Silicon Network Terms of Use

Last Updated: January 6th, 2026

1.0 Overview

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.

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.

2.0 Definitions

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 or GPU server 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 certain digital assets (including GPU NFTs and Claim Tickets) 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 digital assets on the Silicon Network Platform, including GPU NFTs and/or Pool Tokens.

“Pool” means the smart contracts and associated arrangements that hold pool assets, which may include USDC and NFTs representing ownership and/or cash flow rights to GPU servers.

“Pool Contract(s)” means the smart contract(s) associated with the Pool and/or Pool Token, including smart contract logic for minting, burning, transfers, accounting, fees (if any), and redemption mechanics (if any).

“Pool Token” means an ERC-20 token (currently referred to as “$silGPUa” in certain materials) intended to represent a fractional ownership claim on GPU server assets and associated cash flows held by the Pool and governed by Pool Contract(s). The Pool Token’s features, availability, parameters, and mechanics may change over time.

“Silicon Network Platform” means the collection of products and services provided by Berkeley Compute Inc., including the Interface, Marketplace, Custodial Accounting Software, Pool, Pool Contracts, Pool Token, pre-deposit campaigns, and any additional features, tools, or services we may offer in the future related to the Silicon Network Platform.

“$SIL” means the native utility token of the Silicon Network, which may be launched in the future.

“USDC” means USD Coin, a digital stablecoin intended to be 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.

3.0 Our Products and Services

The products and services shall include, but shall not necessarily be limited to, (a) app.silicon.net, a website-hosted user interface (the “Interface” or “App”), (b) our platform for listing, trading, and managing digital assets on supported blockchains, including GPU NFTs, Claim Tickets, and Pool Tokens, and (c) any additional features, tools, or services we may offer in the future related to the Silicon Network Platform.

3.1 The Interface

The Interface provides a web-based means of accessing our platform for interacting with digital assets and smart contracts related to tokenized GPU infrastructure, including GPU NFTs and Pool Tokens.

3.2 GPU Marketplace and Related Features

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;

f) Interact with Pool Contracts and Pool Tokens, including, where available, minting, burning, transferring, and redeeming Pool Tokens through smart contracts.

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.

Pool Tokens are distinct from GPU NFTs. GPU NFTs may represent ownership interests in specific equipment and related rights, while Pool Tokens may represent fractional interests in a pool of assets and cash flows. You acknowledge that Pool Token features (including any pricing mechanics, NAV methodology, fees, and redemption mechanics) are determined by applicable smart contracts and related documentation and may be modified or upgraded to the extent permitted by applicable law and the governing documentation.

3.3 Wallet Management

To access certain features of the Silicon Network Platform, you may interact with Custodial Accounting Software built by Berkeley Compute Inc. and run by providers that are part of the Silicon Network Platform. Your digital assets may be managed through this custodial system, and you may 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.

3.4 Pre-Deposit Campaigns

Pre-Deposit Commitment and Non-Refundability

By participating in a pre-deposit campaign, you are making a binding commitment to receive Pool Tokens upon the campaign's completion and Pool Token issuance. Pre-deposits are non-refundable except as expressly described below. Once you submit a pre-deposit, you may not withdraw, cancel, or receive a refund of your deposited funds unless Silicon Network exercises its discretion to refund the campaign as described in this section.

Silicon Network's Discretionary Refund Right

Notwithstanding the non-refundable nature of pre-deposits, Silicon Network reserves the absolute right, in its sole discretion, to cancel any pre-deposit campaign and refund all participant deposits at any time and for any reason, including but not limited to: failure to reach campaign targets, regulatory concerns, operational challenges, market conditions, or changes in business strategy. In the event Silicon Network exercises this discretionary refund right, participants will receive a return of their deposited principal in USDC (or the original deposit currency) but will not be entitled to any compensation for opportunity costs, time value of money, or other consequential damages.

