General Terms and Conditions
Bitpanda Pro Exchange
Version 2.1, published on 7th September 2022
0. Change of the Applicable Bitpanda Provider
0.1 Change of your Applicable Bitpanda Provider. From 12 October 2022 00:00 CEST ("Change Date") Bitpanda GmbH ("old Applicable Bitpanda Provider") will cease to provide services via Bitpanda Pro as an Applicable Bitpanda Provider. Upon your express acceptance, Bitpanda Pro Europe S.r.l., c/o LEXIA Avvocati Via dell’Annunciata 23/4 20121 Milan, Italy ("new Applicable Bitpanda Provider"), will act as your Applicable Bitpanda Provider from the Change Date, as set out in Annex II of these Bitpanda Pro TC. This particularly means that upon such acceptance by you, but not earlier than from the Change Date.
0.1.1 all new Orders on Bitpanda Pro are placed with the new Applicable Bitpanda Provider, and the new Applicable Bitpanda Provider is the counterparty to all Trades executing such Orders;
0.1.2 the new Applicable Bitpanda Provider will issue all new Pro-F-Token as set out in these Bitpanda Pro TC ("new Pro-F-Token").
0.2 Effect on existing Bitpanda Pro Clients. If you agree to your new Applicable Bitpanda Provider
0.2.1 after the effective date of these Bitpanda Pro TC, and before the Change Date: You will be registered as a Bitpanda Pro Client by your new Applicable Bitpanda Provider at the Change Data;
0.2.2 after the Change Date: You will be registered as a Bitpanda Pro Client by your new Applicable Bitpanda Provider at such point in time
0.3 Effect on your old Pro-F-Token and E-Token with your current Applicable Bitpanda Provider. In case your Applicable Bitpanda Provider is Bitpanda GmbH, the following shall apply:
0.3.1 If you agree with your new Applicable Bitpanda Provider prior to the Change Date, we will treat your Token as follows at the Change Date:
0.3.1.1 All obligations of your old Applicable Bitpanda Provider relating to your old Pro-F-Token issued by your old Applicable Bitpanda Provider according to version 2.0 of the Bitpanda Pro TC ("old Pro-F-Token") standing to the credit of your Pro-F-Token Wallet are fully and irrevocably assumed by your new Applicable Bitpanda Provider, and your old Applicable Bitpanda Provider is released from such obligations (privative Schuldübernahme). The new Applicable Bitpanda Provider agrees to assume all obligations relating to your old Pro-F-Token exclusively by way of assumption of debt with debt releasing effect (privative Schuldübernahme) and not by a debt accession (Schuldbeitritt);
0.3.1.2 Following this assumption of debt by your new Applicable Bitpanda Provider the contractual relationship regarding all Pro-F-Token (as assumed in accordance with the above and as acquired by you directly from the new Applicable Bitpanda Provider) is exclusively governed by these new Bitpanda Pro Terms and Conditions version 2.1;
0.3.1.3 Your E-Token Wallet for use on Bitpanda Pro will be maintained by your new Applicable Bitpanda Provider as provider of the Bitpanda Pro Custodial Services;
0.3.1.4 Except as explicitly set out above or in these Bitpanda Pro Terms and Conditions version 2.1, all other rights, obligations, agreements and business relations existing on the Change Date between you, the old Applicable Bitpanda Provider and/or the new Applicable Bitpanda Provider shall remain unaffected and continue in full force and effect.
0.3.2 If you do not agree to your new Applicable Bitpanda Provider until the Change Date, we will not proceed as set out above. As a result, all your E-Token and old Pro-F-Token will in such case remain with Bitpanda GmbH. They are then automatically designated to your Bitpanda Client Account with Bitpanda Broker (with Pro-F-Token then being considered F-Token under the Bitpanda GmbH & BAM TC) at the Change Date, and may be used and withdrawn by you according to the Bitpanda GmbH & BAM TC.
0.3.3 Please note that until the Change Date, you are – even after accepting the above– free to object to the transfer of Token under Section 0.3.1 by [raising a support ticket]. In this case, we will designate your Token to your Bitpanda Client Account with Bitpanda Broker without delay, and Clause 0.3.2 shall apply accordingly.
0.3.4 We do not charge any fees for the actions set out in Clause 0.3.1 or for the redesignation of your Token according to Clause 0.3.2.
0.4 Treatment of Open Orders at the Change Date.
0.4.1 If you have not expressly agreed to your new Applicable Bitpanda Provider by the Change Date, all your open Orders with your old Applicable Bitpanda Provider are cancelled. This is required for technical reasons, as your old Applicable Bitpanda Provider will no longer be technically connected to Bitpanda Pro and will therefore no longer be able to execute any Trades.
0.4.2 If you expressly agree to your new Applicable Bitpanda Provider by the Change Date, we have also requested your consent that all your open Orders will be Orders with your new Applicable Bitpanda Provider from the Change Date. If you agree thereto, you can proceed with such Orders in line with these Bitpanda Pro TC, e.g., by cancelling them before they are fulfilled
1.1 These general terms and conditions ("Bitpanda Pro TC") shall be applicable to all business relations between Bitpanda Pro Germany GmbH, with its corporate seat in Berlin, operating exclusively through its Vienna Branch, with the address Stella-Klein-Löw-Weg 17, 1020 Vienna, Austria ("Bitpanda Pro Vienna") and persons who have become a client of Bitpanda Pro Vienna in accordance with point 3.4 ("you" or "Bitpanda Pro Client").
