Updated: 26 July 2023
A. Acceptance of these Terms
1. By using the Crypto Loan Service you acknowledge that you have read, understood and accepted all of the terms and conditions in these Crypto Loan Service Terms, and you acknowledge and agree that you will be bound by and will comply with these Crypto Loan Service Terms. If you do not understand and accept these Crypto Loan Service Terms in their entirety, you should not use the Crypto Loan Service.
B. Scope of these Terms
2. These terms specifically govern your access and use of the loan service features made available by Binance in accordance with these Crypto Loan Service Terms.
3. These Crypto Loan Service Terms are supplemental to the Binance Terms of Use (the “Terms”) and the provisions set out in the Terms shall continue to apply. These Crypto Loan Service Terms constitute Product Terms. References in the Terms to the Binance Services shall include references to the Crypto Loan Services contemplated hereunder. In the event of any conflict or inconsistency between these Crypto Loan Service Terms and the Terms, these Crypto Loan Service Terms shall prevail with respect to the services contemplated hereunder, unless expressly stated otherwise.
C. Eligibility
4. In order to access and use the Crypto Loan Services, you must satisfy the eligibility criteria set forth in the Terms and/or on the Binance Trading Platform from time to time.
5. We may change our eligibility criteria relating to the use of Crypto Loan Services at any time, including by introducing additional requirements.
6. If you no longer meet our eligibility criteria for Crypto Loan Services at any time after you have accessed or used the Crypto Loan Services (including because of a change to your circumstances or to our eligibility criteria), you must notify us promptly and we may suspend or terminate your ability to access and use the Crypto Loan Services.
7. You hereby represent and warrant to Binance that you will notify us of any change in your circumstances which may affect your ability to meet the eligibility criteria.
D. Crypto Loan Services
8. You hereby represent and warrant to us on an ongoing basis that: (a) you are authorised and/or permitted to use the Crypto Loan Services; (b) these Crypto Loan Service Terms constitute legal, valid and binding obligations enforceable against you in accordance with their terms; and (c) your use of the Crypto Loan Services and Binance’s provision of such services to you is not unlawful under the laws of any jurisdiction to which you are subject. You agree to advise us immediately should there be any change in law or other circumstances that could make this representation and warranty invalid or in any way in doubt. You hereby agree to indemnify Binance on demand against each loss, liability and cost incurred as a result of any claim or demand (including legal fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to your breach of this representation and warranty or your obligation to advise us of changes in law or circumstances pursuant to this clause 8.
9. When you borrow Digital Assets under these Crypto Loan Service Terms, you are entering into a Loan as a borrower where Binance is the lender. You agree and acknowledge that Binance shall have the right under these Crypto Loan Service Terms to enforce the terms of the Loan against you.
10. We may suspend or discontinue the availability of the Crypto Loan Services in relation to any Digital Asset and/or in relation to users located in any jurisdiction, in whole or in part, at any time and for any reason and in such circumstances we may, without liability to you, reduce, cancel, close out or vary any Loan. If we do so, we shall provide notice to you except in circumstances where we may be required to discontinue the availability of the Crypto Loan Services in relation to a particular Digital Asset to comply with our understanding of Applicable Law in any jurisdiction, or to comply with an order or request from any competent regulatory, governmental or law enforcement authority, or as required by our internal policies, in which case such suspension or discontinuance may take effect immediately.
11. You shall be responsible, and you assume and shall bear all risk of loss, for all conduct relating to the Crypto Loan Services and Binance does not take any responsibility for any loss or damage incurred as a result of your access to and use of the Crypto Loan Services.
12. In order to use the Crypto Loan Services, you shall deposit and maintain in the Collateral Account and/or otherwise provide Binance with Eligible Collateral in such form and amounts, at such times as Binance may from time to time in its sole and absolute discretion require, whether or not such requirement of Binance is identical to or reflects or is greater than any applicable collateral requirements of any governmental body or self-regulatory organisation in any jurisdiction (including any exchange) which is required to be maintained by Binance and/or you.
