Curvance Terms of Service
These Terms of Service (these "Terms") govern your access to and use of the website located at app.curvance.com and any related applications, interfaces, and services connected therewith (collectively, the "Services") operated by Curvance Platform Inc., a corporation organized under the laws of the Republic of Panama ("we," "us," or "our"). By accessing or using the Services, you ("User" or "you") agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services.
These Terms are effective as of November 22, 2025 (the "Effective Date") and will remain in effect until terminated in accordance with the provisions herein.
IMPORTANT NOTICE: THESE TERMS CONTAIN A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER THAT AFFECT YOUR LEGAL RIGHTS. PLEASE READ CLAUSE 16 CAREFULLY. IF YOU DO NOT AGREE TO WAIVE TRIAL BY JURY, AGREE TO BINDING ARBITRATION AND AGREE TO A CLASS ACTION WAIVER, DO NOT USE THE SERVICES.
By accessing, browsing, or otherwise using the Services, or by acknowledging agreement to the Terms on the Interface, you agree that you have read, understood, and accepted all of the Terms and our Privacy Policy (the "Privacy Policy"), which is incorporated by reference into the Terms.
1. Acceptance and Modification of Terms
By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and any additional terms, policies, and guidelines incorporated herein by reference. We reserve the right to modify or update these Terms at any time in our sole discretion. Any modifications will be effective immediately upon posting the updated Terms on our website. Your continued use of the Services following the posting of any changes constitutes your acceptance of such changes. If you do not agree with any modifications, you must immediately discontinue use of the Services.
These Terms shall be governed by and construed in accordance with the laws of Panama, without regard to its conflict of law provisions. We will provide notice of material changes to these Terms by posting the updated Terms on the website and updating the "Effective Date" at the top of these Terms. You are responsible for reviewing and becoming familiar with any such modifications.
We may also require you to provide consent to the updated Terms in a specified manner before further use of the Services is permitted. If you do not agree to any change(s) after receiving notice of such change(s), you must stop using the Services. Otherwise, your continued use of the Services constitutes your acceptance of such change(s).
When using certain Services, you may be subject to additional terms and conditions made available in connection with such Service. Any such terms and conditions are incorporated by reference into these Terms.
2. Description of Services
We operate an online non-custodial interface (the "Interface"), which is a web-based application that allows users to interact with the Curvance Protocol's smart contracts (the "Protocol"). The Interface displays relevant information about lending markets, collateral ratios, interest rates, and other Protocol parameters derived from publicly available sources including, but not limited to, the Protocol and blockchain explorers. We do not custody or control users' digital assets - all transactions occur on a peer-to-peer or peer-to-software or peer-to-software-to-peer basis or directly between users and the Protocol's smart contracts.
The Protocol is a decentralized and community-driven collection of blockchain-enabled smart contracts and tools. The Protocol is not part of and not included in the Services. All transactions conducted on the Protocol are run by related permissionless smart contracts. As the Interface is open-sourced and the Protocol and its related smart contracts are accessible by any user, entity or third party, via the Interface or without the use of the Interface there may be a number of third party web and mobile user-interfaces that allow for interaction with the Protocol. We do not provide, own, or control the Protocol or any transactions conducted on the Protocol or via related smart contracts.
The Protocol provides a non-custodial, decentralized finance platform enabling users to engage in peer-to-peer or peer-to-software or peer-to-software-to-peer transactions, including transactions wherein users supply supported crypto-assets to earn yield, borrow assets against collateral, and utilize automated vault and leverage strategies. The Protocol operates on multiple blockchain networks. Vault deposits and lending positions remain in the control of smart contracts deployed on their respective chains. Bridging is only utilized when a user voluntarily initiates a cross-chain migration of liquidity via a supported plugin (those services may be provided by various third parties such as Wormhole and/or LayerZero and may change at any time without notice). We do not hold, custody, or control any User assets.
The Protocol integrates with various third-party services and products including decentralized finance protocols, and supports multiple blockchain networks to provide enhanced functionality and liquidity. The specific blockchain networks and integrations supported by the Protocol may change from time to time at our discretion. Users are responsible for ensuring they interact with the Protocol only on supported networks using compatible digital assets.
