🔠Terms of Service

Last Updated: October 16, 2022

Welcome

Welcome to https://app.untrading.org, a website-hosted user interface (the "Interface" or "App") provided by untrading.org (“untrading.org,” “we,” “us,” “our”). The Interface provides access to a decentralized protocol, subject to the following Terms of Service (as amended from time to time, the “Terms”), on various public blockchains, including but not limited to Ethereum, that allows users to trade certain compatible digital assets ("the untrading protocol" or the "Protocol"). The Interface is one, but not the exclusive, means of accessing the Protocol. To use the Interface, you must use non-custodial wallet software, which allows you to interact with public blockchains. Your relationship with that non-custodial wallet provider is governed by the applicable terms of service of that third party, not this Terms of Service Agreement (the "Agreement").

By signing up for an account on the Interface or otherwise using or accessing the Protocol, you acknowledge that you have read and agree to these Terms. The Privacy Policy and all such additional terms, guidelines, and rules as set forth on the Protocol are hereby incorporated by reference into these Terms and expressly agreed to and acknowledged by the User.

This Agreement explains the terms and conditions by which you may access and use the Interface. You must read this Agreement carefully. By accessing or using the Interface, you signify that you have read, understand, and agree to be bound by this Agreement in its entirety. If you do not agree, you are not authorized to access or use the Interface and should not use the Interface.

NOTICE: PLEASE READ THESE TERMS CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST UNTRADING.ORG ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.

untrading.org is not a wallet provider, exchange, broker, financial institution, money services business, or creditor. untrading.org provides a peer-to-peer web3 service that helps users discover and directly interact with each other and unNFTs available on public blockchains. We do not have custody or control over the NFTs or blockchains you are interacting with and we do not execute or effectuate purchases, transfers, or sales of unNFTs. To use our Service, you must use a third-party wallet which allows you to engage in transactions on blockchains.

untrading.org is not party to any agreement between any users. You bear full responsibility for verifying the identity, legitimacy, and authenticity of unNFTs that you purchase from third-party sellers using the Service and we make no claims about the identity, legitimacy, functionality, or authenticity of users or NFTs (and any content associated with such unNFTs) visible on the Service.

Because we have a growing number of services, we sometimes need to provide additional terms for specific services (and such services are deemed part of the “Service” hereunder and shall also be subject to these Terms). Those additional terms and conditions, which are available with the relevant service, then become part of your agreement with us if you use those services. In the event of a conflict between these Terms and any additional applicable terms we may provide for a specific service, such additional terms shall control for that specific service.

We reserve the right, at our sole discretion, to change or modify portions of these Terms at any time. If we do this, we will post the changes on this page and will indicate at the top of this page the date these Terms were last revised. We will also notify you, either through the Protocol user interface, in an email notification or through other reasonable means. Any such changes will become effective no earlier than fourteen (14) days after they are posted, except that changes addressing new functions of the Protocol will be effective immediately. Your continued use of the Protocol after the date any such changes become effective constitutes your acceptance of the new Terms of Service.

Privacy Policy

Our Privacy Policy found here describes the ways we collect, use, store and disclose your personal information, and is hereby incorporated by this reference into these Terms. You agree to the collection, use, storage, and disclosure of your data in accordance with our Privacy Policy.

01 What is untrading.org?

untrading.org provides an Interface for Users, including artists and cryptocurrency traders (”Originators,” “Creators,” or “Minter”) and collectors (“Collectors”), to sell, purchase, list for auction, make offers on, and bid on (each a “Transaction”) Digital Artwork and other tokenized assets (as defined below).

The Interface is a web-based means of accessing the Protocol. The Interface is distinct from the Protocol. The Protocol comprises open-source or source-available self-executing smart contracts that are deployed on various public blockchains, such as Ethereum. untrading.org does not control or operate any version of the Protocol on any blockchain network. By using the Interface, you understand that you are not buying or selling digital assets from us and that we do not operate any liquidity pools on the Protocol or control trade execution on the Protocol. When traders pay fees for trades, those fees accrue to other users of the Protocol. As a general matter, untrading.org is not a liquidity provider into Protocol liquidity pools and liquidity providers are independent third parties.

To access or use the Interface, you must be able to form a legally binding contract with us. Accordingly, you represent that you are at least the age of majority in your jurisdiction (e.g. 18 years old in the United States) and have the full right, power, and authority to enter into and comply with the terms and conditions of this Agreement on behalf of yourself and any company or legal entity for which you may access or use the Interface.

You further represent that you are not (a) the subject of economic or trade sanctions administered or enforced by any governmental authority or otherwise designated on any list of prohibited or restricted parties (including but not limited to the list maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury) or (b) a citizen, resident, or organized in a jurisdiction or territory that is the subject of comprehensive country-wide, territory-wide, or regional economic sanctions by the United States. Finally, you represent that your access and use of the Interface will fully comply with all applicable laws and regulations, and that you will not access or use the Interface to conduct, promote, or otherwise facilitate any illegal activity.

a) Smart-Contract Enabled

“Digital Artwork and other tokenized assets” and other tokenized assets on the Protocol refers to a non-fungible Ethereum- and Polygon-based token that uses smart contracts on the Ethereum blockchain (“Smart Contracts”). The Ethereum blockchain provides an immutable ledger of all transactions that occur on the blockchain. This means that all Digital Artwork and other tokenized assets or other tokenized assets are outside of the control of any one party, including untrading.org, and are subject to many risks and uncertainties. We neither own nor control MetaMask, Coinbase, the Ethereum network, the smart contracts on which Collections (as defined below) are based (“Collection Smart Contracts”), your browser, or 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 Protocol. We will not be liable for the acts or omissions of any such third parties, nor will we 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 your Ethereum public address will be made publicly visible whenever you engage in a Transaction on the Protocol.

b) Noncustodial and No Fiduciary

Duties The Interface is a purely non-custodial application, meaning you are solely responsible for the custody of the cryptographic private keys to the digital asset wallets you hold. This Agreement is not intended to, and does not, create or impose any fiduciary duties on us. To the fullest extent permitted by law, you acknowledge and agree that we owe no fiduciary duties or liabilities to you or any other party, and that to the extent any such duties or liabilities may exist at law or in equity, those duties and liabilities are hereby irrevocably disclaimed, waived, and eliminated. You further agree that the only duties and obligations that we owe you are those set out expressly in this Agreement.

