LI.FI Platform
Last Updated: 13 May 2026
These Commercial API Terms of Use (the “Terms”) govern access to and use of the LI.FI Platform, the LI.FI Commercial APIs, and the Services. These Terms constitute an agreement between Ultima Liquiditas Core Ltd. (“LI.FI”, “we”, “us”, “our”) and the professional enterprise or legal entity accessing the Services (“User”, “you”, “your”). LI.FI and User may be collectively referred to as the “Parties” and individually as a “Party.”
These Terms take effect when the User clicks an “I Accept” or equivalent button presented with these Terms or, if earlier, when the User first accesses any LI.FI Commercial API Endpoint or Service (the “Effective Date”).
The LI.FI Commercial APIs are intended solely for use by professional enterprises. By entering into these Terms, the User represents and warrants that it is acting on behalf of a duly organized business, company, or other legal entity. Use of the LI.FI Commercial APIs by natural persons in their individual capacity is not permitted.
LI.FI may amend these Terms at any time, subject to the limitations of Section 7.2. Continued use of the Services after any amendment constitutes acceptance of the amended Terms. If the User does not agree to an amendment, the User must discontinue use of the Services in accordance with Section 13.
These Terms apply automatically to any commercial use of the LI.FI APIs. In the event that the Parties enter into any separate written agreement governing specific aspects of the Services or the use of the LI.FI Commercial APIs (including, without limitation, any master service agreement, order form, statement of work, or similar individually negotiated agreement), the terms of such separate agreement shall prevail over these Terms to the extent of any conflict or inconsistency.
LI.FI: Ultima Liquiditas Core Ltd., a company incorporated under the laws of the British Virgin Islands, with registered office at 171 Main Street, PO Box 92, Road Town, Tortola, VG 1110. British Virgin Islands.
LI.FI Platform: the website, portal, and associated infrastructure enabling access to the LI.FI product offerings, accessible at li.fi and any successor domains.
LI.FI Commercial APIs: the application programming interfaces made available through the LI.FI Platform for commercial use, as further described in Section 2, together with any object code, software libraries, software development kits, sample source code, published specifications, and Documentation.
User’s Product: any software application, website, tool, service, protocol, wallet, agent, or product created, operated, or offered by the User through which End-Users are granted access to the Services.
Endpoint(s): the designated API endpoint(s) issued by LI.FI for the User’s access to one or more LI.FI Commercial APIs under these Terms.
Documentation: API keys, credentials, tokens, technical documentation, integration guides, and any other materials provided by LI.FI to facilitate use of the Services.
End-Users: natural persons or legal entities that access the Services through the User’s Product, including their beneficial owners, affiliated persons, and associated digital asset wallets.
Services: the technology services provided by LI.FI to the User under these Terms, as described in Section 3.
Network Request: any request sent to LI.FI-controlled infrastructure for the purpose of generating routing data, initiating a transaction, or otherwise invoking the Services on behalf of the User or its End-Users.
Third-Party Protocols: decentralized protocols, bridges, liquidity pools, decentralized exchanges, solvers, smart contracts, interoperability standards, and other on-chain infrastructure not developed, operated, owned, or controlled by LI.FI, through which transactions may be routed by the Services.
2.1. Product Scope. The LI.FI Commercial APIs comprise the following products and interfaces, each of which may be made available individually or as part of an integrated offering (subject to availability and applicable Pricing Model):
(a) Swap & Bridge API: a REST-based API providing access to LI.FI’s cross-chain and same-chain routing, aggregation, and execution infrastructure for digital asset swaps, bridges, and transfers across supported blockchain networks.
(b) Swap & Bridge SDK: a JavaScript/TypeScript software development kit wrapping the Swap & Bridge API, providing programmatic access to route discovery, quote generation, and transaction execution.
(c) Swap & Bridge Widget: a customizable, embeddable front-end component enabling End-Users to perform swap and bridge transactions within the User’s Product without requiring direct API integration.
(d) Intent & Solver System: an intent-based execution infrastructure enabling the User to submit transaction intents that are fulfilled by a marketplace of solvers, including the ability to integrate custom liquidity sources and solver infrastructure.
