These Tempus - Terms of Service (the “Terms”), is issued by Tempus Labs Inc., a limited company based in the BVI (the “Issuer”) in association with Tempus Foundation Company, a foundation company based in Cayman Islands (the “Foundation”) (the Issuer and the Foundation together, “Tempus”, “we”, “us”). We own and operate the website https://tempus.finance/ (the "Site") which acts as a front-end to the decentralized Tempus Protocol. These Terms apply to you (“You”) as a user of the Site and Tempus front-end, including all the products, services, tools and information made available on the Site.
Please read these Terms carefully before using the Site. These Terms apply to any person accessing the Site and by using the Site you agree to be bound by them. If you don’t want to be bound by them, you should not access the Site. By using the Site in any capacity, you agree that you have read and understood these Terms.
Please read these Terms carefully to ensure that you understand each provision. This agreement contains a mandatory individual arbitration and class action/jury trial waiver provision that requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions.
You must be able to form a legally binding contract online either as an individual or on behalf of a legal entity. You represent that, if you are agreeing to these Terms on behalf of a legal entity, you have the legal authority to bind the company or other legal entity to these Terms and you are at least 18 years old or the age of majority where you reside, whichever is older, can form a legally binding contract online, and have the full, right, power and authority to enter into and to comply with the obligations under these Terms.
You are advised to check these Terms periodically to familiarise yourself with any changes to the Terms. Tempus in its sole discretion, reserves the right to make changes to our terms of services. Changes are binding on users of the Site and will take effect immediately upon posting. As a user, you agree to be bound by any changes, variations, or modifications to our terms of service and your continued use of the Site shall constitute acceptance of any such changes, variations, or modifications.
Tempus will indicate on the Site of the changes to these Terms. You accept by doing so, we provide you with sufficient notice of such change.
As part of the Site, Tempus provides access to a decentralized finance application (“Application”) on the Ethereum blockchain, that allows suppliers and borrowers of certain cryptoassets to earn yields using smart contracts (“Smart Contracts”).
Using the Tempus Protocol may require that you pay a fee, such as gas charges on the Ethereum network to perform a transaction. You acknowledge and agree that Tempus has no control over any transactions, the method of payment of any transactions, or any actual payments of transactions. You must ensure that you have a sufficient balance to complete any transaction on the Tempus Protocol before initiating such transaction.
You acknowledge and agree that Tempus has no control over any transactions over Tempus Protocol, the method of payment of any transactions or any actual payments of transactions. Accordingly, you must ensure that you have a sufficient balance of the applicable cryptocurrency tokens stored at your Tempus Protocol-compatible wallet address (“Cryptocurrency Wallet”) to complete any transaction on the Tempus Protocol or the Ethereum network before initiating such transaction.
Access to the Site is provided “as is” and “as available” basis only. We do not guarantee that the Site, or any content on it, will always be available or uninterrupted. From time to time, access may be interrupted, suspended or restricted, including because of a fault, error or unforeseen circumstances or because we are carrying out planned maintenance.
We reserve the right to limit the availability of the site to any person, geographic area or jurisdiction we so desire and/or to terminate your access to and use of the site, at any time and in our sole discretion.
We may suspend or disable your access to the Site if we consider it reasonable to do so, e.g. you breach these Terms.
We may remove or amend the content of the Site at any time. However, some of the content may be out of date at any given time and we are under no obligation to update it. We do not guarantee that the Site, or any content on it, will be free from errors or omissions.
We will not be liable to you for any loss or damage you may suffer as a result of the Site being unavailable at any time for any reason.
You will comply with all applicable domestic and international laws, statutes, ordinances and regulations applicable to your use of the site.
