Whereas SyncNode Pte. Ltd. (“SyncNode”) is developing a Decentralized App Store and by participating in the Decentralized App Store by purchasing SyncNode Tokens (“SNT”), the participant (“Participant”) agrees to the following terms and conditions of this agreement (“Agreement”):
The Participant understands and accepts that the execution of the Decentralized App Store is smart contract based and consists of multiple interconnected software codes, existing on the Binance Smart Chain blockchain (“BNB Smart Contract System”).
The Participant acknowledges the risk that even if all or parts of the Decentralized App Store are successfully developed and released in full or in parts, the Decentralized App Store could be fully or partially abandoned, remain commercially unsuccessful or shut down for lack of interest, regulatory or other reasons. The Participant therefore understands and accepts that the transfer of BNB tokens to the Smart Contract System carries significant financial, regulatory and/or reputational risks (including the complete loss of value of the Participant’s SNTs, and attributed features of the Decentralized App Store).
The terms and conditions herein hold priority over any statements made or implied on SyncNode’s website.
This document does not constitute a prospectus of any sort, is not a solicitation for investment and does not pertain in any way to an initial public offering or a share/equity offering and does not pertain in any way to an offering of securities in any jurisdiction.
By transferring BNB to the Smart Contract System and/or receiving SNT, no form of partnership, joint venture or any similar relationship exists between the Participant and SyncNode and/or other individuals or entities involved with the deployment of the Smart Contract System and the setting up of the Decentralized App Store.
No Refund: The Participant understands and accepts that receipt of SNT are final and may not be reversed and are non-refundable. The Participant acknowledges that he has no right to request a refund for any reason, and that the Participant will not receive money or other compensation for any SNT that is not used or remains unused.
The Participant understands and accepts that while the individuals and entities, including SyncNode, assigned to this task will make every reasonable effort to develop and complete the Decentralized App Store, it is possible that such development may fail and the Participant’s SNT may become useless and/or valueless due to technical, commercial, regulatory or any other reasons.
Ownership of SNT carries no rights express or implied. In particular, the Participant understands and accepts that he has no right to claim as holder of SNT any equity or equivalent rights or any other form of participation in or relating to the Decentralized App Store.
The Participant represents and warrants not to be a company, citizen or resident of a country, whose legislation conflicts with the promotion or sale of SNT and/or the use of the Decentralized App Store in general. Furthermore, the User represents and warrants not to be or does not represent a;
The Participant warrants that he is legally permitted to purchase SNT in his jurisdiction;
The Participant is of a sufficient age to legally obtain SNT;
The Participant will provide a BNB wallet address from a wallet service provider that technically supports SNT tokens. For example use MetaMask and do not use an exchange wallet. The Participant understands and accepts, that using an exchange wallet will have the result that the Participant will not gain access to his SNT;
The Participant is not purchasing SNT for the purpose of speculative investment;
The Participant will not use SNT for any illegal purposes;
The Participant is acquiring SNT for purchasing a listing on the Decentralized App Store.
The Participant acknowledges that purchasing SNT and the development of the Decentralized App Store carries significant financial, regulatory and reputational risks;
The Participant acknowledges the commercial risks associated with deploying a Decentralized App Store;
The Participant waives the right to participate in a class action lawsuit or a class-wide arbitration against any entity or individual purchasing SNT or use of the Decentralized App Store;
The Participant understands the purchase of SNT does not involve the purchase of shares or any equivalent in any existing or future public or private company, corporation or other entity in any jurisdiction;
The Participant understands and expressly accepts that there is no warranty whatsoever on SNT, the Smart Contract System and/or the success of the Decentralized App Store, expressed or implied, to the extent permitted by law, and that the Smart Contract System is used and SNT are obtained at the sole risk of the Participant on an “as is” and “under development” basis and without, to the extent permitted by law, any warranties of any kind, including, but not limited to, warranties of title or implied warranties, merchantability or fitness for a particular purpose;
The Participant understands that he has no right against any other party to request any refund of SNT under any circumstance;
The Participant understands that no market liquidity is guaranteed for SNT and that the value of SNT over time may experience extreme volatility or may depreciate in full;
The Participant understands that he bears the sole responsibility to determine the tax implications for acquiring, holding or using SNT, and to the extent permitted by law, the Participant agrees not to hold any third party including developers, auditors, contractors, SyncNode directors, principals or employees liable for any tax liability associated with or arising from the ownership or use of SNT or any other action or transaction related to SyncNode and/or the Decentralized App Store.