(e) LI.FI Composer: a transaction orchestration interface enabling the composition of multi-step, multi-chain DeFi workflows, including swaps, bridges, deposits, staking, and other on-chain actions, into a single transaction.
(f) LI.FI Deposit: a workflow built on top of Composer that enables one-click deposit functionality into vaults, escrow contracts, and other protocol-specific deposit targets from any supported chain or asset.
(g) AI Agent Interfaces: machine-readable documentation, Model Context Protocol (“MCP”) server endpoints, OpenAPI specifications, agent skills, and plugin interfaces designed to enable autonomous software agents to interact with the Services.
(h) Any other API, SDK, widget, interface, preset, or configuration made available by LI.FI through the LI.FI Platform for commercial purposes, unless otherwise expressly stated.
2.2. Updates. LI.FI may update, modify, or extend the Commercial APIs and Endpoints from time to time. The User shall implement updates within commercially reasonable time frames following their availability. Failure to implement required updates may result in degraded functionality or suspension of the Services.
2.3. Exclusions. These Terms do not apply to: (a) LI.FI public APIs or endpoints made available without authentication or commercial subscription; (b) any third-party APIs or software accessible through the LI.FI Platform but governed by separate third-party terms; or (c) any LI.FI consumer-facing applications or products, each of which is governed by its own terms of use.
3.1. Scope of Services. LI.FI shall provide the User with access to the Endpoint(s) and Documentation for the Commercial API(s) to which the User has subscribed. The Services are limited to the provision of routing, aggregation, and orchestration technology and access thereto. The User bears exclusive responsibility for all implementation, integration, use, and outcomes of the Services within the User’s Product. The Services are provided solely for the benefit of the User and shall not be deemed to be provided to, or for the benefit of, any End-Users.
3.2. Infrastructure Provider Role. LI.FI operates as a B2B technology infrastructure provider. The Services constitute routing, aggregation, and orchestration software that connects the User’s Product to Third-Party Protocols. LI.FI does not: (a) take custody of, hold, or control any digital assets; (b) execute transactions on its own behalf; (c) act as counterparty to any swap, bridge, or transfer; (d) provide financial, investment, or payment services; or (e) maintain any direct relationship with End-Users. The User acknowledges and agrees that LI.FI’s role is strictly limited to the provision of the technology described herein.
3.3. Third-Party Service Providers. LI.FI may engage third parties in the delivery of the Services. In such cases, LI.FI remains responsible for the performance of the Services by such third parties. The User acknowledges that the Services may involve the transmission of data to third-party infrastructure providers integral to the routing and execution process.
3.4. Compatibility and Changes. LI.FI reserves the right to change, suspend, or discontinue any aspect of the Commercial APIs, Endpoints, or Documentation at any time without prior notice. LI.FI does not guarantee backward compatibility of any update. Continued use of the Services following any modification constitutes acceptance of such modification. LI.FI shall have no liability for any errors, malfunctions, or losses arising from the User’s integration or operation of the Services.
3.5. Non-Exclusivity. The Services are non-exclusive. LI.FI and its affiliates retain the unrestricted right to provide the same or similar services to any third party.
4.1. No Asset Classification by LI.FI. LI.FI makes no representation or warranty as to the regulatory classification, legal status, or treatment of any digital asset, token, or instrument that may be routed, swapped, bridged, or transferred through the Services under any applicable law or regulation, including any laws or regulations governing financial instruments, securities, electronic money, payment services, or similar regulated activities in any jurisdiction (“Applicable Financial Regulation”). The routing of any asset through the Services shall not be construed as an endorsement, recommendation, offer, or solicitation by LI.FI.
4.2. User Responsibility for Regulated Assets. The User bears sole and exclusive responsibility for ensuring that any digital assets accessible to End-Users through the User’s Product, including any tokens or instruments that may constitute financial instruments, securities, electronic money, or other regulated instruments under Applicable Financial Regulation (collectively, “Regulated Assets”), comply with all applicable licensing, registration, disclosure, distribution, and investor protection requirements in each jurisdiction in which the User’s Product is made available. Without limiting the foregoing, the User shall: (a) implement and maintain its own terms, policies, and disclosures vis-à-vis its End-Users that adequately address the nature, risks, and regulatory status of any Regulated Assets accessible through the User’s Product; (b) ensure that End-Users are provided with all information, warnings, and disclosures required under Applicable Financial Regulation before accessing or transacting in Regulated Assets; (c) implement appropriate eligibility checks, access restrictions, or onboarding procedures to the extent required by Applicable Financial Regulation; and (d) bear sole responsibility for any claims, losses, or regulatory consequences arising from the End-Users’ access to or transactions in Regulated Assets through the User’s Product.
