Last material update: 24 June 2022
2. Modification of this Agreement
8. Not registered with the SEC, ESMA, or any other agency
9. Non-solicitation; no investment advice
13. Non-custodial and no fiduciary duties
15. Third-party resources and promotions
20. Class action and jury trial waiver
Bridges Exchange (https://bridges.exchange) is a website-hosted user interface (the "Interface", "App", or "Web App") provided by Bridges CryptoTech Inc. ("we", "our", or "us"). The Interface provides access to a decentralized exchange protocol on multiple networks—including, but not limited to, BNB Chain, Polygon, and other chains—that allows users to trade certain digital assets (the "Bridges Exchange Protocol" or the "Protocol"). The Interface is one, but not the exclusive, means of accessing the Bridges Exchange Protocol.
Bridge$ (BRG.X) is a fungible cryptocurrency utility token (the "Token") on BNB Chain (contract: 0x0e2114955023B736fa97D9E2FCDe2836d10b7A5C) . The Token can be swapped using the Bridges Exchange Protocol, and provides the holder with dividends generated by the volume of the Protocol. For this reason, the Token is inextricably linked to the Bridges Exchange Protocol.
This Agreement explains the terms and conditions by which you may access and use the Interface and the Token. Using the Token also includes holding the Token in your possession. You must read this Agreement carefully. By accessing or using the Interface or the Token, you signify that you have read, understand, and agree to be bound by this Agreement in its entirety. If you do not agree, you are not authorized to access or use the Interface nor the Token, and you should not use the Interface nor the Token.
Notice: Please read this Agreement carefully as it governs your use of the Interface and the Token. This Agreement contains important information, including a binding arbitration provision and a class action waiver, both of which impact your rights as to how disputes are resolved. The Interface and the Token are only available to you—and you should only access the Interface and the Token—if you agree completely with these terms.
We reserve the right, in our sole discretion, to modify this Agreement from time to time. If we make any modifications, we will notify you by updating the date at the top of the Agreement and by maintaining a current version of the Agreement at https://bridges.exchange/terms. All modifications will be effective when they are posted, and your continued accessing or use of the Interface and the Token will serve as confirmation of your acceptance of those modifications. If you do not agree with any modifications to this Agreement, you must immediately stop accessing and using the Interface and the Token.
To access or use the Interface or the Token, you must be able to form a legally binding contract with us. Accordingly, you represent that you are at least the age of majority in your jurisdiction (e.g., eighteen years old) and have the full right, power, and authority to enter into and comply with the terms and conditions of this Agreement on behalf of yourself and any company or legal entity for which you may access or use the Interface or Token.
You further represent that you are not
Finally, you represent that your access and use of the Interface and the Token will fully comply with all applicable laws and regulations, and that you will not access or use the Interface or Token to conduct, promote, or otherwise facilitate any illegal activity.
We own all intellectual property and other rights in the Token, the Interface, and their contents; including (but not limited to) software, text, images, trademarks, service marks, copyrights, patents, and designs.
We reserve the following rights, which do not constitute obligations of ours:
You agree not to engage in, or attempt to engage in, any of the following categories of prohibited activity in relation to your access and use of the Interface:
Intellectual property infringement: Activity that infringes on or violates any copyright, trademark, service mark, patent, right of publicity, right of privacy, or other proprietary or intellectual property rights under the law.
Cyberattack: Activity that seeks to interfere with or compromise the integrity, security, or proper functioning of any computer, server, network, personal device, or other information technology system, including (but not limited to) the deployment of viruses and denial of service attacks.
Fraud and misrepresentation: Activity that seeks to defraud us or any other person or entity, including (but not limited to) providing any false, inaccurate, or misleading information in order to unlawfully obtain the property of another.
Market manipulation: Activity that violates 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.
Holding cap violation: Activity that leads to an individual possessing more than a total of one million Bridge$ tokens summed across all wallets which that individual has access to. We do not recognize minors as legal holders of the Token. Spouses must hold the Token separately—joint ownership is not permitted. A holding cap violation may be treated as market manipulation.
Securities and derivatives violations: Activity that violates any applicable law, rule, or regulation concerning the trading of securities or derivatives.
Any other unlawful conduct: Activity that violates any applicable law, rule, or regulation of Panama, the United States, the European Union, or another relevant jurisdiction, including (but not limited to) the restrictions and regulatory requirements imposed by Panama, European Union, or United States law.