We provide the Services on an "as is, where is, as available" basis and may modify, suspend, or discontinue any aspect of the Services at any time without prior notice. We make no guarantees regarding the availability, reliability, or functionality of the Protocol, Interface, or any other aspects of the Services.
3. Eligibility
To be eligible to access and use the Services, you must be an "Eligible User". An Eligible User is a person or entity that: (i) is at least eighteen (18) years old (or the age of legal majority in their jurisdiction, if higher); (ii) has the capacity to enter into a legally binding contract; and (iii) is not a "Prohibited Person".
A Prohibited Person includes:
- any person or entity located, organized, or resident in the United States of America or its territories, Myanmar (Burma), Cote D'Ivoire (Ivory Coast), Cuba, Crimea and Sevastopol, Democratic Republic of Congo, Iran, Iraq, Libya, Mali, Nicaragua, Democratic People's Republic of Korea (North Korea), Somalia, Sudan, Syria, Yemen or Zimbabwe or any other country or jurisdiction subject to applicable sanctions;
- any person or entity that is subject to sanctions, restrictions or prohibitions administered by any applicable governmental authority, including but not limited to the U.S. Department of Treasury's Office of Foreign Assets Control (OFAC), the United Nations Security Council, the European Union, His Majesty's Treasury, the Republic of Panama or the government of a User home country;
- any person or entity located, organized, or resident in any jurisdiction where use of the Services would be illegal or otherwise violate any applicable law; or
- any person or entity that we determine, in our sole discretion, to be ineligible to use the Services.
By accessing or using the Services, and in addition to any other representations and warranties set out herein, you represent and warrant that:
- you are an Eligible User;
- you are not a Prohibited Person;
- you are not accessing the Services using any technology that obscures your location;
- you will comply with all applicable laws, rules and regulations in connection with your use of the Services;
- any digital assets you use in connection with the Services are legally obtained and owned by you; and
- all information you provide to us is true, accurate and complete. You agree to notify us immediately if you cease to meet any of the eligibility requirements or if any of your representations and warranties become inaccurate at any time.
4. User Accounts and Security
To access and use certain features of the Services, you must connect a compatible digital asset wallet ("Wallet"). The Services support various third-party wallet providers, but we do not endorse or guarantee the security or functionality of any particular wallet provider. You are solely responsible for selecting a wallet provider and maintaining the security of your Wallet, including safeguarding your private keys, seed phrases, passwords, and other access credentials ("Access Information").
The Services require users to utilize self-custodial wallets, meaning that we do not custody, control, or have access to your digital assets or Access Information at any time. You acknowledge and agree that you are solely responsible for any activities that occur through or are authorized by your Wallet, whether authorized by you or not. We shall have no liability for any unauthorized access to your Wallet or any resulting loss of digital assets.
You must immediately notify us if you suspect any unauthorized access to your Wallet or compromised Access Information. However, due to the nature of blockchain technology and self-custodial wallets, we may be unable to prevent or reverse unauthorized transactions.
We reserve the right to suspend or terminate access to the Services for any Wallet address associated with suspicious or prohibited activities, including but not limited to violations of these Terms, applicable laws, or sanctions requirements. You acknowledge that we may be required to comply with law enforcement requests regarding your Wallet activity without prior notice to you.
5. Permitted & Prohibited Uses
The Services are available exclusively for use by technologically and financially sophisticated persons who wish to use the Services for informational purposes only. Before utilizing the Services 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).
You agree not to engage in, attempt to engage in, or assist others in engaging in any of the following prohibited activities in connection with your use of the Services:
- using the Services for any unlawful, unethical, fraudulent, or malicious purpose, including but not limited to money laundering, terrorist financing, fraud, or the evasion of sanctions or other regulatory requirements;
- using the Services to harm, damage, or otherwise impair or prejudice any third party;
- engaging in market manipulation, including any activity intended to deceive or artificially affect the price or trading volume of any digital assets;
- attempting to gain unauthorized access to the Services or other users' Accounts through hacking, password mining, or any other means;
- interfering with or disrupting the integrity or performance of the Services, the Protocol, or the data or digital assets contained or transacted therein;
- circumventing any technical measures implemented to prevent or restrict access to the Services;
- using any robot, spider, crawler, scraper or other automated means to access the Services or extract data; or
- impersonating another person or entity, or disguising yourself to avoid detection or obtain access to the Services.
