These Terms and Conditions are governing the relationship between Castlenode acting as validator operator ("Validator operator”) and the delegators ("Delegator(s)" or "they") delegating staking token (e.g. Terra Tokens or terra tokens) (the "Staking tokens") to the Validator operator to participate in the staking process. These Terms prevail over all other documents issued by the Validator operator and, as from their date of entry into force, shall apply to all Delegators and are deemed to be unconditionally accepted by Delegators as of the delegation of Terra Tokens to the Validator operator. Any other document (e.g. marketing materials, presentation under any format if any, etc.) is therefore given for information purpose only and shall not constitute a contract document that commits the liability of the Validator operator, which may therefore withdraw or modify such documents, without entitling the Delegator to any compensation. By adhering to the Terms & Conditions, the Delegator expressly acknowledges having been thoroughly and comprehensively informed about the delegation and validation process of the public blockchains in which the Validator operator operates a validator node (a list of which is annexed to this Terms & Conditions).
The Delegator is deemed to be fully aware of all the legal norms and technical constraints relating to the delegation of Staking token within public proof-of-stake blockchains, and to the services offered by the Validator operator.
As a consequence Delegators acknowledge that they have a complete understanding of the Terms & Conditions and of the delegation/validation process of the public blockchains in which the Validator operator operates a validator node.
By using the services of the Validator operator, the Delegator agrees with these Terms & Conditions: By delegating Staking tokens to the Validator operator they hereby covenant and agree with the Validator operator to be bound by all of the terms set forth in these Terms & Conditions. Any Delegator which do not agree with these Terms & Conditions shall not delegate Staking tokens to the Validator operator.
DELEGATORS NEED TO READ THESE TERMS CAREFULLY BEFORE DELEGATING STAKING TOKENS TO THE VALIDATOR OPERATOR. BY UTILIZING THE WEBSITE LOCATED AT https://www.castlenode.com (“WEBSITE”) AND THE SERVICES OF THE VALIDATOR OPERATOR ON THE PUBLIC BLOCKCHAINS IN WHICH THE VALIDATOR OPERATOR OPERATES, THEY ACKNOWLEDGE THAT THEY HAVE READ THESE TERMS AND THAT THEY AGREE TO BE BOUND BY THEM. IF THEY DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, THEY ARE NOT AN AUTHORIZED DELEGATOR OF STAKING TOKENS AND THEY SHOULD NOT DELEGATE THEIR STAKING TOKENS TO THE VALIDATOR OPERATOR NOR USE THE SERVICES OFFERED BY THE VALIDATOR OPERATOR. IN THESE TERMS & CONDITIONS, "THEY" REFERS TO EITHER THE INDIVIDUALS OR ENTITIES DELEGATING THEIR STAKING TOKENS TO THE VALIDATOR OPERATOR AS WELL AS INDIVIDUALS SIGNING ON BEHALF OF SUCH ENTITIES.
THE VALIDATOR OPERATOR RESERVES THE RIGHT TO CHANGE, MODIFY, ADD OR REMOVE PORTIONS OF THESE TERMS & CONDITIONS AT ANY TIME FOR ANY REASON AFTER DELEGATORS AGREE TO THESE TERMS AND THEY AGREE THAT ANY SUCH CHANGES WILL BE BINDING ON THEM. SUCH MODIFICATIONS WILL IN FACT LIKELY HAPPEN AND THEY HEREBY ACKNOWLEDGE THIS FACT. THE VALIDATOR OPERATOR SUGGESTS THAT THEY REVIEW THESE TERMS PERIODICALLY FOR CHANGES. SUCH CHANGES SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING ON THE WEBSITE. THEY ACKNOWLEDGE THAT BY ACCESSING THE WEBSITE AFTER THE VALIDATOR OPERATOR HAS POSTED CHANGES TO THESE TERMS, IT SHALL BE CONSIDERED THAT THEY WERE ACQUAINTED WITH AND THEY AGREE WITH THE MODIFIED TERMS.
