Terms of Service
Content
Javsphere Terms of Service
Last modified: 28 November 2024
These Terms of Service (the "Agreement") explain the terms and conditions by which you may access and use the Products provided by Javsphere (referred to herein as "Javsphere", "we", "our", or "us"). The Products shall include, but shall not necessarily be limited to, (a) https://app.javsphere.com, a website-hosted user interface (the "Interface" or "App"), (b) an aggregator of various third-party DeFi projects ("DeFi projects”) . You must read this Agreement carefully as it governs your use of the Products. By accessing or using any of the Products, you signify that you have read, understand, and agree to be bound by this Agreement in its entirety. If you do not agree, you are not authorized to access or use any of our Products and should not use our Products. To access or use any of our Products, you must be able to form a legally binding contract with us. Accordingly, you represent that you are at least the age of majority in your jurisdiction (e.g., 18 years old in the United States) and have the full right, power, and authority to enter into and comply with the terms and conditions of this Agreement on behalf of yourself and any company or legal entity for which you may access or use the Interface. If you are entering into this Agreement on behalf of an entity, you represent to us that you have the legal authority to bind such entity. You further represent that you are not (a) the subject of economic or trade sanctions administered or enforced by any governmental authority or otherwise designated on any list of prohibited or restricted parties (including but not limited to the list maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury) or (b) a citizen, resident, or organized in a jurisdiction or territory that is the subject of comprehensive country-wide, territory-wide, or regional economic sanctions by British Virgin Islands, the United States, or the European Union. Finally, you represent that your access and use of any of our Products will fully comply with all applicable laws and regulations, and that you will not access or use any of our Products to conduct, promote, or otherwise facilitate any illegal activity. NOTICE: This Agreement contains important information, including a binding arbitration provision and a class action waiver, both of which impact your rights as to how disputes are resolved. Our Products are only available to you — and you should only access any of our Products — if you agree completely with these terms.
1. Our Products
1.1 The Interface
The Interface provides a web or mobile-based means of access to (a) a decentralized protocol on various public blockchains, including but not limited to DeFiChain, that allows users to use certain compatible digital assets on Javsphere. The Interface is distinct from the Protocol and is one, but not the exclusive, means of accessing the Protocol. The Protocol itself comprises open-source or source-available self-executing smart contracts.ts that are deployed on various public blockchains, such as DeFi Meta Chain. Javsphere does not control or operate any version of the Protocol on any blockchain network. By using the Interface, you understand that you are not buying or selling digital assets from us and that we do not operate any liquidity pools on the Protocol or control trade execution on the Protocol. When traders pay fees for trades, those fees accrue to liquidity providers for the Protocol. Please note that digital assets that have been "bridged" or "wrapped" to operate on other blockchain networks (including to blockchains compatible with the Ethereum Virtual Machine that are designed to ensure the DeFi Meta Chain can effectively process transactions are distinct from the original DeFiChain mainnet asset. To access the Interface, you must use a non-custodial wallet software, which allows you to interact with public blockchains. Your relationship with that non-custodial wallet provider is governed by the applicable terms of service (with respect to a third party wallet, the applicable terms of service of such third party). We do not have custody or control over the contents of your wallet and have no ability to retrieve or transfer its contents. By connecting your wallet to our Interface, you agree to be bound by this Agreement and all of the terms incorporated herein by reference.
1.2 Other Products
We may from time to time in the future offer additional products, and such additional products shall be considered a Product as used herein, regardless of whether such product is specifically defined in this Agreement.
1.3 Third Party Services and Content
When you use any of our Products, you may also be using the products, services or content of one or more third parties. Your use of such third party products, services or content may be subject to separate policies, terms of use and fees of these third parties, and you agree to abide by and be responsible for such policies, terms of use and fees, as applicable.
2. Modifications of this Agreement or our Products
2.1 Modifications of this Agreement
We reserve the right, in our sole discretion, to modify this Agreement from time to time. If we make any material modifications, we will notify you by updating the date at the top of the Agreement and by maintaining a current version of the Agreement at https://javsphere.com/terms-of-service. All modifications will be effective when they are posted, and your continued accessing or use of any of the Products will serve as confirmation of your acceptance of those modifications. If you do not agree with any modifications to this Agreement, you must immediately stop accessing and using all of our Products.
2.2 Modifications of our Products
We reserve the following rights, which do not constitute obligations of ours: (a) with or without notice to you, to modify, substitute, eliminate or add to any of the Products; (b) to review, modify, filter, disable, delete and remove any and all content and information from any of the Products.
3. Intellectual Property Rights
3.1 IP Rights Generally
We own all intellectual property and other rights in each of our Products and its respective contents, including, but not limited to, software, text, images, trademarks, service marks, copyrights, patents, designs, and its "look and feel." This intellectual property is available under the terms of our copyright licenses and our Trademark Guidelines. Subject to the terms of this Agreement, we grant you a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to access and use our Products solely in accordance with this Agreement. You agree that you will not use, modify, distribute, tamper with, reverse engineer, disassemble or decompile any of our Products for any purpose other than as expressly permitted pursuant to this Agreement. Except as set forth in this Agreement, we grant you no rights to any of our Products, including any intellectual property rights. You understand and acknowledge that the Protocol is not a Product and we do not control the Protocol.
3.2 Third-Party Resources and Promotions
Our Products may contain references or links to third-party resources, including, but not limited to, information, materials, products, or services, that we do not own or control. In addition, third parties may offer promotions related to your access and use of our Products. We do not approve, monitor, endorse, warrant or assume any responsibility for any such resources or promotions. If you access any such resources or participate in any such promotions, you do so at your own risk, and you understand that this Agreement does not apply to your dealings or relationships with any third parties. You expressly relieve us of any and all liability arising from your use of any such resources or participation in any such promotions.
3.3 Additional Rights
We reserve the right to cooperate with any law enforcement, court or government investigation or order or third party requesting or directing that we disclose information or content or information that you provide.
4. Your Responsibilities
4.1 Prohibited Activity
You agree not to engage in, or attempt to engage in, any of the following categories of prohibited activity in relation to your access and use of the Interface: Intellectual Property Infringement. Activity that infringes on or violates any copyright, trademark, service mark, patent, right of publicity, right of privacy, or other proprietary or intellectual property rights under the law. Cyberattack. Activity that seeks to interfere with or compromise the integrity, security, or proper functioning of any computer, server, network, personal device, or other information technology system, including, but not limited to, the deployment of viruses and denial of service attacks. Fraud and Misrepresentation. Activity that seeks to defraud us or any other person or entity, including, but not limited to, providing any false, inaccurate, or misleading information in order to unlawfully obtain the property of another. Market Manipulation. Activity that violates any applicable law, rule, or regulation concerning the integrity of trading markets, including, but not limited to, the manipulative tactics commonly known as "rug pulls", pumping and dumping, and wash trading. Securities and Derivatives Violations. Activity that violates any applicable law, rule, or regulation concerning the trading of securities or derivatives, including, but not limited to, the unregistered offering of securities and the offering of leveraged and margined commodity products to retail customers in the United States. Sale of Stolen Property. Buying, selling, or transferring of stolen items, fraudulently obtained items, items taken without authorization, and/or any other illegally obtained items. Data Mining or Scraping. Activity that involves data mining, robots, scraping, or similar data gathering or extraction methods of content or information from any of our Products. Objectionable Content. Activity that involves soliciting information from anyone under the age of 18 or that is otherwise harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another's privacy, hateful, discriminatory, or otherwise objectionable. Any Other Unlawful Conduct. Activity that violates any applicable law, rule, or regulation of the United States or another relevant jurisdiction, including, but not limited to, the restrictions and regulatory requirements imposed by U.S. law.
4.2 Excluded Countires
Due to legal restrictions, the following jurisdictions, individuals residing in the following jurisdictions are excluded from using Javsphere: China, South Korea, the United States, India, Vietnam, Iran, Iraq, Syria, Libya, Sudan, South Sudan, Venezuela, Yemen, Central African Republic, the Democratic Republic of Congo, Pakistan, Bangladesh, Nepal, Algeria, North Korea, Myanmar, Canada, Russia, Belarus and Singapore. It is the responsibility of the user to ensure compliance with local laws and regulations governing their jurisdiction. We retain the right to block IP addresses originating from these restricted jurisdictions.
