1. Introduction
1.1 Parties
These Terms of Service (the "Terms" or this "Agreement") are a legally binding agreement between you ("you", "your" or "User") and Aave Labs ("Aave Labs", "we", "us" or "our").
PLEASE READ THIS AGREEMENT CAREFULLY, AND IN PARTICULAR SECTION 20 (DISPUTE RESOLUTION, ARBITRATION AND CLASS ACTION WAIVER). BY ACCEPTING THESE TERMS YOU AGREE THAT, EXCEPT FOR THE LIMITED TYPES OF DISPUTE DESCRIBED IN SECTION 20, ANY DISPUTE BETWEEN YOU AND US WILL BE RESOLVED BY FINAL AND BINDING INDIVIDUAL ARBITRATION AND NOT IN COURT. YOU WAIVE YOUR RIGHT TO A TRIAL BY JURY AND YOUR RIGHT TO TAKE PART IN ANY CLASS ACTION, COLLECTIVE ACTION OR OTHER REPRESENTATIVE PROCEEDING. NOTHING IN THESE TERMS LIMITS ANY CONSUMER RIGHT THAT CANNOT BE WAIVED UNDER THE LAW THAT APPLIES TO YOU.
1.2 The Services
These Terms apply to everything we make available, including: (a) our websites, subdomains and web pages, and all information and content on them; (b) any interface, application, dashboard, portal or other front end we publish that lets you view blockchain data, or prepare and send instructions to smart contracts using a wallet you control; (c) any developer kit, software development kit, package, module, library, framework, application programming interface ("API"), API key, endpoint, sample code, template, reference implementation or other developer tool, resource or service we make available, in each case however distributed, including through any package registry, repository or third-party distribution channel (together, the "Developer Tools"); (d) all documentation, guides, tutorials, API and technical references, code samples, case studies, FAQs, articles, blog posts and other informational or educational material we publish, in any format (the "Documentation"); and (e) all related features, content, data, tools and functionality, and any successor, replacement, renamed, rebranded or future version of anything described above, together, the "Services". Services may be made available through decentralised, peer-to-peer or content-addressed hosting networks, including IPFS.
These Terms apply whenever you access or use Services provided by Aave Labs, regardless of how you access them. Aave Labs is not responsible for any third-party software, service, agent or other system through which you access the Services, except as expressly stated in these Terms.
1.3 Additional Terms
Additional terms, conditions, policies, rules, disclosures or requirements may apply to particular Services, features, products, programmes or functionality that we make available from time to time (collectively, “Supplemental Terms”). We publish applicable Supplemental Terms on the Aave.com Legal section and may also make them available through the relevant Service, product interface or Documentation. Any Supplemental Terms that we identify as applying to a Service, feature, product, programme or functionality are incorporated into and form part of this Agreement. By accessing or using the relevant Service, feature, product, programme or functionality, you agree to be bound by the Supplemental Terms applicable to it. Supplemental Terms govern only the Service, feature, product, programme or functionality to which they relate and supplement these Terms. If there is any conflict or inconsistency between these Terms and applicable Supplemental Terms, the Supplemental Terms will control solely to the extent of that conflict or inconsistency and solely with respect to the relevant Service, feature, product, programme or functionality. If Supplemental Terms impose additional eligibility requirements, restrictions, fees, disclosures or obligations, those requirements, restrictions, fees, disclosures or obligations apply in addition to these Terms.
Terms governing your relationship with an independent Third-Party Service Provider do not constitute Supplemental Terms and do not form part of this Agreement unless we expressly state otherwise.
1.4 Your acceptance
By accessing or using the Services, including by downloading, installing, integrating or calling any Developer Tool, you agree to be bound by this Agreement and confirm that you have read and understood it, have the legal capacity and authority to enter into it, and will comply with this Agreement and all laws applicable to you. These Terms apply whether you access or use the Services directly or through an automated system acting on your behalf or under your control, including an artificial intelligence agent, model, application, bot, script or similar system. Your use of the Services creates a binding contract between you and Aave Labs. If you do not agree to this Agreement, you must not access or use the Services.
1.5 If you are accepting on behalf of a business
If you access or use the Services on behalf of a business or other organisation, including a bank, asset manager, fintech, exchange, custodian or wallet provider (a “Business User”), you confirm that you are authorised to bind that organisation to this Agreement. In that case, “you” and “your” include both you and the organisation, and the organisation is responsible for all access to and use of the Services through its account, credentials or systems, including use by its personnel, contractors, customers and automated systems. Nothing in this Agreement gives a Business User any rights or protections applicable only to consumers unless we expressly agree otherwise in writing.
2. WHO MAY USE THE SERVICES
2.1 Age and legal capacity
The Services are for people who have reached the age of majority where they live and who can enter into binding contracts. You must be at least eighteen (18) years old, or the age of majority in your jurisdiction if that is higher. By using the Services you confirm that you meet this requirement.
2.2 Sanctions and prohibited parties
You confirm that: (a) you are not located in, organised under the laws of, or ordinarily resident in any place where your use of the Services would be illegal or otherwise contrary to applicable law; (b) you are not subject to, and are not owned or controlled by anyone subject to, sanctions administered or enforced by the U.S. Department of the Treasury's Office of Foreign Assets Control ("OFAC"), the United Nations Security Council, the European Union, His Majesty's Treasury (UK) or any other authority with jurisdiction over you ("Sanctions"); and (c) you are not named on any list of prohibited or restricted parties, including OFAC's Specially Designated Nationals and Blocked Persons List, its Consolidated Sanctions List or its Sectoral Sanctions Identifications List, or any similar list kept by any government authority.
2.3 Restricted jurisdictions
You may not use the Services if you are located in, organised under the laws of, or ordinarily resident in any country or territory that is, or whose government is, subject to comprehensive trade or economic sanctions or embargoes imposed by the United States, the United Kingdom, the European Union, the United Nations or any other competent authority (the "Restricted Jurisdictions") including but not limited to Belarus, Côte d’Ivoire, Crimea, Cuba, Donetsk People’s Republic of Ukraine, Iran, Iraq, Kherson region of Ukraine, Liberia, Libya, Luhansk People’s Republic of Ukraine, Myanmar, North Korea, Russia, Sudan, Syria, Venezuela, Zaporizhzhia region of Ukraine, along with any other jurisdiction designated from time to time by OFAC, the United Nations Security Council, the European Union, His Majesty's Treasury (UK) or any other competent sanctions authority. We may add to, remove from or otherwise update it at any time at our sole discretion. The prohibition in this Section applies whether or not a jurisdiction is expressly named in this list. We may restrict, suspend or end your access to the Services if we reasonably suspect that you are located in, acting for, or otherwise connected to a Restricted Jurisdiction or a sanctioned person, or that you are trying to get around these restrictions. We may apply these measures using region-based blocking or other technical methods, consistent with applicable law.