THESE TERMS & CONDITIONS SHALL GOVERN THE DELEGATION PROCESS TO THE VALIDATOR OPERATOR. THE STAKING TOKENS ARE CRYPTOGRAPHIC TOKENS, BASED ON PUBLIC PROOF OF STAKE BLOCKCHAINS. THEY GIVE RIGHT TO A VOTING POWER ON PUBLIC PROOF OF STAKE BLOCKCHAINS (SUCH AS Terra Hub BLOCKCHAIN) THAT CAN BE ALLOCATED TO A VALIDATOR OPERATOR, ALLOWING THE VALIDATOR OPERATOR TO OPERATE AN ACTIVE VALIDATOR NODE IN SAID BLOCKCHAIN NETWORK.
STAKING TOKENS DO NOT PRESENT ANY SHAREHOLDERS RIGHT IN PUBLIC PROOF OF STAKE BLOCKCHAINS OR IN THE VALIDATOR OPERATOR, AND HOLDERS OF ANY STAKING TOKEN DELEGATED TO THE VALIDATOR OPERATOR IS NOT ENTITLED TO ANY FORM OF DIVIDEND OR OTHER REVENUE RIGHT, OR VOTING RIGHT IN THE VALIDATOR OPERATOR. THE STAKING TOKENS DO NOT PRESENT A MONETARY CLAIM AGAINST PUBLIC PROOF-OF-STAKE BLOCKCHAINS OR THE VALIDATOR OPERATOR. HOWEVER, THE DELEGATION PROCESS CAN GENERATE A FORM OF REWARD. DELEGATORS HEREBY AGREE AND UNDERSTAND THAT THEY CAN EXPECT A REWARD DERIVED FROM THE DELEGATION OF STAKING TOKENS AND THE SHARING WITH THE VALIDATOR OPERATOR OF THE REWARD.
DELEGATORS EXPLICITLY CONFIRM THAT THEY ARE AWARE THAT DELEGATION OF STAKING TOKENS TO THE VALIDATOR OPERATOR DOES NOT GRANT THEM AN EXPRESS RIGHT TO REQUEST PAYMENT OF ANY KIND, BUT MERELY A POTENTIAL RIGHT TO SHARE A REWARD PERCEIVED BY THE VALIDATOR OPERATION IN ABSENCE OF MISBEHAVE OR MISCONDUCT AT THE TIME OF THE DELEGATION. THEY EXPLICITLY CONFIRM THAT THEY ARE AWARE OF A POTENTIAL RISK THAT THE DELEGATION OF STAKING TOKENS DOES NOT FINALLY GIVE RIGHT TO ANY REWARDS.
THE TERMS & CONDITIONS OR ANY OTHER DOCUMENT, PRODUCED AND SIGNED BY THE VALIDATOR OPERATOR DO NOT CONSTITUTE AN OFFER OR SOLICITATION TO SELL SHARES OR “SECURITIES” OR OTHER INVESTMENTS OF ANY KIND. NONE OF THE INFORMATION OR ANALYSES PRESENTED ARE INTENDED TO FORM THE BASIS FOR ANY INVESTMENT DECISION, AND NO SPECIFIC RECOMMENDATIONS ARE INTENDED, AND THE VALIDATOR OPERATOR SERVICES AND THE WEBSITE ARE NOT, DO NOT OFFER AND SHALL NOT BE CONSTRUED AS AN INVESTMENT OR FINANCIAL PRODUCTS. ACCORDINGLY, THIS DOCUMENT DOES NOT CONSTITUTE INVESTMENT ADVICE OR COUNSEL OR SOLICITATION FOR INVESTMENT IN ANY SECURITY OR OTHER INVESTMENT INSTRUMENT AND SHALL NOT BE CONSTRUED IN THAT WAY. THIS DOCUMENT DOES NOT CONSTITUTE OR FORM PART OF, AND SHOULD NOT BE CONSTRUED AS ANY OFFER FOR SALE OR SUBSCRIPTION OF, OR ANY INVITATION TO OFFER TO BUY OR SUBSCRIBE FOR ANY SECURITIES OR OTHER INVESTMENT.
