Last Updated: 2024-12-28

NODELY TERMS OF SERVICE

Welcome to Nodely. Our mission is to provide seamless integration and reliable API access to Algorand’s AVM-compatible public and hybrid networks and provide other services relating to Algorand’s networks.

These Terms of Service (“ToS”) outline the framework governing your use of Nodely’s various services rendered by Nodely sp. z o.o. with its registered office in Warsaw, Poland (“Nodely”, “we”, “us”, “our”), ensuring a smooth and secure experience as you leverage our cutting-edge solutions. Please read carefully these ToS before you start using our Services.

By accessing and using our Services, you agree to the ToS and agree to be by bound by these ToS and our Privacy Policy. The ToS constitutes a binding obligation between you and Nodely (as defined herein).

Please be informed that we provide our Services to business only. By entering into this ToS, you declare that the Services we provide You are directly related to your business activity and are of a professional nature resulting from the subject of the activity you perform.

Nodely sp. z o.o. is a company incorporated in Poland, with its registered office in Warsaw at Żwanowiecka St 53, 04-846, entered in the Register of Entrepreneurs run by District Court for the City of Warsaw in Warsaw, XIV Commercial Division of the National Court Register under KRSnumber 0001061171, with NIP (tax identification number): 9522246503, share capital of PLN 50,000.

SERVICES

General Information

Nodely provides you with the following services (“Services”):

  1. Access to API (as defined below);
  2. Access to SQL Direct (as defined below);
  3. Access to Data Warehouse (as defined below).

You can find detailed technical information about our Services, including features, tools, specs, and materials, right on our website. By using our Services, you confirm that you have reviewed that information about the Services of your choose.

You can access our Services directly through our website without creating an account. Nodely owns and manages the website. We do not use cookies or create logs of your activity. It is advisable to use antivirus software to minimize the risk of harmful code infecting your computer.

It is important to note that we do not have access to or view any data that you share, connect, or store as part of the Services.

Nodely does not offer any services other than those expressly described in these ToS. It’s important to note that we provide access to technology and technology only. Nodely does not offer any financial services or services related to crypto-assets. In particular, we do not:

  1. hold, manage, provide custody or administration, or otherwise control any crypto-asset for you or on your behalf;
  2. provide any service that involves exchanging crypto-assets for other funds or exchanging funds for crypto-assets;
  3. receive, transfer or execute any orders for crypto-assets for or on your behalf;
  4. provide any services relating to placing crypto-assets;
  5. provide any advisory and/or portfolio management services in relating to crypto- assets; and/or
  6. provide any services that involve transfer of crypto-assets for or on your behalf. Using our Services may require specific equipment. Before choosing a Service, you should ensure that your equipment meets the minimum technical requirements outlined in Appendix 2. We are not responsible for any inability to use the Service caused by your equipment failing to meet these technical requirements.

API Services

Nodely may provide you with the access to hosted RESTful application programming interfaces that include the Algorand Algod and Indexer APIs, branded as “Nodely” (“API”). The scope and the performance of API is defined in Appendix 1.

We offer these Services in three packages: Free Tier, Unlimited and Enterprise.

Free Tier

The access to Free Tier API is available to all users. By using the Free Tier, you acknowledge that the Free Tier may have limitations such as usage quotas, reduced data speeds, or limited access to features available in paid tiers. These limitations are subject to change at our discretion. For more information, check out our website.

We reserve the right to modify the terms of use for the Free Tier at any time. These modifications may include changes to features, usage limits, or availability. We will notify users of significant changes via our website or, if possible, through direct communication. Continued use of the Free Tier after such changes will constitute acceptance of the updated terms.

We reserve the right to suspend or terminate your access to the Free Tier at any time, without notice, for any reason, including but not limited to breach of these ToS.

The Free Tier is provided “as is” and “as available” without any warranties, express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

Unlimited package

You can pay for the Unlimited package directly on our website. If you’re interested, just fill out the form on our site with your email and credit card details. Once you submit the form and pay the Subscription Fee, we’ll send you an email confirming your subscription to the package you selected, along with your API key.

