Set your terms once. Khalani turns them into custom execution markets where a growing network of providers compete and compose to fulfill each transaction.
Encode requirements such as price, latency and finality as enforceable rules. Khalani turns them into custom execution markets.
Solvers, market makers, bridges, and on/off-ramp providers compete to fulfill your terms.
Atomic across every leg, every chain, every counterparty. The transaction completes as you defined it. Or it doesn't happen at all.
A single cross-border payout touches up to five counterparties: on-ramp, tokenizer, chain, swap venue, off-ramp. Khalani holds them together as one logical transaction.
A custom execution market spans every leg of a transaction. You define the rules. Counterparties compete to fulfill any leg. The platform settles atomically across all of them. Or refunds.
Operators already depend on swap venues, bridges, ramps, FX desks, and corridors to move value. Khalani brings those suppliers behind one execution interface, enforces your terms across every flow, and opens each transaction to the broader provider market.
Running one of these businesses? Get in touch →
Every leg routes through an open counterparty network, qualified by the operator's rules.
Adding a new corridor or counterparty doesn't add an integration; it inherits the market.
Price, slippage, deadline, and finality are enforced by the market, not by the counterparties competing inside it.
Every counterparty is interchangeable. They bid against the operator's terms; the rules pick the winner.
Operators integrate three to five providers per corridor, each with its own SLA, pricing, uptime, and roadmap. Multi-counterparty execution exists. Multi-counterparty enforcement does not.
A worldwide network of providers, including solvers, market makers, on- and off-ramps, PSPs, FX desks, and liquidity providers, competes for every leg of every transaction. Settlement is atomic: across chains, across currencies, across borders.
Wherever capacity sits, Khalani routes operator demand to it. One integration replaces a stack of per-operator deals.
One integration. Declare jurisdictions, assets, latency, and risk envelope. No bespoke SLA per operator.
Operator demand routes to providers whose capabilities satisfy the rules. No BD cycle, no procurement queue.
Price, latency, fill rate, finality. The operator's rules define the contest; the market awards each leg to whoever fulfills it best.
Settlement and payout share the same transaction container. No invoices, no reconciliation, no chasing after a failed leg.
Walk through your current stack with our solutions team. We'll show you what enforceable execution looks like across the corridors you already run.
This Privacy Policy explains how Khalani Labs, Ltd., a British Virgin Islands business company, together with our affiliates ("Khalani", "we", "us", or "our"), collects, uses, and discloses information about you when you access or use our products and services, including without limitation our websites at khalani.xyz, khalani.network, tokenflight.ai, and embed.tokenflight.ai, our user interfaces (the "Interface"), our application programming interfaces and related developer tools (the "API"), our embeddable components, software development kits, smart contracts, and related tools and services (together with the Interface and the API, the "Services"). This Privacy Policy applies to information we collect through the Services and through our communications with you.
The Services help you prepare, route, sign, and submit transactions to public blockchain networks and related infrastructure. Information recorded on a blockchain (for example, wallet addresses, transaction parameters, intents, signed messages, and transaction hashes) is generally public and may be permanent. Khalani does not control public blockchains or the data recorded on them and has no ability to remove, redact, modify, or restrict access to information on a blockchain.
By accessing or using the Services, you acknowledge that you have read and understood this Privacy Policy. If you do not agree, you should not use the Services.
We may update this Privacy Policy from time to time, in our sole and absolute discretion. If we make changes, we will revise the "Last Updated" date above and post the updated policy on the Interface. If changes are material, we may provide additional notice (for example, by a notice on the Interface or by other means we reasonably determine). Your continued access to or use of the Services after the effective date of any update constitutes your acceptance of the updated Privacy Policy.
As a general matter, we aim to collect and process only the information reasonably necessary to operate, secure, and improve the Services. Certain information is collected automatically when you use the Services, and additional information may be collected if you choose to provide it (for example, by contacting us or opting in to receive updates).
