Portfolio
KodeLab Ltd
General Terms & Conditions
Last updated on August 24
Contact information
KodeLab Ltd
Commercial registry code: 13585838
Address: Kodelab LTD, 75 King William street, EC4N 7BE, London, United Kingdom
E-mail address:
[COMPLIANCE@KODELAB.IO]
Risk Warning
KodeLab Ltd offers crypto asset services, which may not be appropriate for everyone. Before engaging in activities with crypto assets, you should learn about them to ensure that they are appropriate for you. Risks inherent to crypto assets include, but are not limited to, exchange rate volatility, transaction confirmation time, irreversible nature of transactions, possible inherent technical defects and regulatory uncertainties.
These general terms and conditions (hereinafter the Terms or the Agreement) govern the provision of services by KodeLab Ltd (hereinafter KodeLab or We) to users (hereinafter the User or You). When signing up to use the Service, the User confirms that they have read and agree to comply with these Terms. These Terms are binding on any use of the Service by the User.
These Terms are available in the English language. The Terms will remain available to the User on the company website and on the Online Portal (at [https://kodelab.io]).
KodeLab has the right to bring legal action against anyone violating these Terms, as well as terminate or suspend the User account.
KodeLab allows Users to:
1. Access our CHAIN, like Kode Rank, a new concept for relative consensus networks. Our innovative reward ranking system, inspired by Google's PageRank, ensures that users are rewarded based on their network contributions and active participation.
2. Access our AI products, like PICKEY, an AI-powered learning tool that offers a personalised learning experience tailored just for you. Explore a variety of resources to boost your learning and enjoy friendly conversations with our AI buddy. Plus, our AI supports teachers in creating tests and managing daily academic tasks. The innovative HR platform designed to simplify application reviews. Our platform efficiently reduces HR workload and identifies top candidates for your team in a bias-free manner by analysing CVs and cover letters. With help of PICKEY, recruiters can easily conduct screening interviews via chat or video. LUMINA, our all-in-one solution for seamless learning and personalised guidance. Our AI-powered platform offers diverse learning tools, from texts to quizzes, ensuring your success. Get personalised support from our AI buddy throughout your journey. Dive deeper into complex topics with in-depth analysis and question evaluation. Track your progress with detailed statistics and earned rank badges.
3. Access our upcoming Real-World Assets (”RWAs¹”), white-labelled, lending protocol like TALOC, the upcoming independent Decentralised Finance (DeFi) protocol, namely the decentralised borrowing and lending platform HocDao (HocDao) which enables the KodeLab TALOC service. Via the Online Portal in the HocDao environment, 'The KodeLab TALOC' service will enable a business' end-users to instantly unlock ultra-flexible credit/liquidity in their assets, directly onto a private/public blockchain, in the form of utility tokens.
• Exchange one type of crypto asset (i.e. Non-Fungible Tokens or ”NFTs²” representing Users Real World Assets ( ”RWAs³ ”)), against another type of crypto asset (utility tokens) with a view of bringing the former (i.e. Users' RWA NFTs) as collateral to a obtain a credit facility in the latter (i.e. utility tokens);
• Via the Online Portal but in the HocDao environment, obtain access to separate HocDao governance coins ( ”HOC ”), enabling Users to take part in resolutions of the broader HocDao community;
• Via the Online Portal but in the HocDao environment, stake their borrowed utility tokens in view of earning interest;
• Via the Online Portal but in the HocDao environment, repay their credit faculty in utility tokens.
Moreover, the above-described service (hereinafter the Service) is offered via the Online Portal (hereinafter the Online Portal), which is operated by KodeLab. The upcoming crypto assets activity service listed above is soon seeking FCA registration as a crypto assets’ activities business under the Money Laundering Regulations of the Financial Conduct Authority regime. KodeLab UK Financial Conduct Authority (hereinafter the ”FCA ”)
Access to and use of our Service is subject to Anti-Money Laundering / Know Your Customer (hereinafter the AML/KYC) verifications according to the following conditions:
1. All Users of our Service will be considered as having entered into a long-term business relationship with KodeLab under UK AML law, the purpose of which will be to exchange one type of crypto asset (i.e. their RWA NFTs), against another type of crypto asset (i.e. utility tokens), with a view of bringing their RWA NFTs as collateral to obtain a credit facility in utility tokens.
