Terms of use
TERMS OF USE
These Terms of Use (“Terms”) set forth the terms and conditions under which you (“User”, or “you”) may access and use the Thesauros web-based interface located at https://thesauros.io and https://app.thesauros.io (“Platform”), operated by or on behalf of Earny Ltd. (inclusive with its affiliates, “Company”, “we” or “us”), and all associated services, features, content, tools and functionality provided by the Company (collectively, “Services”).
Our Privacy Policy, available at https://thesauros.io/privacy, describes how we collect, use, and protect your personal information when you use our Services. By using the Services, you consent to the collection and use of information as outlined in the Privacy Policy.
THESE TERMS GOVERN YOUR ACCESS TO AND USE OF THE SERVICES. PLEASE READ THESE TERMS CAREFULLY, AS THEY INCLUDE IMPORTANT INFORMATION ABOUT YOUR LEGAL RIGHTS.
BY ACCESSING OR USING THE PLATFORM, YOU EXPRESSLY ACKNOWLEDGE, REPRESENT, AND AGREE THAT YOU:
HAVE CAREFULLY READ AND FULLY UNDERSTOOD THESE TERMS;
ACCEPT AND AGREE TO BE LEGALLY BOUND BY THESE TERMS, AS WELL AS THE PRIVACY POLICY, AND ANY ADDITIONAL RULES OR POLICIES INCORPORATED BY REFERENCE OR MADE AVAILABLE THROUGH THE PLATFORM;
FULLY UNDERSTAND AND VOLUNTARILY ACCEPT ALL RISKS ASSOCIATED WITH YOUR USE OF THE PLATFORM AND ANY ASSOCIATED SERVICES, TOOLS, OR DIGITAL ASSETS MADE AVAILABLE THROUGH IT;
ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOUR ACCESS TO AND USE OF THE PLATFORM COMPLIES WITH ALL APPLICABLE LAWS, REGULATIONS, AND OBLIGATIONS IN YOUR JURISDICTION, INCLUDING, WITHOUT LIMITATION, THOSE RELATING TO TAXATION, DIGITAL ASSETS, AND REPORTING REQUIREMENTS;
HAVE OBTAINED, OR HAVE HAD THE OPPORTUNITY TO OBTAIN, INDEPENDENT LEGAL, FINANCIAL, AND TAX ADVICE REGARDING YOUR USE OF THE PLATFORM AND ASSOCIATED SERVICES, AND EITHER HAVE RECEIVED SUCH ADVICE OR KNOWINGLY WAIVED THE RIGHT TO DO SO; AND
ACKNOWLEDGE THAT THESE TERMS CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT MAY AFFECT YOUR LEGAL RIGHTS. YOU HAVE REVIEWED THE “GOVERNING LAW AND DISPUTE RESOLUTION” SECTION CAREFULLY AND UNDERSTAND ITS IMPLICATIONS.
YOUR USE OF THE PLATFORM AND ANY SERVICES OFFERED THROUGH IT IS ENTIRELY AT YOUR OWN RISK. THE COMPANY MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE CONTINUITY, AVAILABILITY, OR FUNCTIONALITY OF THE PLATFORM OR ANY ASSOCIATED SERVICES. IT RESERVES THE RIGHT TO MODIFY, SUSPEND, OR TERMINATE ACCESS TO THE PLATFORM OR ANY PART THEREOF, AT ANY TIME, IN WHOLE OR IN PART, WITHOUT PRIOR NOTICE AND LIABILITY TO YOU OR ANY THIRD PARTY.
IF YOU DO NOT UNDERSTAND OR DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE PLATFORM.
CHANGES TO THE TERMS
Right to Modify Terms and Services. The Company reserves the right to modify, update, or amend these Terms and the Services at any time, including by adding, removing, or altering features, functionalities, content, or introducing new fees or charges for future use. The Company may also update, upgrade, or modify the Platform itself, including but not limited to its APIs, user interface components, back-end infrastructure, and other technical systems, in order to enhance performance, improve security, optimize user experience, or comply with applicable legal or regulatory obligations.
Notice of Changes. If we make changes to these Terms, we will update the “Last Updated” date at the top of this document. For material changes, we will use reasonable efforts to notify you, such as via e-mail and/or by placing a prominent notice on the Platform.
User Obligations Regarding Changes. You acknowledge that certain updates to the Services or Platform may be necessary for continued access and functionality. The Company may temporarily suspend or restrict access to parts of the Services in order to implement such changes. You agree to accept and install any required updates and acknowledge that failure to do so may result in limited or no access to the Services. The Company is not responsible for any malfunction or inaccessibility caused by your failure to implement such updates.
Acceptance of Amended Terms. Unless stated otherwise, updated Terms will take effect upon posting. Your continued use of the Services after such effective date constitutes your acceptance of the revised Terms. If you do not agree to any amended Terms, you must immediately discontinue use of the Services.
SECURITIES DISCLAIMER
NO OFFER OR SOLICITATION. NO INFORMATION WHICH MAY BE MADE AVAILABLE ON THE PLATFORM SHALL CONSTITUTE OR BE CONSTRUED AS A RECOMMENDATION, ENDORSEMENT, OFFER, INVITATION, OR SOLICITATION TO ENTER INTO ANY TRANSACTION WITH OR PURCHASE ANY PRODUCT, OR OTHERWISE DEALING IN SECURITIES, DIGITAL ASSETS, OR OTHER PRODUCTS. THE COMPANY IS NOT A LICENSED BROKER, DEALER, FINANCIAL ADVISOR, OR REGISTERED INVESTMENT ADVISOR.
NO PERSONALIZED INVESTMENT ADVICE. YOU FURTHER UNDERSTAND THAT NONE OF THE INFORMATION PROVIDERS IS ADVISING YOU PERSONALLY CONCERNING THE NATURE, POTENTIAL, VALUE, OR SUITABILITY OF ANY PARTICULAR SECURITY OR CRYPTO ASSET, PORTFOLIO OF SECURITIES OR DIGITAL ASSETS, TRANSACTION, INVESTMENT STRATEGY, OR OTHER MATTER, AND ANY INFORMATION PROVIDED IS NOT TAILORED TO THE INVESTMENT NEEDS OF ANY SPECIFIC PERSON.
INVESTMENT RISK WARNING. YOU UNDERSTAND THAT AN INVESTMENT IN ANY SECURITY, DIGITAL ASSET, OR DERIVATIVE PRODUCT IS SUBJECT TO SEVERAL RISKS AND THAT DISCUSSIONS OF ANY SECURITY OR DIGITAL ASSET PUBLISHED ON THE PLATFORM MAY NOT CONTAIN A LIST OR DESCRIPTION OF RELEVANT RISK FACTORS.
ACCURACY AND TIMELINESS OF INFORMATION. PLEASE NOTE THAT MARKETS CHANGE CONTINUOUSLY, SO ANY INFORMATION, CONTENT, OR OTHER MATERIAL PROVIDED ON OR THROUGH THE PLATFORM MAY NOT BE COMPLETE OR CURRENT OR MAY BE SUPERSEDED BY MORE CURRENT INFORMATION. YOU RELY ON SUCH INFORMATION AT YOUR OWN RISK.
REGULATORY STATUS OF SECURITIES. THE SECURITIES FOR WHICH THIS PLATFORM MAY PROVIDE INFORMATION OR FACILITATE TRANSACTIONS MAY NOT HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. ANY DECISIONS REGARDING INVESTMENTS OR SECURITIES SHOULD BE MADE AFTER CONSULTING WITH A QUALIFIED PROFESSIONAL.
SERVICES OVERVIEW
General. Thesauros Protocol (“Protocol”) is a non-custodial, autonomous set of smart contracts deployed on multiple blockchain networks. The Protocol supports interactions with certain USD-backed stablecoins and is designed to enable Users to direct those assets, through their own Wallet instructions, into integrated decentralized finance (“DeFi”) protocols. The Company solely operates a web-based interface that facilitates User interaction with the Protocol; all underlying operations occur through smart contracts that function independently and without custody, control, or discretionary management of User assets by the Company.
