Table of Content
Kwenta DAO Legal Entity
Kwenta operates and manages an orphaned entity registered in the British Overseas Territory of the Cayman Islands in order to handle IP, DAO expenses and compliance.
Kwenta Legal Counsel
The Kwenta DAO will issue Horizons a KWENTA package of 350 tokens (approx 111,650 USD at the seed valuation of 100m FDV), which will vest over the course of 2 years with three-month cliffs, in exchange for 2 years of legal advisory and representation. The advisory will begin upon issuance of the KWENTA package. Horizons will be available for up to 10 hours a month to review KIPs and discuss operational ongoings, ensuring the Kwenta DAO is acting in the best interest of its community members. These hours will accrue in less active times should they be needed during more active periods. Additionally, should a Core Contributor or Governance member require legal representation for an issue directly related to the legality of Kwenta’s operations, Horizons will either defend the individual or make an appropriate referral to an attorney in their professional network if necessary. Should it become necessary, a Kwenta community member can write a KIP to terminate the engagement for reasonable cause and upon the showing of good faith evidence. Upon termination, Kwenta will be able to clawback any unvested tokens in the compensation package to the treasury. The DAO will communicate with Horizon’s via the Kwenta Council and adminDAO. All relevant discussion will be facilitated through these two groups.
New User Acknowledgement
When a new address arrives at Kwenta, a modal pop-up appears with a CTA requesting users to confirm that they understand the disclaimer and wish to proceed. The text in the acknowledgement is as follows: Kwenta is a decentralized exchange, native to the internet, managed by an international community, offering accessible investment tooling in an effort to improve financial equality. By agreeing, you acknowledge that Kwenta is not designed for use in every legal jurisdiction and represent that you have investigated your personal legal situation and consulted with a legal representative in your jurisdiction if necessary. Please acknowledge that you have read our terms and conditions agreement (once available) as well as understood your local regulations well enough to determine whether you are operating within your rights when using Kwenta as Kwenta does not block anyone from accessing the protocol due its reliance on smart contracts and blockchain systems. All users assume responsibility for their own actions.
Terms of Service
Last modified: February 16th, 2023
The Kwenta decentralized autonomous organization (“Kwenta”, "we," "us," or "our") is a community of people and governance mechanism (the “DAO”) operating to facilitate the development of open source software related to the Kwenta Protocol (the “Protocol”) as well as the hosting of the Kwenta interface (the “Interface”). The Kwenta interface is a community-hosted website accessible at kwenta.eth.limo and its related subpages (the “Website”).
These Terms of Service (the “Terms” or this “Agreement”) documented here govern your (“you”, “your, and “user(s)”) access to and use of the Interface.
These Terms apply to anyone who accesses or uses, in any way, the interface. If you are accessing or using the Interface on behalf of a company (such as your employer) or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms and, in that case, “you”, “your” or “user(s)” will refer to that entity.
This Agreement contains important information, including a binding arbitration provision and a class action waiver, both of which impact your rights as to how disputes are resolved. The Interface is only available to you, and should only be accessed if you agree completely with these Terms.
You are expected to be familiar with the Protocol and the risks it represents (including without limitation the possibility of your crypto-assets being forfeited according to the Protocol’s rules or being lost for any other reason) before accessing it (whether accessed via the Interface or otherwise). YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OR INTERACTION WITH THE PROTOCOL IS AT YOUR OWN RISK AND KWENTA WAIVES ALL LIABILITY OR RESPONSIBILITY, AND MAKES NO WARRANTIES, RELATED TO THE PROTOCOL, WHETHER OR NOT THE PROTOCOL IS ACCESSED VIA THE INTERFACE.
Modification of this Agreement
We reserve the right, in our sole discretion, to modify this Agreement from time to time. If we make any material modifications, we will notify you by updating the date at the top of this Agreement and by maintaining a current version of this Agreement . All modifications will be effective when they are posted, and your continued accessing or use of the Interface will serve as confirmation of your acceptance of those modifications. If you do not agree with any modifications to this Agreement, you must immediately stop accessing and using the Interface. Upon termination of these Terms for any reason, all rights and obligations of the parties that by their nature are continuing will survive such termination.
All information or content posted or displayed on the Website and the Interface is for informational purposes only and should not be construed as professional advice (including, without limitation, tax, legal, or financial advice). The user should not take or refrain from taking any action based on any information or content displayed or provided on the Website or on the Interface. The user should seek independent professional advice from an individual licensed and competent in the appropriate area before the user makes any financial, legal, or other decisions where such should be considered prudent. The user acknowledges and agrees that, to the fullest extent permissible by law, it has not relied on Kwenta, the content on the Website or the Interface for any professional advice related to the user’s financial or legal behaviors..
Kwenta is not part of any transaction on the blockchain networks underlying the Kwenta Protocol—we do not have possession, custody, or control over any crypto assets appearing on the Interface, and we do not have possession, custody, or control over any user's funds. Further, we do not store, send, or receive any crypto assets. You understand that when you interact with any Kwenta Protocol smart contracts, you always retain control over your crypto assets. We do not have access to your private keys.