While untrading.org offers an Interface for Digital Artwork and other tokenized assets, it does not buy, sell, or ever take custody or possession of any Digital Artwork and other tokenized assets. The Protocol facilitates User collection of Digital Artwork and other tokenized assets, but neither untrading.org nor the Protocol are custodians of any Digital Artwork and other tokenized assets. The User understands and acknowledges that the Smart Contracts do not give untrading.org custody, possession, or control of any Digital Artwork and other tokenized assets or cryptocurrency at any time for the purpose of facilitating Transactions on the Protocol. You affirm that you are aware and acknowledge that untrading.org is a non-custodial service provider and has designed the Protocol to be directly accessible by the Users without any involvement or actions taken by untrading.org or any third-party. untrading.org facilitates Transactions between the Users on the Protocol but is not a party to any agreement between any sellers, buyers, Creators, Collectors, and other Users. As an Interface, untrading.org cannot make any representation or guarantee that Creators or Users will achieve any particular outcome as the result of listing their Digital Artwork and other tokenized assets or engaging in any other Transaction on the Protocol.

c) Not Registered with the SEC or Any Other Agency

We are not registered with the U.S. Securities and Exchange Commission as a national securities exchange or in any other capacity. You understand and acknowledge that we do not broker trading orders on your behalf nor do we collect or earn fees from your trades on the Protocol. We also do not facilitate the execution or settlement of your trades, which occur entirely on the public distributed blockchains like Ethereum. As a result, we do not (and cannot) guarantee market best pricing or best execution through the Interface or when using our Auto Routing feature, which routes trades across liquidity pools on the Protocol only. Any references in the Interface to “best price” do not constitute a representation or warranty about pricing available through the Interface, on the Protocol, or elsewhere.

d) Non-Solicitation; No Investment Advice

You agree and understand that: (a) all trades you submit through the Interface are considered unsolicited, which means that they are solely initiated by you; (b) you have not received any investment advice from us in connection with any trades; and (c) we do not conduct a suitability review of any trades you submit.

We may provide information about tokens in the Interface sourced from third-party data partners through features such as our Token Explorer or Token Lists (which includes a untrading.org Default List). We may also mark certain tokens as “Verified” to indicate that certain data providers have reviewed the token per their own listing criteria. All such information provided by the Interface is for informational purposes only and should not be construed as investment advice or a recommendation that a particular token is a safe or sound investment. You should not take, or refrain from taking, any action based on any information contained in the Interface. By providing token information for your convenience, we do not make any investment recommendations to you or opine on the merits of any transaction or opportunity. You alone are responsible for determining whether any investment, investment strategy or related transaction is appropriate for you based on your personal investment objectives, financial circumstances, and risk tolerance.

e) Compliance and Tax Obligations

The Interface may not be available or appropriate for use in your jurisdiction. By accessing or using the Interface, you agree that you are solely and entirely responsible for compliance with all laws and regulations that may apply to you. Specifically, your use of the Interface or the Protocol may result in various tax consequences, such as income or capital gains tax, value-added tax, goods and services tax, or sales tax in certain jurisdictions. It is your responsibility to determine whether taxes apply to any transactions you initiate or receive and, if so, to report and/or remit the correct tax to the appropriate tax authority.

02 How Do I Use untrading.org?

a) Your Registration Obligations

Anyone can browse the App without registering for an account. You may be required to register with untrading.org in order to access and use certain features on the App, such as participating as a Creator or Collector. If you choose to register for the App, you agree to provide and maintain true, accurate, current, and complete information about yourself as prompted by our registration form. Registration data and certain other information about you are governed by our Privacy Policy. You must be at least 13 years old to register for an account as a Creator, and at least 18 years old to place a bid on any Digital Artwork and other tokenized assets. If you are between 13 and 18 years old, you must have the expressed permission of a parent or legal guardian who can accept these Terms on your behalf. You are responsible for anything that occurs when anyone is signed in to your account, as well as the security of the account.

b) Member Account, Password, and Security

You are responsible for maintaining the confidentiality of your account and password, if any, and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify untrading.org of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the App. untrading.org will not be liable for any loss or damage arising from your failure to comply with this Section.

c) Connecting your Walle

In order to participate as a Creator or Collector on the App, you must connect your account to your digital wallet supported on MetaMask, WalletConnect or other wallet extensions or gateways as allowed on the App. Such digital wallets allow you to purchase, store, and engage in transactions using the native Ethereum cryptocurrency, ETH, and the native Polygon currency, MATIC.

d) Modifications to the Protocol

untrading.org reserves the right to modify or discontinue, temporarily or permanently, the Protocol (or any part thereof) with or without notice. You agree that untrading.org will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Protocol.

03 App Conduct

When using the App, you will not directly or indirectly:

• engage in deceptive or manipulative trading activities in any way, including bidding on your own items, preventing bidding, placing misleading bids or offers, or using the App to conceal economic activity;

• email, upload, or otherwise distribute any content, including User Content (as defined below), that (i) infringes any intellectual property or other proprietary rights of any party; (ii) you do not have a right to do so under any law or under contractual or fiduciary relationships; (iii) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (iv) poses or creates a privacy or security risk to any person or entity; (v) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation; (vi) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable (including any sexual depictions of minors); or (vii) in the sole judgment of untrading.org, is objectionable or which restricts or inhibits any other person from using or enjoying the App, or which may expose untrading.org or its Users to any harm or liability of any type;

• interfere with or disrupt the App or servers or networks connected to the App in any manner that could negatively affect or inhibit other Users from fully enjoying the App or that could damage, disable, overburden or impair the functioning of the App in any manner;

• disobey any requirements, procedures, policies or regulations of networks connected to the App;

• violate any applicable local, state, national or international law, or any regulations having the force of law, including but not limited to the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”), or which would involve proceeds of any unlawful activity;

• create or list counterfeit items or assets;

• impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;

• solicit personal information from anyone under the age of 18;

• harvest or collect email addresses or other contact information of other Users from the App by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;

• advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;

• further or promote any criminal activity or enterprise or provide instructional information about illegal activities, including for the purpose of concealing economic activity, laundering money, or financing terrorism;

• obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the App;

• use any robot, spider, site search/retrieval application, or other device to retrieve or index any portion of the App or the content posted on the App, or to collect information about its Users for any unauthorized purpose;

• create user accounts by automated means or under false or fraudulent pretenses;

• access or use the App to carry out financial activities subject to registration or licensing, including but not limited to creating, listing, or buying securities, commodities, options, real estate, or debt instruments; or

• access or use the App for the purpose of creating a product or service that is competitive with any of our products or services.