Thesauros Protocol. The Thesauros Protocol consists of non-custodial smart contracts deployed on supported public blockchain networks, which allow Users to interact with certain stablecoins through their own Wallets. When a User initiates a transaction to make assets available to the Protocol’s smart contracts, those contracts may, in accordance with predefined and non-discretionary on-chain logic, interact with integrated third-party DeFi protocols. All such interactions are executed automatically by the smart contracts; the Company does not initiate, approve, supervise, or manage the movement of User assets. Users retain control of their assets through their own blockchain addresses and private keys at all times. The ability to retrieve assets made available to the Protocol is governed exclusively by the technical and functional conditions encoded in the relevant smart contracts.
THE COMPANY DOES NOT CUSTODY, POOL, OR INTERMINGLE USER ASSETS IN ANY CORPORATE ACCOUNT. EACH USER’S INTERACTIONS WITH THE SMART CONTRACTS ARE SELF-DIRECTED AND RECORDED ON THE PUBLIC BLOCKCHAIN.
ANY ECONOMIC EFFECTS (IF ANY) ARISING FROM THE PROTOCOL’S INTERACTIONS WITH THIRD-PARTY PROTOCOLS ARE GENERATED BY THOSE EXTERNAL SYSTEMS AND SMART-CONTRACT LOGIC, NOT BY THE COMPANY’S EFFORTS. THE COMPANY MAKES NO REPRESENTATIONS AND PROVIDES NO GUARANTEES OF ANY RETURN OR PROFIT.
Role of the Thesauros Platform. The Platform serves as a convenient gateway for users to interact with the Protocol. The Platform consists of a user-friendly dashboard and related UI components that display information about your deposits, interaction metrics, and Protocol status, and allow you to initiate deposit and withdrawal transactions. This front-end Platform is distinct from the Protocol itself and is provided by the Company to facilitate access in a comprehensible manner. The Platform does not control or execute transactions on your behalf: when you use the interface to deposit or withdraw, you are directly interacting with the Protocol’s smart contracts from your own wallet. The Company neither controls nor can alter the core Protocol operations or the underlying blockchain networks.
PLEASE NOTE THAT THE SPECIFIC FEATURES AND SECTIONS OF THE PLATFORM ARE PROVIDED FOR CONVENIENCE AND INFORMATIONAL PURPOSES. THE COMPANY MAY ADD, REMOVE, OR MODIFY INTERFACE FEATURES OVER TIME IN ITS DISCRETION, AND DOES NOT GUARANTEE THAT ANY PARTICULAR FEATURE OR DATA VISUALIZATION WILL BE AVAILABLE AT ANY GIVEN TIME.
Autonomy and Limitations. The Protocol operates in a decentralized manner. The Company does not custody user assets and all transactions are initiated and executed by Users through their own Wallets. You acknowledge that certain Protocol parameters may be initially established or subsequently modified. The Company may publish updates or new versions of the Protocol’s smart contracts and may deprecate older versions to improve security, address regulatory considerations, or introduce additional functionality. The Company does not guarantee uninterrupted or error-free operation of the Protocol and has no ability to alter, reverse, or override smart-contract operations in the event of unexpected failures, vulnerabilities, or third-party attacks. Interactions between the Protocol’s smart contracts and external DeFi protocols depend on the availability, performance, and conditions of those external systems. There may be periods during which the Protocol’s on-chain logic does not trigger any changes, during which interactions are delayed, or during which withdrawals are temporarily unavailable due to limitations or behavior of third-party protocols or underlying blockchain networks.
THE COMPANY WILL ENDEAVOR TO COMMUNICATE MATERIAL ISSUES TO USERS, BUT IT CANNOT PROVIDE ANY GUARANTEES OF SECURITY, AVAILABILITY, OR PERFORMANCE IN THE INHERENTLY EXPERIMENTAL DEFI ENVIRONMENT.
Services. The Platform enables Users to access the following core functionalities of the Protocol:
Stablecoin Deposit and Interaction Contracts. The Protocol includes non-custodial smart contracts that support User-initiated deposits of certain stablecoins on supported public blockchain networks. When using this functionality, you interact directly with these smart contracts through your own Wallet to deposit supported stablecoins, trigger interactions with integrated third-party DeFi protocols where permitted by the Protocol’s predefined on-chain logic, and withdraw stablecoins back to your Wallet. At no point does the Company hold, access, control, or transmit User assets or private keys, and the Company does not maintain any omnibus, pooled, or client asset accounts; 2. Allocation Logic. Interaction with the Protocol’s non-custodial smart contracts that may, subject to parameters embedded directly in the Protocol and to technical availability, initiate predefined on-chain interactions with integrated third-party DeFi protocols. These interactions may include, where permitted by the Protocol’s logic, supplying or withdrawing supported stablecoins to or from such external protocols. All interactions occur automatically according to the Protocol’s code and not under the discretion or direction of the Company. Any effects or outcomes arising from such interactions are determined solely by the behavior and performance of those external protocols. The Company does not actively manage, supervise, or optimise User positions, does not exercise any discretion over User assets, and provides no assurance regarding the level, timing, availability, or continuation of any such effects;
Supported Networks and Connectivity. Interaction with the Protocol on certain public blockchain networks as and when smart contracts are deployed and enabled on such networks. In some cases, the Protocol may support functionality whereby Users, via their Wallets, can instruct smart contracts to interact with assets on or between supported networks, including through User-initiated instructions that rely on third-party bridging or messaging tools. Any differences in conditions, technical parameters, or protocol-level behavior between such networks arise from the operation of the underlying markets and third-party protocols;
User Interface and Metrics. The Platform may provide a web interface that permits Users to view information relating to their interactions with the Protocol, including, without limitation, indicative information regarding assets you have made available to the Protocol’s smart contracts, aggregate amounts of assets that Users have directed to the Protocol’s smart contracts, and summaries of interactions with integrated third-party protocols. Any metrics, charts, or analytics made available through the interface are provided solely for informational purposes, are derived from on-chain or third-party data sources, and may be delayed, incomplete, inaccurate, unavailable, or not implemented in full. The Company does not guarantee that any particular view, metric, or interface component will be available at any time or on an ongoing basis;
Points Program. From time to time, the Company may operate a discretionary, promotional points mechanism (“Points Program”), under which Users may be assigned non-transferable points recorded off-chain or on-chain based on defined forms of interaction with the Protocol. Points (a) have no monetary value, (b) are not crypto-assets, tokens, securities, or other financial instruments, (c) do not create any contractual, proprietary, or other rights against the Company or any third party, and (d) are not intended to and should not be relied upon as giving rise to any expectation of profit or other economic return. The existence, parameters, and duration of the Points Program, as well as any potential future uses of points, are determined by the Company in its sole discretion and may be introduced, modified, suspended, or terminated at any time without compensation or replacement.
The features and functionalities described in Section 3.5 reflect the current design and development roadmap of the Protocol and the Platform. They are not guaranteed to be implemented, to be implemented in the form or sequence described, or to remain available once implemented. Users expressly acknowledge that some or all of the components described above may not be live at the time they accept these Terms, may be made available only in limited form, or may be discontinued, and no reliance should be placed on the availability, timing, or scope of any future features, networks, integrations, or programs.
All Services are provided “as is” and “as available” pursuant to the disclaimers and conditions set forth in these Terms. Additional descriptions of the Protocol and its features can be found in our documentation resources, but in the event of any conflict, these Terms shall govern your use of the Services.
WALLET
Wallet Requirement. To access and use the Services, you must connect a supported, non-custodial digital wallet (“Wallet”) that enables interaction with the applicable blockchain networks. Your Wallet is required to initiate, sign, and broadcast transactions to the Protocol, including deposits, withdrawals, as well as any other on-chain interactions supported by the Protocol. By using a Wallet in connection with the Services, you agree that you are using the Wallet under the terms and conditions of the applicable third-party provider of such Wallet. The Company does not provide, own, or control any Wallet, and your use of a Wallet is governed solely by the terms of use of the third-party Wallet’s provider.
