Circle Alliance Program Terms and Conditions

Terms & Conditions

Last updated: April 26, 2024

These terms and conditions (the “Terms”) between you (“you,” “yours”) and Circle Internet Financial, LLC (“Circle”) govern your participation in the Circle Alliance Program (“CAP”). You and Circle will be individually referred to as “Party”, and collectively referred to as the “Parties”. By participating in CAP, you agree to be bound by these Terms and all other terms, policies, and guidelines applicable to your participation.

1. Publicity and Intellectual Property. By agreeing to participate in CAP, you acknowledge you are the rightful owner or exclusive licensee of the trademark(s) and/or copyright(s) being submitted, or the owner/licensee’s authorized agent. You attest you have the express or implied authority of the owner/licensee and hereby grant Circle permission to use the submitted company’s name, logo, trademark(s), and/or copyright(s) for all purposes related to CAP. You are and shall remain the owner of all intellectual property that you own or control as of the date of your acceptance of these Terms or that you develop or acquire thereafter. You may not publicly identify Circle or your participation in CAP or use Circle’s logo or likeness without Circle’s prior written consent.
2. Confidentiality.
   1. “Confidential Information” means any information or materials disclosed by Circle to you that: (i) if disclosed in writing or in the form of tangible materials, is or was marked “confidential” or “proprietary” at the time of such disclosure; (ii) if disclosed orally or by visual presentation, is or was identified as “confidential” or “proprietary” at the time of such disclosure; and/or (iii) due to its nature or the circumstances of its disclosure, a person exercising reasonable business judgment would understand to be confidential or proprietary. These Terms shall be considered Confidential Information.
   2. You agree: (i) to maintain Circle’s Confidential Information in strict confidence and to take at least reasonable precautions to protect such Confidential Information (including all precautions you employ with respect to your own similar Confidential Information); (ii) not to disclose such Confidential Information to any third party; and (iii) not to use such Confidential Information for any purpose except for participation in CAP. You may disclose Circle’s Confidential Information to your employees who have a bona fide need to know such Confidential Information for the aforementioned purpose, but solely to the extent necessary to pursue such purpose and for no other purpose; provided, that such employee first executes a written agreement (or is otherwise already bound by a written agreement) that contains use and nondisclosure restrictions at least as protective of the Confidential Information as those set forth in these Terms, and provided that you are and remain responsible for the acts and omissions of such employees hereunder.
   3. Exceptions. The obligations and restrictions in Section B(2) will not apply to any information or materials that you can show:
      1. were, at the date of disclosure, or have subsequently become, generally known or available to the public through no act or failure to act by you;
      2. were rightfully known by you prior to receiving such information;
      3. are rightfully acquired by you from a third party who has the right to disclose such information or materials; or
      4. are independently developed by you without access to any Confidential Information of Circle.
   4. Compelled Disclosure. Nothing in this Agreement will be deemed to restrict you from disclosing Circle’s Confidential Information to the extent required by subpoena, law, or administrative order; provided, you notify Circle, to the extent legally permissible, of the information to be disclosed as early as reasonably practicable before the disclosure and take all reasonable action to avoid or limit the disclosure.
3. Termination of Participation. Circle may terminate your participation at any time for any reason.
4. Discord Community Guidelines. You must abide by the following Discord community rules and guidelines. Violation of these rules may result in your termination from CAP.
   1. Treat everyone with respect. Absolutely no harassment, witch-hunting, sexism, racism, or hate speech will be tolerated.
   2. While Circle encourages you to introduce yourself and your business, do not use member channels or direct messages for any sales or advertisements.
   3. No age-restricted or obscene content. This includes text, images, or links featuring nudity, sex, violence, or other graphically disturbing content.
   4. Discord’s ToS & Community Guidelines apply.
   5. Absolutely no price discussion of any token/asset is allowed on this server. That includes speculation about price movement, discussion around selling points, short/long trades, etc.
   6. Never share confidential information, including your private keys or seed phrases, with anyone.
   7. No one from Circle will ever directly message you on this platform, and you should not DM Circle moderators. If you wish to report bad actors, or have any questions or feedback, please visit the #support channel.
   8. Keep conversations and questions on topic with their respective channels. Additionally, there are no bot commands. Attempting bot commands is off-topic and disruptive to discussions other users are having.
   9. Do not bypass or circumvent filters by using similar or nonsensical word variations and/or incorporating special characters.
   10. If you see something against the rules or something that makes you feel unsafe, please inform the moderators or admins.
   11. Breaking rules may result in the removal of your message, a timeout, server ban, or removal from CAP.
5. Miscellaneous. These Terms and all matters arising out of or relating to these Terms are governed by, and construed in accordance with, the laws of Delaware (without regard to conflict of laws principles). Circle may change these Terms at its sole discretion, any time, and without notice. Any non-compliance with these Terms may result in the suspension or termination of your participation in CAP.