Terms of Service
These Terms of Use (the “Terms”) govern your use of the website located at https://apyx.fi/ (the “Site”). The Site facilitates access to and interaction with a decentralized financial protocol known as the APYX Protocol (the “Protocol”), further described at https://docs.apyx.fi/ (the “Documentation”), as made available by Preference Capital (BVI) Ltd. and its affiliates (collectively, the “Company”, “we”, “our” and “us”). To the extent that the Documentation conflicts with these Terms, these Terms shall supersede and govern your use of the Site and Protocol.
NOTICE ON PROHIBITED USE – RESTRICTED PERSONS: THE SITE AND ANY RELATED SERVICES ARE NOT OFFERED TO AND MAY NOT BE USED BY:
PERSONS OR ENTITIES WHO RESIDE IN, ARE CITIZENS OF, ARE LOCATED IN, ARE INCORPORATED IN, OR HAVE A REGISTERED OFFICE IN ANY RESTRICTED TERRITORY, AS DEFINED BELOW (EACH SUCH PERSON OR ENTITY FROM A RESTRICTED TERRITORY, A “RESTRICTED PERSON”).
WE DO NOT MAKE EXCEPTIONS. THEREFORE, IF YOU ARE A RESTRICTED PERSON, THEN DO NOT ATTEMPT TO USE THE SITE OR ANY RELATED SERVICES. USE OF A VIRTUAL PRIVATE NETWORK (“VPN”) OR ANY OTHER SIMILAR MEANS INTENDED TO CIRCUMVENT THE RESTRICTIONS SET FORTH HEREIN IS PROHIBITED.
You may use the Site and Protocol only if you are at least 18 years of age (or such other minimum age at which you can provide consent to data processing under the laws of your territory), and not otherwise barred from using the Site or Protocol under applicable law. In order to protect the integrity of the Site or Protocol, we reserve the right, at any time, in our sole discretion, to block access to the Site from certain IP addresses and unique device identifiers. For the purposes of these Terms, “Restricted Territory” means the United States, countries in the European Union, United Kingdom, Canada, Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk People’s Republic and Luhansk People’s Republic regions of Ukraine or any other country to which the United States embargoes goods or imposes similar sanctions.
WHEN YOU AGREE TO THESE TERMS, YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND THE COMPANY THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY SECTION 12 “DISPUTE RESOLUTION” BELOW FOR DETAILS REGARDING ARBITRATION. HOWEVER, IF YOU ARE A RESIDENT OF A JURISDICTION WHERE APPLICABLE LAW PROHIBITS ARBITRATION OF DISPUTES, THE AGREEMENT TO ARBITRATE IN SECTION 12 WILL NOT APPLY TO YOU BUT THE PROVISIONS OF SECTION 11 “GOVERNING LAW AND FORUM CHOICE” WILL APPLY INSTEAD.
Interaction with the Site and Protocol.
Certain aspects of the Site facilitate interaction with the Protocol to help enable secure communication and interoperability between different decentralized blockchain networks and protocols which may be supported by the Site. YOUR USE OF THE SITE AND PROTOCOL ARE ENTIRELY AT YOUR OWN RISK.
You may engage with the Site by linking your supported digital wallet(s) via the functionality of the Site. Before engaging in any transactions, we may ask you to use a supported electronic wallet extension and connect and unlock your digital wallets with that extension. Once you submit a message to engage in a transaction, your message is passed on to the applicable extension, which completes the transaction on your behalf.
THE SITE IS ONLY AN INTERFACE WITH THE PROTOCOL, BLOCKCHAIN AND SMART CONTRACTS. WE ARE NOT A MARKETPLACE FACILITATOR, BROKER, FINANCIAL INSTITUTION OR CREDITOR. You acknowledge and agree that the Site is an online interface provider. We do not buy or sell on behalf of any user of the Site. We will have no liability to you or to any third party for any claims or damages that may arise as a result of any transactions that you engage in via the Site or Protocol.
