NEMOTO CORP TERMS OF USE

1.1 INTRODUCTION AND ACCEPTANCE

These Terms of Use, along with any documents and policies incorporated by reference (collectively, these "Terms"), constitute a legally binding agreement between Nemoto Corp (referred to as "Roots Finance," "Roots," "we," "our," or "us") and the individual or entity accessing or utilizing Roots Finance's services (referred to as the "User," "you," or "your").

By accessing, registering for, downloading, installing, or using any services provided by Roots Finance (collectively, the "Services"), including through our website at https://rootsfi.com/, our mobile applications, web applications, decentralized applications, smart contracts, or any associated services within the Berachain ecosystem, you agree to be bound by these Terms. If you do not agree to these Terms in their entirety, you are not authorized to use the Services in any manner or form.

PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING THE SERVICES. These Terms contain important information regarding your legal rights, remedies, and obligations, including various limitations and exclusions of liability, a waiver of class-action rights, and resolution of disputes through arbitration rather than court.

1.2 KEY DEFINITIONS

For purposes of these Terms, the following definitions shall apply:

3. PROTOCOL OVERVIEW

3.1. Roots Protocol Functionality

The Roots Protocol is a decentralized financial system built on the Berachain Blockchain that enables users to access liquidity from yield-generating assets through a collateralized debt mechanism. The Protocol allows for the issuance of the $MEAD stablecoin against collateral, along with additional yield opportunities through integration with Real-World Assets (RWAs).

3.2. Core Components

The Protocol consists of several core components:

• Trove System: Users can deposit eligible collateral assets into their Troves and borrow $MEAD against this collateral. Each Trove maintains an individual collateral ratio that must remain above the Minimum Collateral Ratio to avoid liquidation.
• $MEAD Stablecoin: A decentralized stablecoin soft-pegged to the US Dollar, designed to maintain stability through collateralization, liquidation mechanisms, and redemption processes.
• Stability Pool: A risk-sharing mechanism where users can deposit $MEAD, which is used to repay debt from liquidated Troves. In return, Stability Pool participants receive a proportional share of the liquidated collateral at a discount.
• ValidatorChef: The infrastructure responsible for managing and allocating Real-World Asset revenue pools to generate additional yields for Protocol participants.
• Redemption Mechanism: A process that allows users to redeem $MEAD for underlying collateral at face value, helping to maintain the $MEAD peg.

3.3. Collateralization and Stablecoin Issuance

Users can deposit BGT-earning tokens as collateral in their Troves, against which $MEAD is issued. The collateral remains in the Trove and continues to earn yield from Berachain's Proof of Liquidity mechanism, which accrues to the Trove owner. The Protocol enforces a Minimum Collateral Ratio, below which Troves become eligible for liquidation.

3.4. Liquidation Process

If a Trove's collateral ratio falls below the Minimum Collateral Ratio due to price fluctuations or other factors, the Trove becomes eligible for liquidation. During liquidation:

• The Trove's debt is repaid using $MEAD from the Stability Pool.
• The Trove's collateral is transferred to the Stability Pool and distributed proportionally among Stability Pool participants.
• If the Stability Pool doesn't contain sufficient $MEAD to cover the liquidated debt, the remaining debt and collateral are redistributed among other Trove owners.

3.5. Stability Mechanisms

The Protocol employs multiple mechanisms to maintain the stability of $MEAD:

• Overcollateralization: Requiring Troves to maintain a collateral value exceeding their debt value.
• Liquidation: Automatically liquidating undercollateralized positions to maintain system solvency.
• Redemption: Allowing users to redeem $MEAD for collateral at face value, creating arbitrage opportunities that help maintain the peg.
• Stability Pool: Providing a buffer of $MEAD to absorb debt from liquidated Troves.

3.6. Real-World Asset Integration

The Protocol integrates Real-World Assets as an additional source of yield. Revenue from Berachain validators is allocated into RWA pools, which are managed by the ValidatorChef. These pools generate stable returns that benefit Protocol participants through various mechanisms, including yield distribution to Trove holders.

3.7. Governance

The Protocol may implement governance mechanisms that allow for decentralized decision-making regarding Protocol parameters, upgrades, and other important aspects of the system. Details of any governance structure will be published separately and may be incorporated into these Terms by reference.

4. ELIGIBILITY AND USE RESTRICTIONS

4.1. Eligibility Requirements

To use the Services, you must:

• Be at least 18 years of age or the age of majority in your jurisdiction, whichever is higher;
• Have the legal capacity to enter into these Terms and be bound by them;
• Not be a citizen, resident, or otherwise located in any restricted or embargoed jurisdiction;
• Not be subject to economic or trade sanctions administered or enforced by any governmental authority;
• Not be a Prohibited Person (as defined below); and
• Comply with all applicable laws and regulations in your jurisdiction.