4.3. Notification Obligation. The User shall promptly notify LI.FI in writing if the User becomes aware, or has reasonable grounds to believe, that any asset routed through the Services via the User’s Product: (a) is or has become subject to classification as a regulated instrument under Applicable Financial Regulation in any relevant jurisdiction; (b) is the subject of any regulatory inquiry, enforcement action, or cease-and-desist order relating to its classification or distribution; or (c) is issued by an entity that has lost, had suspended, or failed to obtain any required authorization, license, or registration. Such notification shall include all material details reasonably available to the User.
4.4. LI.FI’s Rights Regarding Regulated Assets. Upon receipt of a notification under Section 4.3, or if LI.FI independently determines that the routing of a particular asset may create material regulatory risk, LI.FI may, in its sole discretion and without liability: (a) restrict, suspend, or disable routing of the relevant asset; (b) require the User to cease making the relevant asset available through the User’s Product; or (c) impose additional conditions on the User’s continued access to the Services in relation to such asset. The User shall cooperate in implementing any such measures without undue delay.
4.5. Third-Party Protocol Routing. The User acknowledges that the Services involve the automated routing of transactions through Third-Party Protocols. The selection and sequencing of Third-Party Protocols by LI.FI’s routing algorithm is performed on the basis of technical and economic parameters, including price, speed, liquidity, gas cost, and availability. Such automated selection does not constitute a recommendation, endorsement, due diligence assessment, audit, security review, or any form of assurance by LI.FI as to the security, solvency, reliability, legal compliance, or fitness for purpose of any Third-Party Protocol.
4.6. No Duty of Care Regarding Third-Party Protocols. LI.FI assumes no duty of care, fiduciary obligation, or other responsibility in respect of the selection, monitoring, auditing, or ongoing assessment of any Third-Party Protocol. The User acknowledges that Third-Party Protocols are autonomous software systems subject to inherent and unpredictable risks, including smart contract vulnerabilities, exploits, oracle manipulation, bridge failures, liquidity withdrawal events, governance attacks, protocol insolvency, and other adverse events (“Protocol Incidents”). LI.FI has no obligation to monitor Third-Party Protocols for such risks or to remove or cease routing through any Third-Party Protocol, except where LI.FI elects to do so in its sole discretion.
4.7. Exclusion of Liability for Protocol Incidents. To the maximum extent permitted by applicable law, LI.FI shall not be liable for any losses, damages, costs, or claims of any kind, whether direct, indirect, incidental, consequential, or otherwise, suffered by the User, End-Users, or any third party arising out of or in connection with a Protocol Incident, including where LI.FI’s routing algorithm directed the relevant transaction through the affected Third-Party Protocol. This exclusion applies regardless of foreseeability and regardless of the legal theory under which such liability is asserted. For the avoidance of doubt, this exclusion does not apply to losses directly caused by the gross negligence, fraud, or willful misconduct of LI.FI.
4.8. User’s Downstream Obligations. The User shall ensure that its terms, disclosures, and agreements with End-Users adequately inform End-Users of the risks associated with Third-Party Protocols, including the risk of total loss of funds due to Protocol Incidents. The User shall not represent or imply to End-Users that LI.FI has vetted, audited, endorsed, or assumed any responsibility for any Third-Party Protocol.
4.9. Cooperation Following Protocol Incidents. In the event of a Protocol Incident affecting transactions routed through the Services, the Parties shall cooperate in good faith to: (a) identify and assess the scope and impact of the incident; (b) coordinate any necessary communications in accordance with Section 6.8(d); and (c) implement reasonable technical measures to mitigate further exposure. Nothing in this Section creates any obligation on LI.FI to pursue recovery of funds, initiate legal proceedings, or take action against any Third-Party Protocol or its operators on behalf of the User or End-Users.
