Terms & Conditions

Effective date: 27th of August 2024

WARNING: By using Lilypad, you agree to be bound by all of the provisions of the Lilypad Terms and Conditions set out below. Each time you sign into Lilypad or use its website, you confirm that you agree to all of the provisions and accept all of the terms and conditions set out below. If you do not agree to any of the provisions, you are not permitted to use the services of Lilypad. These terms and conditions are binding for both legal and natural persons.

Recitals
1. These Terms and Conditions form part of the contract between you and Phase Labs LLC-FZ (the owner of the Lilypad brand, the owner of the Lilypad web-application that can be found on https://app.lilypad.cc/, the landing page website that can be found on all associated code and other elements that make up this whole, all associated code and other elements that make up this whole, social media sites of Lilypad, found on Discord, Telegram and X., hereinafter referred to as “Phase Labs”). Please read these Terms and Conditions, the Privacy Policy, and any other applicable rules, policies and conditions published on Lilypad’s website and/or web-application, before you use any of the services. By using Lilypad, discovering projects, searching for Non-Fungible Tokens (“NFTs”), applying your project to be featured on Lilypad, entering into smart contracts available through Lilypad, and/or using any other service, you agree to be bound by the terms of this Agreement on behalf of yourself and any third parties using the aforementioned services within your account. If you do not accept the terms of this Agreement, you may not use Lilypad and/or any of its services.
Definitions for Purposes of this Agreement:
1. Lilypad is a crowdfunding crypto platform, created with a purpose to provide a risk-mitigated way of crowdfunding projects in the crypto space. Once on the platform, users can choose projects they would like to mint. Once the project has been chosen, the user contributes in a way that the user enters into a smart contract where the user’s Solana is held as a Liquid Staking Token (“LST”) named pathSol, which is tied to the NFT, which the contributor wants to mint. Once minted the LST funds are tied to the NFT forming an LST-NFT (“LST-NFT”), which is in the user’s possession. As long as the LST-NFT is in existence, the yield from the user’s contribution is distributed to the team (Project submitters), who created the minted NFT as funds for developing their projects. At any time the user may choose, it can dissolve the LST-NFT with another smart contract and get back their original contribution lessened by the minting and dissolving fees.
2. Project submitter means the party that submits their project to be featured on Lilypad.
3. User is a term that describes anyone who interacts with Lilypad in any way shape or form.
4. Project means a crypto project, which is featured on Lilypad.
5. Minting refers to the process of creating a new non-fungible token (NFT) on a blockchain. This involves writing or deploying a smart contract to a blockchain platform, which generates a unique, verifiable digital asset that is recorded on the blockchain ledger. Minting an NFT includes assigning specific metadata (such as digital artwork, audio, video, or other digital files) and unique identifiers to the token, thereby establishing its provenance, ownership, and authenticity. The act of minting an NFT effectively converts digital files into a unique asset that can be bought, sold, transferred, or traded on the blockchain, subject to the terms and conditions set by the issuing smart contract and relevant legal and regulatory frameworks.
6. Dissolving refers to the process of rendering a non-fungible token (NFT) inactive or void, effectively terminating its existence or removing its status as a unique digital asset on a blockchain. This may involve actions such as burning the NFT (i.e., sending it to an irretrievable address, thereby removing it from circulation), nullifying the smart contract associated with the NFT, or otherwise altering the blockchain records to reflect that the NFT is no longer valid or transferable. Dissolving an NFT may be undertaken for various reasons, including but not limited to regulatory compliance, the satisfaction of contractual obligations, or the exercise of rights by the NFT owner or issuer.
7. Yield refers to the return or profit generated from holding an LST. This yield is typically derived from staking rewards or other forms of income generated by the underlying staked assets that the LST represents. The yield may also be influenced by factors such as staking fees, network performance, and market conditions.
8. Smart contracts are self-executing contracts with the terms of the agreement directly written into lines of code. These contracts automatically execute, control, or document legally relevant events and actions according to the predefined terms and conditions embedded in the software code. Typically, smart contracts are stored and replicated on a blockchain network, ensuring immutability, transparency, and decentralised enforcement without the need for intermediaries. While not necessarily recognized as legally binding under all jurisdictions, smart contracts are used to facilitate, verify, and enforce the negotiation or performance of a contract.
