Elbaite USA
Version 0.2 • Effective [12 August, 2025]
Welcome to Elbaite! Please read these Terms carefully. They form a binding contract between you and Elbaite Pty Ltd (“Elbaite”). If you do not agree, do not create an account, fund an account, or otherwise use the Services.
Elbaite Pty Ltd (Australian Company Number 623 185 875) is a limited company incorporated in Victoria, Australia. Our principal place of business is Level 1, 121 King Street, Melbourne, VIC 3000, Australia.
Elbaite will operate in the United States as a foreign money services business and intends to register with the U.S. Financial Crimes Enforcement Network (FinCEN) within 180 days of commencing MSB activities in the United States. FinCEN registration no.: [Pending].
Elbaite will designate a U.S. agent for service of legal process within the required timeframe. Agent name and address: [Pending].
Customer support. General inquiries — support@elbaite.com.au
Formal complaints - [complaints@elbaite.com.au]
All times are calculated in the Coordinated Universal Time (UTC) zone unless stated otherwise.
The rest of this document adds legally precise language around those bullets. If anything in this summary conflicts with the numbered clauses below or in later Parts, the numbered clauses control.
The following ancillary documents are incorporated by reference and form part of the Agreement:
Elbaite is available only to residents of California. We reserve the right to geo-block IP addresses or reject identification documents that indicate an address outside California. We may add additional states after obtaining required licenses or delegate status.
California does not currently license crypto exchanges. A new Digital Financial Assets Law will start on 1 July 2026. We intend to obtain the required license but may have to suspend California accounts if we are unable to do so.
(Capitalized terms are alphabetized. Plurals have the same meaning as singulars and vice-versa.)
Term
Meaning
“Account”
The user profile you create on the Elbaite platform to access the Services.
“Affiliate”
Any entity that directly or indirectly controls, is controlled by, or is under common control with Elbaite.
“API”
Any application-programming interface and related documentation that Elbaite may choose to make available.
“Business Day”
Monday through Friday, excluding U.S. federal holidays.
“Bridge”
Bridge Building Arx LLC (MSB No.31000293464601), Elbaite’s exclusive fiat on-ramp and off-ramp partner.
“Buyer”
A User who accepts an offer to purchase a Digital Asset in the Marketplace.
“Buyer Fee”
means the Transaction Fee charged to the Buyer at the Fee Rate shown in the Fee Schedule.
“Digital Asset”
A cryptographically secured virtual currency or token recorded on a blockchain network, including without limitation Bitcoin (BTC), Ether (ETH), and USD Coin (USDC).
“Fork”
Any permanent divergence in a blockchain protocol resulting in two or more separate blockchains.
“Gas Fee”
The network fee required to execute a transaction on a blockchain network.
“Marketplace”
The peer-to-peer trading venue operated by Elbaite where Users may post or accept offers to buy or sell Digital Assets.
“Purchase Total”
means the total USD amount you authorize for a trade (it already includes the Buyer Fee). The Purchase Subtotal is the portion of the Purchase Total applied to the asset price, calculated as:
Purchase Subtotal = Purchase Total ÷ (1 + Fee Rate);
Buyer Fee = Purchase Total − Purchase Subtotal, each rounded to 2 decimals.
“Seller”
A User who posts an offer to sell a Digital Asset in the Marketplace.
“Services”
Collectively, the Marketplace, any website, mobile application, API, notification service, or other product Elbaite provides under this Agreement.
“Time Conventions”
Unless stated otherwise, all times are in Coordinated Universal Time (UTC) and all “Business Day” references mean 00:00–23:59 UTC, Monday–Friday, excluding U.S. federal banking holidays. For USD wire funding/withdrawals handled by Bridge, processing cut-off times are stated in Eastern Time (ET) and may vary by the U.S. banking system.
“USDC”
The U.S.-dollar-backed Stablecoin issued by Circle Internet Financial LLC.
“USD Balance”
The amount shown in your Account dashboard denominated “USD,” representing an equivalent quantity of USDC that Elbaite holds in an omnibus wallet for your benefit. The USD Balance is not a bank deposit.
“User,” “you,” “your”
The natural person who creates an Account and agrees to this Agreement.
Headings are for convenience only and do not affect interpretation. Unless the context requires otherwise, the words “include,” “includes,” and “including” are deemed to be followed by “without limitation.”
The Services are offered only to natural persons acting in an individual capacity. Corporations, partnerships, trusts, estates, and other legal entities are not eligible at this time.
You must be at least 18 years old on the day you complete the Sign‑Up Form.
