Terms & Conditions
Effective Date: December 1st, 2023
1) Introduction
Terms & Conditions of ReFi Hub
These Terms & Conditions (T&C) govern your use of the ReFi Hub electronic platform, accessible at www.refihub.io (hereinafter "ReFi Hub", the “Website” or the "Platform"), operated by ReFi Hub LLC ("We", "Us" or the “Company”).
Acceptance of Terms
Your access to and use of ReFi Hub, including any registration on the Platform, is conditioned upon your acceptance of these T&C. By accessing, registering, or using ReFi Hub, or by clicking "accept" or "agree" when prompted, you acknowledge that you have read, understood, and agreed to be bound by these T&C, either personally or on behalf of the entity you represent. If you do not agree to these T&C and the accompanying Privacy Policy, you must not access or use ReFi Hub.
Scope of Terms
These T&C apply exclusively to your use of ReFi Hub. They do not cover any third-party websites, services, or applications, even those you may access through ReFi Hub. Your interactions with third parties, including payment and delivery of goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and the third party.
2) Definitions
In these Terms & Conditions, the following definitions shall apply, among others:
User: Refers to platform users who register for ReFi Hub for either lending or borrowing purposes, completing the Know Your Customer (KYC) procedure.
ReFi Hub / Platform: Refers to the crowdlending platform administered by ReFi Hub LLC. through the website www.refihub.io.
Account: Denotes an individual ReFi Hub account created by either a lender or a borrower on the Platform.
Borrowers: Refers to SMEs, companies, organizations, or similar entities seeking and/or receiving loans from ReFi Hub users, who have established a ReFi Hub account.
Lender: Refers to a ReFi Hub User who participates in a lending round by purchasing Loan Agreement Tokens.
Loan Agreement Tokens (LATs): Blockchain tokens that represent real-world loan agreements between Lenders and Borrowers. Also referred to as Investments in Real World Assets (iRWAs).
The terms and expressions defined herein in the singular or plural form, may be employed, respectively, in the plural or singular, with a corresponding adjustment in their meaning, unless the context necessitates a different interpretation.
3) Use of Platform & Restrictions
Scope
These Terms and Conditions (T&C) and any other terms published on the ReFi Hub website or by ReFi Hub LLC, shall be applicable and binding on any person with the legal capacity to accept them who contracts the services of ReFi Hub platform.
Eligibility Criteria
The ReFi Hub platform is exclusively available to "Eligible Persons." If you do not meet the criteria of an Eligible Person, you are prohibited from using the ReFi Hub Platform or engaging in any transactions on it. This prohibition also applies if you are acting on behalf of someone who is not an Eligible Person.
An "Eligible Person" is defined as an individual who:
Is at least 18 years old.
Is not a "U.S. Person" (as defined below).
Is not physically present in, nor a resident of, any "Prohibited Jurisdiction."
Is not a legal entity formed under the laws of a Prohibited Jurisdiction.
Is not a "Politically Exposed Person."
Is not listed in any trade or economic sanctions lists, including but not limited to the UN Security Council Sanctions list, the U.S. Commerce Department’s "Denied Persons List", or similar lists maintained by the United States, Canada, the United Kingdom, the European Union, Singapore, or Switzerland.
A "U.S. Person" includes, but is not limited to, any individual or entity in the United States or subject to U.S. jurisdiction.
