Uphold Staking Program Terms and Conditions

Geographic Restrictions Apply.

These Staking Terms and Conditions (these “Staking Terms”) are incorporated by reference and supplement the User Agreement for U.S. and Canadian Residents and Businesses between Uphold HQ Inc. (“Uphold”) (“Uphold”, “we”, “us”) and you (“User Agreement”), available on our website, and govern your use of our staking services through the Uphold platform (“Staking” or “Staking Services”). Capitalized terms not defined herein shall have the meaning given to them in the User Agreement. To the extent there is any conflict between these Staking Terms and the User Agreement, these Staking Terms shall prevail. For sake of clarity, except to the extent these Staking Terms address matters specific to Staking that are not addressed in the User Agreement, the User Agreement shall control in the event of any conflict. In no event shall these Staking Terms be construed to displace, waive, or limit any disclosure, right, or protection required by applicable law.

By accessing and/or using the Staking Services, you agree that you have read, understood and accepted these Staking Terms in their entirety. Please also review the Staking Frequently Asked Questions.

Key Risks of Staking

Your participation in Staking Services is tracked on an individual, per-Account basis: the amount of a cryptoasset that is eligible for Staking (an “Eligible Cryptoasset”) by you, any Preparation Period or Unbonding Period (both defined below) applicable to the Eligible Cryptoassets you stake (“Staked Eligible Cryptoasset”) the rewards accrued through the Staking (“Staking Rewards”), and any Slashing Fees imposed on your Staked Eligible Cryptoassets are each determined and recorded with respect to your Account individually, and are not pooled with those of other users for purposes of allocating rewards or losses. Because Staking occurs on third-party proof-of-stake networks that operate outside Uphold's control, your Staked Eligible Cryptoassets are subject to protocol-level risks that apply directly to your individual position, including, without limitation:

• For Boosted Staking: Lock-up, bonding, and Unbonding Periods. Protocol- or validator-imposed lock-up, bonding, or Unbonding Periods during which your Staked Eligible Cryptoassets cannot be transferred, exchanged, or withdrawn and during which you may not earn Staking Rewards.
• Extensions of lock-up, bonding, or Unbonding Periods. Extensions of any such lock-up, bonding, or Unbonding Period due to network congestion, validator queues or exit queues, protocol upgrades, hard forks, governance actions, or other changes adopted by the relevant network.
• Slashing Fees and other network-imposed penalties. Slashing Fees and other network-imposed penalties (including for validator downtime, double-signing, or other validator misbehavior), which are deducted by the relevant network from your individual Staked position and may reduce the principal amount of your Staked Eligible Cryptoasset, in some cases substantially or in full.

Uphold's reimbursement obligation for Slashing Fees is set forth in, and limited by, the “Slashing Fees” section below; you acknowledge that the exclusions in that section (including, without limitation, protocol-level failures caused by bugs, maintenance, upgrades, or general failure, and events outside of Uphold's reasonable control) operate as residual risks that you bear, and that for any such excluded event Uphold has no obligation to reimburse you for any loss of principal or Staking Rewards.

Staking Services

The Uphold Platform allows unrestricted users in good standing who reside in the geographical areas set forth below to stake certain cryptoassets held on the Uphold Platform in a third-party proof-of-stake network.  Staking involves delegating or locking certain eligible cryptoassets in these networks to support transaction validation and consensus processes on a blockchain or distributed ledger technology system (“Stake”, “Staking” or “Staked”). 

When you purchase an Eligible Cryptoasset, you may opt to participate in Staking whereby you may earn Staking Rewards based on the amount of Eligible Cryptoasset Staked and as determined by the relevant Eligible Cryptoasset’s network. The cryptoassets eligible for Staking shall be determined or changed at Uphold’s sole discretion at any time. 

You retain ownership of each Eligible Cryptoasset that is Staked, and each Staked Eligible Cryptoasset remains your property while Staked. While Uphold retains custodial responsibility at all times and your beneficial ownership remains unaffected. All crypto-assets staked by Uphold on your behalf will remain subject to custody rules and obligations by the part of Uphold. For California residents, each Staked Eligible Cryptoasset over which Uphold maintains control (whether directly or through a digital financial asset control services vendor) continues to be held for your benefit pursuant to California Financial Code § 3503, is not the property of Uphold, and is not subject to the claims of Uphold's creditors, on the same terms as set forth in the Appendix to the User Agreement.