You further agree to comply with all applicable laws, regulations, and rules in your use of the Services, including securities laws, commodities laws, anti-money laundering laws, sanctions regulations, and tax laws. We reserve the right to report any suspicious or illegal activity to relevant law enforcement or regulatory authorities. Violation of these prohibitions may result in immediate Termination of your access to the Services and may subject you to legal liability.
We maintain the right to monitor user activity for compliance with these prohibitions and to take any action we deem appropriate in response to violations, including but not limited to suspending or terminating access to the Services, freezing assets, and cooperating with law enforcement investigations.
6. Intellectual Property Rights
The Services, including without limitation the Protocol, Interface, content used in connection with the Services ("Content") and Marks (as defined below), and all intellectual property rights therein (together, the "Company IP"), are owned by us or our licensors. Except as expressly authorized by us, you may not copy, modify, create derivative works from, publicly display, publicly perform, republish, download, store, transmit, sell, rent, lease, or otherwise exploit any Company IP.
By posting, uploading, submitting, or otherwise transmitting any content through the Services ("User Content"), you grant us a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such User Content in any form, media, or technology now known or later developed. You represent and warrant that: (i) you own or control all rights in and to your User Content; (ii) your User Content does not violate these Terms or any applicable law; and (iii) your User Content does not infringe or violate any third party's intellectual property or other rights.
All trademarks, service marks, logos, trade names and any other proprietary designations ("Marks") displayed on the website are the property of us or their respective owners. You may not use any Marks without the prior written consent of us or the third party that owns the Marks. Nothing contained in the Services should be construed as granting any license or right to use any Marks without the express written permission of us or the third-party owner.
7. Third-Party Services and Integrations
We integrate with and rely upon various third-party services, applications, and technologies ("Third-Party Providers"), including but not limited to the Protocol, blockchain networks, decentralized finance protocols, digital wallet providers, and other distributed ledger technology services. You acknowledge and agree that:
- we have no control over, and make no representations or warranties regarding, any Third-Party Providers or their services;
- Your use of Third-Party Providers is entirely at your own risk and subject to the terms, conditions, and privacy policies, if any, of such Third-Party Providers;
- We do not own, operate, maintain or control the underlying blockchain networks, smart contracts (other than the Protocol), or digital wallet services that you may use to interact with the Services;
- We shall not be responsible for any delays, interruptions, failures, errors, or losses arising from blockchain network congestion, network failures, digital wallet malfunctions, or other technical issues related to Third-Party Providers;
- Third-Party Providers may impose their own fees ("Third-Party Provider Fees"), requirements, and restrictions on your use of their services;
- You are solely responsible for complying with any applicable Third-Party Provider terms and paying any associated fees;
- We shall have no liability for any acts or omissions of Third-Party Providers or any losses you may incur through your use of Third-Party Provider services.
We reserve the right to add, remove, or modify integrations with Third-Party Providers at any time without notice. The unavailability of any Third-Party Provider shall not constitute a breach of these Terms by us.
8. Fees and Payments
You acknowledge and agree that your use of the Services may involve various fees and costs, including (without limitation):
- Network Fees - You are responsible for all transaction fees, gas fees, and other costs charged by the underlying blockchain networks to process your transactions. These Network Fees are paid directly to the blockchain networks and are not controlled by or paid to us.
- Protocol Fees - The Protocol may charge fees for certain transactions, including but not limited to lending, borrowing, liquidations, and other protocol operations. These Protocol Fees are set by the Protocol's smart contracts and may change based on market conditions and protocol governance. Protocol Fees are distributed according to the Protocol's specifications and are not controlled by us.