We may collect information you provide directly to us, including:
We do not request, and we do not need, your seed phrase, private keys, recovery phrases, or mnemonics. Do not share any of the foregoing with anyone.
When you access or use the Services, we may automatically collect information such as:
We use this information to operate the Services, maintain security, debug issues, prevent abuse, and understand usage patterns.
We and our service providers may use cookies, pixels, web beacons, software development kits, local storage, and similar technologies to:
You can typically configure your browser to remove or reject cookies. If you remove or reject cookies, some features of the Services may not function properly. Some browsers offer a "Do Not Track" signal. Because there is no industry standard for how to interpret such signals, the Services do not currently respond to "Do Not Track" signals. We may revise this practice without notice.
We may receive or obtain information from third parties and public sources in connection with operating the Services, including:
We may use information we collect for purposes such as to:
If we intend to use information for a purpose that is materially different from the purpose for which it was collected, we will provide notice as required by applicable law and, where necessary, obtain your consent. Where required by applicable law, the legal bases on which we rely include performance of a contract, our legitimate interests, compliance with legal obligations, and your consent.
We may disclose information as described below or as otherwise disclosed to you at the time of collection.
We may share information with third-party vendors, consultants, and service providers that need access to information to perform services for us, such as hosting, infrastructure, analytics, monitoring, security, customer support tooling, identity verification, sanctions screening, fraud prevention, and other providers (including remote procedure call ("RPC") and node providers). We may also share information with professional advisors (for example, legal counsel, auditors, accountants, insurers, and bankers) as necessary.
When you initiate a transaction or interact with the Services in a manner that involves a blockchain, information necessary to effect that interaction (which may include wallet addresses, signed messages, intents, transaction parameters, and related metadata) is broadcast to and recorded on the relevant blockchain. Such information may be publicly accessible and persistent and is outside Khalani's control.
To provide crosschain, swap, payment, and coordination functionality, the Services may interact with third parties such as market makers, liquidity providers, aggregators, decentralized exchanges, bridges, relayers, validators, oracles, sequencers, custodians, fiat onramp and offramp providers, payment processors, banking partners, and RPC providers. These third parties may process certain information (for example, wallet address, transaction parameters, and network metadata) under their own terms and privacy practices.
We may disclose information if we believe disclosure is necessary or appropriate to comply with applicable law, regulation, sanction, court order, subpoena, or other legal process; to respond to lawful requests from governmental authorities; to detect, investigate, prevent, or respond to fraud, abuse, security incidents, sanctions evasion, money laundering, terrorist financing, market manipulation, or other unlawful, unauthorized, or harmful activity; to protect the rights, property, and safety of Khalani, our users, or others; or to enforce our agreements and policies.
We may disclose information between and among Khalani and our current or future parents, affiliates, subsidiaries, and other companies under common ownership or control.
We may share information in connection with, or during negotiations of, a financing, merger, acquisition, divestiture, restructuring, reorganization, bankruptcy, dissolution, or sale of some or all of our business or assets, in which case information may be transferred as part of the transaction.
We may share information when you direct us to do so or otherwise consent, including when you connect a wallet, initiate a transaction, or otherwise direct information to a third party.
We may share aggregated, de-identified, or anonymized information, which is not subject to this Privacy Policy, for any purpose.
We may allow third parties to provide analytics services to help us understand how the Services are used. These providers may use cookies or similar technologies to collect information about your use of the Services (for example, pages viewed, time spent, clicks, and device or browser information).
We may process and store information in the British Virgin Islands, the United States, and other countries where we or our service providers operate. Data protection laws in those countries may differ from those in your place of residence and may provide less protection. By using the Services or providing information to us, you understand and consent to information being transferred to, processed in, and stored in those jurisdictions. Where required by applicable law, we will implement appropriate safeguards for international data transfers.
You may request access to, correction of, or deletion of certain information we maintain about you by contacting us as described in Section 12. Please note:
Most browsers accept cookies by default. You can configure your browser to remove or reject cookies, but doing so may affect functionality.