9. Solana is a crypto currency with the symbol “Sol”.
10. PathSol is an LST crypto currency value of which is pegged (tied) to the value of Solana at rate 1:1.
Lilypad Services
1. Lilypad provides services: 1. featuring of Projects on Lilypad, 2. Miniting smart contracts and 3. dissolving smart contracts. Other services that Lilypad may execute are ancillary to the services mentioned in the previous sentence.
Terms and Conditions for Users
1. Users may access Lilypad free of charge through the Internet.
2. Users may discover Projects free of charge through Lilypad.
3. Users may enter into smart contracts through Lilypad, namely Minting and Dissolving smart contracts.
4. The user may mint the desired NFT by entering into a Minting smart contract. The Minting smart contract shall require the user to transfer the asking contribution in Solana (Sol) from its wallet into the smart contract, which will be converted into an LST PathSol and tied to the minted NFT. The fee of the Minting smart contract is 0.045 Sol, which shall be subtracted from the user’s contribution.
5. The minted NFT is in full ownership of the user.
6. The user may at any time decide to sell, transfer or dissolve the minted NFT.
7. While the NFT is in existence (remains on the blockchain) the Project submitter (creators of the NFT) shall receive Yield as defined in Article 5 and its sub-articles.
8. Once the user decides to dissolve the minted NFT, it may enter into a Dissolving smart contract. The Dissolving smart contract shall dissolve the NFT, convert the original contribution from PathSol into Sol, and return the user’s original contribution amount into its wallet lessened by the Minting and the Dissolving fees. The fee of the Dissolving smart contract is 0.045 Sol, which shall be subtracted from the user’s contribution.
9. Users expressly acknowledge, consent and understand that they do not have the right to withdraw from either the Minting or the Dissolving smart contracts (the cooldown period) under the exception of Article 16, paragraph a) in accordance with the EU’s Consumer Rights Directive 2011/83/EU.
Terms and Conditions for Project submitters
1. Project submitters may submit their Projects through a submission form available on Lilypad.
2. The Project submitters are civilly and criminally liable for the accuracy of the data and information provided.
3. Once the form has been submitted, business development partners of Phase Labs, Pathfinders (which is a brand owned by GL Software Pte Ltd) (“Pathfinders”) shall review the submission and decide whether the submitted Project shall be featured on Lilypad or not.
4. Pathfinders shall inform the Project submitters whether their Project shall be featured on Lilypad or not via provided contact information.
5. Project submitters do not have a right to appeal the Pathfinders decision, since there is no contractual duty on the side of Pathfinders nor Phase Labs.
6. The submission process is free of charge, unless costs have occurred in the process due to fault of the Project submitters.
7. In the scope of the submission process, Project submitters must provide Pathfinders all the necessary information about the project in order for Pathfinders to assess the Project and reach a decision.
8. Featuring of Projects on Lilypad is free of charge, unless costs have occurred in the process due to fault of the Project submitters.
9. Once the Project is featured on Lilypad and the users have minted the Project’s NFTs, the Yield from users’ initial contribution shall be distributed to Project submitters for the purposes of Project development.
10. The Yield shall be distributed to the wallet address the Project submitters provided to Pathfinders.
11. The Yield shall be distributed at least once per month.
12. Phase Labs nor any of its partners do not in any way guarantee the rate nor the amount of the Yield.
13. The users’ contribution amount (the price) for the Project’s NFTs is entirely within the discretion of the Project submitter.
14. The contribution amount shall be subject to minting and/or dissolving fees.
15. Phase Labs and/or its partners may use Project information for advertising purposes of Lilypad. The Project submitters are not entitled to any compensation for such commercial use.
Restrictions
1. The user may not use Lilypad contrary to its intended use.
2. The user shall not attempt to circumvent, alter, hack and/or otherwise attempt to misuse Lilypad.
3. The sanction for violation of the previous article shall include criminal and/or civil liability and a contractual penalty of USD 10,000 (the contractual penalty shall not exclude the liability for damages). Violators shall be identified through the user's account and/or in relation to the IP address and the identification data of the device used.
Not Meant for Children
1. Underaged natural persons may not use Lilypad nor any of its services. Depending on your residency the term underaged may vary in accordance with the law anywhere from 14 to 21 years old.
