neptun.fun

Terms of Service for Neptun.fun

Last updated: 6 May 2026

These Terms of Service ("Terms") govern your access to and use of the website located at https://neptun.fun, any subdomains, the underlying smart contracts, application programming interfaces ("APIs"), and any other interfaces, applications, or tools made available through it (collectively, the "Platform"), and the products and features offered through the Platform (the "Services"), provided by Neptun.fun ("Neptun", "we", "us", or "our").

These Terms, together with our Privacy Policy and any guidelines, additional terms, policies, or disclaimers made available by Neptun from time to time, constitute a binding and enforceable legal contract between Neptun and its affiliates and subsidiaries worldwide and you, an end user of the Services ("you", "your", or "User").

By accessing or using the Platform — including by connecting a self-custodial wallet, viewing the Platform, creating or interacting with a token, posting content, or sending a transaction — you agree that you have read, understood, and are bound by these Terms, as amended from time to time. If you do not agree to these Terms, do not access or use the Services.

PLEASE READ CAREFULLY. These Terms include (i) a binding individual arbitration agreement, (ii) a class-action and jury-trial waiver, (iii) significant limitations of liability and disclaimers of warranties, and (iv) restrictions on access by Restricted Persons and residents of certain jurisdictions, including the United States of America. By using the Services you agree to all of these.

1. The Services

(a) What Neptun.fun is. Neptun is a non-custodial software interface that lets users create, discover, trade, and interact with fungible tokens ("Tokens") on the Solana blockchain and any other blockchains we may support from time to time (collectively, the "Networks"). The Services may include, without limitation:

  • a token-creation tool that lets users deploy Tokens, configure metadata, and bootstrap initial liquidity (including bonding-curve, liquidity-pool, or LBP-style mechanisms);
  • a trading interface that enables swaps against on-chain liquidity;
  • discovery, search, and ranking features;
  • social features such as profiles, comments, livestreams, chats, and reactions ("UGC Features"); and
  • analytics, charts, and on-chain data displayed for informational purposes.

(b) Non-custodial. Neptun does not custody, hold, or control your private keys, seed phrases, Tokens, SOL, or any other digital assets. All transactions are signed by your self-custodial wallet (e.g., Phantom, Solflare, Backpack) and broadcast to the Networks. You are solely responsible for the security of your wallet and the contents thereof.

(c) No control over the Networks. Neptun does not operate the Solana network or any other Network and does not influence transaction conduct, ordering, validation, finality, or fees (including network "gas" or priority fees). You are responsible for ensuring your wallet is sufficiently funded before initiating any transaction.

(d) Smart contracts. Some Services are facilitated by smart contracts deployed on the Networks ("Smart Contracts"). Smart Contracts are autonomous code; once a transaction is executed it generally cannot be reversed by Neptun, you, or any other party. You should carefully review any transaction before signing it.

(e) Beta features. We may make pre-release, beta, or experimental features available. Such features are provided as-is, may be modified or discontinued at any time, and are not subject to any service-level commitment.

(f) No investment advice. Nothing on the Platform constitutes investment, financial, legal, tax, or other professional advice. Tokens displayed on or accessible through the Platform — including those created by us, by users, by automated systems, or by third parties — are not offered, recommended, or endorsed by Neptun. You are solely responsible for your trading and investment decisions.

(g) No fiduciary duty; no broker-dealer. Neptun is not your broker, dealer, intermediary, agent, fiduciary, or adviser, and does not have a fiduciary duty to you in any capacity.

2. Eligibility, Restricted Persons, and Geographic Restrictions

(a) Representations. By using the Services you represent and warrant that:

  1. you have full legal capacity and authority to agree to and be bound by these Terms;
  2. you are at least eighteen (18) years of age (or the higher minimum age required in your jurisdiction);
  3. your access to and use of the Services is and will remain in compliance with all applicable laws and regulations;
  4. you are not, and are not acting on behalf of, a Restricted Person (as defined below);
  5. you are not located in, organized under the laws of, or ordinarily resident in any Prohibited Locality (as defined below);
  6. you have not been previously suspended or removed from the Services; and
  7. all information you provide is and will remain accurate, current, and complete.