Slashing Fees imposed by the relevant network are deductions from the Staked Eligible Cryptoasset by that network and may reduce the principal amount available to you notwithstanding this trust treatment, subject to Uphold's reimbursement obligation set forth in the “Slashing Fees” section below.

A minimum amount of Eligible Cryptoassets may be required to participate in Staking. Participation in Staking is entirely voluntary, and you may stop participating at any time, subject to the terms set forth below.

California Residents. If you are a California resident, your use of the Boosting Staking Services is also subject to the California State Disclosures set forth in the Appendix to your User Agreement, which are incorporated herein by reference, including without limitation the statutory trust treatment of digital financial assets under California Financial Code § 3503, the irrevocability and error-resolution disclosures required by § 3501, and your right to at least fourteen (14) days' prior notice of any change to the fee schedule, other terms or conditions that have a material impact on the digital financial asset business activity conducted with you, or the policies applicable to your Account. To the extent any provision of these Staking Terms is inconsistent with the disclosures or protections required for California residents under California Financial Code Division 1.25 (commencing with § 3101), the latter controls solely as to California residents.

Types of Staking Offered

Subject to geographical restrictions, Uphold offers two different types of Staking: Boosted Staking and Flexible Staking - each as further described below. 

Boosted Staking

Available In All Jurisdictions Where Uphold Currently Offers Services and Accepts New Accounts Except:

• Cyprus;

• Singapore; and

• In the United States: Louisiana and Washington.

Boosted Staking (“Boosted Staking”) is when a user opts to stake their Eligible Cryptoassets for a fixed period as determined by the protocol. While an Eligible Cryptoasset is staked in Boosted Staking, it is locked and cannot be exchanged nor transferred to an external wallet address. Further, there may be waiting periods (see below) between opting in and out of Boosted Staking, during which time you will not be eligible to receive Staking Rewards. 

When you opt-in to the Boosted Staking, there may be a time period before the amount you stake is eligible to receive Staking Rewards (“Preparation Period”). This period varies depending on the specific blockchain network and staking conditions. You will be notified of any Preparation Period prior to Staking your Eligible Cryptoasset.

In Boosted Staking, Uphold will never stake or transfer any cryptoasset held in custody without your express prior consent. Where you expressly opt in to Boosted Staking, you authorize Uphold to use the relevant Eligible Cryptoassets solely as necessary to provide such services, and only to the extent necessary for Boosted Staking.

You will need to request for your Staked Eligible Cryptoassets to be un-Staked before they can be sold or transferred. Depending on the Eligible Cryptoasset, the network of the Eligible Cryptoasset may also require an “unbonding” period during which Staked Eligible Cryptoassets cannot be transferred, exchanged or withdrawn (“Unbonding Period”). The Unbonding Period varies, depending on the network of each Eligible Cryptoasset, and is typically set at up to thirty (30) days, but may be longer. During any Unbonding Period in which your Eligible Cryptoasset remains unable to be transferred, exchanged or withdrawn, you will not earn Staking Rewards. At the end of any applicable Unbonding Period, your Uphold Account will be credited with the relevant Eligible Cryptoasset and only then will it be available for transfer, exchange, or withdrawal.

Boosted Staking has minimum Staking requirements. Each Eligible Cryptoasset in Boosted Staking has a quantity of Eligible Cryptoassets that may be Staked per Staking transaction, per the table below. Uphold may, in its sole discretion, amend these limits.

 

 

Please view our Boosted Staking FAQs for more information.

Flexible Staking

Available In all jurisdictions where Uphold currently offers products and services and accepts new accounts except: 

• United Kingdom;

• European Economic Area; 

• Switzerland;

• Australia;

• Cyprus;

• Singapore;

• South Africa; and

• In the United States: California, Louisiana and Washington.

Users in eligible jurisdictions will be enrolled in flexible staking (“Flexible Staking”) with the immediate right to opt-out. You will be notified of Flexible Staking through a banner or icon at the bottom of your Uphold platform screen. If you do not opt-out of Flexible Staking, a portion of the Eligible Cryptoassets in your Uphold account will automatically be Staked. To preserve your trading flexibility, not all Eligible Cryptoassets will be Staked. You cannot choose which Eligible Cryptoassets to Stake. To exclude a specific Eligible Cryptoasset, you must opt-out of Flexible Staking entirely. You may opt out of Flexible Staking at any time, and at no cost, in your Uphold account. Opting out revokes your authorization for any further automatic Staking and any preauthorized re-Staking of Staking Rewards on a going-forward basis; it does not accelerate any applicable Unbonding Period for Eligible Cryptoassets already Staked through Boosted Staking.