As a condition to accessing or using the the Site, you:
As a condition to accessing or using the Site or the Services, you will not:
You acknowledge that the Site and your use of the Site contain certain risks, including without limitation the following risks:
Accordingly, you expressly agree that:
The Site may contain hyperlinks or references to third party websites. Any such hyperlinks or references are provided for your information and convenience only. We have no control over third party websites and accept no legal responsibility for any content, material or information contained in them. The display of any hyperlink and reference to any third-party website does not mean that we endorse that third party's website, products or services. Your use of a third-party site may be governed by the terms and conditions of that third-party site.
We are the owner of all intellectual property rights in the Site and the material published on them. These works are protected by copyright laws and all such rights are reserved. www.tempus.finance is the uniform resource locator (‘URL’) of Tempus. You will not make use of this URL (or any other URL owned by us) on another website or digital platform without our prior written consent.
You agree not to monitor, use or copy our web pages without our prior consent. Any unauthorised use or reproduction may be prosecuted.You will retain ownership of all copyright in data you upload or submit to the Site. You grant us a worldwide, royalty-free, irrevocable licence to use, copy, distribute or publish and send this data in any manner.
We do not guarantee that the Site will be secure or free from bugs or viruses.
You are responsible for configuring your information technology, computer programmes and platform in order to access the Site. You should use your own virus protection software.
We cannot promise that the use of the Site, or any content taken from the Site, will not infringe the rights of any third party.
The content and materials available on the Site are for informational purposes only and is not intended to address your particular requirements. In particular, the content and materials available on the Site does not constitute any form of advice or recommendation by us, should not be regarded as an offer, solicitation, invitation or recommendation to buy or sell investments, securities or any other financial services and is not intended to be relied upon by you in making any specific investment or other decisions. We recommend that you seek independent advice from financial advisory before making any such decision.
Nothing included in the site constitutes an offer or solicitation to sell, or distribution of, investments and related services to anyone in any jurisdiction. From time to time, reference may be made to data we have gathered. These references may be selective or, may be partial. As markets change continuously, previously published information and data may not be current and should not be relied upon.
We may perform any of our obligations, and exercise any of the rights granted to us under these Terms, through a third-party. We may assign any or all our rights and obligations under these Terms to any third-party.
If any clause or part of any clause of these Terms is found to be void, unenforceable or invalid, then it will be severed from these Terms, leaving the remainder in full force and effect, provided that the severance has not altered the basic nature of these Terms.
No single or partial exercise, or failure or delay in exercising any right, power or remedy by us shall constitute a waiver by us of, or impair or preclude any further exercise of, that or any right, power or remedy arising under these terms and conditions or otherwise.
If any of the provisions in these Terms are found to be illegal, invalid or unenforceable by any court of competent jurisdiction, the remainder shall continue in full force and effect.
All disclaimers, indemnities and exclusions in these Terms shall survive termination of the Terms and shall continue to apply during any suspension or any period during which the Site is not available for you to use for any reason whatsoever.
These Terms and the documents referred to in them set out the entire agreement between you and us with respect to your use of the site, Tempus and the services provided via the site and supersede any and all prior or contemporaneous representations, communications or agreements (written or oral) made between you or us.
Any dispute, controversy, or claim arising out of or in relation to these Terms, including the validity, invalidity, breach or termination thereof, shall be settled by arbitration in accordance with the laws of the Cayman Islands. The number of arbitrators shall be one or three; the seat of the arbitration shall be determined by the arbitrator(s); the arbitral proceedings shall be conducted in English. The applicable law shall be Cayman Islands law.
With respect to all persons and entities, regardless of whether they have obtained or used the site for personal, commercial or other purposes, all disputes, controversies or claims must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class action, collective action or other representative proceeding. This waiver applies to class arbitration, and, unless we agree otherwise, the arbitrator may not consolidate more than one person’s claims. You agree that, by entering into this agreement, you and Tempus are each waiving the right to a trial by jury or to participate in a class action, collective action, or other representative proceeding of any kind.
Should you have any question about these Terms, or wish to contact us for any reason whatsoever, please do so by sending us an email at email@example.com.