Prohibited Jurisdictions
“Prohibited Jurisdiction” shall mean
(i) the United States, including all states of the United States of America’ the District of Columbia; the Commonwealth of Puerto Rico; the U.S. Virgin Islands; Guam; the Commonwealth of the Northern Mariana Islands; and all other territories and possessions of the United States of America, the Province of Ontario of Canada, the People’s Republic of China, Afghanistan, Belarus, Central African Republic, Congo, Democratic Republic of the Congo, Republic of the Cote D'Ivoire, Crimea (a region of Ukraine annexed by the Russian Federation), the self-proclaimed Donetsk People’s Republic (a region of Ukraine), the self-proclaimed Luhansk People’s Republic (a region of Ukraine), Kherson Oblast (a region of Ukraine), Zaporizhzhia Oblast (a region of Ukraine), Cuba, El Salvador, Eswatini, Gambia, Iran, Iraq, Liberia, Libya, Malawi, Mali, Moldova, Myanmar, Niger, North Korea, Palestinian Territory, South Sudan, Sudan, Syria, Venezuela, Yemen, Zambia, Zimbabwe;
(ii) any state, country or other jurisdiction that is sanctioned and/or embargoed by the United States of America, the United Nations, the United Kingdom, the European Union and/or Switzerland;
(iii) a jurisdiction where it would be illegal according to local law or regulation for you to acquire Tokens or securities; or
(iv) a jurisdiction where the distribution and sale of virtual assets or Tokens or securities is prohibited or contrary to local law or regulation, or could subject the investor to any local registration, regulatory or licensing requirements.
4) Prohibited Uses:
Lawful Use and Protection of Services
You are permitted to use the Services solely for lawful purposes and in strict adherence to the terms of this Agreement. You agree not to use the Services in any manner that could impair, overburden, damage, or adversely affect the Services or the Company's overall business operations.
Access Restrictions
Access to ReFi Hub must be via the provided platform user interface (UI) only. Direct access to investment opportunities through backend smart contracts is strictly prohibited and may result in immediate banning from the site.
Content Usage and Intellectual Property
The sale, license, sublicense, transfer, assignment, rent, lease, loan, hosting, or exploitation of the content or the Services, in whole or part, is strictly prohibited.
Any alteration or deletion of copyright, trademark, or other proprietary rights notices from copies of the content is forbidden.
Trademark Usage
All trademarks, logos, and service marks displayed on the Services are either the property of the Company or third parties. You must not use such marks without the prior written consent of their respective owners.
5) Risks
Acknowledgment of Risks
You acknowledge and agree that engaging in collaborative loan services through the blockchain technology of the ReFi Hub platform carries significant financial, regulatory, and reputational risks. These risks include, but are not limited to, those detailed in the Annex attached to these T&C.
By using the services offered on the ReFi Hub Platform and accepting these Terms and Conditions, you expressly acknowledge, accept, and assume these risks, along with the terms of any loan agreements facilitated through the platform.
Reliance on Information Provided
The information made available on or through ReFi Hub is intended solely for general information purposes. ReFi Hub LLC does not guarantee the accuracy, completeness, suitability, or quality of this information. Your reliance on any such information is at your own risk.
ReFi Hub LLC expressly disclaims all liability and responsibility for any reliance placed on such information by you, any other user of the Services, or anyone who may be informed of its contents.
6) Explanation of Services
6.1) Object and Acceptance of Conditions
The primary objective of ReFi Hub is to facilitate users ability to lend to sustainable businesses through blockchain technology. To utilize our services as a lender, you are required to become a registered User. This includes the reading and acceptance of our Terms and Conditions, Privacy Policy, and completing the Know Your Customer (KYC) procedure.
6.2) Content of Services
ReFi Hub meticulously selects sustainable projects for listing. Each project is detailed on our platform, providing comprehensive information for potential lenders. Upon successful funding, all lent funds are automatically transferred to the project via smart contracts (excluding applicable platform fees). Similarly, all interest and principal repayments are processed through smart contracts on the designated repayment dates.
6.3) Requirements to Obtain User Status
Users can Sign up / Log in to ReFi Hub either through one of their existing Web3 wallets (such as Metamask or Phantom), or by signing up with their email to create a new wallet for said user, through our partner, https://withpaper.com/. This new wallet will be linked to a user’s email, and to their ReFi Hub account for a seamless entry into decentralized finance.
Following this, Users will need to accept our Terms & Conditions, Privacy Policy, and undergo a KYC process. To KYC, visit the platform’s KYC page and follow the prompts to submit the required documents. Our third-party service provider, Synaps, will conduct the verification.
6.4) How to Lend to Projects
Users can lend to projects through various methods:
Using Existing Crypto Funds:
Utilizing the funds already present in their linked wallet.
Transferring Crypto to Your Wallet:
Accessing the "Funding" or "Deposit" section in their account to transfer crypto.
