Terms of Service

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Your Access to and Use of the Testnet

1. You must be at least 18 years and be legally capable of forming a binding contract in your country of residence to use the Testnet.
2. You are not a person barred from using the Testnet under the laws of the United States, your place of residence, or any other applicable jurisdiction.
3. By accessing and using the Testnet, you agree that you have read, understand and accept (i) all of the terms and conditions contained in these Terms and (ii) the Company’s Privacy Policy, Cookie Policy, and E-Sign Consent Policy. You acknowledge and agree that you will be bound by these Terms and any other applicable agreements and policies upon access and use of the Testnet.
4. You are knowledgeable, experienced, and sophisticated in using and evaluating blockchain and related technologies and assets, including the Testnet.
5. You may only use the Testnet for lawful testing, experimentation, and evaluation.
6. The Company may reset, restart, modify, update, or shut down the Testnet at any time and may discontinue support for the Testnet at the Company’s sole discretion. For the avoidance of doubt, we may, at our sole option and election, terminate access to the Testnet at any time. We also reserve the right, in our sole discretion, to prohibit certain wallet addresses from being able to use or engage with the Testnet at any time. We will not be liable for any losses suffered by you resulting from any modification to the Testnet or from any suspension or termination, for any reason, of your access to all or any portion of the Testnet.
7. Your use of the Testnet is subject to certain limitations on access and use as set forth in these Terms, any documentation accompanying the Testnet or as otherwise provided to you by the Company. You agree that: (i) you will not misrepresent or mask your identity when using the Testnet; (ii) you will avoid any conflict of interest or engage in any intentional unethical conduct; and (iii) you will not intentionally or negligently cause any reputational harm to the Company. If the Company believes that you have attempted to exceed or circumvent these limitations, your ability to use the Testnet may be temporarily or permanently blocked without prior notice.
8. You may receive updates and information from the Company that constitute Confidential Information. “Confidential Information” means any information or data, regardless of whether it is in tangible form, that is disclosed or otherwise made available by the Company to you and that is (i) in tangible form and labeled or marked confidential or proprietary, (ii) if disclosed orally is designated as confidential or proprietary at time of disclosure, or (iii) information that a reasonable person knows or should have known to be confidential or proprietary given the nature of the information and the circumstances surrounding disclosure. Any information disclosed by an affiliate of the Company shall be treated as if disclosed by the Company. All Confidential Information is the sole and exclusive property of the Company and may be used by you only for assisting us in resolving any security issue you have reported to us. You agree not to disclose such Confidential Information or any announcement that the Company notes as embargoed without the Company’s prior written consent. You may disclose Confidential Information when compelled to do so by Legal Requirements if you provide us with reasonable prior notice unless a court orders that we not receive notice.
9. You acknowledge and understand that: (i) activity on the Testnet is public and may be viewed or recorded by anyone; (ii) you should not input personal, confidential, or proprietary information into the Testnet; and (iii) the Company may collect limited telemetry or usage data to improve and evaluate the Testnet.
10. If applicable, the Company may use your data and information you may provide solely to the extent necessary to fulfill its obligations under these Terms and to comply with applicable Legal Requirements.
11. You agree to comply with any and all applicable “Data Protection Law(s)” (which means, collectively, all Legal Requirements that apply to processing of personal data under or in connection with these Terms, including applicable international, national, federal, state, provincial, and local laws, rules, regulations, directives and governmental requirements relating to privacy, data protection, or security) that may apply to performing your obligations under these Terms. The obligations include, without limitation:
    1. providing notices of data breach as required by applicable Data Protection Laws; and
    2. processing data only in accordance with the Company’s privacy policy, as well as your own privacy policies.
12. You and the Company agree that neither is the data processor of the other party under any applicable Data Protection Law, nor are you and us acting together as joint data controllers. To the extent any personal data is processed in connection with the Testnet, each party acts as an independent controller with respect to its own processing of such personal data. You and the Company further agree that no monetary or other valuable consideration is provided to either party in exchange for any personal data associated with the Testnet and that data sharing conducted pursuant to these Terms does not constitute a sale of personal data under any applicable Data Protection Law.
13. You agree to be solely responsible for the accuracy, quality, integrity and legality of all information you share with the Company or its affiliates.
14. You acknowledge and agree that, in providing the Testnet, the Company is not acting in any capacity as a money transmitter or money services business (or equivalent regulated entity under applicable Legal Requirements), and the Company does not provide any regulated financial services in connection with the Testnet.
