Terms of Service

Article I The agreement, and who it is with

Section 1.1 — Parties

These Terms of Service (the “Terms”) form a binding agreement between you (“you” or the “User”) and White Crown Enterprises Inc., a corporation organised under the laws of the State of South Dakota (the “Corporation,” “we,” “us” or “our”), acting through its XOVEREIGN division.

Section 1.2 — Corporate structure, stated once and relied on throughout

The Corporation operates through four unincorporated divisions: XOVEREIGN (foundational technology research, development and intellectual-property administration), XIGNET, Nexus Blue and Arloom. A division is an internal organisational unit. It has no separate legal personality, holds no title to any asset, cannot sue or be sued, and cannot enter into a contract in its own name. Every reference in these Terms to XOVEREIGN taking, permitting or refusing an action is a reference to the Corporation acting through that division.

Title to the intellectual property described on the Site is held by the LXM Holdings Perpetual Dynasty Trust, a perpetual trust organised under the laws of the State of South Dakota (the “Trust”). The Corporation holds an exclusive, irrevocable and perpetual licence to that property under a master licence agreement with the Trust and is the sole licensee. Nothing in these Terms conveys, or purports to convey, any interest in Trust property to any person.

White Crown Entertainment LLC, a New Mexico limited liability company in which the Corporation holds a majority interest, is a separate legal person. It is not a party to these Terms, is not an agent of the Corporation for the purposes of these Terms, and has no interest in and no access to any division of the Corporation.

Section 1.3 — Acceptance

By accessing or using the Site you confirm that you have read and accept these Terms and the Privacy Policy. If you request, receive or run a Verification Instrument, the End User Licence Agreement also applies to that Instrument and, as to the Instrument, prevails over these Terms to the extent of any conflict. If you do not accept these Terms, do not use the Site.

Section 1.4 — Capacity and authority

You represent that you are at least eighteen (18) years of age and have capacity to enter into a binding agreement. If you access the Site on behalf of an entity, you represent that you have authority to bind that entity, and “you” means that entity.

Article II Definitions

Article III What this site is, and what it is not

The Site is an informational publication of the XOVEREIGN division. It describes what each Foundational Technology does and what it guarantees. It is the point of entry for a request under the Verification Instrument programme and for a licensing enquiry.

The Site is not a product, a service or a platform. It offers no account, no registration, no subscription, no purchase, no payment and no hosted functionality of any kind. Nothing on the Site is:

• an offer capable of acceptance, or an invitation to treat, in respect of any technology, licence, product or service;
• an offer to sell or a solicitation of an offer to buy any security (see Article XV);
• legal, financial, investment, tax, engineering or professional advice of any kind; or
• a representation that any technology described is available for licence, sale or supply to you or in your jurisdiction.

No contract for the supply of any technology arises except under a separate written agreement executed by an authorised officer of the Corporation.

Article IV Permitted use

We grant you a limited, revocable, non-exclusive, non-transferable licence to access the Site and to view, download and print its pages for your own internal evaluation, research, diligence, journalistic or academic purposes.

You may quote from the Site, with attribution to XOVEREIGN Technologies, a division of White Crown Enterprises, provided the quotation is accurate, is not misleading as to its context, and reproduces any qualification, condition or date that the Site attaches to the statement quoted. Where the Site marks a figure as withdrawn or corrected, that marking must travel with the figure.

All rights not expressly granted are reserved. This licence confers no right in any trade mark, trade name, logo, design or trade secret, and no right to any Foundational Technology.

