Legal

Magic Labs, Inc. ("Magic" "we" and "us") welcomes you. We invite you to access and use our website located at https://magic.link/ (the "Website"), and our digital, non-custodial wallet solution that supports its users’ (“User”, “you” or “your”) ability to interact with any Magic-supported blockchain and complete any transaction intent using our technology, and any other products or services made available by Magic referencing these Terms (collectively, the "Services") that are made available to you through our Website and other platforms, subject to the following terms and conditions (the "Terms"). These Terms are a binding contract between you and Magic. By accessing and using the Website and/or the Services, you acknowledge that you have read, understood, and agree to be legally bound by these Terms and our Privacy Policy (the "Privacy Policy"), which is hereby incorporated into these Terms and made a part hereof by reference (collectively, the "Agreement"). If you do not agree to any of the terms in the Agreement, you may not access or use the Website and/or the Services.

If you are agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity's behalf and bind them to these Terms (in which case, the references to "you" and "your" in these Terms, except for in this sentence, refer to that organization or entity.).

If you are a developer or if you otherwise access or use of our API located at api.magic.link, our API software development kit (“SDK”) or other developer products or services or associated software or documentation (collectively, the “Developer Tools”), you are subject to our Developer Terms of Service. If there is a conflict between these Terms and the terms and conditions of the Developer Terms of Service, the terms and conditions of the Developer Terms of Service will take precedence with respect to your use of or access to the Developer Tools.

THE TERMS CONTAIN AN ARBITRATION PROVISION. YOU AGREE AND UNDERSTAND THAT DISPUTES ARISING UNDER THESE TERMS SHALL BE SETTLED IN BINDING ARBITRATION. YOU ALSO AGREE AND UNDERSTAND THAT ENTERING INTO THIS AGREEMENT CONSTITUTES A WAIVER OF YOUR RIGHT TO A TRIAL BY JURY OR PARTICIPATION IN A CLASS ACTION LAWSUIT OR A JURY TRIAL.

If you have any questions, comments, or concerns regarding these terms or the Services, please contact us at legal@magic.link.

Will these Terms ever change?

We are constantly trying to improve our Services, so we may need to change these Terms along with the Services. We reserve the right to change the Terms at any time, with or without notice to you. If we modify the Terms, we will post the modification on the Website and the Services. By continuing to access or use the Website and/or the Services after we have posted a modification on the Website and the Services, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, you may not use the Services anymore, and your sole and exclusive remedy is to terminate your use of the Services and if applicable, export your Private Key.

We may suspend or discontinue any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We reserve the right to remove any Content (defined below) from the Services at any time, for any reason in our sole discretion, and without notice.

You will only use the Services for your own internal, personal use, and not on behalf of or for the benefit of any third party, and only in a manner that complies with all laws that apply to you. If your use of the Services is prohibited by applicable laws or regulations, then you aren't authorized to use the Services. If permits and licenses are required for you to use the Services, you must first obtain those prior to such use. We can't and won't be responsible for your using the Services in a way that breaks the law or regulations or violates any third-party rights.

What about my privacy?

Magic takes the privacy of its users very seriously. For the current Magic User Privacy Policy, please click here.

What are the basics of using Magic?

The Services enable passwordless authentication and login functionality for various sites and applications whose developers have implemented our software ("Developer Apps" or “Apps”). If the developer has integrated with our embedded wallet functionality, you will have to create a separate account to login to each Developer App and your account on each Developer App is managed by the developer of the applicable Developer App. Magic has no control or access to your accounts on the Developer Apps and is not responsible or liable for your accounts and/or the use or misuse of your accounts. However, if the developer has integrated with our Passport product, you will have to create only one administrative user account which you can use to access all the Developer Apps integrated with Passport. The administrative user account is administered and managed by Magic and not by the individual developers of the Developer Apps.

You can find a description of our Service options on our website, and we will explain additional Service options that are available to you from time to time. Certain Service options are provided to you free of charge, but we reserve the right to charge for certain or all Services in the future. We will notify you before any Services you are then using begin carrying a fee, and if you wish to continue using such Services, you must pay all applicable fees for such Services.

As part of our Services, you may directly or indirectly create a digital wallet that can store and transfer certain supported Virtual Currency (defined below) (your "Wallet"). In order to use Magic's Services and create a Wallet, you will be required to (1) authenticate your identity using one of the methods supported by our Services, which may include, but are not limited to, providing your phone number, email address, or other supported identifiers (e.g., social login credentials or Passkeys) (“Authentication Method”), and (2) access a link, PIN code, or other authentication credential or identifier that we send to you ("Magic Link") in order to access your Wallet and initiate an Authorized Action, as described further below. Magic uses your Authentication Method to create an account linked to your Wallet. You shall not provide us with another person's phone number, email address, or other supported identifier.

