TERMS AND CONDITIONS OF USE OF THE HURST PLATFORM
These Terms and Conditions of Use govern access to and use of the Website (https://hurst.capital e https://crowdfunding.hurst.capital) and/or the Application ("Platform"), establishing the rules and guidelines for users and/or investors of HURST.
HURST reserves the right, at any time and without prior notice, to modify these Terms and Conditions of Use, which shall take effect immediately upon publication on the Website and/or Application.
1. Acceptance
1.1 Thus, you as a user and/or investor, by using the Platform, acknowledge that you have freely and spontaneously analyzed and agreed to the conditions of use.
1.2 Please note that you may only use our Platform if you agree to these Terms and Conditions of Use and our Privacy Policy.
1.3 HURST 's tolerance of non-compliance with any obligation provided for in these Terms and Conditions of Use and in the Privacy Policy by clients and users shall not mean a waiver of the right to demand compliance with the obligation, nor the alteration of any term or condition contained herein.
2. About us
2.1 We are a platform for investments in real assets and tokens ("Digital Currencies", and together with the real assets, "Assets"), which aims to provide users and clients of the Platform with access to alternative investments, which are made available in the form of "Transactions", so that partners, originators and investors can connect through our proprietary technology. The Assets which are the subject of each Transaction are linked to your account which, by means of public and private keys, allows you to store, send, receive and consult the Assets linked to it, which can be viewed via the Platform. HURST does not act as a financial institution, asset manager, securities administrator and/or broker.
2.2 Currently, HURST 's operations are carried out through two (2) companies, which have different but complementary objectives, namely ("HURST"):
(a) HURST CAPITAL S.A., a company born with the mission of universalizing access to alternative assets, via an investment platform, which were previously accessible only to the very wealthy, and is therefore the owner of all the systems, source codes, platforms, licenses and intellectual property of the HURST Platform, as well as carrying out activities to provide content, articles and news related to the investment market ("HURST CAPITAL");
(b) HURST SERVIÇOS DE INVESTIMENTO COLETIVO E SECURITIZAÇÃO S.A., is an electronic participatory investment platform, pursuant to CVM Resolution 88 of April 27, 2022 ("CVM Resolution 88/2022"), through which securities offerings by small business companies are intermediated and offerings related to securitization and receivables certificates are distributed, using our proprietary technology, pursuant to Circular Letters 4/2023/CVM/SSE and 6/2023-CVM/SSE 6 ("HURST CROWDFUNDING").
(c) By using the HURST Platform, you expressly acknowledge that:
(a) HURST CAPITAL and/or HURST CROWDFUNDING are not responsible for the financial decisions you may make through the Platform. You will be responsible for them.
(b) HURST CAPITAL and/or HURST CROWDFUNDING are not responsible for the rates, quotations, terms and other terms relating to the services and products indicated on the Platform.
3. Access for users and investors
3.1. The Platform may be accessed via its Website and Application.
3.2 HURST shall use its best endeavors to ensure the greatest possible availability of the Platform via the Website or Application for the service period 24 (twenty-four) hours a day, 7 (seven) days a week. However, HURST shall not be liable for any unavailability of the Platform for any period or at any time.
3.3 However, browsing the platform or any of its pages may be interrupted, limited or suspended for updates, modifications or any action necessary for its proper functioning without prior notice, or for reasons beyond HURST's control, including acts of God or force majeure.
4. Registration
4.1. Access to the Platform's functionalities will require prior registration, by filling in the form available in the 'Open your account' option, in which you must provide your full details and it will be your sole responsibility to keep the information up to date, as well as your commitment to the veracity of the personal data provided.
4.2 You must accept these Terms and Conditions of Use and our Privacy Policy, otherwise your registration will not proceed.
4.3 HURST does not accept registrations from minors under 18 (eighteen) years of age, except if they are over 16 (sixteen) years of age and emancipated, by parental consent or by court decision, and in the other cases set out in art. 5, sole paragraph, of the Civil Code.
4.4 HURST shall use its best efforts to keep the content of the Platform up-to-date and complete, free of any defects or viruses.
4.5. HURST may change the content of the Platform at any time without prior notice.
4.6 You may only have one registration corresponding to a single account on our Platform, whether on the Application or Website, which must be linked to a bank account that you own.