1.2 The Bitpanda Pro TC apply to transactions and business relationships with Bitpanda Pro Vienna, in particular to the use of any online or electronic platform (e.g. https://pro.bitpanda.com/en) or mobile application and associated APIs of such platform or application (each a "Bitpanda System").
2. General Provisions
2.1 Bitpanda Pro Vienna offers services in cooperation with Bitpanda Providers, by providing and maintaining a technical interface that facilitates purchase and sale transactions for a selection of E-Token and Pro-F-Token trading pairs between Bitpanda Pro Clients and such third parties. Bitpanda Pro Vienna solely provides the technical interface in this respect, operating upon instruction by and under the supervision of the Applicable Bitpanda Provider which, hence, controls the setup. All further services are provided by Bitpanda Pro Vienna’s Affiliates ("Bitpanda Provider"). The applicable Bitpanda Provider for each Bitpanda Pro Client may vary depending on certain circumstances. Please refer to Annex II which sets out the applicable Bitpanda Provider which provides the services to you (“Applicable Bitpanda Provider"). The services are provided directly by such Applicable Bitpanda Provider as set out in these Bitpanda Pro TC.
2.2 The applicability of the general terms and conditions of the Bitpanda group ("Group TC") and the Annexes and Definitions of the Group TC (both available under https://www.bitpanda.com/en/legal/bitpanda-group-general-terms-conditions) is hereby agreed upon unless explicitly set out in these Bitpanda Pro TC otherwise. Further, these Bitpanda Pro TC will refer to certain provisions of the general terms and conditions of Bitpanda GmbH ("Bitpanda GmbH & BAM TC", available under https://www.bitpanda.com/en/legal/bitpanda-general-terms-conditions), which will apply bilaterally between you and the Applicable Bitpanda Provider as set out in detail below.
2.3 You and the Applicable Bitpanda Provider are entitled to enforce any rights and obligations arising from these Bitpanda Pro TC directly against each other. This does also apply in case these Bitpanda Pro TC stipulate any rights or obligations against any other Affiliates
2.4 Any express agreement concluded with you will prevail over these Bitpanda Pro TC or any document referred to herein.
2.5 Unless otherwise defined herein, the definitions in the Group TC shall apply to these Bitpanda Pro TC. For an overview of the additional definitions used in these Bitpanda Pro TC please refer to Annex I.
2.6 For the avoidance of doubt, under these Bitpanda Pro TC you do not receive any access to Bitpanda Broker (as defined and described in the Bitpanda GmbH & BAM TC), but only to Bitpanda Pro.
3. Amendments to the Bitpanda Pro TC
3.1 Material Changes and amendments (as defined in point 3.2) of the Bitpanda Pro TC, including this point, require the explicit or implied agreement with the Bitpanda Pro Client.
3.2 Material Changes are any changes or amendments (i) with respect to a primary obligation (Hauptleistungspflicht) or (ii) that significantly alter the contractual relationship in a way that they tantamount to the conclusion of a new agreement. For instance (without being limited thereto), any changes or amendments to payment obligations of the Bitpanda Pro Client, restrictions for the Bitpanda Pro Client with regard to the acquisition and disposal of financial instruments, or any restrictions of the obligation on Bitpanda Systems to take into custody (verwahren), administer (verwalten) or secure (sichern) crypto-assets or cryptographic private keys for the Bitpanda Pro Client would qualify as such Material Changes.
3.3 Other changes and Editorial Changes (as defined in point 3.6) to the Bitpanda Pro TC which do not qualify as Material Changes, may be made for objectively justified reasons at any time and become effective
3.3.1 if no specific effective date is indicated, at the earlier of (i) the Bitpanda Pro Client explicitly accepting the amended Bitpanda Pro TC (for example on Bitpanda Systems) or (ii) two months having passed after publication of such changes or amendments, subject to the Bitpanda Pro Client not objecting under point 3.4; respectively
3.3.2 if a specific effective date (after the publish date) is indicated: at the later of (i) the specified effective date and the (ii) earlier of (a) the Bitpanda Pro Client explicitly accepting the amended Bitpanda Pro TC(for example on Bitpanda Systems) or (b) two months having passed after the publication of such changes or amendments, subject to the Bitpanda Pro Client not objecting under point 3.4.
3.4 The Bitpanda Pro Client's consent shall be deemed granted if Bitpanda Pro Client doesn’t object in textform or electronically (e.g. by e-mail or via the Bitpanda Client Account). In the amendment offer, the Bitpanda Pro Client shall be informed that (i) its silence by failing to object in writing or electronically (e.g. by e-mail or via the Bitpanda Client Account) within the deadline set out in points 3.3.1 and 3.3.2 shall be deemed as consent to the amendments, and that (ii) the Bitpanda Pro Consumer Client shall have the right to terminate its contract and the services agreed under the contract without notice until the amendments take effect.
