Terms of Use

1. Site overview

1.1 About the Site

The Site aggregates and publishes publicly available third-party information about:

• Elk Finance LP API (https://docs.elk.finance/technical-documentation/elk-finance-lp-api);
• FaaS: Farm-as-a-Service (https://docs.elk.finance/technical-documentation/faas-farm-as-a-service);
• BaaS: Bridge-as-a-Service (https://docs.elk.finance/technical-documentation/baas-bridge-as-a-service)
• Tokens that exist and have been or may be made available by third parties known as “liquidity providers” in connection with Elk Finance LP API;
• the implied or express fair market prices of tokens;
• the staking, distribution and voting of any Elk utility tokens pursuant to governance of Elk Finance’s cross-chain infrastructure; and
• transaction records on the “Blockchains relating to the Elk Finance’s cross-chain infrastructure.

The Site also offers interaction methods whereby the User can indicate a transaction the User would like to perform in connection with the Elk Finance’s cross-chain infrastructure. When used in this way, the Site can generate a draft transaction message which the User can independently utilize in conjunction with a third-party wallet application or device to conduct transactions on the Blockchains.

1.2 About Elk

Elk Finance is an infrastructure project bringing decentralized and permissionless cross-chain and liquidity operations through the following features:

• Cross-chain utility token for value transfer – ELK;
• System of token “reservoirs” that are deployed on each supported chain;
• Bridging-as-a-Service (BaaS) for developers to use the ElkNet for custom bridging solutions;
• Farming-as-a-Service (FaaS) for Users to set up a farming pool with selected Tokens;
• Non-Fungible Tokens (Moose NFTs) with unique cross-chain purpose;
• Cross-chain value transfer via ElkNet in seconds between all the blockchains Elk supports.

Users are aware and accept that Elk Finance’s cross-chain infrastructure does not grant the accrual of the deposited amounts. They understand and accept the possibility to losing part or all of the deposited amounts.

1.3 Relationship to Elk Finance’s cross-chain infrastructure

The Site Operator does not own, operate or control the Blockchains or Elk Finance’s cross-chain infrastructure does not require use of the Site. The Site aggregates and publishes publicly available information about the Blockchain and Elk Finance’s cross-chain infrastructure in a user-friendly and convenient format. Such information is also independently available from other sources—for example, a person may directly review the Blockchain transaction history and the account balances on a block explorer of the specific Blockchain.

By combining publicly available information with the User’s interactions with the Site, the Site can draft standard transaction messages compatible with Elk Finance’s cross-chain infrastructure which are designed to accomplish the User’s operational goals as expressed through the interactions. If the User so wishes, the User may broadcast such messages to the specific Blockchain in order to initiate token transactions.

All draft transaction messages are delivered by the Site via API to a compatible third-party wallet application or device selected by the User after pressing the “Connect Wallet” button on the Site. The User must personally review and authorize all transaction messages that the User wishes to send to the Blockchains; this requires the User to sign the relevant transaction message with a private cryptographic key inaccessible to the Site. The User-authorized message will then be broadcasted to the Validators of the Blockchains through the wallet application or device and the User may pay a network fee to have the Validators of the Blockchains apply the transaction message to Elk Finance’s cross-chain infrastructure and record the results on the Blockchains—resulting in a token transaction being completed on the Blockchain.

The Site Operator and the Site are not agents or intermediaries of the User, do not store or have access to or control over any tokens, private keys, passwords, accounts or other property of the User, and are not capable of performing transactions or sending transaction messages on behalf of the User. The Site does not hold and cannot purchase, sell or trade any tokens. All transactions relating to the Elk Finance’s cross-chain infrastructure are executed and recorded solely through the interactions of the User with the Blockchain’s Validators, who are not under the control of or affiliated with the Site Operator or the Site.

2. Site Operator Discretion; Certain Risks of the Site

Each User hereby acknowledges and agrees and consents to, and assumes the risks of, the matters described in this Section 2.

2.1 Content

Site Operator makes no representations or warranties as to the quality, origin, or ownership of any content found on or available through the Site. Site Operator shall not be liable for any errors, misrepresentations, or omissions in, of, and about, the content, nor for the availability of the content. Site Operator shall not be liable for any losses, injuries, or damages from the purchase, inability to purchase, display, or use of content.

