Last Updated: March 26, 2025
These Terms of Use (the 'Agreement') explain the terms and conditions by which you may access and use the products and services provided by Berkeley Compute Inc. ('Silicon Network,' 'we,' 'our,' or 'us'), a Delaware corporation, as described in Section 3 below. By accessing or using the Silicon Network Platform, you signify that you have read, understand, and agree to be bound by this Agreement in its entirety. If you do not agree, you are not authorized to access or use the Silicon Network Platform.
You represent that you are at least the age of majority in your jurisdiction (e.g., 18 in the United States), have the authority to enter into this Agreement, and are not (a) subject to economic or trade sanctions administered or enforced by any governmental authority, including those administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury (OFAC), or designated on any list of prohibited or restricted parties, or (b) located in a jurisdiction or territory subject to comprehensive U.S. sanctions. You agree to comply with all applicable laws and not use the Silicon Network Platform for illegal activity.
NOTICE: This Agreement includes a binding arbitration provision and class action waiver (see Section 10), which affect your rights in disputes.
The following terms, when capitalized in this Agreement, have the following meanings:
"Agreement" means these Terms of Use, as they may be changed, amended, or updated from time to time.
"Claim Ticket" means a digital asset that represents a future right to a GPU that will be set up by a Data Center Provider. Once the GPU has been set up, the claim ticket will be converted to a GPU NFT.
"Custodial Accounting Software" means software provided by Berkeley Compute Inc. to manage and track digital assets on the Silicon Network Platform.
"Data Center Provider" means a third-party entity that hosts, operates, and maintains GPUs on behalf of Owners.
"External Wallet" means a digital wallet not managed or controlled by Silicon Network or its custodial accounting software, where you may store digital assets independently of the Silicon Network Platform.
"Gas Fees" means the transaction fees required to successfully conduct a transaction on a blockchain network.
"GPU" means a graphics processing unit or similar computing hardware that can be used for computational tasks.
"GPU NFT" means a non-fungible token that represents ownership of a specific GPU managed within the Silicon Network Platform.
"Interface" or "App" means the website-hosted user interface available at app.silicon.net.
"Marketplace" means the platform where GPU NFTs can be listed, bought, and sold.
"NFT" means a non-fungible token, which is a unique digital identifier recorded on a blockchain that certifies ownership of a digital asset.
"Owner" means a user who owns one or more GPU NFTs on the Silicon Network Platform.
"Silicon Network Platform" means the collection of products and services provided by Berkeley Compute Inc., including the Interface and Marketplace.
"$SIL" means the native utility token of the Silicon Network, which may be launched in the future.
"USDC" means USD Coin, a digital stablecoin pegged to the United States dollar.
"User" or "you" means any individual or entity that accesses or uses the Silicon Network Platform.
"XCH" means Chia, the native cryptocurrency of the Chia blockchain.
The products and services shall include, but shall not necessarily be limited to, (a) https://app.silicon.net, a website-hosted user interface (the 'Interface' or 'App'), (b) our platform for listing, trading, and managing digital assets on the Base Ethereum and Chia blockchains, and (c) any additional features, tools, or services we may offer in the future related to the Silicon Network platform.
The Interface provides a web-based means of accessing our platform for trading and managing GPU NFTs and related digital assets on the Base Ethereum and Chia blockchains. The Interface is one, but not the exclusive, means of accessing the Silicon Network Platform.
The Silicon Network Platform allows users to:
a) List and trade GPU NFTs on a secondary marketplace;
b) Purchase Claim Tickets that represent future GPU setups to be deployed by Data Center Providers;
c) Deposit GPU NFTs to earn passive income generated by those GPUs that will be managed by Data Center Providers;
d) View GPU performance, earnings, and related analytics;
e) Withdraw earnings to external wallets.
Silicon Network facilitates interactions between GPU Owners and Data Center Providers but is not a party to their agreements. You acknowledge that disputes, delays, or failures arising from agreements with Data Center Providers are solely between you and the relevant provider, and Silicon Network bears no responsibility for such issues or their impact on your use of the Silicon Network Platform. Refunds for Claim Tickets may be provided at our sole discretion if a Data Center Provider fails to deploy a GPU setup within a reasonable timeframe, as determined by Silicon Network. What constitutes a 'reasonable timeframe' will depend on factors such as the specific agreement with the Data Center Provider and industry standards, as determined by Silicon Network in its sole discretion. No refunds will be provided for GPU NFT purchases unless otherwise required by applicable law.
