Terms of Service
Effective as of 2023. 11. 18.
PLEASE READ THIS TERMS OF USE AGREEMENT (THE “TERMS OF USE” OR “AGREEMENT”) CAREFULLY. THIS WEBSITE AND ANY OTHER WEBSITES OF APYBARA PTE LTD. (“APYBARA”), ITS AFFILIATES OR AGENTS (COLLECTIVELY, THE “WEBSITE”) AND THE INFORMATION ON THE WEBSITE ARE OWNED AND CONTROLLED BY APYBARA. THESE TERMS OF USE GOVERN THE USE OF THE WEBSITE AND APPLY TO ALL INTERNET USERS VISITING THE WEBSITE OR ACCESSING OR USING THE WEBSITE IN ANY WAY, INCLUDING USING ANY OF THE SERVICES, TECHNOLOGY, PLATFORM AND RESOURCES AVAILABLE OR ENABLED VIA THE WEBSITE (EACH INCLUDING THE WEBSITE A “SERVICE” AND COLLECTIVELY, THE “SERVICES”). BY USING THE SERVICES, CLICKING ON THE “I ACCEPT” BUTTON, COMPLETING THE REGISTRATION PROCESS, STAKING ASSETS THROUGH THE SERVICES, AND/OR BROWSING THE WEBSITE, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE AGREEMENT, (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH APYBARA, AND (3) YOU HAVE THE AUTHORITY TO ENTER INTO THE TERMS OF USE PERSONALLY OR ON BEHALF OF THE ENTITY (WHETHER OR NOT SUCH ENTITY IS FORMALLY INCORPORATED) YOU HAVE NAMED AS THE USER, AND TO BIND THAT ENTITY TO THE TERMS OF USE. THE TERM “YOU” REFERS TO THE INDIVIDUAL OR ENTITY, AS APPLICABLE, IDENTIFIED AS THE USER WHEN YOU REGISTERED ON THE WEBSITE. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS OF USE, YOU MAY NOT ACCESS OR USE THIS WEBSITE OR THE SERVICES.
APYBARA IS NOT AN EXCHANGE, FUNDING PORTAL, CUSTODIAN, TRUST COMPANY, LICENSED BROKER, DEALER, BROKER-DEALER, INVESTMENT ADVISOR, INVESTMENT MANAGER, OR ADVISER. NEITHER APYBARA NOR OUR SERVICES GIVE, OFFER, OR RENDER INVESTMENT, TAX, OR LEGAL ADVICE. APYBARA PROVIDES SOFTWARE THAT ALLOWS YOU TO DEPLOY AND STAKE DIGITAL ASSETS TO POTENTIALLY GENERATE RETURNS FROM THIRD-PARTY SERVICES (DEFINED BELOW) UNAFFILIATED WITH APYBARA. BEFORE MAKING FINANCIAL OR INVESTMENT DECISIONS, WE RECOMMEND THAT YOU CONTACT AN INVESTMENT ADVISOR, OR TAX OR LEGAL PROFESSIONAL.
PLEASE BE AWARE THAT SECTION 16 (DISPUTE RESOLUTION) OF THIS AGREEMENT, BELOW, CONTAINS PROVISIONS GOVERNING HOW DISPUTES THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY DISPUTES THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT.
ANY DISPUTE, CLAIM OR REQUEST FOR RELIEF RELATING IN ANY WAY TO YOUR USE OF THE SITE WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF SINGAPORE, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY EXCLUDED FROM THIS AGREEMENT.
PLEASE BE AWARE THAT SECTION 3.44 (APYBARA COMMUNICATIONS) OF THIS AGREEMENT, BELOW, CONTAINS YOUR OPT-IN CONSENT TO RECEIVE COMMUNICATIONS FROM US, INCLUDING VIA E-MAIL, TEXT MESSAGE, CALLS AND PUSH NOTIFICATION.
Your use of, and participation in, certain Services may be subject to additional terms (“Supplemental Terms”) and such Supplemental Terms will either be listed in the Terms of Use or will be presented to you for your acceptance when you sign up to use the supplemental Service. If the Terms of Use are inconsistent with the Supplemental Terms, the Supplemental Terms shall control with respect to such Service. The Terms of Use and any applicable Supplemental Terms are referred to herein as the “Agreement.”
PLEASE NOTE THAT THE AGREEMENT IS SUBJECT TO CHANGE BY APYBARA IN ITS SOLE DISCRETION AT ANY TIME. When changes are made, Apybara will make a new copy of the Terms of Use Agreement available at the Website and any new Supplemental Terms will be made available from within, or through, the affected Service on the Website. We will also update the “Last Updated” date at the top of the Terms of Use Agreement. If we make any material changes, and you have registered with us to create an Account (as defined in Section 4.1 (Registering Your Account) below) we may notify you by email or by notification through the Services. Any changes to the Agreement will be effective immediately for new users of the Website and/ or Services and will be effective thirty (30) days after posting notice of such changes on the Website for existing Registered Users (defined below), provided that any material changes shall be effective for Registered Users who have an Account with us upon the earlier of thirty (30) days after posting notice of such changes on the Website or thirty (30) days after dispatch of notice of such changes to Registered Users (defined in Section 4.1 (Registering Your Account) below). Apybara may require you to provide consent to the updated Agreement in a specified manner before further use of the Website, and/or the Services is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Services. Otherwise, your continued use of the Services constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT TERMS.