DELEGATION OF STAKING TOKENS BY VALIDATOR TO THE VALIDATOR OPERATOR DOES NOT PRESENT AN EXCHANGE OF CRYPTOCURRENCIES FOR ANY FORM OF ORDINARY SHARES OR OTHER INVESTMENT IN THE VALIDATOR OPERATOR, ITS AFFILIATES OR THE WEBSITE, AND HOLDER OF ANY STAKING TOKENS IS NOT MANDATORILY ENTITLED TO ANY FORM OF DIVIDEND, DISTRIBUTION OR RIGHT TO ASSETS OR PROFITS OF ANY KIND. DELEGATORS OF STAKING TOKENS ARE ONLY ENTITLED TO POTENTIAL REWARD AS A RESULT OF THE STAKING PROCESS.
THE VALIDATOR OPERATOR EXPRESSLY DISCLAIMS ANY AND ALL RESPONSIBILITY, LIABILITY AND POSSIBLE THIRD-PARTY LIABILITY FOR ANY DIRECT OR CONSEQUENTIAL LOSS, PURE FINANCIAL LOSS, LOSS OF REWARD OR DAMAGE OF ANY KIND WHATSOEVER ARISING DIRECTLY OR INDIRECTLY FROM: (I) RELIANCE ON ANY INFORMATION CONTAINED IN THIS DOCUMENT, (II) ANY ERROR, OMISSION OR INACCURACY IN ANY SUCH INFORMATION OR (III) ANY ACTION RESULTING THEREFROM, (IV) USAGE OR ACQUISITION OF SERVICES, AVAILABLE THROUGH THE VALIDATOR OPERATOR AND THE WEBSITE.
The following terms shall have for the purposes of these Terms & Conditions the following meanings.
Terra Hub is Part of the Terra Network. Terra network is a network of multiple blockchains. In order to connect blockchains together, a protocol called IBC (Inter-Blockchain Communication Protocol) has been developped. This protocol allows a direct and decentralized connection between two blockchains.
The main token of the Terra Hub is the Terra Token. Terra Token makes it possible to secure the Terra Hub via proof of stake (Proof-of-Stake). Those who block their Terra Tokens to participate in the security of the Terra Hub will be rewarded with newly created Terra Tokens as well as by collecting transaction fees from the Hub’s users.
There is a risk that in some jurisdictions the Terra Tokens might be considered to be a “security”, or other regulated investment now or in the future, or might be considered to be some other type of regulated instrument. The Validator operator believes, but does not give representations, warranties or guarantees, that Terra Tokens are not a security or regulated investment in all jurisdictions. The Validator operator has diligently, to the best of their knowledge, already prohibited the delegation of Terra Tokens by individuals and entities from jurisdictions where legal uncertainties regarding obtaining, delegating and usage of cryptographic tokens are unreasonably high (see section 6 of this Terms & Conditions). Each Delegator of Terra Token shall bear their own legal or financial consequences of Terra Token being considered a security or other regulated investment or instrument in their respective jurisdiction.
Based on the Validator operator current belief that the Terra Tokens are not securities or other regulated investment when issued, the Validator operator does not intend to attempt to comply with securities or regulated investment offering laws in any jurisdiction; however, due to the continually changing regulatory environment worldwide, the Validator operator reserves the right to decide to register, obtain license, or otherwise take action to attempt to comply with any new law or regulation relating to the operation of validator nodes and Terra Tokens which could have a material adverse effect on the Validator operator ability to operator a validator node.
Every Delegator is required and bound to determine themselves if delegating Terra Tokens is legal in their jurisdiction, and hereby covenants and agrees not to delegate Terra Tokens should such delegation not be legal in the relevant jurisdiction. If a Delegator determines that the delegation of Terra Tokens under these Terms & Conditions is not legal in their jurisdiction, they should not delegate Terra Tokens and should immediately stop using or possessing them if such case arises.