3. THE AAVE PROTOCOL AND AAVE GOVERNANCE
3.1 The Aave Protocol infrastructure
The "Aave Protocol" is a decentralised, non-custodial liquidity protocol that forms part of the onchain infrastructure for accessing and interacting with decentralised liquidity markets. It consists of open-source, self-executing smart contracts deployed on public, permissionless blockchain networks, such as Ethereum. Smart contracts are computer programs deployed on a blockchain that execute automatically according to their code. The Aave Protocol is not a company, and it is not a product or service operated by Aave Labs. It is software deployed as onchain infrastructure on public, permissionless blockchain networks and is directly accessible by anyone using a compatible wallet, without permission and without using the Services.
3.2 We do not operate or control the Aave Protocol
Aave Labs develops software, interfaces, developer tools and documentation relating to the Aave ecosystem, but does not own, operate or control the Aave Protocol. Aave Labs does not custody your digital assets or private keys; set the Protocol's interest rates, borrowing costs or risk parameters; determine, prevent or reverse liquidations; or pause, freeze, reverse, refund, modify or recover on-chain transactions, positions or assets. We do not act as your broker, exchange, lender, borrower, counterparty, agent, adviser, trustee or fiduciary in connection with your use of the Protocol.
3.3 Accessing the Protocol through the Services
The Services provide an interface through which you may interact directly with the Aave Protocol. Transactions you initiate through the Services are peer-to-protocol transactions between you and the relevant smart contracts deployed on the applicable blockchain. Aave Labs is not a party, counterparty or intermediary to those transactions and does not act on your behalf in executing them. You sign and authorise transactions using your own wallet, and the relevant blockchain and smart contracts determine whether and how those transactions are executed. The Services are only one means of accessing the Aave Protocol and may be unavailable or discontinued without affecting the Protocol or your ability to access it through other means.
3.4 Decentralised governance
The Protocol operates through a decentralised system of governance and programmatic controls governed by the Aave DAO, involving holders of the AAVE governance token and the wider Aave community. Governance proposals, discussions and decisions are conducted through publicly accessible governance processes and, where applicable, implemented through programmatic or onchain controls. By using the Protocol, you acknowledge and accept that these governance processes and controls may, from time to time and without separate notice to you, affect matters including which assets are listed or supported, whether particular markets are paused or otherwise restricted, interest rates, risk parameters, collateral requirements, liquidation thresholds and other aspects of the Protocol. Such changes may affect your ability to supply, borrow, withdraw or otherwise interact with an asset or market, as well as the economics and risks of your position. You are responsible for monitoring relevant governance proposals, decisions, Protocol changes and market conditions that may affect your use of the Protocol and your positions.
3.5 Your use of the Protocol is at your own risk
Your interaction with the Protocol is at your own risk. You are responsible for understanding the Protocol before using it, and transactions and positions on a blockchain may be irreversible or otherwise beyond Aave Labs' ability to alter or recover. Aave Labs may be unable to assist if something goes wrong on-chain, including where assets are lost or a position is liquidated.
3.6 No offer, endorsement or promotion of digital assets
Aave Labs does not issue, sell, promote, underwrite, guarantee or manage any digital asset, and nothing in the Services constitutes an offer to sell or a solicitation to buy any digital asset, security or financial instrument.
4. THE SERVICES
4.1 Self-custodial nature
The Services are self-custodial. You retain control of your digital assets and the wallet and credentials used to access them. We do not take possession, custody or control of your digital assets or funds. Transactions you initiate through the Services are signed using your wallet and submitted to the relevant blockchain or smart contract, and we are not a party to, intermediary, agent or custodian in those transactions.
4.2 Information, data and output
The Services may display or generate information such as balances, rates, yields, health factors, prices, position values, historical figures, projections, estimates, summaries, explanations, suggested parameters, routing decisions, transaction proposals and code. This information is provided for informational and convenience purposes only and may not always be complete, current or accurate.
You understand that: (a) information may be delayed or inaccurate because the Services rely on blockchains, oracles, indexers, data providers and other third parties; (b) projections, estimates, simulations and previews are illustrative only and actual outcomes may differ; (c) where you use a feature that incorporates artificial intelligence or other automated systems, the output may be generated automatically and may contain errors or omissions; and (d) you should use your own judgement and, where appropriate, independently verify important information before relying on it or acting on it.
WE MAKE NO REPRESENTATION OR WARRANTY AS TO, AND ACCEPT NO RESPONSIBILITY FOR, ANY DATA, INFORMATION OR OUTPUT MADE AVAILABLE THROUGH THE SERVICES, OR FOR ANY DECISION, TRANSACTION OR LOSS BASED ON IT.
4.3 No financial, brokerage or advisory services
Except where expressly stated otherwise in relation to a particular Service or Third Party Service, we do not provide regulated financial, brokerage, exchange, custody, payment, money transmission, lending, deposit-taking, insurance, portfolio management or investment advisory services, and the Services are not intended to constitute any such service. We do not take possession or control of your assets or client money, execute transactions on your behalf, or act as your broker, dealer, investment adviser, portfolio manager or other financial intermediary. Nothing in the Services constitutes business, investment, financial, trading, legal, accounting or tax advice, or a recommendation, endorsement or solicitation to buy, sell, hold, lend, borrow or trade any digital asset or to adopt any strategy. Transactions you enter into directly with the Aave Protocol, smart contracts or other third parties are undertaken by you and are not transactions carried out by us on your behalf.
4.4 No relationship of trust
No fiduciary, agency, partnership, joint venture, trust or advisory relationship exists between you and us. Transactions occur directly between you and smart contracts or between you and third parties, and we do not act as an intermediary.
4.5 Services depend on blockchains and third parties
The Services depend on blockchain networks, node and RPC providers, oracles, indexers, data feeds, wallets, hosting providers, model providers and other infrastructure that we neither own nor control and that is maintained by independent parties. We are not responsible for outages, congestion, forks, reorganisations, incorrect data, delays, degradation or failures affecting any of them, or for any resulting effect on the Services.
4.6 No guarantee that the Services will be available
We do not promise that the Services will be available, uninterrupted, timely, secure, accurate, complete or error-free. They may be unavailable because of maintenance, updates, technical problems, blockchain issues or events outside our control. We may modify, suspend, discontinue or end any part of the Services at any time, without notice and without liability to you. You should not rely on the continued availability of the Services for anything time-sensitive or critical.
5. USER OBLIGATIONS
5.1 You agree to keep your keys and credentials secure
You represent, warrant, undertake and agree that you are solely responsible for your wallet, private keys, seed phrases, passwords, API keys, credentials, devices and any other means of accessing your digital assets or the Services. You agree to take all reasonable steps to protect them from loss, theft, disclosure and unauthorised use, and to notify us promptly if you believe any credential we issued to you has been compromised. You acknowledge and agree that we never have access to your private keys or seed phrases, cannot obtain them, and cannot recover assets that are lost or become inaccessible; that we will never ask you for them and that you must never share them with anyone, including anyone claiming to represent us; and that if your keys, credentials or devices are lost, stolen or compromised, your digital assets may be permanently and irreversibly lost, and that you bear the risk of that loss.
