Terms of Use
Date Last Revised: 11th June 2024
Please review these Terms of Use of Persistence products (the “Terms”) carefully, as they set forth legally binding terms and conditions between you and the Company (as defined below) that govern your access and/or use of: (a) the website located at https://persistence.one/ and its associated domains (collectively, the “Website”); (b) the Persistence Supported Products (as defined below); and (c) the Persistence Chain (as defined below), including related trademarks, and other intellectual property (all the products collectively described in the foregoing of this Paragraph, including the Website and Supported Wallet (as defined herein), the “Persistence Products”), whether such access and/or use is via (i) the Website (“Website Access”) or (ii) command line, locally installed programs, Software Development Kits (“SDK”), software code and blockchain and smart contract explorers (collectively “Direct Access”). These Terms are to be read together with the provisions set forth in our privacy policy found at https://persistence.one/privacy (“Privacy Policy”).
By accessing and/or using any Persistence Product or by receiving any Communication (as defined herein) related to any Persistence Product, you (“you” or the “User”) agree to these Terms on behalf of yourself and any entity you represent, and you represent and warrant that you have the right and authority to do so.
The Persistence Products are not intended for (a) access and/or use by Excluded Persons (as defined below); or (b) access and/or use by any person or entity in, or accessing or using the Persistence Products from, an Excluded Jurisdiction. Accordingly, Excluded Persons (as defined below) should not access and/or use the Persistence Products.
You are entering into these Terms with Persistence Sub One Ltd. (“Company”), an entity formed under the laws of the British Virgin Islands and the Persistence Products are copyrighted works belonging to the Company and/or its Affiliate(s) (each of User and Company, a “Party”, and collectively, the “Parties”).
You acknowledge that you shall be deemed to have accepted these Terms by accessing and/or using Persistence Products–whether by Website Access or Direct Access.
Company reserves the right to change these Terms in its sole discretion from time to time. The “Date Last Revised” specified on these Terms indicates the date on which the Terms were last changed. You will be notified of those changes and given the opportunity to review and accept the updated Terms when you next access and/or use Persistence Products. Your acceptance of, and/or your continued access and/or use of Persistence Products following notice of, the updated Terms shall indicate your acknowledgement of, and agreement to be bound by, such updated Terms.
By using Persistence Products (which for the purposes hereof includes but is not limited to accessing the Website), you acknowledge and agree that you are dealing solely with the Company as counterparty in respect of your use of Persistence Products, which shall supersede and replace all prior agreements and counterparty relationships entered into with any of the Company’s Affiliates in respect of such use.
1. Overview of Persistence Products
1.1 Persistence Chain is a decentralised open-source layer one blockchain network that is maintained by a network of decentralised nodes (including validators).
1.2 For purposes hereof, any software, application, integration, token (including but not limited to Supported Wallet, the Token(s)) or infrastructure which allows for interaction with the Persistence Chain that is supported by the Company shall for the purposes hereof be referred to as a “Persistence Supported Product” and “Persistence Supported Products” shall be construed accordingly.
1.3 For purposes of these Terms:
a reference to:
1.4 Website Access :
1.5 Direct Access. With the necessary technical expertise, it is possible for a User to generate transaction messages to interact with the Persistence Chain via Direct Access directly without use of the Website. Company is not involved in and has no oversight of any Direct Access and expressly disclaims all responsibility, and User acknowledges that Company and its Affiliates shall have no responsibility for any loss occasioned to a User by or attributable to Direct Access.
1.6 Persistence Chain.
1.7 Transaction Fees.
1.8 Non-circumvention. You agree not to do anything, including the use of any technology such as virtual private networks (VPN) for the purposes of circumventing these Terms.
1.9 Sole and exclusive use of IP address: You shall not use another person’s IP address and neither will you allow another person to use your IP address associated with your use of Persistence Products. You hereby declare and represent that the IP address associated with your use of Persistence Products is unique and exclusive to you and shall remain as such.
