Terms and Conditions

Date Last Revised: 11th June 2024

Please review these Terms of Use of the Persistence-branded decentralised exchange (the "Terms") carefully, as they set forth legally binding terms and conditions between you and the Company (as defined below) that govern your access and/or use of: (a) the website located at https://app.persistence.one/ (the "Website"); (b) the Persistence DEX Smart Contracts (as defined below); and (c) the Persistence Chain (as defined below) on which the Persistence DEX Smart Contracts (as defined below) are deployed, including related trademarks, and other intellectual property, whether such access and/or use is via (i) the Website ("Website Access") or (ii) command line, locally installed programs, Software Development Kits ( "SDK"), software code and blockchain and smart contract explorers (collectively "Direct Access"). These Terms are to be read together with the provisions set forth in our privacy policy found at [Privacy Policy] ("Privacy Policy").


For purposes of these Terms, the Website, the Persistence DEX Smart Contracts and Persistence Chain shall be collectively referred to as "Persistence DEX". By accessing and/or using Persistence DEX, you ("you" or the "User") agree to these Terms on behalf of yourself and any entity you represent, and you represent and warrant that you have the right and authority to do so.


Persistence DEX is not intended for (a) access and/or use by Excluded Persons (as defined below); or (b) access and/or use by any person or entity in, or accessing or using the Website from, an Excluded Jurisdiction. Accordingly, Excluded Persons (as defined below) should not access and/or use Persistence DEX.


The Website is owned and operated by Persistence Sub One Ltd. ("Company"), an entity formed under the laws of the British Virgin Islands and the Persistence DEX Smart Contracts (as defined below) are copyrighted works belonging to the Company and/or its Affiliate(s) (each of User and Company, a "Party", and collectively, the "Parties").


You acknowledge that you shall be deemed to have accepted these Terms by accessing and/or using Persistence DEX–whether by Website Access or Direct Access.


Company reserves the right to change these Terms in its sole discretion from time to time. The "Date Last Revised" specified on these Terms indicates the date on which the Terms were last changed. You will be notified of those changes and given the opportunity to review and accept the updated Terms when you next access and/or use Persistence DEX. Your acceptance of, and/or your continued access and/or use of Persistence DEX following notice of, the updated Terms shall indicate your acknowledgement of, and agreement to be bound by, such the updated Terms.


1. Overview of Persistence DEX
1.1 Persistence DEX has been developed by Company to enable Users to undertake any one or more of the following ("Persistence DEX Activities"):

(a) effect Token Swaps (as defined below) of digital assets supported by Persistence DEX ("Persistence DEX Supported Tokens") on the Persistence Chain and across other IBC-enabled blockchains ("Persistence DEX Supported Blockchains") on a non-custodial basis;


(b) provide liquidity ("Liquidity Provision") in respect of Persistence DEX Supported Token pairs and/or compositions of more than two Persistence DEX Supported Tokens (as the case may be) (collectively, "Liquidity Token Composition") by way of :


(i) transfer of such Liquidity Token Composition to a Persistence DEX Supported Blockchain address associated with a liquidity pool smart contract ("Liquidity Pool") which is a part of the Persistence DEX Smart Contracts designated for non-custodial holding of Persistence DEX Supported Token pairs with a view to providing liquidity to facilitate other Users' Token Swaps; and


(ii) in return, receive Liquidity Pool tokens ("LP Tokens") representing the proportion of overall liquidity contributed by User in the respective Liquidity Pool, which LP Tokens may be used in conjunction with other composable features or platforms; and


(c) effect Liquidity Provision through single-sided liquidity provision – whereby a User who wishes to apportion the relevant proportion of such User's Persistence DEX Supported Token(s) (of a single type) to be swapped for another Persistence DEX Supported Token-type using Token Swap in order to compose the relevant Liquidity Token Composition for the relevant Liquidity Pool – can do so in a seamless manner using the single-sided liquidity provision function on Persistence DEX; and


(d) such other functions or features as may be provided through Persistence DEX.


1.2 Persistence DEX enables Users to undertake Persistence DEX Activities through the use of use of smart contracts comprising computer code written based on various blockchain standard and programming languages (collectively, "Persistence DEX Smart Contracts") developed and published by Company or its Affiliate(s) at Persistence DEX's official Github page ("Github Page").

