Last Modified: May 1, 2020
This Network is offered and available to users who are 18 years of age or older who are not residents of countries named on the US Department of the Treasury Sanctions list or named on the Office of Foreign Asset Control's list of Specially Designated Nationals and Blocked Persons ("SDN List"). If the user is an organization, you affirm you have the right, power and authority to enter into this agreement on behalf of the organization and bind the organization to its terms. If you do not agree to the terms of this agreement, you must not use the Network or any of our services. By using this Network, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. You represent that you are legally permitted to use the Network in your jurisdiction including owning Digital Assets and interacting with the Network in any way.If you do not meet all of these requirements, you must not access or use the Network. Without limiting the foregoing, by using the Network, you acknowledge and understand that laws regarding financial instruments, which sometimes include cryptographic tokens, also known as "Digital Assets", and decentralized finance may vary from jurisdiction to jurisdiction, and it is your obligation alone to ensure that you fully comply with any law, regulation or directive, relevant to your jurisdiction with regard to the use of the Network. You further represent and warrant that you will not use the Network or access its smart contract functionality if the laws of your country of residency or establishment prohibit you from doing so in accordance with this agreement. For the avoidance of doubt, the ability to access the Network does not necessarily mean that the Network, or your activities through it, are legal under the laws, regulations or directives relevant to your jurisdiction. All of the Network or the services made available through the Network may not be available to all users, and we reserve the right to assess or reassess at any time your eligibility to use all or part of our Network. The availability of the Network does not constitute, and may not be used for the purposes of, an offer or solicitation to anyone in any jurisdiction in which such offer or solicitation is not authorized, or to any person to whom it is unlawful to make such an offer or solicitation. By accessing or using the Network, you explicitly agree that the smart contracts built into the Dapps that comprise the Network are legally binding and enforceable upon you and the contract counterparty.
Accessing the Network and Account Security
To access the Network or some of the resources it offers, you may be asked to provide an Ethereum wallet address (a "Wallet"). It is your sole responsibility to maintain the security of your Wallet. If you lose access to your Wallet, a private key, password, or other method of securing your Wallet, any funds may be irretrievable, and we will be unable to assist you in any way. You hereby irrevocably waive, release and discharge all claims, whether known or unknown to you, against us, our affiliates and their respective shareholders, members, directors, officers, employees, agents and representatives related to your use of any Wallet software, associated loss of funds, transaction failures, or any other defects that arise in the course of your use of your Wallet, including any losses that may obtain as a result of any failure in smart contracts made available on the Network. By using the Network, you agree to be fully, independently and personally liable for each transaction made on the Network by you, and you must make sure that you are the only person with access to your Wallet at all times. You hereby accept responsibility for any activity transacted on the Network through your Wallet.
Some services on the Network involve the use of blockchains, including the Ethereum blockchain, which may require that you pay a fee, such as "Ethereum Gas Charges", for the computational resources required to perform a transaction. You acknowledge and agree that the Company has no control over these fees, including:
- (a) any Ethereum blockchain transactions;
- (b) the method of payment of any Ethereum Gas Charges; or
- (c) any actual payments of Ethereum Gas Charges.
Accordingly, you must ensure that you have a sufficient balance of digital assets, such as Ether, stored at your Wallet to complete any transaction on the Ethereum blockchain network before initiating such transactions. You may be subject to additional fees and charges, including fees required to access certain smart contracts. You acknowledge that such fees may be adjusted from time to time by us or by other users who set the terms of their own smart contracts. If you do not agree with the fees charged for Network functionality, do not use or access the Network.
The use of certain smart contract functionality on the Network may require the purchase of Keep Digital Assets, the payment of fees or the posting of collateral in other types of Digital Assets as determined by the creator of such smart contract. You agree that any such fees or requirements are reasonable, and your use of the Network or any related smart contracts shall constitute your acceptance of such fees or requirements.
Notwithstanding anything in this Agreement to the contrary, it is your sole responsibility to determine whether, and to what extent, any taxes apply to any transactions you conduct through the Network, and to withhold, collect, report and remit the correct amount of taxes to the appropriate tax authorities. You agree to indemnify and hold us harmless for your failure to pay any taxes, including any penalties, duties and interest, imposed by any governmental authority.
Risks. Use of the Network may carry financial risk. Digital Assets are a novel and relatively experimental technology. Their value, if any, can fluctuate with great volatility, and transactions conducted with Digital Assets are irreversible. The use of Digital Assets in decentralized finance is inherently risky, and you acknowledge and agree that you are accessing and using the Network at your own risk. The risk of loss due to market volatility and malfeasance by other users of the Network can be substantial. Digital Assets and smart contracts are typically described using extremely technical language that is difficult to understand and requires a deep knowledge of cryptography and computer science. Dapps made available on the Network may have inherent design flaws that have not been detected in testing or may not perform as expected in conjunction with third-party technology or high-volume use. You should carefully consider whether you have sufficient understanding of the technology before accessing or using the Network.