Article V Prohibited conduct

You must not, and must not permit any other person to:

• use the Site or its content to develop, train, specify, procure or market a product or service that competes with any Foundational Technology;
• attempt to derive, reconstruct or infer the design, method, algorithm, parameter or implementation of any Foundational Technology from any Published Statement, or represent that you have done so;
• republish the Site or any substantial part of it as your own, or in a manner that presents the Corporation as the source of a statement it did not make;
• attribute to the Corporation any figure, claim or comparison that the Site does not state, or state a figure from the Site without the conditions the Site attaches to it;
• use any trade mark, trade name or logo of the Corporation, of any Division, or of any Foundational Technology in a manner suggesting endorsement, partnership, certification or affiliation that does not exist;
• access the Site by automated means in a manner that imposes an unreasonable load, circumvent any technical restriction, or probe, scan or test the vulnerability of any system used to serve it other than under a written authorisation from us;
• use the Site in violation of any applicable law, including any export control, sanctions, anti-corruption or trade secret law.

We may suspend or terminate your access to the Site at any time for a breach of this Article, without notice and without liability. This right is in addition to, and not in substitution for, any other remedy available to us.

Article VI Published technical statements

Section 6.1 — Basis of a published figure

Each Published Statement expressing a measurement is stated with the conditions under which it was obtained, including the host on which it was measured, the baseline against which it was measured, and the date of measurement. A figure is presented as a measurement made under those conditions and not as a warranted level of performance, a specification, or a result attainable on any other configuration.

Section 6.2 — Design targets are identified as such

Where the Site states a design target, an operating band, an architectural intent or an expected behaviour rather than a completed measurement, it says so. A design target is a statement of what a system is built to do. It is not a representation that the target has been achieved, and it must not be reported as though it were a measured result.

Section 6.3 — Corrections

Where an internal audit has contradicted a figure previously published, the figure is withdrawn and the correction is stated on the Site. We undertake to continue that practice. A corrected or withdrawn figure supersedes every earlier statement of it, wherever that earlier statement appears, and you must not continue to rely on or republish a figure after its correction has been published.

Section 6.4 — Forward-looking statements

Statements about intended capability, planned availability, roadmap, commercial strategy or future performance are forward-looking. They reflect our expectation at the date stated and are subject to risks and uncertainties, many outside our control. We assume no obligation to update a forward-looking statement except as required by law.

Section 6.5 — Verification is offered, not asserted

The purpose of the Verification Instrument programme described in Article VII is that you need not take a Published Statement on trust. Nothing in this Article is intended to discourage you from testing any statement on the Site, and Article VII expressly permits you to publish what you find.

Article VII The Verification Instrument programme

Section 7.1 — What the programme is

The Verification Instrument is a compiled benchmark programme that runs the measurements underlying the Published Statements on hardware you nominate and reports what it finds, including any measurement that fails. It is supplied without charge, without registration, without an account and without any commercial qualification of the requester.

Section 7.2 — Issuance

A Build is issued on request to an identified requester and is bound to a Designated Host. A Build carries a Term, on expiry of which it ceases to operate. Issuance is at our discretion. We may decline a request, and are not obliged to give reasons, including where issuance would contravene Article XVI.

Section 7.3 — Availability

As at the effective date of these Terms the Instrument is specified but is not offered as a general download from the Site. Builds are issued per host on request. The Site states this position and will state the position as it changes. Nothing in this Article obliges us to issue a Build to any person.

Section 7.4 — Your right to publish Results

That right is subject to three conditions, each of which goes to accuracy rather than to control:

1. Publish the conditions with the figure. A Result must be reported together with the host it was obtained on, the baseline it was measured against, the Build identifier and the date. A bare multiplier with no conditions attached is not a result.
2. Do not present a partial run as a complete one. Where the Instrument reports that a measurement did not complete, was not applicable to the Designated Host, or failed, that report must travel with any Result published from the same run.
3. Do not attribute your Result to us. A Result is your measurement on your hardware. It must not be presented as a statement, certification, endorsement or warranty of the Corporation.

Detailed terms governing the Instrument itself — the licence grant, host binding, expiry and the restrictions on the software — are in the End User Licence Agreement.

