Terms and Conditions
Date of latest revision: August 15, 2024 (published August, 2024)
These RWA.IO terms and conditions define terms under which RWA.IO provides its services to Users and include the RWA.IO KYC/AML statement (“this Agreement” or “Terms”), effective upon the date of its publication on the RWA.IO website. This Agreement sets out the terms and conditions of Your use of the RWA.IO platform (the “Platform” or “RWA.IO Platform”), wholly owned and operated by RWAIO OÜ, incorporated and registered in the ESTONIA (the “Company” or “RWA.IO” or “We”), as well as Your access and use of any other RWA.IO services provided through the RWA.IO Platform (the “Services” or “RWA.IO Services”),
These Terms constitute a legally binding agreement and create a binding contract between You and the Company.
If you are a resident of the United States, please note that these Terms include additional provisions applicable only to you: they contain an agreement to resolve any dispute between RWA.IO and You by an individual arbitration, described further in Section 17. This Agreement constitutes a waiver of your right to participate in a class-action lawsuit or a jury trial.
By accessing or using the Platform, you accept these terms (on behalf of Yourself or the entity you represent). If You do not agree with all of the provisions of these terms, You are prohibited from accessing, using, or transacting on the Platform. You should take the time to read these Terms carefully and thoroughly.
To be eligible to use the Platform and Services, You must be at least 18 years old (or the applicable age of majority and contractual capacity in each qualifying jurisdiction). By accessing or using the Platform and Services, You represent and warrant that You are 18 or older.
Should You have any questions or comments regarding the Platform or Services, please feel free to contact us at: INFO@RWA.IO.
- GENERAL
By signing up to use an Account (as defined below) through the Platform and websites made available through the Platform, You agree to comply with and be legally bound by this Agreement. If You do not agree to any of the terms set forth in this Agreement or any subsequent modification to this Agreement, you may not access or use any of the Services and must cancel Your Account immediately.
Company Privacy Policy, KYC Policy, Community Guidelines, and any other mandatory policies of the Company that You can access on https://RWA.IO or other agreements entered into separately between You, and the Company are considered an integral part of these Terms and have the same legal effect. Your use of the Platform and the Services is conditional on accepting all supplementary terms as published on the Company Website.
We may amend or modify these Terms at our discretion at any time by posting such amended or modified Agreement on the Company Website. Any and all modifications or changes will become effective upon publication. The User agrees and acknowledges that the Company will not explicitly notify the User about the possible amendments and modifications. By continuing to access the Platform or use the Services once the revised Agreement is effective, You agree to be bound by its terms.
“Account” shall have the meaning as set out in Clause 5 of these Terms;
“Agreement” or “Terms” shall mean the agreement between You, as a User, and theRWA.IO for the use of the Platform and Services, in accordance with these Terms;
“AML” means Anti Money Laundering clause, which refers to the laws, regulations, and procedures intended to prevent individuals from disguising illegally obtained funds as legitimate income;
“Company” or “We” or “Us” or “RWA.IO” means RWA.IO, the owner and operator of RWA.IO Platform and the provider of RWA.IO Services;
“Confidential Information” means information, technical data, or know-how, including, but not limited to, information relating to business and product or service plans, financial projections, customer lists, business forecasts, sales and merchandising, human resources, patents, patent applications, computer object or source code, research, inventions, processes, designs, drawings, engineering, marketing or finance to be confidential or proprietary or information which would, under the circumstances, appear to a reasonable person to be confidential or proprietary;
“Community Guidelines” means RWA.IO community guidelines (as they might be changed or amended from time to time), as made available through our Website, that shall apply to all users of the RWA.IO Platform and shall be mandatory;
“Digital asset(s)” means any files created electronically or scanned and uploaded to a computer, to avoid any doubt, any digital collectibles including, but not limited to, video, audio files, images, graphics, design files, presentations, or any other digital work;
“External Wallet” shall have the meaning as set out in Clause 8.17;
“Fee(s)” means the price that the User shall pay as remuneration for the Services that the Company has provided for the User;
“Fiat on-Ramp Provider” means any licensed third party that offers fiat-to-crypto currency conversion services via Onramper;
“Gas Fees” shall have the meaning as set out in Clause 9.5 of these Terms;
“Intellectual Property” means all and any software innovations (in both machine-readable forms and source code form), computer programs, code, designs, concepts, ideas, artwork, notes, documents, data, information, materials, discoveries, inventions, or other original work, including, without limitation, any additions, modifications or enhancements thereof;
“KYC” means Know Your Customer standards, which are designed to protect, including, but not limited to, financial institutions against fraud, corruption, money laundering, and terrorist financing, as institutions have an obligation to verify customers’ identities;
“Platform” or “RWA.IO PLATFORM” means an online platform accessible through the website https://RWA.IO/ and an application fully owned and operated by RWA.IO;
“Privacy Policy” shall have the meaning as set out in Clause 7.2 of these Terms;
“Client” means any User who, as a client of RWA.IO, offers any non-fungible tokens through the RWA.IO Platform or website to other RWA.IOUsers;
“Services” or “RWA.IO Services” shall have the meaning as specified in Clause 8 of these Terms.
“Virtual Currency” means cryptocurrency and other cryptographic fungible tokens;
“You” shall mean You, as the RWA.IO User;
“Wallet Address” shall have the meaning as set out in Clause 8.15 of these Terms;
“Wallet Provider” shall have the meaning as set out in Clause 8.16 of these Terms;
“Website” or “Company Website” shall mean the RWA.IO website, accessible on the https://RWA.IO/
- RWAIO TOKEN
RWA.IO (RWAIO) token is the native token of the RWA Hub ecosystem, serving multiple crucial roles. It acts as the platform's fuel, facilitating transaction fees (gas), enabling governance participation, and driving user engagement through various incentives. The tokenomics are strategically designed to enhance the platform's long-term sustainability and growth. Users utilize the token to access a range of services within the network, such as asset tokenization and market insights.
