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Terms of Service

Terms of Use For gizaprotocol.ai

Last updated: March 25, 2025

  1. These terms of use ("Terms") are entered into between the Giza Association, an association established under the laws of Switzerland and domiciled in Zug, Switzerland ("Giza", "we" or "us") and the users ("User", "you" or "your").

  2. The following Terms together with any documents incorporated by reference herein, govern your access to and use of the user interface ("User Interface") for the $GIZA tokens ("Tokens") governance staking smart contracts ("Governance Staking") of the of the Giza protocol ("Protocol") and the participation in the Giza Points Program ("Giza Points Program") where you can earn points by completing activities ("Activities") and be eligible to receive rewards ("Rewards").

  3. By accessing or using the User Interface and participating in the Giza Points Program, 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 its sole discretion. In this case, we will provide notice by changing the "last updated" date above. By continuing to access or use the User Interface, 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 User Interface and participation in the Giza Points Program.

  4. 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 User Interface. Such other terms apply separately or in addition to these Terms (vis-à-vis the respective third-parties). We are not responsible and/or liable for any aspect of and/or for any damages arising out of or related to any kind of products or services provided by third-parties.

  5. The accuracy, completeness, or usefulness of information presented on the User Interface is not guaranteed and we disclaim any liability and warranty with respect to the same.

1. Eligibility and Restricted Jurisdictions

  1. By accessing or using the User Interface and participating in the Giza Points Program, you represent and warrant that you:

    1. 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;

    2. will not access and/or use the User Interface and will not participate in the Giza Points Program if the laws of your countries of residency and/or citizenship prohibit you from doing so in accordance with these Terms;

    3. are not subject to personal sanctions issued by the UN, US, EU or Switzerland;

    4. only access or use the User Interface and participate in the Giza Points Program for your own personal use;

    5. are not accessing or using the User Interface and participating in the Giza Points Program from, and are not a resident of, nor an entity organized, incorporated or doing business in any country or jurisdiction to which the Swiss State Secretariat for Economic Affairs (SECO), the United States, the United Kingdom, the European Union or any of its member states, or the United Nations has imposed embargoes or sanctions, including, but not limited to: Belarus, Burundi, Central African Republic, Congo, DPRK (North Korea), Guinea, Guinea-Bissau, Iran, Iraq, Lebanon, Libya, Mali, Myanmar (Burma), Republic of South Sudan, Russia, Somalia, Sudan, Syria, Ukraine (Donbas region), Venezuela, Yemen, or Zimbabwe ("Restricted Jurisdictions"); and

    6. do not intend to transact with any sanctioned person as set out in iii) or any person in any Restricted Jurisdiction with regard to Rewards received;

  2. We have the right to exclude you from participation at our sole discretion and for any reason, such as violation of these Terms or attempted manipulation of the Giza Points Program. We reserve the right to take action against you and to deny or reclaim any Rewards that have been distributed to such individuals and to technically restrict the access to the User Interface including the content provided on the User Interface based on your geographical location.

2. Governance Staking

2.1. Overview

  1. The Governance Staking allows you to stake (i.e., lock) your Tokens and generate sGiza, a non-transferable token that serves as a voting ballot in the decentralized governance of the Protocol. By using the Governance Staking, you may participate in the Protocol governance and may decide on future Protocol developments, including protocol upgrades and community grant initiatives and/or incentives for the community. Active participants in the Protocol's governance may be rewarded it with sGiza. You may unstake Giza at any time and thereby burning your sGiza.

2.2. Liability Disclaimers re Governance Staking

  1. Neither the Governance Staking, nor the Protocol and/or the underlying blockchain networks are controlled and/or operated by us. We do not act as an administrator or operator of the Governance Staking, the Protocol, the Protocol's governance, and do not have access to your Tokens, sGiza and any other digital assets in your EOA (as defined in Section 3.2). As with other blockchain-based smart contracts, there are the risks of potential vulnerabilities in the smart contract code, unforeseen bugs, logic errors, or attacks that could be exploited by malicious actors, potentially leading to the loss of Tokens locked by you. By locking Tokens into the Governance Staking, you do so at your own risk, fully understanding and accepting the inherent risks associated with smart contracts.

