Terms & Conditions
These terms of use (“Terms”) are entered into between Fungi Project S.L, a company established under the laws of Spain and domiciled in Madrid, Spain (“Fungi Project S.L,” “we,” or “us”), and the users (“User,” “you,” or “your”).
The following Terms, together with any documents incorporated by reference herein, govern your access to the machine learning software and algorithms (“Agent Logic Software” or “Agent”) for your automated smart contract applications (“Smart Accounts”) that interact with decentralized finance (DeFi) protocols and the use of our user interface (“Mushy UI”) for the Agent.
By accessing or using the Agent Logic Software and the Mushy UI (including any updates or upgrades, “Updates”), you agree to be bound by the terms and conditions set forth below. We reserve the right to modify these Terms at any time at our sole discretion. In such a case, we will provide notice by updating the “last updated” date above. By continuing to access or use the Agent Logic Software and/or the Mushy UI, you confirm that you accept these updated Terms and all documents incorporated therein by reference. If you do not agree with these Terms, please immediately cease all use of the Agent Logic Software and the Mushy UI.
Other terms outside of these Terms may apply to you (vis-à-vis the respective third parties) if you use and access other websites linked on the Mushy UI. Such other terms apply separately or in addition to these Terms (vis-à-vis the respective third parties). The same applies for user interfaces and agent logic software offered by third parties. We are not responsible or liable for any aspect of, nor any damages arising out of or related to, any products or services provided by third parties.
The accuracy, completeness, or usefulness of information presented on our Mushy UI is not guaranteed, and we disclaim any liability and warranty with respect thereto.
1. Eligibility and Restricted Jurisdictions
By accessing or using the Agent Logic Software and the Mushy UI, you represent and warrant that you:
have the right, authority, and legal capacity to accept these Terms and that you are of the legal majority age in your country or jurisdiction of residence;
will not access and/or use the Agent Logic Software and the Mushy UI if the laws of your countries of residency and/or citizenship prohibit you from doing so in accordance with these Terms;
are not subject to personal sanctions issued by the United Nations, the United States, the European Union, or any other applicable authority;
only access or use the Agent Logic Software and the Mushy UI for your own personal use; and
are not accessing or using the Agent Logic Software and the Mushy UI from any jurisdiction where such access or use is prohibited by applicable law or regulation (“Restricted Jurisdictions”).
We reserve the right to technically restrict access to the Agent Logic Software and the Mushy UI, including the content provided on the Mushy UI, based on your geographical location.
2. Agent Logic Software
2.1 Overview
The use of the Agent Logic Software enables you to automate the execution of your trading strategies (“Strategies”) in relation to third-party DeFi protocols (“DeFi Protocols”) by enabling your Smart Accounts (as defined in Section 3) to query and process data generated by the Agent Logic Software.
2.2 Agent Logic Software and Strategies
The Agent Logic Software is an off-chain software that generates data and standardized transaction messages (“Sign Requests”) in relation to the Strategies. Sign Requests are sent to the connected Smart Accounts for signature and execution (see Section 8). The Sign Requests are generated in accordance with the pre-defined Strategies in relation to the DeFi Protocols accepted by you.
By using the Agent Logic Software, you understand and accept that we make no representations, warranties, or covenants with respect to the quality, purpose, result, or performance of any Sign Requests and/or data generated by the Agent Logic Software.
3. Smart Accounts
3.1 Overview
Smart Accounts are smart contracts that sign and trigger the execution of the Sign Requests. The Smart Accounts are deployed and controlled by your external owned account (“EOA” or “Wallet”) and are able to access, hold, and interact with your digital assets associated with your EOA within your defined permissions (“Permissions”) by using session keys (“Session Keys”) generated by your EOA. Session Keys enable the Smart Accounts to sign Sign Requests in an automated manner, thereby triggering the execution of on-chain transactions. You acknowledge and understand that transactions signed by your Smart Accounts are executed on the underlying blockchain networks without our involvement. We do not execute transactions on your behalf, do not control the execution of transactions initiated by you, and assume no liability regarding such transactions.
The Smart Accounts and the Session Keys remain under the control of your EOA at all times, and you may redefine or revoke Permissions at any time.
