Unhosted Wallet Terms and Conditions
Last Updated: June 20, 2023
Capitalized terms not defined in the body of these Terms and Conditions are defined in Schedule A (Definitions).
Anchorage Innovations, LLC (“Provider” or “we” or “us” or “our”) provides an unhosted Digital Asset software wallet that allows users independently to store and control their own Digital Assets (the “Wallet”). As used herein, “User” or “you” means a user of the Wallet. These Terms and Conditions (these “Terms”) describe the terms and conditions that govern your use of the Wallet, including our provision of the operating environment and telecommunications connectivity for the portions of the Wallet that run remotely (the “Services”).
By clicking acceptance of these Terms or by using the Wallet or Services, you agree to be bound by these Terms. If you do not agree to be bound by these Terms, you may not access or use the Wallet or the Services. We reserve the right, at our sole discretion, to modify or amend this Agreement and any related policies at any time. The current version of these Terms will be posted on our website and/or application (the “Site”) or sent to you. Your continued use of the Wallet or the Services constitutes your acceptance of the current version of these Terms.
1. What does the Wallet do?
The features and functionality of the Wallet may be updated by Provider in its sole discretion from time to time, but, as of the Version Date above, include the ability to (i) create and store Public Key and Private Key combinations (each, a “Combination”) associated with certain Digital Assets, (ii) make transfers in Supported Assets (defined below) associated with your stored Combinations; (iii) generate and export an encrypted External Key associated with each such Combination; and (iv) interact with certain supported third-party protocols and applications. Provider reserves the right, in its sole discretion, to make changes or updates to the Wallet and Services at any time, including adding or removing functionalities, or discontinuing the Wallet and Services entirely.
We will post the list of Digital Assets that are supported by the Wallet from time to time at the Site (“Supported Assets”). Any Digital Assets not listed as Supported Assets on the Site shall be unsupported assets (“Unsupported Assets”). We may update the list of Supported Assets in our sole discretion by posting the updated list at the Site. You agree not to use the Wallet to deposit, withdraw, transfer, or otherwise interact with any Unsupported Assets. You agree and understand that the Wallet will not provide its features and functionality for any Unsupported Assets, and Provider shall not be liable for any Unsupported Assets that are deposited into your Wallet, including your inability to transfer or withdraw such Unsupported Assets.
Provider does not own or control the underlying protocols that govern Digital Assets, and such protocols are subject to changes in protocol rules that may result in a Fork of a Digital Asset. In the event of a Fork, you acknowledge and agree that Provider may in its sole discretion, but has no obligation to, offer support for any Digital Assets resulting from the Fork, and Wallet and Services may not be available for any Digital Assets resulting from the Fork.
2. Who controls your Wallet?
The Wallet is comprised of software that runs locally on devices that you own, lease or control and that interfaces with related software that runs remotely on servers operated by or on behalf of Provider. Although Provider provides the operating environment for the servers that the Wallet relies on to run, Provider does not have the ability to initiate transactions of your Digital Assets. For the avoidance of doubt, Provider reserves the right, in its sole discretion, to restrict your access to and use of the Wallet in accordance with Section 11 .
You control the Supported Assets you associate with your Wallet via biometric access credentials of Authorized Persons that you associate with your Wallet at set-up (“Credentials”). Those Credentials are necessary to access your Combinations stored in the Wallet and conduct transactions involving associated Supported Assets. If you provide anyone with access to your Wallet using Credentials as an Authorized Person, you are granting them the full right, power and authority to use those Credentials for all purposes, including to engage in transactions involving your Digital Assets. If you want to terminate that authority of anyone to access or use your Wallet, you must revoke that person as an Authorized Person associated with your Wallet.
