Terms & Conditions
Basic Provisions; Scope of Application
These General Terms and Conditions (“GTC”) govern theaccess to the landing page www.nimbusswap.com (“Nimbus Website”)and the use of Nimbus Software (as defined below).
Nimbus has developed the Nimbus protocol, a set of publiclyavailable, non-custodial smart contracts (“Nimbus Smart Contracts”)giving access to third-party bridging, swapping and messaging services (“Third-PartyContracts”) between different blockchain. Nimbus does not control oroperate any version of the Nimbus Smart Contracts on any blockchain network. Nimbushas open-sourced the software underlying the Nimbus Smart Contracts to thedeveloper community, to allow the Nimbus Smart Contracts to be deployed and/ormodified by any third party on any compatible public blockchain. In case the NimbusSmart Contracts are deployed by any third party, Nimbus is not and does notbecome custodian or counterparty to any transaction executed interacting withthe Nimbus Smart Contracts.
1. The Nimbus Smart Contracts operate fully non-custodialwhich means that the entity deploying the Nimbus Smart Contracts does notassume custody, ownership, or control over the User’s digital assets orcryptographic keys at any time. The User is fully responsible for safeguardingdigital assets and cryptographic keys and should never share wallet credentialsor seed phrase with any unauthorized third party. Nimbus cannot be held liablefor loss of the User’s digital assets or cryptographic keys.
2. User acknowledges that the Nimbus Smart Contracts forwardto Third-Party Contracts, e.g. bridges, decentralized trading or lendingprotocols, the availability, reliability, and operability of which Nimbuscannot warrant at any time. Nimbus disclaims any liability for such Third-PartyContracts. Section 3 remains unaffected. All transactions executed byThird-Party Contracts are considered unsolicited by Nimbus meaning they areexclusively initiated by the User. Nimbus does not provide investment advice inconnection with these Third-Party Contracts and Nimbus does not conduct asuitability review of these transactions for the User.
3. Nimbus reserves the right to modify, enhance, orotherwise update the Nimbus Software, including its functionality and design,at any time.
Obligations and Warranties of the User
1. By using the Nimbus Software and/or Nimbus SmartContracts, you understand that you are not buying or selling digital assetsfrom Nimbus.
2. In case User integrates the Nimbus Software in itswebsite or otherwise and makes it accessible to third parties, User willundertake sufficient measures to inform the such third parties (e.g. byappropriate language in the User’s website’s terms & conditions) that (i)the User provides this integration independent from and without association to Nimbus,(ii) the Nimbus Smart Contracts or any smart contracts based thereon arenon-custodial, (iii) the smart contracts forward to Third-Party Contracts thatexecute the transactions initiated by such third parties, and (iv) Nimbus doesnot warrant the availability, reliability, and operability of such Third-PartyContracts at any time.
3. When using the Nimbus Software, User is fully responsiblefor ensuring the appropriate and successful implementation, configuration, andintegration of the Nimbus Software, considering the specific requirements,constraints, and objectives of their business operations. Integration of the NimbusSoftware into the User’s website or otherwise and the use of such integrationby third parties does not establish a contractual relationship between suchthird party and Nimbus.
4. User acknowledges and agrees that the integration,maintenance, and operation of any integration of the Nimbus Software are beyondNimbus’s control. User is solely responsible for ensuring that any suchintegration complies with all applicable laws and regulations and does notinfringe upon the rights, in particular intellectual property rights, of anythird party.
5. User warrants that they are not (i) subject to anyeconomic or trade sanctions imposed by any government agency or listed on anyprohibited or restricted party list or (ii) a citizen, resident, ororganization located in a jurisdiction subject to comprehensive economicsanctions by, without being limited to the United Nations, the European Unionand its Member States, the United States (in particular OFAC) and the UnitedKingdom.
6. User further warrants that User is not a United Statescitizen, permanent resident alien, entity organised under the laws of theUnited States or any jurisdiction within the United States (including foreignbranches), or any person in the United States.
7. User confirms, that its use of the Nimbus Software and NimbusSmart Contracts will fully comply with all applicable laws and regulations, andUser will not use the Nimbus Software or Nimbus Smart Contracts to conduct,promote, or facilitate any illegal activities.
8. User undertakes upon Nimbus’s reasonable request to ceaseuse of the Services and delete any integration of the Nimbus Software, if thisis necessary to protect Nimbus’s Services, IT-infrastructure, or businessagainst immediate harm or damages.
Limitation of Liability
1. Nimbus provides the Nimbus Software and Nimbus SmartContracts free of charge and is therefore only liable in cases of intent(Vorsatz), gross negligence (grobe Fahrlässigkeit), or if Nimbus hasfraudulently concealed (arglistige Täuschung) a possible material or legaldefect. For adaptions of the Nimbus Software by the User, Nimbus disclaims anyliability.
2. The limitation of liability according to Section 3.1 doesnot apply (i) to damages resulting from injury to life, body or health, (ii)insofar as Nimbus has assumed a guarantee, (iii) to claims of the Useraccording to the Product Liability Act, and (iv) to claims of the Useraccording to the applicable data protection law.
3. The limitation of liability also applies to the personalliability of the organs, legal representatives, employees and vicarious agentsof Nimbus.
4. Users are solely responsible to determine if use of the NimbusSoftware and/or Nimbus Smart Contracts has any tax implications.
Indemnification
1. User will indemnify Nimbus from any claim, demand, loss,costs, and expenses (including reasonable attorneys’ fees and costs) arisingout of or resulting from any claim, suit, action or proceeding brought by anythird party against Nimbus based on or in connection with the User’s use of theNimbus Software.
2. In the event of such a claim by a third party, the Useris obligated to provide Nimbus immediately, truthfully, and completely with allinformation necessary for the examination of the claims and a defense.
Confidentiality
1. The Parties undertake to maintain strict confidentialityabout all confidential information, including know-how as well as company andbusiness secrets of the respective other Party, which come to their knowledgein the course of the performance of this Agreement, and to neither pass them onnor use them in any other way for their own or third-party purposes other thanthe performance of the Agreement.
2. Confidential information of Nimbus contain in particularany information or know-how relating to Nimbus’s technical experience, inparticular regarding Nimbus’s software development, routing technology,business and marketing strategy, and financial, economic or legal information.
Amendments of the General Terms and Conditions
Nimbus reserves the right to change these GTC at any timeand without giving reasons, while considering and weighing the reasonableinterests of the User. If possible, the new GTC will be communicated to theUser in advance in text form (e.g., by email). They are considered as agreedupon if the User does not object to their validity within thirty (30) daysafter receipt of the notification. Nimbus will separately inform the User aboutthe essential changes, the possibility to object, the deadline to object andthe consequences of inactivity. The User has to object in text form (e.g., byemail). If the User objects, the current version of the GTC remains applicable.
Miscellaneous
Should any provision of these GTC be or become invalid,ineffective, or unenforceable as a whole or in part, the validity,effectiveness and enforceability of the remaining provisions shall not beaffected thereby.