• Unlike Boosted Staking, there is no minimum balance required to opt-in to Flexible Staking.
• In Flexible Staking, there is generally no preparation or bonding period and your Eligible Cryptoassets remain available to trade or withdraw instantly at all times.
• This instant liquidity of Flexible Staking typically results in lower Staking Rewards than in Boosted Staking.

If you buy or sell Eligible Cryptoassets while Flexible Staking is enabled, your Staking Rewards will automatically reflect any such increase or decrease in Eligible Cryptoassets.

Please view our Flexible Staking FAQs for more information.

Staking and Staking Rewards; Commission; Compounding

You will be eligible to receive Staking Rewards which are calculated based on the amount of Eligible Cryptoasset that you Stake and any accrued rewards that remain Staked with Uphold. Staking Rewards are credited to your Uphold Account in units of the same Eligible Cryptoasset that is staked. Uphold may, in its sole discretion, limit the amount of Eligible Cryptoassets that you are able to Stake. For California residents, where any such limit has a material impact on your existing participation in Staking, Uphold will provide at least fourteen (14) days' prior notice in a record before the limit takes effect. 

As mentioned above, earned Staking Rewards will generally be lower in Flexible Staking than in Boosted Staking due to the instant liquidity feature of Flexible Staking.

All Staking Rewards accrued by a Staked Eligible Cryptoasset are attributed to the user and credited to the user’s Uphold Account, net of the Staking fees charged by Uphold, as described below. All fees and commissions are defined by Uphold at its own discretion and published on the Platform.

Unless otherwise specified, the annualized percentage yield (“APY”) published on the Uphold Platform for a particular Eligible Cryptoasset is an estimated annualized historical rate based on the contemporaneous rewards offered by the relevant network of the Eligible Cryptoasset and the compounding of Staking Rewards earned, less our commission. This estimated rate may change over time. Uphold does not control the amount of Staking Rewards paid by a network, and cannot guarantee the amount of Staking Rewards that you will receive. The actual Staking Rewards you receive may be more or less than the amount displayed. Uphold does not guarantee that you will receive Staking Rewards.

For Boosted Staking, Uphold earns a commission of between 20% - 25% of the Staking Rewards which depends on the Staked Eligible Cryptoasset. This commission is used to pay ‘gas’ fees, third party fees, and infrastructure costs associated with Staking and the remainder is retained by Uphold. Uphold may change these published commissions at any time in its sole discretion. For California residents, Uphold will provide at least fourteen (14) days' prior notice in a record before any change to the commission rate or other element of the fee schedule that has a material impact on your participation in Staking takes effect.

For Flexible Staking, Uphold earns a commission of 50% of the Staking Rewards, depending on the Staked Eligible Cryptoasset, which is used to pay 'gas' fees, third-party fees, and infrastructure costs associated with Staking, with the remainder retained by Uphold. The current commission for each Eligible Cryptoasset, together with the schedule of any other fees and charges that may be assessed in connection with the Staking Services and the manner in which they are calculated, is published on the Uphold Platform.

You have no right to a Staking Reward unless and until the relevant Staking Reward is actually received by Uphold. Staking Rewards are delivered to your Uphold Account weekly (and in the case of Boosted Staking, after any Preparation Period has ended), however, Uphold maintains sole discretion as to when Staking Rewards are delivered to your Uphold Account. All Staking Rewards delivered to you will automatically be re-Staked if possible, and will then themselves be eligible to receive Staking Rewards after the applicable Preparation Period. If the Eligible Cryptoasset’s applicable network distributes any rewards in un-Staked form, Uphold will use commercially reasonable efforts to re-Stake those rewards. 

Slashing Fees

The relevant networks of Eligible Cryptoassets may charge “slashing fees” based on network downtime or if the transaction validator representing the Staked Eligible Cryptoassets incorrectly validates a transaction (“Slashing Fees”). 

Slashing fees may result in the loss of the Staked Eligible Cryptoasset and non-payment of the applicable Staking Rewards by the relevant networks of the Eligible Cryptoasset. Uphold does not determine the Slashing Fees and does not directly control the performance of the validation process or validator nodes.