You must be (a) domiciled and currently resident in the State of California and (b) physically located in California each time you log in, initiate a trade, fund an Account, request a withdrawal, or otherwise use the Services.
Continuing warranty. You agree to notify Elbaite immediately if you cease to reside in California or intend to relocate to another U.S. state, territory, or foreign jurisdiction. Elbaite may freeze or close your Account upon receiving such notice.
You represent that you are not (i) listed on the U.S. Department of the Treasury’s Office of Foreign Assets Control (OFAC) Specially Designated Nationals and Blocked Persons (SDN) List, (ii) located in a country or region subject to U.S. sanctions, or (iii) otherwise prohibited from using the Services under any applicable law.
You may open only one Account. Duplicate or shared Accounts are prohibited. If Elbaite identifies multiple Accounts operated by or for the same individual it may consolidate or close them without notice.
To open an Account you must:
You acknowledge and irrevocably consent to Elbaite disclosing the full set of KYC data listed in § 7.1 to Bridge Building Arx LLC ("Bridge") so that Bridge can satisfy its own Bank Secrecy Act obligations. Bridge may independently verify, supplement, or reject the information. If Bridge rejects your KYC file, Elbaite will be unable to permit funding or withdrawals.
You agree to:
Failure to complete or update KYC information may result in:
You are solely responsible for safeguarding your username, password, and any other login credentials. Elbaite strongly recommends enabling two‑factor authentication (2FA) using time‑based one‑time passwords (TOTP) or a FIDO2‑compatible hardware key.
If you have reason to believe that your Account credentials or a linked email account, phone number or 2FA mechanism have been compromised, you must notify Elbaite at compliance@elbaite.com.au within 24 hours and reset your password immediately. Your failure to provide timely notice absolves Elbaite of liability for any resulting loss.
You may not:
You agree to maintain up‑to‑date antivirus software, install security patches promptly, and avoid jail‑breaking or rooting devices used to access the Services. Elbaite may refuse log‑in attempts from devices or browsers that fail automated security checks.
You are responsible for ensuring that any Digital‑Asset address you provide for deposit or withdrawal is correct and under your exclusive control. Transactions sent to an incorrect or incompatible address may be irretrievable and are solely your risk.
By using the Services you covenant that you will not:
Elbaite reserves the unilateral right to refuse to open an Account, to suspend trading privileges, or to close an Account without prior notice if, in Elbaite’s sole opinion, you have breached this Agreement, violated any law, posed an unreasonable compliance or fraud risk, or otherwise engaged in activity detrimental to Elbaite, Bridge, or other Users.
In the event of suspension or closure, Elbaite will, unless prohibited by law, make reasonable efforts to provide notice and a summary of the underlying reason and will return any remaining Digital Assets or fiat funds (net of fees) after completing its investigation.
Funding is available only through Bridge, Elbaite’s regulated money‑transmitter partner. The sequence is:
All steps typically complete within one (1) Business Day after Bridge receives your wire, but delays may occur during bank holidays or for compliance reviews.
Wire transfers received by Bridge after 3:00 p.m. Eastern Time (ET) on a U.S. banking Business Day, or at any time on a non-Business Day, are processed on the next Business Day.
Bridge or Elbaite may reject any wire and return the funds (less bank charges) if the wire:
Returned wires may take up to ten (10) Business Days to appear in your bank account.
Your USD Balance represents an amount of USDC held for you in the Omnibus Wallet. It is not a bank deposit, checking account, savings account, or trust account, and it is not insured by the Federal Deposit Insurance Corporation (FDIC), the Securities Investor Protection Corporation (SIPC), or any governmental or private insurer.
Legal title. Legal title to the USDC in the Omnibus Wallet is held by Elbaite. You have a contractual right (a “beneficial interest”) to demand repayment in an equivalent amount of USDC or USD under these Terms.
In the unlikely event Elbaite enters liquidation, you may be treated as an unsecured creditor with respect to your USD Balance. Recovery may be delayed or partial, and you could lose the entire balance.
Balances do not earn interest. Elbaite may receive incidental operational benefits (e.g., settlement timing float). Elbaite does not pledge, lend, or otherwise encumber user USDC without your express consent.
Elbaite may set off any negative balance, claw‑back amount, or unpaid fee against your USD Balance or any other Digital Asset balance.
When you accept an Offer, Elbaite locks the Purchase Total (which includes the Buyer Fee) until the trade settles or is canceled.