5.2 Transactions are final
You acknowledge that transactions you initiate through the Services are submitted to and executed by the relevant blockchain or smart contract, and not by us. Once a transaction is confirmed on the relevant blockchain, it is generally final and irreversible and cannot be cancelled, refunded, reversed or charged back by us, except where the relevant blockchain, protocol or applicable mechanism provides otherwise. Before signing or submitting a transaction, you are responsible for reviewing the transaction details, including the contract or application you are interacting with, the recipient address, asset, amount, available liquidity, network, slippage and any other relevant parameters. You are responsible for any loss or other consequence arising from an error in those details. Digital assets sent to an incorrect address, to a smart contract that cannot return them, or to an address for which the relevant keys have been lost or compromised may be permanently inaccessible or lost. Blockchain-specific risks are described in Section 8 and are subject to the exclusions and limitations in Section 15.
5.3 You agree that your decisions are your own
You acknowledge and agree that you access and use the Services voluntarily, on your own initiative and at your own risk, and that you are solely responsible for conducting such research and due diligence as you consider necessary or appropriate before accessing or using the Services or entering into any transaction or position. You are solely responsible for, and assume all risks arising from, your decisions, actions and omissions in connection with the Services, including any decision to supply assets, borrow assets, use assets as collateral or otherwise interact with the Aave Protocol. You acknowledge and agree that you are responsible for understanding the nature and risks of any activity you undertake, including the risk of liquidation, the characteristics and risks of the applicable markets, networks and digital assets, and the possibility that the value of any position may increase or decrease. You further acknowledge and agree that you do not rely, and will not rely, on Aave Labs, the Services, or any information, data, content or output made available through or generated by the Services as the basis for any decision, transaction or other action.
5.4 You agree that automated access is your access
If you deploy, configure, authorise, instruct or operate any automated software that accesses the Services or acts using keys, credentials or permissions under your control — including any artificial intelligence agent, model, large-language-model application, bot or script — then: (a) actions taken by that software are treated as actions taken by you, and you are responsible for them, including where it acts in a way you did not intend, expect or instruct; (b) you must ensure that the software complies with this Agreement as you would yourself, including the restrictions in Section 6 and any technical or fair-use limits under Section 7.4; (c) you are responsible for establishing and maintaining appropriate controls over the software, including permission scopes, spending limits, approval requirements, monitoring, logging and the ability to stop or disable it, and for limiting its access to your assets to what you are prepared to risk; (d) you acknowledge that automated software can act quickly and at scale, and that errors, misconfiguration or compromise may result in unintended actions or irreversible loss; and (e) you must not represent, or allow others to infer, that any output, action or transaction of that software is produced, endorsed, verified or accepted by us.
5.5 You agree to provide accurate information
You must ensure that all information, data, addresses, parameters and instructions you provide through the Services are accurate, current and complete, and that we are not responsible for any loss caused by anything you provided that was wrong, incomplete or out of date.
5.6 You agree to comply with the law
You agree to comply with all laws, regulations, licensing requirements, sanctions restrictions, tax obligations and reporting obligations that apply to you and to your use of the Services in every relevant jurisdiction, and to obtain and maintain any authorisation, licence or registration your activities require. You agree that you are not using the Services to circumvent any such requirement, and that you will not use the Services in a way that would cause us to breach any law.
5.7 You agree to secure your own systems and stand behind your own users
You agree that if you build, operate or make available any application, product or service using any part of the Services, you are responsible for its security, code, testing, availability, content and compliance, for the security of your own systems, servers and credentials, for keeping any API key confidential and not exposing it in client-side code, and for your own relationship with, and obligations to, your users. Section 7.5 sets this out in full.
5.8 Authority to use assets
You represent and warrant, each time you access or use the Services, that you are authorised to use and control the funds and digital assets you use through the Services.
6. PROHIBITED USE
You must not, and must not allow, enable or instruct anyone or anything else to, use the Services in any way that breaches this Agreement, violates applicable law, infringes the rights of others, or is intended to circumvent the safeguards or controls of the Services. In particular, you must not:
(a) Break the law, commit fraud or manipulate markets. Use the Services for any unlawful, fraudulent or deceptive purpose, or to manipulate or attempt to manipulate any market, price, rate, liquidity, transaction or other economic activity. This includes money laundering, terrorist financing, sanctions evasion, fraud, theft or other financial crime; dealing in illegal goods or services, stolen property, counterfeit items or contraband; evading tax or regulatory requirements; or harming any person or entity; or transact with, transfer assets to or from, or otherwise deal with any person, entity or jurisdiction subject to applicable Sanctions, export controls or embargoes, or help anyone else do so.
(b) Circumvent access restrictions. Use a virtual private network, proxy, false information or any other method to conceal or misrepresent your location or identity for the purpose of circumventing geographic blocking, access controls, authentication, rate limits or other restrictions we apply, including by using multiple keys, accounts, addresses or agents to obtain capacity or access you would not otherwise have.
(c) Attack or interfere with the Services. Attempt to disrupt, damage, overload or gain unauthorised access to the Services or any system or network connected to them, including by introducing malware, defeating security or authentication measures, conducting denial-of-service attacks, or probing or scanning our systems without our written permission.
(d) Exploit bugs or vulnerabilities. Exploit any bug, vulnerability, logic flaw or unintended behaviour in the Services or any system or smart contract on which they depend for your own gain or to another person's detriment. If you identify a vulnerability, report it responsibly through our security channels at aave.com/security rather than exploiting it.
(e) Mislead people or manipulate activity. Impersonate any person or entity; misrepresent your affiliation with us or with the Aave ecosystem; provide false or misleading information; manipulate or misrepresent data, transactions or market activity; engage in wash trading, spoofing, layering, price manipulation or other deceptive trading or market practices; present any content or output as official, verified, audited or endorsed by us when it is not; or suggest that we endorse, sponsor, certify, guarantee or are responsible for your product or activity.
(f) Misuse automated access or data. Access, query or extract from the Services by automated means except as expressly permitted by this Agreement and within any published limits; scrape, harvest or bulk-extract content or data beyond what the relevant part of the Services is designed to provide except where we expressly permit it or the material is provided under a licence that allows it.
(g) Misuse the Services generally. Use the Services in a way that could damage, disable or overburden them, interfere with anyone else's use of them, circumvent their technical or economic controls, or abuse any rewards, incentives, limits or other mechanisms provided through the Services. You must not use the Services for benchmarking, reverse engineering or competitive analysis, or to develop a competing product or service.