04 What Are the Intellectual Property Rights on the App?

a) The Can’t Be Evil NFT Licenses

untrading.org implements six on-chain, NFT-specific “CAN’T BE EVIL” LICENSE released by a16z in August, 2022.

Each unNFT Originator chooses one of the six CantBeEvil licenses during the minting process. They are:

1. CC0 (“CBE-CC0”) – All copyrights are waived under the terms of CC0 1.0 Universal developed by Creative Commons.

2. Exclusive Commercial Rights with No Creator Retention (“CBE-ECR”) – Full exclusive commercial rights granted, with no hate speech termination. Creator does not retain any exploitation rights.

3. Non-Exclusive Commercial Rights (“CBE-NECR”) – Full non-exclusive commercial rights granted, with no hate speech termination. Creator retains exploitation rights.

4. Non-Exclusive Commercial Rights with Creator Retention & Hate Speech Termination (“CBE-NECR-HS”) – Full non-exclusive commercial rights granted, with hate speech termination. Creator retains exploitation rights.

5. Personal License (“CBE-PR”) – Personal rights granted, without hate speech termination.

6. Personal License with Hate Speech Termination (“CBE-PR-HS”) – Personal rights granted, with hate speech termination.

b) Creator Rights and Obligations

By selecting one the licenses, the Creators hereby acknowledges, understands, and agrees that the license is IRREVOCABLE BY CREATORS, that selling such Digital Artwork on the App constitutes an express representation, warranty, and covenant that the Creator (a) has not sold, tokenized or created another cryptographic token, and (b) will not, and will not cause another to, sell, tokenize, or create another cryptographic token, in each case representing a digital collectible for the same Art Content underlying such Digital Artwork.

By launching any Digital Artwork and other tokenized assets on the App, the Creator hereby expressly and affirmatively grants to the Collector and, to the extent applicable, any subsequent Collector in a Secondary Sale (as defined below) a license pursuant to Section 4(c)(ii) below.

Creator expressly represents and warrants that its Art Content underlying any Digital Artwork launched on the App and Collection Content contain only original content otherwise authorized for use by the Creator, and do not contain unlicensed or unauthorized copyrighted content, including any imagery, design, audio, video, human likeness, or other unoriginal content not created by the Creator, not authorized for use by the Creator, not in the public domain, or otherwise without a valid claim of fair use. The Creator further represents and warrants that it has permission to incorporate the unoriginal content, to the extent such permission is legally required.

c) untrading.org Rights to Art Content, Collection Content and Non-untrading.org Content

User hereby acknowledges, understands, and agrees that by launching, listing, or selling any Digital Artwork and other tokenized assets (including Non-untrading.org Artwork) on the App, User hereby expressly and affirmatively grants to untrading.org, and its Affiliates (as defined below) and its and their successors, a non-exclusive, world-wide, transferable, sublicensable, perpetual, irrevocable, and royalty-free license to (a) reproduce, display, perform, distribute and transmit the Art Content or Non-untrading.org Content underlying such Digital Artwork and other tokenized assets, and Collection Content, for the purpose of operating and developing the App, and (b) use and incorporate the Art Content or Non-untrading.org Content underlying such Digital Artwork and other tokenized assets, and Collection Content, or derivative works of any of the foregoing, on any marketing materials, and to reproduce, display, perform, display and transmit such marketing materials on any media whether now known or later discovered for the purposes of operating, promoting, sharing, marketing, and advertising the App. The foregoing licenses include, without limitation, the express rights to: (i) display or perform the Art Content or Non-untrading.org Content underlying such Digital Artwork and other tokenized assets, and Collection Content, on the App, a third party platform, social media posts, blogs, editorials, advertising, market reports, virtual galleries, museums, virtual environments, editorials, or to the public; (ii) index the Art Content, Non-untrading.org Content and Collection Content in electronic databases, indexes, and catalogs; and (iii) host, store, distribute, and reproduce one or more copies of such Art Content and Collection Content within a distributed file keeping system, node cluster, or other database (e.g., IPFS) or cause, direct, or solicit others to do so. For purposes hereof, “Affiliate” means an entity which, directly or indirectly, owns or controls, is owned or is controlled by or is under common ownership or control with untrading.org.

By uploading an item to this website, minting or wrapping an unNFT, User represents and warrants that User is the owner of the item and has the right to upload, mint and wrap the unNFT to User’s wallet address. User also acknowledges that the untrading Protocol does not check or verify the copyright holders of the item. In the event that User does not own the copyright to the item or does not have the right to upload and mint the unNFT, User agrees to indemnify and hold the Protocol and its affiliates harmless for any damages or losses resulting from User’s actions. User also acknowledges that any copyright disputes that may arise in the future are between User and the third party, and the Protocol will not be held liable for any such disputes.

d) Collector Rights

Collector receives a cryptographic token that represents the Creator's Art Content as a piece of property, and they are granted full rights to the Art Content under the specific license as described in Section 4(a).

Collector irrevocably releases, acquits, and forever discharges untrading.org and its Affiliates and it and their officers and successors of any liability for direct or indirect copyright or trademark infringement for untrading.org’s use of any Digital Artwork or underlying Art Content, or any Collection Content, in accordance with these Terms.

Digital Artwork and other tokenized assets on the App that was minted on or by a third party platform or service (“Non-untrading.org Artwork”) and the intellectual property rights of the content underlying such Non-untrading.org Artwork (“Non-untrading.org Content”) may be subject to separate license or other terms granted in connection with the initial sale of such Non-untrading.org Artwork (“Non-untrading.org Artwork Terms”), in which case those Non-untrading.org Artwork Terms will govern in connection with such content and materials, provided that in the event of any conflict between the Non-untrading.org Artwork Terms and these Terms that are not specific to a Collector’s rights to use or otherwise exploit the Non-untrading.org Content, these Terms shall govern and control as between you and untrading.org. Subject to the foregoing, if you purchase any Non-untrading.org Artwork, you agree to comply with the Non-untrading.org Artwork Terms.

e) App Content, Software, and Trademarks

untrading.org distributed the open source untrading.org App and distributes other software. While our code is in part available to download, review, and improve under open-source and source-available software licenses, none of our licenses include a license to use our trademarks. Proper use of our trademarks is essential to inform users whether or not untrading.org stands behind a product or service. When using untrading.org’ trademarks, you must comply with these untrading.org Trademark Guidelines. Just like other projects that develop open source software, we must enforce our trademark rights to protect our users.

