-
- Last updated: September 2024
-
-
- These Terms of Use (the "Terms") govern your access to{' '}
-
- https://cow.fi/
- {' '}
- (the "Website") and use of any products offered or provided through the Website (collectively,
- the "Products"). The Website and Products are provided to you by CoW DAO ("we",
- "our", or "us").
-
-
- CoW DAO is a collective managed by community members across various Ethereum Virtual Machine (EVM)
- compatible blockchains. These blockchains may include, but are not limited to, well-established networks
- such as Ethereum and Gnosis Chain and emerging solutions within Ethereum layer 2 solutions. The
- management of CoW DAO is in accordance with its participation agreement. For any inquiries or to
- establish contact with CoW DAO, please use the forum at{' '}
-
- https://forum.cow.fi/
-
- .
-
- The Products covered by these terms include but are not limited to:
-
- -
-
The Interface; and
-
- -
-
The Forum
-
-
- Important prior warnings
- Financial risks
-
- Interacting with the Interface such as submitting orders to exchange compatible tokens involves
- significant risks of loss. You could lose all or more of your capital.
-
-
- The tokens’ value is highly volatile causing price fluctuations, as auctions typically run for some time
- and trades are not executed instantly.
-
-
- Please carefully consider your investment objectives, risk tolerance, and experience before engaging in
- any trading activities. This is not financial advice, and you should always consult with a qualified
- financial professional before making any investment decisions.
-
- Beware of scammers
-
- We will never contact you first, never ask you for a password, private keys, seed phrase, nor ask you to
- connect your wallet to a third-party decentralized application.
-
- Technical understanding
-
- Cryptographic assets are described in technical language requiring a comprehensive understanding of
- computer science and mathematics to appreciate the inherent risks.
-
-
- Transactions on public blockchains are publicly accessible
-
-
- Please be aware that all transactions on public blockchains are permanently recorded and publicly
- accessible. This means anyone can view the details of your transactions, including the amount, sender,
- and receiver addresses. While this transparency offers benefits like security and trust, it also means
- your privacy is not guaranteed. If you require anonymity or confidentiality for your transactions,
- please consider using a different platform.
-
-
- Transactions on public blockchains are immutable and irreversible
-
-
- Transactions on public blockchains are generally immutable and irreversible. Any transaction thereon is
- therefore irrevocable and final as soon as it is settled thereon. In the event that you send your tokens
- to sell to any other destination other than the Protocol smart contracts, such tokens may not be
- returned. We assume no responsibility and shall have no obligation to you if this occurs, including but
- not limited to any responsibility to recover, or assist to recover, any such tokens.
-
-
- Please read these Terms carefully before using the Website or the Products.
-
- Acceptance of these Terms
-
- By accessing the Website and/or by using our Products, you confirm that you accept these Terms and agree
- to comply with them. If you do not agree, you must not use the Products and leave the Website. If you
- think that there is an error in these Terms, please contact us at{' '}
-
- legal@cow.fi
-
- .
-
-
- You are also responsible for ensuring that all persons who access the Website or the Products through
- your internet connection or device are aware of these Terms and that they comply with them.
-
-
- We may terminate or suspend your access to the Website or the Products immediately, without prior notice
- or liability, if you breach any clause of the Terms. Upon termination of your access, your right to
- access the website or use the Products will immediately cease.
-
- Change of these Terms
-
- We may amend these Terms at our sole discretion. We regularly do so. Every time you wish to access the
- Website or use the Products, please check these Terms to ensure you understand the terms that apply at
- that time.
-
- CoW Protocol
-
- CoW Protocol (the "Protocol") is a decentralized protocol owned and operated by CoW DAO that
- allows users to trade certain digital assets.
-
-
- CoW Protocol is a set of smart contracts that applies batch auction mechanisms to allow peer-to-peer
- trades on well-established networks such as Ethereum and Gnosis Chain and emerging solutions within
- Ethereum layer 2 solutions. CoW DAO is not custodian or counterparty to any transactions executed by you
- on the Protocol. We do not support any other service, particularly we do not provide any order matching,
- guaranteed prices, or similar exchange or trading platform services.