3.2 Smart Accounts and DeFi Protocols not Operated by Fungi Project S.L
Neither the Smart Accounts nor the DeFi Protocols are controlled or operated by us. We do not act as an administrator or operator of the DeFi Protocols, Smart Accounts, or Session Keys, and we do not have access to the digital assets that are held in your EOA, Smart Accounts, or in the smart contracts of the DeFi Protocols.
You understand and acknowledge that when your Smart Account signs a Sign Request (e.g., providing liquidity, swapping, or depositing digital assets on DeFi Protocols), you are not interacting with us, but directly with the DeFi Protocols. Furthermore, we do not store, send, or support you in the transfer of your digital assets when your Smart Account is signing Sign Requests.
We do not assume any responsibility or liability for the functioning or operation of the Smart Accounts or the DeFi Protocols, their individual components, or your digital assets.
We make no representations, warranties, or covenants regarding the Smart Accounts, DeFi Protocols, or any related implementations and/or components, including, but not limited to, technical properties, characteristics, performance, or suitability for any particular purpose.
4. Use of Agent Logic Software and the Mushy UI
4.1 Right of Use
Subject to your compliance with these Terms, and for the duration set forth herein, we grant you a personal, limited, non-exclusive, non-transferable, and non-assignable right to access and use the Agent Logic Software through the Mushy UI (including any Updates, see Section 5 below) solely for the Designated Purpose described in Section 4.2.
4.2 Designated Purpose
You have the right to use the Agent Logic Software through the Mushy UI solely for the purpose of deploying and using your own Smart Account (“Designated Purpose”).
4.3 Agent Fees
Access to the Mushy UI is free of charge. By using the Agent Logic Software, you may be required to pay a usage fee (“Agent Fee”). The specific fee model may vary depending on the particular Agent Logic Software used and the chosen Strategies. The applicable Agent Fees will be visible on the Mushy UI.
By accessing the Mushy UI and using the Agent Logic Software, you acknowledge and agree that the Agent Fee is non-refundable under any circumstances.
4.4 Restrictions
You must not access or use the Agent Logic Software or the Mushy UI except as permitted under these Terms (in particular, but not limited to, the Designated Purpose). You must not do or authorize the commission of any act that would or might invalidate or be inconsistent with Fungi Project S.L’s intellectual property rights in the Agent Logic Software or the Mushy UI. Without limiting the foregoing, you agree and acknowledge that you shall not and shall not permit any person to:
resell, assign, transfer, distribute, or provide others with access to the Agent Logic Software or the Mushy UI;
“frame,” “mirror,” or serve the Agent Logic Software or the Mushy UI on any web server or other computer server over the internet or any other network;
copy, alter, modify, create derivative works from, reproduce, resell, transfer to a third party, reverse assemble, reverse engineer, reverse compile, or enhance the Agent Logic Software or the Mushy UI;
alter, remove, or tamper with any trademarks, patent or copyright notices, or any confidentiality legend or notice, or any numbers, or other means of identification used on or in relation to the Agent Logic Software or the Mushy UI.
5. Updates and Upgrades
We may update or upgrade the Agent Logic Software and/or the Mushy UI at any time, at our sole discretion (“Updates”). Updates may involve improvements or enhancements of the current versions, as well as adding new or discontinuing current features.
We will notify you before the implementation of an Update (by pop-up or another notice method we deem appropriate) along with information regarding the particular Update. Implementation of any Update is subject to your prior consent. If you choose not to consent to an Update, you may continue using the current version, albeit without the new features or enhancements.
It is your responsibility to keep your hardware and any necessary software updated to ensure compatibility with the Agent Logic Software and the Mushy UI.
6. User Responsibilities, Acknowledgements, and Obligations
The responsibility for the use of the Agent Logic Software and the Mushy UI rests entirely with you. You must ensure compliance with all applicable laws and regulations.
You are responsible for the selection, use, and maintenance of the computer systems on which you access the Agent Logic Software through the Mushy UI, as well as any additional programs, data systems, and related services.
You acknowledge and understand that you may stop using or accessing the Agent Logic Software and the Mushy UI at any time.
