Midgard Labs1. Who We Are and What These Terms Cover
These Terms of Use (the ‘Terms’) govern access to and use of the Midgard Labs website, documentation, and other pages that link to these Terms (together, the ‘Site’). The Site is operated by Midgard Labs, Inc. (‘Midgard Labs’, ‘we’, ‘us’, or ‘our’). The canonical website address is midgardlabs.io. You can reach us at info@midgardlabs.io for all inquiries, including legal, privacy, and security matters.
Audit, engineering, consulting, and other professional services require a separate written agreement. A website inquiry or a scheduled call does not create a client relationship or reserve a delivery date. Any signed services agreement, statement of work, confidentiality agreement, or data-processing agreement governs its subject matter and takes precedence over these Terms if there is a conflict. Service descriptions on the Site do not expand the scope or commitments in those agreements.
2. The Site Is Not the Protocol
The Site describes the Midgard Layer 2 project but is not a protocol interface. It does not connect to wallets, accept digital assets, hold private keys, or submit blockchain transactions. Describing or linking to software does not make that software a service provided through this Site. Protocol functionality and participation requirements are described in the applicable project documentation and program terms.
These Terms do not replace an applicable software license or the terms of a specific testnet, bug bounty, grant, or other program. Participation, eligibility and rewards, if any, are governed by that program’s published terms. As of the date above, the Midgard pre-alpha testnet is in development. Nothing on this Site invites you to commit real funds to a Midgard test environment. A development milestone, audit or reference to a network does not guarantee production readiness or the safety of assets.
3. Acceptance and Changes
By accessing or using the Site, you agree to these Terms. If you do not agree, do not use the Site. Please read Section 15, which contains an individual arbitration provision, a class-action waiver and a time limit for claims, subject to applicable law. We may revise these Terms by posting an updated version with an updated ‘Last updated’ date. Changes apply prospectively. We will provide additional notice or obtain agreement where required by law. Continued use after changes take effect constitutes acceptance only to the extent permitted by applicable law.
4. Eligibility and Legal Compliance
You may use the Site only if you are at least 18 years old, capable of forming a binding contract, and not barred from using the Site under applicable law. You represent that your use of the Site complies with all laws and regulations that apply to you, including applicable sanctions laws and regulations such as those administered by the U.S. Department of the Treasury’s Office of Foreign Assets Control. You may not use the Site if you are located in, organized in, or a resident of a comprehensively sanctioned jurisdiction, or if you are listed on, or owned or controlled by persons listed on, applicable sanctions lists.
5. Informational Content; No Advice; No Offer
The Site is provided for informational purposes. It may describe software, smart contracts, integrations, research, roadmaps, and third-party services that are experimental, under active development, available only in test environments, or subject to change without notice. Site content may be incomplete or out of date, and forward-looking statements (including roadmaps and timelines) describe intentions, not commitments.
Nothing on the Site constitutes legal, financial, investment, tax, accounting, or other professional advice, and nothing on the Site is an offer, solicitation, or recommendation to buy, sell, hold, stake, lend, or otherwise transact in any asset or financial product. You are solely responsible for evaluating any information on the Site before relying on it.
A security review addresses the code, version, configuration, assumptions and scope identified in its report, at the time of that review. It does not establish the security of later changes, excluded components, deployments or third-party systems. Findings and severity assessments reflect the evidence and assumptions recorded in the report and are not predictions of every possible attack. The absence of a reported finding is not proof that a system is free of vulnerabilities. No report, project listing, logo or historical engagement is a certification, investment recommendation or guarantee of security. Read reports in full, including their scope, limitations and finding status.
6. No Promises or Entitlements
This Site does not offer, sell, distribute or promise tokens. Visiting the Site, contacting us, scheduling a call, testing software or joining a community does not by itself entitle you to payment, tokens, an allocation or a reward. Any entitlement under a separately published program is determined by that program’s terms. Do not rely on unsolicited token claims or reward messages. Verify purported official communications using the official links or contact us. We do not ask you to disclose wallet recovery phrases or wallet private keys to use this Site or verify a message.