The Participant will use their own account (public key address) on the Binance Smart Chain network with a private key and password for the receipt of SNT. The Participant understands that he must keep his password and private key safe and that he may not share them with anybody. The Participant further understands that if his private key and/or password is lost or stolen, he will not be able to generate a new password or recover his private key, and if he loses his private keys and password, the SNT associated with his account (address) will be unrecoverable and permanently lost. Furthermore, the Participant understands that there is no recovery mechanism for lost keys and passwords, so no one will be able to help the Participant retrieve or reconstruct a lost password and/or private key in order to provide access to any lost SNT.
SyncNode shall have the right to engage subcontractors to perform the entire or partial development and execution of the Decentralized App Store.
The Participant understands and accepts that he will not have any influence over governance on the Decentralized App Store.
The Participant understands and accepts that the Decentralized App Store will go through substantial development, including significant conceptual, technical and commercial changes before release. The Participant understands and accepts that as part of the development, an upgrade of the SNT may be required (hard-fork of SNT) and that, if the Participant decides not to participate in such upgrades, he may no longer be able to use his SNT and that non-upgraded SNT may lose their functionality in full.
The Binance Smart Contract System has been approved by technical experts. The technical experts have confirmed that the Binance Smart Contract System has, with regard to both accuracy and security, been programmed according to the current state of the art.
However, the Participant understands and accepts that smart contract technology is still in an early development stage and its application of experimental nature which carries with it significant operational, technological, financial, regulatory and reputational risks. Accordingly, while the expert approval raises the level of security and accuracy, the Participant understands and accepts that the system does not amount to any form of warranty, including direct or indirect warranties that smart contracts and the SNT are fit for a particular purpose or do not contain any weaknesses, vulnerabilities or bugs which could cause, inter alia, the complete loss of the Participant’s SNT.
The Participant understands and accepts the risks in purchasing SNT. In particular, but not concluding, the Participant understands the inherent risks listed herein:
Risk of software weaknesses: The Participant understands and accepts that the Smart Contract System, the underlying software application and software platform (i.e. the Binance blockchain smart contracts) is still in an early development stage and unproven, there is no warranty that the process will be uninterrupted or error-free and there is an inherent risk that the software could contain weaknesses, vulnerabilities or bugs causing, inter alia, the complete loss of the Participant’s SNT.
Regulatory risk: The Participant understands and accepts that the blockchain technology allows new forms of interaction and that it is possible that certain jurisdictions will apply existing regulations on, or introduce new regulations addressing, the use of SNT and blockchain technology based applications, which may be contrary to the current setup of the Smart Contract System and which may, inter alia, result in substantial modifications of the Smart Contract System and/or the Decentralized App Store, including its termination and the loss of the Participant’s SNT.
Risk of abandonment / lack of success: The Participant understands and accepts that the development of the Decentralized App Stores may be abandoned for a number of reasons, including lack of interest from the public, lack of funding, lack of commercial success or prospects. The Participant therefore understands that there is no assurance that, even if the Decentralized App Store is partially or fully developed and launched, the Participant will receive any benefits through the SNT held by him.
Risk of incompatible wallet service: The Participant will provide an Binance Smart Chain wallet address from a wallet service provider that technically supports SNT tokens. For example use MetaMask and do not use an exchange wallet. The Participant understands and accepts that using an exchange wallet will have the result that the Participant will not gain access to his SNT.
Risk associated with other third party applications: The Participant understands and accepts that the Decentralized App Store may give rise to alternative projects promoted by unaffiliated third parties, under which SNT will have no intrinsic value.