Wallet Security. You are solely responsible for maintaining the security of your Wallet, including safeguarding your private keys, seed phrases, passwords, and other access credentials. The Company does not have access to, and cannot retrieve, recover, or reset, any Wallet credentials. Under no circumstances will the Company ever request your private key or seed phrase. You should never share such information with anyone.
THE COMPANY ACCEPTS NO RESPONSIBILITY OR LIABILITY TO YOU IN CONNECTION WITH YOUR USE OF A WALLET OR DATA PROVIDED BY THE PLATFORM IN CONSUMMATING TRANSACTIONS USING A WALLET. IT MAKES NO REPRESENTATIONS AND WARRANTIES REGARDING HOW THE SERVICES WILL INTERACT WITH ANY SPECIFIC WALLET.
THE PRIVATE KEYS AND/OR SEED PHRASES NECESSARY TO ACCESS THE ASSETS HELD IN A WALLET ARE NOT HELD BY OR KNOWN TO THE COMPANY. THE COMPANY HAS NO ABILITY TO HELP YOU ACCESS OR RECOVER YOUR PRIVATE KEYS AND/OR SEED PHRASES FOR YOUR WALLET, SO PLEASE KEEP THEM IN A SAFE PLACE.
PUBLIC BLOCKCHAINS AND THIRD-PARTY TOOLS
Public Blockchain Interactions. When you use the Platform to prepare or initiate a transaction, that transaction will be executed on a public blockchain. Public blockchains are distributed ledger systems that are not controlled by the Company. Your blockchain addresses, transaction details, and other on-chain activities will be publicly visible on the respective blockchain’s ledger. By using the Services, you understand that your transactions will be broadcast to and confirmed by the applicable blockchain network. The Company neither controls the network nor can it prevent your transaction details from being visible on-chain. Any information you make public through blockchain activity (intentionally or inadvertently) is beyond the Company’s control and may be permanent. We strongly encourage you to take precautions regarding your operational security and not to reuse addresses in a manner that jeopardizes your privacy. The Company is not responsible for any on-chain data disclosures or for any third party’s use of data that you have made public by using the Services.
Use of Third-Party Tools. The Platform may integrate with or provide access to third-party services, content, websites, networks, or applications that are not owned or controlled by the Company (collectively “Third-Party Tools”). The Third-Party Tools that you may need to use in order to interact with the Platform, including but not limited to a Wallet, are not part of the Services, and your use of such Third-Party Tools is entirely at your own risk. If you access Third-Party Tools from the Platform, you do so at your own risk, and you understand that these terms and other Company’s policies do not apply to your dealings with those third parties.
YOUR INTERACTION WITH ANY THIRD-PARTY TOOLS IS AT YOUR OWN RISK AND IS SOLELY BETWEEN YOU AND THE THIRD-PARTY PROVIDER. EACH THIRD-PARTY TOOL WILL LIKELY HAVE ITS OWN TERMS OF USE AND PRIVACY POLICY, AND YOU ARE RESPONSIBLE FOR REVIEWING AND COMPLYING WITH THOSE TERMS WHEN YOU ENGAGE WITH THEM. COMPANY IS NOT A PARTY TO YOUR AGREEMENTS WITH THIRD-PARTY PROVIDERS.
COMPANY IS NOT RESPONSIBLE OR LIABLE FOR ANY CONTENT, SERVICES, PRODUCTS, INFORMATION, OR PRACTICES OF ANY THIRD PARTIES. WE MAKE NO REPRESENTATION OR WARRANTY REGARDING ANY THIRD-PARTY TOOLS, INCLUDING THEIR ACCURACY, QUALITY, RELIABILITY, AVAILABILITY, OR LEGALITY.
YOU HEREBY RELEASE COMPANY AND OUR OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS FROM ANY AND ALL LIABILITY ARISING FROM YOUR USE OF OR RELIANCE ON ANY THIRD-PARTY TOOLS.
APPLICABLE FEES AND MONITORING
Protocol and Network Fees. Your use of the Protocol may incur various fees. The Protocol may incorporate protocol-level fees defined by its smart contracts. Any such Protocol fees are defined algorithmically on-chain and are subject to change via protocol updates. Additionally, any transaction you execute will require payment of blockchain network fees (“Gas Fees”) in the native cryptocurrency of the respective network. Gas Fees are determined by the network based on supply and demand and are not controlled by the Company. You are solely responsible for paying the necessary Gas Fees to execute your transactions. If you do not pay a sufficient fee or if network conditions fluctuate, your transaction may be delayed or fail. For transparency, the Platform may display an estimate of relevant fees before you confirm a transaction. Any such displayed estimates are for convenience and informational purposes only; the actual fees incurred may differ, and the Company does not guarantee the accuracy of fee estimations. The Protocol’s fee model (if any) and the distribution of any fees are disclosed in the documentation.
THE COMPANY MAY INTRODUCE OR MODIFY INTERFACE-LEVEL FEES RELATED TO THE PLATFORM OR DEPLOY UPDATED VERSIONS OF THE PROTOCOL THAT CONTAIN DIFFERENT SMART-CONTRACT FEE PARAMETERS, SUBJECT TO APPLICABLE LAW.
BY USING THE SERVICES, YOU AGREE TO PAY ALL APPLICABLE FEES AND UNDERSTAND THAT YOU ARE SOLELY RESPONSIBLE FOR DETERMINING AND REVIEWING APPLICABLE FEES PRIOR TO INITIATING ANY TRANSACTION. ALL FEES WILL, TO THE EXTENT FEASIBLE, BE DISCLOSED TO YOU AT THE TIME OF THE TRANSACTION OR USAGE. IF YOU DO NOT AGREE WITH ANY FEE, YOU SHOULD NOT PROCEED WITH THE TRANSACTION OR USE THE SERVICE. INITIATING A TRANSACTION AFTER VIEWING A FEE DISCLOSURE CONSTITUTES YOUR ACCEPTANCE OF THE FEE. ALL FEES PAID ARE NON-REFUNDABLE (EXCEPT AS REQUIRED BY LAW OR EXPLICITLY STATED OTHERWISE).
Monitoring and Enforcement. The Company is under no obligation to actively monitor user activity on the Services. However, the Company reserves the right to monitor the Services for security, legal compliance, and operational purposes. This may include automated monitoring or manual review in the event of suspected abuse. If unusual activity or potential violations of these Terms are detected, the Company may investigate and take appropriate action, which could include restricting smart contract interactions from your Wallet, reporting to law enforcement, or other measures described in these Terms. The Company also reserves the right to enforce any fee requirements. You acknowledge that any monitoring is done for the benefit of the Company and the Services’ integrity, and not for your benefit. The Company is not liable for any failure to detect or prevent any particular issue that monitoring might have caught. 3. No Liability for Failed Transactions. You understand that interactions with the Protocol involve blockchain transactions, which depend on multiple factors outside the Company’s control. The Company shall not be liable for any failed transactions, delays, or errors occurring on the blockchain, such as transactions that run out of gas, get dropped by the network, or fail due to contract conditions. It is your responsibility to ensure you have sufficient funds for gas and that you understand how to execute blockchain transactions. The Company does not guarantee that any transaction you attempt will be successfully completed, and you agree that you will not hold the Company responsible for any losses, including any incidental or consequential effects resulting from transaction failure or delay.
USER ELIGIBILITY
Eligibility Requirements. You must be at least 18 years old, or the age of majority in your jurisdiction, if higher, and not be a Prohibited Person to access or use the Services. By using the Platform, you represent and warrant that you meet this age requirement and that you are not barred from using the Services under any applicable law.