(h) Provide regulated services without authorisation. Use the Services to provide or facilitate a regulated financial service to third parties, whether directly or through automated software, unless you hold every authorisation, licence and registration required for you to do so.
7. DEVELOPER TOOLS AND DOCUMENTATION
This section applies whenever you access, install, integrate, call or otherwise use any Developer Tool or any Documentation, and applies in addition to the rest of this Agreement. It covers whatever developer kit, tooling, API or resource we make available from time to time, whatever it is called and however it is accessed.
7.1 Your licence
Subject to your compliance with this Agreement, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable and revocable licence to access and use the Developer Tools to develop, test and operate your own application that interacts with blockchain networks and smart contracts. You may use the Developer Tools in connection with a commercial application, subject to this Agreement; however, certain forms of commercial use, exploitation or distribution may require you to obtain a separate licence, permission or other agreement from Aave Labs or the relevant Aave ecosystem participant. Nothing in this Agreement grants you any licence or other right to use any intellectual property, content, technology, trademark or other material owned or controlled by any Aave ecosystem participant except as expressly provided in this Agreement or under a separate applicable licence or agreement. Where a separate licence or agreement applies to particular rights or uses, that separate licence or agreement governs those rights or uses and is not modified by this Agreement. We reserve all rights not expressly granted.
7.2 Open-source components
Parts of the Developer Tools, and Aave Protocol code, are released under open-source licences. Where a component is provided under an open-source licence, that licence governs your use of that component, and if it conflicts with this Section 7, the open-source licence prevails for that component. You are responsible for identifying and complying with the applicable open-source licence terms, including attribution and notice requirements.
7.3 Documentation and code samples
You may read, copy and share reasonable extracts of the Documentation in order to build on or write about Aave, provided you do not present it as your own, do not remove attribution, and do not present altered content as official Aave documentation. Code samples, templates, snippets, starter projects, reference implementations and any code produced with the assistance of automated or AI-based features are provided as illustrations only, AS IS AND WITHOUT ANY WARRANTY. You are solely responsible for any code you deploy, including code you copied, adapted or generated using the Services.
7.4 Fair use, limits and keys
Requesting, generating, holding or using an API key or other credential constitutes acceptance of this Agreement by you and, where you act for an organisation, by that organisation. We may set and change rate limits, quotas, fair-use policies, authentication requirements, registration requirements and other technical limits on access, and we may require an API key. You must not exceed those limits or attempt to circumvent them. We may throttle, suspend or revoke your access if your usage is excessive, abusive, insecure, automated beyond permitted limits, or harmful to the Services or to other users.
7.5 Your application and your users
If you make an application, product or service available to others using any part of the Services (“Your Application”), you are responsible for Your Application and your relationship with your users. You must: (a) comply with applicable law and maintain any terms, disclosures, policies, licences or authorisations required for Your Application; (b) make clear to your users that Your Application is provided by you, not by us, and that we are not their counterparty or service provider; (c) provide your users with any information and risk disclosures they need to understand Your Application and the activities it enables; and (d) clearly disclose any fees, spreads or commissions you charge. You must not without our written consent represent or imply that Your Application is provided, operated, audited, guaranteed, endorsed or supported by us, or that your users are customers or users of Aave Labs.
7.6 Changes, versions and deprecation
The Developer Tools and Documentation may change. We may add, change, deprecate or remove endpoints, methods, hooks, parameters, fields, response formats, supported networks and features at any time, and may release breaking changes. We will try to give reasonable notice of breaking changes and reasonable deprecation periods where we can, but we are not obliged to, and we are not obliged to maintain backwards compatibility, to support any older version, or to provide updates, patches, fixes or support at all. You are responsible for keeping your integration working.
7.7 Feedback and contributions
If you send us feedback, suggestions, comments, ideas or recommendations about the Services ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, transferable and sublicensable licence to use, reproduce, modify, adapt, publish, distribute and display it in any form, without attribution or payment to you. You confirm you have the rights to give us that Feedback. We have no obligation to use, implement or respond to it. If you contribute code to one of our open-source repositories, that repository's licence and contribution terms apply to your contribution.
8. RISKS
BY USING THE SERVICES YOU ACKNOWLEDGE AND ACCEPT THE FOLLOWING RISKS, AND YOU AGREE THAT YOU BEAR THEM YOURSELF.
8.1 The technology is experimental
Blockchain networks, smart contracts, digital assets, automated agents and AI-based tooling are new, fast-changing and experimental. They may not work as intended. The software may contain bugs, errors, vulnerabilities or design flaws that cause loss of functionality, loss of assets or unexpected outcomes. Audits and security reviews reduce risk but never eliminate it, and audited code can still fail. Future changes in technology, markets or regulation may make any part of the Services obsolete, impractical or unlawful.
8.2 Smart contract risk
Smart contracts run automatically according to their code and the data they receive. Their behaviour depends on that code, on the state of the blockchain, on user inputs and on data supplied by oracles and other third parties. They may contain exploitable flaws, may interact with other contracts in unintended ways, and may be subject to economic attacks, oracle manipulation, incentive failures or governance attacks. Any of these can result in total loss of assets.
8.3 Blockchain network risk
Blockchain networks are run by decentralised groups of independent validators, miners and node operators over whom we have no control. Networks can be congested, expensive, slow or unavailable. They can fork, reorganise, change their rules, suffer consensus failures or majority attacks, or be abandoned. Transactions may fail, be reordered, be front-run or be subject to maximal extractable value. Any of these can affect your assets, your positions and the Services.
8.4 Lending, borrowing and liquidation risk
If you supply assets, borrow assets or use assets as collateral through the Aave Protocol, the value and terms of your position can change over time. Your position may be liquidated if the applicable protocol requirements are no longer met, including as a result of changes in asset prices, interest accrual, liquidity, oracle prices or protocol risk parameters. Liquidation may occur quickly and without notice, and we cannot stop, delay or reverse it. You may lose some or all of the assets supplied as collateral, and changes in liquidity or protocol parameters may affect your ability to borrow, repay or otherwise manage your position. Lending and borrowing rates may also change over time.
8.5 Market and asset risk
The value and usefulness of digital assets and markets can change significantly over time. An asset may lose value or become less liquid or otherwise less usable, and a market may become unavailable or behave differently from what you expect. The value of a digital asset, the liquidity of a market and any yield or return may be affected by the asset itself, market conditions, technical or economic events, regulatory developments and other factors. No particular value, liquidity, yield or return is guaranteed.
8.6 Automation and AI risk
The Services may incorporate or connect to automated or artificial intelligence systems provided by third parties. Those systems may produce inaccurate, incomplete or unexpected outputs or actions, including as a result of the information they receive or process. Third-party providers may change, restrict, suspend or discontinue their systems or services, and their performance may vary over time. You are responsible for deciding whether and how to use these features and for reviewing their outputs or actions before relying on them or acting on them.