- Third-Party Provider Fees. You are solely responsible for paying all applicable fees and ensuring you have sufficient funds to cover both the transaction amount and associated fees before initiating any transaction. We do not and will not provide refunds for any fees paid. All fees are due immediately and are non-refundable. We reserve the right to introduce new fees or modify existing fee structures upon notice to users.
You acknowledge that blockchain transactions are irreversible and we have no ability to reverse or modify transactions once they are submitted to the blockchain network. You are responsible for verifying all transaction details, including fees, before submitting any transaction.
9. Privacy and Data Collection
All collection and processing of User information is governed by our Privacy Policy, which is incorporated herein by reference and available on the website at the following address – /privacy-policy. By using the Services, you acknowledge and agree to the collection and processing of your information as described in the Privacy Policy.
10. Risk Disclosures and Assumptions
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICES, THE PROTOCOL, DIGITAL ASSET WALLETS AND ANY DIGITAL ASSETS INVOLVES SIGNIFICANT RISKS. YOU HEREBY EXPRESSLY ASSUME SUCH RISKS, INCLUDING, BUT NOT LIMITED TO:
- DIGITAL ASSET RISKS. Digital assets are highly volatile and speculative in nature. The value of digital assets can change rapidly, decrease, and potentially even fall to zero. Past performance is not an indicator of future results. You acknowledge that you could suffer a complete loss of value in any digital assets used with the Services.
- SMART CONTRACT RISKS. The Protocol operates through smart contracts deployed on various blockchain networks. Smart contracts may contain bugs, vulnerabilities, or other technical limitations that could result in the loss or theft of digital assets. We do not guarantee the security of any smart contracts and you acknowledge that you use them at your own risk.
- SMART CONTRACT UPGRADES. Upgraded or newly deployed smart contracts, interfaces, or protocol components may be released from time to time and are outside of our control. While independent audits may be conducted, we do not guarantee that any smart contract is free of vulnerabilities or exploits. Users acknowledge that they interact with the Protocol at their own risk.
- TOKEN SWAPPING AND CROSS-CHAIN RISKS. The Service may allow you to access token swaps or cross-chain transfers provided on a peer-to-peer or peer-to-software or peer-to-software-to-peer basis using services provided by third-party routing providers. Such swaps are executed externally, and we do not control, guarantee, or assume responsibility for execution, slippage, or bridge risk. We do not warrant the accuracy of prices or the success of any transaction executed through third-party service providers.
- API USE RISK. The Services may allow access to certain functionality or data through application programming interfaces ("APIs"). The use of APIs involves inherent risks, including but not limited to (i) operational errors, bugs, or downtime in the API or related systems; (ii) potential security vulnerabilities or unauthorized access resulting from improper API implementation or integration; (iii) rate limits, restrictions, or changes imposed by us or third-party service providers that may affect availability or performance; and (iv) reliance on third-party data sources, which may be inaccurate, delayed, or incomplete. Users who access or use the Services through APIs do so at their own risk and we make no representations or warranties as to the accuracy, reliability, availability, or continued operation of any API, and expressly disclaims any liability arising from or in connection with the use of, or inability to use, any API or related functionality. Users are solely responsible for maintaining appropriate security measures, monitoring API usage, and ensuring compliance with all applicable terms, technical requirements, and laws when utilizing such APIs.
- REGULATORY RISKS. The regulatory status of digital assets, decentralized finance protocols, and blockchain technology is unclear or unsettled in many jurisdictions. Future regulatory actions or changes could negatively impact the Services, functioning and or the availability of the Protocol or the value of digital assets. You acknowledge that you could be adversely affected by regulatory changes.
- NO REGULATORY SUPERVISION. We 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 us regarding the accuracy or completeness of any information available in connection with your use of the Services. Similarly, the technology, systems, tokens and persons relevant to information published on the site or through the use of the Services 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. We are not registered as a broker, dealer, advisor, transfer agent or other intermediary.
- NO PROFESSIONAL ADVICE OR LIABILITY. All information provided by or on behalf of us and/or in connection with the Services 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 us. 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.
