Platform.
Regulatory. Your access to and use of the Services is subject to compliance with Abra’s AML Program. Transactions in digital assets are subject to applicable laws, regulations, and rules of federal and state governmental and regulatory authorities (collectively, “Applicable Laws”). Compliance with Applicable Laws may include compliance with any guidance or direction of any regulatory authority or government agency, any writ of attachment, lien, levy, subpoena, warrant, or other legal order. You understand and acknowledge that in no event will Abra be obligated to affect any transaction it believes would violate any Applicable Law. You further understand and acknowledge that Abra is not responsible for any losses, whether direct or indirect, that you may incur as a result of Abra’s good faith efforts to comply with any Applicable Law, including any law enforcement request or legal order.
Abra’s Intellectual Property Rights. We retain all right, title, and interest (including all copyright, trademark, patent, trade secrets, and all other intellectual property rights) in our Abra Platform and all content on our Abra Platform , including our trademarks, service marks, designs, logos, URLs, and trade names that are displayed on our Platform, which we refer to in these Terms, collectively, as the Abra Materials. We hereby grant you a limited, nonexclusive, and non-sublicensable license to access and use the Abra Materials for your personal or internal business use. Such license is subject to these Terms and does not permit any resale of the Abra Materials; the distribution, public performance or public display of any Abra Materials; modifying or otherwise making any derivative uses of the Abra Materials, or any portion thereof; or any use of the Abra Materials other than for their intended purposes. The license granted under this Section will automatically terminate if we suspend or terminate your access to the Abra Platform . We will own exclusive rights, including all intellectual property rights, to any feedback, suggestions, ideas or other information or materials regarding Abra or our Platform that you provide, whether by email, posting through our Abra Platform or otherwise, which we refer to in these Terms as Feedback. Any Feedback you submit is non-confidential and will become the sole property of Abra. We will be entitled to the unrestricted use and dissemination of such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you. You may not, and you may not allow others to: (i) decompile, reverse engineer, convert or otherwise extract or disclose the underlying script, code (whether binary, assembly, source, object, HTML or otherwise) or structure of any Materials, or (ii) remove or alter authorship attribution or copyright notices or similar information on the Abra Platform or any products or materials embodying or containing any Material. Any violation of the provisions of the Terms regarding Abra’s Intellectual Property may subject you to compensatory and punitive damages, and shall specifically also entitle Abra to equitable relief (including an injunction), in addition to (and not in substitution or replacement for) any other available remedies at law or in equity, without the need for the posting of a bond or any other requirement.
Trademarks. Abra and the Abra logo are our trademarks, registered trademarks or service marks. Any other trademarks mentioned in our website or mobile Wallets are the property of their respective owners.
No Solicitation or Offering; No Advice. Except as otherwise expressly noted, the Materials and the Abra Platform do not constitute an offer to buy or sell or a solicitation of an offer to buy or sell investments, loans, securities, partnership interests, commodities or any other financial instruments; the Materials and the Abra Platform also do not constitute, and may not be used for or in connection with, an offer or solicitation by anyone in any state or jurisdiction in which such an offer or solicitation is not authorized or permitted, or to any person to whom it is unlawful to make such offer or solicitation. While Abra may make certain informational Materials available to its users, under no circumstances does Abra provide legal, tax, investment, financial, estate-planning, accounting, or any other advice. Nothing contained in Abra’s Abra Platform constitutes a solicitation, recommendation, endorsement, or offer by Abra or a third party service provider to buy or sell any asset or other financial instrument. The Materials and the views expressed in the Materials do not necessarily reflect the views of Abra as a whole, its directors, officers, employees, shareholders or any part or member thereof or of any third party.