8.7 Security risk
Cyberattacks, hacking, phishing, social engineering, front-end compromises, DNS hijacking, malicious browser extensions, compromised dependencies, fake websites, fraudulent support channels, and malware are real and common risks in this industry. You are responsible for taking appropriate precautions when accessing the Services. These attacks may result in the loss of assets, credentials, or other sensitive information. Always verify that you are using an official website or application before connecting a wallet, entering credentials, or taking any other action. Aave Labs will never ask you to provide your private keys or seed phrase.
8.8 Third-party risk
The Services rely on and interoperate with third parties, including wallets, blockchain networks, oracles, bridges, exchanges, routers, indexers, data providers, model providers and infrastructure providers. We do not control, endorse, audit or guarantee any of them. They have their own terms, fees and limitations, and they can fail, be exploited, change or shut down. See Section 16.
8.9 Legal, regulatory and tax risk
The legal and regulatory treatment of blockchain technology, smart contracts, digital assets, decentralised finance and automated agents is uncertain, differs between jurisdictions and is changing quickly. Future laws or enforcement action may prohibit, restrict or impose new requirements on your activities or on the Services. Tax treatment is also uncertain and may change, possibly with retrospective effect. You are responsible for knowing and following the rules that apply to you.
9. AI RESOURCES
9.1 AI Resources
From time to time the Services may include artificial intelligence or other automated functionality, or may include interfaces, tools, resources or other material intended to be used by, or in connection with, artificial intelligence models, agents or other automated systems (together, "AI Resources"). Except where we expressly state otherwise, AI Resources do not themselves sign, submit or execute any transaction; they enable information to be made available and transactions to be prepared or proposed for your review. Any information, output, response, suggestion, simulation, preview, suggested parameter, proposed transaction or other content produced through or in connection with AI Resources is provided for informational purposes only and may be inaccurate, incomplete or out of date. It is not advice, and Section 4.3 applies to it in full. We do not guarantee that the AI Resources, or any model, agent or other automated system used with them, will operate as intended, use the AI Resources correctly, or produce any particular output.
9.2 Third-party systems and your responsibility
Except as expressly stated otherwise, we do not develop, train, own, host, operate or control any third-party artificial intelligence model, agent or other automated system used with the AI Resources. Such systems are provided or operated independently of us, are Third-Party Services for the purposes of Section 16, and their behaviour, output, availability, security and performance are outside our control. Making AI Resources available to or through any such system, directory, marketplace or other third-party service does not constitute an endorsement of it and does not of itself create any relationship between us and its provider, and we do not endorse or accept responsibility for any guide, plugin, listing, integration or other material about us or the Services that we have not authored. You are responsible for independently reviewing and verifying any information or output before relying on it or taking any action, including signing or submitting a transaction. Any transaction prepared or proposed through AI Resources is a proposal only and takes effect only when you sign and submit it using a wallet you control. Section 5.4 applies to any model, agent or other automated software that you connect, configure, authorise or operate. AI Resources are provided "AS IS" and "AS AVAILABLE", and Sections 14, 15 and 17 apply to AI Resources and any related information, output, actions or omissions.
10. FEES AND COSTS
Transactions may involve fees and costs charged by the relevant blockchain, protocol, smart contract or third-party service, including network transaction fees (often called gas), validator or priority fees, protocol fees, interest, spreads, commissions and other amounts applied by smart contract logic (“Blockchain Fees”). Blockchain Fees are not set or collected by us, are not refundable, and may be charged even if your transaction fails. You are responsible for paying and understanding them before you transact. Third parties whose services are accessible through the Services may charge their own fees, spreads or commissions. Those are set by the third party, not by us. You are responsible for understanding and paying them.
11. INTELLECTUAL PROPERTY
11.1 What we own
All rights, title and interest in the Services, including all intellectual property rights, belong to us and our licensors. This includes the software, code, algorithms, architecture, interfaces, designs, text, graphics, images, audiovisual material, compilations, databases, methods, processes, trade marks, service marks, trade names and logos, and any modifications or derivative works of them. Nothing in this Agreement transfers any ownership to you. Section 7.2 explains that open-source components are governed by their own licences.
11.2 Your licence to use the Services
Subject to your compliance with this Agreement, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable and revocable licence to access and use the Services for their intended purpose. Except as expressly permitted in Section 7, you may not copy, reproduce, distribute, publicly display, modify, translate, adapt, reverse engineer, decompile, disassemble or create derivative works from the Services, and you may not sell, rent, lease, sublicense or otherwise commercially exploit them without our consent.
11.3 Restrictions on extraction
You may not mirror, frame, embed or incorporate any part of the Services into another product or service except as permitted by Section 7; extract data or content by automated means except as permitted by this Agreement; or access the Services to monitor their performance or availability, to benchmark them, or to develop a competing product. All rights not expressly granted are reserved.
12. PRIVACY
Your use of the Services is subject to our Privacy Policy at aave.com/privacy-policy, which forms part of this Agreement. By using the Services you acknowledge that you have read it and agree to how we collect, use, store and disclose information as described in it. By choosing to interact with a public blockchain through the Services, you acknowledge that transactions, wallet addresses and other on-chain activity may be publicly visible and permanently recorded. We do not control blockchain networks and cannot delete, alter or restrict access to information recorded on them.
13. TAXES
You are solely responsible for determining, calculating, reporting and paying all taxes, duties, levies and other government charges ("Taxes") arising from your use of the Services and from your digital asset activity, in every relevant jurisdiction. We have no role in determining, withholding, collecting, reporting or remitting any Taxes for you. We do not provide tax advice and make no representation about the tax treatment of any transaction, yield, reward, liquidation or other activity. You are responsible for keeping adequate records. Tax treatment of digital assets and decentralised finance is uncertain, differs between jurisdictions and may change. You should consult a qualified tax professional. You agree to indemnify, defend and hold harmless the Aave Indemnified Parties (as defined in Section 14.1) from and against any claims, liabilities, damages, losses, penalties, fines, interest, costs and expenses (including reasonable legal fees) arising from your failure to determine, report or pay any Taxes, your failure to comply with tax laws or reporting obligations, any claim by a tax authority that we are responsible for your Taxes, or any penalty or enforcement action resulting from your tax non-compliance.