- ALGORITHMIC RECOMMENDATIONS. Any portfolio allocations, yield recommendations, or optimization insights generated through the Services or by the Protocol's algorithms are for informational purposes only and do not constitute investment advice. You should not make financial decisions solely based on information displayed through the Service and/or the Protocol.
- TECHNICAL RISKS. The Services rely on blockchain networks, internet connectivity, and other technical infrastructure that is not within our control and that may malfunction, fail, be attacked, or become congested. Such technical issues could prevent access to or use of the Services or result in losses of digital assets.
- USE AT YOUR OWN RISK. All use of the Services is at your sole risk. You acknowledge that blockchain-based transactions may not be suitable for everyone. We disclaim all liability for any loss or damage resulting from your use of the Services and/or the Protocol.
YOU ACKNOWLEDGE THAT THIS LIST OF RISKS IS NOT COMPLETE AND THAT USING THE SERVICES MAY INVOLVE ADDITIONAL RISKS NOT DESCRIBED ABOVE. YOU REPRESENT THAT YOU HAVE CAREFULLY CONSIDERED THESE RISKS AND YOUR FINANCIAL CIRCUMSTANCES AND DETERMINED THAT YOU ARE WILLING AND ABLE TO ASSUME THESE RISKS.
11. User Representations and Warranties
Each User hereby represents and warrants to us 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 Services.
- 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 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 Terms and using the Services 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 the Terms and of any law applicable to User, or contract or agreement to which User is a party or by which User is bound.
- Absence of Sanctions. User 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 the any applicable governmental authority, including but not limited to the U.S. Department of Treasury's Office of Foreign Assets Control (OFAC), the United Nations Security Council, the European Union, His Majesty's Treasury, the Republic of Panama or the government of a User home country. The tokens or other funds User uses to participate in the Services are not derived from, and do not otherwise represent the proceeds of, any activities done in violation or contravention of any law.
- Non-Reliance. The User is knowledgeable, experienced and sophisticated in using and evaluating blockchain and related technologies and assets, including blockchain networks, tokens, yield-generating smart contract systems, automated market making smart contract systems, and bonding curve systems. User has conducted its own thorough independent investigation and analysis of the Services and the Protocol 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 us in connection therewith, except as expressly set forth by us in these Terms.
12. Disclaimers of Warranties
THE SERVICES, INCLUDING THE INTERFACE, AND ALL CONTENT, FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE SERVICES, ARE PROVIDED "AS IS" "WHERE IS" AND "AS AVAILABLE" WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. WE MAKE NO WARRANTY OR REPRESENTATION AND DISCLAIM ALL RESPONSIBILITY AND LIABILITY FOR: (I) THE COMPLETENESS, ACCURACY, AVAILABILITY, TIMELINESS, SECURITY OR RELIABILITY OF THE SERVICES; (II) ANY HARM TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM YOUR ACCESS TO OR USE OF THE SERVICES; (III) THE OPERATION OR COMPATIBILITY WITH ANY OTHER APPLICATION OR ANY PARTICULAR SYSTEM OR DEVICE; AND (IV) WHETHER THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS.
WE DO NOT OWN OR OPERATE THE PROTOCOL AND ARE NOT RESPONSIBLE FOR ITS OPERATIONS, OR ANY INTERACTIONS BY USERS WITH THE PROTOCOL.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE SERVICES, THE PROTOCOL AND RELATED SMART CONTRACTS ARE EXPERIMENTAL TECHNOLOGY THAT CARRIES SIGNIFICANT OPERATIONAL, TECHNOLOGICAL, FINANCIAL, REGULATORY AND REPUTATIONAL RISKS. YOU MUST CONDUCT YOUR OWN DUE DILIGENCE AND CAREFULLY EVALUATE ALL RISKS BEFORE USING THE SERVICES. WE DO NOT GUARANTEE OR WARRANT THAT ANY DIGITAL ASSETS, PROTOCOL TOKENS OR SMART CONTRACTS ARE SECURE OR FREE OF DEFECTS OR WILL FUNCTION AS INTENDED UNDER ALL CIRCUMSTANCES.
TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
13. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE OR OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, OR PERMITTED ASSIGNS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE LESSER OF: (A) THE TOTAL AMOUNT OF FEES (IF ANY) PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) US$100.
THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. WE SHALL NOT BE LIABLE FOR ANY FAILURE OR DELAY IN PERFORMANCE DUE TO CIRCUMSTANCES BEYOND OUR REASONABLE CONTROL, INCLUDING, BUT NOT LIMITED, TO ACTS OF GOD, WAR, RIOT, EMBARGOES, ACTS OF CIVIL OR MILITARY AUTHORITIES, FIRE, FLOODS, ACCIDENTS, NETWORK OR SYSTEM FAILURES, SERVICE INTERRUPTIONS, OR OTHER FORCE MAJEURE EVENTS AS SPECIFIED HEREIN.
YOU SPECIFICALLY ACKNOWLEDGE THAT WE SHALL NOT BE LIABLE FOR USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
BY USING OR ACCESSING THE SERVICES, YOU AGREE THAT NO DEVELOPER OR ENTITY INVOLVED IN CREATING, DEPLOYING OR MAINTAINING THE INTERFACE WILL BE LIABLE FOR ANY CLAIMS OR DAMAGES WHATSOEVER ASSOCIATED WITH YOUR USE, INABILITY TO USE, OR YOUR INTERACTION WITH OTHER USERS OF, THIS INTERFACE AND ANY SERVICE PRODUCT OR PROTOCOL YOU COMMUNICATE WITH VIA THE PROTOCOL, INCLUDING ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR LOSS OF PROFITS, DIGITAL ASSETS, TOKENS, OR ANYTHING ELSE OF VALUE.
14. Indemnification
You agree to defend, indemnify, and hold harmless us and our officers, directors, employees, agents, affiliates, successors, and permitted assigns (collectively, the "Indemnified Parties") from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys' fees, that are incurred by or awarded against us or any other Indemnified Party arising out of, relating to, or resulting from:
- your breach of these Terms;
- your use of the Services;
- your violation of applicable laws or regulations;
- your violation of any third-party rights, including intellectual property rights or privacy rights; or
- any claims by third parties relating to your activities on or through the Services.
We (or any other Indemnified Party) reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us or any other Indemnified Party, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without our prior written consent. We will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
This indemnification obligation will survive the termination or expiration of these Terms and your use of the Services.
15. Termination and Suspension
We reserve the right, in our sole discretion, to immediately suspend or terminate your access to and use of the Services at any time, with or without prior notice, for any reason or no reason. Without limiting the foregoing, we may suspend or terminate your access if:
- you breach any provision of these Terms or any applicable law or regulation;
- you engage in, or are suspected of engaging in, any fraudulent, deceptive, or illegal activities;
- you are determined to be a Prohibited Person or become subject to sanctions or other restrictions;
- we are required to do so by law, regulation, court order, or government request;
- we believe such action is necessary to protect our rights or the rights of others; or
- you engage in any conduct that we believe, in our sole discretion, is detrimental or creates unacceptable risks to the Services, to us, or to any other user.
Upon termination:
- all rights granted to you under these Terms will immediately cease;
- you must immediately discontinue all use of the Services; and
- any provisions of these Terms that by their nature should survive termination shall survive termination, including without limitation Clauses 3, 6, 9, 10, 11, 12, 13, 14, 15, 16 and 19.
We shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension of the Services.
16. Governing Law, Dispute Resolution and Arbitration
These Terms and your use of the Services shall be governed by and construed in accordance with the laws of Panama, without giving effect to any principles of conflicts of law.
If a User has a potential dispute, controversy, or claim arising out of or relating to these Terms or the Services against us or any of our affiliates, the User shall first (prior to initiating any arbitration hereunder) contact us through our website describing the nature of the potential dispute, controversy, or claim and provide us all relevant documentation and evidence thereof. If so elected by us, User shall use commercially reasonable efforts to negotiate a settlement of any such potential dispute, controversy, or claim within 60 days of the delivery of such notice to us. Any such potential dispute, controversy, or claim 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 arbitration provisions set out below.
