General Terms and Conditions of aaurelion GmbH
General Staking Conditions of aaurelion GmbH
1. General Provisions
1.1. The aaurelion GmbH, Franz-Mayer-Str. 1, 93053 Regensburg (hereinafter: “aaurelion“) offers to its Clients on basis of the following general Terms of Staking the possibility to delegate Tokens which are in the Clients possession to aaurelion as a Staking Provider in order to participate with the delegated Tokens in a Proof-of-Stake Consensus-Mechanism for the purpose of generating Staking Rewards.
1.2. In this context, aaurelion shall act as a Staking Provider and shall provide the Staking Infrastructure, which is required for the participation of the Clients Tokens in the Proof-of-Stake Consensus Mechanism.
1.3. Clients may use the Staking Infrastructure provided by aaurelion in accordance with the following Terms of Staking.
1.4. aaurelion offers the services as specified in the following Terms of Staking both to Consumers as well as to Entrepreneurs.
1.5. aaurelion does not accept any general terms and conditions of Clients. Staking contracts entered into by aaurelion shall solely be based on these Terms of Staking, except where the acceptance of diverging provisions or individual agreements is agreed upon with the Client in accordance with the requirements of the written form pursuant to sec. 126 BGB.
2. Definitions
2.1. BGB: Abbreviation for the German Civil Code.
2.2. Blockchain: A database-structure saved on multiple computers that contains every transaction that historically ever took place within the network and which is continuously being updated by the Nodes participating in the underlying Consensus-Mechanism.
2.3. Blockchain-Protocol: Software, which has to be run on a computer in order for that computer to take part in the Consensus-Mechanism of a Blockchain.
2.4. Delegation: For the purpose of these Terms of Staking, the term is defined as the dedication of Tokens to a Node, which engages in a so-called delegated Proof-of-Stake Consensus-Mechanism. The Delegation of Tokens does not require a transaction of Tokens, but instead takes place by registering the respective Tokens in a Smart Contract which is run by the specific Node on the underlying Blockchain.
2.5. Website: aaurelion will offer its services in accordance with these Terms of Staking via the website https://www.aaurelion.de.
2.6. Client: For the purpose of better readability, the term “Client” in the context of these Terms of Staking refers to male as well as female and other contractual partners of aaurelion.
2.7. Node: A Node in the sense of these Terms of Staking is a server which runs the Blockchain-Protocol of a Blockchain and takes part in the specific Proof-of-Stake Consensus-Mechanism of said Blockchain in order to earn Staking Rewards.
2.8. Proof-of-Stake Consensus-Mechanism: Decentralized Consensus-Mechanism for the creation of consensus between participating Nodes regarding the addition of new blocks to a Blockchain which is based on the Delegation of Tokens of the underlying Blockchain.
2.9. Private Keys: Private Keys enable their bearers to transfer Tokens. A disposal of Tokens is impossible without the knowledge of the associated Private Keys.
2.10. Smart Contract: A program that is run on a Blockchain and which automatically executes a specific result if a predetermined event takes place.
2.11. Staking: Dedication of Tokens for the usage in a Proof-of-Stake Consensus-Mechanism with the purpose of generating Staking rewards.
2.12. Terms of Staking: The term refers to these general terms and conditions of aaurelion for the conclusion of Staking contracts with Clients.
2.13. Staking Infrastructure: The operation of a computer center for the operation of Nodes that participate in the Proof-of-Stake Consensus-Mechanism of a suitable Blockchain in order to generate Staking Rewards.
2.14. Staking Provider: Provider of a Staking Infrastructure.
2.15. Staking Reward: Reward for the participation in a Proof-of-Stake Consensus-Mechanism in the form of newly generated Tokens which are created and credited immediately by the underlying Blockchain.
2.16. Token: Unit of value of a Blockchain which is immediately transferrable between the Blockchain addresses of participants in the specific Blockchain network.
2.17. Entrepreneur: Pursuant to sec. 14 BGB, an Entrepreneur is a natural or legal person or a partnership with legal capacity, which executes their commercial or self-employed profession upon conclusion of the contract.
2.18. Consumer: In accordance with sec. 13 BGB a Consumer is any natural person who enters into a legal transaction for a purpose that cannot be attributed to his or her commercial or self-employed professional activity.
2.19. Wallet Software: Software-program which enables the user to secure and use Private Keys of Tokens and that therefore enables the option for the user to receive, transfer or hold Tokens.
3. Services of aaurelion
3.1. aaurelion commits itself vis-à-vis the Client to supply a Staking infrastructure via which Tokens can be used for delegated Staking purposes.
