1.1 BKN: an Ethereum-based ERC-20 utility token that enables the security token factory within the Decentralized Platform or “dApp” created by Brickken (as defined below) to function and deploy all relevant functionalities. For the avoidance of doubt, as the BKN is a utility token, it does not give any rights, dividends, interests, shares, representation rights or/and any right to participate in any shareholder meeting of Brickken.
1.2 wBKN: it is the wrapped BKN.
1.3 Staking: process of holding and locking a certain amount of a token such as wBKN, in a Smart Contract for a certain period of time in order to receive additional tokens, such as BKN. The procedure of Staking developed by Brickken will be a reward-based system.
1.4 Staking Period: refers to the specific time frame in which a Holder has deposited their wBKN into the Smart Contract, which will generate a reward. The Staking Period is divided into three options that are detailed described in Clause 3.
1.5 Smart Contract/s: self-executing contract which its terms are written directly into lines of code, stored and replicated on the blockchain network. It is a digital contract that automatically executes the agreed-upon terms and conditions, when certain conditions are met, without the need for a third-party intermediary. The Smart Contract/s are used in conjunction with blockchain technology and automated processes such as Staking.
1.6 Person: refers to individuals or entities that hold or possess wBKN, which are considering to deposit certain amount into the relevant Smart Contract/s for the purpose of earning a reward through the process of Staking.
1.7 Holder/s: term used when a Person has effectively deposited a certain amount of wBKN into the relevant Smart Contract/s for the purpose of earning a reward through the process of Staking. For the avoidance of doubt, these Staking Terms and Conditions (hereinafter, “T&C”) shall be applicable to such Holder/s.
1.8 Vault: refers to the storage location or mechanism used in the Staking, where Holder/s can deposit their wBKN for a set period of time in order to earn a reward.
2.1 Brickken Solutions, S.L. (“Brickken”) recommends that any Person who is considering undertaking a Staking process to read these T&C and the document designated as “wBKN Staking” carefully and understand their content and the economic implications they may have.
2.2 If the interested Person in becoming a Holder believes that it/he/she may not properly understand the content of these T&C or the document designated as “wBKN Staking”, Brickken strongly recommends that it/he/she obtains an independent advisor in this regard.
2.3 If the interested Person believes it/he/she does not have the sufficient ability to accept or understand the risks and/or disclaimers stated and/or associated with these T&Cs, it/he/she must not undertake the Staking process.
3.1 The purpose of these T&C is to govern the relationship between the Holder/s and Brickken.
4.1 The process of Staking will be available from 25th July 2023, which is the specific moment when the Smart Contract/s shall be deployed.
4.2 Notwithstanding the above, the Holder/s will be able to deposit their wBKN into the Smart Contract/s at any time during the Staking Periods defined in Clause 3 below.
5.1 Brickken has decided to create three (3) Vaults, with their own unique Staking Period and corresponding returns. In this sense, it is important to highlight that Brickken’s purpose in creating such returns has been to reward and appreciate the trust that the Holder/s have placed in such company.
5.2 In this sense, the Vaults have the following specific characteristics:
a. Vault A:
i. Staking Period: this Vault has a Staking Period of six (6) months.
ii. Return: The reward shall be available in January 25th, 2024.
iii. Reward to be distributed: the amount to be distributed will be six hundred thousand (600,000) BKN, split between the amount of the wBKN invested by all the Holder/s.
iv. Maximum liquidity: six million (6,000,000) wBKN.
v. Specifications: once the Staking Period is terminated, the Holder/s will be able to choose between the following two (2) options:
- Receive the principal amount in BKN plus the relevant reward; or
- If the vault is not already filled, move their wBKN to the second Vault (“Vault B”) for an additional Staking Period of six (6) months.
b. Vault B:
i. Staking Period: the Staking Period for this Vault shall be twelve (12) months.
ii. Return: The reward shall be available in July 25th, 2025.
iii. Reward to be distributed: The amount to be distributed will be one million (1,000,000) BKN, split between the amount of the wBKN invested by all the Holder/s.
iv. Maximum liquidity: eight million (8,000,000) wBKN.
vi. Specifications: once the Staking Period is terminated, the Holder/s will be able to choose between the following two (2) options:
- Receive the principal amount in BKN plus the relevant reward; or
- If the vault is not already filled, move their wBKN to the third Vault (“Vault C”) for an additional Staking Period of six (6) months.
c. Vault C:
i. Staking Period: the Staking Period for this Vault shall be eighteen (18) months.
ii. Return: the reward shall be available in January 25th, 2025.
iii. Reward to be distributed: the amount to be distributed will be one million four hundred (1,400,000) BKN, split between the amount of wBKN invested by all the Holder/s.
iv. Maximum liquidity: eleven million (11,000,000) wBKN.
v. Specifications: the BKN in this Vault shall be effectively released in January 25th, 2025.