We are not registered with the U.S. Securities and Exchange Commission (SEC) nor The European Securities and Markets Authority (ESMA) as a national securities exchange or in any other capacity. You understand and acknowledge that we do not broker trading orders on your behalf. We also do not facilitate the execution or settlement of your trades, which occur entirely on the public distributed ledger (blockchain).
You agree and understand that all trades you submit through the Interface are considered unsolicited, which means that you have not received any investment advice from us in connection with any trades, and that we do not conduct a suitability review of any trades you submit.
All information provided by the Interface is for informational purposes only and should not be construed as investment advice. You should not take, or refrain from taking, any action based on any information contained in the Interface. We do not make any investment recommendations to you or opine on the merits of any investment transaction or opportunity. You alone are responsible for determining whether any investment, investment strategy or related transaction is appropriate for you based on your personal investment objectives, financial circumstances, and risk tolerance.
By accessing and using the Interface, you represent that you are financially and technically sophisticated enough to understand the inherent risks associated with using cryptographic and blockchain-based systems, and that you have a working knowledge of the usage and intricacies of digital assets such as Bitcoin (BTC), Binance Coin (BNB), and other digital tokens such as those following the BNB Chain Standard (BEP-20). In particular, you understand that blockchain-based transactions are irreversible.
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 and accept that the cost and speed of transacting with cryptographic and blockchain-based systems such as BNB Chain are variable and may increase dramatically at any time.
You further acknowledge and accept the risk that your digital assets may lose some or all of their value while they are supplied to the Protocol through the Interface, you may suffer loss due to the fluctuation of prices of tokens in a trading pair or liquidity pool, and, especially in expert modes, experience significant price slippage and cost.
You understand that while we vet all token projects before listing a token on Bridges Exchange, anyone can create a token with malicious intent and that Bridges may make a mistake in listing such a token. You also acknowledge and accept the risk that you may trade those scam tokens and suffer impermanent loss or other damages. We do not guarantee that Bridges Exchange and the Protocol will be scam-free.
You also recognize that crypto is rapidly expanding, highly competitive, and has a high rate of failures. You accept the risk that even a token that is not a scam or malicious in nature can lose all value and cause impermanent loss or other damages.
You further acknowledge that we are not responsible for any of these variables or risks and cannot be held liable for any resulting losses that you experience while accessing or using the Interface and Token. Accordingly, you understand and agree to assume full responsibility for all of the risks of accessing and using the Token and the Interface to interact with the Protocol.
You understand that we do not promise nor guarantee that tokens listed on the Protocol and Interface will earn the holder a positive return. Likewise, you recognize that we cannot guarantee Bridges Exchange will always be free of tokens that scam holders. Although we take our vetting procedures very seriously, we remain anti-scam while acknowledging that no human process is guaranteed to be wholly without error. You assume the resulting risk of impermanent loss and agree that we can not be held liable for any loss due to errors in the vetting process or other variables of risk.
The Interface is provided on an "as is" and "as available" basis. To the fullest extent permitted by law, we disclaim any representations and warranties of any kind, whether express, implied, or statutory, including (but not limited to) the warranties of merchantability and fitness for a particular purpose.
You acknowledge and agree that your use of the Interface is at your own risk. We do not represent or warrant that access to the Interface will be continuous, uninterrupted, timely, or secure; that the information contained in the Interface will be accurate, reliable, complete, or current; or that the Interface will be free from errors, defects, viruses, or other harmful elements. No advice, information, or statement that we make should be treated as creating any warranty concerning the Interface. We do not endorse, guarantee, or assume responsibility for any advertisements, offers, or statements made by third parties concerning the Interface.
The Interface is a purely non-custodial application, meaning you are solely responsible for the custody of the cryptographic private keys to the digital asset wallets you hold. This Agreement is not intended to, and does not, create or impose any fiduciary duties on us. To the fullest extent permitted by law, you acknowledge and agree that we owe no fiduciary duties or liabilities to you or any other party, and that to the extent any such duties or liabilities may exist at law or in equity, those duties and liabilities are hereby irrevocably disclaimed, waived, and eliminated. You further agree that the only duties and obligations that we owe you are those set out expressly in this Agreement.