Terra Tokens are based on Terra Hub Blockchain. As such, any malfunction, unintended function or unexpected functioning of the Terra Hub Blockchain may cause the Terra Tokens to malfunction or function in an unexpected or unintended manner. More information about the Terra Hub Blockchain is available at https://terra.money
Blockchain technologies have been the subject of scrutiny by various regulatory bodies around the world, including but not limited to anti-money laundering and securities/investment regulations. The functioning of the Terra Hub Blockchain / Terra Hub network and associated blockchain networks and Terra Tokens could be impacted by one or more regulatory inquiries or actions, including but not limited to restrictions on the use or possession of digital tokens like Terra Tokens, which could materially impede or limit their existence, permissibility of their use and possession.
Hackers or other groups or organizations may attempt to interfere with Terra Hub wallets, the Website or the Validator operation in any number of ways, including without limitation denial of service attacks, Sybil attacks, spoofing, smurfing, malware attacks, or consensus-based attacks. They hereby agree that the Validator operator shall have no liability for any such loss they incur as a consequence.
There is a risk that the Website and Terra Hub protocol may unintentionally include weaknesses or bugs in the source code interfering with the use of or causing the loss of Terra Tokens and the impossibility of benefiting from the services offered by the Validator operator.
Advances in cryptography, or technical advances such as the development of quantum computers, could present risks to cryptocurrencies, Terra Hub Blockchain, Terra Tokens, the Delegation, which could result in the theft or loss of Terra Tokens or delegated Terra Tokens.
As with other decentralized cryptocurrencies, the Validator operator is susceptible to attacks, including but not limited to, long-range attacks, censorship attacks and other cartel based attacks.
Any successful attack presents a risk to the Terra Tokens, expected proper execution and sequencing of Terra Tokens, and expected proper execution and sequencing of blockchain contract computations in general. Despite the efforts of the Validator operator, the risk of known or novel attacks exists.
A seed, mnemonic, private key, or a combination of private keys, is necessary to control and dispose of Terra Tokens stored in the Delegator's digital wallet or vault. Accordingly, loss of requisite private key(s) associated with the Delegator's digital wallet or vault storing Terra Tokens will result in loss of such Terra Tokens.
Moreover, any third party that gains access to such private key(s), including by gaining access to login credentials of a digital wallet or vault service used, may be able to misappropriate the Delegator’s Terra Tokens.
Any errors or malfunctions caused by or otherwise related to the digital wallet or vault chosen by the Delegators' to receive and store Terra Tokens, including the Delegator’s own failure to properly maintain or use such digital wallet or vault, may also result in the loss of Terra Tokens. Additionally, the Delegator's failure to follow precisely the procedures set forth in these Terms and Conditions for delegating and receiving Terra Tokens, including, for instance, if the Delegator provides the wrong address for delegating Terra Tokens, may result in the loss of Terra Tokens. The Validator operator may in no circumstance be liable for such loss of Terra Tokens.
Even though Terra Tokens are not financial instruments, they might be awarded certain monetary value by the Delegator and the markets. The Validator operator gives no warranty in respect of Terra Tokens value and warns the Delegators that value of Terra Tokens may fluctuate and that Terra Tokens may also lose their value entirely. There might be different reasons that would cause unfavorable fluctuations of the value of Terra Tokens.
Terra Tokens are entirely uninsured.
A blockchain technology based platform is provided as a service, i.e. the developers or any employees of Terra Hub Blockchain do not participate to the deployment, the operation or any other activity of such infrastructure. The Validator operator has no control over and may not take any action against such platforms, their technology, network or protocol. Any malfunction, unplanned function or unexpected operation of such blockchain technology based platform may cause malfunction in the delegation process or Terra Tokens. In addition, it is expressly specified that no one can ensure or guarantee that the blockchain technology based platforms' source code used by the Terra Hub Blockchain be flaw-free. It may contain certain issues, flaws, errors, defects and bugs, which may alter or disable functionalities that can impact delegators. Such flaws may compromise the delegation process and consequently bring adverse impact on the services performed by the Validator operator. Finally, the blockchain technology based platform' source code may be amended from time to time by developers. It is not possible to foresee or guarantee the result of modification, update, or amendment. An unexpected outcome may arise with a result of a negative impact on the services performed by the Validator operator or the delegation of Terra Tokens.