(b) Restricted Persons. "Restricted Persons" means any individual or entity that is (i) listed on, or owned or controlled by a person listed on, any Sanction List (defined below); (ii) a national of, located in, organized under the laws of, or ordinarily resident in any Prohibited Locality; (iii) a U.S. Person (as defined under U.S. securities laws and OFAC regulations); or (iv) otherwise prohibited from accessing the Services under applicable law.

(c) Sanction Lists. "Sanction Lists" means any list of sanctioned, embargoed, designated, or blocked persons or entities maintained by, including but not limited to: the U.S. Treasury Department's Office of Foreign Assets Control (OFAC) Specially Designated Nationals (SDN) List; the U.S. Department of State; the U.S. Department of Commerce's Bureau of Industry and Security (Entity List, Denied Persons List); the United Nations Security Council Consolidated List; the European Union Consolidated Financial Sanctions List; Her Majesty's Treasury (UK) Consolidated List; and any other list maintained by a competent governmental authority.

(d) Prohibited Localities. "Prohibited Localities" means: the United States of America (including its territories), the United Kingdom (where required by applicable law), and any country, region, or territory subject to comprehensive U.S., EU, UK, or UN sanctions, including (without limitation) Cuba, Iran, North Korea (DPRK), Syria, Russia, Belarus, the Crimea region, the so-called Donetsk People's Republic, the so-called Luhansk People's Republic, Kherson, Zaporizhzhia, Myanmar (Burma), Côte d'Ivoire, the Democratic Republic of the Congo, Iraq, Libya, Mali, Nicaragua, Somalia, Sudan, South Sudan, Venezuela, Yemen, Zimbabwe, and any additional jurisdictions designated by us from time to time.

(e) No circumvention. You agree not to use a virtual private network ("VPN"), proxy server, Tor, smart-contract wrapper, decentralized front-end, mixing service, or any other technology, method, or arrangement to disguise your location, identity, or wallet provenance, or to otherwise circumvent these Terms or any technical, geographic, or sanctions-based restriction we apply. We may, in our sole discretion, employ blockchain analytics, geolocation, IP filtering, wallet screening, and other technologies to detect and prevent prohibited access. Attempting to circumvent these restrictions is a material breach of these Terms.

(f) Discretionary access controls. We may, in our sole and absolute discretion and without liability, refuse, limit, suspend, condition, or terminate access to the Platform or to any Service for any User, wallet, geographic region, or jurisdiction, at any time and for any reason or no reason, including in response to legal, regulatory, or risk considerations.

3. Wallet Connection, Accounts, and Authentication

(a) Wallet connection. You may be required to connect a compatible self-custodial wallet to access certain Services. Wallets are provided by third parties; their handling of keys, transactions, and personal data is governed by their own terms and privacy policies, and Neptun is not responsible for them.

(b) Profile and authentication. We may offer optional account or profile features, including username, avatar, and signed-message authentication ("sign-in with Solana"). You are responsible for maintaining the confidentiality of any credentials and for all activities that occur under your wallet, account, or profile. Notify us promptly at [email protected] if you suspect unauthorized use.

(c) No account recovery. Because the Services are non-custodial, we cannot recover your wallet, restore lost private keys or seed phrases, reverse transactions, or unfreeze on-chain assets.

4. User-Created Tokens, Bonding Curves, and Liquidity

(a) User-created Tokens. The Platform allows any User to create, configure, and list a Token. Tokens created on or accessible through the Platform are created by users, not by Neptun, and are not vetted, endorsed, sponsored, or guaranteed by Neptun. Token names, symbols, descriptions, images, and other metadata are user-generated content and may be misleading, infringing, offensive, or unlawful. Neptun makes no representations regarding the legality, value, utility, security, or tax treatment of any Token.