2. Using Persistence Products
2.1 Persistence Chain
The Company and its Affiliates shall have no responsibility for any loss occasioned to such User who shall have no claim against Company and its Affiliates in respect thereof.
3. Representations and Warranties
3.1 In accessing and/or using any Persistence Product (including interacting with the Persistence Chain using Supported Wallet), User makes the following representations and warranties:
Each and all of User’s above representations and warranties are true, complete, accurate and not misleading from the time of User’s acceptance of these Terms and are deemed repeated each time User uses Persistence Products.
3.2 By accessing and/or using Persistence Products, User acknowledges and accepts that the Persistence Associated Entities shall not be liable to User for the deployment and maintenance of Persistence Products and/or any malfunction thereof.
3.3 Company may, in its sole discretion, modify or discontinue support (to the extent it is able to or practically able to) for Persistence Products at any time.
3.4 User shall be responsible for obtaining the data network access necessary to use and/or access Persistence Products, and for acquiring compatible hardware or device necessary to access and use Persistence Products and any updates thereto.
3.5 Use of Persistence Products may be disrupted as a result of malfunction and/or delays which are inherent to the use of the internet and electronic communications, and User agrees that the Persistence Associated Entities shall not be responsible for any such disruption, malfunction and/or delay, and any loss which may arise therefrom.
3.6 The Website and its contents are our property or the property of our licensors and are protected by copyright, trademark, patent and other applicable laws. User is permitted to download and print content from the Website solely for such User’s own personal use to the extent required to access and use the tools and information made available via the Website. Unless with our prior written consent, the Website and its contents must not be reproduced, modified, redistributed or otherwise used for any other reason.
3.7 User shall not modify, adapt or hack the Website and/or Persistence Products, or modify any other website and/or protocol so as to falsely imply that such other website and/or protocol is associated with the Website and/or Persistence Products and/or its Affiliates (as defined below) in any way. User shall not crawl, scrape, cache or otherwise access any content from the Website via automated means, and User shall not use automated data collection, data mining, robots or any other data gathering methods of any kind on the Website and/or Persistence Products.
3.8 User may, through hyperlinks displayed on the Website, gain access to websites operated by persons other than the Company. Such hyperlinks are displayed only for User’s convenience, and we assume no responsibility for the use of any third-party software or other materials on the Website.
4. Excluded Person and Excluded Jurisdiction
For purposes of these Terms:
4.1 “Excluded Jurisdiction” means any of the following jurisdictions:
4.2 “Excluded Persons” refers to the following:
4.2.1 a person who is:
4.2.2 a body corporate:
4.2.3 an individual or body corporate accessing and/or using Persistence Products from within an Excluded Jurisdiction;
4.2.4 an individual or body corporate included in United Nations Consolidated List (accessible athttps://www.un.org/securitycouncil/content/un-sc-consolidated-list);
4.2.5 an individual or body corporate which is otherwise prohibited or ineligible in any way, whether in full or in part, under any laws applicable to such individual or body corporate from accessing and/or using Persistence Products; and/or
4.2.6 a U.S. person.
4.3 “U.S. person” means:
but does not include :
5. Prohibited Use
User shall not, directly or indirectly:
5.1 access and/or use Persistence Products:
5.2 permit others to access Persistence Products through User’s wallet or a blockchain address User controls or otherwise engage in transactions using Persistence Products for any person other than the wallet owner;
5.3 disrupt, interfere with, or otherwise adversely affect the normal flow or function of Persistence Products or otherwise act in a manner that may negatively affect other users’ experience when using Persistence Products, and User shall not take advantage of software vulnerabilities and any other act that intentionally abuses or exploits the design and functions of Persistence Products;
5.4 engage in, or knowingly facilitate, any fraudulent, deceptive, or manipulative transaction activity in connection with User’s use of Persistence Products;
5.5 engage in, or knowingly facilitate, any money laundering, terrorist financing, or other illegal activities using Persistence Products;
5.6 access or attempt to access non-public systems, programs, data, or services using Persistence Products;
5.7 copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of Persistence Products except as expressly permitted by applicable laws; and
5.8 reverse engineer or attempt to reverse engineer Persistence Products except as expressly permitted by applicable law, (collectively, “Prohibited Uses”).