The Interface and the Token operational base is located within Panama. The Interface and the Token may not be available or appropriate for use in other jurisdictions. By accessing or using the Interface and Token, you agree that you are solely and entirely responsible for compliance with all laws and regulations that may apply to you.
The Interface may contain references or links to third-party resources, including (but not limited to) information, materials, products, or services, that we do not own or control. In addition, third parties may offer promotions related to your access and use of the Interface or the Token. We do not endorse or assume any responsibility for any such resources or promotions. If you access any such resources or participate in any such promotions, you do so at your own risk, and you understand that this Agreement does not apply to your dealings or relationships with any third parties. You expressly relieve us of any and all liability arising from your use of any such resources or participation in any such promotions.
You expressly agree that you assume all risks in connection with your access and use of the Interface and your interaction with the Protocol. You further expressly waive and release us from any and all liability, claims, causes of action, or damages arising from or in any way relating to your use of the Interface and your interaction with the Protocol. If you are a California resident, you waive the benefits and protections of California Civil Code § 1542, which provides: "[a] general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."
You agree to hold harmless, release, defend, and indemnify us and our officers, directors, employees, contractors, agents, affiliates, and subsidiaries from and against all claims, damages, obligations, losses, liabilities, costs, and expenses arising from:
Under no circumstances shall we or any of our officers, directors, employees, contractors, agents, affiliates, or subsidiaries be liable to you for any indirect, punitive, incidental, special, consequential, or exemplary damages, including (but not limited to) damages for loss of profits, goodwill, use, data, or other intangible property, arising out of or relating to any access or use of the Interface or the Token, nor will we be responsible for any damage, loss, or injury resulting from hacking, tampering, or other unauthorized access or use of the Interface or the information contained within it.
We assume no liability or responsibility for any:
Under no circumstances shall we or any of our officers, directors, employees, contractors, agents, affiliates, or subsidiaries be liable to you for any claims, proceedings, liabilities, obligations, damages, losses, or costs in an amount exceeding the amount you paid to us in exchange for access to and use of the Interface, or USD$100.00, whichever is greater. This limitation of liability applies regardless of whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, and even if we have been advised of the possibility of such liability. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of certain liabilities and damages. Accordingly, some of the disclaimers and limitations set forth in this Agreement may not apply to you. This limitation of liability shall apply to the fullest extent permitted by law.
We will use our best efforts to resolve any potential disputes through informal, good faith negotiations. If a potential dispute arises, you must contact us by sending an email to email@example.com so that we can attempt to resolve it without resorting to formal dispute resolution. If we are unable to reach an informal resolution within sixty days of your email, then you and we both agree to resolve the potential dispute according to the process set forth below.
Any claim or controversy arising out of or relating to the Interface, the Token, this Agreement, or any other acts or omissions for which you may contend that we are liable, including (but not limited to) any claim or controversy as to arbitrability ("Dispute"), shall be finally and exclusively settled by arbitration in Panama. You understand that you are required to resolve all Disputes by binding arbitration. The arbitration shall be held on a confidential basis before a single arbitrator, who shall be selected pursuant to Panamanian arbitration rules. The arbitration will be held in Panama, unless you and we both agree to hold it elsewhere. Unless we agree otherwise, the arbitrator may not consolidate your claims with those of any other party. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
The negotiating language is English.
You must bring any and all Disputes against us in your individual capacity and not as a plaintiff in or member of any purported class action, collective action, private attorney general action, or other representative proceeding. This provision applies to class arbitration. You and we both agree to waive the right to demand a trial by jury.
You agree that the laws of the Republic of Panama, without regard to principles of conflict of laws, govern this Agreement and any Dispute between you and us. You further agree that the Interface shall be deemed to be based solely in the Republic of Panama, and that although the Interface may be available in other jurisdictions, its availability does not give rise to general or specific personal jurisdiction in any forum outside the Republic of Panama. Any arbitration conducted pursuant to this Agreement shall be governed by the arbitration law in Panama. You agree that the courts of the Republic of Panama are the proper forum for any appeals of an arbitration award or for court proceedings in the event that this Agreement's binding arbitration clause is found to be unenforceable.
These terms constitute the entire agreement between you and us with respect to the subject matter hereof. This Agreement supersedes any and all prior or contemporaneous written and oral agreements, communications and other understandings (if any) relating to the subject matter of the terms.