DESCRIPTION OF THE SERVICES & ITS LIMITATIONS. The Services include without limitation the Platform (and Services enabled thereby), each as further defined and described below. There important risks and limitations associated with the use of the Services described below and elsewhere in these Terms of Use. Please read them carefully.
The Platform. Apybara’s Services include access to its “Platform,” which is a proprietary widget and associated online platform that allows Registered Users to connect one or more third-party digital wallets (each, a “Wallet”) and visualize such Registered User’s cryptocurrency assets (“User Assets”) that are contained in such Wallet and/or deployed across third-party distributed ledgers compatible with the Services (each, a “Supported Blockchain”) in accordance with the technological and contractual parameters of such Supported Blockchain (the “Blockchain Rules”). These visualizations may include graphs, projections, and other information about your User Assets (collectively, “User Asset Information”). For the avoidance of doubt, Apybara does not own or control any Wallet or Supported Blockchain.
Apybara Staking Service. Apybara’s proprietary software (the “Apybara Staking Service” or “Staking Service”) allows Registered Users to deploy digital currency assets across Supported Blockchains and to receive income from those Supported Blockchains (such income, “Staking Rewards”) in accordance with the applicable Blockchain Rules. Apybara does not have any access to or control over your User Assets when you deploy such User Assets using the Apybara Staking Service, and all use of the Apybara Staking Service is at your own risk. Information that may be provided to you by the Platform about your allocation of your User Assets and any Staking Rewards earned in connection therewith are all considered User Asset Information. You may have the ability to use the Apybara Staking Service to draft and execute testnet transactions prior to deployment of any User Assets. Notwithstanding anything else set forth on the Services, Apybara makes no representations that any successful testnet transaction will result in a successful execution of the same transaction on the applicable Supported Blockchain’s mainnet.
Your User Assets. When you connect a Wallet and use the Apybara Staking Service to deploy User Assets, you represent and warrant that (a) you own or have the authority to connect to the Wallet; (b) you own or have the authority to deploy such User Assets; (c) all User Assets you deploy or otherwise make available in connection with the Services have been earned, received, or otherwise acquired by you in compliance with all applicable laws; and (d) no User Assets that you deploy or otherwise make available in connection with the Services have been “tumbled” or otherwise undergone any process designed to hide, mask, or obscure the origin or ownership of such User Assets.
Compatibility Risk. The Services may not be compatible with all forms of cryptocurrency, and certain of your User Assets may not be compatible with the Services. Whether or not a User Asset is then-currently compatible with the Services may change at any time, in Apybara’s sole discretion, with or without notice to you.
Staking Rewards. Any Staking Rewards that you receive in connection with your use of the Apybara Staking Service to deploy your User Assets to a Supported Blockchain is provided by the applicable Supported Blockchain, and not Apybara. Any Staking Rewards you receive or do not receive is at the sole discretion of such Supported Blockchain(s) in accordance with the applicable Blockchain Rules, and Apybara shall have no obligation to you to facilitate any Staking Rewards payment and no liability to you in connection with any Staking Rewards or your failure to receive the same. Apybara does not custody or control your User Assets, and does not provide, guarantee, or promise any Staking Rewards or other returns on or in connection with your User Assets.
Taxes. You are solely responsible (and Apybara has no responsibility) for determining what, if any, taxes apply to any transactions involving your User Assets, including your receipt of any Staking Rewards.
Protocol Data. Apybara analyzes available information from Supported Blockchains and other third-party sources related to individual cryptoassets, Supported Blockchains, and Blockchain Rules, and makes available proprietary analysis of the impact of those factors on the performance of such Supported Blockchains and the Staking Rewards generated or generable by each such Supported Blockchain (the “Protocol Data”). The Protocol Data provided by Apybara rely in part on (i) the accuracy of data provided by third parties, including without limitation third-party financial institution(s), Supported Blockchains, and our suppliers; (ii) historical market data that may not be applicable in all scenarios; and (iii) the continued performance of each Supported Blockchain in accordance with past practices, including without limitation adherence to the applicable Blockchain Rules. Apybara encourages you to confirm through independent sources any Protocol Data made available on or through the Services before considering or entering into any transaction with respect to any applicable Supported Blockchain. The Protocol Data is made available “AS IS” and “WITH ALL FAULTS.” PROTOCOL DATA IS NOT FINANCIAL ADVICE OR INVESTMENT ADVICE. BEFORE MAKING FINANCIAL OR INVESTMENT DECISIONS, WE RECOMMEND THAT YOU CONTACT A FINANCIAL ADVISOR.
Your Assumption of Risk.