As with any other cryptographic token, the risks associated with holding RWAIO tokens are substantial. Please read through Clause 4 (RISKS) carefully before purchasing and using RWAIO Tokens.
- RISKS
Please note the following risks of using the Company’s Services: The risk of loss in holding any cryptographic tokens (including RWAIO utility token) can be substantial. You should, therefore, carefully consider whether holding any cryptographic tokens is suitable for You in light of Your financial condition. In considering whether to hold any cryptographic tokens, You should be aware that the price or value of cryptographic tokens can change rapidly, decrease, and potentially even fall to zero. You also acknowledge and agree that the cost of transacting on such technologies is variable and may increase at any time, causing an impact on any activities taking place on Ethereum or any other consensus protocol or a network built as an aggregator on top of a blockchain as selected by the Company. The Company does not invite or make any offer to acquire, purchase, sell, transfer or otherwise deal in any crypto asset. Third parties may provide services involving the acquisition, purchase, sale, transfer, or exchange of crypto-assets; the Company does not provide any such service and does not undertake any liability in connection thereto. You acknowledge and agree with these risks and represent that the Company cannot be held liable for changes and fluctuations in value or increased costs. When using the Platform and the Services, You acknowledge that the Company is not responsible or liable for any losses resulting from market changes or account misappropriation.
You acknowledge and understand that there are risks associated with using an Internet-based currency, including, but not limited to, the risk of hardware, software, and Internet connections failure or problems, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to information stored within Your wallet. You accept and acknowledge that the Company will not be responsible for any communication failures, disruptions, errors, distortions, or delays. You may experience these when using the Ethereum network or any sidechain or similar device for processing transactions, however, caused.
You understand and agree that RWAIO utility token, any NFT, any other cryptographic tokens like Ether (ETH), Bitcoin (BTC) or USDC, blockchain technology, or distributed ledger technology-related projects are new and relatively untested and outside of our exclusive control. Any adverse changes in market forces, the technology, and the regulatory environment impacting our performance under this Agreement shall absolve Us from responsibility in this regard, including but not limited to hacking attacks, possible theft, adverse regulatory action, or unclear legal/tax status of NFT(s) or the RWAIO token.
You represent that You understand the inherent risks associated with cryptographic systems. You warrant that You have an understanding of the usage, risks, potential bugs based on novel technology (where applicable), and intricacies of native cryptographic tokens, like Ether (ETH) and Bitcoin (BTC) or the RWAIO token, smart contract based tokens such as those that follow the Ethereum Token Standard and blockchain-based software systems.
The Company, the RWAIO token, Ether, BTC, USDC, or other tokens could be impacted by one or more regulatory inquiries or regulatory action, which could impede or limit Your ability to access or use the RWA.IO Platform or the Ethereum blockchain, Polygon network or any other underlying technology specified and used by the Company.
You acknowledge and agree that cryptography is a progressing field. Advances in code cracking or technical advances such as the development of quantum computers may present risks to smart contracts, cryptocurrencies, and the Platform, resulting in the theft or loss of Your cryptographic tokens or property, among other potential consequences. By using the Platform, You acknowledge and agree to undertake these risks.
The Company shall not be liable for the acts or omissions of any other third party site, product, or service that You might access, visit, or use for the purpose of enabling You to use the various features of the Platform, nor shall the Company be liable for any damage that You may suffer as a result of Your transactions or any other interaction with any such third parties.
You understand that upgrades by Ethereum to the Ethereum protocol or upgrades by Polygon to Polygon protocol, as well as any upgrades, hard forks, or other changes in how transactions are confirmed, be it made on Ethereum, Polygon protocol, or any other protocol and underlying technology infrastructure selected and used by the Company, are outside the Company's control and may have unintended, adverse effects on all blockchains using the ERC-20 standard, ERC-721 standard, or any other future Ethereum or other blockchain-related standards.
You agree and acknowledge that We do not represent or warrant that any of the Services or the Platform are secure from a hacker or other malicious attack, which may result in the stealing or the loss of the User confidential information or any other data.
- REGISTRATION OF AN ACCOUNT
Registration of Account. In order to use the Platform and the Services, You must first register by providing Your identification information, which shall include your name, e-mail address, password, and affirming Your acceptance of this Agreement. Upon successful completion of the registration process, the Company will establish Your RWA.IO Account (also “Account”). The Company may, at its sole discretion, refuse to allow You to establish an Account or limit the number of the Accounts that a single User may establish and maintain at any time.
Password Security and Keeping Your Contact Information Current. You are solely responsible for maintaining adequate security and control of any and all IDs, passwords, hints, personal identification numbers (PINs), application programming interface (API) keys, or any other codes related to Your Account or that You use to access the Services. Any loss or compromise of the foregoing information and/or Your personal information may result in unauthorized access to Your Account by third parties and the loss or theft of any RWAIO(s) and/or funds held in Your Account and any associated accounts, including Your linked bank account(s) and credit card(s). You are responsible for keeping Your email address and telephone number up to date in Your Account profile in order to receive any notices or alerts that We may send You. We assume no responsibility for any loss that You may sustain due to compromise of Your sensitive information or failure to follow or act on any notices or alerts that We may send to You. In the event You believe Your Account information has been compromised, contact the Company’s Support immediately at INFO@RWA.IO.