Any dispute, controversy, or claim arising out of or relating to these Terms or the Services, including the formation, interpretation, breach, or termination thereof, shall be referred to and finally resolved by binding arbitration administered by the International Chamber of Commerce under its Rules of Arbitration. The seat of arbitration shall be Panama City, Panama. The language of arbitration shall be English. The number of arbitrators shall be one. 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.
WE AND THE USER AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, MASS, GROUP, CONSOLIDATED, OR REPRESENTATIVE ACTION. THE USER EXPRESSLY WAIVES ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION LAWSUIT AGAINST US RELATING TO THE SERVICES OR THESE TERMS.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE AND THE USER AGREE TO WAIVE THE RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, COUNTERCLAIM, OR DEFENSIVE CLAIM, ON ANY LEGAL OR EQUITABLE THEORY, ARISING FROM OR RELATING TO THESE TERMS OR ANY TRANSACTIONS CONTEMPLATED HEREBY.
Notwithstanding the foregoing, we may seek injunctive or other equitable relief to protect our intellectual property rights or confidential information in any court of competent jurisdiction.
17. Token Airdrops and Governance Disclaimers
Neither us nor our affiliates have at this time issued any governance or utility tokens in connection with the Protocol. In the event that us or an affiliate conducts a token launch, airdrop, distribution, or launch a governance framework in connection with the Protocol, participation shall be subject to separate terms and eligibility criteria. Nothing herein constitutes an offer or solicitation to sell tokens or securities of any kind.
18. Rewards Programs
We may operate rewards programs from time to time. Any such programs shall be subject to these Terms, the additional Rewards Program General Terms and Conditions set out in Annexure A (the "General Rewards T&Cs") and any specific terms and conditions that we may make available from time to time in connection with one or more specific rewards programs (the "Specific Rewards T&Cs"). In the event of any inconsistency between these Terms, the General Rewards T&Cs and the Specific Rewards T&Cs, the Specific Rewards T&Cs shall prevail over the General Rewards T&Cs and the General Rewards T&Cs shall prevail over these Terms.
19. General Provisions
- Severability. If any provision of these Terms is held to be invalid, void, or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. The invalidity or unenforceability of any provision shall not affect the validity or enforceability of any other provision.
- Entire Agreement. These Terms constitute the entire agreement between you and us regarding the Services and supersede all prior agreements and understandings, whether written or oral. No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from these Terms operates, or may be construed, as a waiver thereof.
- Assignment. You may not assign or transfer these Terms or your rights hereunder, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms or any rights hereunder at our sole discretion, without your consent.
- Force Majeure. We shall not be liable for any failure or delay in performance under these Terms resulting from causes beyond our reasonable control, including but not limited to: acts of God, war, terrorism, pandemic, changes in laws or regulations, blockchain network failures, extreme market volatility, or disruptions in telecommunications, power, or Internet services.
- Notices. All notices to us must be in writing and sent to the email address provided on our website. We may provide notices to you in any manner we see fit - including by making postings on our website, any of our social media channels or in any other forum or venue we determine. All notices shall be deemed effectively given: (i) upon delivery when delivered by email to us; or (ii) in any manner we see fit when we seek to provide such notice to you.
- Survival. Any provisions of these Terms that by their nature should survive termination shall survive termination, including without limitation Clauses 3, 6, 9, 10, 11, 12, 13, 14, 15, 16 and 19.
Annexure A
Rewards Program General Terms and Conditions
1. Overview
We, or our affiliates, may, from time to time, operate one or more promotional or incentive programs (each, a "Rewards Program") designed to encourage use of the Services. Rewards Programs may include, without limitation, the allocation of points, tokens, fee rebates, yield multipliers, or other incentives (collectively, "Rewards") to eligible users based on qualifying conditions and/or activities carried out through the use of the Services.
