Terms & Conditions
Last updated: 14th February 2025
1. Introduction
Welcome to Magpie Markets Limited (referred to as the “Company,” “we,” “our,” or “us”). We appreciate your interest in our platform and services. These Terms of Use (“Terms”) form a legally binding agreement between you (the “User,” “you,” or “your”) and the Company, governing your access to and use of our website, platform, and all associated products, features, and functionalities. This includes, but is not limited to, our blockchain-based protocol that facilitates cross-chain swaps, decentralized trading solutions, liquidity provisions, and any other services or tools we provide (collectively referred to as the “Services”).
By accessing, browsing, or using our Services in any manner, you acknowledge and confirm that you have read, understood, and agree to be bound by these Terms. This agreement also incorporates by reference any additional policies, guidelines, or amendments that may be applicable to specific features or services we offer. If you do not agree to these Terms, you must immediately discontinue your use of the Services.
Furthermore, we reserve the right to modify, update, or amend these Terms at our sole discretion at any time. Any such changes will become effective immediately upon being posted on our platform or website. It is your responsibility to review these Terms periodically to stay informed about any modifications. Your continued use of our Services following any updates constitutes your acknowledgment and acceptance of the revised Terms. If you disagree with any future modifications, your sole recourse is to cease using our Services.
By using the Services, you also affirm that you are of legal age and have the necessary capacity to enter into this agreement in accordance with applicable laws. If you are using our Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.
Please read these Terms carefully, as they outline important legal obligations, rights, and restrictions related to your use of our platform. If you have any questions or concerns regarding these Terms, please contact us at _____________________________before proceeding with the use of our Services.
2. Company Information
Magpie Markets Limited (the “Company”) is a legally registered entity incorporated under the BVI Business Companies Act, 2004 in the British Virgin Islands (BVI). The Company operates under business company number 2095688 and maintains its registered office at P.O. Box 4301, Road Town, Tortola, VG1110, British Virgin Islands.
As a limited liability company, Magpie Markets Limited conducts its operations in full compliance with the applicable laws and regulations of the BVI. Our core focus lies in the research, development, and deployment of blockchain-based solutions, with a particular emphasis on facilitating cross-chain swaps through innovative decentralized finance (DeFi) protocols (collectively, the “Business”).
Our Mission and Operations
Through our cutting-edge blockchain technology, the Company aims to enhance interoperability between different blockchain networks, ensuring that users can seamlessly transfer and exchange digital assets across multiple chains. By leveraging smart contracts and decentralized protocols, we provide users with a secure, efficient, and transparent mechanism to conduct cross-chain transactions without relying on traditional financial intermediaries.
Our Business is built on the core principles of decentralization, transparency, and security, ensuring that users retain full control over their digital assets while benefiting from reduced transaction costs and improved efficiency in asset transfers.
Regulatory Status
Magpie Markets Limited does not operate as a financial institution, money transmitter, or licensed financial service provider in any jurisdiction. Our Services are designed solely for the technological facilitation of asset transfers within decentralized ecosystems and do not constitute financial advisory, brokerage, custodial, or banking services. Users are solely responsible for ensuring compliance with their local laws and regulations when engaging with our platform.
We remain committed to adhering to industry best practices, ensuring that our platform provides a secure and compliant environment for users to engage in decentralized finance activities.
3. Eligibility
By accessing or using our Services, you represent, warrant, and covenant that:
3.1 Legal Age Requirement
You are at least 18 years of age or have reached the legal age of majority in your jurisdiction, whichever is greater. If you are accessing the Services on behalf of an entity, you further confirm that you have the authority to bind that entity to these Terms.
3.2 Legal Capacity and Authority
You possess the full legal capacity and authority to enter into, agree to, and be bound by these Terms without violating any contractual, legal, or regulatory obligations.
- Compliance with Applicable Laws
- Your use of the Services does not and will not violate any applicable laws, regulations, or governmental restrictions in your country of residence or any other jurisdiction to which you are subject.
- You acknowledge that it is your sole responsibility to ensure that your use of the Services complies with all local, national, and international laws relevant to your activities.
