Terms of Services

1) Introduction

1. These Terms of Service ("Terms") outline the terms and conditions applicable to your use of the Seedify platform ("Platform") available at the domain https://seedify.fund/ as well as any sub-domains thereof ("Website"). Please read these Terms carefully, as they may impact your rights and obligations while using the Website and/or the Platform.
2. Notably, these Terms include limitations of liability, indemnities, an arbitration provision, as well as a class action waiver. To the extent that you do not wish to be bound by such provisions, do not use the Platform, as by accessing or using the Platform, you are agreeing to be bound to these terms and acknowledging that you have read and understand them in their entirety.

2) You

1. As a user of the Website and/or Platform, you may be an individual or entity, and may be using the Website and/or Platform to purchase tokens in project launches or to launch your own project utilizing the Platform's IDO features.
2. Regardless of your nature and use of the Website and/or Platform, you will be bound by the terms of these Terms and, to the extent you utilize the Website and/or Platform, you agree to be bound by these Terms.

3) The Platform

1. The Website provides access to the Platform, which is a decentralized protocol that interacts with various public blockchains and allows a user to participate in the launch of certain projects and tokens. As a decentralized protocol, we do not operate or have any control over any version of the Platform, as it operates through a system of self-executing smart contracts deployed across public blockchains.
2. By using the Website and/or the Platform you understand and acknowledge that you are not purchasing any assets or tokens from us and that the Platform acts merely as a medium through which you are given access to independent third party projects that are also utilizing the Platform.
3. To utilize the Platform, you must use a non-custodial cryptocurrency wallet that interacts with the correct public blockchain. We are not the operators, developers, or custodians of any third party non-custodial cryptocurrency wallets and therefore, any legal relationship that you might have with that third party non-custodial cryptocurrency wallet provider would be governed by separate terms and conditions and we are not a party to that relationship and do not bear any responsibility or liability for the operation of those products nor any digital assets held in those products.
4. To the extent that you are unable to use or are unaware of how to use a non-custodial wallet, we recommend that you conduct your own independent research, as there are a number of useful resources available online.

4) Eligibility

1. You represent and warrant that you:
   • are of legal age to form a binding contract in your jurisdiction of residence;
   • have not previously been suspended or removed from using the Website and/or Platform;
   • are not subject to any sanction or restriction that affects your ability to enter into these Terms or our ability to do business with you; and
   • have full power and authority to agree to these Terms and in doing so, will not violate any other agreement to which you are a party.
2. If you are using the Website or Platform on behalf of a legal entity (Entity), you further represent and warrant that:
   • such Entity is duly organized and validly existing under the applicable laws of the jurisdiction of its organization;
   • such Entity is not subject to any sanction or restriction that affects its ability to enter into these Terms or our ability to do business with it; and
   • you are duly authorized by such Entity to act on its behalf.
3. You may not access the Website or utilize the Platform if you are located in, or are a citizen or resident of, any state, country, territory, or other jurisdiction where your use of the Website and/or Platform would be illegal or otherwise violate any applicable law. You therefore represent and warrant that you are not a citizen or resident of any such jurisdiction and that you will not use the Website and/or Platform while located in any such jurisdiction.
4. Where we have determined, in our sole and absolute discretion, to prohibit access to the Website or use of the Platform in any particular jurisdiction whether through updating these Terms or through the implementation of controls or restrictions to prevent or limit the availability of the Website and/or Platform in that jurisdiction, you may not use the Website and/or Platform from that jurisdiction or where you are a resident or citizen of that jurisdiction, through use of any technology, process or mechanism which would bypass any controls so implemented by us.

5) Amendment

1. We may make changes or modifications to these Terms from time-to-time, in our sole and absolute discretion. If any amendment is made to these Terms, we will ensure that the latest version is available at https://seedify.fund/terms-of-services and update the "Last Updated" date at the top of these Terms. All amendments will become effective immediately on the date they are posted unless expressly stated otherwise by us. Any amendment will apply prospectively to your use of the Website and/or the Platform after such changes become effective. Your continued use of the Website and/or the Platform following the effective date of such changes will constitute your acceptance of such changes. If you do not agree to any amendment, you must discontinue using the Website and/or the Platform.

