Terms of Service

Effective Date: Jan 10th 2025

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you," "your," or "User") and Solarium Labs Inc. ("Margin," "we," "us," or "our"), a financial technology company headquartered in the United States. Margin is not a bank, lender, or digital asset custodian. Any banking, lending, or custodial services are provided exclusively by independent third-party service providers.

Please read these Terms carefully before accessing or using our website at www.margin.money (the "Website") or any related functionality, platform, software, services, tools, content, or features provided by Margin (collectively, the "Services").

By accessing or using the Services, you: (a) agree to be bound by these Terms and our Privacy Policy ("https://margin.money/legal/privacy-policy"); and (b) represent and warrant that you have the authority and capacity to accept these Terms. If you are entering into these Terms on behalf of a company, organization, or other legal entity (an "Entity"), you represent that you have the authority to bind such Entity to these Terms. If you do not agree, do not access or use the Services.

1. Changes to the Terms and Services

Margin reserves the right to modify or update these Terms at any time, at our sole discretion. We will update the "Effective Date" upon making changes and may notify you by posting the revised Terms on our Website or through other reasonable means. Your continued use of the Services following any updates constitutes your acceptance of the modified Terms.

We may also change, suspend, or discontinue any part of the Services at any time, with or without notice and without liability.

2. Eligibility and Compliance

By using the Services, you represent and warrant that:

• You are at least 18 years of age or the age of majority in your jurisdiction;
• You are not a resident of or located in a jurisdiction that is subject to U.S., U.N., or E.U. sanctions or embargoes;
• You are not listed on any sanctions or restricted party list maintained by any relevant governmental authority;
• You will not use the Services for any unlawful or fraudulent activity;
• You will not use a VPN or any other method to circumvent geographic or legal restrictions applicable to your use of the Services.

You are solely responsible for compliance with all applicable laws and regulations.

3. Description of the Services

Margin provides access to developer tools and software interfaces that enable you to manage and interact with digital assets through supported third-party wallets and protocols. Margin does not custody digital assets or transmit funds. Use of the Services may require connecting to or transacting via third-party platforms, each subject to their own terms.

4. Fees and Payments

Certain features or functionality may be subject to fees, which will be disclosed at the time of access or in an applicable Order Form. You agree to pay all fees and any applicable taxes incurred through your use of the Services. Fees may also apply for Third Party Services, which are your responsibility.

5. Acceptable Use and Restrictions

You agree not to:

• Use the Services to conduct unlawful, abusive, or fraudulent activity;
• Access or use any non-public areas or systems of Margin or its providers without authorization;
• Interfere with or disrupt the normal operation of the Services;
• Circumvent, disable, or breach any security or authentication measures;
• Use automated tools (e.g., bots, scrapers) to access or interact with the Services;
• Introduce malware, viruses, or other harmful code.

Margin reserves the right to investigate and take appropriate legal action against users who violate these Terms, including terminating access and cooperating with law enforcement authorities.

6. Third-Party Services

The Services may integrate with or link to services provided by third parties. Margin does not control, endorse, or assume responsibility for any Third Party Services, and we disclaim all liability related to your access or use thereof. Your interactions with such services are governed solely by their respective terms and policies.

7. Termination

We may suspend or terminate your access to the Services at any time, without notice or liability, if we determine that you have violated these Terms or for any other reason in our sole discretion.

Upon termination, your rights to use the Services will immediately cease. Sections intended to survive termination (including those related to intellectual property, warranties, disclaimers, indemnification, and dispute resolution) shall remain in effect.

8. Assumption of Risk and Disclaimers

• Digital assets are volatile and inherently risky. Margin does not provide financial, legal, or investment advice.
• Transactions on blockchain networks may be delayed, fail, or become inaccessible due to technological or regulatory factors.
• Margin provides the Services on an "AS IS" and "AS AVAILABLE" basis, without warranties of any kind, whether express, implied, or statutory.
• Margin expressly disclaims all warranties, including but not limited to merchantability, fitness for a particular purpose, and non-infringement.

9. Indemnification

You agree to indemnify and hold harmless Margin and its affiliates, directors, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including legal fees) arising out of or related to:

• Your use or misuse of the Services;
• Your violation of these Terms;
• Your violation of any applicable law or the rights of any third party.

10. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, MARGIN SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL.

MARGIN’S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNT YOU PAID TO MARGIN IN THE SIX (6) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS ($100).

11. Intellectual Property

All rights, title, and interest in and to the Services and their content, including software, logos, trademarks, and other materials, are the exclusive property of Margin or its licensors. You may not use, copy, reproduce, or distribute any part of the Services without our prior written consent.

12. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of California, without regard to conflict of law principles.

Binding Arbitration: Any dispute, claim, or controversy arising out of or relating to these Terms or the Services will be settled by binding arbitration administered by JAMS under its Comprehensive Arbitration Rules. Arbitration will take place in San Francisco County, California. Judgment on the arbitration award may be entered in any court having jurisdiction.

Exceptions: Either party may seek injunctive or other equitable relief in court to prevent or stop unauthorized use or misuse of its intellectual property.

13. Miscellaneous

• Entire Agreement: These Terms constitute the entire agreement between you and Margin with respect to the Services.
• Severability: If any provision is held to be unenforceable, the remaining provisions will remain in effect.
• Assignment: You may not assign these Terms without Margin’s prior written consent. Margin may assign these Terms freely.
• Waiver: No waiver of any provision shall be deemed a further waiver of any other provision.
• Force Majeure: Margin is not liable for delay or failure to perform due to causes beyond our reasonable control.

14. Contact Us

By accessing or using the Services, you acknowledge that you have read, understood, and agreed to be legally bound by these Terms.