TERMS AND CONDITIONS – REGISTRATION OF ASSETS
Thank you for expressing an interest in registering your assets with Decenomy p.l.c. (the “Company”).
The Company provides a decentralised market economy ecosystem based on blockchain technologies and smart contracts, including ancillary and connected services as shown on the Website available at https://decenomy.net from time to time. DECENOMY consist inter alia of a network of economic operators registering assets to the said decentralised economy, providing underlying asset value to the Coins registered to DECENOMY.
The Company is currently accepting expressions of interest from commercial operators for Asset Registration (as hereunder defined). The following are the terms and conditions governing an Applicant’s submission of an expression of interest in the registration of Assets
By submitting an EOI via https://assetprovider.decenomy.net/register-your-assets-within-decenomy/, the Applicant declares to have read and understood and irrevocably submits to the terms and conditions contained herein (hereinafter referred to as “T&Cs”), as well as the policies found on https://decenomy.net/ip-address-and-cookie-policy/and https://decenomy.net/privacy-notice/. No alterations, (other than filling in the blacks intended to be filled in), shall be made in the EOI form.
The Company reserves its right at its sole discretion to accept or reject, whether in whole or in part any EOI and request for the Registration of Assets, and this without the need to provide any justification thereof. This right shall subsist irrespective of any interpretation of the Assessment (as defined below) and shall be unfettered in the most absolute manner.
For the purposes of these additional terms and conditions, the following terms, unless the context otherwise dictates, shall have the meanings set forth hereunder –
- “Applicant” or “You” shall mean a person or entity expressing an interest in Asset Registration through the EOI.
- “Assessment” means all processes determined by the Company at its discretion consisting inter alia in the collection and analysis of Data, on the basis of which a submitted EOI is assessed for potential Registration to the Virtual Market;
- “Asset/s” shall mean a resource/s, whether current, fixed, financial or intangible, having an economic value that the Applicant owns or controls with the expectation that it will provide a future benefit.;
- “Asset Data” means financial, economic, corporate, compliance, valuation and other information and data, not being Personal Data, the Company at its sole discretion may request in furtherance to an Assessment;
- “Asset Registration” means the registration of an Asset to the Virtual Market
- “Company”, “we”, “us” or “our” means Decenomy p.l.c., a public liability company registered in Malta, bearing company registration number C-99090, having its registered office at 86, Main Street, St. Julians, Malta, Europe, its successors and/or assigns
- “Coin/s” means digital virtual cryptocurrency which can be used for online transactions between individuals without the need of any regulator or the involvement of third parties in the said transactions.
- “Data” means all financial, operational, market, valuation and other relevant information that may be required on the Applicant, the Assets and any third Party by the Company at its discretion to enable it to process and assess an EOI, and includes both Asset Data and Personal Data;
- “DECENOMY Coin/s” means Coins accepted from time to time in the Virtual Market.
- “EOI Confirmation Email” means the communication sent out by You through Your submission of an Expression of Interest
- “Expression of Interest” or “EOI” means the submission of an application through https://assetprovider.decenomy.net/register-your-assets-within-decenomy/ by an Applicant, expressing an interest registering the Asset/s to the Virtual Market strictly following the steps found at the time of submission at https://assetprovider.decenomy.net/apply-as-assetprovider
- “Personal Data” means any information relating to an identified or identifiable natural person, which may be deemed as “personal data” in terms of the relevant provisions of General Data Protection Regulation ((EU) 2016/679) (GDPR) and any transposition of such provisions into Maltese Law
- “Registration” means the registration of the Asset/s to the Virtual Market by a Subscriber following acceptance by the Company of such registration.
- “Subscriber” means an Applicant whose Application for the Registration of Assets to the decentralised Virtual Market following an EOI has been accepted by the Company.
- “Virtual Market” means the decentralized virtual market economy ecosystem based on blockchain and smart contracts created by the Company under the product name “DECENOMY”, and any future iterations of such;
- “Website” shall mean decenomy.net or any alternative website offered by the Company
The definitions provided in the policies found on https://decenomy.net/ip-address-and-cookie-policy/and https://decenomy.net/privacy-notice/, save where differing as per definitions above, shall also apply to these T&Cs.