Payments are processed by third-party providers, and you can find their terms on the website when you’re making the payment.

We offer a 7-day free trial so you can check out our Services. You can cancel our Services during the trial period by letting us know via email, and we won’t charge you the Subscription Fee.

This package includes technical support. Terms and conditions of our support you can find in Appendix 3.

Enterprise package

This package is designed to be tailored to your business needs. Before you make your choice, we’d like to learn more about your requirements so we can customize the features to perfectly suit your business. To order this package, simply get in touch with us through the contact form.

SQL Direct Services

We may provide you with the access to software that enables direct access to archival SQL blockchain databases in Algorand network, allowing users to query and retrieve historical blockchain data stored in SQL (“SQL Direct”). This service is available in a variety of configurations to suit your needs. Contact us via the contact form, and we will tailor the appropriate setup to meet your requirements.

Data Warehouse Services

We may provide you with access to software that enables the use of a self-service data warehouse containing blockchain data in Algorand protocol, allowing users to independently retrieve, analyze, and manage blockchain-related information through an interface (“Data Warehouse”).

If you are interested in this Service, contact us via contract form and we will tailor the appropriate setup to meet your requirement.

OUR RIGHTS AND OBLIGATIONS

We undertake to provide Services on the terms and conditions set out in these ToS.

Nodely can:

  1. temporarily suspend the availability of any Service due to technical reasons, including, without limitation, maintenance, renovation, updating, or upgrading of the website or the Services;
  2. communicate with the you, including via e-mail, in connection with the Services; terminate the Service in the event of a lack of payment of the Subscription Fee;
  3. terminate the Service for convenience;
  4. change the specifications and functionalities of the Services through changing these ToS;
  5. change the Subscription Fee for the Services through changing these ToS.

We intend to update, develop and maintain the Services in a manner that will enable you to make the best use of our Services.

Notwithstanding the above, we may immediately suspend (“Suspension”) all or part of your use of the Services if:

  1. we become aware that your use of the Services violates the ToS or that any of your warranties are untrue, and you do not remedy the violation within 7 days of receiving our notice;
  2. we reasonable believe that suspension is needed to protect Services, our infrastructures or any other our client, for instance due to attack or risk of attack;
  3. we reasonably believe that unauthorized person obtained access to the Services;
  4. we reasonably believe that suspension is needed to comply with laws;
  5. judicial or administrative authorities request to do so.

YOUR RIGHTS AND RESPONSIBILITIES

From the moment you start using our Services, you should:

  1. use the website and the Services in accordance with its purpose and the ToS;
  2. conduct reasonably actions to prevent any unauthorized use of and/or access to the Services and promptly inform us about such unauthorized use of and/or access;
  3. refrain from actions that could negatively affect the website or the Services or make any interference in the Services;
  4. refrain from conducting hacking attempts or attacks;
  5. refrain from providing and/or uploading any unlawful content to the website and/or to the Nodely in connection with the Services;
  6. comply with generally applicable laws;
  7. not modify, remove, copy, alter, or otherwise manipulate the security, coding, any part of the Services in any way;
  8. refrain from engaging in any activities that require a permit, authorization, or license, as required by applicable law for both Nodely and yourself;
  9. refrain from misusing the Services, including but not limited to engaging in illegal activities, including, without limitation, infringing on intellectual property rights, or conducting any activity that disrupts or interferes with the operation of the Services.

By using the Services you may save, host, store, operate, use and/or disclose your data, including information, software, procedures, files, tools, systems, applications, infrastructure and any other items (“Your Data”).

TERMS AND FEE

We offer all our Services in a monthly subscription model (“Subscription Term”). You will gain access to the particular Services upon payment of the applicable fee (“Subscription Fee”).

The use of API Free Tier is free of charge.

Information about the current Subscription Fees is available on the website.

For the use of API Unlimited package, the Subscription Fee will be charged automatically at the end of the Subscription Term.

The method and payment terms for the provision of other Services will be agreed upon by the Parties in a separate agreement.