Verification of Your Account. Due to any statutory and regulatory requirements, the creation and usage of Your Account can be subject to additional verification. You agree to provide Us with the information. We request for the purposes of identity verification, compliance with KYC rules, as well as detection of money laundering, terrorism financing, fraud, or any other financial crime. The requested information may include Personal Data (please refer to our Privacy Policy). By providing Us with the information We request, You confirm that it is true and accurate and agree to inform Us in case of change concerning such information. Your Account will be blocked until We are satisfied with the information You have provided and determine at our sole discretion that it is sufficient to validate Your Account.
Additional information. You agree to provide additional information and documents at the request of any competent authority or in case of application of any applicable law or regulation, including laws related to anti-laundering (legalization) of incomes obtained by criminal means or for counteracting the financing of terrorism. We may also require You to provide additional information and documents in cases where it has reasons to believe that: (i) Your Account is being used for money laundering or any other illegal activity; (ii) You have concealed or reported false identification information and other details; or (iii) Transactions effected via Your Account were affected in breach of these Terms.
Deletion of Your Account. You can permanently delete your account by sending Us an email to INFO@RWA.IO. Your Account will be deleted within ten (10) days after We receive Your email. You may also permanently delete Your Account via the settings section of our Platform. Before permanently deleting Your Account, You are obligated to pay outstanding fees or any other charges to the Company (if any) and are advised to close any open trades and transactions and claim the remaining funds; otherwise, We will close all of Your trades when We delete Your Account. If deletion of Your Account causes You to lose any funds, We will not be recovering these funds and will not be responsible or liable for any such lost funds.
- KYC AND AML COMPLIANCE
The company is obliged to exert control over the activities of participants on the Platform in order to comply with “Know Your Customer” (“KYC”) and “Anti Money Laundering” (“AML”) laws and regulations (together, “KYC/AML regulations''). You will not be able to purchase, sell or swap any RWAIOs unless You comply with established KYC procedures in accordance with our AML Policy.
Identity Verification. RWA.IO will verify Your identity in the following circumstances:
based on a legitimate interest justifying verification of your identity, including but not limited to circumstances, where RWA.IO has a legitimate concern with respect to money laundering, terrorism financing, fraud or any other financial crime or at the request of any competent authority.
Verification of identity will require multi-factor authentication, layered security and other controls to ensure a meaningful User identity confirmation process based on accumulated reward size, among other factors. The following are examples of verification methods the Company may use:
Email verification; ID verification; obtaining proof of address, such as a recent (not older than 90 days) copy of a utility bill or bank statement from the Account holder; video face-to-face and photo identification; liveliness detection.
Comparing the identifying information with information available from a trusted third-party source, such as international law enforcement and financial databases;
Analysing whether there is logical consistency between the identifying information provided, such as the User’s name, street address, ZIP code, and date of birth (logical verification);
If the Company will not be able to verify the true identity of the User through documents provided by You the Account will be deleted.
Sanctions Compliance. Pursuant to the economic sanctions’ programs administered in the jurisdictions where the Company conducts business, the Company is prohibited from providing services or entering into relationships with certain individuals and entities. In the event that the Company is required to block assets associated with Your Account in accordance with a sanctions program, or other similar government sanctions programs, the Company may (i) deactivate or block User activity, (ii) and withhold any outstanding rewards. The Company is not responsible for any losses, whether direct or indirect, that You may incur as a result of our compliance with applicable law, guidance or direction of any regulatory authority or government agency, or any writ of attachment, lien, levy, subpoena, warrant or other legal order. Accessing the Services and the Platform is subject to compliance with economic sanctions imposed by applicable jurisdictions. By using the Services and accessing the Platform, You represent and warrant that Your use of any of our services complies with those requirements. Without limiting the foregoing, You may not acquire any cryptographic tokens or use any of the Services through the Platform if: (1) You are in, under the control of, or a national or resident of Iran, Libya, the People’s Republic of China, Democratic People’s Republic of Korea, Syria, Cuba, Afghanistan or Syria or any other country subject to United States embargo, UN sanctions, HM Treasury’s financial sanctions regime, or if You are on the U.S. Treasury Department’s Specially Designated Nationals List or the U.S. Commerce Department’s Denied Persons List, Unverified List, Entity List HM Treasury’s financial sanctions regime; or (2) You intend to supply the acquired cryptocurrency(ies) or the Services to Iran, Libya, the People’s Republic of China, Democratic People’s Republic of Korea, Syria, Cuba, Afghanistan or Syria or any other country subject to United States embargo or HM Treasury’s financial sanctions regime (or a national or resident of one of these countries), or to a person on the Specially Designated Nationals List, Denied Persons List, Unverified List, Entity List, or HM Treasury’s financial sanctions regime.
- DATA PROTECTION AND PRIVACY POLICY
Storage of KYC and other data. KYC and other data is safely stored on a server located in Frankfurt, Germany.
Your Privacy. Protecting Your privacy is very important to the Company. Before accessing and using any of our services, You shall be required to review and consent to our Privacy Policy, accessible on https://RWA.IO/, where We explain how We collect, use, store and disclose Your Personal Data, including KYC/AML data (“Privacy Policy”). When accessing or using the Services, You agree with the Privacy Policy as well as with this Agreement.
- RWA.IO SERVICES
We reserve the right to modify or discontinue any portion of the Services and to suspend or terminate Your access to the Services at any time, without explicit notice to You, in certain, limited circumstances described herein.
You agree that We shall not be liable to You or any third party for any modification or termination of the Services, or suspension or termination of Your access to the Services, except to the extent otherwise expressly set forth herein.
You acknowledge and agree that the Company merely operates the Platform and provides the Services of intermediary nature which are necessary to enable Users to join and access a Client's respective community RWA.IO, however, shall not actively introduce Users to Clients, find projects for Users, or find Users for Clients.