This policy covers all of our trademarks and services marks, whether they are registered or not, including, among others:

1. The trademarks and service marks: untrading.org™ (“untrading wordmarks”).

2. untrading.org logos.

If you want to report misuse of a untrading.org trademark, please contact us at [e-mail]

Acceptable Uses

You may do the following without receiving specific permission from untrading.org:

• Use untrading.org wordmarks in text to truthfully refer to and/or link to unmodified untrading.org smart contracts, Apps, interfaces, programs, products, services and technologies (“untrading.org software”).

• Use the untrading.org wordmarks to truthfully describe modified versions of untrading.org software that you may create or make available. For example, you may say “This software is derived from untrading.org software.” or “This service uses software derived from untrading.org software.”

• Use the untrading.org logos in software or aggregators that integrate with untrading.org software to truthfully refer to, and, where possible, link to the applicable untrading.org software hosted on the Ethereum blockchain.

• Use untrading.org wordmarks to clearly signal to users that there is no affiliation with or endorsement by untrading.org.

• Follow the terms of the open source licenses for untrading.org software.

When allowed, how can I use a untrading.org trademark?

• You must include a trademark attribution notice at the first or most prominent mention of the mark on a webpage, document or documentation, such as: “[untrading.org trademark] is a trademark of untrading.org.”

• You may not change the untrading.org logos except to scale them. If you use the untrading.org logos, give them adequate spacing from the other elements on the web page or document to ensure legibility and reduce the likelihood of confusion.

• You must always use the wordmarks in their exact form and with the correct spelling, neither abbreviated, hyphenated, nor combined with any other word or words.

• You must always use the untrading.org wordmarks only as an adjective, never as a noun or verb, or in plural or possessive forms. Instead, use the generic term for the untrading.org product or service following the trademark. For example: untrading.org App, untrading.org interface, untrading.org website.

All other uses of a untrading.org trademark require our prior written permission.

Contact us at [e-mail] for more information.

Unacceptable Uses

Some specific things you should not do include:

• Don’t use our trademarks in anything dishonest or fraudulent.

• Our name is not your name. Don’t use untrading.org trademarks in the name of your smart contract, interface, business, product, service, app, domain name, publication, or other offering.

• Don’t use our name for your products. Don’t apply untrading.org trademarks to any product (e.g., a mobile app), unless such use is limited to a truthful and descriptive reference (e.g., “Mobile App for trading on untrading.org interface”).

• Don’t overemphasize our mark. Don’t display untrading.org trademarks more prominently than your product, service, or company name.

• Don’t create or use confusingly similar names. Don’t use untrading.org trademarks, company names, slogans, domain names, or designs that are confusingly similar to untrading.org trademarks, particularly in the name of your smart contract, interface, business, product, service, app, domain name, publication, or other offering.

• Don’t imply our sponsorship of your products. Don’t use untrading.org trademarks in a way that incorrectly implies affiliation with, sponsorship, endorsement, or approval by untrading.org of your products or services. For example, please do not name your project compatible with untrading.org software Un-[Something] or un-[Something].

• Don’t imply our sponsorship of your activities. Don’t use untrading.org trademarks, or confusingly similar trademarks on social media accounts in a way that might suggest affiliation with untrading.org or untrading.org software; except if you’ve received prior permission from untrading.org. For example, you cannot name your account, page, or community “untrading.org App” or “untrading.org Team.” However, it would be acceptable to name your account, page, or community “Fans of untrading.org” or “Information about untrading.org”.

• Don’t create swag with our marks. Don’t use untrading.org trademarks on merchandise for sale (e.g., selling t-shirts, mugs, etc.) unless you have permission from untrading.org.

• Don’t change or combine our marks. Don’t modify untrading.org trademarks, abbreviate them, or combine them with any other symbols, words, or images, or incorporate them into a tagline or slogan.

Others’ Trademarks

A note on others’ trademarks: untrading.org manages one interface (among many) for accessing the untrading.org App, which it does NOT control. Without the involvement of untrading.org, a third-party developer can use the Ethereum App to create a token that may implicate others’ trademarks or other rights and add that token to the untrading.org App. untrading.org cannot prevent or block any actions related to the untrading.org App, however, if untrading.org becomes aware of trademark misuse allegations, we will work with trademark owners to review the allegations and may remove content from the untrading.org interface.

f) Third Party Content

Under no circumstances will untrading.org be liable in any way for any Digital Artwork and other tokenized assets, Art Content, Collection Content, Non-untrading.org Artwork, Non-untrading.org Content, Collection, or any other content or materials of any third parties (including Users), including, but not limited to, (i) for any errors or omissions in any content or materials, (ii) for infringement or violation of intellectual property or other rights in relation to such content or materials, (iii) for any promises, purported promises, or commitments made by other Users, or (iv) for any loss or damage of any kind incurred as a result of the use of any such content or materials or as a result of reliance on any such promises or commitments. You acknowledge that untrading.org does not pre-screen content, but that untrading.org has the right (but not the obligation) in our sole discretion to refuse or remove any content that is available via the App. Without limiting the foregoing, untrading.org has the right to remove any content (and to terminate any licenses granted with respect thereto) that is deemed by untrading.org, in our sole discretion, to violate these Terms or otherwise be objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content and the purchase of any Digital Artwork and other tokenized assets (including Non-untrading.org Artwork), including any reliance on the accuracy, completeness, or usefulness of such content.

g) User Content Transmitted Through the Protocol

With respect to the Digital Artwork and other tokenized assets, Art Content, Collection Content, Non-untrading.org Artwork, Non-untrading.org Content, Collection, or any other content or materials you upload through the Protocol or share with other users or recipients (collectively, “User Content”), you represent and warrant that you own all right, title and interest in and to such User Content, including, without limitation, all copyrights and rights of publicity contained therein, or otherwise have all necessary rights under applicable law to all materials incorporated in the User Content to engage in Transactions. Excluding Art Content and Collection Content (which are licensed in Section 4(b) above), by uploading any User Content you hereby grant untrading.org and its Affiliates its and their successors a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify, transmit and otherwise use your User Content in connection with the operation of the Protocol or the promotion, advertising or marketing thereof in any form, medium or technology now known or later developed.