13. A list of Eligible Collateral will be prescribed by Binance and certain Digital Assets may only be valued as Collateral on a discounted basis. Binance may (but shall not be obliged to) notify you of any changes to the list of Eligible Collateral or discounts applied to the valuation thereof prior to those changes taking effect.
14. The value of any Collateral shall be as determined by Binance in its sole and absolute discretion.
15. Binance may establish collateral requirements in respect of the Crypto Loan Services, including by setting LTV levels that are required to be maintained by you (the “Collateral Requirements”). Binance may, in its sole and absolute discretion, with or without notice to you, vary the Collateral Requirements at any time and by any amount, and may also stipulate that such Collateral Requirements shall apply to existing Loans as well as new Loans. You acknowledge that Binance may, in certain market conditions, effect an immediate change in Collateral Requirements and/or require additional Collateral to be deposited immediately or within a specified period of time, which may be less than 24 hours, and you waive any right to object on the grounds that such requirement is unreasonable. No previous Collateral Requirements shall set a precedent or bind Binance.
16. If Binance determines that additional Collateral is required, you shall deposit with Binance such additional Collateral immediately upon demand, provided that, notwithstanding any such demand for additional Collateral, Binance may at any time exercise its rights under section H (Default and Termination). In making such determination in respect of the Collateral provided for any Loan, Binance shall not be required to take into consideration Collateral held by Binance in respect of any other Loan.
17. You acknowledge that Collateral may be held and used by Binance to secure the performance of your obligations under these Crypto Loan Service Terms and the Terms. All Collateral shall be held by Binance, notwithstanding any provision or Instructions to the contrary, as continuing security and shall be subject to a general right of set off in favour of Binance for any and all of your obligations, liabilities, monies or other amounts whatsoever at any time now or hereafter owing, due, incurred or payable by you to Binance under these Crypto Loan Service Terms, the Terms or otherwise, whether present or future, actual or contingent, solely or jointly or whether as principal or surety (the “Secured Obligations”), and Binance may appropriate or realise any Collateral as provided for in these Crypto Loan Service Terms or the Terms. In addition, you hereby charge to Binance, by way of first fixed charge, and assign to Binance, by way of security, all your rights to, and interests in, the Collateral as continuing security for the payment and discharge of the Secured Obligations. For the avoidance of doubt, notwithstanding any provision of the Terms, you shall have no right to submit any Instructions to request a withdrawal of any Digital Assets that constitute Collateral.
18. You shall at your own cost and at Binance’s request, execute and do all such deeds, acts and things (including without limitation, the performance of such further acts or the execution and delivery of any additional instruments or documents) as Binance may require for the purposes of these Crypto Loan Service Terms, including but not limited to perfecting Binance’s rights to the Collateral provided by you.
19. Binance shall be entitled to deposit, pledge, rehypothecate, invest, loan, stake on chain and generally deal with and transfer any Collateral in its sole discretion and shall not be under any obligation to notify you of the same nor account to you for any interest, staking rewards, income or benefit that may be derived therefrom. No interest shall be paid to you on any Collateral, unless expressly set out on the Platform, and you acknowledge and agree that any interest, income or benefit earned on Collateral (if any) under these Loan Service Terms may be retained by Binance for its own account and benefit. Binance shall not be liable to you for the loss of any Collateral resulting directly or indirectly from a closure, bankruptcy, insolvency, liquidation, receivership, hack, security breach, technical malfunction or other event of a similar nature affecting any supplier, intermediate broker, agent, principal custodian, sub-custodian, dealer, exchange, staking platform, liquidity pool, bridge provider, market maker, clearing house or regulatory organisation.
20. Binance may deposit in Binance’s general account or any other account, any of your Collateral and may commingle such Collateral with the Digital Assets, currencies and properties of Binance or of some other persons. No interest shall be paid on any type of Collateral deposited by you with Binance.
21. All Collateral shall be held subject to Binance’s general rights in respect of your Digital Assets as set out in the Terms and as afforded by Applicable Law.