III SPECIFIC TERMS GOVERNING AN EXPRESSION OF INTEREST
By submitting an EOI strictly following the steps found at https://assetprovider.decenomy.net/apply-as-assetprovider/, the Applicant hereby undertakes to collaborate with the Company in submitting all Data required by the Company in order for it to carry out an Assessment of such EOI leading to the potential Registration of the Assets to the Virtual Market.
The Applicant furthermore grants in favour of the Company (or third parties appointed by such) the unrestricted right and its irrevocable consent to verify through independent means any such Data.
All costs incurred by the Applicant and risk in relation to the EOI and its subject-matter, the submission of Data and in any matter related to the Applicant’s engagement with the Company throughout the Assessment leading to the potential Registration (whether successful or otherwise) shall be the sole responsibility of the Applicant, to the exclusion of the Company. The Applicant shall furthermore pay such fees and expenses, including any professional fees, required by the Company as part of the Assessment, provided that the quantum of such fees and expenses and/or the manner of their calculation shall be pre-agreed between the Parties in writing.
The invitation or opportunity provided to submit an EOI as well as any engagement between the Applicant and Company in furtherance thereto and to the Assessment does not constitute a solicitation for investment or investment advice, nor does it pertain in any way to an offering of securities in any jurisdiction, nor does it constitute any warranty on future performance.
The submission of an EOI and/or the Registration of Assets by the Applicant shall in no event import the acquisition of any ownership rights in the Company and/or its products. The only right associated with the registration of the Assets is for such to be Registered within the Virtual Market. The Company does not give any representation, warranty or guarantee regarding the potential risks involved in Registration of the Assets, the safety of such and/or the ability to trade such Assets and/or offer them as security.
The EOI, Website, these T&Cs and any other document published by the Company shall not include an offer or invitation for Registration of Assets to the Virtual Market by in any jurisdiction:
- (i) In which such is not authorised; and/or
- (ii) In which the person submitting the EOI is not qualified to do so; and/or
- (iii) Where it is unlawful to submit such EOI and/or proceed with the Registration of Assets.
Applicants are required to inform themselves about, and to observe, any such restrictions;
The Virtual Market, being an innovative commercial concept, may put an Applicant partly or wholly at risk since it carries a higher risk. Therefore any Applicant should take the appropriate advice and read these terms and conditions prior to making decision to submit an EOI and/or submit to Assessment and/or complete any Registration of Assets to the Virtual Market.
Applicants should always seek independent financial advice on the potential risks and benefits of completing a Registration of Assets to the Virtual Market,and should make such decision and any ancillary or connected decision only after careful consideration and consultation with his/her/its own independent legal advisers and/or accountants and/or other financial advisers as to legal, tax, investment or any other matters related both directly and indirectly thereto.
The Applicant shall carry exclusive responsibility for checking and verifying all matters prior to submitting an EOI and any subsequent Registration of Assets, and it is presumed that such decisions shall be taken by individuals or entities having which have with significant experience with the subject-matter of the EOI, and an understanding of the usages and intricacies associated therewith.
The contents of the Website or any other website directly or indirectly linked to the subject-matter of the EOI do not form part of these terms and conditions and accordingly, no reliance ought to be made by any Applicant on any information or data contained in such websites;
Notwithstanding any representations made at any time by the Company, it is understood that the value of the Assets and the DECENOMY Coins can go up or down and that representations made are not necessarily indicative of future performance. Further risks relating to the Registration of the Assets are –
- (i) Lack subscription of Assets to the Virtual Market by third parties;
- (ii) Risks relating to the particular economies in which such Assets reside and operate;
- (iii) Reliability of the valuation of Assets or the value of such;
- (iv) Degradation and/or failure of the Virtual Market;
- (v) The effect of Registration of assets to the Virtual Market by third parties on the value of the Asset/s;
- (vi) Discontinuation of trading in Coins and/or DECENOMY Coins and/or the Assets in any particular jurisdiction;
- (vii) The wide variety of regulations and standards and extensive laws governing the Asset and/or the Applicant, including but not limited to fiscal legislation which may vary from one jurisdiction to another;
- (viii) Risks inherent to the largely unregulated cryptocurrency sector and the Virtual Market and any future regulation by government authorities, political developments, tax laws, alternative investments and other factors might have a direct or indirect impact on the value of the Assets and/or DECENOMY Coins;
- (ix) Reputational risk: this is usually associated with regulatory compliance, professional behavior of the human resources, reputation and financial soundness of Applicants/Subscribers and the Assets registered to the Virtual Market. Reputational risk could materially and adversely affect the Virtual Market, and the ability of the Company to retain or attract Applicants and Subscribers;
- (x) Litigation risk: All industries, including every industry within which the Assets operate or intend to operate are subject to legal claims, with and without merit. Defense and settlement costs can be substantial, even with respect to claims that have no merit. Due to the inherent uncertainty of the litigation and dispute resolution process, there can be no assurance that the resolution of any particular legal proceeding or dispute will not have a material adverse effect on the value of Assets and market health.
