Blockchain Week in Review - February 2019 #3

Perkins Coie

U.S. Developments

Regulatory Updates

SEC Commissioner Peirce Says Guidance on Crypto Token Sales Is Coming

In a speech at the University of Missouri School of Law, Hester Peirce, one of the SEC’s commissioners, said that the agency is working on “supplemental guidance” to help projects determine when securities laws might apply to crypto token sales. The commissioner said that the traditional standard for determining whether something is a security—the Howey Test—can sometimes be “overbroad” and that there is a “need to tread carefully” as token offerings do not always resemble traditional securities offering. She did not give any indication as to when the guidance might be issued, however.

Read the full speech here.

State AGs Oppose CFPB Proposal to Create Fintech Sandbox

On February 11, 2019, twenty-two Democratic state attorneys general (AGs) wrote a letter to the Consumer Financial Protection Bureau (CFPB), asserting that the CFPB lacks the authority to create a fintech sandbox that provides certain immunities from state law. The CFPB released draft policies on its fintech sandbox, which would permit it to shield a particular entity or industry from liability for a specified time period and related issues, in late December 2018 without a formal rulemaking (available here).

The state AGs’ letter focused on the broad immunities from federal and state law that the CFPB’s fintech sandbox would provide. The letter argues that the CFPB misconstrues its authority to provide immunity from state enforcement actions and lawsuits brought by private parties. Specifically, the letter notes that the CFPB claims the ability to grant immunity by citation to the safe harbor provisions of the Truth in Lending Act, the Equal Credit Opportunity Act, and the Electronic Fund Transfer Act, yet the AGs think this should be interpreted far more narrowly to provide an affirmative defense only where the company can demonstrate good faith in conformity with CFPB’s official guidance. Moreover, the letter argues that, even if the CFPB could grant such broad immunity, such a grant is ill advised because new technology in the consumer financial market is not well understood by either the creators of the technology or the regulators.

The letter states that the CFPB “has no authority to issue such sweeping immunity absent formal rulemaking,” and therefore requests that the CFPB withdraw and reissue the relevant policies subject to a notice and comment period.

Also among the concerns raised by the state AGs is the CFPB’s proposed revision to its no-action letter (NAL) policy. In 2016, the CFPB established a process by which entities regulated by the CFPB could apply for nonbinding guidance—in the form of an NAL—stating that “the CFPB does not intend to bring an enforcement action vis-à-vis a particular product or service.”

The proposed revision would appear to make NALs binding on the CFPB indefinitely. The AGs’ letter again questions the CFPB’s authority to enact such a policy without a formal rulemaking. The letter says, “[u]nless and until these technologies—and their implications for consumers—can be better understood, it would be irresponsible to give companies employing them what may effectively be a permanent get-out-of-jail-free card.”

You can read the state AGs’ letter here.

SEC Obtains Preliminary Injunction Against Blockvest LLC and Its Founder in Reconsideration of Earlier Order

On February 14, 2019, the SEC was granted a preliminary injunction against Blockvest LLC and its founder Reginald Buddy Ringgold, III—aka Rasool Abdul Rahim El—for making fraudulent offers of securities, reconsidering the court’s prior order. Initially, the court issued an opinion denying the SEC’s request for a preliminary injunction, which some lauded as a victory for initial coin offering (ICO) issuers.

The SEC argued that Blockvest used the SEC seal without permission and falsely claimed that their crypto fund was “licensed and regulated” and that Ringgold promoted his firm’s ICO with a regulatory agency he named the “Blockchain Exchange Commission.”

The court ruled that based on the contents of defendants’ website, whitepaper and social media posts concerning the ICO of BLV tokens to the public at large, Blockvest was indeed making an “offer of securities” under the Securities Act.

SEC Asks Reality Shares to Withdraw ETF Application

Reality Shares, the California-based investment company, the first company to sell blockchain exchange-traded funds (ETFs), filed a registration form with the SEC earlier this week to list a registered investment company that would include exposure to Bitcoin (BTC) in an ETF. However, only days later, the agency requested the issuers to withdraw their filings.

According to the application, which provided details about the “Reality Shares Blockforce Global Currency Strategy ETF,” the fund would not be exclusively comprised of BTC futures. The fund would also have invested in short-term sovereign debt, money market mutual funds, or other cash equivalents. The SEC has not yet approved any issuers’ plans for BTC or cryptocurrency ETFs.