Nodely accepts payments in USD or EUR currency via Wire Transfer to an EU Bank Account or via equivalent transfer of USDC or EUROC stable coins issued by Circle Internet Financial Limited.

LIABILITY

Although the highest security standards are implemented, Nodely is not liable for any temporary and unexpected malfunctions of the website, or the Services caused by cyber- attacks, accidental circumstances, natural disasters, force majeure, or other circumstances beyond our control.

Subject to applicable law, Nodely shall not be liable for interruptions or errors in the operation of our website or the Services including, but not limited to, the following:

  1. breach of the ToS by you or any person acting for or on your behalf through whom you use the Services;
  2. technical reasons attributable to you, including, in particular, failures of the devices which you use, as well as if you use the Services through devices or software that are incompatible with the website or the Services;
  3. overloads of the website, independent of Nodely due to a computer system or network service, including in particular DoS (Denial of Service), DDoS (Distributed DenialofService) or Brute Force;
  4. causes attributable to third parties for which Nodely is not responsible for, including the third-party service providers, in particular delays or interruptions in access to the Internet (data transmission);
  5. planned activities related to the change, addition, ongoing maintenance of the website or the Services to the extent necessary to carry them out;
  6. during the Suspension.

Nodely should not be liable for damages consisting of loss, damage, or leakage of data in connection with the use of the Services or website by you and any persons acting for you or on yours behalf.

The exclusion of Nodely’s liability applies in particular to any damages incurred by you, as well as any lost profits, in connection with the use of the Services.

Regardless of the above, Nodely’s total liability to you for any damages, regardless of their legal basis, is limited to the Subscription Fee which you pay for the Subscription Term when the damage occurred.

You should, at your own expense, indemnify, and hold Nodely harmless against all claims, liabilities, accusations and actions that arise from or relate to your use of the Services. If such claims are raised and/or pursued against Nodely, you will pay (i) any amounts (including, in particular, any litigation costs and costs of legal services) awarded to a third party in an enforceable judgement and/or fines imposed by authorities or courts, (ii) all amounts payable to a third party and/or authorities and/or courts pursuant to a settlement concluded with such third party or authority, and (iii) compensation for damages suffered by Nodely. You should promptly inform us if such claim occurs and provide Nodely with all necessary information so that Nodely can act effectively to dismiss the claim or accusations.

INTELECTUAL PROPERTY

Unless Nodely and you have agreed otherwise, upon the receipt of Subscription Fee or providing you with key to access the Services, whichever occurs later, Nodely grants you a limited, non-exclusive, non-sublicensable, non-transferable, without territorial restrictions, license to use the Services (“License”) in accordance with its functionality, exclusively in the form of the executable (binary) code for the purpose of displaying, and applying its functions.

We grant you the Licence for the Subscription Term. The License will expire automatically upon termination or expiration of the ToS. The License will automatically renew for another Subscription Term whenever you pay the Subscription Fee.

Nodely and you agree that you retain all rights in Your Data and Nodely retain all rights to the Services.

Content posted by Nodely on the website or provided with the Services, including in particular trademarks and other distinctive signs, is the subject of intellectual property rights of Nodely or entities other than Nodely, which permit Nodely to use such content under separate arrangements. The use of the content posted on the website or provided with the Services in any way other than for the purpose of using the Services, including, in particular, copying or distributing it, requires the prior consent of Nodely.

You should, at your own expense, indemnify, and hold Nodely harmless against all claims and actions brought by any third party alleging that Your Data infringe any of their intellectual property rights (including but not limited to rights in the registration of patents, industrial designs, and/or copyrights). If such claims are raised and/or pursued against Nodely, you will pay (i) any amounts (including, in particular, any litigation costs and costs of legal services) awarded to a third party in an enforceable judgement, (ii) all amounts payable to a third party pursuant to a settlement concluded with such third party, and (iii) compensation for damages suffered by Nodely. You should promptly inform us if such claim occurs and provide Nodely with all necessary information so that Nodely can act effectively to dismiss the claim.

