Smart Hedgers —

1. Acceptance of Terms

By accessing or using the Smart Hedgers platform ("Platform"), including our website, mobile applications, APIs, and related services (collectively, the "Services"), you ("User," "you," or "your") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you must not access or use the Services.

These Terms constitute a legally binding agreement between you and Smart Hedgers, Inc. ("Smart Hedgers," "we," "us," or "our"), a Delaware corporation with its principal place of business at 548 Market St, Suite 35410, San Francisco, CA 94104, USA.

If you are using the Services on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms.

Read carefully

These Terms contain important provisions, including limitations of liability, a mandatory arbitration clause, and a class action waiver. Please read them carefully before using the Services.

2. Eligibility

You must meet all of the following requirements to use the Services:

Be at least 18 years of age (or the age of majority in your jurisdiction, if higher)
Have the legal capacity to enter into binding contracts
Not be a resident of, or located in, a jurisdiction where the Services are prohibited by law
Not be subject to sanctions administered by the U.S. Office of Foreign Assets Control (OFAC) or equivalent authority
Complete all required identity verification (KYC) procedures

3. Accounts & Security

Account Creation

To access certain features of the Services, you must create an account. You agree to provide accurate, current, and complete information during registration and to update such information as necessary.

Account Security

You are solely responsible for:

Maintaining the confidentiality of your account credentials (password, API keys, 2FA codes)
All activities that occur under your account
Enabling and properly configuring two-factor authentication (2FA)
Notifying us immediately of any unauthorized access or suspected security breach

API Keys

If you generate API keys, you are responsible for keeping them secure. API keys provide programmatic access to your account and must be treated with the same level of security as your password. We will never ask for your API keys via email or support channels.

Shared responsibility

While we implement industry-standard security measures, account security is a shared responsibility. Losses resulting from compromised credentials due to your negligence may not be recoverable.

4. Services

Smart Hedgers provides a platform for trading, holding, and managing digital assets. The Services include, but are not limited to:

Spot trading of supported cryptocurrencies
Futures and derivatives trading (where available)
Staking and yield-generating products
Custody and wallet services
API access for algorithmic trading
Portfolio management and analytics tools
Market data and charting

No Investment Advice

The Services are provided on an "as-is" basis for informational and transactional purposes only. Nothing on the Platform constitutes investment advice, financial advice, trading advice, or any other sort of advice. You should not treat any content on the Platform as such.

Service Availability

We strive to maintain 99.99% uptime but do not guarantee uninterrupted service. The Services may be temporarily unavailable due to maintenance, upgrades, network issues, or circumstances beyond our control. We will provide advance notice of planned maintenance when feasible.

5. Trading & Transactions

Order Execution

All trades are executed on our matching engine at the best available price at the time of execution. We do not guarantee that orders will be filled at any specific price, particularly in volatile markets.

Irreversible Transactions

Cryptocurrency transactions are generally irreversible. Once a transaction is confirmed on the blockchain, it cannot be reversed. You are solely responsible for verifying transaction details (addresses, amounts, networks) before confirming.

Market Conditions

Digital asset markets operate 24/7 and are subject to extreme volatility. Prices can change rapidly and significantly. You acknowledge that:

Past performance is not indicative of future results
You may lose some or all of your invested capital
Liquidity may vary across markets and time periods
Slippage may occur, particularly for large orders

Settlement

Spot trades settle immediately upon execution. Futures and derivatives settle according to the terms of the specific contract. Withdrawal processing times are outlined in our Deposit & Withdrawal Policy.

6. Fees & Charges

We charge fees for certain Services as disclosed on our fee schedule, available in your account dashboard. Fees may include:

Trading fees (maker/taker model)
Withdrawal fees (to cover network costs)
Staking service fees
API usage fees (for high-volume institutional access)

Fee Changes

We may modify fees at any time with at least 14 days' advance notice posted on the Platform. Continued use of the Services after the effective date constitutes acceptance of the new fees.

Taxes

You are solely responsible for determining and paying any taxes applicable to your use of the Services, including but not limited to income tax, capital gains tax, value-added tax, and sales tax. Smart Hedgers does not provide tax advice.

7. Risk Disclosures

Digital asset trading involves substantial risk. You should carefully consider whether trading digital assets is suitable for you in light of your financial condition, trading experience, and risk tolerance.

