Terms of Service

This website (the “Site”) is made available by the Developer’s Eminence Foundation, a Cayman Islands foundation company (the “Company”, “we”, or “us”), however all transactions conducted on the Protocol (as defined below) are run by permissionless and autonomous smart contracts. By accessing this Site or any other portion of it, you agree agreeing to these Terms of Service (the “Terms”). These Terms apply to your access to, and use of, our websites and website hosted user interface that may be used to interact with various blockchain technologies (the “Interface”), and related content and functionality through our websites located at https://www.usenexus.org, https://www.hyperlane.foundation/, and https://hyperlane.xyz  on which these Terms are posted and through our related technologies (collectively with the Interface and Site, including all existing and any updated or new features, functionality and technology, the “Services”). YOUR USE OF THE SERVICES IS ENTIRELY AT YOUR OWN RISK.

NOTICE ON PROHIBITED USE – RESTRICTED PERSONS: THE SERVICES ARE NOT OFFERED TO AND MAY NOT BE USED BY:

PERSONS OR ENTITIES WHO RESIDE IN, ARE CITIZENS OF, ARE LOCATED IN, ARE INCORPORATED IN, OR HAVE A REGISTERED OFFICE IN ANY RESTRICTED TERRITORY, AS DEFINED BELOW, OR PERSONS OR ENTITIES THAT APPEAR ON ANY SANCTIONS LIST MAINTAINED BY THE UNITED STATES' DEPARTMENT OF TREASURY'S OFFICE FOR FOREIGN ASSETS CONTROL, HIS MAJESTY'S TREASURY OF THE UNITED KINGDOM (AS EXTENDED TO THE CAYMAN ISLANDS BY STATUTORY INSTRUMENT), THE UNITED NATIONS SECURITY COUNSEL, THE EUROPEAN UNION OR ITS MEMBER STATES (EACH SUCH PERSON OR ENTITY FROM A RESTRICTED TERRITORY, A “RESTRICTED PERSON”).

WE DO NOT MAKE EXCEPTIONS. THEREFORE, IF YOU ARE A RESTRICTED PERSON, THEN DO NOT ATTEMPT TO USE THE SERVICES OR ACCESS THE SERVICES VIA A VIRTUAL PRIVATE NETWORK (“VPN”) OR ANY OTHER SIMILAR MEANS INTENDED TO CIRCUMVENT THE RESTRICTIONS SET FORTH HEREIN.

WHEN YOU AGREE TO THESE TERMS, YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND THE COMPANY THROUGH BINDING, ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY SECTION 13 “DISPUTE RESOLUTION” BELOW FOR DETAILS REGARDING ARBITRATION. HOWEVER, IF YOU ARE A RESIDENT OF A JURISDICTION WHERE APPLICABLE LAW PROHIBITS ARBITRATION OF DISPUTES, THE AGREEMENT TO ARBITRATE IN SECTION 13 WILL NOT APPLY TO YOU BUT THE PROVISIONS OF SECTION 12 (“GOVERNING LAW AND FORUM CHOICE”) WILL APPLY INSTEAD.

1. AGREEMENT TO TERMS

By using our Services, you agree to be bound by these Terms. If you do not agree to be bound by these Terms then you must not use the Services or access the Services. You are solely responsible for determining whether your access to and use of the Services complies with applicable laws and regulations in your jurisdiction. 

2. CHANGES TO THESE TERMS OR THE SERVICES

We may update the Terms from time to time in our sole discretion. If we do, we will let you know by posting the updated Terms on the Services and/or may also send other communications. It is important that you review the Terms whenever we update them or you use the Services. If you continue to use the Services after we have posted updated Terms it means that you accept and agree to the changes. If you do not agree to be bound by the changes, you may not use the Services anymore. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.

3. DATA COLLECTION 

The Services do not collect any personal data, and your interaction with the Protocol (as defined below) and any Blockchain (as defined below) will solely be through your public digital wallet address or other third party services which integrate with the Services. You acknowledge and agree that any personal or other data that you may make available in connection with the Protocol may not be private or secure.

4. WHO MAY USE THE SERVICES?

The Services are only available to users in certain jurisdictions who can use the Services as permitted under applicable law. You may not attempt to access or use the Services if you are not permitted to do so. 