6) Intellectual Property Rights and Licensing

1. We own all intellectual property and other rights in and to the Website and the Platform, including all of their contents. These intellectual property rights include, but are not limited to, all registered and non-registered trademarks, service marks, copyrights, patents, as well as any rights in relation to the images, text, software, design, and user interface.
2. To the extent that any aspects of the Platform relate to publicly available, open-source software, running on public blockchains, such aspects do not form part of our exclusive property.
3. By using the Website and/or the Platform to promote, sell, or launch your project or token, you grant us a non-exclusive, fully paid, royalty-free, worldwide, perpetual, irrevocable, sublicensable, transferable, and assignable license to use, reproduce, distribute, modify, adapt, prepare derivative works based on, publicly perform, publicly display, make, have made, use, sell, offer to sell, import, and otherwise exploit any and all content you provide to us or upload onto the Website and/or Platform for any purposes, for all current and future methods and forms of exploitation without any compensation to you.
4. In such circumstances, you represent and warrant that you have obtained all rights, consents, licenses, and any and all other authorities you may need to grant us the rights granted above for any content you have provided to us or uploaded onto the Website and/or Platform.
5. You further represent and warrant that any such content that you have provided to us or uploaded onto the Website and/or Platform does not contain any material subject to any other intellectual property rights, such as copyright, trademark, or any other right for which you do not have the necessary permissions or legal entitlements to use such content for such purposes or to grant us the licenses outlined above.

7) Updates

1. Though we are under no obligation to support, maintain, or enable the proper operation of the Website and/or the Platform, we may, at any time, in our sole and absolute discretion, update, patch, or otherwise upgrade the Website and/or the Platform through whatever means we deem appropriate.
2. In addition, we may suspend, replace, modify, remove, or otherwise alter any aspect of the Website and/or Platform, including but not limited to suspending them in their entirety, at our sole and absolute discretion. This may impact or revoke your access to certain features of the Website and/or Platform.

8) Prohibited Activities

You agree that you are strictly prohibited from doing or attempting any of the following in relation to the Website and/or the Platform or any aspect thereof:

• posting, uploading, or in any way using the Website and/or the Platform to include any content that is harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another's privacy, hateful, discriminatory, or otherwise objectionable; or utilizing the Website and/or the Platform to solicit any information from anyone under the age of majority in their respective jurisdiction;
• copying, modifying, duplicating, creating derivative works from, framing, mirroring, republishing, displaying, transmitting, or distributing all or any portion of the Website and/or Platform in any form or media or by any means without our express authorization in writing or in terms of these Terms;
• removing, disabling, circumventing, or modifying any proprietary notice or label, content filtering mechanisms or techniques, security technology included in the Website and/or Platform or accessing or attempting to access any area of the Website and/or Platform that you are not authorized to access;
• reverse compiling, disassembling, reverse engineering, or otherwise reducing to human-perceivable form all or any part of the Website and/or Platform;
• using the Website and/or Platform in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Website and/or Platform (as determined by us in our sole and absolute discretion), or that could damage, disable, overburden, or impair the functioning of the Website and/or Platform in any manner;
• using any robot, spider, crawler, scraper, or other automated means or interface not provided by us to access the Website and/or Platform or to extract data therefrom or introducing to the Website and/or Platform any virus, trojan worms, logic bombs, or other harmful material;
• using or attempting to use another user's account without authorization;
• developing or introducing any third party applications that interact with the Website and/or Platform without express authorization from us in writing or in terms of these Terms;
• causing or permitting anything to be done that may adversely affect or infringe any of the rights in and to the Website and/or Platform or any aspect thereof, or any rights of any third party including, but not limited to, intellectual property rights;
• using or manipulating the Website and/or Platform in any way that may violate any applicable rule, law or regulation including, but not limited to, any securities or derivative regulations, intellectual property regulations, or any other applicable rules, laws or regulations;
• using the Website and/or Platform in any way to defraud any other user or third party, or to misrepresent any information, or provide any false information to any other user or third party in order to unlawfully obtain their property or any value;
• using the Website and/or Platform in any way that amounts to market manipulation including, but not limited to, the violation of any applicable law, rule, or regulation concerning the integrity of trading markets through the use of "rug pulls", "pumping and dumping", and wash trading.
• using the Website and/or Platform in any way to purchase, trade, sell, or otherwise deal in any property that was unlawfully obtained or to which you do not have sufficient authorization or right to purchase, trade, sell, or otherwise deal in such property;
• creating, developing, distributing, introducing, or otherwise using any unauthorized software programs or tools to gain any advantage in your or any other user's use of the Website and/or Platform; or
• encouraging or inducing any third party to engage in any of the activities prohibited under this clause ‎7 or any other term of these Terms.

