Base Terms of Service

Last modified: February 22, 2023

By using this website, platform, software, technologies, features, and other online products, and services (collectively, the “Services”) provided or made available by Coinbase in connection with the Base protocol testnet (“Base Testnet”), you are agreeing to these terms (the “Base Testnet Terms”). When we speak of “Coinbase” we mean Coinbase, Inc., or one of its affiliates that provide Base Testnet, which includes any subsidiary or affiliate of Coinbase. Please read these Base Testnet Terms carefully, because they contain the terms of the contract between you and us with respect to your use of the Services . By using Base Testnet, you acknowledge and agree that use of Base Testnet is entirely at your own risk. By participating in Base Testnet, you acknowledge and agree that information posted to the blockchain will be publicly accessible.

If you reside in the United States or Canada, then you agree that you have read, understand, and accept the Base Testnet Arbitration Agreement, which is attached to this agreement as Appendix 1:

By agreeing to the Base Testnet Arbitration Agreement, you agree to resolve disputes with us via binding arbitration or in small claims court (instead of a court of general jurisdiction), and you agree to do so as an individual (instead of as a member of a class in a class action). To the extent that the law allows, you also waive your right to a trial by jury. If you are not a resident of the United States or Canada, then the Base Testnet Arbitration Agreement does not apply to you.

If you do not agree to these terms, do not use Base Testnet.

YOUR PARTICIPATION IN BASE TESTNET IS ENTIRELY VOLUNTARY, BUT IF YOU ARE PARTICIPATING IN BASE TESTNET, YOU MUST STRICTLY ADHERE TO THE TERMS.

Eligibility. In order to use the Services, you must be eighteen years of age or older and not be a Prohibited Person. A “Prohibited Person” is any person, entity or body that is (a) listed on any U.S., E.U. (including its Member States), U.K., or U.N. list of prohibited or restricted parties, including, but not limited to the U.S. Treasury Department's list of Specially Designated Nationals, the U.S. Department of Commerce Denied Persons List Entity List, the E.U. Consolidated List of persons, groups and entities subject to financial sanctions, or the U.K. Consolidated List of Financial Sanctions Targets, (b) located or organized in any U.S. embargoed countries or any country that has been designated by the U.S. Government as a “terrorist supporting” country (currently, the Crimea region of Ukraine, Cuba, Iran, Russia, Belarus, North Korea, Syria, the so-called Donetsk People’s Republic, and the so-called Luhansk People’s Republic), or (c) owned or controlled by such persons or entities listed in (a)-(b). By using the Services, you represent and warrant that you meet the foregoing requirements and will not use the Services for any illegal activity. Coinbase reserves the right to change, modify, or impose restrictions with respect to Prohibited Persons at its sole discretion without prior notice.

Compliance with Laws. You agree to comply with all applicable laws, rules, regulations, and any generally accepted practices, or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from the United States or other relevant countries and all applicable privacy and data collection laws and regulations) in connection with your participation with Base Testnet. To the extent required by law, you are solely responsible for obtaining or filing any approval, clearance, registration, permit, or other regulatory authorization and shall comply with the requirements of such authorization. You also agree not to use the Services in any way that would cause Coinbase to violate applicable laws.

Services. The website and documentation accessible at https://base.org is operated and maintained by Coinbase. The website may enable you to interact with deployments of the Base Testnet in testnet environments. Coinbase grants you a worldwide, royalty-free, non-assignable, non-exclusive, revocable, and non-sublicensable license to access Testnet solely to test and improve the experience, security, and design of the Base mainnet protocol, subject to these terms. All information and materials published, distributed or otherwise made available on https://base.org, either by Coinbase or others, are provided for non-commercial, personal use, and testing purposes only.

Connecting a Wallet. Base Testnet and the website may require you to connect your own self-custodial digital wallet (“Wallet”). A self-custodial Wallet means we do not own or control your Wallet. You are solely responsible for securing and keeping secure your Wallet, and any private keys necessary to decrypt your Wallet. You should never share your Wallet seed phrase or private keys with anyone via Base Testnet. We cannot access or recover your private keys for your Wallet. By using a Wallet to conduct transactions via Base Testnet, you agree that your use of such Wallet is governed by the terms of service and privacy policy applicable to such Wallet. You further agree that Coinbase has no responsibility or liability to you in any way arising from your use of a particular Wallet to access Base Testnet, including for any security failures or other errors or failures of such Wallet. We reserve the right to restrict any Wallet addresses from interacting with Base Testnet for any reason, including to ensure compliance with applicable laws and regulations.