The External Key you generate with the Wallet is an encrypted version of the master private key that allows anyone to control your derived Combinations and, accordingly, any Digital Assets associated with such Combinations. Anyone with your External Key has the power to transfer your Digital Assets without your Credentials, without your consent and without use of the Wallet. Therefore, if your External Key is lost or compromised, you could lose some or all of your Digital Assets. You agree to keep your External Key secure and only share it with persons you trust, and that you are solely responsible for the safety and security of your External Key. We are not responsible if your External Key is lost, stolen or compromised, or for unauthorized use of your External Key.
3. Who may use the Wallet?
The Wallet is designed for sophisticated institutional investors and traders in Digital Assets. It is not a consumer service. You represent and warrant that you will not use the Wallet for personal, family or household purposes.
You represent and warrant that you are at least eighteen (18) years old and are legally competent to enter into these Terms. If you are using the Wallet on behalf of a legal entity (a “Company”), you further represent and warrant that: (i) such Company is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization; and (ii) you are duly authorized by such Company to act on its behalf for all purposes in connection with the execution, delivery and implementation of these Terms. If you are acting on behalf of a Company, references in these Terms to “you” include the Company.
You also represent and warrant that neither you nor any Company on whose behalf you act is (i) included on the Specially Designated Nationals and Blocked Persons or the Consolidated Sanctions List maintained by the Office of Foreign Assets Controls (“OFAC”) or any similar list maintained by any government entity from time to time, including but not limited to, the United Nations Security Council, the European Union or its Member States, or the United Kingdom; or (ii) located, organized or a resident in a country or territory that is the target of sanctions imposed by OFAC or any government entity.
You can only use the Wallet if permitted under the laws of your jurisdiction. For the avoidance of doubt, you may not use the Wallet if you are located in or are a citizen or resident of any state, country, territory or other jurisdiction where your use of the Wallet would be illegal or would otherwise violate any Applicable Law. Please make sure that these Terms are in compliance with all Applicable Laws that apply to you. You agree that you are only using the Wallet with legally obtained Digital Assets that rightfully belong to you.
We reserve the sole discretion to change our eligibility criteria at any time without notice and to refuse to enable the Wallet to any person for any reason in our discretion.
4. You are solely responsible for protection and use of your Credentials and your Keys.
We do not provide the technology that supports your Credentials and are not responsible for the security or integrity of that technology. If your Credentials become compromised, you may lose some or all of your Digital Assets. Similarly, if your External Key or Private Keys (collectively, “Keys”) become compromised, anyone with the information can access and transfer your associated Digital Assets, and you may lose some or all of those Digital Assets.
You and each person with whom you share your Keys must secure the Keys against loss, theft or compromise. In this regard, you agree to take precautions to secure your Keys that are commensurate with the value of Digital Assets that you associate with the Wallet, and you are solely responsible for the safety and security of your Keys. We are not responsible if your Keys are lost, stolen or compromised, or for unauthorized use of your Keys.
5. You bear all risk of loss related to your Digital Assets.
The value of Digital Assets can fluctuate significantly and precipitously. You understand and agree that you are solely responsible for all decisions regarding the purchase, sale, exchange, holding and transmission of Digital Assets with the Wallet. You understand and agree that the Wallet is a software as service product and Provider makes no representation or warranty regarding the risks or advisability of any decisions you make regarding the use of the Wallet. You agree that you bear all risk of loss regarding such activities, including all investment risks and all losses arising out of a breach of the security of the Wallet.
6. You must use the Wallet only for lawful and permissible purposes.
You agree that you will not use the Wallet to violate Applicable Laws, including but not limited to illegal gambling, money laundering, fraud, blackmail, extortion, ransoming data and terrorism financing. Additionally, you agree not to bypass, via any method, any technological restrictions we place on your ability to use the Wallet or on the Wallet generally and not to disguise your identity through IP proxying or any other manner.