WHEN YOU USE THE SERVICES, YOU UNDERSTAND AND ACKNOWLEDGE THAT APYBARA IS NOT A FINANCIAL OR INVESTMENT ADVISOR AND THAT THE SERVICES ENTAIL A RISK OF LOSS AND MAY NOT MEET YOUR NEEDS. The Services provided by Apybara rely on Supported Blockchains and the applicable Blockchain Rules, which may not be reliable, consistent or dependent in all scenarios. The Services (including your use of the Apybara Staking Service) entail a risk of loss and your use of the Services may not meet your needs. Apybara may not be able to foresee or anticipate technical or other difficulties which may result in data loss or other service interruptions. Apybara encourages you to periodically confirm the valuation of your User Assets and the accuracy of any Protocol Data through independent sources. Apybara is not responsible for your User Assets, and does not and cannot make any guarantee that your User Assets will earn any Staking Rewards or that your User Assets will not lose value. The prices of cryptocurrency assets can be extremely volatile. Apybara makes no warranties as to the markets in which your User Assets are staked, transferred, purchased, or traded.
You understand that like any other software, the Apybara Staking Service could be at risk of third-party malware, hacks or cybersecurity breaches. You agree that it is your responsibility to monitor your User Assets regularly and confirm their proper use and deployment consistent with your intentions.
In order to be successfully completed, any transaction involving your User Assets initiated by or sent to your Wallet must be confirmed by and recorded on the applicable Supported Blockchain. Apybara has no control over any blockchain, including without limitation any Supported Blockchain, and therefore cannot and does not ensure that any transaction details that you submit or receive via our Services (including without limitation via the Apybara Staking Service) will be validated by or confirmed on the relevant Supported Blockchain, and Apybara does not have the ability to facilitate any cancellation or modification requests. You accept and acknowledge that you take full responsibility for all activities that you effect through your Wallet and accept all risks of loss, including loss as a result of any authorized or unauthorized access to your Wallet, to the maximum extent permitted by law. You further accept and acknowledge that:
You represent and warrant that you (a) have the necessary technical expertise and ability to review and evaluate the security, integrity and operation of your Wallet and any Supported Blockchains to which your User Assets may be deployed and staked in connection with the Services; (b) have the knowledge, experience, understanding, professional advice and information to make your own evaluation of the merits, risks and applicable compliance requirements under applicable laws of any use of your Wallet and any Supported Blockchains to which your User Assets may be deployed in connection with the Services; (c) know, understand and accept the risks associated with your Wallet and any Supported Blockchains to which your User Assets may be deployed in connection with the Services; and (d) accept the risks associated with blockchain technology generally, and are responsible for conducting your own independent analysis of the risks specific to your use of the Services. You further agree that Apybara will have no responsibility or liability for such risks.
Apybara is a software provider that does not store, custody, send, or receive your User Assets.
There are risks associated with using Internet based currencies and other digital assets, including but not limited to, the risk of hardware, software and Internet connections; the risk of malicious software introduction; the risk that third parties may obtain unauthorized access to information stored within your Wallet; and the risk of counterfeit assets, mislabeled assets, assets that are vulnerable to metadata decay, assets on smart contracts with bugs, and assets that may become untransferable. You accept and acknowledge that Apybara will not be responsible for any communication failures, disruptions, errors, distortions or delays or losses you may experience when using blockchain technology, however caused.
The regulatory regimes governing blockchain technologies, cryptocurrencies, and tokens are uncertain, and new regulations or policies may materially adversely affect the development of the Services.
Apybara makes no guarantee as to the functionality of any blockchain’s decentralized governance, which could, among other things, lead to delays, conflicts of interest, or operational decisions (including without limitation changes to any Blockchain Rules) that are unfavorable to your User Assets and/or impact your ability to receive Staking Rewards. You acknowledge and accept that the Blockchain Rules governing the operation of a Supported Blockchain may be subject to sudden changes which may materially alter such Supported Blockchain and affect the value and function of any of your User Assets staked on or to that Supported Blockchain.
Apybara makes no guarantee as to the security of any Supported Blockchain or Wallet. Apybara is not liable for any hacks, double spending, stolen User Assets, or any other attacks on a Supported Blockchain or Wallet.
Any Supported Blockchain may slash or otherwise impose penalties on certain validators (including validators to which your User Assets have been deployed) in response to any activity not condoned by such Supported Blockchain, whether in accordance with the applicable Blockchain Rules or otherwise. You acknowledge and agree that Apybara shall have no liability in connection with any such slashing or penalties, including any slashing or penalties that result in a loss or depreciation of value of your User Assets.
The Supported Blockchains are controlled by third parties, and Apybara is not responsible for their performance nor any risks associated with the use thereof. The Services rely on, and Apybara makes no guarantee or warranties as to the functionality of or access to, any Supported Blockchain, Wallet, or other Third-Party Service.
You control your Wallet, and Apybara is not responsible for its performance, nor any risks associated with the use thereof.
USE OF THE SERVICES.
License to the Services. Subject to the Agreement, Apybara grants you a limited license to access and use the Services, including the Apybara Staking Service, solely as described hereunder. Unless otherwise specified by Apybara in a separate license, your right to use any and all Services is subject to this Agreement. You acknowledge and agree that nothing set forth herein shall be construed as a sale of any ownership interest in or to the Services, including the Platform and Apybara Staking Service or any intellectual property rights associated therewith.