Any questions, comments, suggestions, ideas, feedback or other information about the Protocol (“Submissions”), provided by you to untrading.org are non-confidential and untrading.org will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

untrading.org may preserve User Content and may also disclose such content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of untrading.org, its Users and the public. You understand that the technical processing and transmission of the Protocol, including User Content, may involve (i) transmissions over various networks; and (ii) changes to conform and adapt to technical requirements of connecting networks or devices.

h) Copyright Complaints

untrading.org respects the intellectual property of others, and we ask our Users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify untrading.org of your infringement claim in accordance with the procedure set forth below.

untrading.org will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to untrading.org’s Copyright Agent at [e-mail] (Subject line: “DMCA Takedown Request”).

To be effective, the notification must be in writing and contain the following information:

• an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;

• a description of the copyrighted work or other intellectual property that you claim has been infringed;

• a description of where the material that you claim is infringing is located on the Protocol, with enough detail that we may find it on the Protocol;

• your address, telephone number, and email address;

• a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

i) Counter-Notice

If you believe your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use the content in your User Content, you may send a written counter-notice containing the following information to the Copyright Agent:

• your physical or electronic signature;

• identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;

• a statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and

• your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court located within the District of Delaware and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

If a counter-notice is received by the Copyright Agent, untrading.org will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.

j) Repeat Infringer Policy

In accordance with the DMCA and other applicable law, untrading.org has adopted a policy of terminating, in appropriate circumstances and at untrading.org's sole discretion, Users who are deemed to be repeat infringers. untrading.org may also at its sole discretion (i) limit access to the Protocol and/or terminate the memberships of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement and (ii) terminate any Collector License related to a DMCA takedown notice.

k) User Agrees to Cooperate with untrading.org

Creator expressly agrees to refund to the Collector and/or untrading.org, at untrading.org’s direction, the entire portion of Fees (as defined below) received from the sale of any Digital Artwork and other tokenized assets that was subsequently removed from the Protocol pursuant to an effective DMCA request to which the Creator failed to timely submit an effective DMCA Counternotification. untrading.org will not be held liable to any User for removing allegedly infringing works from the Protocol or otherwise fulfilling its legal obligations under the DMCA.

Creators, Collectors, and all Users expressly agree to cooperate and timely respond to untrading.org’s investigations, requests, and inquiries related to DMCA disputes or allegations of infringement.

05 What Fees Does untrading.org Charge?

a) Fees and Royalties

You agree and understand that all royalties (“Originators’ Rewards,” “ORs”), Future Rewards (“FRs”) and other compensation (together, “Fees”) are in consideration of untrading.org's provision of the Protocol hereunder (including minting and/or listing unNFTs) and such Fees will be transferred, processed, or initiated directly through one or more of the smart contracts on the Ethereum or Polygon blockchain network.

The Fees for an any sale on the App of Digital Artwork and other tokenized assets launched on the App (“Sale”) are set by the Originators for each trading asset, and are as follows:

• For the purchase of an unNFT or any tokenized asset, untrading.org does not charge any fees, commissions, or royalties.

• In the chain of ownership, each trading asset creates a Flow that collects non-fungible future rewards (nFRs). Instead of calculating fees based on sales prices, the fees are entirely based on realized profit.

• Originators, or Creators, set the total Reward Ratio (f) of total realized profit (P) between 5% to 50%).

• Originator Rewards (ORs) are set between 5% to 50% of the total Rewards.

• Creators receive 70% of the total ORs from any profitable Sale.

• untrading.org collects up to 30% of the total ORs from any profitable Sale (this rate is currently set to 0%). untrading.org may, in its sole discretion, consequently distribute its portion of the total sales price in its discretion.

• Generations of buyers and former owners within the reward Window Size (w) specified by the Originator at the time of minting of the unNFT asset receive the remaining portion of the total Rewards (FR = R - OR).

b) Users Agree to the Automated Collection and Disbursement of Fees by the Smart Contracts

The User agrees and understands that all fees, commissions, and royalties are transferred, processed, or initiated directly through one or more of the Smart Contracts on the Ethereum blockchain network. By transacting on the platform and by using the Smart Contracts, the User hereby acknowledges, consents to, and accepts all automated fees, commissions, and royalties for the sale of Items on the untrading.org Protocol. The User hereby consents to and agrees to be bound by the Smart Contracts’ execution and distribution of the fees, commissions, and royalties.

Users hereby waive any entitlement to royalties, commissions, or fees paid to another by operation of the Smart Contracts.

c) Off-Market Transactions

untrading.org cannot guarantee any ORs or FRs for a secondary sale outside the App of Digital Artwork and other tokenized assets launched on the App.

untrading.org does not generally collect any fees, commissions, or royalties for transactions occurring outside of the App. With respect to any Fees which are to be received by a Creator with respect to any unNFTs, untrading.org is not responsible for the Creator's ability to collect any Fees for transactions occurring outside of the App. Users irrevocably releases, acquits, and forever discharges untrading.org and its Affiliates and its and their officers and successors of any liability for royalties, fines, or fees not received from any transaction outside of the App.

d) untrading.org Makes No Representations on Price or Value

Users acknowledge and consent to the risk that the price of an Item purchased on the untrading.org App may have been influenced by User activity outside of the control of untrading.org or the untrading.org Protocol. untrading.org does not represent, guarantee, or warrant the accuracy or fairness of the price of any untrading.org Item sold or offered for sale on or off of the App. The User agrees and acknowledges that untrading.org is not a fiduciary nor owes any duties to any User of the platform, including the duty to ensure fair pricing of untrading.org Items or to police User behavior on the App.

e) Split

Creators can share earnings from the sale of Digital Artwork and other tokenized assets launched on the Protocol. The terms and mechanics of how to split earnings are set forth here.

f) Gas

All Transactions on the Protocol, including without limitation minting, tokenizing, bidding, listing, offering, purchasing, or confirming, are facilitated by smart contracts existing on the Ethereum network. The Ethereum network requires the payment of a transaction fee (a “Gas fee”) for every transaction that occurs on the Ethereum network, and thus every Transaction occurring on the Protocol. The value of the Gas Fee changes, often unpredictably, and is entirely outside of the control of untrading.org. The User acknowledges that under no circumstances will a contract, agreement, offer, sale, bid, or other Transaction on the Protocol be invalidated, revocable, retractable, or otherwise unenforceable on the basis that the Gas Fee for the given transaction was unknown, too high, or otherwise unacceptable.

g) Taxes

Users are responsible to pay any and all sales, use, value-added and other taxes, duties, and assessments now or hereafter claimed or imposed by any governmental authority, “associated with your use of the Protocol (including, without limitation, any taxes that may become payable as the result of your ownership, transfer, purchase, sale, or creation of any artworks).