7. We can take action if you fail to comply with any applicable sanctions regimes when using the Wallet.
In the event that your use of the Wallet or the Services may violate applicable laws or sanctions regimes, including but not limited to those set forth by OFAC and the U.S. Department of the Treasury’s Office of Foreign Assets Control, the United Nations Security Council, the European Union or its Member States, or the United Kingdom, we may, in our sole discretion, partially or completely restrict or terminate your use of the Wallet. If we restrict but do not terminate your use of the Wallet, Fees will continue to accrue until either we or you terminate your use of the Wallet.
8. Intellectual Property Rights
A. Services and Documentation
As between the parties and subject to Sections 8(B) (Outputs of Services) and 8(C) (User Data), Provider owns the Wallet, Services and the Documentation and all Intellectual Property Rights in the Wallet, Services and the Documentation. You may not, and may not permit any other person to, copy, modify, decompile, create a derivative work of, or reverse engineer the Wallet and Services, or any part thereof.
B. Outputs of Services
Provider hereby grants User a limited, revocable, non-exclusive, royalty-free, non-transferable (except as provided in Section 17(C)), non-sublicensable, worldwide license to all output and results from use of the Wallet by User, including any reports, graphics, data, specification, programs and all other materials or computer output.
C. User Data
As between the parties, User owns all User Data and all Intellectual Property Rights in User Data. User hereby grants Provider, and any of its Affiliates that provide or may provide additional services to User, a limited, perpetual, non-exclusive, royalty-free, non-transferable (except as provided in this Section 8 or Section 17(C)), non-sublicensable, worldwide license to use and disclose User Data to provide services under this Agreement and in accordance with the Privacy Notice (as defined below).
D. Feedback
From time to time, User may submit or provide suggestions, requests for features, recommendations, or ideas to Provider (“Feedback”). By submitting Feedback, User grants Provider a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use the Feedback, without consideration or compensation to User, Affiliates, agents, partners, or personnel.
9. Privacy Notice
Please refer to our Privacy Notice (the “Privacy Notice”) on the Site for information on how we collect, use and disclose information from our Wallet users. You acknowledge and agree that your use of the Wallet is subject to, and that we can collect, use and/or disclose your information (including any personal data you provide to us) in accordance with our Privacy Notice.
10. You agree to pay certain fees.
You agree to pay fees for the Wallet and Services (“Fees”) as invoiced by us. We reserve the right to change those Fees at our discretion by notifying you. If you continue to use the Wallet after the changes take effect, you agree to pay the changed Fees. You may also incur Third Party fees in connection with the use of the Wallet. For example, if you transfer Digital Assets with the Wallet, you may incur gas or network transaction fees. You are solely responsible for the payment of such fees.
11. We can suspend or terminate your ability to use the Wallet.
You can terminate your use of the Wallet at any time by contacting us on the Site.
We may suspend or terminate your access to and use of the Wallet, at our sole discretion, at any time by providing 30 calendar days’ written notice to you. We may terminate immediately, and without notice to you, if we believe (i) you do not satisfy our eligibility requirements; (ii) we reasonably determine that you may be using the Wallet for unlawful purposes; (iii) you have breached these Terms, including your payment obligation of Fees; (iv) the security or integrity of the Wallet or the Services are at risk; or (v) you have ceased to operate in the ordinary course, made an assignment for the benefit of creditors or similar disposition of your assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution or similar proceeding. Upon any termination or suspension of access to the Wallet, all rights and/or licenses granted to you under these Terms shall immediately cease and terminate and you shall cease the use and/or access of the Wallet and Services in any way whatsoever. Upon termination, we are not responsible for Digital Assets you used the Wallet to access. For the avoidance of doubt, you may continue to access and withdraw those Digital Assets by using your External Key outside of the Wallet. Notwithstanding the foregoing, your obligations with respect to your acts and omissions prior to termination, including your responsibility for any accrued but unpaid Fees, shall survive termination. If we suspend but do not terminate your Wallet, Fees will continue to accrue until either we or you terminate your use of the Wallet. Any previously paid Fees shall not be prorated or refunded to you upon suspension or termination.
