BasisPoint

BASISPOINT TERMS OF USE

1. About these Terms

These Terms of Use (“Terms”) govern your access to and use of:

together, the “Platform”.

In these Terms, “BasisPoint”, “we”, “us” and “our” refer to the operator of the Platform.

By accessing or using the Platform, creating an account, purchasing a subscription, connecting a third-party account or otherwise indicating your acceptance, you agree to be bound by these Terms.

If you do not agree to these Terms, you must not access or use the Platform.

2. Other applicable terms

These Terms should be read together with our:

Those documents are incorporated into these Terms by reference where applicable.

If you enter into a separate written agreement with us for advisory, consulting, research, software development, execution, treasury, vault, asset-management or other professional services, that agreement will govern those services.

If there is a conflict between that agreement and these Terms, the separate written agreement will prevail in relation to the services covered by it.

3. Eligibility

You may use the Platform only if:

  1. you are at least 18 years old and have legal capacity to enter into a binding agreement;
  2. your use of the Platform is lawful in every jurisdiction applicable to you;
  3. you are not subject to sanctions, asset freezes, trade restrictions or other prohibitions that would prevent us from providing the Platform to you;
  4. you have not previously been suspended or removed from the Platform, unless we have expressly authorised your return; and
  5. you comply with these Terms.

If you access the Platform on behalf of a company, fund, partnership, decentralised organisation, trust or other entity, you represent and warrant that:

4. Intended users

The Platform is designed primarily for institutional, commercial, professional and sophisticated participants in digital-asset markets. It is not designed as a consumer investment product.

Use of terms such as “institutional”, “professional” or “sophisticated” on the Platform does not mean that we have classified you as a professional investor, accredited investor, qualified investor or equivalent category under any law.

Unless we expressly conduct and confirm such a classification in writing, you must not assume that you have been classified in any particular regulatory category.

Nothing in these Terms excludes or restricts rights that cannot lawfully be excluded or restricted.

5. Description of the Platform

The Platform may provide features including:

We may add, remove, modify, restrict, suspend or discontinue any part of the Platform at any time.

Descriptions of planned, beta, experimental, “coming soon” or future functionality do not constitute a promise that the functionality will be released or made available.

6. Nature of the Platform

Unless we expressly agree otherwise in a separate written agreement, the Platform is a software, information, research and analytics service only.

Through the generally available Platform, we do not:

Certain advisory, execution, deployment, treasury, vault or managed-service functionality may be offered separately.

Any such service may be subject to separate eligibility checks, risk disclosures, contractual terms and regulatory requirements.

The availability of a feature on the Platform does not mean that the feature is legally available to every user in every jurisdiction.

7. No investment advice or recommendation

All content made available through the Platform is provided for general informational, research, analytical and educational purposes only.

Nothing on the Platform constitutes or should be interpreted as:

Terms such as “opportunity”, “strategy”, “signal”, “score”, “long”, “short”, “carry”, “arbitrage”, “hedge”, “yield”, “allocation”, “illustrative”, “optimal”, “risk-adjusted” or similar expressions describe analytical outputs or hypothetical structures.

They do not constitute instructions or recommendations to transact.

We do not know your complete financial position, objectives, experience, tax circumstances, liquidity needs, regulatory status or risk tolerance.

You are solely responsible for:

You must not represent to another person that BasisPoint has recommended, approved or guaranteed a transaction unless we have expressly done so in a separate written agreement.

8. Digital-asset and derivatives risks

Digital assets, derivatives, perpetual contracts, options, leveraged products, decentralised-finance protocols and related strategies involve substantial risk.

You acknowledge that these risks may include:

An apparent spread, funding return, yield or arbitrage opportunity may not be executable and may disappear before a transaction can be completed.

A strategy described as “market-neutral”, “delta-neutral”, “hedged”, “arbitrage” or “low risk” can still incur substantial losses. No strategy is risk-free.

You must not commit capital that you cannot afford to lose.

9. Data and information limitations

The Platform may rely on data obtained from:

We do not control these sources.

Information may be:

A timestamp displayed on the Platform may indicate when data was obtained, processed, calculated or stored. It does not necessarily indicate when an underlying market event occurred.