As Kwenta is a decentralized protocol, the Interface should only be used by those following their local laws and regulations. It is the responsibility of the user to understand and operate within their local laws and regulations. Note that should the Kwenta community or the DAO feel it necessary, the Kwenta governance system can prevent an individual's wallet address from accessing the Interface. This can occur if it is found that a user has breached the Terms outlined here or are found to be operating outside of their local laws and regulations.
As a condition to accessing or using the Website or Interface, you represent and warrant to Kwenta the following:
- If you are an individual person, you are of legal age in the jurisdiction in which you reside, and you have the legal capacity to enter into these Terms and be bound by them;
- If you are an entity, then you have the legal authority to accept these Terms on that entity's behalf, in which case you will represent that entity;
- You are not a person in a country that imposes regulatory restrictions on the usage of decentralized finance protocols similar to the Kwenta Protocol;
- You are not a resident, national, or agent of any country to which the United States, the United Kingdom, or the European Union embargoes goods or imposes similar sanctions (collectively, "Restricted Territories");
- You are not subject to economic or trade sanctions administered or enforced by any governmental authority; or otherwise, you are not a member of any sanctions list or equivalent maintained by the United States government, the United Kingdom government, the European Union, or the United Nations, including without limitation the U.S. Office of Foreign Asset Control Specifically Designated Nationals and Blocked Person List (collectively, "Sanctions Lists Persons");
- You do intend to transact with any Restricted Person or Sanctions List Person;
- You will not access the Website or the Interface by circumnavigating, by any means, any restriction we may have implemented to prohibit impermissible access to citizens and residents of, or users physically located in, any jurisdictions where use of the Interface is unlawful; and
- Your access: (a) is not prohibited by and does not otherwise violate or assist you in violating any domestic or foreign law, rule, statute, regulation, by-law, order, protocol, code, decree, letter, or another directive, requirement, guidance, or guideline, published or in force that applies to or is otherwise intended to govern or regulate any person, property, transaction, activity, event or other matter, including any rule, letter, order, judgment, directive or other requirements, guidance, or guideline issued by any domestic or foreign federal, provincial or state, municipal, local or other governmental, regulatory, judicial or administrative authority having jurisdiction over Kwenta or you as otherwise duly enacted, enforceable by law, the common law or equity (collectively, "Applicable Laws"); or (b) does not contribute to or facilitate any illegal activity.
As a condition to accessing or using the Website or the Interface, you acknowledge, understand, and agree to the following:
- From time to time, the Website or the Interface may be inaccessible or inoperable for any reason, including, but not limited to: (a) equipment malfunctions; (b) periodic maintenance procedures or repairs that Kwenta or any of its suppliers or contractors may undertake from time to time; (c) causes beyond Kwenta's control or that Kwenta could not reasonably foresee; (d) disruptions and temporary or permanent unavailability of underlying blockchain infrastructure; or (e) unavailability of third-party service providers or external partners for any reason;
- We reserve the right to disable or modify access to the Website, following due governance processes, at any time in the event of any breach of these Terms, including, without limitation, if we reasonably believe any of your representations and warranties may be untrue or inaccurate, and we will not be liable to you for any losses or damages you may suffer as a result of or in connection with the Website or the Interface being inaccessible to you at any time or for any reason;
- The Interface may evolve, which means third parties may apply changes, replace, or discontinue (temporarily or permanently) access to the Website or the Interface at any time following due governance processes;
- Although it is intended to provide accurate and timely information on the Interface, the Interface or relevant tools may not always be entirely accurate, complete, or current and may also include technical inaccuracies or typographical errors. Accordingly, it is your sole responsibility to verify all information before relying on it, and all decisions you may make based on information contained on the Interface or relevant tools are made at your own risk.
- Kwenta does not act as an agent, broker, or advisor for you;
- You are solely responsible for your use of the Interface, including all of your transfers of digital assets;
- To the fullest not prohibited by Applicable Law, we owe no fiduciary duties or liabilities to you or any other party, and that to the extent any such duties or liabilities may exist at law or in equity, you hereby irrevocably disclaim, waive, and eliminate those duties and liabilities;
- We have no control over, or liability for, the delivery, quality, safety, legality, or any other aspect of any digital assets that you may transfer to or from a third party, and we are not responsible for ensuring that an entity with whom you transact completes the transaction or is authorized to do so. If you experience a problem with any transactions in digital assets using the Website or the Interface, you bear the entire risk.
The Interface is distinct from the Protocol and is one, but not the exclusive, means of accessing the Protocol. The Protocol itself has two versions, designated as v1 and v2, each of which comprises open-source or source-available self-executing smart contracts that are deployed on various public blockchains, such as Ethereum and Optimism. The Kwenta DAO does not control or operate any version of the Protocol on any blockchain network. By using the Interface, you understand that you are not buying or selling digital assets from us and that we do not operate any liquidity pools on the Protocol or control trade execution on the Protocol. Instead, Kwenta is built upon the Synthetix Protocol, a decentralized protocol which functions in a similar manner as Kwenta. In order to enable the exchange of assets on the Protocol, an exchange fee is charged to users by Synthetix, and such fees are sent to the fee pool for individuals who stake SNX tokens to claim. As a general matter, Kwenta is not a liquidity provider into Protocol liquidity pools and liquidity providers are independent third parties. The liquidity accessible through the Protocol is created and maintained entirely by users of the Synthetix protocol.