22. Subject to the Terms, and in its sole discretion, Binance may permit you to open sub-accounts for the purposes of the Crypto Loan Services.
E. Loans and Repayment
23. When applying for a Loan, you shall specify the Digital Asset you wish to borrow and the Digital Asset you wish to provide as Collateral for the Loan. You shall also elect the term of the Loan (the “Term”) to be 7 (seven), or 30 (thirty) days.
24. Provided that you satisfy all eligibility criteria, as determined by Binance in its sole discretion, and that you have sufficient Eligible Collateral available in your Binance Account, you may apply for, and Binance may grant you, a loan of Digital Assets (the “Loan”). If Binance agrees to grant you a Loan, the proceeds of the Loan (the “Loaned Assets”) will be transferred to your Binance Account and you may use the Loaned Assets on the Platform in any manner that Binance may from time to time permit or, subject to the Terms, you may withdraw the Loaned Assets from your Binance Account.
25. Binance may attach conditions to the use of any particular Loanable Asset or Eligible Collateral, including, but not limited to, minimum and maximum amounts available for a Loan of a particular Digital Asset.
26. Binance may determine which Digital Assets constitute Loanable Assets and Eligible Collateral from time to time in its sole discretion. If Binance determines that a Digital Asset that constitutes Collateral or Loaned Assets in respect of an outstanding Loan no longer qualifies as Eligible Collateral or Loanable Assets, as the case may be, we may terminate all relevant Loans without liability to you prior to the Maturity Time.
27. You shall repay the Loan and any accrued Interest and other fees at the time on the last day of the Term specified in respect of the relevant Loan on the Platform (the “Maturity Time”).
28. Provided that you pay all Outstanding Interest, you may apply to extend the Term of the Loan (an “Extension”) in the 24 hours prior to the Maturity Time or during any applicable Grace Period by a period of 30 days. Any Loan may only be extended once and Extension is not available for Loans with a Term of 180 days. You acknowledge and agree that any Extension (i) is at the sole discretion of Binance and we are not obliged to grant an Extension of any Loan, (ii) Extensions are not available in respect of Loans that are collateralised with particular Digital Assets, and (iii) the Interest Rate applicable to any Extension will be the Interest Rate at the time the Extension is granted, which may be different from the Interest that applied to the initial Term of the Loan.
29. You may repay a Loan by (i) transferring to your Binance Account an amount of the Loaned Assets equal to the Loan Balance, or (ii) by instructing Binance via the Platform to repay the Loan using Collateral in the Collateral Account, converted into the Loaned Assets in such manner and at such rate as Binance may, in its sole discretion, determine. Once the Loan has been repaid in full, all remaining Collateral in the Collateral Account corresponding to that Loan will be returned to your spot account.
30. You may repay a Loan in whole or in part at any time prior to the Maturity Time without incurring any additional fees or penalties for such early repayment of the Loan.
31. If you fail to repay the Loan at or before the Maturity Time, we may grant you a Grace Period for repayment that will vary in length in accordance with the Term of the relevant Loan. During the Grace Period Interest will accrue at three times the Interest Rate that applied to the Loan prior to the Maturity Time.
32. If you fail to repay the Loan by the end of the Grace Period, your Collateral will immediately be subject to Liquidation and you will be liable to pay the Liquidation Fee, in addition to your Loan Balance and any additional fees and costs associated with the Liquidation.
33. All repayments shall be allocated first to our fees (if any), then to Interest and last to the principal amount of the Loan.
F. Collateral
34. Upon entering into a Loan, the relevant amount of Eligible Collateral will automatically be transferred from your spot account to a separate collateral account (the “Collateral Account”). You shall at all times maintain a Collateral Balance sufficient to satisfy any Collateral Requirements Binance may specify from time to time.
35. If at any time the LTV in respect of a Loan fails to meet the Collateral Requirements, as prescribed by Binance, you agree to transfer additional Eligible Collateral to the Collateral Account, whether or not a Margin Call has been made by Binance to satisfy such Collateral Requirements.