9) Non-Solicitation and No Investment Advice

1. In using the Website and/or Platform, you acknowledge and agree that you understand that all transactions undertaken by you through the Website and/or Platform are solely initiated by you and have not, in any way, been solicited by us.
2. You further acknowledge and agree that you have not received any investment advice from us in connection with any transactions undertaken by you through the Website and/or the Platform and that we do not conduct any reviews or suitability checks of any such transactions.
3. Any information provided about any of the projects or tokens available on the Website and/or Platform is provided by third parties, and we do not have any responsibility or liability for such information. We will only remove any such information known to us to be unlawful or in conflict with our own internal policies, but we have no responsibility or obligation to ensure the correctness of such information.
4. The provision of information, disclaimers, or any other materials or content is not an attempt to induce or solicit your interaction with the Website and/or Platform or any transaction you undertake on the Website and/or Platform. Such materials or content are provided solely for informational purposes and should not be construed as investment advice, recommendations, or solicitations by us about the nature of anything displayed on the Website and/or Platform.
5. We strongly recommend that you do not utilize or transact on the Website and/or Platform without consulting a legal, financial, and/or tax advisor to determine the suitability of any such transaction for your particular financial circumstances, investment objectives, and risk tolerance. Furthermore, you should not
6. You alone are responsible for determining the suitability of any transaction you undertake on the Website and/or Platform.

10) No Fiduciary Responsibilities

1. The Website and/or Platform are purely non-custodial applications, and we do not ever have any custody, possession, or control of your digital assets at any time.
2. You are solely responsible for the non-custodial wallet you utilize in accessing and interacting with the Website and/or Platform, as well as safeguarding the cryptographic private keys for such wallet.
3. We strongly recommend you follow industry best practices for maintaining the safety of your wallet credentials, seed phrases, and private keys, and familiarise yourself with their operation to further ensure the safety of your digital assets. We accept no responsibility or liability for any acts or omissions by you in connection with or as a result of your wallet being compromised.
4. We accept no responsibility or liability to you or any other party that may arise in connection with your use of your wallet and we further make no representations or warranties regarding how the Website and/or Platform will interact with any specific wallet.
5. These Terms are not intended to, and do 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 these Terms.

11) Tax Obligations

1. Your use of the Website and/or Platform may give rise to tax consequences and create responsibilities for you to report and/or pay taxes to a tax authority in your jurisdiction. It is solely your responsibility to determine whether any taxes apply to any transactions you undertake through the Website and/or Platform and to comply with any rules, laws, or regulations regarding taxation in your jurisdiction.
2. We strongly recommend that you consult a tax practitioner in your jurisdiction to assess potential tax implications of your use of the Website and/or Platform prior to undertaking any transactions thereon.

12) Launching an IDO and/or Bonding Curve

1. To the extent that you are utilizing the Website and/or Platform to launch your own IDO and/or bonding curve, you acknowledge and agree that you understand the processes and workings of the IDO and/or bonding curve functionality.
2. You acknowledge and agree that you bear full responsibility and liability to any users who participate in your IDO and/or bonding curve, including compliance with any representations, warranties, guarantees, undertakings, or any other obligations arising from any communications, materials, statements, media, or any other content shared with such users in relation to your IDO and/or bonding curve, whether express, implied, or tacit. The Website and/or Platform serves solely as a tool for launching your IDO and/or bonding curve, and any user participating in your IDO and/or bonding curve does so based on their reliance on your statements and materials. Consequently, we will not bear any responsibility or liability for your acts, omissions, statements, or any other actions you take or fail to take in relation to your IDO and/or bonding curve, or project in general.
3. To the extent that you have entered into a separate agreement with us regarding the launch of your IDO and/or bonding curve, the terms of that agreement are to be incorporated into these Terms, and in circumstances of any conflict between the terms of such agreement and these Terms, the terms of such agreement will take precedence.
4. You agree to provide any and all documentation we reasonably request from you to allow us to assess the nature of you and your operations prior to allowing you to utilize the IDO and/or bonding curve features of the Website and/or Platform.
5. We maintain the sole and absolute discretion to accept or refuse your utilization of the Website and/or Platform to launch an IDO and/or bonding curve based on our own assessment without any recourse to you or the need to provide you with any reasons for such acceptance or refusal.
6. When completing the information required to launch your IDO and/or bonding curve, you acknowledge and agree that you are solely responsible for the accuracy of such information and we are not responsible or liable for any loss or damages arising out of any errors or incorrect information provided by you in the process of completing the necessary forms while setting up your IDO and/or bonding curve.
7. You acknowledge and agree that, once you have launched your IDO and/or bonding curve, neither you nor we will have any control over its operation, as such operation is based in a system of self-executing smart contracts deployed across public blockchains.
8. To the extent that you launch bonding curve using the "Degen" feature, you do so solely at your own risk, and we will bear no responsibility or liability for any aspect of your use thereof.
9. We reserve the right to remove any information, materials, or any other content you add, insert, or upload to the Website and/or Platform when, in our sole and absolute discretion, such content is harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another's privacy, hateful, discriminatory, or otherwise objectionable.