15. You are responsible for obtaining the data network access necessary to use the Testnet. Mobile network data and messaging rates and fees may apply if you access or use the Testnet from a mobile device. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Testnet and any updates thereto. The Company does not guarantee that the Testnet, or any portion thereof, will function on any particular hardware or devices. In addition, the Testnet may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications. We are not responsible for any delays, delivery failures, or damage, loss or injury resulting from any such issues.
16. Third parties may elect to support or utilize the Testnet on their platforms without any authorization or approval by the Company or anyone else. For example, as a result of the decentralized and open source nature of the Testnet, it is possible that a party unaffiliated with the Company could create an alternative version of the blockchain (a “fork”). Testnet access or support on any third-party platform does not imply any endorsement by the Company that such third-party services are valid, legal, stable or otherwise appropriate. The Company is not responsible for any losses or other issues you might encounter using the Testnet in connection with any third-party forks, platforms, blockchains, protocols, technologies, products or services. The Company does not have any ability or obligation to prevent or mitigate attacks or resolve any other issues that might arise with any third-party forks, platforms, blockchains, protocols, technologies, products or services. Any such attacks or issues related to any third party might materially impact you, and the Company shall bear no responsibility for any losses that result from such attacks or issues. It is your responsibility to ensure that you are accessing the Testnet through your intended user interface.
17. You are aware of and accept the risk of operational challenges with the Testnet. The Company may experience sophisticated cyber-attacks, unexpected surges in activity or other operational or technical difficulties that may cause interruptions to the Testnet. You understand that the Testnet may experience operational issues that lead to delays. You agree to accept the risk of any issues resulting from unanticipated or heightened technical difficulties, including those resulting from sophisticated attacks. You agree not to hold the Company accountable for any related losses.
18. You represent, warrant, and covenant that (i) you shall comply with all applicable Legal Requirements; (ii) your use of the Testnet is and will at all times comply with all Legal Requirements and these Terms; (iii) you will not use the Testnet, or permit the use of the foregoing by any third party, in any manner that is fraudulent, unlawful, deceptive or abusive (iv) you will not use the Testnet from a Restricted Territory or any jurisdiction that we have, in our sole discretion, or a relevant Regulatory Authority has determined is a jurisdiction where the use of the Testnet is prohibited under Legal Requirements; (v) you are not a Sanctions Target; and (vi) you will not use the Testnet to benefit or support any Restricted Territories or Sanctions Targets. For the purposes of these Terms: (1) “Legal Requirement” means applicable federal, state, and local laws, statutes, and regulations, and all applicable orders, judgments, decisions, rules, policies, opinions, attorney general opinions, or guidelines passed or issued by any Regulatory Authority or any competent court; Data Protection Laws; Sanctions; anti-corruption laws (including the Foreign Corrupt Practices Act and the UK Bribery Act); and all foreign laws regarding the same, relating to these Terms or otherwise applicable to either you or us, as the same may be amended and in effect from time to time; (2) “Restricted Territory” means a region, territory or country subject to Sanctions; (3) “Regulatory Authority” means any governmental, regulatory authority or law enforcement department, court, agency, commission, board, tribunal, crown corporation or other law, rule or regulation making entity (including any stock exchange or central bank) that either you or we submit to or are subject to the jurisdiction of in respect of these Terms, and any successor or replacement of any of the foregoing; (4) “Sanctions” means any Legal Requirement imposing sanctions, restrictions, or prohibitions on financial transactions or other business dealings that is administered or enforced by the U.S. Government (including the U.S. Department of Treasury’s Office of Foreign Assets Control, the U.S. Department of Commerce, or the U.S. Department of State and including designation as a “specially designated national” or blocked person), the United Nations Security Council, and all other relevant international sanctions authority, including any executive orders issued in relation to the imposition of sanctions; (5) “Sanctions Target” means any person that is: (A) included on any list of designated persons maintained by any Regulatory Authority pursuant to Sanctions, (B) organized, located or resident in a Restricted Territory, or (C) otherwise the target of any Sanctions such that a Person is prohibited from dealing with such person, including as a result of being owned or controlled by any person or persons described in the foregoing subsection (A) or (B).
19. For the avoidance of doubt, enforcement of the Terms is solely in our discretion and the absence of enforcement of these Terms in some instances does not constitute a waiver of our right to enforce the Terms in other instances. These Terms may be enforced by the Company or by any of its affiliates. In addition, these Terms do not create any private right of action on the part of any third party or any reasonable expectation or promise that the Testnet will not contain any content that is prohibited by the Terms.