-
-
- Please consult our{' '}
-
- documentation
- {' '}
- for more information on CoW Protocol.
-
- The Interface
-
-
- https://swap.cow.fi
- {' '}
- is a web-hosted user interface (the "Interface") providing access to CoW Protocol. You may
- submit orders into the Interface and exchange compatible tokens using the unique features of the
- Protocol.
-
-
- Please consult our{' '}
-
- documentation
- {' '}
- for more information on our Interface.
-
-
- The features of the Interface can also be accessed through third parties’ websites integrating our
- widget (the "Widget").
-
-
- Please consult our{' '}
-
- documentation
- {' '}
- for more information on our Widget.
-
- Restricted use of the Interface
-
- To use the Interface, you must be legally capable of entering into a contract. Therefore, you confirm
- that you are of legal age in your jurisdiction and have the full rights, powers, and authority to enter
- into and abide by these Terms on your own behalf and on behalf of any company, legal entity or any other
- undertaking for which you may access or use the Interface.
-
-
-
- Furthermore, you confirm that you are not (a) subject to economic or trade sanctions imposed by any
- government agency or listed on any prohibited or restricted party list or (b) a citizen, resident, or
- organisation located in a jurisdiction subject to comprehensive economic sanctions by, without being
- limited to the United Nations, the European Union and its Member States, the United States and the
- United Kingdom.
-
-
-
- Finally, you confirm that your use of the Interface will fully comply with all applicable laws and
- regulations, and you will not use the Interface to conduct, promote, or facilitate any illegal
- activities.
-
- Use of the Interface
-
- By using the Interface, you understand that you are not buying or selling digital assets from CoW DAO.
-
-
- You are responsible for ensuring that all persons who access or use the Interface through your device or
- internet connection are aware of these Terms, and that they comply with them.
-
-
- You may have been recommended to the Interface by a third party. We shall not be liable for any
- agreement or terms that may exist between you and the respective third party.
-
- Requirements to Use the Interface
-
- To use the Interface, you must employ a non-custodial wallet application, enabling interaction with EVM
- compatible public blockchains. Your connection with the non-custodial wallet provider is governed by the
- applicable service terms of such a third-party wallet provider. We do not hold custody of your
- wallet's contents and are unable to recover or transfer such content. By connecting your wallet to
- our Interface, you agree to be bound by these Terms and all of the terms incorporated herein by
- reference.
-
-
- For more details on how to use the Interface please refer to our{' '}
-
- "FAQ"
-
- .
-
- Fees
- Protocol fee
-
- The user may incur a fee at protocol level, which - if technically possible - is shown to the user on
- the Interface when the user places their trade intent. Such a fee is designed in accordance with the
- specific features of the protocol.
-
-
-
- Third-party integrators can embed the Interface on their own website using the Widget may charge an
- additional service fee to the user of the Widget on their website. The user acknowledges that such a
- service fee is not charged by us but exclusively by the third-party integrator.
-
-
- The user of the Widget understands and agrees that we are not responsible for such a fee and that it is
- the sole responsibility of the user of the Widget to carefully review the terms and conditions provided
- by the third-party integrator before using Widget.
-
- Interface Changes, Updates and Withdrawal
-
- We may update and change the Interface from time to time. We do not guarantee that the Interface will
- always be available or be uninterrupted or be free of charge.
-
-
- We reserve the right to suspend or withdraw or restrict the availability of all or any part of the
- Interface for whatever reasons.
-
- Non-Custody and Wallet Security
-
- The Interface operates as a non-custodial application, which implies that we, at no point in time,
- assume custody, ownership, or control over your digital assets.