Elbaite may place a hold on all or part of your USD Balance if:
Holds are lifted once the underlying issue is resolved to Elbaite’s satisfaction or Elbaite is legally compelled to release funds.
USD withdrawal requests are processed once daily at 2:00 p.m. Eastern on Business Days. Same‑day processing is not guaranteed.
Elbaite may, in its sole discretion, enable direct USDC withdrawals to a self‑custody address you control. Elbaite reserves the right to require a minimum withdrawal amount.
Daily, weekly, and monthly withdrawal ceilings apply. See the Operational Limits for current thresholds. Elbaite may change limits without prior notice.
Withdrawals must be made to a bank account or Digital‑Asset address in your own name. Elbaite will reject or return third‑party instructions.
If your Account shows no login activity and no transaction for twelve (12) consecutive months, Elbaite may classify it as dormant.
If your Account remains dormant for the statutory period specified by California unclaimed‑property law, Elbaite will escheat any remaining balance to the California State Controller’s Office.
You may download Account statements in CSV or PDF format at any time. You must review each statement and notify Elbaite of any errors immediately.
The Marketplace is a price‐discovery venue where Sellers post Offers to sell Digital Assets and Buyers accept those Offers. Elbaite provides the matching engine and escrow lock but never takes custody of the Digital Asset being sold.
An Offer must specify:
The Seller must broadcast the on‑chain transfer within the payment‑window timer shown on screen. Failure to do so allows the Buyer to cancel the trade and automatically releases the lock back to the Buyer’s available balance.
Elbaite deems a transfer complete when the blockchain shows one (1) network confirmation. Elbaite may increase the threshold at any time for network‑congestion or security reasons.
When the confirmation threshold is reached, Elbaite: (i) releases the Purchase Subtotal to the Seller’s available USD Balance, and (ii) retains the Buyer Fee (Purchase Total − Purchase Subtotal) in accordance with the Fee Schedule. Sellers are not charged any Transaction Fee. Elbaite then marks the trade Completed.
If the payment window expires without a valid on-chain confirmation, the Buyer may Cancel and the full lock (the Purchase Total) is released back to the Buyer’s available balance. Elbaite may also cancel for security/compliance reasons; in that case the full lock is released unless a law-enforcement hold applies. No Buyer Fee is charged on a canceled trade.
If either party claims that a transfer occurred within the payment window, or otherwise contests settlement:
You may not:
Enforcement. Elbaite may suspend Offers, cancel trades, or ban Accounts for suspected market abuse and will cooperate with regulators upon request.
Elbaite evaluates assets on factors including:
Elbaite may suspend or permanently delist a Digital Asset if:
If an asset is delisted, Elbaite will provide a withdrawal-only window of at least 30 days (unless unsafe or illegal), after which support ceases.
Delisted assets receive no support for subsequent forks, airdrops, staking rewards, or similar events.
In a chain split Elbaite will, in its sole discretion, determine which fork it considers the “primary chain.” USDC and USD Balances are unaffected. For assets held on the non‑primary fork, Elbaite may:
Elbaite is not obliged to credit or support any airdrop or token exchange unless it chooses to do so and can do so safely. If credited, the asset will be subject to these Terms.
If USDC loses its dollar peg by more than 2% on reputable indexes, Elbaite may suspend funding, withdrawals, and trading until stability returns. Locked trades may be canceled at Elbaite’s discretion.
A Manifest Error is an obvious mistake, including but not limited to:
If a Manifest Error occurs Elbaite may:
Failure to cooperate constitutes a breach of this Agreement.
You authorize Elbaite to debit any balance (including subsequent deposits) to recover assets or funds erroneously credited, whether caused by system error, human error, or as part of a financial‑crime investigation.
Elbaite operates automated surveillance tools to detect abnormal trading patterns. Data may be shared with regulators or law‑enforcement agencies consistent with the Bank Secrecy Act or any other applicable laws. Users agree to such monitoring and data sharing.
Elbaite charges two categories of fees:
The current fee percentages and minimum network‑fee surcharges are published in the Fee Schedule (accessible from your dashboard) and may change at any time. Elbaite will provide at least 7 calendar days’ notice before increasing Transaction Fee percentages.
Purchase Subtotal = Purchase Total ÷ (1 + Fee Rate); Buyer Fee = Purchase Total − Purchase Subtotal (each rounded to 2 decimals).
Example (fee included): You input a Purchase Total of US$1,000 and the Fee Rate is 1%.
Purchase Subtotal = 1,000 ÷ 1.01 = US$990.10; Buyer Fee = US$9.90.