Participation in any Rewards Program is voluntary and subject at all times to these Rewards Program General Terms and Conditions (the "General Rewards T&Cs") and any specific terms and conditions that we may make available from time to time in connection with one or more specific Rewards Programs (the "Specific Rewards T&Cs"), which form part of and are incorporated by reference into the Curvance Terms of Service (and together with these General Rewards T&Cs and the Specific Rewards T&Cs, the "Applicable Terms").
2. Eligibility
To be eligible to participate in a Rewards Program, a user must:
- be a user of the Services and in good standing;
- satisfy any specified minimum conditions, balances, activities, or verification requirements; and
- not be subject to any restriction, suspension, or exclusion under applicable law or under the Applicable Terms.
We reserve the right, in our sole discretion, to determine eligibility and to exclude or disqualify any user we believe to have engaged in any abusive, fraudulent, or manipulative activity or conduct inconsistent with the spirit of the Rewards Program.
3. Rewards Calculation and Distribution
The manner in which Rewards are calculated, accrued, and distributed shall be as described on our website or in the Applicable Terms. Unless otherwise specified, Rewards shall:
- have no cash value and may not be redeemed for fiat currency;
- be non-transferable and non-assignable; and
- be subject to modification, expiration, or forfeiture in accordance with the Applicable Terms.
We do not guarantee that meeting any particular conditions or performing any particular activity will result in the accrual of Rewards, and all calculations and determinations shall be made by us in our sole and absolute discretion regarding Rewards and shall be final and binding. You do not own, and take no legal rights or interest in, any Rewards provided to you under any Rewards Program.
4. Modification and Termination
We may, at any time and in our sole and absolute discretion, modify, suspend, or terminate any Rewards Program, including the methods of earning or redeeming Rewards, the value or nature of Rewards, or the duration of the Rewards Program, without prior notice.
Upon termination of a Rewards Program, all unused, unredeemed, or unallocated Rewards may be cancelled or rendered void, at our discretion, without liability to any user.
5. Taxes and Compliance
Users are solely responsible for determining and complying with any tax obligations arising from the receipt, accrual, or redemption of Rewards. We make no representation or warranty regarding the tax treatment of any Rewards and shall not be liable for any loss, liability, or penalty resulting from any tax treatment applied by a tax authority.
6. Fraud, Abuse, and Forfeiture
We reserve the right to withhold, cancel, or reverse Rewards if we determine, in our sole and absolute discretion, that they were obtained through error, abuse, manipulation, exploitation of system vulnerabilities, or any prohibited conduct. In such cases, we may also suspend or terminate the user's account and recover any improperly obtained Rewards or related gains.
7. No Guarantee or Representation
Rewards are offered at our sole and absolute discretion and are not guaranteed to continue or retain any specific form, value, or utility. We do not warrant that Rewards will have or maintain any market value, or that they may be transferred, sold, or exchanged outside of the Curvance platform. We reserve the right to cancel, terminate and/or suspend any Rewards Program at any time, for any reason, and you understand that upon the cancellation, termination or suspension of any Rewards Program you may lose any and all access to any Reward.
8. KYC Requirements
As a condition to the receipt or redemption of any Reward under the Rewards Program, each participant may be required to complete identity verification and customer due diligence procedures (collectively "KYC Requirements") as specified by us from time to time. The scope, form, and timing of such KYC Requirements shall be determined by us in our sole and absolute discretion and may include, without limitation, the submission of personal identification information, documents, and other information reasonably requested by us to comply with applicable laws and regulations (including anti-money laundering and counter-terrorist financing laws). Failure to satisfy the KYC Requirements within the time period specified by us may result in delay, suspension, forfeiture, or cancellation of any Reward, without any liability of us to you. We reserve the right to refuse, suspend, or revoke participation in the Rewards Program if, in our sole and absolute opinion, any KYC information provided is incomplete, inaccurate, or misleading, or if you fail to meet applicable eligibility, compliance, or risk criteria.
9. Limitation of Liability
To the maximum extent permitted by applicable law, we shall not be liable for any loss, damage, or claim arising from or in connection with participation in any Rewards Program, including any modification, suspension, or termination thereof.