Terra Tokens are based on the Terra Hub Blockchain. It is possible that the Terra Hub blockchain malfunctions in an unfavorable way, including but not limited to malfunctions that result in the loss of Terra Tokens.
Cryptocurrencies and blockchains are new and partially untested technology. In addition to the risks set forth here, there are risks that the Validator operator cannot foresee and it is unreasonable to believe that such risks could have been foreseeable. Risks may further materialize as unanticipated, all of which could lead to loss of Terra Tokens or unability for the Validator operator to operate its validator-node on the network.
The Validator operator shall not liable for any loss, damage or other form of loss resulting from force majeure.
Force majeure shall be unforeseen and unexpected events that occur independently of the will of the involved parties and which the involved parties could not foresee when entering into relationship.
It is possible that the Terra Hub Blockchain, Terra Tokens or the Validator operator services will not be used by a large number of individuals, businesses and other organizations and that there will be limited public interest in the delegation of Terra Tokens. Such lack of interest could impact the development of the Validator operator and its ability to operate its validator-node on the network.
There is no assurance that the Validator operator will be able to properly operate its validator-node on the Terra Hub Blockchain.
The Terra Hub Blockchain is currently under development and may undergo significant changes before release. Delegators’ expectations regarding the form and functionality of the Terra Hub Blockchain and Terra Tokens may not be met upon release of the Website, deployment of the Terra Hub Blockchain, additional products and services for any number of reasons, including but not limited to a change in the design and implementation of the platform and execution and/or the Terra Tokens.
Delegator understands and accepts that Terra Tokens do not represent or constitute any ownership right or stake, share or security or equivalent rights nor any right to receive future revenues shares or any other form of participation or governance right in or relating to Castlenode.
The Validator operator has no operating history in an evolving industry that may not develop as expected. Assessing its business and future prospects is challenging in light of the risks and difficulties it may encounter. These risks and difficulties include its ability to:
There can be no assurance that income tax laws and laws relating to the industry in which the Validator operator operates will not be changed in a manner which adversely affects the Validator operator' business plan.
Delegators hereby agree to the fullest extent permitted by law (for themselves, their successors and assigns) that, except in the case of gross negligence, the Validator operator and its affiliates and its respective officers, directors, advisors employees or agents shall not be liable to them or anyone else for any damages of any kind, including, but not limited to, direct, consequential, incidental, special or indirect damages (including but not limited to loss of revenues, slashing of Terra Tokens, loss of reward or loss of profits, trading losses or damages that result from the offer, sale or use or loss of Terra Tokens) or damages caused by the performance of validation services or data breach, even if the Validator operator has been advised of the possibility of such damages or losses, including, without limitation, from the use or attempted use of validation services. In no event will the aggregate liability of the Validator operator and its affiliates, either in contract, warranty, tort or other theory, exceed the commissions received.
Further, neither the Validator operator nor any of its affiliates will be responsible for any compensation, reimbursement, or damages arising in connection with: (a) Delegators’ inability to delegate Terra Tokens to the Validator operator, including without limitation as a result of any termination or suspension of the validation services, including as a result of power outages, maintenance, defects, system failures or other interruptions; (b) the cost of procurement of substitute goods or services; (c) any investments, expenditures, or commitments by them in connection with these Terms & Conditions or their use of or access to the validation services; or (d) any unauthorized access to, alteration of, or the deletion, destruction, damage, loss or failure to store any data, including records, private key or other credentials, associated with to the Website.