In order to protect the integrity of the Services, we reserve the right, at any time, in our sole discretion, to block access to the Services from certain IP addresses and unique device identifiers. “Restricted Territory” means Cuba, Iran, North Korea, Syria, the Crimea, Donetsk, Luhansk, Kherson, and Zaporizhian regions of Ukraine, Belarus, Russia, and any other jurisdiction in which accessing or using the Services is prohibited (the “Prohibited Jurisdictions”).

5. ABOUT THE INTERFACE

1. The Interface. Certain aspects of our Services, such as the Interface, facilitate interactions with Hyperlane, a decentralized cross-chain messaging protocol (the “Protocol”) to help enable secure communication and interoperability between different decentralized blockchain networks supported by the Interface (“Blockchain”). YOUR USE OF THE PROTOCOL AND BLOCKCHAINS ARE ENTIRELY AT YOUR OWN RISK.
   1. You may participate in the Services by linking your supported digital wallet(s) via the functionality of the Interface. Before engaging in any transactions, we may ask you to use a supported electronic wallet extension and connect and unlock your digital wallets with that extension. Once you submit an order to engage in a transaction, your order is passed on to the applicable extension, which completes the transaction on your behalf.
   2. THE WEBSITE-HOSTED USER INTERFACE IS ONLY AN INTERFACE WITH THE PROTOCOLS, BLOCKCHAIN, AND SMART CONTRACTS. WE ARE NOT A MARKETPLACE FACILITATOR, A BROKER, FINANCIAL INSTITUTION, OR CREDITOR. WE ARE NOT A PARTY TO ANY TRANSACTIONS THAT OCCUR ON THE BLOCKCHAIN.
2. ‍Transactions Are Conducted on the Blockchain. You acknowledge and agree that the website-hosted user interface is an online interface provider. We do not buy or sell on behalf of any user of the Interface. We will have no ability to reverse any payments or transactions. Accordingly, we will have no liability to you or to any third party for any claims or damages that may arise as a result of any transactions that you engage in via the Interface.
3. ‍Regulatory and Compliance Suspensions or Terminations. We may suspend or terminate your access to the Services at any time as required by applicable law, any governmental authority, or if we in our sole and reasonable discretion determine you are violating these Terms or the terms of any third party service provider. Such suspension or termination shall not be constituted a breach of these Terms by the Company.
4. ‍Fees. Certain fees may be collected in connection with the transactions submitted through the Interface to be enacted on a Blockchain, such as gas fees (which are essentially transaction fees paid on every transaction that occurs on the selected Blockchain network). Please note that accessing the Protocol and conducting transactions through the Interface may result in you incurring these fees, which are non-refundable.
5. ‍No Professional Advice. All information provided by the Services is for informational purposes only and should not be construed as professional advice. You should not take, or refrain from taking, any action based on any information contained in the Services. Before you make any financial, legal, or other decisions involving the Services, you should seek independent professional advice from an individual who is licensed and qualified in the area for which such advice would be appropriate.
6. ‍Release of Claims. The Company is not a party to any transaction or other interaction occurring on the Protocol. If you have a Dispute with any user of the Services, you agree to address such Dispute directly with such user. If permitted in your jurisdiction, you expressly agree that you assume all risks in connection with your access and use of the Services and your interaction with the Protocol. You further expressly waive and release the Company (and the Company’s officers, directors, agents, investors, subsidiaries, and employees) (collectively “Releasees”) from, and covenant not to sue Releasees for any and all liability, claims, causes of action, or damages (actual or consequential) arising from or in any way relating to your use of the Services and your interaction with the Protocol.

