Terms of Service
Welcome to Rio Network
Last updated February 13, 2024
https://rio.network is a website-hosted user interface (the “Interface”) that supports the staking and restaking of certain digital assets including Ether (“ETH”).
Please read these Terms of Use (“Terms”) carefully before using the Interface for any reason. These Terms govern access to and the use of the Interface by each individual, entity, group, or association (“User,” “Users,” or “You”) who views, interacts, links to or otherwise uses or derives any benefit from the Interface. Your use of the Interface is conditional upon your agreement to the Terms set out below. If you do not agree to the Terms, you must not use the Interface.
If you do not meet the eligibility requirements set forth in Section 3 of the Terms or are otherwise not in strict compliance with these Terms, you are expressly prohibited from using, accessing, or deriving any benefit from the Interface and you must not attempt to access or use the Interface. Use of a virtual private network (e.g., a VPN) or other means by ineligible persons to access or use the Interface is prohibited, and prohibited uses may attract legal liability for fraudulent use of the Interface.
The Interface is a copyrighted work belonging to Rio Network (BVI) Ltd (“Rio,” “us,” “our,” and “we”), a British Virgin Island company limited by guarantee without share capital. Your submission of information, including personally identifiable information or personal data (“Personal Data”), through or in connection with the Interface is governed by the terms of our privacy policy as updated from time to time, available at Rio Privacy Policy (“Privacy Policy”). All such additional terms, guidelines, and rules, including our Privacy Policy, are incorporated by reference into these Terms.
THESE TERMS SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE INTERFACE. BY CLICKING “I AGREE” TO THESE TERMS OR OTHERWISE ACCESSING OR USING THE INTERFACE, YOU ARE ACCEPTING THESE TERMS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT), INCLUDING, WITHOUT LIMITATION, THE MANDATORY ARBITRATION PROVISION IN SECTION 12. IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE TERMS, DO NOT ACCESS OR USE THE INTERFACE.
YOU ACKNOWLEDGE AND AGREE THAT PROVISION OF THE INTERFACE DOES NOT CONSTITUTE A VIRTUAL ASSETS SERVICE AS DEFINED UNDER THE VIRTUAL ASSETS (SERVICE PROVIDERS) ACT OF THE CAYMAN ISLANDS.
Description of the Interface
The Interface aggregates and displays publicly available third-party information that allows Users to interact with a set of decentralized open-sourced smart contracts (“Rio Contracts”) that support the staking and restaking of digital assets, such as ETH. The interaction methods include accessing the functionalities of publicly deployed Rio Contracts for Users to authorize token transfers and mint tokens on various blockchains. When used in this way, the Interface can generate a draft transaction message which a User can independently use in conjunction with a third-party wallet application or device to conduct transactions on any of the relevant blockchains.
The Interface aggregates and publishes publicly available information about the Rio Contracts in a user-friendly and convenient format. Users may also use the Interface to deposit their digital assets in one or more Rio Contracts in order to restake their digital assets.
Neither Rio nor the Interface are agents or intermediaries of the User. Nor do they store, have access to or control any digital assets, private keys, passwords, accounts, Wallets or other property of the User. They are not capable of performing transactions or sending transaction messages on behalf of the User. The Interface cannot be used to hold, purchase, sell or trade any tokens. Rio does not receive any compensation from the User for use of the Interface. Rio does not own, operate or control any Layer 1 or Layer 2 blockchains, wallets or devices, validator nodes, or the Rio Contracts.
Using the relevant blockchain systems, third-party supplied wallets, devices, validator nodes or the Rio Contracts does not require use of this Interface. Anyone with an internet connection can connect directly to the Rio Contracts or blockchain without accessing or using the Interface.
The Interface maintainers do not own, operate or control the blockchain systems, wallets or devices, validator nodes, or the Rio Contracts.
Third-Party Wallets
The third-party technologies required to use or interact with the Interface, including but not limited to a Wallet (“Third-Party Tools”), are not part of the Interface, and your use of such Third-Party Tools are entirely at your own risk.