To access certain features of the Silicon Network Platform, you will interact with our custodial accounting software built by Berkeley Compute Inc. and run by providers that are part of the Silicon Network Platform. Your digital assets will be managed through this custodial system, and you will have the ability to transfer assets and withdraw payments to and from non-custodial wallets. By using the Silicon Network Platform, you agree to be bound by this Agreement and all of the terms incorporated herein by reference.
We reserve the right, in our sole discretion, to modify this Agreement from time to time. If we make any material modifications, we will notify you by updating the date at the top of the Agreement and by maintaining a current version of the Agreement at https://app.silicon.net/terms. All modifications will be effective when they are posted, and your continued accessing or use of the Silicon Network Platform will serve as confirmation of your acceptance of those modifications. If you do not agree with any modifications to this Agreement, you must immediately stop accessing and using the Silicon Network Platform.
We reserve the following rights, which do not constitute obligations of ours:
a) With or without notice to you, to modify, substitute, eliminate, or add to any part of the Silicon Network Platform; b) To review, modify, filter, disable, delete, and remove any and all content and information from the Silicon Network Platform.
We own all intellectual property and other rights in the Silicon Network Platform and its respective contents, including, but not limited to, software, text, images, trademarks, service marks, copyrights, patents, designs, and their "look and feel." Subject to the terms of this Agreement, we grant you a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to access and use the Silicon Network Platform solely in accordance with this Agreement. You agree that you will not use, modify, distribute, tamper with, reverse engineer, disassemble, or decompile the Silicon Network Platform for any purpose other than as expressly permitted pursuant to this Agreement. Except as set forth in this Agreement, we grant you no rights to the Silicon Network Platform, including any intellectual property rights.
The Silicon Network Platform may contain references or links to third-party resources, including, but not limited to, information, materials, products, or services, that we do not own or control. In addition, third parties may offer promotions related to your access and use of the Silicon Network Platform. We do not approve, monitor, endorse, warrant, or assume any responsibility for any such resources or promotions. If you access any such resources or participate in any such promotions, you do so at your own risk, and you understand that this Agreement does not apply to your dealings or relationships with any third parties. You expressly relieve us of any and all liability arising from your use of any such resources or participation in any such promotions.
We reserve the right to cooperate with any law enforcement, court, government investigation, or order, or third party requesting or directing that we disclose information or content that you provide.
You agree not to engage in, or attempt to engage in, any of the following categories of prohibited activity in relation to your access and use of the Silicon Network Platform:
You agree and understand that: (a) all trades you submit through the Silicon Network Platform are considered unsolicited, which means that they are solely initiated by you; (b) you have not received any investment advice from us in connection with any trades; and (c) we do not conduct a suitability review of any trades you submit.
In the Silicon Network Marketplace, secondary market trades of GPU NFTs are completed using wrapped USDC on Chia or XCH (Chia's native cryptocurrency). For sales of GPU claim tickets, the accepted payment methods include fiat currency and USDC on Base Ethereum. If you use a payment method other than the specified cryptocurrencies to submit a buy order, you agree that your currency may be converted to the appropriate cryptocurrency at the then-current exchange rate. You understand that cryptocurrencies, including stablecoins like USDC, may fluctuate in value and there is no guarantee of a 1:1 representation of the US dollar.
If you use a payment method other than the specified cryptocurrencies to submit a buy order, your currency will be converted to the appropriate cryptocurrency at the exchange rate determined by our third-party payment processor at the time of the transaction, which may include additional conversion fees charged by the processor. You are solely responsible for any such fees and for any losses due to exchange rate fluctuations during the conversion process.
Silicon Network provides custodial accounting software to track and manage your digital assets on the Silicon Network Platform, but we do not take direct custody of your assets. Instead, assets are held and managed by third-party providers integrated into the platform. You acknowledge that we are not liable for losses resulting from failures, security breaches, bugs in our software, or insolvency of these third-party providers, and you assume all risks associated with using custodial services.
You are solely responsible for all activities associated with your account on the Silicon Network Platform and for maintaining the confidentiality of your account credentials. You agree to notify us immediately of any unauthorized access or use of your account.
The Silicon Network Platform may not be available or appropriate for use in your jurisdiction. By accessing or using the Silicon Network Platform, you agree that you are solely and entirely responsible for compliance with all laws and regulations that may apply to you.
Specifically, your use of the Silicon Network Platform may result in various tax consequences, such as income or capital gains tax, value-added tax, goods and services tax, or sales tax in certain jurisdictions. It is your responsibility to determine whether taxes apply to any transactions you initiate or receive and, if so, to report and/or remit the correct tax to the appropriate tax authority.