4.2. Prohibited Persons

You may not use the Services if you are a "Prohibited Person," which includes:

• Any person or entity that is a citizen, resident, or otherwise located in a country or territory subject to comprehensive sanctions administered by the United States, European Union, United Kingdom, or United Nations;
• Any person or entity included on the U.S. Department of Treasury's Specially Designated Nationals and Blocked Persons List, the U.S. Department of Commerce's Denied Persons List, Entity List, or Unverified List, the U.S. Department of State's Debarred List, the EU Consolidated List of Persons, Groups and Entities Subject to EU Financial Sanctions, the UK Consolidated List of Financial Sanctions Targets, or any similar list maintained by any other relevant sanctions authority;
• Any person or entity that is owned or controlled by, acting for or on behalf of, or otherwise associated with any person or entity described in (a) or (b) above;
• Any person or entity located, organized, or resident in a jurisdiction where the use of the Services would violate any applicable law or regulation.

4.3. Compliance with Laws

You are responsible for ensuring that your use of the Services complies with all laws, regulations, and rules applicable in your jurisdiction. The Services are not offered to persons or entities in jurisdictions where their use would be contrary to local law or regulation. If you are uncertain about the legality of using the Services in your jurisdiction, you should seek legal advice before accessing or using them.

4.4. Restricted Activities

You agree not to engage in any of the following activities in connection with your use of the Services:

• Violating any applicable law, regulation, or third-party right;
• Using the Services for any illegal purpose;
• Providing false, inaccurate, or misleading information;
• Attempting to circumvent any security measures or access controls implemented by Roots Finance;
• Engaging in any activity that could damage, disable, overburden, or impair the functioning of the Services;
• Using automated systems, software, or processes to access or use the Services without our express written permission;
• Introducing any viruses, trojan horses, worms, logic bombs, or other harmful material into the Services;
• Conducting any systematic or automated data collection activities on or in relation to the Services;
• Attempting to decompile, reverse engineer, disassemble, or otherwise reduce to human-perceivable form any software constituting part of the Services;
• Accessing or using the Services for the purpose of building a similar or competitive product or service;
• Assisting or enabling any person to engage in any of the activities described above.

4.5. Compliance Monitoring

We reserve the right to monitor compliance with these Terms, including through automated systems and human review. We may request additional information from you to verify your compliance with these Terms, and you agree to provide such information promptly upon request.

5. RIGHTS GRANTED

5.1. License to Use Services

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services for personal, non-commercial purposes. This license is conditional upon your continued compliance with these Terms.

5.2. Intellectual Property Rights

All intellectual property rights in the Services, including but not limited to patents, copyrights, trademarks, trade secrets, and proprietary technology, are owned by or licensed to Roots Finance. Nothing in these Terms grants you any right, title, or interest in or to any intellectual property rights of Roots Finance or its licensors, except for the limited license expressly granted in Section 5.1.

5.3. Feedback

If you provide any suggestions, ideas, or feedback regarding the Services ("Feedback"), you hereby grant Roots Finance a non-exclusive, worldwide, royalty-free, irrevocable, perpetual, sublicensable license to use, reproduce, modify, adapt, publish, distribute, and otherwise exploit such Feedback for any purpose without compensation to you.

5.4. Open Source Components

The Services may include components that are subject to open source licenses. Nothing in these Terms limits your rights under, or grants you rights that supersede, the terms of any applicable open source license.

5.5. Limitations on Use

Your license to use the Services is subject to the following limitations:

• You may not use the Services in any way that violates these Terms or any applicable law or regulation;
• You may not use the Services to develop, design, or update any product or service that competes with the Services;
• You may not copy, modify, create derivative works from, distribute, publicly display, publicly perform, or sublicense the Services, except as expressly permitted by these Terms or applicable law;
• You may not circumvent or disable any security or technological features of the Services;
• You may not use the Services in a manner that could damage, disable, overburden, or impair our servers or networks;
• You may not use the Services to harvest or collect email addresses or other contact information of other users;
• You may not use the Services to send unsolicited communications or spam;
• You may not use the Services to distribute malware or other malicious code.

5.6. Service Interruptions

Your access to the Services may be interrupted from time to time due to system updates, maintenance, network issues, or other reasons. We do not guarantee that the Services will be available at all times or that they will be uninterrupted or error-free.

6. FEES AND TAXES

6.1. Protocol Fees

Roots Finance does not charge direct fees for accessing or using the basic features of the Services. However, certain advanced features or services may be subject to fees, which will be clearly disclosed before you incur them.