4.3 Trading
You agree and understand that: (a) all trades you submit through any of our Products are considered unsolicited, which means that they are solely initiated by you; (b) you have not received any investment advice from us in connection with any trades, including those you place via our Auto Routing API; and (c) we do not conduct a suitability review of any trades you submit.
4.4 Non-Custodial and No Fiduciary Duties
Each of the Products is a purely non-custodial application, meaning we do not ever have custody, possession, or control of your digital assets at any time. It further means you are solely responsible for the custody of the cryptographic private keys to the digital asset wallets you hold and you should never share your wallet credentials or seed phrase with anyone. We accept no responsibility for, or liability to you, in connection with your use of a wallet and make no representations or warranties regarding how any of our Products will operate with any specific wallet. Likewise, you are solely responsible for any associated wallet and we are not liable for any acts or omissions by you in connection with or as a result of your wallet being compromised. This Agreement is not intended to, and does not, create or impose any fiduciary duties on us. To the fullest extent permitted by law, you acknowledge and agree that we owe no fiduciary duties or liabilities to you or any other party, and that to the extent any such duties or liabilities may exist at law or in equity, those duties and liabilities are hereby irrevocably disclaimed, waived, and eliminated. You further agree that the only duties and obligations that we owe you are those set out expressly in this Agreement.
4.5 Compliance and Tax Obligations
One or more of our Products may not be available or appropriate for use in your jurisdiction. By accessing or using any of our Products, you agree that you are solely and entirely responsible for compliance with all laws and regulations that may apply to you. Specifically, your use of our Products or the Protocol may result in various tax consequences, such as income or capital gains tax, value-added tax, goods and services tax, or sales tax in certain jurisdictions. It is your responsibility to determine whether taxes apply to any transactions you initiate or receive and, if so, to report and/or remit the correct tax to the appropriate tax authority.
4.6 Gas Fees
Blockchain transactions require the payment of transaction fees to the appropriate network ("Gas Fees"). Except as otherwise expressly set forth in the terms of another offer by Javsphere, you will be solely responsible to pay the Gas Fees for any transaction that you initiate via any of our Products.
4.7 Release of Claims
You expressly agree that you assume all risks in connection with your access and use of any of our Products. You further expressly waive and release us from any and all liability, claims, causes of action, or damages arising from or in any way relating to your use of any of our Products.
5. DISCLAIMERS
5.1 Assumption of Risk -- Generally
By accessing and using any of our products, you represent that you are financially and technically sophisticated enough to understand the inherent risks associated with using cryptographic and blockchain-based systems, and that you have a working knowledge of the usage and intricacies of digital assets such as Ether (ETH), so-called stablecoins, and other digital tokens such as those following the Ethereum token standard (ERC-20). In particular, you understand that the markets for these digital assets are nascent and highly volatile due to risk factors including, but not limited to, adoption, speculation, technology, security, and regulation. You understand that anyone can create a token, including fake versions of existing tokens and tokens that falsely claim to represent projects, and acknowledge and accept the risk that you may mistakenly trade those or other tokens. So-called stablecoins may not be as stable as they purport to be, may not be fully or adequately collateralized, and may be subject to panics and runs. Further, you understand that smart contract transactions automatically execute and settle, and that blockchain-based transactions are irreversible when confirmed. You acknowledge and accept that the cost and speed of transacting with cryptographic and blockchain-based systems such as Ethereum are variable and may increase dramatically at any time. You further acknowledge and accept the risk of selecting to trade in expert modes, which can expose you to potentially significant price slippage and higher costs. If you act as a liquidity provider to the protocol through the interface, you understand that your digital assets may lose some or all of their value while they are supplied to the protocol through the interface due to the fluctuation of prices of tokens in a trading pair or liquidity pool. In summary, you acknowledge that we are not responsible for any of these variables or risks, do not own or control the protocol, and cannot be held liable for any resulting losses that you experience while accessing or using any of our products. Accordingly, you understand and agree to assume full responsibility for all of the risks of accessing and using the interface to interact with the protocol.
5.2 No Warranties
Each of our products are provided on an "as is" and "as available" basis. To the fullest extent permitted by law, we disclaim any representations and warranties of any kind, whether express, implied, or statutory, including, but not limited to, the warranties of merchantability and fitness for a particular purpose. You acknowledge and agree that your use of each of our products is at your own risk. We do not represent or warrant that access to any of our products will be continuous, uninterrupted, timely, or secure; that the information contained in any of our products will be accurate, reliable, complete, or current; or that any of our products will be free from errors, defects, viruses, or other harmful elements. No advice, information, or statement that we make should be treated as creating any warranty concerning any of our products. We do not endorse, guarantee, or assume responsibility for any advertisements, offers, or statements made by third parties concerning any of our products. Similarly, the protocol is provided "as is", at your own risk, and without warranties of any kind. Although we contributed to the initial code for the protocol, we do not provide, own, or control the protocol, which is run autonomously without any headcount by smart contracts.ts deployed on various blockchains. Upgrades and modifications to the protocol are generally managed in a community-driven way by holders of the UNI governance token. No developer or entity involved in creating the protocol will be liable for any claims or damages whatsoever associated with your use, inability to use, or your interaction with other users of, the protocol, including any direct, indirect, incidental, special, exemplary, punitive or consequential damages, or loss of profits, cryptocurrencies, tokens, or anything else of value. We do not endorse, guarantee, or assume responsibility for any advertisements, offers, or statements made by third parties concerning any of our products. Any payments or financial transactions that you engage in will be processed via automated smart contracts.ts. Once executed, we have no control over these payments or transactions, nor do we have the ability to reverse any payments or transactions.
5.3 NO INVESTMENT ADVICE
No Investment.tsx Advice The provision of informational materials does not make trades in those tokens solicited; we are not attempting to induce you to make any purchase as a result of the information provided. All such information provided by any of our products is for informational purposes only and should not be construed as investment advice or a recommendation that a particular token is a safe or sound investment. You should not take, or refrain from taking, any action based on any information contained in any of our products. By providing token information for your convenience, we do not make any investment recommendations to you or opine on the merits of any transaction or opportunity. You alone are responsible for determining whether any investment, investment strategy or related transaction is appropriate for you based on your personal investment objectives, financial circumstances, and risk tolerance.
6. Indemnification
6.1 Idemnification
You agree to hold harmless, release, defend, and indemnify us and our officers, directors, employees, contractors, agents, affiliates, and subsidiaries from and against all claims, damages, obligations, losses, liabilities, costs, and expenses arising from: (a) your access and use of any of our Products; (b) your violation of any term or condition of this Agreement, the right of any third party, or any other applicable law, rule, or regulation; (c) any other party's access and use of any of our Products with your assistance or using any device or account that you own or control; and (d) any dispute between you and (i) any other user of any of the Products or (ii) any of your own customers or users.
7. Limitation of Liability
7.1 Limitation of Liability
Under no circumstances shall we or any of our officers, directors, employees, contractors, agents, affiliates, or subsidiaries be liable to you for any indirect, punitive, incidental, special, consequential, or exemplary damages, including, but not limited to, damages for loss of profits, goodwill, use, data, or other intangible property, arising out of or relating to any access or use of or inability to access or use any of the products, nor will we be responsible for any damage, loss, or injury resulting from hacking, tampering, or other unauthorized access or use of any of the products or the information contained within it, whether such damages are based in contract, tort, negligence, strict liability, or otherwise, arising out of or in connection with authorized or unauthorized use of any of the products, even if an authorized representative of Javsphere.com has been advised of or knew or should have known of the possibility of such damages. We assume no liability or responsibility for any: (a) errors, mistakes, or inaccuracies of content; (b) personal injury or property damage, of any nature whatsoever, resulting from any access or use of the interface; (c) unauthorized access or use of any secure server or database in our control, or the use of any information or data stored therein; (d) interruption or cessation of function related to any of the products; (e) bugs, viruses, trojan horses, or the like that may be transmitted to or through the interface; (f) errors or omissions in, or loss or damage incurred as a result of the use of, any content made available through any of the products; and (g) the defamatory, offensive, or illegal conduct of any third party. We have no liability to you or to any third party for any claims or damages that may arise as a result of any payments or transactions that you engage in via any of our products, or any other payment or transactions that you conduct via any of our products. Except as expressly provided for herein, we do not provide refunds for any purchases that you might make on or through any of our products. We make no warranties or representations, express or implied, about linked third party services, the third parties they are owned and operated by, the information contained on them, assets available through them, or the suitability, privacy, or security of their products or services. You acknowledge sole responsibility for and assume all risk arising from your use of third-party services, third-party websites, applications, or resources. We shall not be liable under any circumstances for damages arising out of or in any way related to software, products, services, and/or information offered or provided by third-parties and accessed through any of our products. Some jurisdictions do not allow the limitation of liability for personal injury, or of incidental or consequential damages, so this limitation may not apply to you. In no event shall our total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of one hundred U.S. dollars ($100.00 USD) or its equivalent in the local currency of the applicable jurisdiction. The foregoing disclaimer will not apply to the extent prohibited by law.