-
-
- This further underscores your unequivocal responsibility for safeguarding the cryptographic private keys
- associated with your digital asset wallets. Under no circumstances should you disclose your wallet
- credentials or seed phrase to any third party. We disclaim any responsibility or liability whatsoever in
- connection with your utilization of a wallet, and we make no representations or warranties regarding the
- compatibility of the Interface with any particular wallet. Likewise, accountability for any associated
- wallet rests solely with you, and we shall not be held responsible for any actions or omissions
- undertaken by you in relation to or as a consequence of your wallet being compromised.
-
- No Fiduciary Duty
-
- To the fullest extent permitted by law, you acknowledge and agree that we owe no fiduciary duties or
- liabilities to you or any other party, and that to the extent any such duties or liabilities may exist
- at law or in equity, those duties and liabilities are hereby irrevocably disclaimed, waived, and
- eliminated. You further agree that the only duties and obligations that we owe you are those set out
- expressly in these Terms.
-
- Tax Responsibility
-
- You are solely responsible to determine if your use of the Interface has tax implications for you. By
- using the Interface you agree not to hold us liable for any tax liability you incur arising out of or
- associated with your usage of the Interface or any other action or transaction related thereto.
-
- The Forum
-
-
- https://forum.cow.fi (the "Forum") is a moderated online forum for discussing CoW Protocol and
- partially exercising COW Protocol's governance process.
-
-
- You may access and use the Forum only for lawful purposes and in compliance with these Terms of Use.
-
- Registration and Account Security
-
- In order to use the Forum Name, you may be required to register for an account. You must provide
- accurate and complete information when registering and you are responsible for keeping your account
- information up-to-date and secure. You agree not to share your account information with anyone else.
-
- Acceptable Use
-
- You agree not to post any content that is unlawful, harmful, threatening, abusive, harassing,
- defamatory, vulgar, obscene, invasive of another's privacy, or otherwise promoting illegal or
- harmful activities.
-
-
- You will not impersonate any person or entity or falsely state or otherwise misrepresent your
- affiliation with a person or entity.
-
-
- You will not post advertisements or solicitations of business without explicit permission from the forum
- administrators.
-
-
- You agree to respect the copyright and intellectual property rights of others. You may not post any
- content that infringes on the copyright or other intellectual property rights of others.
-
- User Conduct
- You agree to be respectful of other users of the Forum. You agree not to:
-
- -
-
Harass or bully other users;
-
- -
-
Engage in personal attacks or insults;
-
- -
-
Spam or post irrelevant content;
-
- -
-
Create multiple accounts for the purpose of disrupting or manipulating the forum;
-
- -
-
Violate the privacy of other users.
-
-
- Content Ownership and Responsibility
-
- You retain all ownership rights to the content you post on the forum. However, by posting content, you
- grant the forum a non-exclusive, royalty-free license to use, reproduce, and distribute your content.
-
-
- You acknowledge and agree that all content posted on the forum is the sole responsibility of the
- individual who posted the content.
-
- Moderation and Removal of Content
-
- The forum administrators reserve the right to monitor all user activity on the Forum. We may remove any
- content that violates these Terms of Use or that we deem to be inappropriate. We may also suspend or
- terminate your account if you violate these Terms of Use.
-
-
-
- None of the information available on the Website including the Interface and the Forum, or made
- otherwise available to you in relation to its use, constitutes any legal, tax, financial or other
- advice. When in doubt as to the action you should take, you should consult your legal, financial, tax or
- other professional advisors.
-
- Intellectual Property Rights
-
- Subject to the application of any miscellaneous open source license attaching to the software code of
- the Protocol and to the software code of the Products, we are the owner of all contents, including but
- not limited to software, text, images, trademarks, service marks, copyrights, patents, and designs. This
- means we own all the legal rights to them. You are not allowed to copy, modify, adapt, rent, license,
- sell, publish, distribute, or share access to the Interface or its contents with anyone else, unless we
- explicitly give you permission in writing. Simply using the Interface doesn't give you any ownership
- rights to it or its contents.