You are solely responsible for reporting and paying any taxes due on income earned from GPU ownership, as well as any gains or losses from the sale of GPU NFTs or other digital assets on the Silicon Network Platform. We do not provide tax advice, nor do we assume any responsibility for your tax liabilities.
Secondary market sales of GPU NFTs on the Silicon Network Platform will be subject to a 0.5% fee that will be collected by Silicon Network. We reserve the right to change the fee structure at any time, with at least 30 days’ advance notice provided through updates to this Agreement posted at https://www.silicon.net/terms. Fee changes will apply prospectively to transactions initiated after the effective date of the change.
Blockchain transactions require the payment of transaction fees to the appropriate network ("Gas Fees"). Except as otherwise expressly set forth in the terms of another offer by Silicon Network, you will be solely responsible for paying the Gas Fees for any transaction that you initiate via the Silicon Network Platform.
Users who purchase and own GPU NFTs may be eligible to receive bonus rewards in the form of $SIL tokens when the token is launched. Eligibility criteria, such as duration of ownership or participation in specific platform activities, will be determined by Silicon Network and communicated through the Silicon Network Platform or official documentation at the time of launch. We reserve sole discretion over final eligibility decisions and will use commercially reasonable efforts to distribute earned tokens, subject to your compliance with this Agreement and applicable law. We make no guarantees regarding the value, utility, or availability of $SIL tokens. The distribution, use, and governance of $SIL tokens will be subject to separate terms and conditions provided at the time of launch.
You expressly agree that you assume all risks in connection with your access and use of the Silicon Network Platform. You further expressly waive and release us from any and all liability, claims, causes of action, or damages arising from or in any way relating to your use of the Silicon Network Platform. If you are a California resident, you waive the benefits and protections of California Civil Code § 1542, which provides: "[a] general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."
By accessing and using the Silicon Network Platform, you represent that you are financially and technically sophisticated enough to understand the inherent risks associated with:
The Silicon Network Platform is provided on an "as is" and "as available" basis. To the fullest extent permitted by law, we disclaim any representations and warranties of any kind, whether express, implied, or statutory, including, but not limited to, the warranties of merchantability and fitness for a particular purpose. You acknowledge and agree that your use of the Silicon Network Platform is at your own risk. We do not represent or warrant that access to the Silicon Network Platform will be continuous, uninterrupted, timely, or secure; that the information contained in the Silicon Network Platform will be accurate, reliable, complete, or current; or that the Silicon Network Platform will be free from errors, defects, viruses, or other harmful elements. No advice, information, or statement that we make should be treated as creating any warranty concerning the Silicon Network Platform. We do not endorse, guarantee, or assume responsibility for any advertisements, offers, or statements made by third parties concerning the Silicon Network Platform.
Any payments or financial transactions that you engage in will be processed via our platform and, where applicable, via blockchain smart contracts. Once executed, we have no control over blockchain-based payments or transactions, nor do we have the ability to reverse any such payments or transactions.
We may provide information about GPU NFTs and other assets in the Silicon Network Platform sourced from third-party data partners. We may also provide warning labels for certain assets. The provision of informational materials does not make trades in those assets solicited; we are not attempting to induce you to make any purchase as a result of information provided. All such information provided by the Silicon Network Platform is for informational purposes only and should not be construed as investment advice or a recommendation that a particular asset is a safe or sound investment. You should not take, or refrain from taking, any action based on any information contained in the Silicon Network Platform. By providing asset information for your convenience, we do not make any investment recommendations to you or opine on the merits of any transaction or opportunity. You alone are responsible for determining whether any investment, investment strategy, or related transaction is appropriate for you based on your personal investment objectives, financial circumstances, and risk tolerance.
Not FDIC or SIPC Insured: Any investments, interests, or tokens accessed through the Silicon Network Platform are not FDIC-insured, are not bank deposits, and are not protected by SIPC. No governmental agency or private insurer guarantees the value of your holdings.
You agree to hold harmless, release, defend, and indemnify us and our officers, directors, employees, contractors, agents, affiliates, and subsidiaries from and against all claims, damages, obligations, losses, liabilities, costs, and expenses arising from: (a) your access and use of the Silicon Network Platform; (b) your violation of any term or condition of this Agreement, the right of any third party, or any other applicable law, rule, or regulation; (c) any other party's access and use of the Silicon Network Platform with your assistance or using any device or account that you own or control; and (d) any dispute between you and (i) any other user of the Silicon Network Platform or (ii) any of your own customers or users.