You acknowledge and understand that you may only access the Agent Logic Software through the Mushy UI. We will not share any software code with you.
You acknowledge and agree that you are responsible for all users who use the Mushy UI and the Agent Logic Software in the context of the usage rights granted under these Terms.
You must not use the Smart Account, the Agent Logic Software, or the Mushy UI in any way that is in breach of any applicable statute, regulation, law, or legal right of any person.
You must not introduce malicious programs into the Agent Logic Software or the Mushy UI.
7. Intellectual Property Rights
You are only entitled to the rights of use defined in these Terms. All other rights, in particular intellectual property rights (such as copyrights, trademarks, designs, patents—whether registered or unregistered) and all other rights not expressly granted to you hereunder (in particular, regarding the Mushy UI and the Agent Logic Software), remain exclusively with Fungi Project S.L. The Agent Logic Software and the Mushy UI contain information, ideas, concepts, and processes, especially concerning data processing for particular applications, which are the sole property of Fungi Project S.L.
You shall use the Agent Logic Software solely for the Designated Purpose and shall not, except with our prior written consent, provide access to or otherwise make the Agent Logic Software or the underlying source available to any third parties, whether in whole or in part.
8. Access to the Mushy UI: Connecting Your EOA to the Mushy UI and Smart Accounts
To deploy and interact with your Smart Accounts via the Mushy UI, you must first connect one of the third-party EOA options listed under the “Connect” tab to the Mushy UI. EOAs store and manage private keys to blockchain addresses that were created with the wallet or manually imported. Since these EOAs store private keys required to sign on-chain transactions, they can be used to execute transactions and broadcast them to the relevant blockchain networks.
When you connect your EOA, the Mushy UI will prompt you to deploy Smart Accounts. During this process, you can define the Permissions and your EOA will generate Session Keys. You can modify these Permissions at any time in the settings of your EOA or via the Mushy UI. Note that you can only interact with Smart Accounts that are both managed by your EOA and connected to the Mushy UI.
The EOAs are subject to the terms and conditions of their respective providers. We have no control over the blockchain addresses that your EOA manages and connects to the Mushy UI, nor do we have access to any assets held therein. You bear full responsibility for the security of your EOA, Smart Accounts, Session Keys, as well as any associated private keys and passwords. We assume no responsibility for the connected EOA, regardless of whether they are used to effectuate transactions, and we shall not be liable for any damages arising out of or related to your use of the EOA or any inability to connect or use the EOA and/or Smart Accounts to execute transactions.
When interacting with the Smart Accounts and DeFi Protocols, you may be subject to the following fees (“Blockchain Fees”):
Gas Fees: All interactions with the underlying blockchain networks require network transaction fees (“Gas Fees”), which are paid to the validators of the underlying networks. The Gas Fee required depends on overall activity on the network and is entirely outside our control.
DeFi Protocol Fees: You may be required to pay fees (“DeFi Protocol Fees”) for interactions with DeFi Protocols. These fees are entirely outside our control.
By interacting with your Smart Accounts through the Mushy UI and using the Agent Logic Software for generating Sign Requests, you acknowledge and agree that Blockchain Fees are non-refundable under any circumstances. You also understand and accept that the Blockchain Fees needed to execute transactions depend on factors beyond our control.
9. Term and Termination
These Terms enter into force upon your initial use of the Agent Logic Software and/or access to the Mushy UI and remain effective for an indefinite period (“Term”), unless terminated as follows:
Our right to terminate: We may terminate these Terms at any time with immediate effect (without prior notice).
Your right to terminate: You may terminate these Terms at any time with immediate effect (without prior notice) by revoking the Permissions of your Smart Accounts.
If we terminate these Terms, we may immediately discontinue your access to and use of the Agent Logic Software and the Mushy UI without prior notice. In such a case, you will no longer be able to use the Agent Logic Software, and you will not be liable for further Agent Fees. You shall have no claim against us in the event of termination.