2. All Users coming to the Online Portal are legal persons(i.e.no natural persons allowed) whose underlying assets will be inherently high value, and therefore riskier from an AML / CTF perspective.For this reason, all Users will be systematically subject to our Enhanced Due Diligence( “EDD”) procedures before they can enter into a Business Relationship with us.This will among others include the collection and verification of extensive information and documentation on all Board members, shareholders and UBOs of Users.
3. Moreover, given the high value of the RWAs the Users will bring as collateral via their NFTs to the independent decentralised protocol DAO, extensive due diligence will also be carried out on the RWAs / properties themselves(including a valuation via an independent surveyor, the Royal Institution of Chartered Surveyors, [RICS]).
4. KodeLab further reserves itself the right to carry out further verifications on its Users or their underlying RWAs, where it deems it justified and / or there may be potential higher risk factors(e.g.higher amounts, PEP / Sanctions match, unusual behaviour or transaction patterns etc), in line with UK AML law.
The above conditions shall apply to all the features of our Service, including but not limited to, our crypto asset activities.
KodeLab will not at any time enter into possession or act as custodians of your crypto assets. It will merely - via its portal - facilitate an exchange between third party wallets (e.g. Users’ own private wallets where their NFTs are stored), hereinafter “Self-custody” or through the Sub-custodian Bitpanda, and the HocDao protocol. Your crypto assets will therefore remain yours, subject to the HocDao protocol’s own conditions for repayment of the credit facility in utility tokens.
Moreover, in the event of a non-repayment of your credit facility⁴, the independent HocDao protocol will seize your RWA NFT in view of its liquidation.
All fees associated with this agreement (hereinafter the Fees) shall be for the User to bear and will be subtracted from the crypto exchange transaction amounts. KodeLab’s Fees are displayed on its Online Portal. In addition, operational fees paid to third party providers to facilitate transactions such as network and trading fees may also apply.
Users may not use the Service for unlawful purposes, including but not limited to money laundering, terrorist financing, fraud and other illegal activities.
The Service will be offered worldwide, with the exception of high-risk countries, which at the time of writing includes Bulgaria, Burkina Faso, Cameroon, Croatia, Democratic Republic of the Congo, Haiti, Kenya, Mali, Monaco, Mozambique, Namibia, Nigeria, Philippines, Senegal, South Africa, South Sudan, Syria, Tanzania, Venezuela, Vietnam, Yemen. For up-to-date list, see combined UK, and FATF lists here: https: //www.legislation.gov.uk/uksi/2022/1183/made and https://www.fatf-gafi.org/en/publications/High-risk-and-other-monitored-jurisdictions/increased-monitoring-june-2024.html.
In addition, the Service will not be offered to U.S. Persons, which are defined as either U.S. residents or U.S. citizens. For a comprehensive list of jurisdictions where we operate, please refer to our online portal.
You acknowledge that KodeLab has the right to terminate the provision of Service to the User and bring legal action against the User if such activities are detected or suspended.
Users must register to use the Online Portal. In order to become a User, the explicit acceptance of the Terms is required – by clicking to create an account during the registration process, Users agree to the Terms. When registering as a User of the Online Portal, the User must submit a valid e-mail address and choose a password. Confirmation of registration is sent to User’s e-mail. User must inform KodeLab about any changes to their personal information that they have provided. KodeLab retains the right to ask the user for additional personal data if it is required by the applicable laws, necessary for the provision of the Service, combat fraud or any other justified reason.
Only legal persons are accepted as Users by KodeLab. Legal persons are registered as Users by their authorised representative(s) (the latter must be at least 18 years of age). The representative will provide their own personal information. The representative must ensure that it has a valid authorisation to represent the legal person. KodeLab may, but is not obligated, to examine the proof of such authorization.
The User must have a valid e-mail and password to access their account to the Online Portal. Such credentials are strictly personal and confidential. Users are responsible for maintaining the confidentiality of their account and password, which should not at any time be disclosed to third parties. The User agrees to accept full responsibility and liability for all activities that occur under their account. Should a User realise or suspect any unpermitted disclosure of their credentials, they shall be obliged to change these and contact Customer support immediately to notify the latter of such unpermitted disclosure.