1.3 For purposes of these Terms:

(a) "Affiliates" of an entity means the owners, directors, officers, employees, advisors, and agents of such entity and companies in which such entity has an interest;


(b) "Persistence Chain" means the blockchain known as Persistence Core-1 chain developed based on the Cosmos SDK;


(c) "Persistence DEX Documentation" means the document repository accessible at https://docs.persistence.one and all its associated links;


(d)"IBC" means the Inter-Blockchain Communication Protocol; and


(e)"Supported Wallet" in relation to Persistence DEX, means such digital wallet of User as may be supported by Persistence DEX;


(f)"Token Swap" refers to the function on Persistence DEX which enables a user to swap one Persistence DEX Supported Token with another from the liquidity provided in the relevant Liquidity Pool;


a reference to:


(a) a "person" includes a reference to any individual, body corporate, unincorporated association or partnership;


(b) an agreement or other document is a reference to that agreement or document as from time to time supplemented or amended;


(c) the masculine gender includes the feminine and neuter genders and vice versa;


(d) the singular includes the plural and vice versa; and


(e) any law or regulation is a reference to that law or regulation as amended from time to time and, where the same has been repealed, to any re-enactment or replacement of the same.


1.4 Website Access

(a) The Website is a user interface designed by Company to facilitate use of the Persistence DEX Smart Contract by providing a user-friendly interface to access and/or use the Persistence DEX Smart Contracts, although the Persistence DEX Smart Contracts are also accessible / can be used via Direct Access. Company may modify or discontinue support for the Website at any time, in its sole discretion.


(b) You are hereby granted a non-exclusive, non-transferable, revocable, limited licence to electronically access and use the Website in the manner described in these Terms. You do not have the right, and nothing in these Terms shall be construed as granting you the right, to sub-license any rights in connection with the access and/or use of the Website. Company may revoke or terminate this licence at any time if you use, or attempt to use, the Website in a manner prohibited by these Terms, or if your rights under these Terms are terminated pursuant to Section 7.


1.5 Direct Access. With the necessary technical expertise, it is possible for a User to generate transaction messages to interact with the Persistence DEX Smart Contracts via Direct Access directly without use of the Website. Company is not involved in and has no oversight of any Direct Access and expressly disclaims all responsibility, and User acknowledges that Company and its Affiliates shall have no responsibility for any loss occasioned to a User by or attributable to Direct Access.

1.6 Persistence DEX Smart Contracts.

(a) Company has led the development of and has deployed ("Deployment") the Persistence DEX Smart Contracts on the Persistence Chain.


(b) Apart from Website Access and Direct Access, the Persistence DEX Smart Contracts may also be accessible now or in the future through other applications built on the Persistence Chain. On Deployment, the Persistence DEX Smart Contracts hold no digital assets.


(c) The Persistence DEX Smart Contracts are open-source software accessible at the Github Page, and are maintained and modifiable by the Company (and/or its Affiliates). You agree that save for the right to access and/or use the Persistence DEX Smart Contracts on the terms expressly provided herein, you shall not acquire and/or own any legal right, title and/or interest in the Persistence DEX Smart Contracts or any intellectual property rights associated thereto, which shall be wholly owned by the Company (and/or its Affiliates).



1.7 Transaction Fees.

(a) Transaction fees ("Transaction Fees") shall be chargeable to a User for certain Persistence DEX-related transactions (each, a "Persistence DEX Transaction") – whether in relation to Token Swap or in relation to Liquidity Provision or creation of pools on Persistence DEX – whether executed through the Persistence DEX Smart Contracts, or otherwise. Please refer to the Website or the Persistence DEX Documentation for the relevant fees which may change from time to time.


(b) User hereby consents to such fees being debited from such User's Persistence DEX Supported Blockchain-compatible wallet that such User connects to the Persistence DEX Smart Contracts for purposes of effecting a Persistence DEX Transaction, at the time such Persistence DEX Transaction is processed. Similar transaction fees may also be levied on Users accessing and using the Persistence DEX Smart Contracts via Direct Access.