Magic also offers two-factor authentication as an added security measure for certain Services, and if you choose to participate, you may need to provide additional information. If you do not back up your two-factor authentication, you may be unable to access your account or your Wallet and we will be unable to assist you, so please make sure to follow any instructions associated with enabling two-factor authentication.

Magic may, from time to time, offer products or services identified as early access, developer preview, beta or test products (or by description of similar import) (each a “Beta Product”). Any warranties or obligations made by Magic under these Terms shall not apply with respect to Beta Products. You understand and acknowledge that the Beta Product is still in a testing phase and is likely to contain errors and/or defects. Further, any data, information, content or other materials provided or displayed to you in connection with any Beta Product, or any knowledge you may have from or relating to Beta Products, is Magic’s confidential information. In addition to the disclaimers set forth elsewhere in these Terms, you agree that the Beta Products are provided are "AS IS" and "AS AVAILABLE." You should not rely on the performance or correct functioning of any Beta Products, nor should you rely on them for production use. You understand and agree that we may change, withdraw, terminate your access to, testing of and/or use of, or discontinue a Beta Products, or any respective portions thereof, at any time and in our sole discretion, with or without notice to you. Your use of Beta Products may be subject to additional limitations or conditions on a product-specific basis, which we may communicate to you through the Services, via email or through any other means as determined in our sole discretion

Your Account Responsibilities

You will be responsible for keeping secure all Private Keys, Authentication Methods, hardware authentication devices, secrets or other available authentication methods that you may utilize to access your Wallet and/or any part of the Services (“Authentication Credentials”). You are responsible for any and all activity associated with your Wallet and/or using your Authentication Credentials, including any and all activities by you.

When you create a Wallet with Magic, a cryptographic private and public key pair is generated. The private and public key pair together evidence ownership/possession of a specific amount of supported Virtual Currency in that Wallet which enables you to send and receive Virtual Currency via the relevant Blockchain network or perform any Authorized Action. The public key is visible to all participants in a Blockchain's network. The Private Key must be used to perform an Authorized Action or transact the Virtual Currency represented by the corresponding public key. Magic does not store your Private Key in its database and will never request your Private Key. Magic utilizes AWS' data center capacity using Hardware Security Modules or Nitro Enclaves and its own proprietary and patented technology to encrypt your Private Key in a process designed to help ensure its security and confidentiality while ensuring that you remain in control of your Wallet and Private Key. Once your Private Key is encrypted, Magic's technology enables you to initiate an Authorized Action using your Authentication Method instead of your Private Key as further described below. You may also choose to export your Private Key to initiate a transfer of Virtual Currency using another software platform or dashboard. Please note, if you choose to export your Private Key from your Wallet, you will be solely responsible for maintaining the security of that Private Key and your Wallet.

Magic shall have no responsibility for or liability in connection with any Wallet, Private Keys, whether imported or exported, and/or the Virtual Currency contained therein, including without limitation any use of the Private Key or Wallet outside the Services any failure by you to properly secure your seed phrase, hardware device, software device or other Private Key and/or wallet platform or provider; nor shall Magic have any liability or responsibility in connection with any unauthorized access, hacks or malicious attempts or phishing scams deployed to obtain access to Private Keys or wallets during the key import or export process and/or devices or accounts containing key access credentials outside of the Services.

Authorized Action

“Authorized Action” means any transaction, data access, permission grant, transfer initiation of Virtual Currency, or other action that an end user has approved either through a signature request or by other alternative means, such as a session key, under such end user’s Authentication Credentials.

"Virtual Currency" refers to cryptocurrency, digital currency, digital assets, cryptoassets or other such similar term describing, for example, Ether, but does not include a derivative of a virtual currency or a security. Virtual Currency is evidenced on, and can be electronically transferred using, a Blockchain.

"Blockchain" refers to a distributed ledger, maintained by a network of computers, that records all transactions of Virtual Currency in theoretically unchangeable data packages known as blocks, each of which are timestamped to reference the previous block, so that the blocks are linked in a chain that evidences the entire history of transactions of the Virtual Currency.

“Private Key” means an asymmetric, cryptographic key that is secret and is unique, and is used as part of a public-key cryptographic algorithm.