PRIVACY AND DATA PROTECTON

Your privacy and its protection are a top priority for us. That’s why we make every effort to ensure the highest standards of security for the protection of the information you provide to us, guided by the principles of responsibility and integrity and maintaining the requirements set forth in applicable laws.

The rules for the processing of your personal data, which is administered by Nodely, are set forth in the Privacy Policy, which you can find on our website.

CHANGE OF ToS

We may change these ToS and the Services, its functionalities, at any time, at our sole discretion. If we do so, we will use commercially reasonable efforts to communicate such a change to you by posting the updated ToS on our website and through your e-mail address. It is important that you review these ToS on our website for any changes, including when you use the Services.

For example, we may change these ToS in the event of the occurrence of:

  1. organizational and legal changes of Nodely;
  2. changes in applicable laws applicable to these ToSs;
  3. changes to the functionality of the Services or website provided that changes to the ToS are aimed at adapting the content of the ToS to their functionality;
  4. changes in the specifications of the relevant Service;
  5. changes in the amount of the Subscription Fee for the Service.

Within 30 days from the date of publishing the changes on our website or sending a notification to your email address, whichever occurs later, you may reject the proposed changes to the ToS by replying via email. If you do not response within this period and you continue to use the Services after this period, you agree that you accept the proposed changes. In such a case, the changes will take effect on the date specified in the notification, but no earlier than 30 days after we inform you about the change. If you reject the changes, the ToS will terminate after 30 days from the date we inform you of the change.

In the case of ordering Services other than those currently provided, the new ToS will apply.

TERMINATION

Both Nodely and you have the right to terminate the ToS at any time. You agree that we will send the termination of the ToS to the email address you provide when contacting us or paying the Subscription Fee.

You can submit termination notice of the ToS to the following e-mail address: [email protected]

The notice period is 1 month and will expire at the end of a calendar month.

Nodely may terminate the ToS with immediate effect if you violate material provisions of these ToS, including, without limitation, YOUR RIGHTS AND OBLIGATIONS clause and/or INTELLECTUAL PROPERTY clause, and/or if you are in delay with payment of the Subscription Fee for at least 14 days.

Nodely will not return you the Subscription Fee if we terminate the ToS with immediate effect.

The termination or expiration of the ToS means that we will cease providing Services to you, resulting in the loss of your access to the Services.

WARRANTIES

By using our Services, you warrant that: (1) you are lawfully able to enter into this ToS; (2) you are not listed on any sanctions lists or designated as a prohibited or restricted party by authorities, including but not limited to the United Nations Security Council, the U.S. Government, the European Union and its Member States, the United Kingdom, or any other applicable governing body.

DISPUTE RESOLUTION

You have the right to use out-of-court complaint handling and claiming. However, we encourage you to contact us first. If the Services do not comply with the ToS, you can file a complaint by sending an email to our address within 14 days from the date the non- compliance occurs. We will respond to your complaint within 30 days at the latest.

Any dispute or claim arising out of or in connection with these ToS or Services shall be governed by and construed in accordance with the law of Poland. The disputes shall be submitted to the exclusive jurisdiction of the common court for the area of Nodely’s registered office.

FINAL PROVISIONS

The ToS shall be binding between Nodely and you from the moment you start using the Services.

The ToS are available on our website under the “Terms of Service” tab. You familiarize yourself with them before starting using the Services. In addition, you can view, acquire, record and print the ToS at the time you choose.

If you have any questions about the rules set forth in the ToS or your rights and obligations, or the offerings of our Services, you may contact us at telephone number: +48 797 832 688 or via email at: [email protected] . We will do our best to answer all your questions as soon as possible, and we will send the answers to the e-mail address you have given us.

Any costs arising from your attempt to contact us will be borne by you in accordance with the rates of the telecommunications operator whose services you use.

In the event that any of the provisions of the ToS prove to be invalid, ineffective, illegal, or unenforceable in whole or in part, this circumstance will not affect the validity of the remaining provisions of the ToS.

To matters not covered by the ToS, the provisions of Polish law shall apply.

Using the website and the Services via Internet may involve the cost of connection to the Internet (data transfer fee) per the tariff package of your service provider.