Article VIII Intellectual property

Section 8.1 — Ownership

Title to all intellectual property in the Foundational Technology, the Site and its content — including all copyright, database rights, design rights, patents and patent applications, trade marks and trade secrets — is held by the Trust and is licensed exclusively, irrevocably and perpetually to the Corporation. No Division owns any of it. Neither an Internal Technology Allocation nor any custody or administration of Foundational Technology by XOVEREIGN conveys any proprietary interest to any Division or to any other person.

Section 8.2 — Marks

XOVEREIGN, White Crown Enterprises, XIGNET, Nexus Blue, Arloom, XXRYSTAL, Morpheus, ARIEX, Helios, Lotus Chain, AuraPrint, Xtarbite, Smart Binder, Niagara, Glass Protocol and White Noise Firewall are trade marks or trade names of White Crown Enterprises. Use of any of them requires our prior written consent, save for nominative fair use that accurately identifies the technology referred to and does not imply endorsement or affiliation.

Section 8.3 — Independent development

No Foundational Technology is derived from, forked from, or licensed from any third party. The Corporation makes that statement because it bears directly on what you acquire when you deal with us: there is no upstream licence, roadmap or governance decision outside our control that can affect it.

Section 8.4 — Copyright complaints

If you believe material on the Site infringes a copyright you own or control, send a written notice to the address in Article XXI containing the elements required by 17 U.S.C. § 512(c)(3), including identification of the work, identification of the material and its location, your contact details, a statement of good-faith belief, a statement as to accuracy and authority made under penalty of perjury, and your signature.

Article IX Trade secrets and reverse engineering

Section 9.1 — Status

The Foundational Technology is maintained as trade secret. It derives independent economic value from not being generally known and is the subject of measures that are reasonable under the circumstances to keep it secret, including classification at the Corporation’s highest internal tier, a rule limiting knowledge of any core method to no more than two persons, and the deliberate publication of function without method. It is protected under the Defend Trade Secrets Act of 2016, 18 U.S.C. § 1836 et seq., the South Dakota Uniform Trade Secrets Act, SDCL ch. 37-29, and the corresponding law of any other applicable jurisdiction.

Section 9.2 — What the Site does and does not disclose

The Site describes what each technology does and what it guarantees. It does not describe how any of it is built, and it will not. No Published Statement is a disclosure of a trade secret, and no access to the Site confers any right, licence or authorisation in respect of one.

Section 9.3 — Restrictions

You must not reverse engineer, decompile, disassemble, decrypt, extract, derive or attempt to derive the source code, structure, methods, algorithms, parameters or design of any Foundational Technology, whether from the Site, from a Verification Instrument, from any Result, or from any product or output of any of them. You must not misappropriate, and must not induce or assist another person to misappropriate, any trade secret of the Corporation or the Trust.

Section 9.4 — Mandatory rights preserved

Section 9.3 does not restrict any act that applicable law expressly permits and does not allow to be excluded by contract, including any act permitted under Article 6 of Directive 2009/24/EC of the European Parliament and of the Council on the legal protection of computer programs, or the corresponding provision of the law of an EEA member state or the United Kingdom. Where you propose to rely on such a right, you must first give us written notice and a reasonable opportunity to supply the information you require, and any act taken in reliance is confined to the purpose the applicable law permits.

Section 9.5 — Equitable relief

A breach of this Article would cause harm for which damages would be an inadequate remedy. We are entitled to seek injunctive and other equitable relief in any court of competent jurisdiction, without the necessity of posting a bond, in addition to any other remedy.

Article X Licensing and commercial enquiries

XOVEREIGN administers the licensing of Foundational Technology on behalf of the Corporation. Two distinct arrangements exist and are not interchangeable:

An enquiry is not an offer, and our response to an enquiry is not an acceptance. No licence, option, exclusivity, right of first refusal, partnership, joint venture, agency or fiduciary relationship arises from any communication with us, including any communication marked as a proposal, indication or term sheet, unless and until a written agreement is executed by an authorised officer of the Corporation.

Certain Foundational Technology is classified at a tier that is not available for licence to any person at any tier. We are not obliged to disclose which.