2.2 Token Lists and Token Identification

In providing information about tokens, the Site associates or presumes the association of a token name, symbol or logo with a specific smart contract deployed to one or more blockchain systems. In making such associations, the Site relies upon third-party resources which may not be accurate or may not conform to a given User’s expectations. Multiple smart contracts can utilize the same token name or token symbol as one another, meaning that the name or symbol of a token does not guarantee that it is the token desired by the User or generally associated with such name or symbol. Users must not rely on the name, symbol or branding of a token on the Site, but instead must examine the specific smart contract associated with the name, symbol or branding and confirm that the token accords with User’s expectations.

2.3 User Responsibility for Accounts & Security

Users are solely responsible for all matters relating to their accounts, addresses and tokens and for ensuring that all uses thereof comply fully with these Terms. Users are solely responsible for protecting the data integrity and confidentiality of their login information and passwords or private keys for the Site or any wallet applications or devices used in connection with the Site. The compatibility of the Site with wallet applications and devices or other third-party applications or devices is not intended as, and you hereby agree not to construe such compatibility as, an endorsement or recommendation thereof or a warranty, guarantee, promise or assurance regarding the fitness or security thereof.

2.4 No Site Fees; Third-Party Fees Irreversible

There are no fees or charges for use of the Site. Use of Elk Finance’s cross-chain infrastructure and of the Blockchains are subject to third-party transaction fees. The Site Operator does not receive such fees and has no ability to reverse or refund any amounts paid in error.

2.5 Site Operator Has No Business Plan and May Discontinue, Limit, Terminate or Refuse Support for the Site or any Smart Contracts, Tokens or Pools

The Site is a free web application operated and maintained in the sole and absolute discretion of the Site Operator The Site Operator assumes no duties, liabilities, obligations or undertakings to continue operating or maintaining the availability of the Site and may terminate or change the Site in any or all respects at any time. The Site Operator has no business plan or revenue model for the Site. The Site Operator does not have revenues or a viable long-term business plan or capital-raising plan, and may become unable or unwilling to fund the operational costs of the Site on a long-term basis or to fund the upgrade costs required to keep the Site up to date with current technologies.

The Site Operator has no obligation to ensure that the Site is a complete and accurate source of all information relating to the Elk Finance’s cross-chain infrastructure or any other subject matter. The Site does not necessarily display all the functionalities available in connection with the Elk Finance’s cross-chain infrastructure. For instance, even if the Site currently displays a particular token, the Site may discontinue tracking and publishing information about that token at any time, in the Site Operator’s sole and absolute discretion. In the event of such a discontinuation, Users may need to rely on third-party resources such as block explorers in order to get equivalent information, and, depending on the User’s level of expertise and the quality of such third-party resources, this may result in the User incurring financial losses due to delays or mistakes in processing information or transactions.

The code of Elk Finance’s cross-chain infrastructure is publicly available, and the Site Operator does not have proprietary or exclusive rights in the Elk Finance’s cross-chain infrastructure. It is possible that additional copies of the Elk’s smart contracts systems or derivatives thereof will be deployed on the Blockchains in the future by any person, resulting in the existence of multiple similar smart contract systems. The Site Operator is under no obligation to publish information for all such copies of Elk smart contracts or to warn Users regarding the existence of such alternatives.

2.6 Site Operator May Deny or Limit Access on a Targeted Basis

The Site Operator reserves the right to terminate or limit any person’s User status or access to or use of the Site at any time, without or without notice, as determined in the Site Operator’s sole and absolute discretion. Such terminations and limitations may be based on any factor or combination of factors, including a person’s identity, blockchain address, IP address, internet service provider, virtual provider network provider, metadata, browser software, device type, wallet application, wallet device, region of citizenship or residence or current location, or suspicion that User has engaged or intends to engaged in any Prohibited Use.

2.7 Site Operator May Cooperate with Investigations and Disclose Information

The Site Operator reserves the right at all times to cooperate with any governmental or law enforcement investigation or to disclose any information it deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, based on any applicable law, regulation, legal process or governmental request, in the Site Operator’s sole and absolute discretion.

2.8 No Regulatory Supervision

The Site Operator and the Site are not registered or qualified with or licensed by, do not report to and are not under the active supervision of any government agency or financial regulatory authority or organization. No government or regulator has approved or consulted with the Site Operator regarding the accuracy or completeness of any information available on the Site. Similarly, the technology, systems, tokens and persons relevant to information published on the Site may not be registered with or under the active supervision of or be registered or qualified with or licensed by any government agency or financial regulatory authority or organization. The Site Operator is not registered as a broker, dealer, advisor, transfer agent or other intermediary.