We do not warrant that:

You must verify material information directly with the relevant exchange, protocol, issuer, blockchain or other primary source before acting.

10. Calculations, scores and models

The Platform may calculate or display:

These outputs depend on assumptions, methodologies and available data.

Different methodologies can produce materially different results.

Annualised figures may assume that a rate continues for an entire year, even though the rate may change immediately and may never be achieved.

Unless expressly stated otherwise, calculations may exclude or imperfectly estimate:

Scores, rankings and classifications simplify complex information.

A higher score does not guarantee better performance, lower risk or greater liquidity.

You must not treat a model output as a statement of fact.

11. Backtests, simulations and hypothetical results

Backtests, simulations, scenario analyses and hypothetical performance outputs are inherently limited.

They may:

Hypothetical results do not represent actual trading and may understate or overstate the effect of market conditions.

Past performance, historical results, modelled performance and backtested performance are not reliable indicators of future results.

We do not represent that any strategy will achieve results similar to a backtest or simulation.

12. Artificial intelligence and automated outputs

The Platform may use machine-learning models, large language models, algorithmic agents, statistical models or other automated systems.

Automated outputs may:

You must independently review and validate all material automated outputs.

You must not rely on an artificial-intelligence or automated output as the sole basis for a financial, legal, compliance, operational or trading decision.

You remain responsible for instructions that you provide to automated features and for actions taken using their output.

13. Accounts

Some features may require an account.

You agree to:

You must not:

We may require identity, business, authority, eligibility or compliance information before making certain features available.

14. Organisational accounts

If an account is created, paid for or administered by an organisation:

You are responsible for understanding the arrangements between you and that organisation.

15. Connected accounts and integrations

The Platform may permit you to connect an exchange account, blockchain wallet, protocol account, API credential or other third-party service (“Connected Account”).

By connecting a Connected Account, you represent and warrant that:

You should use read-only credentials wherever execution or transfer permissions are unnecessary.

You remain responsible for:

Third-party integrations may be unavailable, delayed, changed or withdrawn without notice.

Unless we expressly agree otherwise in separate written terms, connecting an account does not appoint us as your broker, agent, adviser, fiduciary, custodian or asset manager.

16. Transaction and execution features

If the Platform permits you to submit, route, automate or deploy a transaction, you remain responsible for reviewing and approving:

Transactions may be irreversible.

We do not guarantee:

A displayed transaction preview may differ from the final transaction.

Execution functionality may be provided by a third party. Your transaction may be governed by that third party’s terms, risk disclosures and privacy practices.

No execution or asset-management functionality should be used unless it has been expressly enabled for your account and you have accepted all additional applicable terms.

17. Alerts and notifications

The Platform may provide alerts through email, messaging applications, browser notifications, APIs or other channels.

Alerts are provided for convenience only.

They may be:

You must not rely on an alert as your sole monitoring, trading or risk-management mechanism.

You remain responsible for independently monitoring your positions, accounts, collateral, transactions and risk limits.

18. Subscriptions, fees and payment

Certain features may require payment.

Prices, billing periods and included features will be displayed at the time of purchase or set out in an applicable order form.

Unless otherwise stated:

If a subscription renews automatically, the renewal frequency and price will be disclosed before purchase.

You authorise us and our payment provider to charge the applicable renewal fee until the subscription is cancelled.

You must cancel before the renewal date to avoid the next charge.

We may change subscription prices by giving reasonable prior notice. A price change will normally apply from the next renewal period unless otherwise stated.

If payment fails, we may restrict or suspend access to paid features.

Payment services may be provided by third parties. We may not directly receive or store complete payment-card information.

19. Trials and promotional access

We may provide trials, credits, promotional pricing or free access.

Such access may:

Promotional credits have no cash value unless expressly stated otherwise.

20. Licence to use the Platform

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable and revocable right to access and use the Platform for your own internal business or personal research purposes.

This licence does not transfer ownership of any intellectual-property right.

Except where expressly permitted by us in writing, you must not:

Reasonable internal use by authorised personnel is permitted where consistent with your plan and these Terms.

21. APIs and automated access

Access to an API or data feed may be subject to:

You must not:

We may monitor API usage and suspend access where necessary to protect the Platform, comply with law or enforce these Terms.