Key Risks Include:

Volatility risk: Digital asset prices can fluctuate dramatically in short periods
Regulatory risk: Changes in laws or regulations may affect the availability or value of digital assets
Technology risk: Software bugs, network failures, or cyberattacks may result in loss of funds
Liquidity risk: You may not be able to sell digital assets at your desired price or time
Custody risk: While we employ robust security measures, no system is completely immune to breaches
Counterparty risk: Third-party integrations (e.g., DeFi protocols) carry their own risks

Only invest what you can afford to lose

You should not invest money that you cannot afford to lose. Digital assets are speculative and high-risk. If you are unsure about the risks, seek independent financial advice before using the Services.

8. Prohibited Activities

You agree not to engage in any of the following activities:

Using the Services for money laundering, terrorist financing, or any illegal activity
Depositing funds from mixing services, tumblers, or darknet markets
Attempting to manipulate markets (wash trading, spoofing, layering)
Using the Services to evade sanctions or export controls
Reverse engineering, decompiling, or disassembling any part of the Platform
Interfering with or disrupting the Services or servers
Creating multiple accounts to circumvent limits or restrictions
Using automated systems in violation of our API terms
Impersonating any person or entity, or misrepresenting your affiliation
Sharing your account credentials with third parties

We reserve the right to suspend or terminate accounts that engage in prohibited activities, and to report suspicious activity to relevant authorities.

9. Intellectual Property

The Platform and its content, features, and functionality are owned by Smart Hedgers and are protected by international copyright, trademark, patent, trade secret, and other intellectual property laws.

License

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for your personal, non-commercial use, subject to these Terms.

Restrictions

You may not copy, modify, distribute, sell, or lease any part of the Platform, nor may you reverse engineer or attempt to extract the source code. You may not remove any proprietary notices or labels.

Feedback

Any feedback, suggestions, or ideas you provide to us become our property and may be used without restriction or compensation to you.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL QRYPTIVO, ITS AFFILIATES, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

Your access to or use of (or inability to access or use) the Services
Any conduct or content of any third party on the Services
Any content obtained from the Services
Unauthorized access, use, or alteration of your transmissions or content
Losses due to market volatility, network congestion, or blockchain failures

Our total liability for any claim arising out of or relating to these Terms or the Services shall not exceed the greater of (a) the amount of fees you paid to us in the 12 months preceding the claim, or (b) $100 USD.

Some jurisdictions do not allow

Certain limitations on liability or exclusions of implied warranties. In such jurisdictions, some of the above limitations may not apply to you.

11. Indemnification

You agree to defend, indemnify, and hold harmless Smart Hedgers, its affiliates, officers, directors, employees, and agents from and against any claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney's fees) arising from:

Your use of and access to the Services
Your violation of any term of these Terms
Your violation of any third-party right, including without limitation any intellectual property right, privacy right, or publicity right
Any claim that your content caused damage to a third party

12. Termination

By You

You may terminate these Terms at any time by closing your account and discontinuing use of the Services.

By Us

We may suspend or terminate your access to the Services immediately, without prior notice or liability, for any reason, including without limitation if you breach these Terms.

Effect of Termination

Upon termination:

Your right to use the Services will immediately cease
All provisions of these Terms which by their nature should survive termination shall survive
You remain responsible for any outstanding fees or obligations
We will process withdrawal requests for your remaining balance in accordance with our standard procedures

13. Dispute Resolution

Informal Resolution

Before initiating any formal dispute resolution process, you agree to attempt to resolve the dispute informally by contacting us at legal@smarthedgers.com. We will attempt to resolve the dispute within 60 days.

Binding Arbitration

If informal resolution fails, any dispute arising out of or relating to these Terms or the Services shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall take place in San Francisco, California.

Class action waiver

YOU AGREE THAT ANY ARBITRATION SHALL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ARBITRATION, CLASS ACTION, OR ANY OTHER REPRESENTATIVE PROCEEDING. YOU WAIVE THE RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

Exceptions

The arbitration requirement does not apply to disputes where either party seeks injunctive relief for intellectual property infringement or violations of computer fraud laws.

14. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, USA, without regard to its conflict of law provisions. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

15. Modifications

We reserve the right to modify these Terms at any time. We will provide notice of material changes at least 30 days before they take effect by posting the updated Terms on the Platform and updating the "Effective Date" at the top of this page.

Your continued use of the Services after the effective date of any modification constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Services.

16. Contact

If you have any questions about these Terms, please contact us:

Email: legal@smarthedgers.com
Mail: Smart Hedgers, Inc.,
Support: support@smarthedgers.com

For legal notices and service of process, please contact our registered agent at the address above.