36. We may make available to you a feature on the Platform to enable an “auto top-up” function, which automatically transfers Eligible Digital Assets from your spot account to the Collateral Account when the LTV in respect of a Loan falls below the Margin Call LTV. You acknowledge and agree that activating this feature on the Platform does not oblige Binance to issue a Margin Call and that there is no guarantee that a transfer of Collateral will be made in time or be sufficient to avoid Liquidation.
37. You acknowledge and agree that, if the LTV in respect of a Loan is equal to or below the Liquidation LTV, Binance may, and shall be fully entitled (but shall not be obliged) to, sell or dispose of any or all Collateral in order to satisfy the LTV prescribed by Binance in its sole discretion, whether or not a Margin Call has been made (“Liquidation”), and Binance is not required to provide notice to you before commencing Liquidation.
38. You give Binance the authority and discretion to sell or dispose of any or all Collateral in such manner as Binance, in its sole discretion, sees fit.
39. In respect of any Liquidation, you will be liable for a liquidation fee, calculated as a percentage of the value of the assets liquidated (the “Liquidation Fee”), as determined by Binance in its sole discretion. The rate at which the LIquidation Fee is charged (the “Liquidation Fee Rate”) is 2%, provided that Binance may change the Liquidation Fee Rate and the method by which such rate is determined at any time in its sole discretion.
40. You further acknowledge and agree that (i) you shall be liable for all trading fees and transaction costs relating to the Liquidation, (ii) you shall be liable for any losses resulting from the Liquidation, and (iii) Binance shall not be liable for any losses resulting from the Liquidation should Binance exercise any or all of its rights under these Crypto Loan Service Terms.
41. Failure of Binance to exercise any or all of its rights under this section F shall not constitute a waiver of its rights to do so at any time thereafter, nor shall Binance be subject to any liability to you for its acts or its failure to so act.
42. You acknowledge and agree that it is your sole responsibility to monitor the Collateral Requirements for your Loans. Your Collateral Balance and Loan Balance shall be marked-to-market every minute, or at such other intervals as Binance may determine in its sole and absolute discretion.
43. You acknowledge and agree that Binance may (but shall not be obliged to) make Margin Calls on you in respect of any of your Loans orally or in writing or in such other manner as Binance may in its sole and absolute discretion deem appropriate. Without prejudice to the generality of the foregoing, you acknowledge and agree that Binance may contact you via telephone at any of the telephone numbers provided by you to Binance for the purposes of any Margin Calls.
44. You acknowledge and agree that if the proceeds of Liquidation are insufficient to repay your Loan Balance, you shall be liable for any shortfall and such amount shall be immediately due and payable from you to Binance.
45. You acknowledge and agree that, as Digital Asset markets are open 24 hours a day, 7 days a week, Margin Calls and Liquidations may occur at any time, including outside of normal business hours. You further agree and acknowledge that the prices of Digital Assets are volatile and thus may decline speedily in value.
46. Without prejudice to clause 43 above, if the proceeds of Liquidation are insufficient to repay your Loan Balance, Binance may, in its sole discretion, decide to cover the shortfall due by you, in whole or in part, with funds from the Insurance Fund, in which case you shall be relieved of any further liability in respect of such portion of the shortfall that Binance has agreed to cover from the Insurance Fund. For the avoidance of doubt, you have no entitlement to receive the benefit of the Insurance Fund and Binance is not obliged to provide any reason for its decision whether to make such benefit available to you or not. Binancne shall under no circumstances be liable for any decision whether to make the Insurance Fund available in a particular case or not.
G. Interest
47. Simple interest shall accrue in respect of any Loan on an hourly basis at the top of each hour (e.g. 13:00, 14:00 etc.), starting at the top of the hour preceding the time a Loan is entered into (e.g. 14:00 for a Loan entered into at 14:55) at the daily interest rate specified on the Loan Data Page (the “Interest Rate”) at the time the Loan is granted. Interest in respect of a Loan shall be calculated hourly as follows:
48. “Interest” = the principal amount then outstanding under the Loan * the Interest Rate / 24.