On settlement, US$990.10 goes to the Seller, US$9.90 is retained as Elbaite’s fee. If the trade cancels before settlement, the full US$1,000 lock is released and no fee is charged.
If network congestion causes the actual fee to exceed the estimate by more than 15 %, Elbaite may cancel the withdrawal and prompt you to resubmit.
You are solely responsible for determining and paying any federal, state, or local taxes that apply to your Marketplace activity, including income, capital‑gains, and sales taxes.
Beginning with calendar year 2025, Elbaite will treat itself as a “broker” for purposes of 26 U.S.C. § 6045(g) and the proposed Treasury Regulations. Accordingly, Elbaite may issue IRS Form 1099‑DA to you and the Internal Revenue Service reporting:
Bridge will separately report proceeds for any USD ↔ USDC conversions it processes.
The forthcoming IRS rules require cost‑basis reporting by custodial brokers no earlier than tax year 2026. Until then Elbaite will report proceeds only. You must maintain your own records to calculate gain or loss.
If you fail to provide a valid SSN/TIN or if the IRS notifies Elbaite that your number is invalid, Elbaite may apply backup withholding at the prevailing IRS rate to all gross proceeds.
From time to time Elbaite may award promotional credits ("Rewards Credits") in fixed USD amounts. Rewards Credits:
Elbaite may cancel, debit, or adjust Rewards Credits if they were granted in error, obtained fraudulently, or if the underlying promotion is canceled. Rewards Credits are not securities and do not entitle you to any share of Elbaite profits.
If Elbaite launches a referral program, separate terms will apply. Rewards Credits issued under a referral promotion will be subject to both this section 27 and the referral‑program rules.
Trading Digital Assets involves significant risk. You should not commit funds you cannot afford to lose. The list below is non‑exhaustive but highlights material risks you accept by using the Services.
You acknowledge that none of the above risks are within Elbaite’s complete control and that Elbaite provides no guarantee of profit or protection against loss.
All content, trademarks, logos, source code, and other materials comprising the Services (collectively, “Elbaite Content”) are the exclusive property of Elbaite or its licensors and are protected by copyright, trademark, patent, and trade-secret laws.
Elbaite grants you a limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to access and use the Services solely for personal, non-commercial purposes in accordance with this Agreement.
Except as expressly permitted you must not:
If you provide comments or suggestions about the Services (”Feedback”), you grant Elbaite a perpetual, irrevocable, royalty-free license to use the Feedback for any purpose without attribution or compensation.
You agree to indemnify, defend, and hold harmless Elbaite, its Affiliates, and their respective directors, officers, employees, and agents (collectively, “Indemnified Parties”) from and against any claim, demand, action, damage, loss, cost, or expense (including reasonable attorneys’ fees) arising out of or relating to:
Elbaite may assume control of any defense at its own expense; you may not settle any claim without Elbaite’s prior written consent.
THE SERVICES ARE PROVIDED “AS-IS” AND “AS-AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, ELBAITE DISCLAIMS ALL WARRANTIES—EXPRESS, IMPLIED, OR STATUTORY—INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
Elbaite does not provide investment, legal, or tax advice. All Marketplace content is for informational purposes only.
Elbaite does not warrant that the Services will be uninterrupted, secure, or error-free, or that defects will be corrected.
Links to third-party websites (including Bridge) are provided for convenience; Elbaite is not responsible for third-party content, products, or services.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ELBAITE’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) US $100 OR (B) THE TOTAL FEES YOU PAID TO ELBAITE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
ELBAITE SHALL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR OTHER INTANGIBLE LOSSES, EVEN IF ELBAITE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
The limitations set out in this Article 31 apply regardless of the theory of liability (contract, tort, strict liability, or otherwise) and even if a limited remedy fails of its essential purpose.
Elbaite is not liable for any delay or failure to perform resulting from causes outside its reasonable control (each, a “Force-Majeure Event”), including but not limited to:
If a Force-Majeure Event continues for more than fifteen (15) consecutive Business Days, Elbaite may suspend or terminate the Services upon notice.
Elbaite may launch referral, affiliate, or marketing incentive programs in the future. Participation will be governed by separate terms posted at the time of launch. Where those terms conflict with this Agreement, the referral-program terms will control solely for the subject matter of the program.
Before starting arbitration or any court action, you must follow the complaint steps in §34 (email us and allow 30 days for a response). Failure to follow this precondition may result in dismissal or a stay of your claim.
If the complaint is not resolved to your satisfaction, you may proceed to arbitration as described below.