14. DISCLAIMER OF WARRANTIES
14.1 Provided “AS IS”
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”. AAVE LABS AND ITS AFFILIATES, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, SERVICE PROVIDERS AND LICENSORS (TOGETHER, THE “AAVE INDEMNIFIED PARTIES”), DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AVAILABILITY, QUIET ENJOYMENT OR ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
14.2 No other warranties
WITHOUT LIMITING SECTION 14.1, WE DO NOT WARRANT THAT:
(A) THE SERVICES OR ANY PART OF THEM WILL BE AVAILABLE, UNINTERRUPTED, TIMELY, SECURE, RELIABLE, ACCURATE, COMPLETE, CURRENT, ERROR-FREE OR PERFORM AS EXPECTED, OR THAT THEY WILL BE COMPATIBLE WITH ANY PARTICULAR DEVICE, BROWSER, WALLET, BLOCKCHAIN NETWORK, LIBRARY, MODEL, SOFTWARE OR OTHER SYSTEM;
(B) ANY DEFECT, ERROR, VULNERABILITY OR OTHER ISSUE WILL BE IDENTIFIED OR CORRECTED, OR THAT THE SERVICES OR ANY RELATED SYSTEM WILL BE FREE FROM MALWARE, MALICIOUS CODE OR OTHER HARMFUL COMPONENTS;
(C) ANY DATA, INFORMATION OR OUTPUT MADE AVAILABLE THROUGH THE SERVICES, INCLUDING ANY BALANCE, RATE, PRICE, YIELD, HEALTH FACTOR, PROJECTION, ESTIMATE, SIMULATION, SUMMARY, SUGGESTION, ROUTING DECISION, TRANSACTION PROPOSAL, CODE OR OTHER CONTENT, WILL BE ACCURATE, COMPLETE, CURRENT, RELIABLE, SECURE, LAWFUL OR FIT FOR ANY PARTICULAR PURPOSE;
(D) ANY ARTIFICIAL INTELLIGENCE MODEL, AUTOMATED SYSTEM OR AGENT, WHETHER OPERATED BY US OR A THIRD PARTY, WILL BE ACCURATE, RELIABLE, SECURE, AVAILABLE, COMPATIBLE, UNINTERRUPTED OR SUITABLE FOR ANY PURPOSE, WILL CONTINUE TO EXIST OR OPERATE IN ANY PARTICULAR MANNER, OR WILL PRODUCE ANY PARTICULAR OUTPUT OR RESULT;
(E) ANY SMART CONTRACT, BLOCKCHAIN NETWORK, PROTOCOL OR THIRD-PARTY SERVICE WILL BE AVAILABLE, SECURE, ACCURATE, RELIABLE OR OPERATE AS EXPECTED, OR THAT ANY TRANSACTION, INSTRUCTION, POSITION OR OTHER ACTIVITY INVOLVING THEM WILL BE SUCCESSFUL, COMPLETED WITHIN ANY PARTICULAR TIME, OR CAPABLE OF BEING PREVENTED, STOPPED, REVERSED, REFUNDED OR RECOVERED BY US; OR
(F) THE SERVICES, ANY DIGITAL ASSET, TRANSACTION, STRATEGY OR ACTIVITY CONTEMPLATED BY THIS AGREEMENT WILL BE LEGAL, PERMISSIBLE, APPROPRIATELY REGULATED, TAX-EFFECTIVE OR SUITABLE FOR YOU IN ANY PARTICULAR JURISDICTION.
14.3 Mandatory warranties
Nothing in this Section 14 excludes or limits any warranty or other right that cannot lawfully be excluded or limited. To the extent any such warranty or right applies, it will apply only to the minimum extent required by applicable law.
15. LIMITATION OF LIABILITY
15.1 Excluded damages
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND SUBJECT TO SECTION 15.4, NONE OF THE AAVE INDEMNIFIED PARTIES WILL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, DATA, GOODWILL, DIGITAL ASSETS, ANTICIPATED SAVINGS, OPPORTUNITY OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THE SERVICES OR THIS AGREEMENT, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND REGARDLESS OF WHETHER WE WERE ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE OR WHETHER ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
15.2 Liability cap
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND SUBJECT TO SECTION 15.4, THE TOTAL AGGREGATE LIABILITY OF ALL OF THE AAVE INDEMNIFIED PARTIES ARISING OUT OF OR RELATING TO THE SERVICES OR THIS AGREEMENT WILL NOT EXCEED THE GREATER OF: (A) USD $1,000, OR ITS EQUIVALENT IN YOUR LOCAL CURRENCY; OR (B) THE TOTAL FEES YOU ACTUALLY PAID TO US FOR THE SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THIS CAP APPLIES COLLECTIVELY TO ALL CLAIMS AND IS NOT INCREASED BY THE NUMBER OF CLAIMS, CAUSES OF ACTION OR CLAIMANTS.
15.3 Losses for which we are not responsible
Without limiting Sections 15.1 and 15.2, and to the fullest extent permitted by applicable law, none of the Aave Indemnified Parties will be liable for any loss or damage arising out of or relating to: (a) your acts, errors or omissions, including lost or compromised private keys, seed phrases, credentials or devices; incorrect addresses or transaction details; mistaken transactions; failure to review or monitor a transaction or position; or any misconfigured, compromised or unauthorised automated software acting under your control; (b) any liquidation, or any change in interest rates, risk parameters, collateral values, oracle prices, liquidity or other protocol parameters; (c) the operation, code, governance, failure, exploitation or performance of the Aave Protocol or any other smart contract, protocol or decentralised application that we do not operate or control; (d) any blockchain or network event, including congestion, high or variable transaction fees, forks, reorganisations, consensus failures, majority attacks, front-running, maximal extractable value, transaction failure or reordering; (e) any act or omission of a third party, including any wallet provider, oracle, bridge, exchange, router, data provider, node or RPC provider, model provider or other infrastructure provider; (f) any market or asset event, including volatility, illiquidity, loss of value, depegging or changes in market conditions; (g) any reliance on data, information or output made available through the Services, including output produced by or with the assistance of artificial intelligence or other automated systems, or any decision, transaction, deployment or other action based on it; (h) any application, product or service developed, operated or made available by you or any third party using the Services, including any claim by its users or customers; (i) any act or omission of an automated agent, bot, script or other software that you deploy, configure, authorise or operate; or (j) any event beyond our reasonable control, including any failure or unavailability of technology, communications, internet, blockchain or other infrastructure relied upon by us, you or any third party.
15.4 Liability that cannot be excluded
Nothing in this Agreement excludes or limits liability to the extent such exclusion or limitation is prohibited by applicable law, such as liability that cannot lawfully be excluded for death or personal injury caused by negligence, fraud or fraudulent misrepresentation. Where applicable law does not permit a particular exclusion or limitation, that exclusion or limitation will apply only to the maximum extent permitted by law.
15.5 Basis of the bargain and survival
You acknowledge that the exclusions and limitations in this Section 15 reflect the allocation of risk agreed between you and us and are an essential basis of the bargain between the parties. To the maximum extent permitted by applicable law, they apply to all claims arising out of or relating to the Services or this Agreement, whether arising before, during or after termination and regardless of the legal or equitable theory on which the claim is based, and survive termination of this Agreement. If any provision of this Section 15 is held to be invalid or unenforceable, it will be modified or limited to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.