6. Waivers
6.1 User agrees and acknowledges that neither the Company nor any of our Affiliates (as defined below) shall be liable to User for any direct, indirect, special, incidental, consequential or other losses of any kind, in tort, contract or otherwise (including but not limited to loss of revenue, income or profits, and loss of use or data), arising out of or in connection with User’s access and/or use of Persistence Products.
6.2 User undertakes not to initiate or participate, and waives the right to participate in, any class action lawsuit or a class-wide arbitration against Company and/or our Affiliates in relation to User’s access and/or use of Persistence Products.
6.3 By accepting these Terms, User waives all rights, claims and/or causes of action (present or future) under law (including any tortious claims) or contract against the Persistence Associated Entities and its Affiliates in connection with User’s access and/or use of Persistence Products.
7. Termination
7.1 These Terms shall remain in full force and effect and be legally binding on User for so long as User accesses and/or uses Persistence Products.
7.2 The Persistence Associated Entities may restrict, suspend and/or terminate User’s access and/or use of Persistence Products at any time for any reason and to such extent at Persistence Associated Entities’ sole discretion.
7.3 Neither the Company nor any of our Affiliates will have any liability whatsoever to User for any such restriction, suspension and/or termination or for any action taken by the Company and/or any of our Affiliates to implement such restriction, suspension and/or termination which can include blacklisting User’s Supported Wallet which User uses to access and/or use Persistence Products.
7.4 Sections 3 to 10 of these Terms shall remain in effect in favour of the Company and its Affiliates (as the case may be) notwithstanding any such restriction, suspension and/or termination.
8. Disclaimer
8.1 In accessing and/or using Persistence Products, User acknowledges and agrees that:
8.2 THE PERSISTENCE ASSOCIATED ENTITIES DOES NOT ENDORSE ANY THIRD PARTY AND SHALL NOT BE RESPONSIBLE IN ANY WAY FOR ANY TRANSACTIONS YOU ENTER INTO WITH ANY OTHER THIRD PARTY.
8.3 YOU ACKNOWLEDGE AND AGREE THAT NEITHER THE COMPANY NOR ANY OF ITS AFFILIATES WILL BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY SORT INCURRED AS THE RESULT OF ANY INTERACTIONS BETWEEN YOU AND ANY THIRD PARTY.
9. Limitation of Liability
9.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE COMPANY AND/OR ANY OF OUR AFFILIATES BE LIABLE TO USER OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING OUT OF USER’S ACCESS AND/OR USE OF PERSISTENCE PRODUCTS, EVEN IF THE COMPANY AND/OR ANY OF ITS AFFILIATES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.2 USER’S ACCESS TO AND/OR USE OF PERSISTENCE PRODUCTS IS AT USER’S OWN DISCRETION AND RISK, AND USER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO USER’S DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
9.3 NEITHER THE COMPANY NOR ANY OF ITS AFFILIATES SHALL BE LIABLE TO USER FOR ANY LOSS OR DAMAGE ARISING OUT OF USER’S FAILURE TO KEEP USER’S PRIVATE KEYS OR LOGIN CREDENTIALS TO USER’S WALLET SECURE OR ANY OTHER UNAUTHORIZED ACCESS TO OR TRANSACTIONS INVOLVING USER’S WALLET.
9.4 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE LIABILITY OF THE COMPANY AND/OR ANY OF OUR AFFILIATES TO USER FOR ANY CLAIM BY USER FOR DAMAGES ARISING FROM OR RELATED TO USER’S ACCESS AND/OR USE OF PERSISTENCE PRODUCTS:
WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF USD100. THE EXISTENCE OF MORE THAN ONE CLAIM BY USER WILL NOT ENLARGE THIS LIMIT.