(b) Bonding curves and liquidity bootstrapping. Where the Platform offers bonding-curve, LBP, or similar mechanisms, prices are determined algorithmically by on-chain logic. Initial pricing, supply, fees, migration thresholds, and liquidity behavior are described in the relevant interface and on-chain code. Token prices may rise, fall, or go to zero rapidly. Liquidity may be removed, withdrawn, locked, or otherwise unavailable. You should review the Smart Contracts before participating.

(c) "Rug-pulls" and creator misconduct. Token creators may engage in conduct adverse to other holders, including but not limited to selling concentrated holdings, manipulating supply, abandoning a project, modifying mutable metadata, and impersonating real people or brands. Neptun is not responsible for the conduct of Token creators or other Users.

(d) Not securities offerings by Neptun. The Services are interfaces only. Any offer or sale of a Token is conducted between the Token's creator (or relevant smart contract) and the participating User. Neptun does not offer, sell, broker, underwrite, custody, settle, or facilitate the offer or sale of securities, derivatives, or regulated financial instruments. If any Token would be characterized as a security or other regulated instrument under your local law, you must not interact with it through the Services unless such interaction is lawful for you.

5. UGC Features and Content Moderation

(a) User Content. Profiles, posts, comments, livestreams, chats, reactions, links, images, audio, video, Token metadata, and any other content you submit to or through the Platform is your "User Content".

(b) License to Neptun. You grant Neptun a worldwide, non-exclusive, royalty-free, fully paid-up, sublicensable, transferable license to host, store, reproduce, modify (for technical purposes such as resizing or transcoding), create derivative works of, communicate, publish, publicly perform, publicly display, and distribute your User Content for the purpose of operating, providing, and improving the Services, and for the promotion of the Platform. Where applicable, you waive any moral rights you may have in your User Content to the extent permitted by law.

(c) Your representations. You represent and warrant that (i) you own or have all necessary rights to your User Content and to grant the license above; (ii) your User Content does not and will not infringe, misappropriate, or violate any third-party right (including intellectual-property, publicity, or privacy rights); and (iii) your User Content complies with these Terms and applicable law.

(d) Prohibited content. You must not submit, post, or stream content that:

  • is unlawful, defamatory, threatening, harassing, hateful, or incites violence;
  • depicts or promotes child sexual abuse material (CSAM), nonconsensual intimate imagery, terrorism, or other content prohibited by law;
  • infringes any patent, trademark, trade secret, copyright, right of publicity, or other right of any party;
  • contains malware, exploits, phishing links, or other harmful technology;
  • impersonates any person or entity, or misrepresents your affiliation;
  • promotes a Token, project, or third party in a manipulative, fraudulent, or deceptive manner (including pump-and-dump schemes, wash trading, and market manipulation);
  • includes private personal information of another person without authorization (doxxing);
  • promotes regulated activities (e.g., securities offerings, gambling, controlled substances) in a manner that does not comply with applicable law; or
  • otherwise violates these Terms or our community guidelines.

(e) Moderation. We may, but are under no obligation to, review, monitor, filter, demote, label, restrict, or remove any User Content, ban, suspend, or rate-limit any User, restrict any wallet or Token, and disclose User Content to legal authorities, in each case in our sole discretion. We are not the publisher of User Content and to the maximum extent permitted by law disclaim all liability for it.

(f) Trusted flaggers and notice-and-action. Where required by applicable law (including the EU Digital Services Act), we operate notice-and-action procedures for illegal content. To submit a notice, email [email protected] with sufficient detail to identify the content and the alleged illegality.

(g) Copyright (DMCA). If you believe content on the Platform infringes your copyright, send a notice complying with 17 U.S.C. § 512(c)(3) to [email protected] including: (i) a physical or electronic signature of the rights holder or authorized agent; (ii) identification of the copyrighted work; (iii) identification of the allegedly infringing material and information sufficient to locate it; (iv) your contact information; (v) a good-faith statement that the use is unauthorized; and (vi) a statement under penalty of perjury that the information is accurate and you are authorized to act. We will respond consistent with the DMCA, and may terminate the accounts of repeat infringers.