4.10. Indemnification. Without limiting Section 10.1, the User shall indemnify and hold harmless LI.FI from and against any Claims arising out of or relating to: (a) the User’s failure to comply with Applicable Financial Regulation in connection with Regulated Assets; (b) the User’s failure to provide timely notification under Section 4.3; (c) any misrepresentation by the User regarding the regulatory status of any asset; or (d) any Claims by End-Users or third parties arising from Protocol Incidents, including any failure to provide adequate risk disclosures regarding Third-Party Protocols.
5.1. License Grant. LI.FI grants the User a limited, non-exclusive, royalty-free, non-transferable, and non-sublicensable right to access and use the Endpoint(s) within the Territory for the term hereof and solely for the purpose of receiving the Services. “Territory” means worldwide, excluding Prohibited Localities as defined in Section 6.1(l).
5.2. LI.FI IP. LI.FI and its licensors retain all proprietary rights in the Services, Commercial APIs, Endpoints, and any modifications thereto (“LI.FI Intellectual Property”). No right or license is granted by implication, estoppel, or otherwise beyond what is expressly stated herein. The User shall not resell, sublicense, or otherwise provide access to the Services to third parties in circumvention of these Terms.
5.3. Feedback. LI.FI shall have a perpetual, royalty-free, worldwide license to use any suggestions, enhancement requests, or feedback received from the User, without attribution or compensation.
5.4. Open Source. The Services may include open source software components, which are licensed under the terms of their respective open source licenses and are not subject to Section 5 or Section 10.2.
5.5. User’s IP. The User retains all intellectual property rights in the User’s Product and any technology developed independently of the Services. LI.FI hereby assigns to the User any rights LI.FI may acquire in such independent work product.
5.6. Branding. Use of the LI.FI logo or branding requires LI.FI’s prior written consent and must clearly indicate that LI.FI acts solely as a technology provider. The User shall not suggest partnership with, sponsorship by, or endorsement by LI.FI without prior written approval. Breach of this obligation constitutes a material breach of these Terms.
6.1. General Obligations. The User covenants to:
(a) avoid deceptive, misleading, or unethical practices detrimental to LI.FI;
(b) make no false or misleading representations regarding LI.FI or the Services;
(c) not disassemble, decompile, or reverse engineer any component of the Services or LI.FI Intellectual Property;
(d) not interfere with or disrupt the integrity or performance of the Services;
(e) not attempt to gain unauthorized access to the Services or related systems;
(f) not remove, alter, or obscure any proprietary notices within the Services;
(g) not provide any competitor of LI.FI with access to, or information about, the Services;
(h) conduct, at its sole cost, all applicable know-your-customer, know-your-business, and anti-money laundering compliance checks (including sanctions screening) of End-Users as required by applicable law;
(i) maintain appropriate risk management programs, internal controls, and monitoring technologies consistent with standards applicable to professional businesses in the blockchain industry;
(j) ensure that End-Users are not located, organized, or resident in, and do not obtain funds from or through, any Prohibited Locality;
(k) ensure that End-Users are not the subject or target of Sanctions, nor owned or controlled by, nor acting for the benefit of, any person subject to Sanctions;
(l) for purposes of these Terms, “Prohibited Localities” means any country, region, or territory subject to comprehensive trade or economic sanctions administered by the United Nations, the United States (including OFAC), the European Union (or any of its Member States), the United Kingdom, the British Virgin Islands, or any other authority with jurisdiction over the Parties; and “Sanctions” means any economic, financial, trade, or other restrictive measures issued by any of the foregoing authorities.
6.2. Abusive Usage. LI.FI may monitor usage of the Services. If LI.FI determines that the User has circumvented or attempted to circumvent any restriction, Usage Limit, or Pricing Model, LI.FI may bill for overages, require a Pricing Model upgrade, or suspend or terminate the User’s access.
6.3. Wallet Address Disclosure. The User shall integrate the Services in a manner that ensures Network Requests contain the wallet address of the originating End-User. The User shall not route End-User requests through proxy or intermediary addresses that would prevent LI.FI from identifying the originator. Breach of this obligation constitutes a material breach. LI.FI reserves the right to deny any Network Request where the End-User’s wallet address does not comply with LI.FI’s internal controls.