About the Services. Your Account enables access to the Services, which include:
Insights
Intelligence
Investment
Infrastructure
Integrations
(altogether: “RWA.IO Services”).
RWA.IO Premium Rewards Terms & Conditions. Certain Users of RWA.IO may be eligible to receive free premium rewards from time to time, at the sole discretion of RWA.IO, in accordance with these Premium Rewards Terms & Conditions (“PRTC”); these rewards will be unique to each user and herein referenced as a “designated premium reward.” Please read these PRTC carefully. By accepting the designated premium reward, You agree to be bound by these terms and all terms incorporated herein by reference. If You do not agree to these terms, do not accept the designated reward by notifying RWA.IO (the “Company” or “We”) immediately. You agree that We may provide updates, notices, disclosures and amendments to these PRTC, and other information relating to RWA.IO rewards by electronic means, including posting such information and materials online at HTTPS//:RWA.IO. The Company’s Community Guidelines, Globally Privacy Policy, KYC AML Policy, Sweepstakes Rules, and general Terms & Conditions continue to apply to You and are incorporated by reference.
Additional Terms. These PRTC apply to Your access to and receipt of the designated reward given to You by the Company, which is operated by RWA.IO or its respective subsidiaries, licensees, and affiliated companies (collectively, “RWA.IO”). These PRTC do not alter in any way the terms or conditions of any other agreement You may have with RWA.IO for other products or services, such as usage of the RWA.IO Launchpad.
Changes to Terms. RWA.IO reserves the right to change or modify these PRTC or any policy, FAQ, or guideline pertaining to premium rewards, in whole or in part, at any time and in its sole discretion. Any changes or modifications will be effective immediately and may be posted to RWA.IO WEBSITE so please check back from time to time. You waive any right You may have to receive specific notice of such changes or modifications, and Your continued access to, use of, or participation in the designated premium reward following any such changes or modifications confirms Your acceptance. If You do not agree to these PRTC, You must stop accessing, using, and participating in Your RWA.IO premium reward.
Personal Use. The designated premium reward is intended for personal use only. Commercial use is prohibited without the express written permission and consent of the Company.
User Representation. By accepting the designated premium reward, You represent that You have read, understood, and agreed to be bound by these PRTC and all other RWA.IO agreements incorporated by reference and You agree to be bound by these PRTC without limitation or qualification.
Excluded User Base. Users from the UN, FATF, or MAS sanctioned countries are excluded from designated premium rewards without exception. Check the agreements incorporated by reference for a list of sanctioned countries.
Eligible Users. RWA.IO at its sole discretion will determine the eligibility criteria for each designated premium reward. Different eligible users may receive different designated premium rewards or the same or similar ones, depending on the criteria determined by the Company for a specific distribution of a designated premium reward. The Company shall have no obligation to notify users of the eligibility criteria for any designated premium reward prior to the execution and distribution of such premium reward.
KYC Requirement. In addition to any other eligibility criteria set forth in these PRTC or otherwise determined by RWA.IO , to receive a designated premium reward, all participants must have an approved, KYC-verified, live RWA.IO account.
Disqualification. The Company reserves the sole and absolute right to disqualify any user that the Company deems ineligible for a designated premium reward (be it under these PRTC or by having engaged in a conduct that RWA.IO considers inappropriate or unacceptable).
Termination. Designated premium rewards and its benefits are offered at the Company’s sole discretion. We may, in the Company’s sole discretion, cancel, modify, restrict or terminate these PRTC and/or the designated premium reward or any aspect or feature of the designated premium reward at any time without prior notice, even though such changes may affect the value of rewards or benefits already accumulated or earned and/or the ability to redeem accumulated rewards or benefits. If, in RWA.IO’s sole discretion, We suspect fraud, misrepresentation, abuse or violation of these PRTC, We also have the right to appropriate legal action. A designated premium reward is a privilege for You and not a right.
Non-transferable. All designated premium rewards are not transferable and no substitutions or cash equivalents are permitted.
RWA.IO Decisions. All Company decisions in any matter in relation to designated premium rewards are final and conclusive. The Company will not entertain any requests for appeal or review.
Governing Law. The same governing law provision applies as to the general Terms & Conditions agreement incorporated by reference.
- PAYMENT AND FEES
The Company charges Fees for its services. All fees are inclusive of applicable taxes (such as VAT or sales tax, or similar tax on the sale of services). Company reserves the right to change or amend our Fees and payment terms at any time at our sole discretion, and any such change or amendment shall apply to you when using or transacting on our Platform.
You agree that when making any purchase or sale or other transactions on the Platform, applicable Fees can be subtracted from any payments made.
In order to transact on Ethereum or Polygon network or any other network and consensus protocol selected and used by the Company on the RWA.IO Platform, you may be required to pay additional fees in the network's native currency required to successfully process and validate transactions on blockchain (“Gas Fees”). Payment of Gas Fees is entirely separate and independent from payments made to RWA.IO for the Services or to other Users for the NFTs. Before transacting on any network, please consider the risks described in Clause 4 of these Terms.
- GENERAL USE, PROHIBITED USE, AND TERMINATION
Limited License. We hereby grant You a personal, non-exclusive, non-transferable, non-sublicensable and limited license, subject to the terms of this Agreement, to access and use the Platform solely for informational, transactional, or other approved purposes as permitted by the Company from time to time. Any other use of the Platform is expressly prohibited. All other rights in the Platform are reserved by us. We reserve all rights in the Platform and You agree that this Agreement does not grant You any rights in or licenses to the Platform, except for this express, limited license. You will not otherwise copy, transmit, distribute, sell, resell, license, decompile, reverse engineer, disassemble, modify, publish, create derivative works from, perform, display, incorporate into another website, or in any other way exploit any of the content available on the Platform or any other part of the Platform or any derivative works thereof, in whole or in part for commercial or non-commercial purposes. Without limiting the foregoing, You will not frame or display the Platform (or any portion thereof) as part of any other website or any other work of authorship without prior written permission. If You violate any portion of this Agreement, Your permission to access and use the Services may be terminated pursuant to this Agreement. In addition, We reserve the right to all remedies available at law and in equity for any such violation.