4.7 You may not transfer any amount in Reais to bank accounts and/or to third party wallets via the Platform.
4.8. HURST may, at any time, and at its sole discretion, deny registration or suspend, block or inactivate your registration without prior notice, without incurring a fine or any charge in the event, whether concurrent or not, of: (i) falsehood, inaccuracy, outdatedness or incompleteness of the information and documents provided by you; (ii) total or partial violation of any of the provisions of these Terms and Conditions of Use, or any other guideline published by HURST and of the legislation and other applicable rules; (iii) impossibility of verifying your identity and/or evidence of a crime of ideological falsehood; (iv) the adoption of any behavior by you that, at the sole discretion of HURST, is incompatible with the objectives of the Platform; and (v) a request made by a competent authority.
4.9. Once your registration has been canceled, HURST will convert your balance in Assets into currency and transfer it to the bank account listed in your registration, except that in the event of suspicion of fraud or any other illegal activity, HURST may, in addition to resorting to the appropriate legal measures, withhold any funds or assets stored in your account or otherwise delivered to HURST, until the conclusion of the respective investigations.
4.10. Once you have completed your registration, you will be able to access your Platform account using the login and password you created.
5. Responsibility of the user and/or investor
5.1 You agree that you will keep your data confidential, and that you will comply with our guidelines set out in the Privacy Policy, as well as taking all necessary precautions to protect your smartphone, tablet or computer with antivirus tools.
5.2 In addition, you must take all necessary precautions when accessing your account on third party devices or public access networks, including but not limited to using strong passwords and not sharing data with third parties.
5.3 Passwords are individual, confidential and non-transferable, and it is your sole responsibility to inform the platform promptly in the event of a leak or misuse of your password.
5.4 You are responsible for all information and activities carried out on the Platform by anyone using your e-mail address and password whether or not authorized by you.
5.5 Any breach of security, loss, theft or unauthorized use of a username, password or security information must be notified to us immediately.
6. Contents
6.1 The user and/or investor agrees to use this Platform in good faith, without using, uploading or transmitting any material:
(a) Violent or threatening, defamatory, obscene, offensive, pornographic, abusive, likely to incite any form of racial hatred, discriminatory or in violation of the privacy of third parties.
(b) No permits and/or licenses and/or approvals required.
(c) that constitutes or incites conduct that could be considered a criminal or civil offense, or that is merely illegal in any other way that is technically harmful, including but not limited to computer viruses, macros, "Trojan horses", worms, malicious components, corrupted data and other computer programs or data that are malicious or that are designed to interfere with, disrupt or bring down the normal operations of an electronic device.
6.2 You must ensure that your use of the Platform and the services is not detrimental to their stability and availability. Should this occur, you may be held liable for the damages you are proven to have caused under the terms of the applicable legislation.
7. How our services work
7.1 HURST makes available on the Platform the services of deposit, withdrawal, negotiation and storage of amounts in Reais only for the support and viability of its Operations.
7.2 HURST securely stores the private keys relating to the amounts deposited in each user's account through a combination of online and offline storage. Due to this configuration, chosen for the sake of user security, there may be delays in processing the receipt of amounts in the account, crediting the account and/or sending amounts via the Platform, for which HURST shall not be liable for any such delay.
7.3 You must not attempt to use your account on the Platform to receive or send amounts that are not intended for use in the Transactions. Attempting to send, receive or improperly store valuables may result in the complete, definitive and irreversible loss of such valuables, and HURST is hereby released from any liability in connection with such acts and any losses arising from such situations.
7.4 HURST does not own or control the protocols and networks that govern the assets supported by the Platform, including, without limitation, blockchains where Transactions are recorded.
7.5 You acknowledge that HURST (i) does not offer advice or investment recommendations, and declares that it understands and accepts the risks inherent in and associated with activities and Transactions involving blockchains, including the possibility of changes to the protocols and networks that govern them in relation to their current operation, as well as the risks associated with the financial results (gains or losses) arising from such Transactions; nor (ii) defines the price at which Assets are traded, which is defined on a market basis, according to the supply and demand of the respective Asset.
8. Operations
(A) General guidelines
8.1. To participate in any Transaction structured and/or distributed by HURST you must have an active registration with HURST, under the conditions that you have accepted these Terms and Conditions of Use and our Privacy Policy, as well as having your registration approved after completing the form
8.2 To participate in any Transaction you must also have a sufficient balance in Reais in your account, or the equivalent in Digital Currencies, depending on the transaction to be carried out, always observing the minimum amount stipulated for each Transaction and other applicable fees.
8.3 In order to have a balance in your account, you must make a corresponding deposit into the bank account held by HURST at Banco Itaú (341), Branch 0350, Current Account 32474-5 and wait for the deposit to be reflected in your logged-in area.