- (xi) The Virtual Market, the Assets and the DECENOMY Coins are susceptible to adverse economic developments and trends across jurisdictions. Negative economic factors and trends could have a material impact on the capitalized value of the Virtual Market generally,and may adversely affect its status. In addition, the Virtual Market and Assets may be impacted by increased competition from other similar markets and entities which have substantially greater resources than the Company and a considerable market share. If the Virtual Market is not able to compete successfully with similar and/or competing markets, the value of the Assets could be adversely affected.
The Virtual Market shall contain information on Assets registered to the Virtual Market which includes forward-looking statements that include, among others, statements concerning strategies and plans relating to the attainment of objectives, capital requirements and other statements of expectations, beliefs, future plans and strategies, anticipated developments, products and other matters that are not historical facts and which may, accordingly, involve predictions of future circumstances. Subscribers can generally identify forward-looking statements by the use of terminology such as “may”, “will”, “expect”, “intend”, “plan”, “estimate”, “anticipate”, “believe”, or similar phrases. Such forward-looking statements are inherently subject to a number of risks, uncertainties and assumptions, all of which are beyond the control of the Company.
The Applicant acknowledges and accepts that the risks mentioned in these T&Cs, if they were to materialise, could have a significant and serious effect on Asset value, the value of the Decenomy Coins, its financial results, prospects and product development plans. Accordingly, the Company cautions prospective Applicants and Subscribers that these forward-looking statements are subject to risks and uncertainties that could cause actual events or results to differ materially from those expressed or implied by such statements, and no assurance is given that the projected future results or expectations covered by such forward-looking statements will be achieved;
IV CONFIDENTIALITY AND PRIVACY
In order to carry out all processes comprising Assessment, the Company shall require the application data submitted by you through the EOI Confirmation Email (application form) and additional Data as the Company may require from time to time.Where we need to collect Data, whether by law or where requested by the Company at its discretion, and you fail to provide that Data when requested, we may not be able to complete our assessment of your EOI. Any risks associated with non-submission of Data shall reside with the Applicant/
The Company may disclose, transfer or otherwise give access the Datato its affiliated entities for any of the reasons indicated below. Please see a list of our affiliated entities.
The Company may disclose, transfer or otherwise give access to the Data to third party service providers, legal counsel, consultants and other persons or entities engaged by the Company to provide services relating to the consideration by the Company of data being analysed for the purposes of considering Asset Registration, provided that such third party service providers have subscribed to the Company’s obligations as contained herein.
a. Personal Data
It is acknowledged and accepted that the Company could hold Data disclosed as per your EOI and Assessment, that may be deemed as “personal data” in terms of the relevant provisions of General Data Protection Regulation ((EU) 2016/679) (GDPR) and any transposition of such provisions into Maltese Law (“Personal Data”). You hereby hereby give their consent to the retention and processing of such Personal Data for the purposes of such application for Asset Registration, and any matter ancillary thereto.
We have appointed a Data protection contact point who is responsible for overseeing questions in relation to this privacy notice. If you have any questions about this privacy notice, including any requests to exercise Your Legal Rights, please contact the Data Protection Officer using the details set out below.
Our full details are:
Full name of legal entity: Decenomy p.l.c., a public liability company bearing company
registration number C-99090 and having its registered office at 86, Main Street, St. Julians, Malta, Europe
Name or title of Data Protection Officer: Department of DP
Email address: [email protected]
Postal address: Decenomy p.l.c., 86, Main Street, St. Julians, Malta, Europe
By submitting Personal Data, you irrevocably confirm to have obtained any and all rights to submit such under the provisions contained herein by the owners of such Personal Data and assume full responsibility for any loss or other liability which the Company may incur as a result of your decision to provide such Personal Data. By submitting Personal Data hereby agree to indemnify the said Company against any and all claims which may be made upon them in consequence thereof and to pay it on demand all payments, losses, costs and expenses which it may incur, sustain or be put to in any manner or circumstance whatsoever
We will only use Personal Data:
- (i) To maintain and consider your EOI for Asset Registration;
- (ii) For the Assessment
- (iii) To perform any contract or agreement we are about to enter into or have entered into with you.