6.4. No Authority to Bind LI.FI. The User shall not accept orders, promise service terms, enter contracts, or receive payments on behalf of LI.FI.
6.5. End-User Relationship. These Terms govern the relationship between the User and LI.FI exclusively. The User is solely responsible for its relationship with End-Users and shall not make misrepresentations to End-Users regarding LI.FI’s role or liability. The User remains responsible to LI.FI for all actions of End-Users who access the Services through the User’s Product.
6.6. Compliance Procedures. The User may be subject to due diligence and compliance procedures determined by LI.FI, including anti-money laundering screening, sanctions checks, security assessments, and ongoing compliance reviews. Information provided during such procedures is incorporated into these Terms by reference. LI.FI may refuse access to the Services pending completion of, or upon failure to complete, such procedures.
6.7. Cooperation with Lawful Requests. The User shall cooperate with LI.FI in connection with any lawful request from a governmental, regulatory, judicial, or law-enforcement authority relating to the User’s use of the Services. Such cooperation includes timely provision of information and records, direct engagement with competent authorities where appropriate, and preservation of relevant logs upon notice. The User shall collect and retain End-User IP addresses and related metadata for a minimum of thirty (30) days and make such data available to competent authorities or to LI.FI upon lawful request. Responses to cooperation requests shall be provided within three (3) business days. Failure to comply constitutes a material breach.
6.8. Security Obligations.
(a) The User shall maintain administrative, technical, and organizational safeguards consistent with industry best practices for blockchain integrations, including secure key management, audited smart contract frameworks (where applicable), access controls, logging, monitoring, and timely security patching.
(b) The User shall maintain screening and monitoring tools adequate to detect and mitigate illicit, fraudulent, or high-risk activity, including identification of sanctioned or suspicious wallet addresses.
(c) The User shall not introduce code, smart contracts, or integrations that could compromise the integrity, availability, or security of the Services.
(d) In the event of a security incident affecting the Services or the User’s integration, the Parties shall promptly notify each other, maintain ongoing communication regarding investigation and remediation, and cooperate in good faith to mitigate the incident. LI.FI shall determine the content, timing, and manner of any public disclosure or regulatory notification relating to the Services, and the User shall not make such communications without LI.FI’s prior written consent except as required by applicable law.
(e) LI.FI shall maintain and operate the Services in accordance with recognized industry standards, including periodic security audits and code reviews, and shall use commercially reasonable efforts to remedy identified vulnerabilities in a timely manner.
(f) Nothing in this Section creates any warranty or service obligation beyond those expressly stated in these Terms.
6.9. Good Faith. The User warrants that it is not party to any agreement that would prevent performance of its obligations under these Terms and undertakes to act in good faith and provide reasonable notice of any material changes in circumstances.
6.10. AI Agent and Autonomous System Integration. Where the User accesses the Services through or on behalf of autonomous software agents, AI systems, bots, or similar automated or semi-automated systems (collectively, “Agent Systems”), including through Model Context Protocol (MCP) server endpoints, OpenAPI specifications, plugin interfaces, or any other machine-readable interface, the following additional provisions apply:
(a) User Responsibility for Agent Systems. The User is solely and exclusively responsible for the deployment, configuration, operation, supervision, and output of any Agent System that interacts with the Services, regardless of whether such Agent System is developed by the User, by a third party, or operates with any degree of autonomy. All Network Requests initiated by or through an Agent System are deemed to be initiated by the User for the purposes of these Terms. The User bears full responsibility for all transactions, actions, and outcomes resulting from Agent System interactions with the Services, including those that were not specifically authorized, intended, or foreseen by the User.
(b) No Liability for Agent Behavior. LI.FI provides the AI Agent Interfaces as technical infrastructure only and makes no representation or warranty regarding: (i) the suitability or fitness of the Services for use by Agent Systems; (ii) the accuracy, reliability, or predictability of outputs generated by the Services in response to Agent System requests; (iii) the ability of any Agent System to correctly interpret, implement, or act upon data, quotes, routes, or other information returned by the Services; or (iv) the behavior, decisions, or actions of any Agent System, including any large language model, autonomous agent framework, or machine learning system. LI.FI shall have no liability whatsoever for any losses, damages, erroneous transactions, unintended executions, or other adverse outcomes arising from Agent System interactions with the Services, regardless of the cause, including but not limited to hallucination, misinterpretation of API responses, logic errors in agent code, or failures in agent guardrails or safety mechanisms.