3.5 Without the Bitpanda Pro Client’s explicit consent, other changes may only be made for good reason and only provided there has been a risk weighing, properly balancing the interest of Bitpanda Pro Vienna or the community of the Bitpanda Pro Clients against the interest of the Bitpanda Client, i.e.:
3.5.1 due to the offering of new services, which are either free of charge or may not or only optionally be utilized by the Bitpanda Pro Client;
3.5.2 there are no disadvantages to the the Bitpanda Pro Client;
3.5.3 due to regulatory or tax law requirements;
3.5.4 due to the change of service providers or contractors;
3.5.5 due to the need to have consistent Bitpanda Pro TC as a result of Bitpanda’s international expansion;
3.5.6 the amendment or implementation of secondary obligations; or
3.5.7 any reason comparable to the ones described above.
3.6 Editorial Changes are changes to clarify unclear provisions, adjustments to formats or fonts.
3.7 For Bitpanda Pro Business Clients, Material Changes may be affected in accordance to points 3.3 and 3.4.
4. Bitpanda Pro
4.1 Bitpanda Pro Vienna provides access to an electronic system separate from Bitpanda Broker (as defined and described in the Bitpanda GmbH & BAM TC) which allows for the operation of an order book exchange platform on Bitpanda Systems for a selection of E-Token and Pro-F-Token trading pairs under the trade name Bitpanda Pro ("Bitpanda Pro"). Bitpanda Pro works as a technical interface enabling eligible Bitpanda Clients to obtain prices for E-Token via https://pro.bitpanda.com and/or its associated APIs. You can access the available order books in your Bitpanda Pro Account.
4.2 Bitpanda Pro Vienna does not transact in E-Tokens and does not provide financial services for the issuance and sale of E-Tokens, but merely facilitates such transactions with third parties, in particular the Applicable Bitpanda Provider, within its technical interface.
4.3 Any person using or trading via Bitpanda Pro does so entirely at its own risk.
4.4 In order to become a Bitpanda Pro Client and to use Bitpanda Pro, you have to
4.4.1 complete the Client Verification Process conducted by the Applicable Bitpanda Provider or an Affiliate. For this purpose, the provisions of the Group TC, particularly their point 5, shall apply mutatis mutandis, subject to the verification being conducted by the Applicable Bitpanda Provider or the Affiliate. If you are an individual, you will also need to become a Bitpanda Client before being able to open your Bitpanda Pro Account; and
4.4.2 create a user account for Bitpanda Pro ("Bitpanda Pro Account") on Bitpanda Systems.
4.5 Bitpanda Pro Vienna confirms that the prohibition of double or shared accounts set out under point 6.1 of the Group TC has been waived by Bitpanda in respect of one (1) additional account being the Bitpanda Pro Account created in accordance with point 4.4.2.
4.6 Funding of your Bitpanda Pro Account. You can only use your funds in your Bitpanda Pro Account to trade via Bitpanda Pro. You fund your Bitpanda Pro Account (i) via your existing supported E-Token from an external wallet (including a Wallet with Bitpanda Broker) or (ii.a) (before 12 October 2022 00:00 CEST "Change Date") by purchasing Pro-F-Token from the Applicable Bitpanda Provider which are then designated to your Bitpanda Pro Account or (ii.b) (after the Change Date) by transferring accepted legal tender to your Applicable Bitpanda Provider, who will issue to you Pro-F-Token in the same amount. In case your Applicable Bitpanda Provider is Bitpanda GmbH, and only prior to the Change Date, you may also (iii) designate the desired amount of your existing E-Token and/or Pro-F-Token via your Bitpanda Client Account (please refer to point 6 and 7 of the Bitpanda GmbH & BAM TC) to your Bitpanda Pro Account; in order to withdraw funds prior to the Change Date, you have to re-designate such Token to your Bitpanda Client Account first.
4.7 After the Change Date, you may also
4.7.1 for F-Token with Bitpanda Broker: Request that all obligations of Bitpanda GmbH relating to a certain amount of F-Token standing to the credit of your Bitpanda Broker Account with Bitpanda GmbH are fully and irrevocably assumed by your Applicable Bitpanda Provider, and Bitpanda GmbH is released from such obligations (privative Schuldübernahme). Upon acceptance, the Applicable Bitpanda Provider agrees to assume all obligations relating to your F-Token exclusively by way of assumption of debt with debt releasing effect (privative Schuldübernahme) and not by a debt accession (Schuldbeitritt). Following this assumption of debt by your Applicable Bitpanda Provider the contractual relationship regarding all Pro-F-Token (as assumed in accordance with the above and as acquired by you directly from the Applicable Bitpanda Provider) is exclusively governed by these Bitpanda Pro TC.
4.7.2 for Pro-F-Token with Bitpanda Pro: Request that all obligations of your Applicable Bitpanda Provider relating to a certain amount of Pro-F-Token standing to the credit of your Bitpanda Pro Account with your Applicable Bitpanda Provider are fully and irrevocably assumed by Bitpanda GmbH, and your Applicable Bitpanda Provider is released from such obligations (privative Schuldübernahme). Upon acceptance, Bitpanda GmbH agrees to assume all obligations relating to your Pro-F-Token exclusively by way of assumption of debt with debt releasing effect (privative Schuldübernahme) and not by a debt accession (Schuldbeitritt). Following this assumption of debt by Bitpanda GmbH, the contractual relationship regarding all F-Token (as assumed in accordance with the above and as acquired by you directly from Bitpanda GmbH) is exclusively governed by the Bitpanda GmbH & BAM TC.