Delegators will defend, indemnify, and hold harmless the Validator operator, its affiliates, licensors, if any and each of their respective employees, officers, directors, advisors and representatives (collectively the Validator operator Group) from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorney fees) arising out of or relating to any third-party claim concerning these Terms & Conditions or their use of the Website and the validation services. If the Validator operator is obligated to respond to a third-party subpoena or other compulsory legal order or process described above, they will also reimburse the Validator operator for reasonable attorney fees, as well as the Validator operator’s employees’ and contractors’ time and materials spent responding to the third-party subpoena or other compulsory legal order or process at reasonable hourly rates.
The information, software and products included in or available through the Website may include inaccuracies or typographical errors. Changes are periodically added to the information herein. The Validator operator and/or its suppliers may make improvements and/or changes to the Website and the validation services at any time. The Validator operator makes no representations about the suitability, reliability, availability, timeliness, and accuracy of the Website, the information, validation services and related graphics contained on the Website for any purpose. To the maximum extent permitted by applicable law, the Website and all such information, software, products and related graphics are provided "as is" without warranty or condition of any kind. The Validator operator hereby disclaims all warranties and conditions with regard to the Website, the validation services and related graphics, including all implied warranties or conditions of merchantability, fitness for a particular purpose, title and non-infringement.
Honorability: the Validator operator believes that transparency, honorability and honesty of the team members is a key criteria for its success. In that respect, the Validator operator acknowledges that all the founders, shareholders and team members of the Validator operator benefit from the appropriate experience, reputation and honorability to operate the validator / oversee the validation services. In addition, the Validator operator undertakes that its senior managers have the necessary integrity to ensure a sound and prudent management of the Validator operator. In that respect, although the Validator operator is not a credit institution or an investment services provider, the Validator operator undertakes that its senior managers have not been convinced of any of the crimes or offenses listed under article L.500-1-II of the (French) Monetary and Financial Code.
In addition, the Validator operator may not be held liable for any of the following:
Any malfunction, breakdown or abandonment of the Terra Hub Blockchain may have a material adverse effect on, but not limited to Terra Tokens. Moreover, advances in cryptography, or technical advances such as the development of quantum computing, could present risks to the Terra Hub Blockchain, including the utility of Terra Hub Blockchain; The Validator operator reserves the right to substitute in the future an alternative network to replace the Terra Hub Blockchain if needed or if useful for the performance of its services.
Hackers or other malicious groups or organizations may attempt to interfere with the Terra Hub Blockchain or the Validator operator in a variety of ways, including, but not limited to, malware attacks, denial of service attacks, consensus-based attacks, smurfing and spoofing. Furthermore, because the Terra Hub Blockchain is based on an open-source software, there is a risk that a third party or a member of the Terra Hub Blockchain network may intentionally or unintentionally introduce weakness into the core infrastructure of the Terra Hub Blockchain, which could negatively affect the Terra Hub Blockchain and the services of the Validator operator.
Delegators warrant to the Validator operator that they will not use the Website, the validation services for any purpose that is unlawful or prohibited by these Terms & Conditions. They may not use the validation services in any manner that could damage, disable, overburden, or impair the Website or the Validator operator’s reputation.
The Validator operator also reserves the right to rectify any clerical error or omission in the Terms & Conditions binding it to the Delegator without entitling the Delegator to any compensation.
Delegators acknowledge that they are solely liable for delegation and use of Terra Tokens under normal conditions of use, and in accordance both with current legislation at the time and place of use, which they declare they are fully aware of.
Accordingly, they shall be deemed personally liable for any damaging consequences arising from the abnormal, noncompliant or unforeseeable storage, transfer or use of Terra Tokens.
Delegators also acknowledge they have received all the necessary details from the Validator operator on the information and date they have communicated and are therefore solely liable for the delegation of Terra Tokens.
Delegators will be solely and exclusively liable for the delegation of Terra Tokens from their wallet address to the validator’s wallet address. The Validator operator shall not be held liable for any illegal or fraudulent use of the Delegators’ wallets.