3.3 Legal Age Requirement
- Restricted and Prohibited Jurisdictions
- You are not a citizen, resident, or physically present in any jurisdiction where access to or use of our Services is prohibited, restricted, or in violation of applicable laws, regulations, or sanctions.
- You understand that the Company does not provide Services in jurisdictions that have explicit restrictions on decentralized finance (DeFi) platforms, blockchain-based transactions, or cryptocurrency-related activities.
- The Company reserves the absolute right to restrict or deny access to its Services in any jurisdiction at its discretion.
3.4 Sanctions and Compliance
- You are not subject to any sanctions administered or enforced by:
- The United Nations Security Council (UNSC)
- The European Union (EU)
- The United Kingdom (UK)
- The United States, including the Office of Foreign Assets Control (OFAC)
- Any other relevant governmental authority imposing financial, trade, or economic restrictions.
- You do not act on behalf of or in collaboration with any entity or individual that is subject to such sanctions.
- Use on Behalf of Third Parties
- You are not accessing or using the Services on behalf of any third party that is restricted or prohibited from using them. You affirm that all actions performed through your account are for your own use and benefit and not on behalf of another entity or person.
3.5 Company’s Right to Restrict Access
The Company reserves the right, at its sole discretion, to refuse, suspend, or terminate your access to the Services if:
- You are found to have provided false, misleading, or incomplete information regarding your eligibility.
- Your activities or continued use of the Services could pose legal, regulatory, financial, or reputational risks to the Company.
- The Company determines that allowing your access would violate any applicable laws, regulations, or compliance obligations.
By using the Services, you acknowledge that the Company assumes no liability for any restrictions imposed on your access due to legal or regulatory reasons and that you bear full responsibility for compliance with all applicable laws.
4. Use of Services
4.1 License Grant
Subject to your full compliance with these Terms, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Services solely for lawful purposes. This license is provided strictly for your personal or business use in accordance with applicable laws and regulations.
This license does not confer upon you any ownership rights over the Services, including but not limited to:
- Intellectual property rights (such as copyrights, trademarks, patents, or trade secrets)
- Software, source code, or proprietary algorithms used in the Services
- Content, branding, or trademarks associated with the Company
The Company reserves all rights not expressly granted under these Terms, and any unauthorized use of the Services beyond the scope of this license may result in legal action, suspension, or termination of access.
4.2 Prohibited Activities
By using the Services, you agree not to engage in any of the following activities:
4.2.1 Illegal or Fraudulent Conduct
- Participating in any unlawful, fraudulent, or prohibited activities, including but not limited to:
- Money laundering or terrorist financing
- Unauthorized financial transactions or use of the Services to facilitate illicit trades
- Violation of sanctions or regulatory restrictions
4.2.2 Security and Integrity Violations
- Attempting to compromise, interfere with, or disrupt the security, functionality, or integrity of the Services, including but not limited to:
- Hacking, phishing, or exploiting vulnerabilities
- Distributing malware, spyware, ransomware, or viruses
- Engaging in denial-of-service (DoS) or distributed denial-of-service (DDoS) attacks
- Circumventing, disabling, or tampering with security features implemented by the Company or its technology partners
4.2.3 Misuse of the Platform
- Using the Services in a manner that could impair, damage, disable, or overburden the platform, infrastructure, or networks connected to the Company
- Reverse engineering, decompiling, disassembling, or attempting to extract the source code, proprietary algorithms, or technical data of the Services
- Using automated systems, bots, spiders, or scripts to scrape, mine, harvest, or extract data from the platform
- Impersonating any person, entity, or falsely claiming affiliation with any organization
4.2.4 Unethical or Manipulative Behavior
- Engaging in deceptive, manipulative, or fraudulent financial activities, including but not limited to:
- Market manipulation (e.g., front-running, wash trading, pump-and-dump schemes)
- Misrepresentation of transactions or engaging in misleading behavior in blockchain-based financial activities
- Participating in any activity that could harm the reputation, goodwill, or intellectual property rights of the Company
Any attempt to engage in the above prohibited activities will be considered a violation of these Terms and may result in immediate suspension or legal action.