In the unlikely event that any Slashing Fees are charged based on the Staked Eligible Cryptoasset, Uphold will promptly reimburse you for any such amount charged so long as such penalties are not a result of: (i) protocol-level failures caused by bugs, maintenance, upgrades, or general failure that fall outside of Uphold’s control; (ii) your acts or omissions; (iii) acts or omissions of any third party service provider not engaged or selected by Uphold to provide Staking-related services in connection with your Staked Eligible Cryptoassets (provided that, for California residents, Uphold remains responsible under this paragraph for Slashing Fees resulting from the acts or omissions of any digital financial asset control services vendor or other third-party service provider engaged by Uphold to assume control of, or to provide validation, delegation, or custody services with respect to, your Staked Eligible Cryptoassets); (iv) acts by a hacker or other malicious actor; or (v) any other events outside of Uphold’s reasonable control.

No Guarantees

UPHOLD MAKES NO GUARANTEES THAT ANY STAKING REWARDS WILL ACTUALLY BE EARNED, NOR THAT YOU WILL RECEIVE ANY PARTICULAR RETURN OVER TIME, INCLUDING ANY ESTIMATED APY THAT MAY BE DISCLOSED. UPHOLD DOES NOT GUARANTEE THAT STAKING WILL REMAIN AVAILABLE ON A CONTINUOUS BASIS OR FOR ANY PERIOD OF TIME FOR ANY USER OR IN ANY LOCATION. THE TERMS FOR STAKING MAY BE CHANGED BY THE NETWORKS OF THE RELEVANT ELIGIBLE CRYPTOASSETS WITHOUT UPHOLD’S CONSENT, AND SUCH CHANGES MAY, IN UPHOLD’S SOLE DISCRETION, BE PASSED ON TO YOU. UPHOLD DOES NOT GUARANTEE UNINTERRUPTED OR ERROR-FREE OPERATION OF THE STAKING SERVICES. UPHOLD RESERVES THE RIGHT TO SUSPEND, WITHDRAW, AMEND, OR TERMINATE STAKING IN ITS SOLE DISCRETION, INCLUDING DESIGNATING ON CEASING THE DESIGNATION OF A CRYPTOASSET AS AN ELIGIBLE CRYPTOASSET. IF THERE IS ANY DISRUPTION, SUSPENSION OR DISCONTINUANCE OF THE STAKING SERVICES, ANY STAKED ELIGIBLE CRYPTOASSETS MAY STOP GENERATING STAKING REWARDS AND YOU MAY NOT RECEIVE ANY (AND YOU MAY FORFEIT ALL OR SOME) STAKING REWARDS. UPHOLD HAS NO LIABILITY OR RESPONSIBILITY FOR AND EXPRESSLY DISCLAIMS ANY LOSS, LIABILITY OR DAMAGE THAT USERS MAY INCUR DIRECTLY OR INDIRECTLY IN CONNECTION WITH THE STAKING SERVICES, INCLUDING WITHOUT LIMITATION LOSS, LIABILITY OR DAMAGE ARISING DIRECTLY OR INDIRECTLY FROM INTERRUPTIONS, ERRORS OR DEFECTS IN THE STAKING SERVICES, THIRD PARTY DISRUPTIONS OF OR UNAUTHORIZED ACCESS TO THE STAKING SERVICES AND ANY SUSPENSION OR DISCONTINUANCE OF THE STAKING SERVICES.

Disclaimers

IN THE EXTREME EVENT OF A MAJORITY OF FLEXIBLE STAKING PARTICIPANTS SEEKING TO TRADE OR WITHDRAW ONE OR MORE STAKED ASSETS WITHIN A SHORT PERIOD OF TIME, UPHOLD CANNOT GUARANTEE THAT ASSETS STAKED IN THE FLEXIBLE STAKING WILL NOT BE SUBJECT TO AN UNBONDING PERIOD, AND YOU MAY NOT BE ABLE TO TRADE OR WITHDRAW SUCH ASSETS UNTIL THE END OF THE APPLICABLE UNBONDING PERIOD. IN SUCH AN EVENT, UPHOLD WILL USE ITS COMMERCIALLY REASONABLE EFFORTS TO HONOR ANY TRADE OR WITHDRAWAL REQUEST AS SOON AS POSSIBLE, BUT YOU ACKNOWLEDGE AND AGREE THAT DELAYS MAY OCCUR AND YOU MAY INCUR LOSSES AS A RESULT OF YOUR TEMPORARY INABILITY TO TRADE OR WITHDRAW. BY USING THE FLEXIBLE STAKING, YOU AGREE THAT UPHOLD WILL NOT BE RESPONSIBLE FOR ANY SUCH LOSSES.  