4.8 You cannot transfer, designate or otherwise make use of any Token on your Bitpanda Pro Account that are held in "Open Orders" (as defined in Annex I).
4.9 All “Orders” (as defined in Annex I) entered via Bitpanda Pro are placed with the Applicable Bitpanda Provider without any further involvement on the part of Bitpanda Pro Vienna and are executed solely in accordance with points 6 and 7. Bitpanda Pro is a service offering different from Bitpanda Broker (as defined and described in the Bitpanda GmbH & BAM TC) and that the points 4.4 to 4.12 of the Bitpanda GmbH & BAM TC shall not apply to these Bitpanda Pro TC.
4.10 Bitpanda Pro Vienna does not charge Bitpanda Pro Clients usage fees for accessing Bitpanda Pro or having a Bitpanda Pro Account. The Applicable Bitpanda Provider charges you for executed Orders as set out in point 10. Please note that the Applicable Bitpanda Provider may, under certain circumstances, charge additional fees (e.g. in the event of an extraordinary termination, deposit or withdrawal fees) as set out in the Group TC and Bitpanda GmbH & BAM TC, which apply mutatis mutandis, subject to the Applicable Bitpanda Provider being the charger of such fees.
5. Bitpanda Pro’s Token System
5.1 Pro-F-Token. "Pro-F-Token" are:
5.1.1 prior to the Change Date, F-Token offered by the old Applicable Bitpanda Provider as set out in the Group TC and Bitpanda GmbH & BAM TC, but to be used for obtaining products and services on Bitpanda Pro.
5.1.2 from the Change Date, proprietary token issued by the Applicable Bitpanda Provider upon your placing of funds of currency that is a legal tender (gesetzlich anerkanntes Zahlungsmittel) to the Applicable Bitpanda Provider, which can be used exclusively to obtain products and services which are being offered on Bitpanda Pro (including settlement of any applicable fees) and denominated in various currencies. Such token are issued to Bitpanda Pro Clients only, and are not accepted by any entity other than your Applicable Bitpanda Provider, and can be withdrawn by the Bitpanda Pro Client against the same amount of currency that is a legal tender. The Bitpanda Pro Client shall use the Pro-F-Token only for the purposes specified above and in accordance with the limits and conditions specified in the Group TC as well as in the Bitpanda Pro TC. Subject to the deviations referred to herein, the provisions for F-Tokens under the Group GTC shall apply mutatis mutandis to such Pro-F-Tokens.
5.2 In certain cases, if so agreed with the Bitpanda Pro Client, the Applicable Bitpanda Provider may issue Pro-F-Token which are not withdrawable, to facilitate trading on Bitpanda Pro. The Applicable Bitpanda Provider reserves the right to determine from time to time, at its own unfettered discretion, the maximum amount of Pro-F-Tokens that may be available for issuance.
5.3 E-Token. Prior to the Change Date, your old Applicable Bitpanda Provider, and after the Change Date the new Applicable Bitpanda Provider offer in their own name selected cryptographic digital assets, such as, but not limited to, Bitcoin, Dash, Ripple, Bitcoin Cash, Ether and Litecoin ("E-Token"), to the extent available under the offered trading pairs.
5.4 Point 14 of the Group TC shall apply mutatis mutandis to Token under these Bitpanda Pro TC, subject to any deviations set out herein, in particular the Pro-F-Token in this case being issued and maintained by the Applicable Bitpanda Provider in Wallets held by the Applicable Bitpanda Provider.
5.5 A-Token, M-Token as defined in the Group TC are currently not available on Bitpanda Pro.
5.6 Risks. Pro-F-Token constitute a claim of the Bitpanda Pro Client for the purchase of a very limited range of services or products, corresponding to the products and services which are being offered on Bitpanda Pro, as well as for the settlement of any applicable fees. They do not constitute electronic money and we do not operate a payment account for you. Neither Bitpanda Pro Vienna, nor your Applicable Bitpanda Provider, are credit institutions, nor do they accept or manage deposits (Einlagen). Unless otherwise required by us under laws applicable to you, the following applies: Your funds placed for the issuance of the Pro-F-Token through Bitpanda Systems are not held in custody with a third party bank or custodian, and are not secured or guaranteed by any deposit-guarantee schemes. There is no assurance or guarantee that your claims to withdraw Pro-F-Token, or to use the Pro-F-Tokens to obtain the products or services offered on Bitpanda Pro, can be fulfilled in case of any bankruptcy or insolvency proceeding concerning Bitpanda Pro Vienna, or your Applicable Bitpanda Provider.
6. Orders – general provisions
6.1 You can instruct to buy or sell a specified quantity of Base Token (as defined and described in Annex I) at a specified price in the Quote Token (as defined and described in Annex I) in the form of an Order provided that you have the required positive balance of the relevant Token on your Bitpanda Pro Account which covers the total value of the Order and any applicable fees (see point 10 on trading fees below). By placing an Order, the respective specified quantity of Token you offer as part of such Order is set aside by the Applicable Bitpanda Provider and you may not dispose of these Token until the Order is either fulfilled or cancelled as set out in the Bitpanda Pro TC.