Dispute resolution (binding arbitration). You and Elbaite agree that all disputes arising out of or relating to these Terms or the Services will be resolved exclusively by final, binding arbitration administered by the Australian Centre for International Commercial Arbitration (ACICA) under its Rules. The seat is Melbourne, Victoria (Australia); the language is English; remote video hearings are permitted. Before filing, you must email complaints@elbaite.com.au and allow 30 days to resolve. Arbitration is individual only—class, collective, and representative actions are waived. You may opt out within 30 days of opening your account by emailing legal@elbaite.com.au
Judgment on any award may be entered in any court with jurisdiction (including U.S. courts) under the New York Convention. This clause does not preclude (i) seeking temporary injunctive relief in court to protect intellectual property or confidential information, or (ii) a claim for public injunctive relief in court if required by law.
YOU AND ELBAITE AGREE THAT DISPUTES WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF CLASS PROCEEDING.
This Agreement and any Dispute are governed by and construed in accordance with the laws of the State of Victoria, Australia.
Elbaite is not currently licensed by the California Department of Financial Protection & Innovation (DFPI) because California law does not yet require a license for Digital-Asset marketplace operators. California’s Digital Financial Assets Law (DFAL; Cal. Fin. Code § 3200 et seq.) becomes operative on July 1, 2026. Elbaite intends to apply for and obtain a DFAL license before that date. If Elbaite does not obtain or maintain the DFAL license, Elbaite may suspend or terminate Services for California residents.
By using the Services, you consent to receive and store all disclosures, statements, notices, and tax forms (including IRS Form 1099-DA) electronically rather than in paper form.
Elbaite may provide electronic communications by: (i) posting the communication in your Account dashboard; (ii) emailing it to the email address on record; or (iii) making it available via a link included in an email.
To access and retain electronic communications, you must have:
You may withdraw E-SIGN consent by emailing legal@elbaite.com.au. Elbaite may close your Account if you withdraw consent.
Elbaite collects and processes personal data in accordance with its Privacy Policy. As of the Effective Date Elbaite:
Therefore, Elbaite is currently exempt from the California Consumer Privacy Act / California Privacy Rights Act (CPRA). If Elbaite later exceeds a CPRA threshold, Elbaite will (i) update its Privacy Policy, (ii) provide a “Do Not Sell/Share My Personal Information” link, and (iii) honor CPRA data-subject requests.
The Agreement (plus incorporated schedules and policies) constitutes the entire agreement between you and Elbaite and supersedes all prior understandings.
You may not assign or transfer your rights or obligations. Elbaite may assign this Agreement, in whole or in part, without notice.
If any provision is determined to be invalid or unenforceable, the remaining provisions will remain in full force.
Failure or delay by Elbaite to exercise any right shall not operate as a waiver.
Sections concerning indemnity, limitation of liability, arbitration, governing law, and any other provisions that by their nature should survive will survive termination of the Agreement.
Freedom - sovereignty - control.
Your keys, your choice.
Your wallet, not anyone elses.
Approve every transaction.
Fewer middlemen = more crypto.
On-chain verification.
Forget crypto getting stuck.
Any wallet, any time.
Build your security, your way.
The answers await.
Founded in 2017, Elbaite was one of the first self-custody crypto exchanges, giving investors full control over their digital assets from day one. Today, Elbaite is a trusted platform serving a global audience of the next generation of crypto investors.
USD escrow, unique to the Elbaite Marketplace, safeguards your purchase by securely holding your funds in escrow until your crypto is delivered, reducing the risk of fraud and ensuring a safe, transparent transaction.
On the Elbaite Marketplace, sellers send crypto directly to your self-custody wallet. Most trades are completed withing a few minutes to a few hours, depending on blockchain network speeds.
Elbaite accepts Wire transfer as payments.
Elbaite, founded in 2017 as one of the first self-custody crypto marketplace, lets you trade directly into your own wallet with secure USD escrow, giving you full control of your assets and the trust of a platform with years of proven experience.
Currently Elbaite is available to residents of California. If you want us to come to your home state, please let us know via our support channels.
You can use any cryptocurrency wallet of your choice.
You can use your hardware wallet, your mobile BASE wallet, or your metamask wallet. We’re a bring-your-own-wallet platform, giving you the freedom to trade directly into the wallet you trust most.
Simple fee of 1% on Buy orders.
No other fees.
Elbaite is a registered with FinCEN and we require KYC for customers.
Bitcoin was created by an anonymous figure called Satoshi. We are all Satoshi.