13) Participating in an IDO and/or Bonding Curve

1. To the extent that you are utilizing the Website and/or Platform to participate in an IDO and/or bonding curve launched by another project, you acknowledge and agree that you understand the processes and workings of the IDO and/or bonding curve functionality.
2. You acknowledge and agree that your participation in an IDO and/or bonding curve constitutes entering into a direct legal relationship with the user launching that IDO and/or bonding curve and that you do so at your own risk. We are not responsible or liable for any failure on the part of that user launching the IDO and/or bonding curve to comply with any representations, warranties, guarantees, undertakings, or any other obligations arising from any communications, materials, statements, media, or any other content shared with you by the user launching the IDO and/or bonding curve, whether express, implied, or tacit. The Website and/or Platform merely serves as a tool to facilitate your participation in IDOs and/or bonding curves launched by other users, and your participation is based on your reliance upon the statements and materials provided by the user launching the IDO and/or bonding curve. Therefore, we will not bear any responsibility or liability for any acts, omissions, statements, or other actions that the user launching the IDO and/or bonding curve may take or fail to take in relation to their IDO and/or bonding curve, or project in general.
3. You further acknowledge and agree that the project or token that is the subject of the IDO and/or bonding curve is not owned or operated by us and that we have no control over any aspect of that project or token. To the extent that a project requires our assistance or cooperation in the creation of their IDO and/or bonding curve, we will perform a compliance check involving basic Know-Your-Client procedures and document checks, but we will not audit or assess in any way the legitimacy or viability of that project or token. Where a project is marked as a "Degen bonding curve", we have had no involvement in their use of the Website and/or Platform.
4. Accordingly, we make no representations as to the nature, legitimacy, or viability of any project or token that launches an IDO and/or bonding curve using the Website and/or Platform nor do we endorse any such project or token, and accept no liability of any nature for any loss or damages of any nature incurred by you as a result of your participation in any IDO and/or bonding curve launched through the Website and/or Platform.

14) Fees and refunds

1. You will be responsible for the payment of all fees associated with the use of the Website and/or Platform including, but not limited to, any gas fees associated with transacting on any public blockchain.
2. Where you have participated in an IDO, you will not be entitled to a refund in any circumstances and we do not have any responsibility or liability to make any refunds to you or any other user.
3. Where you have participated in a bonding curve, you will only be entitled to a refund in the following circumstances:
   • Where the project has not reached its soft cap within the allotted time, the bonding curve will fail, and you will receive a refund of the value you committed to the bonding curve; and
   • Where the project utilizing the Website and/or Platform to launch the bonding curve has allowed refunds while the bonding curve is live, you may request a refund at any time before the bonding curve has reached its soft cap and you will receive a refund of the value you committed to the bonding curve however, in such circumstances, you will not be allowed any further participation in any bonding curves from which you have requested a refund.
4. However, in no other circumstances will you or any other users be entitled to any refund, and we do not have any responsibility or liability to make any refunds to you or any other user.