8.4 You are aware that each Transaction published on the HURST Platform represents a firm offer of investment and once the contract has been signed, cannot be withdrawn under any circumstances.
8.5 By signing the contract, you acknowledge that the value of the Transaction will be deducted from your account balance and invested in the selected Asset.
8.6 Up to 5 (five) days from the confirmation of the investment, i.e. from the date of confirmation of payment, the user may withdraw from the investment without being charged. If this happens, the full amount deposited by the user will be refunded, without interest and monetary correction. Once the deadline has passed, the investment commitment will be irrevocable and irreversible for all legal purposes.
(B) CROWDFUNDING
8.7 It is important to note that no public offer of securities will be made in the HURST CAPITAL environment. When choosing to invest or learn more about an investment opportunity, the user will be directed to the specific environment for the asset in question (https://crowdfunding.hurst.capital), where, depending on the investment chosen, additional registration may be required, in addition to the other forms required by national legislation and regulation.
8.8 User, never forget to carefully read the essential information on the crowdfunding offer page before confirming the investment.
8.9 In order to make investments through HURST CROWDFUNDING, the user (individual) must necessarily have: i) a valid CPF/ME; ii) an address in Brazil and iii) full registration and authenticated identity in the Platform's login system.
8.10. The user must also select their investor profile in the process of investing in HURST CROWDFUNDING Transactions, in addition to accepting the Risk Awareness Statement and declaration of compliance with the investment limits per type of investor, as defined in CVM Resolution 88/2022. The veracity of the declarations is the sole responsibility of the user, who is responsible for updating the total value of their investments made in the calendar year on all electronic participatory investment platforms combined, so that the total does not exceed the limits established in CVM Resolution 88/2022 and this control can be carried out.
8.11. Once the user has confirmed their interest in investing, they will need to complete their registration if they have not already done so, and indicate the amount they would like to invest. The user is responsible for the veracity of the information provided on the Platform.
8.12. The investment will only be confirmed upon receipt by HURST CROWDFUNDING of confirmation that the transfer of funds has been successfully completed, i.e. reconciled with the contracted third-party financial institution.
8.13. HURST CROWDFUNDING provides an electronic forum for users, related to each successful Offer ("Chat"). The Chat is an environment for connecting investors in the same offer, meeting the regulatory requirements of CVM Resolution 88/2022. It seeks to provide privacy and timeliness in communication focused on the best interests of investors. As such, questions and comments that are not specifically related to the Offer in question or manifestations and issues that do not fit the purpose of the forum will be deleted from it and answered separately by HURST CROWDFUNDING's relationship sector. Any comments that HURST CROWDFUNDING deems to be hateful, discriminatory, political, "fake news", illegal, immoral or inappropriate or offensive language will be removed immediately and without warning from Chat.
8.14. For more information on this modality, see our Didactic Material (link) and the Consolidated List of Closed Offers (link).
(C) HURST CAPITAL Asset Market Arbitrage
8.15. If you wish to carry out Asset purchase or sale transactions only in relation to the Assets distributed by HURST CAPITAL, which do not fall under the concept of securities, including but not limited to Ether (ETH), on the Asset Market, you must publish a purchase or sale order on the Platform, as the case may be, by filling in the form available on the Platform. Before publishing your buy or sell order, you must have a balance in your account in Reais (in the case of a buy order) or in Crypto Assets (in the case of a sell order) sufficient to cover the offer you intend to make.
8.16. You declare that you are aware that each buy or sell order published on the Platform represents a firm offer to buy or sell, as the case may be, in accordance with the provisions of the applicable legislation, the characteristics of the Assets and the price referred to in the respective buy or sell order. The sale price of the Asset will be stated in the sale order and may be established by the user and/or based on the conditions of supply and demand for a given Asset at the time, without any involvement by HURST CAPITAL. You understand and agree that once your buy or sell order has been accepted by another user, the Transaction will be executed automatically by the Asset Market and cannot be undone or modified.
8.17. Once your buy or sell order has been accepted, the amount in Reais (in the case of a buy order) or in Assets (in the case of a sell order) will be automatically transferred by the Asset Market: (i) Reais will be debited from your account (in the case of a buy order) and credited to the accepting user's account and, in return, the balance in Assets will be transferred from the accepting user's account to your account; or (ii) Digital Currencies will be debited from your account (in the case of a sell order) and credited to the accepting user's account and, in return, the equivalent of the balance in Reais will be transferred from the accepting user's account to your account.