4.3 Enforcement & Termination
The Company reserves the right to actively monitor compliance with these Terms and take enforcement actions against users found in violation.
If you are found to be engaging in prohibited activities, the Company may, at its sole discretion, take any of the following actions without prior notice:
4.3.1 Immediate Suspension or Termination
- Your access to the Services may be temporarily or permanently restricted.
- You may lose access to your account, funds, or digital assets held within the platform.
- Legal Reporting & Compliance Actions
- The Company may report any unlawful or suspicious activity to relevant regulatory authorities, financial regulators, or law enforcement agencies, including but not limited to:
- Financial intelligence units (FIUs)
- Anti-money laundering (AML) enforcement agencies
- Cybercrime and fraud investigation units
- The Company may report any unlawful or suspicious activity to relevant regulatory authorities, financial regulators, or law enforcement agencies, including but not limited to:
- Legal Remedies
- The Company reserves the right to pursue legal action, including but not limited to:
- Seeking monetary damages for losses incurred due to your violations
- Filing for injunctive relief to prevent further misconduct
- The Company reserves the right to pursue legal action, including but not limited to:
You acknowledge that the Company assumes no liability for any restrictions placed on your access to the Services due to enforcement actions taken under this section.
By using the Services, you expressly agree to abide by these Terms and understand that failure to comply may result in severe legal and financial consequences.
5. Intellectual Property
5.1 Ownership
All intellectual property rights related to the Services, including but not limited to:
- Trademarks, trade names, logos, and brand identifiers
- Domain names and website content
- Copyrighted materials, including written, visual, and digital content
- Patents, trade secrets, proprietary software, and algorithms
- Designs, graphics, and user interface elements
- Any other intellectual property, whether registered or unregistered
are the exclusive property of Magpie Markets Limited ("the Company") or its licensors, affiliates, or technology partners. The Company retains full ownership of all proprietary rights associated with the Services, and nothing in these Terms shall be construed as granting you any rights, titles, or interests in or to the Company’s intellectual property except as expressly stated herein.
The Company reserves all rights, whether expressly stated or implied, in its intellectual property and does not transfer any ownership rights to you through your use of the Services.
5.2 Restrictions on Use
Except as expressly permitted by these Terms, you agree not to:
5.2.1 Unauthorized Commercial Use
Use, copy, reproduce, modify, distribute, sell, sublicense, lease, or exploit any part of the Services or its underlying technology for commercial purposes without prior written consent from the Company.
5.2.2 Tampering with Intellectual Property
Alter, remove, or obscure any copyright notices, trademarks, brand identifiers, or proprietary disclaimers associated with the Services.
5.2.3 Reverse Engineering & Unauthorized Access
Reverse engineer, decompile, disassemble, or otherwise attempt to extract the source code, underlying algorithms, or proprietary data of the Services, except as permitted by law.
5.2.4 Trademark & Domain Violations
- Register or attempt to register any trademarks, brand names, domain names, or trade identifiers that are identical or confusingly similar to the Company’s intellectual property.
- Engage in cybersquatting, domain hijacking, or other deceptive branding practices intended to mislead users or infringe upon the Company's trademarks.
Any violation of these restrictions constitutes a material breach of these Terms and may result in immediate legal action by the Company.
5.3 Limited License to Use Content
Subject to your compliance with these Terms, the Company grants you a limited, non-exclusive, revocable, non-transferable, and non-sublicensable license to:
- Access and use the Services and any publicly available content solely for personal, informational, and non-commercial purposes.
- View and interact with publicly available materials without claiming ownership, reproduction, or distribution rights.
This license does not grant you any right to modify, resell, distribute, or create derivative works based on the Services or its content. The license automatically terminates upon any breach of these Terms.
5.4 Enforcement of Rights
The Company reserves all rights not expressly granted under these Terms and will actively enforce its intellectual property rights. Unauthorized use, reproduction, or distribution of the Company’s intellectual property may result in:
- Civil or criminal penalties under applicable intellectual property laws.
- Immediate termination of access to the Services.