When you request to make an Authorized Action, in order to initiate such Authorized Action you may be required to authenticate your identity using your Authentication Method. If you have two-factor authentication enabled, you may also be required to take additional steps. Magic is entitled to rely on the Authorized Action and has no duty to inquire into or investigate the validity or accuracy of any Authorized Action, though it may, at its sole discretion, inquire into or investigate such Authorized Action. You will be responsible for keeping your Authentication Method (such as email address or passkey) secure and for any activity associated with your phone and your Wallet. Magic will not be responsible if someone else accesses your phone and requests an Authorized Action on your behalf. You should let Magic know immediately if your Authentication Credentials have been stolen or otherwise compromised.

You are solely responsible for all Virtual Currency you use in connection with the Services, including without limitation the responsibility for the safekeeping of the Virtual Currency that you use in connection with the Services. As between you and Magic, you are the owner of Virtual Currency used in connection with the Services, and you shall bear all risk of loss of such Virtual Currency. Magic shall have no liability for Virtual Currency fluctuations.

Magic cannot access raw Private Key information for you, and we cannot unilaterally initiate an Authorized Action. We are not your brokers, intermediaries, agents, advisors, or custodians, and we do not have a fiduciary relationship or obligation to you regarding any other decisions or activities that you effect when using your Wallet or our Services. We are not responsible for any activities that you engage in when using your Wallet, and you should understand the risks associated with Virtual Currency described more fully below. You are solely responsible for any and all Authorized Actions and we make no, and hereby disclaim all, representations, warranties, claims and assurances as to any Authorized Action.

Restrictions

Your use of the Services is subject to the following additional restrictions:

You represent, warrant, and agree that You are at least 16 years of age in order to use or interact with the Services.

You represent, warrant, and agree that you will not use the Services or interact with the Services in a manner that:

• Infringes or violates the intellectual property rights or any other rights of anyone else (including Magic);

• Violates any applicable law or regulation, including, without limitation, (a) any related to the custody and/or transmission of money and/or Virtual Currency, and/or applicable anti-money laundering and anti-terrorism financing laws and sanctions programs, including, without limitation, the Bank Secrecy Act and those enforced by the U.S. Department of Treasury’s Office of Foreign Assets Controls, and (b) any ⁠applicable export control laws and sanctions laws, including⁠ restrictions that prohibit access or use of products or services:

  • (i) in Russia or a country where the U.S. maintains an embargo (including Cuba, Iran, North Korea, Syria and the Crimea region, the Donetsk People’s Republic (“DNR”) and Luhansk People’s Republic (“LNR”) of Ukraine or any other country or jurisdiction against which the U.S. maintains comprehensive economic sanctions or an arms embargo) (collectively with Russia referred to as the “Embargoed Countries”);
  • (ii) by any resident, national, or entity established under the laws of any Embargoed Countries;
  • (iii) by any party that is on any list of prohibited or restricted parties maintained by the U.S. Government or other applicable jurisdictions, including but not limited to Office of Foreign Asset Control’s (OFAC) Specially Designated Nationals and Blocked Persons List, or other OFAC Lists or Directives, the Entity, Denied Persons, Military End User, and Unverified Lists maintained by the U.S. Department of Commerce, and the UN Security Council Consolidated List;
  • (iv) by any party that is owned or controlled by any such restricted or prohibited party; or
  • (v) for the commission of any financial crime or for any illicit purpose,

• Is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;
• Jeopardizes the security of your Magic account, Wallet or anyone else's (such as allowing someone else to log in to the Services as you);
• Attempts, in any manner, to obtain the password, account, Authentication Credentials or other security information from any other user;
• Violates the security of any computer network, or cracks any passwords or security encryption codes;
• Causes Magic to violate application laws and regulations, including applicable sanctions laws and applicable anti-money laundering, counter-terrorist financing, or anti-corruption laws and regulations.
• Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services; or
• Attempts to access another user's account, Wallet or Private Key or credentials on any third-party services that provide access to another user's account, Wallet or Private Key.
• Attempt to bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Magic or any of Magic’s providers or any other third party (including any other user) to protect the Services, including without limitation using any virtual private network (“VPN”) to bypass geo-blocking measures or otherwise disguising your location through IP proxying or other methods;
• Attempt to access or search the Services or download content from the Services using any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Magic or other generally available third-party web browsers;
• Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
• Use any meta tags or other hidden text or metadata utilizing a Magic trademark, logo, URL or product name without Magic’s express written consent;
• Copy, rent, lease, sell, sublicense, or otherwise transfer your rights in the Services to a third party;
• Use or access the Services for purposes of monitoring the availability, performance, or functionality of any of Magic’s products and service or for any other benchmarking purposes;
• Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive or false source-identifying information;
• Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
• Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
• Impersonate or misrepresent your affiliation with any person or entity; or
• Encourage, permit or enable any other individual to do any of the foregoing.