12. Access to Third Party Services
As part of the Wallet and Services, you may be provided access to the content, products, or services (“Third Party Services”) of one or more third parties (“Third Party Providers”). You agree that your acceptance of such Third Party Services shall be at your own election and discretion, that you may be subject to separate terms and fees as required by such Third Party Providers, and that it is your responsibility to understand such terms and pay such fees to the Third Party Providers. Provider does not control or guarantee Third Party Services in any way, and you agree to access and use such Third Party Services at your own risk. Provider shall not be liable for any loss that you may suffer, including any loss of Digital Assets associated with your Wallet, arising from your use of Third Party Services. Any recourse that you may have for any loss resulting from your use of Third Party Services shall be between you and the Third Party Provider only. You agree to use Third Party Services in compliance with all applicable laws, and to indemnify Provider for any claims that arise from your use of Third Party Services.
Provider does not own, control, or is responsible for any blockchain protocols, and you are solely responsible for any transactions that you engage in with blockchain protocols. Similarly, Provider is not related to or responsible for any third-party validators that you may use for staking, governance, or any on-chain activities. You are solely responsible for any loss you may experience as a result of using a third-party validator.
13. Warranty Disclaimers
THE WALLET AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, PROVIDER EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF THE COURSE OF DEALING OR USAGE OF TRADE. Provider and User further acknowledge and agree that Provider has no obligation to inquire into, and shall not be liable for any damages or other liabilities or harm to any person or entity relating to: (i) the ownership, validity or genuineness of any Digital Asset; (ii) the authority of any Authorized Person to act on behalf of the User with respect to a Digital Asset; (iii) the accuracy or completeness of any User Data or information provided by User with respect to the use of the Wallet; or (iv) the collectability, insurability, effectiveness, marketability or suitability of any Digital Asset.
14. You agree to indemnify Provider against liability arising out of your use of the Wallet.
User will defend, indemnify and hold harmless Provider, its directors, officers, employees and agents (collectively, the “Provider Indemnified Party”) from and against losses, damages, fines, fees (including reasonable fees of attorneys and accountants), and penalties (“Losses”) asserted in or incurred as a result of claims, demands, suits or proceedings (“Claims”) by a Third Party arising out of or in connection with these Terms or the use of the Wallet by you or anyone using the Wallet on your behalf or to whom you have provided access or ability to use your Credentials or Keys, whether knowingly or unknowingly, except to the extent arising out of (i) Provider’s gross negligence, willful misconduct or fraud as determined by a non-appealable, adjudication by an arbiter of competent jurisdiction (“Bad Acts”); and (ii) any breach by Provider of its obligations, warranties and representations hereunder.
User further agrees to indemnify Provider for actual, reasonable legal costs and expenses directly related to User’s use of the Wallet that are a result of any regulatory inquiry, legal action, litigation, dispute or investigation, whether such situations occur or are anticipated, that arise or relate to User.
Provider will provide User with prompt notice of any Claim for which indemnification is sought hereunder and will cooperate in all reasonable respects with User in connection with any such Claims, at User’s expense. User will defend Provider at Provider’s request, but failure to give notice will not relieve User of its obligations under this Section 14. User will be entitled to control the handling of any such Claim and to defend or settle any such Claim, in its sole discretion, with counsel of its own choosing, except that any settlement for other than money damages will be subject to the approval of Provider, which approval will not be unreasonably withheld. User may not settle any Claim without the prior written consent of Provider where such proposed settlement may limit, materially interfere with, or otherwise adversely affect the rights of Provider herein.
15. You agree that our liability in relation to the Wallet is limited.
PROVIDER SHALL NOT BE LIABLE FOR ANY LOSSES, WHETHER IN CONTRACT, TORT OR OTHERWISE, INCURRED BY CUSTOMER, FOR ANY AMOUNT IN EXCESS OF FEES PAID BY YOU UNDER THESE TERMS IN THE TWELVE (12) MONTHS PRECEDING THE FIRST INCIDENT OUT OF WHICH THE LIABILITY AROSE.