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Testnet Access Prohibitions

1. sell, rent, lease, sublicense, redistribute or syndicate access to the Testnet;
2. use the Testnet, or create a service that functions substantially the same as the Testnet, for the purpose of or with the effect of: (i) spoofing or simulating the Testnet; (ii) misrepresenting your or any third party’s association with the Company; (iii) misleading or confusing users about the origin, ownership, or operation of a product or service; or (iv) falsely implying sponsorship, endorsement, or certification by the Company;
3. infringe or violate the intellectual property rights or any other rights of anyone else (including the Company) or attempt to decompile, disassemble, or reverse engineer the Testnet;
4. violate any applicable law or regulation, including without limitation, and any applicable anti-money laundering laws, anti-terrorism laws, export control laws, end user restrictions, privacy laws or economic sanctions law/regulations, including those administered by the U.S. Department of Treasury’s Office of Foreign Assets Control;
5. encourage, facilitate, or promote illegal activity, or use the Testnet in a way that is dangerous, harmful, misleading, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable,
6. commit a tort while using the Testnet;
7. use the Testnet in any manner that could interfere with, defraud, attack, disrupt, negatively affect, or inhibit other users from fully enjoying the Testnet, or that could damage, disable, overburden, or impair the functioning of the Testnet in any manner, including by (i) making any unsolicited offer or advertisement to another user of the Testnet; (ii) attempting to collect personal information about another user or third party without consent; or (iii) interfering with or disrupting any network, equipment, or server connected to or used to provide the Testnet, or violating any regulation, policy, or procedure of any such network, equipment, or server;
8. attempt to circumvent any content filtering techniques or security measures that the Company employs on the Testnet, or attempt to access any service or area of the Testnet that you are not authorized to access;
9. use any robot, spider, crawler, scraper, or other automated means or interface not provided by us, to access the Testnet or to extract data;
10. upload or introduce any malware, virus, Trojan horse, worm, logic bomb, drop-dead device, backdoor, shutdown mechanism or other harmful material into the Testnet;
11. provide false, inaccurate, or misleading information to the Company or otherwise on or in connection with your use of the Testnet;
12. post content or communications through your use of the Testnet that are, in our sole discretion, libelous, defamatory, profane, obscene, pornographic, sexually explicit, indecent, lewd, vulgar, suggestive, harassing, hateful, threatening, offensive, discriminatory, bigoted, abusive, inflammatory, fraudulent, deceptive or otherwise objectionable;
13. post content through your use of the Testnet containing unsolicited promotions, political campaigning, or commercial messages or any chain messages or user content designed to deceive or trick the user of the Testnet; or
14. encourage or induce any third party to engage in any of the activities prohibited under these Terms.