A violation of any of the foregoing is grounds for termination of your
right to use or access the Services.

Your Responsibilities and Assumption of Risk Associated with Virtual Currency and Your Wallet

In order to be successfully completed, any Virtual Currency transaction created with or sent to your Wallet must be confirmed and recorded in a Blockchain associated with the relevant Virtual Currency. Magic has no control over any Blockchain and therefore cannot and does not ensure that any transaction details you submit or receive via our Services will be confirmed on the relevant Blockchain and does not have the ability to facilitate any cancellation or modification requests.

You represent, warrant that:

• You: (a) have the necessary technical expertise, ability or professional advice required to review and evaluate the security, integrity and operation of your Wallet to your satisfaction; (b) have the knowledge, experience, understanding, professional advice and information to make your own evaluation of the merits, risks and applicable compliance requirements under applicable laws of any use of your Wallet; (c) know, understand and accept the risks associated with your Wallet; (d) accept the risks associated with Virtual Currency generally and will conduct your own independent analysis of the risks specific to any Virtual Currency; and (e) take responsibility for all activities that occur under your Wallet or with Virtual Currency sent from your Wallet and accept all risks of any authorized or unauthorized access to your Wallet, to the maximum extent permitted by law.

You further assume and agree that Magic will have no responsibility or liability for such risks. You hereby irrevocably waive, release and discharge all claims, whether known or unknown to you, against Magic, its affiliates and their respective shareholders, members, directors, officers, employees, agents and representatives related to any of the risks set forth herein.

The Services may not support curve encryption formats necessary for Private Key generation for certain blockchain networks, as may be described further in the Documentation. Under no circumstances should you attempt to use the Services or your Wallet to store, send, request, or receive any assets on blockchain networks and/or curve encryption formats that we do not support. We assume no responsibility in connection with any attempt to use our Services with blockchain networks and/or curve encryption formats that we do not support. You acknowledge and agree that we are not liable for any digital asset that is sent to a Magic Wallet on an unsupported blockchain network or curve encryption format.

You further agree and understand that:

• Virtual Currency is an emerging asset class. Magic makes no warranties as to the markets in which the Virtual Currency are transferred, purchased and traded.
• You have complete control over and responsibility for your Virtual Currency, and Magic will not be liable for any decisions or actions you take, or fail to take, in connection with your Virtual Currency.
• Magic does not issue, buy, sell, transfer, or custody Virtual Currency nor does Magic facilitate or make any recommendations related to, whether directly or indirectly, the issuance, purchase, or sale of any Virtual Currency.
• Virtual Currency are not subject to protections or insurance provided by the Federal Deposit Insurance Corporation or the Securities Investor Protection Corporation
• You acknowledge and accept that the loss or destruction of your phone may compromise the security of your Wallet and Virtual Currency and may result in loss of Virtual Currency.
• In the event that you extract your Private Key from your Wallet as further described in these Terms, you acknowledge and accept that you will be solely responsible for maintaining the security of your Private Key, and that the loss or destruction of your Private Key will compromise the security of your Wallet and Virtual Currency and may result in loss of Virtual Currency.
• The Authorized Action you submit via the Services may not be completed, or may be substantially delayed, by the relevant Blockchain used to process the transaction.
• There are no warranties or guarantees that a transfer initiated on the Services will successfully transfer title or right in any Virtual Currency.
• Once transaction details have been submitted to a Blockchain, Magic cannot assist you to cancel or otherwise modify your transaction or transaction details.
• Magic is not regulated by any federal or state regulatory agency and is not subject to the examination or reporting requirements of any such agencies.
• Magic does not assume responsibility for any inherent risks associated with Blockchain technology, including, but not limited to, design or implementation flaws that affect the operation of any Blockchain. Furthermore, Magic does not assume responsibility for any issues relating to the continuing viability of a Blockchain, including, but not limited to, the ability to retain the technical expertise required to support a Blockchain or the performance of a Blockchain with respect to transaction times.
• Magic makes no guarantee as to the functionality of any Blockchain's governance or control mechanisms, which could, among other things, lead to delays, conflicts of interest, or operational decisions that are unfavorable to certain owners of Virtual Currency. You acknowledge and accept that the protocols governing the operation of a Blockchain may be subject to sudden changes in operating rules which may materially alter the Blockchain and affect the value and function of Virtual Currency evidenced on that Blockchain.
• Magic does not assume responsibility for fundamental advancements in cryptography which could render inoperative the current cryptography algorithms utilized by a Blockchain supporting a specific Virtual Currency.
• Magic makes no guarantee as to the security of any Blockchain. Magic is not liable for any hacks, double spending, stolen Virtual Currency, or any other attacks on a Blockchain, including, but not limited to, majority attacks in which a nation-state or other party with sufficient computing power is able to control and manipulate the records of a Blockchain.
• Magic makes no guarantees as to the security of AWS and is not liable for any hacks or attacks on AWS's systems.
• Magic is not liable for any hacks or malicious attempts or phishing scams to obtain access to your Wallet via your Authentication Method (such as Magic Link, passkey, email address or phone). You alone are responsible for ensuring that you do not provide your Magic Link to any other person and or entity.
• Magic is not your broker, intermediary, agent, advisor, or custodian, and we do not have a fiduciary relationship or obligation to you regarding any other decisions or activities that you effect when using your Wallet, Private Keys or our Services.
• Magic will not review the accuracy of any Authorized Actions. We make no representations and warranties as to any consequences of your use of the Services related to initiating Authorized Actions, including but not limited to any and all legal, regulatory and/or tax consequences. You acknowledge and agree that you are solely responsible for all aspects of initiating Authorized Actions, or otherwise using the Services and managing your Virtual Currency.
• Magic is not registered with the U.S. Securities and Exchange Commission or with any state, federal, or international regulator nor is it a financial institution, money services business or money transmitter. You acknowledge that Virtual Currency are not subject to protections or insurance provided by the Federal Deposit Insurance Corporation or the Securities Investor Protection Corporation.
• Our Services remain under development, which creates technological, and other risks when using or accessing the Services. These risks include, among others, delays in signing Authorized Actions or retrieving Private Key data resulting from the servers of Magic being offline; or an incorrect display of information on the Services in the case of server errors. You acknowledge that these risks may have a material impact on your use of the Services, which may result in, among other things, your failing to fulfill transactions at your desired price or at all.