(c) MCP and Protocol Interface Disclaimers. The User acknowledges that the Model Context Protocol (MCP) server endpoints and other machine-readable interfaces provided by LI.FI are designed to facilitate programmatic interaction with the Services. LI.FI makes no representation or warranty that: (i) MCP or any other protocol interface will operate without interruption, error, or latency; (ii) the data schema, tool definitions, or capabilities exposed through such interfaces will remain stable, backward-compatible, or unchanged; (iii) the interfaces are free from vulnerabilities, including prompt injection, tool poisoning, or other adversarial manipulation vectors; or (iv) any Agent System will correctly discover, authenticate, invoke, or process the tools and endpoints made available through such interfaces. The User assumes all risk associated with the integration of Agent Systems with LI.FI’s protocol interfaces, including risks arising from the evolving and experimental nature of machine-readable protocol standards.
(d) Compliance and KYC for Agent-Initiated Transactions. The User’s obligations under Sections 6.1(h) through 6.1(k) (compliance, sanctions, KYC) and Section 6.3 (wallet address disclosure) apply in full to transactions initiated by or through Agent Systems. The User shall ensure that: (i) all wallet addresses used by Agent Systems are subject to the same compliance and screening procedures as wallets operated by human End-Users; (ii) Agent Systems do not initiate transactions on behalf of, or for the benefit of, persons or entities that the User has not subjected to applicable compliance procedures; and (iii) the User maintains adequate controls, audit trails, and monitoring to identify and attribute all Agent System-initiated transactions to the responsible natural or legal person. Where an Agent System operates autonomously, the User, as the deployer or operator of such Agent System, shall be deemed the responsible party for compliance purposes.
(e) Transaction Limits and Safeguards. The User shall implement and maintain appropriate technical safeguards to prevent Agent Systems from initiating transactions that exceed the User’s intended parameters, including but not limited to: (i) maximum transaction value limits; (ii) rate limiting and frequency controls; (iii) slippage and price impact thresholds; (iv) allowlists for permitted token pairs, chains, or protocols; and (v) human-in-the-loop approval mechanisms for transactions exceeding defined thresholds. The absence or failure of such safeguards shall not create any liability for LI.FI.
(f) Indemnification for Agent Systems. Without limiting Section 10.1, the User shall indemnify and hold harmless LI.FI from and against any Claims arising out of or relating to: (i) the operation, malfunction, or output of any Agent System interacting with the Services; (ii) transactions initiated by Agent Systems that the User did not specifically authorize or intend; (iii) the User’s failure to implement adequate safeguards, controls, or monitoring for Agent System interactions; (iv) any security incident, exploit, or adversarial manipulation affecting the User’s Agent System or its integration with the Services, including prompt injection, tool poisoning, or unauthorized tool invocation; or (v) any third-party claims arising from Agent System-initiated transactions, including claims by End-Users, counterparties, or regulatory authorities.
7.1. Pricing. Fees for the Services shall be based on the Pricing Models presented to the User upon subscription or as displayed on the LI.FI Platform, including any Usage Limits (API call limits, rate limits, and similar restrictions). Pricing Models and Usage Limits are incorporated into these Terms by reference.
7.2. Fee Changes. LI.FI may modify fees or Pricing Models at its discretion. Changes shall not affect prepaid periods. LI.FI shall provide at least 30 calendar days’ notice before any change takes effect.
7.3. Refunds. Fees are non-refundable except in the case of material breach by LI.FI. Where a refund is warranted, the sole remedy is a credit toward future Services.
7.4. Custom Pricing. Where the User’s monthly transaction volume (measured as the total USD value of completed Network Requests) exceeds ten (10) million USD, the Parties shall negotiate a custom pricing arrangement in good faith. If agreement is not reached within a reasonable period, LI.FI may impose a commercially reasonable custom pricing model as a condition of continued access.