Industry Updates

JPMorgan Introduces the First U.S. Bank–Backed Cryptocurrency

JPMorgan became the first major U.S. bank to introduce its own digital token for real-world use. JPMorgan said it began working last year on what became JPM Coin to help its large institutional customers, including major corporations and other banks, move money quickly and securely. JPM Coin is based on blockchain-based technology and enables the instantaneous transfer of payments between institutional accounts.

When customers want to move dollars using the bank’s “permissioned, secure blockchain system”, money in their JPMorgan accounts will be converted into JPM Coins, with each coin backed by a dollar in JPMorgan’s accounts. According to the company, the token will be able to move nearly instantaneously on the coin’s ledger, which will be based initially on JPMorgan’s Quorum blockchain. Once transfers are compete, the coins can be converted back to dollars.

JPMorgan stressed that the current prototype is specifically designed for institutional use and not for public investment, but it hopes to increase the coin’s versatility over time.

The prototype will remain in the testing phase for several months, but after that, JPMorgan said they plan to work with regulators to gain permission for broader uses of JPM Coin, including plans to expand it to represent currencies beyond the dollar.

Read more about JPM Coin here.

Public Pensions Invest Substantially in Morgan Creek’s New Blockchain Fund

Morgan Creek Digital, a hedge fund backed by Morgan Creek Capital, launched the Morgan Creek Blockchain Opportunities Fund, aimed toward investing in the digital asset industry.

The two largest contributors to the new investment fund are the Fairfax Country, Virginia Police and Employee’s pension plans.  There has been talk about public pension funds investing in the digital asset market since last year. On Christmas Eve, Morgan Creek Digital founder and partner Anthony Pompliano encouraged public pensions to invest in the blockchain space in a blog where he detailed his belief that Bitcoin has the potential to save the United States from its potential pension crisis.

The fund originally planned to raise $25 million, but due to investor interest its cap almost doubled, to $40 million. The new fund also includes participation from a hospital system, a private foundation, an insurance company, and a university endowment.

Read more about the fund here.

Blockchain Oil Platform Vakt Hires Etienne Amic as its CEO

Vakt, a blockchain oil platform that launched late last year, has hired former JPMorgan Chase energy trader Etienne Amic as its CEO. Amic is also co-founder and chairman of Vortexa, a cargo and analytics company focused on global crude oil and refined products markets, and founded CommodiTech Ventures, a group that funds innovative commodities technology.

Vakt is backed by leading oil companies such as BP, Shell, and Chevron, traders Mercuria and Gunvor, and banks such as ING and ABN Amro.The platform was developed in November to speed up trades and reduce costs by eliminating the paper-based trading process. The trading of physical oil can be sluggish as it typically involves buyers and sellers of the raw material, in addition to pipeline operators and service providers. According to the company, the underlying platform provides speed, security and an audit trail that cannot be altered.

Read more about the hire here.

International Developments

Quadriga “Inadvertently” Moved More Bitcoin to an Inaccessible Wallet

Quadriga, the Vancouver-based digital exchange, “inadvertently” transferred 103 Bitcoins on Feb. 6 to offline storage accounts known as cold wallets that are protected by passwords held by the company’s founder, Gerald Cotton, who died unexpectedly in December, leaving the company unable to access cryptocurrency valued at C$468,675 ($354,300).

This disclosure is part of an update by Ernst & Young Inc., the monitor appointed by the Nova Scotia Supreme Court to oversee the digital exchange’s restructuring under creditor protection. Ernst & Young did not disclose how the latest transfer occurred. Quadriga sought help from the court after suspending operations in January, saying it was unable to retrieve about $190 million in Bitcoin, Litecoin, Ether, and other digital tokens held for its customers, nor can it pay the $70 million in cash those customers are owed, according to earlier court filings following its CEO’s sudden death.

Read more about the accidental move here.

Mitsubishi, Japan’s Biggest Bank, Plans to Launch Blockchain Payments Network in 2020

Mitsubishi UFJ Financial Group (MUFG), a large Japanese financial group, and the world’s fifth largest bank by assets, has announced its plan to launch a blockchain-based payments network next year. The company announced that it has formed a joint venture with Akamai Technologies, a U.S. based fintech firm, to develop the platform “by the first half of 2020.”

