These Terms of Use (the “Terms”) apply to your access to and use of the websites, platform, software, technologies, features, and other online products and services (collectively, the “Services”) provided or made available by Horizen Foundation (“Foundation” “us” “we” or “our”).

For purposes of these Terms, “user”, “you”, and “your” means you as the user of the Services. If you use the Services on behalf of a company or other entity, then “you” includes you and that entity, and you represent and warrant that (a) you are an authorized representative of the entity with the authority to bind the entity to these Terms, and (b) you agree to these Terms on the entity’s behalf.

Currently, the Foundation maintains and operates www.horizen.io (the “Site”) as a portal for news, information, and updates about the Horizen protocol or blockchain (“Horizen”), the Horizen sidechains, including but not limited to the EON sidechain (collectively, the “Sidechains” together with Horizen referred to as the “Network”), and the Horizen ecosystem. For the avoidance of doubt, the Foundation does not control the Network and cannot control activity and data on the Network, the activities of persons who develop and use applications on the Network, the validation of transactions on the Network, or use of the Network. The Network is an open-source protocol that is maintained and processed by Network validators across the globe.

The Foundation does not guarantee that access to or use of the Site or any of the Services will be uninterrupted or error-free, and the Foundation shall not be liable for any feature not being accessible or for any unavailability of the Services. The Services may be expanded, limited, or modified at any time by the Foundation without advance notice or reason. The Foundation may also, in its sole and absolute sole discretion, and at any time, discontinue providing, temporarily or permanently, any or all of the Services, without notice. To access some of the content or features of the Services, Users may need to enhance or update the hardware or software in their computer systems. The Foundation assumes no responsibility for any failure to access the Services, partially or fully, whether due to the user's system, Internet network, or any other cause.

The Terms represent a binding contract between you and us, concerning the use of the Services, including the Site as well as any other media form related, linked, or otherwise connected to the Site or any other Services.

PLEASE READ THESE TERMS CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION AND AFFECT YOUR LEGAL RIGHTS. BY CLICKING TO ACCEPT AND/OR USING OUR SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS AND ALL OF THE TERMS INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES.

Some jurisdictions may impose limitations on the use of Services and Users in those jurisdictions should consult with independent legal counsel before using the Services.

Privacy Policy

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

Changes to Terms

The Foundation may update the Terms at any time, at its sole discretion. If it does so, the Foundation will deliver a notice either by posting the updated Terms on its website, on any applicable blog or forum used for sharing information or through other communications. It’s important that you review any and all updated Terms. If you continue to use the Services after the Foundation has posted updated Terms, you agree to be bound by the updated Terms.

Intellectual Property

The Service, including its “look and feel” (e.g., text, graphics, images, logos, page headers, button icons, and scripts), proprietary content, information and other materials, and all content and other materials contained therein, including, without limitation, the Network brands, logos and all designs, text, graphics, pictures, data, software, sound files, other files, and the selection and arrangement thereof are the proprietary property of us or our affiliates, licensors, or users, as applicable, and you agree not to take any action(s) inconsistent with such ownership interests. We and our affiliates, licensors, and users, as applicable, reserve all rights in connection with the Service and its content, including, without limitation, the exclusive right to create derivative works.

The Foundation’s name, logo, trademarks, and any of the Network product or service names, designs, logos, and slogans are the intellectual property of the Foundation or our affiliates or licensors and may not be copied, imitated, or used, in whole or in part, without our prior written permission in each instance. You may not use any metatags or other “hidden text” utilizing “Horizen” or any other name, trademark or product or service name of the Foundation, Horizen or our affiliates or licensors without our prior written permission. In addition, the “look and feel” of the Services constitutes the service mark, trademark, or trade dress of the Foundation and may not be copied, imitated or used, in whole or in part, without our prior written permission.

All other third-party trademarks, registered trademarks, and product names mentioned on the Services or contained in the content linked to or associated with any tokens displayed on the Services are the property of their respective owners and may not be copied, imitated, or used, in whole or in part, without the permission of the applicable intellectual property rights holder. Reference to any products, services, processes or other information by name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship, or recommendation by the Foundation.