THE STAKING SERVICE IS PROVIDED ON AN “AS IS” BASIS. YOU AND YOUR AFFILIATES DISCLAIM ANY AND ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, OR OF NON-INFRINGEMENT OR ANY OTHER VIOLATION OF ANY THIRD PARTY INTELLECTUAL PROPERTY RIGHTS. WE AND OUR AFFILIATES DO NOT GUARANTEE OR MAKE ANY WARRANTY CONCERNING THE ACCURACY OR RELIABILITY OF THE STAKING SERVICE, AND DISCLAIM ANY AND ALL LIABILITY (WHETHER IN TORT OR CONTRACT OR OTHERWISE) FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL LOSS OR DAMAGE ARISING FROM ANY DELAY OR LOSS OF ACCESS TO THE STAKING SERVICE, OR OTHERWISE IN CONNECTION WITH THE STAKING SERVICE, STAKING REWARDS, OR STAKED CRYPTOASSETS. 

IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH SAYS: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, AND NOTWITHSTANDING ANY OF THE FOREGOING, UPHOLD HAS NO LIABILITY UNDER THE STAKING SERVICES. FOR THE AVOIDANCE OF DOUBT, THE WARRANTIES AND LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION ARE IN ADDITION TO, AND NOT IN PLACE OF, THOSE SET FORTH IN YOUR USER AGREEMENT.

Taxes

You are solely responsible for reporting and paying any applicable taxes including, but not limited to, any capital gains tax, based on your Cryptoasset transactions on the Uphold Platform, including any Staking Rewards that you may earn.

Risks; No Advice; Changes

In addition to the risks related to investment in Cryptoassets generally (see our Cryptoassets Risk Overview), Staking poses additional risks. Cryptoassets are volatile and Eligible Cryptoassets that are Staked may lose value over time, including over the period that they are Staked (including during any Preparation or Unbonding Period, in the case of Boosted Staking), and so an Eligible Cryptoasset may earn Staking Rewards while Staked but still lose principal value. You may not liquidate your investment while the Eligible Cryptoassets are Staked. In Boosted Staking, you may not un-Stake an Eligible Cryptoasset until the end of the applicable Unbonding Period. The networks of Eligible Cryptoassets may change rewards that are offered, Preparation Periods (if applicable), or Unbonding Periods (if applicable) in their sole discretion. Do not Stake Cryptoassets in Boosted Staking unless you are able to bear the risk of waiting for any applicable Unbonding Period to end. You acknowledge that Uphold does not provide investment, legal, accounting or tax advice to you in connection with your activity on the Uphold Platform, including your participation in the Staking Services. You should consult with your own investment, legal, accounting and tax advisors prior to making any investment decision, including whether to participate in the Staking Services.

You agree and understand that Uphold may, in its sole discretion, change, suspend, discontinue, or terminate any aspect of the Staking Service, or its availability to you, at any time. For California residents, Uphold will provide at least fourteen (14) days' prior notice in a record of any change to the Staking Services that has a material impact on the digital financial asset business activity conducted with you or to the policies applicable to your Uphold Account. Where applicable law, court order, or order of a governmental or regulatory authority requires Uphold to act on shorter notice, Uphold will provide as much advance notice as is consistent with that requirement. Separately, Uphold may at any time, without prior notice, exercise its existing rights under the User Agreement and these Staking Terms, including suspending or restricting the Staking Services, suspending Staking of a particular Eligible Cryptoasset, or imposing transaction holds, in response to fraud, security incidents, sanctions or compliance requirements, validator or network failures, or other conditions that pose an imminent risk to customer assets or to the integrity of the Staking Services. Where Uphold takes such action, Uphold will provide notice as soon as reasonably practicable and, where the action effectively changes the terms of your participation in the Staking Services, will allow you to un-Stake any affected Eligible Cryptoassets, subject to applicable Unbonding Periods, without any commission, fee, or penalty imposed by Uphold.