The system is called the “Global Open Network,” which MUFG says will be capable of processing over 1 million transactions per second. MUFG and Akamai also plan to incorporate internet of things and Akamai’s cloud computing platform into the network. “The new venture launched with capital of 250 million yen ($2.26 million); MUFG holds an 80 percent stake and Akamai holds 20 percent.”

Read more about the launch here.

The Bank of Spain Warns Against Crypto Usage

The Bank of Spain has published a warning on its blog (in Spanish) regarding the unregulated cryptocurrency market in the country. The blog post largely discusses the risks associated with making purchases or payments with cryptocurrency, but it also notes that the European Union’s own understanding of cryptocurrencies is continuously evolving.

The Bank of Spain explained that because no laws regarding cryptocurrency regulation have been approved in the country, any kind of crypto-related companies or exchanges are not supervised or authorized in any manner by the bank. The post also cautions that crypto platforms are not subject to Spain’s Deposit Guarantee Fund, which protects customers’ bank deposits up to €100,000 in the event that a bank goes bankrupt.

To properly regulate the cryptocurrency market in Spain, in December 2018, García Egea, the secretary general for the Spanish ruling party, Partido Popular (the People’s Party), announced that the party would introduce a draft bill on cryptocurrency and blockchain regulation in an effort to provide security to the country’s investors.

Australia’s Digital Transformation Agency Warns of Blockchain Gaps

Australia’s Digital Transformation Agency (DTA) cautioned other government agencies of the limitations of using blockchain technology to share and exchange information. In an advisory, The DTA, which worked in a cross-agency team to determine the suitability of blockchain technology for government services, discovered gaps in the technical and business aspects of technology when applied to trial projects and in comparison with different technologies.

The gaps include additional risks encountered when using permissioned consortium blockchains, where leading users often control the blockchain. The DTA also noted that there is no default encryption for blockchains, and that data is available to all users regardless of whether a blockchain is private or public. The DTA suggested that agencies should halt their experimentation and prototyping and instead focus on real-world applications that use proven alternatives and are available for immediate use, adding that agencies should focus on the needs of their users and explore applications that will meet those needs. This latest advice from the DTA is timely, as interest in blockchain technology is growing in Australia.

Read more about the advisory here.

[View source.]

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

© Perkins Coie | Attorney Advertising

Written by:

Perkins Coie

Perkins Coie on:

Readers' Choice 2017
Reporters on Deadline

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
Custom Email Digest
- hide

JD Supra Privacy Policy

Updated: May 25, 2018:

JD Supra is a legal publishing service that connects experts and their content with broader audiences of professionals, journalists and associations.

This Privacy Policy describes how JD Supra, LLC ("JD Supra" or "we," "us," or "our") collects, uses and shares personal data collected from visitors to our website (located at (our "Website") who view only publicly-available content as well as subscribers to our services (such as our email digests or author tools)(our "Services"). By using our Website and registering for one of our Services, you are agreeing to the terms of this Privacy Policy.

Please note that if you subscribe to one of our Services, you can make choices about how we collect, use and share your information through our Privacy Center under the "My Account" dashboard (available if you are logged into your JD Supra account).

Collection of Information

Registration Information. When you register with JD Supra for our Website and Services, either as an author or as a subscriber, you will be asked to provide identifying information to create your JD Supra account ("Registration Data"), such as your:

  • Email
  • First Name
  • Last Name
  • Company Name
  • Company Industry
  • Title
  • Country

Other Information: We also collect other information you may voluntarily provide. This may include content you provide for publication. We may also receive your communications with others through our Website and Services (such as contacting an author through our Website) or communications directly with us (such as through email, feedback or other forms or social media). If you are a subscribed user, we will also collect your user preferences, such as the types of articles you would like to read.

Information from third parties (such as, from your employer or LinkedIn): We may also receive information about you from third party sources. For example, your employer may provide your information to us, such as in connection with an article submitted by your employer for publication. If you choose to use LinkedIn to subscribe to our Website and Services, we also collect information related to your LinkedIn account and profile.