16. THIRD-PARTY SERVICES
16.1 The Services may provide access to or enable interaction with independent third-party services, applications, websites, protocols, smart contracts, networks and models, including wallets, exchanges, liquidity protocols, bridges, routers, oracle networks, indexers, analytics providers, model and inference providers and fiat gateways (“Third-Party Services”). Third-Party Services are provided and operated independently of us, and any access to or integration with them is provided for convenience only. We do not endorse, recommend, audit, control or guarantee any Third-Party Service. Third-Party Services may be subject to separate terms, privacy policies, fees and other conditions imposed by their providers, which are your responsibility to review and comply with. Your use of a Third-Party Service is a direct relationship between you and the relevant provider, and we are not a party to, or responsible for, any such terms, services or relationship. Third-Party Services may be changed, suspended or discontinued at any time, and we may add, modify or remove integrations at our discretion. We do not guarantee that any Third-Party Service will remain available, secure, accurate, compatible or suitable for you. You assume the risks of using Third-Party Services, including risks of loss of assets or data, security failures, exploits, downtime and regulatory or other changes, and you are responsible for carrying out any diligence you consider appropriate before using them. Unless we expressly state otherwise, we do not set or control fees charged by Third-Party Services and have no responsibility for any dispute between you and a third-party provider or for any loss, refund, compensation or other relief arising from a Third-Party Service.
17. INDEMNIFICATION
17.1 What you agree to cover
You agree to indemnify, defend and hold harmless the Aave Indemnified Parties from and against all claims, demands, actions, proceedings, liabilities, judgments, damages, losses, costs, expenses and fees (including reasonable legal fees, expert fees and court costs) arising out of, resulting from or relating to: (a) your access to or use of the Services, or your inability to use them; (b) your breach or alleged breach of this Agreement, including any representation, warranty or undertaking in it; (c) your breach of any law, regulation, order or requirement of any authority, including anctions and any licensing or authorisation requirement; (d) your breach of anyone else's rights, including intellectual property, privacy, publicity, confidentiality, property or contractual rights; (e) any transaction, position or on-chain activity you carry out through or in connection with the Services, including any liquidation; (f) your use of, or interaction with, any Third-Party Service, smart contract, protocol or decentralised application, and your breach of any Third-Party Terms; (g) Your Application, including its code, security, availability and compliance, and any claim brought by any of your users or customers; (h) anything done by any automated agent, model, bot or script you deploy, configure, authorise or operate, and any output of it that you use, publish or rely on; (i) any content, information or data you submit, upload, post or transmit through the Services; (j) your digital assets, private keys, seed phrases, API keys or credentials, and any loss, theft or unauthorised use of them; (k) any misrepresentation, omission or false statement you make; (l) your negligence, wilful misconduct, fraud or unlawful conduct; and (m) your failure to pay any Taxes, fees or charges.
17.2 Defence and settlement
We may, at our discretion and at your expense, take exclusive control of the defence of any matter you are required to indemnify, in which case you will cooperate fully with us. You may not settle or compromise any such claim without our prior written consent, which we will not unreasonably withhold. We may settle any such claim on terms we consider appropriate, and you will be bound by that settlement. You will give us the information, cooperation and assistance we reasonably request. Your obligations under this Section 17 survive termination.
17.3 Notice
You will promptly notify us in writing of any claim, action or proceeding for which you believe you owe indemnification. Failure to give prompt notice does not release you from your obligations except to the extent we are materially prejudiced by the delay.
18. CHANGES TO THE SERVICES AND TO THESE TERMS
18.1 Changes to the Services
We may, at any time, in our discretion and without notice or liability: change, update, add to or remove features; suspend, discontinue or end any part of the Services; restrict, limit or condition access; change the availability, functionality or design of the Services; introduce fees; add, remove or change integrations with Third-Party Services; and change technical requirements, supported networks or compatibility requirements. We have no obligation to provide updates, upgrades, fixes, patches or support, or to continue developing or maintaining any part of the Services.
18.2 Changes to these Terms
We may modify these Terms, or any policy or supplemental term that forms part of this Agreement, at any time. Any updated Terms will become effective when posted on or through the Services, unless otherwise stated. By continuing to use, or keep integrated, the Services after the updated Terms become effective, you agree to the revised Terms. If you do not agree to any change, your only remedy is to stop using the Services. You are responsible for reviewing these Terms from time to time. Our failure or delay in enforcing any change does not waive our right to enforce that change.
19. SUSPENSION AND TERMINATION
19.1 You may end this Agreement at any time by stopping all use of the Services. Doing so does not release you from obligations or liabilities that arose before termination, or from any provision that survives termination. We may, at any time and in our discretion, suspend, restrict or terminate your access to all or any part of the Services, refuse to provide the Services to you, block or restrict any wallet address, IP address, API key, agent, client or account, or remove or disable any content or data you have submitted, and we will have no liability to you or any third party arising out of or in connection with any such action. Without limiting the foregoing, we may take any of these actions where we determine that you have breached this Agreement or applicable law, or where we consider it necessary or appropriate to protect the Services, our users, our rights, property or interests, or to address legal, regulatory, compliance, security or other risks, or in response to any request, order or direction from a governmental authority, regulator or court.
20. DISPUTE RESOLUTION, ARBITRATION AND CLASS ACTION WAIVER
20.1 Talk to us first
Before starting any legal or arbitral proceeding, you and we agree to try in good faith to resolve any dispute, claim or controversy arising out of or relating to this Agreement or the Services (each a "Dispute"). Either party may start this process by sending written notice describing the issue and the resolution requested. Your notice must be sent to [email protected] and must state clearly that it is submitted under Section 20.1 of these Terms. If the Dispute is not resolved within thirty (30) days, either party may proceed as set out below.
20.2 Binding arbitration
Except as provided in Section 19.4, any Dispute not resolved informally will be finally settled by binding arbitration administered by the Rules of Arbitration of the International Chamber of Commerce by a sole arbitrator appointed in accordance with those Rules. The seat and governing law of the arbitration will be the Cayman Islands, and the language will be English. The arbitrator may award any remedy available in court under applicable law, subject to Section 15 (Limitation of Liability) and Section 21 (Waiver of Injunctive and Equitable Relief). No award or procedural order made in the arbitration shall be published. The award shall be final and binding on the parties, and judgment on the award may be entered in any court of competent jurisdiction.
20.3 Individual claims only
You and we agree that each may bring claims only in an individual capacity, and not as a plaintiff or class member in any class, collective, consolidated or representative proceeding. You expressly waive the right to proceed in any class, mass, group or representative capacity. The arbitrator may not consolidate claims or preside over any form of class, mass, group or representative action.