KodeLab or its affiliates process Users’ personal data pursuant to the KodeLab Privacy Policy (https://kodelab.io/legal/privacyPolicy). For the purposes of the UK Data Protection Act 2018 (hereinafter the “DPA 2018”), and in the context of the Service, the data controller is, depending on the circumstances, either KodeLab, or its affiliates. For more information on the data controller ownership, please refer to the Privacy Policy. The User confirms having read and understood the Privacy Policy.
Content of the Online Portal, including design, graphics, images, text, code, domain, database rights and other copyrights, such as the brand name “[KodeLab Ltd/ KODELAB/ Kodelab/ Kodelab Ltd]”, are intellectual property of KodeLab or its affiliates. Such content may not be edited, made into derivative works, be reproduced, distributed or displayed for any other purposes than provided in these Terms, unless provided otherwise by applicable law.
KodeLab disclaims any and all warranties, expressed or implied, in connection with the Service. The Service is provided “as is” and “as available” and at User’s own risk, and KodeLab does not warrant or represent any quality, fitness for purpose, non-infringement, completeness or accuracy of the Service. Regardless of our efforts to provide the User with services of the highest quality, safety and security, KodeLab makes no warranty that the Service will be uninterrupted, timely or error-free or that defects will be corrected.
KodeLab reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the Service, and KodeLab will not be liable to the User for any interruption, modification, or discontinuation of the Service or any function or feature thereof. Reasonable advance notification will be provided of discontinuing or suspension of the Service where possible. KodeLab is not responsible for any difficulties in operating or using the Service that are caused by the web hosting service provider, internet service provider of the User or any other third party, unless prescribed otherwise by applicable law.
KodeLab does not provide any financial, legal, tax or investment advice or recommendations. None of the information or analyses presented are intended to form the basis for any investment decision, and no specific recommendations are intended. Our services are not, do not offer, and shall not be construed as investment or financial products. You are solely responsible for determining whether any of our services are appropriate for you based on your personal objectives, financial circumstances and risk tolerance. You agree and understand that under no circumstances will the operations of KodeLab and your use of our services be deemed to create a relationship that includes the provision of or tendering of investment advice. You should consult your legal or tax professional regarding your specific situation.
Before dealing with crypto assets via our Service, you should be aware of the different considerably high risks associated with them, including the following:
Legal and Regulatory: The regulatory status of crypto assets 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 crypto assets, blockchain technology, or blockchain applications may be implemented, which would directly or indirectly affect or restrict the services we provide to you. In particular, note that:
• You are responsible for determining whether the use of or purchase of crypto assets via any of our services is legal in your jurisdiction and you shall not use any of our services if illegal in your jurisdiction. If you are uncertain, please seek independent legal advice;
• We may be forced to suspend or discontinue or to change certain aspects of our services in some jurisdictions, if required by the relevant regulators and/or laws, and this without notice and for whatever reason. In such instances, crypto assets in your account may be frozen for an indefinite period of time until the matter is resolved;
• Crypto assets are not legal tender and are not backed by any government.
Loss of Value: The price, value and liquidity of crypto assets are extremely volatile and unpredictable, which may adversely affect the value and the ability to liquidate the underlying crypto assets and result in significant or total loss in a short period of time. Among others, note that:
• The decrease or discontinuance of willingness of market participants to exchange fiat currencies for crypto assets may also result in significant or total loss of value in your crypto assets.
Theft, Hacking and Cyber Attack: Crypto assets may be subject to expropriation, theft and/or fraud; hackers or other malicious groups or organisations may attempt to interfere with our system/network in various ways, including malware attacks, denial of service attacks, consensus-based attacks, Sybil attacks, smurfing, and spoofing which may result in the loss of your crypto assets, or the loss of your ability to access or control your crypto assets. In such an event, there may be no remedy, and holders of crypto assets are not guaranteed any remedy, refund, or compensation. In particular, note that:
• Any third party who gains access to your account login credentials or your private keys, may be able to liquidate, sell, dispose or transfer crypto assets in your account and may result in significant or total loss of value in your account.