Risk of loss of private key: SNT can only be accessed by using an Binance Smart Chain (BNB) wallet with a combination of the Participant’s account information (address), private key and password. The private key is encrypted with a password. The Participant understands and accepts that if his private key file or password respectively got lost or stolen, the obtained SNT associated with the Participant’s account (address) or password will be unrecoverable and will be permanently lost.
Risk of Binance Smart Chain attacks: The Participant understands and accepts that, as with other cryptocurrencies, the blockchain used for the Smart Contract System is susceptible to mining attacks, including but not limited to double-spend attacks, majority mining power attacks, “selfish-mining” attacks, and race condition attacks. Any successful attacks present a risk to the Smart Contract System, expected proper execution and sequencing of SNT transactions, and expected proper execution and sequencing of contract computations.
Risk of misappropriation or theft: The Participant understands and accepts that the Smart Contract System concept, the underlying software application and software platform (i.e. the Binance Smart Chain blockchain) may be exposed to attacks by hackers or other individuals that could result in theft or loss of SNT, impacting the ability to develop the Decentralized App Store.
The Participant bears the sole responsibility to determine if his participation in the Decentralized App Store, ownership or use of SNT, the potential appreciation or depreciation in the value of SNT over time, the sale and purchase of SNT and/or any other action or transaction related to the Decentralized App Store may have tax implications for him.
By holding or using SNT, and to the extent permitted by law, the Participant agrees not to hold any third party (including developers, auditors, contractors or founders) liable for any tax liability associated with or arising from the ownership or use of SNT or any other action or transaction related to the SyncNode and the Decentralized App Store.
The Participant acknowledges and agrees that, to the fullest extent permitted by any applicable law, he will not hold any developers, auditors, contractors or founders of SyncNode liable for any and all damages or injury whatsoever caused by or related to the use of, or the inability to use SNT or the Smart Contract System under any cause or action whatsoever of any kind in any jurisdiction, including, without limitation, actions for breach of warranty, breach of contract or tort (including negligence) and that developers, auditors contractors or founders of the Smart Contract System, the SNT and/or the Decentralized App Store shall not be liable for any indirect, incidental, special, exemplary or consequential damages, including for loss of profits, goodwill or data, in any way whatsoever arising out of the use of, or the inability to use the Smart Contract System, SyncNode, the Decentralized App Store and/or SNT.
The Participant further specifically acknowledges that developers, auditors, contractors or founders of SyncNode, the Smart Contract System and/or the Decentralized App Store are not liable, and the Participant agrees not to seek to hold them liable, for the conduct of third parties, including any other creators of SNT, and that the risk of creating, holding and using SNT rests entirely with the Participant.
By holding or using SNT, and to the extent permitted by law, the Participant agrees not to hold any third party (including developers, auditors, contractors or founders) liable for any regulatory implications or liability associated with or arising from the creation, ownership or use of SNT or any other action or transaction related to the Decentralized App Store.
The Participant understands and accepts that the worldwide network of miners will be ultimately in control of the Smart Contract System. The Participant understands that a majority of these miners could agree at any point to make changes to the official Smart Contract System and to run the new version of the Smart Contract System. Such a scenario could lead to SNT losing intrinsic value.
The Participant agrees that if any portion of these Terms and Conditions is found illegal or unenforceable, in whole or in part, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the Terms and Conditions, which shall continue to be in full force and effect.
The applicable law is Singapore law. Any dispute arising out of or in connection with the purchase of SNT and the development and execution of the Decentralized App Store shall be finally settled by the ordinary courts of the registered domicile of SyncNode.
The Terms and Conditions govern the sale, ownership and use of SNT and supersede any public statements about the Decentralized App Store and the Smart Contract System made by anyone in the past, present and future.
Unless clearly inappropriate, singular terms refer also to the plural number and vice versa.
The use in this Agreement of words in the male, female or neutral gender are for convenience only and shall not affect or control any provisions of this Agreement.
This Agreement constitutes the entire agreement of the parties relating to the subject matter addressed in this Agreement. This Agreement supersedes all prior communications, contracts, or agreements between the parties with respect to the subject matter addressed in this Agreement, whether oral or written.