8.18. If you wish to exchange your Assets for other Assets offered by HURST CAPITAL, and this exchange is supported by the Platform, you declare that your exchange offer represents two firm offers (a sale followed by an automatic purchase) and you agree that items 8.3, 8.4 and 8.5, above, are applicable to the intended Asset exchange Operation.
8.19. If you wish to cancel a buy order or sell order published and not yet accepted by another user, you may do so through the Platform itself, and the original balance will be restored, either in the equivalent amount in Reais or in Cryptoassets, as the case may be, in your account, and it is certain that the users involved in the Transaction will have nothing to claim from HURST CAPITAL.
8.20. HURST CAPITAL is not a party nor shall it be considered a party to any sale and purchase transaction and shall be held harmless from any liability for the actual fulfillment of the obligations assumed by you in your direct sale and purchase transactions.
8.21. You acknowledge and accept that, when carrying out sale and purchase Transactions, you do so at your own risk, recognizing HURST CAPITAL only as a service provider for making the Asset Market available for trading sale and purchase Transactions between you and users.
8.22. You must ensure that you have correctly provided: (i) your details for the withdrawal of amounts in Reais and (ii) the address of your account for the future withdrawal of Digital Currencies from the Platform, should you wish to carry out any sale and purchase operations.
8.23. You declare and guarantee that you are aware that due to lack of knowledge, technical problems, failures, slowness or any problem, processing or malfunction of the devices and networks used by you, as well as means of payment and other intermediaries, due to your fault, the fault of the user or third parties or acts that exceed the security domain of HURST CAPITAL, according to security measures usually employed in the market, purchase and sale orders eventually executed by you may take time to be processed and published, as well as that such delay may cause mismatches between execution and cancellation, and that HURST CAPITAL is not responsible for any possible change in the price of the Assets, as well as for any loss, including loss of opportunity, damage, material or immaterial, direct or indirect, or loss incurred by you in this regard or as a result of these characteristics.
8.24. HURST CAPITAL reserves the right, at its sole discretion, without the need for any prior notice and without any charge, fine, liability or duty to indemnify, to implement limits on the use of the Asset Market such as, but not limited to, the quantity of sale and purchase Transactions to be carried out by you.
9. Intellectual Property
9.1 The use for commercial exploitation of the name, designs and the expression "HURST" as a corporate name, trademark or domain name, as well as content, infographics, articles, columns, widgets, programs, databases, documents and other utilities are the property of HURST and are protected by all applicable laws and treaties.
9.2 These Terms and Conditions of Use do not assign or transfer any rights to the user and/or investor, so that access to the Platform does not generate any intellectual property rights. Therefore, total or partial reproduction of the content listed above is prohibited. Should you wish to use any of this content, please contact us before doing so, under penalty of criminal and civil sanctions.
10. Privacy
10.1 We believe that your privacy is very important. Under the terms of our Privacy Policy available at the link mentioned in these Terms and Conditions of Use, we will only use and/or disclose your information if duly authorized in a free, informed and unequivocal manner.
10.2 As technical measures aimed at information security, HURST adopts security practices both for the protection and processing of personal data, as well as for unauthorized disclosure, loss or leakage of data, using encryption, monitoring and periodic security tests, firewall, among others, and cannot be held responsible for cyber attacks that could not be avoided by market tools or for incidents caused by the owner's own fault.
11. Costs
11.1 Registration on the Platform via the Website or Application is free of charge. To check commission amounts and other details on fees, terms and limits, see the page for each Transaction at https://investe.hurst.capital/oportunidades/ https://crowdfunding.hurst.capital/oportunidades .
11.2 You shall pay commission to HURST CAPITAL or to HURST CROWDFUNDING for carrying out the following operations on the Platform, as applicable:
(a) Transaction Fees: A distribution fee and an administration fee may be charged by HURST CAPITAL or HURST CROWDFUNDING, which will be established in each Transaction.
(b) Execution of a Sell Order (applicable only to Hurst Capital transactions): your publication of an order to sell Assets on the Platform is free of charge. However, HURST CAPITAL may charge fees if this sell order is accepted, in whole or in part, by another user for the execution of this order. Thus, the balance in Reais available for withdrawal by that user will be the sale value of their Assets, already discounted by the amount of the fee provided for in this item, to be made available on the Platform, as applicable.