If you opt in to receive marketing emails, you may opt out at any time by following the unsubscribe instructions in those emails. Even if you opt out, we may continue to send non-promotional communications (for example, service notices, security updates, and administrative messages).
You may disconnect any wallet from the Services at any time, but doing so will not, and cannot, remove information already recorded on a blockchain.
We implement reasonable administrative, technical, and organizational safeguards designed to protect information against unauthorized access, use, disclosure, alteration, and destruction. However, no method of transmission over the Internet, no method of electronic storage, and no system or network is one hundred percent secure or error-free, and we cannot and do not guarantee the security of any information. You provide information to us at your sole risk. If you use API credentials (for example, API keys) or other access credentials, you are responsible for maintaining their confidentiality and for activities that occur under your credentials. You are also responsible for maintaining the security of your devices, accounts, wallets, private keys, seed phrases, and recovery phrases. To the fullest extent permitted by applicable law, Khalani disclaims all liability arising out of or in connection with any unauthorized access to, use of, disclosure of, alteration of, or loss of information.
We retain information for as long as we deem necessary or appropriate to provide, secure, and improve the Services, comply with our legal, regulatory, accounting, audit, and reporting obligations, resolve disputes, enforce our agreements, and for other legitimate business purposes. Retention periods depend on the type of information and the purpose for which it is processed. We may retain information indefinitely in aggregated, de-identified, or anonymized form. Information recorded on a blockchain is, by its nature, retained indefinitely on the relevant blockchain, outside Khalani's control.
The Services may contain links to, or integrations with, third-party websites, applications, protocols, or services ("Third-Party Materials"). Third-Party Materials are governed by their own terms and privacy policies. We are not responsible for the privacy practices of Third-Party Materials, and we encourage you to review their policies before using them.
The Services are not directed to individuals under 18, and we do not knowingly collect personal information from individuals under 18. If you believe a minor has provided personal information to us, please contact us as described in Section 12, and we will take reasonable steps to delete such information.
This Privacy Policy is provided for informational purposes. To the fullest extent permitted by applicable law, Khalani disclaims any warranty, representation, or covenant regarding this Privacy Policy or the practices described herein, except to the extent expressly required by applicable law. Statements in this Privacy Policy regarding our practices are not, and shall not be construed as, contractual commitments and are subject to change as set forth above under "Changes to This Privacy Policy."
If you have questions about this Privacy Policy or our privacy practices, contact us at:
Khalani Labs, Ltd.
Email: partners@tunnelvisionlabs.xyz
By accessing or using the Services, you acknowledge that you have read this Privacy Policy and consent to the collection, use, disclosure, and other processing of information as described herein.
These Terms of Use (these "Terms") govern your access to and use of the products and services made available by Khalani Labs, Ltd., a British Virgin Islands business company, together with its affiliates ("Khalani", "we", "us", or "our"), including without limitation the websites operated by Khalani at khalani.xyz, khalani.network, tokenflight.ai, and embed.tokenflight.ai, and any subdomains, user interfaces, dashboards, widgets, embeddable components, documentation portals, hosted application programming interfaces, software development kits, smart contracts, mobile or desktop applications, and related tools, products, or services that link to or reference these Terms (collectively, the "Services"). Without limiting the foregoing, the Services include Khalani's settlement and coordination infrastructure for crosschain and multi-provider transactions, and the consumer-facing and embeddable products marketed under the TokenFlight name.
PLEASE READ THESE TERMS CAREFULLY. THESE TERMS CONTAIN A MANDATORY BINDING ARBITRATION PROVISION AND A CLASS ACTION WAIVER IN SECTION 17, WHICH AFFECT YOUR LEGAL RIGHTS. THESE TERMS ALSO CONTAIN A BROAD DISCLAIMER OF WARRANTIES (SECTION 13) AND A LIMITATION OF LIABILITY (SECTION 15).
By accessing or using the Services, you agree to be bound by these Terms and our Privacy Policy (referenced in Section 5). If you do not agree to these Terms, you may not access or use the Services.