3. Intellectual Property 

3.1 License to Use Site

Each User, subject to and conditioned upon such User’s eligibility under and acceptance of and adherence to these Terms, is hereby granted a personal, revocable, non-exclusive, non-transferable, non-sub-licensable license to view, access and use the Site for the Permitted Uses in accordance with these Terms.

3.2 Marks, Logos and Branding

All Elk-related marks, logos and branding used on the Interface are trademarks owned by our licensors. You must not copy, imitate or use them without the consent of the applicable licensor, and these Terms do not grant you any rights in those intellectual property. You must not remove, obscure or alter any legal notices displayed in or along with the Interface. All other marks, logos and branding appearing on the Site (including token names, symbols and logos identified on the Site which may trade in connection with Elk Finance’s cross-chain infrastructure) are the property of their respective owners.

3.3 Privacy Policy

When you use the Interface, the only information we collect from you is your blockchain wallet address, completed transaction hashes, and the token names, symbols, or other blockchain identifiers of the tokens that you swap or deposit in the staking and liquidity pools. We do not collect any personal information from you (e.g., your name or other identifiers that can be linked to you). We do, however, use third-party service providers, like Google Analytics, which may receive or independently obtain your personal information from publicly available sources. We do not control how these third parties handle your data and you should review their privacy policies to understand how they collect, use, and share your personal information. By accessing and using the Interface, you understand and consent to our Privacy Policy.

We use the information we collect to detect, prevent, and mitigate financial crime and other illicit or harmful activities on the Interface. For these purposes, we may share the information we collect with blockchain analytics providers. We share information with these service providers only so that they can help us promote the safety, security, and integrity of the Interface. We do not retain the information we collect any longer than necessary for these purposes.

Please note that when you use the Interface, you are interacting with the Blockchains, which provide transparency into your transactions. Elk Finance does not control and is not responsible for any information you make public on these blockchains by taking actions through the Interface.

3.4 Elk Finance’s cross-chain infrastructure

The different components of Elk Finance’s cross-chain infrastructure will be available in various repositories at https://github.com/elkfinance, and will be licensed under the applicable license set forth in each such repository.

4. Permitted & prohibited uses

4.1 Permitted Uses

The Site is available exclusively for use by technologically and financially sophisticated persons who wish to use the Site for informational purposes only as an aid to their own research, due diligence and financial decisionmaking. Before utilizing information from the Site (including any draft transaction messages) to engage in transactions, each User must independently verify the accuracy of such information (and the consistency of such draft transaction messages with the User’s intentions). The foregoing are the “Permitted Uses”.

4.2 Prohibited Uses

Each User must not, directly or indirectly, in connection with their use of the Site:

• utilize the Site other than for the Permitted Uses;
• utilize the Site at any time when any representation of User set forth in Section 5 is untrue or inaccurate;
• rely on the Site as a basis for or a source of advice concerning any financial decisionmaking or transactions;
• employ any device, scheme or artifice to defraud, or otherwise materially mislead, any person;
• engage in any act, practice or course of business that operates or would operate as a fraud or deceit upon the Site Operator or any other person;
• violate, breach or fail to comply with any applicable provision of these Terms or any other terms of service, privacy policy, trading policy or other contract governing the use of the Site;
• engage or attempt to engage in or assist any hack of or attack on the Site or any wallet application or device, including any “sybil attack”, “DoS attack” or “griefing attack” or theft;
• commit any violation of applicable laws, rules or regulations;
• use a virtual private network (VPN) or any other privacy or anonymization tools or techniques to circumvent, or attempt to circumvent, any restrictions that apply to the Interface;
• engage in or knowingly facilitate any “front-running,” “wash trading,” “pump and dump trading,” “ramping,” “cornering” or fraudulent, deceptive or manipulative trading activities, including:
• trading at successively lower or higher prices for the purpose of creating or inducing a false, misleading or artificial appearance of activity, unduly or improperly influencing market prices or establishing a price which does not reflect the true state of the market;
• trading without changes in material beneficial ownership for the purpose of creating or inducing a false or misleading appearance of trading activity or creating or inducing a false or misleading appearance with respect to market conditions;
• participating in, facilitating, assisting or knowingly transacting with any pool, syndicate or joint account organized for the purpose of unfairly or deceptively influencing market prices;
• transact in securities, commodities futures, trading of commodities on a leveraged, margined or financed basis, binary options (including prediction-market transactions), real estate or real estate leases, equipment leases, debt financings, equity financings or other similar transactions, in each case, if such transactions do not comply with all laws, rules and regulations applicable to the parties and assets engaged therein;
• engage in token-based or other financings of a business, enterprise, venture, DAO, software development project or other initiative, including ICOs, DAICOs, IEOs, or other token-based fundraising events; or
• engage in any act, practice or course of business that operates to circumvent any sanctions or export controls targeting the User or the country or territory where User is located.