8. Governing Law, Dispute Resolution and Class Action Waivers
8.1 Governing Law
You agree that the laws of the British Virgin Islands, without regard to principles of conflict of laws, govern this Agreement and any Dispute between you and us. You further agree that each of our Products shall be deemed to be based solely in the British Virgin Islands and that although a Product may be available in other jurisdictions, its availability does not give rise to general or specific personal jurisdiction in any forum outside the British Virgin Islands. The parties acknowledge that this Agreement evidences interstate commerce. Any arbitration conducted pursuant to this Agreement shall be governed by the Arbitration Act, 2013. You agree that the courts of the British Virgin Islands are the proper forum for any appeals of an arbitration award or for court proceedings in the event that this Agreement's binding arbitration clause is found to be unenforceable.
8.2 Dispute Resolution
We will use our best efforts to resolve any potential disputes through informal, good faith negotiations. If a potential dispute arises, you must contact us by sending an email to legal@javsphere.com so that we can attempt to resolve it without resorting to formal dispute resolution. If we aren't able to reach an informal resolution within sixty days of your email, then you and we both agree to resolve the potential dispute according to the process set forth below. Any claim or controversy arising out of or relating to any of our Products, this Agreement, or any other acts or omissions for which you may contend that we are liable, including, but not limited to, any claim or controversy as to arbitrability ("Dispute"), shall be finally and exclusively settled by arbitration under BVI Arbitration Act, 2013. You understand that you are required to resolve all Disputes by binding arbitration. The arbitration shall be held on a confidential basis before a single arbitrator. The arbitration will be held in the British Virgin Islands, unless you and we both agree to hold it elsewhere. Unless we agree otherwise, the arbitrator may not consolidate your claims with those of any other party. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. If for any reason a claim by law or equity must proceed in court rather than in arbitration you agree to waive any right to a jury trial and any claim may be brought only in a court located in the British Virgin Islands.
8.3 Class Action and Jury Trial Waiver
You must bring any and all Disputes against us in your individual capacity and not as a plaintiff in or member of any purported class action, collective action, private attorney general action, or other representative proceeding. This provision applies to class arbitration. You and we both agree to waive the right to demand a trial by jury.
9. Miscellaneous
9.1 Entire Agreement
These terms constitute the entire agreement between you and us with respect to the subject matter hereof. This Agreement supersedes any and all prior or contemporaneous written and oral agreements, communications and other understandings (if any) relating to the subject matter of the terms.
9.2 Assignment
You may not assign or transfer this Agreement, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer this Agreement without our prior written consent shall be null and void. We may freely assign or transfer this Agreement. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.
9.3 Rewards
In connection with your historic or current use of one or more of our Products, we may provide you certain incentives, prizes or rewards for completing certain activities, such as completing a certain number of transactions ("User Rewards"). Details regarding the criteria for earning a reward will be described within the applicable Product or official Javsphere documentation. Upon satisfaction of the criteria for obtaining a reward and subject to your compliance with the associated rewards terms, this Agreement, and applicable law — to be determined exclusively by Javsphere — we will use commercially reasonable efforts to promptly transfer the earned reward to the digital wallet that you designate or have connected to the applicable Product. We reserve the right to change, modify, discontinue or cancel any rewards programs (including the frequency and criteria for earning such User Rewards), at any time and without notice to you.
9.4 Not Registered with the SEC or Any Other Agency
We are not registered with the U.S. Securities and Exchange Commission as a national securities exchange or in any other capacity. You understand and acknowledge that we do not broker trading orders on your behalf. We also do not facilitate the execution or settlement of your trades, which occur entirely on public distributed blockchains like Ethereum. As a result, we do not (and cannot) guarantee market best pricing or best execution through our Products or when using our Auto Routing feature, which routes trades across liquidity pools on the Protocol only. Any references in a Product to "best price" does not constitute a representation or warranty about pricing available through such Product, on the Protocol, or elsewhere.
9.5 Notice
We may provide any notice to you under this Agreement using commercially reasonable means, including using public communication channels. Notices we provide by using public communication channels will be effective upon posting.
9.6 Severability
If any provision of this Agreement shall be determined to be invalid or unenforceable under any rule, law, or regulation of any local, state, or federal government agency, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law and the validity or enforceability of any other provision of this Agreement shall not be affected.
LeverageX Terms of Service
Last updated December 12, 2024
ATTENTION: USE OF THE SITE FROM OR IN THE UNITED STATES OR UNITED STATES TERRITORIES, OR BY PERSONS WHO ARE US PERSONS OR CURRENTLY OR ORDINARILY LOCATED OR RESIDENT IN THE UNITED STATES OR A UNITED STATES TERRITORY, IS STRICTLY PROHIBITED, REGARDLESS OF THE USER’S IP ADDRESS. UTILIZING A VIRTUAL PRIVATE NETWORK OR OTHER METHOD TO CONCEAL A USER’S UNITED STATES RESIDENCE IS ALSO STRICTLY PROHIBITED AND MAY RESULT IN PERMANENT BLOCKING OF USE OF THE SITE IN CONNECTION WITH BLOCKCHAIN ADDRESSES SUSPECTED OF BEING TIED TO A UNITED STATES RESIDENCE. BY ACCESSING OR USING THIS SITE, THE USER REPRESENTS AND WARRANTS THAT THEY ARE NOT A U.S. PERSON AS DEFINED BY ANY RELEVANT U.S. LAWS AND REGULATIONS. SEE SECTION 5.4 FOR FURTHER DETAIL
These terms and conditions (these “Terms”) constitute a binding legal agreement between each individual, entity, group or association who views, interacts, links to or otherwise uses or derives any benefit from the Site (as defined below) (“Users” ) and Jav Labs Inc., a cooperation formed under the laws of the British Virgin Islands (the owner/operator of the Site) (collectively with its successors and assigns, the “Site Operator” ).
Please contact us at info@javsphere.com for any questions or issues.
SUMMARY OF TERMS
Among other things, the Terms and Conditions provide that you must:
be at least eighteen years of age, of sound mental capacity and have all technical knowledge necessary or advisable to understand and evaluate the risks of the Site LeverageX;
agree that the Site is provided for informational purposes only and is not directly or indirectly in control of or capable of interacting with LeverageX, Host Blockchains, and related Blockchain Systems or performing or effecting any transactions on your behalf;
agree that the Site is only being provided as an aid to your own independent research and evaluation of LeverageX and that no representation or warranty is being made as to the accuracy or completeness of information on the Site;
agree that the ability of the Site to connect with third-party wallet applications or devices is not an endorsement or recommendation thereof by or on behalf of the Site Operator, and you must assume all responsibility for selecting and evaluating and incurring the risks of any bugs, defects, malfunctions or interruptions of any third-party wallet applications or devices you directly or indirectly use in connection with the Site;
comply with all applicable laws, rules and regulations;
not be a person who is subject to national or international sanctions under the laws of the British Virgin Islands or other applicable law;
not hold the Site Operator or any of its representatives or affiliates liable for any damages you suffer in connection with your use of the Site LeverageX;
waive your right to initiate or participate in class actions relating to the Site; and
resolve any disputes regarding the Site pursuant to binding, confidential arbitration and waive your right to a jury trial in connection with such disputes.