Updates. You understand that Services are evolving. You acknowledge and agree that Apybara may update Services with or without notifying you. You may need to update third-party software from time to time in order to use Services.
Certain Restrictions. The Services are intended for your internal use only. The rights granted to you in the Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Services or any portion of the Services, including the Website; (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Services (including images, text, page layout or form) of Apybara; (c) you shall not use any metatags or other “hidden text” using Apybara’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in the Website (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Services. Any future release, update or other addition to the Services shall be subject to the Agreement. Apybara, its suppliers and service providers reserve all rights not granted in the Agreement. Any unauthorized use of the Services may terminate the licenses granted by Apybara pursuant to the Agreement.
Apybara Communications. By entering into this Agreement or using the Services, you agree to receive communications from us, including via e-mail. You agree that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems. Communications from us and our affiliated companies may include but are not limited to: operational communications concerning your Account or the use of the Services, updates concerning new and existing features on the Services, communications concerning promotions run by us or our third-party partners, and news concerning the Apybara and industry developments. You acknowledge and agree that standard text messaging charges applied by your cell phone carrier may apply to text messages that we send.
Third-Party Services. Certain features of the Services may rely on third-party websites, services, technology, or applications accessible or otherwise connected to the Services but not provided by Apybara, including without limitation any Supported Blockchain, any validator on such Supported Blockchain, and your Wallet (each, a “Third-Party Service” and, collectively, “Third-Party Services”). Notwithstanding anything to the contrary in these Terms of Use, you acknowledge and agree that (i) Apybara shall not be liable for any damages, liabilities, or other harms in connection with your use of and/or any inability to access the Third-Party Services; and (ii) Apybara shall be under no obligation to inquire into and shall not be liable for any damages, other liabilities or harm to any person or entity relating to any losses, delays, failures, errors, interruptions or loss of data occurring directly or indirectly by reason of Third-Party Services or any other circumstances beyond Apybara’s control, including without limitation the failure of a Supported Blockchain or other Third-Party Service.
REGISTRATION.
Registering Your Account. In order to access certain features of Services you may be required to become a Registered User. A “Registered User” is a user who has registered an account through the Services (“Account”). You may be able to connect one or more Wallets to your Account.
Registration Data. In registering an Account through the Services, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by the registration form (the “Registration Data”); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are (i) at least eighteen (18) years old; (ii) of legal age to form a binding contract; and (iii) not a person barred from using Services under the laws of Singapore, your place of residence or any other applicable jurisdiction. If you are acting on behalf of a DAO or other entity, whether or not such entity is formally incorporated under the laws of your jurisdiction, you represent and warrant that you have all right and authority necessary to act on behalf of such entity. You acknowledge and agree that the Services will only function properly and provide usable results if the Registration Data and other User Asset Information is accurate and complete. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of Services by minors. You may not share your Account or password with anyone, and you agree to (y) notify Apybara immediately of any unauthorized use of your password or any other breach of security; and (z) exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current or incomplete, or Apybara has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, Apybara has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree not to create an Account or use the Services if you have been previously removed by Apybara, or if you have been previously banned from any of the Services.
Connecting Your Wallet. In order to access certain features of the Services you need to connect a Wallet that is supported by or compatible with the Services. You cannot create a Wallet using the Services. You represent that you are entitled to connect any Wallet that you connect to the Services and to grant any permissions that you grant us in and to such Wallet in order to facilitate any Services. Please note that if a Wallet or associated service becomes unavailable or Apybara’s access to such Wallet is terminated by the Wallet provider, then you will no longer be able to integrate such Wallet with the Services, and we disclaim all liability in connection with the foregoing, including without limitation any failure to access your User Assets. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR WALLET IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS, AND APYBARA DISCLAIMS ANY LIABILITY FOR INFORMATION THAT MAY BE PROVIDED TO IT OR USER ASSETS THAT MAY BE DEPLOYED TO A APYBARA STAKING SERVICE BY SUCH THIRD-PARTY SERVICE PROVIDERS IN VIOLATION OF THE SETTINGS THAT YOU HAVE SET IN SUCH THIRD-PARTY ACCOUNTS.
User Representations. When you use the Services, you represent and warrant that you: (a) have the knowledge, experience, understanding, professional advice and information to make your own evaluation of the merits, risks and applicable compliance requirements under applicable laws of any use of the Services; (b) know, understand and accept the risks associated with blockchain technology and digital assets; and (c) are responsible for conducting your own independent analysis of the risks specific to any User Assets you deploy using the Apybara Staking Service. You further agree that Apybara will have no responsibility or liability for such risks.
Your Account. Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and inure to the benefit of Apybara.
Necessary Equipment and Software. You must provide all equipment and software necessary to connect to the Services, including but not limited to, a mobile device that is suitable to connect with and use the Services as applicable. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Services.
RESPONSIBILITY FOR CONTENT.
Types of Content. You acknowledge that all data, information, and other content (“Content”), including the Services, is the sole responsibility of the party from whom such Content originated. This means that you, and not Apybara, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available (“Make Available”) through Services (“Your Content”).