10. Indemnification
10.1 User shall indemnify and hold the Company and/or any of our Affiliates, each of their respective employees, officers, directors and representatives (collectively, “Indemnified Party”), harmless, including costs and attorneys’ fees, from any loss, claim or demand made due to or arising out of:
10.2 The relevant Indemnified Party reserves the right, at User’s expense, to assume the exclusive defence and control of any matter for which User is required to provide indemnification, and User agrees to cooperate in the defence of these claims. User shall not settle any matter without the prior written consent of the relevant Indemnified Party. The relevant Indemnified Party will use reasonable efforts to notify User of any such claim, action or proceeding upon becoming aware of it.
11. Tax Implications
User is solely responsible for determining the tax implications and tax reporting requirements associated with transactions User engages in using Persistence Products, and for paying any applicable taxes in each applicable jurisdiction. Neither the Company nor any of our Affiliates shall be responsible for determining whether there are tax implications in connection with transactions involving User’s use of Persistence Products, for reporting any such transactions, or for paying any applicable taxes.
12. Potential Risks Associated with Use of Persistence Products
User acknowledges and agrees to the following:
12.1 Persistence Products allows User access to the Persistence Chain to engage in aforementioned activities on User’s own account and at User’s own risk.
12.2 Using digital assets, staking, running nodes, providing liquidity and/or other forms of interfacing with digital assets entails a high financial risk. User has necessary experience and knowledge to understand the risks involved. User should carefully assess User’s financial circumstances and risk tolerance and where appropriate, seek third party financial advice before engaging in the aforementioned activities.
12.3 Nothing in these Terms or the Website shall be construed as:
12.4 Like all software, Persistence Products may be subject to exploits, accordingly, neither the Company nor any of its Affiliates shall be responsible to User any such exploits or loss to User as a result of such exploits, whether foreseeable or not.
12.5 While the Company has taken a number of precautions to ensure the security of Persistence Products including obtaining or procuring the obtaining of third-party security audits, the technology constituting Persistence Products, and their interaction, is relatively new and it is not possible to guarantee that the code is completely free from bugs or errors.
12.6 User accepts all risks that arise from User’s access and/or use of Persistence Products, including and not limited to, the risk of any of Tokens being lost due to a failure or exploit of Persistence Products.
12.7 User is solely responsible for securing the private keys associated with any Supported Wallet which User uses when accessing and/or using Persistence Products.
12.8 User understands that anyone who obtains User’s private keys to User’s Supported Wallet and/or access to User’s device containing such private keys, may access User’s Supported Wallet controlled with those private keys with or without User’s authorisation and may transfer any Tokens accessible through User’s Supported Wallet.
12.9 In choosing to access and/or use Persistence Products, User does so on User’s own initiative and at User’s own risk, and User is responsible for complying with all applicable local laws, rules and regulations relating to User’s access and/or use of Persistence Products.
12.10 Support for the Persistence Products may be modified or discontinued at any time in Persistence Associated Entities’ sole discretion.
12.11 In the event of a change in the operating rules or other features of the relevant code (“Fork”) that may result in more than one version of a network (“Forked Network”) and more than one version of a digital asset (“Forked Asset”), Persistence Products may not support activity related to any Forked Assets. Forked Networks and the available supply of any Forked Assets are wholly outside Persistence Associated Entities’ control. In the event of a Fork, Persistence Associated Entities may temporarily suspend certain services on the Website (with or without advance notice to User) while it is determined which Forked Network(s) to support. Persistence Associated Entities shall not be responsible for a lack of support for any Forked Asset.
12.12 By using Persistence Products, User is using Persistence Products “as is” and “as available” with no representations or warranties whatsoever. To the maximum extent permitted by law, neither the Company nor any of its Affiliates makes any express or implied representations and warranties, including implied representations or warranties of accuracy, merchantability, fitness for a particular purpose and non-infringement in relation to Persistence Products. Neither the Company nor any of its Affiliates is responsible or liable for any error, delay or interruption in or lack of access to Persistence Products or for any loss of digital assets (including but not limited to Tokens) occasioned by or attributable to Persistence Products.