10. Risks
By accessing or using the Mushy UI, the Agent Logic Software, and/or interacting with your Smart Accounts, you understand and accept the risks associated with the Agent Logic Software, the Mushy UI, and Smart Accounts. These risks include, but are not limited to:
We do not control the public blockchains with which you interact, nor any smart contracts or protocols (including Smart Accounts, EOA, and DeFi Protocols) integral to your ability to complete transactions on these public blockchains. Transactions on public blockchains may be irreversible, and losses resulting from fraudulent or accidental transactions may not be recoverable.
You acknowledge and accept that we do not control any output generated by the Agent Logic Software (including Sign Requests) nor the subsequent transactions executed by your Smart Accounts, and that we make no representations, warranties, or covenants regarding their quality, purpose, result, or performance.
We reserve the right to stop the Agent Logic Software and/or the Mushy UI at any time for any reason, at our sole discretion (see Section 9).
11. General Disclaimers and Disclaimed Warranty
We do not guarantee that the Agent Logic Software or the Mushy UI (including but not limited to its components, Sign Requests, and Strategies) is free of defects, errors, bugs, or security vulnerabilities, nor that it will be available at all times. Access and use of the Agent Logic Software, the Mushy UI, and the Smart Accounts are at your own risk. We make no assurance that any features or functionalities of the Agent Logic Software or the Mushy UI will satisfy your requirements or provide any particular results, nor meet specific security, performance, or reliability standards. The Agent Logic Software and the Mushy UI are provided on an “as is” and “as available” basis. We expressly disclaim all warranties or conditions of any kind, express or implied. The Agent Logic Software and the Mushy UI may contain bugs, defects, or errors, and we may discontinue their development at any time for any reason—regulatory, commercial, or otherwise—at our sole discretion.
12. Limitation of Liability
Our liability is limited to direct damages arising out of intentional or grossly negligent acts. To the maximum extent permitted by applicable law, we exclude any liability for indirect or consequential damages, including loss of profit, and for damages resulting from negligence. We assume no responsibility for use of the Mushy UI, the Agent Logic Software, or the Smart Accounts, nor for any interactions arising from their use, and we shall not be liable for any damages arising out of or related to your access or use of these.
13. Indemnification
You agree to indemnify and hold us harmless against all liabilities, damages, costs, expenses, and claims (including third-party claims) arising out of or in connection with your breach of these Terms, including but not limited to your obligations and warranties set forth in Section 6.
14. Personal Data
For information about how personal data is handled, please refer to our privacy policy at [link].
15. Miscellaneous
15.1 User Feedback
We appreciate feedback on the Agent Logic Software and the Mushy UI. If you provide feedback, you agree that we are free to use it and may permit others to use it, without restriction or compensation to you.
15.2 Taxes
You bear sole responsibility for assessing and complying with all applicable tax obligations arising from your use of the Agent Logic Software, Smart Accounts, and any features offered therein. If any taxes, fees, or charges are levied in connection with these activities, you are responsible for bearing and paying them. You agree to comply with all applicable tax laws and to indemnify and hold us harmless from any liability arising from non-compliance with such laws.
The Agent Fees mentioned in Section 4.3 exclude any applicable value-added tax (VAT). Any decision on whether VAT is due for such payments, and whether VAT is added to the corresponding Agent Fee, is at the discretion of the relevant authority or party levying the Agent Fees.
15.3 No Assignment
You shall not assign, transfer, or otherwise deal with all or any of your rights or obligations under these Terms without our prior written consent.
15.4 Entire Agreement and Severability
These Terms contain the entire agreement between you and us regarding the subject matter herein and supersede all prior understandings and agreements, whether written or oral. If any provision of these Terms is deemed invalid, illegal, or unenforceable in any jurisdiction, that shall not affect any other provision or render that provision invalid or unenforceable in any other jurisdiction. Upon such determination, these Terms shall be modified to effectuate the parties’ original intent as closely as possible.
15.5 Governing Law and Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of Spain, without reference to its conflict of law rules. The application of the United Nations Convention on Contracts for the International Sale of Goods is excluded. Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the competent courts of Madrid, Spain.
15.6 Class Action Waiver
To the fullest extent permitted by applicable law, you waive your right to participate in a class-action lawsuit or class-wide arbitration against us or any individual or entity involved in providing or operating the Agent Logic Software, the Mushy UI, and the Smart Accounts.
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