Substantive licensing discussion requires an executed non-disclosure agreement. Until one is in place, do not send us confidential information; anything you do send is governed by Article XI.

Article XI Feedback and unsolicited submissions

If you send us a comment, suggestion, correction, idea or other material otherwise than under an executed non-disclosure agreement (“Feedback”), you grant the Corporation a perpetual, irrevocable, worldwide, royalty-free, fully paid, transferable and sublicensable licence to use, reproduce, modify and exploit that Feedback for any purpose, without restriction and without compensation or attribution to you.

You represent that you have the right to grant that licence and that the Feedback does not infringe the rights of any other person. We treat unsolicited Feedback as non-confidential. Do not send us anything you are not free to give on those terms.

A correction to a Published Statement is welcome on exactly these terms and will be assessed on its merits.

Article XII Disclaimer of warranties

Some jurisdictions do not allow the exclusion of certain warranties. Where that is so, the exclusions in this Article apply to the fullest extent permitted, and nothing in these Terms excludes or limits liability for fraud or fraudulent misrepresentation, for death or personal injury caused by negligence, or for any other liability that cannot lawfully be excluded or limited.

Article XIII Limitation of liability

The limitations in this Article are an essential basis of the bargain and apply even if a limited remedy fails of its essential purpose. They do not apply to any liability that cannot lawfully be excluded or limited, and they are without prejudice to the mandatory rights of a consumer in any jurisdiction whose law affords them.

Article XIV Indemnification

You will indemnify, defend and hold harmless the Corporation, the Trust, each Division and their respective officers, directors, trustees, employees, agents and advisers from and against any claim, demand, proceeding, loss, liability, damage, cost and expense (including reasonable attorneys’ fees) arising out of or in connection with: (a) your use of the Site; (b) your breach of these Terms; (c) your misstatement, or your misleading presentation, of any Published Statement or Result; (d) your infringement or misappropriation of any right of the Corporation, the Trust or any other person; or (e) your breach of any applicable law.

We will notify you of any claim to which this Article applies, and you may control its defence with counsel reasonably acceptable to us, provided that you may not settle a claim in a manner that imposes an obligation or admission on us without our prior written consent.

Article XV No offer of securities

Nothing on the Site constitutes an offer to sell, or a solicitation of an offer to buy, any security of the Corporation, the Trust, White Crown Entertainment LLC or any affiliate, in any jurisdiction, nor does it constitute investment advice or a recommendation in respect of any security.

Any offer of securities would be made only to eligible persons, by means of definitive offering documents containing the full terms, risk factors and financial information required, and only in compliance with the Securities Act of 1933, the Securities Exchange Act of 1934, applicable state securities laws and the law of any other applicable jurisdiction. Descriptions of technology, structure, ownership or governance on the Site are provided for information and must not be relied on for any investment purpose.

Article XVI Export control and sanctions

The Foundational Technology and the Verification Instrument may be subject to the export control and sanctions laws of the United States, including the Export Administration Regulations, 15 C.F.R. pts. 730–774, and the regulations administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury, as well as the laws of other jurisdictions.

You represent that you are not located in, organised under the laws of, or ordinarily resident in a country or territory subject to comprehensive sanctions; that you are not a person identified on any restricted-party list maintained by the United States, the United Kingdom, the European Union or the United Nations; and that you are not acting for the benefit of any such person. You must not export, re-export, transfer or make available any Instrument, Result or content of the Site in contravention of any such law.

Article XVII Accessibility

The Site, including these legal documents, is built to conform to the Web Content Accessibility Guidelines (WCAG) 2.2 at Level AA. Accessibility is treated here as a construction requirement rather than as a compliance exercise: the document a screen reader receives is the document, not a parallel copy of it, and the visual presentation is applied to that same markup.

If any part of the Site or of these documents is not accessible to you, tell us using the details in Article XXI, identifying the page and the assistive technology in use. We will provide the content in an accessible alternative form and will correct the defect.