Equipment Specifications Subject to Change

Silicon Network makes no guarantee that the specific GPU models, server configurations, or hardware specifications advertised or described in connection with a pre-deposit campaign will be the actual equipment deployed. Due to supply chain constraints, pricing volatility, technological advancements, vendor availability, market conditions, or other operational considerations, Silicon Network reserves the right to substitute alternative GPU models, server types, or hardware configurations of substantially similar or better performance characteristics. Such substitutions shall not constitute a material breach of this Agreement or entitle participants to refunds.

Conversion Timeline and Delays

Silicon Network will make commercially reasonable efforts to convert pre-deposits to Pool Tokens within a reasonable timeframe following campaign completion. However, you acknowledge and agree that the conversion process may be delayed due to technical development, smart contract audits, regulatory review, equipment procurement and deployment timelines, Data Center Provider onboarding, or other factors beyond Silicon Network's control. No specific timeline for Pool Token issuance is guaranteed, and delays in conversion shall not entitle you to refunds, interest, or other compensation. Your deposited funds may remain unconverted for an indefinite period.

Promotional Points and Rewards

Pre-deposit campaigns may offer promotional points, multipliers, bonuses, or similar reward mechanisms (collectively, "Campaign Points") to participants. You acknowledge and agree that Campaign Points:

  • Have no monetary value and cannot be redeemed for cash, USDC, or any other currency
  • Are promotional tools only and confer no ownership, financial, or legal rights
  • May influence the allocation or distribution of Pool Tokens or future $SIL tokens, but Silicon Network makes no guarantee regarding such allocation
  • May be modified, recalculated, forfeited, or canceled at Silicon Network's sole discretion
  • Are not transferable, sellable, or assignable
  • Do not create any contractual obligation or enforceable right

Campaign Points are awarded at Silicon Network's discretion and any point calculations, multipliers, or tiers communicated are subject to change without notice.

Pool Token Characteristics and Risks

Upon conversion, you will receive Pool Tokens subject to the Pool Contract(s) and associated terms. You acknowledge the following additional risks specific to Pool Tokens received through pre-deposit campaigns:

  • NAV and Pricing Methodology: Any published Net Asset Value (NAV), pricing methodology, or valuation for Pool Tokens is calculated based on parameters and data sources determined by Silicon Network and may not reflect secondary market prices, if any exist. NAV methodologies, depreciation schedules, and valuation assumptions may be changed at Silicon Network's discretion.
  • Redemption Limitations: Redemption mechanisms for Pool Tokens, if available at all, may be subject to fees (including but not limited to redemption fees, protocol fees, and exit fees), liquidity constraints (limited redemption windows, daily/monthly caps, pro-rata redemptions), timing restrictions (lock-up periods, vesting schedules, cooldown periods), minimum holding periods, and other conditions specified in the Pool Contract(s). Silicon Network makes no guarantee that any redemption mechanism will be available or economically viable.
  • Illiquidity Risk: You may be unable to sell, transfer, or redeem Pool Tokens at NAV, at your cost basis, or at all. Secondary markets for Pool Tokens may not develop, and if they do, trading prices may be significantly below NAV or your acquisition cost.
  • No Guaranteed Returns: Pool Tokens are subject to all risks associated with the underlying GPU infrastructure, including equipment failure, obsolescence, Data Center Provider defaults, market demand for GPU compute, and operational challenges. Silicon Network makes no guarantee of earnings, yields, returns, or capital preservation.

4.0 Modifications to this Agreement or our Products and Services

4.1 Modifications to this Agreement

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 on our website. 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.

4.2 Modifications to our Products and Services

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.

5.0 Intellectual Property Rights

5.1 IP Rights Generally

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.

5.2 Third-Party Resources and Promotions

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.

5.3 Additional Rights

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.