IN NO EVENT WILL PROVIDER BE LIABLE FOR (I) LOSSES WHICH ARISE FROM PROVIDER’S COMPLIANCE WITH APPLICABLE LAWS, INCLUDING SANCTIONS LAWS ADMINISTERED BY OFAC; OR (II) SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR LOST PROFITS OR LOSS OF BUSINESS ARISING IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SERVICES. IN ADDITION TO THE FOREGOING, PROVIDER SHALL NOT BE LIABLE FOR ANY LOSSES WHICH ARISE AS A RESULT OF THE NON-RETURN OF DIGITAL ASSETS THAT CUSTOMER HAS DELEGATED TO A THIRD PARTY THROUGH THE WALLET FOR ANY PURPOSE, UNLESS SUCH LOSSES OCCUR AS A RESULT OF PROVIDER’S FRAUD OR INTENTIONAL MISCONDUCT.
FOR THE AVOIDANCE OF DOUBT, THE LIMITATION OF LIABILITY IN THIS SECTION 15 IS A SEPARATE LIMITATION OF LIABILITY AS TO EACH CUSTOMER AND SHALL NOT INCLUDE ANY AMOUNT PAID BY CUSTOMERS IN THE AGGREGATE.
16. Dispute Resolution, Binding Arbitration
A. Initial Resolution; Mediation
In the event of any dispute, potential claim, question, or disagreement arising from or relating to these Terms or the breach thereof (collectively, a “Dispute”), the aggrieved party shall notify the other of the aggrieved party’s intent to address and resolve the Dispute, and the specific terms of such Dispute. The parties shall use their commercially reasonable efforts to promptly settle the Dispute. Such efforts will include, at a minimum, that executives of each party consult, meet in person, and negotiate with each other in good faith. If the parties do not resolve the Dispute pursuant to the foregoing paragraph within a period of 30 days following the aggrieved party’s notice, then, upon notice by either party to the other, the parties agree to confidentially mediate the Dispute in good faith according to the American Arbitration Association (“AAA”) Commercial Mediation Procedures in the State of Delaware or another location agreed to by the parties. The parties shall work in good faith with the mediator to attempt to complete the mediation within 30 days of such notice.
B. Arbitration
If the parties do not resolve the Dispute pursuant to the foregoing paragraph, then, upon notice by either party to the other, the Dispute shall be finally settled by binding arbitration administered by the AAA in accordance with the provisions of its rules applicable to commercial disputes. The arbitration shall be conducted on a confidential basis in the State of Delaware, or another location agreed to by the parties. The arbitration shall be conducted before a single arbitrator experienced in contract, finance and technology law. Any decision or award shall be in writing and shall provide an explanation for all conclusions of law and fact. The arbitrator may award the prevailing party on each claim or defense, if any, as determined by the arbitrator, some or all of its Costs, in the arbitrator’s sole discretion. “Costs” mean all reasonable pre-award expenses of the arbitration, including the arbitrators’ fees, administrative fees, out-of-pocket expenses such as copying and telephone, witness fees, and reasonable attorneys’ fees.
No party shall bring a putative or certified class action to arbitration, nor seek to enforce any pre-dispute arbitration agreement against any person who has initiated in court a putative class action; or who is member of a putative class who has not opted out of the class with respect to any claims encompassed by the putative class action until: (i) the class certification is denied; (ii) the class is decertified; or (iii) the User is excluded from the class by the court. Such forbearance to enforce any agreement to arbitrate shall not constitute a waiver of any rights under these Terms except to the extent stated herein.
17. General Terms
A. Entire Agreement; Amendment
These Terms are the final, complete and entire agreement of the parties regarding the Wallet and related Services. There are no other promises or conditions in any other agreement, oral or written. These Terms supersede any prior written agreements or oral agreements between the parties.