Intellectual Property Rights

The materials displayed or performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations, and so forth (all of the foregoing, the "Content") are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Services, and you won't use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii) in a way that violates someone else's (including Magic's) rights. You are the sole owner of the Virtual Currency in your Wallet and may elect to extract your Private Key or otherwise transfer your Virtual Currency to another wallet, subject to any limitations set forth in these Terms.

You understand that, excluding any open source software or third-party software that the Services incorporate, Magic owns the Services including all technology, Content and other materials used, displayed or provided in connection with the Services (including all intellectual property rights subsisting therein), and hereby grants you a limited, revocable, non-transferable, license to access and use the Services. You acknowledge that the Services may use, incorporate or link to certain open-source components and that your use of the Services is subject to, and you will comply with any, applicable open-source licenses that govern any such open-source components (collectively, "Open-Source Licenses").

Without limiting the generality of the foregoing, you may not: (a) modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section or, in the event you are a developer, as provided in these Terms and Developer Terms of Service, the Services or (b) otherwise use the Services in a manner that violates the licenses granted in these Terms or any other Open-Source Licenses.

Any of Magic's product or service names, logos, and other marks used as a part of the Services, including Magic's name and logo are trademarks owned by Magic, its affiliates or its applicable licensors ("Trademarks"). You may not copy, imitate or use them without Magic's (or the applicable licensor's) prior written consent. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of the Trademarks inures to our
benefit.

You acknowledge that the Services, including but not limited to their design, features, and underlying technology, may be protected by one or more patents or pending patent applications owned by Magic. A non-exhaustive list of these patents and patent applications can be found here. Except as expressly provided in these Terms or in any applicable Open-Source Licenses, no license or other rights under any such patents are granted to you. Magic reserves all rights under its patents and patent applications.

Who is responsible for what I see and do on the Services?

Any third-party goods or services, information or content publicly posted or privately transmitted or made available through the Services is the sole responsibility of the person from whom such goods, services or content originated, and you obtain such goods or services and access all such information and content at your own risk, and we aren't liable for any errors or omissions or for any damages or losses you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for your having acquired or not acquired Content through the Services. We can't guarantee the identity of any users with whom you interact in using the Services and are not responsible for which users gain access to the Services.

