TERMS OF USE

Effective date: 28.08.2024

TERMS STATEMENT

These Terms of Use (the “Terms,”) govern the user’s (“User,” “you,” and “your”) access to and use of the website whether accessed via computer, mobile device, or otherwise. The website located at https://app.opendelta.com is a website-hosted user interface (the “Interface”). It is published, owned, and operated by DIO Tech Inc. with registration number 155751522, whose registered office is at Via Espana, Delta Bank Building, 6th Floor, Suite 604D, Panama City, Republic of Panama, its affiliates, and related entities (“Company,” “we,” “us,” and “our”).

By accessing and using the Interface, you acknowledge that You have read, understood and agreed to be bound by all the terms and conditions stipulated in this Terms as well as our Privacy Policy, available at: https://app.opendelta.com/privacy-policy.

In case you have any questions relating to these Terms or the Interface, please contact us using the following email address: info@opendelta.com.

1. CONDITIONS OF USE

As a condition to accessing or using the Interface, you represent and warrant that:

If you are an individual, then you are of legal age in the jurisdiction in which you reside, and you have the legal capacity to enter into these Terms and be bound by them;
If you are an entity, then you must have the legal authority to accept these Terms on that entity's behalf, in which case "you" (except as used in this paragraph) will mean that entity;
You are not a resident, national, or agent of any country to which the United States, the United Kingdom, or the European Union embargoes goods or imposes similar sanctions (the "Restricted Person");
You are not subject to economic or trade sanctions administered or enforced by any governmental authority; or otherwise, you are not a member of any sanctions list or equivalent maintained by the United States government, the United Kingdom government, the European Union, or the United Nations, including without limitation the U.S. Office of Foreign Asset Control Specifically Designated Nationals and Blocked Person List (the "Sanctioned Person");
You do not intend to transact with any Restricted Person or Sanctioned Person;
Your access is not (a) prohibited by and does not otherwise violate or assist you in violating any domestic or foreign law, rule, statute, regulation, by-law, order, protocol, code, decree, letter, or another directive, requirement, guidance, or guideline, published or in force that applies to or is otherwise intended to govern or regulate any person, property, transaction, activity, event or other matter, including any rule, letter, order, judgment, directive or other requirements, guidance, or guideline issued by any domestic or foreign federal, provincial or state, municipal, local or other governmental, regulatory, judicial or administrative authority having jurisdiction over us or you as otherwise duly enacted, enforceable by law, the common law or equity (the "Applicable Laws"); or (b) contribute to or facilitate any illegal activity.

As a condition to accessing or using the Interface, you acknowledge, understand, and agree to the following:

From time to time, the Interface may be inaccessible or inoperable for any reason, including: (a) equipment malfunctions; (b) periodic maintenance procedures or repairs that we or any of our suppliers or contractors may undertake from time to time; (c) causes beyond our control or that we could not reasonably foresee; (d) disruptions and temporary or permanent unavailability of underlying blockchain infrastructure; or (e) unavailability of third-party service providers or external partners for any reason.
We reserve the right to disable or modify access to the Interface (such as restricting features of the Interface) at any time in the event of any breach of these Terms, including, if we reasonably believe any of your representations and warranties may be untrue or inaccurate, and we will not be liable to you for any losses or damages you may suffer as a result of or in connection with the Interface being inaccessible to you at any time or for any reason.
The Interface may evolve, which means we may apply changes, replace, or discontinue (temporarily or permanently) the Interface at any time in our sole discretion.
The pricing information and other data provided on the Interface do not represent an offer, a solicitation of an offer, or a recommendation to enter into, a transaction with us.
We do not act as an agent for you or any other user of the Interface.
We do not provide any legal, financial, and/or investment advice.
We owe no fiduciary duties or liabilities to you or any other party, and to the extent any such duties or liabilities may exist at law or in equity, you hereby irrevocably disclaim, waive, and eliminate those duties and liabilities.
You are solely responsible for reporting and paying any taxes applicable to your use of the Interface, if any.
We have no control over, or liability for, the delivery, quality, safety, legality, or any other aspect of the blockchain networks or any digital assets.