22. Intellectual property

The Platform and its components are owned by us or our licensors.

Protected materials may include:

“BasisPoint”, associated logos and other brand elements are owned by us or our licensors.

No right to use our trade marks is granted except as necessary to identify the Platform accurately and in accordance with our branding requirements.

23. Third-party data and intellectual property

Some Platform content may belong to exchanges, protocols, vendors or other third parties.

Third-party content may be subject to additional:

Your right to use third-party content may be narrower than your right to use other parts of the Platform.

We may restrict access, exports, retention or redistribution where required by a data provider.

You must comply with notices and restrictions displayed in connection with third-party content.

24. User content

You may be permitted to upload, enter, submit or generate information, data, prompts, files, configurations, strategies, comments or other material (“User Content”).

You retain ownership of your User Content.

You grant us a worldwide, non-exclusive, royalty-free licence to host, copy, process, transmit, display and otherwise use User Content as reasonably necessary to:

You represent and warrant that:

You must not upload highly sensitive, confidential or regulated information unless the relevant feature is expressly designed and contractually approved for that information.

25. Feedback

If you provide suggestions, ideas or feedback about the Platform, you grant us a perpetual, irrevocable, worldwide, royalty-free right to use that feedback without restriction or compensation.

This does not give us ownership of your confidential information or other User Content.

26. Acceptable use

You must not use the Platform:

You must not assist another person to do any of the above.

27. Compliance with law

You are responsible for determining and complying with all laws applicable to your use of the Platform.

This may include laws relating to:

We do not represent that the Platform is appropriate or lawful in every jurisdiction.

We may restrict features, block locations, require information or refuse access where we consider it necessary for legal, regulatory, sanctions, security or risk-management reasons.

28. Sanctions and restricted persons

You represent and warrant that neither you nor, where applicable, the entity you represent:

You must notify us if this representation ceases to be accurate.

We may conduct screening and request information reasonably required to assess compliance.

29. Privacy and data protection

Our collection and use of personal data are governed by our Privacy Policy.

You agree that we may process personal data as described in that policy, including for:

Where you provide personal data relating to another person, you represent that you have the authority and lawful basis to do so and have given all required notices.

30. Confidentiality

If we disclose information to you that is clearly confidential or would reasonably be understood as confidential, you must:

This obligation does not apply to information that:

You may disclose confidential information where required by law, provided that you give advance notice where legally permitted.

31. Third-party services and links

The Platform may link to or integrate with third-party websites, exchanges, wallets, protocols, applications and services.

We do not control and are not responsible for:

A link, integration, listing or data display does not constitute endorsement.

Your use of a third-party service is governed by your agreement with that third party.

Disputes concerning a third-party service must generally be resolved with that third party.

32. Platform availability

We aim to maintain the Platform but do not guarantee uninterrupted availability.

The Platform may be unavailable because of:

Unless we expressly agree to a service-level commitment in writing, no uptime or response-time commitment applies.

We are not required to preserve any particular feature, integration, dataset or historical record indefinitely.

You are responsible for maintaining copies of information you need.

33. Beta and experimental features

A feature identified as beta, preview, experimental, test, early access or similar may be incomplete, unstable or subject to material change.

Such features may:

You use beta or experimental features at your own risk.

34. Security

We use measures designed to protect the Platform, but no system is completely secure.

You acknowledge the risk of:

You must maintain appropriate security for your own devices, networks, accounts and credentials.

You must report suspected Platform vulnerabilities responsibly and must not exploit them.

35. Suspension and restriction

We may suspend, restrict or terminate your access immediately where we reasonably believe that:

Where reasonably practicable, we may provide notice and an opportunity to remedy the issue.

We are not required to do so where immediate action is necessary.

36. Termination by you

You may stop using the Platform at any time.

You may cancel a subscription through the available account controls or support channels.

Termination does not entitle you to a refund except where required by law or expressly stated in applicable subscription terms.

You remain responsible for charges incurred before termination.

37. Effect of termination

On termination:

Sections that by their nature should survive termination will continue to apply, including provisions relating to intellectual property, confidentiality, disclaimers, liability, indemnity, governing law and accrued rights.

We may retain information where required by law, reasonably necessary for legitimate business purposes or permitted by our Privacy Policy.