Testnet Tokens. In your use of Base Testnet, you may accumulate “Base Testnet Tokens,” such as through a faucet, which are not, and shall never convert to, accrue to, or otherwise become any other tokens or virtual assets outside of Base Testnet on which the Base Testnet Tokens were issued. Base Testnet Tokens are virtual items provided solely to test the experience, with no monetary value. Base Testnet Tokens do not constitute any currency or property of any type and are not redeemable, refundable, or eligible for any fiat, virtual currency, or anything else of value. Base Testnet Tokens will not be converted into any future rewards offered by Coinbase.

Updates. We may make any improvement, modifications, or updates to the Services, including but not limited to changes and updates to the underlying software, infrastructure, security protocols, technical configurations, or service features (collectively, the “Updates”) from time to time. Your continued access and use of the Services are subject to such Updates and you shall accept any patches, system upgrades, bug fixes, feature modifications, or other maintenance work that arise out of such Updates. We are not liable for any failure by you to accept and use such Updates in the manner specified or required by us. Although Coinbase is not obligated to monitor access to or participation in Base Testnet, it has the right to do so for the purpose of operating Base Testnet, to ensure compliance with the Terms and to comply with applicable law or other legal requirements. Your continued use of the updated Base Testnet will constitute your binding acceptance of such modifications.

Open Source and Third Party Software. Base Testnet may include open source or third party software (“Third Party Software”). By using Base Testnet, you acknowledge and agree that Coinbase is not responsible for examining or evaluating the usability, content, accuracy, completeness, availability, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third Party Software, nor does Coinbase make any representations or warranties with respect to any of the foregoing. Coinbase does not warrant or endorse, and does not assume and will not have any liability or responsibility to you or any other person in connection with your use of, any Third Party Software.

Coinbase’s Intellectual Property. The Base logo, Base name, Coinbase logo, Coinbase name and any other Coinbase or Base marks (collectively, the “Coinbase Marks”), and all Coinbase or Base related intellectual property rights (such as copyright, patents, trade dress, trade secrets, and trademarks) and any other proprietary rights, whether or not registered, arising under the operation of law, contract, international treaties, or otherwise (together with the Coinbase Marks, the “Coinbase Intellectual Property”), are and shall remain the sole and exclusive property of Coinbase. For the avoidance of doubt, Coinbase Intellectual Property includes, but is not limited to, the Coinbase Marks.

License to Coinbase Marks. You have no rights with respect to the Coinbase Marks except as expressly set forth herein, as used within the Base Testnet, or in a separate agreement with us. If you obtain our prior written consent, Coinbase may provide you with a limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to use and display certain Coinbase Marks solely to attribute the Base Testnet as the source of your application in accordance with these terms and applicable law. If Coinbase updates the Coinbase Marks that you have the permission to use, you agree to update such Coinbase Marks to reflect the most current versions within 7 days of our request to update. You must not use any Coinbase Marks, or any confusingly similar mark, as the name or part of the name of your application, or as part of any logo or branding of your application. All use of the Coinbase Marks (and goodwill associated therewith) will inure to the benefit of Coinbase. You agree not to take any action that is in conflict with Coinbase’s rights in, or ownership of, its Coinbase Marks, including without limitation use or registration of any Coinbase Marks, or confusingly similar mark, as the name or part of the name of your application, or domain name.

Limitation of Liability. WE AND OUR AFFILIATES AND LICENSORS WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE LEGAL THEORY (CONTRACT, TORT, OR OTHERWISE) ON WHICH ANY SUCH DAMAGES MAY BE BASED. THE LIMITATIONS IN THIS SECTION APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

DISCLAIMER. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE BASE TESTNET AND ANY RELATED SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COINBASE SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND/OR NON-INFRINGEMENT. COINBASE DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT (I) ACCESS TO THE BASE TESTNET OR ANY RELATED SERVICES, WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY; (II) THE BASE TESTNET WILL BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM OR OTHER SERVICES; (III) THE BASE TESTENET WILL BE SECURE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR-FREE; OR (IV) THE BASE TESTNET WILL PREVENT ANY UNAUTHORIZED ACCESS TO, ALTERATION OF, OR THE DELETION, DESTRUCTION, DAMAGE, LOSS OR FAILURE TO STORE ANY OF YOUR CONTENT OR OTHER DATA.

