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LegalTerms of Service

Terms of Service

By using NeoEngine, you agree to these terms. Please read them carefully.

Last updated: January 15, 2026

1. Introduction

Welcome to NeoEngine. These Terms of Service (“Terms”) govern your access to and use of the NeoEngine platform, including our website, applications, APIs, and decentralized compute marketplace (collectively, the “Service”). The Service is operated by NeoEngine (“Company,” “we,” “us,” or “our”).

By accessing or using the Service, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Service. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

2. Description of Service

NeoEngine is a decentralized peer-to-peer compute marketplace built on the Solana blockchain. The Service enables users to:

  • Provide Resources: Share idle computational resources (CPU, GPU, storage, bandwidth) and earn NGNX tokens in return.
  • Rent Resources: Access distributed computational resources for tasks including but not limited to machine learning, rendering, data processing, game server hosting, and general-purpose computing.
  • Participate in Guilds: Join or create collaborative groups to pool resources for larger computational workloads.

The Service operates through a network of independent node operators. We do not own, control, or operate the underlying computational infrastructure provided by third-party providers.

3. Eligibility

You must be at least 18 years old or the age of legal majority in your jurisdiction to use the Service. By using the Service, you represent and warrant that you meet this requirement and that you are not prohibited from using the Service under any applicable laws or regulations.

You may not use the Service if you are located in, or a citizen or resident of, any jurisdiction where the use of blockchain-based services or cryptocurrency is prohibited or restricted by law.

4. Account Registration

To access certain features of the Service, you must create an account. You may register using an email address and password, through supported third-party authentication providers (such as Google or GitHub), or by connecting a compatible cryptocurrency wallet (such as a Solana wallet).

You are responsible for maintaining the confidentiality of your account credentials, including any private keys associated with connected wallets. You agree to immediately notify us of any unauthorized use of your account. We are not liable for any loss or damage arising from your failure to protect your account credentials.

5. Provider Terms

If you choose to provide computational resources through the Service (“Provider”), you agree to the following:

  • You have the legal right to share the computational resources you offer through the Service.
  • You will maintain reasonable uptime and performance standards as specified in any applicable Service Level Agreements (SLAs).
  • You will not interfere with, tamper with, or attempt to access data processed on your hardware beyond what is necessary for the operation of the Service.
  • You understand that compensation is subject to network conditions, demand, and the reputation system built into the protocol.
  • You are solely responsible for compliance with all applicable laws and regulations, including tax obligations, related to income earned through the Service.

Providers are classified into tiers (Nomad, Mercenary, Node Runner, Architect) based on performance, reliability, and reputation. Higher tiers may access premium job opportunities and enhanced compensation rates.

6. Renter Terms

If you choose to rent computational resources through the Service (“Renter”), you agree to the following:

  • You will use rented resources only for lawful purposes and in compliance with these Terms.
  • You will not use the Service to process, store, or transmit any content that is illegal, harmful, threatening, abusive, defamatory, or otherwise objectionable.
  • You are responsible for all activity that occurs under your account, including all jobs submitted to the network.
  • You understand that computational resources are provided by independent third-party Providers, and performance may vary.
  • Payment for resources is processed through the Solana blockchain using NGNX tokens or other supported payment methods.

7. NGNX Token

The NeoEngine platform utilizes the NGNX token, a Solana-based digital asset, as the primary medium of exchange within the ecosystem. NGNX tokens are used to:

  • Pay for computational resources and services.
  • Compensate Providers for shared resources.
  • Participate in staking and governance mechanisms.
  • Access premium features and priority job queuing.

NGNX tokens are not securities, investment contracts, or any form of investment product. The value of NGNX tokens may fluctuate, and you acknowledge and accept the risks associated with holding and using digital assets.

8. Fees and Payments

The Service may charge fees for certain transactions, including but not limited to platform fees, job submission fees, and escrow fees. All applicable fees will be disclosed before you confirm a transaction.

Payments are processed on the Solana blockchain and are subject to network transaction fees (“gas fees”). You are responsible for ensuring you have sufficient funds to cover both service fees and network transaction fees.

All payments processed through the blockchain are final and non-refundable unless otherwise specified in an applicable SLA or dispute resolution process.