To use certain features of the Interface, you may need to link a third-party digital wallet (“Wallet”) with the Services. By using a Wallet in connection with the Interface, you agree that you are using the Wallet under the terms and conditions of the applicable third-party provider of such Wallet. Wallets are not associated with, maintained by, supported by or affiliated with Rio. You acknowledge and agree that we are not party to any transactions conducted while accessing our Interface and we do not have possession, custody or control over any digital assets appearing on the Interface. When you interact with the Interface, you retain control over your digital assets at all times. Rio accepts no responsibility or liability to you in connection with your use of a Wallet, and makes no representations and warranties regarding how the Interface will operate with any specific Wallet. The private keys and/or seed phrases necessary to access the assets held in a Wallet are not held by Rio. Rio has no ability to help you access or recover your private keys and/or seed phrases for your Wallet.
Eligibility As a condition to accessing or using the Interface, you represent and warrant to Rio the following:
if you are entering into these Terms as an individual, then you are at least 18 years old or 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 entering into these Terms as 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 the exclusive beneficial and/or legal owner of any digital asset used or to be used for the purchase or sale of any digital asset on the Interface;
you are not a resident, national, or agent of Cuba, Iran, North Korea, Russia, Syria, Ukraine regions – Crimea, Donetsk and Luhansk, Venezuela or any other country to which the United States, the United Kingdom or the European Union embargoes goods or imposes similar sanctions (collectively, “Restricted Territories”);
you have not been identified as a Specially Designated National or placed on any sanctions list by the U.S. Treasury Department’s Office of Foreign Assets Control, the U.S. Commerce Department, or the U.S. Department of State or other sanctions list maintained by the United Nations, United Kingdom (as extended to the Cayman Islands by Statutory Order) or the Cayman Islands (collectively, “Sanctions Lists Persons”);
you do not intend to transact with any Restricted Person or Sanctions List Person;
you will not use our Interface to conduct any illegal or illicit activity;
you do not, and will not, use VPN software or any other privacy or anonymization tools or techniques to circumvent, or attempt to circumvent, any restrictions that apply to the Interface; and
your access to the Interface is not prohibited by and does not otherwise violate or assist you to violate any domestic or foreign law, rule, statute, regulation, by-law, order, protocol, code, decree, or another directive, requirement, 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, order, judgment, directive or other requirement 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 Rio, you, the Interface, or as otherwise duly enacted, enforceable by law, the common law or equity (collectively, “Applicable Laws”).
Prohibited Uses
You may not use the Interface to engage in the categories of activity set forth below (“Prohibited Uses”). The specific activities set forth below are representative, but not exhaustive, of Prohibited Uses. By using the Interface, you confirm that you will not use the Interface to do any of the following:
violate any Applicable Laws including, without limitation, any relevant and applicable anti-money laundering and anti-terrorist financing laws and sanctions programs, such as, without limitation, the Bank Secrecy Act and the U.S. Department of Treasury’s Office of Foreign Asset Controls or, where applicable, the Cayman Islands Proceeds of Crime Act, Anti-Money Laundering Regulations, Terrorism Act or Proliferation Financing (Prohibition Act);
engage in transactions involving items that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under Applicable Law, including but not limited to use of Rio’s intellectual property, name, or logo, including use of Rio’s trade or service marks, without express consent from Rio or in a manner that otherwise harms Rio; any action that implies an untrue endorsement by or affiliation with Rio;
use the Interface in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Interface, or that could damage, disable, overburden, or impair the functioning of the Interface in any manner;
circumvent any content-filtering techniques, security measures or access controls that Rio employs on the Interface, including, without limitation, through the use of a VPN;
use any robot, spider, crawler, scraper, or other automated means or interface not provided by us, to access the Interface or to extract data, or introduce any malware, virus, Trojan horse, worm, logic bomb, drop-dead device, backdoor, shutdown mechanism or other harmful material into the Interface;
provide false, inaccurate, or misleading information while using the Interface or engage in activity that operates to defraud Rio, other users of the Interface, or any other person;
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, without limitation, money laundering, proliferation financing, terrorism financing or tax evasion;
use the Interface in any way that is, in our sole discretion, libelous, defamatory, profane, obscene, pornographic, sexually explicit, indecent, lewd, vulgar, suggestive, harassing, stalking, hateful, threatening, offensive, discriminatory, bigoted, abusive, inflammatory, fraudulent, deceptive, or otherwise objectionable or likely or intended to incite, threaten, facilitate, promote, or encourage hate, racial intolerance, or violent acts against others;
use the Interface from a jurisdiction that we have, in our sole discretion, determined is a jurisdiction where the use of the Interface is prohibited;
harass, abuse, or harm of another person or entity, including Rio’s employees and service providers;
impersonate another user of the Interface or otherwise misrepresent yourself;
encourage, induce or assist any third party, or yourself attempt, to engage in any of the activities prohibited under this Section 4 or any other provision of these Terms.
