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Terms of service

Valid from: August 1, 2024

These Terms of Service, together with any documents and additional terms they incorporate by reference (collectively, these "Terms"), are entered into between Orcfax Ltd. ("Orcfax", "we," "us," and "our"), a legal entity registered as a corporation in the British Virgin Islands and you or the company or other legal entity that you represent ("you" or "your").

Please read these Terms carefully as they govern your use of the data that we (1) publish inline to transactions on the Cardano blockchain ("Oracle data"), (2) data that we archive to the Arweave network ("Archival data") (3) or data that we publish to the pages and files located at the Internet domain Orcfax.io (the "Website") and its subdomains such as explorer.orcfax.io or docs.orcfax.io.

THE SERVICES​

Collectively, the Oracle data collected, calculated, validated and published by Orcfax to transactions on the Cardano blockchain; along with the related Archival data and files that Orcfax archives to the Arweave network; as well as the data and information published to the Website (including any and all sub-domain sites such as the Orcfax Explorer and Docs sites) are hereby referred to, collectively, as the "Services" provided by Orcfax.

REVISION OF TERMS OF SERVICE​

We reserve the right, in our sole discretion, to modify these Terms from time to time. If we make changes, we will provide you with notice of such changes using Commercially Reasonable Means, which is defined as taking the desired notification action without a material increase in costs incurred by Orcfax and the competitive environment in which such action occurs. Examples of such notice include providing a notice through the Website or updating the date at the top of these Terms. Unless otherwise stated, any modifications are effective immediately, and your continued use of Orcfax's Services will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our Services.

YOUR AGREEMENT TO THESE TERMS OF SERVICE​

These Terms describe your rights and obligations in relation to the Services and our disclaimers and limitations of legal liability for the Services. By accessing or using any part of Orcfax's Oracle data, Archival data or Website data you agree to become bound by these Terms of Service.

If you use the Services on behalf of a company, organization (including a decentralized autonomous organization or "DAO") or other entity, or if you are an automated agent acting on behalf of another entity (including "bots" that execute actions using artificial intelligence or other technologies for autonomous decision-making, such as "smart contracts"), then "you" includes you and that entity. You represent and warrant that (a) you are an authorized representative of the entity with the authority and agency to bind the entity to these Terms, and (b) you agree to these Terms on the entity's behalf.

You must not use any of our Services, if you do not agree to these Terms or if you do not have the authority or agency to bind the entity, on whose behalf you are using the Services, to these Terms.

YOUR REPRESENTATIONS AND WARRANTIES; CONDITIONS​

Our Services enable access to data from multiple and varied sources. You acknowledge and agree that the accuracy, availability and quality of data collected and calculated via our Services may be impacted by various factors, including as a result of the underlying data being volatile or otherwise compromised at the data source, which could include malfeance or malpractice.

Some of our Services require holding and paying Distributed Ledger Technology (DLT) tokens (also known as "crypto-currency") including ADA and FACT. You hereby represent and warrant that you: (1) have the necessary technical expertise and ability to review and evaluate the security, integrity and operation of any tokens that you decide to acquire, sell or use as a result of using our Services (2) you have the knowledge, experience, understanding, professional advice and information to make your own evaluation of the merits, risks and applicable compliance requirements, under Applicable Law, of any ADA or FACT tokens that are used as inputs or outputs to Orcfax Services; and (3) know, understand and accept the financial risks associated with your use of Orcfax Services and any tokens that are used as inputs or outputs to deliver the Services.