5.3 In relation with the above, the Holder/s shall bear in mind that:
a. If a Holder wishes to invest various amounts of their wBKN in different Vaults simultaneously, such Holder will be required to complete separate Staking processes for each Vault, as well as use different wallets.
b. Even if the Maximum Liquidity described in Clause 3.2 is not reached in some of the Vaults, the rewards shall still be distributed among the Holder/s of that Vault.
c. Following the content of Section “b”, it is important to highlight that the distribution of the rewards for each Vault shall be based on the specific number of wBKN that are staked in such Vault. Therefore, when the number of wBKN in a Vault increase, the rewards that the Holders are legitimate to receive decrease.
6.1 The intellectual and industrial property rights refer to any and all rights that may be provided to trademarks, inventions, useful models, designs, software, know-how, design, techniques, processes, computer programs (including source codes), registered or not, including applications for registration, rights to technical documentation, methodologies, business model, the Smart Contract/s, the wBKN, the BKN, the dApp, trade and industrial secrets, know-how and also copyrights, and other objects of intellectual property (hereinafter "Intellectual Property Rights").
6.2 Based on the above, the Property Rights shall remain at all times in Brickken’s property. In this sense, when a Person becomes a Holder/s acknowledges and accepts that undertaking a process of Staking does not imply any acquisition of any Intellectual Property Rights.
7.1 The Holder/s agree to comply with all applicable laws, including but not limited to anti-corruption laws and regulations, and applicable laws dealing with bribery, extortion and kickbacks.
8.1 wBKN and/or the BKN’s is provided on "AS IS" basis. Therefore, Brickken makes no representations or warranty as to the suitability, completeness, behavior, accuracy, merchantability and/or fitness for a particular purpose.
9.1 Brickken shall not be held liable for any direct and/or indirect damages that may arise from, but not limited to:
a. Inferences, omissions, interruptions, computer viruses, breakdowns and/or disconnections in the operational functioning of the electronic systems or of devices;
b. Delays or blockages in the use caused by deficiencies or overloads of the Internet or blockchain;
c. The business interest and/or economic result of the wBKN or/and the BKN;
d. Market fluctuations;
e. Transferability, liquidity and/or availability of the Vaults, the wBKN or/and the BKN;
f. Attacks from hackers or other malicious groups or organizations that may attempt to interfere with the Smart Contract/s, Vaults, the BKN and/or the wBKN in a variety of ways, including, but not limited to, malware attacks, denial of service attacks, consensus-based attacks, sybil attacks, smurfing, spoofing, etc.;
g. Unintentional bugs or weaknesses which may negatively affect the Vaults, the Smart Contract/s the wBKN, or the BKN; and
h. The industry in which Brickken operates is new and may be subject to heightened oversight and scrutiny, including investigations or enforcement actions. There is always a possibility that governmental authorities will examine the operations of Brickken and/or pursue enforcement actions against Brickken. Such governmental activities may or may not be the result of targeting Brickken in particular. Although Brickken is undertaking maximum efforts to comply with all existing regulations, due to multiple uncertainties and frequent changes in the rapidly evolving market of cryptographic tokens, digital assets, and blockchain technology, Brickken still may become subject to judgments, settlements, fines, or penalties, or may have to restructure its operations and activities or to cease offering certain products or services, all of which could harm Brickken’s reputation or lead to higher operational costs, which may in turn have a material adverse effect on the Vaults, the wBKN, the BKN, the SmartContract/s and/or the dApp.
10.1 Brickken shall not be liable for any failure to perform, in whole or in part, the content of this T&C due to an act of God or force majeure; acts of war, hostility or sabotage; pandemics; epidemics; interruption of telecommunications, Internet or electricity services; governmental restrictions; or any other event beyond Brickken’s reasonable control ("Force Majeure Event").
10.2 As a general rule, Force Majeure and events arising therefrom will not cause the termination of the T&C, unless such situation lasts more than thirty (30) days. If this period elapses and Brickken deems it necessary, it will be able to terminate the T&C and the Staking.
11.1 The present T&C shall be governed by and construed in accordance with Spanish law, except for any matters that may be governed by mandatory provisions of law.
11.2 In addition, any disputes arising out of or in connection with the T&C shall be exclusively submitted to the jurisdiction of the courts of Barcelona, Spain, and the Holder/s hereby waive any other jurisdiction that may apply to them.
11.3 In the event, a Holder/s have any doubt or comment regarding the Staking, Brickken encourages to such Holder/s to contact Brickken at [email protected].
12.1 These T&C constitute the entire understanding between Holder/s and Brickken with respect to the subject matter hereof.
12.2 All clauses or terms of these T&C shall be interpreted independently and autonomously, and the remaining provisions shall not be affected in the event that one of them has been declared null and void by a court judgment or final arbitration decision. The affected clause or clauses will be replaced by another or others that preserve the effects pursued by the T&C.
12.3 Brickken may make changes and/or modifications to these T&C as it deems appropriate and/or necessary and in accordance with market conditions or legal requirements and/or regulatory changes that may apply. In the event this situation arises, such new T&C shall be applicable to the Holder/s.
12.4 Updates and/or modifications will be duly publicized, thus ensuring the principles of publicity and transparency.
August 21st, 2023