  2. Furthermore, you understand and acknowledge that when you are interacting with the Governance Staking, you are not interacting with us, but directly with the Governance Staking smart contracts and the Protocol's decentralized governance. We do not store, send, support you in the transfer of, or receive your digital assets when you are interacting with the Governance Staking or the Protocol. Furthermore, we have no control or influence over the outcomes of decisions made by the Protocol's decentralized governance and whether the Protocol's decentralized governance distributes rewards to its active participants.

  3. We do not assume any responsibility or liability for the functioning and operation of the Governance Staking, the Protocol decentralized governance, the behaviour of its participants, the Protocol and its individual components, or for any of your digital assets.

  4. We further make no representations, warranties or covenants with respect to the Governance Staking and the Protocol (or any implementations and/or components thereof), including, but not limited to, with regard to their technical properties and/or characteristics or performance, or their actual or potential usefulness or suitability for any particular purpose.

3. User Interface Features

3.1. Overview

  1. The User Interface serves as a graphical user interface that provides an easy way to access to and interact with the Governance Staking and to participate in the Giza Points Program.

  2. We reserve the right to remove features from the User Interface or to discontinue the operation of the User Interface and the Giza Points Program in its entirety at any time without prior notice. Since the smart contracts for the Governance Staking are running on a blockchain-based network, they could be accessed at any time via other user interfaces or by using smart contract frameworks. This means that usability of and accessibility to the Governance Staking does not depend on us or the availability of the User Interface.

3.2. Connecting Your EOA to User Interface

  1. In order to interact with the Governance Staking, you must first connect by your external owned account ("EOA" or "Wallet") to the User Interface. EOA store and manage the private keys to the blockchain addresses that were created with the EOA or manually imported into the EOA. As these EOA store the private keys which are required to sign transactions on-chain, they can be used to execute transactions and publish them to the underlying blockchain networks.

  2. When you connect your EOA, the User Interface will ask for permission to send Sign Requests (as defined in Section 3.3) to it. During this process, your EOA will show the blockchain addresses managed by your EOA that can be connected to the User Interface. You can modify these permissions at any time in the settings of the EOA. Please note that you can only interact with blockchain addresses that are both managed by the EOA and connected to the User Interface.

  3. The use of EOAs is subject to the terms and conditions of the respective provider. The Association has no control over the blockchain addresses that are managed by your EOA and connected to the User Interface and no ability to access any assets that are held thereon. You are solely responsible for the security of the EOA as well as the corresponding private keys and passwords. We do not assume any responsibility for the connected EOAs, regardless of whether or not they are used to effectuate transactions and shall not be liable for any damages arising out of or related to your use of the EOA or your inability to connect or use the EOA to execute transactions.

3.3. Sign Requests

  1. Once you have connected your EOA to the User Interface, you can use the User Interface to initiate transactions from your blockchain address by generating standardized transaction messages ("Sign Requests"). Sign Requests that are generated on the User Interface are sent to the connected EOA for signature. To complete the transaction, you must approve the Sign Request by signing the transaction with the connected EOA. The User Interface will then publish your signed Sign Request on the Network and display whether the transaction was successful and inform you once it is finalized.

  2. Transactions that are signed with your EOA are executed on the Networks without any involvement of the Association. The User Interface does not execute transactions on your behalf and does not control the execution of transactions initiated by you. You are fully responsible for all inputs you make while using the User Interface.

3.4. Display of Information

  1. When you visit the User Interface, the User Interface will display various publicly available information that is related to the Governance Staking and information relating to the Giza Points Program, such as the following ("Information"):
  • Your balance of sGiza;
  • Information on proposals and decisions of the Protocol's decentralized governance;
  • Your position in the Leaderboard (your balance of Points);
  • The current exchange rate of your staked Tokens;
  1. The Information is automatically sourced from nodes of the underlying networks via application programming interfaces (APIs) and displayed for informational purposes only. We do not assume any responsibility for the accuracy, completeness or actuality of the Information and shall not be liable for any claims or damages related to errors, inaccuracies, or delays in the display of the Information or any decisions, transaction, acts or omissions that you make in reliance thereon.

4. Giza Points Program

4.1. How to Participate in and Duration of the Giza Points Program

  1. The Giza Points Program is a recurring event (each a "Season"). Subject to Section 1, you can join the Giza Points Program at any time during any Season and may participate in the Giza Points Program by completing the Activities required to earn Points.

  2. We may suspend, modify or terminate the Giza Points Program at any time without prior notice and without providing any explanation. In this case, we may decide to not award any Rewards to any participant in the Giza Points Program.