- (iv) Where it is necessary for our legitimate interests (or those of a third party) and your interests and fundamental rights do not override those interests.
- (v) Where we need to comply with a legal or regulatory obligation.
We have set out below, in a table format, a description of all the ways we plan to use the Personal Data, and which of the legal bases we rely on to do so. We have also identified what our legitimate interests are where appropriate.
Note that we may process the Personal Data for more than one lawful ground depending on the specific purpose for which we are using your data. Please contact us if you need details about the specific legal ground we are relying on to process your personal data where more than one ground has been set out in the table below.
|Purpose/Activity||Type of data||Lawful basis for processing including basis of legitimate interest|
To be able to maintain and consider an application for Asset Registration and carry our Assessment
(c) Postal and Email address
(d) Details of Corporate Entity applying for Asset Registration
(c) Financial information
(d) Compliance data
(e) Details of transaction
(a) To accept sign-up to the Website
(b) To carry out Assessment
(c) Compliance with a legal obligation
To respond to your queries and additional requests*
(c) Information relating to your query
(a) To carry out Assessment
|To manage our relationship with you||
(d) Marketing and Communications
(a) Performance of Assessment and any contract or agreement with you
(c) Necessary to comply with a legal obligation
(d) Necessary for our legitimate interests (to keep our records updated and to consider whether to complete Asset Registration)
You have the right to object at any time to such processing of Personal Data and are obliged to inform the Company in the event of any withdrawal or variation of consent. You can exercise this right by contacting us on: <insert email >.
Please note that we may process Personal Data without your knowledge or consent, in compliance with the above, where this is required or permitted by law. We may also disclose Personal Data to regulatory or governmental agencies as well as executive and judicial authorities which may have jurisdiction over our operations. We shall only make such disclosures in accordance with the appropriate authority and to comply with our legal obligations.
We will only use Personal Data for the purposes for which we collected it, unless we reasonably consider that we need to use it for another reason and that reason is compatible with the original purpose. If you wish to get an explanation as to how the processing for the new purpose is compatible with the original purpose, please contact us.
If we need to use Personal Data for an unrelated purpose, we will notify you and we will explain the legal basis which allows us to do so.
To determine the appropriate retention period for Personal Data, we consider the purpose for which we process such Personal Data, whether we can achieve those purposes through other means, and the applicable legal requirements.
(ii) Asset Data
Asset Data which is provided by you and is not already held by the Company through legitimate means and/or is not publicly available and/or is not in the public domain is confidential (“Confidential Information”) and the Company acknowledges, confirms and undertakes in your favour the following:
- 1. It is prohibited from using Confidential Information, or attempting to use that information, for any purpose other than the consideration and assessment of your application for Asset Registration
- 2. It shall keep the Confidential Information confidential, whether belonging to you, your partners, affiliates, customers or suppliers,
- 3. It shall hold the Confidential Information in strict confidence, refrain from disclosing it to any third parties save as provided herein, and not use any Confidential Information for any purpose except in connection with the Assessment and in maintaining, assessing and considering the application for Asset Registration.
- 4. It shall promptly return to you upon your request, all tangible items containing or consisting of the Confidential Information and all copies thereof, with it being understood that such request may affect the Company’s ability to perform the Assessment
- 5. That nothing contained herein will be construed as granting any rights to the Company, by license or otherwise, to any of the Confidential Information except as specified herein.
V INTELLECTUAL PROPERTY RIGHTS
All proprietary information (“Proprietary Information”), including but not limited to service marks, logos, graphics, business plans, mood boards, artist impressions, designs, calculations, documents and business information and plans provided by you shall remain the exclusive property of their owners and shall not be used by the Company / the Applicant for any purpose other than the maintenance and consideration of your application for Asset Registration.
The Applicant understands and accepts that these T&Cs govern the submission of the EOI and all Data, the Assessment and all matters leading to the Registration of Assets and all ancillary matters.
The completion of the Registration of the Assets by the Applicant shall be subject to the specific terms governing such registration.