6.2. Network Fees

Transactions on the Berachain Blockchain may incur network fees (commonly known as "gas fees"), which are paid to the network operators for processing transactions. These fees are not set by or paid to Roots Finance. You are responsible for paying all network fees associated with your transactions.

6.3. Third-Party Fees

You may incur fees from third-party service providers when using their services in conjunction with the Services, such as fees from digital wallet providers, cryptocurrency exchanges, or payment processors. These fees are not set by or paid to Roots Finance, and we have no control over them. You are responsible for paying all such third-party fees.

6.4. Taxes

You are solely responsible for determining what, if any, taxes apply to your transactions conducted through the Services. It is your responsibility to report and remit the correct tax to the appropriate tax authority. Roots Finance is not responsible for determining whether taxes apply to your transactions or for collecting, reporting, withholding, or remitting any taxes arising from any transactions.

6.5. Tax Reporting

Roots Finance may be required by law to report certain information about you and your transactions to tax authorities. In such cases, we will comply with our legal obligations and may provide information about you and your transactions to the relevant tax authorities.

6.6. Changes to Fees

We reserve the right to introduce new fees or modify existing fees at any time. Any changes to fees will be communicated to you before they take effect, and you will have the opportunity to terminate your use of the Services if you do not agree to the new or modified fees.

7. ASSUMPTION OF RISK

7.1. General Risks

By using the Services, you acknowledge and agree that you assume all risks associated with using the Protocol and transacting in Digital Assets. These risks include, but are not limited to:

7.2. No Financial Advice

Nothing contained in the Services constitutes financial, investment, legal, or tax advice. Any decision to use the Services or transact in Digital Assets should be based on your own research and judgment. We recommend consulting with qualified professionals before making any financial decisions.

7.3. No Guarantee of Value

We do not guarantee the market value of any Digital Asset, including $MEAD. We make no representations regarding the value, suitability, or appropriateness of any Digital Asset for any purpose. All transactions conducted through the Services are executed at your own risk.

7.4. No Guarantee of Returns

We do not guarantee any return on investment from using the Services. Any potential returns or yields mentioned are estimates based on current conditions and are subject to change. Past performance is not indicative of future results.

7.5. No Insurance

Digital Assets held in the Protocol are not insured by any government or private entity. In the event of loss, there may be no recourse available to recover your Digital Assets.

7.6. Risk of Loss of Access

Your access to the Services depends on your ability to maintain control over your private keys and wallet. Loss of your private keys or wallet access credentials may result in the permanent loss of your Digital Assets. We cannot recover or reset your private keys or wallet access credentials.

7.7. Protocol Dependencies

The Protocol may depend on third-party protocols, networks, or services. Any issues, failures, or changes in these dependencies could adversely affect the functionality or availability of the Services.

11. DISCLAIMER AND LIMITATION OF LIABILITY

11.1. Disclaimer of Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

TO THE FULLEST EXTENT PERMITTED BY LAW, ROOTS FINANCE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

ROOTS FINANCE DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, ACCURATE, RELIABLE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. ROOTS FINANCE MAKES NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF ANY CONTENT AVAILABLE THROUGH THE SERVICES.

11.2. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL ROOTS FINANCE, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, ANY WEBSITES LINKED TO THEM, ANY CONTENT ON THE SERVICES OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF ROOTS FINANCE, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE, OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY, OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE AMOUNT PAID BY YOU FOR THE SERVICES DURING THE THREE (3) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED DOLLARS ($100) IF NO SUCH PAYMENTS HAVE BEEN MADE.

11.3. Exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for certain types of damages. Accordingly, some of the above limitations in Sections 11.1 and 11.2 may not apply to you. In such jurisdictions, our liability will be limited to the maximum extent permitted by law.

11.4. Risk Assumption

THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN ROOTS FINANCE AND YOU. YOU SPECIFICALLY ACKNOWLEDGE THAT ROOTS FINANCE SHALL NOT BE LIABLE FOR USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

12. DISPUTE RESOLUTION AND ARBITRATION

12.1. Arbitration Agreement

You and Roots Finance agree that any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation, or validity thereof, or to the use of the Services (collectively, "Disputes") will be resolved solely by binding, individual arbitration and not in a class, representative, or consolidated action or proceeding. You and Roots Finance agree that the International Chamber of Commerce ("ICC") will administer the arbitration under its Commercial Arbitration Rules in effect at the time the arbitration is initiated. You and Roots Finance agree that the arbitrator will have exclusive authority to resolve any disputes relating to the interpretation, applicability, or enforceability of these Terms or this arbitration agreement.