INDEMNIFICATION​

You will defend, indemnify, and hold harmless Orcfax, our directors, officers, employees, attorneys, agents, representatives, suppliers, licensors and contractors, including those persons and entities operating software that contributes Oracle data to Orcfax (collectively, the "Protected Parties" or individually a "Protected Party") from (1) any claim, demand, lawsuit, action, proceeding, investigation, liability, damage, loss, cost or expense, including without limitation reasonable attorneys' fees, arising out of or relating to your use of, or conduct in connection with, Orcfax's Services, including our Oracle data, Archival data, the Website, ADA and FACT tokens associated with our or your Distributed Ledger Technology Address; (2) your violation of these terms; (3) your violation of Applicable Law or regulations; (4) any claims made by or against the Protected Parties by you or other members of the organization or entity on whose behalf you may be using the Website or Services; (5) or your infringement or misappropriation of the rights of any other person or entity. If you are obligated to indemnify any Protected Party, Orcfax (or, at its discretion, the applicable Protected Party) will have the right, in its sole discretion, to control any action or proceeding and to determine whether Orcfax wishes to settle, and if so, on what terms.

CHANGES; SUSPENSION; OR TERMINATION OF SERVICES​

Orcfax may, at our sole discretion, from time to time and with or without prior notice to you, modify, suspend or disable, temporarily or permanently, our offered Services, in whole or in part, for any reason whatsoever, including, but not limited to, as a result of demands and preferences communicated by users of our Services, a security incident, your violation of these Terms or, in the Orcfax's good faith judgment, such changes, suspension or termination as are necessary for the protection of our Services.

DISCLAIMER OF LIABILITY​

To the maximum extent permitted under Applicable Law, the Services (including any of their content or functionality) is provided by or on behalf of Orcfax on an "AS IS" and "AS AVAILABLE" basis. WE EXPRESSLY DISCLAIM, AND YOU HEREBY WAIVE, ANY REPRESENTATION, CONDITIONS, OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, LEGAL, STATUTORY OR OTHERWISE, OR ARISING FROM STATUTE, OTHERWISE IN LAW, COURSE OF DEALING, OR USAGE OF TRADE, INCLUDING WITHOUT LIMITATION, THE IMPLIED OR LEGAL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, QUALITY OR FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, AVAILABILITY, RELIABILITY, ACCURACY, QUIET ENJOYMENT AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS.

Applicable Law is defined to mean all applicable provisions of constitutions, laws, statutes, ordinances, rules, treaties, policies, regulations, permits, licenses, approvals, interpretations and orders of court or government authorities and all orders and decrees of all courts and arbitrators.

Furthermore, ORCFAX IS NOT LIABLE FOR ANY LOSSES SUFFERED BY YOU RESULTING FROM ANY SUSPENSION, TERMINATION, OR MODIFICATION TO OUR SERVICES OR YOUR LOSS OF ACCESS TO ALL OR A PORTION OF OUR SERVICES, FOR ANY REASON.

Without limiting the foregoing, we do not represent or warrant that Services (including any Oracle data, Archival data, Website data or related data) will be uninterrupted, available at any particular time or error-free. Further, WE DO NOT WARRANT THAT ERRORS IN THE SERVICES ARE CORRECTABLE OR WILL BE CORRECTED.

All of these terms will survive any termination of your access to the Services, regardless of the reasons for its expiration or termination, in addition to any other provision which by law or by its nature should survive.

In no event will Orcfax, together with any Protected Party, be liable for any incidental, indirect, special, punitive, exemplary, consequential or similar damages or liabilities whatsoever (including, without limitation, damages for loss of data, information, revenue, goodwill, profits or other business or financial benefit) arising out of or in connection with Orcfax Services (including any and all of its data and functionality), any execution or settlement of a transaction, any performance or non-performance of the Services, your Distributed Ledger Technology assets, other digital assets (including FACT and ADA tokens) or any other product, service or other item provided by or on behalf of a Protected Party, whether under contract, tort (including negligence), civil liability, statute, strict liability, breach of warranties, or under any other theory of liability, and whether or not any Protected Party has been advised of, knew of or should have known of the possibility of such damages and notwithstanding any failure of the essential purpose of these Terms or any limited remedy NOR IS ORCFAX IN ANY WAY RESPONSIBLE FOR THE EXECUTION OR SETTLEMENT OF TRANSACTIONS BETWEEN USERS OF ORCFAX SERVICES AND ANY OTHER SERVICES OR SOFTWARE.