Termination. Survival of Provisions. If you are not in full compliance with all of these Terms, the permissions granted to you under these Terms will automatically terminate, and in such circumstances, you will no longer use or access, or be entitled to use or access, the Abra Platform, the Materials or any Abra Wallet. Abra may terminate your right to use the Abra Platform, or block you from future use, at any time in its sole discretion, with or without cause, and without notice to you. Some circumstances in which Abra may exercise this right to terminate your right to use the Abra Platform include, but are not limited to: (i) you have breached any provision of the Terms; (ii) you have engaged in conduct which Abra, in its sole discretion, considers to be unacceptable; (iii) Abra is required by law to do so; or (iv) Abra no longer provides the Abra Platform. The above are only examples of circumstances in which Abra may terminate your right to use the Abra Platform and Abra may terminate your right to use the Abra Platform for any other reason in its sole discretion. We will not be liable to you due to or by reason of our termination of your right to use the Abra Platform or the automatic termination of your right to use the Abra Platform for non-compliance set forth above.
Any ongoing obligations on you, and the provisions relating to: (i) Abra’s Intellectual Property; (ii) No Solicitation or Offering; (iii) Abra’s Remedies; (iv) Indemnification; (v) Limitation of Liability; (vi) General, and (vii) any other provisions designed to survive, will survive any termination or expiration of the Terms for any reason.
Abra’s Remedies. Without prejudice to Abra’s other rights under the Terms, if you breach the Terms in any way, Abra may take such action as Abra deems appropriate to deal with the breach, including suspending your access to the Abra Platform, prohibiting you from accessing the Abra Platform, blocking computers using your IP address from accessing the Abra Platform, and other. If you violate the Terms, Abra will be entitled, at any time, to bring an action or proceeding for specific performance, injunctive relief or other equitable relief in addition to (and not to the exclusion of or in substitution for) any other remedies at law or in equity.
Fair Practices. You agree not to: (i) make any representations, warranties or guarantees on Abra’s behalf or with respect to the Abra Platform or any content or data contained on the Abra Platform; (ii) make any false or misleading representations with regard to Abra or the Abra Platform or any content or data contained on the Abra Platform; or (iii) participate or engage in any illegal, deceptive, misleading, fraudulent, unethical or improper practices on, through, by means of or with respect to the Abra Platform.
Disclaimer of Warranties. OUR SERVICES ARE PROVIDED “AS IS” WITH NO WARRANTY OF ANY KIND. Your use of our Services is at your sole risk. We and our licensors, service providers, subcontractors (if any) or exchange partners make no representations or warranties about the suitability of the information, software, products and services contained in our Services for any purpose or their compliance with any accounting rules, principles or laws, and expressly disclaim any representation or warranty that the Services will be free from errors, viruses or other harmful components, that communications to or from the Services will be secure and not intercepted, that the services and other capabilities offered from the Services will be uninterrupted, or that their content will be accurate, complete or timely. EXCEPT AS EXPRESSLY STATED IN THESE TERMS, WE DISCLAIM ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. YOU ACKNOWLEDGE THAT YOU HAVE NOT ENTERED INTO THIS AGREEMENT IN RELIANCE UPON ANY WARRANTY OR REPRESENTATION EXCEPT THOSE SPECIFICALLY SET FORTH IN THESE TERMS. Some jurisdictions do not allow the disclaimer of implied terms in contracts with consumers, so some or all of the disclaimers in this section may not apply to you.
Force Majeure. Abra shall not be liable for delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any act of God, acts of civil or military authorities, acts of terrorists, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, other catastrophes or any other occurrences which are beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.
In no event will the aggregate liability of Abra, our licensors, service providers, subcontractors or exchange partners for any loss or damage that arises out of, or is connected with, any of the occurrences described above, exceed the greater of $100 or the service fees that you paid to us for the service we provide through the Services during the month during which the incident occurred. This limitation of liability reflects the allocation of risk between the parties. The limitations specified in this section will survive and apply even if any limited remedy specified in these Terms is found to have failed of its essential purpose. The limitations of liability provided in these Terms inure to the benefit of us, our licensors, service providers, subcontractors and exchange partners. Some jurisdictions do not allow certain warranty disclaimers or limitations on liability. Only disclaimers or limitations that are lawful in the applicable jurisdiction will apply to you and our liability will be limited to the maximum extent permitted by law.
Arbitration and Governing Law. PLEASE READ THE FOLLOWING PARAGRAPH CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE DISPUTES WITH US AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF.