Definitions. For the purpose of these Terms, “Prohibited Person” is any person or entity that is:
Listed on, or otherwise the subject of, any sanctions-related list, including, without limitation:
Any United States sanctions or export-control list, including the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) Specially Designated Nationals and Blocked Persons List, the OFAC Consolidated Sanctions List, or the U.S. Department of Commerce Denied Persons List, Entity List, or Unverified List;
The European Union consolidated list of persons, groups and entities subject to financial sanctions; or
The United Kingdom HM Treasury Consolidated List of Financial Sanctions Targets. 2. A person or entity located, incorporated, or ordinarily resident in any jurisdiction subject to comprehensive U.S. sanctions or embargoes, or otherwise designated by the U.S. Government as “terrorist supporting,” including, without limitation, any jurisdiction subject to country-wide OFAC sanctions; 3. A citizen, national, resident, incorporated entity, or person acting for or on behalf of any person or entity located in the following jurisdictions (“Prohibited Jurisdictions”): Abkhazia, Afghanistan, Angola, Belarus, Burundi, Central African Republic, Congo, Cuba, Crimea, Ethiopia, Guinea-Bissau, Iran, Ivory Coast (Cote D’Ivoire), Lebanon, Liberia, Libya, Mali, Burma (Myanmar), Nicaragua, North Korea, Northern Cyprus, Russia, Somalia, Somaliland, South Ossetia, South Sudan, Sudan, Syria, Ukraine (Donetsk and Luhansk regions), United Kingdom, United States, Venezuela, Yemen, Zimbabwe;
Any person or entity with whom the Company is prohibited from dealing under any applicable sanctions, export-control, anti-terrorism, or similar laws or regulations of the United States, the European Union, any Member State of the European Union, the United Kingdom, or any other jurisdiction relevant to the Company’s operations; or
Any person or entity that is owned or controlled (directly or indirectly) by, or acting for or on behalf of, any person or entity described in this Section 7.2.
Non-Prohibited Status. By using the Services, you certify that you are not a Prohibited Person and that you are not using virtual private networks (“VPNs”), proxies, or other means to mask your identity or location in order to circumvent these restrictions.
BY ACCESSING AND USING OUR SERVICE, YOU CONFIRM THAT YOU ARE FOLLOWING THESE GEOGRAPHICAL RESTRICTIONS AND THAT YOU WILL NOT ATTEMPT TO BYPASS THEM THROUGH ANY UNAUTHORIZED MEANS.
Information Requests. We may require you to provide additional information and documents regarding your use of the Services, including in case of application of any applicable law or regulation, including laws related to anti-money laundering or for countering the financing of terrorism, or at the request of any competent authority.
THE COMPANY MAY UTILIZE CERTAIN TOOLS, SUCH AS IP-BASED GEOFENCING, TO ENFORCE THE ABOVE RESTRICTIONS. IF WE DISCOVER THAT YOU HAVE ACCESSED THE SERVICES FROM A PROHIBITED JURISDICTION OR UNDER FALSE PRETENSES OF ELIGIBILITY, WE MAY TERMINATE YOUR ACCESS TO THE PLATFORM IMMEDIATELY.
EUROPEAN UNION USERS
Voluntary Access. If you are a resident, domiciliary, or national of a Member State of the European Union, you expressly acknowledge and agree that your decision to access and use the Platform is made entirely on your own initiative, without any prior solicitation, marketing, promotion, or direct communication from the Company or any party acting on its behalf.
No Active Marketing. The Company does not actively solicit, advertise, or market the Services to persons within the European Union, and has not taken any action that would be considered offering or marketing of services in the European Union under applicable laws and regulations.
User Representation. By accessing the Platform, you hereby confirm and represent in writing that your use of the Services is based exclusively on your own unsolicited request and initiative, and that you are acting as your own agent and not on behalf of any third party. This confirmation is intended to comply with applicable European Union regulations concerning reverse solicitation.
THE COMPANY MAY, AT ITS DISCRETION AND WHERE REQUIRED BY LAW, REQUEST ADDITIONAL DOCUMENTATION FROM USERS TO VERIFY THE UNSOLICITED NATURE OF SUCH ACCESS.
USER’S REPRESENTATIONS AND WARRANTIES
By accessing or using the Platform or Services, you represent and warrant now and for as long as you continue to use the Services, that the following statements are and will remain true:
You are of legal age in your jurisdiction and, in any case, at least 18 years old, are not a Prohibited Person, and are not accessing the Services from a Prohibited Jurisdiction;
You have the full right, power, and authority to enter into and comply with these Terms;
Your use of the Platform and Services complies with all applicable laws, rules, and regulations, including those relating to anti-money laundering, anti-corruption, counter-terrorism financing, economic sanctions, securities, commodities, tax, and data protection;
You will not use VPNs, proxies, or any similar methods to attempt to circumvent any access restrictions or to conceal your identity, location, or jurisdiction;
You are the lawful and beneficial owner of any Wallet used to access the Services, and you have full control over the cryptographic keys associated with such Wallet. You understand that the Company has no access to or ability to recover your keys or Wallet contents;
You will not engage in or facilitate any activity that interferes with, disrupts, harms, or otherwise negatively affects the integrity or performance of the Platform or any blockchain networks connected to it;
All information and documents you provide to the Company are true, accurate, complete, and not misleading, and you will promptly update such information if it becomes outdated or incorrect;
You are not relying on the Company or any of its affiliates for legal, tax, financial, investment, or other professional advice. You understand that the Services are provided solely as described in these Terms and do not constitute investment advice or a financial product offering;
You are responsible for any and all taxes, duties, and governmental assessments that you are liable for as a result of your use of the Services or any transactions you conduct via the Platform. The Company has no responsibility to withhold or report any amounts to tax authorities, and it is your obligation to report and pay any applicable taxes in the jurisdiction relevant to you;
Your use of the Services and any content or data you submit or upload does not infringe or violate the intellectual property rights, privacy rights, or any other legal rights of any third party;
You will not interfere with or attempt to gain unauthorized access to any part of the Services, other Users’ Wallets, or any related systems or networks;
You fully understand and accept all risks associated with the use of blockchain technologies, smart contracts, digital assets, and the decentralized nature of the Services, including, without limitation, those detailed in these Terms; and
You acknowledge and accept that a breach of any of the above representations and warranties may result in the immediate restriction, suspension, or termination of your access to the Platform and Services.
The Company reserves the right to require you to provide additional personal or business information and documentation if necessary to comply with legal obligations, such as anti-money laundering, counter-terrorism financing, or sanctions requirements, or at the request of a competent authority.
IF WE HAVE REASON TO SUSPECT THAT YOUR WALLET IS BEING USED FOR ILLEGAL ACTIVITIES, SUCH AS MONEY LAUNDERING, FRAUD, OR SANCTIONS EVASION, OR IF YOU HAVE PROVIDED FALSE INFORMATION, WE MAY REQUEST FURTHER VERIFICATION OR DOCUMENTATION AND/OR WE MAY, AT OUR SOLE DISCRETION, SUSPEND OR TERMINATE YOUR ACCESS TO THE SERVICES.
PROHIBITED ACTIVITIES
You may not do any of the following in connection with your use of the Services, unless applicable laws or regulations prohibit these restrictions, or you have our written permission to do so:
Download, modify, copy, distribute, transmit, display, perform, reproduce, duplicate, publish, license, create derivative works from, or offer for sale any information contained on, or obtained from or through, the Services, except for temporary files that are automatically cached by your web browser for display purposes, or as otherwise expressly permitted in these Terms;
Duplicate, decompile, reverse engineer, disassemble, or decode the Services (including any underlying idea or algorithm), or attempt to do any of the same;
Use, reproduce, or remove any copyright, trademark, service mark, trade name, slogan, logo, image, or other proprietary notation displayed on or through the Services;
Use automation software (bots), hacks, modifications (mods), or any other unauthorized third-party software designed to modify the Services;
Exploit the Services for any commercial purpose, including without limitation communicating or facilitating any commercial advertisement or solicitation;
Access or use the Services in any manner that could disable, overburden, damage, disrupt, or impair the Services or interfere with any other party’s access to or use of the Services or use any device, software, or routine that causes the same;
Attempt to gain unauthorized access to, interfere with, damage, or disrupt the Services or the computer systems, wallets, accounts, protocols, or networks connected to the Services;
Circumvent, remove, alter, deactivate, degrade, or thwart any technological measure or content protections of the Services or the computer systems, wallets, accounts, protocols, or networks connected to the Services;
Use any robot, spider, crawler or other automatic device, process, software or query that intercepts, “mines,” scrapes, or otherwise accesses the Services to monitor, extract, copy, or collect information or data from or through the Services, or engage in any manual process to do the same;
Introduce any viruses, Trojan horses, worms, logic bombs, or other materials that are malicious or technologically harmful into our systems;
Submit, transmit, display, perform, post or store any content that is inaccurate, unlawful, defamatory, obscene, lewd, lascivious, filthy, excessively violent, pornographic, invasive of privacy or publicity rights, harassing, threatening, abusive, inflammatory, harmful, hateful, cruel or insensitive, deceptive, or otherwise objectionable, use the Services for illegal, harassing, bullying, unethical or disruptive purposes, or otherwise use the Services in a manner that is obscene, lewd, lascivious, filthy, excessively violent, harassing, harmful, hateful, cruel or insensitive, deceptive, threatening, abusive, inflammatory, pornographic, inciting, organizing, promoting or facilitating violence or criminal or harmful activities, or otherwise objectionable;
Violate any applicable law or regulation in connection with your access to or use of the Services; or
Access or use the Services in any way not expressly permitted by these Terms.