By using the Interface, you agree that you will not:

Use the Interface in any manner that could damage, disable, overburden, or impair the Interface or interfere with any other party’s use of the Interface.
Attempt to gain unauthorized access to any Interface account, Wallet, or computer systems or networks associated with the Company or the Interface.
Obtain or attempt to obtain any materials or information through the Interface by any means not intentionally made available or provided by the Company.
Use any robot, spider, or other automatic device, process or means to access the Interface for any purpose, including monitoring or copying any of the material on the Interface.
Introduce any virus, Trojan horse, worm, logic bomb, or other material which is malicious or technologically harmful.
Attack the Interface via a denial-of-service attack or a distributed denial-of-service attack.
Impersonate or attempt to impersonate the Company, a Company employee, an Affiliate of the Company, or another User or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).
License, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Interface, whether in whole or in part, or any content displayed on or provided by the Interface.
Modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Interface.
Access the Interface in order to build a similar or competitive website, product, or service.
Misrepresent, with omission or otherwise, the truthfulness, sourcing or reliability of any content on the Interface.
Violate any Applicable Laws including any relevant and applicable anti-money laundering and anti-terrorist financing laws and sanctions programs, such as the Bank Secrecy Act and the U.S. Department of Treasury’s Office of Foreign Asset Controls.
Use or access the Interface to transmit or exchange digital assets that are the direct or indirect proceeds of any criminal or fraudulent activity, including terrorism or tax evasion.
Attempt to circumvent any content-filtering techniques, security measures or access controls of the Interface, including through the use of a VPN.
Encourage or induce any third party to engage in any of the activities prohibited under these Terms.

2. THE INTERFACE

The Interface aggregates and publishes publicly available third-party information. The Interface may display information related to blockchain networks and related technology, such as blockchain transactions, statistics, and price information. This information is for informational purposes only and we do not guarantee its accuracy, completeness, or usefulness. You are solely responsible for any actions you take based on such information. We reserve the right to modify, suspend, or discontinue the availability of this data at any time, without notice or liability to you.

The Interface is not a part of any transaction on the blockchain networks, and does not have possession, custody, or control over any crypto assets appearing on the Interface. Further, the Interface does not store, send, or receive any crypto assets.

3. LICENSE TO USE THE INTERFACE

Each User, subject to their eligibility, acceptance, and adherence to these Terms, is hereby granted a personal, revocable, non-exclusive, non-transferable, non-sublicensable license to view, access, and use the Interface in accordance with these Terms.

4. NO PROFESSIONAL ADVICE OR FIDUCIARY DUTIES

Nothing herein constitutes legal, financial, business, or tax advice, and you are strongly advised to consult an advisor(s) before engaging in any activity in connection herewith. All information provided by the Interface is for informational purposes only and should not be construed as professional advice. You should not take, or refrain from taking, any action based on any information contained on the Interface or any other information that we make available at any time, including, without limitation, blog posts, articles, links to third-party content, discord content, news feeds, tutorials, tweets, and videos. The Terms are not intended to, and do not, create or impose any fiduciary duties on us.

5. PROPRIETARY INTELLECTUAL PROPERTY RIGHTS

We own all rights, names, logos, and other marks used on the Interface, including, without limitation, any copyrights in and to any content, code, data, or other materials that you may access or use on or through the Interface.

Your use of or access to the Interface does not grant you any ownership or other rights therein, the Interface may not be copied, reproduced, modified, published, uploaded, posted, transmitted, performed, or distributed in any way, and you agree not to modify, rent, lease, loan, sell, distribute, transmit, broadcast, or create derivatives without our express written consent.

We may use and share your comments, bug reports, ideas, or other feedback that you may provide, including suggestions about how we might improve. You agree that we are free to use or not use any feedback we receive from you as we see fit, including copying and sharing such feedback with third parties, without any obligation to you.

6. THIRD-PARTY CONTENT

We may place third-party content on the Interface. You agree that this content is not rendered or owned by us and your use of websites and services mentioned in this content is subject to separate terms and conditions between you and the relevant service provider. We are not responsible for third-party websites or services, including, but not limited to their accuracy, security, availability or performance. You acknowledge that in any case, you will hold us harmless against any claim, arising out of any damages or losses incurred by or in connection with the utilization of websites and services accessible through the third-party content placed on the Interface.