You and Abra agree to arbitrate any dispute arising from these Terms or your use of our Services, except for disputes in which either party seeks equitable and other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents. ARBITRATION PREVENTS YOU FROM SUING IN COURT OR FROM HAVING A JURY TRIAL. You and Abra agree to notify each other in writing of any dispute within thirty (30) days of when it arises. Notice to Abra shall be sent to [email protected] . You and Abra further agree: (a) to attempt informal resolution prior to any demand for arbitration; (b) that any arbitration will occur in Santa Clara County California; (c) that arbitration will be conducted confidentially by a single arbitrator in accordance with California laws and regulations; and (d) that the courts in Santa Clara County have exclusive jurisdiction over any appeals of an arbitration award and over any suit between the parties not subject to arbitration. Other than class procedures and remedies discussed below, the arbitrator has the authority to grant any remedy that would otherwise be available in court. Any dispute between the parties will be governed by these Terms and the laws of California, without giving effect to any conflict of laws principles that may provide for the application of the law of another jurisdiction. WHETHER THE DISPUTE IS HEARD IN ARBITRATION OR IN COURT, YOU AND ABRA WILL NOT COMMENCE AGAINST THE OTHER A CLASS ACTION, CLASS ARBITRATION OR REPRESENTATIVE ACTION OR PROCEEDING.
WAIVER OF JURY TRIAL. CLASS ACTION WAIVER. EACH PARTY HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT THEY MAY HAVE TO A JURY TRIAL IN RESPECT OF ANY LEGAL ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OF SERVICE OR THE ABRA PLATFORM AND ANY COUNTERCLAIM THEREIN. EACH PARTY CERTIFIES AND ACKNOWLEDGES THAT SUCH PARTY HAS CONSIDERED THE IMPLICATIONS OF THIS WAIVER AND MAKES THIS WAIVER VOLUNTARILY. EACH PARTY HEREBY AGREES THAT THERE WILL BE NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT, HEARD, OR ARBITRATED AS A CLASS ACTION (INCLUDING WITHOUT LIMITATION OPT OUT CLASS ACTIONS OR OPT IN COLLECTIVE CLASS ACTIONS), OR IN A REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL CAPACITY ON BEHALF OF A CLASS OF PERSONS OR THE GENERAL PUBLIC. ALL DISPUTES SHALL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY.
Unclaimed Property. Under applicable law, after a specified period of inactivity by you with respect to your Abra Wallet, Abra may be required to report and/or remit any assets it is holding in custody for you in accordance with unclaimed property laws.
No Waiver. Our failure to exercise or enforce any right or provision of these Terms will not constitute a waiver of that right or provision.
Severability. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
Interest and Borrow Terms of Service. Some Abra Platform Services are offered in partnership with Abra affiliated entities and/or other regulated institutions (“Abra Partners”) and may require you to provide additional personal information in order to meet the eligibility requirements of such Services.
Abra Interest Account. By opening an Abra Interest Wall Account directly with Prime Trust LLC (hereafter “Prime Trust”) via the Abra Wallet on or after the effective date of these Terms, you agree that the terms and conditions contained herein will govern your Abra Interest Account. An Abra Interest Account opened prior to the effective date will be governed by these Terms, as modified from time to time in accordance with these Terms. You agree that these Terms will govern any existing Abra Interest Account maintained on or after the effective date.
Opening Abra Interest Account. Abra Platform users who satisfy Abra’s Eligibility requirements as stipulated herein can apply to open an Abra Interest Account. Additional identity verification may be required for successful opening of the Abra Interest Account. Abra may ask for information that will allow us to identify and verify your identity. Abra Interest Accounts are not available in any country to which the United States embargoes goods or imposes similar sanctions, or any other jurisdiction which we determine we would not be able to offer Abra Interest Accounts for regulatory or policy reasons. Due to the dynamic nature of regulatory requirements and interpretations in the cryptocurrency market, we reserve the right to update the list of prohibited jurisdictions and/or reject applications to open Abra Interest Accounts that we determine we would be unable to accept for regulatory or policy reasons in our sole and absolute discretion. All digital assets associated with Abra Interest Account are deposited directly into your designated Prime Trust subaccount (or one of Abra’s licensed institutional custodians). You represent and warrant that any and all information provided to us pursuant to these Terms or otherwise is true, accurate and not misleading in any respect. If any such information changes, it is your obligation to update such information as soon as possible. Note that we may use credit reports or other information from third parties to help us determine if we should open or maintain your Abra Interest Account. Your Abra Interest Accounts Ie not deemed to be opened, and we have no responsibility to you unless and until you have received written confirmation from us that your Abra Interest Account has been opened. We are not obligated to accept an application from any applicant, and we reserve the right not to open an Abra Interest Account for any applicant in our sole and absolute discretion.