transact in securities, commodities futures, trading of commodities on a leveraged, margined or financed basis, binary options (including prediction-market transactions), real estate or real estate leases, equipment leases, debt financings, equity financings or other similar transactions, in each case, if such transactions do not comply with all laws, rules and regulations applicable to the parties and assets engaged therein;
engage in token-based or other financings of a business, enterprise, venture, DAO, software development project or other initiative, including ICOs, DAICOs, IEOs, or other token-based fundraising events;
engage in 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; or
engage in any activity that contributes to or facilitates any of the foregoing activities.
Additional User Declarations
By using the Interface, you represent and declare that you agree:
that the only duties and obligations connected with the Interface owed to the User are set forth in these Terms;
that these Terms constitute legal, valid, and binding obligations enforceable against the Users;
that the Interface is based solely in the Cayman Islands 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 Cayman Islands;
that the Interface is provided for informational purposes only and it is not directly or indirectly in control of Rio or capable of performing or effecting any transactions on your behalf;
that the Interface is only being provided as an aid to your own independent research and evaluation of the Rio Contracts and you should not take, or refrain from taking, any action based on any information on the Interface and without limitation from third party blog posts, articles, links news feeds, tutorials, tweets, and videos;
that the ability of the Interface to connect with Third-Party Tools is not an endorsement or recommendation by or on behalf of Rio, and you assume all responsibility for selecting and evaluating, and incurring the risks of any bugs, defects, malfunctions or interruptions of any Third-Party Tools you use in connection with the Interface;
to not hold the Rio or any of its affiliates liable for any damages that you may suffer in connection with your use of the Interface or the Rio Contracts;
that the information available on the Interface is not professional, legal, business, investment, or any other advice related to any financial product;
that the information available on the Interface is not an offer or recommendation or solicitation to buy or sell any particular digital asset or to use any particular investment strategy;
that before you make any financial, legal, or other decision in connection with the Interface, you should seek independent professional advice from an individual who is licensed and qualified in the area for which such advice would be appropriate;
that the Terms are not intended to, and do not, create or impose any fiduciary duties on any party; and
to the fullest extent permitted by law, you acknowledge and agree that Rio owes no fiduciary duties or liabilities to you or any other party; and
to the fullest extent permitted by law, you acknowledge and agree that Rio is not providing any "virtual asset services" to you (as defined in the Cayman Islands Virtual Asset (Service Providers) Act, as amended)).
Proprietary Rights
Subject to these Terms, Rio grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Interface for your own personal and noncommercial use.
The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not 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 the Interface; (b) you shall not (directly or indirectly) modify, decipher, disassemble, reverse compile or reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Interface; (c) you shall not access the Interface in order to build a similar or competitive website, product, or service; (d) translate, or otherwise create derivative works of any part of the Interface; (e) rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder; (f) frame or mirror any part of the Interface without Rio’s express prior written consent; (g) create a database by systematically downloading and storing content from the Interface; (h) use any robot, spider, search/retrieval application or other manual or automatic device to retrieve, harvest, index, “scrape,” “data mine” or in any way gather or reproduce or circumvent the navigational structure or presentation of the Interface without Rio’s express prior written consent and (i) except as expressly stated herein, no part of the Interface may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Interface shall be subject to these Terms.
Rio reserves the right, at any time, to modify, suspend, or discontinue the Interface (in whole or in part) with or without notice to you. You agree that Rio will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Interface, or any part thereof.
You acknowledge and agree that Rio will have no obligation to provide you with any support or maintenance in connection with the Interface.
You acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Interface and its content are owned by Rio. Neither these Terms (nor your access to the Interface) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in these Terms. Rio and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.
The Interface is non-custodial. When you deposit digital assets into an account in any smart contract using the Interface, you retain control over those digital assets at all times. The private key associated with the blockchain address from which you transfer digital assets is the only private key that can control the digital assets you transfer into these smart contracts.