To access the Interface, you must use non-custodial digital asset wallet software, which allows you to interact with public blockchains. Your relationship with that non-custodial wallet provider is governed by the applicable terms of service of that third party, not this Agreement. Wallets are not operated by, maintained by, or affiliated with us, and we do not have custody or control over the contents of your wallet and have no ability to retrieve or transfer its contents. By connecting your wallet to our Interface, you agree to be bound by this Agreement and all of the terms incorporated herein by reference. It is a condition of the user’s use of the Interface that the user only operates such digital asset wallets with a private key(s) that the user created or has the direct, explicit permission of the party who created the relevant private key(s). Additionally, the user should use particular caution when accessing the Interface from a public or shared computer so that others are not able to view or record the User’s public key, password, private key, or other personal information. In the event the User’s digital asset wallet credentials are compromised, the user acknowledges and understands that all of its related digital assets may be compromised as well, and waives any and all responsibility of and liability against Kwenta related to any losses in any such event.
We reserve the right to disable access to the Interface at any time in the event of any breach of the Terms, including without limitation, if we, through the Kwenta DAO’s due governance processes (e.g., by voting on a DAO proposal), believe that you, at any time, fail to satisfy the eligibility requirements set forth in the Terms. Further, we reserve the right to limit or restrict access to the Interface by any person or entity, or within any geographic area or legal jurisdiction, at any time via due governance processes. We will not be liable to you for any losses or damages you may suffer as a result of or in connection with the Interface being inaccessible to you at any time or for any reason.
Prohibited use includes using the Interface in a manner that:
- Breaches the Terms;
- Infringes on or violates any copyright, trademark, service mark, patent, right of publicity, right of privacy, or other proprietary or intellectual property rights under the law;
- Uploading or transmitting viruses, worms, Trojan horses, time bombs, cancelbots, spiders, malware, or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Website or the Interface;
- Attempts, in any manner, to obtain the private key, password, account, or other security information from any other user, including such information about such users’ digital asset wallet(s);
- Promotes or facilitates illegal activities, including but not limited to money laundering, terrorist financing, tax evasion, buying or selling illegal drugs, contraband, counterfeit goods, or illegal weapons;
- Seeks to defraud us or any other person or entity, including, but not limited to, providing any false, inaccurate, or misleading information in order to unlawfully obtain the property of another;
- Engage in improper or abusive trading practices, including but not limited to (a) any fraudulent act or scheme to defraud, deceive, trick, or mislead; (b) trading ahead of another user of the Website or the Interface or front-running; (c) fraudulent trading; (d) accommodation trading; (e) fictitious transactions; (f) pre-arranged or non-competitive transactions; or (g) cornering;
- Transmits, exchanges, or is otherwise supported by the direct or indirect proceeds of criminal or fraudulent activity;
- Harasses, abuses, or harms another person or entity, including Kwenta's collaborators and service providers;
- Use the Website or Interface in any way that is, in our sole discretion, libelous, defamatory, profane, obscene, pornographic, sexually explicit, indecent, lewd, vulgar, suggestive, harassing, stalking, hateful, threatening, offensive, discriminatory, bigoted, abusive, inflammatory, fraudulent, deceptive, or otherwise objectionable or likely or intended to incite, threaten, facilitate, promote, or encourage hate, racial intolerance, or violent acts against others;
- Contributes to or facilitates any of the foregoing activities.
You are required to pay all fees for transactions involving certain blockchain networks. These fees may include transaction fees imposed by the smart contract parameters of the blockchain networks underlying the Protocol and all other fees reflected on the Interface at your use, including trading-related fees charged by the Synthetix protocol. Kwenta does not receive fees for any blockchain transactions or using the Website or the Interface. You may be required to pay fees to other blockchain protocols we support which Kwenta has no control over. Kwenta reserves the right to charge a fee for use of features on the Interface.
Blockchains, decentralized exchanges (“DEX(s)”), decentralized finance (“DeFi”), digital assets, the Protocol, and their related technologies and functionalities are still emerging innovations that carry a relatively high amount of foreseeable and unforeseeable risk from security, financial, technical, political, social, and personal safety standpoints. The mere access to and interaction with blockchains requires high degrees of skill and knowledge to operate with a relative degree of safety and proficiency. Digital assets are generally highly volatile in nature due to many diverse factors, including without limitation use and adoption, speculation, manipulation, technology, security, and legal and regulatory developments and application. Further, the speed and cost of transacting with cryptographic technologies, such as blockchains like those underlying the Protocol, are variable and highly volatile. Moreover, the transparent nature of many blockchains means that any interactions the user has with the Protocol and any blockchain may be publicly visible and readable in human form.
As is the case with all transactions executed on the public blockchain networks on which the Protocol operates, transactions entered into in connection with the Interface are irreversible and final, and there are no refunds. You acknowledge and agree that you will access and use the Interface at your own risk. Kwenta has no obligation to compensate users for the loss of funds on the Kwenta Interface from expected or unexpected behavior.