Website Accuracy. Although We intend to provide accurate and timely information on the Website and the Platform, the Website and the Platform (including, without limitation, the Content as determined in the Clause 12.3 below) may not always be entirely accurate, complete or current and may also include technical inaccuracies or typographical errors. In an effort to continue to provide You with as complete and accurate information as possible, information may be changed or updated from time to time without notice, including without limitation information regarding our policies, products and services. Accordingly, You should verify all information before relying on it, and all decisions based on information contained on the Platform are Your sole responsibility and We shall have no liability for such decisions. You especially acknowledge, understand and agree that the Company does not assume any liability and shall not be liable for any loss or damage arising out of or in connection with any trading decision, made based on any information available on the Website.
Third-Party Materials. From time to time, the Platform may contain references or links to third-party materials (including, without limitation, websites) and third-party applications which are not controlled by us. Such information, links, and third-party applications are provided as a convenience to You. Such links should not be considered endorsements, and such reference does not imply our recommendation, approval, affiliation, or sponsorship of that respective property, product, service, or process. You should review the applicable terms and privacy policy for any third-party sites or applications before linking to and using them. You acknowledge and agree that We are not responsible for any aspect of the information, content, or services contained in any third-party materials or on any third-party sites accessible or linked to the Platform, including without limitation content, property, goods, or services available on the linked sites or services.
Third-Party Applications. If, to the extent permitted by the Company from time to time, You grant express permission to a third party to access or connect to Your Account, either through the third party’s product or service or through the Platform, You acknowledge that granting permission to a third party to take specific actions on Your behalf does not relieve You of any of Your responsibilities under this Agreement. You are fully responsible for all acts or omissions of any third party using Your Account credentials. Further, You acknowledge and agree that You will not hold the Company responsible for, and will indemnify, defend and hold harmless the Company from, any liability arising out of or related to any act or omission of any third party using Your Account credentials.
Fiduciary Accounts/Custodial Assets. You hereby certify to Us that any funds used by You in connection with the Services are either owned by You or that You are validly authorized to carry out transactions using such funds. In particular, You acknowledge that the Company is not a qualified custodian nor a licensed money transmitter under applicable law.
Prohibited Use. In connection with Your use of the Services and Your interactions with other Users and third parties, You agree and represent, You will not violate any law, contract, intellectual property, or other third-party rights, will not engage in any illegal, unauthorized, or improper activity. You agree that You will abide by these Terms and prohibition to not use services for including, but not limited to, production of any pornographic or inappropriate material, racist content or financing of illicit activities, or any other use that would contradict or violate our Community Guidelines. Although We are not obligated to do so and make no representations or warranties regarding our obligation to review, We reserve the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request. We reserve the right to cancel and/or suspend Your Account immediately and without notice if We determine, in our sole discretion, that Your Account is associated with prohibited use and/or a prohibited business.
Community Guidelines. By accepting these Terms, you also agree to strictly respect and comply with our Community Guidelines (as available on the Website) regarding prohibited behaviour by accepting these Terms. For any violation of Community Guidelines, we reserve the right to remove any inappropriate content or suspend or delete your account.
Suspension, Termination and Cancellation. The Company may, at its sole discretion and without any prior notification, (i) suspend, restrict, or terminate Your access to any or all of the Services and/or the Platform, and/or (ii) deactivate or cancel Your Account if:
We are so required by an enforceable subpoena, court order, or binding order of the court or government authority; or
We reasonably suspect You of using Your Account in connection with illegal, unauthorized, or improper activity; or
Use of Your Account is subject to any pending litigation, investigation, or government proceeding, and/or We perceive a heightened risk of legal or regulatory non-compliance associated with Your Account activity; or
Our Service partners are unable to support Your use; or
We are required to do so in order to comply with KYC/AML laws and regulations; or
You violate the terms of this Agreement (in particular, but not limited to, providing correct and accurate identification information for KYC/AML purposes, or violating any user warranties given under this Agreement); or
You take any action that the Company deems as circumventing Company’s controls, including, but not limited to, opening multiple Accounts or abusing promotions that the Company may offer from time to time.
In the event that a technical problem causes system outage or Account errors, the Company may temporarily suspend access to Your Account until the problem is resolved.
Once Your Account is suspended/terminated/canceled, You will have ten (10) business days to withdraw all funds from Your Account, but only after the payment of all outstanding charges to the Company (if any). The Company maintains full custody of the funds and user data/information, which may be turned over to governmental authorities if required by an enforceable subpoena, court order, or binding order of the court or government authority.
- OUR RELATIONSHIP WITH YOU
You acknowledge, agree, and understand that:
You are not an employee of the Company or any of the Clients, and You are not eligible for any of the rights or benefits of an employment relationship (including, but not limited to any unemployment and/or workers compensation insurance);
The Company assumes no liability or obligations under or related to User services provided to Clients or any acts or omissions by You or by any other User, or any of the Clients;
The Company does not provide Users with training or any equipment, labour, tools, or materials related to any services; and
The Company does not provide the premises at which Users may provide Clients with any services.