The foregoing matters are referred to herein as “Prohibited Uses”.

5. Representations and Warranties of Users

Each User hereby represents and warrants to Site Operator that the following statements and information are accurate and complete at all relevant times. In the event that any such statement or information becomes untrue as to a User, User shall immediately cease accessing and using the Site.

5.1 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.

5.2 Power and Authority

User has all requisite capacity, power and authority to accept the terms and conditions of these Terms and to carry out and perform its obligations under these Terms. These Terms constitute a legal, valid and binding obligation of User enforceable against User in accordance with its terms.

5.3 No Conflict; Compliance with Law

User agreeing to these Term and using the Site does not constitute, and would not reasonably be expected to result in (with or without notice, lapse of time, or both) a breach, default, contravention or violation of any law applicable to User, or contract or agreement to which User is a party or by which User is bound. The tokens or other funds User uses to participate in the Elk Finance’s cross-chain infrastructure are not derived from, and do not otherwise represent the proceeds of, any activities done in violation or contravention of any law.

5.4 Absence of Sanctions

User is not (and, if User is an entity, User is not owned or controlled by any other person who is), and is not acting on behalf of any other person who is, (a) located or ordinarily resident in Cuba, Iran, North Korea, Sudan, Syria, any of the Crimea, Donetsk People’s Republic (DNR) or Luhansk People’s Republic (LNR) regions of Ukraine, or any other country or any other country or jurisdiction against which the U.S., U.K. E.U. or other nation or international organization maintains economic sanctions; (b) listed by the U.S., U.K. E.U. or other nation or international organization the a prohibited party; or (c) subject to any other national or international sanctions or export controls under any law or by the U.S., U.K. E.U. or other nation or international organization.

5.5 Non-Reliance

User is knowledgeable, experienced and sophisticated in using and evaluating blockchain and related technologies and assets, including tokens, yield-generating smart contract systems, automated market making smart contract systems, bonding curve systems and “smart contracts” (runtime bytecode deployed on blockchains). User has conducted its own thorough independent investigation and analysis of the Elk Finance’s cross-chain infrastructure and the other matters contemplated by these Terms, and has not relied upon any information, statement, omission, representation or warranty, express or implied, written or oral, made by or on behalf of Site Operator in connection therewith, except as expressly set forth by Site Operator in these Terms.

6. Risks, Disclaimers and Limitations of Liability

Each User hereby acknowledges and agrees and consents to, and assumes the risks of, the matters described in this Section 6.

6.1 No Consequential, Incidental or Punitive Damages

Notwithstanding anything to the contrary contained on the Site, in these Terms, or in any other agreement or publication, Site Operator shall not be liable to any person, whether in contract, tort (including pursuant to any cause of action alleging negligence), warranty or otherwise, for any economic or other damages to any User or other person, including any special, incidental, consequential, indirect, punitive or exemplary damages (including but not limited to lost data, lost profits or savings, loss of business or other economic loss) arising out of or related to these Terms, whether or not Site Operator has been advised or knew of the possibility of such damages, and regardless of the nature of the cause of action or theory asserted.

6.2 Disclaimer of Representations

The Site is being provided on an “AS IS” and “AS AVAILABLE” basis. To the fullest extent permitted by law, Site Operator is not making, and hereby disclaims, any and all information, statements, omissions, representations and warranties, express or implied, written or oral, equitable, legal or statutory, in connection with the Site and the other matters contemplated by these Terms, including any representations or warranties of title, non-infringement, merchantability, usage, security, uptime, reliability, suitability or fitness for any particular purpose, workmanship or technical quality of any code or software used in or relating to the Site. User acknowledges and agrees that use of the Site is at the User’s own risk.

6.3 No Responsibility for Tokens; No Guarantee of Uniqueness or IP

Site Operator has no responsibility for the tokens traded by Users on the Elk Finance’s cross-chain infrastructure. Site Operator does not investigate and cannot guarantee or warrant the authenticity, originality, uniqueness, marketability, legality or value of any token traded or transferred by Users on Elk Finance’s cross-chain infrastructure, even if information about such token is available on the Site.