6. PROHIBITED ACTIVITY. 

You agree not to do any of the following: (a) use, display, mirror or frame the Services or any individual element within the Services, the Company’s name, any Company trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without the Company’s express written consent; (b) access, tamper with, or use non-public areas of the Services, the Company’s computer systems, or the technical delivery systems of the Company’s providers; (c) attempt to probe, scan or test the vulnerability of any Company system or network or breach any security or authentication measures; (d) avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by the Company or any of the Company’s providers or any other third party (including another user) to protect the Services; (e) attempt to access or search the Services or download content from the Services using any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by the Company or other generally available third-party web browsers; (f) send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation; (g) use any meta tags or other hidden text or metadata utilizing a Company trademark, logo URL or product name without the Company’s express written consent; (h) use the Services, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms; (i) forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive or false source-identifying information; (j) attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services; (k) interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services; (l) disguise or interfere in any way with the IP address of the computer you are using to access or use the Services, or that otherwise prevents us from correctly identifying the IP address and geographic location of the computer you are using to access the Services; (m) collect or store any personally identifiable information from the Services from other users of the Services without their express permission; (n) impersonate or misrepresent your affiliation with any person or entity; (o) violate any applicable law or regulation; (p) engage or assist in any activity that violates any law, statute, ordinance, regulation, or sanctions program, including but not limited to the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”), or that involves proceeds of any unlawful activity (including but not limited to money laundering, terrorist financing, or deliberately engaging in activities designed to adversely affect the performance of the Services); (q) engage in wash trading, front running, pump and dump trading, ramping, cornering, or other deceptive or manipulative trading activities; (r) fabricate in any way any transaction or process related thereto; or (s) encourage or enable any other individual to do any of the foregoing.

The Company is not obligated to monitor access to or use of the Services. However, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any content at any time and without notice, including, but not limited to, if we, at our sole discretion, consider it objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.

7. LINKS TO THIRD PARTY WEBSITES OR RESOURCES

The Services may allow you to access third-party websites or other resources. We provide access only as a convenience and are not responsible for the content, products or services on or available from those resources or links displayed on such websites. Such third-party resources may be made available to you under the terms of the applicable third party, and we are not responsible for the content, products or services on or available from those third parties and their websites or other resources. Please review the applicable terms prior to using or accessing such third-party resources. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party resources.

8. TERMINATION

We may suspend or terminate your access to and use of the Services, including suspending access to or terminating your account, at our sole discretion, at any time and without notice to you. Upon any termination, discontinuation or cancellation of the Services or your account, the following Sections will survive: 9, 10, 11, 12, 13 and 14.

9. INDEMNITY

You agree to hold harmless, release, defend, and indemnify us and our officers, directors, employees, contractors, agents, affiliates, and subsidiaries from and against all claims, damages, obligations, losses, liabilities, costs, and expenses, including, without limitation, reasonable legal and accounting fees arising from or in any way connected with: (a) your access and/or use of the Services; (b) your violation of any term or condition of these Terms, the right of any third party, or any other applicable law, rule, or regulation; and (c) any other party’s access and use of the Services with your assistance or using any device or account that you own or control.

10. NO WARRANTIES

THE SERVICES ARE AVAILABLE ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY INFORMATION OR CONTENT ON THE SERVICES.

THE COMPANY WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS AND TAKES NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY USE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (I) USER ERROR SUCH AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED WALLET ADDRESSES; (II) SERVER FAILURE OR DATA LOSS; (III) CRYPTOCURRENCY WALLETS OR CORRUPT FILES; (IV) UNAUTHORIZED ACCESS TO THE SERVICES; OR (V) ANY THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK AGAINST ANY BLOCKCHAIN NETWORK UNDERLYING THE SERVICES.

By accessing and using the Services and Interface, you assume and understand all risks associated with using the Services and Interface, and digital assets and decentralized systems generally, including but not limited to, that: (a) digital assets are highly volatile, due to factors including (but not limited to) adoption, speculation, technology, security, and regulation; (b) using digital assets is inherently risky due to both features of such assets and the potential unauthorized acts of third parties; (c) you may not have ready access to assets; (d) the regulatory regime governing blockchain technologies, digital assets, and tokens is uncertain, and new regulations or policies may materially and adversely affect the development of the Services and Interface; and (e) you may lose some or all of your tokens or other assets. You agree that you will have no recourse against anyone else for any losses due to the use of the Services and Interface and we are not responsible for any of these variables or risks and cannot be held liable for any resulting losses that you experience while accessing the Services and Interface. For example, these losses may arise from or relate to: (i) incorrect information; (ii) software or network failures; (iii) corrupted cryptocurrency wallet files; (iv) unauthorized access; (v) errors, mistakes, or inaccuracies; or (vi) third-party activities. Accordingly, you understand and agree to assume full responsibility for all of the risks of accessing and using the Services and Interface and interacting with the Protocol.

11. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER THE COMPANY NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, AFFILIATES, SUBSIDIARIES, OR SERVICE PROVIDERS INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY OR ITS SERVICE PROVIDERS HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT WILL THE COMPANY’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED ONE HUNDRED UNITED STATES DOLLARS ($100).

THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN THE COMPANY AND YOU.

12. GOVERNING LAW AND FORUM CHOICE

These Terms and any action related thereto will be governed by the laws of the Cayman Islands, without regard to its conflict of laws provisions. Except as otherwise expressly set forth in Section 13 “Dispute Resolution,” the exclusive jurisdiction for all Disputes (defined below) that you and the Company are not required to arbitrate will be the courts located in the Cayman Islands, and you and the Company each waive any objection to jurisdiction and venue in such courts.

13. DISPUTE RESOLUTION
    
    1. Mandatory Arbitration of Disputes. We each agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. You and the Company agree that Cayman Islands law governs the interpretation and enforcement of these Terms, and that you and the Company. This arbitration provision shall survive termination of these Terms.
    2. Exceptions. As limited exceptions to Section 13(a) above: (i) we both may seek to resolve a Dispute in the Summary Court of the Cayman Islands if it qualifies; and (ii) we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights.
    3. Conducting Arbitration and Arbitration Rules. Any Disputes arising out of or relating to these Terms, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it shall be referred to and finally resolved by binding arbitration to be administered by the Cayman International Mediation and Arbitration Centre (CI-MAC) in accordance with the CI-MAC Arbitration Rules (the “Arbitration Rules”) in force as at the date of these Terms, which Arbitration Rules are deemed to be incorporated by reference to these Terms. The arbitration shall be conducted in the English language and the place of arbitration shall be in George Town, Grand Cayman, Cayman Islands. The arbitration shall be determined by a sole arbitrator to be appointed in accordance with the Arbitration Rules.  The decision of the sole arbitrator to any such dispute, controversy, difference or claim shall be in writing and shall be final and binding upon both parties without any right of appeal, and judgment upon any award thus obtained may be entered in or enforced by any court having jurisdiction thereof. No action at law or in equity based upon any claim arising out of or in relation to these Terms shall be instituted in any court of any jurisdiction. If any litigation or arbitration is necessary to enforce the terms of these Terms, the prevailing party will be entitled to have their attorney fees paid by the other party. Each party waives any right it may have to assert the doctrine of forum non conveniens, to assert that it is not subject to the jurisdiction of such arbitration or courts or to object to venue to the extent any proceeding is brought in accordance herewith.
    4. Arbitration Costs. Responsibility of payment of all filing, administration and arbitrator fees will be governed by the Arbitration Rules. We each agree that the prevailing party in arbitration will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law.
    5. Injunctive and Declaratory Relief. Except as provided in Section 13(b) above, the arbitrator shall determine all issues of liability on the merits of any claim asserted by either party and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. 
    6. Class Action Waiver.: YOU AND THE FOUNDATION AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if the parties’ Dispute is resolved through arbitration, the arbitrator may not consolidate another person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Dispute Resolution section shall be null and void.
    7. Severability. With the exception of any of the provisions in Section 13(f) of these Terms (“Class Action Waiver”), if an arbitrator or court of competent jurisdiction decides that any part of these Terms is invalid or unenforceable, the other parts of these Terms will still apply.
14. GENERAL TERMS
    
    1. Reservation of Rights. The Company and its licensors exclusively own all right, title and interest in and to the Services, including all associated intellectual property rights. You acknowledge that the Services are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.
    2. Entire Agreement. These Terms constitute the entire and exclusive understanding and agreement between the Company and you regarding the Services, and these Terms supersede and replace all prior oral or written understandings or agreements between the Company and you regarding the Services. If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. Except where provided by applicable law in your jurisdiction, you may not assign or transfer these Terms, by operation of law or otherwise, without the Company’s prior written consent. Any attempt by you to assign or transfer these Terms absent our consent or your statutory right, without such consent, will be null. The Company may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
    3. Notices. Any notices or other communications provided by the Company under these Terms will be given: (i) via email; or (ii) by posting to the Services. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.
    4. Waiver of Rights. The Company’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of the Company. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
15. CONTACT INFORMATION

If you have any questions about these Terms or the Services, please contact us at hello@hyperlane.xyz.

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