Last updated: December 18, 2024

Lilypad Network Inc. ("we," "our," "us") values your privacy and is committed to protecting your personal information. This Privacy Policy explains how we collect, use, and protect the information you provide to us when using our website and services.

We do not sell or share your personal information with third parties for marketing purposes.

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By accessing or using our Lilypad Services or by participating in our Testnet, you agree to these Terms and to our Privacy Policy and any other agreements or terms as set forth by the Company. These Terms constitute a binding obligation between you and the Company. If you do not agree to these Terms, do not use our Lilypad Services. If you have any questions about these Terms, the Lilypad Services or the Incentivised Testnet Program, please contact us at [email protected].

If you are accessing or participating in the Testnet on behalf of a company (such as your employer) or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms. In that case, “you” and “your” will also refer to that company or other legal entity.

NOTICE: Please read these Terms carefully as it governs your use of the Testnet.

Please refer to our Privacy Policy for more details on the information that the Company may collect, use and disclose and under what circumstances. You acknowledge and agree that your participation in Testnet is subject to this Privacy Policy.

The Company has the right to amend these terms at any time or to add provisions for the use of any additional functions or further services provided by Testnet. The Company will announce the changes and/or additions to you by email at least four weeks before the new Terms will come into effect. If you do not object to the change in writing within a period of two weeks, you shall be deemed to have given your consent to the change in the Terms. The period begins on the day following the notification of the changes. In the notice of change, the Company shall inform you about the possibility of objection, its deadline, the text form requirement and its consequences.

Testnet will commence on the date prescribed by the Company and continue until terminated by the Company in its sole discretion (“Testnet Period”). Notwithstanding any other information provided by the Company regarding the Testnet (including on its website, blog posts or through other communications (such as forums, Telegram, Discord, or other channels), the Company may change, discontinue, or terminate, temporarily or permanently, all or any part of Testnet, at any time and without notice, at its sole discretion (including prior to providing any incentives or rewards).

Testnet is designed to improve the operational experience, security, and design of the Lilypad mainnet network and to expose potential issues and to improve participant experiences prior to the mainnet launch of the Lilypad Network.

You may participate in Testnet only if:

(a) you are 18 years or older and capable of forming a binding contract with the Company; (b) you are not subject of sanctions administered or enforced by any country or government or otherwise designated on any list of prohibited or restricted parties (including but not limited to the lists maintained by the United Nations Security Council, the U.S. Government, the European Union or its Member States, or other applicable government authority) or a citizen or organized or resident in a country or territory that is the subject of country-wide or territory-wide sanctions (including, without limitation, Cuba, Democratic People’s Republic of Korea, the Crimea, Donetsk, and Luhansk regions, Iran, or Syria); and (c) you are not barred from participating under applicable law.

In addition, to be eligible for any incentives or rewards as part of the Testnet, you (i) must be a natural person, and (ii) must not be an employee, consultant or affiliate of the Company.

Furthermore, in order to participate in the Incentivized Testnet, participants must demonstrate the ability to configure and deploy a Lilypad node or other tasks defined to the satisfaction of the Company in its sole discretion and will be required to provide certain identifying information (e.g. name, residence or domicile, date of birth, etc.) and related documentation and pass sanctions and watchlist screening. Failure to provide such identifying information, pass sanctions and watchlist screening, and/or a failure to demonstrate compliance with the requirements herein may result in termination of your participation, forfeiture of any incentives or rewards, and prohibition from participating in future Testnet challenges, and other actions.

Among those candidates who register for the incentivized Testnet and meet all of the eligibility criteria, Company will select the participants for the incentivized Testnet at its sole discretion based on criteria as determined by the Company (including, without limitation, geographical distribution and applicant reputation). By applying or registering, there is no promise or guarantee that you will be able to participate in Testnet.