The above is only a partial summary. You should read the Terms and Conditions in their entirety. In the event of any conflict or inconsistency between this summary and the Terms and Conditions relating to any issue, the Terms and Conditions will be determinative of the issue.
BACKGROUND INFORMATION
About the Site The Site aggregates and publishes publicly available third-party information, including:
the current state of Host Blockchains;
the functions and design of the LeverageX;
the current state of the LeverageX Smart Contract Systems, including all trading positions in the Traded Positions;
the amount of Blockchain Tokens that have been deposited into the LeverageX Smart Contract Systems by third parties known as “liquidity providers” to serve as liquidity for the creation and trading of the Traded Assets in the LeverageX Smart Contract Systems and the amount of actual or projected fees awarded to such liquidity providers;
the pricing of Represented Assets, through the Decentralized Oracle Network;
the trading of Traded Assets; and
the implied or express fair market prices of Blockchain Tokens, Represented Assets and Traded Assets, which may be denominated in terms of other Blockchain Tokens or other Represented Assets or Trade Assets.
The Site also offers interaction methods whereby the User can indicate a transaction the User would like to perform in connection with theLeverageX Smart Contract Systems (such as swapping one Blockchain Token for another). When used in this way, the Site can generate a draft transaction message which the User can independently use in conjunction with a third-party wallet application or device to conduct transactions on LeverageX or Host Blockchains.
About LeverageX The LeverageX Protocol is a publicly available software protocol designed to enable peer-to-peer trading, borrowing and lending of synthetic representations (‘Traded Assets’) of real assets (such as Blockchain Tokens, foreign national currencies, and commodities) (‘Represented Assets’) on compatible blockchain networks (‘Host Blockchains’). Each LeverageX Smart Contract System is a copy of the LeverageX Protocol that has been compiled to machine-readable code compatible with validators on a particular blockchain network (referred to herein as a ‘Host Blockchain’) and, in such form, has been deployed to and become associated with one or more specific public addresses on the Host Blockchain. Each LeverageX Smart Contract System may enable Traded Assets to be redeemed for real Blockchain Tokens (currently cbBTC, WETH, USDC) that have been deposited by third parties known as ‘liquidity providers’ into the LeverageX Smart Contract system in exchange for the ability to receive portion of the trading fees generated by use of the LeverageX Smart Contract System. Through a compatible third-party wallet application or network node client compatible with the applicable Host Blockchain, users may pay validators on the applicable Host Blockchain to operate and record the results of operation of the LeverageX Smart Contract System on that Host Blockchain.
Relationship to LeverageX Smart Contract Systems The Site Operator does not own, operate or control LeverageX, Host Blockchains, or the LeverageX Smart Contract Systems. Using Host Blockchains or the LeverageX Smart Contract Systems does not require use of the Site. You can always interact directly with the relevant LeverageX Smart Contract Systems on the applicable Host Blockchains, without use of the Site or services of the Site Operator. The Site aggregates and publishes publicly available information about the LeverageX Smart Contract Systems in a user- friendly and convenient format. Such information is also independently available from other sources—for example, a person may directly review LeverageX transaction history, account balances and the LeverageX Smart Contract Systems on a compatible block explorer for Host Blockchains. By combining publicly available information with the User’s interactions with the Site, the Site can draft standard transaction messages compatible with the LeverageX Smart Contract Systems which are designed to accomplish the User’s operational goals as expressed through the interactions. If the User so wishes, the User may broadcast such messages to the validator network for the applicable Host Blockchains in order to initiate transactions in Blockchain Tokens or Traded Assets. All draft transaction messages are delivered by the Site via API to a compatible third-party wallet application or device selected by the User after pressing the “Connect Wallet” (or similar) button on the Site. The User must personally review and authorize all transaction messages that the User wishes to send to Host Blockchains or other Blockchain Systems; this requires the User to sign the relevant transaction message with a private cryptographic key inaccessible to the Site. The User-authorized message will then be broadcast to validators through the wallet application or device and the User may pay a network fee to have the validators apply the transaction message to the applicable LeverageX Smart Contract System and record the results on the applicable Host Blockchain—resulting in a Blockchain Token or Traded Asset transaction being completed on the Host Blockchain. The Site Operator and the Site are not agents or intermediaries of the User, do not store or have access to or control over any Blockchain Tokens, Represented Assets, Traded Assets, private keys, passwords, accounts or other property of the User, and are not capable of performing transactions or sending transaction messages on behalf of the User. The Site does not hold and cannot purchase, sell or trade any Blockchain Tokens, Represented Assets or Traded Assets. All transactions relating to the LeverageX Smart Contract Systems are effected and recorded solely through the interactions of the User with the respective validators, who are not under the control of or affiliated with the Site Operator or the Site.
Disclaimers and Disclosures Traded Assets are purely synthetic representations of Represented Assets. Represented Assets are not purchased, sold, traded, owned, held or otherwise dealt in through the Site or the LeverageX Network Smart Contract Systems. Traded Assets do not entitle the User to obtain or have any ownership of or any other interest in or entitlement to any Represented Asset. Prices of Represented Assets are obtained through a Decentralized Oracle Network and may not be accurate; accordingly, prices of the Traded Assets may not accurately reflect the prices of the Represented Assets they are intended to represent.
BINDING PROVISIONS
Certain Defined Terms
“Blockchain” means a blockchain or distributed ledger technology or other similar technology.
“Blockchain System” means the combination of (i) a Blockchain; and (ii) a network of devices operating software clients or software applications that jointly or individually store, validate, process transactions with respect to, update, resolve forks with respect to and otherwise maintain, read from and write to such Blockchain.
“Blockchain Tokens” means virtual currencies, tokens and other units of account or mediums of exchange that are implemented on a Blockchain System.
“Decentralized Oracle Network” or “DON” means the network of third-party ‘oracles’ utilized by the LeverageX Smart Contract Systems to obtain pricing data regarding the Traded Assets. Further information about the DON can be found here.
“LeverageX Network Protocol” means the software code at https://github.com/Javsphere
“LeverageX Network Smart Contract Systems” means all blockchain-based smart contract bytecodes that: (i) are compiled from the LeverageX Protocol (or any part thereof); (ii) are deployed to production Blockchain Systems; and (iii) are covered by the Site.
“Host Blockchains” means each Blockchain System on which a LeverageX Network Smart Contract System has been deployed.
“Site” means the web site, web pages, web applications and information and software available at or accessible through the URLs https://leverage.trade/ or any sub-URL of any such URLs and any other LeverageX Network-related website or web application maintained by the Site Operator.
“Represented Assets” means Blockchain Tokens and other assets (including national currencies (aka ‘forex’ or ‘FX’), commodities or commodities indices (e.g. XAU, XAG) or xStocks (e.g. xAAPL, xMSTR) that, through price indexing obtained through the DON, are simulated on the LeverageX Smart Contract Systems.
“Traded Assets” means synthetic book-entry units of account within the LeverageX Smart Contract Systems that simulate units or derivatives of units of the Represented Assets.
Site Operator Discretion; Certain Risks of the Site Each User hereby acknowledges and agrees and consents to, and assumes the risks of, the matters described in this Section 2.
Content Site Operator makes no representations or warranties as to the quality, origin, or ownership of any content found on or available through the Site. The Site Operator shall not be liable for any errors, misrepresentations, or omissions in, of, and about, the content, nor for the availability of the content. The Site Operator shall not be liable for any losses, injuries, or damages from the purchase, inability to purchase, display, or use of content.
Token Lists and Token Identification In providing information about Blockchain Tokens, Traded Assets and Represented Assets, the Site makes various assumptions which may or may not be accurate. Information regarding Traded Assets and Represented Assets is sourced from a third-party Decentralized Oracle Network and the Site Operator does not offer any representation, warranty or guarantee regarding the accuracy of such information. In providing information about Blockchain Tokens, the Site may associate or presume the association of a Blockchain Token name, symbol or logo with a specific smart contract deployed to one or more Blockchain Systems. In providing all such information, the Site relies upon third-party resources which may not be accurate or may not conform to a given User’s expectations. Multiple smart contracts can utilize the same Blockchain Token name or Blockchain Token symbol as one another, meaning that the name or symbol of a Blockchain Token does not guarantee that it is the Blockchain Token desired by the User or generally associated with such name or symbol. Users must not rely on the name, symbol or branding of a Blockchain Token on the Site, but instead must examine the specific smart contract associated with the name, symbol or branding and confirm that the Blockchain Token accords with User’s expectations.