The Protocol allows users to purchase and redeem digital tokens generated by the Protocol such as apxUSD or apyUSD (each, a “Protocol-Generated Asset”) with certain accepted digital assets such as USDC, USDT and apxUSD. Protocol-Generated Assets represent programmatic claims against the respective Protocol modules holding certain assets (such assets, “Protocol Assets”), and does not represent a claim against any particular entity or person.
THE SITE AND THE PROTOCOL ARE PROVIDED "AS IS", AT YOUR OWN RISK, AND WITHOUT WARRANTIES OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. WE MAKE NO WARRANTY THAT THE SITE OR PROTOCOL WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY INFORMATION OR CONTENT ON THE SITE.
By using or accessing this Site or the Protocol and related smart contracts, you understand and expressly agree to these Terms, and you agree that no developer or entity, including but not limited to the Company, its affiliates, agents and service providers (the “Company Parties”) involved in creating, deploying or maintaining this Site or 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, this Site or the Protocol, including any direct, indirect, incidental, special, exemplary, punitive or consequential damages, or loss of profits, digital assets, tokens, or anything else of value, including but not limited to the Protocol-Generated Assets and the Protocol Assets.
THE COMPANY PARTIES WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS AND TAKES NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY USE OF THE SITE OR PROTOCOL, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (I) USER ERROR SUCH AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED WALLET ADDRESSES; (II) SERVER FAILURE OR DATA LOSS; (III) CRYPTOCURRENCY WALLETS OR CORRUPT FILES; (IV) UNAUTHORIZED ACCESS TO THE SITE; OR (V) ANY THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK AGAINST ANY BLOCKCHAIN NETWORK UNDERLYING THE SITE OR PROTOCOL.
Changes to these Terms or the Site. We may update the Terms from time to time in our sole discretion. If we do, we’ll let you know by posting the updated Terms on the Site and/or may also send other communications. It’s important that you review the Terms whenever we update them or you use the Site. If you continue to use the Site after we have posted updated Terms, it means that you accept and agree to the changes. If you don’t agree to be bound by the changes, you may not use the Site anymore. Because our Site is evolving over time we may change or discontinue all or any part of the Site, at any time and without notice, at our sole discretion.
Regulatory and Compliance Suspensions or Terminations. We may suspend or terminate your access to the Site at any time in connection with any transaction, or refuse to execute purchase or redemption orders, as required by applicable law or any governmental authority, or if we in our sole and reasonable discretion determine you are violating these Terms or the terms of any third-party service provider. Such suspension or termination shall not be constituted a breach of these Terms by the Company. In accordance with anti-money laundering, anti-terrorism, anti-fraud, and other compliance policies and practices, we may impose reasonable limitations and controls on the ability of you or any beneficiary to utilize the Site. You are solely responsible for any losses resulting from such suspensions, terminations or limitations. For the avoidance of doubt, we do not have and will not exercise discretion over digital assets held in your wallet and do not undertake to review the accuracy or feasibility of any transactions.
General Prohibitions and the Company’s Enforcement Rights. You agree not to do any of the following:
Use, display, mirror or frame the Site or any individual element within the Site, the Company’s name, any Company trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without the Company’s express written consent;
Access, tamper with, or use non-public areas of the Site, the Company’s computer systems, or the technical delivery systems of the Company’s providers;
Attempt to probe, scan or test the vulnerability of any Company system or network or breach any security or authentication measures;
Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by the Company or any of the Company’s providers or any other third party (including another user) to protect the Site;
Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
Use any meta tags or other hidden text or metadata utilizing the Company’s trademark, logo URL or product name without the Company’s express written consent;
Use the Site, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms;
Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site to send altered, deceptive or false source-identifying information;
Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site;
Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Site;
Collect or store any personally identifiable information from the Site from other Users of the Site without their express permission;
Impersonate or misrepresent your affiliation with any person or entity;
Violate any applicable law, rule, or regulation concerning the integrity of trading markets, including (but not limited to) the manipulative tactics commonly known as spoofing and wash trading;
Violate any applicable law or regulation; or
Encourage or enable any other individual to do any of the foregoing.