49. Notwithstanding the formula calculation above, Interest will be calculated for the first time immediately when the Loan is advanced, such that a minimum of 1 hour’s interest shall be charged for each Loan, even if such Loan is not outstanding for a full hour. Subsequently, Interest is calculated at the top of each hour.
50. You shall promptly pay all of Binance’s fees, interest, commissions and/or other charges as such rates and in such manner as Binance may impose and stipulate from time to time with respect to the execution and/or performance of any Loan.
51. Binance reserves the right from time to time in its sole and absolute discretion to vary the rates of fees, interest, commissions and charges or impose other fees, commissions and charges.
H. Default and Termination
52. A “Default” shall be deemed to occur if:
a. any payment in connection with any Loan becomes overdue;
b. the Collateral Balance falls below the Collateral Requirements as prescribed by Binance;
c. any representation, warranty, agreement or undertaking made by you to Binance (whether under or in connection with these Collateral Service Terms (including without limitation sections F (Collateral) and K (Your Representations, Warranties, Agreement and Undertakings)), the Terms, any Product Terms or otherwise) or any other material statement made by you in or in connection with the same being untrue, inaccurate, incomplete or misleading in any respect at the time when made by you or thereafter at any time becomes untrue, inaccurate, incomplete or misleading in any respect and you fail to inform Binance of the true position as soon as reasonably practicable;
d. you have failed to comply with or perform any of your obligations hereunder or in respect of any Loan or under these Crypto Loan Service Terms, the Terms or any Product Terms (including without limitation your failure to make, when due, any payment or delivery required to be made by you under these Crypto Loan Service Terms or the Terms or in respect of any other Transaction) or you have breached or are being investigated by relevant authorities for breaching any Applicable Law;
e. you fail to promptly provide Binance with verification of your identity or status or the identity or status of any person empowered by you to act on your behalf or information and/or documents in relation to credit checks and assessments conducted by Binance;
f. (in the event that you are an individual), you shall become deceased, bankrupt, of unsound mind or insane, commit an act of bankruptcy, or have action to place you in bankruptcy commenced against you;
g. (in the event that you are acting on behalf of a partnership) any of the partners thereof shall become deceased, bankrupt or insane, commit an act of bankruptcy, or have action to place any of the partners in bankruptcy commenced, or if action is commenced to dissolve and/or alter the partners or the constitutions of the partnership;
h. (in the event that you are acting on behalf of a corporation) the corporation shall be unable to pay its debts as and when they are due, or action is commenced to place the corporation in insolvency, judicial management, receivership, administrative management, or any similar or analogous proceedings;
i. any investigation, claim, action or proceeding of any nature is commenced against you (including without limitation investigation into suspected market abuse, manipulation or other criminal conduct), or steps are taken by any person to enforce any security against you;
j. you convene a meeting of your creditors or propose or make any compromise or arrangement with or any assignment for the benefit of your creditors;
k. Binance has reasonable concerns in relation to your creditworthiness, financial status or verification of your identity;
l. Binance determines in its sole and absolute discretion that you have acted in an abusive manner to any representative of Binance or other users;
m. Binance forms the view, in good faith, that it should take action in order to preserve its rights or interests under any Binance Account or the Collateral Account;
n. Binance reasonably believes that any of the circumstances set out under clauses 52(a) to (m) above are likely to happen and Binance also reasonably believes that any action described in clause 53 below is necessary, desirable or expedient to protect its interests or the interests of Binance’s other clients; or
o. A credible allegation of fraud, misconduct, embezzlement, money laundering, insider trading, market manipulation abuse or other material illegality, breach of regulation or impropriety is made against you, that in the good faith and commercially reasonable business judgement of Binance could reasonably result in reputational harm to Binance, or compromise the integrity of the markets maintained by Binance.