6.4 No Professional Advice or Liability

All information provided by or on behalf of Site Operator is for informational purposes only and should not be construed as professional, accounting or legal advice. Users should not take or refrain from taking any action in reliance on any information contained in these Terms or provided by or on behalf of Site Operator. Before Users make any financial, legal, or other decisions involving the Site, Users should seek independent professional advice from persons licensed and qualified in the area for which such advice would be appropriate.

6.5 Limited Survival Period for Claims

Any claim or cause of action a User may have or acquire in connection with the Site or any of the other matters contemplated by these Terms shall survive for the shorter of, and may be brought against Site Operator solely prior to: (a) the expiration of the statute of limitations applicable thereto; and (b) the date that is six months after the date on which the facts and circumstances giving rise to such claim or cause of action first arose.

6.6 Third-Party Offerings and Content

References, links or referrals to or connections with or reliance on third-party resources, products, services or content, including smart contracts developed or operated by third parties, may be provided to Users in connection with the Site. In addition, third parties may offer promotions related to the Site. Site Operator does not endorse or assume any responsibility for any activities of or resources, products, services, content or promotions owned, controlled, operated or sponsored by third parties. If Users access any such resources, products, services or content or participate in any such promotions, Users do so solely at their own risk. Each User hereby expressly waives and releases Site Operator from all liability arising from User’s use of any such resources, products, services or content or participation in any such promotions. User further acknowledges and agrees that Site Operator shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such resources, products, services, content or promotions from third parties.

6.7 Certain Uses and Risks of Blockchain Technology

Use of Blockchain Technology. Site Operator or third parties may utilize experimental cryptographic technologies and blockchain technologies, including tokens, cryptocurrencies, stablecoins, “smart contracts,” consensus algorithms, voting systems and distributed, decentralized or peer-to-peer networks or systems in connection with the Site or systems about which the Site provides information Each User acknowledges and agrees that such technologies are novel, experimental, and speculative, and that therefore there is significant uncertainty regarding the operation and effects and risks thereof and the application of existing law thereto.

Certain Risks of Blockchain Technology. The technologies relevant to the Site depend on public peer-to-peer networks such as Polygon and Ethereum that are not under the control or influence of Site Operator and are subject to many risks and uncertainties. Such technologies include the Elk Finance’s cross-chain infrastructure, which Site Operator has no ability to change, other than ceasing to display information about certain “smart contracts” or adding information about new “smart contracts”. Users are solely responsible for the safekeeping of the private key associated with the blockchain address used in connection with Elk Finance’s cross-chain infrastructure. Site Operator will not be able to restore or issue any refund in respect of property lost or frozen due to loss of private keys or otherwise. If a User is not able to spend or use tokens due to loss or theft of the corresponding private key or otherwise, a User will be unable to enjoy the benefits of such tokens.

Certain Risks of Smart Contract Technology. Digital assets relevant to the Site depend on Elk Finance’s cross-chain infrastructure or other smart contracts deployed to the Blockchains, which may be coded or deployed by persons other than Site Operator. Once deployed to the Blockchains, the code of smart contracts, including Elk Finance’s cross-chain infrastructure, cannot be modified. In the event that Elk Finance’s cross-chain infrastructure or other smart contracts are adversely affected by malfunctions, bugs, defects, malfunctions, hacking, theft, attacks, negligent coding or design choices, or changes to the protocol rules of the Blockchain, Users may be exposed to a risk of total loss and forfeiture of all relevant digital assets. Site Operator assumes no liability or responsibility for any of the foregoing matters.

Asset Prices. The fiat-denominated prices and value in public markets of cryptocurrencies and tokens (including without limitation $ETH, $BTC, $ELK, $USDC) have historically been subject to dramatic fluctuations and may be highly volatile. As relatively new products and technologies, blockchain-based assets are not widely accepted as a means of payment for goods and services. A significant portion of demand for these assets is generated by speculators and investors seeking to profit from the short- or long-term holding of blockchain assets. The market value of any token may decline below the price for which a User acquires such asset through Elk Finance’s cross-chain infrastructure or on any other platform. User acknowledges and agrees that the costs and speeds of transacting with cryptographic and blockchain-based systems are variable and may increase or decrease dramatically at any time, resulting in prolonged inability to access or use any tokens.