Development of Crypto Assets: Any change in the development of crypto assets, including but not limited to the change of blockchain protocol, forks, management team etc., may significantly impact the availability, usability, liquidity or value of crypto assets. In particular, the User understands that crypto assets are subject to sudden changes in operating rules, and third parties may from time to time create a copy of a crypto 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 crypto asset (Forked Assets). The User hereby acknowledges that Forked Networks and the available supply of any Forked Assets are wholly outside of the control of the KodeLab, and the KodeLab’s ability to deliver Forked Assets resulting from a Forked Network may depend on third parties outside of KodeLab’s control. The User understands and acknowledges that Forks may materially affect the value, function, and/or even the name of crypto assets. Thus, the User acknowledges that he/she has no right, claim or other privilege to Forked Assets on such unsupported Forked Network and KodeLab does not bear any liability from any loss resulting as a consequence.
Third Party Service Providers and Counterparties: In providing our services to you, we may use various third-party service providers and counterparties (together ”Third Party Service Providers ”). The purchase of the underlying crypto assets is subject to the availability and liquidity of such crypto assets offered by Third Party Service Providers, including online crypto assets exchanges. If the availability of any specific crypto assets is scarce, or if such Third-Party Service Providers malfunction, go bankrupt or are subject to hack attack, we may not be able to purchase or liquidate specific crypto assets on a timely basis or at all.
Source Code Weakness: There is a risk that the Online Portal or any of our products may unintentionally include weaknesses or bugs in the source code which may adversely affect the function of the services.
Insurance: The crypto assets held in your account are not protected by any third-party insurance scheme or government-backed insurance scheme.
Decentralised Finance (“DeFi”): KodeLab does not assume liability for any losses incurred due to the theft, hacking, cyber-attack, source code weakness, security issues, or any other issues related to DeFi projects and/or their on-chain contracts, which are fully outside our control. By using our Service, you acknowledge that you understand the risks associated with the underlying assets and/or third party services offered.
In light of the foregoing, you understand and agree that your use of our Services is conducted at your own risk. This section is not exhaustive and does not disclose all the risks associated with crypto assets and the use of our Services. You should, therefore, carefully consider whether such use is suitable for you in light of your particular circumstances and financial resources.
Each User is liable for and must compensate to KodeLab any and all damages (including the loss of profits), which arise from the activities of the User.
KodeLab is liable for and must compensate to Users only direct monetary damages caused by KodeLab intentionally or due to gross negligence. Under no circumstances is KodeLab liable for the loss of profits of the User.
KodeLab will not be liable for any damages caused by third parties or by circumstances outside the control of KodeLab (force majeure). Among others, KodeLab will not be responsible for the failings of third-party banking and financial institutions, KodeLab’s business partners (e.g. credit card payment processors etc), CeFi and DeFi projects, including but not limited to instances of personal data breaches or hacked/lost Crypto Assets and/or funds, which may arise on their part.
The limitations or exclusions of liability prescribed in this section will not apply in case such limitation or exclusion is not permissible under applicable law.
Each user is responsible to determine if any taxes apply to the transactions carried out via the Services, as well as to report such taxes correctly and in a timely fashion to the competent tax authorities. User acknowledges that KodeLab is neither responsible for determining whether taxes apply, nor for the collection, reporting, withholding or otherwise of any such taxes arising from the said transactions. However, should we at any point become legally required to withhold any taxes, then we will pay the User the remaining net amount. Similarly, we will not gross up the User for any taxes they might be required to pay.
User agrees to indemnify, defend, and hold harmless KodeLab and its third party service providers from and against any claim, demand, loss, damage, cost, or liability (including reasonable attorneys ” fees) arising out of or relating to any activities of the User or the misuse of the Service; breach or alleged breach of any of these Terms and the violation of any rights (including intellectual property rights) of a third party.
KodeLab reserves the right to amend any part of the Terms at any time. KodeLab will strive to provide the User with reasonable prior notice of such changes. If the User does not agree to these amendments, or any particular amendment, the User may not be able to continue to use the Online Portal.
This agreement may not be assigned or transferred by User, without the prior written consent of KodeLab. KodeLab may assign its rights and transfer its obligations at any time provided it ensures that User’s rights are still adequately safeguarded after that transfer.