Funding Your Abra Interest Account. You can make your opening deposit by ordering the transfer of eligible digital assets to your Abra Interest Account from your Abra’s trading Wallet and your digital assets will be transferred, held and protected at one of Abra’s Partners – licensed institutional custodians. There is no minimum deposit required to open an Abra Interest Account. We may, in our sole discretion, institute a minimum balance in the future, and such minimum balance will apply to your Abra Interest Account. Once your Wallet has been opened and funded, Abra requires up to seven (7) business days prior to your complete or partial withdrawal of the eligible crypto you have deposited with us. During the withdrawal waiting period, you will continue to receive interest.
Abra Interest Accounts may be opened by individuals and institutions.
How Interest Is Calculated. The interest rate on the Abra Interest Accounts is variable. We may update our variable interest rate daily. Our interest rate may be tiered, with specified rates in effect at any time only applied to specific portions of amounts on deposit. We will announce any changes to our interest rates and minimum balances required to earn interest inside the Abra Platform. Interest will be payable in arrears and added to the principal in your Abra Interest Account on a weekly basis. We use the minimum daily balance method to calculate the interest on your Abra Interest Account. This method applies a daily rate to your minimum balance Abra Interest Account balance during the day on each day. We will determine the interest rates and tiers for each day at our sole discretion, and you acknowledge that such rates may not be equivalent to benchmark interest rates observed in the market for bank deposit accounts.
How Interest Is Paid. Prime Trust will credit your Abra Interest Account periodically via the Abra Wallet with the interest earned above a minimum threshold and in units of the Wallet currency for the Wallet on a weekly basis. Any unpaid interest will remain in your Wallet and continue to count toward your interest earning balance. Your Abra Interest Accounts must be open and in good standing on such a date in order for you to receive this interest payment. All interest will be paid in cryptocurrency.
Over the Counter (OTC) Transactions. Abra Interest Account holders may also enter into transactions with Prime Trust for the trading of digital assets. While Abra may provide the software and user interface for such transactions, the counterparty to all OTC transactions is Prime Trust. You the user must specify the source and destination wallet addresses for all transactions and those addresses must be in your personal possession either through the Abra Wallet or any alternative wallet under your control. Abra assumes no responsibility or liability for any loss incurred by utilizing the OTC services.
Withdrawals. You may make a complete or partial withdrawal of the principal from your Abra Interest Account at any time with appropriate time notice as stated above. The user initiates the withdrawal process to Prime Trust via the Abra Wallet instantly when possible, and we may require up to seven (7) business days after you submit your withdrawal request to process the withdrawal. Interest will continue to accrue during the withdrawal waiting period. If you withdraw the entirety of your principal, any accrued interest above our minimum interest payment threshold will be included in your withdrawal. Any amount below the minimum interest threshold will not be paid and be forfeited.
Abra and our third party partners may experience cyber-attacks, extreme market conditions, or other operational or technical difficulties which could result in the immediate halt of deposits and withdrawals of cryptocurrency either temporarily or permanently. Abra is not and will not be responsible or liable for any loss or damage of any sort incurred by you as a result of such cyber-attacks, operational or technical difficulties, or suspensions of deposits or withdrawals.
Taxes. You will be able to see a record of the transactions related to your Abra Interest Account which you may wish to use for the purposes of making any required tax filings or payments. It is your responsibility to determine what, if any, taxes apply to the payments you make or receive, and to collect, report, and remit the correct tax to the appropriate tax authority. We will make any tax withholdings or filings that we are required by law to make, but we are not responsible for determining whether taxes apply to your transaction, or for collecting, reporting, or remitting any taxes arising from any transaction. You are responsible for complying with applicable law. You agree that Abra is not responsible for determining whether or which laws may apply to your transactions, including tax law. You are solely responsible for reporting and paying any taxes arising from your Abra Interest Account.