User Responsibility for Accounts & Security Users are solely responsible for all matters relating to their accounts, addresses and Blockchain Tokens and for ensuring that all uses thereof comply fully with these Terms. Users are solely responsible for protecting the data integrity and confidentiality of their login information and passwords or private keys for the Site or any wallet applications or devices used in connection with the Site. The compatibility of the Site with wallet applications and devices or other third-party applications or devices is not intended as, and you hereby agree not to construe such compatibility as, an endorsement or recommendation thereof or a warranty, guarantee, promise or assurance regarding the fitness or security thereof.
No Site Fees; Third-Party Fees Irreversible There are no fees or charges for use of the Site. Use of the LeverageX Smart Contract Systems and use of Host Blockchains are subject to third-party transaction fees. The Site Operator does not receive such fees and has no ability to reverse or refund any amounts paid in error.
Site Operator Has No Business Plan and May Discontinue, Limit, Terminate or Refuse Support for the Site or any Smart Contracts, Tokens or Pools The Site is a free web application operated and maintained in the sole and absolute discretion of the Site Operator. The Site Operator assumes no duties, liabilities, obligations or undertakings to continue operating or maintaining the availability of the Site and may terminate or change the Site in any or all respects at any time. The Site Operator has no business plan or revenue model for the Site. The Site Operator does not have revenues or a viable long-term business plan or capital-raising plan, and may become unable or unwilling to fund the operational costs of the Site on a long-term basis or to fund the upgrade costs required to keep the Site up to date with current technologies. The Site Operator has no obligation to ensure that the Site is a complete and accurate source of all information relating to the LeverageX Smart Contract Systems, Host Blockchains, Blockchain Tokens, Represented Assets, Traded Assets, or any other subject matter. The Site does not necessarily display all Blockchain Tokens or Traded Assets that are available for trading in connection with the LeverageX Smart Contract Systems or Host Blockchains. Even if the Site currently displays a particular Blockchain Token or Traded Assets or Blockchain Tokens or Represented Assets pair, the Site may discontinue tracking and publishing information about those assets or pairs at any time, in the Site Operator’s sole and absolute discretion. In the event of such a discontinuation, Users may need to rely on third-party resources such as block explorers or Blockchain System nodes in order to get equivalent information, and, depending on the User’s level of expertise and the quality of such third-party resources, this may result in the User incurring financial losses due to delays or mistakes in processing information or transactions. The LeverageX Protocol is available under a free open-source license, and the Site Operator does not have proprietary or exclusive rights in all copies or derivatives thereof. It is possible that additional copies of the LeverageX Protocol or derivatives thereof will be deployed to other Blockchain Systems in the future by any person, resulting in the existence of multiple ‘LeverageX-branded’ Blockchain Systems or smart contract systems. The Site Operator is under no obligation to publish information for all such copies of the LeverageX Protocol or to warn Users regarding the existence of such alternatives.
Site Operator May Deny or Limit Access on a Targeted Basis The Site Operator reserves the right to terminate or limit any person’s User status or access to or use of the Site at any time, without or without notice, as determined in the Site Operator’s sole and absolute discretion. Such terminations and limitations may be based on any factor or combination of factors, including a person’s identity, blockchain address, IP address, internet service provider, virtual provider network provider, metadata, browser software, device type, wallet application, wallet device, region of citizenship or residence or current location, or suspicion that User has engaged or intends to engage in any Prohibited Use.
Site Operator May Cooperate with Investigations and Disclose Information The Site Operator reserves the right at all times to cooperate with any governmental or law enforcement investigation or to disclose any information it deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, based on any applicable law, regulation, legal process or governmental request, in the Site Operator’s sole and absolute discretion.
No Regulatory Supervision The Site Operator and the Site are not registered or qualified with or licensed by, do not report to and are not under the active supervision of any government agency or financial regulatory authority or organization. No government or regulator has approved or consulted with the Site Operator regarding the accuracy or completeness of any information available on the Site. Similarly, the technology, systems, Blockchain Tokens, Represented Assets, Traded Assets, Decentralized Oracle Network, and persons relevant to information published on the Site may not be registered with or under the active supervision of or be registered or qualified with or licensed by any government agency or financial regulatory authority or organization. The Site Operator is not registered as a broker, dealer, advisor, transfer agent, money services business, crypto-asset service provider, or other intermediary.
Intellectual Property Matters
License to Use Site Each User, subject to and conditioned upon such User’s eligibility under and acceptance of and adherence to these Terms, is hereby granted a personal, revocable, non-exclusive, non-transferable, non-sub- licensable license to view, access and use the Site for the Permitted Uses in accordance with these Terms.
Marks, Logos, and Branding Marks, Logos, and Branding
All LeverageX-related marks, logos, and branding used on the Site are the exclusive property of LeverageX and are protected by copyright, trademark, and other applicable intellectual property laws. Unauthorized use, reproduction, or distribution of these marks, logos, and branding is strictly prohibited without prior written consent from LeverageX. All other marks, logos, and branding appearing on the Site, including but not limited to Blockchain Token, Represented Asset, and Traded Asset names, symbols, and logos identified on the Site, which may trade in connection with the LeverageX Smart Contract Systems, remain the property of their respective owners and are likewise protected by copyright, trademark, and other applicable laws.
Privacy Policy The Site Operator may directly or indirectly collect and temporarily store personally identifiable information for operational purposes, including for the purpose of identifying blockchain addresses or IP addresses that may indicate use of the Site from prohibited jurisdictions or by sanctioned persons or other Prohibited Uses. Except as required by applicable law, the Site Operator will have no obligation of confidentiality with respect to any information collected by the Site.
LeverageX Protocol The LeverageX Protocol will be available in various repositories at https://github.com/Javsphere, and will be subject to any licenses set forth in each such repository, as applicable.
Permitted & Prohibited Uses
Permitted Uses The Site is available exclusively for use by technologically and financially sophisticated persons who wish to use the Site for informational purposes only as an aid to their own research, due diligence and financial decision making. Before utilizing information from the Site (including any draft transaction messages) to engage in transactions, each User must independently verify the accuracy of such information (and the consistency of such draft transaction messages with the User’s intentions). The foregoing are the “Permitted Uses”.
Prohibited Uses Each User must not, directly or indirectly, in connection with their use of the Site:
utilize the Site other than for the Permitted Uses;
utilize the Site at any time when any representation of User set forth in Section 5 is untrue or inaccurate;
rely on the Site as a basis for or a source of advice concerning any financial decision making or transactions;
employ any device, scheme or artifice to defraud, or otherwise materially mislead, any person;
engage in any act, practice or course of business that operates or would operate as a fraud or deceit upon the Site Operator or any other person;
violate, breach or fail to comply with any applicable provision of these Terms or any other terms of service, privacy policy, trading policy or other contract governing the use of the Site;
engage or attempt to engage in or assist any hack of or attack on the Site or any wallet application or device, including any “sybil attack”, “DoS attack” or “griefing attack” or theft;
commit any violation of applicable laws, rules or regulations;
engage in or knowingly facilitate any “front-running,” “wash trading,” “pump and dump trading,” “ramping,” “cornering” or fraudulent, deceptive or manipulative trading activities, including:
trading at successively lower or higher prices for the purpose of creating or inducing a false, misleading or artificial appearance of activity, unduly or improperly influencing market prices or establishing a price which does not reflect the true state of the market;
trading without changes in material beneficial ownership for the purpose of creating or inducing a false or misleading appearance of trading activity or creating or inducing a false or misleading appearance with respect to market conditions; or
participating in, facilitating, assisting or knowingly transacting with any pool, syndicate or joint account organized for the purpose of unfairly or deceptively influencing market prices;
transact in securities, commodities futures, trading of commodities on a leveraged, margined or financed basis, binary options (including prediction-market transactions), real estate or real estate leases, equipment leases, debt financings, equity financings or other similar transactions, in each case, if such transactions do not comply with all laws, rules and regulations applicable to the parties and assets engaged therein;
engage in Blockchain-Token-based or other financings of a business, enterprise, venture, DAO, software development project or other initiative, including ICOs, DAICOs, IEOs, or other Blockchain-Token-based fundraising events, if such transactions do not comply with all laws, rules and regulations applicable to the parties and assets engaged therein; or
engage in any act, practice or course of business that operates to circumvent any sanctions or export controls targeting the User or the country or territory where User is located.