6. Fees, Taxes, and Network Costs

(a) Platform fees. Neptun may charge fees for the use of certain Services, including Token-creation fees, trading fees, listing fees, and creator/fee-share splits. Applicable fees, fee parameters, and any fee changes are disclosed in the relevant interface or in the Smart Contracts. By initiating a transaction, you authorize the deduction or payment of all applicable fees.

(b) Network fees. All transactions on a Network require Network fees (e.g., Solana priority fees), which are set by the Network and not by Neptun. Network fees are non-refundable, including for failed or stuck transactions.

(c) No refunds. Transactions executed on a Network are generally final and irreversible. Except where required by applicable law, fees are non-refundable.

(d) Taxes. You are solely responsible for determining and paying any and all taxes, duties, levies, and similar charges that apply to your use of the Services (including capital gains, income, VAT/GST, and withholding taxes), and for filing all required reports and returns. Neptun does not provide tax advice, does not collect or remit taxes on your behalf except where required by law, and does not generate tax forms unless legally obligated to do so.

7. Your Responsibilities and Prohibited Conduct

In addition to the conduct restrictions elsewhere in these Terms, you agree not to:

  1. infringe or misappropriate the intellectual property, publicity, or privacy rights of Neptun or any third party;
  2. transmit any virus, worm, time-bomb, keystroke logger, spyware, adware, or other malicious code;
  3. use any robot, spider, scraper, automated tool, or manual process to access, monitor, or copy the Services or any portion thereof, except via APIs we expressly make available and in accordance with their documentation and rate limits;
  4. reverse-engineer, decompile, disassemble, or otherwise attempt to discover the source code of any non-public component of the Services, except to the extent such restriction is prohibited by applicable law;
  5. interfere with, disrupt, overload, or impair the Services or any associated infrastructure (including by denial-of-service attacks, packet flooding, or excessive RPC calls);
  6. attempt to probe, scan, or test the vulnerability of the Services or to breach any security or authentication measure (other than through a formal, authorized security-research program);
  7. engage in market manipulation, including wash trading, spoofing, layering, "pump and dump" schemes, or coordinated inauthentic activity;
  8. use the Services to launder funds, finance terrorism, evade sanctions, commit tax evasion, or engage in any other illegal conduct;
  9. use the Services in any unlawful, fraudulent, deceptive, or harmful manner; or
  10. encourage or assist any third party in any of the foregoing.

You are solely responsible for ensuring your use of the Services complies with all applicable laws (including any registration, licensing, or reporting obligations) and for any consequences resulting from your breach of these Terms. We disclaim any liability for erroneous use of the Platform due to user error.

8. Risk Disclosures

You expressly acknowledge and accept the following risks. The list below is illustrative and not exhaustive.

  • Volatility. Tokens are highly volatile; their value can fall to zero. Past performance is not indicative of future results.
  • Liquidity. Liquidity may be thin, manipulated, or removed at any time.
  • Smart-contract risk. Smart Contracts may contain bugs, exploits, oracle failures, or design flaws.
  • Network risk. Networks may experience congestion, downtime, forks, reorganizations, MEV (maximal extractable value), front-running, sandwiching, censorship, validator misbehavior, or consensus failure.
  • Regulatory risk. The legal status of digital assets, exchanges, and protocols is evolving and varies by jurisdiction. New laws or enforcement actions may adversely affect the Services or particular Tokens.
  • Custody risk. Loss of your wallet, seed phrase, or device means loss of access to your assets. We cannot recover them.
  • Counterparty risk. Token creators and other Users may act in bad faith.
  • Data risk. On-chain data, third-party APIs, oracles, and indexers may be inaccurate, delayed, or unavailable.
  • Tax risk. Tax treatment of digital-asset transactions is complex and may change.