(c) Such Transaction Fees may be subject of variation through on-chain governance with such variation implemented by Company via variations to the Persistence DEX Smart Contracts.


(d) Non-circumvention. You agree not to do anything, including the use of any technology such as virtual private networks (VPN) for the purposes of circumventing these Terms.


(e) Sole and exclusive use of IP address: You shall not use another person’s IP address and neither will you allow another person to use your IP address associated with your use of Persistence DEX. You hereby declare and represent that the IP address associated with your use of Persistence DEX is unique and exclusive to you and shall remain as such.


2. Using Persistence DEX

2.1 Token Swaps

(a) Token Swaps may be effected via the "Swap" feature accessible through the Website or Direct Access;


(b) A User accessing and/or using Persistence DEX to effect Token Swaps is deemed to have read and understood the Persistence DEX Documentation, and acknowledges and accepts all risks and fees relating to Token Swaps, including but not limited to:


(i) all Transaction Fees incurred in connection with Token Swaps;


(ii) risks associated with slippage and/or lack of liquidity available on Persistence DEX; and


(iii) technological risks associated with blockchain technology, smart contracts, on which Persistence DEX is developed, which may be subject of potential hacks, exploits and compromise (including risks associated with third-party integrations available for use in association with Persistence DEX e.g. Keplr).


The Company and its Affiliates shall have no responsibility for any loss occasioned to such User who shall have no claim against Company and its Affiliates in respect thereof.


2.2 Liquidity Provision & Farming.

(a) User may effect Liquidity Provision in respect of Persistence DEX Supported Token pairs and earn rewards in respect of such Liquidity Provision through the "Pool" feature accessible via Website Access or Direct Access;


(b) A User accessing and/or using Persistence DEX for Liquidity Provision is deemed to have read and understood the Persistence DEX Documentation, and acknowledges and accepts all risks and fees relating to Liquidity Provision, including but not limited to:


(i) all Transaction Fees incurred in connection with Token Swaps;


(ii) risks associated with slippage and/or lack of liquidity available on Persistence DEX;


(iii) risks associated with impermanent loss, loss of opportunity, and/or token-exchange rate loss relative to User's position before and after Liquidity Provision; and


(iv) technological risks associated with blockchain technology, smart contracts, on which Persistence DEX is developed, which may be subject of potential hacks, exploits and compromise (including risks associated with third-party integrations available for use in association with Persistence DEX e.g. Keplr).


The Company and its Affiliates shall have no responsibility for any loss occasioned to such User who shall have no claim against Company and its Affiliates in respect thereof.


3. Representations and Warranties
3.1. In accessing and/or using Persistence DEX and/or connecting a Supported Wallet to Persistence DEX, User makes the following representations and warranties:

(a) User is at least eighteen (18) years of age, and has the full right, power and authority to access and/or use the Interface (including the tools made available via the Interface), and to enter into and comply with these Terms;


(b) User is not prohibited and/or restricted under the laws of any jurisdiction applicable to User from accessing and/or using the Interface, and/or from using the Supported Wallet in connection with User's use of Persistence DEX;


(c) User is compliant with all laws of any jurisdiction applicable to User in relation to User's access and/or use of Interface and acknowledges and agrees that the Persistence DEX Group is not liable for User's compliance or non-compliance with any such laws;


(d) User is not an Excluded Person (as defined below), and User is not accessing and/or using Persistence DEX from an Excluded Jurisdiction (as defined below);


(e) User has not had User's access or use of Persistence DEX previously terminated or revoked for any reason whatsoever;


(f) User will not, and will not attempt to, authorize anyone other than User to access and/or use Persistence DEX using a Supported Wallet owned by User, or otherwise engage in Prohibited Use (as defined below) of such Supported Wallet;


(g) User is the legal and beneficial owner of, or is authorized by the owner of the Supported Wallet to hold and/or deploy, the Persistence DEX Supported Token; and


(h) User is knowledgeable in using and evaluating blockchain technologies and related blockchain-based digital assets, including Persistence DEX, Persistence DEX Supported Tokens and Supported Wallets, and User has evaluated and understand the use of Persistence DEX and has not relied on any information, statement, representation, or warranty, express or implied, made by or on behalf of Persistence DEX Group with respect to Persistence DEX whether as regards the suitability, reliability, security or otherwise of Persistence DEX and/or Persistence DEX Smart Contracts.