No Obligation to Pre-Screen Content. You acknowledge that Apybara has no obligation to pre-screen Content, although Apybara reserves the right in its sole discretion to pre-screen, refuse or remove any Content. By entering into the Agreement, you hereby provide your irrevocable consent to such monitoring. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content, including without limitation chat, text, or voice communications, or any information (including transaction data) that is recorded on any blockchain. In the event that Apybara pre-screens, refuses or removes any Content, you acknowledge that Apybara will do so for Apybara’s benefit, not yours. Without limiting the foregoing, Apybara shall have the right to remove any Content that violates the Agreement or is otherwise objectionable.
Storage. Apybara has no obligation to store any of Your Content that you Make Available on or through the Services. Apybara has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Services. Certain Services may enable you to specify the level at which such Services restrict access to Your Content. You are solely responsible for applying the appropriate level of access to Your Content. If you do not choose, the system may default to its most permissive setting. You agree that Apybara retains the right to create reasonable limits on Apybara’s use and storage of the Content, including Your Content, such as limits on file size, storage space, processing capacity, and similar limits described on the Website and as otherwise determined by Apybara in its sole discretion.
OWNERSHIP.
Services. Except with respect to Your Content and, you agree that as between you and Apybara, Apybara and its suppliers own all rights, title and interest in the Services, including but not limited to, any software, computer code, algorithms, technology, themes, objects, concepts, artwork, animations, sounds, methods of operation, and documentation, as well as all intellectual and proprietary rights related thereto. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any Services.
Trademarks. Apybara’s stylized name and all related graphics, logos, service marks and trade names used on or in connection with any Services, or in connection with the Services, are the trademarks of Apybara and may not be used without permission in connection with your, or any third-party, products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners.
Your Content. Apybara does not claim ownership of Your Content. However, when you as a Registered User provide Your Content on or through the Services, you represent that you own and/or have a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, and communicate to the public, perform and display Your Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or later developed, for the full term of any worldwide intellectual property right that may exist in Your Content.
License to Your Content. Subject to any applicable Account settings that you select, you grant Apybara a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display Your Content (in whole or in part) for the purposes of: (i) operating and providing Services to you; (ii) improving the Services; and (iii) developing new products and services. You agree that you, not Apybara, are responsible for all of Your Content that you Make Available on or in Services.
Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Apybara through its suggestion, feedback, wiki, Discord, forum, or other pages or means (“Feedback”) is at your own risk and that Apybara has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Apybara a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of Services and/or Apybara’s business.
USER CONDUCT.
You agree that you are solely responsible for your conduct in connection with the Services. You agree that you will abide by this Agreement and will not (and will not attempt to): (a) provide false or misleading information to Apybara; (b) use or attempt to use another Registered User’s Wallet without authorization from such Registered User; (c) pose as another person or entity; (d) use the Services in any manner that could interfere with, disrupt, negatively affect or inhibit other Registered Users from fully enjoying the Services, or that could damage, disable, overburden or impair the functioning of the Services in any manner; (e) develop, utilize, or disseminate any software, or interact with any API in any manner, that could damage, harm, or impair the Services; (f) bypass or circumvent measures employed to prevent or limit access to any service, area, or code of the Services; (g) attempt to circumvent any content-filtering techniques we employ; (h) use any robot, spider, crawler, scraper, script, browser extension, offline reader, or other automated means or interface not authorized by us to access the Services, extract data or otherwise interfere with or modify the rendering of Service pages or functionality; (i) collect or harvest data from our Services that would allow you to contact individuals, companies, or other persons or entities, or use any such data to contact such entities; (j) use data collected from our Services for any direct marketing activity (including without limitation, email marketing, SMS marketing, telemarketing, and direct marketing); (k) bypass or ignore instructions that control all automated access to the Services; (l) use the Service for any illegal or unauthorized purpose, or engage in, encourage, or promote any activity that violates any applicable law or this Agreement; (m) use your Wallet to carry out any illegal activities in connection with or in any way related to your access to and use of the Services, including but not limited to money laundering, terrorist financing or deliberately engaging in activities designed to adversely affect the performance of the Services; (n) engage in or knowingly facilitate any “front-running,” “wash trading,” “pump and dump trading,” “ramping,” “cornering” or fraudulent, deceptive or manipulative trading activities, including: (i) trading a User Assets at successively lower or higher prices for the purpose of creating or inducing a false, misleading or artificial appearance of activity in such User Asset, unduly or improperly influencing the market price for such User Asset on the Services or any Supported Blockchain or establishing a price which does not reflect the true state of the market in such User Asset; (ii) for the purpose of creating or inducing a false or misleading appearance of activity in a User Asset or creating or inducing a false or misleading appearance with respect to the market in a User Asset: (Y) executing or causing the execution of any transaction in a User Asset which involves no material change in the beneficial ownership thereof; or (Z) entering any order for the purchase or sale of a User Asset with the knowledge that an order of substantially the same size, and at substantially the same price, for the sale of such User Asset, has been or will be entered by or for the same or different parties; or (iii) participating in, facilitating, assisting or knowingly transacting with any pool, syndicate or joint account organized for the purpose of unfairly or deceptively influencing the market price of a User Asset; (o) use the Services to carry out any financial activities subject to registration or licensing, including but not limited to using the Services to transact in securities, debt financings, equity financings or other similar transactions except in strict compliance with applicable law; (p) use the Service to participate in fundraising for a business, protocol, or platform except in strict compliance with applicable law; (q) Make Available any Content that infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any person or entity; or (r) attempt to access any Wallet that you do not have the legal authority to access. Any unauthorized use of any Services terminates the licenses granted by Apybara pursuant to the Agreement.