The Company reserves the right to investigate and take appropriate legal action against anyone who, in our sole discretion, is suspected of violating any provision of this Prohibited Activities section. This may include reporting you to law enforcement authorities, freezing any pending transactions, or terminating your access to the Services as described below.
USER’S INTERACTIONS AND CONTENT
User Interactions. The Platform may allow User interactions through community forums or other collaborative features (“Social Channels”). You are solely responsible for your interactions with other Users. The Company does not guarantee the identity of any other User or the authenticity of any assets or information another User may provide.
User Disputes. While Company may, in its discretion, facilitate communications or provide a framework for User interactions, we are not responsible for resolving any disputes between Users. If you have a dispute with one or more Users of the Platform, you release Company and its affiliates, and each of their respective officers, directors, employees, and agents, from any and all claims, demands, and damages (actual and consequential) arising out of or in connection with such disputes.
Reporting Misconduct. We encourage Users to act in good faith and with transparency. If you believe another User is violating these Terms or acting fraudulently, you may notify us at our contact address below. However, the Company is not responsible for policing User behavior in real-time. We may, but have no obligation to, monitor or record any area of the Platform for compliance purposes, but you should not assume that we do so.
User-Generated Content. By posting any content or submitting any material through the Service or Social Channels (if available), you represent and warrant that you hold all necessary rights to that content, and that it is not illegal, confidential, or infringing upon third-party rights. You grant the Company a limited, royalty-free license to use, display, reproduce, and distribute such content within the scope of operating the Services. The Company has the right, but not the obligation, to remove any User-submitted content that we deem to violate these Terms or that we find otherwise objectionable.
Feedback. We welcome feedback, suggestions, or ideas from Users about how to improve the Company (“Feedback”). If you choose to submit Feedback to us, you agree that the Company is free to use or not use such Feedback at its sole discretion for any purpose, without any compensation or obligation to you. To the extent you have any rights in the Feedback, you hereby assign all right, title, and interest in and to that Feedback to Company. In any case, you waive any claim that the Company misappropriated any of your ideas or improvements included in any Feedback you provide.
USER’S RIGHT TO USE SERVICES
Limited License Grant. We hereby permit you to use the Services for your personal non-commercial use only, provided that you comply with these Terms in connection with all such use. If any software, content or other materials owned or controlled by us are distributed to you as part of your use of the Services, we hereby grant you a personal, non-assignable, non-sublicensable, non-transferable, and non-exclusive right and license to access and display such software, content, and materials provided to you as part of the Services, in each case for the sole purpose of enabling you to use the Services as permitted by these Terms.
YOUR ACCESS AND USE OF THE SERVICES MAY BE INTERRUPTED FROM TIME TO TIME FOR ANY OF SEVERAL REASONS, INCLUDING, WITHOUT LIMITATION, THE MALFUNCTION OF EQUIPMENT, PERIODIC UPDATING, MAINTENANCE, OR REPAIR OF THE SERVICE OR OTHER ACTIONS THAT COMPANY, IN ITS SOLE DISCRETION, MAY ELECT TO TAKE.
GENERAL DISCLAIMER OF SERVICES
“As is” and “as available” basis. Your access and use of the Services and the Platform are at your own risk. The Services are provided on an “as is” and “as available” basis without any warranty of any kind, whether express, implied, or statutory. To the maximum extent permitted by law, the Company explicitly disclaims all warranties of any kind, express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, and quiet enjoyment. We make no warranty that the Services (or any content therein) will meet your expectations or requirements, or that access will be uninterrupted, timely, secure, or error-free. We do not warrant that any defects or errors can or will be corrected, or that the Platform is free of viruses, malware, or other harmful components.
No Guarantee of Results or Performance. The Company does not guarantee any specific outcomes or returns from your use of the Services. You acknowledge that any historical performance or metrics displayed on the Platform are for information only and are not guarantees of future results. Any performance figures, rate indications, or historical metrics displayed on or through the Platform are variable and subject to market conditions, smart contract performance, and third-party protocol actions. Any projections, forecasts, or simulations of performance are speculative in nature and provided for illustration. No advice or information, whether oral or written, obtained by you from the Company or through the Services shall create any warranty not expressly stated in these Terms. You assume all responsibility for your use of the Services and reliance on any information provided.
Downtime and Errors. The Company does not warrant that the Services will always be available, or that they will be free of errors, omissions, or inaccuracies. There may be delays, omissions, or inaccuracies in information obtained through your use of the Services. You agree that your use of the Services is at your sole risk, and that you will not rely on the Services to be free from error or interruption. The Company is not responsible for any errors or omissions, or for the results obtained from the use of any information on the Platform.
BLOCKCHAIN AND SMART CONTRACT RISKS
By accessing or using the Platform and interacting with the Protocol, you acknowledge and accept the inherent risks associated with blockchain networks, digital assets, smart contracts, and decentralized finance systems. You understand and agree that these technologies are experimental, may be unpredictable, and involve a significant risk of financial loss. You assume full responsibility for all such risks and agree that the Company shall not be liable for any damages or losses you may incur in connection with your use of the Services:
Irreversibility. Blockchain transactions are, in principle, irreversible once confirmed. If you send assets to an incorrect address, fall victim to a phishing attack causing an unauthorized transfer, or if an error in a smart contract execution leads to an unintended result, you may not be able to recover those assets. The Company has no ability to reverse on-chain transactions or restore lost assets. You bear full responsibility for the accuracy of your transaction instructions and the security of your private keys. Any mistaken or unauthorized transaction is solely your risk, and the Company will not reimburse any losses due to such events;
Smart Contract Vulnerabilities. The Protocol is implemented via smart contracts, which are computer programs on the blockchain. Smart contracts may have bugs, vulnerabilities, or coding errors that could be exploited by malicious actors, potentially resulting in partial or total loss of assets locked in or interacting with those contracts. While the Company takes measures such as code audits and best practices in development, no smart contract code is guaranteed to be 100% secure or error-free. By using the Protocol, you assume all risks associated with interacting with smart contracts, including the risk that a smart contract may behave in unexpected ways or be exploited. The Company cannot guarantee the security or correct functioning of the Protocol’s smart contracts and is not liable for any loss due to software bugs or vulnerabilities;
Underlying Protocol Failures. The Protocol may, via its smart contracts, interact with or route User-supplied assets to third-party DeFi protocols. These third-party protocols carry their own risks. If any integrated protocol fails or is compromised, your deposited assets could be lost or locked in that protocol. The Company has no control over these third-party platforms and cannot guarantee their performance or security. Additionally, changes in those protocols can affect your performance or ability to withdraw. By using the Protocol, you are effectively accepting the risks of all underlying protocols that the strategy utilizes. The Company disclaims responsibility for any losses arising from failures or exploits of third-party platforms;
Blockchain Disruptions. The public blockchain networks on which the Protocol operates may experience adverse events such as network congestion, slow or failed transactions, high network fees, chain reorganizations, 51% attacks, or even temporary network splits or shutdowns. High demand on a network can delay your transactions. In extreme cases, network-level attacks or bugs might compromise the normal operation of the blockchain. The Company is not responsible for any issues or losses arising from blockchain network problems, congestion, or outages. You should be aware that interacting on a blockchain requires payment of Gas Fees, which can be volatile; at times, fees may be so high that using the Protocol is uneconomical, and that is a risk you accept;