06 Assumption of the Risk

a) User Acknowledges the Risk of Cryptocurrency and Smart Contracts

YOU FURTHER REPRESENT AND WARRANT THAT YOU UNDERSTAND AND ARE WILLING TO ACCEPT THE RISKS ASSOCIATED WITH CRYPTOGRAPHIC SYSTEMS SUCH AS THE SMART CONTRACTS, THE ETHEREUM BLOCKCHAIN, NON-FUNGIBLE TOKENS, AND THE INTERPLANETARY FILE SYSTEM.

WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU INCUR AS THE RESULT OF YOUR USE OF THE ETHEREUM NETWORK OR THE METAMASK ELECTRONIC WALLET, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES, OR CLAIMS ARISING FROM: (A) USER ERROR, SUCH AS FORGOTTEN PASSWORDS OR INCORRECTLY CONSTRUED SMART CONTRACTS OR OTHER TRANSACTIONS; (B) SERVER FAILURE OR DATA LOSS; (C) CORRUPTED WALLET FILES; (D) UNAUTHORIZED ACCESS OR ACTIVITIES BY THIRD PARTIES, INCLUDING BUT NOT LIMITED TO THE USE OF VIRUSES, PHISHING, BRUTE-FORCING OR OTHER MEANS OF ATTACK AGAINST THE PLATFORM, ETHEREUM NETWORK, THE METAMASK ELECTRONIC WALLET OR ETHEREUM-COMPATIBLE BROWSER OR WALLET.

b) untrading.org is Not Responsible for Technical Errors on the Ethereum Blockchain

UNTRADING.ORG IS NOT RESPONSIBLE FOR LOSSES DUE TO BLOCKCHAINS OR ANY OTHER FEATURES OF THE ETHEREUM NETWORK OR THE METAMASK ELECTRONIC WALLET OR ANY ETHEREUM-COMPATIBLE BROWSER OR WALLET, INCLUDING BUT NOT LIMITED TO LATE REPORTS BY DEVELOPERS OR REPRESENTATIVES (OR NO REPORT AT ALL) OF ANY ISSUES WITH THE BLOCKCHAIN SUPPORTING THE ETHEREUM NETWORK, INCLUDING FORKS, TECHNICAL NODE ISSUES, OR ANY OTHER ISSUES HAVING FUND LOSSES AS A RESULT.

Upgrades by Ethereum to the Ethereum platform, a hard fork in the Ethereum platform, or a change in how transactions are confirmed on the Ethereum platform may have unintended, adverse effects on all blockchains using the ERC-20 or ERC-721 standards, including the untrading.org ecosystem.

c) The User Acknowledges the Risks of the Protocol

You acknowledge that the Protocol is subject to flaws and acknowledge that you are solely responsible for evaluating any code provided by the Protocol. This warning and others provided in this Agreement by untrading.org in no way evidence or represent an ongoing duty to alert you to all of the potential risks of utilizing or accessing the Protocol. The Protocol may experience sophisticated cyber-attacks, unexpected surges in activity, or other operational or technical difficulties that may cause interruptions to or delays on the Protocol. You agree to accept the risk of the Protocol failure resulting from unanticipated or heightened technical difficulties, including those resulting from sophisticated attacks, and you agree not to hold us accountable for any related losses. We will not bear any liability, whatsoever, for any damage or interruptions caused by any viruses that may affect your computer or other equipment, or any phishing, spoofing, or other attacks.

d) untrading.org Does Not Guarantee the Value or Title of untrading.org Items

The prices of blockchain assets and non-fungible tokens are extremely volatile. Fluctuations in the price of other digital assets could materially and adversely affect the value of your untrading.org Items, which may also be subject to significant price volatility. A lack of use or public interest in the creation and development of distributed ecosystems could negatively impact the development of the untrading.org ecosystem, and therefore the potential utility or value of untrading.org Items. The Protocol, ETH, and digital assets could be impacted by one or more regulatory inquiries regulatory actions, or legislative policies which could impede or limit the ability of untrading.org to continue to develop the untrading.org Protocol, or which could impede or limit your ability to access or use the Protocol or Ethereum blockchain. untrading.org Items may be encumbered by actual or possible copyright or trademark claims against the Item.

e) User Acknowledges Financial Risk of Digital Assets

Use of the Protocol, including the creating, buying, or selling trading digital assets, may carry financial risk. digital assets are, by their nature, highly experimental, risky, volatile and transactions carried through the Protocol are irreversible, final and there are no refunds. You acknowledge and agree that you will access and use the Protocol at your own risk. The risk of loss in trading digital assets can be substantial. You should, therefore, carefully consider whether creating, buying, or selling digital assets is suitable for you in light of your circumstances and financial resources. By using the Protocol, you represent that you have been, are, and will be solely responsible for making your own independent appraisal and investigations into the risks of a given transaction and the underlying digital assets. You represent that you have sufficient knowledge, market sophistication, professional advice, and experience to make your own evaluation of the merits and risks of any transaction conducted via the Protocol or any underlying digital asset. You accept all consequences of using the Protocol, including the risk that you may lose access to your digital assets indefinitely. All transaction decisions are made solely by you. Notwithstanding anything in this Agreement, we accept no responsibility whatsoever for and will in no circumstances be liable to you in connection with the use of the Protocol for performing digital asset transactions. Under no circumstances will the operation of all or any portion of the Protocol be deemed to create a relationship that includes the provision or tendering of investment advice.

f) Investment Disclaimer

No information or statements available on or in connection with untrading.org should be regarded as a suggestion to engage in or refrain from any investment-related course of action as untrading.org and its affiliates are not undertaking to provide investment or financial advice. Such information or statements provided by untrading.org do NOT constitute any guarantee of future performance and undue reliance should not be placed on them. Purchasing non-fungible tokens necessarily involves known and unknown risks and uncertainties, which may cause actual performance and financial results to differ materially from any projections of future performance or result expressed or implied by information or statements contained herein.