7.5. Billing and Late Payment. LI.FI may bill through third-party payment processors or by direct invoice. Invoiced amounts are due within 5 working days of the end of the preceding subscription period. Late payments accrue interest at 3% per month (or the maximum legally permissible rate, if lower). LI.FI may suspend access until overdue amounts are paid.
7.6. Recurring Billing and Auto-Renewal. Subscription-based Services renew automatically at the then-current rate unless the User cancels through the LI.FI Platform or by written notice to legal@jumper.xyz. Cancellation does not entitle the User to a refund of prepaid fees.
7.7. Integrator Fee. The User acknowledges that LI.FI may retain fees or surplus amounts generated in connection with successful Network Requests to compensate software maintenance and infrastructure costs. LI.FI reserves the right to determine and modify the beneficiary and amount of such fees at any time. The User shall ensure that End-Users are adequately informed of applicable fee structures.
7.8. Supplemental Fees. Certain supplemental fees may be collected by automatic deduction from destination or source token amounts. Where automatic deduction is not possible due to the User’s configuration, LI.FI may invoice the corresponding amounts.
7.9. User’s Fee. The User may charge its own fees to End-Users, provided that the User clearly represents itself as the initiator and recipient of such fees. The User acknowledges that technical limitations may prevent fee collection on certain routes or APIs, and LI.FI shall not be responsible for any resulting shortfalls. Breach of the disclosure obligation in this Section constitutes a material breach.
7.10. Taxes. Each Party is independently responsible for its own costs and taxes in connection with these Terms.
8.1. Scope. All proprietary and non-public information exchanged between the Parties in connection with these Terms, including technical information, pricing, business plans, and user data, together with the terms of these Terms themselves, constitute “Confidential Information.”
8.2. Permitted Use. Each Party may use Confidential Information only to exercise its rights under these Terms. Disclosure is permitted: (a) as required by law or governmental order, subject to Section 6.7; (b) to legal and financial advisors bound by confidentiality; and (c) to third parties as necessary to perform under these Terms.
8.3. Protection. Each Party shall use best efforts to protect Confidential Information and shall not disclose, publish, or disseminate it without the other Party’s consent.
8.4. Compelled Disclosure. If legally compelled to disclose, the disclosing Party shall provide prompt notice (and at least 72 hours’ advance notice where legally permissible) to allow the other Party to seek protective relief.
8.5. Survival. This Section 8 survives termination for 3 years.
9.1. Exclusion of Consequential Damages. Neither Party shall be liable for special or consequential damages, including lost profits, loss of data, or liability to third parties, except as otherwise specified herein.
9.2. EXCEPT IN CASES OF GROSS NEGLIGENCE, FRAUD, OR WILLFUL MISCONDUCT, AND EXCEPT AS PROVIDED IN SECTION 8, LI.FI SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING OUT OF OR RELATING TO THE USE OR INABILITY TO USE THE SERVICES, INCLUDING DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS INTERRUPTION, OR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF. LI.FI’S TOTAL AGGREGATE LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE FEES PAID BY THE USER DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM. THESE LIMITATIONS APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.
10.1. User Indemnification. The User shall indemnify and hold harmless LI.FI and its affiliates, officers, agents, and employees from any loss, claim, or demand (each a “Claim”), including reasonable legal fees, arising from the User’s use or misuse of the Services, the User’s Product, or the User’s violation of these Terms or applicable law.
10.2. IP Indemnification by LI.FI. LI.FI shall indemnify the User against Claims that the Services infringe a third party’s intellectual property rights, provided the User promptly notifies LI.FI and grants LI.FI sole control of defense and settlement. LI.FI shall have no liability for infringement resulting from: (a) modifications by parties other than LI.FI; (b) combination with non-LI.FI technology; (c) failure to implement updates provided by LI.FI; or (d) the User’s gross negligence, willful misconduct, or fraud. If enjoined, LI.FI may at its option procure continued rights, replace or modify the Services, or terminate these Terms.
11.1. THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” LI.FI DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, NON-INFRINGEMENT, AND QUIET ENJOYMENT. LI.FI DOES NOT GUARANTEE THE ACCURACY OR SUCCESSFUL EXECUTION OF ANY FEE CALCULATION, ROUTING DETERMINATION, OR TRANSACTION PERFORMED THROUGH THE SERVICES.