Disclaimer of Warranties and Limitation of Liability
1. Phase Labs or its partners are not responsible in any way for the accuracy of the displayed information on Lilypad.
2. Phase Labs or its partners do not guarantee, represent, or warrant that the users use of Lilypad services will be uninterrupted or error-free, and the users agree that Phase Labs or its partners may modify the services at any time.
3. Phase Labs and/or its partners shall use reasonable efforts to protect information submitted by you in connection with the services, but users agree that their submission of such information is at their sole risk, and that they hereby release Phase Labs and its partners from any and all liability to them for any loss or liability relating to such information in any way.
4. Phase Labs or its partners do not represent or guarantee that the services will be free from loss, corruption, attack, viruses, interference, hacking, or other security intrusion, and users hereby release Phase Labs and its partners from any civil and/or criminal liability relating thereto.
5. Phase Labs or its partners are not responsible for data charges you may incur in connection with your use of Lilypad and/or its services.
6. By using the services, the users agree, to the extent permitted by law, to indemnify and hold Phase Labs and its partners, its directors, officers, employees, affiliates, agents, contractors, and licensors harmless with respect to any claims arising out of the users’ breach of this agreement, users’ use of the services, or any action taken by Phase Labs and its partners as part of its investigation of a suspected violation of this agreement or as a result of its finding or decision that a violation of this agreement has occurred. The users agree that they shall not sue or recover any damages from Phase Labs or its partners, its directors, officers, employees, affiliates, agents, contractors, and licensors as a result of its decision to remove or deny access to any information or content, to suspend or terminate your access to the services, or to take any other action during the investigation of a suspected violation or as a result of Phase Labs's conclusion that a violation of this agreement has occurred. This waiver and indemnity provision applies to all violations described in or contemplated by this agreement.
Intellectual property
1. All parties expressly and unconditionally declare that any and all intellectual property rights on Lilypad, including but not limited to its state now and in the future, the source code, functionalities, designs, innovations, solutions, branding, logo(s), name, brand identity, products, applications, websites, programs, industrial property rights and similar are fully, exclusively, geographically without limitations, timewise indefinitely and without any other material and/or other limitations in the sole ownership of Phase Labs.
2. Featured Project submitters expressly and unconditionally declare that Phase Labs and its partners can use Project submitters’ Brand and Project identity in regards to Lilypad and its promotion.
3. All parties expressly and unconditionally declare that intellectual property rights on NFT collections offered on Lilypad remain with their creators and potential minters and are not passed on to Phase Labs or its partners, unless they are the creators or minters themselves.
General
1. Information and data collected by Phase Labs. Phase Labs collects and processes data in accordance with the Privacy Policy.
2. Suspected abuse and/or breach of contract. In the event of suspected abuse of Lilypad and/or breach of any provision of the Agreement (including these Terms and Conditions and other Annexes), Phase Labs reserves the right to permanently disable access to and/or remove, without explanation, any user whose account is suspected of having abused and/or attempted to abuse Lilypad and/or its content and/or breached the Agreement without any refund for the Services already paid for. Phase Labs also reserves the right to claim damages for such behaviour and/or breach.
3. Changes to the Terms and Conditions. Phase Labs reserves the right to modify the terms, conditions, content, and features of the Lilypad at its sole discretion. Changes to prices will not affect services already provided. The user shall be informed of the changes in accordance with the applicable legislation. Continued use of Lilypad shall be deemed to constitute acceptance of the amended terms and conditions and/or other changes.
4. Availability of documentation. The Terms and Conditions and other relevant legal documents are accessible at all times on the website: https://www.lilypad.cc/.
5. Disputes. This contract is governed by law of the Dubai International Financial Centre (“DIFC”). The parties shall resolve any disputes arising from this contract amicably. If an amicable resolution is not possible, any dispute, difference, controversy or claim arising out of or in connection with this contract, including (but not limited to) any question regarding its existence, validity, interpretation, performance, discharge and applicable remedies, shall be subject to the exclusive jurisdiction of the Courts of the Dubai International Financial Centre (“the DIFC Courts”).
6. Nullity. In the event that any provision/s of this Contract is/are invalid, all other provisions shall remain in full force and effect.

Contact details. For assistance and further information regarding Lilypad or resolution of other problems, the user can contact Pathfinders by email at accounts@lilypad.support.