NOAH APPLICATION TERMS AND CONDITIONS
The NOAH native and web application (“NOAH Application”) is provided to you by Noah Savings (UK) Ltd, company incorporated and registered in the United Kingdom, with registered company number 13100652, whose registered office is at Eighth Floor 6 New Street Square, New Fetter Lane, London, United Kingdom, EC4A 3AQ (“NOAH”).
These terms and conditions (“T&Cs”) will apply to your use of the NOAH Application. These T&Cs constitute a legal agreement between you and Noah Savings (UK) Ltd (unless otherwise specified) and govern your access to and use of the NOAH Application as well as the website.
Certain services offered through the NOAH Application may be governed by separate terms and conditions. You acknowledge that by accessing and using such services, you agree to be bound by such separate terms and conditions.
The NOAH Application
The NOAH Application is a non-custodial wallet (“NCW”), meaning in ordinary circumstances you are solely in control of your Digital Assets. In the exceptional circumstance of NOAH or any of our critical service providers becoming permanently unable to continue to operate, NOAH’s disaster recovery process will disburse your digital assets to your self-custodial address. NOAH’s NCW obviates the need for our customers to manage their private keys but still leaves the customer in full control of their assets.
The NOAH Application provides the following services (collectively, the “Services”):
(a) receive from and send Supported Cryptoassets to other recipients;
(b) buy and sell Digital Assets;
(c) create a new NOAH Application account, generate your NCW addresses.(d) enable you to authorise transfer of Supported Cryptocurrencies with the passcode, biometrics or two-factor authentication (collectively “Codes”) you set, facilitate the submission of Supported Cryptocurrencies transaction data to the relevant blockchain networks (“Third-Party Blockchain Networks”).
Referral Terms & Conditions
This section sets out the terms and conditions that apply to the NOAH Referral Program (the “Referral Program”). Under this program, the referrer (“You”) and the referee (the “Referred User”) are both eligible to receive a reward paid in NOAH points (“NP”).
By creating an account with NOAH you accept these terms, along with all other relevant terms and conditions. Do not participate in this program if you do not wish to be bound by these terms.
Please read these Terms carefully and ensure you understand them before you refer a friend to us. You and the Referred User must accept these before you sign up to NOAH.
The Referral Program is void where prohibited by law.
The Referral Program is open to anyone who has registered with NOAH.
The Referred User must not have a NOAH account.
NOAH reserves the right to refuse to pay out any NP if:
a) We reasonably suspect that the NOAH account has been created by the Referred User fraudulently or the Referred User’s account is otherwise in breach of our Terms and Conditions;
(b) You have breached any provision in these Referral Program Terms or our Terms and Conditions;
(c) You, or the Referred User, have multiple NOAH accounts;
(d) We reasonably suspect that you have used any pay-per-click or other paid or automated lead generation services to participate in the Referral Program; or
(e) We reasonably suspect that you have sent any unwanted or unauthorised advertising or promotional material or any other form of similar solicitation (spam) in relation to our Referral Program.
You must only use the NOAH Application on your own behalf, and must not undertake any activity, or store any Digital Assets in your Account, on behalf of a third party.
You must not use the NOAH Application in a way that is unlawful or that breaches the rights of any third party or is otherwise defined in this Agreement as prohibited conduct (“Prohibited Conduct”). You can see what we consider Prohibited Conduct in our Glossary.
You are responsible for maintaining the security of any information, hardware, service or other means of verification used to authenticate your identity on the NOAH Application (“Security Factors”). You must not share your Security Factors with anyone, even if you think that person works for us, and you must tell us immediately if you think that anyone may be able to access your Account unlawfully, either because one or more of your Security Factors has been compromised, or for any other reason.
You are responsible for installing updates to the NOAH Application as soon as they become available for your device.
By signing up for the use of the NOAH Application , you represent and warrant that: - you are at least eighteen (18) years of age; - you have the full right, power, and authority to agree to these T&Cs; - you are not a resident or Tax resident of, and do not otherwise have any relevant connection with, any jurisdiction in which entry into or performing your obligations under these T&Cs is unlawful or restricted in any way or requires licensing, registration or approval of any kind; - you are not impersonating any other person, operating under an alias or otherwise concealing your identity; - you will not use the NOAH Application if any applicable laws in your country prohibit you from doing so in accordance with these T&Cs; and - you are compliant with all Applicable Law requirements to which you are subject, including without limitation, all tax laws and regulations, exchange control requirements and registration requirements.
You agree to, at all times, cooperate with all requests made by us or any of our third-party service providers on our behalf in connection with your use of the NOAH Application .
Failure to provide up to date information may result in your inability to or adversely affect your use of the NOAH Application.