11.2. Third-Party Components. The User acknowledges that the Services depend on Third-Party Components, including blockchain networks, smart contracts, oracles, validators, solvers, bridges, and liquidity sources, that are outside LI.FI’s control. LI.FI makes no warranty regarding the operation, availability, security, or compatibility of any Third-Party Component.
12.1. Mutual Representations. Each Party represents and warrants that:
(a) it is duly organized, validly existing, and in good standing under applicable law;
(b) it has full power and authority to execute and perform these Terms;
(c) these Terms constitute a legal, valid, and binding obligation;
(d) execution and performance do not violate applicable law or existing obligations;
(e) it has not relied on the other Party for tax or accounting advice;
(f) it is acting for its own account and not as nominee or agent;
(g) it is a sophisticated party familiar with the inherent risks of digital asset activities;
(h) it is not insolvent or subject to bankruptcy proceedings;
(i) no pending or threatened proceedings could materially affect these Terms;
(j) it shall conduct all activities in compliance with applicable law, including valid authorizations and licenses;
(k) neither it nor its directors, officers, or affiliates are the subject of Sanctions or located in a Prohibited Locality, nor will it enter into these Terms if doing so would contravene Sanctions or applicable anti-money laundering law.
12.2. Public Communications. The User warrants that any public communication regarding the Services shall represent LI.FI exclusively as a technology provider, in accordance with these Terms. Breach constitutes a material breach.
13.1. Effective Period. These Terms commence on the Effective Date and remain in effect until terminated.
13.2. Termination by LI.FI. LI.FI may terminate these Terms at any time for any reason upon 30 days’ notice.
13.3. Termination by User. The User may terminate at any time by ceasing access to the Services and canceling through the LI.FI Platform or by notice to legal@jumper.xyz. Prepaid fees are not refundable.
13.4. Immediate Termination. LI.FI may terminate immediately if: (a) the User materially breaches these Terms; (b) the User’s conduct violates applicable law, including financial services, AML/CTF, or sanctions law; (c) the User creates or is likely to create material liability, reputational harm, or regulatory risk for LI.FI; or (d) the User fails to maintain adequate technical, operational, or security standards.
13.5. Suspension. LI.FI may immediately suspend, restrict, or modify access without liability where it reasonably determines that: (a) grounds for termination exist; (b) the User’s actions create security, stability, reputational, or regulatory risk; (c) suspension is necessary to prevent imminent harm; or (d) action is required by law or to protect system integrity. Suspension does not limit LI.FI’s termination rights.
13.6. Effect of Termination. Upon termination: (a) all licenses and rights terminate; (b) the User shall promptly pay all amounts due.
13.7. Survival. Sections 4, 5, 6, 8, 9, 10, 11, 12, 13.6, 14, 15, and 16 survive termination.
14.1. Force Majeure Events. Neither Party shall be liable for delay or default caused by conditions beyond its reasonable control, including acts of God, government restrictions, wars, supplier failures, and infrastructure outages. The affected Party shall notify the other promptly. If non-performance persists for more than 15 calendar days, either Party may terminate.
15.1. Governing Law. These Terms are governed by the laws of the British Virgin Islands, without regard to conflict of law principles.
15.2. Dispute Resolution. Disputes shall be resolved by good-faith negotiation. If unresolved within 30 calendar days of written notice, disputes shall be submitted to the exclusive jurisdiction of the courts of the British Virgin Islands. Each Party irrevocably submits to such jurisdiction and waives any objection to venue.
16.1. Entire Agreement. These Terms, together with all documents incorporated by reference, constitute the entire agreement between the Parties with respect to the Services and supersede all prior agreements. Notwithstanding the foregoing, any separately negotiated written agreement between the Parties shall prevail to the extent of any conflict.
16.2. Assignment. The User may not assign these Terms without LI.FI’s prior written consent. LI.FI may freely assign its rights and obligations.
16.3. Severability. If any provision is held invalid or unenforceable, the remaining provisions continue in full force.
16.4. Notices. Notices shall be in writing and sent to legal@jumper.xyz.