You should not use the Services with funds you cannot afford to lose.

9. Intellectual Property

(a) Neptun IP. All right, title, and interest in and to the Platform and the Services (excluding User Content and open-source components governed by their own licenses), including all software, source code, designs, logos, trademarks, and documentation, are owned by Neptun or its licensors. Subject to your compliance with these Terms, Neptun grants you a personal, limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to access and use the Services solely as permitted by these Terms.

(b) Reservation. Except as expressly stated, no right or license is granted to you by implication, estoppel, or otherwise. All rights not expressly granted are reserved.

(c) Trademarks. "Neptun.fun" and any associated logos and product names are trademarks of Neptun. You may not use them without our prior written consent, except for fair, descriptive, or nominative use as permitted by law.

(d) Feedback. You may provide suggestions, ideas, or feedback ("Feedback"). You grant Neptun a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, sublicensable, and transferable license to use the Feedback for any purpose without restriction or obligation.

(e) Open-source. Components of the Services may be made available under open-source licenses. Such components are governed by the applicable open-source license, which prevails to the extent of any conflict with these Terms.

10. Third-Party Services

The Platform may include, link to, or interoperate with third-party software, services, content, or platforms — including wallets, RPC providers, indexers, block explorers, oracles, analytics, livestream infrastructure, decentralized exchanges, and bridges ("Third-Party Services"). Third-Party Services are not controlled by us and are governed by their own terms. We make no representations and disclaim all warranties and liabilities arising from or relating to Third-Party Services, including their accuracy, completeness, security, availability, or compatibility.

11. AML, Sanctions, and Compliance

Neptun unequivocally prohibits the use of the Services for money laundering, terrorism financing, fraud, sanctions evasion, or any other illegal activity. By using the Services you confirm that no funds or wallets you use are derived from, or will be used in, such activities. We may, in our sole discretion and without notice (i) screen wallets, transactions, and Users against sanctions and risk lists; (ii) decline, delay, or reverse access to any Service; (iii) freeze, restrict, or disable access; (iv) request information or documents (including KYC information) from you; and (v) report suspicious activity to competent authorities, in each case as we believe necessary to comply with applicable law or to protect the Platform and its Users.

12. Indemnification

To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Neptun, its affiliates, and each of their respective officers, directors, employees, contractors, agents, licensors, and service providers (the "Indemnified Parties") from and against any and all claims, demands, actions, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use of, or inability to use, the Services; (b) your User Content; (c) your breach of these Terms or any applicable law; (d) your violation of any third-party right; (e) any Token you create, list, or interact with; (f) any tax obligation arising from your use of the Services; or (g) any dispute between you and another User or third party. Neptun reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense.

13. Disclaimers

(a) AS-IS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES, THE PLATFORM, AND ALL CONTENT, TOKENS, AND DATA ACCESSIBLE THROUGH THEM ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. NEPTUN AND ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

(b) No availability or accuracy guarantee. We do not warrant that the Services will be uninterrupted, secure, error-free, or free of harmful components; that defects will be corrected; that any information will be accurate, current, or complete; or that the Services will be compatible with any particular hardware, software, or wallet.

(c) No outcome guarantee. We do not guarantee any economic outcome of using the Services, including the success or failure of any Token, swap, or transaction.

(d) Information only. Information made available through the Services is for informational purposes only and is not a recommendation to buy, sell, or hold any digital asset.

Some jurisdictions do not allow the exclusion of certain warranties; in those jurisdictions the foregoing exclusions apply to the fullest extent permitted by law.

14. Limitation of Liability

(a) Excluded damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL NEPTUN OR ANY OF THE INDEMNIFIED PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUES, DATA, GOODWILL, USE, OR THE VALUE OF ANY DIGITAL ASSET, WHETHER ARISING UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

(b) Cap. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF NEPTUN AND THE INDEMNIFIED PARTIES, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, WILL NOT EXCEED THE GREATER OF (I) THE TOTAL FEES PAID BY YOU TO NEPTUN IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (II) ONE HUNDRED U.S. DOLLARS (US$100.00).