6.0 Your Responsibilities

6.1 Prohibited Activity

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:

  • Intellectual Property Infringement: Activity that infringes on or violates any copyright, trademark, service mark, patent, right of publicity, right of privacy, or other proprietary or intellectual property rights under the law.
  • Cyberattack: Activity that seeks to interfere with or compromise the integrity, security, or proper functioning of any computer, server, network, personal device, or other information technology system, including, but not limited to, the deployment of viruses and denial of service attacks.
  • Fraud and Misrepresentation: Activity that seeks to defraud us or any other person or entity, including, but not limited to, providing any false, inaccurate, or misleading information in order to unlawfully obtain the property of another.
  • Market Manipulation: Activity that violates any applicable law, rule, or regulation concerning the integrity of trading markets, including, but not limited to, the manipulative tactics commonly known as “rug pulls,” pumping and dumping, and wash trading.
  • Securities and Derivatives Violations: Activity that violates any applicable law, rule, or regulation concerning the trading of securities or derivatives, including, but not limited to, the unregistered offering of securities and the offering of leveraged and margined commodity products to retail customers in the United States.
  • Sale of Stolen Property: Buying, selling, or transferring stolen items, fraudulently obtained items, items taken without authorization, and/or any other illegally obtained items.
  • Data Mining or Scraping: Activity that involves data mining, robots, scraping, or similar data gathering or extraction methods of content or information from the Silicon Network Platform.
  • Objectionable Content: Activity that involves soliciting information from anyone under the age of 18 or that is otherwise harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, discriminatory, or otherwise objectionable.
  • Any Other Unlawful Conduct: Activity that violates any applicable law, rule, or regulation of the United States or another relevant jurisdiction, including, but not limited to, the restrictions and regulatory requirements imposed by U.S. law.

6.2 Trading and Smart Contract Transactions

You agree and understand that:

(a) all trades and transactions 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 transaction; and

(c) we do not conduct a suitability review of any transaction you submit.

Transactions may include, without limitation, purchases, sales, deposits, withdrawals, transfers, minting, burning, and redemptions involving Claim Tickets, GPU NFTs, Pool Tokens, USDC, XCH, or other supported digital assets.

You understand that cryptocurrencies and digital assets (including stablecoins like USDC) may fluctuate in value and there is no guarantee of a 1:1 representation of the United States dollar.

6.3 Custodial Services and Responsibilities

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 may be 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, failures of smart contracts, or insolvency of third-party providers, and you assume all risks associated with using custodial services.

You are solely responsible for all activities associated with your account and/or wallet, and for maintaining the confidentiality and security of any private keys, seed phrases, passwords, and account credentials. You agree to notify us immediately of any unauthorized access or use of your account.

6.4 Compliance and Tax Obligations

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.

Your use of the Silicon Network Platform may result in various tax consequences. It is your responsibility to determine whether taxes apply to any transactions you initiate or receive (including transactions involving Pool Tokens) and, if so, to report and/or remit the correct tax to the appropriate tax authority.

We do not provide tax advice, nor do we assume any responsibility for your tax liabilities.

6.5 Fees

We may charge fees for certain services (for example, marketplace fees) as described in the Interface or in this Agreement. We reserve the right to change the fee structure at any time, with advance notice where required by applicable law.

Blockchain transactions require the payment of transaction fees to the appropriate network (“Gas Fees”). Unless expressly stated otherwise, you will be solely responsible for paying Gas Fees for any transaction that you initiate via the Silicon Network Platform.

6.6 Future Token Launch and Rewards

Users who purchase and own digital assets on the Silicon Network Platform may be eligible to receive bonus rewards in the form of $SIL tokens when the token is launched. Eligibility criteria will be determined by Silicon Network and communicated through the Silicon Network Platform or official documentation at the time of launch.

We make no guarantees regarding the value, utility, or availability of $SIL tokens.

6.7 Release of Claims

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.

7.0 Disclaimers

7.1 Assumption of Risk – Generally

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:

  • Using cryptographic and blockchain-based systems;
  • Digital asset ownership (including GPU NFTs, Claim Tickets, and Pool Tokens) for investment or speculative purposes;
  • The usage and intricacies of digital assets such as XCH and stablecoins like USDC, and other digital tokens.