Risk Disclosure. Your Abra Interest Account is not a checking or savings account, and it is not covered by insurance against losses. Abra and Prime Trust will lend, sell, pledge, rehypothecate, assign, invest, use, commingle or otherwise dispose of funds and cryptocurrency assets to counterparties, and we will use our commercial best efforts to prevent losses. In certain jurisdictions, cryptocurrency is not legal tender and is not backed by the government. Wallets and value balances are not subject to Federal Deposit Insurance Corporation or Securities Investor Protection Corporation protections. Legislative and regulatory changes or actions at the state, federal, or international level may adversely affect the use, transfer, exchange, and value of cryptocurrency. Transactions in cryptocurrency may be irreversible, and, accordingly, losses due to fraudulent or accidental transactions may not be recoverable. Some cryptocurrency transactions shall be deemed to be made when recorded on a public ledger, which is not necessarily the date or time that the customer initiates the transaction. The value of cryptocurrency may be derived from the continued willingness of market participants to exchange government-issued currency for cryptocurrency, which may result in the potential for permanent and total loss of value of a particular cryptocurrency should the market for that cryptocurrency disappear. There is no assurance that a person who accepts a cryptocurrency as payment today will continue to do so in the future. The volatility and unpredictability of the price of cryptocurrency relative to government-issued currency may result in significant loss over a short period of time. The nature of cryptocurrency may lead to an increased risk of fraud or cyber-attack, including rollback attacks or blockchain reorganizations. The nature of cryptocurrency means that any technological difficulties experienced by Abra may prevent the access or use of a customer’s cryptocurrency. Any Interest Account maintained by Prime Trust for Abra for the benefit of its customers may not be sufficient to cover all losses incurred by customers. In light of these risks, you should carefully consider whether holding cryptocurrency in an Abra Wallet is suitable.
Consent to Rehypothecate. Except where prohibited or limited by applicable law, in consideration for the interest earned on your Wallet, you grant Prime Trust and Abra the right, without further notice to you, to hold the cryptocurrency held in your Wallet in Prime Trust or Abra’s name or in another name, and to pledge, repledge, hypothecate, rehypothecate, sell, lend, or otherwise transfer or use any amount of such cryptocurrency, as principal, agent or otherwise, separately or together with other property, with all attendant rights of ownership, and for any period of time and without retaining in Prime Trust or Abra’s possession and/or control a like amount of cryptocurrency, and to use or invest such cryptocurrency at its own risk. You acknowledge that, with respect to assets used by Abra pursuant to this paragraph, (i) you may not be able to exercise certain rights of ownership and (ii) Abra may receive compensation in connection with lending or otherwise using cryptocurrency in its business to which you will have no entitlement.
Ownership of Cryptocurrency. You hereby represent and warrant to us at all times during which you hold cryptocurrency in your Abra Interest Account that any cryptocurrency used by you in connection with your Abra Interest Account is owned by you or that you are validly authorized to carry out transactions using such cryptocurrency and that all transactions initiated with your Abra Interest Account are for your own Wallet and not on behalf of any other person or entity.
General Rules Governing Abra Interest Accounts. All of our actions relating to your Abra Interest Account, including these Terms, will be governed by the laws and regulations of the United States and, to the extent not preempted, the laws and regulations of the State of Nevada. Any lawsuit regarding your Abra Interest Account must be brought in a proper court in the State of Nevada. If any part of these Terms is determined to be invalid or unenforceable, such determination will not affect the remainder of these Terms.
We reserve the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request.
Contributions. All contributions to your Abra Interest Account must consist of eligible cryptocurrency and must be transferred to the deposit address provided in your Abra wallet or as otherwise notified by us to you. We have the right to reject any deposit and the right to return a deposit already made.
Our Relationship with You. These Terms and the deposit relationship do not create a fiduciary relationship between us.
Authorized Servicers. We may follow instructions regarding your Abra Interest Account if we reasonably believe that you have authorized the instructions.