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Connecting Digital Wallet

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Testnet Tokens

1. To use the Testnet, you will need to obtain Testnet USDC (“Testnet Tokens”), which are available at our Testnet Faucet, to cover computational resources required to perform a transaction on the Testnet. It is your responsibility to: (i) ensure that you have a sufficient balance of Testnet Tokens stored at your digital wallet address to complete any transaction on the Testnet before initiating such Testnet transaction; and (ii) confirm the amount of Testnet Tokens applicable to a particular Testnet transaction before authorizing that transaction.
2. Testnet Tokens are not and shall never convert, accrue or become Mainnet Tokens or any other tokens or digital assets. Any Testnet Tokens, associated transactions, and data do not have any monetary or intrinsic value.
3. Testnet Tokens are not redeemable, transferrable, or exchangeable for any real currency, digital asset, or financial instrument. Testnet Tokens are not transferable between users outside of the Testnet, and you may not attempt to sell, trade or transfer any Testnet Tokens outside of the Testnet or obtain any manner of credit using any Testnet Tokens.
4. The Company makes no commitment to maintain balances or transaction history on the Testnet.

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No Agency

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No Financial Services

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Submission of User Content

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Digital Millennium Copyright Act

Circle Technology Services, LLC
Attn: Digital Millennium Copyright Act
One World Trade Center
87th floor, NY, NY 10007, USA
Cc: legal@circle.com

1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed;
2. a description of the copyright-protected work or other intellectual property right that you claim has been infringed;
3. a description of the material that you claim is infringing and where it is located on the Testnet;
4. your address, telephone number, and email address;
5. a statement by you that you have a good faith belief that the use of those materials on the Testnet is not authorized by the copyright owner, its agent, or Legal Requirement; and
6. a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

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Use of the Company Marks

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Ownership; Feedback

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Termination

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No Warranties

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Limitation of Liability

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Indemnity

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Modification of Terms

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Dispute Resolution; Binding Individual Arbitration; Class Action Waiver