The DAO will make its best effort to operate as an actor in good faith, which may require us to, upon request by government agencies, take certain actions or provide information that may not be in your best interests.
By accessing and using the Website or the Interface, you acknowledge and understand the foregoing, and represent that you are financially and technically sophisticated enough to understand the inherent risks associated with using cryptographic and blockchain-based systems, and that you have a working knowledge of the usage and intricacies of DeFi and are informed of all foreseeable risks and the possibility of unforeseeable risks, associated with blockchains, digital assets, digital asset wallets, smart contracts, the Interface, the Protocol, and any third party DeFi protocols that a user may interact with via the Interface. You further acknowledge, and assume all risk related to the possibility, that any information presented via the Website or the Interface may be inaccurate, possibly due to another party’s malicious activities and possibly to your severe harm or detriment.
You acknowledge that Kwenta is a decentralized entity with no one individual or group responsible for its operations. The Kwenta DAO governs the operations of Kwenta via its governance processes and making changes to Kwenta’s governance framework or interface requires participation in these governance processes. You agree that we are not responsible for any of these or related risks, do not own or control any blockchain and that the Protocol itself is managed by a dispersed group of individual DAO contributors who cannot guarantee the safe or accurate functioning of the Interface or the Protocol, and such DAO contributors shall not be held liable for any resulting harms, damages, or losses incurred by or against you while accessing or using the Interface or the Protocol.
Accordingly, you acknowledge the foregoing, represent your understanding of the foregoing, and agree to assume full responsibility for all of the risks of accessing and using the Website and the Interface and interacting with the Protocol, whether mentioned in this Section or otherwise. You further expressly waive and release the Kwenta DAO and its individual contributors from any and all liability, claims, causes of action, or damages arising from or in any way relating to your use of the Website and the Interface and your interaction with the Protocol.
Kwenta cannot and does not represent or guarantee that any of the information available through the Interface is accurate, reliable, current, complete or appropriate for your needs. The information displayed through the Interface including, but not limited to, “APRs” and information about prices, liquidity, staking or other is provided by third parties and/or calculated for informational purposes. Your use of any third party scripts, indicators, ideas and other content is at your sole risk.
You understand that we do not create, own, or operate cross-chain bridges and we do not make any representation or warranty about the safety or soundness of any cross-chain bridge, including its use for Kwenta governance.
By using the Interface, you acknowledge and agree that Kwenta is not responsible for the operation of the open-source software and networks underlying the Interface, that there exists no guarantee of the functionality, security, or availability of that software and networks; and that the underlying networks are subject to sudden changes in operating rules, such as those commonly referred to as "forks," which may materially affect the Interface.
Kwenta owns all rights, names, logos, and other marks used on the Website and the Interface, including, without limitation, any copyrights in and to any content, code, data, or other materials that you may access or use on or through the Website or the Interface; however, the code for the Kwenta Protocol and the Interface deployed on IPFS is open-sourced. Except as expressly set forth herein, your use of or access to the Website or the Interface does not grant you any ownership or other rights therein.
Kwenta may use and share your comments, bug reports, ideas, or other feedback that you may provide, including suggestions about how we might improve. You agree that Kwenta is free to use or not use any feedback we receive from you as we see fit, including copying and sharing such feedback with third parties, without any obligation to you.
The Interface may not be available or appropriate for use in your jurisdiction. By accessing or using the Interface, you agree that you are solely and entirely responsible for compliance with all laws and regulations that may apply to you. You further agree that we have no obligation to inform you of any potential liabilities or violations of law or regulation that may arise in connection with your access and use of the Interface and that we are not liable in any respect for any failure by you to comply with any applicable laws or regulations. It is your responsibility to determine whether taxes apply to any transactions you initiate or receive and, if so, to report and/or remit the correct tax to the appropriate tax authority.
Limitation of Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE KWENTA DAO, ITS CORE CONTRIBUTORS, EXTERNAL CONTRIBUTORS, GOVERNANCE PARTICIPANTS, PARTNERS, AGENTS, CONTRACTORS, OR AFFILIATES BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THE USER’S USE, OR INABILITY TO USE, THE WEBSITE, THE INTERFACE, T THE PROTOCOL, ANY WEBSITES LINKED THROUGH OUR SERVICES, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. THIS DISCLAIMER OF LIABILITY EXTENDS TO ANY AND ALL DAMAGES CAUSED BY ANY THIRD PARTY (INCLUDING, WITHOUT LIMITATION, THOSE CAUSED BY FRAUD, DECEIT, OR MANIPULATION), WHETHER OR NOT SUCH THIRD PARTY IS A PARTICIPANT, OR ANY FAILURE, EXPLOIT, OR VULNERABILITY OF THE WEBSITE, SERVICES, THE PROTOCOL, THE USER’S DIGITAL ASSET WALLETS, OR THE UNDERLYING BLOCKCHAINS OR RELATED BLOCKCHAIN FUNCTIONALITIES. TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE KWENTA DAO AND ITS CONTRIBUTORS AND AFFILIATES, AND THEIR LICENSORS, SERVICE PROVIDERS, CONTRIBUTORS, AGENTS, OFFICERS, AND DIRECTORS, TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE GREATER OF $100 OR THE AMOUNT YOU HAVE PAID DIRECTLY TO KWENTA FOR THE APPLICABLE CONTENT OR SERVICES IN THE LAST SIX MONTHS OUT OF WHICH LIABILITY AROSE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
ANY CAUSE OF ACTION OR CLAIM THE USER MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR ITS USE OF THE WEBSITE, THE INTERFACE, OR THE PROTOCOL MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
You agree to hold harmless, release, defend, and indemnify us and our core contributors, external contributors, governance participants, and partners from and against all claims, damages, obligations, losses, liabilities, judgments, awards, costs, expenses, or fees (including reasonable attorneys’ fees) arising from: (a) your access to and use of the Website or the Protocol, including, but not limited to, your interactions with the Interface or other features which incorporate the Protocol, use of or reliance on the Website’s content, services, and products other than as expressly authorized in these Terms; (b) your violation of these Terms, the right of any third party, or any other Applicable Law, rule, or regulation; (c) your use or reliance on of any information obtained from the Website; and (d) any other party’s access and use of the Interface with your assistance or using any device or account that you own or control.