Certain risks Each User acknowledges, agrees, consents to, and assumes the risks of, the matters described in this Section 7.
There is no business plan or revenue model for the Interface. Rio does not have revenues or a viable long-term business plan, and may become unable or unwilling to fund the operational costs of the Interface on a long-term basis or to fund the upgrade costs required to keep the Interface up to date with current and upcoming technologies. Rio may terminate or change the Interface with respect to any aspect of the Interface at any time. Rio has no obligation, duty, or liability to ensure that the Interface is a complete and accurate source of information. Even if the Interface currently displays information about a particular token or blockchain, the Interface may discontinue tracking and publishing information about that token or blockchain at any time in Rio’s sole and absolute discretion. In the event of such discontinuation, Users may need to rely on other third-party resources such as block explorers or validator nodes in order to get equivalent information, and, depending on the User’s level of expertise and the quality of such third-party resources, this may result in the User incurring damages due to delays or mistakes in processing information or transactions.
By accessing or using the Interface in any way, you represent and warrant that you understand the inherent risks associated with cryptographic systems and blockchain-based networks; digital assets, including the usage and intricacies of native digital assets, like ether (ETH); smart contract-based tokens, such as those that follow Ethereum token standards; and systems that interact with blockchain-based networks. Rio does not own or control any of the underlying software through which blockchain networks are formed. In general, the software underlying blockchain networks, including the Ethereum blockchain, is open source, such that anyone can use, copy, modify, and distribute it.
By accessing or using the Interface, you acknowledge and agree (a) that Rio is not responsible for the operation of the software and networks underlying the Interface, (b) that there exists no guarantee of the functionality, security, or availability of that software and networks, and (c) that the underlying networks are subject to sudden changes in operating rules, such as those commonly referred to as “forks,” which may materially affect the Interface.
Blockchain networks use public/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 Ethereum blockchain or other blockchain-based network. Neither Rio 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.
The Interface and your digital assets could be impacted by one or more regulatory inquiries or regulatory actions, which could impede or limit the ability of Rio to continue to make available any portion(s) of the Interface which rely on any Rio proprietary software and, thus, could impede or limit your ability to access or use the Interface.
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 the Interface, and could result in the theft or loss of your digital assets. To the extent possible, we intend to update the smart contracts related to the Interface to account for any advances in cryptography and to incorporate additional security measures necessary to address risks presented from technological advancements. We may also freeze the Interface in the event of a critical security problem, but this does not guarantee or otherwise ensure full security of the Interface.
You understand that the Ethereum blockchain remains 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 Ethereum blockchain is variable and may increase at any time causing impact to any activities taking place on the Ethereum blockchain, which may result in price fluctuations or increased costs when using the Interface.
You acknowledge that the Interface is subject to flaws and that you are solely responsible for evaluating any code provided by the Interface. This warning and others Rio provides in these Terms in no way evidence or represent an on-going duty to alert you to all of the potential risks of using or accessing the Interface.
Although we intend to provide accurate and timely information on the Interface, the Interface and other information available when using the Interface 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, without limitation, information regarding our policies. Accordingly, 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 pricing information distributed via the Interface. Prices and pricing information may be higher or lower than prices available on platforms providing similar services.
Any use or interaction with the Interface 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.
Transactions entered into in connection with the Interface are irreversible, final and there are no refunds. You acknowledge and agree that you will access and use the Interface at your own risk. The risk of loss in trading digital assets can be substantial. You should, therefore, carefully consider whether such trading is suitable for you in light of your circumstances and financial resources. By using or accessing the Interface, you represent and warrant that you have been, are, and will be solely responsible for making your independent appraisal and investigations into the risks of a given transaction and the underlying digital assets. You represent that you have sufficient knowledge, market sophistication, professional advice, and experience to make your evaluation of the merits and risks of any transaction conducted in connection with the Interface or any digital asset. You accept all consequences of using the Interface, including the risk that you may lose access to your digital assets indefinitely. All transaction decisions are made solely by you. Notwithstanding anything in these Terms, we accept no responsibility whatsoever for, and will in no circumstances be liable to you in connection with, your use of the Interface for performing digital asset transactions.
We must comply with Applicable Law, which may require us to, upon request by government agencies, take certain actions or provide information, which may not be in your best interests.