-
-
- Subject to your compliance with these Terms, we grant you a limited, revocable, non-exclusive,
- non-transferable, non-sublicensable licence to access the Protocol and the Products. This licence does
- not include any resale, commercial or derivative use of the Protocol or the Products. We reserve and
- retain all rights not expressly granted to you in these Terms. The Interface may not be reproduced,
- sold, or otherwise exploited for any commercial purpose without our express prior written consent. You
- may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary
- information of us without our express prior written consent. You may not misuse the Interface and may
- only use it as permitted by law. If you breach our intellectual property rights in violation of these
- Terms, your licence to use the Interface will automatically be revoked and terminated immediately.
-
- Bug and Default
-
- No Warranties: THE PRODUCTS ARE PROVIDED "AS IS" AND WITHOUT ANY WARRANTY OF
- ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES,
- EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
- MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
-
-
- Specific Disclaimers: WITHOUT LIMITING THE FOREGOING, COW DAO DOES NOT WARRANT THAT THE
- SOFTWARE:
-
-
- -
-
Will meet your specific requirements or expectations;
-
- -
-
Will be uninterrupted, error-free, or completely secure;
-
- -
-
Will be compatible with all systems or devices;
-
- -
-
Will be accurate, complete, reliable, current, or virus-free.
-
-
- User Responsibilities and Prohibited Actions
- User Responsibilities
-
- You are responsible for configuring your information technology and computer programs to access the
- Products Interface in a secure manner. This includes the use of appropriate virus protection software.
-
- You agree to use the Products only for their intended purpose and in accordance with these Terms.
- Prohibited Actions:
- You are prohibited from misusing the Products by knowingly introducing any material that is:
-
- -
-
Malicious, including viruses, worms, Trojan horses, and other harmful software;
-
- -
-
- Technologically harmful, including attempts to disrupt or damage the Interface or its
- infrastructure.
-
-
-
- You are prohibited from attempting to gain unauthorized access to the:
-
- You are prohibited from attacking the Products through:
-
- You acknowledge that any breach of this clause may constitute a criminal offense.
- Consequences of Breaching of these Terms
-
- We reserve the right to immediately terminate your access to the Website or the Products upon any breach
- of these Terms.
-
-
- If you breach our intellectual property rights in violation of these Terms, your licence to use the
- Interface will automatically be revoked and terminated immediately.
-
-
- We may report any breach of this clause to the relevant law enforcement authorities and cooperate with
- them, including disclosing your identity where possible.
-
-
- Upon termination of your access, your right to use the Website or the Products will immediately cease.
- Clauses 7 to 22 and any other term intended so will survive any termination of these Terms.
-
- Indemnification and Liability
-
- You agree to release and indemnify, defend and hold us and any of our affiliates harmless, as well as
- any members, participants, directors, officers, employees, contractors, shareholders and representatives
- of any of the foregoing, from and against any and all losses, liabilities, damages, costs claims or
- actions of any kind arising or resulting from your use of the Interface, your breach of these Terms, and
- any of your acts or omissions that infringe the rights of any person.
-
-
- We reserve the right, at our own expense, to assume exclusive defence and control of any matter
- otherwise subject to indemnification by you and, in such case, you agree to cooperate with us in the
- defence of such matter.
-
-
- The indemnity set out here is in addition to, and not in lieu of, any other remedies that may be
- available to us under applicable law.