Governing Law & Jurisdiction
All matters relating to the Website and this Agreement, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the British Virgin Islands without giving effect to any law or rule that would cause the application of another jurisdiction’s law (whether of the British Virgin Islands or any other jurisdiction).
Arbitration and Class Action Waiver
Any dispute, controversy or claim arising out of, relating to, or in connection with the User’s use of the Website, the Interface, or the Protocol, or in connection with this Agreement, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, shall be finally resolved by binding arbitration by the London Court of International Arbitration under its Rules of Arbitration. The tribunal shall have the power to rule on any challenge to its own jurisdiction or to the validity or enforceability of any portion of the agreement to arbitrate. The parties agree to arbitrate solely on an individual basis, and that these Terms do not permit class arbitration or any claims brought as a plaintiff or class member in any class or representative arbitration proceeding. The arbitral tribunal may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding. In the event the prohibition on class arbitration is deemed invalid or unenforceable, then its remaining portions will remain in force.
You understand and agree that the GitHub repository, decentralized and autonomous protocol and environment, and associated decentralized networks, are not controlled by us. We do not have access to your private key and cannot initiate an interaction with your digital assets or otherwise access your digital assets. We are not responsible for any activities that you engage in when using your wallet, or the Interface.
The Kwenta DAO and its participants are developers of open-source software and do not unilaterally offer, operate, or administer the Protocol or any particular blockchain network. The Interface merely attempts to assist users in more easily participating in the Protocol, DeFi services, or blockchain networks generally. Although we contributed to the initial code for the Protocol, we do not provide, own, or control the Protocol, which is run autonomously without any headcount by smart contracts deployed on various blockchains. Upgrades and modifications to the Protocol are generally managed in a community-driven way by holders of the KWENTA governance token. No developer or entity involved in creating the Protocol will be liable for any claims or damages whatsoever associated with your use, inability to use, or your interaction with other users of, the Protocol, including any direct, indirect, incidental, special, exemplary, punitive or consequential damages, or loss of profits, cryptocurrencies, tokens, or anything else of value. We do not endorse, guarantee, or assume responsibility for any advertisements, offers, or statements made by third parties concerning the Interface.
THE WEBSITE, THE INTERFACE, AND THE PROTOCOL ARE PROVIDED ON AN “AS IS’’ AND “AS AVAILABLE” BASIS. THE USER’S USE OF THE WEBSITE AND THE INTERFACE, THE PROTOCOL, AND ANY OF THE SERVICES (AND ANY OF THEIR CONTENT) IS AT THE USER’S SOLE RISK. TO THE FULLEST EXTENT LEGALLY PERMISSIBLE, NEITHER WE, NOR ANY PERSON ASSOCIATED WITH KWENTA, MAKE, AND WE EXPLICITLY DISCLAIM, ANY AND ALL REPRESENTATIONS OR WARRANTIES OF ANY KIND RELATED TO THE WEBSITE, THE INTERFACE, AND THE SERVICES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING (WITHOUT LIMITATION) THE WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. NEITHER KWENTA NOR ANY PERSON ASSOCIATED WITH KWENTA MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE, THE INTERFACE, OR THE SERVICES. KWENTA AND ANY PERSON ASSOCIATED WITH KWENTA DO NOT REPRESENT OR WARRANT THAT: (1) ACCESS TO THE WEBSITE, THE INTERFACE, OR THE SERVICES WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, WITHOUT DELAY, ERROR-FREE, SECURE, OR FREE FROM DEFECTS; (2) THAT THE INFORMATION CONTAINED OR PRESENTED ON THE WEBSITE OR VIA THE SERVICES IS ACCURATE, RELIABLE, COMPLETE, CONCISE, CURRENT, OR RELEVANT; (3) THAT THE WEBSITE, THE INTERFACE, THE SERVICES, OR ANY SOFTWARE CONTAINED THEREIN WILL BE FREE FROM DEFECTS, MALICIOUS SOFTWARE, ERRORS, OR ANY OTHER HARMFUL ELEMENTS, OR THAT ANY OF SUCH WILL BE CORRECTED; OR (4) THAT THE WEBSITE, THE INTERFACE, OR THE SERVICES WILL MEET THE USER’S EXPECTATIONS. NO INFORMATION OR STATEMENT THAT WE MAKE, INCLUDING DOCUMENTATION OR OUR PRIVATE COMMUNICATIONS, SHOULD BE TREATED AS OFFERING ANY WARRANTY CONCERNING THE WEBSITE, THE INTERFACE, OR THE SERVICES. WE DO NOT ENDORSE, GUARANTEE, OR ASSUME ANY LIABILITY OR RESPONSIBILITY FOR ANY CONTENT, ADVERTISEMENTS, OFFERS, STATEMENTS, OR ACTIONS BY ANY THIRD PARTY EITHER REGARDING THE WEBSITE OR THE SERVICES.
TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, MAN-IN-THE-MIDDLE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT THE USER’S COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO THE USER’S USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO THE USER’S DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Non-Solicitation; No Investment Advice
You agree and understand that: (a) all trades you submit through the Interface are considered unsolicited, which means that they are solely initiated by you; (b) you have not received any investment advice from us in connection with any trades, including those you place via our smart contracts; and (c) we do not conduct a suitability review of any trades you submit.
The provision of informational materials does not make trades solicited; we are not attempting to induce you to make any purchase as a result of information provided. All such information provided by the Interface is for informational purposes only and should not be construed as investment advice or a recommendation that a particular token is a safe or sound investment. You should not take, or refrain from taking, any action based on any information contained in the Interface. By providing market information for your convenience, we do not make any investment recommendations to you or opine on the merits of any transaction or opportunity. You alone are responsible for the use of the Interface.
Third-Party Resources and Promotions
The Interface may contain references or links to third-party resources, including (but not limited to) information, materials, products, or services, that we do not own or control. In addition, third parties may offer promotions related to your access and use of the Interface. We do not approve, monitor, endorse, warrant or assume any responsibility for any such resources or promotions. If you access any such resources or participate in any such promotions, you do so at your own risk, and you understand that this Agreement does not apply to your dealings or relationships with any third parties. You expressly relieve us of any and all liability arising from your use of any such resources or participation in any such promotions.
Non-Custodial and No Fiduciary Duties
The Interface is a purely non-custodial application, meaning we do not ever have custody, possession, or control of your digital assets at any time. It further means you are solely responsible for the custody of the cryptographic private keys to the digital asset wallets you hold and you should never share your wallet credentials or seed phrase with anyone. We accept no responsibility for, or liability to you, in connection with your use of a wallet and make no representations or warranties regarding how the Interface will operate with any specific wallet. Likewise, you are solely responsible for any associated wallet and we are not liable for any acts or omissions by you in connection with or as a result of your wallet being compromised.
This Agreement is not intended to, and does not, create or impose any fiduciary duties on us. To the fullest extent permitted by law, you acknowledge and agree that we owe no fiduciary duties or liabilities to you or any other party, and that to the extent any such duties or liabilities may exist at law or in equity, those duties and liabilities are hereby irrevocably disclaimed, waived, and eliminated. You further agree that the only duties and obligations that we owe you are those set out expressly in this Agreement.
Not Registered with the SEC or Any Other Agency
We are not registered with the U.S. Securities and Exchange Commission as a national securities exchange or in any other capacity. Similarly, we are not registered with the U.S. Commodity Futures Trading Commission (“CFTC”) as a national commodities exchange or in any other capacity. You understand and acknowledge that we do not broker trading orders on your behalf nor do we collect or earn fees from your trades on the Interface. We also do not facilitate the execution or settlement of your trades, which occur entirely on public blockchains like Ethereum and layer 2 scaling solutions like Optimism. As a result, we do not (and cannot) guarantee market best pricing or best execution through the Interface or when using our Auto Routing feature, which routes trades across liquidity pools on the Protocol only. Any references in the Interface to “best price” do not constitute a representation or warranty about pricing available through the Interface, on the Protocol, or elsewhere. The User acknowledges its understanding that we are not registered nor licensed with, nor have our Website, Interface, or Protocol (or the software contained therein) been reviewed or evaluated by, the CFTC, SEC, or any other financial or banking regulator of any jurisdiction.
Release of Claims
You expressly agree that you assume all risks in connection with your access and use of the Interface. You further expressly waive and release us from any and all liability, claims, causes of action, or damages arising from or in any way relating to your use of the Interface. If you are a California resident, you waive the benefits and protections of California Civil Code § 1542, which provides: "[a] general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."
You acknowledge that Kwenta is not responsible for transferring, safeguarding, or maintaining your private keys or any digital assets associated therewith. If you lose, mishandle or have stolen associated digital asset wallet private keys, you acknowledge that you may not be able to recover associated digital assets and that Kwenta is not responsible for such loss. You acknowledge that Kwenta is not responsible for any loss, damage or liability arising from your failure to comply with these Terms hereunder.
Severability & Entire Agreement
No waiver by Kwenta of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Kwenta to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.
If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of these Terms will continue in full force and effect.