You must be at least the age of majority in your jurisdiction (and in any event at least 18 years old) to access or use the Services. By using the Services, you represent and warrant that you meet this requirement and that you have the full right, power, and authority to enter into and comply with these Terms. If you use the Services on behalf of a legal entity, you represent and warrant that you are authorized to bind that entity to these Terms, and references to "you" include that entity.
You represent and warrant that you are not:
You agree not to use a virtual private network, proxy, mixer, anonymizing service, or other means to conceal your location, identity, or the origin or nature of digital assets, or to access the Services in a manner that violates these restrictions.
You may not use the Services in connection with any illegal activity or in connection with businesses that offer illegal or controlled products or services (including, without limitation, illegal gambling, unlicensed prediction markets, human trafficking, illicit narcotics, weapons trafficking, child sexual abuse material, or other unlawful activities).
Khalani may, in its sole discretion, refuse, restrict, suspend, or terminate access to the Services for any person, entity, jurisdiction, or geographic region, at any time, without notice and without liability.
The Services may, among other things, enable you or third parties to:
Descriptions of the Services on our websites, in documentation, in marketing materials, or in any communication are provided for informational purposes only, are illustrative and non-binding, may not reflect the current state of the Services, and may change at any time without notice. The Services may change over time (see Section 16). We may add, remove, modify, deprecate, or discontinue any part of the Services at any time without notice and without liability.
The Services are designed to be non-custodial: we do not provide you with a hosted wallet, and we do not hold or control your wallet private keys, seed phrases, recovery phrases, or mnemonics. You are solely responsible for safeguarding your wallet, private keys, seed phrases, recovery phrases, and any credentials associated with your wallet or devices. Khalani is not a custodian, broker-dealer, exchange, money transmitter, money services business, bank, trust company, or other regulated financial institution in any jurisdiction.
Important. Some workflows may involve you sending digital assets to smart contracts, outcome deposit addresses, escrow contracts, market maker vaults, or other blockchain addresses that are part of a routing, settlement, escrow, bridging, liquidity, payment, or operational process. Such addresses and contracts may be operated by Khalani, by third parties, or jointly, and assets sent to them may be transient, held temporarily, or programmatically forwarded. You acknowledge that blockchain transactions are irreversible and that you are solely responsible for reviewing transaction details (including destination address, chain identifier, token contract, and amount) before approving or submitting any transaction.
Any quote, estimate, route, execution plan, intent specification, capability advertisement, policy, timing, expected output amount, settlement time, fee, slippage figure, success rate, or other information provided through the Services is informational and may be stale, inaccurate, or unavailable due to market movement, block confirmation timing, maximal extractable value ("MEV") activity, slippage, third-party downtime, bridge or relayer delays, chain reorganizations, finality differences, token behavior, smart contract behavior, oracle behavior, regulatory action, or other factors. Without limitation, we do not represent, warrant, or guarantee that:
Any operational metric, statistic, target, benchmark, or aspirational figure published or communicated by Khalani is illustrative only, is non-binding, and shall not give rise to any obligation, warranty, or liability on the part of Khalani.
You are solely responsible for your use of the Services and for any transaction you authorize, initiate, submit, sign, or otherwise facilitate, including ensuring that:
We will never ask you for your private keys, seed phrases, recovery phrases, or mnemonics. If you share any of the foregoing with anyone, you do so at your own risk. You acknowledge and agree that:
Any transaction you submit, sign, route, or otherwise initiate through the Services is considered unsolicited. Nothing in the Services constitutes, or should be construed as, legal, financial, investment, accounting, or tax advice, a recommendation to buy, sell, hold, or transact in any digital asset or other instrument, or a solicitation of any offer to do any of the foregoing. You should consult your own qualified professional advisers as appropriate.