- Legal action, including but not limited to claims for monetary damages, injunctive relief, and attorney’s fees.
The Company actively monitors the misuse of its intellectual property and reserves the right to take appropriate legal action against any individual or entity violating these Terms.
6. Risk Disclosure
By accessing and using our Services, you acknowledge, understand, and accept the following risks associated with digital asset transactions and cross-chain swaps:
6.1 Market and Price Volatility
- Digital assets, including cryptocurrencies and tokens, are highly volatile and subject to significant price fluctuations.
- The value of digital assets may be impacted by market sentiment, regulatory actions, liquidity constraints, technological developments, and macroeconomic factors.
- There is no guarantee that any digital asset will maintain its value or that you will be able to sell, trade, or liquidate your assets at a preferred price or at all.
6.2 Technology and Security Risks
- Cross-chain swaps and blockchain-based transactions rely on complex technological infrastructures, which may be susceptible to technical failures, network congestion, software bugs, or vulnerabilities.
- Your transactions may be delayed, suspended, or lost due to smart contract failures, cyberattacks, or protocol malfunctions.
- Unauthorized third parties, including hackers, may attempt to compromise wallets, exchanges, or the broader blockchain network, resulting in a partial or total loss of assets.
6.3 Regulatory and Legal Uncertainty
- The legal and regulatory environment for digital assets is rapidly evolving and varies across jurisdictions.
- Changes in regulations, government policies, or enforcement actions may restrict, limit, or prohibit your ability to use the Services.
- The Company does not guarantee that the Services comply with the laws of your jurisdiction. It is your sole responsibility to determine whether using our Services is legal in your location.
6.4 No Financial, Investment, or Legal Advice
- The Company does not provide financial, investment, tax, or legal advice.
- Any information provided through the Services is for informational purposes only and should not be considered professional advice.
- You should consult qualified professionals before engaging in any digital asset transactions or making investment decisions.
6.5 Assumption of Risk
- You acknowledge and agree that you assume full responsibility for all risks associated with digital asset transactions.
- The Company is not responsible for any financial losses, damages, or adverse outcomes resulting from your use of the Services.
7. Third-Party Services
7.1 Third-Party Links and Integrations
- Our Services may contain links to third-party websites, applications, software, or services ("Third-Party Services") for informational purposes or to facilitate certain functionalities.
- These Third-Party Services are not owned, controlled, or operated by the Company.
- The inclusion of any third-party links does not constitute an endorsement, sponsorship, or recommendation by the Company.
7.2 No Liability for Third-Party Services
- The Company does not assume any responsibility for the accuracy, reliability, security, legality, or policies of any Third-Party Services.
- Your use of Third-Party Services is at your own risk, and you acknowledge that such services may have different terms, privacy policies, and security practices.
- The Company shall not be liable for any losses, damages, or issues arising from your use of Third-Party Services, including but not limited to:
- Financial losses due to fraud, hacks, or operational failures of third-party platforms.
- Security breaches or unauthorized access to your data.
- Misuse of personal or financial information.
7.3 Independent Relationship
- Your interactions, transactions, or agreements with any Third-Party Services are solely between you and the respective third-party provider.
- The Company does not act as an agent, broker, or representative of any Third-Party Service provider.
- You are responsible for reviewing and understanding the terms and policies of any Third-Party Services before engaging with them.
8. Limitation of Liability
8.1 No Liability for Damages
To the maximum extent permitted by applicable law, the Company, its affiliates, officers, directors, employees, agents, and service providers shall not be liable for any of the following types of damages, whether arising in contract, tort (including negligence), strict liability, or otherwise:
- Direct, indirect, incidental, consequential, or special damages arising from or related to your use of the Services.
- Loss of funds, digital assets, profits, revenues, business opportunities, data, goodwill, or reputation, even if the Company has been advised of the possibility of such losses.
- Technical failures, system errors, interruptions, bugs, security breaches, unauthorized access, or service disruptions that may affect the performance or availability of the Services.
8.2 No Liability for Market or Regulatory Risks
The Company shall not be responsible for any losses or damages resulting from:
- The volatility of digital assets or changes in market conditions.