Each and all of User's above representations and warranties are true, complete, accurate and not misleading from the time of User's acceptance of these Terms and are deemed repeated each time User uses the Interface.



3.2 By accessing and/or using Persistence DEX, User acknowledges and accepts that the Persistence DEX Group shall not be liable to User for the deployment and maintenance of Persistence DEX and/or any malfunction thereof.

3.3 Company may, in its sole discretion, modify or discontinue support for Persistence DEX and/or access to the Persistence DEX Smart Contracts at any time.

3.4 User shall be responsible for obtaining the data network access necessary to use and/or access Persistence DEX, and for acquiring compatible hardware or device necessary to access and use Persistence DEX and any updates thereto.

3.5 Use of Persistence DEX may be disrupted as a result of malfunction and/or delays which are inherent to the use of the internet and electronic communications, and User agrees that the Persistence DEX Group shall not be responsible for any such disruption, malfunction and/or delay, and any loss which may arise therefrom.

3.6 The Website and its contents are our property or the property of our licensors and are protected by copyright, trademark, patent and other applicable laws. User is permitted to download and print content from the Website solely for such User's own personal use to the extent required to access and use the tools and information made available via the Website. Unless with our prior written consent, the Website and its contents must not be reproduced, modified, redistributed or otherwise used for any other reason.

3.7 User shall not modify, adapt or hack the Website and/or Persistence DEX, or modify any other website and/or protocol so as to falsely imply that such other website and/or protocol is associated with the Website and/or Persistence DEX and/or its Affiliates (as defined below) in any way. User shall not crawl, scrape, cache or otherwise access any content from the Website via automated means, and User shall not use automated data collection, data mining, robots or any other data gathering methods of any kind on the Website and/or Persistence DEX.

3.8 User may, through hyperlinks displayed on the Website, gain access to websites operated by persons other than Persistence DEX. Such hyperlinks are displayed only for User's convenience, and we assume no responsibility for the use of any third-party software or other materials on the Website.

4. Excluded Person and Excluded Jurisdiction

For purposes of these Terms:


4.1 "Excluded Jurisdiction" means any of the following jurisdictions:

4.1.1 the United States of America and its territories and possessions (collectively "United States");


4.1.2 the People's Republic of China;


4.1.3 a jurisdiction identified by the Financial Action Task Force (FATF) for strategic AML/CFT deficiencies and included in FATF's listing of "High-risk and Other Monitored Jurisdictions" accessible at http://www.fatf-gafi.org/publications/high-risk-and-other-monitored-jurisdictions (as may be updated from time to time); and/or


4.1.4 a jurisdiction in which Persistence DEX and the use of which are prohibited or would be subject of licensing, permissions or approvals.



4.2 "Excluded Persons" refers to the following:

4.2.1 a person who is:


(a) a citizen of an Excluded Jurisdiction (which for purposes of this Section 6.2.1(a) shall not include United States);


(b) domiciled in, resident of, or physically present / located in an Excluded Jurisdiction;


4.2.2 a body corporate:


4.2.2.1 which is incorporated in, or operates out of, an Excluded Jurisdiction; or


4.2.2.2 which is under the control of one or more individuals who is/are citizen(s) of, domiciled in, residents of, or physically present / located in, an Excluded Jurisdiction;


4.2.3 an individual or body corporate accessing and/or using Persistence DEX from within an Excluded Jurisdiction;


4.2.4 an individual or body corporate included in United Nations Consolidated List (accessible at https://www.un.org/securitycouncil/content/un-sc-consolidated-list);


4.2.5 an individual or body corporate which is otherwise prohibited or ineligible in any way, whether in full or in part, under any laws applicable to such individual or body corporate from accessing and/or using Persistence DEX; and/or


4.2.6 a U.S. person.