No Fiduciary Duties. The Site and Protocol are not intended to, and do not, create or impose any fiduciary duties on the Company Parties. To the fullest extent permitted by law, any user of the Site or Protocol acknowledges and agrees that the Company Parties owe no fiduciary duties to it 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. Any user of the Site or Protocol further agrees that the only duties and obligations that the Company or Company Parties, as applicable, may owe are those set out expressly herein.
Links to Third Party Websites or Resources. The Site may allow you to access third-party websites or other resources. We provide access only as a convenience and are not responsible for the content, products or services on or available from those resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party resources.
Points.
General. In connection with your historic or current use of the Protocol or the Site, we may provide you certain points for completing certain activities, such as completing certain transactions
No Monetary Value. In your use of the Site, you may accumulate “Points”. Points are virtual items with no monetary value, and do not constitute any currency or property of any type and are not redeemable, refundable, or eligible for any fiat or virtual currency or anything else of monetary value, under any circumstances. Points are not transferable between users outside of the Site, and you may not attempt to sell, trade, or transfer any Points outside of the Site, or obtain any manner of credit using any Points. Any attempt to sell, trade, or transfer any Points outside of the Site will be null and void.
Modification. We may decide to modify, delete, remove, or wipe the Site, in our sole discretion, at any time without notice, including, without limitation, the modification of the presence, amounts, or any other conditions applicable to the Points, without any liability to you or other Site users. We do not guarantee that Points will continue to be offered for any particular length of time and you may not rely upon the continued availability of any Points. At the expiration of the Site, you acknowledge and agree that your access to and use of your Points may be removed, and all accrued Points may be deleted from the Site.
Termination. We may suspend or terminate your access to and use of the Site, at our sole discretion, at any time and without notice to you. Upon any termination, discontinuation or cancellation of the Site or your access to and use of the Site, the following Sections will survive: 1 and 4-13.
Indemnity. You will indemnify and hold the Company Parties harmless from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (a) your access to or use of the Site or Protocol or (b) your violation of these Terms.
Limitation of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NONE OF THE COMPANY PARTIES INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE OR PROTOCOL WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE OR PROTOCOL, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY COMPANY PARTY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT WILL ANY OF THE COMPANY PARTIES’ TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED ONE HUNDRED DOLLARS ($100).
THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN THE COMPAY AND YOU.
Governing Law and Forum Choice. These Terms and any action related thereto will be governed by the laws of the British Virgin Islands, without regard to its conflict of laws provisions. Except as otherwise expressly set forth in Section 12 “Dispute Resolution,” the exclusive jurisdiction for all Disputes (defined below) that you and the Company are not required to arbitrate will be the courts located in the British Virgin Islands, and you and the Company each waive any objection to jurisdiction and venue in such courts.
Dispute Resolution.
Mandatory Arbitration of Disputes. You and the Company each agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Site or Protocol (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. Such arbitration will be seated in the British Virgin Islands. You and the Company agree that you and the Company are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms.
Exceptions. As limited exceptions to Section 12(a) above, we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights or to protect our rights by injunction on an interim basis pending or during the arbitration and/or following an award but prior to payment.
Conducting Arbitration and Arbitration Rules. The arbitration will be conducted by JAMS under its JAMS Comprehensive Arbitration Rules and Procedures (the “JAMS Rules”) then in effect, except as modified by these Terms. The JAMS Rules are available at https://www.jamsadr.com/. A party who wishes to start arbitration must submit a written Demand for Arbitration to JAMS and give notice to the other party as specified in the JAMS Rules. JAMS provides a form Demand for Arbitration at https://www.jamsadr.com/.