You acknowledge and agree that the Company assumes no obligations to help Users and Clients enforce any claims they might have towards each other in the future (or which might in the future exist between Users themselves), which would result from any of their engagements entered into with the intermediation of the Company through the Platform; but may nevertheless choose to do so (at its sole discretion).
- USER REPRESENTATIONS AND WARRANTIES
By registering to the Platform and opening of an Account, You represent and warrant to the Company as well to other Users as follows:
You have read carefully in full the contents of this Agreement and of the Company Whitepaper available on the Company Website to which You consent; additionally, You also confirm that You have performed reasonable due diligence with regard to the Company and that You have, if and to the extent You deem necessary, sought independent financial and/or legal advice;
You agree and acknowledge that no regulatory authority has examined or approved of the information set out in the Company Whitepaper; no action has been or will be taken under the laws, regulatory requirements, or rules of any jurisdiction, and the publication, distribution, or dissemination of the Company Whitepaper to You did not imply that the applicable laws, regulatory requirements or rules have not been complied with, nor that the Company has not obtained the requisite licenses if any;
the distribution or dissemination of the Company Whitepaper, any part thereof or any copy thereof, or acceptance of the same by You, is not prohibited or restricted by the applicable laws, regulations, or rules in Your jurisdiction, and where any restrictions in relation to possession are applicable, You have observed and complied with all such restrictions at Your own expense and without liability to the Company;
You are not a citizen, resident (tax or otherwise), or green card holder of the United States of America or a citizen or resident (tax or otherwise) of Canada, or a citizen or resident (tax or otherwise) of the People’s Republic of China;
You have a basic degree of understanding of the operation, functionality, usage, storage, transmission mechanisms, and other material characteristics of cryptocurrency tokens, blockchain-based software systems, cryptocurrency wallets or other related token storage mechanisms, blockchain technology, and Smart Contract technology;
You are fully aware and understand that there are risks associated with the Company and its business and operations;
You agree and acknowledge that the Company is not liable for any indirect, special, incidental, consequential or other losses of any kind, in tort, contract or otherwise (including but not limited to loss of revenue, income or profits, and loss of use or data), arising out of or in connection to any acceptance of or reliance on the Company Whitepaper and this Agreement, or with the use of the Platform and/or the Services;
You are at least 18 years old and of the applicable age of majority and contractual capacity in Your qualifying jurisdiction;
all of the above representations and warranties will be true, complete, accurate, and non-misleading at the time of Your registration to the Platform.
- RETENTION OF INTELLECTUAL PROPERTY RIGHTS
The Platform and any of the Services, including their design elements or concepts and any and all underlying Intellectual Property, including, but not limited to copyrights, patents, service marks, any registered trademarks, domain names, and other proprietary rights, are the property of the Company and are protected by copyright, patent, trade secret, and other Intellectual Property laws. The Company retains any and all rights, title, and interest in and to the Platform and the Services (including, without limitation, all Intellectual Property rights), including all copies, modifications, extensions, and derivative works thereof. Your right to use the Platform and the Services is limited to the rights expressly granted in these Terms. No licenses to use any of trademarks or any other Company’s brands are to be inferred or assumed pursuant to the use of any of the Services. All rights not expressly granted to You are reserved and retained by the Company.
You expressly agree not to duplicate, copy, transmit, distribute, license, reverse engineer, modify, publish, reuse or participate in the transfer or sale of, create derivative works from, or in any other way exploit any of our Intellectual Property or knowingly or recklessly encourage or assist any third parties to infringe the Intellectual Property of the Company without the express prior written consent of the Company and, if applicable, its Clients. You shall not infringe the Intellectual Property rights of the Company, other Users, or any third party.
Ownership. Unless otherwise indicated in writing by Us, the Service and all content and other materials contained therein, including, without limitation, the Company’s logo and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, “Content”) are the proprietary property of the Company or our affiliates, licensors or Users, as applicable.
- CONFIDENTIAL INFORMATION
You agree that Confidential Information or private data, which You might receive from the Company or any other Users and which is not readily available in the public domain, belong to the Company and/or other Users, and You undertake not to disclose to any third person at any time any such Confidential Information or private data without the express prior written consent of the Company and/or other concerned User. You warrant that You will treat the Confidential Information or private data of the Company and other concerned Users with the highest standard of care, that You will comply with all applicable data privacy laws in Your jurisdiction and that You will not sell or disclose Confidential Information or private data of either the Company or other concerned Users. This Clause 14 shall also apply to its affiliates and service providers or any of their respective officers, directors, agents, joint venturers, employees, or representatives when referring to the Company.
- NO WARRANTY OF THE COMPANY AND THE LIMITATION OF LIABILITY
Disclaimer of liability. (A) IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES AND SERVICE PROVIDERS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES, OR REPRESENTATIVES, BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR OTHER LOSSES OF ANY KIND, WHETHER IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE (INCLUDING BUT NOT LIMITED TO LOSS OF REVENUE, INCOME OR PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS AND LOSS OF USE OR DATA), ARISING OUT OF OR IN CONNECTION WITH ANY ACCEPTANCE OF OR RELIANCE ON THE COMPANY WHITEPAPER AND THIS AGREEMENT, OR WITH THE USE OF THE PLATFORM AND/OR THE SERVICES. TO THE FULLEST EXTENT AS PERMITTED BY LAW, We EXCLUDE ACCESS TO, AND USE OF, THE SERVICES, PRODUCTS OR THIRD-PARTY SITES AND PRODUCTS ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS OF DATA RESULTING THEREFROM.
Computer Malware. We shall not bear any liability whatsoever for any damage or interruptions caused by any computer malware, spyware, or scareware that may affect Your computer or other equipment, or any phishing, spoofing, or other attacks. We advise the regular use of reputable and readily available virus screening and prevention software. You should also be aware that SMS and email services are vulnerable to spoofing and phishing attacks and should use care in reviewing messages purporting to originate from the Company. Always log into Your Account through the Platform to review any transactions or required actions if You have any uncertainty regarding the authenticity of any communication or notice.