7. DISCLOSURES; DISCLAIMERS

We are the operator of the Interface. We do not operate or control blockchain networks and technology. You are responsible for complying with all Applicable Laws that govern your use of digital assets, protocols, and blockchain networks.

The Interface is provided on an “AS IS” and “AS AVAILABLE” basis, and we expressly disclaim, and you hereby waive, any representations, 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, and whether or not known or discoverable, including 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. Without limiting the foregoing, we do not represent or warrant that the Interface (including any data relating thereto) will be uninterrupted, available at any particular time, or error-free. Further, we do not warrant that errors in the Interface are correctable or will be correctable.

You acknowledge that data you provide while accessing or using the Interface may become irretrievably lost or corrupted or temporarily unavailable due to a variety of causes, and agree that, to the maximum extent permitted under Applicable Law, we will not be liable for any loss or damage caused by denial-of-service attacks, software failures, viruses or other technologically harmful materials (including those which may infect your computer equipment), protocol changes by third-party providers, Internet outages, force majeure events or other disasters, scheduled or unscheduled maintenance, or other causes either within or outside of our control.

8. GENERAL RISKS

By accessing or using the Interface, you understand and agree to the inherent risks associated with cryptographic systems and blockchain-based networks; digital assets, including the usage and intricacies of native digital assets; smart contract-based tokens, including fungible tokens and NFTs; and systems that interact with blockchain networks. We do not own or control any of the underlying software through which blockchain networks are formed. In general, the software underlying blockchain networks is open source, such that anyone can use, copy, modify, and distribute it.

By using the Interface, you acknowledge and agree (a) that the Interface sole purpose and functionality is to aggregate and publish publicly available information on blockchain networks and technology exclusively for innformational purposes, and (b) that we are not responsible for the operation of the blockchain software, protocols, and networks underlying the Interface, (c) that there exists no guarantee of the functionality, security, or availability of that software, protocols and networks, and (d) that the underlying blockchain networks are subject to sudden changes in operating rules, such as those commonly referred to as “forks,” which may materially affect the protocols and networks. Blockchain networks use public and private key cryptography. You alone are responsible for securing your private key(s). We do not have access to your private key(s). Losing control of your private key(s) will permanently and irreversibly deny you access to digital assets on the blockchain networks. Neither we nor any other person or entity will be able to retrieve or protect your digital assets. If your private key(s) are lost, then you will not be able to transfer your digital assets to any other blockchain address or wallet. If this occurs, then you will not be able to realize any value or utility from the digital assets that you may hold.

You acknowledge and understand that cryptography is a progressing field with advances in code cracking or other technical advancements, such as the development of quantum computers, which may present risks to digital assets and blockchain networks, and could result in the theft or loss of your digital assets.

You understand that the blockchain networks remain under development, which creates technological and security risks when using the Interface in addition to uncertainty relating to digital assets and transactions therein. You acknowledge that the cost of transacting on the blockchain networks is variable and may increase at any time causing impact to any activities taking place on the blockchain networks, which may result in price fluctuations or increased costs.

Although we intend to provide accurate and timely information and data on the Interface, it may not always be entirely accurate, complete, or current and may also include technical inaccuracies or typographical errors. To continue to provide you with as complete and accurate information as possible, information may be changed or updated from time to time without notice, including information regarding our policies. Accordingly, you acknowledge and understand that you should verify all information before relying on it, and all decisions based on information contained on the Interface are your sole responsibility. No representation is made as to the accuracy, completeness, or appropriateness for any particular purpose of any information distributed via the Interface.

Any use or interaction with blockchain networks requires a comprehensive understanding of applied cryptography and computer science to appreciate the inherent risks, including those listed above. You represent and warrant that you possess relevant knowledge and skills. Any reference to a type of digital asset on the Interface does not indicate our approval or disapproval of the technology on which the digital asset relies, and should not be used as a substitute for your understanding of the risks specific to each type of digital asset.

You hereby irrevocably waive, release, and discharge all claims, whether known or unknown to you, against us related to any of the risks set forth in this section.