(c) Specific exclusions. Without limiting the foregoing, we are not liable for: (i) acts or omissions of any Network, validator, miner, oracle, RPC provider, indexer, wallet, smart contract, or other third party; (ii) any unauthorized access to or use of your wallet, account, or device; (iii) any conduct of any User or Token creator, including rug-pulls, fraud, or market manipulation; (iv) Token economics, dilution, supply changes, or contract upgrades; (v) any bug, exploit, or vulnerability in any Smart Contract (whether or not deployed by Neptun); (vi) any service interruption, latency, MEV, sandwiching, or transaction reordering; or (vii) any tax, regulatory, or legal consequence of your activity.

(d) Essential basis. You acknowledge that the disclaimers and limitations in these Terms are an essential basis of the bargain between you and Neptun, and that we would not provide the Services without them. The limitations apply even if a remedy fails of its essential purpose.

Some jurisdictions do not allow the exclusion or limitation of certain damages; in those jurisdictions our liability is limited to the fullest extent permitted by law.

15. Term, Suspension, and Termination

(a) Term. These Terms apply from your first access to the Services and remain in effect until terminated as set out below.

(b) Termination by you. You may stop using the Services at any time. Termination does not entitle you to a refund of fees or to reverse any executed transaction.

(c) Termination by us. We may suspend, restrict, modify, or terminate your access to the Services or any feature, in whole or in part, at any time, with or without notice, and with or without cause, including if (i) you breach these Terms or applicable law; (ii) we are required to do so by a governmental, regulatory, or law-enforcement authority; (iii) we have a good-faith belief that doing so is necessary to protect Neptun, the Platform, or any other User; or (iv) we discontinue the Services or any portion of them.

(d) Survival. Sections that by their nature should survive termination — including Sections 4(c)–(d), 5(b)–(g), 6(c)–(d), 7, 8, 9, 11, 12, 13, 14, 15(d), 17, 18, 19, and 20 — survive termination.

16. Modifications to the Terms or Services

We may modify these Terms from time to time. If we make material changes, we will provide reasonable notice (e.g., by updating the "Last updated" date and, where appropriate, posting an in-Platform notice or sending an email). Changes are effective on posting unless a later date is specified. Your continued use of the Services after the effective date constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Services. We may also modify, suspend, or discontinue any aspect of the Services at any time without liability.

17. Force Majeure

Neptun shall not be liable for any failure to perform or delay in performance to the extent caused by circumstances beyond its reasonable control, including acts of God, natural disasters, pandemic, war, terrorism, civil unrest, labor disputes, governmental action, sanctions, internet, telecommunications, or hosting outages, denial-of-service or other malicious attacks, Network forks, reorganizations, halts, congestion, validator failure, oracle failure, or smart-contract exploit.

18. Dispute Resolution; Arbitration; Class-Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU TO RESOLVE DISPUTES THROUGH BINDING INDIVIDUAL ARBITRATION AND LIMITS THE WAY YOU CAN SEEK RELIEF FROM US.

(a) Informal resolution. Before initiating any formal dispute resolution, you agree to first contact us at [email protected] with a written description of the dispute (a "Notice"). The Notice must include your name, contact information, wallet address(es) involved, a description of the claim, and the relief sought. The parties will attempt in good faith to resolve the dispute informally for at least sixty (60) days.

(b) Binding individual arbitration. Any dispute, controversy, or claim arising out of or relating to these Terms or the Services that is not resolved informally — including disputes about the existence, validity, enforceability, or scope of this arbitration agreement — shall be finally settled by binding individual arbitration administered by the Swiss Arbitration Centre under the Swiss Rules of International Arbitration in force at the time of the Notice. The seat of arbitration shall be Zurich, Switzerland. The arbitration shall be conducted by a sole arbitrator unless the dispute amount exceeds US$1,000,000, in which case three arbitrators shall be appointed. The language of the arbitration shall be English.

