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The agreement states that Uniswap Labs does not owe fiduciary duties to users and that any such duties that might otherwise exist at law or in equity are waived and eliminated to the fullest extent permitted by law.
This analysis describes what Uniswap's agreement states, permits, or reserves. It does not constitute a legal determination about enforceability. Regulatory applicability and practical outcomes may vary by jurisdiction, enforcement context, and individual circumstances. Read our methodology
This provision attempts to contractually disclaim and waive all fiduciary duties, including those that might otherwise arise at equity; the enforceability of such waivers depends on applicable law, regulatory classification of the Products, and jurisdiction, and the qualifier 'to the fullest extent permitted by law' preserves the possibility that certain duties may remain operative in specific contexts.
Interpretive note: The enforceability of fiduciary duty waivers in digital asset trading contexts is subject to ongoing regulatory development and varies by jurisdiction and the specific nature of the services provided.
The updated terms establish new contractual representations that users must make when agreeing to the agreement. Users now represent that they are not subject to economic or trade sanctions administered by any governmental authority, including OFAC lists, and that they are not citizens or residents of sanctioned jurisdictions. Users also represent that their access and use will comply with all applicable laws and will not be used to conduct or facilitate illegal activity. These representations are legally binding attestations that may be verified. Users in OFAC-sanctioned countries cannot truthfully make these representations and would be unable to use the platform.
View change record →The updated terms establish new restrictions on user conduct and add affirmative representations regarding asset eligibility. Users trading tokenized real-world assets (such as tokenized stocks, ETFs, or commodities) must now represent that they have reviewed issuer information and comply with any restrictions on trading or holding those assets. The terms also explicitly prohibit circumventing access restrictions, including geographic blocks and transfer limitations imposed by token issuers. By continuing to use the platform, users affirm they are legally eligible to trade tokens under their jurisdiction's laws.
View change record →The updated terms establish that Uniswap does not warrant that any digital asset accessible through its products is available for trading, holding, or transacting in your jurisdiction, or that you are legally permitted to do so. The revised language places the burden on you to determine whether a digital asset is lawfully available to you and to comply with any applicable transfer restrictions imposed by asset issuers or regulatory authorities. This means accessing or trading an asset through the Uniswap interface does not constitute Uniswap's determination that you are eligible to do so under your local laws.
View change record →Under this clause, Uniswap Labs asserts that it does not owe users any fiduciary duties, and users agree that any such duties are waived; the practical effect of this waiver is jurisdiction-dependent and may be limited by applicable securities or financial services law in certain contexts.
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"This Agreement is not intended to, and does not, create or impose any fiduciary duties on us. To the fullest extent permitted by law, you acknowledge and agree that we owe no fiduciary duties or liabilities to you or any other party, and that to the extent any such duties or liabilities may exist at law or in equity, those duties and liabilities are hereby irrevocably disclaimed, waived, and eliminated. You further agree that the only duties and obligations that we owe you are those set out expressly in this Agreement.Excerpt from Uniswap's Terms of Service
REGULATORY LANDSCAPE: The enforceability of contractual fiduciary duty waivers in digital asset trading contexts is subject to ongoing regulatory and judicial evaluation. The SEC and CFTC have examined the nature of obligations owed by digital asset trading platform operators, and regulatory classification of the Products could affect whether this waiver is operative. State common law in certain jurisdictions may independently impose fiduciary duties on parties whose conduct meets the relevant legal standard, regardless of contractual disclaimer. GOVERNANCE EXPOSURE: High. If any version of the Uniswap Products is determined by a court or regulator to create a fiduciary or advisory relationship, this contractual waiver would be subject to enforceability challenge. The qualifier 'to the fullest extent permitted by law' acknowledges this uncertainty within the document itself. JURISDICTION FLAGS: Jurisdictions with robust investor protection statutes, including the EU under MiFID II, the UK under the Financial Services and Markets Act, and U.S. states with fiduciary standards for financial intermediaries, create heightened exposure for this provision. The waiver's enforceability for retail users in these jurisdictions warrants independent legal analysis. CONTRACT AND VENDOR IMPLICATIONS: Institutional users relying on the Interface for trading should assess whether their internal governance frameworks require counterparty fiduciary obligations and whether this waiver is compatible with those requirements. The provision that users' only recourse is to the expressly stated terms of the agreement limits the scope of implied obligations. COMPLIANCE CONSIDERATIONS: Legal teams should evaluate whether the non-custodial and non-advisory characterizations of the Products are consistent with the operational functionality offered, including the Auto Routing API referenced in Section 4.2, which may involve automated trade routing decisions that could be characterized differently under applicable law.
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This provision attempts to contractually disclaim and waive all fiduciary duties, including those that might otherwise arise at equity; the enforceability of such waivers depends on applicable law, regulatory classification of the Products, and jurisdiction, and the qualifier 'to the fullest extent permitted by law' preserves the possibility that certain duties may remain operative in specific contexts.
Under this clause, Uniswap Labs asserts that it does not owe users any fiduciary duties, and users agree that any such duties are waived; the practical effect of this waiver is jurisdiction-dependent and may be limited by applicable securities or financial services law in certain contexts.
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