-
- Warranties
- By using our Products you hereby agree, represent and warrant that:
-
- - you have read and understood the Terms and agree to be bound by them;
- -
- you do not rely on, and shall have no remedies in respect of, any statement, representation, assurance
- or warranty (whether made innocently or negligently) that is not set out in these Terms;
-
- -
- you have reached the legal age of majority applicable to you and you agree to provide legitimate and
- lawful documentation proving such status if we so request;
-
- -
- your usage of the Interface is legal under the laws of your jurisdiction or under the laws of any
- other jurisdiction to which you may be subject;
-
- - you are not a person subject to sanction set out by the EU or Portugal;
- -
- you understand the functionality, usage, storage, transmission mechanisms and intricacies associated
- with cryptographic assets, token storage facilities (including wallets), blockchain technology and
- blockchain-based software systems;
-
- -
- you understand that transactions on the Ethereum Mainnet, Gnosis Chain and compatible layer 2
- solutions are irreversible and may not be erased and that your wallet address and any transaction is
- displayed permanently and publicly and that you relinquish any right of rectification or erasure of
- personal data;
-
- -
- you shall comply with any applicable tax obligations in your jurisdiction arising from your use of the
- interface;
-
- -
- you shall not misuse or gain unauthorised access to the Interface by knowingly introducing viruses,
- Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or
- similar computer code designed to adversely affect the Interface and that in the event you do so or
- otherwise attack the Interface, we report any such activity to the relevant law enforcement
- authorities;
-
- -
- you shall not access without authority, interfere with, damage or disrupt any part of the Interface,
- any equipment or network on which the Interface is stored, any software used in the provision of the
- Interface or any equipment or network or software owned or used by any third party;
-
- -
- you shall not use the Interface for activities that are unlawful or fraudulent or have such purpose or
- effect or otherwise support any activities that breach applicable local, national or international law
- or regulations;
-
- -
- you shall not use the Interface to trade cryptographic assets that are proceeds of criminal or
- fraudulent activity;
-
- -
- the Interface, the Protocol, the Ethereum Blockchain, Gnosis Chain and compatible layer 2 solutions
- are in an early development stage and we accordingly do not guarantee an error-free process and give
- no price or liquidity guarantee;
-
- - you are using the Interface at your own risk;
- -
- the risks of using the Interface are substantial and include, but are not limited to, the ones set out
- in these Terms, which is hereby expressly incorporated into these Terms, and you are willing to accept
- the risk of loss associated therewith.
-
-
- Limitation of Liability
-
- We do not exclude or limit our liability to you where it would be unlawful to do so. This includes
- liability for death or personal injury caused by our negligence or fraud.
-
-
- YOU USE THIS INTERFACE AT YOUR OWN RISK AND YOU ASSUME FULL RESPONSIBILITY FOR SUCH USE. TO THE MAXIMUM
- EXTENT PERMITTED BY APPLICABLE LAW, WE EXCLUDE ALL IMPLIED CONDITIONS, WARRANTIES, REPRESENTATIONS OR
- OTHER TERMS THAT MAY APPLY TO THE INTERFACE. WE WILL NOT BE LIABLE TO YOU FOR ANY LOSS OR DAMAGE,
- WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY, OR OTHERWISE, EVEN IF
- FORESEEABLE, ARISING UNDER OR IN CONNECTION WITH THE USE OF, OR INABILITY TO USE, THE INTERFACE; OR THE
- USE OF OR RELIANCE ON ANY CONTENT DISPLAYED ON THE INTERFACE. WE WILL NOT BE LIABLE FOR LOSS OF PROFITS,
- SALES, BUSINESS, OR REVENUE, BUSINESS INTERRUPTION, ANTICIPATED SAVINGS, BUSINESS OPPORTUNITY, GOODWILL
- OR REPUTATION OR ANY INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE.
-
-
- We are not liable for any funds lost due to your interaction with scam websites or activities imitating
- the Interface.
-
-
- You are responsible for ensuring you are interacting with the correct URL and taking necessary
- precautions to avoid scams or fraudulent activities impersonating us.
-
-
- We Are Not Registered with any Governmental Agency
-
-
- We are not registered with any governmental supervisory authority in any capacity. You understand and
- acknowledge that we do not broker trading orders on your behalf. We also do not facilitate the execution
- or settlement of your trades, which occur entirely on public distributed blockchains.