By accessing or using the Network, you hereby represent that you have the requisite knowledge and experience to evaluate the risk of the technology you are using and any transactions you undertake, and you accept the risk that the Network might not function as anticipated and that you might lose access to your Digital Assets temporarily or permanently. The Network encourages the creation of third-party Dapps and smart contract technology, but the availability of third-party Dapps and smart contract technology on the Network is not an endorsement by us of that technology. You acknowledge and agree that the Company is not a party to the smart contracts offered on the Network and that the contract counterparty to any smart contracts you enter will likely be unknown to you.
You acknowledge that the Network runs on top of the decentralized Ethereum blockchain and that we have no control over the availability of the Ethereum blockchain or the price of the Digital Asset, ETH. The Ethereum protocol is open source, and anyone can use, copy or make modifications to the protocol known as "Forks"which could materially affect the operation of the Ethereum blockchain and thus, the Network. In the event of a Fork, you acknowledge and agree that we may temporarily or permanently suspend our operations and that we bear no liability for losses resulting from a Fork in the Ethereum blockchain.
More specifically, if you are a user of any one of several smart contracts on the Network, you may be required to post collateral or pay a fee. You acknowledge that under certain circumstances, market fluctuation could require you to increase the amount of collateral required to fulfill your performance obligations under the smart contract or your collateral could diminish in value or be lost altogether. Under no circumstances will the operation of all or any portion of the Network be deemed to create a relationship that includes the provision or tendering of investment advice.
The Network may become the target of sophisticated hacking attempts, cyber attacks, dramatic fluctuations in use or other technical or operational challenges that could affect its availability or ability to function properly. You accept the risk of any delays or transaction failures resulting from such interference with the Network or any third-party services connected to or operating in conjunction with the Network including other operators of decentralized networks, platforms or Dapps. You further acknowledge that decentralized lending and borrowing protocols that ultimately allow the use of Digital Assets created on our platform have no legal obligation to provide software development to or maintain their protocols, and you should not expect that their services will continue or be available at any particular time. We are not responsible for the availability of or maintenance to lending or borrowing protocols that allow interaction, through smart contracts or otherwise, with the Keep Network or Keep Digital Assets.
You acknowledge that Company is a non-custodial provider of Network services. We do not provide custody services, control or manage your Digital Assets in any manner whatsoever. The Network exists in a decentralized environment through which functionality can be autonomously directly accessed by you without any involvement or actions by Company or any third-party. Use of the Network requires the use of ERC 20 compatible Wallet(s). It is your responsibility to maintain access to and the security of your Wallet. If you fail to secure your Wallet properly, you could lose access to the contents of your Wallet and you will no longer be able to access or use some Network features.
In many jurisdictions, the regulatory frameworks imposed by governmental authorities over the use and sale of cryptocurrencies or Digital Assets are uncertain. Changes in regulations and policies may affect your use of the Network in your jurisdiction, and you are responsible for consulting with legal counsel and complying with all applicable laws in your jurisdiction.
The Network may rely on the use of third-party platforms, exchanges, Dapps, oracles or other mechanisms to facilitate your use of the Network. We do not control the availability of those platforms, and your access to and use of the Network could be affected by changes in those platforms which are beyond our control.
Intellectual Property Rights
You must not delete or alter any copyright, trademark or other proprietary rights notices from copies of materials from this site. The smart contracts and software provided by us to the Network are made available to you under the MIT open source license, and the documentation and source code are available at https://github.com/keep-network. Other third-party technology provided to the Network is owned by the third-party provider of such technology or is made available subject to the license identified with the technology.
- In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
- For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise.
- To attempt to circumvent any Network security or access controls or to interfere with the operation of the Network.
- To impersonate or attempt to impersonate the Company, a Company employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or wallet addresses associated with any of the foregoing).
- To transmit or exchange Digital Assets that are the direct or indirect proceeds of any illegal, criminal or fraudulent behavior including terrorism.
- In any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Network, including their ability to engage in real time activities through the Network.
- Use any robot, spider or other automatic device, process or means to access the Network for any purpose, including monitoring or copying any of the material on the Network.
- Use any manual process to monitor or copy any of the material on the Network or for any other unauthorized purpose without our prior written consent.
- Use any device, software or routine that interferes with the proper working of the Network.
- Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
- Otherwise attempt to interfere with the proper working of the Network.
The Network may contain links to social media, message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, FAQs and other interactive features (collectively, "Interactive Services") that allow users to post, submit, publish, display, advise or transmit to other users or other persons (hereinafter, "post") content or materials (collectively, "User Contributions") on or through the Network.
You represent and warrant that:
- You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns.
You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have fully responsibility for such content, including its legality, reliability, accuracy and appropriateness. We are not responsible, or liable to any third party, for the content or accuracy of any User Contributions posted by you or any other user of the Network.
