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22 changes: 10 additions & 12 deletions docs/curation/disclosure.md
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# Disclosure

This page describes the scope of Api3's role as a Morpho vault curator, the risks involved in interacting with Api3-curated vaults, and the limits of Api3's responsibility.
By depositing into, withdrawing from, or otherwise interacting with any vault curated by Api3, you acknowledge and accept the terms described here.

This disclosure is supplemental to the Api3 [terms and conditions,](https://api3.org/terms-and-conditions/) which apply to all services and software provided by Api3.
This page describes the scope of Api3's role as a Morpho vault curator, the risks involved in interacting with Api3-curated vaults, and the limits of Api3's responsibility and ability.
By depositing into, withdrawing from, or otherwise interacting with any vault curated by Api3, you acknowledge and accept the Api3 [terms and conditions,](https://api3.org/terms-and-conditions/) which apply to all services and software provided by the API3 Foundation ("Api3"), as well as the additional supplemental disclosures in these docs.

## Scope of curation

Expand All @@ -21,7 +19,7 @@ Api3 does not hold, control, or take custody of any user assets.
All deposits, withdrawals, and market interactions occur directly through Morpho's open-source, non-custodial smart contracts.
Users remain solely responsible for the custody and security of their private keys and digital assets.

Interactions with Morpho are governed by Morpho's own terms and documentation. Api3 does not assume responsibility for the Morpho Protocol itself, its smart contracts, or its continued operation.
Interactions with Morpho's smart contracts, interfaces, and other services are governed by Morpho's own [terms](https://morpho.org/terms-of-use/) and documentation. Api3 has no responsibility for nor ability to affect the Morpho Protocol services, smart contracts, nor its operation or maintenance.

## No offer, no advice

Expand All @@ -31,7 +29,7 @@ Nothing in this documentation, nor any parameters, strategies, or materials rela
- Financial, investment, legal, tax, accounting, or other professional advice.
- A recommendation to take or refrain from taking any action.

Api3 does not act as your broker, investment adviser, fiduciary, or asset manager. All information is provided for general informational purposes only, and users are expected to conduct their own due diligence before interacting with any vault.
Api3 does not act as your broker, investment adviser, fiduciary, or asset manager. All information is provided for general informational purposes only, and users are expected to conduct their own due diligence before interacting with any vault, including the verification of any transaction settings and parameters whether or not shown or suggested by any Api3 service or site.

## Risks

Expand All @@ -44,7 +42,7 @@ Interacting with Api3-curated vaults involves significant risks. These include,
- **Liquidity risk** — Under stressed market conditions, withdrawals may be temporarily delayed pending the availability of idle liquidity or successful rebalancing across markets.
- **Regulatory risk** — Legal and regulatory treatment of vaults, tokenized positions, and DeFi lending may change in ways that adversely affect users.

Past performance does not guarantee future results. Vault strategies are operational and may be changed, expanded, or discontinued at any time.
Past performance does not guarantee future results. Vault strategies may be changed, expanded, or discontinued at any time, and parameter changes are at Api3's sole discretion.

## No guarantees

Expand All @@ -60,18 +58,18 @@ The fact that Api3 deploys a portion of its own treasury into the vaults it cura

## Restricted access

Api3-curated vaults are not registered with, or approved by, any financial regulatory authority in any jurisdiction.
They are not available to, and must not be accessed by, persons or entities located, incorporated, or resident in jurisdictions where such access is restricted or prohibited — including, without limitation, jurisdictions subject to comprehensive sanctions administered by OFAC or other competent authorities.
To Api3's knowledge, Morpho's vaults (whether or not Api3-curated) are not registered with, or approved by, any financial regulatory authority in any jurisdiction.
They are not available to, and must not be accessed by, persons or entities located, incorporated, or resident in jurisdictions where such access is restricted or prohibited — including, without limitation, jurisdictions subject to comprehensive sanctions administered by the UN, OFAC or other competent authorities.

By interacting with an Api3-curated vault, you represent that you are not a prohibited person and that you are acting in full compliance with all laws applicable to you.
By interacting with an Api3-curated vault, you represent that you are not a prohibited person and that you are acting in full compliance with Api3's terms and all laws applicable to you.