15) Community voting

1. To the extent that you are launching bonding curve and select the option to have the community decide whether or not your bonding curve continues, the information you have provided to us will be presented to our users for their review and voting for a specified period of time. During that time, any community member may choose whether to vote for or abstain from voting for your bonding curve.
2. There will be a threshold number of votes set for your bonding curve, which will be identical to any other bonding curves submitted to the community vote at the same time as your bonding curve. We reserve the right to change this threshold at any time, and for any reason, according to our sole and absolute discretion; however, any such change will only affect bonding curves submitted to the community vote after such change has been made and not to any bonding curves already submitted or already subject to the community vote. We will not disclose this threshold to you or any other user or project to avoid deliberate manipulation or gaming of the community voting process.
3. Should your bonding curve receive a number of votes equal to, or greater than, the threshold, your bonding curve will continue to the registration phase. Should your bonding curve fail to receive a number of positive votes equal to the threshold, your bonding curve will be terminated and will not continue.
4. We do not have any control over the community votes and will bear no responsibility or liability for the results of such community vote, including any manipulation, abuse, or irregularities in the voting process.

16) Assumption of Risk and Disclaimers

1. The use of any website, blockchain technology, financial platform, or any other interface always includes inherent risks. By using the Website and/or Platform, you acknowledge and agree that you are aware of the risks inherent in these systems and, to the extent that it is required in your personal circumstances, have sought advice from professionals to ensure that your assumption of these risks is suitable for your particular circumstances.
2. Such risks associated with the markets in digital assets include, but are not limited to, the following:
   • bad actors who could be operating any project and fraudulently or negligently shut down such project or "rug pull" without any recourse to investors and/or tokenholders;
   • market volatility in these digital assets and that any asset could lose any or all of its value in a short period of time;
   • vulnerabilities, bugs, or any other technical issues underlying such projects or tokens that leads to issues in their operation;
   • tokens which are linked to real world assets or pegged to fiat currencies (often referred to as "stable coins") could lose their peg or the asset to which they are supposedly linked could not exist or be disposed of without the tokenholders knowledge;
   • automatic self-execution of smart contracts could result in unintended consequences, and such transactions, like all blockchain transactions, are irreversible once confirmed;
   • variations in costs, fees, and timing associated with transacting on the blockchain;
   • general cybersecurity and hacking risks associated with digital products;
   • changing legislation and regulation that could affect how these products are treated or made available to the public; and
   • all other risks which are not specifically mentioned here but should be assessed by you to ensure that utilizing the Website and/or Platform is suitable in your specific circumstances.
3. You acknowledge and accept such risks and that we are not responsible for any of these variables or risks, and that the Platform operates through a system of self-executing smart contracts deployed across public blockchains, and as such, it will operate automatically without any input from us when certain circumstances are fulfilled. Accordingly, you assume all responsibility for all risks of accessing and using the Website and/or the Protocol and indemnify us according to the terms of these Terms.

17) Third Party Content

1. The Website and/or the Platform may contain links or references to third party products, resources, information, materials, or services. Such content is not owned, operated or controlled by us and as such, we do not take any responsibility for such content. Any use of third party content is governed by any terms associated with that content and we strongly recommend that you familiarize yourself with the provisions of any agreements or terms that may govern that content before you use it.
2. Third parties may also promote or offer certain promotions or reward programs relating to or incentivising your participation in the Website and/or the Platform. We do not monitor, endorse, warrant, or assume any responsibility for such promotions or programs unless specifically stated otherwise by us in writing. Your participation in or reliance on any such promotion is at your own risk, and we do not bear any responsibility or liability for such participation, as the terms of these Terms will not apply to such promotions unless specifically stated otherwise. Again, we would strongly recommend that you familiarize yourself with the provisions of any agreements or terms that may govern those promotions before you participate in them.
3. Furthermore, we do not endorse, guarantee, or assume responsibility for any advertisements, offers, or statements made by third parties regarding the Website and/or Platform whether such advertisements, offers, or statements are made available on the Website and/or Platform or not.