Your interactions with our Website and Services: As is true of most websites, we gather certain information automatically. This information includes IP addresses, browser type, Internet service provider (ISP), referring/exit pages, operating system, date/time stamp and clickstream data. We use this information to analyze trends, to administer the Website and our Services, to improve the content and performance of our Website and Services, and to track users' movements around the site. We may also link this automatically-collected data to personal information, for example, to inform authors about who has read their articles. Some of this data is collected through information sent by your web browser. We also use cookies and other tracking technologies to collect this information. To learn more about cookies and other tracking technologies that JD Supra may use on our Website and Services please see our "Cookies Guide" page.

How do we use this information?

We use the information and data we collect principally in order to provide our Website and Services. More specifically, we may use your personal information to:

  • Operate our Website and Services and publish content;
  • Distribute content to you in accordance with your preferences as well as to provide other notifications to you (for example, updates about our policies and terms);
  • Measure readership and usage of the Website and Services;
  • Communicate with you regarding your questions and requests;
  • Authenticate users and to provide for the safety and security of our Website and Services;
  • Conduct research and similar activities to improve our Website and Services; and
  • Comply with our legal and regulatory responsibilities and to enforce our rights.

How is your information shared?

  • Content and other public information (such as an author profile) is shared on our Website and Services, including via email digests and social media feeds, and is accessible to the general public.
  • If you choose to use our Website and Services to communicate directly with a company or individual, such communication may be shared accordingly.
  • Readership information is provided to publishing law firms and authors of content to give them insight into their readership and to help them to improve their content.
  • Our Website may offer you the opportunity to share information through our Website, such as through Facebook's "Like" or Twitter's "Tweet" button. We offer this functionality to help generate interest in our Website and content and to permit you to recommend content to your contacts. You should be aware that sharing through such functionality may result in information being collected by the applicable social media network and possibly being made publicly available (for example, through a search engine). Any such information collection would be subject to such third party social media network's privacy policy.
  • Your information may also be shared to parties who support our business, such as professional advisors as well as web-hosting providers, analytics providers and other information technology providers.
  • Any court, governmental authority, law enforcement agency or other third party where we believe disclosure is necessary to comply with a legal or regulatory obligation, or otherwise to protect our rights, the rights of any third party or individuals' personal safety, or to detect, prevent, or otherwise address fraud, security or safety issues.
  • To our affiliated entities and in connection with the sale, assignment or other transfer of our company or our business.

How We Protect Your Information

JD Supra takes reasonable and appropriate precautions to insure that user information is protected from loss, misuse and unauthorized access, disclosure, alteration and destruction. We restrict access to user information to those individuals who reasonably need access to perform their job functions, such as our third party email service, customer service personnel and technical staff. You should keep in mind that no Internet transmission is ever 100% secure or error-free. Where you use log-in credentials (usernames, passwords) on our Website, please remember that it is your responsibility to safeguard them. If you believe that your log-in credentials have been compromised, please contact us at

Children's Information

Our Website and Services are not directed at children under the age of 16 and we do not knowingly collect personal information from children under the age of 16 through our Website and/or Services. If you have reason to believe that a child under the age of 16 has provided personal information to us, please contact us, and we will endeavor to delete that information from our databases.

Links to Other Websites

Our Website and Services may contain links to other websites. The operators of such other websites may collect information about you, including through cookies or other technologies. If you are using our Website or Services and click a link to another site, you will leave our Website and this Policy will not apply to your use of and activity on those other sites. We encourage you to read the legal notices posted on those sites, including their privacy policies. We are not responsible for the data collection and use practices of such other sites. This Policy applies solely to the information collected in connection with your use of our Website and Services and does not apply to any practices conducted offline or in connection with any other websites.

Information for EU and Swiss Residents

JD Supra's principal place of business is in the United States. By subscribing to our website, you expressly consent to your information being processed in the United States.