  3. No purchase or payment of any kind is necessary to enter and/or to participate in the Giza Points Program.

4.2. Activities, Leaderboard and Points

  1. You must complete the Activities within the Giza Points Program in order to accumulate Points and be ranked on the leaderboard ("Leaderboard") and be eligible to receive Rewards. The Activities that earn you Points are visible on the User Interface.

  2. The rank in the Leaderboard determines if and which type of Rewards you are eligible to receive. You rank in the Leaderboard is defined by the number of Points you accumulate for the Activities you complete during the Giza Points Program.

  3. Points are off-chain records and non-transferable. The Points do not have or represent any monetary value. Points are attributed to each participating wallet address. Any purported transfer of Points is void.

  4. We reserve the right to add, modify or remove Activities, modify the Leaderboard, including but not limited to your rank and your number of Points, at any time without prior notice and for any reason.

4.3. Rewards – No Claim to Rewards

  1. By participating in the Giza Points Program, accumulating Points, and completing the Activities, you may be eligible to receive Rewards. Rewards may include Tokens and other digital assets.

  2. We reserve the right to offer Rewards in different forms, to add new forms of Rewards and to discontinue offering certain forms of Rewards at any time and for any reason. We assume no liability for legal and/or material defects of the Rewards.

  3. Participating in the Giza Points Program, collecting Points and completing Activities does not grant you any claim contractual or otherwise to receive Rewards.

  4. Residents in certain jurisdictions (including the United States and Europe) may not be eligible for Rewards. This means that you might not be eligible to certain reward types.

4.4. Receipt of Rewards

  1. We reserve the right to make the receipt of Rewards conditional upon the successful completion of an identity verification process ("Identity Check") and the verification of your control over your EOA by any method determined by us in our sole discretion ("Whitelisting Process"). We or a KYC service provider selected by us ("KYC Service Provider") may carry out the Identity Check and the Whitelisting Process.

  2. You undertake to promptly provide all required information, including supporting documentation and other evidence, as may be reasonably requested by us, in order to complete the Identity Check and the Whitelisting Process.

4.5. Gas Fees

  1. Interaction with the Governance Staking and the claiming of Rewards may be subject the payment of a network transaction fee ("Gas Fees") which is paid to the validators of the underlying network. The Gas Fee required to execute a transaction depends on the activity on the relevant network and is entirely outside of our control. By using the User Interface to generate Sign Requests, you acknowledge and agree that the Gas Fees are non-refundable under any circumstances.

4.6. Third Party Links

  1. The Giza Points Program may contain links to websites and content that is controlled or operated by third parties ("Third Party Links"). We are providing these Third Party Links to you only for convenience and the inclusion of any Third Party Links in the Giza Points Program does not imply any endorsement by us of the Third Party Links and/or their operators. We are not responsible for any content contained in or associated with the Third Party Links.

5. Risks

  1. By interacting with the Governance Staking and entering and participating in the Giza Points Program, you affirm that you understand the risks associated with the use of cryptographic and blockchain-based systems and have a sound understanding of the use and complexities associated with digital assets. In particular, you understand and accept that (non-exhaustive list):
  • Neither the Governance Staking, nor the Protocol and/or the underlying blockchain networks are controlled and/or operated by us.
  • We do not control the Protocol's decentralized governance and do not assume any responsibility and/or liability for any decisions taken by the Protocol's decentralized governance. By participating in the decentralized governance of the Protocol you are NOT interacting with us in any way, except to the extent that you are accessing the User Interface features.
  • Activities may require interaction with third party software, e.g., blockchain networks, agents, such as the ARMA agent, or with third party DeFi protocols, such as cross-chain bridges, DEX, lending and staking protocols (collectively "Third Party Software"). You understand and accept that such Third Party Software is emerging technology, and therefore there is no warranty that the interactions with it will be error-free and that there is an inherent risk that the Third Party Software, as well as any related technology or concept, may contain weaknesses, vulnerabilities or bugs causing, inter alia, the complete loss of your digital assets.
  • by accessing, using or interacting with any Third Party Software or any of its related components, you are NOT interacting with us in any way;
  • interactions with Third Party Software may be irreversible, and, accordingly, losses due to fraudulent, erroneous, or accidental interactions may not be recoverable;
  • if the private key file, seed phrase, or password associated with your EOA is lost or stolen, and that the digital assets, including any Rewards, associated with your EOA will be unrecoverable and permanently lost. We have no control over your EOA and are under no obligation to recover your digital assets;
  • the nature of digital assets may lead to an increased risk of fraud or cyberattacks; and
  • digital asset markets are volatile in nature and influenced by factors such as adoption, speculation, technology, security and regulation.