Monitoring and Enforcement; Termination
We have the right to:
- Remove or refuse to post any User Contributions for any or no reason in our sole discretion.
- Disclose information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
- Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Network.
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone using or posting any materials on or through the Network.
However, we do not undertake to review material before it is posted on or through the Network and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, User Contributions must not:
- Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
- Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
- Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.
- Be likely to deceive any person.
- Promote any illegal activity, or advocate, promote or assist any unlawful act.
- Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.
- Impersonate any person or misrepresent your identity or affiliation with any person or organization.
- Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.
- Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
Reliance on Information Posted
The information presented on or through the Network is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other user of the Network, or by anyone who may be informed of any of its contents.
This Network may include or link to content provided by third parties, including materials provided by other users, smart contract creators, third-party licensors, syndicators, aggregators, reporting services, FAQ providers and/or "how to"manuals. All statements and/or opinions expressed in such materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
Changes to the Network
We may update the content on this Network from time to time, but its content is not necessarily complete or up-to-date. We reserve the right to withdraw or amend this Network, and any service or functionality, including smart contract functionality, on the Network in our sole discretion without notice. Any of the material on the Network may be out of date at any given time, and we are under no obligation to update such material. You acknowledge that the software protocols comprising the Network are open source, and over time, by consensus of Network users or by actions of third parties beyond our controls, may be modified, copied or reproduced in different form. As such we are not responsible for the operation of the underlying protocols and make no guarantee of their functionality, security or availability. In the event of a change in the operation of the Network, you agree we may temporarily or permanently suspend our operations without liability to you.
Information About You and Your Visits to the Network
Third-Party Terms and Conditions
Links from the Network
If the Network contains links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party sites linked to this Network, you do so entirely at your own risk and subject to the terms and conditions of use for such Networks.
Access to the Network may not be legal by certain persons or in certain countries. You are responsible for compliance with all applicable laws in your jurisdiction.
Disclaimer of Warranties
WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, HACKS, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE NETWORK OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE NETWORK, ANY THIRD PARTY LINKS (INCLUDING BUT NOT LIMITED TO SMART CONTRACTS FAQS OR OTHER MATERIALS) ACCESSED THROUGH OR IN CONJUNCTION WITH THE NETWORK, OR ON ANY NETWORK LINKED TO IT.
YOUR USE OF THE NETWORK, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE NETWORK IS AT YOUR OWN RISK. THE NETWORK, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE NETWORK ARE PROVIDED ON AN "AS IS"AND "AS AVAILABLE"BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE NETWORK. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE NETWORK, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE NETWORK WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE NETWORK OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE NETWORK WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
YOU HEREBY IRREVOCABLY WAIVE, RELEASE AND DISCHARGE ALL CLAIMS, WHETHER KNOWN OR UNKNOWN TO YOU, AGAINST US, OUR AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND REPRESENTATIVES RELATED TO YOUR USE OF ANY WALLET SOFTWARE, ASSOCIATED LOSS OF FUNDS, TRANSACTION FAILURES, OR ANY OTHER DEFECTS THAT ARISE IN THE COURSE OF YOUR USE OF YOUR WALLET. THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation on Liability
IN NO EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE NETWORK, ANY NETWORKS LINKED TO IT, ANY SMART CONTRACTS OR DISTRIBUTED APPLICATIONS EXISTING ON OR CONNECTING TO THE NETWORK, ANY LOSS OF FUNDS OR COLLATERAL, ANY CONTENT ON THE NETWORK OR SUCH OTHER NETWORKS OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE NETWORK OR SUCH OTHER NETWORKS, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY DAMAGES, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE NETWORK OR ITS CONTENTS.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Release of Claims
You acknowledge that the Network (including without limitation the smart contracts) and your use of the Network contain certain risks, including without limitation the following risks: any smart contracts you interact with are entirely your own responsibility and your own liability, and we are not a party to the smart contracts; At any time, your access to your Digital Assets may be suspended or terminated or there may be a delay in your access or use of your Digital Assets which may result in the Digital Assets diminishing in value or you being unable to complete a smart contract; if your collateral declines such that your collateral is no longer sufficient to secure your position as a signer or depositor that a liquidation auction may not produce sufficient revenue to return your collateral, or other users may seize your collateral to close out your account; and the Network and related smart contracts may be suspended or terminated for any or no reason, which may limit your access to your Digital Assets. You assume all risk in connection with your access to and use of the Network and its smart contracts, and you waive and release us from any and all liability, claims, causes of action or damages arising from or in any way related to your use of the Network or the smart contracts.
Governing Law and Jurisdiction
Limitation on Time to File Claims
Waiver and Severability
Your Comments and Concerns
This Network is initially operated by Keep SEZC.
All feedback, comments, requests for technical support and other communications relating to the Network should be directed to: [email protected].