These terms and conditions ( “Terms” govern the use of the Site (defined below) and the Services (defined below). These Terms also include any guidelines, announcements, additional terms, policies, and disclaimers made available or issued by us from time to time. These Terms constitute a binding and enforceable legal contract between DECENTRIC CORP. and its affiliates “Decentric” , “we” , “us” ) and you, an end user of the services ( “you” or “User” ) at https://decentric.io/ , namely, a decentralised launchpad protocol for cryptographical utility token projects that uses a proof of reputation concept and is built on the Arbitrum network “Services” ). By accessing, using or clicking on our website (and all related subdomains) or its mobile applications ( “Site” ) or accessing, using or attempting to use the Services, you agree that you have read, understood, and to are bound by these Terms and that you comply with the requirements listed herein. If you do not agree to all of these Terms or comply with the requirements herein, please do not access or use the Site or the Services. In addition, when using some features of the Services, you may be subject to specific additional terms and conditions applicable to those features.
We may modify, suspend or discontinue the Site or the Services at any time and without notifying you. We may also change, update, add or remove provisions of these Terms from time to time. Any and all modifications or changes to these Terms will become effective upon publication on our Site or release to Users. Therefore, your continued use of our Services is deemed your acceptance of the modified Terms and rules. If you do not agree to any changes to these Terms, please do not access or use the Site or the Services. We note that these Terms between you and us do not enumerate or cover all rights and obligations of each party, and do not guarantee full alignment with needs arising from future development. Therefore, our privacy policy which can be viewed at the “Privacy Policy” link at the bottom of our Site, the platform rules, guidelines and all other agreements entered into separately between you and us are deemed supplementary terms that are an integral part of these Terms and shall have the same legal effect. Your use of the Site or Services is deemed your acceptance of any supplementary terms too.
By using the Services, you represent and warrant that:
Decentric is a permissionless and fully decentralised platform, in which all Users must successfully complete certain “Know Your Client” ( “KYC” ) checks through an independent, third party KYC service provider ( “KYC Provider” ), which has been rigorously selected by Decentric to undertake this process. If a User successfully satisfies and passes the KYC checks, they are eligible to participate in, and purchase, utility tokens that are allocated to them from projects that are launched on Decentric.
Please note that we cannot control, nor will we be liable or responsible for, the KYC procedures completed by the KYC Provider, on Users or on the token projects, the safekeeping of any KYC documentation or a breach of any KYC laws by the KYC Provider, rules or regulations thereof, or any other act or omission pertaining to it and any token project's compliance with applicable privacy laws or regulations. We advise you to read our privacy policy and the respective privacy policy of any relevant third party and use your best discretion.
In relation to the staking services that may become available on the Site, as more particularly described in section 5.2 below titled “Staking”, we note that we will have no role or means to enforce anti-money laundering and KYC checks by default on such staking services.
We and our affiliates may, but are not obligated to, collect and verify information about you in order to keep appropriate record of our customers, protect us and the community from fraudulent users, and identify traces of money laundering, terrorist financing, fraud and other financial crimes, or for other lawful purposes.
All customers who wish to use the Services are required to:
Notwithstanding the above minimum verification procedures, we may require you to provide or verify additional information or documentation before permitting you to use any of the Services. We may refuse, in our sole discretion, to provide the Services to you. We may also: (a) suspend, restrict, or terminate your access to any or all of the Services; or (b) blacklist you from using the Services, if we reasonably suspect your use may be in connection with any prohibited use or business; your use of our Services is subject to any pending litigation, investigation, or government proceeding and/or we perceive a heightened risk of legal or regulatory non-compliance associated with your activity; or you take any action that we deem as circumventing our controls, including, but not limited to, or abusing promotions which we may offer from time to time.
In addition to providing such information or documentation, you agree to allow us to keep a record of that information during the period for which you use the Services and within five (5) years after you cease using the Services. You also authorize us to share your submitted information and documentation to third parties to verify the authenticity of such information. We may also conduct necessary investigations directly or through a third party to verify your identity or protect you and/or us from financial crimes, such as fraud, and to take necessary action based on the results of such investigations. We will collect, use and share such information in accordance with our privacy policy.