## Limitation of liability

Api3's role is limited to setting vault parameters within the Morpho Protocol. Api3 has no contractual relationship with vault users and accepts no responsibility for any losses, damages, or claims arising out of or in connection with the use of any vault, including those caused by:
Api3's role is limited to setting vault parameters within the Morpho Protocol. Api3 has no contractual relationship with vault users and assumes no liability nor responsibility for any losses, damages, or claims arising out of or in connection with the use of any vault nor any of the Risks enumerated above, including but not limited to those caused by:

- Smart contract failures, exploits, or forks of the underlying protocols.
- Failures or inaccuracies of any third-party data source, valuation, or price feed.
- User error, loss of private keys, or compromised wallets.
- Regulatory actions, changes in law, or force majeure events (including cyberattacks and network failures).

To the maximum extent permitted by law, Api3 shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages arising from your use of any Api3-curated vault. Your contractual rights and remedies, if any, arise under the applicable terms of the Morpho Protocol and the Api3 [terms and conditions.](https://api3.org/terms-and-conditions/)
To the maximum extent permitted by law, Api3 shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages arising from your use of any Api3-curated vault or other service. In the event of any conflict between these disclosures and the Api3 [terms and conditions](https://api3.org/terms-and-conditions/), the Api3 terms and conditions shall control.
20 changes: 10 additions & 10 deletions docs/curation/roles-and-operations.md
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# Roles and operations

All Api3 vaults share the same role structure and operational setup.
All Api3 vaults share the same role structure and operational setup stewarded by the API3 Foundation.

## Roles

| Role | Held by |
| --------- | -------------------- |
| Owner | Api3 DAO Multisig |
| Curator | Api3 DAO Multisig |
| Allocator | Api3 DAO Multisig |
| Owner | Api3 Foundation Multisig |
| Curator | Api3 Foundation Multisig |
| Allocator | Api3 Foundation Multisig |
| Guardian | Api3 monitoring team |

The Api3 DAO Multisig holds the owner, curator, and allocator roles, consolidating governance and operational control under a single entity.
The Api3 Foundation Multisig holds the owner, curator, and allocator roles, consolidating governance and operational control under a single entity whose express mission is the development, operation, and maintenance of Api3 services and operations. Role names correspond to terminology in underlying smart contracts and protocols, and do not carry any legal nor other significance or meaning.

The guardian role is operated by the Api3 monitoring team, who can revoke pending actions in case of misconfiguration.
The monitoring team also maintains an emergency fund for manual liquidations in the event that automated liquidation bots fail.
The monitoring team also maintains an emergency fund for manual liquidations in the event that automated liquidation bots fail. Api3 provides no guarantee of the effectiveness or sufficiency of such bots or emergency fund's operation.

## Vault architecture

Expand All @@ -38,15 +38,15 @@ Depositor → V2 Vault → V1 Vault → Morpho Markets
- The **Morpho Public Allocator**, which enables permissionless reallocation to improve liquidity across markets.
- An **Api3 automated bot** that rebalances allocations to maintain reasonable APY across all enabled markets.

The owner of the V1 vault is also the Api3 DAO Multisig. The 5% performance fee is charged at this layer (see [Fees](/curation/#fees)).
The owner of the V1 vault parameter adjustment abilities is also the Api3 Foundation Multisig. The 5% performance fee is charged at this layer (see [Fees](/curation/#fees)).

## Allocation and rebalancing

Capital allocation across markets is automated.
The Api3 allocation bot monitors market conditions and rebalances the vault's positions to maintain target utilization and competitive APY.
The Morpho Public Allocator complements this by enabling permissionless reallocation when liquidity is needed.

A portion of vault deposits is kept idle to ensure depositors can withdraw without delays.
A portion of vault deposits is kept idle to assist with depositor withdrawals and mitigate delays, but does not guarantee delay-free withdrawal.

## Monitoring

Expand All @@ -59,6 +59,6 @@ Api3 leverages its existing data feed infrastructure to monitor token liquidity
## Liquidations

Healthy liquidation markets are essential for vault safety.
When borrowers become undercollateralized, third-party liquidation bots repay their debt and claim collateral at a discount, keeping the vault solvent.
When borrowers become undercollateralized, third-party liquidation bots may repay their debt and claim collateral at a discount, aiming to keep the vault solvent.

In the event that automated liquidation bots fail to act, the Api3 monitoring team can execute manual liquidations using a dedicated emergency fund.
In the event that automated liquidation bots fail to act, the Api3 monitoring team can execute manual liquidations using a dedicated emergency fund. The amount and usage of such fund is at Api3's sole discretion.
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