3.2. aaurelion acts as a Staking Provider in the scope of the respective Staking contract. For this purpose, aaurelion operates Nodes of the underlying Blockchains of Client Tokens in a computer center. As a Staking Provider, aaurelion shall operate a Smart Contract on the respective Blockchain which automatically distributes newly generated Tokens via the Nodes in accordance to a predetermined allocation key to aaurelion as the Staking Provider as well as to the Clients.
3.3. The allocation key, which determines the distribution of Tokens newly generated via the participation in a Proof-of-Stake Consensus-Mechanism shall be determined uniformly by aaurelion via the Smart Contract for each supported Blockchain.
3.4. The allocation key for each of the Blockchains supported by aaurelion can be displayed in accordance to the instructions provided in the Wallet Software used for the Delegation of the respective Tokens.
3.5. At no point in time shall aaurelion obtain the right of disposal for the Clients Tokens respectively the knowledge of the Private Keys necessary for the disposal of the Clients Tokens.
3.6. The owed service of providing a Staking Infrastructure pursuant to these Terms of Staking is solely of technical nature. aaurelion specifically shall not owe the performance of advisory services to the Client, neither in the sense of an investment advisory service, nor in the sense of a taxation, legal or technical advisory service.
4. Obligations of the Client
4.1. In order to use the Staking Infrastructure of aaurelion, Clients are required to hold Tokens of a Blockchain which is supported by aaurelion and delegate those Tokens to aaurelion as the Staking Provider. In order to delegate Tokens to aaurelion, the Client has to perform a Delegation of the Tokens to aaurelion via his Wallet Software. Instructions on how to delegate Tokens can be displayed at https://www.aaurelion.de.
4.2. The Client acknowledges and accepts that the technical proceedings and operating modes of the delegated Staking of Tokens are determined by the underlying Blockchain-Protocol and therefore lie outside of aaurelions area of influence and that those proceedings and modes may change at any time. The Client therefore bears the risk that the proceedings and modes of the delegated Staking regarding his Tokens may change to his disadvantage.
4.3. While providing the service, aaurelion assumes that the Client has a sufficient technical expertise regarding the technical mode of operation as well as knowledge of the legal, taxation, economical and risk-related consequences of delegated Staking. Should the Client have a knowledge deficit regarding the technical mode of operation or should he not have a sufficient expertise regarding the legal, taxation, economical or risk-related consequences related to the delegated Staking of his Tokens or should he have advisory needs in these areas, it is in the Clients own responsibility to obtain advice from qualified third-parties (e.g. investment advisors, lawyers or tax advisors, etc.) at his own expense.
5. Conclusion of the Staking Contract
5.1. Contracts between Clients and aaurelion regarding the Staking of Tokens in accordance with these Terms of Staking are generally entered into by means of electronic communication via the Internet through offer and acceptance.
5.2. Should the Client use a Wallet Software which supports the Delegation of Tokens, he has the possibility to delegate Tokens which are supported by aaurelion, to aaurelion. In order to do so, the Client is required to select aaurelion as a Staking Provider within the Wallet Software which is run by the Client. The selection of aaurelion as a Staking Provider and the related Delegation of Tokens constitutes an offer in the sense of sec. 145 BGB to enter into a Staking contract on the basis of these Terms of Staking. aaurelion accepts the Clients offer. In accordance to sec. 151, sentence 1 BGB, the client abstains from the declaration of acceptance by aaurelion.
6. Staking Reward and Pay Out
6.1. aaurelion uses the Nodes it operates for the participation in the Proof-of-Stake Consensus-Mechanism of the respective Blockchain in order to generate Staking Rewards as of their technical readiness.
6.2. aaurelion neither guarantees a specific Staking success nor does it give a binding forecast regarding the number of newly generated Tokens during a specific time period. The generating of Staking rewards is dependent on the rules and processes determined by the respective Blockchain-Protocol aaurelion cannot influence.
6.3. In accordance with the rules laid out in the Smart Contract, newly generated Tokens generated via the Staking of Client Tokens will be directly credited to the Blockchain address, which contains the delegated Tokens of the Client in the amount as set out in the allocation key. The newly generated Tokens, which are in accordance to the allocation key determined as fees (including legal value added tax) shall be directly and immediately credited to a Blockchain address of the Node, which is participating in the respective Proof-of-stake Consensus-Mechanism.
7. Uptime Rules
7. aaurelion aims for an uninterrupted uptime of its Staking infrastructure. Nevertheless, temporary interruptions in the operation of the Staking infrastructure cannot be ruled out completely. Not part of the uptime of the Staking infrastructure in the aforementioned sense is therefore:
- Maintenance of the network system;
- Maintenance of the servers;
- Updates on the applications level;
- External perturbations (events of force majeure such as acts of terror, hacker attacks, environmental influences).