4.3 "U.S. person" means:

4.3.1 any natural person resident in the United States;


4.3.2 any partnership or corporation organized or incorporated under the laws of the United States;


4.3.3 any estate of which any executor or administrator is a U.S. person;


4.3.4 any trust of which any trustee is a U.S. person;


4.3.5 any agency or branch of a foreign entity located in the United States;


4.3.6 any non-discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary for the benefit or account of a U.S. person;


4.3.7 any discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary organized, incorporated, or (if an individual) resident in the United States;


4.3.8 any partnership or corporation if:


(a) organized or incorporated under the laws of any foreign jurisdiction; and


(b) formed by a U.S. person principally for the purpose of investing in securities not registered under the Act, unless it is organized or incorporated, and owned, by accredited investors (as defined in Regulation D of the Securities Act of 1933 of the United States of America) who are not natural persons, estates or trusts; and


4.3.9 any citizen of United States who is a military personnel of United States who is not resident in or outside of the United States,


but does not include :


4.3.10 any discretionary account or similar account (other than an estate or trust) held for the benefit or account of a non-U.S. person by a dealer or other professional fiduciary organized, incorporated, or (if an individual) resident in the United States;


4.3.11 any estate of which any professional fiduciary acting as executor or administrator is a U.S. person if:


(a) an executor or administrator of the estate who is not a U.S. person has sole or shared investment discretion with respect to the assets of the estate; and


(b) the estate is governed by foreign law;


4.3.12 any trust of which any professional fiduciary acting as trustee is a U.S. person, if a trustee who is not a U.S. person has sole or shared investment discretion with respect to the trust assets, and no beneficiary of the trust (and no settlor if the trust is revocable) is a U.S. person;


4.3.13 an employee benefit plan established and administered in accordance with the law of a country other than the United States and customary practices and documentation of such country;


4.3.14 any agency or branch of a U.S. person located outside the United States if:


(a) agency or branch operates for valid business reasons; and


(b) the agency or branch is engaged in the business of insurance or banking and is subject to substantive insurance or banking regulation, respectively, in the jurisdiction where located; and


4.3.15 The International Monetary Fund, the International Bank for Reconstruction and Development, the Inter-American Development Bank, the Asian Development Bank, the African Development Bank, the United Nations, and their agencies, affiliates and pension plans, and any other similar international organizations, their agencies, affiliates and pension plans.



5. Prohibited Use

User shall not, directly or indirectly:


5.1 access and/or use Persistence DEX:

5.1.1 in violation of any law, rule, or regulation of any jurisdiction that is applicable to User; and/or


5.1.2 in violation or breach of these Terms and/or any other document from time-to-time governing User access and/or use of Persistence DEX;



5.2 permit others to access Persistence DEX through User's wallet or a blockchain address User controls or otherwise engage in transactions using Persistence DEX for any person other than the wallet owner;

5.3 disrupt, interfere with, or otherwise adversely affect the normal flow or function of Persistence DEX or otherwise act in a manner that may negatively affect other users' experience when using Persistence DEX, and User shall not take advantage of software vulnerabilities and any other act that intentionally abuses or exploits the design and functions of Persistence DEX;

5.4 engage in, or knowingly facilitate, any fraudulent, deceptive, or manipulative transaction activity in connection with User's use of Persistence DEX;

5.5 engage in, or knowingly facilitate, any money laundering, terrorist financing, or other illegal activities using Persistence DEX;

5.6 access or attempt to access non-public systems, programs, data, or services using Persistence DEX;

5.7 copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of Persistence DEX except as expressly permitted by applicable laws; and

5.8 reverse engineer or attempt to reverse engineer Persistence DEX except as expressly permitted by applicable law,

(collectively, "Prohibited Uses").


6. Waivers
6.1 User agrees and acknowledges that neither Persistence DEX nor any of our Affiliates (as defined below) shall be liable to User for any direct, indirect, special, incidental, consequential or other losses of any kind, in tort, contract or otherwise (including but not limited to loss of revenue, income or profits, and loss of use or data), arising out of or in connection with User's access and/or use of Persistence DEX.

6.2 User undertakes not to initiate or participate, and waives the right to participate in, any class action lawsuit or a class-wide arbitration against Persistence DEX and/or our Affiliates in relation to User's access and/or use of Persistence DEX.

6.3 By accepting these Terms, User waives all rights, claims and/or causes of action (present or future) under law (including any tortious claims) or contract against the Persistence DEX Group and its Affiliates in connection with User's access and/or use of Persistence DEX.