You understand that:

  • Markets for these digital assets are nascent and may be highly volatile;
  • There is a possibility of partial or total loss of your funds;
  • Anyone can create a token (including fake versions), increasing the risk of mistaken trades;
  • Stablecoins may not be fully stable, collateralized, or immune to panics and runs;
  • Smart contract transactions may be automatic and irreversible.

Pool Token risks (additional):

  • Any Pool Token pricing, “NAV” methodology, depreciation methodology, or similar valuation concept may be based on parameters and data sources that do not reflect secondary market prices, and may change over time.
  • Any redemption mechanism for a Pool Token (if available) may be subject to fees, liquidity constraints, contract parameters, timing constraints, and other conditions.
  • You may be unable to sell Pool Tokens at or above any stated NAV or at all.

In summary, we are not responsible for these risks or resulting losses, and you assume full responsibility for all risks of accessing and using the Silicon Network Platform.

7.2 No Warranties

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.

We do not represent or warrant that access to the Silicon Network Platform will be continuous, uninterrupted, timely, or secure; that information will be accurate, reliable, complete, or current; or that the Silicon Network Platform will be free from errors, defects, viruses, or other harmful elements.

Any payments or financial transactions that you engage in may be processed via blockchain smart contracts. Once executed, we may have no ability to reverse such transactions.

7.3 No Investment Advice

Any informational materials are for informational purposes only and should not be construed as investment advice. You alone are responsible for determining whether any transaction or opportunity is appropriate for you.

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.

8.0 Indemnification

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, account, or wallet 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.

9.0 Limitation of Liability

Under no circumstances shall we or any of our officers, directors, employees, contractors, agents, affiliates, or subsidiaries be liable to you for indirect, punitive, incidental, special, consequential, or exemplary damages, including damages for loss of profits, goodwill, use, data, or other intangible property, arising out of or relating to any access or use of or inability to access or use the Silicon Network Platform.

We assume no liability or responsibility for any of the following:

  • Errors, mistakes, or inaccuracies of content;
  • Personal injury or property damage resulting from access or use of the Interface;
  • Unauthorized access or use of any secure server or database in our control;
  • Interruption or cessation of function related to the Silicon Network Platform;
  • Bugs, viruses, Trojan horses, or the like;
  • Errors or omissions in, or loss or damage incurred as a result of the use of, any content made available through the Silicon Network Platform;
  • The defamatory, offensive, or illegal conduct of any third party.

Additional liability disclaimers include:

  • We may have no liability to you or to any third party for claims or damages that may arise as a result of payments or transactions involving Claim Tickets, GPU NFTs, Pool Tokens, Pool Contracts, or other smart contracts.

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.

10.0 Governing Law, Dispute Resolution and Class Action Waivers

10.1 Governing Law

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.

10.2 Dispute Resolution

We will use our best efforts to resolve 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 are not 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 (“Dispute”), shall be finally and exclusively settled by arbitration under the JAMS Optional Expedited Arbitration Procedures.

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.

10.3 Class Action and Jury Trial Waiver

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.

You and we both agree to waive the right to demand a trial by jury.

11.0 Miscellaneous

11.1 Entire Agreement

These terms constitute the entire agreement between you and us with respect to the subject matter hereof.

11.2 Assignment

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.

11.3 Notice

We may provide any notice to you under this Agreement using commercially reasonable means, including using public communication channels.

11.4 Severability

If any provision of this Agreement shall be determined to be invalid or unenforceable, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under applicable law, and the validity or enforceability of any other provision shall not be affected.

11.5 Termination

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.

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.

11.6 Privacy

Your use of the Silicon Network Platform is also governed by our Privacy Policy.

11.7 Force Majeure

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 failures of blockchain networks, the internet, or third-party services.

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.