With respect to all e-mails and communications you send to us, including, but not limited to, feedback, questions, comments, suggestions, and the like, we shall be free to use any ideas, concepts, know-how, or techniques contained in your communications for any purpose whatsoever, including but not limited to, the development, production, and marketing of products and services that incorporate such information without compensation or attribution to you. You represent and warrant you have all rights necessary to provide any of the foregoing, in the manner in which you provide it to us. You will keep all your registration information accurate and current. You are responsible for all your activity in connection with the Services.

The Services may contain links or connections to third-party websites, applications, services, decentralized exchanges ("DEXs"), decentralized applications ("Dapps"), and other third-party materials (collectively, "Third-Party Materials") that are not owned or controlled by Magic. You may access our Services through third-party websites, applications, or services that integrate with our Services, or you may access Third-Party Materials via functionalities in our frontend or by navigating away from our Services to the Third-Party Materials. When using any Third-Party Materials, you understand that you are at no time transferring your assets to Magic.

While our Services provide the functionality to facilitate these integrations, Magic provides access to Third-Party Materials only as a convenience and does not own, control, or have any responsibility for the content, functionality, practices, products, services, or assets accessible through these Third-Party Materials (including any related websites, resources, or links displayed therein). We do not recommend, warrant, or endorse, and are not responsible for the availability, accuracy, legitimacy, or reliability of any Third-Party Materials.

By accessing or using Third-Party Materials through our Services, you accept that there are risks in doing so, including but not limited to risks of illiquidity, devaluation, lockup, or loss associated with assets accessible through Dapps and DEXs. You are solely responsible for any fees or costs associated with accessing Third-Party Materials. You acknowledge sole responsibility for and assume all risks arising from your use of any Third-Party Materials, and Magic shall not bear any liability for any damages or losses resulting from your interactions with them.

Magic has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any Third-Party Materials or by any third party that you interact with through the Services. In addition, Magic will not and cannot monitor, verify, censor, or edit the content of any Third-Party Materials. Your interactions with organizations and/or individuals found on or through the Services—including payment and delivery of goods or services, and any other terms, conditions, warranties, or representations associated with such dealings—are solely between you and such organizations and/or individuals.

By using the Services, you release and hold Magic, its officers, employees, agents, and successors harmless from any and all liability, losses, or damages arising from your use of any Third-Party Materials. If there is a dispute between participants of the Services or between users and any third party, you agree that Magic is under no obligation to become involved. In the event that you have a dispute with one or more other users or any third party, you release Magic, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, arising out of or in any way related to such disputes and/or our Services.

We encourage you to be aware when you leave the Services and to read the terms and conditions, as well as the privacy policies, of each third-party website, application, or service that you visit or utilize. You should use care in linking your wallet with any Third-Party Materials or otherwise providing any third parties with access to the Services.

If you are a California resident, you shall and hereby do waive California Civil Code Section 1542, which says: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." If you are a New Jersey resident, you shall and hereby do waive the applicability of the Truth in Consumer Contract, Warranty and Notice Act. If you are a resident of any other jurisdiction that requires a specific statement regarding release, then you hereby waive any such similar provision in law, regulation or code that has the same intent or effect as the aforementioned statutes.

What if I want to stop using the Services?

You're free to do that at any time; please refer to our User Privacy Policy to understand how we treat information you provide to us after you have stopped using our Services.

If you would like to stop using the Services and export the contents of your Wallet, you may choose to export a copy of your Private Key from your account. Upon electing to export your Private Key, you will be able to download a copy of, or directly copy, your Private Key associated with the Wallet you are using with Magic (the "Private Key Copy") by following instructions provided by Magic. Once Magic has provided you access to your Private Key Copy, you acknowledge and agree that:

MAGIC DISCLAIMS ANY AND ALL LIABILITY WITH RESPECT TO YOUR PRIVATE KEY COPY AND ANY VIRTUAL CURRENCY THAT WAS CONTAINED IN YOUR WALLET ON MAGIC'S SERVICES. YOU ALONE WILL BE RESPONSIBLE FOR THE MANAGEMENT OF YOUR PRIVATE KEY COPY AND KEEPING SUCH PRIVATE KEY COPY SECURE, AND MAGIC WILL NOT ASSIST YOU WITH STORING YOUR PRIVATE KEY COPY. IF YOU LOSE ACCESS TO YOUR PRIVATE KEY COPY, YOU ACKNOWLEDGE AND AGREE THAT MAGIC HAS NO ABILITY TO ASSIST YOU IN RETRIEVING OR ACCESSING THAT PRIVATE KEY COPY AND ANY VIRTUAL CURRENCY YOU HAVE ASSOCIATED WITH THAT PRIVATE KEY COPY WILL BECOME INACCESSIBLE. MAGIC IS NOT RESPONSIBLE FOR AND WILL NOT PROVIDE CUSTOMER SERVICE FOR ANY OTHER WALLET SOFTWARE YOU MAY USE THIS PRIVATE KEY WITH, AND THAT MAGIC DOES NOT REPRESENT THAT ANY OTHER SOFTWARE OR HARDWARE WILL BE COMPATIBLE WITH OR PROTECT YOUR PRIVATE KEY. MAGIC SHALL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER WITH RESPECT TO ANY OF THE FOREGOING.