(c) Governing law. These Terms and any dispute arising out of or relating to them are governed by the laws of Switzerland, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

(d) Class-action and jury-trial waiver. YOU AND NEPTUN AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING, AND THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS OR PRESIDE OVER ANY FORM OF REPRESENTATIVE PROCEEDING. YOU AND NEPTUN WAIVE ANY RIGHT TO TRIAL BY JURY. If this class-action waiver is found to be unenforceable, then the entirety of this Section 18 shall be void.

(e) Mass arbitration. If 25 or more similar arbitration demands are filed against Neptun by or with the assistance of the same or coordinated counsel, the parties agree the demands shall be administered in batches of up to 50 cases each, with a single procedural arbitrator presiding over each batch, to promote efficiency and reduce duplication, and the time periods herein shall be tolled pending resolution of each batch.

(f) Opt-out. You may opt out of this arbitration agreement by sending written notice of your decision to opt out, including your name, wallet address, and a clear statement that you do not wish to resolve disputes with Neptun through arbitration, to [email protected] within thirty (30) days of first accepting these Terms. Opting out has no other effect on these Terms.

(g) Carve-outs. Notwithstanding the foregoing, either party may (i) seek injunctive or equitable relief in any court of competent jurisdiction to prevent or restrain the infringement or misappropriation of intellectual property or to enforce confidentiality obligations, and (ii) bring an individual action in any small-claims court of competent jurisdiction.

(h) Mandatory consumer law. Nothing in these Terms limits any non-waivable rights you may have as a consumer under the law of your country of residence.

19. EU/UK Specific Provisions

If you are a consumer ordinarily resident in the European Economic Area, the United Kingdom, or Switzerland, the following apply to the extent of any conflict with the rest of these Terms:

  • The European Commission provides an Online Dispute Resolution platform: https://ec.europa.eu/consumers/odr.
  • Nothing in these Terms affects your statutory rights as a consumer that cannot be waived or limited by contract.
  • The arbitration agreement in Section 18 does not deprive you of the protection afforded by mandatory provisions of the law of your country of habitual residence.

20. General

(a) Assignment. You may not assign or transfer these Terms or any of your rights or obligations under them without our prior written consent. We may assign these Terms (in whole or in part), or any rights or obligations under them, freely without your consent, including in connection with a merger, acquisition, financing, reorganization, or sale of assets.

(b) Subcontracting. We may engage affiliates, subcontractors, and other third parties to perform our obligations and exercise our rights under these Terms.

(c) No waiver. Our failure to exercise or enforce any right or provision will not operate as a waiver. Any waiver must be in writing.

(d) Severability. If any provision of these Terms is held invalid, illegal, or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, or, if it cannot be modified, severed; the remaining provisions will remain in full force and effect.

(e) Entire agreement. These Terms, together with any documents expressly incorporated by reference, constitute the entire agreement between you and Neptun regarding the Services and supersede any prior or contemporaneous agreements or communications.

(f) Headings. Headings are for convenience only and do not affect interpretation.

(g) Notices to you. We may give you notice by email, by posting on the Platform, or by any other reasonable means. Notices are effective on posting or sending.

(h) Notices to us. Notices to us must be sent to [email protected]. Notices required to be in writing under Section 18 must additionally be sent to any registered office address we publish.

(i) Relationship. Nothing in these Terms creates any agency, partnership, joint venture, employment, or fiduciary relationship.

(j) Language. These Terms are concluded in English. Any translation is provided for convenience only; in the event of a conflict, the English version prevails.

21. Contact

If you have questions about these Terms — including legal inquiries, disputes, security reports, abuse or illegal-content reports, copyright (DMCA) notices, and privacy requests — please contact us at [email protected]. Our website is https://neptun.fun.