7. Termination
7.1 These Terms shall remain in full force and effect and be legally binding on User for so long as User accesses and/or uses Persistence DEX.

7.2 The Persistence DEX Group may restrict, suspend and/or terminate User's access and/or use of Persistence DEX at any time for any reason and to such extent at Persistence DEX Group's sole discretion.

7.3 Neither the Company nor any of our Affiliates will have any liability whatsoever to User for any such restriction, suspension and/or termination or for any action taken by the Company and/or any of our Affiliates to implement such restriction, suspension and/or termination which can include blacklisting User's Supported Wallet which User uses to access and/or use Persistence DEX.

7.4 Sections 3 to 10 of these Terms shall remain in effect in favour of the Company and its Affiliates (as the case may be) notwithstanding any such restriction, suspension and/or termination.

8. Disclaimer
8.1 In accessing and/or using Persistence DEX, User acknowledges and agrees that:

8.1.1 PERSISTENCE DEX IS PROVIDED ON AN "AS-IS" AND "AS AVAILABLE" BASIS BY THE COMPANY, AND THE PERSISTENCE DEX GROUP EXPRESSLY DISCLAIMS ANY AND ALL REPRESENTATIONS, WARRANTIES AND/OR CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT.


8.1.2 THE PERSISTENCE DEX GROUP HAS NOT MADE AND MAKES NO REPRESENTATION, WARRANTY AND/OR CONDITION OF ANY KIND THAT PERSISTENCE DEX WILL MEET USER'S REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE.


8.1.3 NEITHER PERSISTENCE DEX NOR ANY OF ITS AFFILIATES IS USER'S BROKER, AGENT, TAX OR LEGAL ADVISOR, AND HAS NO FIDUCIARY RELATIONSHIP WITH OR OBLIGATION TO USER. NO COMMUNICATION OR INFORMATION PROVIDED BY PERSISTENCE DEX OR ANY OF ITS AFFILIATES IS INTENDED AS OR SHALL BE CONSTRUED AS INVESTMENT, FINANCIAL, TAX, LEGAL OR ANY OTHER KIND OF ADVICE. THE PERSISTENCE DEX GROUP SHALL NOT BE LIABLE FOR ANY DECISIONS USER MAKES TO ACCESS AND/OR USE PERSISTENCE DEX.


8.1.4 TO THE EXTENT THAT APPLICABLE LAW REQUIRES OR IMPOSES ANY REPRESENTATION, WARRANTY AND/OR CONDITION WITH RESPECT TO USER'S ACCESS AND/OR USE OF PERSISTENCE DEX, ALL SUCH REPRESENTATION, WARRANTY AND/OR CONDITION ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST ACCESS AND/USE BY USER OF PERSISTENCE DEX.


8.2 THE PERSISTENCE DEX GROUP DOES NOT ENDORSE ANY THIRD PARTY AND SHALL NOT BE RESPONSIBLE IN ANY WAY FOR ANY TRANSACTIONS YOU ENTER INTO WITH ANY OTHER THIRD PARTY.
8.3 YOU ACKNOWLEDGE AND AGREE THAT NEITHER THE COMPANY NOR ANY OF ITS AFFILIATES WILL BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY SORT INCURRED AS THE RESULT OF ANY INTERACTIONS BETWEEN YOU AND ANY THIRD PARTY.

9. Limitation of Liability
9.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL PERSISTENCE DEX AND/OR ANY OF OUR AFFILIATES BE LIABLE TO USER OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING OUT OF USER'S ACCESS AND/OR USE OF PERSISTENCE DEX, EVEN IF THE COMPANY AND/OR ANY OF ITS AFFILIATES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.2 USER'S ACCESS TO AND/OR USE OF PERSISTENCE DEX IS AT USER'S OWN DISCRETION AND RISK, AND USER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO USER'S DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.

9.3 NEITHER THE COMPANY NOR ANY OF ITS AFFILIATES SHALL BE LIABLE TO USER FOR ANY LOSS OR DAMAGE ARISING OUT OF USER'S FAILURE TO KEEP USER'S PRIVATE KEYS OR LOGIN CREDENTIALS TO USER'S WALLET SECURE OR ANY OTHER UNAUTHORIZED ACCESS TO OR TRANSACTIONS INVOLVING USER'S WALLET.