11.3 By accepting these Terms and Conditions of Use, you agree to pay HURST the amounts corresponding to the commissions for the services provided, as indicated in this item 11. HURST may modify, increase, eliminate current commissions, or implement promotional conditions, at any time, whether on a permanent or transitory basis, through disclosure on its Platform, through the Application and Website.
12. Term and Termination
12.1 The duration of the user and/or investor registration that allows access to the Platform will be indefinite.
12.2 The user may terminate this instrument at any time by requesting that their registration be closed via e-mail to investidor@hurst.capital.
12.3 For the purposes of closing your registration and consequently your account, you must ensure that there are no Assets registered in your account and/or amounts in Reais or Digital Currencies in your account, and you must carry out the appropriate redemptions or sales operations, if applicable.
12.4 HURST reserves the prerogative, without prior notice, to prevent or interrupt browsing and/or access by users/investors who are in breach of any of the Terms and Conditions of Use and/or the Privacy Policy.
12.5 Following the suspension and/or cancellation of your registration by yourself or by HURST, you acknowledge that you may no longer have access to and/or retrieve information about transactions carried out through the Platform, and HURST has no duty to store this information, nor to pass on this information to you.
13. Responsibility
13.1. HURST shall not be liable for any losses, whether of opportunity, material or immaterial damages, losses, loss of profits, indemnities and/or reparations of any other nature that may be incurred by you as a result of (i) the Transaction carried out on the Platform; (ii) the results of the Transactions; (iii) any technical and/or operational failure or unavailability occurring on the Platform, including services provided by third parties; (iv) external influence or the installation, on equipment used by you, of malicious software, including, but not limited to, viruses, trojans, malware, worms, bots, backdoors, spyware, rootkits; (v) by events defined in the applicable legislation as unforeseeable circumstances or force majeure; (vi) any and all acts or omissions carried out by you from your access to the Platform; and (vii) for the compensation of any and all losses and damages incurred by HURST, another user or any third party arising from the activity carried out by you on the Platform, including, without limitation, those arising from the violation of any rights of other users or third parties related to the sale and purchase of Assets, of HURST's intellectual property rights, or of the provisions of these Terms and Conditions of Use and our Privacy Policy.
14. Disclosure of User Information among the Hurst Group
14.1 The user hereby authorizes HURST to process confidential registration information and any other information provided by the user, in whole or in part, in accordance with the terms of our Privacy Policy, and users will have their personal and sensitive data processed securely, protected from unauthorized or unlawful processing and against accidental loss, destruction or damage, adopting appropriate technical or organizational measures. Also, if so required by law or good faith judgment that the retention or disclosure of access is reasonably necessary, in our opinion, for:
a) comply with a legal procedure, including but not limited to civil and criminal subpoenas, court orders or other mandatory disclosures;
b) comply with these Terms and Conditions of Use;
c) respond to claims of infringement of the rights of third parties, whether or not the third party is a user, a natural person or a government body; and
d) protect the rights, property or safety of HURST, the Platform, the services, our users or the general public.
14.2. The disclosure of user information to third parties, except for that which is necessary to serve the user, to administer these Terms and Conditions of Use or to comply with legal requirements, is dealt with in the Privacy Policy.
14.3 You authorize HURST to share the registration data provided on the Platform with partners or with any other company of the same economic group, observing the principles and guarantees established by Law No. 13,709 of August 14, 2018 (LGPD).
14.4 The data will be processed in a manner compatible with its purpose, ensuring your safety by adopting technical and administrative measures to protect the personal data shared.
15. Other conditions
15.1 Should HURST fail to exercise any right provided for in these Terms and Conditions of Use, this shall not be construed as a waiver, relinquishment or revocation of a provision of these Terms and Conditions of Use.
15.2. In the event that any provision or item of these Terms and Conditions of Use is held to be unenforceable, void, illegal or otherwise ineffective, the remaining provisions and items of these Terms and Conditions of Use shall continue in full force and effect.
15.3 HURST may modify the Terms and Conditions of Use as it deems necessary. We will notify you of any changes by updating these Terms and Conditions of Use on our Platform, via the Website and Application. We advise you to review these Terms and Conditions of Use and our Privacy Policy frequently for any changes, as such changes will apply from the moment they are made available on our Platform.
16. Support
16.1 If you have any questions, suggestions or complaints about our Website, Application and/or Platform, you can contact us at the following e-mail address: investidor@hurst.capital
17. Forum
17.1. All items in these Terms and Conditions of Use shall be governed by the applicable laws of the Federative Republic of Brazil. The jurisdiction of the City of São Paulo in the State of São Paulo is elected to settle any disputes.