These Terms constitute the entire agreement between you and us with respect to the subject matter hereof. This Agreement supersedes any and all prior or contemporaneous written and oral agreements, communications and other understandings (if any) relating to the subject matter of these Terms.
Last Modified: February 16th, 2023
High Level Summary
The Kwenta Protocol is a censorship-resistant set of smart contracts deployed across various Layer 1 and Layer 2 chains. It is governed by the Kwenta community and with no one individual or group responsible for its operations.
The Kwenta DAO does not collect and store personal data, such as first name, last name, street address, date of birth, email address, or IP address. All data collected is anonymized.
The Kwenta DAO may use and/or collect, following due governance processes (voted in by the governance system), non-identifiable data, such as public on-chain data, and limited off-chain data like device type, browser version, interface usage, etc. This is to help drive production vision, not track users.
Data We Collect
Privacy and accessibility is central to the ethos of Kwenta. Accordingly, we aspire to be transparent about what little data we do collect. We do not maintain user accounts and do not collect and store personal data, such as your name or internet protocol (“IP”) address. When you interact with the Interface and/or the Protocol, we collect only:
Publicly-available Blockchain Data. When you connect your non-custodial blockchain wallet to the Interface, we collect and log your publicly-available blockchain address to learn more about your use of the Interface and to screen your wallet for any prior illicit activity. We screen your wallet using intelligence provided by leading blockchain analytics providers. Note that blockchain addresses are publicly-available data that are not created or assigned by us or any central party, and by themselves are not personally identifying.
Information from localStorage and Other Tracking Technologies. We and our third-party services providers may access and collect information from localStorage, mobile deviceID, cookies, web beacons, and other similar technologies to provide and personalize the Interface and features of the Interface for you across sessions. We may use this information to learn about your preferences and your use of the Interface. Information we collect from these technologies may include things such as browser type, referring/exit pages, operating system, device or browser language, and other device information. We may group and analyze these user journeys collectively, in the aggregate, to improve our product user experience.
Information from Other Sources. We may receive information about your wallet address or transactions made through the Interface and/or the Protocol from our service providers in order to operate in good faith and remain aligned with legal obligations and potentially prevent the use of our Interface or Protocol in connection with fraudulent or other illicit activities.
Survey or Usability Information. If you participate in a survey or usability study with us, any and all information provided to us may be analyzed by the Kwenta DAO.
Correspondence. We will receive any communications and information you provide directly to us via email, social media, or another support channel (such as Twitter or Discord), or when you participate in any surveys or questionnaires.
Biographical Information. If you apply for a role with us, we collect all information provided through our DAO Roles form, including name, email, Discord handle and any other resume, cover letter, or free form text you include.
How We Use Data
We use the data we collect in accordance with your instructions, including any applicable terms in our Terms of Service, and to operate in good faith. We may also use data for the following purposes:
Providing Access to the Protocol. We use the data we collect to provide, maintain, customize and improve our Interface and features of the Interface.
Customer Support. We may use information to provide customer support for and answer inquiries about the Interface or the Protocol.
Safety and Security. The DAO may use data to protect against, investigate, and stop fraudulent, unauthorized, or illegal activity. We may also use it to address security risks, solve potential security issues such as bugs, enforce our agreements, and protect community members.
Compliance with Applicable Law. We may use the information we collect as needed or requested by regulators, government entities, and law enforcement to comply with applicable laws and regulations.
Aggregated Data. We may use some of the information we collect or access to compile aggregated data that helps us learn more about how users use the Interface and where we can improve your experience.
How We Share Data
We may share or disclose the data we collect:
With Service Providers. We may share your information with our service providers and vendors to assist us in providing, delivering, and improving the Interface. For example, we may share your wallet address with service providers like Sentry and Satsuma to provide technical infrastructure services.
To Comply with Applicable Law. We may share your data in the course of litigation, regulatory proceedings, compliance measures, and when compelled by subpoena, court order, or other legal procedure should the Kwenta DAO vote in favor of cooperating. We may also share data when we believe it is necessary to prevent harm to our users, the Kwenta DAO, or others, and to enforce our agreements and policies, including our Terms of Service.
Safety and Security. We may share data to protect against, investigate, and stop fraudulent, unauthorized, or illegal activity. We may also use it to address security risks, solve potential security issues such as bugs, enforce our agreements, and protect our users, the Kwenta DAO, and ecosystem.
Business Changes. We may transfer or share data to another entity in the event of a merger, acquisition, bankruptcy, dissolution, reorganization, token sale, or other business transaction.
With Your Consent. We may share your information any other time you provide us with your consent to do so.
We do not share your information with any third parties for any marketing purposes whatsoever.
We use services provided by Matomo and other third parties that use tracking technology such as cookies, deviceID, and localStorage, to collect information about your use of the Interface and our interactions with you. All logs are anonymized and users’ Do Not Track settings are respected.
You can opt out of having your online activity and device data collected through these third-party services, including by:
- Blocking cookies in your browser by following the instructions in your browser settings. For more information about cookies, including how to see the cookies on your device, manage them, and delete them, visit allaboutcookies.org.
- Blocking or limiting the use of your advertising ID on your mobile device through the device settings.
- Using privacy plug-ins or browsers. Certain browsers and browser extensions can be configured to block third-party cookies and trackers.