You understand that our Interface remains under development, which creates technological, trading, and other risks when using or accessing the Interface. These risks include, among others, delays in trades, withdrawals, and deposits resulting from the servers of Rio being offline; or an incorrect display of information on the Interface in the case of server errors. You acknowledge that these risks may have a material impact on your transactions using the Interface, which may result in, among other things, failing to fulfill transactions at your desired price or at all.
You hereby acknowledge and agree that Rio will have no responsibility or liability for, the risks set forth in this Section 7. You hereby irrevocably waive, release and discharge all claims, whether known or unknown to you, against Rio, its affiliates, and their respective shareholders (if applicable), members (if applicable), directors, officers, employees, agents, and representatives, suppliers, and contractors related to any of the risks set forth in this Section 7.
In providing information about digital assets, the Interface associates or presumes the association of a token name, symbol, or logo with a specific smart contract deployed to one or more blockchain systems. In making such associations, the Interface relies upon third-party resources which may not be accurate or may not conform to a given User’s expectations. Multiple smart contracts can utilize the same token name or token symbol as one another, meaning that the name or symbol of a token does not guarantee that it is the token desired by the User or generally associated with such name or symbol. Users must not rely on the name, symbol, or branding of a token on the Interface, but instead must examine the specific smart contract associated with the name, symbol, or branding and confirm that the token accords with User’s expectations.
Use of the Rio Contracts and relevant blockchain may be subject to third-party transaction or gas fees. Rio does not receive such fees and have no ability to reverse or refund any amounts paid in error.
Privacy Policy
You consent to us accessing, processing and retaining any Personal Data you provide to us when accessing our Interface. This consent is not related to, and does not affect, any rights or obligations we or you have in accordance with data protection laws, privacy laws, and regulations. You can withdraw your consent at any time by closing your account with us. However, we may retain and continue to process your Personal Data for other purposes. Please see our Privacy Policy, which is incorporated herein by reference and available here at Rio Privacy Policy for further information about how we process your Personal Data, and the rights you have in respect of this.
Disclosures; Disclaimers Each User hereby acknowledges and agrees, and consents to, and assumes the risks of, the matters described in this Section 9 of the Terms.
All transactions by users of the Rio Contracts are executed peer-to-peer directly between the users’ Ethereum addresses through a smart contract. You are responsible for complying with all Applicable Laws that govern your use of the Rio Contracts, which to extent applicable, may include the Commodity Exchange Act and the regulations promulgated thereunder by the U.S. Commodity Futures Trading Commission (“CFTC”), the U.S. federal securities laws and the regulations promulgated thereunder by the U.S. Securities and Exchange Commission (“SEC”) and all foreign Applicable Laws.
Digital assets currently face an uncertain regulatory landscape in the United States and many foreign jurisdictions. In the U.S., digital assets are subject to varying levels of federal regulatory oversight and may be regulated by one or more state regulatory bodies. In addition, many digital asset derivatives are regulated by the CFTC, and the SEC has cautioned that many initial coin offerings are likely to fall within the definition of a security and subject to U.S. securities laws. One or more jurisdictions may, in the future, adopt laws, regulations or directives that affect digital asset networks and their users. Such laws, regulations or directives may impact the price of digital assets and their acceptance by users, merchants and service providers.
You understand that Rio is not registered or licensed by the CFTC, SEC, or any financial regulatory authority. No financial regulatory authority has reviewed or approved the use of the Interface or the Rio Contracts. The Interface and the Rio Contracts do not constitute advice or a recommendation concerning any commodity, security, or other digital asset or instrument. Rio is not acting as an investment adviser or commodity trading adviser to any person or entity, nor is it registered with the SEC as either a broker-dealer or investment adviser.
Rio does not own or control the underlying software protocols that are used in connection with the Interface and the Rio Contracts. In general, the underlying protocols are open source and anyone can use, copy, modify, and distribute them. Rio is not responsible for the operation of the underlying protocols or the Rio Contracts, and Rio makes no guarantee of their functionality, security, or availability.
Rio shall not be responsible in any way for any transactions you enter into with other users. You agree that Rio will not be liable for any loss or damages of any sort incurred as the result of any interactions between you and other users.
You acknowledge that your data on 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 our control.