  • Our Legal Basis for Processing: Generally, we rely on our legitimate interests in order to process your personal information. For example, we rely on this legal ground if we use your personal information to manage your Registration Data and administer our relationship with you; to deliver our Website and Services; understand and improve our Website and Services; report reader analytics to our authors; to personalize your experience on our Website and Services; and where necessary to protect or defend our or another's rights or property, or to detect, prevent, or otherwise address fraud, security, safety or privacy issues. Please see Article 6(1)(f) of the E.U. General Data Protection Regulation ("GDPR") In addition, there may be other situations where other grounds for processing may exist, such as where processing is a result of legal requirements (GDPR Article 6(1)(c)) or for reasons of public interest (GDPR Article 6(1)(e)). Please see the "Your Rights" section of this Privacy Policy immediately below for more information about how you may request that we limit or refrain from processing your personal information.
  • Your Rights
    • Right of Access/Portability: You can ask to review details about the information we hold about you and how that information has been used and disclosed. Note that we may request to verify your identification before fulfilling your request. You can also request that your personal information is provided to you in a commonly used electronic format so that you can share it with other organizations.
    • Right to Correct Information: You may ask that we make corrections to any information we hold, if you believe such correction to be necessary.
    • Right to Restrict Our Processing or Erasure of Information: You also have the right in certain circumstances to ask us to restrict processing of your personal information or to erase your personal information. Where you have consented to our use of your personal information, you can withdraw your consent at any time.

You can make a request to exercise any of these rights by emailing us at or by writing to us at:

Privacy Officer
JD Supra, LLC
10 Liberty Ship Way, Suite 300
Sausalito, California 94965

You can also manage your profile and subscriptions through our Privacy Center under the "My Account" dashboard.

We will make all practical efforts to respect your wishes. There may be times, however, where we are not able to fulfill your request, for example, if applicable law prohibits our compliance. Please note that JD Supra does not use "automatic decision making" or "profiling" as those terms are defined in the GDPR.

  • Timeframe for retaining your personal information: We will retain your personal information in a form that identifies you only for as long as it serves the purpose(s) for which it was initially collected as stated in this Privacy Policy, or subsequently authorized. We may continue processing your personal information for longer periods, but only for the time and to the extent such processing reasonably serves the purposes of archiving in the public interest, journalism, literature and art, scientific or historical research and statistical analysis, and subject to the protection of this Privacy Policy. For example, if you are an author, your personal information may continue to be published in connection with your article indefinitely. When we have no ongoing legitimate business need to process your personal information, we will either delete or anonymize it, or, if this is not possible (for example, because your personal information has been stored in backup archives), then we will securely store your personal information and isolate it from any further processing until deletion is possible.
  • Onward Transfer to Third Parties: As noted in the "How We Share Your Data" Section above, JD Supra may share your information with third parties. When JD Supra discloses your personal information to third parties, we have ensured that such third parties have either certified under the EU-U.S. or Swiss Privacy Shield Framework and will process all personal data received from EU member states/Switzerland in reliance on the applicable Privacy Shield Framework or that they have been subjected to strict contractual provisions in their contract with us to guarantee an adequate level of data protection for your data.

California Privacy Rights

Pursuant to Section 1798.83 of the California Civil Code, our customers who are California residents have the right to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes.

You can make a request for this information by emailing us at or by writing to us at:

Privacy Officer
JD Supra, LLC
10 Liberty Ship Way, Suite 300
Sausalito, California 94965

Some browsers have incorporated a Do Not Track (DNT) feature. These features, when turned on, send a signal that you prefer that the website you are visiting not collect and use data regarding your online searching and browsing activities. As there is not yet a common understanding on how to interpret the DNT signal, we currently do not respond to DNT signals on our site.

Access/Correct/Update/Delete Personal Information

For non-EU/Swiss residents, if you would like to know what personal information we have about you, you can send an e-mail to We will be in contact with you (by mail or otherwise) to verify your identity and provide you the information you request. We will respond within 30 days to your request for access to your personal information. In some cases, we may not be able to remove your personal information, in which case we will let you know if we are unable to do so and why. If you would like to correct or update your personal information, you can manage your profile and subscriptions through our Privacy Center under the "My Account" dashboard. If you would like to delete your account or remove your information from our Website and Services, send an e-mail to

Changes in Our Privacy Policy

We reserve the right to change this Privacy Policy at any time. Please refer to the date at the top of this page to determine when this Policy was last revised. Any changes to our Privacy Policy will become effective upon posting of the revised policy on the Website. By continuing to use our Website and Services following such changes, you will be deemed to have agreed to such changes.