- Changes in applicable laws, regulations, or enforcement actions that may affect the use, trading, or legality of digital assets.
- Cyberattacks, hacks, fraud, or third-party misconduct that may impact your transactions or holdings.
8.3 No Liability for User Actions
You acknowledge that you alone are responsible for:
- Managing your digital assets, private keys, and account credentials. The Company is not liable for any loss of access or security breaches due to negligence, phishing, or unauthorized use.
- Compliance with applicable laws and regulations in your jurisdiction.
8.4 Exclusions May Not Apply
Some jurisdictions do not allow the exclusion or limitation of liability for certain types of damages, so some of the above limitations may not apply to you. However, in such cases, the Company’s liability shall be limited to the maximum extent permitted by law.
9. Indemnification
9.1 Your Obligation to Indemnify
You agree to indemnify, defend, and hold harmless the Company, its affiliates, officers, directors, employees, agents, service providers, and contractors (collectively, the "Indemnified Parties") from and against any and all claims, liabilities, damages, losses, costs, and expenses, including but not limited to reasonable legal fees, that arise from or relate to:
- Your use or misuse of the Services.
- Your violation of these Terms or any applicable laws or regulations.
- Your infringement of any third-party rights, including but not limited to intellectual property rights or privacy rights.
- Any unauthorized, fraudulent, or illegal activity conducted using your account or wallet.
9.2 Defense and Control
The Company reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you. In such cases, you agree to cooperate fully with the Company’s legal counsel in defending such claims.
9.3 Survival of Indemnification
This indemnification obligation shall survive the termination of these Terms and your use of the Services.
10. Amendments and Modifications
10.1 Right to Modify
The Company reserves the sole and absolute right to amend, modify, or update these Terms at any time, at its discretion. Any changes may be made in response to:
- Changes in laws or regulations affecting the Services.
- Updates to our business operations, technology, or security practices.
- Enhancements or modifications to the features and functionality of the Services.
- Any other reason deemed necessary by the Company.
10.2 Notification of Changes
Modifications to these Terms will be posted on our website and will become effective immediately unless otherwise specified. The Company may, at its discretion, notify users of significant changes via email, announcements, or other communication channels, but it is your responsibility to periodically review these Terms for updates.
10.3 Acceptance of Changes
Your continued use of the Services after any amendments or modifications constitute your acceptance of the updated Terms. If you do not agree with any revised Terms, you must discontinue use of the Services immediately.
11. Termination
11.1 Right to Terminate
The Company reserves the right to suspend, restrict, or terminate your access to the Services at any time, without prior notice or liability, if:
- You violate any provision of these Terms.
- You engage in any fraudulent, unlawful, or harmful activities.
- Your use of the Services poses a risk to the Company, its users, or third parties.
- The Company is required to do so by applicable laws, regulations, or regulatory authorities.
- There are technical, security, or operational reasons necessitating termination.
11.2 Effect of Termination
Upon termination:
- Your right to access and use the Services will cease immediately.
- Any outstanding obligations or liabilities incurred prior to termination shall survive.
- The Company shall not be liable to you or any third party for termination of access.
11.3 User-Initiated Termination
You may choose to discontinue use of the Services at any time by ceasing access and deleting any associated accounts or credentials. However, termination does not relieve you of any obligations or liabilities incurred before termination.
12. Governing Law & Jurisdiction
12.1 Governing Law
These Terms shall be governed by, interpreted, and enforced in accordance with the laws of the British Virgin Islands (BVI), without regard to conflicts of law principles that would result in the application of any other jurisdiction’s laws.
12.2 Dispute Resolution & Jurisdiction
Any dispute, claim, or controversy arising out of or relating to these Terms, including their existence, validity, interpretation, breach, or termination, shall be subject to the exclusive jurisdiction of the courts of the British Virgin Islands.
By using the Services, you irrevocably:
- Submit to the jurisdiction of the BVI courts.
- Waive any objections to proceedings being brought in the BVI on grounds of inconvenient forum or other similar doctrines.
- Acknowledge that all claims shall be resolved in accordance with BVI laws.