9.4 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE LIABILITY OF THE COMPANY AND/OR ANY OF OUR AFFILIATES TO USER FOR ANY CLAIM BY USER FOR DAMAGES ARISING FROM OR RELATED TO USER'S ACCESS AND/OR USE OF PERSISTENCE DEX:

(a) WHETHER PURSUANT TO THESE TERMS; AND/OR


(b) WHETHER FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION,


WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF USD100. THE EXISTENCE OF MORE THAN ONE CLAIM BY USER WILL NOT ENLARGE THIS LIMIT.


10. Indemnification
10.1 User shall indemnify and hold the Company and/or any of our Affiliates, each of their respective employees, officers, directors and representatives (collectively, "Indemnified Party"), harmless, including costs and attorneys' fees, from any loss, claim or demand made due to or arising out of:

10.1.1 User's access and/or use of Persistence DEX;


10.1.2 User's violation of these Terms; and


10.1.3 User's violation of laws or regulations applicable to User's access and/or use of Persistence DEX.



10.2 The relevant Indemnified Party reserves the right, at User's expense, to assume the exclusive defence and control of any matter for which User is required to provide indemnification, and User agrees to cooperate in the defence of these claims. User shall not settle any matter without the prior written consent of the relevant Indemnified Party. The relevant Indemnified Party will use reasonable efforts to notify User of any such claim, action or proceeding upon becoming aware of it.

11. Tax Implications

User is solely responsible for determining the tax implications and tax reporting requirements associated with transactions User engages in using Persistence DEX, and for paying any applicable taxes in each applicable jurisdiction. Neither Persistence DEX nor any of our Affiliates shall be responsible for determining whether there are tax implications in connection with transactions involving User's use of Persistence DEX, for reporting any such transactions, or for paying any applicable taxes.


12. Potential Risks Associated with Use of Persistence DEX

User acknowledges and agrees to the following:


12.1 Persistence DEX allows User access to the Persistence DEX Smart Contract to engage in aforementioned activities on User's own account and at User's own risk.

12.2 Trading digital assets and/or providing liquidity of the same entails a high financial risk. User has necessary experience and knowledge to understand the risks involved. User should carefully assess User's financial circumstances and risk tolerance and where appropriate, seek third party financial advice before engaging in the aforementioned activities.

12.3 Nothing in these Terms or the Website shall be construed as:

12.3.1 financial or investment advice. We do not provide any view on the merits of any particular investment. Any information provided is for educational purposes and to keep investors informed of prices, ranges, and volatility of digital assets and derivatives thereof. No person in the Persistence DEX Group acts as your broker, intermediary, agent or advisor in any capacity; and


12.3.2 any marketing, promotion or offer for any product or investment to User or any third party. User shall be solely responsible for any losses, damages or costs resulting from User's reliance on any data or information on the Website or otherwise. User shall be responsible for User's decisions relating to Persistence DEX which are User's own.



12.4 Like all software, Persistence DEX may be subject to exploits, accordingly, neither the Company nor any of its Affiliates shall be responsible to User any such exploits or loss to User as a result of such exploits, whether foreseeable or not.

12.5 While the Company has taken a number of precautions to ensure the security of Persistence DEX including obtaining third-party security audits, the technology constituting Persistence DEX, and their interaction, is relatively new and it is not possible to guarantee that the code is completely free from bugs or errors.

12.6 User accepts all risks that arise from User's access and/or use of Persistence DEX, including and not limited to, the risk of any of Dexer Supported Tokens being lost due to a failure or exploit of Persistence DEX.

12.7 User is solely responsible for securing the private keys associated with any Supported Wallet which User uses when accessing and/or using Persistence DEX.

12.8 User understands that anyone who obtains User's private keys to User's Supported Wallet and/or access to User's device containing such private keys, may access User's Supported Wallet controlled with those private keys with or without User's authorisation and may transfer any Persistence DEX Supported Tokens accessible through User's Supported Wallet.

12.9 In choosing to access and/or use Persistence DEX, User does so on User's own initiative and at User's own risk, and User is responsible for complying with all applicable local laws, rules and regulations relating to User's access and/or use of Persistence DEX.

