These Terms of Use together with any documents incorporated by reference herein (“Terms”) constitute a legally binding agreement between Zama (“Company”) and you ("User", "you” or "your");
The Company and the User are hereinafter collectively referred to as the "Parties" and individually as a "Party".
By ticking the acceptance box, connecting a digital wallet and/or using the Interface, you confirm and acknowledge that you have carefully read these Terms, fully understand their content and effect, and expressly agree to be legally bound by them.
The web-based interface made available on the Company’s website (“Interface”) provides a visual display and a technical means of interacting with the Zama Protocol as well as related smart contracts, deployed on the Zama Protocol or on other distributed-ledger networks supported by the Zama Protocol (“Related Smart-Contracts”).
Use of the Interface is optional and undertaken solely at the User’s own initiative and risk.
The Interface is functionally and legally distinct from the Zama Protocol and the Related Smart Contracts. The Interface is one, but not the exclusive, means of interacting with the Zama Protocol and the Related Smart Contracts. The Zama Protocol and the Related Smart Contracts referenced or visualized through the Interface are autonomous, self-executing software that operate independently of the Interface.
The Company does not operate, control, execute or have any ability to influence the execution of any transactions on the Zama Protocol or the Related Smart Contracts, nor does it have control over any digital assets, or tokens of the User.
By accessing or using the Interface, you represent and warrant to the Company, both at the time of first access and continuously throughout your use, that:
You acknowledge and agree that providing false, inaccurate, or misleading representations or warranties constitutes a material breach of these Terms. The Company may, at its sole discretion and without prior notice, to immediately suspend or restrict your access to the Interface if it reasonably believes that any such representations or warranties have been breached or are no longer accurate. The Company shall not be liable for any loss, damage, or expense arising from or related to measures taken in good faith pursuant to this provision.
The Zama Protocol and the Related Smart Contracts referenced, displayed, or accessible through the Interface are independent decentralized systems not managed, or controlled by the Company.
The Company has no ability to access, custody, transfer, execute, initiate, approve, lock, unlock, or otherwise control any tokens or transactions on the Zama Protocol and on any Related Smart Contracts. All interactions with the Zama Protocol and the Related Smart Contracts are governed exclusively by the autonomous code and logic of the Zama Protocol and the Related Smart Contracts.
If the User loses access to, misplaces or compromises the private keys, recovery credentials or other means of authentication associated with a wallet, any tokens associated with or linked to that wallet may be permanently inaccessible. In such circumstances, the affected tokens cannot be recovered, restored, or otherwise accessed by the Company under any circumstances.
You are solely responsible for maintaining the confidentiality, integrity, security, and control of any wallets, private keys, recovery phrases, passwords, or credentials used in connection with the Interface. The Company assumes no responsibility or liability for any unauthorized access, loss, theft, or compromise resulting from your actions, omissions, or security failures.
By using the Interface, you expressly acknowledge and accept the irreversible nature of distributed-ledger transactions and assume full responsibility for safeguarding your private keys, wallets, and access credentials. You further acknowledge that interactions with the Zama Protocol and the Related Smart Contracts may be irreversible, may result in permanent loss of tokens, and may be affected by bugs, design limitations, security vulnerabilities, upgrades, forks or other modifications in the underlying distributed-ledger networks.
The Interface does not constitute, and shall not be construed as, an offer, solicitation, recommendation, or invitation to purchase, sell, exchange, hold, or otherwise engage in any transaction involving tokens or other digital assets.
Any use of the Interface is undertaken solely at the User’s own initiative and risk , and the Company makes no representation or warranty that such use is lawful or appropriate in any particular jurisdiction.
Nothing made available through the Interface or under these Terms constitutes, or shall be construed as, investment advice, financial advice, legal advice, tax advice, or any other form of professional or fiduciary advice. The Company does not provide personalized recommendations or advisory services of any kind. All information, content, data, materials, and outputs made available through the Interface are provided solely for general informational purposes and may be incomplete, inaccurate, or outdated.