Using Transak to Buy Crypto:
Securely purchasing crypto assets within their accounts using bank transfer or credit card via the Transak feature.
6.5) Lending Process
Investing in sustainable projects via ReFi Hub can be done by:
Purchase LATs (Loan Agreement Tokens) / iRWAS (Investments in Real World Assets).
These tokens represent the real-world loan agreements between lenders and borrowers.
Utilization of Funds by Borrowing Business:
Borrowers use these funds for their business needs.
Repayment of Interest & Principal:
Businesses deposit repayments into a smart contract periodically.
Claiming Earnings:
As a LAT holder, claim your earnings from the smart contract regularly.
Stablecoin Repayment:
All loans are repaid in Stablecoins such as USDC, ensuring stability and security for your investment.
6.6) Payment Claims
To claim your earnings:
Access the "Payment Claims" section on ReFi Hub.
View your claimable amount.
Click "Claim" to receive your funds.
6.7) Loan Terms
At ReFi Hub, we customize our loan terms to each business's unique needs: Interest rates and repayment periods are tailored to each business, ensuring fair and flexible terms.
The specifics of each loan are detailed in the associated loan agreement, available on the lending page, which lenders are required to read and accept before investing.
6.8) Platform Fees
ReFi Hub’s fee structure is designed for transparency and minimal impact:
User Platform Fees: A 2.5% structuring fee on investments, covering platform maintenance and business vetting costs.
Business Structuring Fee: A 2.5% fee for businesses, enabling support and successful funding from listing to completion.
6.9) Integration of Transak
ReFi Hub integrates Transak, a third-party Fiat on/off ramp site, for the convenience of purchasing crypto tokens. However, ReFi Hub is not liable for any risks or losses associated with transactions made through Transak or other external platforms. Users should familiarize themselves with the terms and conditions of their chosen exchange or aggregator.
7) Suspension of Services
Acknowledgment of Maintenance and Technical Challenges
Users must acknowledge that operating and maintaining the ReFi Hub platform involves complex, technical challenges. Periodic maintenance, both scheduled and unscheduled, is essential for the platform's optimal functioning. These maintenance activities may occasionally require temporary suspension of platform services.
Limitation of Liability for Platform Downtime
ReFi Hub does not guarantee uninterrupted platform functionality and cannot be held liable for any losses or damages, including but not limited to loss of profits, that may arise from temporary suspensions due to maintenance or technical issues.
Exclusion of Liability for Third-Party Actions
ReFi Hub will not be liable for any issues, failures, or security breaches within the Platform that are caused by actions of third parties or Users. This includes, but is not limited to, unlawful breaches of the platform's security systems.
8) Changes to Terms & Conditions
Last Updated
These Terms & Conditions are current as of the last update date indicated at the beginning of this agreement.
Right to Modify Terms
ReFi Hub reserves the right to modify these Terms & Conditions at any time, without prior notice to users. Any changes will be effective immediately upon posting on this page.
Notification of Material Changes
While ReFi Hub will endeavor to notify users of any material changes to these Terms & Conditions via email, it is the responsibility of the user to review these Terms periodically for any updates.
Acceptance of Updated Terms
Your continued use of the ReFi Hub platform after any such modifications constitutes your acceptance of the new Terms & Conditions. If you do not agree to the updated terms, you should discontinue your use of the platform.
9) Changes to the Service
Evolving Nature of Services
The services offered by ReFi Hub are subject to change as the Company continually seeks to evolve, refine, and enhance the features of the Platform. This dynamic nature of the services is a fundamental aspect of our offering.
Company's Right to Modify Services
ReFi Hub reserves the right, at its sole discretion, to modify, withdraw, or discontinue, temporarily or permanently, any part of the Services at any time without prior notice to you. These changes may include adding new services, features, or functionalities, as well as removing existing ones.
No Liability for Service Changes
You acknowledge and agree that ReFi Hub shall not be liable to you or any third party for any losses or damages resulting from any modification, suspension, or discontinuance of the Services. This includes any impact caused by the unavailability of the Services, in whole or in part, at any given time or for any duration.