If you access the Services through application programming interfaces, software development kits, embeddable components, or other developer tools (collectively, "Developer Interfaces"):
Any data, content, or outputs made available through the Services (including quotes, route information, execution plans, intent specifications, capability information, metadata, telemetry, analytics, and aggregated statistics) are provided for your internal use or for incorporation into your own product or application for your end users, subject to these Terms. You may not, without our prior written consent:
We may charge fees in connection with some or all of the Services, including without limitation service fees, integrator fees, referral fees, settlement fees, market maker spreads, white-label fees, or other fees disclosed through the Services or related documentation, or otherwise agreed in writing. Fees may be changed at any time, subject to applicable law. Where the Services involve crosschain settlement, a market maker, a fiat onramp or offramp provider, or other counterparty, that counterparty may also charge fees or impose spreads, which may be reflected in quotes, execution plans, or settled amounts.
Blockchain networks and third-party services may charge transaction fees (including gas fees, priority fees, relayer fees, bridge fees, market maker spreads, liquidity provider fees, payment processor fees, banking fees, or other fees). These fees are not controlled by us and may be variable, unpredictable, and non-refundable, including in the event of a failed, reverted, partially filled, or otherwise unsuccessful transaction.
You are solely responsible for determining whether, and to what extent, any taxes, levies, duties, or similar charges apply to your transactions or use of the Services, and for collecting, reporting, withholding, and remitting any such taxes to the appropriate authorities. Digital asset and crosschain activity may be treated as taxable events in some jurisdictions, and tax rules may be unclear, evolving, or applied retroactively.
Our Privacy Policy describes how we collect, use, and disclose information in connection with the Services and is incorporated by reference into these Terms. Because the Services interact with public blockchain networks, certain information (including wallet addresses, transaction parameters, intents, and transaction hashes) may be publicly visible on-chain and may be accessible to third parties. Khalani has no ability to remove, redact, modify, or restrict access to information recorded on a blockchain.
The Services, including all content, software, smart contracts, visual interfaces, designs, documentation, trademarks, service marks, trade dress, trade names, logos, and other materials made available by us (collectively, "Khalani Materials") are owned by Khalani or our licensors and are protected by intellectual property and other laws.
Subject to your continuing compliance with these Terms, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services for your personal or internal business purposes. No other rights are granted, whether by implication, estoppel, exhaustion, or otherwise. All rights not expressly granted are reserved by Khalani and its licensors.
Some components associated with the Services or the broader ecosystem (including certain smart contracts, libraries, or code modules) may be made available under open-source licenses or other third-party licenses. Your use of those components is governed by the applicable license terms, not these Terms, to the extent of any conflict.
You may not, and may not permit any third party to:
If you submit feedback, ideas, suggestions, bug reports, or other materials regarding the Services ("Feedback"), you grant Khalani a worldwide, perpetual, irrevocable, royalty-free, fully paid-up, sublicensable, and transferable license to use, reproduce, modify, distribute, display, perform, create derivative works of, and otherwise exploit the Feedback for any purpose, without compensation, attribution, or obligation to you.
You agree not to, and not to permit any third party to, engage in any activity that:
We may, at any time and in our sole discretion, with or without notice and without liability to you, suspend, restrict, throttle, rate-limit, or terminate your access to all or any part of the Services if we believe that you have violated or may violate these Terms, pose a security, legal, regulatory, or compliance risk, or if we are required to take such action by law, regulation, or any governmental authority. You agree not to attempt to circumvent any such suspension, restriction, or termination.
The Services (or portions of them) may be offered as alpha, beta, experimental, or early-stage features. Such features may:
Unless and except to the extent expressly set forth in a separate written agreement signed by an authorized officer of Khalani specifically referencing the obligation, Khalani makes no service level commitment of any kind in respect of the Services, including without limitation any commitment regarding availability, uptime, latency, throughput, settlement time, success rate, error rate, recovery time, or support response time.
We are not obligated to provide support, maintenance, updates, patches, or new features for the Services. Any support we provide may be modified, withdrawn, or discontinued at any time.