We reserve the sole discretion to amend these Terms at any time and, whenever we make such an amendment, we will post the modified Terms on the Site, at which time the modified Terms shall be effective. It is your continuing obligation to monitor the Site for updates to these Terms, and your continued use of the Wallet establishes your assent to be bound by any modified Terms posted on the Site while you use the Wallet. If you do not agree to the modified Terms, then you are not permitted to use the Wallet and must cease any use immediately.
B. Severability
If any provision of these Terms will be held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of these Terms is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provisions will be deemed to be written, construed and enforced as so limited.
C. Assignment
No party may assign any of its rights under these Terms or delegate its performance under these Terms without the prior written consent of the other party; except that Provider may assign its rights and delegate its performance under these Terms to: (i) any entity that acquires all or substantially all of its assets; (ii) any Affiliate that controls, is controlled by, or is under common control with Provider; and (iii) any successor in a merger, acquisition, or reorganization, including any judicial reorganization.
D. Notices
All notices required or permitted under these Terms will be in writing and delivered by courier, mail, electronic mail, posting by Provider to the Site or within the Wallet (except for service of legal process which shall be by courier). A party’s email addresses or physical address may be changed from time to time by either party by providing written notice to the other in the manner set forth above.
E. Governing Law
These Terms will be governed by and construed exclusively in accordance with the laws of the State of Delaware, without regard to its conflicts of laws, provisions or rules. Subject to Section 16, the parties hereby agree to submit to the exclusive jurisdiction of any appropriate court located in the State of Delaware or the United States District Court for Delaware, as a forum for litigation. Each of the parties hereto hereby waives all right to trial by jury in any lawsuit, action, proceeding or counterclaim arising out of these Terms.
F. No Waiver of Contractual Right
The failure of Provider to enforce any provision of these Terms will not be construed as a waiver or limitation of Provider’s right to subsequently enforce and compel strict compliance with every provision of these Terms. A waiver or consent given on one occasion is effective only in that instance and will not be construed as a bar to or waiver of any other right on any other occasion.
G. Remedies Cumulative
Provider will have all of the rights and remedies provided by law in addition to the rights and remedies set forth in these Terms and in any other agreement or writing between the parties. All of Provider’s rights and remedies are cumulative and may be exercised from time to time, and the pursuit of one right or remedy will not constitute an exclusive election or otherwise preclude or limit its pursuit of any other or additional right or remedy.
H. Survival
Any expiration or termination of these Terms will not affect any accrued claims, rights or liabilities of the parties, and all provisions that must survive to fulfill their intended purposes, or by their nature are intended to survive such expiration or termination will survive.
I. Execution in Counterparts and by Electronic Means
These Terms may be executed in counterparts and by electronic means and the parties agree that such electronic means and delivery will have the same force and effect as delivery of an original document with original signatures.
J. Force Majeure
Provider will not be liable to User for its failure to perform or delay in the performance of its obligations under these Terms to the extent such failure or delay is caused by or results from a Force Majeure Event. In addition, Provider will not be liable to User for any costs or expenses incurred by User as a result of any Force Majeure Event.
K. Terms Language
These Terms are written in English. Any translations of these Terms are provided only for your convenience and, if there is a conflict between any translation of these Terms and the English version, the English version controls.
18. Contact Information
If you have any questions about these Terms, the Wallet or the Services, please contact Support Services on the Site.
SCHEDULE A – DEFINITIONS
“Affiliate” means an entity controlling, controlled by or under common control with a party.
“Applicable Laws” means all federal, state and local laws, statutes, ordinances, regulations, rules, orders, circulars, opinions, agency guidance, interpretive letters and other official releases, request, or requirement of or by any government, or any authority, department, agency or court thereof of any jurisdiction to which you are subject.
“Authorized Person” means a person selected by User who is authorized to use the Wallet on behalf of User.
“Blockchain” means software operating a distributed ledger which is maintained by a network of computers, and that records all transactions in a Digital Asset in data packages known as blocks, each of which are timestamped to reference the previous block so that the blocks are linked in a chain that evidences the entire history of transactions in the Digital Asset.