10) No Warranty
Risk Acknowledgment
You acknowledge that any interactions with ReFi Hub, including but not limited to the purchase of Tokens, engaging in Loans, receiving Interest, or any other payment transactions, are conducted at your sole risk. You are solely responsible for any losses, damages, or costs arising from such transactions.
Disclaimer of Investment Advice
ReFi Hub does not offer investment advice, marketing, promotion, or any investment offerings to you or any third party.
Service Provided "As Is"
The services of ReFi Hub are provided on an “AS IS” and “AS AVAILABLE” basis. We disclaim all warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, or course of performance.
Limitation of Liability
ReFi Hub LLC will not be liable for any losses, damages, or other liabilities, including but not limited to special, incidental, consequential, or other damages. This limitation applies even if such damages are foreseeable.
Accuracy and Reliability Disclaimer
ReFi Hub does not warrant the accuracy, completeness, reliability, or timeliness of any information on the platform, including information related to Tokens. The platform is not guaranteed to be free of viruses or other harmful components.
Transaction Risks
By transacting with ReFi Hub, you acknowledge that ReFi Hub LLC bears no liability for the correctness, quality, accuracy, security, completeness, reliability, performance, timeliness, or availability of Tokens. ReFi Hub is not responsible for any communication failures, disruptions, errors, distortions, or delays you may experience when transacting, regardless of the cause.
Token Representations
ReFi Hub makes no representations or warranties concerning the Tokens and expressly disclaims responsibility for any damage, loss, penalty, cost, or expense arising in any form, whether direct, indirect, incidental, consequential, special, punitive, exemplary, or economic, to the fullest extent allowed by applicable law.
11) Limitation of Liability, Indemnification & No Waiver
Indemnification
You agree to indemnify, defend, and hold harmless the Company and its affiliates, including their officers, directors, employees, agents, successors, and assigns (collectively, “Indemnified Party”), from and against any losses, claims, actions, damages, liabilities, and expenses (including reasonable attorneys’ fees and enforcement costs) arising from your breach of this Agreement or your use or misuse of the Services. This includes liabilities resulting from actions taken by a third party using your account.
The Company reserves the right to assume exclusive defense and control of any matter for which you are required to indemnify us, at your expense. You agree to provide cooperation in the defense of these claims.
Limitation of Liability for Uncontrollable Events
The Company shall not be liable for any loss or damage caused by events, actions, or omissions beyond its control. This includes, but is not limited to, delays or inaccuracies due to transmission or communication facility failures, electrical power outages, or other similar events.
No Waiver
Failure by the Company to enforce strict compliance with any provision of this Agreement or to exercise any rights shall not be construed as a waiver of the Company's right to assert or rely upon any such provision or right in that or any other instance. An express waiver by the Company of any condition or requirement of this Agreement does not constitute a waiver of future compliance with such condition or requirement.
12) Termination & Effects of Termination
Company's Right to Terminate
The Company reserves the right to suspend or terminate your access to the Services at any time if you breach the terms of this Agreement. Upon such termination, your right to access and use the Services will immediately cease. The Company will not be liable to you for any suspension or termination of your rights under this Agreement, including the termination of your account.
User's Right to Terminate
If you have registered an account, you may terminate this Agreement at any time by contacting the Company and requesting termination.
Survival of Provisions
Upon termination of this Agreement, certain provisions will continue to be in effect. This includes provisions that, by their nature, should survive termination such as ownership or intellectual property provisions, warranty disclaimers, and limitations of liability.
Obligations and Liabilities Post-Termination
Termination of your access to and use of the Services does not relieve you of any obligations that have arisen or accrued prior to termination. It also does not limit any liability that you may have to the Company or any third party.
13) Applicable Law, Competent Jurisdiction & Disputes
Governing Law
These Terms, including any additional terms announced on the Website, are governed by and interpreted in accordance with English Law. This interpretation excludes the application of any conflict of law principles that might require the application of the laws of another jurisdiction.
Dispute Resolution
Initial Dispute Settlement: Any disputes or claims arising from or related to these T&C should first be addressed in good faith through direct negotiations between the parties. If unresolved, the parties may seek an alternative dispute settlement procedure.