Usage Data Analytics

The Foundation may collect usage information that allows us to collect information regarding how users access and use the Services (“Usage Data”). We use this information to analyze trends, administer the Services, troubleshoot any user problems, and to enhance and update the Services. We may do this Usage Data collection by using third parties.

Security

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 Network as part of your systems. The Foundation assumes no responsibility for any losses resulting from any compromise of your systems or wallet(s).

Prohibited Activities

You are granted permission to access, download, and use the Services, provided that you shall:

• Not use the Services for any illegal or unauthorized purpose or beyond the scope of the Services expected use;
• Not intentionally interfere with the operation of the Services or with any other person’s use of the Services;
• Not intentionally gain unauthorized access to the Services;
• Be solely liable for your, including without limitation all of your employees, affiliates, consultants, and service providers, conduct, acts and omissions;
• Not hack the Services;
• Not remove or alter any copyright notices or other notices included in the Services;
• Not decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Services in an unauthorized manner;
• Not intentionally transmit any viruses, bugs, worms, or any other computer code of a destructive nature or that may harm a network, computer, server, hardware, software or telephone equipment using the Services;
• Not violate anyone else’s legal rights (e.g. privacy rights) or any laws (e.g. copyright laws) in your jurisdiction while using the Services;
• Use the Services in accordance with all applicable laws;
• Not use any unauthorized data mining, robots, spyware or similar data gathering and extraction methods in connection with the Services;
• Not intentionally impose an unreasonable burden on the Services or network;
• Not breach, or attempt to breach, or otherwise interfere with the security of the Services;
• Not use the Services or export the Services in violation of U.S. export laws and regulations;
• Not solicit any activity, unlawful or otherwise, that infringes the Foundation’s rights or the rights of any other party;
• Not enable others to violate any of these terms and conditions; and
• Be at least 18 years of age or older.

A violation of any of these Terms, as determined in Foundation’s sole discretion, may result in the termination of the User’s ability to access or use the Services.

Compliance with Laws

You agree to comply with all applicable laws, rules, regulations, and any generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from the United States or other relevant countries and all applicable privacy and data collection laws and regulations) in connection with your use of the Site and Services. 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.

Third-Party Content

Any testimonials, opinions, advice, product or service offers, or other information or content made available on or through the Services by third parties ("Third-Party Content") are solely those of their respective providers and not of the Foundation which does not guarantee the accuracy, completeness, reliability or usefulness of Third-Party Content. It is the responsibility of each user to evaluate Third-Party Content and the Foundation shall not be liable for any damage or loss caused by any users' reliance on or other use of Third Party Content.

Access to Third Parties

If you provide access to the Services to third parties, you will be solely responsible to ensure that each user has previously agreed to minimum end user terms and conditions governing their use and access, where such terms and conditions shall:

• (a) be prominent, written, accurate and easy-to-understand by a reasonable consumer,
• (b) provide clear and conspicuous disclosures to all users and prospective users sufficient to comply with applicable law,
• (c) be at least as restrictive as these Terms,
• (d) provide users liability restrictions and limitations and warranty disclaimers, to include but not be limited to:
  • (i) exclusion of all implied warranties, including without limitation for merchantability and fitness for a particular purpose,
  • (ii) exclusion of consequential, special, indirect, incidental, punitive, exemplary and tort damages, and
  • (iii) inclusion of a quantifiable limitation of liability for direct and indirect damages that is less than the liability limits set forth in this Agreement;
• (e) provide clear instructions for users on how to retrieve their private wallet keys;
• (f) release the Foundation and its suppliers of all liability and obligation related to any delays, inaccuracies or incomplete services caused by the failure of the Foundation or its suppliers.

Offsite Links

As a convenience to each user, the Foundation may provide links to other sites or resources. Because the Foundation does not have control over such sites and resources, the Foundation is not responsible or liable for use of or reliance on any content, products, services or information at such sites or resources. Inclusion of any links does not imply any endorsement, affiliation, approval, association or sponsorship by the Foundation of the linked websites, resources, their operators or owners. When you select a link, you may be leaving our Services. The information available on the third parties' websites may have certain restrictions on use or distribution which differ from these Terms.