Magic is free to terminate (or suspend access to) your use of the Services for any reason in our discretion, including your breach of these Terms. Magic has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms. In the event that we terminate your use of the Services, unless prohibited by applicable laws, we will endeavor to contact you and arrange for you to download your Private Key Copy to remove any Virtual Currency to another Wallet. If we cannot contact you, your Wallet may remain inactive through our Services and you will need to retrieve your Private Key Copy to access your Wallet using other services or software.

Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us (if applicable) or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.

What else do I need to know?

Warranty Disclaimer

Neither Magic nor its licensors or suppliers make any representations or warranties concerning any content contained in or accessed through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services. We (and our licensors and suppliers) make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Services. Products and services purchased or offered (whether or not following such recommendations and suggestions) through the Services are provided "AS IS" and without any warranty of any kind from Magic or others (unless, with respect to such others only, provided expressly and unambiguously in writing by a designated third party for a specific product).

THE SERVICES AND CONTENT ARE PROVIDED BY MAGIC (AND ITS LICENSORS AND SUPPLIERS) ON AN "AS-IS" BASIS, WITHOUT WARRANTIES OR ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THE SECURITY ASSOCIATED USE OF, OR TRANSMISSION OF INFORMATION THROUGH, THE SERVICES. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

NOTWITHSTANDING ANYTHING TO THE CONTRARY UNDER THESE TERMS, YOU ACKNOWLEDGE AND AGREE THAT MAGIC DOES NOT HAVE ACCESS TO YOUR ACCOUNT OR YOUR PRIVATE KEYS AND IS NOT RESPONSIBLE IN ANY WAY FOR THE SECURITY OF YOUR ACCOUNT. MAGIC HEREBY DISCLAIMS ANY AND ALL LIABILITY AND RESPONSIBILITY FOR OR IN CONNECTION WITH YOUR ACCOUNT, WITH YOUR PRIVATE KEYS, AUTHENTICATION CREDENTIALS, AND ANY VIRTUAL CURRENCY, TRANSACTIONS, AND/OR AUTHORIZED ACTIONS AS APPLICABLE TO YOUR DIRECT OR INDIRECT USE OF THE SERVICES, AND YOU AGREE TO HOLD MAGIC HARMLESS FROM AND IN CONNECTION WITH ANY SUCH LIABILITY OR RESPONSIBILITY.

FURTHERMORE AND NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, WITH RESPECT TO ANY IMPORTED AND/OR EXPORTED PRIVATE KEY, MAGIC DISCLAIMS ANY AND ALL LIABILITY WITH RESPECT TO THE PRIVATE KEY COPY AND ANY VIRTUAL CURRENCY THAT WERE ASSOCIATED WITH SUCH PRIVATE KEY ON OR THROUGH MAGIC’S SERVICES OR YOUR WALLET. YOU WILL BE SOLELY RESPONSIBLE FOR THE MANAGEMENT OF SUCH PRIVATE KEY COPY AND FOR KEEPING SUCH PRIVATE KEY COPY SECURE, AND MAGIC WILL NOT ASSIST YOU WITH STORING, USING, MANAGING OR SECURING SUCH PRIVATE KEY COPY. IF YOU LOSE ACCESS TO SUCH PRIVATE KEY COPY, YOU ACKNOWLEDGE AND AGREE THAT MAGIC HAS NO ABILITY TO ASSIST YOU IN RETRIEVING OR ACCESSING THAT PRIVATE KEY COPY AND ANY VIRTUAL CURRENCY ASSOCIATED WITH THAT PRIVATE KEY COPY WILL BECOME PERMANENTLY INACCESSIBLE. MAGIC IS NOT RESPONSIBLE FOR AND WILL NOT PROVIDE ANY SUPPORT OR CUSTOMER SERVICE RELATED TO YOUR USE OF SUCH PRIVATE KEY WITH ANY OTHER WALLET SOFTWARE OR HARDWARE, AND MAGIC MAKES NO REPRESENTATION THAT ANY OTHER SOFTWARE OR HARDWARE WILL BE COMPATIBLE WITH SUCH PRIVATE KEY AFTER EXPORT. MAGIC SHALL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER WITH RESPECT TO ANY OF THE FOREGOING AND YOU (AND YOUR END USERS) AGREE TO HOLD MAGIC HARMLESS FROM AND IN CONNECTION WITH ANY SUCH LIABILITY OR RESPONSIBILITY.