12.10 Support for the Persistence DEX may be modified or discontinued at any time in Persistence DEX Group's sole discretion.

12.11 In the event of a change in the operating rules or other features of the relevant code ("Fork") that may result in more than one version of a network ("Forked Network") and more than one version of a digital asset ("Forked Asset"), Persistence DEX may not support activity related to any Forked Assets. Forked Networks and the available supply of any Forked Assets are wholly outside Persistence DEX Group's control. In the event of a Fork, Persistence DEX Group may temporarily suspend certain services on the Website (with or without advance notice to User) while it is determined which Forked Network(s) to support. Persistence DEX Group shall not be responsible for a lack of support for any Forked Asset.

12.12 By using Persistence DEX, User is using Persistence DEX "as is" and "as available" with no representations or warranties whatsoever. To the maximum extent permitted by law, neither the Company nor any of its Affiliates makes any express or implied representations and warranties, including implied representations or warranties of accuracy, merchantability, fitness for a particular purpose and non-infringement in relation to Persistence DEX. Neither the Company nor any of its Affiliates is responsible or liable for any error, delay or interruption in or lack of access to Persistence DEX or for any loss of digital assets (including but not limited to Persistence DEX Supported Tokens) occasioned by or attributable to the Persistence DEX.

13. Electronic Communications

13.1 The communications between User and the Company shall be via electronic means, either through the Website or electronic mail.

13.2 For contractual purposes, User:

13.2.1 consents to receive communications from the Company in any electronic form; and


13.2.2 acknowledges and agrees that all terms and conditions, agreements, notices, disclosures, and other communications that the Company provides to User electronically satisfy any legal requirement that would also be satisfied if such communications were to be in a hardcopy writing.


14. General

14.1 Entire Terms

These Terms (read together with our Privacy Policy) constitute the entire agreement between User and the Company regarding User's access and/use of Persistence DEX.



14.2 Severability

If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.



14.3 Relationship of Parties

Nothing contained in these Terms will be deemed to be construed as creating a partnership or an agency relationship or joint venture between User, the Company and/or any of our Affiliates.



14.4 Assignment

These Terms, and User's rights thereunder, may not be assigned, without the Company's prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. The Company may freely assign these Terms and our respective rights thereunder.



14.5 Waiver

A waiver by the Company of any right or remedy under these Terms shall only be effective if it is in writing, executed by a duly authorized representative of the Company and shall apply only to the circumstances for which it is given. Failure of the Company to exercise or enforce any right or remedy under these Terms shall not operate as a waiver of such right or remedy, nor shall it prevent any future exercise or enforcement of such right or remedy, and no single or partial exercise of any right or remedy shall preclude or restrict the further exercise of any such right or remedy or other rights or remedies.



14.6 No Third-Party Rights

Save for the Company's Affiliates who shall have the rights and benefits to the extent accorded thereto under these Terms, any person who is not a Party shall have no right under the Contracts (Rights of Third Parties) Act (Chapter 53B) of Singapore to enforce any of these Terms.



14.7 Governing Law and Jurisdiction

The agreement as shall be constituted by User's acceptance of these Terms, and any dispute or claim arising out of or in connection with the subject matter or formation (including non-contractual disputes or claims) of such agreement, shall be governed by and construed in accordance with the law of Singapore.


The Parties agree that any dispute or claim arising out of or in connection with the subject matter or formation (including non-contractual disputes or claims) of these Terms shall be by arbitration, and judgment upon the award may be entered by any court having jurisdiction thereof or having jurisdiction over the relevant Party or its assets. The arbitration shall be conducted under the rules of the Singapore International Arbitration Centre ("SIAC"). The arbitral tribunal shall consist of a sole arbitrator to be appointed by the President of the SIAC. The seat of the arbitration shall be Singapore. The language of the arbitration shall be English. The arbitration agreement shall be governed by Singapore law.


14.8 Severability

If any provisions of these Terms are found by any court or tribunal of competent jurisdiction to be invalid, void, unlawful or unenforceable under any applicable law, such unenforceability or invalidity shall not render these Terms unenforceable or invalid as a whole, and such provisions shall be deleted without affecting the remaining provisions herein.