Nothing made available through the Interface or under these Terms shall be interpreted as an inducement, encouragement, promotion, or endorsement of any specific economic behaviour, token usage, or interaction with any Related Smart Contract.
The User remains solely responsible for evaluating the merits, risks, and suitability of any interaction with the Interface, the Zama Protocol, or the Related Smart Contracts, and for obtaining independent professional advice from qualified advisors as appropriate. No information provided by the Company, whether through the Interface or otherwise, should be relied upon as the basis for making investment, financial, economic, legal, tax, or other decisions.
The Interface is provided on an experimental basis and evolving basis. Its functionality may be incomplete, inaccurate, unstable, or subject to modification at any time. Access to the Interface, as well as any features, data, or information made available through it, may be modified, restricted, suspended, or discontinued at any time without prior notice.
No representation or warranty, whether express or implied, is made that the Interface will be available at any specific time or location, will operate without interruption, delay, or error, or will be free from defects, malware, or other harmful components. No representation or warranty is made that access to the Interface will be secure or that unauthorized access, data loss, or data corruption, or other incidents will not occur. Any data, information, content, or output displayed, made available, or generated through the Interface may be incomplete, inaccurate, outdated, or subject to change at any time without notice, and should not be relied upon as complete, accurate, or current.
The Interface and any related functionality may be subject to material modifications, redeployments, resets, or discontinuation during or after any beta phase or testing phase, including changes that could affect previously displayed data or user interactions.
Any information displayed through the Interface is provided for informational purposes only and may be approximate, incomplete, delayed, or inaccurate. The Company makes no representation or warranty regarding the accuracy, completeness, reliability, or timeliness of any such information.
The Company reserves the right, at any time and without liability, to modify, suspend, disable, or discontinue any feature, functionality, or component of the Interface, whether temporarily or permanently.
Except in cases of gross negligence, fraud, or wilful misconduct, neither Party shall be liable to the other Party for any damages arising out of or in connection with these Terms, including, without limitation, any indirect, incidental, special, or consequential damages such as loss of profit, business opportunity, data, or reputational harm. Nothing in these Terms shall exclude or limit any liability that cannot be excluded or limited under mandatory provisions of Swiss law.
To the fullest extent permitted by applicable law, you shall indemnify, defend, and hold harmless the Company, together with its respective past, present, and future board members, founders, employees, officers, directors, contractors, consultants, suppliers, vendors, service providers, developers, subsidiaries, affiliates, agents, representatives, predecessors, successors, and assignees (collectively, the "Company Parties"), from and against any and all claims, demands, actions, suits, damages, losses, costs, liabilities, and expenses (including reasonable attorneys' fees, expert witness fees, and court costs) arising out of or relating to: (i) any breach or violation by you of these Terms; (ii) any inaccuracy, misrepresentation or breach of any representation or warranty made by you hereunder; (iii) your use of (or inability to use) the Interface; (iv) your violation of any applicable law, regulation or third-party right; or (v) any regulatory enforcement action, investigation or proceeding attributable to your acts, omissions, or transactions.
The Company reserves the right, at your sole expense, to assume exclusive control of the defence and settlement of any matter subject to indemnification hereunder. You shall fully cooperate with the Company in the defence of any such claim, at your own expense.
This indemnification obligation is in addition to, and does not limit, any other rights or remedies available to the Company or any Company Party at law or in equity, or under any other agreement between the Parties.
To the maximum extent permitted by applicable law, and unless expressly stated otherwise in writing by the Company, the User acknowledges and agrees that:
Some jurisdictions do not allow the exclusion or limitation of certain warranties or implied terms in contracts with consumers. In such cases, the exclusions and disclaimers above shall apply only to the extent permitted by applicable law, and the remaining provisions of these Terms shall remain valid, enforceable, and in full effect.
You acknowledge that the Company may be required to collect, verify and retain information about you, including your shareholders, ultimate beneficial owners, authorized signatories, controlling persons, and the transactions contemplated under these Terms (including source of wealth and source of funds). This is to ensure compliance with any applicable anti-money laundering ("AML"), anti-terrorist financing, government sanctions regimes (whether currently in effect or enacted in the future), industry standards, and the Company's internal policies.