-
- No Fiduciary Duty
-
- To the fullest extent permitted by law, you acknowledge and agree that we owe no fiduciary duties or
- liabilities to you or any other party, and that to the extent any such duties or liabilities may exist
- at law or in equity, those duties and liabilities are hereby irrevocably disclaimed, waived, and
- eliminated. You further agree that the only duties and obligations that we owe you are those set out
- expressly in this Agreement.
-
- Dispute Resolution
- Amicable Dispute Resolution
-
- If an alleged breach, controversy, claim, dispute or difference arises out of or in connection with the
- present Terms about or in connection to this Interface between you and us (a "Dispute"), you
- agree to seek to resolve the matter with us amicably by referring the matter to{' '}
-
- legal@cow.fi
-
- .
-
-
- For any claim not relating to or connected to the Interface please contact CoW DAO via CoW Forum at{' '}
-
- https://forum.cow.fi/
- {' '}
- with a detailed description, the date and time the issue arose, your handle to contact you on and the
- outcome you are seeking.
-
-
-
- In the event a Dispute cannot be resolved amicably, you must first refer the Dispute to proceedings
- under the International Chamber of Commerce ("ICC") Mediation Rules, which Rules are deemed to
- be incorporated by reference into this clause. The place of mediation shall be London, United Kingdom.
- The language of the mediation proceedings shall be English.
-
-
- If the Dispute has not been settled pursuant to the ICC Mediation Rules within forty (40) days following
- the filing of a Request for Mediation in accordance with the ICC Mediation Rules or within such other
- period as the parties to the Dispute may agree in writing, such Dispute shall thereafter be finally
- settled under the Rules of Arbitration of the International Chamber of Commerce by three (3) arbitrators
- appointed in accordance with the said Rules. The seat of Arbitration shall be London, United Kingdom.
- The governing law of this arbitration clause shall be the laws of England and Wales. The language of the
- arbitration shall be English. The Emergency Arbitrator Provisions shall not apply.
-
- Final Jurisdiction
-
- If the Dispute cannot be resolved for legal reasons in accordance with the procedures described above,
- you and we agree that the courts of England and Wales shall have exclusive jurisdiction to resolve the
- Dispute.
-
- No Class Action
-
- YOU AGREE AND UNDERSTAND THAT BY ENTERING INTO THIS AGREEMENT, YOU EXPRESSLY WAIVE ANY RIGHT, IF ANY, TO
- A TRIAL BY JURY AND RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT.
-
- Governing law
-
- This Agreement shall be governed by and construed in accordance with the substantive laws of England
- & Wales without regard to conflict of laws principles.
-
- Third party beneficiary
-
- Clauses 4 to 22 also apply to the benefit of the Affiliates and such benefit also encompasses
- Protocol-related matters.
-
-
- Subject to 20.1, these Terms do not give rise to any third party rights, which may be enforced against
- Us.
-
- Entire agreement
-
- These Terms constitute the entire and exclusive agreement between us and you regarding its subject
- matter, and supersede and replace any previous or contemporaneous written or oral contract, promises,
- assurances, assurances, warranty, representation or understanding regarding its subject matter, whether
- written or oral. You shall have no claim for innocent or negligent misrepresentation or misstatement
- based on any statement in these Terms, though nothing in this clause shall limit or exclude any
- liability for fraud.
-
- No waiver and no assignment
-
- You may not assign, transfer or delegate any of your rights or duties arising out of or in connection
- with these Terms to a third party. Any such assignment or transfer shall be void and shall not impose
- any obligation or liability on us to the assignee or transferee.
-
-
- Any delay or omission by us in relation to the exercise of any right granted by law or under these Terms
- shall not as a result exclude or prevent the later exercise of such a right.
-
- Severability
-
- If any provision or part-provision of these Terms is or becomes invalid, illegal or unenforceable, it
- shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If
- such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any
- modification to or deletion of a provision or part-provision under this clause shall not affect the
- validity and enforceability of the rest of these Terms.
-
{' '}
-
-