Arbitration: If disputes cannot be resolved through negotiations, they shall be submitted to arbitration under the London Court of International Arbitration (“LCIA”). This arbitration shall be binding and conducted on an individual basis.
Arbitration Specifics:
Governed by LCIA rules.
Involves one arbitrator.
Located in London, United Kingdom, unless otherwise agreed by the parties.
Conducted in English.
The courts in England have exclusive jurisdiction over any appeals of an arbitration award and any non-arbitrable disputes.
Each party bears its own legal costs and expenses, while arbitration costs and expenses are shared equally.
Class Action Waiver: You agree that any claims related to this Agreement or your relationship with ReFi Hub (whether contract, tort, statute, fraud, misrepresentation, or other legal theories) shall be brought in arbitration on an individual basis only, not as a plaintiff or class member in any class or representative action. You waive any right to have claims arbitrated on a class, collective, representative, or private attorney general basis, where permitted by applicable law. Joining or consolidating individual disputes for resolution on a representative or class basis is not allowed.
14) Taxation
When Loan Agreement Tokens / Investments in Real World Assets are puchased, or when loans are repaid in part or in full to token holders, these transactions will be conducted without any withholding or deduction for current or future taxes, duties, or charges of any kind.
It is your responsibility as a user to determine any tax implications related to transactions conducted with businesses listed on ReFi Hub. You must assess whether taxes apply to your transactions and are solely responsible for withholding, collecting, reporting, and remitting the correct amounts of taxes to the appropriate tax authorities.
15) Third-Party Websites
Our Services may feature links, content, or references to third-party websites maintained by entities such as content providers, and application providers.
It is important to note that this these Terms & Conditions do not apply to any such third party services. Consequently, the Company neither asserts nor assumes responsibility for the practices, or procedures of any third party. We urge you to read the terms & conditions and privacy policies of linked or referenced websites that you access. If you have inquiries regarding the terms of use for any third party websites, please establish direct contact with the responsible provider.
ReFi Hub will not be held liable for any losses or security breaches that may occur while using these external sites.
16) Privacy Policy
If you utilize any of our services, any privacy-related disputes shall be governed by this Policy and our Terms & Conditions.
17) Miscellaneous
Assignment of Rights and Licenses
User Restrictions: You may not assign any rights and/or licenses granted under this Agreement without obtaining prior consent from the Company.
Company Rights: The Company reserves the right to assign its rights without restriction, including to its Affiliated Entities, affiliates, subsidiaries, or any successor in interest of any business associated with this Agreement.
Void Assignments: Any attempted transfer or assignment in violation of these terms will be null and void.
Binding Effect: Subject to the above, this Agreement will bind and inure to the benefit of the parties, their successors, and permitted assigns.
Validity and Enforceability
If any provision of this Agreement is found invalid or unenforceable under any rule, law, or regulation, that provision will be modified to the extent possible to achieve its objectives and maintain validity. The enforceability of the remaining provisions will not be affected.
Limitation of Liability for Unforeseeable Circumstances
The Company is not liable for failures or delays due to circumstances beyond its reasonable control, including but not limited to governmental actions, terrorism, war, natural disasters, labor conditions, mechanical breakdowns, data-processing failures, or legal obligations.
Survival Post-Termination
Upon termination of this Agreement, all rights and obligations that inherently continue will survive such termination.
Rights and Remedies
This Agreement does not create rights or remedies in any parties other than you and the Company, and its Affiliated Entities as third-party beneficiaries. No other person has rights as a third-party beneficiary under this Agreement.
Intellectual Property Rights
All intellectual property rights in the Services and its Content are owned by the Company, its licensors, or other providers. These rights are protected by international laws, and no transfer of such rights is implied by this Agreement. All rights not expressly granted are reserved by the Company and its licensors.
License to Use Content
During the term of this Agreement, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Content for business or commercial purposes as permitted by this Agreement. This license terminates upon your cessation of use of the Services or at the termination of this Agreement.