“User Data” means any or all of the following, and all copies thereof, regardless of the form or media: (i) Personal Information of User; and (ii) any non-public data or information provided or submitted by or on behalf of User in connection with the Wallet.
“Digital Asset” means a digital representation of value that may function as a medium of exchange or medium for investment, and which is evidenced on, and can be electronically received and stored using distributed ledger technology.
“Documentation” means all User manuals, training and marketing materials, guides, product descriptions, product specifications, technical manuals, supporting materials, and other information relating to the Wallet and provided by Provider to User.
“External Key” means an exported, encrypted version of the master private key that allows anyone to control your derived Combinations and, accordingly, any Digital Assets associated with such Combinations without your Credentials and without use of the Wallet.
“Force Majeure Event” means an event caused by a circumstance beyond a party’s reasonable control and that could not have been prevented or avoided by the exercise of due diligence, including, but not limited to natural catastrophes, fire, explosions, pandemic or local epidemic, war or other action by a state actor, public power outages, civil unrests and conflicts, labor strikes or extreme shortages, acts of terrorism or espionage, Domain Name System server issues outside a party’s direct control, technology attacks (e.g., DoS, DDoS, MitM), cyberattacks or hacks, malfunction on the Blockchain network or protocol, or governmental action rendering performance illegal or impossible.
“Fork” means (i) that a Digital Asset network has been changed in a way that makes it incompatible with the unchanged version of the Digital Asset network, (ii) a material population of miners and/or users of the Digital Asset network accept the changes, and (iii) that the two resulting Digital Asset networks have not been merged together in a timely manner.
“Intellectual Property Right(s)” means, with respect to any thing, material or work (hereinafter, a “Work”): any and all (i) worldwide copyrights, trademarks, trade secrets and any other intellectual property and proprietary rights and legal protections in and to such Work including but not limited to all rights under treaties and conventions and applications related to any of the foregoing; (ii) all patents, patent applications, registrations and rights to make applications and registrations for the foregoing; (iii) all goodwill associated with the foregoing; (iv) all renewals, extensions, reversions or restorations of all such rights; (v) all works based upon, derived from, or incorporating the Work; (vi) all income, royalties, damages, claims, and payments now or hereafter due or payable with respect thereto; (vii) all causes of action, either in law or in equity for past, present or future infringement based on the Work; (viii) rights corresponding to each of the foregoing throughout the world; and (ix) all the rights embraced or embodied therein, including but not limited to, the right to duplicate, reproduce, copy, distribute, publicly perform, display, license, adapt, prepare derivative works from the Work, together with all physical or tangible embodiments of the Work.
“Personal Information” means any information relating to an identified or identifiable individual, such as name, postal address, email address, telephone number, date of birth, Social Security number (or its equivalent), driver’s license number, account number, personal identification number, health or medical information, fingerprint, voice print, or any other unique logical or biometric identifier specific to an individual, regardless of the media in which it is contained, that is: (i) disclosed to Provider, its Affiliates or Representatives by User in anticipation of, in connection with or incidental to the Services; (ii) processed at any time by Provider, Provider’s Affiliates or Representatives in connection with or incidental to the performance of its obligations under this Agreement; or (iii) derived by Provider, Provider’s Affiliates or Representatives from the information described in (i) and (ii) above.
“Private Key” means an alphanumeric string known only to the holder of a Digital Asset, which must be used to transact the Digital Asset represented by the corresponding Public Key.
“Public Key” means an alphanumeric string on a Blockchain that indicates ownership/possession of a specific amount of a Digital Asset by a specific network participant. The Public Key is visible to all participants in the Blockchain’s network.
“Representative” means any employees, officers, directors, representatives, contractors and agents of a party.
“Third Party” means a person(s) or any legal entity that is not a party, a Representative of a party or an Affiliate of a party.