Release of RWA.IO. If You have a dispute with one or more Users of the Services, to the extent permitted by law, You release the Company, its affiliates and Service Providers, and each of their respective officers, directors, agents, joint venturers, employees, and representatives from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes. In addition, to the extent permitted by law, in entering into this release, You expressly waive any protections that would otherwise limit the coverage of this release to include only those claims which You may know or suspect to exist in Your favor at the time of agreeing to this release.
No Warranty. (A) THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED, OR STATUTORY. THE COMPANY SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE COMPANY DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO ANY PART OF THE PLATFORM AND THE SERVICES, OR ANY OF THE MATERIALS CONTAINED THEREIN, WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, ERROR-FREE, OR SECURE. OPERATION OF THE PLATFORM MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL. THE COMPANY ALSO SPECIFICALLY DISCLAIMS ANY REPRESENTATION, WARRANTY, OR UNDERTAKING IN ANY FORM WHATSOEVER TO ANY ENTITY OR PERSON, INCLUDING ANY REPRESENTATION, WARRANTY, OR UNDERTAKING IN RELATION TO THE TRUTH, ACCURACY, AND COMPLETENESS OF ANY OF THE INFORMATION SET OUT IN THIS AGREEMENT AND THE WHITEPAPER. WE ARE NOT RESPONSIBLE FOR THE CRYPTOCURRENCY MARKET, AND WE MAKE NO REPRESENTATIONS OR WARRANTIES CONCERNING THE REAL OR PERCEIVED VALUE OF RWAIO TOKEN AS DENOMINATED IN ANY QUOTED CURRENCY. ALTHOUGH WE MAY PROVIDE HISTORICAL AND/OR REAL-TIME DATA REGARDING THE PRICE OF RWAIO, WE MAKE NO REPRESENTATIONS REGARDING THE QUALITY, SUITABILITY, TRUTH, USEFULNESS, ACCURACY, OR COMPLETENESS OF SUCH DATA, AND YOU SHOULD NOT RELY ON SUCH DATA FOR ANY REASON WHATSOEVER. YOU UNDERSTAND AND AGREE THAT THE VALUE OF RWAIO CAN BE VOLATILE, AND WE ARE NOT IN ANY WAY RESPONSIBLE OR LIABLE FOR ANY LOSSES YOU MAY INCUR BY HOLDING OR TRADING RWAIO, EVEN IF THE SERVICES ARE DELAYED, SUSPENDED, OR INTERRUPTED FOR ANY REASON. FURTHER, THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE QUALITY, SUITABILITY, TRUTH, USEFULNESS, ACCURACY, OR COMPLETENESS OF THE SERVICES OR ANY MATERIALS CONTAINED THEREIN. (B) FOR CONSUMERS ONLY: WHERE APPLICABLE, CONSUMER PROTECTION LAW LIMITS THE EFFECTIVENESS OF ANY PROVISION OF THESE TERMS WITH RESPECT TO CONSUMERS; SUCH PROVISION SHALL CONTINUE TO APPLY TO THE MAXIMUM EXTENT AS PERMITTED BY LAW.
THE COMPANY, ITS AFFILIATES, AND SERVICE PROVIDERS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, EMPLOYEES OR REPRESENTATIVES DO NOT VERIFY, CONFIRM OR IN ANY WAY WHATSOEVER TAKE RESPONSIBILITY FOR CLIENTS’ PROJECTS, CLIENTS’ TOKENS, PROJECTS’ AND/OR NFTs OUTCOMES AND ESPECIALLY THEIR SUBSEQUENT VALUE, AND ARE IN NO WAY RESPONSIBLE FOR THE CLIENTS’ PROJECTS AND/OR TOKENS AND THE FUNCTIONALITIES OR USES OF TOKENS OFFERED ON OR THROUGH THE PLATFORM.
- FORCE MAJEURE
We shall not be liable for delays, failure in performance, or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any act of God, an act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, hacking attacks, major market disturbances, other major event or natural catastrophe, including global pandemics or other public health crisis, or any other occurrence which is beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.
- MISCELLANEOUS
Relationship of the Parties. The Company is an independent contractor for all purposes. Nothing in this Agreement shall be deemed or is intended to be deemed, nor shall it cause You and the Company to be treated as partners, joint ventures, employer-employee or otherwise as joint associates for profit, or either You or the Company to be treated as the agent of the other.
Modifications. We reserve the right to modify or replace these Terms at our discretion without liability or prior notice unless stated otherwise herein. Any modifications will take effect immediately upon posting to the Company’s Site (with the “Last Revised” date on the top). You agree to review any such modifications after its publication and to waive any right to receive specific notice about such modifications. With the usage of the Platform after the publication of modifications, You accept these modifications. If You do not agree with the modifications in effect, You must stop accessing and/or using the Platform immediately. You are recommended to frequently review these Terms to ensure your understanding of the Terms that apply to Your access to and use our Services.
Service Providers. From time to time, the Company may engage third parties to assist the Company in providing certain aspects of the Services (each, a “Service Provider”). Service Providers may include but are not limited to, Company’s technology or engineering service providers.
Indemnification. You agree to indemnify and hold the Company, its present and future Affiliates and Service Providers, and each of their present and future officers, directors, agents, joint venturers, employees, and representatives (collectively “Indemnified Parties”) harmless from any claim or demand (including attorneys’ fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to (i) Your breach of this Agreement, (ii) Your use of the Services, including the Developer’s Tools, or (iii) Your violation of any law, rule or regulation, or the rights of any third party. You also agree to indemnify Indemnified Parties from and against actual or alleged third-party claims, damages, awards, judgments, losses, obligations, and other expenses.