12.2. Arbitration Procedures

Arbitration is a less formal procedure than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. You agree that, by agreeing to these Terms, you and Roots Finance are each waiving the right to a trial by jury or to participate in a class action.

12.3. Class Action Waiver

YOU AND ROOTS FINANCE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

Further, unless both you and Roots Finance agree otherwise, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.

12.4. Opt-Out Right

You have the right to opt-out of the binding arbitration and class action waiver provisions set forth in Sections 12.1, 12.2, and 12.3 by sending written notice of your decision to opt-out to [email protected] within thirty (30) days of your first use of the Services. Your notice must include your name, address, email address associated with your account, and a clear statement that you wish to opt out of this arbitration agreement. If you opt-out of these arbitration provisions, Roots Finance also will not be bound by them.

12.5. Changes to This Section

Roots Finance will provide thirty (30) days' notice of any changes to this Section 12 by posting the amended Terms on the Services. Changes will become effective on the thirtieth (30th) day, and will apply prospectively only to any claims arising after the thirtieth (30th) day. If you do not agree to these amended terms, you may opt-out by sending written notice to [email protected] within thirty (30) days of the effective date of the amendments. If you have already opted out of the arbitration provisions prior to the amendments, you do not need to opt out again.

12.6. Survival

This Section 12 will survive the termination of your relationship with Roots Finance.

13. TERM AND TERMINATION

13.1. Term

These Terms shall remain in full force and effect while you use the Services or maintain an account.

13.2. Termination by You

You may terminate these Terms at any time by discontinuing your use of the Services and closing your account, if applicable. If you wish to close your account, please contact us at [email protected].

13.3. Termination by Roots Finance

We may suspend or terminate your access to the Services or terminate these Terms at any time, without notice, for any reason, including but not limited to:

• Your breach of any provision of these Terms;
• Your violation of any applicable law, rule, or regulation;
• Your engagement in any activity that poses a security risk to the Services or other users;
• If we believe your actions may cause legal liability for you, other users, or Roots Finance;
• If we are required to do so by law or regulatory authority;
• For any other reason in our sole discretion.

13.4. Effect of Termination

Upon termination of these Terms:

• Your right to access and use the Services will immediately cease;
• If applicable, your account will be closed, and you will no longer have access to any information stored in your account;
• You remain responsible for any outstanding obligations related to your use of the Services prior to termination;
• Any Digital Assets held in the Protocol will remain subject to the rules of the Protocol, including any applicable smart contracts;
• Roots Finance will not be liable to you or any third party for any termination of your access to the Services;
• Sections 3, 6, 7, 9, 10, 11, 12, 13.4, and 14 will survive termination.

13.5. Withdrawal of Assets

If you have Digital Assets in the Protocol at the time of termination, you will need to withdraw them according to the procedures set forth in the Protocol. Termination of these Terms does not automatically withdraw your Digital Assets from the Protocol. It is your responsibility to ensure that you withdraw your Digital Assets prior to, or following, termination.

14. GENERAL PROVISIONS

14.1. Entire Agreement

These Terms, together with our Privacy Policy and any other agreements expressly incorporated by reference herein, constitute the entire agreement between you and Roots Finance concerning your use of the Services and supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and Roots Finance.

14.2. Modifications to Terms

We reserve the right, at our sole discretion, to modify these Terms at any time. If we make material changes to these Terms, we will notify you by email or by posting a notice on our website prior to the effective date of the changes. Your continued use of the Services after the effective date of any changes constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Services.

14.3. Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and any failure to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

14.4. Severability

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.

14.5. Assignment

These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of Roots Finance. Roots Finance may assign these Terms, in whole or in part, at any time to any person or entity without your notice or consent.

14.6. Notices

14.7. Force Majeure

Roots Finance shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including but not limited to acts of God, natural disasters, pandemic, war, terrorism, riots, civil unrest, government actions, labor disputes, power failures, computer failures, internet service provider failures, or other network failures.

14.8. No Agency

No agency, partnership, joint venture, employee-employer, or franchiser-franchisee relationship is intended or created by these Terms. Neither party has the authority to bind the other or incur obligations on the other's behalf without the other party's prior written consent.

14.9. Governing Law

These Terms and your use of the Services shall be governed by and construed in accordance with the laws of England & Wales, without giving effect to any choice of law or conflict of law provisions. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

14.10. Language

The original language of these Terms is English. Any translation into other languages is provided for your convenience only. In case of a conflict between the English version and a translated version, the English version shall prevail. All communications and notices made or given pursuant to these Terms must be in the English language.