Delegators will assume full responsibility for the consequences of any theft or misuse of their wallet address. Similarly, Delegators will assume full responsibility for the consequences of the loss of tokens as a consequence of a misuse of their wallet private key.
The delegation of Terra Tokens by the Delegator may be suspended at any time as long as the Delegator keep an access to their private key and perform an Unbond Transaction to redeem the Terra Tokens (3 weeks' notice period).
The Terra Tokens have no other value and functionality than to obtain voting power to be used on the Terra Hub Blockchain. No guarantee is attached to the Terra Tokens following attribution to the Delegator.
The Validator operator may not under any circumstances be held liable for any failure of the Terra Hub Blockchain that could result in the Delegator losing or being unable to use their Terra Tokens.
However, the Validator operator shall take all the necessary care and diligence to provide the best quality of service in accordance with current business practice and state of the art. The Validator operator is solely bound by an obligation of means.
All Delegators' factual and potential tax obligations relating to the use of the validation services are their concern and the Validator operator is not in any case and under no conditions bound to compensate for their tax obligations or give them any advice related to tax issues, including but not limited to what kind of filing or reporting they need to do with the competent tax authority, which taxes and to which extent they are obliged to pay, which tax exemptions they are eligible to etc.
Validation services performed by the Validator operator are not submitted to VAT.
The Validator operator retain all right, title and interest in all of its intellectual property, including inventions, discoveries, processes, marks, methods, compositions, formulae, techniques, information, source code, brand names, graphics, text, logos, images, information and data pertaining to the validation services (hereinafter: “Validator operator IP”), whether or not patentable, copyrightable or protectable in trademark, and any trademarks, copyrights or patents based thereon. They may not use any of our intellectual property for any reason, except with our express, prior, written consent.
These Terms shall not be understood and interpreted in a way that they would mean assignment of intellectual property rights, unless it is explicitly defined so in these Terms & Conditions.
All Validator operator IP is the property of the Validator operator and is protected by copyright, trademark and other laws that protect intellectual property and proprietary rights. They agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.
Delegators will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the Validator operator IP, in whole or in part, found on the Website or associated validation services. The Validator operator IP is not for resale. Their use of the Validator operator IP does not entitle them to make any unauthorized use of any Validator operator IP, and in particular they will not delete or alter any proprietary rights or attribution notices in any Validator operator IP. They will use the Validator operator IP solely for their personal use, and will make no other use of the Validator operator IP without the express written permission of the Validator operator and the copyright owner. They agree that they do not acquire any ownership rights in any Validator operator IP. The Validator operator do not grant them any licenses, express or implied, to the intellectual property of the Validator operator except as expressly authorized by these Terms & Conditions.
To give the Validator operator notice under these Terms & Conditions, the Delegator must contact the Validator operator by email to firstname.lastname@example.org the Validator operator may update this email address for notices to the Delegator by posting a notice on the Website. Notices to the Validator operator will be effective one business day after they are sent.
All communications and notices to be made or given pursuant to these Terms & Conditions must be in the English language.
Materials, such as any Validator operator’s sheet and others, published in the Website or elsewhere, are not binding and do not – unless explicitly referred to herein – form part of these Terms & Conditions, and are of descriptive nature only.
The Validator operator will not be liable for any delay or failure to perform any obligation under these Terms & Conditions where the delay or failure results from any cause beyond their reasonable control, including force majeure, labor disputes or other industrial disturbances, electrical, telecommunications, hardware, software or other utility failures, earthquake, storms or other elements of nature, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war, changes in blockchain technology (broadly construed), changes in the Validator operator validation services or any other force outside of the Validator operator's control.
The Validator operator and the Delegator are independent contractors, and neither party, nor any of their respective affiliates, is an agent of the other for any purpose or has the authority to bind the other. .
These Terms & Conditions do not create any third-party beneficiary rights in any individual or entity.
The Delegator will not assign these Terms & Conditions, or delegate or sublicense any of his rights under these Terms & Conditions, without the Validator operator's prior written consent. Any assignment or transfer contrary to these Terms & Conditions will be void. Subject to the foregoing, these Terms & Conditions will be binding upon, and inure to the benefit of the parties and their respective successors and assigns.