18) Limitation of Liability and Indemnity

1. We have provided no representations or warranties, express or implied, statutory or otherwise, relating to the Website and/or Platform and any aspect thereof, including, without limitation, any implied warranties of continuous service, merchantability, condition, or fitness of the Website and/or Platform for any particular purpose. The Website and/or Platform is provided on an "as is" and "as available" basis and there is no representation, warranty, nor guarantee, express or implied, statutory or otherwise, that the Website and/or Platform is complete; that your access or use of the Website and/or Platform will be continuous, uninterrupted or secure; that it will operate properly, be error free, be free of defects or bugs, that any such defects or bugs will or can be remedied by the us; that the Website and/or Platform will be free from viruses, vulnerabilities, or be free from hacks or manipulation by third parties; or that the Website and/or Platform will meet any requirements of yours whether or not we were aware of such requirements. In addition, no advice, information, materials, or statements that we make should be treated as creating any warranty or representation regarding the Website and/or Platform and its operation.
2. To the maximum extent permitted by applicable law, neither us nor any of our employees, shareholders, directors, agents, affiliates, and representatives (in whose favor this clause ‎18 is a third party stipulation, capable of acceptance in writing at any time) will be liable for any direct, indirect, punitive, incidental, special, consequential, or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data, or other intangible losses, arising out of or in connection with these Terms, or any aspect of the Website and/or Platform or your, or any other user's, use of, inability to use, or the unavailability of the Website and/or Platform, or any aspect thereof, any hacking, tampering, or other unauthorized access or use of the Website and/or Platform, any errors, bugs, mistakes, viruses, vulnerabilities, or inaccuracies of the Website and/or Platform, or any aspect thereof, even if the alleged liability is based in contract, tort, delict, negligence, strict liability, product liability, or any other basis, and even if we had been advised of the possibility of such damage.
3. To the maximum extent permitted by applicable law, our aggregate liability and/or our employees, shareholders, directors, agents, affiliates, and representatives (in whose favor this clause ‎18 is a third party stipulation, capable of acceptance in writing at any time) arising out of or in connection with these Terms or the Website and/or Platform will not exceed the total amounts you have paid (if any) to us for the Website and/or Platform, during the twelve months immediately preceding the events giving rise to such alleged liability.
4. These limitations and exclusions regarding damages apply even if any remedy fails to provide adequate compensation.
5. To the maximum extent permitted by applicable law, you agree to indemnify and hold us harmless and/or our employees, shareholders, directors, agents, affiliates, and representatives (in whose favor this clause ‎18 is a third party stipulation, capable of acceptance in writing at any time) from and against any and all claims from any third party, for costs, damages (including, without limitation, direct, indirect, extrinsic, special, penal, punitive, consequential or exemplary loss or damage of any kind), penalties, actions, judgements, suits, expenses, disbursements, fines or other amounts that arises out of or relates to any actual or alleged breach by the you of any of your warranties or obligations set out in these Terms, including, without limitation, any breach of any rules or policies published by us from time-to-time, any act or omission by you, whether intentional, negligent or grossly negligent, or your violation of any third party right, including without limitation any right of privacy, publicity rights or intellectual property rights. In addition, you agree to reimburse us on demand for any defense costs incurred, any payments made, and/or any loss suffered by us, whether in a court judgment or settlement, based on any matter covered by this clause ‎18.
6. Specifically, and to the maximum extent permitted by applicable law, you agree to indemnify and hold us harmless and/or our employees, shareholders, directors, agents, affiliates, and representatives (in whose favor this clause ‎18 is a third party stipulation, capable of acceptance in writing at any time) from and against any and all claims from other users for costs, damages (including, without limitation, direct, indirect, extrinsic, special, penal, punitive, consequential or exemplary loss or damage of any kind), penalties, actions, judgements, suits, expenses, disbursements, fines or other amounts that arises out of or relates to their participation in your IDO and/or bonding curve, or for your participation in any other users IDO and/or bonding curve including, but is not limited to, any claims related to the representations, warranties, guarantees, or obligations made by you, or relied upon by you, in connection with an IDO and/or bonding curve. You acknowledge that we are not a party to the transaction between you and other users when launching or participating in an IDO and/or bonding curve, and, therefore, we will not be held liable for any claims arising from those transactions.
7. To the extent that the provisions of this clause ‎18 are in conflict with any other clause of these Terms or any prior agreement of the parties, the provisions of this clause ‎18 will take precedence.
8. The laws of some jurisdictions do not allow the exclusion or limitation of liability for certain types of damages, or the limitation of implied warranties, or the extent of the indemnification above. In such cases, the above limitations, exclusions, and indemnification shall apply only to the maximum extent permitted by the laws of the applicable jurisdiction.