After registration, you must ensure that the information is true, complete, and timely updated when changed. If there are any grounds for believing that any of the information you provided is incorrect, false, outdated or incomplete, we reserve the right to send you a notice to demand correction, directly delete the relevant information, and as the case may be, terminate all or part of the Services we provide for you. You shall be fully liable for any loss or expense caused to us during your use of the Services. You hereby acknowledge and agree that you have the obligation to keep all the information accurate, update and correct at all times.
We reserve the right to confiscate any and all funds that are found to be in violation of relevant and applicable anti-money laundering or counter-terrorism financing laws and regulations, and to cooperate with the competent authorities when and if necessary.
You shall not use the Services in any manner except as expressly permitted in these Terms. Without limiting the generality of the preceding sentence, you may NOT:
By accessing the Services, you agree that we have the right to investigate any violation of these Terms, unilaterally determine whether you have violated these Terms, and take actions under relevant regulations without your consent or prior notice.
Access to projects on the Decentric Platform is based on Decentric's reputation system, which awards Reputation Points ( “RP” ) to Users for positive actions, and penalise Users for negative actions by deducting their RP.
Decentric will monitor and ascertain at its sole discretion the positive and negative behaviours from Users in order to grant or deduct them RP, including but not limited to:
For every project Decentric launches, we will hold a lottery and the winners of the lotteries will have the option to purchase allocation in that project. The number of RP held by a User defines their position on the leaderboard, the lowest being the Builder tier and highest being the Platinum tier:
Leaderboard Tier |
Platinum |
Gold |
Silver |
Bronze |
Builder |
Each tier is assigned a number of winners in a tier-based lottery, only Users in the Platinum tier level will have guaranteed allocations. All lotteries are conducted with a verifiable source of randomness provided via Chainlink VRF.
Decentric may opt to, at its sole discretion, launch its own token (DCEN) in the future. Once the DCEN token is launched, we may provide a staking service in which Users can stake their DCEN tokens into the Decentric platform to be added to the leaderboard. You will input the amount of DCEN to be staked on the platform, and the greater the quantity of DCEN tokens a User stakes, the greater the RP such User will earn. The number of RP you have will define your position on the leaderboard and your tier. Your tier level on the Decentric leaderboard will therefore affect your possibility to benefit from an allocation of tokens to which you will have the opportunity to purchase utility tokens from projects that are launched on Decentric's platform, particularly if you win in that tier's lottery or are a Platinum tier member in which you will have guaranteed allocations. In addition, the longer the amount of time a User commits to locking their DCEN tokens or being a DEX liquidity provider, the more their RP will increase.
You acknowledge that we cannot promise or guarantee the size of allocations that are available to all winners in each tier. You understand that you may win an allocation that will be determined by a lottery based system from being on a certain tier level on our leaderboard (other than the Platinum level which has guaranteed allocations).
In the event that you wish to unstake or withdraw your DCEN tokens, you will provide unstaking instructions through our Site. Once the unstaking instructions have been processed by the blockchain there will be a 48 hour withdrawal period, with the tokens being available in your wallet after the 48 hour period. You acknowledge and agree that when you unstake your DCEN tokens, the delivery time of such DCEN tokens into your wallet may vary based on the current congestion of the blockchain and when the transaction request is processed by the blockchain.
We shall not be liable for any losses caused by timing differences associated with the actual delivery of any DCEN staked tokens.
Decentric may terminate, suspend, or modify your access to the Site, or any portion thereof, immediately and at any point, at its sole discretion. Decentric will not be liable to you or to any third party for any termination, suspension, or modification of your access to the Services. Upon termination of your access to the Services, these Terms shall terminate, except for those clauses that are expressly stated or intended to survive beyond termination or expiration of the Terms.