Article XVIII Changes to these terms

We may amend these Terms. The amended Terms take effect when posted on the Site with a new effective date and version, and apply to your use of the Site from that date. The version and date of the Terms you are reading appear at the head of this document.

An amendment does not apply retrospectively to a Build already issued to you; the End User Licence Agreement in force when your Build was issued continues to govern that Build for its Term. If you do not accept an amendment, your remedy is to stop using the Site.

Article XIX Governing law, venue and disputes

These Terms, and any dispute or claim arising out of or in connection with them or their subject matter or formation (including a non-contractual dispute or claim), are governed by and construed in accordance with the laws of the State of South Dakota and the federal law of the United States, without regard to any conflict-of-laws rule that would apply the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Before commencing proceedings, each party will give the other written notice describing the dispute and will negotiate in good faith for thirty (30) days. If the dispute is not resolved, the parties submit to the exclusive jurisdiction of the state courts of the State of South Dakota and the United States District Court for the District of South Dakota, and each party waives any objection to venue in those courts on grounds of inconvenient forum.

Nothing in this Article prevents either party from applying to any court of competent jurisdiction for interim or injunctive relief, and in particular does not restrict our right under Section 9.5 to protect intellectual property or trade secrets.

If you are a consumer resident in the European Economic Area or the United Kingdom, nothing in this Article deprives you of the protection of the mandatory provisions of the law of your country of residence, or of your right to bring proceedings in the courts of that country.

Article XX General provisions

Section 20.1 — Entire agreement

These Terms, together with the Privacy Policy and, where applicable, the End User Licence Agreement, are the entire agreement between you and the Corporation in respect of the Site and supersede all prior understandings on that subject. Nothing in this Section limits liability for fraud or fraudulent misrepresentation.

Section 20.2 — Order of precedence

In the event of a conflict: as to a Verification Instrument, the End User Licence Agreement prevails; as to the processing of personal data, the Privacy Policy prevails; and as to all other matters, these Terms prevail. A separate written agreement executed by an authorised officer of the Corporation prevails over all of them as to its subject matter.

Section 20.3 — Severability

If any provision is held invalid, illegal or unenforceable, it is severed to the minimum extent necessary and the remainder continues in full force. Where a provision can be given effect by limiting it, it is to be read as so limited.

Section 20.4 — No waiver

No failure or delay in exercising a right is a waiver of it, and no single or partial exercise precludes any further exercise. A waiver is effective only if given in writing.

Section 20.5 — Assignment

You may not assign or transfer these Terms or any right under them without our prior written consent. We may assign these Terms to an affiliate, or in connection with a reorganisation, merger or transfer of the business or assets to which they relate, on notice to you.

Section 20.6 — No third-party rights

Save that the Trust and each of the indemnified persons named in Article XIV may enforce the provisions expressed to be for their benefit, a person who is not a party to these Terms has no right to enforce any of them.

Section 20.7 — Force majeure

Neither party is liable for a failure or delay in performance caused by an event beyond its reasonable control, save for an obligation to pay.

Section 20.8 — Survival

Articles II, VIII, IX, XI, XII, XIII, XIV, XVI, XIX, XX and XXI survive termination or expiry, together with any provision that by its nature is intended to survive.

Section 20.9 — Interpretation

Headings are for convenience and do not affect interpretation. “Including” means “including without limitation.” A reference to a statute is to that statute as amended and to any subordinate legislation made under it. The singular includes the plural. These Terms are drafted in English; any translation is provided for convenience and the English text prevails.

Article XXI Notices and contact

Notices to us under these Terms must be in writing and addressed to:

Legal correspondence may also be directed to Bernard M. Resnick, Esq., external legal counsel to White Crown Enterprises.

A notice is deemed given on delivery if delivered by hand, on the third business day after posting if sent by prepaid recorded post, and on receipt if sent by any electronic means we have designated in writing for that purpose.