The disclaimer of implied warranties contained herein may not apply if and to the extent such warranties cannot be excluded or limited under the Applicable Law of the jurisdiction in which you reside.
The underlying blockchains may be subject to Forks. Forks occur when some or all persons running the software clients for a particular blockchain system adopt a new client or a new version of an existing client that: (i) changes the protocol rules in a backward-compatible or backward-incompatible manner that affects which transactions can be added into later blocks, how later blocks are added to the blockchain, or other matters relating to the future operation of the protocol; or (ii) reorganizes or changes past blocks to alter the history of the blockchain. Some Forks are “contentious” and thus may result in two or more persistent alternative versions of the protocol or blockchain, either of which may be viewed as or claimed to be the legitimate or genuine continuation of the original. Rio cannot anticipate, control or influence the occurrence or outcome of Forks, and does not assume any risk, liability or obligation in connection therewith. Without limiting the generality of the foregoing, Rio does not assume any responsibility to notify a User of pending, threatened or completed Forks. Rio may choose to respond to any Fork in any manner in its sole and absolute discretion. Rio shall not have any duty or obligation, or liability to a User if such response (or lack of such response) acts to a User’s detriment. Each User assumes full responsibility to independently remain apprised of and informed about possible Forks, and to manage the User’s own interests and risks in connection therewith.
THE INTERFACE IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND RIO (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE INTERFACE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE INTERFACE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE. RIO DOES NOT ENDORSE ANY OTHER THIRD PARTY AND SHALL NOT BE RESPONSIBLE IN ANY WAY FOR ANY TRANSACTIONS YOU ENTER INTO WITH OTHER USERS. YOU AGREE THAT RIO WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGES OF ANY SORT INCURRED AS THE RESULT OF ANY INTERACTIONS BETWEEN YOU AND OTHER USERS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
You are solely responsible for reporting and paying any taxes applicable to your use of the Interface and the Rio Contracts. The tax consequences of purchasing, selling, holding, transferring, or locking digital assets or otherwise utilizing the Interface are uncertain and may vary by jurisdiction. Rio has undertaken no due diligence or investigation into such tax consequences, and assumes no obligation or liability to optimize, facilitate or bear the tax consequences to any person.
Indemnification
You will defend, indemnify, and hold harmless Rio, its affiliates, and its and its affiliates’ respective stockholders (if applicable), members (if applicable), directors, officers, managers, supervisors, employees, attorneys, agents, representatives, suppliers, and contractors (collectively, “Indemnified Parties”) 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) digital assets associated with your Ethereum address; (c) any feedback or user content you provide to Rio, if any, concerning the Interface; (d) your violation of these Terms; or (e) your infringement or misappropriation of the rights of any other person or entity. If you are obligated to indemnify any Indemnified Party, Rio (or, at its discretion, the applicable Indemnified Party) will have the right, in its sole discretion, to control any action or proceeding and to determine whether Rio wishes to settle, and if so, on what terms, and you agree to corporate with Rio in the defense.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL RIO BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, 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, EVEN IF RIO 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.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THESE TERMS (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF FIFTY US DOLLARS (U.S. $50). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT.
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.
Dispute Resolution and Arbitration Please read this Arbitration Agreement carefully. It is part of your contract with Rio and affects your rights. It contains procedures for mandatory binding arbitration and a class action waiver.
Applicability of Arbitration Agreement. All claims and disputes (excluding claims for injunctive or other equitable relief as set forth below) between Rio and any user that cannot be resolved informally or in small claims court shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Agreement. Unless otherwise agreed to, all arbitration proceedings shall be held in English. This Arbitration Agreement applies to you and Rio, and to any subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under the Terms.
Notice Requirement and Informal Dispute Resolution. Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute (“Notice”) describing the nature and basis of the claim or dispute, and the requested relief. Each party hereby irrevocably and unconditionally consents to service of process through personal service at their corporate headquarters, registered address, or primary address (for individuals or sole proprietors). Nothing in these Terms will affect the right of any party to serve process in any other manner permitted by Law. After the Notice is received, you and Rio may attempt to resolve the claim or dispute informally. If you and Rio do not resolve the claim or dispute within thirty (30) days after the Notice is received, either party may begin an arbitration proceeding. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled.