For the avoidance of doubt, the Services do not include nor does Magic provide financial, investment, tax, legal, regulatory, accounting, business, or other advice, and you are solely responsible for determining whether any development, investment, investment strategy, or related transaction is appropriate for you based on your personal investment objectives, financial circumstances, and risk tolerance. Information provided by Magic on the Services or otherwise (including links to any third-party sites or communications with Magic representatives) does not constitute investment advice, financial advice, trading advice, legal advice, tax advice or any other sort of advice or recommendation, and you should not treat it as such. Magic does not recommend that any digital asset should be bought, earned, sold, or held by you. Magic will not be held responsible for the decisions you make to buy, sell, or hold any digital asset based on the information provided by Magic.

Limitation of Liability

Notwithstanding anything to the contrary in these Terms, Magic shall be under no obligation to inquire into and shall not be liable for any damages, other liabilities or harm to any person or entity relating to:

• the ownership, validity or genuineness of any Virtual Currency;
• the collectability, insurability, effectiveness, marketability or suitability of any Virtual Currency; or
• losses, delays, failures, errors, interruptions or loss of data occurring directly or indirectly by reason of circumstances beyond its control, including without limitation: acts of God; action or inaction of civil or military authority; public enemy; war; terrorism; riot; fire; flood; sabotage; epidemics; labor disputes; civil commotion; interruption, loss or malfunction of utilities, transportation, computer or communications capabilities; insurrection; elements of nature; or non-performance by a third party.

Notwithstanding anything in these Terms to the contrary, TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL MAGIC (OR ITS LICENSORS OR SUPPLIERS) BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, OR (B) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) $100 OR (II) THE AMOUNTS PAID BY YOU TO MAGIC IN CONNECTION WITH THE SERVICES IN THE SIX (6) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM, OR (C) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.

Indemnity.To the fullest extent allowed by applicable law, you agree to indemnify and hold Magic, its affiliates, officers, agents, employees, service providers, subsidiaries and partners (the “Indemnified Parties”) harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys' fees) (“Indemnified Amounts”) arising from or in any way related to any claim, suit, action, subpoena, information, request or demand (collectively, a “Claim”) relating to (a) your use of the Services (including any actions taken by a third party using your account), (b) any content provided through your account, (c) your violation of any third party right, including without limitation, any copyright, trademark, intellectual property or proprietary right, and (d) your violation of these Terms. To the extent allowed by applicable law or court order, we will attempt to provide notice of any Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder). You will not settle any claim without our prior written consent. We may, at our sole discretion, elect to assume control of the defense and settlement of any claim. You agree to pay any amounts owed under this provision within 30 days of receipt of documentation sufficient to show that an Indemnified Party incurred Indemnified Amounts. Any dispute about the applicability of this provision is subject to arbitration under these Terms.

Assignment.You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Magic's prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations to an affiliate or a successor entity without consent.

Choice of Law; Arbitration.These Terms are governed by and will be construed under the laws of the State of California, without regard to the conflicts of laws provisions thereof. Any dispute arising from or relating to the subject matter of these Terms shall be finally settled in San Francisco County, California, in English, in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. ("JAMS") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the state or federal courts located in, respectively, San Francisco County, California, or the Northern District of California. You agree that any arbitration or proceedings under these Terms will take place on an individual basis between us and you individually, i.e., class arbitrations and class actions are not permitted. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS, YOU AND MAGIC ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

Reporting Suspected Vulnerabilities.If you would like to report a vulnerability or have a security concern regarding our user-facing and developer-related services, SDK, API, infrastructure, and architecture etc., please email security@magic.link.

Publicity. Magic may include and display Customer's name and logo in its lists of customers, its public website and marketing materials for promotional purposes and to identify Customer as a customer. Customer may request that Magic stop doing so by submitting an email to support@magic.link at any time. Magic will abide by any written trademark usage guidelines provided by Customer. All goodwill arising out of the use of Customer's trademarks shall inure to Customer's benefit.

Miscellaneous.You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that Magic may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and Magic agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Magic, and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Magic, and you do not have any authority of any kind to bind Magic in any respect whatsoever. You and Magic agree there are no third-party beneficiaries intended under these Terms.

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