Preamble
(A) Cuverse. Cuverse Limited, Reg.-No. 76541636, is a limited liability company incorporated under the laws of Hong Kong, with its registered office at 7/F, MW Tower, 1 Bonham Strand, Sheung Wan, Hong Kong ("Cuverse").
(B) Trial Miner. Cuverse offers customers the opportunity to familiarise themselves with Cuverse’s mining services prior to any purchase of Mining Hardware or of a Service Package, by means of a paid, time-limited trial service (the "Trial Miner"). Under the Trial Miner, Cuverse operates Mining Hardware owned by Cuverse in a Cuverse Data Center for the benefit of the Customer for a limited trial period.
(C) Nature of the Trial. The Trial Miner is neither a purchase of Mining Hardware within the meaning of the Mining Hardware Hosting Agreement nor a Service Package within the meaning of the Mining Service Agreement. The Trial Miner does not give rise to any right of ownership or other proprietary rights in any Mining Hardware on the part of the Customer. The Trial Miner is an introductory service governed exclusively by this Addendum, the Trial Order Specification and the documents referred to herein.
(D) No Crypto-Asset Service. For the avoidance of doubt, Cuverse provides exclusively computing power for the purposes determined by the Customer. Mining Rewards are generated directly by the blockchain network and the Mining Pool and are transferred directly to the Customer Wallet, with no involvement of Cuverse in the custody, transfer or disposition of crypto-assets. Cuverse does not carry out the custody, administration, management or transfer of the Customer’s crypto-assets and does not provide any services that may qualify as crypto-asset services within the meaning of Art 3(1)(16) of Regulation (EU) 2023/1114 (MiCAR), including the services listed in Art 3(1)(17)–(26) MiCAR.
(E) Platform. The website cuverse.com, the mobile applications, the Customer dashboard and the related technical infrastructure (the "Platform") are operated by a separate legal entity — Cuverse Technologies Limited, Reg.-No. 78270910, with its registered office at Unit 1603, 16/F, The L. Plaza, 367–375 Queen’s Road Central, Sheung Wan, Hong Kong ("Cuverse Technologies"). Use of the Platform is governed by separate Platform Terms of Use.
(F) Acceptance. This Addendum is accepted by the Customer at the time of placing the order for a Trial Miner. The parameters of the Customer’s Trial Miner are recorded in the Trial Order Specification generated at the time of the order and forming an integral part of this Addendum. Where the Customer subsequently acquires Mining Hardware or a Service Package, the relationship in respect of that acquisition is governed by the Mining Hardware Hosting Agreement or the Mining Service Agreement respectively; this Addendum continues to govern the Trial Miner only.
§ 1. Definitions
§ 2. Trial Parameters
(1) Determination. The Trial Fee, the duration of the Trial Period, the hardware model, the hash rate, the operating mode, the Mining Pool and any other commercial or technical parameters of the Trial Miner (together, the "Trial Parameters") are as stated on the relevant page of the Platform at the time the Customer places the order. The Trial Parameters applicable to the Customer’s Trial Miner are recorded in the Trial Order Specification. In the event of any discrepancy between information displayed on the Platform and the Trial Order Specification, the Trial Order Specification prevails.
(2) Changes to the Offer. Cuverse may amend, suspend or withdraw the Trial Miner offer, or change any Trial Parameters, at any time and without prior notice. Any such change applies to Trial Miners ordered after the change only. Trial Miners activated prior to the change continue to operate on the Trial Parameters recorded in the relevant Trial Order Specification.
(3) No Configuration. The Trial Miner operates in a standard configuration determined by Cuverse. Operating mode selection, pool selection (including any Custom Pool) and other configuration options available to purchasers of Mining Hardware or Service Packages do not apply to the Trial Miner.
§ 3. Trial Fee
(1) All-Inclusive Fee. The Trial Fee is a one-time payment covering the entire Trial Period, including the Hosting Services. No further fees, top-ups or other charges of any kind are payable by the Customer in connection with the Trial Miner, and no amount is debited from any Service Prepayment or other balance of the Customer.
(2) Payment. The Trial Fee is payable in full at the time of placing the order, using one of the payment methods available on the Platform. Cuverse is not obliged to activate the Trial Miner prior to full payment of the Trial Fee.
(3) Non-Refundable Nature. The Trial Fee is non-refundable upon activation of the Trial Miner. This does not affect mandatory consumer protection rights of B2C Customers. Any refund arising under such mandatory rights, granted under § 6(4), or granted by Cuverse at its discretion, is calculated and processed in accordance with the Refund Policy.
(4) EU B2C Customers. Consumer Customers within the meaning of Art 2(1) Directive 2011/83/EU expressly request that Cuverse commence the provision of the Trial Miner service immediately upon activation, i.e. before the end of the statutory 14-day withdrawal period, and acknowledge that the right of withdrawal is lost once the service has been fully performed, in accordance with Art 16(a) of the said Directive. The Customer confirms this request and acknowledgment by ticking the corresponding mandatory checkbox at the time of placing the order. The exercise of the statutory right of withdrawal prior to full performance is governed by the Refund Policy.
§ 4. Operation
(1) Activation. The Trial Miner is activated following full payment of the Trial Fee, at the first operational cycle determined by Cuverse. The activation timing and the daily settlement schedule are described on the Platform.