You agree to promptly provide the Company and/or its designated service provider (“KYC Service Provider”) with all information, documentation, and evidence reasonably requested to complete the know-your-customer verification process (“KYC Check”). This obligation also applies whenever the Company’s banking partners or other relevant financial institutions require additional information regarding the source of funds related to deposits or transactions involving the Company.
Any information or documentation submitted you submit in connection with the KYC Check may be disclosed to the KYC Service Provider, the Company’s legal counsel, banking partners, regulatory authorities, and any other third parties engaged by the Company for compliance verification, or reporting purposes. You acknowledge and agree that the outcome of the KYC Check, including any approval, rejection, or suspension, shall be determined at the sole discretion of the Company and/or the KYC Service Provider. Furthermore, you acknowledge that the scope and requirements of the KYC Check may evolve over time in response to regulatory changes, and the Company may request additional information or documentation at any later stage to maintain ongoing compliance with AML and KYC obligations.
For information about how we handle your personal information, please see our privacy policy at https://www.zama.org/legal/portfolio-privacy-notice.
You shall bear sole responsibility for any and all taxes, levies, charges, and fees (including, where applicable, value added tax (VAT) or equivalent indirect taxes) arising out of or in connection with your use of the Interface.
The Company does not determine, collect, withhold, report, or remit any taxes on your behalf. You are solely responsible for identifying, reporting, paying all applicable taxes and for complying with all tax laws, regulations, filing requirements, and payment obligations under the laws of any relevant jurisdiction, regardless of whether any distribution is made, received, or realized in monetary or non-monetary form.
You covenant to comply with all applicable tax laws and regulations and agree to indemnify, defend, and hold harmless the Company and all Company Parties (as defined in Section 8 below) from and against any losses, liabilities, penalties, interest, claims, demands, actions, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to your failure to pay, report, or comply with any such taxes or fees.
Neither the Company nor any Company Parties shall have any obligation, responsibility or liability of any kind with respect to your tax obligations or any tax-related matters arising from or connected to the Interface.
These Terms constitute the entire agreement between the Parties with respect to the use of the Interface, and supersede all prior or contemporaneous understandings, representations, agreements, or communications, whether written, oral, or implied.
If any provision of these Terms is found to be invalid, illegal, void, or unenforceable in any jurisdiction, such finding shall not affect the validity, legality, or enforceability of any other provision hereof. The invalid, illegal, or unenforceable provision shall be replaced by a valid, legal, and enforceable provision that most closely reflects the original intent of the Parties, and the remainder of these Terms shall continue in full force and effect.
The Company reserves the right, in its sole discretion, to modify, amend, supplement, or revise these Terms at any time, with or without prior notice, by posting the updated Terms through the Interface. Any such modifications shall take effect immediately upon posting or on the effective date specified in the updated Terms.
It is your sole responsibility to review these Terms regularly to remain informed of any changes. By continuing to access or use the Interface after the effective date of any amendment, you acknowledge and agree to be bound by the revised Terms. If you do not agree to the modified Terms, you must immediately discontinue all access to and use of the Interface.
The Company’s publication of revised Terms or your continued use of the Interface shall not be deemed as a waiver or limitation of any rights or remedies available under these Terms or under applicable law.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT TO PARTICIPATE IN ANY CLASS ACTION LAWSUIT, CLASS-WIDE ARBITRATION, OR ANY SIMILAR REPRESENTATIVE PROCEEDING AGAINST THE COMPANY, ITS AFFILIATES, OR ANY COMPANY PARTY (AS DEFINED ABOVE) OR ANY INDIVIDUAL OR ENTITY INVOLVED IN THE PROVISION OF THE INTERFACE.
These Terms and all claims relating to or arising out of these Terms, or the breach thereof, whether in contract, tort or otherwise, shall be governed by Swiss Law, excluding Swiss choice-of-law principles.
Any dispute, controversy or claim arising out of, or in relation to, these Terms, including the validity, invalidity, breach, or termination thereof, shall be resolved by the ordinary courts in Zug, Switzerland.
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