19) Arbitration and Alternative Dispute Resolution

1. Almost all issues you may experience with the Website and/or Platform may be resolved through contacting our customer support at [@seedifyfundofficial on Telegram]. In circumstances in which an issue cannot be resolved through contacting our customer support, such issue will be resolved through the alternative dispute resolution processes outlined in this clause ‎19.
2. For purposes of this clause ‎19, any reference to a "party" is a reference to either you or us and not to any third party.
3. If any dispute, controversy, or claim arises out of or in connection with your use or attempted use of the Website and/or Platform; these Terms, including any question regarding its existence, validity, interpretation, or breach that cannot be resolved through contacting our customer support (Dispute), the Dispute will be referred, upon written notice (Dispute Notice) given by one party to the other party, or where both parties are entities, to a senior executive from each party for resolution through informal negotiation.
4. A Dispute Notice must be sent to [email protected] and must contain the following information:
   • your full name;
   • any information associated with your use of the Website and/or Platform;
   • your email address, contact number, and physical address;
   • a detailed description of the issue experienced and your attempts to have it resolved via contacting our customer support; and
   • your desired outcome or resolution to the issue.
5. Note that without a fully compliant Dispute Notice, the parties cannot proceed with any alternative dispute resolution, and any applicable statutes of limitations will continue to run. To the extent that a dispute exists as to whether or not a fully compliant Dispute Notice has been sent by either party, the aggrieved party may seek relief in the courts of Panama according to clause ‎22 below.
6. The parties shall seek to resolve the Dispute on an amicable basis through informal negotiation within 30 days of the Dispute Notice being received.
7. Only a Dispute that is not resolved through informal negotiation within 30 days of the Dispute Notice being received may be referred by either party to be finally resolved by arbitration pursuant to the rules of the Centro de Conciliación y Arbitraje de Panamá (CeCAP) which rules are deemed to be incorporated by reference into this clause ‎19 however, in any conflict between the CeCAP rules and the terms of this clause ‎19, the terms of this clause will prevail.
8. The tribunal shall consist of one arbitrator, appointed by us failing which, the arbitrator will be appointed by the CeCAP.
9. The seat of arbitration shall be Panama City though the parties may determine a seat more convenient, or to remote proceedings through written agreement.
10. The language of the arbitration shall be English.
11. The governing law of this clause and the contract shall be the substantive law of Panama.
12. The party initiating the arbitration will be responsible for the payment of the CeCAP filing fees.
13. Unless otherwise ordered by the arbitrator, the parties shall bear the costs of the arbitrator, the arbitration venue, and the recording of the proceedings in equal proportions and will otherwise be responsible for their own legal costs, including, but not limited to, attorney's fees.
14. The decision of the arbitrator is final and binding on the parties; however, nothing in this clause ‎19 shall prevent any party from obtaining urgent relief from any court of competent jurisdiction in circumstances available in terms of any applicable law with reference to this clause ‎19.
15. Any decision or award of the arbitrator is enforceable and binding on the parties; however, should it be necessary, application may be made to a court of competent jurisdiction to have the decision or award made an order of court for purposes of enforcement.
16. If a Dispute is to be arbitrated, the arbitration must be started within 2 years of the date on which the Dispute first arose. Any failure to bring the Dispute to our attention within the necessary timeframes will result in the barring of the claim.

20) Class Action Waiver and Coordinated Matters

1. Any arbitration undertaken in terms of clause ‎19 above will be on an individual basis only. To the maximum extent permitted by any applicable law, you acknowledge and agree that you may not seek to bring, join, or participate in any class action, representative action, collective, or any other arbitration proceeding that involves any third party other than us or you; nor may you consolidate or combine any individual proceedings or permit another party to do so without our express written consent.
2. To the extent that there are 20 or more Dispute Notices relating to the same or similar claims and the same legal representatives or legal representatives that operate in a coordinated manner (Coordinated Matters), such Disputes are to be managed in accordance with the batch procedure in this clause ‎20.
3. At any point in an arbitration or prior to the arbitration, either party may notify the other that the Dispute is a Coordinated Matter to be managed in accordance with this clause ‎20 however, should there be a dispute as to whether or not the Dispute falls within the definition of Coordinated Matters, such question is to be determined by the CeCAP as an administrative matter.
4. The legal representatives for the claimants in the Coordinated Matters are to notify the other party once all, or substantially all, of the Dispute Notices have been submitted for the Coordinated Matters. The representatives of the parties are to choose a batch of Disputes from the Coordinated Matters to be arbitrated in accordance with the terms of clause ‎19 above. The number of Disputes in the batch and the specific Disputes making up the batch are to be determined by the legal representatives of the parties through good faith negotiation. To the extent that these decisions cannot be made through good faith negotiation, an arbitrator selected by the CeCAP will review the Dispute Notices of the Coordinated Matters and determine an equal number of Disputes to form the batch.
5. Once the batch of Disputes has been finalized in accordance with this clause ‎20, the Disputes in the batches are to be referred to arbitration in accordance with clause ‎19 above. Where reasonably practicable, each Dispute in the batch is to be determined by a different arbitrator.
6. No other Dispute Notices from the Coordinated Matters are to be referred to arbitration until all of the Disputes in the batch have been finally arbitrated and all parties agree that this delay is reasonable and that, provided that a compliant Dispute Notice has been filed, all statutes of limitations will be paused on Disputes awaiting the finalisation of the batch arbitrations.
7. Once all of the Disputes in the batch have been finally arbitrated, the parties are to enter into a single mediation to determine a global resolution of the remaining Dispute Notices forming the Coordinated Matters with each side bearing their half of the fees. The parties are to select an individual mediator within 30 days of the conclusion of the arbitration for the last Dispute in the batch, failing which a mediator will be appointed by the CeCAP.
8. Should the mediation fail to yield a global resolution of the remaining Coordinated Matters within 60 days, the terms of this clause ‎20 will cease to apply and each of the Coordinated Matters for which there is a compliant Dispute Notice may be individually arbitrated according to clause ‎19 above.