The foregoing matters are referred to herein as “Prohibited Uses”.
Representations and Warranties of Users By using the Site, each User represents and warrants to the Site Operator that the following statements and information are accurate and complete at all relevant times. In the event that any such statement or information becomes untrue as to a User, User shall immediately cease accessing and using the Site.
Adult Status; Capacity; Residence; Etc. If User is an individual, User is of legal age in the jurisdiction in which User resides (and in any event is older than eighteen years of age) and is of sound mind. If User is a business entity, User is duly organized, validly existing and in good standing under the laws of the jurisdiction in which it is organized, and has all requisite power and authority for a business entity of its type to carry on its business as now conducted.
Power and Authority User has all requisite capacity, power and authority to accept the terms and conditions of these Terms and to carry out and perform its obligations under these Terms. These Terms constitute a legal, valid and binding obligation of User enforceable against User in accordance with its terms.
No Conflict; Compliance with Law User agreeing to these Term and using the Site does not constitute, and would not reasonably be expected to result in (with or without notice, lapse of time, or both) a breach, default, contravention or violation of any law applicable to User, or contract or agreement to which User is a party or by which User is bound.
No U.S. Usage or U.S. Persons; Absence of Sanctions User is not, (and, if User is an entity, User is not owned or controlled by any other person who is), and is not acting on behalf of any other person who is, located, ordinarily resident, organized, established, or domiciled in the United States or any territory of the United States or any country where use of the LeverageX Smart Contract Systems, Host Blockchains, or related activities is illegal, prohibited, or requires a permit or license. User is not (and, if User is an entity, User is not owned or controlled by any other person who is), and is not acting on behalf of any other person who is, identified on any list of prohibited parties under any law or by any nation or government, state or other political subdivision thereof, any entity exercising legislative, judicial or administrative functions of or pertaining to government such as the sanctions lists maintained by British Virgin Islands, the United Nations Security Council, the U.S. government (including the U.S. Treasury Department’s Specially Designated Nationals list and Foreign Sanctions Evaders list), or the European Union (EU) or its member states. The Blockchain Tokens or other funds User uses to participate in the LeverageX Smart Contract Systems or Host Blockchains are not derived from, and do not otherwise represent the proceeds of, any activities done in violation or contravention of any law.
Non-Reliance User is knowledgeable, experienced and sophisticated in using and evaluating blockchain and related technologies and assets, including Host Blockchains, Blockchain Tokens, Represented Assets, Traded Assets, yield-generating smart contract systems, automated market making smart contract systems, bonding curve systems and “smart contracts” (runtime bytecode deployed to Host Blockchains or another blockchain). User has conducted its own thorough independent investigation and analysis of the LeverageX Smart Contract Systems, Host Blockchains, and the other matters contemplated by these Terms, and has not relied upon any information, statement, omission, representation or warranty, express or implied, written or oral, made by or on behalf of Site Operator in connection therewith, except as expressly set forth by Site Operator in these Terms.
Risks, Disclaimers and Limitations of Liability Each User hereby acknowledges and agrees and consents to, and assumes the risks of, the matters described in this Section 6.
No Consequential, Incidental or Punitive Damages Notwithstanding anything to the contrary contained on the Site, in these Terms, or in any other agreement or publication, Site Operator shall not be liable to any person, whether in contract, tort (including pursuant to any cause of action alleging negligence), warranty or otherwise, for any economic or other damages to any User or other person, including any special, incidental, consequential, indirect, punitive or exemplary damages (including but not limited to lost data, lost profits or savings, loss of business or other economic loss) arising out of or related to these Terms, whether or not Site Operator has been advised or knew of the possibility of such damages, and regardless of the nature of the cause of action or theory asserted. Any refunds or other compensation or reimbursement provided at any time by Site Operator to any User shall not imply any past, current, or future obligation to provide such compensation or reimbursement in any circumstances.
Disclaimer of Representations The Site is being provided on an “AS IS” and “AS AVAILABLE” basis. To the fullest extent permitted by law, Site Operator is not making, and hereby disclaims, any and all information, statements, omissions, representations and warranties, express or implied, written or oral, equitable, legal or statutory, in connection with the Site and the other matters contemplated by these Terms, including any representations or warranties of title, non-infringement, merchantability, usage, security, uptime, reliability, suitability or fitness for any particular purpose, workmanship or technical quality of any code or software used in or relating to the Site. User acknowledges and agrees that use of the Site is at the User’s own risk.
No Responsibility for Tokens; No Guarantee of Uniqueness or IP Site Operator has no responsibility for the Blockchain Tokens or Traded Assets (or the corresponding Represented Assets) traded by Users on the LeverageX Smart Contract Systems or Host Blockchains. Site Operator does not investigate and cannot guarantee or warrant the authenticity, originality, uniqueness, marketability, legality or value of any Blockchain Token or Traded Assets (or the corresponding Represented Assets) traded by Users on the LeverageX Smart Contract Systems or Host Blockchains, even if information about such Blockchain Token, Traded Assets or Represented Assets is available on the Site.
No Professional Advice or Liability All information provided by or on behalf of Site Operator is for informational purposes only and should not be construed as professional, accounting or legal advice. Users should not take or refrain from taking any action in reliance on any information contained in these Terms or provided by or on behalf of the Site Operator. Before Users make any financial, legal, or other decisions involving the Site, Users should seek independent professional advice from persons licensed and qualified in the area for which such advice would be appropriate.
Limited Survival Period for Claims Any claim or cause of action a User may have or acquire in connection with the Site or any of the other matters contemplated by these Terms shall survive for the shorter of, and may be brought against Site Operator solely prior to: (a) the expiration of the statute of limitations applicable thereto; and (b) the date that is six months after the date on which the facts and circumstances giving rise to such claim or cause of action first arose.
Third-Party Offerings and Content References, links or referrals to or connections with or reliance on third-party resources, products, services or content, including smart contracts developed or operated by third parties, may be provided to Users in connection with the Site. In addition, third parties may offer promotions related to the Site. Site Operator does not endorse or assume any responsibility for any activities of or resources, products, services, content or promotions owned, controlled, operated or sponsored by third parties. If Users access any such resources, products, services or content or participate in any such promotions, Users do so solely at their own risk. Each User hereby expressly waives and releases Site Operator from all liability arising from User’s use of any such resources, products, services or content or participation in any such promotions. User further acknowledges and agrees that Site Operator shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such resources, products, services, content or promotions from third parties.