Contacting JD Supra

If you have any questions about this Privacy Policy, the practices of this site, your dealings with our Website or Services, or if you would like to change any of the information you have provided to us, please contact us at:

JD Supra Cookie Guide

As with many websites, JD Supra's website (located at (our "Website") and our services (such as our email article digests)(our "Services") use a standard technology called a "cookie" and other similar technologies (such as, pixels and web beacons), which are small data files that are transferred to your computer when you use our Website and Services. These technologies automatically identify your browser whenever you interact with our Website and Services.

How We Use Cookies and Other Tracking Technologies

We use cookies and other tracking technologies to:

  1. Improve the user experience on our Website and Services;
  2. Store the authorization token that users receive when they login to the private areas of our Website. This token is specific to a user's login session and requires a valid username and password to obtain. It is required to access the user's profile information, subscriptions, and analytics;
  3. Track anonymous site usage; and
  4. Permit connectivity with social media networks to permit content sharing.

There are different types of cookies and other technologies used our Website, notably:

  • "Session cookies" - These cookies only last as long as your online session, and disappear from your computer or device when you close your browser (like Internet Explorer, Google Chrome or Safari).
  • "Persistent cookies" - These cookies stay on your computer or device after your browser has been closed and last for a time specified in the cookie. We use persistent cookies when we need to know who you are for more than one browsing session. For example, we use them to remember your preferences for the next time you visit.
  • "Web Beacons/Pixels" - Some of our web pages and emails may also contain small electronic images known as web beacons, clear GIFs or single-pixel GIFs. These images are placed on a web page or email and typically work in conjunction with cookies to collect data. We use these images to identify our users and user behavior, such as counting the number of users who have visited a web page or acted upon one of our email digests.

JD Supra Cookies. We place our own cookies on your computer to track certain information about you while you are using our Website and Services. For example, we place a session cookie on your computer each time you visit our Website. We use these cookies to allow you to log-in to your subscriber account. In addition, through these cookies we are able to collect information about how you use the Website, including what browser you may be using, your IP address, and the URL address you came from upon visiting our Website and the URL you next visit (even if those URLs are not on our Website). We also utilize email web beacons to monitor whether our emails are being delivered and read. We also use these tools to help deliver reader analytics to our authors to give them insight into their readership and help them to improve their content, so that it is most useful for our users.

Analytics/Performance Cookies. JD Supra also uses the following analytic tools to help us analyze the performance of our Website and Services as well as how visitors use our Website and Services:

  • HubSpot - For more information about HubSpot cookies, please visit
  • New Relic - For more information on New Relic cookies, please visit
  • Google Analytics - For more information on Google Analytics cookies, visit To opt-out of being tracked by Google Analytics across all websites visit This will allow you to download and install a Google Analytics cookie-free web browser.

Facebook, Twitter and other Social Network Cookies. Our content pages allow you to share content appearing on our Website and Services to your social media accounts through the "Like," "Tweet," or similar buttons displayed on such pages. To accomplish this Service, we embed code that such third party social networks provide and that we do not control. These buttons know that you are logged in to your social network account and therefore such social networks could also know that you are viewing the JD Supra Website.

Controlling and Deleting Cookies

If you would like to change how a browser uses cookies, including blocking or deleting cookies from the JD Supra Website and Services you can do so by changing the settings in your web browser. To control cookies, most browsers allow you to either accept or reject all cookies, only accept certain types of cookies, or prompt you every time a site wishes to save a cookie. It's also easy to delete cookies that are already saved on your device by a browser.

The processes for controlling and deleting cookies vary depending on which browser you use. To find out how to do so with a particular browser, you can use your browser's "Help" function or alternatively, you can visit which explains, step-by-step, how to control and delete cookies in most browsers.

Updates to This Policy

We may update this cookie policy and our Privacy Policy from time-to-time, particularly as technology changes. You can always check this page for the latest version. We may also notify you of changes to our privacy policy by email.

Contacting JD Supra

If you have any questions about how we use cookies and other tracking technologies, please contact us at:

- hide

This website uses cookies to improve user experience, track anonymous site usage, store authorization tokens and permit sharing on social media networks. By continuing to browse this website you accept the use of cookies. Click here to read more about how we use cookies.