Arbitration Rules. Any dispute, controversy or claim arising out of or relating to this contract, including the formation, interpretation, breach or termination thereof, including whether the claims asserted are arbitrable, if not resolved pursuant to Section 12(b), will be referred to and finally determined by arbitration in George Town, Cayman Islands, before one arbitrator in accordance with the JAMS Comprehensive Arbitration Rules and Procedures or pursuant to JAMS’ Streamlined Arbitration Rules and Procedures, if applicable. Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The arbitration shall be conducted by a single, neutral arbitrator. Any claims or disputes where the total amount of the award sought is less than Ten Thousand U.S. Dollars (US $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount of the award sought is Ten Thousand U.S. Dollars (US $10,000.00) or more, the right to a hearing will be determined by the Arbitration Rules. Any hearing will be held in George Town, Cayman Islands, unless the parties agree otherwise. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. If the arbitrator grants you an award that is greater than the last settlement offer that Rio made to you prior to the initiation of arbitration, Rio will pay you the greater of the award or US $2,500.00. Each party shall bear its own costs (including attorney’s fees) and disbursements arising out of the arbitration and shall pay an equal share of the fees and costs of the ADR Provider.
Additional Rules for Non-Appearance Based Arbitration. If non-appearance based arbitration is elected, the arbitration shall be conducted by telephone, online and/or based solely on written submissions; the specific manner shall be chosen by the party initiating the arbitration. The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise agreed by the parties.
Time Limits. If you or Rio pursue arbitration, the arbitration action must be initiated and/or demanded within the Limitation Act (1996 Revision) and within any deadline imposed under the JAMS Rules for the pertinent claim.
Authority of Arbitrator. If arbitration is initiated, the arbitrator will decide the rights and liabilities, if any, of you and Rio, and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages, and to grant any non-monetary remedy or relief available to an individual under applicable law, the Streamlined Arbitration Rules and Procedures of JAMS, which are available on the JAMS website and hereby incorporated by reference, and the Terms. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and Rio.
Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, INSTEAD ELECTING THAT ALL CLAIMS AND DISPUTES SHALL BE RESOLVED BY ARBITRATION UNDER THIS ARBITRATION AGREEMENT. ARBITRATION PROCEDURES ARE TYPICALLY MORE LIMITED, MORE EFFICIENT AND LESS COSTLY THAN RULES APPLICABLE IN A COURT AND ARE SUBJECT TO VERY LIMITED REVIEW BY A COURT. IN THE EVENT ANY LITIGATION SHOULD ARISE BETWEEN YOU AND RIO IN ANY COURT IN A SUIT TO VACATE OR ENFORCE AN ARBITRATION AWARD OR OTHERWISE, YOU WAIVE ALL RIGHTS TO A JURY TRIAL, INSTEAD ELECTING THAT THE DISPUTE BE RESOLVED BY A JUDGE.
Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER USER.
Emergency Equitable Relief. Notwithstanding the foregoing, either party may seek emergency equitable relief in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under this Arbitration Agreement.
Courts. In any circumstances where the foregoing Arbitration Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located within the Cayman Islands, for such purpose.
Governing Law
The interpretation and enforcement of these Terms, and any dispute related to these Terms or the Interface, will be governed by and construed and enforced under the laws of the Cayman Islands, as applicable, without regard to conflict of law rules or principles (whether of the Cayman Islands or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. You agree that we may initiate a proceeding related to the enforcement or validity of our intellectual property rights in any court having jurisdiction. For any other proceeding that is not subject to arbitration under these Terms, the courts located in the Cayman Islands will have exclusive jurisdiction. You waive any objection to venue in any such courts.
Entire Representation, Consent and Agreement
These Terms, including the Privacy Policy, constitute your entire representation, consent, and agreement with respect to the subject matter, including the Interface. These Terms, including the Privacy Policy, and any disclosure and disclaimers incorporated by reference supersede all prior Terms, written or oral understandings, communications, and other agreements relating to the subject matter of the Terms.
Third Party Rights
Except as expressly provided in section 10, a person who is not a party to these Terms shall not have any rights under the Contracts (Rights of Third Parties) Act (as amended) to enforce any provision of these Terms. Notwithstanding any term of these Terms, the consent of or notice to any person who is not a party to these Terms shall not be required for any termination, rescission or agreement to any variation, waiver, assignment, novation, release or settlement under these Terms at any time.
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