9. Prohibited Conduct

You agree not to engage in any of the following prohibited activities:

  • Using the Service for any illegal purpose or in violation of any applicable laws or regulations.
  • Processing, storing, or transmitting malware, viruses, or other harmful code.
  • Conducting or facilitating cryptocurrency mining without explicit authorization from resource Providers.
  • Attempting to gain unauthorized access to the Service, other user accounts, or connected systems.
  • Interfering with or disrupting the integrity or performance of the Service or its underlying infrastructure.
  • Engaging in any form of market manipulation, fraud, or deceptive practices.
  • Using the Service to infringe upon the intellectual property rights of others.
  • Circumventing or attempting to circumvent any security measures or access controls.
  • Creating false or misleading representations about your resources, capabilities, or identity.
  • Engaging in any activity that could damage, disable, or impair the Service.

10. Intellectual Property

The Service, including its original content, features, and functionality, is owned by NeoEngine and is protected by international copyright, trademark, patent, trade secret, and other intellectual property laws.

You retain all rights to any content, data, or intellectual property you submit, post, or process through the Service. By using the Service, you grant us a limited, non-exclusive license to process your content solely as necessary to provide the Service.

Certain components of the NeoEngine platform are released under open-source licenses. Your use of such components is governed by the applicable open-source license terms.

11. Privacy

Your privacy is important to us. Our collection and use of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Service, you consent to our collection and use of information as described in the Privacy Policy.

Due to the decentralized nature of the Service, certain transaction data may be publicly visible on the Solana blockchain. You acknowledge that blockchain transactions are permanent and cannot be deleted or modified.

12. Disclaimers

THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT ANY DEFECTS WILL BE CORRECTED. WE DO NOT WARRANT THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY INFORMATION PROVIDED THROUGH THE SERVICE.

WE ARE NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, OR DATA OF THIRD PARTIES, INCLUDING OTHER USERS OF THE SERVICE. YOU RELEASE US FROM ALL CLAIMS AND DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY DISPUTE WITH OTHER USERS.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NEOENGINE, ITS AFFILIATES, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

  • YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE;
  • ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE;
  • ANY CONTENT OBTAINED FROM THE SERVICE;
  • UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT;
  • LOSS OR THEFT OF DIGITAL ASSETS, INCLUDING NGNX TOKENS;
  • BUGS, VIRUSES, OR OTHER HARMFUL CODE TRANSMITTED THROUGH THE SERVICE;
  • ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE.

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE TWELVE MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED US DOLLARS ($100).

14. Indemnification

You agree to indemnify, defend, and hold harmless NeoEngine and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including attorney’s fees) arising from:

  • Your use of and access to the Service;
  • Your violation of these Terms;
  • Your violation of any third-party right, including any intellectual property, property, or privacy right;
  • Any claim that your content or use of the Service caused damage to a third party.

15. Dispute Resolution

Any dispute, controversy, or claim arising out of or relating to these Terms or the Service shall first be attempted to be resolved through good-faith negotiation between the parties for a period of thirty (30) days.

If the dispute cannot be resolved through negotiation, it shall be finally settled by binding arbitration administered by a mutually agreed-upon arbitration provider. The arbitration shall be conducted in English, and the arbitrator’s decision shall be final and binding.

You agree that any dispute resolution proceedings will be conducted on an individual basis and not in a class, consolidated, or representative action. You waive any right to participate in a class action lawsuit or class-wide arbitration.

16. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions. Any legal action or proceeding not subject to arbitration shall be brought exclusively in the federal or state courts located in Delaware.

17. Modifications to Terms

We reserve the right to modify these Terms at any time. If we make material changes, we will notify you by posting the updated Terms on the Service and updating the “Last updated” date. Your continued use of the Service after such changes constitutes your acceptance of the modified Terms.

We encourage you to review these Terms periodically to stay informed of any updates.

18. Termination

We may terminate or suspend your access to the Service immediately, without prior notice or liability, for any reason, including without limitation if you breach these Terms. Upon termination, your right to use the Service will immediately cease.

You may terminate your account at any time by discontinuing use of the Service. Termination does not affect any rights or obligations that accrued prior to termination, including any pending transactions or earned but unpaid compensation.

Provisions of these Terms that by their nature should survive termination shall survive, including but not limited to ownership provisions, warranty disclaimers, indemnification, and limitations of liability.

19. Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

20. Entire Agreement

These Terms, together with the Privacy Policy and any other legal notices or agreements published by us on the Service, constitute the entire agreement between you and NeoEngine regarding your use of the Service and supersede all prior agreements and understandings.

21. Contact Us

If you have any questions about these Terms, please contact us at:

NeoEngine Email: legal@neoengine.dev Discord: discord.gg/neoengine 

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