7. Acceptable Use
You agree not to misuse the Site. Among other things, you may not: use the Site in violation of law or sanctions restrictions; phish, defraud, impersonate, or mislead others, including by creating fake claim pages or fake official links; probe, scan, or test the vulnerability of systems we operate without our prior written authorization or an applicable published testing policy; interfere with or disrupt the Site, its infrastructure, or its security or authentication measures; scrape or harvest data from the Site using automated means other than ordinary search-engine indexing; upload malicious code; misuse the Midgard or Midgard Labs names, logos, or marks; falsely present altered reports or statements as our work; or encourage or enable anyone else to do any of the foregoing. We may restrict abusive traffic, investigate violations and seek available legal remedies. Information used for these purposes is handled under our Privacy Policy and applicable law.
To report a suspected vulnerability or request authorization for security testing, email our security contact. Include the affected address or component, a description of the issue and the minimum evidence needed to explain it. Do not include other people’s personal data or credentials. Stop testing if it exposes such information or risks disrupting a service. An unsolicited report does not by itself authorize further testing, create an entitlement to a reward or permit testing of our clients or other third parties.
8. Intellectual Property
The Site and its content (text, graphics, designs, and other materials) are protected by intellectual property laws, and we and our licensors retain all rights in them. We grant you a limited, revocable, non-exclusive, non-transferable license to access and use the Site for its intended informational purposes. This section does not restrict your rights under any open-source license: Midgard protocol code and other repositories are licensed under the terms stated in the applicable repositories, and those license terms govern that code. The Midgard and Midgard Labs names and logos are our trademarks; nothing in these Terms grants any license to use them, and any permitted uses will be described in our brand guidelines when published. Other names and logos that appear on the Site belong to their respective owners, and their appearance has only the meaning expressly stated on the relevant page; a name or logo does not by itself imply endorsement, partnership, production support, or integration readiness.
If you send us questions, comments, suggestions, or other feedback about the Site or the protocol, you grant us an unrestricted, perpetual, irrevocable, royalty-free right to use that feedback for any purpose without obligation to you. This permission does not apply to confidential client materials, personal information, or materials governed by a separate agreement with us.
9. Third-Party Services and Links
The Site may link to or reference third-party services such as wallets, block explorers, code repositories, analytics tools, community platforms, and partner websites. Third-party services are operated by their providers under their own terms and privacy policies. We do not control them, do not endorse them unless expressly stated, and are not responsible for their content, availability, security, or practices. Your dealings with third parties are solely between you and them.
10. Privacy
Our collection and use of information in connection with the Site are described in the Midgard Privacy Policy and Cookie Notice. Do not submit seed phrases, private keys, passwords, or unnecessary personal or sensitive information through a website inquiry or security-report route. Access needed for an agreed engagement must be arranged separately through an agreed secure process.
11. Disclaimers and Assumption of Risk
THE SITE IS PROVIDED ON AN ‘AS IS’ AND ‘AS AVAILABLE’ BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR ACCURATE.
YOU ACKNOWLEDGE THAT CRYPTOGRAPHIC AND BLOCKCHAIN-BASED SYSTEMS CARRY SIGNIFICANT INHERENT RISKS, INCLUDING SOFTWARE BUGS AND VULNERABILITIES, PROTOCOL CHANGES, NETWORK CONGESTION AND VARIABLE FEES, IRREVERSIBLE TRANSACTIONS, LOSS OF KEYS, THIRD-PARTY SERVICE FAILURES, AND EXTREME ASSET VOLATILITY. IF YOU CHOOSE TO INTERACT WITH ANY BLOCKCHAIN PROTOCOL, INCLUDING ANY MIDGARD TEST ENVIRONMENT, YOU DO SO AT YOUR OWN RISK AND ASSUME FULL RESPONSIBILITY FOR THOSE RISKS. SECURITY REVIEWS, AUDITS, FORMAL METHODS, AND BUG BOUNTIES, WHERE REFERENCED, REDUCE BUT DO NOT ELIMINATE RISK.
12. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER MIDGARD LABS NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SERVICE PROVIDERS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, SERVICE INTERRUPTION, OR THE COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF OR INABILITY TO USE THE SITE, UNDER ANY LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SITE WILL NOT EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS (USD 100) OR THE AMOUNTS YOU HAVE PAID US FOR USE OF THE SITE IN THE TWELVE MONTHS BEFORE THE CLAIM AROSE. SOME JURISDICTIONS DO NOT ALLOW CERTAIN EXCLUSIONS OR LIMITATIONS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.
This section concerns the Site. Liability for professional services is governed by the applicable signed agreement, as explained in Section 1. Nothing in these Terms excludes liability or remedies that cannot lawfully be excluded or limited.
13. Indemnification
To the extent permitted by law, you will indemnify and hold harmless Midgard Labs and its officers, directors, employees and agents against third-party claims, damages, liabilities and reasonable costs, including legal fees, to the extent arising from your unlawful use of the Site, material breach of these Terms, or infringement of another person’s rights. This obligation does not apply to the extent a claim results from the indemnified party’s negligence, willful misconduct or breach of these Terms.
We will give prompt notice of a claim for which indemnification is sought and reasonable cooperation in its defense. A delay in notice relieves your obligation only to the extent it materially prejudices the defense. You may control the defense with competent counsel reasonably acceptable to us. A settlement may not impose an admission, payment or other obligation on an indemnified party without that party’s written consent.
14. Suspension and Termination
We may suspend, restrict, or terminate your access to the Site at any time, with or without notice, including where we believe you have violated these Terms or where required for legal or security reasons. Sections that by their nature should survive termination (including intellectual property, disclaimers, limitation of liability, indemnification, governing law and dispute resolution, and general terms) survive.
15. Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of Wyoming, United States, without regard to conflict-of-laws principles. Before either party files an arbitration, that party will send the other a written notice of the dispute, and the parties will attempt in good faith to resolve it informally for 30 days. The contractual time limit below is paused during that period. Notices to Midgard Labs must be sent to info@midgardlabs.io and describe the dispute and the relief requested. Any dispute arising out of or relating to these Terms or the Site that is not resolved informally will be resolved by binding individual arbitration administered by the American Arbitration Association (‘AAA’) under its applicable rules then in effect, including the Consumer Arbitration Rules where applicable and otherwise the Commercial Arbitration Rules. The applicable rules govern fees, hearing location and procedure and are available at adr.org. Either party may bring qualifying claims in small-claims court or seek injunctive relief in court to protect intellectual property rights or stop unauthorized access to or interference with its systems; the informal-resolution period does not delay such relief. Except where prohibited by applicable law, any claim under these Terms must be brought within one year after the claim arises, or it is permanently barred. YOU AND MIDGARD LABS EACH WAIVE THE RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS OR REPRESENTATIVE ACTION.
Nothing in these Terms excludes or limits rights or remedies that applicable law does not permit to be excluded or limited. Mandatory consumer protections in your place of residence continue to apply where required by law.
16. General
These Terms, together with the Privacy Policy, Cookie Notice, and any program-specific terms we publish, are the entire agreement between you and Midgard Labs regarding the Site, and they supersede prior agreements on that subject. If any provision is held invalid, the remaining provisions remain in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms; we may assign them in connection with a merger, acquisition, reorganization, or sale of assets. We are not liable for delays or failures caused by events beyond our reasonable control. Notices may be provided by posting on the Site or by email where you have provided one. Section headings are for convenience only.
17. Contact
Questions about these Terms: info@midgardlabs.io.