Statements. We will make statements for your Abra Wallet available to you via Abra transaction history in the Abra Wallet. All of your Wallets and (in our discretion) those of any of your affiliates may be combined into one statement.
Review of Wallet Transactions. We will make available to you a transaction history showing the activity on your Wallet and containing information sufficient to allow you to reasonably identify transactions. You must examine these transactions and notify us of any unauthorized use or any error or irregularity on the Wallet within 60 calendar days after each transaction is made. If notice is not received within the 60-calendar day period, then we will have no liability to you and the loss will be entirely yours for the transaction.
Notice of Withdrawal; Limits on Withdrawals. We initiate the withdrawal process as quickly as possible but may require up to seven (7) business days to process withdrawals from your Abra Interest Account. Withdrawal limits based on frequency may apply from time-to-time and will be described in Abra’s FAQ.
Transfer of Abra Interest Accounts. Abra Interest Accounts are not transferable or assignable in whole or in part.
Abandoned/Unclaimed Wallets. Abra is required by law to turn over the funds in abandoned or unclaimed customer Abra Interest Account to the state of your last known residence.
Business Day. For purposes of these Terms, our business days are Monday through Friday. Saturdays, Sundays and all federal holidays/bank holidays are not included.
Indemnification and Limitation of Liability; Attorney’s Fees and Costs for Lawsuits. You agree to indemnify and hold us and our affiliates harmless from any losses, damages, suits and expenses, of whatever kind, including reasonable attorneys’ fees, which we may incur in connection with or arising out of your use of your Abra Interest Account or our activities in connection with such Wallet, your violation of any law, regulation, order or other legal mandates, or the rights of a third party, or any act or omission by your agent, representative or third-party service provider while using your Abra Interest Account, regardless of whether the specific use was expressly authorized by you. You agree to comply with applicable law and to not use your Wallet for unlawful internet gambling transactions or any other transaction or activity that is illegal or violates applicable regulations or rules of any applicable self-regulatory organization. Please note, your agreement to comply includes United States federal and state economic sanctions laws and regulations, including those issued by the Office of Foreign Assets Control of the U.S. Department of the Treasury and Executive Orders issued by the President of the United States.
We are not liable to you for claims, costs, losses or damages caused by an event that is beyond our reasonable control (e.g., the acts or omissions of third parties, natural disaster, emergency conditions, government action, equipment or communications malfunction). We are not liable for special, incidental, exemplary, punitive or consequential losses or damages of any kind. Except for any setoff permitted by applicable law and Section Setoff and Security Interest Rights below, any amounts owed or liabilities incurred by us (“Obligations”) may be satisfied solely from the assets of Plutus Lending LLC. Without limiting the generality of the foregoing, in no event shall you have any recourse, whether by setoff or otherwise, with respect to any amounts owed or liabilities incurred, to or against any assets of any person or entity other than Plutus Lending LLC for Obligations, including, without limitation, any member, affiliate, investor, employee, officer, agent or advisor of Plutus Lending LLC. For the avoidance of doubt, the foregoing shall not limit any setoff permitted by applicable law and Section Setoff and Security Interest Rights below.
We reserve the right to limit access to your Wallets, which can include temporarily or permanently removing your Abra access, restricting your Wallet, and/or closing your Wallets without prior notice to you unless prior notice is required by law. We do not bear liability for such actions. In addition, Abra reserves the right to withhold or delay the withdrawal of funds or assets belonging to you if you fail to comply with these Terms.
Our liability to you for a claim is limited to the face value of the item or transaction or the actual value of any funds not properly credited or debited.
Conflict/Disputes Involving Your Abra Interest Account. We are not liable to you for errors that do not result in a financial loss to you. We may take any action authorized or permitted by these Terms without being liable to you, even if such action causes you to incur fees, expenses or damages.
If third parties make claims on your Abra Interest Account, or if we receive conflicting instructions from authorized signers, or if we become involved in or concerned about a dispute between you and an authorized signer, we have the discretion to react in ways we believe to be appropriate, including by closing your Wallet and returning the cryptocurrency deposited. You are liable for all expenses and fees we incur for such conflicts or disputes, including internal costs and attorneys’ fees, and we may charge them to your Abra Interest Account.