9. LIMITATION OF LIABILITY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE COMPANY (OR OUR AFFILIATES) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY FINANCIAL LOSS, LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE INTERFACE, CONTENT OR INFORMATION ACCESSED VIA THE INTERFACE, OR ANY DISRUPTION OR DELAY IN THE PERFORMANCE OF THE WEBSITE, OR THE SERVICE EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE INTERFACE IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

10. INDEMNIFICATION

You will defend, indemnify, and hold harmless us, our affiliates, members, member, managers, employees, attorneys, representatives, suppliers, and contractors from 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 (a) your use of or conduct in connection with the Interface (b) your violation of these Terms; or (c) your misuse of the Interface; (d) your violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental or quasi-governmental authorities; (e) your violation of the rights of any third party, including any intellectual property right, publicity, confidentiality, property, or privacy right; (f) your use of a third-party product, service, and/or website; or (g) any misrepresentation made by you.

We reserve the right to assume, at your expense, the exclusive defense, and control of any matter subject to indemnification by you. You agree to cooperate with our defense of any claim. You will not, in any event, settle any claim without.

11. DISPUTE RESOLUTION; ARBITRATION AGREEMENT; CLASS ACTION WAIVER

If you have any dispute or claim arising out of or relating in any way to the Interface or these Terms, you must send an email to the address mentioned in the Terms Statement to resolve the matter via an informal, good faith negotiation process.

If that dispute or claim is not resolved within 60 days of sending such an email, then you agree that any dispute arising out of or in connection with this Terms, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration under the LCIA Rules, which Rules are deemed to be incorporated by reference into this clause

The arbitration shall be held before a single arbitrator and shall be conducted in the English language on a confidential basis. The governing law of the contract shall be the substantive law of Panama. Any award made by the arbitrator may be entered in any court of competent jurisdiction as necessary. This section shall survive termination of these Terms, the Interface, or any connection you may have to the information you obtained from the Interface.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ANY PROCEEDING TO RESOLVE ANY DISPUTE, CLAIM, OR CONTROVERSY WILL BE BROUGHT AND CONDUCTED ONLY IN THE RESPECTIVE PARTY’S INDIVIDUAL CAPACITY AND NOT AS PART OF ANY CLASS (OR PURPORTED CLASS), CONSOLIDATED, MULTIPLE-PLAINTIFF, OR REPRESENTATIVE ACTION OR PROCEEDING (“CLASS ACTION”). YOU AGREE TO WAIVE THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS ACTION. YOU EXPRESSLY WAIVE ANY ABILITY TO MAINTAIN A CLASS ACTION IN ANY FORUM. IF THE DISPUTE IS SUBJECT TO ARBITRATION, THE ARBITRATOR WILL NOT HAVE THE AUTHORITY TO COMBINE OR AGGREGATE CLAIMS, CONDUCT A CLASS ACTION, OR MAKE AN AWARD TO ANY PERSON OR ENTITY NOT A PARTY TO THE ARBITRATION. FURTHER, YOU AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS FOR MORE THAN ONE PERSON’S CLAIMS, AND IT MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CLASS ACTION.

12. GENERAL INFORMATION

Please refer to our Privacy Policy for information about how we collect, use, share, and otherwise process information about you.

We may revise these Terms from time to time. We will notify you by updating the date at the top of the Terms and maintaining a current version. All modifications will be effective when they are posted. By continuing to access or use the Interface after those revisions become effective, you agree to be bound by the revised Terms.

Any our right or remedy set forth in these Terms is in addition to, and not in lieu of, any other right or remedy whether described in these Terms, under Applicable Law, at law, or in equity. Our failure or delay in exercising any right, power, or privilege under these Terms shall not operate as a waiver thereof.

The invalidity or unenforceability of any of these Terms shall not affect the validity or enforceability of any other of these Terms, all of which shall remain in full force and effect.

We will have no responsibility or liability for any failure or delay in the performance of the Interface, or any loss or damage that you may incur, due to any circumstance or event beyond our control, including without limitation any flood, extraordinary weather conditions, earthquake, or other act of God, fire, war, insurrection, riot, labor dispute, accident, action of government, communications, power failure, or equipment or software malfunction.

You may not assign or transfer any right to use the Interface, or any of your rights or obligations under these Terms, without our express 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 our rights or obligations under these Terms, in whole or in part, without notice or obtaining your consent or approval.

The interpretation and enforcement of these Terms, and any dispute related to these Terms or the Interface, shall be governed by and construed and enforced under the laws of the Republic of Panama.