Cryptographic and Security Risks. Blockchains and the cryptographic algorithms that underlie them are generally secure but not infallible. Advances in technology, such as quantum computing, could break the cryptographic assumptions that secure blockchain transactions and wallets. If such an event were to happen, it could lead to theft or loss of assets. Additionally, you face security risks such as the compromise of your private keys or seed phrase, malware on your device, or phishing attacks that could result in unauthorized access to your Wallet. The Company strongly urges you to maintain good security hygiene, but ultimately, you bear full responsibility for safeguarding your credentials and mitigating phishing or hacking risks. The Company will never ask you for your private keys, and you should be extremely skeptical of anyone who does;
Points and Reward Program Risks. If you participate in the Points Program or any similar reward mechanism, you acknowledge that such Points are not guaranteed to have any future utility or value, and they are not redeemable for fiat or crypto. There is a risk that Points could be deprecated or revoked without compensation. Earning Points should not be viewed as an investment; there is no guaranteed return or any entitlement associated with Points. Any references to Points or to any potential future features relating to Points are illustrative only, subject to change, and do not constitute a commitment to issue any tokens or other assets;
Liquidity and Withdrawal Risks. DeFi platforms can experience liquidity shortages or withdrawal limitations. For instance, if many users attempt to withdraw from the Protocol at once, or if an underlying platform has lent out a high percentage of assets, you may face delays or slippage in withdrawing your deposit. Some strategies may involve time-bound commitments. You acknowledge that in adverse conditions, you might not be able to immediately withdraw your assets, or you might receive a different mix of assets than you deposited;
Market Risk and Volatility. Any rates, rewards, or other performance metrics made available by third-party DeFi protocols with which the Protocol interacts are set by those external systems, are variable, and may fluctuate significantly. The Protocol does not target or guarantee any particular rate, performance level, or outcome. Additionally, while the Protocol focuses on stablecoins, these assets still carry some market risk: a stablecoin could depeg from its reference currency due to market conditions or issuer failure, causing losses. The Protocol’s design cannot guarantee avoidance of such risk. Engaging in DeFi involves significant market volatility risk. Only participate with funds you can afford to lose;
Regulatory and Legal Risks. Blockchain and DeFi activities are subject to evolving laws and regulations in various jurisdictions. Regulatory actions could negatively impact the Services or your usage of them. New laws might render the Protocol’s operations impermissible in certain regions, or regulators might classify certain assets or activities as requiring licensing. The Protocol or Company might be compelled to implement additional restrictions or cease operations in certain areas, affecting your ability to use the Services or access your assets on the Platform. There is also risk that tax laws or reporting requirements change, impacting the tax treatment of your activities. By using the Services, you acknowledge these uncertainties and agree that the Company is not liable for any impact of regulatory changes, including if the Services become unavailable or must be modified to comply with law. You are responsible for staying informed about and complying with the laws that apply to you;
THE COMPANY DISCLAIMS LIABILITY FOR ANY TECHNOLOGICAL PROBLEMS OR SECURITY BREACHES ASSOCIATED WITH THE BLOCKCHAIN INFRASTRUCTURE OR SMART CONTRACTS USED IN CONNECTION WITH THE SERVICES. THE COMPANY CANNOT BE HELD LIABLE FOR SOFTWARE BUGS, HACKING INCIDENTS, OR ANY OTHER ISSUES INHERENT IN BLOCKCHAIN TECHNOLOGY, INCLUDING ANY LOSS OF DIGITAL ASSETS.
CRYPTOCURRENCY AND DIGITAL ASSET RISKS
Engaging with cryptocurrencies involves significant risks. By using the Platform, you expressly acknowledge and assume the following risks (among others):
Risk of Loss of Credentials. If you lose access to the cryptographic keys (private keys or seed phrase) associated with your digital assets, you will lose access to those assets irreversibly. There is also the risk of losing assets if your keys are stolen or compromised. Unlike banks or other financial institutions, blockchain networks typically offer no password recovery or reset. Any lost or compromised credentials may result in irreversible loss of assets;
Risk of Hacking and Security Exploits. Digital asset platforms, including smart contracts, bridges, and exchanges, are frequently targeted by hackers. You may lose assets due to hacks, ransomware attacks, viruses, or other cybersecurity breaches, whether to the Protocol itself, the Platform, or the underlying integrated protocols. The DeFi sector has experienced numerous exploits and thefts. By using the Services, you accept the risk that it could happen here as well, despite reasonable security measures being taken;
Risk of Regulatory Intervention. The regulatory environment for cryptocurrencies is uncertain and rapidly evolving. Regulatory actions by authorities in one or more jurisdictions could materially affect the Services or the value of digital assets. This could include, for example, regulatory rulings that certain assets are unlawful or treated as securities, or that permissionless DeFi protocols violate the law. Such actions could lead to the loss of asset value or the cessation of Services in certain areas;
Risk of Personal Data Exposure. Transactions on public blockchains are pseudonymous but not completely anonymous. It may be possible for determined parties to correlate your blockchain addresses with personal information, especially if you reuse addresses or use off-chain services that link identity. Additionally, if the Company is compelled by law to collect personal data for compliance reasons, that data (though protected by our Privacy Policy) could be subject to exposure in a breach or legal process. You accept that engaging in blockchain activities carries some risk of personal data correlation or exposure;
Risk of Uninsured Losses. Unlike bank accounts or brokerage accounts, cryptocurrency balances are generally not insured by any government agency. If you lose assets, whether through technical issues or security breaches, there is no insurer or guaranteed recourse to make you whole;
Risk of Extreme Volatility and Limited Liquidity. Cryptocurrencies can experience dramatic price volatility. The value of assets may go up or down rapidly. Markets can also become illiquid. You may find that selling or converting assets is difficult at certain times, potentially forcing you to hold an asset through a period of unfavorable price action. The Protocol itself focuses on stablecoins, but those stablecoins depend on issuers or mechanisms that could fail. There is no guarantee of price stability or sufficient liquidity for any asset;
Risk of Tax and Legal Uncertainty. The tax treatment of digital asset transactions remains uncertain in many jurisdictions. Income earned via DeFi may have tax implications. It is your responsibility to consult with tax professionals. The Company does not provide tax advice and bears no responsibility for your tax reporting. Similarly, legally, you should ensure your use of the Services does not violate any laws applicable to you;
Risk of Platform Failure. The Platform or Protocol could fail partially or entirely. This could result from technical failures, operational errors, bankruptcy or dissolution of the Company, loss of key personnel, or other unforeseeable catastrophes. Such a failure could lead to inability to access funds or discontinuation of the project. While the smart contracts might continue to exist on-chain even if the Company ceases operations, without the Platform support or upgrades, users might find it difficult or impossible to interact with the contracts. You acknowledge that you are not relying on the permanent availability of the Company or the Platform;
Unanticipated Risks. Blockchain and crypto technologies may give rise to risks that are not yet known. You acknowledge that you have been warned of the above risks and that you accept there could be other risks that the Company cannot foresee. You agree that the Company will not be liable for any losses associated with any such unanticipated risks.
YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE A SUFFICIENT UNDERSTANDING OF THE FUNCTIONALITY, USAGE, STORAGE, TRANSMISSION MECHANISMS, AND INTRICACIES ASSOCIATED WITH CRYPTOGRAPHIC TOKENS, NFTS, AND BLOCKCHAIN-BASED SOFTWARE SYSTEMS. YOU ASSUME ALL RISKS RELATED TO THE ABOVE AND OTHER INHERENT RISKS ASSOCIATED WITH DIGITAL ASSETS AND BLOCKCHAIN TECHNOLOGY. COMPANY WILL NOT BE RESPONSIBLE FOR ANY LOSS, DAMAGE, OR LIABILITY ARISING FROM THESE RISKS.