6.2 The following types of Orders are available on Bitpanda Pro: Limit Order, Market Order and Stop Order, each as defined and described in more detail in the following and Annex I. You can cancel an Open Order at any time before it is fulfilled, and no fees will be charged for cancelled Orders. For the avoidance of doubt, Orders may also be partly fulfilled before being cancelled, in which case fees will be charged based on the extent to which the Order was fulfilled.
6.3 Limit Orders
6.3.1 A Limit Order will be immediately placed in the Order Book and may result in a Maker Order or a Taker Order, or an Order that is partially a Maker Order and partially a Taker Order. The placed Order will remain on the Order Book until you cancel it.
6.4 Market Orders
6.4.1 By its very nature and due to the fact that Bitpanda Pro permits trading on an open market, a Market Order is an instruction to buy or sell a specific quantity of goods without specifying a price or price range and a Market Order will be matched with other Orders in the Order Book irrespective of the price. Bitpanda thus cannot and does not warrant that a Market Order will be fulfilled at a specified price, which is neither influenced nor otherwise regulated by Bitpanda. A Market Order may result in the execution of a Trade at different prices, based on the quantity of the Market Order and the quantities of the existing Orders on the Order Book at the time. In particular, a Market Order may result in the execution of a Trade at a price less favourable than the most recent trade price, in some cases significantly less. Bitpanda takes no responsibility whatsoever if a Trade pursuant to a Market Order is executed at a less favourable price than the recent trade price or trade price on comparable platforms to Bitpanda Pro.
6.4.2 A Market Order is always a Taker Order.
6.5 Stop Orders
6.5.1 A Stop Order must be placed as a stop limit order which automatically posts a Limit Order when the Stop Price (as defined in Annex I) is triggered. Such a Stop Order is not placed in the Order Book and is not visible to others but any resulting Order (i.e. the Limit Order when the Stop Price is triggered) is posted and visible.
6.5.2 The fulfilment of a Stop Order at the Stop Price set out in the Stop Order cannot be warranted. The Limit Order placed as a result of the Stop Price being triggered will remain on the Order Book until you cancel it or until it is completely fulfilled. It is not possible to configure a Stop Order to post a Market Order (instead of a Limit Order) and the Stop Order may thus not be suitable as a stop-loss.
6.6 Minimum Order Volume
6.6.1 For Orders entered via Bitpanda Pro minimum Order volumes apply. The Applicable Bitpanda Provider will periodically and in an objectively justified manner update Order minimums to reflect the current state of marketplaces and value of assets.
6.6.2 You find current minimum Order volumes on https://pro.bitpanda.com/. The minimum order volume is displayed before an Order is placed.
6.7 No direct trading of currencies that are a legal tender or financial instruments
6.7.1 You acknowledge and accept that only the trading pairs set out in the relevant Order Books can be traded with Bitpanda Pro and no direct exchange in, from or between currencies that are a legal tender and/or financial instruments is possible.
7. Orders – fulfilment
7.1 Matching of your Orders and Order priorities
7.1.1 Bitpanda Pro matches Taker Orders with open Maker Orders on each Order Book based on price-time priority. This means that each time a Taker Order is placed this Order is matched with the earliest (oldest) Maker Order at the best price on the Order Book. If the Taker Order cannot be completely fulfilled, it may be matched with any subsequent Maker Orders at that price, in the sequence those Maker Orders were posted (oldest to newest). If such a Taker Order can still not be completely executed as described previously, it is matched with one or more Maker Orders at the next best price, in the sequence those Maker Orders were posted (oldest to newest). This process is repeated until the Taker Order is completely matched.
7.2 Fulfilment of Orders, execution of Trades
7.2.1 An Order is fulfilled by executing the corresponding Trade. The execution of a Trade is irrevocably initiated if and as soon as a Maker Order fully or partly matches with a Taker Order or more Orders as set out above.
7.2.2 The Applicable Bitpanda Provider will act as counterparty to all Trades. The Trade will be executed by the Applicable Bitpanda Provider immediately after the identification of matching Maker Orders and Taker Orders and settled in form of the respective debits and credits to the involved Bitpanda Pro Accounts. Cash settlement of any Trade is explicitly excluded. Whenever any E-Token are exchanged as a result of executing an Order, the Applicable Bitpanda Provider will forthwith hold these E-Token for the respective acquirer under Bitpanda Pro Custodial Services.
7.2.3 As the Applicable Bitpanda Provider acts as counterparty to all Trades, Bitpanda Pro Clients are not contracting with each other but solely with Bitpanda Pro Vienna (regarding the provision of the technical interface) and the Applicable Bitpanda Provider (regarding the purchase and/or sale of assets). Neither Bitpanda Pro Vienna nor the Applicable Bitpanda Provider will inform you of any details of another Bitpanda Pro Client that is a party to any Trade.