The Company’s current plan regarding the Testnet is available here. However, notwithstanding this information or any other information provided by the Company regarding the Testnet (including on its website, blog posts or through other communications (such as forums, Telegram, Discord, or other channels), Company may change or modify at any time the number of participants eligible to participate in Testnet or the requirements of the Testnet and terminate any participant’s participation at any time.

The Testnet may operate in certain phases. Your selection or participation in any one phase of the Testnet does not imply that you will be selected for any other phases of the Testnet.

The Company may share identifying information and documentation with certain vendors or third-party providers who provide such identity verification and sanctions and watchlist screening services. You agree that your access and use of such Third Party Services is governed solely by the terms and conditions of such Third Party Services, and the Company is not responsible or liable for, and make no representations as to any aspect of such Third Party Services, including, without limitation, their content or the manner in which they handle, protect, manage or process data or any interaction between you and the provider of such Third Party Services. You irrevocably waive any claim against the Company with respect to such Third-Party Services. We are not liable for any damage or loss caused or alleged to be caused by or in connection with your enablement, access or use of any such Third-Party Services, or your reliance on the privacy practices, data security processes or other policies of such Third-Party Services.

As part of your participation in Testnet, the Company may choose, in its sole discretion, to provide certain incentives or rewards to eligible participants for completing certain activities, including running a node and meeting certain performance criteria or other requirements set by the Company. Further details are set out in the company website and in blog posts. Other contributions to Testnet may further be rewarded by the Company in its discretion. Such rewards may include Lilypad mainnet tokens; provided, that, (x) any such Lilypad mainnet tokens will be provided only following successful mainnet launch and any tokens provided will be subject to a lockup period and (y). Notwithstanding any other information provided by the Company regarding the Testnet (including on its website, blog posts or through other communications (such as forums, Telegram, Discord, or other channels), the Company may in its discretion change or modify the amounts or types of rewards or incentives and/or discontinue, or terminate, temporarily or permanently, all or any part of the incentives or rewards program at any time and without notice and the Company may remove or reallocate any rewards or incentives earned by any participant or elect not to provide any rewards to any participant.

The Company reserves the right to block your access to Testnet. If you violate any of the terms and conditions of the Terms (as determined solely by the Company) or if you do not complete the necessary information or fail to provide accurate information, then you will not be eligible to receive rewards.

The Company reserves the right to request information about, review and investigate all Testnet activities, and to disqualify participants if it believes a participant has engaged in any activity that is abusive, fraudulent, in bad faith or otherwise fails to meet Testnet standards and requirements.

You agree that any rewards or incentives received will be for your services in testing the Testnet and Lilypad Network.

You are responsible for the payment of all taxes associated with your receipt of any rewards (including, if applicable, Lilypad mainnet tokens). You agree to provide the Company with any additional information and complete any required tax or other forms relating to your receipt of such rewards.

You may suffer adverse tax consequences as a result of your participation in Testnet. You hereby represent that (i) you have consulted with a tax adviser that you deem advisable in connection with your participation, or that you have had the opportunity to obtain tax advice but have chosen not to do so, (ii) the Company has not provided you with any tax advice with respect to your participation, and (iii) you are not relying on the Company for any tax advice.

You are responsible for maintaining adequate security and control of any and all IDs, passwords, hints, personal identification numbers (PINs), or any other codes that you use to access the Testnet as part of your systems. The Company assumes no responsibility for any losses resulting from any compromise of your systems or wallet(s).

As part of certain phases of the Testnet, mainnet or as part of providing incentives/rewards, the Company may send or receive Testnet tokens or rewards to your wallet application. In such a case, you are responsible for the management of the private keys and security for your wallet(s). The Company does not and will not manage, store, collect or otherwise access the private keys for your wallet(s). You’re responsible for all activities that occur using your wallet, whether or not you know about them.

