A crypto market-making agreement should cover at least: scope (venues, pairs, start date), KPIs (spread, depth, uptime) with measurement and remedies, fees or profit share, any token loan and option terms, custody and accounts for inventory, reporting, a prohibition on wash trading and manipulation, conflicts and information handling, confidentiality, term and termination with return of assets, and governing law. Have a lawyer review it; this checklist is not legal advice.
Key takeaways
- KPIs need definitions, measurement, and remedies, not just targets.
- Inventory must sit in identifiable accounts with return terms.
- The contract should ban wash trading and self-trading explicitly.
- Termination should trigger return of tokens and a final report.
The 20 clauses
Scope
- 1. Venues, pairs, and start date
- 2. Services included (quoting, DEX management, perps, competitions, reporting)
Performance
- 3. KPI definitions: spread, depth at ±2% and ±5%, uptime
- 4. How KPIs are measured (data source, sampling, both sides of the book)
- 5. Remedies for missed KPIs: fee reduction, cure period, termination right
Economics
- 6. Fee amount and schedule, or profit/revenue share definition and high-water mark
- 7. Token loan size, tenor, and tranches
- 8. Option strikes, exercise windows, and settlement
- 9. Who bears exchange fees, hedging costs, and funding
Assets
- 10. Accounts and addresses holding project inventory
- 11. Limits on selling loaned tokens; price-impact limits
- 12. Return of assets at the end of the term or on termination
Conduct
- 13. Prohibition of wash trading, self-trading, and spoofing
- 14. No price targets or price support commitments
- 15. Handling of the project’s confidential information (unlocks, announcements)
Reporting and governance
- 16. Report contents and frequency; access to raw data or read-only keys
- 17. Named contacts and escalation
Legal
- 18. Term, renewal, and termination for convenience
- 19. Confidentiality, liability, and indemnities
- 20. Governing law and dispute resolution
For loan-specific terms, see token loan terms explained. For KPI definitions, see market maker KPIs.
Frequently asked questions
What should a market making contract include?
Scope, KPIs with remedies, payment terms, loan and option terms if any, inventory custody, reporting, prohibited conduct, confidentiality, termination, and governing law. The checklist on this page lists twenty specific clauses.
Should a market making contract include price targets?
No. Price targets or price support commitments are a red flag and can indicate manipulation. KPIs should be about liquidity quality: spread, depth, and uptime.
Can we terminate a market maker early?
Only if the contract allows it. Negotiate termination for missed KPIs, and set out what happens to loaned tokens and options on termination.
Looking for a market maker you can hold to KPIs?
Tell us your venues, inventory, and timing. We introduce you to a vetted partner, and you compare them with the checklists on this site. Free for projects.
Get a proposal to reviewFree for projects. CEX Ready may be paid a referral fee by partners. We never guarantee listings, prices, or volume.