User may terminate the agreement with KodeLab under these Terms by deleting their account on the Online Portal. Upon selecting to delete the account, the User will remain subscribed to the Service for 30 days. However, in such a case, the User understands that they may lose access to their funds (NFT and RWA) via our Online Portal. We therefore invite Users to retrieve their assets from HocDao via our Online Portal before terminating their account with us. If the User does not cancel the deletion of the account, the User’s account will be deactivated after 30 days and the User’s rights to use the Service will be terminated. After this termination KodeLab is not able to retrieve the User data or its account. Moreover, we will be under no obligation to assist User in accessing their funds on the HocDao protocol or providing compensation.
The User acknowledges and agrees that KodeLab may stop (permanently or temporarily) providing the Service and/or terminate the agreement with the User under these Terms at KodeLab’s sole discretion, without the obligation to provide a prior notice to the User, if the User breaches these Terms or one of KodeLab’s policies.
The User further understands that, as a legal entity, they are not subject to UK consumer right protections under the agreement as the purpose of the Agreement and the business relationship between the Parties is related to the User’s economic interest in the facilitation of an exchange of crypto assets over the HocDao protocol. In particular, by accepting the Terms, the User fully understands that once they have confirmed their crypto asset transactions within the Online Portal, these executed transactions are by nature irreversible and non-refundable.
If you do not agree with these Terms, you should not create an account with us, visit our Online Portal in any way, and/or you should immediately stop using these or our Services in general.
The Terms are governed by the laws of England & Wales. Any disputes arising out of or in connection to these Terms will be finally settled by English Courts, unless otherwise required by mandatory law.
The User shall bear all court expenses related to settlement of disputes arising from the Agreement (including legal fees), unless UK legislation sets forth otherwise (hereinafter the Costs). If the User fails to pay the Costs, KodeLab shall have the right at its discretion to pay the Costs and demand compensation thereof from the User.
If any one or more of the provisions of these Terms is found to be void, invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein will not be affected or impaired.
Upon any User’s infringement of any of these Terms or of the law, KodeLab has the sole right to terminate User’s account immediately without any prior notice.
¹Examples of “NFT Real Estate Projects: Decentraland (https://decentraland.org/): This is a virtual world marketplace (Auctioneers who actively oversee bidding plus conclude sale contracts require certification from local authorities in Britain. Online property auctions represent a digital marketplace for buying and selling property. Here, transactions occur over an internet platform rather than in a physical auction room hence certification is not required. KodeLab Ltd will provide the technology for the marketplace platform on a SAS service, only.) project on the Ethereum Blockchain that allows users to buy, sell and rent digital land parcels represented as an NFT.
²In the UK “NFTs and tokens can be sold and traded over an exchange. This can facilitate and simplify the transfer of ownership in the asset the NFT or token represents. A real estate token can represent ownership of part or all of the physical property. By sign in up and accepting KodeLab Terms of Service, you also accept any responsibility towards UK Capital Gains Tax (CGT) obligations which is charged on the profit made from selling an asset, and NFTs are no exception. Capital Gains Tax applies to the difference in value of the cost basis at the time of the initial purchase and the time of the sale. The UK's light-touch regulatory framework for NFTs does not impose strict rules or regulations but NFTs are not unregulated. Sources such as the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 and Financial Services and Markets Act 2000 (“FSMA”) apply.
³Examples of “NFT Real Estate Projects: Decentraland (https://decentraland.org/): This is a virtual world marketplace (Auctioneers who actively oversee bidding plus conclude sale contracts require certification from local authorities in Britain. Online property auctions represent a digital marketplace for buying and selling property. Here, transactions occur over an internet platform rather than in a physical auction room hence certification is not required. KodeLab Ltd will provide the technology for the marketplace platform on a SAS service, only.) project on the Ethereum Blockchain that allows users to buy, sell and rent digital land parcels represented as an NFT.
⁴KODELAB LTD is not covered by the Financial Services Compensation Scheme.
Customer Support
Customers can contact KodeLab by:
Sending an email to
[SUPPORT@KODELAB.IO]
On the Online Portal, in the contact section.