We may make any improvement, modifications or updates to our Testnet, including but not limited to changes and updates to the underlying software, infrastructure, security protocols, technical configurations or service features (the “Updates”) from time to time. Your continued access and use of our Testnet are subject to such Updates and you shall accept any patches, system upgrades, bug fixes, feature modifications, or other maintenance work that arise out of such Updates. We are not liable for any failure by you to accept and use such Updates in the manner specified or required by us. Although the Company is not obligated to monitor access to or participation in Testnet, it has the right to do so for the purpose of operating Testnet, to ensure compliance with the Terms and to comply with applicable law or other legal requirements.

In your use of the Testnet, you may accumulate “testnet tokens,” such as through a faucet or other means, which are not, and shall never convert to or accrue to become mainnet tokens or any other tokens or virtual assets. Testnet tokens are virtual items with no monetary value. Testnet tokens do not constitute any currency or property of any type and are not redeemable, refundable, or eligible for any fiat or virtual currency or anything else of value. Testnet tokens are not transferable between users outside of the Testnet, and you may not attempt to sell, trade, or transfer any Testnet tokens outside of the Testnet, or obtain any manner of credit using any Testnet tokens. Any attempt to sell, trade, or transfer any Testnet tokens outside of the Testnet will be null and void.

Modification. Lilypad may, in its sole discretion, decide to delete, wipe or otherwise remove the Testnet at any time without notice, including, without limitation, the modification of the presence, amounts, or any other conditions applicable to the Testnet tokens, without any liability to you or other Testnet users. Lilypad does not guarantee that Testnet tokens will continue to be offered for a specific length of time and you may not rely upon the continued availability of any Testnet tokens. If the Testnet expires or terminates, you acknowledge and agree that your access to and use of your Testnet tokens will be removed, and all accrued Testnet tokens will be deleted from the Testnet system. Testnet tokens will not be converted into any future rewards offered by Lilypad.

The Company grants you a non-exclusive, royalty-free, non-transferable right to use the latest version of the Testnet for the duration of the Testnet. Besides, all right, title, and interest in and to our Testnet, including all modifications, improvements, and enhancements made thereto, and all proprietary rights therein, shall be and remain the Company’s sole and exclusive property.

The Company welcomes feedback, comments and suggestions for improvements to the Testnet and related technologies of the Lilypad Network (“Feedback”). By giving your feedback, you grant to the Company – to the extent legally possible – a non-exclusive, transferable, worldwide, perpetual, irrevocable, fully-paid, royalty-free license, with the right to sublicense, under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose, in any form, format, media or media channels now known or later developed or discovered.

Prohibited Activities

You will not (in each case except as otherwise contemplated as part of these Terms):

You agree to comply with all applicable laws, rules, regulations, and any generally accepted practices or guidelines in the relevant jurisdictions (including all applicable privacy and data collection laws and regulations) in connection with your participation with Testnet. To the extent required by law, you are solely responsible for obtaining or filing any approval, clearance, registration, permit, or other regulatory authorization and shall comply with the requirements of such authorization.

For paid services Company shall be unrestricted liable for death, personal injury or damage to health and for other damages or losses caused intentionally or with gross negligence or fraudulent intent. In addition, Company is liable for losses in accordance with the statutory provisions for damages covered by liability under mandatory statutory provisions. This includes, but is not limited to, the assumption of guarantees, fraudulent concealment of a defect or under German Product Liability Act. Warranties by Company will only be given in text form and, in the event of any doubt, will only be construed as such if they are referred to as 'Warranties'.

In the event of simple negligence, Company shall only be liable for damage or losses caused by the breach of its primary obligations. Primary obligations are such basic duties which form the essence of the Lilypad Services and which were decisive for the user’s participation in the Testnet (so called “cardinal obligations”). In such cases, Company’s liability is limited to the foreseeable damage typical for the Lilypad Services. Liability for simple negligent breaches of obligations that are not cardinal obligations is excluded.

For services provided free of charge (in particular the participation in the test period of the Testnet), the Company shall only be liable for damages caused by intent, gross negligence and fraudulent intent. This limitation of liability shall not apply to damages resulting from injury to life, body or health, for which the company shall be liable without limitation.