The failure or omission by the Validator operator to enforce any provision of these Terms & Conditions will not constitute a present or future waiver of such provision nor limit its right to enforce such provision at a later time. All waivers by the Validator operator must be unequivocal and in writing to be effective.
Except as otherwise set forth herein, if any portion of these Terms & Conditions is held to be invalid or unenforceable, the remaining portions of these Terms & Conditions will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to affect the intent of the original portion. If such construction is not possible, the invalid or unenforceable portion will be severed from these Terms & Conditions, but the rest of the Terms & Conditions will remain in full force and effect.
Applicable law: The Terms & Conditions shall be governed by and construed in accordance with the law of the Republic of France, without regard to its conflict of law principles.
Retail Delegator: means the Delegator who is not acting as a professional and which will use the validation services as a consumer.
In the event of a dispute between a Retail Delegator and the Validator operator, the Retail Delegator must notify Delegator Services Support at the address provided in Article 6.4 or at the following address: email@example.com , taking care to give correct contact details and to forward all information to enable the Validator operator to establish the cause and impact of the dispute. .
Should the dispute persist, the Retail Delegator may contact the European Commission online dispute resolution service at the following address: https://webgate.ec.europa.eu/odr/main/index.cfm?event=main.home.chooseLanguage. .
In the absence of an amicable settlement under which the Retail Delegator and the Validator operator have failed following a 30 days discussion period to find an amicable solution to a dispute, and for all disputes arising from these Terms and Conditions, jurisdiction shall be assigned to the court for the place of residence of the Delegator in France, or that of the place of actual validation services. In accordance with Article R.631-3 of the French Consumer Code cited below, the Delegator has a number of options, provided that he/she is a retail Delegator: Article R.631-3 of the Consumer Code: The Retail Delegator may refer a dispute either to one of the courts with jurisdiction under the Code of Civil Procedure, or to the court for the area where he/she lived at the time of conclusion of the contract or the occurrence of the event giving rise to the damage". .
In application of Article L.121-21-8 of the Consumer Code, the Retail Delegator expressly waives its right of withdrawal provided for under Article L.221-18 of the Consumer code.
Professional Delegator: means a professional not considered as a consumer. All disputes or claims arising out of or in connection with these Terms & Conditions including disputes relating to its validity, breach, termination or nullity, and any disputes or claims arising out of or in connection with the use of the validation services shall be settled by the Paris commercial Court in France.
The Delegators also waives their right to participate in a class action suit or a class action arbitration against the Validator operator or any of its affiliates.
These Terms & Conditions represent the entire agreement between the Delegator and the Validator operator regarding the subject matter of these Terms & Conditions, in particular use of the validation services for staking Terra Tokens. These Terms & Conditions supersede all prior or contemporaneous representations, understandings, agreements, or communications between the Delegator and the Validator operator, whether written or verbal, regarding the subject matter of these Terms & Conditions. The Validator operator will not be bound by, and specifically object to, any term, condition or other provision which is different from or in addition to the provisions of these Terms & Conditions (whether or not it would materially alter these Terms & Conditions) and which is submitted by the Delegator in any order, receipt, acceptance, confirmation, correspondence or other document.
These Terms & Conditions are not boilerplate. If the Delegator disagrees with any of them, believe that any should not apply to the Delegator, or wish to negotiate these Terms & Conditions, please contact the Validator operator via e-mail and immediately navigate away from the Website and cease using the validation services. The Delegator's agreement to use the validation services and to delegate Terra Tokens to the Validator operator shall constitute the Delegator's binding agreement with these Terms & Conditions, supported by valid and binding consideration.
These Terms and Conditions have been translated into English for information purpose only and to facilitate their understanding by a greater number of the Delegators. Notwithstanding this translation, the parties expressly agree that in the event of a dispute, only the French version of these Terms and Conditions shall be authoritative.
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