20.4 Exceptions
Notwithstanding the foregoing, the arbitration provisions in this Section 15 will apply only to the maximum extent permitted by applicable law. To the extent applicable law prohibits or limits mandatory arbitration, requires a dispute to be determined by a particular court or forum, or otherwise provides rights that cannot lawfully be waived, those requirements or rights will apply**.** No exception, exclusion or limitation in this Section 15 shall apply to a Business User, to the extent permitted by applicable law. Nothing in this Agreement limits or excludes any right or remedy that cannot lawfully be limited or excluded.
21. WAIVER OF INJUNCTIVE AND EQUITABLE RELIEF
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE THAT YOU WILL NOT SEEK TO OBTAIN, AND YOU WAIVE ANY RIGHT TO SEEK, AN INJUNCTION, SPECIFIC PERFORMANCE OR OTHER EQUITABLE RELIEF THAT WOULD INTERFERE WITH OR PREVENT THE DEVELOPMENT, OPERATION, DEPLOYMENT, MODIFICATION OR EXPLOITATION OF: (a) the Services or any part of them; (b) any of our websites, applications, tools, content, products or services; (c) any blockchain network, smart contract, protocol or decentralised application, including the Aave Protocol; (d) any other website, application, content, product, service or intellectual property owned, licensed, used or controlled by any Aave Indemnified Party or by any third party; or (e) any Third-Party Service or any third party's business operations. This waiver applies even if your only or best remedy is equitable or injunctive in nature, and even if legal remedies are found inadequate.
22. GOVERNING LAW
This Agreement, and any Dispute arising out of or relating to it or to the Services, is governed by and construed in accordance with the substantive laws of the Cayman Islands, without regard to any conflict-of-laws rule that would apply the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement or to any transaction under it.
23. GENERAL
23.1 Entire agreement. This Agreement, including the Privacy Policy and any supplemental terms incorporated by reference, is the entire agreement between you and us about its subject matter, and replaces all earlier or contemporaneous understandings, agreements, representations and communications about that subject matter, whether written or oral. Terms in any purchase order, acknowledgment or other business form you use have no effect, whether or not we object to them.
23.2 Severability. If any provision is held invalid, illegal or unenforceable, it will be modified to the minimum extent needed to make it enforceable or, if that is not possible, severed. The invalidity of one provision does not affect the rest of this Agreement, which continues in full force.
23.3 No waiver. Our failure or delay in enforcing any right or provision is not a waiver of it or of any other right or provision. A waiver is effective only if in writing and signed by our authorised representative.
23.4 Assignment. We may assign, transfer, delegate or sublicense this Agreement or any rights or obligations under it, in whole or in part, to anyone at any time, without notice to you or your consent. You may not do so without our prior written consent, and any attempt to do so without consent is void. This Agreement binds and benefits the parties and their respective successors and permitted assigns.
23.5 Force majeure. We are not liable for any delay or failure to perform caused by anything beyond our reasonable control, including acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, flood, pandemic, epidemic, quarantine, strikes, labour disputes, internet or telecommunications outages, blockchain network failures, model or infrastructure provider failures, or failures of computer or infrastructure systems.
23.6 Relationship of the parties. Nothing in this Agreement creates a partnership, joint venture, agency, fiduciary or employment relationship between you and us. You have no authority to bind us or to act on our behalf. We are independent of each other, and neither may create obligations for the other.
23.7 Third-party beneficiaries. Except as expressly stated in this Agreement (including the rights of the Aave Indemnified Parties), this Agreement creates no rights for anyone who is not a party to it.
23.8 Language. This Agreement is written in English, and the English version controls. Any translation is provided for convenience only, and the English version prevails in the event of conflict.
23.9 Headings. Headings are for convenience only and do not affect interpretation.
23.10 Survival. Any provision that by its nature should survive termination does survive, including provisions on ownership, warranty disclaimers, indemnities, limitations of liability, dispute resolution and these general provisions.
23.11 Interpretation. In this Agreement: "including" means "including without limitation"; "or" is not exclusive; the singular includes the plural and vice versa; a reference to a person includes that person's successors and permitted assigns; "writing" includes electronic communications; "will" has the same meaning and effect as "shall"; a reference to anything being done by you includes it being done by any person or automated system acting for you or under your control; and terms defined in bold and in quotation marks have the meaning given where they are defined, wherever they appear.
23.12 No informal changes or promises. Our employees, contractors and agents are not authorised to change this Agreement or to make any representation, warranty, promise or commitment on our behalf that is inconsistent with or additional to it. Any such statement is void and unenforceable against us.
23.13 Contact. For questions about this Agreement or the Services, contact [email protected]. You can verify official Aave Labs contact channels at aave.com/verify.
23.14 Acknowledgement
BY ACCESSING OR USING THE SERVICES, INCLUDING BY DOWNLOADING, INSTALLING, INTEGRATING OR CALLING ANY DEVELOPER TOOL, WHETHER DIRECTLY OR THROUGH AUTOMATED MEANS, YOU ACKNOWLEDGE THAT:
(a) YOU HAVE READ AND UNDERSTOOD THIS ENTIRE AGREEMENT AND AGREE TO BE BOUND BY IT;
(b) YOU HAVE THE LEGAL CAPACITY AND AUTHORITY TO ENTER INTO IT;
(c) YOU UNDERSTAND THAT THE AAVE PROTOCOL IS DECENTRALISED SOFTWARE RUNNING ON PUBLIC BLOCKCHAINS, THAT AAVE LABS DOES NOT OPERATE OR CONTROL IT, AND THAT NO ONE CAN REVERSE, REFUND OR UNDO YOUR ON-CHAIN TRANSACTIONS;
(d) YOU UNDERSTAND THE RISKS SET OUT IN SECTION 8, INCLUDING THE RISK OF LIQUIDATION AND THE RISK OF TOTAL LOSS OF YOUR DIGITAL ASSETS;
(e) YOU ARE SOLELY RESPONSIBLE FOR YOUR WALLET, PRIVATE KEYS, CREDENTIALS, DECISIONS AND TRANSACTIONS, AND FOR EVERYTHING DONE BY ANY AUTOMATED SOFTWARE OR AGENT YOU DEPLOY, AUTHORISE OR OPERATE;
(f) YOU UNDERSTAND THAT ANY DATA OR OUTPUT MADE AVAILABLE THROUGH THE SERVICES, INCLUDING ANYTHING GENERATED BY AN ARTIFICIAL INTELLIGENCE MODEL OR OTHER AUTOMATED SYSTEM, MAY BE WRONG, IS NOT ADVICE, AND MUST BE INDEPENDENTLY VERIFIED BEFORE YOU RELY ON IT;
(g) YOU UNDERSTAND THAT THIRD-PARTY SERVICES AND OPEN-SOURCE COMPONENTS ARE GOVERNED BY SEPARATE TERMS; AND
(h) YOU ARE WAIVING IMPORTANT LEGAL RIGHTS, INCLUDING THE RIGHT TO A JURY TRIAL AND THE RIGHT TO TAKE PART IN CLASS ACTIONS.