Risks of cryptocurrencies
Cryptocurrencies (including your Digital Assets) come with some risks and we want you to be aware of them:
- The Digital Assets you store in your NOAH Application are not protected by the Financial Services Compensation Scheme (FSCS).
- NOAH’s services are not within the jurisdiction of the Financial Ombudsman Service (FOS).
- Wallets and other software associated with cryptocurrencies can be hacked and can therefore be subject to loss or delay.
- Values of cryptocurrencies are not stable and can rapidly change.
- Transfers of cryptocurrencies are irreversible, and cannot be cancelled once they have been confirmed.
We may charge fees for some or part of the Services. Such fees may be subject to change at our sole discretion. The fees are disclosed at the time you access the Service and/or are available on the Site. You may incur charges from third parties for use of Third Party Materials. Such third party fees are not charged by NOAH.
Suspension, Termination and Cancellation
You can close your Account at any time and for any reason by getting in touch with us at email@example.com or via the chat within the app.
To the extent permitted by Applicable Law, NOAH may at any time and without liability to, terminate, suspend or limit your use or any functionality of the NOAH Application, under the following circumstances:
(a) in the event of any breach by you of these T&Cs and any other terms and conditions referred to in these T&Cs;(b) for the purposes of complying with Applicable Laws or the prevention of criminal activities; (c) where NOAH suspects that you conduct any fraudulent or unlawful activities (including but not limited to money laundering, terrorism financing and fraudulent activities); (d) Where we are required to do so to comply with a court order, law, regulation, regulatory decree or ombudsman’s orders; or (e) where NOAH determine, in our sole discretion, that your use of your NOAH Application is detrimental or harmful to us in any manner; or (f) it transpires that you have provided false, inaccurate, incomplete or misleading information; you fail to provide the required information for the ongoing due diligence process; or (g) to remedy the effects of any defect in or compromise to any information system upon which NOAH relies on; or (h) where you have been declared bankrupt; or (i) where you have been declared deceased.
(b) If at any time you do not feel that you can agree to these T&Cs or any changes made to the NOAH Application, you must immediately stop using and close your NOAH account. You can close your NOAH account at any time by withdrawing your Cryptoassets from your NOAH Application.
(c) You will also lose your access to your NOAH Application if you terminate your use of the NOAH Application or if we decide to withdraw the NOAH Application altogether (in which case we'll give you two months' notice). You will not be entitled to any refund of fees for use of the NOAH Application or any other fees.
By using the NOAH Application, you confirm that you have read and accepted our Privacy Notice and understand how we collect, make use of, disclose, retain and otherwise process your personal data, as well as disclose such Personal Data to our authorised service providers and relevant third parties.
Third party services and contents
Any transactions in relation to the Supported Cryptocurrencies must be confirmed and recorded on the relevant Third-Party Blockchain Networks. Such Third Party Blockchain Networks are decentralised, peer-to-peer networks and supported by independent third parties, which NOAH does not own, operate or have control over. Therefore, we cannot and do not (i) ensure that the Instruction that you submit via the NOAH Application to the Third-Party Blockchain Networks will be confirmed or processed; or (ii) assist you to cancel or modify your Instructions once the Instructions have been submitted via the NOAH Application to the Third-Party Blockchain Networks.
You acknowledge and agree that by confirming the sending of your Supported Cryptocurrency you have checked and confirm that the recipient wallet address supports the type of cryptocurrency or token you are sending, is compatible with the token standard of the cryptocurrency or token you are sending, is a valid address, and is the correct recipient address. NOAH is not liable for any losses of your Supported Cryptocurrency and will not assist in retrieving such lost Supported Cryptocurrency if you fail to do so.
Limitations of liability
NOAH (including our officers, directors, employees and affiliates) will not be liable to you for any:
- loss of profits, business, goodwill, or data, or any indirect or consequential loss, unless we could reasonably have foreseen its possibility;
- losses resulting from any unforeseeable events beyond our reasonable control, including but not limited to governmental action or acts of terrorism, earthquake, ﬁre, ﬂood, or other acts of God, labour conditions, delays or failures caused by problems with another system or network, mechanical breakdown or data-processing failures or where we are bound by other legal obligations;
- losses resulting from a breach of your obligations under this Agreement; or
- digital assets received and held by the us through air drops, forks or other similar mechanisms, and we will have no duty, responsibility or obligation to you with respect to such assets, unless and until you have been notified in writing by us that such digital assets are “Digital Assets” (as defined in this Agreement), supported by NOAH, and included on your NOAH Application receipts or statements.
Our maximum total liability to you for an individual claim or series of claims resulting from a breach of this Agreement will be limited to the amount of Digital Assets held in your Accounts at the time of the relevant claim.
While we aim to maintain continuous uptime, we do not provide any warranty in relation to the availability of the NOAH Services, and we exclude all liability for delays to, and interruptions of, the NOAH Services.