FEES.
Fees. Apybara charges fees (“Fees”) in connection with your use of certain Services, including without limitation Fees based on the User Assets staked through the Staking Services. All pricing and payment terms for such Fees are as indicated on the Service, and any payment obligations you incur are binding at the time of the applicable transaction. In the event that Apybara makes available, and you elect to purchase, any Services in connection with which Apybara charges Fees, you agree that you will pay Apybara all such Fees at Apybara’s then-current standard rates. You agree that all Fees are non-cancellable, non-refundable, and non-recoupable.
Taxes. You are responsible for all federal, state, local, sales, use, value added, excise, or other taxes, fees, or duties arising out of the Agreement or the transactions contemplated by the Agreement (other than taxes based on Apybara’s net income).
Promotions. Apybara may from time to time make available certain conditional offers, promotional prices, or discounted fees (each, a “Promotion”) to new or existing users of the Services. The rules governing such Promotion will be made available in connection with such Promotion. Apybara will determine your eligibility for any Promotion in its sole discretion and may change the terms of or terminate a Promotion at any time, with or without notice to you.
Currency. You may not substitute any other currency, whether cryptocurrency or fiat currency, for the currency in which you have contracted to pay at the time of purchase. For clarity, no fluctuation in the value of any currency, whether cryptocurrency or otherwise, shall impact or excuse your obligations with respect to any purchase.
Payment Processing Services. Apybara may add or change any payment processing services at any time. Such services may be subject to additional terms or conditions.
INDEMNIFICATION.
You agree to indemnify and hold Apybara, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, a “Apybara Party” and collectively, the “Apybara Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of any and all of the following: (a) Your Content; (b) your use of, or inability to use, any Services; (c) your violation of the Agreement, including any of your representations or warranties hereunder; (d) your violation of any rights of another party, including any Registered Users; (e) your failure to provide accurate or complete data in connection with your use of the Services; or (f) your violation of any applicable laws, rules or regulations. Apybara reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Apybara in asserting any available defenses. This provision does not require you to indemnify any of the Apybara Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with the Website or any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Agreement and/or your access to Services.
RELEASE
TO THE MAXIMUM EXTENT PERMISSIBLE BY APPLICABLE LAW, YOU HEREBY RELEASE THE APYBARA PARTIES FROM ANY AND ALL LIABILITY, CLAIMS, DEMANDS, ACTIONS, AND CAUSES OF ACTION, WHATSOEVER, ARISING OUT OF OR RELATED TO ANY LOSS WHICH MAY BE SUSTAINED BY YOU WHILE USING, ARISING OUT OF, OR IN CONNECTION WITH THE USE OF THE SERVICES, INCLUDING ANY DIMUNITION OF VALUE TO OR LOSS OR THEFT OF ANY USER ASSETS. TO THE MAXIMUM EXTENT PERMISSIBLE BY APPLICABLE LAW, THIS RELEASE IS BINDING UPON YOUR RELATIVES, SPOUSE, HEIRS, NEXT OF KIN, EXECUTORS, ADMINISTRATORS, BENEFICIARIES, PARTNERS, AND ANY OTHER AFFILIATES OR INTERESTED PARTIES.
To the maximum extent permissible by applicable law, you waive and relinquish any and all rights and benefits otherwise conferred by any statutory or non-statutory law of any jurisdiction that would purport to limit the scope of a release or waiver, including any all rights and benefits which you have or may have under California Civil Code Section 1542 or any similar provision of the statutory or non-statutory law of any other jurisdiction to the full extent that you may lawfully waive all such rights and benefits. You acknowledge that the releases in these Terms of Use are intended to be as broad and inclusive as permitted by law, and as a complete and continuous release and waiver of liability for any and all use of the Services.
DISCLAIMER OF WARRANTIES AND CONDITIONS.
As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF SERVICES IS AT YOUR SOLE RISK, AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. APYBARA PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE WEBSITE. THE APYBARA PARTIES MAKE NO REPRESENTATION THAT THE SERVICES, INCLUDING THE APYBARA STAKING SERVICE, WILL FUNCTION AS INTENDED OR BE SUITABLE FOR YOUR PURPOSES, AND YOU BEAR ALL RISK ASSOCIATED WITH ANY USER ASSETS THAT YOU USE IN CONNECTION THEREWITH.
APYBARA PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) SERVICES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF SERVICES WILL BE ACCURATE OR RELIABLE. APYBARA MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE APYBARA STAKING SERVICE OR YOUR USE OF THE SAME. THE APYBARA PARTIES MAKE NO REPRESENTATION THAT THE SERVICES, INCLUDING THE APYBARA STAKING SERVICE, WILL BE FREE OF THIRD PARTY MALWARE, HACKS OR OTHER CYBSECURITY BREACHES.
ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH SERVICES IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS SERVICES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.
THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS AND OTHER DISRUPTIONS. APYBARA MAKES NO WARRANTY, REPRESENTATION OR CONDITION WITH RESPECT TO SERVICES, INCLUDING BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF SERVICES.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM APYBARA OR THROUGH SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
FROM TIME TO TIME, APYBARA MAY OFFER NEW “BETA” FEATURES OR TOOLS WITH WHICH ITS USERS MAY EXPERIMENT. SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OF ANY KIND, AND MAY BE MODIFIED OR DISCONTINUED AT APYBARA’S SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES OR TOOLS.
Apybara Is Not an Investment Advisor. NEITHER APYBARA NOR ITS SUPPLIERS OR LICENSORS SHALL BE RESPONSIBLE FOR INVESTMENT AND OTHER FINANCIAL DECISIONS, OR DAMAGES, OR OTHER LOSSES RESULTING FROM USE OF THE SERVICES. NEITHER APYBARA NOR ITS SUPPLIERS OR LICENSORS SHALL BE CONSIDERED AN “EXPERT” UNDER THE APPLICABLE SECURITIES LEGISTLATION IN YOUR JURISDICTION. NEITHER APYBARA NOR ITS SUPPLIERS OR LICENSORS WARRANT THAT THIS WEBSITE COMPLIES WITH THE REQUIREMENTS OF ANY APPLICABLE REGULATORY AUTHORITY, SECURITIES AND EXCHANGE COMMISSION, OR ANY SIMILAR ORGANIZATION OR REGULATOR OR WITH THE SECURITIES LAWS OF ANY JURISDICTION.
No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT APYBARA PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD APYBARA PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES AND SUPPORTED BLOCKCHAINS, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU. APYBARA SHALL BE UNDER NO OBLIGATION TO INQUIRE INTO AND SHALL NOT BE LIABLE FOR ANY DAMAGES, OTHER LIABILITIES OR HARM TO ANY PERSON OR ENTITY RELATING TO ANY LOSSES, DELAYS, FAILURES, ERRORS, INTERRUPTIONS OR LOSS OF DATA OCCURRING DIRECTLY OR INDIRECTLY BY REASON OF CIRCUMSTANCES BEYOND APYBARA CONTROL, INCLUDING WITHOUT LIMITATION THROUGH THE DEPLOYMENT OF USER ASSETS TO ANY SUPPORTED BLOCKCHAIN IN CONNECTION WITH THE SERVICES.
No Liability in Connection with Open-Source Software. Notwithstanding anything to the contrary in these Terms of Use, you acknowledge and agree that any software or services you access under the terms of an OSS license (“OSS License”) is at your own risk, and Apybara shall not be liable for any damages, other liabilities or harm to any person or entity relating to any losses, delays, failures, errors, interruptions or loss of data occurring directly or indirectly by reason of circumstances outside beyond Apybara control, including without limitation through your use of any content under the terms of an OSS License.
No Liability for Third-Party Materials. As a part of the Services, you may have access to materials that are hosted by another party. You agree that it is impossible for Apybara to monitor such materials and that you access these materials at your own risk.
LIMITATION OF LIABILITY.
Disclaimer of Certain Damages. YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT SHALL APYBARA PARTIES BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, IN EACH CASE WHETHER OR NOT APYBARA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT OR USE OF SERVICES (INCLUDING THE APYBARA STAKING SERVICE) OR ANY COMMUNICATIONS, INTERACTIONS OR EXCHANGES WITH OTHER USERS OF SERVICES OR THIRD PARTIES THAT INTERACT WITH THE SERVICES, ON ANY THEORY OF LIABILITY, INCLUDING ANY SUCH DAMAGES RESULTING FROM: (a) LOSS OR DIMINISHMENT IN VALUE OF USER ASSETS, (b) THE USE OR INABILITY TO USE SERVICES; (c) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED; OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH SERVICES; (d) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (e) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OR IN CONNECTION WITH THE SERVICES, INCLUDING WITHOUT LIMITATION ANY THIRD-PART POOL; (f) ANY USE OF THE APYBARA STAKING SERVICE, OR (g) ANY OTHER MATTER RELATED TO SERVICES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY OF A APYBARA PARTY FOR (i) DEATH OR PERSONAL INJURY CAUSED BY A APYBARA PARTY’S NEGLIGENCE; OR FOR (ii) ANY INJURY CAUSED BY A APYBARA PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
Cap on Liability. TO THE FULLEST EXTENT PROVIDED BY LAW, APYBARA PARTIES WILL NOT BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (a) $100; OR (b) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES WHERE SUCH REMEDY OR PENALTY CANNOT BE WAIVED OR REDUCED PURSUANT TO THIS AGREEMENT. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A APYBARA PARTY FOR (i) DEATH OR PERSONAL INJURY CAUSED BY A APYBARA PARTY’S NEGLIGENCE; OR FOR (ii) ANY INJURY CAUSED BY A APYBARA PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
User Content. APYBARA ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, YOUR CONTENT AND USER CONTENT), USER COMMUNICATIONS OR PERSONALIZATION SETTINGS.