8. Duration, Termination and Completion of the Staking Contract
8.1. The Staking contract is concluded for an indefinite period of time.
8.2. The termination of Staking contracts takes place through the cessation of the Delegation of the Tokens by the Client or by the cessation of the provision of the Staking infrastructure by aaurelion, without the necessity of a separate notification of the respective other contractual partner.
8.3. the Client does not receive any part of the Staking rewards generated by aaurelion after the termination of the Staking contract.
9. Liability Provisions
9.1. aaurelion will be liable vis-à-vis the Client for damages resulting from the intentional or grossly negligent breaches of duty.
9.2. aaurelion shall furthermore be liable vis-à-vis the Client for damages that result from the slightly negligent conduct of their employees, legal representatives and vicarious agents and that result from the breach of an essential contractual obligation (cardinal obligation).
9.3. Essential contractual obligations (cardinal obligation) in the aforementioned sense are also those contractual obligations of aaurelion, of which fulfillment is essential for the proper implementation of the entire Staking contract and on the adherence of which the Client may rely on and which, if breached would jeopardize attainment of the contractual purpose for the Client.
9.4. The liability of aaurelion shall be limited to the extent of the lost pro-rata Staking Reward in accordance to the applicable allocation key, should aaurelion assume liability in accordance to the abovementioned provisions for slight negligence. aaurelion does not assume liability for damages, which exceed the amount of the aforementioned, typically foreseeable damages.
10. Prices and Fees
10.1. aaurelion shall receive a fee for the provision of the Staking infrastructure (including legal value added tax) from the Client, the amount of which can be derived from the applicable allocation key.
10.2. Clients shall have the right to request an account statement of aaurelion for each past month which fulfills the legal requirements of an invoice. In order to obtain such an account statement, Clients shall have to provide aaurelion with all the necessary information.
11. Data Protection Provisions
11.1. Detailed information regarding privacy and the handling of personal data, specifically regarding the collection, processing and use of data for the purpose of creating Client-dashboards as well as for the performance of the owed services in accordance to these Terms of Staking are set out in the Data Protection Declaration of aaurelion. The Client agrees to the processing of his personal data in accordance with Article 6 of the General Data Protection Regulation (GDPR) with the conclusion of a Staking contract in accordance with clause 5 of these Terms of Staking.
11.2. The Client grants aaurelion the revocable right to publicly (e.g. website, Social Media, print and online media) name him as a Client of aaurelion.
12. Change to the Terms of Staking
12.1. aaurelion shall be granted the right to change these Terms of Staking at any time, provided the following requirements are met and as long as the change is not unreasonable for the Client. Changed versions of these Terms of Staking can go into effect vis-à-vis the Client in one of the following two ways:
12.2. Firstly, the client has the option to expressly confirm and thereby accept the changed Terms of Staking towards aaurelion.
12.3. Alternatively, aaurelion has the option to propose a change of these Terms of Staking to the Client in textual form (e.g. via e-mail). In this case, aaurelion shall name a specific date in the future at which the changes to these Terms of Staking shall go into effect. The named date has to be at least one month after the day the proposed change was transmitted in the future. The Terms of Staking in its changed form are deemed as accepted by the Client on the date at which the proposed changes would go in effect, if the Client does not declare his decline in textual form towards aaurelion. The Client shall be entitled to a termination without notice of the Staking contract, should he declare his decline.
13. Applicable Law and Venue
13.1. These Terms of Staking as well as all the rights and obligations arising from them are exclusively subject to the laws of the Federal Republic of Germany with the exclusion of the conflict-of-law rules of the international private law and those of other jurisdictions.
13.2. The place of performance for services provided in accordance to these Terms of Staking is Regensburg.
13.3. Sole legal venue for all disputes between aaurelion and the Client arising from the legal relationships regulated under these Terms of Staking is Regensburg as long as the Client is a merchant, legal person under public law or a special fund under public law. The same applies to Clients that move their place of residency abroad after accepting these Terms of Staking or to Clients which have no place of general jurisdiction within the Federal Republic of Germany. According to the statutory provisions, Consumers have a place of general jurisdiction at the place of residence of the Client. Additional place of jurisdiction for Consumers is also Regensburg.
14. Final Provisions
14.1. aaurelion points out, that there is neither the obligation nor the intention to partake in a dispute settlement procedure at a consumer arbitration board (sec. 36, subsection 1, No.1 VSBG) if the Client should be a Consumer.
14.2. The German version of these Terms of Staking is exclusively decisive for the legal interpretation of these Terms of Staking. The English translation serves information purposes only.
14.3. If one or more provisions of these Terms of Staking is wholly or partially void the validity of the remaining provisions shall not be affected.