- Using the platform opt-out provided by Matomo (will be added here as soon as Matomo integration goes live).
- Using advertising industry opt-out tools on each device or browser where you use the Interface, available at optout.aboutads.info and optout.networkadvertising.org.
Third-Party Links and Sites
We may integrate technologies operated or controlled by other parties into parts of the Interface. For example, the Interface may include links that hyperlink to websites, platforms, and other services not operated or controlled by us. Please note that when you interact with these other parties, including when you leave the Interface, those parties may independently collect information about you and solicit information from you. You can learn more about how those parties collect and use your data by consulting their privacy policies and other terms.
We implement and maintain reasonable administrative, physical, and technical security safeguards to help protect data from loss, theft, misuse, unauthorized access, disclosure, alteration, and destruction. Nevertheless, transmission via the internet is not completely secure and we cannot guarantee the security of information about you. You are responsible for all of your activity on the Interface and the Protocol, including the security of your blockchain network addresses, cryptocurrency wallets, and their cryptographic keys.
The Interface and the Protocol are intended for a general audience and are not directed at children under 18 years old or the minimum legal age to enter into a binding contract in each user’s jurisdiction. We do not knowingly receive personal information (as defined by the U.S. Children’s Privacy Protection Act, or “COPPA”) from children. If you believe we have received personal information about a child under the age of 18, please contact us at kwentadao (at) gmail.com.
Additional Notice to California Residents (“CCPA Notice”)
The California Consumer Privacy Act of 2018 (“CCPA”) requires certain businesses to provide a CCPA Notice to California residents to explain how we collect, use, and share their personal information, and the rights and choices we offer California residents regarding our handling of their information.
Privacy Practices. We do not “sell” personal information as defined under the CCPA. Please review the “Sharing and Disclosure of Information” section above for further details about the categories of parties with whom we share information.
Privacy Rights. The CCPA gives individuals the right to request information about how we have collected, used, and shared your personal information. It also gives you the right to request a copy of any information we may maintain about you. You may also ask us to delete any personal information that we may have received about you. Please note that the CCPA limits these rights, for example, by prohibiting us from providing certain sensitive information in response to access requests and limiting the circumstances under which we must comply with a deletion request. We will respond to requests for information, access, and deletion only to the extent we are able to associate, with a reasonable effort, the information we maintain with the identifying details you provide in your request. If we deny the request, we will communicate the decision to you. You are entitled to exercise the rights described above free from discrimination.
Submitting a Request. You can submit a request for information, access, or deletion to the Kwenta community on Discord.
Identity Verification. The CCPA requires us to collect and verify the identity of any individual submitting a request to access or delete personal information before providing a substantive response.
Authorized Agents. California residents can designate an “authorized agent” to submit requests on their behalf. We will require the authorized agent to have a written authorization confirming their authority.
Disclosures for European Union Data Subjects
We process personal data for the purposes described in the section titled “How We Use Data” above. Our bases for processing your data include: (i) you have given consent to the process to us or our service provides for one or more specific purposes; (ii) processing is necessary for the performance of a contract with you; (iii) processing is necessary for compliance with a legal obligation; and/or (iv) processing is necessary for the purposes of the legitimate interested pursued by us or a third party, and your interests and fundamental rights and freedoms do not override those interests.
Your rights regarding your data include the right to: (i) request access and obtain a copy of your personal data, (ii) request rectification or erasure of your personal data, (iii) object to or restrict the processing of your personal data; and (iv) request portability of your personal data. Additionally, you may withdraw your consent to our collection at any time. Nevertheless, we cannot edit or delete information that is stored on a particular blockchain. Information such as your transaction data, blockchain wallet address, and assets held by your address that may be related to the data we collect is beyond our control.
To exercise any of your rights under this Policy, please contact us at kwentadao (at) gmail.com.
We may require additional information from you to process your request. Please note that we may retain information as necessary to fulfill the purpose for which it was collected and may continue to do so even after a data subject request in accordance with our legitimate interests, including to comply with our legal obligations, resolve disputes, prevent fraud, and enforce our agreements.
Removal of Personal Identifying Data and Questions
For any questions regarding your personally-identifying information stored with Kwenta, for removal requests or any other suggestions or issues, please send us an email at kwentadao (at) gmail.com.
Changes to this Policy
If we make material changes to this Policy, we will notify you via the Interface. Nevertheless, your continued use of the Interface reflects your periodic review of this Policy and our Terms of Service, and indicates your consent to them.
Protection of Certain Personally-Identifying Information
Kwenta will not rent or sell potentially personally-identifying and personally-identifying information to anyone.
If you are a registered user of Kwenta and have supplied your email address, Kwenta may occasionally send you an email to tell you about new features, solicit your feedback, or just keep you up to date with what’s going on with Kwenta and our products. We primarily use our website to communicate this type of information, so we expect to keep this type of email to a minimum.
Kwenta takes all measures reasonably necessary to protect against the unauthorized access, use, alteration, or destruction of potentially personally-identifying and personally-identifying information.
If you have any questions about this Policy or how we collect, use, or share your information, please contact us at kwentadao (at) gmail.com.