07 Other Legal Terms

a) Indemnity and Release

To the extent permitted under applicable law, you agree to release, indemnify and hold untrading.org and its Affiliates and their officers, employees, directors and agents (collectively, “Indemnitees”) harmless from any from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Protocol, any User Content, your connection to the Protocol, your violation of these Terms or your violation of any rights of another. You further agree that untrading.org shall have control of the defense or settlement of any third party claims. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.

b) Disclaimer of Warranties

Transactions, including but not limited to Initial Sales, Secondary Sales, Non-untrading.org Artwork Secondary Sales, listings, offers, bids, acceptances, and other operations utilize experimental smart contract and blockchain technology, including non-fungible tokens, cryptocurrencies, consensus algorithms, and decentralized or peer-to-peer networks and systems. Users acknowledge and agree that such technologies are experimental, speculative, and inherently risky and may be subject to bugs, malfunctions, timing errors, hacking and theft, or changes to the protocol rules of the Ethereum blockchain (i.e., "forks"), which can adversely affect the smart contracts and may expose you to a risk of total loss, forfeiture of your digital currency or Digital Artwork and other tokenized assets, or lost opportunities to buy or sell Digital Artwork and other tokenized assets. YOUR USE OF THE PLATFORM IS AT YOUR SOLE RISK. THE PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOU AGREE THAT untrading.org AND ALL INDEMNITEES WILL HAVE NO RESPONSIBILITY OR LIABILITY TO YOU IF (A) YOU ARE UNABLE TO LOCATE OR USE YOUR CREDENTIALS, (B) YOUR RIGHTS TO ANY DIGITAL ARTWORK AND OTHER TOKENIZED ASSETS, ART CONTENT OR COLLECTION CONTENT ARE TERMINATED OR (C) ANY THIRD PARTY MAKES ANY CLAIM AGAINST YOU IN RELATION TO ANY DIGITAL ARTWORK AND OTHER TOKENIZED ASSETS, ART CONTENT OR COLLECTION CONTENT, INCLUDING ANY CLAIM OF INFRINGEMENT OR VIOLATION OF INTELLECTUAL PROPERTY OR OTHER RIGHTS. UNTRADING.ORG EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

UNTRADING.ORG MAKES NO WARRANTY THAT (I) THE PLATFORM WILL MEET YOUR REQUIREMENTS, (II) THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PLATFORM WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY PRODUCTS, PLATFORMS, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE PLATFORM WILL MEET YOUR EXPECTATIONS.

c) Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT UNTRADING.ORG WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, LOSS IN VALUE OF ANY DIGITAL ARTWORK AND OTHER TOKENIZED ASSETS, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF UNTRADING.ORG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE PLATFORM; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND PLATFORMS RESULTING FROM ANY DIGITAL ARTWORK AND OTHER TOKENIZED ASSETS, GOODS, DATA, INFORMATION OR PLATFORMS PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE PLATFORM; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE PLATFORM; OR (V) ANY OTHER MATTER RELATING TO THE PLATFORM. IN NO EVENT WILL UNTRADING.ORG’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID untrading.org IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).

d) Beta Protocols.

Certain features on the Protocol may be offered while still in “beta” form (“Beta Protocols”). untrading.org will utilize best efforts to identify the Beta Protocols by labeling on its Protocol. By accepting these Terms or using the Beta Protocols, you understand and acknowledge that the Beta Protocols are being provided as a “beta” version and made available on an “as is” or “as available” basis. The Beta Protocols may contain bugs, errors, and other problems. YOU ASSUME ALL RISKS AND ALL COSTS ASSOCIATED WITH YOUR USE OF THE BETA PLATFORMS, INCLUDING, WITHOUT LIMITATION, ANY INTERNET ACCESS FEES, BACK-UP EXPENSES, COSTS INCURRED FOR THE USE OF YOUR DEVICE AND PERIPHERALS, AND ANY DAMAGE TO ANY EQUIPMENT, SOFTWARE, INFORMATION OR DATA. In addition, we are not obligated to provide any maintenance, technical, or other support for the Beta Protocols.

e) These Terms May Change

These Terms may be discretionarily modified or replaced at any time unless stated otherwise herein. The most current version of this Agreement will be posted on the Site with the “Last Revised” date at the top of the Agreement changed. Any changes or modifications will be effective immediately upon posting the revisions to the Site. You shall be responsible for reviewing and becoming familiar with any such modifications. You waive any right you may have to receive specific notice of such changes or modifications. Use of the Protocol by you after any modification to the Agreement constitutes your acceptance of the Agreement as modified. If you do not agree to the Agreement in effect when you access or use the Protocol, you Protocol. We may, at any time and without liability or prior notice, modify or discontinue all or part of the Protocol (including access to the Protocol via any third-party links).

f) The Smart Contracts May Change

The User acknowledges that untrading.org may modify, change, amend, or replace one or more of the Smart Contracts from time to time. The User agrees that a modification to one or more of the Smart Contracts does not alter any right or obligation conferred by these Terms.

g) Restricted Countries and Regions

By using our services, you represent and warrant that you are not a resident of, or located in, any of the following restricted countries or regions:

1. United States of America (including all territories and possessions)

2. Singapore

Additionally, our services are not available to individuals or entities in countries subject to sanctions by the Monetary Authority of Singapore (MAS). This list includes, but is not limited to:

1. Democratic People's Republic of Korea (North Korea)

2. Iran

3. Syria

4. Cuba

5. Crimea region of Ukraine

6. Ukraine (including all regions)

We reserve the right to add or remove countries from this list at any time without prior notice. It is your responsibility to ensure that you are not a resident of, or located in, any restricted country or region when accessing or using our services.

If we determine that you are accessing our services from a restricted country or region, we may, without prior notice:

• Suspend or terminate your account

• Void any transactions you have made

• Seize any assets in your account

We are not responsible for any losses you may incur as a result of our enforcement of these restrictions. By using our services, you agree to comply with all applicable laws and regulations, including those related to economic sanctions and trade embargoes.

h) Governing Law and Jurisdiction

These Terms will be governed by and construed under the laws of the State of Delaware, without giving effect to any conflict of laws, rules, or provisions. You agree that any action of whatever nature arising from or relating to these Terms, the Site, or our Products will be filed only in the state or federal courts in Wilmington, Delaware You consent and submit to the personal jurisdiction of such courts for any such action. The failure by us to enforce any right or provision of these Terms will not prevent us from enforcing such right or provision in the future We may assign our rights and obligations under these Terms, including in connection with a merger, acquisition, sale of assets or equity, or by operation of law.

SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE PLATFORM OR WITH THESE TERMS OF PLATFORM, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE PLATFORM.

IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED “INDEMNITY AND RELEASE”, “DISCLAIMER OF WARRANTIES” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.

08 Our Termination Rights

You agree that untrading.org, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the App and remove and discard any content within the App, for any reason, including, without limitation, for lack of use or if untrading.org believes that you have violated or acted inconsistently with the letter or spirit of these Terms. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of the App may be referred to appropriate law enforcement authorities. untrading.org may also in its sole discretion and at any time discontinue providing the App, or any part thereof, with or without notice. You agree that any termination of your access to the App under any provision of these Terms may be effected without prior notice, and acknowledge and agree that untrading.org may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the App. Further, you agree that untrading.org will not be liable to you or any third party for any termination of your access to the App.

09 We Do Not Get Involved with User Disputes

You agree that you are solely responsible for your interactions with any other Users, Creators, and Collectors in connection with the App and untrading.org will have no liability or responsibility with respect thereto. untrading.org reserves the right, but has no obligation, to become involved in any way with disputes between you and any other User of the App.

10 Arbitration Agreement & Waiver of Certain Rights, Including Class Actions

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN AAA (AMERICAN ARBITRATION ASSOCIATION) RULES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF. OTHER RIGHTS THAT YOU OR untrading.org WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.

a) You Agree to Waive a Jury Trial

YOU AGREE TO RESOLVE ANY DISPUTES BETWEEN US THROUGH BINDING AND FINAL ARBITRATION INSTEAD OF THROUGH COURT PROCEEDINGS. YOU WAIVE YOUR RIGHT TO ANY JURY TRIAL OF ANY CLAIM. All controversies, claims, counterclaims, or other disputes arising between you and untrading.org relating to these Terms, our Site, untrading.org Item, or any Orders shall be submitted for binding arbitration under the Rules of the American Arbitration Association (“AAA Rules”). The arbitration will be heard and determined by a single arbitrator. The arbitrator’s decision will be final and binding upon the parties and may be enforced in any court of competent jurisdiction. The parties agree that the arbitration will be kept confidential and that the existence of the proceeding and any element of it (including, without limitation, any pleadings, briefs or other documents submitted or exchanged and any testimony or other oral submissions and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration or by applicable disclosure rules and regulations of securities, regulatory authorities, or other governmental agencies.

This arbitration agreement does not preclude you or untrading.org from seeking action by federal, state, or local government agencies. You and untrading.org may also bring qualifying claims in small claims court. In addition, you and untrading.org retain the right to apply to any court of competent jurisdiction for provisional relief, including pre-arbitral attachments or preliminary injunctions, and any such request shall not be deemed incompatible with these Terms, nor a waiver of the right to have disputes submitted to arbitration as provided in these Terms.

b) Arbitration Costs

If you demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, untrading.org will pay as much of the administrative costs and arbitrator fees required for the arbitration as the arbitrator deems necessary to prevent the cost of the arbitration from being prohibitive. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate.

c) Class Action Waiver

YOU MAY NOT ACT AS A CLASS REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL, NOR PARTICIPATE AS A CLASS MEMBER OF ANY CLASS CLAIMANTS WITH RESPECT TO ANY CLAIM. CLAIMS MAY NOT BE ARBITRATED ON A CLASS OR REPRESENTATIVE BASIS. You may only bring individual claims, and the arbitrator may only decide individual claims. The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated.

10 Username Policies

untrading.org account names are available on a first-come, first-served basis and are identical to your Twitter username. Only one (1) username can be assigned to a public Ethereum wallet address. Usernames can not be edited, changed or modified on the App. Usernames are not the User’s intellectual property or personal property. untrading.org reserves the absolute right to delete, modify or change a username associated with a User’s wallet address without notice for actual or suspected violation of these policies.

a) Username Squatting

untrading.org prohibits username squatting and the practice of reserving usernames for future use, especially where there is a likelihood that the username may confuse or mislead others. Users violating this name squatting policy may be removed or renamed without notice. Attempts to sell, buy or solicit other forms of payment in exchange for usernames are prohibited and may result in permanent account suspension.

b) Inactive Users

untrading.org prohibits reserving inactive accounts for future use. untrading.org has the absolute authority to delete or modify inactive users. Users that have not conducted any transactions on the untrading.org App, collected any untrading.org Items, or initiated any transaction on the Ethereum blockchain for six (6) months may be deleted without notice.

11 Notice for California Users

Under California Civil Code Section 1789.3, users of the App from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Apps of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at [phone] or [phone]. You may contact us at untrading.org, Inc., 11420 Santa Monica Blvd, PO Box 252111, Los Angeles, CA 90025, or at [phone].

Dispute Resolution By Binding Arbitration: PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.

a) Agreement to Arbitrate

This Dispute Resolution by Binding Arbitration section is referred to in these Terms as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and untrading.org, whether arising out of or relating to these Terms (including any alleged breach thereof), the Apps, any advertising, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into these Terms, you and untrading.org are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.

Prohibition of Class and Representative Actions and Non-Individualized Relief YOU AND untrading.org AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND untrading.org AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.

b) Pre-Arbitration Dispute Resolution

untrading.org is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by emailing customer support at [e-mail]. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to untrading.org should be sent to 11420 Santa Monica Blvd, PO Box 252111, Los Angeles, CA 90025 (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If untrading.org and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or untrading.org may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by untrading.org or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or untrading.org is entitled.

c) Arbitration Procedures

Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Consumer Arbitration Rules (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, http://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, http://www.adr.org/ as may be updated from time to time. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms as a court would. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under these Terms and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons. Unless untrading.org and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by AAA. If your claim is for $10,000 or less, untrading.org agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.

d) Costs of Arbitration

Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. If the value of the relief sought is $75,000 or less, at your request, untrading.org will pay all Arbitration Fees. If the value of relief sought is more than $75,000 and you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, untrading.org will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, untrading.org will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.

e) Confidentiality

All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.

f) Severability

If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (b) titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of these Terms will continue to apply.

g) Future Changes to Arbitration Agreement

Notwithstanding any provision in these Terms to the contrary, untrading.org agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a User of the App, you may reject any such change by sending untrading.org written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).