7.2.4 For the purposes of fulfilling your Order, you authorize and instruct the Applicable Bitpanda Provider to execute the corresponding Trade as described in this point and to act as counterparty to such Trades. For these purposes, you herewith release Bitpanda from any restrictions (under § 1009 of the Austrian Civil Code or otherwise) against self-dealing and double representation in connection with its role as counterparty, as market participant (for example as set out in point 15.3) and the other services offered by it on Bitpanda Systems.
7.2.5 Bitpanda Pro Vienna is not involved in the execution of Trades and neither holds nor transfers any of the assets set out in the Order.
7.3.1 For the purposes of this point, “best price” refers to the most favourable available exchange rate for the relevant pair of Token from your perspective.
8. Bitpanda Wallet and Custodial Services
8.1 Custodial Services: Bitpanda Pro Clients can exchange, sell and purchase E-Token without needing to set-up their own wallet on each blockchain. In order to facilitate this, the Applicable Bitpanda Provider offers custodial services for E-Token and displays the E-Token held in custody for Bitpanda Pro Clients on your behalf on a custodial (Treuhand) basis with the Applicable Bitpanda Provider as trustee (Treuhänder) and the Bitpanda Pro Client as trustor (Treugeber) ("Bitpanda Pro Custodial Services"). Point 6 of the Bitpanda GmbH & BAM TC shall apply mutatis mutandis to the Bitpanda Pro Custodial Services, subject to the Applicable Bitpanda Provider being the service provider.
8.2 Notwithstanding any other termination right, each of you, Bitpanda Pro Vienna and the Applicable Bitpanda Provider may at any time terminate the fiduciary agreement (without observing any notice period) if any E-Token that forms part of the fiduciary property is at any time classified as financial instrument or similar regulated asset under the laws of the country of the Applicable Bitpanda Provider.
9.1 To any transfers of assets from your Wallet, point 7 of the Bitpanda GmbH & BAM TC shall apply mutatis mutandis, subject to the Applicable Bitpanda Provider being the service provider, and subject to such transfers being from/to Bitpanda Pro Clients, rather than Bitpanda Clients.
10.1 For the provision of the services, the Applicable Bitpanda Provider charges a fee per Order that is executed following matching via Bitpanda Pro. The Applicable Bitpanda Provider will charge a maker fee for each executed Maker Order and a taker fee for each executed Taker Order. Fees will be charged in the Token you receive as a result of executing the corresponding Trade and are calculated as a percentage of the Order quantity. For example: on the BTC-EUR Order Book, you, as a buyer of BTC, pay fees in BTC and the seller of BTC pays fees in EUR-Pro-F-Token. If an Order qualifies partially as a Maker Order and partially as a Taker Order, a maker fee applies to the part posted as a Maker Order and a taker fee applies to the part posted as a Taker Order. These fees are charged on a per Trade basis and will become due and payable upon the execution of the corresponding Trade with the Applicable Bitpanda Provider. All such fees may be directly and automatically deducted by the Applicable Bitpanda Provider upon execution of a Trade from the amount of token you would receive as a result of the execution of the Trade.
10.2 All fees referred to in this point 10 may vary from time to time and between Order Books. Any such updated fees will apply prospectively to any Orders or other transactions that take place following the execution date of such updated fees. If a fee increase takes place after placement but before execution of a Trade, until the time of execution of the Trade, Bitpanda Pro Clients are entitled to withdraw the execution of this Trade. The current fees for trading via Bitpanda Pro are displayed at https://pro.bitpanda.com/en/exchange-trading-fees.
10.3 The current fee discounts, if any, can be found at https://pro.bitpanda.com/en/exchange-trading-fees. Fee discounts may change or be abandoned anytime for the future at the Applicable Bitpanda Provider’s sole discretion.
10.4 The Applicable Bitpanda Provider may offer a modified fee structure compared to the usually applicable Bitpanda Pro fees as outlined in points 10.1 to 10.3 of these Bitpanda Pro TC to certain eligible entities or persons ("Modified Fees"). Modified Fees only apply on Bitpanda Pro and have to be individually agreed in writing with such eligible entities or persons and the Applicable Bitpanda Provider. Other services (e.g. Bitpanda Broker) are outside of the scope of Modified Fees. Any person or entity eligible for Modified Fees acknowledges and accepts that for the period during which Modified Fees are applied, said eligible person or entity will not be able to use the Bitpanda Ecosystem Token (BEST) to reduce trading fees. If one or more fee reductions or discounts would taken together result in taker fees of less than 0.05%, a fee of 0.05% applies unless expressly agreed by us or the Applicable Bitpanda Provider otherwise.
10.5 All fees referred to in this point 10 are independent of and in addition to any other fees that are set out in the Group TC or relevant Affiliate TC.
11. Security over Bitpanda Pro Client assets and set-off, Security ownership
11.1 The rights granted to Bitpanda GmbH or another Bitpanda entity under point 18 and 19 of the Group TC shall apply mutatis mutandis to the Applicable Bitpanda Provider.
12. Market integrity
12.1 Executed Trades. All executed Trades and fulfilled Orders are final and will not be cancelled except where (i) the Applicable Bitpanda Provider is obliged to do so pursuant to applicable law or regulations or (ii) due to a material technical error (e.g. Orders or Trades do not comply with the provisions of these Bitpanda Pro TC). In case of a technical error, Bitpanda Pro Vienna or the Applicable Bitpanda Provider will make all reasonable efforts and act in good faith in accordance with industry standards in order to restore the positions which would have existed without the occurrence of an error.