Regulatory Uncertainty. Blockchain technologies and digital assets are subject to many legal and regulatory uncertainties, and Elk Finance’s cross-chain infrastructure or any tokens could be adversely impacted by one or more regulatory or legal inquiries, actions, suits, investigations, claims, fines or judgments, which could impede or limit the ability of User to continue the use and enjoyment of such assets and technologies.

Cryptography Risks. Cryptography is a progressing field. Advances in code cracking or technical advances such as the development of quantum computers may present risks to the Blockchains, Elk Finance’s cross-chain infrastructure or tokens, including the theft, loss or inaccessibility thereof.

Essential Third-Party Software Dependencies. Elk Finance’s cross-chain infrastructure and other smart contracts deployed to the Blockchains are public software utilities which are accessible directly through any node or indirectly through any compatible “wallet” application which interacts with such a node. Interacting with Elk Finance’s cross-chain infrastructure does not require use of the Site, but the Site provides a convenient and user-friendly method of reading and displaying data from Elk Finance’s cross-chain infrastructure and generating standard transaction messages compatible with Elk Finance’s cross-chain infrastructure. Because Elk Finance does not provide wallet software, such software constitutes an essential third-party or user dependency without which Elk Finance’s cross-chain infrastructure cannot be utilized and tokens cannot be traded or used. Furthermore, the site may utilize APIs, middleware and servers of Site Operator or third parties, and Site Operator does not guarantee the continued operation, maintenance, availability or security of any of the foregoing dependencies.

6.8 Tax Issues

The tax consequences of purchasing, selling, holding, transferring or locking tokens or otherwise utilizing the Elk Finance’s cross-chain infrastructure are uncertain, may vary by jurisdiction and may be adverse to a User. Site Operator has undertaken no due diligence or investigation into such tax consequences, assumes no obligation or liability to optimize the tax consequences to any person and is not providing any tax advice.

6.9 Officers, Directors, Etc.

All provisions of these Terms which disclaim or limit obligations or liabilities of Site Operator shall also apply, mutatis mutandis, to the officers, directors, members, employees, independent contractors, agents, stockholders, debtholders and affiliates of Site Operator.

6.10 Limitation of Liability

Under no circumstances shall we or any of our officers, directors, employees, contractors, agents, affiliates, or subsidiaries be liable to you for any indirect, punitive, incidental, special, consequential, or exemplary damages, including (but not limited to) damages for loss of profits, goodwill, use, data, or other intangible property, arising out of or relating to any access or use of the Site, nor will we be responsible for any damage, loss, or injury resulting from hacking, tampering, or other unauthorized access or use of the Site or the information contained within it. We assume no liability or responsibility for any: (a) errors, mistakes, or inaccuracies of content; (b) personal injury or property damage, of any nature whatsoever, resulting from any access or use of the Site; (c) unauthorized access or use of any secure server or database in our control, or the use of any information or data stored therein; (d) interruption or cessation of function related to the Site; (e) bugs, viruses, trojan horses, or the like that may be transmitted to or through the Site; (f) errors or omissions in, or loss or damage incurred as a result of the use of, any content made available through the Site; and (g) the defamatory, offensive, or illegal conduct of any third party. Under no circumstances shall we or any of our officers, directors, employees, contractors, agents, affiliates, or subsidiaries be liable to you for any claims, proceedings, liabilities, obligations, damages, losses, or costs in an amount exceeding the amount you paid to us in exchange for access to and use of the Site, or 1.000 (one thousand) CHF, whichever is greater. This limitation of liability applies regardless of whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, and even if we have been advised of the possibility of such liability. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of certain liabilities and damages. Accordingly, some of the disclaimers and limitations set forth in this Agreement may not apply to you. This limitation of liability shall apply to the fullest extent permitted by law.

6.11 Indemnification

Each User shall defend, indemnify, compensate, reimburse and hold harmless Site Operator (and each of its officers, directors, members, employees, agents and affiliates) from any claim, demand, action, damage, loss, cost or expense, including without limitation reasonable attorneys’ fees, arising out or relating to (a) User’s use of, or conduct in connection with, the Site; (b) User’s violation of these Terms or any other applicable policy or contract of Site Operator; or (c) User’s violation of any rights of any other person or entity.