1. General
   You and the Company agree that any and all Disputes, except those that are resolved informally or brought in a small claims court, will be arbitrated by a neutral arbitrator who has the power to award the same individual damages and individual relief that a court can. ANY ARBITRATION UNDER THESE GENERAL TERMS WILL ONLY BE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS, CLASS ACTIONS, REPRESENTATIVE ACTIONS, AND CONSOLIDATION WITH OTHER ARBITRATIONS ARE NOT PERMITTED. YOU WAIVE ANY RIGHT TO HAVE YOUR CASE DECIDED BY A JURY AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION AGAINST THE COMPANY. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed, and the remaining arbitration terms will be enforced (but in no case will there be a class or representative arbitration).
2. Pre-Filing Requirement to Attempt to Resolve Disputes
   Before an arbitration is commenced, you or the Company agree to attempt to avoid the costs of formal dispute resolution by giving each other a full and fair opportunity to address and resolve a Dispute informally. Both parties recognize that this is an important requirement, and that breach of this requirement would be a material breach of the Terms. To provide this opportunity, before commencing any arbitration or suit, each party agrees to send to the other party a written Notice (“Notice”). Any Notice to the Company should be sent by email to arbitration@circle.com or by mail to Circle Technology Services, LLC, Attn: Arbitration Provision, One World Trade Center, 87th floor, NY, NY 10007, USA. Any Notice sent to you will be sent to the address on file for your account. The Notice must: (i) include your name and account number; (ii) provide detailed information sufficient to evaluate the merits of the claiming party’s individualized claim and for the other party to determine if an amicable resolution is possible; and (iii) set forth the specific relief sought, including whatever amount of money is demanded and the means by which the demanding party calculated the claimed damages. Both parties agree that they will attempt to resolve a dispute through an informal negotiation within sixty (60) days from the date the Notice is sent. After that sixty (60) day period and not before, either party may commence arbitration. Each party agrees that state or federal courts in New York, New York, USA referenced below, may enter injunctive relief to enforce the pre-filing requirements of this paragraph, including an injunction to stay an arbitration that has been commenced in violation of this paragraph.
3. Scope of Arbitration
   If we are not able to resolve the Dispute by informal negotiation or, as provided below, in a small claims court, all Disputes will be resolved finally and exclusively by binding individual arbitration with a single arbitrator (the “Arbitrator”) administered by JAMS Mediation, Arbitration, ADR services (“JAMS”) in accordance with The Comprehensive Arbitration Rules and Procedures of JAMS (available from JAMS on its website at www.jams.com). You and the Company will have the right to file early or summary dispositive motions and to request that the relevant expedited procedures apply regardless of the claim amount. An arbitration will be conducted by a single, neutral arbitrator and shall take place in New York, New York, USA unless otherwise mutually agreed by the parties. Except as set forth above, the Arbitrator shall be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms and/or any Additional Terms (or any aspect thereof) are enforceable, unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel.
4. Small Claims Court
   Subject to applicable jurisdictional requirements, either party may elect to pursue a Dispute in a local small-claims court rather than through arbitration so long as the matter remains in small claims court and proceeds only on an individual basis. If a party has already submitted an arbitration demand to the JAMS, the other party may, in its sole discretion, inform JAMS that it chooses to have the Dispute heard in small claims court. At that time, JAMS will close the arbitration and the Dispute will be heard in the appropriate small claims court, with no fees due from the arbitration respondent.
5. Arbitration Procedures
   The Federal Arbitration Act, 9 U.S.C. §§ 1-16, including its procedural provisions, fully applies. Any arbitration hearing will occur in New York, New York, at another mutually agreeable location or, if both parties agree, by telephone or videoconference. Any arbitration shall be conducted in English. The Arbitrator’s award will be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. The Company values your privacy, particularly with respect to your financial transactions and data. Each of the parties shall maintain the confidential nature of the arbitration and shall not (without the prior written consent of the other party) disclose to any third party the fact, existence, content, award, or other result of the arbitration, except as may be necessary to enforce, enter, or challenge such award in a court of competent jurisdiction or as otherwise required by applicable Legal Requirements. While an arbitrator may award declaratory or injunctive relief, the Arbitrator may do so only with respect to the individual party seeking relief and only to the extent necessary to provide relief warranted by the individual party’s claim. The Arbitrator’s decision and judgment thereon will not have a precedential or collateral estoppel effect.
6. Arbitration Fees
   In accordance with JAMS, the party initiating the arbitration (either you or us) is responsible for paying the applicable filing fee. For purposes of this arbitration provision, references to you and the Company also include respective subsidiaries, affiliates, agents, employees, predecessors, successors and assigns as well as authorized users or beneficiaries of the Services.
7. Opt Out
   You may reject this provision, in which case only a court may be used to resolve any Dispute. To reject this provision, you must send us an opt-out notice (the “Opt Out”) within thirty (30) days after you access the Testnet or we first provide you with the right to reject this provision. The Opt Out may be mailed to Circle Technology Services, LLC, Attn: Arbitration Provision, One World Trade Center, 87th floor, NY, NY 10007, USA. Alternatively, you may send an email with the subject line “Opt Out of Arbitration” to customer-support@circle.com. Any Opt Out notice must include your name, address, phone number and the email address(es) you used to sign up and use the Services. You must send such a notice in order to opt out of this provision. Opting out will not affect any other aspect of the Terms or the Testnet and will have no effect on any other or future agreements you may reach to arbitrate with us.
8. Court Proceedings
   Subject to and without waiver of the arbitration provisions above, you agree that any judicial proceedings (other than small claims actions as discussed above) will be brought in and you hereby consent to the exclusive jurisdiction and venue in the state or federal courts in New York, New York.

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Governing Law

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Limitation on Time to Initiate a Dispute

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Assignment; Change of Control

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Other Provisions

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Survival