12.2 Open Orders. The Applicable Bitpanda Provider has the right to cancel Open Orders in the following circumstances:
12.2.1 Orders placed by Bitpanda Pro Clients who (i) are in breach of these Bitpanda Pro TC, the Group TC or the Bitpanda GmbH & BAM TC (which apply mutatis mutandis, subject to the Applicable Bitpanda Provider being the service provider, rather than Bitpanda GmbH), in particular but not limited to the rules set out in point 4 of the Group TC (Becoming a Bitpanda Client, Trading Limits) which apply to Bitpanda Pro Accounts likewise and/or (ii) are using the Bitpanda Pro API in a manner that unreasonably burdens the platform.
12.2.2 Orders involving an obvious error with respect to price, quantity, or other parameters.
12.2.3 If required for technical reasons or by any applicable law or regulation.
12.3 Measures to achieve market integrity. Bitpanda Pro Vienna or the Applicable Bitpanda Provider may take any action to restrict the functioning of Bitpanda Pro (e.g. halting the matching of Orders, restricting access, modifying parameters in order to mitigate risks, cancelling Orders resting in the Order Book) it deems appropriate or necessary to ensure and preserve the market integrity, prevent suspected market manipulation or to maintain the proper operation of Bitpanda Systems of Bitpanda Pro (e.g. in relation to technical errors under point 13 or prohibitions under point 14).
13.1 In the event of technical errors which in the reasonable opinion of Bitpanda Pro Vienna or the Applicable Bitpanda Provider are likely to prevent or negatively impact a Bitpanda Pro Client’s ability to properly use Bitpanda Pro (e.g. placing/cancelling of Orders, access to Bitpanda Systems and Bitpanda Pro API), each of Bitpanda Pro Vienna and the Applicable Bitpanda Provider may take adequate measures in respect of one or more Order Books. This particularly includes the following measures:
13.1.1 The Applicable Bitpanda Provider to temporarily disable the option to deposit or withdraw Token to or from the Bitpanda Pro Account via the interface;
13.1.2 The Applicable Bitpanda Provider to not execute matched orders or cancel Open Orders;
13.1.3 Bitpanda Pro Vienna to disable the option to place new Orders via the interface (you can only cancel existing ones), to sign-in, to access Bitpanda Pro and/or to access via Bitpanda Pro API.
13.1.4 In the event of technical errors or other material events affecting the availability or functionality of Bitpanda Pro, Bitpanda Pro Vienna and the Applicable Bitpanda Provider will act reasonably to try to remedy such issue without undue delay.
13.1.5 Planned maintenance work, updates or upgrades that not only temporarily restrict the functioning of Bitpanda Pro or cause it to fail shall be notified to the Bitpanda Pro Client in advance in an appropriate manner (e.g., by e-mail). Such maintenance work shall be carried out as soon as possible, but at least within two weeks.
13.1.6 Unscheduled maintenance work that is necessary due to technical defects or force majeure shall be carried out as quickly as possible.
14.1 Bitpanda Pro Clients using Bitpanda Pro are not allowed to place Orders which result in self-execution (i.e. the same Bitpanda Pro Client would act as both the maker and taker for the trade). If two Orders would result in self-execution, the later in time Order is rejected.
14.2 Further, you are prohibited from engaging in any market making or market manipulation (specifically includes, without limitation: front-running, wash trading, spoofing, layering, churning, and quote stuffing). Market manipulation of any kind (including action on Bitpanda Systems or outside of Bitpanda Systems) is strictly prohibited. Market manipulation is any action taken by any market participant or a person acting in concert with a participant which intends to:
14.2.1 scam or mislead other traders;
14.2.2 control or manipulate the price or trading volume of a Token; or
14.2.3 assist, encourage, facilitate, finance, endorse or support either of the above.
14.3 Bitpanda Pro does not use circuit breakers or automated trading halts based on predetermined price bands. However, in accordance with points 12 and 13 of this Bitpanda Pro TC, each of Bitpanda Pro Vienna or the Applicable Bitpanda Provider may take actions that we deem appropriate to attain market integrity in line with point 12.3 above.
15. Transparency and Information
15.1 Bitpanda Pro Vienna respectively each Applicable Bitpanda Provider grant to each Bitpanda Pro Client access to Bitpanda Pro via web-platform (e.g., https://pro.bitpanda.com), mobile application as well as via the Bitpanda Pro API. In addition, all Bitpanda Pro Clients receive full and real-time access to the available market information shown on Bitpanda Systems. Market information contains the following:
15.1.1 Limit Orders placed on the Order Books (price and quantity); and
15.1.2 information on the execution of all Trades (price, quantity and time).
15.2 Bitpanda Systems do not show Stop Orders which have been placed but not yet triggered and any information about which user placed or cancelled an Order.
15.3 Bitpanda GmbH and Affiliates (but not Bitpanda Pro Vienna) trade their own corporate funds via Bitpanda Pro. However, such Trades do not have any special priority and will be executed on a non-discriminatory basis. The general rules for Orders apply to these entities, in particular regarding the same access to market information and no access to inside information. Bitpanda GmbH and its Affiliates have committed not to engage in front-running.