Fraudulent activity, including any attempt to withdraw funds that you do not own, did not deposit, or did not purchase, is strictly prohibited and may result in the closure of your Abra Wallet. Fraudulent activity includes any attempt to take advantage of errors on the Abra UI. Any errors identified should be flagged to [email protected]
Legal Process Affecting Wallets. If legal action such as an attachment, garnishment, levy, or other state or federal legal process (“legal process”) is brought against your Wallet, we may refuse to permit (or may limit) withdrawals or transfers from your Wallet until the legal process is satisfied or dismissed. Regardless of the terms of such attachment, garnishment, levy, or other state or federal process, we have the first claim to any and all funds in your Wallet. We will not contest on your behalf any such legal process and may take action to comply with such legal process as we determine to be appropriate in the circumstances without liability to you. If we incur any expenses, including without limitation, reasonable attorney fees, in connection with any such legal process, we may charge any expenses and fees to your Wallet or any other Wallet you may have with us without prior notice to you, or we may bill you directly for such expenses and fees. Any garnishment or other levy against your Wallet is subject to our right of setoff and security interest.
Setoff and Security Interest Rights. You grant us a security interest in any and all of your Wallets with us for obligations owing to us or any of our affiliates by any owner of any of your Wallets. These obligations include both secured and unsecured debts and debts you owe individually or together with someone else, including debts and obligations under other transactions or agreements between you and us or any of our affiliates. We may take or set off funds in any or all of your Wallets, or transfer funds between any of all of your Wallets, with us or any of our affiliates for direct, indirect and acquired obligations that you owe us or our affiliates, including any balances as a result of not having sufficient funds available or as a result of an erroneous transfer of funds to an address under your control, regardless of the source of funds in an Wallet. These rights are in addition to other rights we have to take, transfer or charge funds in your Wallet for obligations you owe us or our affiliates. We may consider these Terms as your consent to Abra’s asserting its security interest or exercising its right of setoff should any laws governing your Wallet require your consent. If the law restricts our ability to take, transfer or setoff funds in your Wallet, or if some deposits are protected from attachment, levy or legal process, to the extent that you may do so by contract, you waive those conditions and limits and authorize us to apply funds in any or all of your Wallets with us to obligations you owe us. Exercising these rights may result in early withdrawal penalties.
We hereby agree that, to the extent permitted by applicable law, you may take or set off funds in your Wallet, or any amounts we owe you with respect thereto, against the Obligations. If the law restricts your ability to take, transfer or setoff funds in your Wallet, or if some deposits are protected from attachment, levy or legal process, to the extent that we may do so by contract, we waive those conditions and limits and authorize you to apply funds in any or all of your Wallets with us to the Obligations.
Change of Address. You must promptly notify us of any change in your email address. Failure to notify us may result in delay or non-receipt of Abra correspondence.
Recording and Monitoring Telephone Calls and Electronic Communications. We will record and monitor our telephone conversations with you and your electronic communications with us (chat, e-mail, and other forms of electronic exchange). Unless the law requires otherwise, you consent in advance to such recording and monitoring and we do not need to remind you of these activities.
Waiver. We may delay or waive any rights we have under these Terms. If we delay or waive our rights, you are still obligated to pay us fees and other amounts you may owe us under these Terms. Any delay or waiver of our rights applies only to the specific instance in which we decide to delay or waive the provision and does not affect our future rights in any way.
Closing an Abra Interest Account. We have the right to close your Abra Interest Account at any time for any reason without advance notice. If your Abra Interest Account has a balance when we close it, you will need to withdraw all balance within a withdrawal period specified by Abra less any applicable penalty, unless prohibited by applicable law. Any balance after the withdrawal period will be considered as unclaimed / abandoned by Abra.
Assignment; Entire Agreement. Abra may assign these Terms to its affiliate or subsidiary, or in connection with a merger, consolidation, or sale or other disposition of all or substantially all of its assets. These Terms, together with any other agreements that apply to you, constitute the entire and exclusive agreement between us and you regarding its subject matter, and supersede and replace any previous or contemporaneous written or oral contract, warranty, representation or understanding regarding its subject matter.