You acknowledge that using blockchain-based systems and internet-based services involves inherent security risks, including the risk of total or partial loss of digital assets. You are solely responsible for implementing appropriate security controls (including wallet hygiene, device security, network security, and phishing protection). Khalani makes no representation or warranty that any portion of the Services, including any smart contract, has been audited, reviewed, certified, or verified by any third party, or that any such audit, review, certification, or verification (whether by Khalani or any third party) is current, complete, accurate, or sufficient to identify all defects, vulnerabilities, or risks. The publication, availability, or referencing of any audit report, security review, formal verification, bug bounty program, or similar artifact is for informational purposes only, does not constitute a warranty or guarantee of any kind, and shall not be relied upon by you.
You acknowledge, understand, and agree that:
The Services may integrate with, link to, interoperate with, or provide access to third-party services, infrastructure, and content, including wallets, RPC providers, indexers, bridges, decentralized exchanges, aggregators, market makers, liquidity providers, custodians, banking partners, fiat onramp and offramp providers, payment processors, validators, oracles, sequencers, dApps, and other protocols (collectively, "Third-Party Services"). We do not control Third-Party Services, do not endorse or warrant them, and are not responsible for them. Your use of any Third-Party Service is at your own risk and may be subject to separate terms, fees, and policies. We are not responsible for losses arising from any Third-Party Service, including losses due to bugs, exploits, hacks, downtime, depeg events, slippage, failed transfers, protocol changes, governance actions, regulatory actions, insolvency, or compromise.
We may suspend, restrict, throttle, or terminate your access to the Services at any time, with or without notice, for any reason or no reason (including if you violate these Terms, if we suspect fraud or prohibited activity, or if continuing to provide the Services would create legal, regulatory, security, or reputational risk). Upon termination, the licenses granted to you under these Terms will immediately end, and any provision of these Terms that by its nature is intended to survive termination shall so survive, including without limitation Sections 3, 4.3, 5, 6, 9, 12, 13, 14, 15, 16, 17, 18, and 19.
You expressly assume all risk arising out of or in connection with your access to and use of the Services, including all risks described in Sections 2.3, 8, and 9. To the fullest extent permitted by law, you hereby irrevocably release, waive, and forever discharge the Khalani Parties (as defined in Section 14) from any and all claims, demands, actions, causes of action, suits, debts, sums of money, accounts, judgments, losses, damages, liabilities, and expenses of every kind and nature, known and unknown, suspected or unsuspected, foreseen or unforeseen, arising out of or related to (a) the operation of any blockchain, smart contract, or third-party infrastructure, (b) the conduct of any third party (including any Third-Party Service), or (c) any market, regulatory, technological, operational, or other event in connection with the Services or Third-Party Services.
If you are a California resident, you waive California Civil Code Section 1542 (or any similar provision in any other jurisdiction), which provides: "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."
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS. KHALANI AND ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, REPRESENTATIVES, LICENSORS, AND SUPPLIERS, DISCLAIM ALL WARRANTIES, REPRESENTATIONS, CONDITIONS, AND OTHER TERMS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, AVAILABILITY, RELIABILITY, SECURITY, QUIET ENJOYMENT, OR ANY WARRANTY ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE, OR ERROR-FREE, OR FREE OF VIRUSES, EXPLOITS, OR OTHER HARMFUL COMPONENTS, OR THAT ANY OUTPUTS (INCLUDING QUOTES, ROUTES, EXECUTION PLANS, OR INTENT SPECIFICATIONS) WILL BE ACCURATE, COMPLETE, OR CURRENT, OR THAT ANY TRANSACTION WILL BE EXECUTED, SETTLED, OR FINALIZED.
To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless Khalani, our affiliates, and our respective officers, directors, employees, contractors, agents, representatives, licensors, and suppliers (collectively, the "Khalani Parties") from and against any and all claims, demands, actions, proceedings, investigations, damages, losses, liabilities, judgments, settlements, fines, penalties, costs, and expenses (including reasonable attorneys' fees and other professional fees) arising out of or related to:
We may assume control of the defense of any matter subject to indemnification, in which case you agree to cooperate with our defense. You shall not settle any matter for which a Khalani Party is entitled to indemnification without that Khalani Party's prior written consent.