Because some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages, some of the limitations in this section may not apply to you.
No investment advice
We do not provide any type of investment advice. We may provide information concerning types of currencies and digital payment tokens, prices, and events that may have influenced prices, all of which should not be considered investment advice. If you require investment advice you should contact a financial advisor. You are solely responsible for how you use our services and the financial results of your actions.
It is your sole responsibility to determine whether, and to what extent, any Taxes apply to your use of the NOAH Application, and to withhold, collect, report and remit the correct amounts of such Taxes to the appropriate tax authorities. We are not obligated to, nor will we determine whether Taxes apply, or calculate, collect, report, or remit any Taxes to any tax authority arising from any transaction.
We own or licence all intellectual property rights in the NOAH Services, our brand, logos, name, software, website, and all related materials. No right (including any intellectual property right) in any of the foregoing will vest in you at any time.
If any provision of these T&Cs shall be found by any court or administrative body of competent jurisdiction to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect the other provisions of these T&Cs and all provisions not affected by such invalidity or unenforceability shall remain in full force and effect. Such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any Applicable Laws.
These T&Cs constitute the entire agreement between the parties with regard to its subject matter and supersedes and invalidates all other prior representations, arrangements, understandings, and agreements relating to the same subject matter, whether oral or in writing, express or implied. Each party acknowledges that in agreeing to these T&Cs it does not rely on any statement, representation, warranty, or understanding other than those expressly set out in these T&Cs.
These T&Cs shall not be waived in whole or in part except where agreed by all parties in writing.
No failure or delay on the part of any party hereto in exercising any right, power or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power or remedy preclude any other or further exercise thereof or the exercise of any other right, power or remedy. No right, power or remedy conferred upon or reserved for any party in these T&Cs is exclusive of any other right, power or remedy available to that party and each such right, power or remedy shall be cumulative.
By using the NOAH Application, you agree that we may provide you with any notices or other communications, including marketing, relating to your use of the NOAH Application electronically: (a) via email (in each case to the address that you provide), or (b) by posting to the Site. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted. You will always be given the option to unsubscribe from receiving any marketing material from us.
English law will apply to all disputes and the interpretation of these T&Cs. The English courts will have non-exclusive jurisdiction over any dispute arising from or related to your use of the NOAH Application. This does not affect your rights under the law of the country in which you are resident, including (where applicable) your right to have a dispute in relation to your use of the NOAH Application heard in the courts of that country.
means a corporation directly or indirectly, controlling, controlled by or under direct or indirect common control with another corporation;
means any law, rule, statute, subordinate legislation, regulation, by-law, order, ordinance, protocol, code, guideline, treaty, policy, notice, direction or judicial, arbitral, administrative, ministerial or departmental judgement , award, decree, treaty, directive, or other requirement or guideline published or in force at any time which applies to or is otherwise intended to govern or regulate any person (including all parties to this T&Cs), property, transaction, activity, event or other matter, including any rule, order, judgement, directive or other requirement or guideline issued by any governmental or regulatory authority;
means any sort of cryptographic tokens, digital currencies, cryptocurrencies or virtual currencies;
“Force Majeure Event”
means an event or failure which is beyond our reasonable control including (i) Acts of God, nature, court or government; (ii) failure or interruption in public or private telecommunication networks, Third-Party Blockchain Networks, communication channels or information systems; (iii) acts or omissions of acts of a party for whom we are not responsible; (iv) delay, failure or interruption in, or unavailability of, third party services and sites; (v) strikes, lockouts, labour disputes, wars, terrorist acts and riots; (vi) viruses, malware, other malicious computer codes or the hacking of any part of the NOAH Application and related applications or software;
means to include without limitation;
means all information, instructions (including transfer of funds instructions), communications, orders or messages given to us by you via the NOAH Application;
means a non-custodial wallet;
means the decentralised network(s) of blockchains built by third parties;
means any information relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person;
means any conduct that is against the law in the country where you are located or in any country where NOAH conducts business; places an unreasonable load on, or otherwise threatens the security of NOAH services; is abusive or threatening to, or breaches the rights of, NOAH’s users; or is determined by NOAH to pose a risk to NOAH and reasonably designated as prohibited conduct.
means the unique process that allows a user’s physical characteristics, such as, facial features or fingerprint to verify its identity which the user uses to import and recover his or her non-custodial wallet on a new device;
has the meaning given to it in clause 2;
means the website at https://noah.com which may change from time to time;
means all the cryptocurrencies listed on the NOAH Application, which may be updated with or without notice at our sole discretion from time to time;
means any taxes, duties or fees that incurred, or required to be collected, paid or withheld for any reason in connection with your use of the NOAH Application under any Applicable Law;
means NOAH; and
means the user(s) of the NOAH Application.