NO INVESTMENT ADVICE; NO BROKERAGE
Technology Services Only. The Services provided by the Company are technology services, consisting of a user interface and related software that allow you to interact with a set of blockchain smart contracts. The Company provides these services in a non-custodial, self-service manner, meaning we supply the tools, but you operate them directly with your own assets. The Company is not a broker, dealer, exchange, custodian, money transmitter, investment adviser, or any type of regulated financial intermediary. All transactions that occur through the Protocol are executed peer-to-peer directly on the applicable blockchain by you and the smart contracts. The Company is not your counterparty to any trade or yield-generating transaction. The Company does not take possession of your assets at any point, does not facilitate the exchange of crypto for fiat, and does not guarantee any outcome of your transactions.
No Investment Recommendations. All information, analytics, or tools provided through the Services are for informational purposes only and do not constitute investment advice, financial advice, trading advice, or any other sort of professional advice. The Company does not recommend or endorse any particular digital asset, DeFi protocol, strategy, or transaction. Any decision to deposit assets, allocate among strategies, or otherwise use the Protocol is made by you in your sole discretion. The charts, statistics, or explanations on our Platform (if any) are provided to aid general understanding and transparency, but are not tailored to your personal circumstances and should not be interpreted as a recommendation. We strongly encourage you to seek advice from qualified financial advisors and to conduct your own extensive research before making any investment or usage decisions related to the Services.
User Responsibility. You acknowledge and agree that you are solely responsible for evaluating and executing any transaction or strategy via the Services. The Company does not act as your agent, advisor, or fiduciary. You are solely responsible for determining the appropriateness of any decision based on your own circumstances, risk appetite, and objectives. You are encouraged to consult with independent licensed professionals before engaging in any digital asset activities.
No Outcome Guarantees. The Company does not:
Provide personalized investment or trading advice;
Assess the suitability of any asset or transaction for your particular circumstances;
Guarantee any profit, performance, or outcome of any transaction; or
Make any statements regarding the merits or risks of any digital asset or protocol.
Non-Advisory Communications. Any market commentary, analysis, or updates provided by the Company or its representatives, whether via the Platform, social media, or community channels, are for transparency and engagement only and should not be interpreted as a solicitation, endorsement, or recommendation to take any action. Your decisions are made entirely at your own discretion and risk.
ALL DIGITAL ASSET TRANSACTIONS INVOLVE RISK. YOU MAY LOSE PART OR ALL OF YOUR INVESTMENT. BY USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU ARE ENGAGING IN HIGH-RISK, EXPERIMENTAL FINANCIAL ACTIVITY WITHOUT ANY RELIANCE ON THE COMPANY FOR ADVICE OR GUIDANCE.
NO WARRANTY ON CONTENT OR SOFTWARE
Content Accuracy. The Company does not warrant that any content available on the Platform is accurate, complete, reliable, or current. The content may include technical inaccuracies or typographical errors. Additionally, no guarantee is made that any errors in the Services will be corrected.
Software Compatibility. We also do not warrant that the Services will be compatible with your devices or software. There may be interoperability issues or unanticipated bugs that result from interactions between the Platform and other software or hardware you use, including your Wallet. You assume full responsibility for the selection and use of your hardware, Wallet, and other software to access the Services and understand that you use them at your own risk.
Jurisdictional Limitations. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you. In such cases, any implied warranties are limited to the minimum scope and duration permitted by applicable law.
INTELLECTUAL PROPERTY OWNERSHIP
Ownership of Platform Content. All content and materials provided through the Services, including the design, graphics, logos, software, excluding open-source components, text, and collective arrangement thereof (“Platform Content”), are owned by Company or its licensors and are protected by intellectual property laws, such as copyright, trademark, and trade secret laws.
Reservation of Rights. Company retains all rights, title, and interest in and to its Services and Platform Content, including all associated intellectual property rights. Nothing in these Terms is intended to transfer any such rights to you or to grant you any rights or license to use the Company name or any Company trademarks, logos, domain names, or other brand features, except as expressly permitted by a separate written agreement. You shall not remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Platform Content.
Use of Trademarks. All trademarks, logos, and service marks displayed on the Platform are the property of the Company or third parties. The Company logo and any related names or logos are trademarks owned by us, our affiliates, or licensors. You are not permitted to use these marks without our prior written approval. Any third-party product or service names mentioned on the Platform may be trademarks of their respective owners and are used on the Platform for identification purposes only.
TERMINATION AND SUSPENSION
Termination by the Company. The Company may, in its sole discretion, suspend, restrict, or terminate your access to the Services or certain features of the Services at any time, with or without prior notice, if we suspect or determine that:
You have violated any provision of these Terms or have otherwise engaged in unlawful or improper use of the Platform;
You provided any incomplete, incorrect, or false information to us;
Your use of the Services poses a security risk or may subject Company or any third party to liability;
You are a Prohibited Person or are using the Services from a Prohibited Jurisdiction as described above; or
We are unable to continue providing Services to you due to legal or regulatory reasons.
Termination by the User. You may terminate these Terms at any time by ceasing all use of the Services. If you wish to ensure complete termination of interactions, you should also disconnect your Wallet from the Platform and, if desired, revoke any permissions your Wallet granted to the Company’s smart contracts via your Wallet interface.
Effects of Termination. Upon any termination of these Terms for any reason:
Any rights and licenses granted to you under these Terms will immediately cease;
You will stop using the Services; and
Any pending transactions or engagements you have initiated on the Platform may be canceled.
Cancellation of Transactions. In connection with any actual or suspected violation of these Terms, or any suspension, restriction, or termination of your access to the Services, the Company may, in its sole discretion and without prior notice, disable, cancel, reverse, reject, or delay the processing of any of your pending or future transactions, orders, listings, or interactions with the Platform. The Company shall not be liable to you or any third party for any losses, lost profits, fees, or damages arising from such cancellation or rejection.
Surviving Provisions. Termination of these Terms will not affect any right or obligation which, by its nature or express terms, should survive.
Legal Remedies. Termination of your access to the Platform will not release you from any liability or obligation incurred prior to the date of termination. The Company reserves the right to take appropriate legal action in the event of any breach of these Terms by you prior to termination.
LIMITATION OF LIABILITY
INDIRECT DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL COMPANY, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS, BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA OR DIGITAL ASSETS, BUSINESS INTERRUPTION, LOSS OF GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS TO OR USE OF OR INABILITY TO USE THE SERVICES, OR ANY INTERACTION WITH THE PLATFORM OR ANY CONTENT OR SERVICES PROVIDED ON THE PLATFORM, WHETHER BASED IN CONTRACT, TORT, INCLUDING NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF ANY LIMITED REMEDY HEREIN IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE.
AGGREGATE LIABILITY CAP. THE COMPANY’S AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE USE OF THE SERVICES SHALL NOT EXCEED THE LESSER OF:
THE TOTAL AMOUNTS PAID BY YOU TO THE COMPANY AS PLATFORM FEES IN THE SIX MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM (EXCLUDING ANY THIRD-PARTY FEES OR GAS COSTS), OR
ONE HUNDRED U.S. DOLLARS (USD $100).
APPLICABILITY. THE LIMITATIONS ABOVE APPLY EVEN IF AN EXCLUSIVE REMEDY OUTLINED IN THESE TERMS FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES; IN THOSE JURISDICTIONS, OUR LIABILITY WILL BE LIMITED TO THE MINIMUM EXTENT PERMITTED BY LAW.
SPECIFIC EVENTS. TO THE EXTENT PERMITTED BY LAW, THE COMPANY WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE RESULTING FROM:
YOUR INTERACTIONS WITH OR RELIANCE ON ANY THIRD-PARTY CONTENT OR SERVICES;
ANY ACTS OR OMISSIONS OF OTHER USERS OF THE PLATFORM (INCLUDING ANY FRAUDULENT OR ILLEGAL CONDUCT BY USERS);
ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS OR OF ANY PERSONAL OR FINANCIAL INFORMATION STORED THEREIN; OR
ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, INCLUDING ANY BLOCKCHAIN DELAYS OR FAILURES.