The aforementioned provisions shall also apply to any claim against Company’s legal representatives, assistants in performance, or subcontractors.

Company is not responsible and not liable for services of third parties, which have been used and/or included by you for the participation in the Testnet.

All claims for compensation of financial loss are subject to limitation period of one year, with the exception of claims for injury to life, body and health of a person, as well as for damage of property and financial loss caused intentionally or by gross negligence. The period shall commence at the end of the year in which the claim arose and you became aware of the circumstances giving rise to the claim or should have become aware without gross negligence.

To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless Company and our subsidiaries and affiliates, and each of our respective officers, directors, agents, partners and employees (individually and collectively, the “Company Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Claims”) arising out of or related to (a) your access to or use of the Lilypad Services or the Testnet; (b) your violation of these Terms; (c) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); or (d) your conduct in connection with the Lilypad Services or your participation in the Testnet. You agree to promptly notify the Company Parties of any third-party Claims, cooperate with the Company Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including attorneys’ fees). You also agree that the Company Parties will have control of the defense or settlement, at Company’s sole option, of any third-party Claims.

You acknowledge that, in connection with your participation in the Testnet, you may be exposed to data and information, including product, technology, business, and strategy information that is confidential and proprietary to us (collectively, “Confidential Information”). All Confidential Information shall be sole and exclusive property of the Company and may be used by you only for the participation in Testnet and/or assisting us in resolving any security issue you have reported to us. Besides, you may not reveal, publish, or otherwise disclose the Confidential Information to any third party without the prior written consent of the Company, and shall protect the Confidential Information from disclosure using the same degree of care you use to protect your own confidential information of like kind, but in no event using less than reasonable care.

Excluded from the above obligation is such information that (i) is or was generally available at the time of its notification to the other party, (ii) was already lawfully and without confidentiality obligation in the possession of the other party before the latter received the confidential information from the other party, (iii) from a third party who is not subject to a comparable confidentiality agreement, (iv) was developed independently and without use of the confidential information, or (v) is required to be transmitted pursuant to a court or government order. The confidentiality obligation applies beyond the duration of the Lilypad Services until two years after the effective termination date of your participation in Testnet.

These Terms shall be governed exclusively by the laws of the United States of America to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG). The place of performance of this Agreement is the registered office of Lilypad Network LLC. The exclusive place of jurisdiction for all disputes arising out of and/or in connection with these Terms, to the extent permitted by law, the registered office of Lilypad Network LLC.

You may not sell, assign or transfer any of your rights, duties or obligations under these Terms without our prior written consent. Any attempt by you to assign or transfer the Terms, without such consent, will be null and void. We reserve the right to assign or transfer these Terms or any of its rights, duties and obligations hereunder to any third party. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Nothing herein shall constitute an employment, consultancy, joint venture, or partnership relationship between you and the Company. If any provision of the Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of the Terms will remain in full force and effect. These Terms reflect the entire agreement between the parties relating to the subject matter hereof and supersede all prior agreements, representations, statements and understandings of the parties. The section titles in these Terms are for convenience only and have no legal or contractual effect. Use of the word “including” will be interpreted to mean “including without limitation.”

Any notices or other communications provided by Company under the Terms, including those regarding modifications to the Terms, may be given by posting to the Lilypad website, blog or through other communications (such as forums, Telegram, Discord, or other channels).

Company’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Company. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.

Should any provision of these Terms be or become invalid or unenforceable in whole or in part, this shall not affect the validity of the remaining provisions. Parties will replace such provisions with effective and enforceable provisions that come as close as possible to the meaning and economic purpose as well as the will of Parties at the time of the conclusion of the Agreement. Parties will agree on this in confidence. The above shall apply accordingly to the closing of any gaps in the Terms.

Contact Information. If you have any questions about these Terms or Testnet, please contact [email protected].