LIABILITY CAP. IN NO EVENT WILL OUR AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS RELATING TO THE SERVICES EXCEED $100 USD. If you are a resident of New Jersey, this limitation of liability is intended to apply only to the extent permitted by New Jersey law.

Dispute Resolution: PLEASE BE AWARE APPENDIX 1 OF THIS AGREEMENT CONTAINS PROVISIONS GOVERNING HOW TO RESOLVE DISPUTES BETWEEN YOU AND COINBASE. AMONG OTHER THINGS, APPENDIX 1 INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND COINBASE SHALL BE RESOLVED BY BINDING AND FINAL ARBITRATION. APPENDIX 1 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER. PLEASE READ APPENDIX 1 CAREFULLY.

Amendment of these Terms. Coinbase may amend or modify the Base Testnet Terms at any time by posting the revised agreement on the Base Testnet site and/or providing a copy to you (a “Revised Agreement”). The Revised Agreement shall be effective as of the time it is posted but will not apply retroactively. Your continued use of the Services after the posting of a Revised Agreement constitutes your acceptance of such Revised Agreement. If you do not agree with any such modification, your sole and exclusive remedy is to terminate your use of the Services.

Entire Agreement. These Base Testnet terms comprise the entire understanding and agreement between you and Coinbase regarding the Base Testnet, and supersede any prior discussions, agreements, and understandings (including without limitation any prior versions of these terms) between you and Coinbase in relation to the Base Testnet.

Governing Law. You agree that the laws of the State of Delaware, without regard to principles of conflict of laws, will govern these Base Testnet Terms and any dispute, claim, or disagreements arising out of or relating in any way to the Services or Base Testnet, except to the extent governed by United States federal law.

Severability. If any provision of these Base Testnet Terms 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 the Base Testnet Terms shall not be affected.

Termination. Coinbase reserves the right to modify or discontinue the Base Testnet, in its sole discretion and without notice, including without limitation, reducing, removing, or modifying the availability of certain features or services.

APPENDIX 1: ARBITRATION AGREEMENT

1.1. Applicability of Arbitration Agreement. Subject to the terms of this Arbitration Agreement, you and Coinbase agree that any dispute, claim, disagreements arising out of or relating in any way to your access to or use of the Base Testnet any communications you receive, any products sold or distributed through the Base Testnet website or Base Testnet, and the Base Testnet Terms of Service (“Base Testnet Terms”) (each, a “Dispute”) will be resolved by binding arbitration, rather than in court, except that: (1) you and Coinbase may assert claims or seek relief in small claims court if such claims qualify and remain in small claims court; and (2) you or Coinbase may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). For purposes of this Arbitration Agreement, “Dispute” will also include disputes that arose or involve facts occurring before the existence of this or any prior versions of the Base Testnet Terms as well as claims that may arise after the termination of the Base Testnet Terms.

1.2. Waiver of Jury Trial. YOU AND COINBASE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Coinbase are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in the subsection entitled “Applicability of Arbitration Agreement” above. There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.

1.3. Waiver of Class and Other Non-Individualized Relief. YOU AND COINBASE AGREE THAT, EXCEPT AS SPECIFIED IN SUBSECTION 1.8, EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND DISPUTES OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party's individual claim. Nothing in this paragraph is intended to, nor shall it, affect the terms and conditions under the subsection 1.8 entitled “Batch Arbitration.” Notwithstanding anything to the contrary in this Arbitration Agreement, if a court decides by means of a final decision, not subject to any further appeal or recourse, that the limitations of this subsection, “Waiver of Class and Other Non-Individualized Relief,” are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and Coinbase agree that that particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in the State of California. All other Disputes shall be arbitrated or litigated in small claims court. This subsection does not prevent you or Coinbase from participating in a class-wide settlement of claims.

1.4. Rules and Forum. The Base Testnet Terms evidences a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement and any arbitration proceedings. The arbitration will be administered by the American Arbitration Association (“AAA”), in accordance with the Consumer Arbitration Rules (the "AAA Rules") then in effect, except as modified by this Arbitration Agreement. The AAA Rules are currently available at https://www.adr.org/sites/default/files/Consumer%20Rules.pdf.