53. Without prejudice to any other right of Binance hereunder or otherwise at law, if a Default occurs, Binance may (but is not obliged to) immediately or any time thereafter, while such Default is continuing, do any one or more of the following:
a. suspend (indefinitely or otherwise), cancel or terminate any Binance Account, Collateral Account, or Binance’s relationship with you or prohibit you from using Binance Services or opening any Binance Account and/or Collateral Account and accelerate any and all of your liabilities to Binance (including any and all of your Loans, fees, interests, and charges owed by you to Binance) so that they shall become immediately due and payable;
b. liquidate, accelerate and/or close out any outstanding Transaction (including any Transaction which has yet to be settled on the date on which Binance terminates such Transaction) by determining its value in good faith and in its absolute discretion as of the date of the close-out as soon as practicable after the close-out;
c. at such times and manner as Binance may reasonably determine based on, but not limited to, market conditions and portfolio health, sell or otherwise transfer any Collateral or any other Digital Assets or other property which may be credited to your Binance Account or which has been pledged to Binance by you and apply the proceeds to the discharge of your obligations, and Binance may set-off and net any of its obligations to you against any obligations of you to Binance;
d. vary the applicable Collateral Requirements or liquidate or exercise its power to sell the Collateral or part thereof or any other Digital Assets or other property which may be credited to your Binance Account or which has been pledged to Binance by you at a price which Binance deems appropriate in the circumstance and apply the proceeds to the discharge of your obligations;
e. apply any amounts of whatsoever nature standing to your credit against any amounts which you owe Binance (of whatsoever nature and howsoever arising, including any contingent amounts), or generally to exercise Binance’s rights of netting or set-off against you under these Crypto Loan Service Terms, the Terms, Applicable Law or otherwise;
f. demand any shortfall after clause 53(e) above from you, or hold any excess pending full settlement of any other of your obligations, or pay any excess to you by way of any methods deemed appropriate by Binance;
g. do or omit to do anything which Binance reasonably believes to be necessary, desirable or expedient to protect Binance or its other users; and/or;
h. exercise such other authority and powers that may have been conferred upon Binance by these Crypto Loan Service Terms and/or the Terms.
54. To the extent permitted under Applicable Law, you will be responsible for the reasonable costs and expenses of collection of any unpaid deficiency in respect of any Loan Balance including, but not limited to, legal counsel’s fees incurred and payable or paid by you.
I. Airdrops and Forks
55. If, while the relevant Loan is outstanding, any Loaned Assets (i) entitle the holder of such Digital Assets to receive a certain quantity of the same or another Digital Asset (an “Airdrop”), and/or (ii) are subject to a Fork, and the Digital Assets distributed as part of such Airdrop (the “Airdropped Assets'') and/or the Forked Digital Assets (together with the Airdropped Assets, the “Additional Assets”) are credited to holders of the relevant Digital Asset while the relevant Loan is outstanding, then (A) you shall have no right to the Additional Assets and Binance shall not be obliged to account to you for such Additional Assets, and (B) to the extent you receive the Additional Assets outside your Binance Account, for example because the Loaned Assets subject to the Airdrop or Fork have been transferred out of your Binance Account, Binance may debit your Binance Account with an amount of Additional Assets that corresponds to the quantity of the relevant Loaned Assets that have been withdrawn from your Binance Account and such amount of Additional Assets shall be a debt owed by you to Binance and shall form part of the relevant Loan.
56. Binance shall be under no obligation to pay any compensation to you in any form in respect of the Additional Assets. For the avoidance of doubt, at no time shall any Additional Assets be included in the calculation of the Collateral Balance.
J. Statements
57. You shall verify all statements and confirmations in respect of Loans made available to you on the Platform (“Statements”). If no objection is raised within 7 days of the date such information is made available to you, such Statements shall be deemed conclusive and binding as against you, and you shall not be entitled to object thereto. However, Binance may at any time rectify any error in any Statement which has been proved to its satisfaction, and may demand immediate repayment from you of any Digital Assets erroneously paid over to you as a result of such error. Any and all objections by you shall not be valid unless accompanied by supporting evidence for such objections.