IN NO EVENT WILL ANY KHALANI PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, OPPORTUNITY, GOODWILL, SAVINGS, DATA, OR COST OF SUBSTITUTE GOODS OR SERVICES, OR FOR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO YOUR USE OF (OR INABILITY TO USE) THE SERVICES, REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF STATUTORY DUTY, OR OTHERWISE), AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH DAMAGES WERE FORESEEABLE.
IN NO EVENT WILL THE AGGREGATE LIABILITY OF THE KHALANI PARTIES FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES EXCEED THE GREATER OF (A) ONE HUNDRED U.S. DOLLARS (US$100), AND (B) THE AMOUNT OF FEES (IF ANY) YOU PAID DIRECTLY TO KHALANI FOR THE SERVICES IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION 15 APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE, AND ARE A FUNDAMENTAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. WITHOUT THESE LIMITATIONS, KHALANI WOULD NOT MAKE THE SERVICES AVAILABLE TO YOU.
Nothing in these Terms limits liability to the extent such liability cannot be limited under applicable law.
We may modify, supplement, or replace these Terms from time to time, in our sole and absolute discretion. The updated Terms will be effective when posted on the Services (or when otherwise made available to you). Your continued access to or use of the Services after the effective date of any update constitutes your acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop using the Services.
We may, at any time and in our sole discretion, with or without notice, and without liability to you, change, suspend, deprecate, throttle, restrict, or discontinue all or any part of the Services, including any feature, function, integration, partner, chain, asset, route, corridor, fee, parameter, or interface.
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.
Any dispute, claim, interpretation, controversy, or issue of public policy arising out of or relating to these Terms or the Services (each, a "Claim"), including the determination of the scope or applicability of this Section 17, will be determined exclusively by arbitration administered by the British Virgin Islands International Arbitration Centre ("BVI IAC") in accordance with the arbitration rules of the BVI IAC (the "BVI IAC Rules") then in force, which rules are deemed incorporated by reference into this Section 17. The seat of arbitration shall be the British Virgin Islands; the tribunal shall consist of one (1) arbitrator; and the language of the arbitration shall be English.
The arbitrator will be selected by Khalani with your consent, which may not be unreasonably withheld, conditioned, or delayed. The arbitrator will be licensed to practice law in the British Virgin Islands and experienced in the arbitration of business disputes. If you fail or refuse to consent to the selection of the arbitrator within five (5) days of Khalani providing written notice of the proposed arbitrator, the arbitrator selected by Khalani will be deemed the arbitrator, subject only to the arbitrator's acceptance of such appointment.
Arbitration of all Claims and the outcome of the arbitration will remain confidential between the parties except as necessary to obtain a court judgment on an award or other relief, to enforce or collect on a judgment, or as otherwise required by law.
Any Claim is personal to you and Khalani and must be resolved through individual arbitration. Under no circumstances may any Claim be brought as a class arbitration, class action, collective action, private attorney general action, or any other type of representative proceeding. YOU AND KHALANI EXPRESSLY WAIVE ANY RIGHT WITH RESPECT TO ANY CLAIM TO SUBMIT, INITIATE, OR PARTICIPATE IN A REPRESENTATIVE CAPACITY AS A PLAINTIFF, CLAIMANT, OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION, WHETHER IN ARBITRATION OR IN COURT, AND EACH WAIVE THE RIGHT TO TRIAL BY JURY.
The parties irrevocably submit to the exclusive jurisdiction of courts located in the British Virgin Islands with respect to this Section 17 to compel arbitration, to confirm an arbitration award or order, or to handle court functions permitted under the rules of the BVI IAC. The parties irrevocably waive any defense of inconvenient forum with respect to any such action or proceeding. The parties may seek recognition and enforcement of any British Virgin Islands court judgment confirming an arbitration award or order in any U.S. state or federal court or any court outside the United States or its territories having jurisdiction with respect to recognition or enforcement of such judgment.