OUR SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU HAVE NOT RELIED UPON ANY OTHER STATEMENT OR AGREEMENT, WHETHER WRITTEN OR ORAL, WITH RESPECT TO YOUR USE AND ACCESS OF THE SERVICES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DECENTRIC SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. DECENTRIC DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO THE SITE, ANY PART OF THE SERVICES, INCLUDING MOBILE SERVICES, OR ANY OF THE MATERIALS CONTAINED THEREIN, WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR ERROR- FREE AND WILL NOT BE LIABLE FOR ANY LOSSES RELATING THERETO. DECENTRIC DOES NOT REPRESENT OR WARRANT THAT THE SITE, THE SERVICES OR ANY MATERIALS OF DECENTRIC ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NONE OF DECENTRIC OR ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, ATTORNEYS, AGENTS, REPRESENTATIVES, SUPPLIERS OR CONTRACTORS WILL BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, INTANGIBLE OR CONSEQUENTIAL LOSSES OR DAMAGES ARISING OUT OF OR RELATING TO:
EVEN IF DECENTRIC KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE, EXCEPT TO THE EXTENT OF A FINAL JUDICIAL DETERMINATION THAT SUCH DAMAGES WERE A RESULT OF OUR GROSS NEGLIGENCE, ACTUAL FRAUD, WILLFUL MISCONDUCT OR INTENTIONAL VIOLATION OF LAW OR EXCEPT IN JURISDICTIONS THAT DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES. THIS PROVISION WILL SURVIVE THE TERMINATION OF THESE TERMS.
WE MAKE NO WARRANTY AS TO THE MERIT, LEGALITY OR JURIDICAL NATURE OF ANY TOKEN SOLD ON OUR PLATFORM (INCLUDING WHETHER OR NOT IT IS CONSIDERED A SECURITY OR FINANCIAL INSTRUMENT UNDER ANY APPLICABLE SECURITIES LAWS).
WE URGE YOU TO CONDUCT YOUR OWN DUE DILIGENCE IN RELATION TO EACH PROJECT THAT IS ACTIVELY LAUNCHED ON OUR PLATFORM AND FULLY UNDERSTAND THE PROTOCOL AND CONDITIONS OF THE TOKEN PROJECT PRIOR TO PARTICIPATING IN A DECENTRIC LAUNCHPAD SALE SUCH AS THE ALLOCATION DATE, THE UNDERLYING TECHNOLOGY, THE FEATURES AND FUNCTIONS OF SUCH PROJECT TOKENS.
WE SHALL NOT BE LIABLE FOR ANY LOSSES DUE TO YOUR MISUNDERSTANDING OF THE TERMS AND CONDITIONS ASSOCIATED WITH THE TOKENS OF A PROJECT LAUNCHED ON DECENTRIC OR TO ANY CHANGES IN SUCH TERMS AND CONDITIONS.
All present and future copyright, title, interests in and to the Services, registered and unregistered trademarks, design rights, unregistered designs, database rights and all other present and future intellectual property rights and rights in the nature of intellectual property rights that exist in or in relation to the use and access of the Site and the Services are owned by or otherwise licensed to Decentric. Subject to your compliance with these Terms, we grant you a non-exclusive, non-sub licensable, non-transferable (except as permitted under section
Except as expressly stated in these Terms, nothing in these Terms should be construed as conferring any right in or license to our or any other third party's intellectual property rights.
If and to the extent that any such intellectual property rights are vested in you by operation of law or otherwise, you agree to do any and all such acts and execute any and all such documents as we may reasonably request in order to assign such intellectual property rights back to us.
You agree and acknowledge that all content on the Site must not be copied or reproduced, modified, redistributed, used to create derivative works, or otherwise dealt with for any other reason without our prior written consent.
Third parties participating on the Site may permit us to utilise trademarks, copyrighted material, and other intellectual property associated with their businesses. We do not warrant or represent that the content of the Site does not infringe the rights of any third party.
Decentric is an independent contractor but not an agent of you in the performance of these Terms. These Terms shall not be interpreted as facts or evidence of an association, joint venture, partnership, or franchise between the parties.
You agree to indemnify and hold harmless Decentric and its affiliates and their respective shareholders, members, directors, officers, employees, attorneys, agents, representatives, suppliers or contractors from and against any potential or actual claims, actions, proceedings, investigations, demands, suits, costs, expenses and damages (including attorneys' fees, fines or penalties imposed by any regulatory authority) arising out of or related to:
If you are obligated to indemnify Decentric and its affiliates and their respective shareholders, members, directors, officers, employees, attorneys, agents, representatives, suppliers or contractors pursuant to these Terms, Decentric will have the right, in its sole discretion, to control any action or proceeding and to determine whether Decentric wishes to settle, and if so, on what terms.