WARRANTY DISCLAIMERS

THE FOUNDATION MAKES NO, AND HEREBY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND WITH RESPECT TO THE SERVICES. THE SERVICES ARE PROVIDED “AS IS” AND WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, THE FOUNDATION EXPLICITLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, VALUE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, SUPPLIERS OR LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR FOR LOSS OF USE, LOST PROFITS, OR LOSS OF DATA ARISING OUT OF OR RELATED TO THESE TERMS OR THE SITE AND SERVICES, HOWEVER CAUSED AND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF WE OR OUR SUPPLIERS OR LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT YOUR USE OF THE SITE AND SERVICES WILL BE AT YOUR SOLE RISK.

THE FOUNDATION IS NOT RESPONSIBLE FOR ANY DAMAGES OR LOSSES THAT RESULT FROM YOUR USE OF THE SERVICE, INCLUDING, BUT NOT LIMITED TO, YOUR USE OR INABILITY TO USE THE SERVICE; ANY CHANGES TO OR INACCESSIBILITY OR TERMINATION OF THE SERVICE; ANY DELAY, FAILURE, UNAUTHORIZED ACCESS TO, OR ALTERATION OF ANY TRANSMISSION OR DATA; ANY TRANSACTION OR AGREEMENT ENTERED INTO THROUGH THE SERVICE; ANY ACTIVITIES OR COMMUNICATIONS OF THIRD PARTIES; OR ANY DATA OR MATERIAL FROM A THIRD PERSON ACCESSED ON OR THROUGH THE SERVICES. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE OR SERVICE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE CUMULATIVE LIABILITY OF US, OUR SUPPLIERS, AND OUR LICENSORS FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SITE OR SERVICES EXCEED ONE HUNDRED DOLLARS ($100).

THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN FOUNDATION AND YOU.

You shall and hereby do waive California Civil Code Section 1542 or any other similar law of any jurisdiction, which says in substance: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.” Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you. You may have other rights which vary from jurisdiction to jurisdiction.

Indemnification

To the fullest extent permitted by applicable law, you will indemnify, defend and hold the Foundation and/or subsidiaries and affiliates harmless, and each of our respective officers, directors, agents, partners and employees (individually and collectively, the “Foundation 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 Services; (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 Services. You agree to promptly notify the Foundation Parties of any third-party Claims, cooperate with the Foundation 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 Foundation Parties will have control of the defense or settlement, at Foundation’s sole option, of any third-party Claims.

Governing law and other legal matters

These Terms are governed by the laws of the State of New York without reference to the principles of conflicts of laws thereof. Any legal suit, action, or proceeding arising out of, or related to, these Terms shall be instituted exclusively in the courts of New York although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

At Foundation’s sole discretion, it may require you to submit any disputes arising from the use of these Terms, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the American Arbitration Association.

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

No waiver by the Foundation of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Foundation to assert a right or provision under these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.

Any ambiguities herein will not be strictly construed against the drafter of the language concerned but will be resolved by applying the most reasonable interpretation under the circumstances, giving full consideration to the intentions of the parties at the time of contracting. These Terms will not be construed against any party by reason of its preparation. In the event any suit or other action is commenced by the Foundation to construe or enforce any provision of these Terms, in addition to all other amounts, the Foundation shall be entitled to receive from you, the Foundation shall recover its reasonable attorneys' fees and court costs, to the extent permitted by applicable law.

Assignment

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 insure to the benefit of the parties, their successors and permitted assigns.

General Terms

Nothing herein shall constitute an employment, consultancy, joint venture, or partnership relationship between you and the Foundation. 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.”

Waiver of Rights

The Foundation’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 the Foundation. 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.

All other feedback, comments, requests for technical support, and other communications relating to the Services should be directed to: legal@horizen.io.

These terms were last updated on August 22, 2023.