14.11. Export Controls

You acknowledge and agree that the Services may be subject to export and re-export control laws and regulations. You agree to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce and trade and economic sanctions maintained by the U.S. Treasury Department's Office of Foreign Assets Control.

15. PROTOCOL-SPECIFIC TERMS

15.1. Protocol Governance

The Protocol may implement governance mechanisms that allow certain stakeholders to participate in decision-making regarding Protocol parameters, upgrades, and other aspects of the Protocol. If applicable, governance rights and procedures will be documented separately and may be incorporated into these Terms by reference.

15.2. Protocol Upgrades

The Protocol may undergo upgrades, improvements, or modifications that change its functionality, parameters, or user experience. While we will attempt to provide notice of significant changes, you acknowledge that such changes may occur without prior notice and that continued use of the Protocol following any changes constitutes your acceptance of those changes.

15.3. Protocol Risks

In addition to the risks outlined in Section 7, the Protocol involves specific risks, including but not limited to:

15.4. Protocol Parameters

The Protocol operates according to certain parameters, such as the Minimum Collateral Ratio, liquidation thresholds, redemption fees, and stability pool rewards. These parameters may change over time through governance decisions or protocol upgrades. Current parameter values are accessible through the Protocol's user interface.

15.5. Smart Contract Interactions

Your interactions with the Protocol are governed by the smart contracts deployed on the Berachain Blockchain. While these Terms govern your relationship with Roots Finance, the actual operation of the Protocol is determined by the code of the smart contracts. In the event of any discrepancy between these Terms and the operation of the smart contracts, the operation of the smart contracts shall prevail.

15.6. Protocol Termination

In the event that the Protocol is terminated or deprecated, we will make reasonable efforts to provide notice and instructions for users to withdraw their Digital Assets. However, we cannot guarantee that such withdrawal will be possible in all circumstances.

16. COMPLIANCE WITH LAWS

16.1. Compliance Obligations

You are responsible for complying with all applicable laws, rules, and regulations in your jurisdiction when using the Services. This includes, but is not limited to, laws related to financial services, securities, commodities, taxation, anti-money laundering, counter-terrorist financing, and sanctions.

16.2. Anti-Money Laundering

You represent and warrant that you are not using, and will not use, the Services to engage in money laundering, terrorist financing, fraud, or any other financial crime. We reserve the right to take any action we deem necessary to comply with our anti-money laundering obligations, including but not limited to, suspending or terminating your access to the Services, reporting suspicious activities to relevant authorities, and requesting additional information or documentation from you.

16.3. Sanctions Compliance

You represent and warrant that you are not subject to economic or trade sanctions administered or enforced by any governmental authority, and that you are not located, organized, or resident in a country or territory that is subject to comprehensive sanctions. You further represent and warrant that you will not use the Services to conduct business with any individual, entity, or country that is subject to sanctions.

16.4. Tax Compliance

You are solely responsible for determining what, if any, taxes apply to your transactions conducted through the Services. It is your responsibility to report and remit the correct tax to the appropriate tax authority. Roots Finance is not responsible for determining whether taxes apply to your transactions or for collecting, reporting, withholding, or remitting any taxes arising from any transactions.

16.5. Regulatory Changes

The regulatory landscape for Digital Assets, DeFi, and blockchain technology is evolving. Changes in laws, regulations, policies, or enforcement actions may adversely affect the Services or your ability to use them. You acknowledge this risk and agree that Roots Finance may modify the Services as necessary to comply with changing regulatory requirements, which may impact your ability to use certain features of the Services.

17. MISCELLANEOUS

17.1. Headings

The section titles in these Terms are for convenience only and have no legal or contractual effect.

17.2. Electronic Communications

You consent to receive communications from us electronically. We may communicate with you by email or by posting notices on our website. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

17.3. Time Limitation

You agree that any claim or cause of action arising out of or related to the use of the Services or these Terms must be filed within one (1) year after such claim or cause of action arose, or be forever barred.

17.4. No Third-Party Beneficiaries

These Terms do not and are not intended to confer any rights or remedies upon any person other than you and Roots Finance.

17.5. Equitable Relief

You acknowledge that a breach of these Terms may cause irreparable harm to Roots Finance for which monetary damages would be inadequate. Accordingly, in addition to any other remedies available, Roots Finance may seek injunctive or other equitable relief in the event of a breach or threatened breach of these Terms by you.

17.6. Interpretation

These Terms shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting an instrument or causing any instrument to be drafted.

17.7. Acknowledgment

BY USING THE SERVICES OR ACCESSING THE PROTOCOL, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS, UNDERSTAND THEM, AND AGREE TO BE BOUND BY THEIR TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE SERVICES.