21) Confidentiality of Arbitration Proceedings

1. Any arbitration conducted in accordance with these Terms shall be strictly confidential. Neither party shall disclose any details of the arbitration proceedings, including the existence of the arbitration, the content of any submissions or evidence, or the arbitrator's decision, except as required by law or with the prior written consent of all parties involved in such arbitration.

22) Applicable Law and Jurisdiction

1. These Terms are governed by the laws of Panama. In addition, you acknowledge and agree that the Website and/or Platform exist solely in Panama regardless of where you may have been when you accessed the Website and/or Platform and thus, the accessibility of the Website and/or Platform outside of Panama does not give rise to any general or specific personal jurisdiction in any forum outside of Panama.
2. Subject to clause ‎19 above, you unconditionally consent and submit to the non-exclusive jurisdiction of the courts of Panama, exclusive of its choice of law rules in regard to all matters arising from these Terms and that the courts of Panama would be the suitable forum for any dispute arising out of these Terms should the binding arbitration provisions in these Terms be deemed to be unenforceable for any reason whatsoever.

23) Cooperation with Authorities

1. We reserve the right to cooperate with any legitimate and enforceable law enforcement, judicial body, or government investigation or order that directs us to disclose information, content, or materials you provide to us without the need for us to notify you or any third party. In addition, you agree that we may provide any information, documents, or materials you provide to us to any regulator or governmental authority for purposes of our own compliance with any rule, law, or regulation.

24) Force Majeure

1. Neither you nor we will be liable for any failure or delay in the performance of any obligations under these Terms to the extent that such failure or delay is caused by events beyond your or our reasonable control, including, but not limited to, acts of god, natural disasters (e.g., earthquakes, floods, hurricanes), war, terrorism, civil unrest, labor disputes, government actions, pandemics, network or blockchain disruptions, technical failures, acts of third parties (including unauthorized access or hacking), or any other event that prevents or delays the performance of the obligations under these Terms (Force Majeure Events).
2. In the event of a Force Majeure Event, the affected party shall promptly notify the other party in writing of the occurrence of the event and the expected duration of the delay. The affected party shall use commercially reasonable efforts to mitigate the impact of the Force Majeure Event and resume performance as soon as reasonably practicable.
3. If the performance of any obligation is delayed for a period exceeding 90 days due to a Force Majeure Event, either party may terminate the affected agreement or provision without penalty, and neither party shall have any liability to the other for such termination.

25) Assignment

1. You may not assign or transfer any of your rights or obligations under these Terms without our prior written consent, including by operation of law or in connection with any change of control. We may assign or transfer any or all of its rights under these Terms, in whole or in part, without obtaining your consent or approval.

26) Entire Agreement

1. These Terms consist of the whole agreement between us and you in regard to its subject matter.

27) Non-Waiver

1. Any failure or delay in our exercise of any right, power, or privilege under these Terms will not operate as a waiver thereof or be capable of estoppel or any similar process or operation of law.

28) Severability

1. In the event that any provision of these Terms is held by a court or tribunal of competent jurisdiction to be unenforceable, such provision will be enforced to the furthest extent possible under applicable law, and the remaining terms of these Terms will remain in full force and effect.