15.4 The same applies to all employees of Bitpanda Pro Vienna and its Affiliates. Bitpanda Pro Vienna and its Affiliates have committed to prohibit all their employees from using inside, corporate or similar information to trade Token. All employees are subject to internal trading policies and trade surveillance programmes.
16. Application Programming Interfaces
16.1 Bitpanda Pro Vienna may provide access to specific data and information through APIs (Application Programming Interface) (“Bitpanda Pro API”). You can only use these in their original and unmodified state and via your Bitpanda Pro Account after having successfully completed the Client Verification Process. Upon completion of the application for the creation of an API key you will receive an e-mail with a confirmation link. After clicking on the link in the e-mail you will receive the API key which is the only time the API key is displayed. If you do not remember this API key in the future, you might have to create a new one.
16.2 The scope and concrete form of Bitpanda Pro API is at Bitpanda Pro Vienna’s sole discretion and that Bitpanda Pro API may be suspended, modified or abandoned by Bitpanda Pro Vienna. Bitpanda Pro Vienna employs measures to preserve the security and integrity of the Bitpanda Pro API and the Bitpanda Systems which may deviate between Bitpanda Pro Clients. Bitpanda Pro Vienna may set limits on the number of API calls that may be made under Bitpanda Pro API. If you exceed these limits or violate any other terms in this Bitpanda Pro TC or Group TC, or other applicable TCs of your Applicable Bitpanda Provider, Bitpanda Pro Vienna may moderate your activity or cease offering you access to the Bitpanda Pro API.
16.3 It is in your sole responsibility to adequately secure and keep secret your API keys. You accept full responsibility for any use of Bitpanda Pro that is facilitated through your API keys, and/or any other applications which you may authorise (including any activities by you or any third parties that have access to your account information whether authorised or not). You can find more information on Bitpanda Pro API via https://developers.bitpanda.com/exchange/.
17. Intellectual property, brands and logos
17.1 You confirm that you are the sole and unencumbered holder of all rights related to the names, trademarks, patents as well as your software used on or in connection with Bitpanda Systems.
17.2 If you are a Bitpanda Pro Business Client, you hereby grant Bitpanda a fully paid-up, royalty-free, non-exclusive, worldwide, transferable, sublicensable and irrevocable right, and to the extent necessary, a licence to use all of your intellectual property rights free of charge, especially to (i) use your name, likeness or brand including all of your trademarks, logos, etc (“Logos”) to the extent they are incorporated into your application and in connection with the maintenance, development and promotion of the Bitpanda Pro services, and (ii) use, perform, display to the public, reproduce, distribute, make available, and import into your application to provide, maintain, develop and market the Bitpanda Systems and services. You explicitly authorize Bitpanda Pro Vienna and its Affiliates to use the Logos in part or in edited form.
17.3 If you are a Bitpanda Pro Business Client, you are required to provide Bitpanda Pro Vienna with one copy of each Logo in electronic form or on a suitable data carrier within seven working days upon request by Bitpanda Pro Vienna. However, Bitpanda Pro Vienna may also use publicly available versions of the logos (e.g. on websites or similar) without obtaining prior consent.
17.4 Upon termination or abandonment of your Bitpanda Pro Account and written request from you, we will make commercially reasonable efforts to remove reference to your application and any of your Logos from our Bitpanda Systems.
17.5 Our brands and names (“Bitpanda Logos”), and all intellectual property rights therein and thereto are and shall at all time remain the sole and exclusive property of Bitpanda Pro Vienna and/or Bitpanda GmbH and are protected by applicable laws and treaties. All rights not expressly granted herein are withheld.
18.1 Severability Clause. If you are a Bitpanda Pro Business Client, if one or more of the provisions of these Bitpanda Pro TC or one or more of the Annexes hereto are or will become invalid or unenforceable, or if one or more of the provisions of these Bitpanda Pro TC or one or more of the Annexes hereto are or will become incomplete, the other provisions of these Bitpanda Pro TC and the Annexes hereto will remain valid without limitation, save that the main obligations of the parties hereunder remain unaffected. Such provision – having been found illegal or unenforceable in whole or in part – shall be ineffective solely to the extent of such determination of invalidity or unenforceability and only with respect to the jurisdiction in which it has been found illegal or unenforceable, without having any effect on any other jurisdiction.
18.2 Subject to point 2.4 above, the Bitpanda Pro TC (as amended from time to time) supersede any prior statements between Bitpanda and you on the matters regulated in the Bitpanda Pro TC. For the avoidance of doubt, this does not apply to the Group TC and the Bitpanda GmbH & BAM TC (as referred to herein). Any of your (proposed) terms and conditions are excluded from being applicable to the relationship between you and Bitpanda and the Affiliates, unless we explicitly agree to their applicability.
18.3 The Bitpanda Pro TC shall continue to apply even after termination of the business relationship until complete settlement.
18.4 Contractual language. The Bitpanda Pro TC are made and published in various languages. In case of a dispute or any discrepancies, the English language version of the Bitpanda Pro TC shall prevail vis-á-vis Bitpanda Pro Business Clients.