The arbitrator may grant injunctive relief, including temporary, preliminary, permanent, and mandatory injunctive relief, to protect the rights of each party. This arbitration provision does not preclude a party from seeking temporary or preliminary injunctive relief ("Provisional Relief") in a court of competent jurisdiction while arbitration proceedings are pending in order to protect its rights pending a final determination by the arbitrator. Seeking Provisional Relief does not constitute a waiver of the right to arbitration. Any Provisional Relief granted by a court will remain effective until otherwise modified by the arbitrator.
To the fullest extent permitted by law, any Claim must be brought within one (1) year after the Claim arises; otherwise, the Claim is permanently barred.
If the class action waiver in Section 17.4 is held to be unenforceable as to any Claim or remedy, then that Claim or remedy (and only that Claim or remedy) shall be severed from arbitration and brought in a court of competent jurisdiction in accordance with Section 18, and the remainder of this Section 17 shall remain in full force and effect.
These Terms and any dispute arising out of or relating to these Terms or the Services will be governed by and construed in accordance with the laws of the British Virgin Islands, without regard to conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods shall not apply.
Entire agreement. These Terms (together with the Privacy Policy and any additional terms expressly incorporated by reference or expressly agreed in writing) constitute the entire agreement between you and Khalani regarding the Services and supersede any prior or contemporaneous agreements or understandings regarding the same subject matter.
Severability. If any provision of these Terms is held unlawful, void, or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, or, if not possible, severed, and the remaining provisions will remain in full force and effect.
Assignment. You may not assign or transfer these Terms or any of your rights or obligations hereunder, by operation of law or otherwise, without our prior written consent; any attempted assignment in violation of this provision is void. We may freely assign, delegate, or transfer these Terms or any of our rights or obligations hereunder, in whole or in part, without your consent.
No waiver. Our failure or delay in enforcing any right or provision of these Terms will not operate as a waiver of that right or provision, and no single or partial exercise of any right will preclude any further exercise of that right or any other right.
Force majeure. We will not be liable for any delay or failure in performance arising out of or in connection with any cause beyond our reasonable control, including acts of God; war, terrorism, civil unrest, or insurrection; pandemic, epidemic, or public health emergency; fire, flood, earthquake, or other natural disaster; labor disputes; failures or interruptions of electrical, telecommunications, internet, blockchain, or other infrastructure; cyberattacks, exploits, or other malicious acts; chain reorganizations, forks, halts, slashing events, or oracle failures; depeg events, market dislocations, or liquidity shocks; insolvency or failure of any third-party service provider; changes in law or regulation; or orders, injunctions, or actions of any governmental authority.
No agency or partnership. Nothing in these Terms creates any agency, partnership, joint venture, employment, or fiduciary relationship between you and Khalani.
No third-party beneficiaries. Except for the Khalani Parties (who are intended third-party beneficiaries of Sections 12, 13, 14, 15, and 17), these Terms do not create, and shall not be construed to create, any rights enforceable by any person not a party to these Terms.
Electronic communications. You agree that communications and transactions between you and Khalani may be conducted electronically, and that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Notices. We may provide notices to you by posting on the Services, by email to any address you have provided, or by any other reasonable means. You shall provide any notice to Khalani in writing to the contact address set forth in Section 20.
Headings; construction. Section headings are for convenience only and shall not affect the interpretation of these Terms. The words "include," "includes," and "including" are deemed to be followed by the words "without limitation." These Terms shall be construed without regard to any presumption or rule requiring construction or interpretation against the drafting party.
Language. These Terms are entered into in the English language. Any translation is provided for convenience only, and the English version shall control in the event of any conflict.
Khalani Labs, Ltd.
Email: partners@tunnelvisionlabs.xyz
By accessing or using the Services, you acknowledge that you have read these Terms, understand them, and agree to be bound by them.