6. General Disclaimers and Disclaimed Warranty

  1. We do not guarantee that the User Interface, including but not limited to its individual components such as the Sign Requests and display of Information, are free from defects, errors, bugs, and security vulnerabilities or that it will be available at any time. The access to and use of the User Interface as well as the Governance Staking is made at your own risk. We give no assurance that any features and functionalities of the User Interface will satisfy your requirements, provide the intended results, meet any security, performance or reliability standards. You understand and agree that the User Interface is provided on an "as is" and "as available" basis and that we expressly disclaim all warranties or conditions of any kind, whether express, implied, statutory or otherwise. The User Interface and its individual components may contain bugs, defects or errors. We may discontinue the development of the User Interface at any time for regulatory, commercial, or other reasons, in any case, at our sole discretion.

7. Limitation of Liability

  1. Our liability is limited to direct damages arising out of acts of intent and gross negligence. Any liability for indirect damages or consequential damages, including loss of profit, and/or damages arising out of negligent conduct, to the maximum extent permitted by applicable law, is expressly excluded. We do not assume any responsibility for the use of the User Interface and the access and interactions to the Governance Staking and shall not be liable for any damages arising out of or related to your access and/use of the User Interface and participating in the Giza Points Program.

8. Indemnification

  1. 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 the Terms.

9. Personal Data

  1. For information about how we handle your personal information, please see our privacy policy at [link].

10. Intellectual Property Rights

  1. 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, in each case whether registered or not) as well as all other rights that are not expressly granted to you hereunder, (in particular, regarding the User Interface) shall remain exclusively with us. The User Interface contain information, ideas, concepts and processes, in particular with regard to the processing of data for particular applications, which are our sole property.

11. Miscellaneous

11.1. User Feedback

  1. We appreciate and encourage you to provide feedback to the User Interface. If you provide feedback, you agree that we are free to use it and may permit others to use it without any restriction or compensation to you.

11.2. Taxes

  1. It is your sole responsibility to seek relevant tax advice to comply with any applicable tax obligations in whichever jurisdiction and to measure the tax impact of entering and participating in the Giza Points Program and the Governance Staking.

  2. You are solely responsible for all direct or indirect taxes, duties, charges, levies, contributions and withholdings or other fees of any kind payable under the laws of any relevant country, as well as all penalties, interest, surcharges and other costs related thereto, imposed on the Rewards.

11.3. No Assignment

  1. You shall not assign, transfer or otherwise deal with all or any of its rights or obligations under this Agreement without our prior written consent.

11.4. Entire Agreement and Severability

  1. These Terms contain the entire agreement between us and you regarding the subject matter hereof and supersedes all understandings and agreements whether written or oral. If any provision of these Terms is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other provision of these Terms or invalidate or render unenforceable such provision in any other jurisdiction. Upon such determination that any provision is invalid, illegal, or unenforceable, these Terms shall be modified to effectuate the original intent of the parties as closely as possible.

11.5. Governing Law and Jurisdiction

  1. These Terms shall be governed by and construed in accordance with Swiss law, excluding the Swiss conflict of law rules. The application of the United Nations Convention for Contracts for the International Sale of Goods (CISG) is hereby expressly excluded.

  2. Any dispute, controversy, or claim arising out of, or in relation to, these Terms including regarding the validity, invalidity, breach, or termination thereof, shall be resolved by arbitration in accordance with the Swiss Rules of International Arbitration of the Swiss Arbitration Centre in force on the date on which the Notice of Arbitration is submitted in accordance with those Rules. The number of arbitrators shall be three. The seat of the arbitration shall be Zurich, Switzerland. The arbitral proceedings shall be conducted in English. The Expedited Procedure shall not apply.

  3. Any dispute between the you and us arising out of or relating to these Terms or their subject matter or formation (including non-contractual disputes or claims) that cannot be subject to arbitration due to applicable law will be resolved by the ordinary courts of Zug, Switzerland.

11.6. Class Action Waiver

  1. To the fullest extent permitted by any applicable law, you waive your right to participate in a class action lawsuit or a class-wide arbitration against us or any individual or entity involved in the operation of the User Interface and the Giza Points Program.