Your obligations under this indemnification provision will continue even after these Terms have expired or been terminated.
You acknowledge that the Services contain Decentric's and its affiliates' trade secrets and confidential information. You agree to hold and maintain the Services in confidence, and not to furnish any other person any confidential information of the Services or the Site. You agree to use a reasonable degree of care to protect the confidentiality of the Services. You will not remove or alter any of Decentric's or its affiliates' proprietary notices. Your obligations under this provision will continue even after these Terms have expired or been terminated.
Decentric expressly prohibits and rejects the use of the Site or the Services for any form of illicit activity, including money laundering, terrorist financing or trade sanctions violations. By using the Site or the Services, you represent and warrant that you are not involved in any such activity.
Decentric shall have no liability to you if it is prevented from or delayed in performing its obligations or from carrying on its Services and business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, failure of a utility service or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation, or direction.
The parties shall attempt in good faith to mutually resolve any and all disputes, whether of law or fact, and of any nature whatsoever arising from or with respect to these Terms. These Terms and any dispute or claim arising out of or in connection with the Services or the Site shall be governed by, and construed in accordance with, the laws of the Republic of Panama.
Any dispute that is not resolved after good faith negotiations may be referred by either party for final, binding resolution by arbitration under the arbitration rules of the Hong Kong International Arbitration Centre (“ HKIAC ”) under the HKIAC Administered Arbitration Rules in force when the notice of arbitration is submitted. The law of this arbitration clause shall be Hong Kong law. The seat of arbitration shall be Hong Kong. The number of arbitrators shall be one (1). The arbitration proceedings shall be conducted in English.
Any dispute arising out of or related to these Terms is personal to you and us and will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding. There will be no class arbitration or arbitration in which an individual attempts to resolve a dispute as a representative of another individual or group of individuals. Further, a dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals.
If any provision of these Terms is determined by any court or other competent authority to be unlawful or unenforceable, the other provisions of these Terms will continue in effect.
If any unlawful or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the clause, in which case the entirety of the relevant provision will be deemed to be deleted).
All notices, requests, demands, and determinations for us under these Terms (other than routine operational communications) shall be sent to [email protected]
You may not assign or transfer any right to use the Services or any of your rights or obligations under these Terms without prior written consent from Decentric, including any right or obligation related to the enforcement of laws or the change of control. Decentric may assign or transfer any or all of its rights or obligations under these Terms, in whole or in part, without notice or obtaining your consent or approval.
No third party shall have any rights to enforce any terms contained herein.
Any links to third party websites from our Services do not imply endorsement by us of any product, service, information or disclaimer presented therein, nor do we guarantee the accuracy of the information contained on such websites. If you suffer loss from using such third party product and service, we will not be liable for such loss. In addition, since we have no control over the terms of use or privacy policies of third-party websites, you should carefully read and understand those policies.
BY MAKING USE OF OUR SERVICES, YOU ACKNOWLEDGE AND AGREE THAT: (A) YOU ARE AWARE OF THE RISKS ASSOCIATED WITH TRANSACTIONS OF ENCRYPTED OR DIGITAL TOKENS OR CRYPTOCURRENCIES WITH A CERTAIN VALUE THAT ARE BASED ON BLOCKCHAIN AND CRYPTOGRAPHY TECHNOLOGIES AND ARE ISSUED AND MANAGED IN A DECENTRALIZED FORM (“DIGITAL CURRENCIES”); (B) YOU SHALL ASSUME ALL RISKS RELATED TO THE USE OF THE SERVICES AND TRANSACTIONS OF DIGITAL CURRENCIES; AND (C) DECENTRIC SHALL NOT BE LIABLE FOR ANY SUCH RISKS OR ADVERSE OUTCOMES. AS WITH ANY ASSET, THE VALUES OF DIGITAL CURRENCIES ARE VOLATILE AND MAY FLUCTUATE SIGNIFICANTLY AND THERE IS A SUBSTANTIAL RISK OF ECONOMIC LOSS WHEN PURCHASING, HOLDING OR INVESTING IN DIGITAL CURRENCIES.