RELIANCE ON LIMITATIONS. YOU ACKNOWLEDGE THAT THE COMPANY HAS ENTERED INTO THESE TERMS IN RELIANCE ON THE DISCLAIMERS OF WARRANTY AND LIMITATIONS OF LIABILITY SET FORTH HEREIN, AND THAT THESE DISCLAIMERS AND LIMITATIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND THE COMPANY.
INDEMNIFICATION
Scope. You agree to defend, indemnify, and hold harmless the Company, its parent company, affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses, including reasonable attorneys’ fees, arising out of or related to:
Your use of, misuse of, or access to the Services or any content on the Platform, including any actions you take on the blockchain that are informed by or facilitated through the Platform;
Your violation of any provision of these Terms, any of the Company’s incorporated policies, or any applicable law or regulation;
Your use of the Services in any unauthorized, illegal, fraudulent, or abusive manner;
Any attempt by you to circumvent geographic restrictions through VPNs, proxies, anonymizers, or other technical means;
Any false, fraudulent, or misleading information provided by you, including regarding your identity, location, or eligibility to use the Services;
Your infringement or violation of any rights of a third party, including any intellectual property rights or privacy rights, through your use of the Platform or any content you submit; or
Any fraud, negligence, or willful misconduct committed by you.
Defense Rights. The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, without limiting your indemnification obligations with respect to that matter. In such a case, you agree to cooperate with the Company’s defense of that claim, and you will not settle any such claim without the Company’s prior written consent. You agree to promptly notify Company of any third-party claims for which you believe you owe indemnification under this Section, as failure to do so could prejudice the Company’s ability to defend the claim.
Equitable Relief. You agree that a breach of these Terms will cause irreparable injury to the Company for which monetary damages would not be an adequate remedy, and the Company shall be entitled to equitable relief in addition to any remedies it may have hereunder or at law without a bond, other security, or proof of damages.
THIS INDEMNITY OBLIGATION WILL SURVIVE THE TERMINATION OR EXPIRATION OF THESE TERMS AND YOUR USE OF THE SERVICES.
GOVERNING LAW AND DISPUTE RESOLUTION
Governing Law. These Terms and any disputes arising out of or related to these Terms, the Services, or Platform will be governed by and construed in accordance with the laws of the British Virgin Islands, without regard to its conflict of law provisions.
Dispute Resolution. You and the Company agree that in the event of any dispute between you and the Company, either party will first contact the other party and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution, including without limitation, any court action, after first allowing the receiving party 30 days in which to respond.
Condition Precedent to Arbitration. Both you and the Company agree that this dispute resolution procedure is a condition precedent which must be satisfied before initiating any arbitration against you or the Company, as applicable.
Arbitration Requirement. After the informal dispute resolution process, any remaining dispute, controversy, or claim (collectively, “Claim”) relating in any way to the Services, any use or access or lack of access thereto, and any other usage of the Platform even if interacted with outside of the Services, will be resolved by arbitration, including threshold questions of arbitrability of the Claim.
Arbitration Rules. You and the Company agree that any Claim, including those not of a contractual nature, arising out of, related or connected to the Services, Platform, or otherwise, shall be settled by BVI International Arbitration Centre (“BVI IAC”) under the official BVI IAC Arbitration Rules in force at the time of submission of the notice of arbitration (“Rules”). The seat of arbitration shall be Road Town, Tortola, British Virgin Islands. The language of arbitration shall be English. The arbitration shall be conducted by a sole arbitrator, appointed in accordance with the Rules, which are deemed to be incorporated by reference into this clause. The parties agree that the arbitral award shall be final and binding upon them and may be enforced in any court of competent jurisdiction. The arbitration proceedings and all related materials shall remain strictly confidential.
Costs and Fees. Each party shall bear its own fees and costs of arbitration, including its share of the arbitration fees, such as filing, administration, and arbitrator fees, as required by the Rules. The arbitrators may award fees and costs to the prevailing party in accordance with applicable law.
CLASS ACTION WAIVER. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND THE COMPANY EACH AGREE THAT ALL DISPUTES WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU AND COMPANY EXPRESSLY WAIVE ANY RIGHT TO PARTICIPATE IN OR TO BRING A CLASS ACTION OR CLASS-WIDE ARBITRATION AGAINST THE OTHER PARTY.
JURY TRIAL WAIVER. THE ARBITRATORS DO NOT HAVE THE AUTHORITY TO CONSIDER OR RESOLVE ANY CLAIM OR ISSUE ANY RELIEF ON ANY BASIS OTHER THAN AN INDIVIDUAL BASIS. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, YOU AND COMPANY WAIVE ANY RIGHT TO A JURY TRIAL AND AGREE THAT THE CLAIM SHALL BE BROUGHT EXCLUSIVELY IN AN APPROPRIATE COURT AS OUTLINED IN “GOVERNING LAW” ABOVE.
SEVERABILITY OF ARBITRATION CLAUSES. IF A COURT OF COMPETENT JURISDICTION FINDS THE ABOVE CLASS ACTION WAIVER UNENFORCEABLE OR IF A CLAIM PROCEEDS AS A PUBLIC INJUNCTIVE RELIEF CLAIM AND A COURT DETERMINES THAT THE ARBITRATION PROVISIONS CANNOT APPLY TO SUCH RELIEF, THEN THE DISPUTE MUST BE LITIGATED IN A CIVIL COURT OF COMPETENT JURISDICTION, AND ALL PARTS OF THE ARBITRATION AGREEMENT EXCEPT THE CLASS ACTION WAIVER WILL BE NULL AND VOID.
OPT-OUT RIGHTS
You have the right to opt out of binding arbitration within 30 days of the date you first accept these Terms by notifying Company in writing at [Contact email] that you wish to opt out (“Opt-Out Notice”). The Opt-Out Notice must include your name, address, and a clear statement that you do not agree to this arbitration agreement. If you opt out of arbitration in this manner, the opt-out will apply only to you; the Company will not be bound by the arbitration provisions either. Opting out of arbitration will not affect any other sections of these Terms, such as the class action waiver provisions (which will still apply in litigation) or your agreement to first attempt informal resolution.
MISCELLANEOUS
Entire Agreement. These Terms, along with any documents expressly incorporated by reference, such as our Privacy Policy, constitute the entire agreement between you and Company regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services. You acknowledge that you have not relied on any statement, promise, or representation not expressly contained in these Terms.
Force Majeure. We will not be liable or responsible to you, nor be deemed to have defaulted under or breached these Terms, for any failure or delay in fulfilling or performing any of our obligations under these Terms or in providing the Services, when and to the extent such failure or delay is caused by or results from any events beyond our ability to control, including acts of God; flood, fire, earthquake, epidemics, pandemics, tsunami, explosion, war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, government order, law, or action, embargoes or blockades, strikes, labor stoppages or slowdowns or other industrial disturbances, shortage of adequate or suitable Internet connectivity, telecommunication breakdown or shortage of adequate power or electricity, and other similar events beyond our control.
Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court or tribunal of competent jurisdiction, that provision shall be enforced to the maximum extent permissible, and the remaining provisions of these Terms will remain in full force and effect. The invalid or unenforceable provision shall be deemed modified to the minimum extent necessary to make it valid and enforceable, or, if such modification is not possible, replaced by a valid and enforceable provision that most closely matches the intent of the original provision.
Assignment. You may not assign or transfer any of your rights or obligations under these Terms without the prior written consent of the Company. Any attempted assignment in violation of this provision shall be null and void. The Company may freely assign or transfer these Terms, in whole or in part, to any of its affiliates or in connection with a merger, acquisition, reorganization, or sale of assets, or by operation of law or otherwise, and you hereby consent to such assignment.
No Waiver. No waiver by Company of any term or condition outlined in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term, and any failure of Company to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.
Notices. You agree that Company may provide you with notices or communications electronically, such as by email or by posting them on our Platform. Electronic communications shall be deemed received by you when sent by us or when posted.
Contact Information. If you have any questions, concerns, or feedback regarding these Terms or the Services, you may contact us at legal@thesauros.io
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