38. Disclaimers

To the fullest extent permitted by law, the Platform is provided on an “as is” and “as available” basis.

We disclaim all representations, conditions, warranties and terms, whether express, implied or statutory, including implied warranties or conditions of:

We do not warrant that:

Nothing in these Terms excludes a warranty, representation or obligation that cannot lawfully be excluded.

39. Limitation of liability

Nothing in these Terms excludes or limits liability to the extent that it cannot lawfully be excluded or limited.

Subject to the preceding paragraph, to the fullest extent permitted by law, we and our directors, officers, employees, contractors, affiliates, licensors and service providers will not be liable for:

whether arising in contract, tort, negligence, breach of statutory duty, misrepresentation, restitution or otherwise, even if the possibility of the loss was known.

We will not be liable for loss arising from:

Subject to any liability that cannot lawfully be limited, our total aggregate liability arising out of or relating to the Platform and these Terms will not exceed the greater of:

  1. the total fees you paid to us for the Platform during the 12 months immediately preceding the event giving rise to liability; and
  2. US$150.

The limitations in this section apply to the maximum extent permitted by applicable law.

40. Indemnity

To the fullest extent permitted by law, you will indemnify and hold harmless BasisPoint and its directors, officers, employees, contractors and affiliates from claims, proceedings, losses, liabilities, damages, costs and reasonable legal expenses arising out of or relating to:

This indemnity does not apply to the extent that a loss was caused directly by our fraud, wilful misconduct or liability that cannot lawfully be excluded.

41. Changes to the Platform

We may change the Platform to:

A change may affect existing workflows, integrations, reports or data.

You are responsible for reviewing notices relevant to your use.

42. Changes to these Terms

We may update these Terms from time to time.

When we make a material change, we will provide reasonable notice through the Platform, by email or by another appropriate method.

The updated Terms will state their effective date.

Your continued use of the Platform after the effective date constitutes acceptance of the updated Terms.

If you do not accept an update, you must stop using the Platform and cancel any affected subscription.

A change will not apply retrospectively where doing so would be unlawful.

43. Electronic communications

You consent to receive agreements, notices and other communications electronically.

Electronic communications may be provided:

You are responsible for maintaining current contact information and checking communications.

Marketing communications are subject to applicable law and your communication preferences.

44. Force majeure

We will not be liable for delay or failure caused by circumstances beyond our reasonable control, including:

45. Assignment

You may not assign, transfer or novate your rights or obligations under these Terms without our prior written consent.

We may assign, transfer or novate these Terms to:

provided that doing so does not materially reduce any non-excludable rights you have.

46. No partnership or agency

These Terms do not create a partnership, joint venture, employment, fiduciary or agency relationship between you and us.

Neither party has authority to bind the other except as expressly agreed in writing.

47. Third-party rights

Unless expressly stated otherwise, a person who is not a party to these Terms has no right to enforce them.

Our affiliates, directors, officers, employees, contractors, licensors and service providers may rely on provisions expressly stated to protect them.

48. Governing law and disputes

These Terms and any dispute arising from or relating to them will be governed by the laws applicable to the operator of the Platform, without limiting any mandatory legal rights that apply to you.

The courts with jurisdiction over the operator of the Platform will have jurisdiction over disputes arising out of or relating to these Terms, except where applicable law requires otherwise.

Before commencing formal proceedings, each party should use reasonable efforts to resolve the dispute through good-faith discussions.

49. Severability

If any provision of these Terms is found to be invalid, illegal or unenforceable, it will be modified to the minimum extent necessary to make it valid and enforceable.

If modification is not possible, the affected provision will be treated as deleted.

The remaining provisions will continue in effect.

50. Waiver

A failure or delay in exercising a right does not waive that right.

A waiver is effective only if it is in writing and applies only to the specific circumstances for which it is given.

51. Entire agreement

These Terms and the documents expressly incorporated into them constitute the entire agreement between you and us concerning the generally available Platform.

They replace previous discussions, communications and understandings concerning the same subject matter.

Nothing in this section limits liability for fraud or fraudulent misrepresentation.

52. Interpretation

In these Terms:

53. Contact

Questions, complaints or notices concerning these Terms may be submitted through the contact or support channels displayed on the Platform.