Certain Uses and Risks of Blockchain Technology (a) Use of Blockchain Technology. Site Operator or third parties may utilize experimental cryptographic technologies and blockchain technologies, including Blockchain Tokens, Traded Assets, cryptocurrencies, stablecoins, “smart contracts,” consensus algorithms, voting systems and distributed, decentralized or peer-to-peer networks or systems in connection with the Site or systems about which the Site provides information. Each User acknowledges and agrees that such technologies are novel, experimental, and speculative, and that therefore there is significant uncertainty regarding the operation and effects and risks thereof and the application of existing law thereto. (b) Certain Risks of Blockchain Technology. The technologies relevant to the Site depend on public peer-to-peer networks such as the Host Blockchains that are not under the control or influence of the Site Operator and are subject to many risks and uncertainties. Such technologies include the LeverageX Smart Contract Systems, which (other than based on any multisignature arrangements that may apply) Site Operator has no ability to change, other than ceasing to display information about certain “smart contracts” or adding information about new “smart contracts”. Users are solely responsible for the safekeeping of the private key associated with the blockchain address used in connection with the LeverageX Smart Contract Systems. The Site Operator will not be able to restore or issue any refund in respect of property lost or frozen due to loss of private keys or otherwise. If a User is not able to spend or use Blockchain Tokens or Traded Assets due to loss or theft of the corresponding private key or otherwise, a User will be unable to enjoy the benefits of such Blockchain Tokens or Traded Assets. (c) Certain Risks of Smart Contract Technology. Digital assets relevant to the Site depend on the LeverageX Smart Contract Systems or other smart contracts deployed to Host Blockchains or other Blockchain Systems, each of which may be coded or deployed by persons other than Site Operator. Host Blockchains and other Blockchain Systems, and, once deployed to a Blockchain System, the code of smart contracts, including theLeverageX Smart Contract Systems, typically cannot be modified, or can only be modified in limited ways. In the event that the Host Blockchains, LeverageX Smart Contract Systems, or other smart contracts or Blockchain Systems are adversely affected by malfunctions, bugs, defects, malfunctions, hacking, theft, attacks, negligent coding or design choices, or changes to the applicable protocol rules, Users may be exposed to a risk of total loss and forfeiture of all relevant digital assets. Site Operator assumes no liability or responsibility for any of the foregoing matters. (d) Asset Prices. The fiat-denominated prices and value in public markets of cryptocurrencies and Blockchain Tokens and Traded Assets have historically been subject to dramatic fluctuations and may be highly volatile. As relatively new products and technologies, blockchain-based assets are not widely accepted as a means of payment for goods and services. A significant portion of demand for these assets is generated by speculators and investors seeking to profit from the short- or long-term holding of blockchain assets. The market value of any Blockchain Token or Traded Asset may decline below the price for which a User acquires such asset through the Host Blockchains or LeverageX Smart Contract Systems or on any other system. User acknowledges and agrees that the costs and speeds of transacting with cryptographic and blockchain-based systems such as the Host Blockchains and LeverageX Smart Contract Systems are variable and may increase or decrease dramatically at any time, resulting in prolonged inability to access or use any Blockchain Tokens or Traded Assets. (e) Regulatory Uncertainty. Blockchain technologies and digital assets are subject to many legal and regulatory uncertainties, and the Host Blockchains, LeverageX Smart Contract Systems, or any Blockchain Tokens or Traded Assets (or the corresponding Represented Assets) could be adversely impacted by one or more regulatory or legal inquiries, actions, suits, investigations, claims, fines or judgments, which could impede or limit the ability of User to continue the use and enjoyment of such assets and technologies. (f) Cryptography Risks. Cryptography is a progressing field. Advances in code cracking or technical advances such as the development of quantum computers may present risks to Blockchain Systems, Host Blockchains, LeverageX Smart Contract Systems, Blockchain Tokens, or Traded Assets, including the theft, loss or inaccessibility thereof. (g) Fork Handling. Host Blockchains, the LeverageX Smart Contract Systems, and all Blockchain Tokens and Traded Assets (or corresponding Represented Assets) may be subject to “forks.” Forks occur when some or all persons running the software clients for a particular Blockchain System adopt a new client or a new version of an existing client that: (i) changes the protocol rules in backwards-compatible or backwards-incompatible manner that affects which transactions can be added into later blocks, how later blocks are added to the blockchain, or other matters relating to the future operation of the protocol; or (ii) reorganizes or changes past blocks to alter the history of the blockchain. Some forks are “contentious” and thus may result in two or more persistent alternative versions of the protocol or blockchain, either of which may be viewed as or claimed to be the legitimate or genuine continuation of the original. Site Operator may not be able to anticipate, control or influence the occurrence or outcome of forks, and does not assume any risk, liability or obligation in connection therewith. Without limiting the generality of the foregoing, Site Operator does not assume any responsibility to notify a User of pending, threatened or completed forks. Site Operator will respond (or refrain from responding) to any forks in such manner as Site Operator determines in its sole and absolute discretion, and Site Operator shall not have any duty or obligation or liability to a User if such response (or lack of such response) acts to a User detriment. Without limiting the generality of the foregoing, Site Operator’s possible and permissible responses to a fork may include: (i) honoring the Host Blockchains, LeverageX Smart Contract Systems, Blockchain Tokens, or Traded Assets (or corresponding Represented Assets) on both chains; (ii) honoring the Host Blockchains, LeverageX Smart Contract Systems, Blockchain Tokens, or Traded Assets (or corresponding Represented Assets) on only one of the chains; (iii) honoring the Host Blockchains, LeverageX Smart Contract Systems, Blockchain Tokens, or Traded Assets (or corresponding Represented Assets) in different respects or to a different extent on both chains; or (iv) any other response or policy or procedure, as determined by Site Operator in its sole and absolute discretion. Each User assumes full responsibility to independently remain apprised of and informed about possible forks, and to manage the User’s own interests and risks in connection therewith. (h) Essential Third-Party Software Dependencies. The Host Blockchains, LeverageX Smart Contract Systems, and other relevant Blockchain Systems and smart contracts are public software utilities which are accessible directly through any compatible node or indirectly through any compatible “wallet” application (such as the web browser plugin Metamask) which interacts with such a node. Interacting with the LeverageX Smart Contract Systems does not require use of the Site, but the Site provides a convenient and userfriendly method of reading and displaying data from the LeverageX Smart Contract Systems and generating standard transaction messages compatible with the LeverageX Smart Contract Systems. Because the Site does not provide wallet software or nodes for Host Blockchains, and does not provide the Decentralized Oracle Network that prices Traded Assets based on Represented Assets, such software constitutes an essential third-party or user dependency without which the LeverageX Smart Contract Systems cannot be utilized, and Blockchain Tokens and Traded Assets cannot be traded or used. Furthermore, the Site may utilize APIs, middleware and servers of Site Operator or third parties, and Site Operator does not guarantee the continued operation, maintenance, availability or security of any of the foregoing dependencies.
Tax Issues The tax consequences of purchasing, selling, holding, transferring or locking Blockchain Tokens or otherwise utilizing the LeverageX Smart Contract Systems are uncertain, may vary by jurisdiction and may be adverse to a User. Site Operator has undertaken no due diligence or investigation into such tax consequences, assumes no obligation or liability to optimize the tax consequences to any person and is not providing any tax advice.
Legal Limitations on Disclaimers Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of certain liabilities and damages. Accordingly, some of the disclaimers and limitations set forth in these Terms may not apply in full to specific Users. The disclaimers and limitations of liability provided in these terms shall apply to the fullest extent permitted by applicable law.
Officers, Directors, Etc. All provisions of these Terms which disclaim or limit obligations or liabilities of Site Operator shall also apply, mutatis mutandis, to the officers, directors, members, employees, independent contractors, agents, stockholders, debtholders and affiliates of Site Operator.
Indemnification Each User shall defend, indemnify, compensate, reimburse and hold harmless Site Operator (and each of its officers, directors, members, employees, agents and affiliates) from any claim, demand, action, damage, loss, cost or expense, including without limitation reasonable attorneys’ fees, arising out or relating to (a) User’s use of, or conduct in connection with, the Site; (b) User’s violation of these Terms or any other applicable policy or contract of Site Operator; or (c) User’s violation of any rights of any other person or entity.
Governing Law; Dispute Resolution
Governing Law These Terms shall be governed by and construed and interpreted in accordance with the laws of the British Virgin Islands (irrespective of the choice of laws principles) as to all matters, including matters of validity, construction, effect, enforceability, performance, and remedies. Although the Site may be available in other jurisdictions, each User hereby acknowledges and agrees that such availability shall not be deemed to give rise to general or specific personal jurisdiction over Site Operator in any forum outside the British Virgin Islands.
Settlement Negotiations If a User has a potential legal dispute, claim or cause of action against Site Operator, the User shall first (prior to initiating any litigation proceedings) contact Site Operator by sending an email to info@javsphere.com describing the nature of the potential dispute, claim or cause of action and providing all relevant documentation and evidence thereof. If so elected by the Site Operator, User shall use commercially reasonable efforts to negotiate a settlement of any such legal dispute, claim or cause of action within 60 days of the delivery of such email. Any such dispute, claim or cause of action that is not finally resolved by a binding, written settlement agreement within such 60 days shall be brought and resolved exclusively in accordance with the following provisions of this Section 7.