12.13 Any acquisition, holding or disposal by you of Tokens is solely in relation to your participation in governance of Persistence Chain and not for any other purpose, including investments. You further acknowledge and agree not to acquire, hold, and/or dispose Tokens if doing so is prohibited or subject of compliance in the relevant jurisdiction applicable including circumstances where your interaction in Tokens results in Tokens and/or your activities associated with Tokens be construed by applicable laws and regulations (including but not limited to securities laws) as a regulated activity, whether or not such regulations require the Company and/or its Affiliates be registered, licensed or approved in connection with the activities described in the foregoing of this Section 12.13 or the Activities.
12.14 There are inherent risks associated with distributed ledger technologies and blockchain-based networks which are experimental in nature. Transactions based on such technologies are generally immutable, which means that any error may result in transactions being irreversible.
12.15 Support for the Activities whether provided by the Company or otherwise, may be impacted by regulatory actions which may disrupt, limit or cease the provision of such support.
12.16 The disclaimers and warnings contained in these Terms do not constitute all possible risks associated with the use of Persistence Products. They also do not represent an on-going obligation to alert you to all the potential risks associated with the Activities.
12.17 While the intent is to provide timely and accurate information, you acknowledge that the Website and any other web-landing page or interface associated with Persistence Products, including the Persistence Documentation may not always be accurate, complete, or up to date. You acknowledge that it is your responsibility to verify all information before relying on it. No representation in respect of such information is made as to the constant accuracy, completeness or appropriateness for any particular purpose.
13. Electronic Communications
13.1 The communications between User and the Company shall be via electronic means, either through the Website or electronic mail.
13.2 For contractual purposes, User:
14. General
14.1 Entire Terms These Terms (read together with our Privacy Policy) constitute the entire agreement between User and the Company regarding User’s access and/use of Persistence Products.
14.2 Relationship of Parties: Nothing contained in these Terms will be deemed to be construed as creating a partnership or an agency relationship or joint venture between User, the Company and/or any of our Affiliates.
14.3 Assignment: These Terms, and User’s rights thereunder, may not be assigned, without the Company’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. The Company may freely assign these Terms and our respective rights thereunder.
14.4 Waiver: A waiver by the Company of any right or remedy under these Terms shall only be effective if it is in writing, executed by a duly authorized representative of the Company and shall apply only to the circumstances for which it is given. Failure of the Company to exercise or enforce any right or remedy under these Terms shall not operate as a waiver of such right or remedy, nor shall it prevent any future exercise or enforcement of such right or remedy, and no single or partial exercise of any right or remedy shall preclude or restrict the further exercise of any such right or remedy or other rights or remedies.
14.5 No Third-Party Rights: Save for the Company’s Affiliates who shall have the rights and benefits to the extent accorded thereto under these Terms, any person who is not a Party shall have no right under the Contracts (Rights of Third Parties) Act 2001 of Singapore to enforce any of these Terms.
14.6 Governing Law and Jurisdiction: The agreement as shall be constituted by User’s acceptance of these Terms, and any dispute or claim arising out of or in connection with the subject matter or formation (including non-contractual disputes or claims) of such agreement, shall be governed by and construed in accordance with the law of Singapore. The Parties agree that any dispute or claim arising out of or in connection with the subject matter or formation (including non-contractual disputes or claims) of these Terms shall be by arbitration, and judgment upon the award may be entered by any court having jurisdiction thereof or having jurisdiction over the relevant Party or its assets. The arbitration shall be conducted under the rules of the Singapore International Arbitration Centre (“SIAC”). The arbitral tribunal shall consist of a sole arbitrator to be appointed by the President of the SIAC. The seat of the arbitration shall be Singapore. The language of the arbitration shall be English. The arbitration agreement shall be governed by Singapore law.
14.7 Severability: If any provisions of these Terms are found by any court or tribunal of competent jurisdiction to be invalid, void, unlawful or unenforceable under any applicable law, such unenforceability or invalidity shall not render these Terms unenforceable or invalid as a whole, and such provisions shall be deleted without affecting the remaining provisions herein.