7. Governing law; Dispute Resolution

7.1 Settlement Negotiations

If a User has a potential legal dispute, claim or cause of action against Site Operator, the User shall first (prior to initiating any litigation proceedings) contact Site Operator by sending an email to legal@elk.finance describing the nature of the potential dispute, claim or cause of action and providing all relevant documentation and evidence thereof. If so elected by Site Operator, User shall use commercially reasonable efforts to negotiate a settlement of any such legal dispute, claim or cause of action within 60 days of the delivery of such email. Any such dispute, claim or cause of action that is not finally resolved by a binding, written settlement agreement within such 60 days shall be brought and resolved exclusively in accordance with the following provisions of this Section 7.

7.2 Agreement to Binding, Exclusive Arbitration

Mandatory Binding Arbitration. All claims, disputes and controversies directly or indirectly arising out of or in connection with or directly or indirectly relating to these Terms or any of the matters or transactions contemplated by these Terms (for the avoidance of doubt, including any claim seeking to invalidate, or alleging that, all or any part of these Terms is unenforceable, void or voidable) (such claims, disputes and controversies, collectively, “Disputes ”) shall be resolved by confidential, binding arbitration to be seated in Switzerland and conducted in the English language by a single arbitrator pursuant to the UNCITRAL International Arbitration Rules (the “Rules”). The arbitrator shall be appointed in accordance with the procedures set out in the Rules. The award or decision of the arbitrator shall be final and binding upon the parties and the parties expressly waive any right under the laws of any jurisdiction to appeal or otherwise challenge the award, ruling or decision of the arbitrator. The judgment of any award or decision may be entered in any court having competent jurisdiction to the extent necessary. If the Site Operator elects to have a Dispute resolved by arbitration pursuant to this provision, no party hereto shall (or shall permit its representatives to) commence, continue or pursue any Dispute in any court; provided, however, that the Site Operator shall be entitled to obtain an injunction or injunctions to prevent breaches of this provision and to enforce specifically the terms and provisions thereof, this being in addition to any other remedy to which the Site Operator is entitled at law or in equity, and the parties hereto hereby waive the requirement of any posting of a bond in connection with such injunctive relief or specific performance.

Waiver of Jury Trial. The parties hereby acknowledge, represent and warrant that they understand that: (i) there is no judge or jury in arbitration, and, absent this mandatory provision, the parties would have the right to sue in court and have a jury trial concerning Disputes; (ii) in some instances, the costs of arbitration could exceed the costs of litigation; (iii) the right to discovery may be more limited in arbitration than in court; and (iv) court review of an arbitration award is limited. Each of the parties hereto hereby irrevocably waives any and all right to trial by jury in any action, suit or other legal proceeding arising out of or related to these Terms or the transactions contemplated hereby.

Confidentiality of Arbitration. Except to the extent necessary to enforce their respective rights under these Terms or as otherwise required by applicable law, the parties undertake to maintain confidentiality as to the existence and events of the arbitration proceedings and as to all submissions, correspondence and evidence relating to the arbitration proceedings. This provision shall survive the termination of the arbitral proceedings.

7.3 Court Jurisdiction

To the extent that any court is required to weigh on the enforceability of Section 7.2, to enforce any judgment of the arbitrator, then, without limiting Section 7.2 or any other provision of this Agreement, the User (A) hereby irrevocably and unconditionally submit to the jurisdiction of the courts of Zurich (Switzerland) for such purpose; (B) agrees not to commence any suit, action or other proceeding arising in connection with or based upon this instrument or the matters contemplated by this instrument except before the courts of Zurich (Switzerland), and (C) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, any claim that it is not subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that this instrument or the subject matter hereof or thereof may not be enforced in or by such court.

7.4 Class Action Waiver

No Class Actions Permitted. All Users hereby agree that any arbitration or other permitted action with respect to any Dispute shall be conducted in their individual capacities only and not as a class action or other representative action, and the Users expressly waive their right to file a class action or seek relief on a class basis. Users shall bring claims against site operator only in their individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding.

8. Miscellaneous

8.1 Headings

The headings and captions contained in these Terms are for convenience of reference only, shall not be deemed to be a part of these Terms and shall not be referred to in connection with the construction or interpretation of these Terms.

8.2 Successors and Assigns

These Terms shall inure to the benefit of Site Operator, the Users, and their respective permitted successors, permitted assigns, permitted transferees and permitted delegates and shall be binding upon all of the foregoing persons and any person who may otherwise succeed to any right, obligation or liability under these Terms by operation of law or otherwise. A User shall not assign any of a User rights or delegate any of a User liabilities or obligations under these Terms to any other person without Site Operator’s advance written consent. Site Operator may freely assign, transfer or delegate its rights, obligations and liabilities under these Terms to the maximum extent permitted by applicable law.