Exclusion of Damages. CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN APYBARA AND YOU.
MONITORING AND ENFORCEMENT. If Apybara becomes aware of any possible violations by you of the Agreement, Apybara reserves the right to investigate such violations. If, as a result of the investigation, Apybara believes that criminal activity has occurred, Apybara reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Apybara is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Services, including your Wallet address and other Registration Data, in Apybara’s possession in connection with your use of Services, to (i) comply with applicable laws, legal process or governmental request; (ii) enforce the Agreement, (iii) respond to any claims that Your Content violates the rights of third parties, (iv) respond to your requests for customer service, or (v) protect the rights, property or personal safety of Apybara, its Registered Users or the public, and all enforcement or other government officials, as Apybara in its sole discretion believes to be necessary or appropriate.
TERM AND TERMINATION.
Term. The Agreement commences on the date when you accept the Agreement (as described in the preamble above) and remain in full force and effect while you use Services, unless terminated earlier in accordance with the Agreement.
Prior Use. Notwithstanding the foregoing, you hereby acknowledge and agree that the Agreement commenced on the earlier to occur of (a) the date you first used Services or (b) the date you accepted the Agreement, and will remain in full force and effect while you use any Services, unless earlier terminated in accordance with the Agreement.
Termination of Services by Apybara. Apybara reserves the right to terminate this Agreement and your access to the Services at any time, for any or for no reason, with or without notice to you.
Termination of Services by You. If you want to terminate the Services provided by Apybara, you may do so by (a) notifying Apybara at any time and (b) closing your Account for all of the Services that you use. Your notice should be sent, in writing, to Apybara’s address set forth below.
Effect of Termination. Termination of any Service includes removal of access to such Service and barring of further use of the Service. Termination of all Services also includes deletion of your password and all related information, files and Content associated with or inside your Account (or any part thereof), including Your Content. Upon termination of any Service, your right to use such Service will automatically terminate immediately. You understand that any termination of Services may involve deletion of Your Content associated therewith from our live databases. Apybara will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of the Agreement which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, indemnification and limitation of liability.
No Subsequent Registration. If your Account or other ability to access, the Services, is discontinued by Apybara due to your violation of any portion of the Agreement, then you agree that you shall not attempt to re-register with or access the Services, and you acknowledge that you will not be entitled to receive a refund for any Fees related to those Services to which your access has been terminated.
INTERNATIONAL USERS. Services can be accessed from countries around the world and may contain references to Services and Content that are not available in your country. These references do not imply that Apybara intends to announce such Services or Content in your country. Services are controlled and offered by Apybara from its facilities in Singapore. Apybara makes no representations that Services are appropriate or available for use in other locations. Those who access or use Services from other countries do so at their own volition and are responsible for compliance with local law.
DISPUTE RESOLUTION. Any dispute arising out of or in connection with this Agreement, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (“SIAC”) in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (“SIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore. The Tribunal shall consist of three (3) arbitrator(s). The language of the arbitration shall be English. This Arbitration Agreement will survive the termination of your relationship with Apybara. Notwithstanding any provision in this Agreement to the contrary, we agree that if Apybara makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing Apybara at the following address: 22 Sin Ming Lane #06-76 Midview City, Singapore 573969.
GENERAL PROVISIONS.
Independent Contractors. The relationship of Apybara and you under this Agreement is that of independent contractors. Notwithstanding anything else set forth herein, neither party will be deemed to be an employee, agent, partner or legal representative of the other for any purpose and neither will have any right, power or authority to create any obligation or responsibility on behalf of the other. Your use of the Services shall not imply, suggest, or otherwise attempt to create an employment relationship between Apybara and you.
Electronic Communications. The communications between you and Apybara may take place via electronic means, whether you visit Services or send Apybara e-mails, or whether Apybara posts notices on Services or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from Apybara in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Apybara provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing.
Release. You hereby release Apybara Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of Services, including but not limited to, any interactions with or conduct of other Registered Users or third-party websites of any kind arising in connection with or as a result of the Agreement or your use of Services.
Assignment. The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Apybara’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
Force Majeure. Apybara shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to Services, please contact us at: hi@apybara.io. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Apybara agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the courts of Singapore.
Governing Law. THE TERMS AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF SINGAPORE, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THE AGREEMENT.
Choice of Language. It is the express wish of the parties that the Agreement and all related documents have been drawn up in English.
Notice. Where Apybara requires that you provide an e-mail address, you are responsible for providing Apybara with your most current e-mail address. In the event that the last e-mail address you provided to Apybara is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, Apybara’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Apybara at the following address: Apybara, ATTN: Legal, 22 Sin Ming Lane #06-76 Midview City, Singapore 573969. Such notice shall be deemed given when received by Apybara by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
Waiver. Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
Severability. If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
Export Control. You may not use, export, import, or transfer Services except as authorized by the laws of the jurisdiction in which you obtained Services, and any other applicable laws.
Entire Agreement. The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
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