Loan Collateral Automatic Top-up Terms
- Acceptance of Terms
The Loan Collateral Automatic Top-up (“Auto Top-up”) feature allows for the automatic transfer of Additional Collateral from your bitcoin Savings Account to your active Loan Collateral Wallet when the LTV Ratio of such Loan reaches the Standard Margin Call LTV (70%). By activating the Auto Top-up feature for your Loan, you will be taken to have read, understood and accepted these terms and conditions ("Terms"), and you agree that the terms and conditions contained herein will be applicable to such Loan.
In this Agreement, “we”, “us”, “our”, or “Ledn” means (i) if you reside in the United States, Ledn (USA) Inc., a Wyoming corporation, and its successors and assigns, and (ii) if you reside in any other country, Ledn Hodl I LP, a limited partnership formed under the laws of Ontario, Canada, and its successors and assigns. You agree to comply with the following additional terms and conditions, which are incorporated herein by reference: (i) the Terms of Service, which can be found at https://ledn.io/en/legal/terms-of-service; (ii) your Loan Agreement with Ledn; and (iii) the Digital Asset Savings Terms, which can be found at https://ledn.io/en/legal/savings-account-terms.
Capitalized terms used but not otherwise defined herein have the meanings ascribed to them under your Loan Agreement with Ledn.
- Auto Top-up Requirements
You may turn on the Auto Top-up feature for a Loan only if all of the following conditions are met:
(a) You have a bitcoin Savings Account with Ledn (Legacy Savings Accounts are not eligible);
(b) Your bitcoin Savings Account balance is greater than 0 BTC;
(c) You have an active Loan with Ledn; and
(d) The LTV Ratio of your active Loan must be less than the Standard Margin Call LTV (70%).
By entering into these Terms, you acknowledge and confirm that you meet all the conditions set out above. In the event that we subsequently ascertain that you have not met or do not meet any of these conditions anymore, we may suspend the Auto Top-up feature for your Loan(s).
- Auto Top-up; Additional Collateral
You may turn on the Auto Top-up feature for one or more of your active Loan with Ledn. You may subsequently turn off the Auto Top-up feature at any time for any Loan, provided the LTV Ratio applicable to such Loan is less than the Standard Margin Call LTV (70%).
Auto Top-up will take effect for your Loan upon the occurrence of a Standard Triggering Event, provided that the LTV Ratio applicable to such Loan is not equal to or greater than the Liquidation LTV (80%). Upon the occurrence of a Standard Triggering Event, the Auto Top-up feature will automatically transfer Additional Collateral from your bitcoin Savings Account into the Collateral Wallet for the Loan in such an amount as necessary to establish an LTV Ratio equal to or less than the Standard Target LTV (50%) (“Full Collateral Transfer”). If there is insufficient bitcoin in your bitcoin Savings Account to complete a Full Collateral Transfer, the outstanding balance in your bitcoin Savings Account will be transferred to the Collateral Wallet to reduce the LTV Ratio of your Loan (“Partial Collateral Transfer”). We will inform you of the success or failure of a Full Collateral Transfer or Partial Collateral Transfer via email. Notwithstanding anything to the contrary, no Additional Collateral shall be deemed received or shall impact the LTV Ratio of your Loan until such Additional Collateral is confirmed as received by us and credited to your Collateral Wallet.
If you activate the Auto Top-up feature for more than one active Loan, Additional Collateral will be transferred into the Collateral Wallet for each Loan in a sequence prioritizing the Loan(s) that reach the Standard Margin Call LTV first. The Auto Top-up feature will continue to apply for any Loan that is refinanced or renewed in accordance with your Loan Agreement with Ledn.
We can at any time in our sole and absolute discretion, without liability to you: (i) refuse your request to use the Auto Top-up feature to transfer Additional Collateral from your bitcoin Savings Account into your Collateral Wallet; (ii) change these Terms; (iii) suspend the availability of the Auto Top-up feature; or (iv) change, update, remove, cancel, suspend, disable or discontinue any features or components of the Auto Top-up feature. We do not guarantee continuous, uninterrupted, or secure access to the Auto Top-up feature.
If we accept a late or partial transfer of Additional Collateral or delay enforcement of our rights on any occasion, such acceptance or delay shall not constitute a waiver by us of our rights under these Terms or the Loan Agreement and all amounts and obligations owing under the Loan Agreement shall continue to become payable when due.
- Disclaimer of Liability
Except as otherwise required by law, in no event will Ledn and its directors, officers, employees, contractors, agents and representatives be liable for any direct or indirect, incidental, special, consequential, exemplary, or punitive damages, or any other similar damages of any kind, whether based on contract, tort, negligence, strict liability, or otherwise, and regardless of whether such damages were foreseeable and whether or not we were advised of the possibility of such damages, arising out of or related to these Terms, or your use of or inability to use the Auto Top-up feature.
If any part or parts of these Terms shall be held unenforceable for any reason in any jurisdiction, such provision shall be severed from these Terms in respect of such jurisdiction, without affecting the enforceability thereof in any other jurisdiction, and the remainder of these Terms shall continue in full force and effect.
To the extent there exists any conflict or inconsistency between any provision of these Terms and any provision contained in any Loan Agreement, the provision in the Loan Agreement shall govern to the extent of such conflict or inconsistency. For greater certainty, a conflict or inconsistency shall not occur or be deemed to have occurred if these Terms or the Loan Agreement provides for a matter that the other does not.
- Governing Law; Choice of Forum
All matters, disputes, or claims (whether in contract, tort, equity, statute or otherwise) arising out of or relating in any way to these Terms, the rights and obligations of you and us hereunder or any transaction contemplated hereby, are and shall be governed by, and construed in accordance with, the laws of the Province of Ontario and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provision or rule (whether of the Province of Ontario or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the Province of Ontario. Any action, litigation, or proceeding (“Dispute”) between you and us arising out of or relating in any way to these Terms, the rights and obligations of you and us hereunder or any transaction contemplated hereby will be instituted in the courts sitting in the City of Toronto in the Province of Ontario, and you and us irrevocably consent to submit to the sole and exclusive jurisdiction of such courts for any such Dispute.
You and us irrevocably and unconditionally waive any objection to the venue of any Dispute in such courts and irrevocably waive and agree not to plead or claim in any such court that any such Dispute brought therein has been brought in an inconvenient forum or that there are indispensable parties to such Dispute that are not subject to the jurisdiction of such courts. You and us irrevocably and unconditionally agree that you or us will not commence any Dispute of any kind whatsoever, including but not limited to contract, tort, equity, and statutory claims, against the other party in any forum other than the courts sitting in the City of Toronto in the Province of Ontario. You and us agree that a final judgment in any such Dispute is conclusive and may be enforced in other jurisdictions by action on the judgment or in any other manner provided by law.