Agreement to Binding, Exclusive Arbitration (a) Mandatory Binding Arbitration. All claims, disputes and controversies directly or indirectly arising out of or in connection with or directly or indirectly relating to these Terms or any of the matters or transactions contemplated by these Terms (for the avoidance of doubt, including any claim seeking to invalidate, or alleging that, all or any part of these Terms is unenforceable, void or voidable) (such claims, disputes and controversies, collectively, “ Disputes ”) shall be resolved by confidential, binding arbitration to be seated in the British Virgin Islands and conducted in the English language by a single arbitrator pursuant to the Commercial Arbitration Rules of the American Arbitration Association (the “ Rules ”). The arbitrator shall be appointed in accordance with the procedures set out in the Rules. The award or decision of the arbitrator shall be final and binding upon the parties and the parties expressly waive any right under the laws of any jurisdiction to appeal or otherwise challenge the award, ruling or decision of the arbitrator. The judgment of any award or decision may be entered in any court having competent jurisdiction to the extent necessary. If the Company elects to have a Dispute resolved by arbitration pursuant to this provision, no party hereto shall (or shall permit its representatives to) commence, continue or pursue any Dispute in any court; provided, however, that the Company shall be entitled to obtain an injunction or injunctions to prevent breaches of this provision and to enforce specifically the terms and provisions thereof, this being in addition to any other remedy to which the Company is entitled at law or in equity, and the parties hereto hereby waive the requirement of any posting of a bond in connection with such injunctive relief or specific performance. (b) Waiver of Jury Trial. The parties hereby acknowledge, represent and warrant that they understand that:
there is no judge or jury in arbitration, and, absent this mandatory provision, the parties would have the right to sue in court and have a jury trial concerning Disputes;
in some instances, the costs of arbitration could exceed the costs of litigation;
the right to discovery may be more limited in arbitration than in court; and
court review of an arbitration award is limited. Each of the parties hereto hereby irrevocably waives any and all right to trial by jury in any action, suit or other legal proceeding arising out of or related to these Terms or the transactions contemplated hereby.
(c) Confidentiality of Arbitration. Except to the extent necessary to enforce their respective rights under these Terms or as otherwise required by applicable law, the parties undertake to maintain confidentiality as to the existence and events of the arbitration proceedings and as to all submissions, correspondence and evidence relating to the arbitration proceedings. This provision shall survive the termination of the arbitral proceedings.
Court Jurisdiction To the extent that any court is required to weigh on the enforceability of Section 7.3, to enforce any judgment of the arbitrator, then, without limiting Section 7.3 or any other provision of this Agreement, the User (A) hereby irrevocably and unconditionally submit to the jurisdiction of the courts of the British Virgin Islands for such purpose; (B) agrees not to commence any suit, action or other proceeding arising in connection with or based upon this instrument or the matters contemplated by this instrument except before the courts of the British Virgin Islands, and (C) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, any claim that it is not subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that this instrument or the subject matter hereof or thereof may not be enforced in or by such court.
Class Action Waiver (a) No Class Actions Permitted. All Users hereby agree that any arbitration or other permitted action with respect to any Dispute shall be conducted in their individual capacities only and not as a class action or other representative action, and the Users expressly waive their right to file a class action or seek relief on a class basis. USERS SHALL BRING CLAIMS AGAINST SITE OPERATOR OTHER ONLY IN THEIR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. (b) Agreements if Class Action Waiver Unenforceable. If any court or arbitrator makes a final, binding and non-appealable determination that the class action waiver set forth in this Section 7.5 is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void with respect to any Dispute that would thus be required to be resolved by arbitration on a class basis, and the parties shall be deemed to have not agreed to arbitrate such Dispute. In the event that, as a result of the application of the immediately preceding sentence or otherwise, any Dispute is not subject to arbitration, the parties hereby agree to submit to the personal and exclusive jurisdiction of and venue in the courts located in the British Virgin Islands and to accept service of process by mail with respect to such Dispute, and hereby waive any and all jurisdictional and venue defenses otherwise available with respect to such Dispute.
Miscellaneous
Headings The headings and captions contained in these Terms are for convenience of reference only, shall not be deemed to be a part of these Terms and shall not be referred to in connection with the construction or interpretation of these Terms.
Successors and Assigns These Terms shall inure to the benefit of Site Operator, the Users, and their respective permitted successors, permitted assigns, permitted transferees and permitted delegates and shall be binding upon all of the foregoing persons and any person who may otherwise succeed to any right, obligation or liability under these Terms by operation of law or otherwise. A User shall not assign any of a User rights or delegate any of a User liabilities or obligations under these Terms to any other person without Site Operator’s advance written consent. The Site Operator may freely assign, transfer or delegate its rights, obligations and liabilities under these Terms to the maximum extent permitted by applicable law.
Severability In the event that any provision of these Terms, or the application of any such provision to any person or set of circumstances, shall be determined by an arbitrator or court of competent jurisdiction to be invalid, unlawful, void or unenforceable to any extent: (a) the remainder of these Terms, and the application of such provision to persons or circumstances other than those as to which it is determined to be invalid, unlawful, void or unenforceable, shall not be impaired or otherwise affected and shall continue to be valid and enforceable to the fullest extent permitted by law; and (b) Site Operator shall have the right to modify these Terms so as to effect the original intent of the parties as closely as possible in an acceptable manner in order that the transactions contemplated hereby be consumed as originally contemplated to the fullest extent possible.
Force Majeure Site Operator shall not incur any liability or penalty for not performing any act or fulfilling any duty or obligation hereunder or in connection with the matters contemplated hereby by reason of any occurrence that is not within its control (including any provision of any present or future law or regulation or any act of any governmental authority, any act of God or war or terrorism, any epidemic or pandemic, or the unavailability, disruption or malfunction of the Internet, the World Wide Web or any other electronic network, the Host Blockchains, LeverageX Smart Contract Systems, or any aspect thereof, or any consensus attack, or hack, or denial-of-service or other attack on the foregoing or any aspect thereof, or on the other software, networks and infrastructure that enables Site Operator to provide the Site), it being understood that Site Operator shall use commercially reasonable efforts, consistent with accepted practices in the industries in which Site Operator operates, as applicable, to resume performance as soon as reasonably practicable under the circumstances.
Amendments and Modifications These Terms may only be amended, modified, altered or supplemented by or with the written consent of the Site Operator. The Site Operator reserves the right, in its sole and absolute discretion, to amend, modify, alter or supplement these Terms from time to time. The most current version of these Terms will be posted on the Site. Any changes or modifications will be effective immediately upon the modified Agreement being posted to the Site. A User shall be responsible for reviewing and becoming familiar with any such modifications. Each User hereby waives any right such User may have to receive specific notice of such changes or modifications. Use of the Site by a User after any modification of these Terms constitutes the User’s acceptance of the modified terms and conditions. If a User does not agree to any such modifications, the User must immediately stop using the Site.
No Implied Waivers No failure or delay on the part of Site Operator in the exercise of any power, right, privilege or remedy under these Terms shall operate as a waiver of such power, right, privilege or remedy; and no single or partial exercise of any such power, right, privilege or remedy shall preclude any other or further exercise thereof or of any other power, right, privilege or remedy. Site Operator shall not be deemed to have waived any claim arising out of these Terms, or any power, right, privilege or remedy under these Terms, unless the waiver of such claim, power, right, privilege or remedy is expressly set forth in a written instrument duly executed and delivered on behalf of Site Operator, and any such waiver shall not be applicable or have any effect except in the specific instance in which it is given.
Entire Agreement These Terms constitute the entire agreement between the parties relating to the subject matter hereof and supersede all prior or contemporaneous agreements and understandings, both written and oral, between the parties with respect to the subject matter hereof.
Rules of Interpretation
“hereof,” “herein,” “hereunder,” “hereby” and words of similar import will, unless otherwise stated, be construed to refer to these Terms as a whole and not to any particular provision of these Terms;
“include(s)” and “including” shall be construed to be followed by the words “without limitation”;
“or” shall be construed to be the “inclusive or” rather than “exclusive or” unless the context requires otherwise;
any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in the construction or interpretation of these Terms;
section titles, captions and headings are for convenience of reference only and have no legal or contractual effect;
whenever the context requires: the singular number shall include the plural, and vice versa; the masculine gender shall include the feminine and neuter genders; the feminine gender shall include the masculine and neuter genders; and the neuter gender shall include the masculine and feminine genders; and
except as otherwise indicated, all references in these Terms to “Sections,” “clauses,” etc., are intended to refer to sections, clauses, etc. of these Terms.
Last updated