Under no circumstances shall we or any of our officers, directors, employees, contractors, agents, affiliates, or subsidiaries be liable to you for:
We assume no liability or responsibility for any of the following:
Additional liability disclaimers include:
Some jurisdictions do not allow the limitation of liability for personal injury, or of incidental or consequential damages, so this limitation may not apply to you. In no event shall our total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of one hundred U.S. dollars ($100.00 USD) or its equivalent in the local currency of the applicable jurisdiction.
You agree that the laws of the State of Delaware, without regard to principles of conflict of laws, govern this Agreement and any Dispute between you and us. You further agree that the Silicon Network Platform shall be deemed to be based solely in the State of Delaware, and that although the Silicon Network Platform may be available in other jurisdictions, its availability does not give rise to general or specific personal jurisdiction in any forum outside the State of Delaware. The parties acknowledge that this Agreement evidences interstate commerce. Any arbitration conducted pursuant to this Agreement shall be governed by the Federal Arbitration Act. You agree that the federal and state courts of Delaware are the proper forum for any appeals of an arbitration award or for court proceedings in the event that this Agreement's binding arbitration clause is found to be unenforceable.
We will use our best efforts to resolve any potential disputes through informal, good faith negotiations. If a potential dispute arises, you must contact us by sending an email to support@silicon.net so that we can attempt to resolve it without resorting to formal dispute resolution. If we aren't able to reach an informal resolution within sixty days of your email, then you and we both agree to resolve the potential dispute according to the process set forth below.
Any claim or controversy arising out of or relating to the Silicon Network Platform, this Agreement, or any other acts or omissions for which you may contend that we are liable, including, but not limited to, any claim or controversy as to arbitrability ("Dispute"), shall be finally and exclusively settled by arbitration under the JAMS Optional Expedited Arbitration Procedures. You understand that you are required to resolve all Disputes by binding arbitration. The arbitration shall be held on a confidential basis before a single arbitrator, who shall be selected pursuant to JAMS rules. The arbitration will be held in San Francisco, California, unless you and we both agree to hold it elsewhere. Unless we agree otherwise, the arbitrator may not consolidate your claims with those of any other party. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. If for any reason a claim by law or equity must proceed in court rather than in arbitration, you agree to waive any right to a jury trial and any claim may be brought only in a Federal District Court or a Delaware state court located in Delaware.
The costs of arbitration, including filing fees and the arbitrator’s fees, shall be borne by the party initiating the arbitration, unless otherwise determined by the arbitrator based on the merits of the case.
You must bring any and all Disputes against us in your individual capacity and not as a plaintiff in or member of any purported class action, collective action, private attorney general action, or other representative proceeding. This provision applies to class arbitration. You and we both agree to waive the right to demand a trial by jury.
These terms constitute the entire agreement between you and us with respect to the subject matter hereof. This Agreement supersedes any and all prior or contemporaneous written and oral agreements, communications, and other understandings (if any) relating to the subject matter of the terms.
You may not assign or transfer this Agreement, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer this Agreement without our prior written consent shall be null and void. We may freely assign or transfer this Agreement. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors, and permitted assigns.
We may provide any notice to you under this Agreement using commercially reasonable means, including using public communication channels. Notices we provide by using public communication channels will be effective upon posting.
If any provision of this Agreement shall be determined to be invalid or unenforceable under any rule, law, or regulation of any local, state, or federal government agency, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law, and the validity or enforceability of any other provision of this Agreement shall not be affected.
We reserve the right to suspend or terminate your access to the Silicon Network Platform at our sole discretion, with or without cause and with or without notice, including for violations of this Agreement. Upon termination, your right to use the Silicon Network Platform will cease immediately. You will retain ownership of any digital assets held in external wallets, and you may request withdrawal of any assets held in the custodial system, subject to applicable fees and processing times, provided such withdrawal is completed prior to termination. Silicon Network is not responsible for assets that remain unwithdrawn after termination. You may terminate your account at any time by contacting support@silicon.net, subject to any outstanding obligations (e.g., unpaid fees). Provisions of this Agreement that by their nature should survive termination (e.g., intellectual property rights, disclaimers, indemnification, limitation of liability) will remain in effect.
Your use of the Silicon Network Platform is also governed by our Privacy Policy, available at https://app.silicon.net/privacy, which explains how we collect, use, and protect your personal information. By using the Silicon Network Platform, you agree to the terms of the Privacy Policy.
"We will not be liable for any failure or delay in performing our obligations under this Agreement due to events beyond our reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, pandemics, or failures of blockchain networks, internet, or third-party services. In such cases, we will use commercially reasonable efforts to resume performance as soon as practicable.
By using the Silicon Network Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms of Use.
For any questions regarding these Terms, please contact us at support@silicon.net