(2) Best Efforts; No SLA. Cuverse uses commercially reasonable efforts to ensure the continuous operation of the Trial Miner during the Trial Period. Service level commitments, uptime guarantees and SLA compensation mechanisms provided for under the Mining Hardware Hosting Agreement, the Mining Service Agreement or Annex A — SLA Schedule do not apply to the Trial Miner.
(3) Substitution. Cuverse may at any time substitute the Mining Hardware delivering the Trial Miner service with equivalent equipment, relocate equipment between Data Centers and carry out other technical measures, provided the Trial Parameters recorded in the Trial Order Specification continue to be materially delivered.
§ 5. Mining Rewards and Customer Wallet
(1) Non-Custodial Flow. Mining Rewards are transferred to the Customer Wallet, which is controlled exclusively by the Customer. At no time does Cuverse hold the Customer’s Mining Rewards or carry out any custody. Cuverse does not have access to the Customer’s private keys.
(2) Customer Wallet Requirement. The Customer shall provide a valid Customer Wallet in order to receive Mining Rewards. Without a valid Customer Wallet, no transfer of Mining Rewards takes place. The Customer is solely responsible for the accuracy of the wallet address provided and for the security of the private keys.
(3) Withdrawal. Where the Mining Rewards accrued during the Trial Period fall below the minimum payout threshold of the Mining Pool, Cuverse may offer an express withdrawal option enabling the transfer of such amounts to the Customer Wallet. Express withdrawal is subject to availability by region and to the conditions stated on the Platform.
(4) Pool Fees. The Mining Pool may charge its own fees. Such fees are set by the Mining Pool, are outside Cuverse’s control and may reduce the actual amount of Mining Rewards.
§ 6. Term and Termination
(1) Trial Period. The Trial Period commences upon activation of the Trial Miner and continues for the duration stated in the Trial Order Specification.
(2) Automatic Expiry. Upon expiry of the Trial Period, the Trial Miner is deactivated automatically. Nothing renews, no further amount is charged, and no action is required from the Customer. Reactivation of a Trial Miner is not possible.
(3) Rewards After Expiry. Mining Rewards accrued up to the moment of expiry or termination remain attributable to the Customer and may be withdrawn in accordance with § 5.
(4) Termination by Cuverse. Cuverse may terminate the Trial Miner with immediate effect in the event of a breach of this Addendum, the Platform Terms of Use or the Acceptable Use Policy by the Customer, or where required by applicable law; in such cases the Trial Fee is not refundable. In the event of termination by Cuverse for any other reason, the Trial Fee is refunded in accordance with the Refund Policy.
§ 7. Relation to Purchase and Loyalty Program
(1) No Obligation to Purchase. The Trial Miner does not oblige the Customer to purchase Mining Hardware or a Service Package, and does not oblige Cuverse to sell any particular product to the Customer.
(2) Loyalty Program. The Trial Miner does not constitute a purchase for the purposes of the Loyalty Program. The application of any first-purchase benefits is governed exclusively by the Loyalty Program Terms.
§ 8. Eligibility and Limitations
(1) Eligibility. In order to purchase a Trial Miner, the Customer must: (a) be at least 18 years of age; (b) have the legal capacity to enter into legally binding contracts; (c) hold a valid Account; (d) accept this Addendum, the Platform Terms of Use, the Privacy Policy and the Risk Disclosure Statement; (e) not be a resident of a jurisdiction in respect of which sanctions or restrictions apply, as set out in the Acceptable Use Policy.
(2) US Customers. For the avoidance of doubt, the Trial Miner is available to US Customers. The exclusion of US Customers set out in the Mining Service Agreement applies to Service Packages only and does not extend to the Trial Miner.
(3) One Trial per Customer. Each Customer may purchase one (1) Trial Miner only. Cuverse may refuse or cancel Trial Miner orders that circumvent or attempt to circumvent this limitation, including through multiple Accounts.
(4) Regional Availability. Cuverse may restrict the availability of the Trial Miner in particular regions or jurisdictions.
§ 9. Final Provisions
(1) Liability. Cuverse is liable only for losses caused intentionally or by gross negligence. Liability for slight negligence is excluded, save in cases of breach of material contractual obligations (cardinal obligations), in which case Cuverse’s liability is limited to the typical, foreseeable damage. Cuverse’s liability under this Addendum is capped at the amount of the Trial Fee paid by the Customer. The provisions of this paragraph do not affect mandatory consumer protection rules applicable to B2C Customers, and the exclusions and limitations of liability do not apply to cases of injury to life, health or physical integrity.
(2) No Profit Guarantee. Cuverse does not guarantee any particular volume of Mining Rewards. Mining Rewards depend on network difficulty, pool performance and other factors outside Cuverse’s control. A detailed disclosure of risks is set out in the Risk Disclosure Statement.
(3) Amendments. Cuverse reserves the right to amend this Addendum. Amendments apply to Trial Miners ordered after the entry into force of the amendments. Trial Miners activated prior to the amendments continue to be governed by the version of this Addendum in force at the time of activation.
(4) Governing Law and Jurisdiction. This Addendum is governed by the substantive law of Hong Kong. Any disputes shall be subject to the exclusive jurisdiction of the competent court of Hong Kong. In the case of B2C Customers, this shall apply only to the extent that it does not contradict mandatory consumer protection rules on jurisdiction.
(5) Severability. If any provision is held to be invalid, the validity of the remaining provisions shall not be affected.
(6) Communication. Notices shall be sent to Cuverse Limited, 7/F, MW Tower, 1 Bonham Strand, Sheung Wan, Hong Kong, or by email to [email protected].