8.3 Severability

In the event that any provision of these Terms, or the application of any such provision to any person or set of circumstances, shall be determined by an arbitrator or court of competent jurisdiction to be invalid, unlawful, void or unenforceable to any extent: (a) the remainder of these Terms, and the application of such provision to persons or circumstances other than those as to which it is determined to be invalid, unlawful, void or unenforceable, shall not be impaired or otherwise affected and shall continue to be valid and enforceable to the fullest extent permitted by law; and (b) Site Operator shall have the right to modify these Terms so as to effect the original intent of the parties as closely as possible in an acceptable manner in order that the transactions contemplated hereby be consumed as originally contemplated to the fullest extent possible.

8.4 Force Majeure

Site Operator shall not incur any liability or penalty for not performing any act or fulfilling any duty or obligation hereunder or in connection with the matters contemplated hereby by reason of any occurrence that is not within its control (including any provision of any present or future law or regulation or any act of any governmental authority, any act of God or war or terrorism, any epidemic or pandemic, or the unavailability, disruption or malfunction of the Internet, the World Wide Web or any other electronic network, the Blockchains or the Elk Finance’s cross-chain infrastructure or any aspect thereof, or any consensus attack, or hack, or denial-of-service or other attack on the foregoing or any aspect thereof, or on the other software, networks and infrastructure that enables Site Operator to provide the Site), it being understood that Site Operator shall use commercially reasonable efforts, consistent with accepted practices in the industries in which Site Operator operates, as applicable, to resume performance as soon as reasonably practicable under the circumstances.

8.5 Amendments and Modifications

These Terms may only be amended, modified, altered or supplemented by or with the written consent of Site Operator. Site Operator reserves, the right, in its sole and absolute discretion, to amend, modify, alter or supplement these Terms from time to time. The most current version of these Terms will be posted on the Site. Any changes or modifications will be effective immediately upon the modified Agreement being posted to the Site. A User shall be responsible for reviewing and becoming familiar with any such modifications. Each User hereby waives any right such User may have to receive specific notice of such changes or modifications. Use of the Site by a User after any modification of these Terms constitutes the User’s acceptance of the modified terms and conditions. If a User does not agree to any such modifications, the User must immediately stop using the Site.

8.6 No Implied Waivers

No failure or delay on the part of Site Operator in the exercise of any power, right, privilege or remedy under these Terms shall operate as a waiver of such power, right, privilege or remedy; and no single or partial exercise of any such power, right, privilege or remedy shall preclude any other or further exercise thereof or of any other power, right, privilege or remedy. Site Operator shall not be deemed to have waived any claim arising out of these Terms, or any power, right, privilege or remedy under these Terms, unless the waiver of such claim, power, right, privilege or remedy is expressly set forth in a written instrument duly executed and delivered on behalf of Site Operator, and any such waiver shall not be applicable or have any effect except in the specific instance in which it is given.

8.7 Subcontracting

We may subcontract (including to any of our affiliates) the whole or any part of our obligations under these Terms without your prior written consent.

8.8 Entire Agreement

These Terms constitutes the entire agreement between the parties relating to the subject matter hereof and supersede all prior or contemporaneous agreements and understandings, both written and oral, between the parties with respect to the subject matter hereof.

8.9 Rules of Interpretation

(a) “hereof,” “herein,” “hereunder,” “hereby” and words of similar import will, unless otherwise stated, be construed to refer to these Terms as a whole and not to any particular provision of these Terms;

(b) “include(s)” and “including” shall be construed to be followed by the words “without limitation”;

(c) “or” shall be construed to be the “inclusive or” rather than “exclusive or” unless the context requires otherwise;

(d) any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in the construction or interpretation of these Terms;

(e) section titles, captions and headings are for convenience of reference only and have no legal or contractual effect.;

(f) whenever the context requires: the singular number shall include the plural, and vice versa; the masculine gender shall include the feminine and neuter genders; the feminine gender shall include the masculine and neuter genders; and the neuter gender shall include the masculine and feminine genders; and

(g) except as otherwise indicated, all references in these Terms to “Sections,” “clauses,” etc., are intended to refer to Sections of Sections, clauses, etc. of these Terms.

Contacting Us

Should you have any question about these Terms, or wish to contact us for any reason whatsoever, please do so by sending us an email at legal@elk.finance