Entire Agreement. This Agreement sets forth the entire understanding and agreement between You and the Company as to the subject matter hereof and supersedes any and all prior discussions, agreements, and understandings of any kind (including without limitation any prior versions of this Agreement), and every nature between and among You and the Company.
Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by You but may be assigned and transferred (partially or as a whole) by the Company without restriction, including without limitation to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services. Any attempted transfer or assignment in violation hereof shall be null and void. Subject to the foregoing, this Agreement will bind and enure to the benefit of the parties, their successors, and permitted assigns.
Severability. If any provision of this Agreement shall be determined to be invalid or unenforceable under any rule, law, or regulation or any governmental agency, local, state, or federal, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law and the validity or enforceability of any other provision of this Agreement shall not be affected.
Survival. All provisions of this Agreement which by their nature extend beyond the expiration or termination of this Agreement, including, without limitation, sections pertaining to suspension or termination, Account cancellation, debts owed to the Company, general use of the Platform, disputes with the Company, and general provisions, shall survive the termination or expiration of this Agreement.
Section Headings. Section headings in this Agreement are for convenience only and shall not govern the meaning or interpretation of any provision of this Agreement.
Third-Party Right. Unless expressly provided to the contrary in this Agreement, a person who is not a party to this Agreement has no right to enforce or to enjoy the benefit of any term of this Agreement. Notwithstanding any term of this Agreement, no consent of any party who is not a party to this Agreement shall be required for the waiver, variation, or termination of any part of this Agreement.
Governing Law. Each party hereto hereby agrees to submit to the jurisdiction of the state and federal courts located in the State of Delaware with respect to any dispute arising under this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to its conflict of laws, principles, or rules that would dictate another jurisdiction apply.
Jurisdiction - Outside of the United States, the Courts of Slovenia shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Agreement or its subject matter or formation. You and We agree that any claims will be adjudicated on an individual basis, and each waives the right to participate in a class, collective, or other joint action with respect to the claims.
Dispute Resolution - Agreement to Individual Arbitration (US Residents Only). If you reside in the United States, You and We agree that any legal dispute between You and RWA.IO concerning or arising in any way out of this Agreement, the Privacy Policy, the White Paper, or any other aspect of the Platform or Site shall be resolved through binding individual arbitration and not in court. You may bring any individual claim in small claims court consistent with the jurisdictional and dollar limits that may apply, as long as they are brought and maintained as an individual claim and solely in small claims jurisdiction. The term “dispute” means any dispute, action, claim, or other controversy between You and RWA.IO, whether in contract, warranty, tort, statute, regulation, ordinance, or any other legal or equitable basis. “Dispute” will be given the broadest meaning allowable under law. This Arbitration Agreement is under the authority of the Federal Arbitration Act and federal arbitration law. The parties agree that any issue concerning the validity of these terms, including the jury trial or class/representative action waivers below, must be decided by an arbitrator and not any state or federal court. This Dispute Resolution provision survives the termination of your relationship with RWA.IO, including the end of your participation in any program or service and opt-out of consent for marketing or other agreements with RWA.IO.
YOU UNDERSTAND AND AGREE THAT YOU AND RWA.IO ARE WAIVING THE RIGHT TO SUE OR GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS. IF FOR ANY REASON, A DISPUTE PROCEEDS OR IS BEING ADJUDICATED IN COURT, YOU AND RWA.IO UNDERSTAND AND AGREE TO DISMISS THE COURT ACTION AND PROCEED WITH ARBITRATION. YOU AND RWA.IO UNDERSTAND AND AGREE THAT THERE IS NO RIGHT TO A JUDGE OR JURY IN ARBITRATION.
WAIVER OF RIGHT TO BRING CLASS ACTION AND REPRESENTATIVE CLAIMS.
YOU AND RWA.IO AGREE THAT ANY DISPUTE PROCEEDINGS WILL PROCEED ONLY ON AN INDIVIDUAL BASIS AND NOT IN CLASS, JOINT, CONSOLIDATED, OR REPRESENTATIVE ACTION OF ANY KIND IN COURT OR ARBITRATION, AND YOU AND RWA.IO EACH AGREE TO HEREBY WAIVE THE RIGHT TO A TRIAL BY JURY, TO ASSERT OR PARTICIPATE IN ANY CLASS ACTION LAWSUIT OR CLASS ACTION ARBITRATION, AND ANY JOINT, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR IS EMPOWERED TO RESOLVE ANY DISPUTE WITH THE SAME REMEDIES AVAILABLE IN COURT.
How Arbitration Works.
Each party - you or RWA.IO - may initiate arbitration by sending to the other a request/demand in writing to initiate arbitration. You may send this request for arbitration to INFO@RWA.IO. The payment of filing, administrative and arbitrator's fees shall be governed by the American Arbitration Association (“AAA”) rules. The AAA shall conduct the arbitration pursuant to its Consumer Arbitration Rules (“AAA RULES”), as modified by this Agreement, including these arbitration provisions. The AAA Rules are available on the AAA’s website at www.adr.org or by calling the AAA at (800) 778-7879. The arbitration hearing shall take place in the county in which you reside, New York, New York, or at another mutually agreed upon location, or by video, telephone, or teleconference based on written submissions if the parties so agree. RWA.IO will advance up to USD 1,000 on filing, administrative, and arbitrator’s fees unless the arbitrator determines that the claims are frivolous and/or filed in bad faith. Each of the parties shall be otherwise responsible for their own fees and costs.
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