A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Request”). If you initiate the arbitration, you must provide Coinbase a copy of your Request through Coinbase’s registered agent for service of process. The Request must include: (1) the name, telephone number, mailing address, email address of the party seeking arbitration, and the email addresses (if any) associated with the applicable account(s); (2) a statement of the legal claims being asserted and the factual bases of those claims; (3) a description of the remedy sought, including an accurate, good faith calculation of the amount in controversy in United States Dollars; (4) if you are the party making the Request, a statement certifying completion of the Formal Complaint Process as described in the Base Testnet Terms or your basis for not completing the Formal Complaint Process; and (5) evidence that the requesting party has paid any necessary filing fees in connection with such arbitration.

If the party requesting arbitration is represented by counsel, the Request shall also include counsel’s name, telephone number, mailing address, and email address. Such counsel must also sign the Request. By signing the Request, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that: (1) the Request is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (2) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (3) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery. Unless you and Coinbase otherwise agree, or the Batch Arbitration process discussed in subsection 8 is triggered, the arbitration will be conducted in the county where you reside. Subject to the AAA Rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of the arbitration. In any case, you and Coinbase agree that we will not request more than three depositions per side in each arbitration or Batch Arbitration proceeding. If the AAA is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any AAA fees and costs will be solely as set forth in the applicable AAA Rules.

You and Coinbase agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.

1.5. Arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of California and will be selected by the parties from the AAA's roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) business days of delivery of the Request, then the AAA will appoint the arbitrator in accordance with the AAA Rules, provided that if the Batch Arbitration process under subsection 1.8 is triggered, the AAA will appoint the arbitrator for each batch.

1.6. Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes arising out of or related to the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except for the following: (1) all Disputes arising out of or relating to the subsection entitled “Waiver of Class and Other Non-Individualized Relief,” including any claim that all or part of the subsection entitled “Waiver of Class and Other Non-Individualized Relief” is unenforceable, illegal, void or voidable, or that such subsection entitled “Waiver of Class and Other Non-Individualized Relief” has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator; (2) except as expressly contemplated in the subsection entitled “Batch Arbitration,” all Disputes about the payment of arbitration fees shall be decided only by a court of competent jurisdiction and not by an arbitrator; (3) all Disputes about whether either party has satisfied any condition precedent to arbitration shall be decided only by a court of competent jurisdiction and not by an arbitrator; and (4) all Disputes about which version of the Arbitration Agreement applies shall be decided only by a court of competent jurisdiction and not by an arbitrator. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties, except as expressly provided in the subsection entitled “Batch Arbitration.” The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court having jurisdiction. In any award of damages, the arbitrator shall abide by the “Indemnification,” “Limitation of Liability,” and “Liability Cap” sections of the Base Testnet Terms.

1.7. Attorneys’ Fees and Costs. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). If you or Coinbase need to invoke the authority of a court of competent jurisdiction to compel arbitration, then the party that obtains an order compelling arbitration in such action shall have the right to collect from the other party its reasonable costs, necessary disbursements, and reasonable attorneys' fees incurred in securing an order compelling arbitration. The prevailing party in any court action relating to whether either party has satisfied any condition precedent to arbitration, including the Formal Complaint Process, is entitled to recover their reasonable costs, necessary disbursements, and reasonable attorneys’ fees and costs.

1.8. Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and Coinbase agree that in the event that there are one hundred (100) or more individual Requests of a substantially similar nature filed against Coinbase by or with the assistance of the same law firm, group of law firms, or organizations, within a thirty (30) day period (or as soon as possible thereafter), the AAA shall (1) administer the arbitration demands in batches of 100 Requests per batch (plus, to the extent there are less than 100 Requests left over after the batching described above, a final batch consisting of the remaining Requests); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award (“Batch Arbitration”).

All parties agree that Requests are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise the AAA, and the AAA shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by Coinbase.

You and Coinbase agree to cooperate in good faith with the AAA to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Requests, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings. This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision.

1.9. Modification. Notwithstanding any provision in this Base Testnet Terms to the contrary, we agree that if Coinbase makes any future material change to this Arbitration Agreement, it will notify you. Your continued use of the Base Testnet site and/orBase Testnet, including the acceptance of products and services offered on the Base Testnet and/or Base Testnet site following the posting of changes to this Arbitration Agreement, constitutes your acceptance of any such changes.