58. Subject to the provisions of this clause, a Statement which does not accurately reflect the relevant Transaction entered into via the Platform:
a. does not affect the validity of the Transaction which the Statement evidences; and
b. where there is Manifest Error, does not entitle you to enforce whatever is inaccurately recorded in the Statement.
59. Without prejudice to the generality of the other terms in these Crypto Loan Service Terms, and in the absence of fraud or bad faith, Binance shall in no circumstances be liable to you for any loss or demand of whatsoever nature you may suffer or incur in connection with any Manifest Error howsoever arising, whether direct or indirect, special or consequential, including, but not limited to, loss of profit or loss of opportunity, even if Binance had been advised of the possibility of the same arising or that the same were reasonably foreseeable. Your attention is drawn in particular to section L (General Exclusion) of these Crypto Loan Service Terms.
K. Your Representations, Warranties, Agreement ad Undertakings
60. You represent, warrant, agree and undertake that:
a. you have received, read and understand these Crypto Loan Service Terms;
b. except with the express written consent of Binance, and except for any security or encumbrance created hereunder, no person has or will have any security or other encumbrance over any Collateral and/or any of your assets in any Binance Account or the Collateral Account; and
c. you have complied and shall comply with all Applicable Laws in all jurisdictions relevant to the Crypto Loan Services.
61. The above representations, warranties, agreements and undertakings shall be deemed repeated whenever you make use of the Crypto Loan Services.
L. General exclusion
62. In addition and without prejudice to any other right or remedy which Binance may have (under these Crypto Loan Service Terms, the Terms, at law or otherwise) so long as Binance acts in good faith, it shall not be liable to you in any respect for any Loss suffered by you, including, without limitation, any Loss resulting from default, insolvency or analogous proceedings of, or action or inaction by any intermediary (including wrongful or unlawful action or inaction) or howsoever otherwise suffered and/or incurred by you under or in connection with these Crypto Loan Service Terms and the Terms. Binance shall only be liable to you if Binance has been fraudulent or in wilful default.
63. Without prejudice to the generality of the foregoing, Binance shall not in any event be liable to you for any indirect or consequential Loss, or for any anticipated profits or punitive damages.
M. Disputes, Governing Law, Jurisdiction and Arbitration
64. The applicable clause of the Terms shall apply to any disputes or claims relating to, arising out of or in connection with these Crypto Loan Service Terms, including your assent to these Crypto Loan Service Terms.
N. Survival
65. Notwithstanding suspension or termination of your access to and use of the Crypto Loan Services, these Crypto Loan Service Terms shall continue to apply to you to the extent that there are any obligations or liabilities which remain to be performed or discharged by you under these Crypto Loan Service Terms.
O. Flexible Crypto Loan
66. We may offer to lend Digital Assets to you pursuant to these Crypto Loan Service Terms as a Flexible Crypto Loan. If you agree to borrow Digital Assets as a Flexible Crypto Loan, the following terms apply:
a. the Term of the Loan is one minute;
b. at Maturity Time, provided that you are not in breach of the Crypto Loan Service Terms, you will be granted an Extension, of one additional minute;
c. no Grace Periods apply; and
d. Flexible Interest will apply.
67. Flexible Interest shall accrue in respect of a Flexible Crypto Loan every minute, at the beginning of each minute, at the annual interest rate specified on the Loan Data Page (the “ Flexible Interest Rate”) at the time the Loan is granted or Extended. The interest applied every minute is the annual interest rate divided by 525600.
68. Flexible Interest will be calculated for the first time immediately when the Loan is advanced, such that a minimum of one minute’s interest shall be accrued for each Loan, or Extension, even if such Loan is not outstanding for a full minute.
69. All Flexible Interest shall be capitalised as soon as it accrues, so that it adds to your current Loan Balance.
70. For Flexible Crypto Loans, Binance reserves the right from time to time in its sole and absolute discretion to vary the rates of fees, interest, commissions and charges or impose other fees, commissions and charges.