18) Contact us & Complaints
Should you have any questions, comments, or concerns regarding the information outlined in this Terms & Conditions, please do not hesitate to contact us at admin@refihub.io.
Annex: Risk Factors
Non-Payment Risk:
A significant risk on ReFi Hub is the potential non-payment of loans. Despite rigorous screening and selection processes for projects with low default risks, the possibility of borrowers defaulting due to unforeseen circumstances like economic downturns, market volatility, or natural disasters remains. This risk is inherent in any lending activity and cannot be entirely eliminated.
Operational and Business Risks:
ReFi Hub might face operational challenges, including effective management, resource allocation, and maintaining market competitiveness. Ineffective management or failure to adapt to market changes could impair its ability to meet its obligations and affect the platform’s sustainability.
Dissolution Risks:
The platform could be dissolved due to a range of factors, including substantial market fluctuations, lack of user adoption, failure to establish necessary commercial partnerships, or unresolved intellectual property issues, resulting in cessation of operations.
Technical and Development Risks:
As ReFi Hub is in a developmental phase, it is subject to changes and modifications. Ongoing development might lead to unexpected technical challenges, functional issues, or delays in service rollout, which could affect user experience and platform reliability.
Software and Smart Contract Risks:
The platform and its smart contract system, reliant on blockchain technology, face risks of software vulnerabilities. These include potential malfunctions, breakdowns, or obsolescence due to new technological advancements, like quantum computing, which could compromise security and platform integrity.
Technological and Scalability Risks:
Blockchain technology faces scalability challenges. Increased traffic or large volumes of transactions could lead to congestion, slowing down transaction processing times and affecting service delivery and user experience.
Risks from Banking and Financial Services:
ReFi Hub may face challenges in securing banking and financial services due to the evolving nature of regulations surrounding virtual assets. This could impact operational capabilities and influence public perception and trust in the platform.
Uninsured Losses:
Virtual currencies used on ReFi Hub are not insured. In the event of loss, devaluation, or theft, there is no public insurance or private insurance arranged by ReFi Hub to offer recourse to users.
Risks from Unanticipated Events:
As cryptographic tokens are a relatively new and untested technology, there are potential risks in their acquisition, storage, transfer, and usage that are currently unforeseen and may emerge as the technology evolves.
Economic and Personal Risks for Users:
ReFi Hub Users should be prepared for the possibility of losing their entire investment. They should ensure that such a loss would not adversely affect their overall financial stability and should not rely on the liquidity of the tokens for immediate financial needs.
Regulatory and Legal Risks:
The regulatory environment for blockchain technology and virtual currencies is evolving and varies across jurisdictions. Changes in laws or regulations, or new interpretations of existing laws, could adversely affect ReFi Hub's operations.
The platform could face legal challenges or regulatory actions in different jurisdictions, which may question the legality of the token transactions or operations, potentially leading to operational restrictions or shutdowns.
Security & Malicious Activity Risks:
ReFi Hub is subject to various security risks, including the loss of access to tokens due to key mismanagement, custodial errors, or user errors, and the platform’s vulnerability to cyber-attacks.
Malicious activities by internal or external actors, including local nodes, could result in financial losses for users or damage the platform's reputation.
Data breaches could compromise user data and impact trust in ReFi Hub.
Market Risks:
The platform operates in the dynamic crowdlending market, subject to regulatory compliance, intense competition, and changing laws.
Exchange rate fluctuations for loans in local currencies can affect investment returns.
Emergence of competing platforms offering similar services could reduce ReFi Hub's market share.
Secondary market liquidity for tokens is uncertain, and the platform bears no responsibility for their trading on exchanges.
Tax Risks:
Tax Compliance and Regulatory Risks: The platform could face increased tax liabilities due to changes in tax laws or disputes, impacting financial resources and operations.
Token Holder Tax Implications: Token transactions may have tax implications for holders, varying by jurisdiction. Users / Token Holders should seek tax advice to understand their liabilities.
Taxation Uncertainty: The tax characterization of virtual currencies is evolving, and users need to be aware of potential tax obligations, such as income taxes, value-added taxes, and other levies.
EXTRA OLD NOTES
Last updated