Any arbitration hearings will take place in the county (or parish) where you live, unless we both agree to a different location, but will be conducted remotely to the extent permitted by the JAMS Rules. The parties agree that the arbitrator shall have exclusive authority to decide all issues relating to the interpretation, applicability, enforceability and scope of this arbitration agreement.
Arbitration Costs. Payment of all filing, administration and arbitrator fees will be governed by the JAMS Rules, and we won’t seek to recover the administration and arbitrator fees we are responsible for paying, unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration we’ll pay all of our attorneys’ fees and costs and won’t seek to recover them from you. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law.
Injunctive and Declaratory Relief. Except as provided in Section 12(b) above, the arbitrator shall determine all issues of liability on the merits of any claim asserted by either party and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. To the extent that you or we prevail on a claim and seek public injunctive relief (that is, injunctive relief that has the primary purpose and effect of prohibiting unlawful acts that threaten future injury to the public), the entitlement to and extent of such relief must be litigated in a civil court of competent jurisdiction and not in arbitration. The parties agree that litigation of any issues of public injunctive relief shall be stayed pending the outcome of the merits of any individual claims in arbitration.
Class Action Waiver. YOU AND THE COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if the parties’ Dispute is resolved through arbitration, the arbitrator may not consolidate another person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Dispute Resolution section shall be null and void.
Severability. With the exception of any of the provisions in Section 12(f) of these Terms (“Class Action Waiver”), if an arbitrator or court of competent jurisdiction decides that any part of these Terms is invalid or unenforceable, the other parts of these Terms will still apply.
General Terms.
Reservation of Rights. The Company and its licensors exclusively own all right, title and interest in and to the Site, including all associated intellectual property rights. You acknowledge that the Site are protected by copyright, trademark, and other laws of the British Virgin Islands and other countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site.
Entire Agreement. These Terms constitute the entire and exclusive understanding and agreement between the Company and you regarding the Site or Protocol, and these Terms supersede and replace all prior oral or written understandings or agreements between the Company and you regarding the Site or Protocol. If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without the Company’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. The Company may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Notices. Any notices or other communications provided by the Company under these Terms will be given: (i) via email; or (ii) by posting to the Site. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.
Waiver of Rights. The Company’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of the Company. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
Contact Information. If you have any questions about these Terms or the Site, please contact us at [email protected].
Terminology.
When used within the Site or Documentation, the terms “deposit,” “withdraw,” “redeem,” “earn,” “swap,” “dividend,” “debt,” “lend,” “refinance, “collateral”, “credit,” “priority,” “reserves,” “leverage,” “bank,” “borrow,” “yield,” “invest” and/or other similar terms are not meant to be interpreted pursuant to the customary legal meaning of those terms or to those terms as defined in any body of commercial law. Rather, such terms are being used to draw rough analogies between the heavily automated and mostly deterministic operations of a decentralized smart contract system and the discretionary performance of traditional-finance transactions between individuals.
By accessing and using the Site or Protocol, you represent that you 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 digital assets such as bitcoin (BTC), ether (ETH), Solana (SOL) and other digital tokens such as those following the Ethereum Token Standard (ERC-20). You further understand that the markets for these digital assets are highly volatile due to factors including (but not limited to) adoption, speculation, technology, security, and regulation. You acknowledge that the cost and speed of transacting with cryptographic and blockchain-based systems are variable and may increase at any time. You further acknowledge the risk that your digital assets, including but not limited to the Protocol-Generated Assets, may lose some or all of their value. You further acknowledge that the Company Parties are not responsible for any of these variables or risks and cannot be held liable for any resulting losses that you experience while accessing Site or Protocol. Accordingly, you understand and agree to assume full responsibility for all of the risks of accessing and using and interacting with the Site or Protocol. Additional information is accessible via the Documentation.
Last updated