71. In the event of any conflict or inconsistency between this section O and any other part of these Crypto Loan Service Terms, this section O shall prevail, unless expressly stated otherwise.
P. Definitions & Interpretation
72. Unless otherwise defined, capitalised words used in these Crypto Loan Service Terms shall have the same meaning given to them in the Terms. The rules of interpretation set out in the Terms shall apply to these Crypto Loan Service Terms, except that references to clauses are to clauses in these Crypto Loan Service Terms, unless otherwise stated.
“Additional Assets” has the meaning given to this term in clause 55.
“Airdrop” has the meaning given to this term in clause 55.
“Airdropped Assets” has the meaning given to this term in clause 55.
“Collateral” means, in respect of a Loan, all Eligible Collateral posted by you held in the Collateral Account in respect of that Loan.
“Collateral Account” has the meaning given to that term in clause 34.
“Collateral Balance” means, in respect of a Loan, the total value of the Collateral posted by you held in the Collateral Account in respect of that Loan, calculated by multiplying the quantity of the Collateral by the relevant Price Index.
“Crypto Loan Service Terms” means these terms and conditions.
“Eligible Collateral” means such Digital Assets as Binance, in its sole discretion, may from time to time accept as collateral in respect of Loans, as specified on the Loan Data Page.
“Extension” has the meaning given to that term in clause 28.
“Flexible Crypto Loans” means the advance of Digital Assets to you in accordance with part O.
“Flexible Interest” means the interest accrued on a Flexible Crypto Loan
“Grace Period” means, a grace period for repaying a Loan, which is (i) in respect of a Loan with a Term of 7 or 14 days, 72 hours, and (ii) in respect of a Loan with a Term of 30, 90 or 180 days, 168 hours, in each case from the Maturity Time of the relevant Loan.
“Insurance Fund” means a pool of Digital Assets maintained by Binance, primarily funded by the Liquidation Fee.
“Liquidation” has the meaning given to that term in clause 37.
“Liquidation Fee” has the meaning given to that term in clause 39.
“Liquidation Fee Rate” has the meaning given to that term in clause 39.
“Liquidation LTV” means the percentage shown under that heading for the relevant Eligible Collateral on the Loan Data Page.
“Loan Balance” means, in respect of a Loan, all outstanding principal plus the Outstanding Interest in respect of that Loan plus any additional fees and charges, including the Liquidation Fee, if applicable.
“Loan Data Page” means the website containing information in respect of the Crypto Loan Services available at https://www.binance.com/en/loan/data, or such other address as Binance may specify from time to time.
“Crypto Loan Services” means the provision of Loans and any ancillary services.
Default has the meaning given to that term in clause 52.
“Loan” has the meaning given to that term in clause 24.
“Loanable Assets” means such Digital Assets as Binance, in its sole discretion, may from time to time make available for borrowing under a Loan, as specified on the Loan Data Page.
“Loaned Assets” has the meaning given to that term in clause 24.
“Loan-to-Value Ratio” or “LTV” means, in respect of a Loan, the result of the following formula calculation, expressed as a percentage:
LTV = Collateral Balance / Loan Balance.
“Margin Call'' means a notification from Binance to you to deposit additional Eligible Collateral in the Collateral Account to avoid Liquidation of the Collateral and termination of the Loan.
“Margin Call LTV” means the percentage shown under that heading for the relevant Eligible Collateral on the Loan Data Page.
“Outstanding Interest” means, in respect of a Loan, the sum of all amounts of Interest calculated in respect of that Loan minus any payments made on account of Interest in respect of that Loan.
“Price Index” means, in respect of a Digital Asset, the current market price denominated in another Digital Asset, as calculated by Binance, in its sole discretion, using volume-weighted data from Binance and other major digital asset exchanges.
“Secured Obligations” has the meaning given to this term in clause 17.
“Term” has the meaning given to that term in clause 23.