$TITN Token Terms of Use.

01Introduction and acceptance of terms

1.1Purpose of These Terms

1.1.1These $TITN Token Terms of Use (“Terms”) constitute a legally binding agreement between:

1.1.1.1DeFi Suisse AG (the “Platform Operator”), the issuer of the $TITN Token (“Token”) and the provider of the associated services; and

1.1.1.2Any individual or entity that acquires, holds, transfers, or otherwise interacts with the Token (each a “Token Holder”).

1.1.2By acquiring, holding, transferring, or using the Token, the Token Holder expressly acknowledges and agrees to be bound by these Terms. If the Token Holder does not accept these Terms, they must immediately cease any use, holding, or transaction involving the Token.

1.2Nature and Scope of These Terms

1.2.1These Terms govern the rights and obligations of the Token Holder with respect to the use of the Token within the THORWallet platform (the “Platform”).

1.2.2The Token does not confer, and shall under no circumstances be construed as conferring, any rights of ownership, equity interest, claim against assets, debt, profit participation, revenue share, dividend, or any entitlement to financial or other returns from the Platform Operator or any of its Affiliates. The holding of the Token does not create any partnership, joint venture, agency, fiduciary, or employment relationship between the Token Holder and the Platform Operator or its Affiliates.

1.3Legal Binding Nature

By acquiring, holding, or transacting with the Token, the Token Holder acknowledges and agrees that:

1.3.1These Terms Are Legally Binding: These Terms constitute a legally binding agreement between the Token Holder and the Platform Operator and set forth the entire understanding between the parties with respect to all matters relating to the Token. These Terms supersede any prior or contemporaneous representations, understandings, agreements, or communications, whether oral or written, relating to the subject matter hereof. No other warranties, promises, or assurances, whether express or implied, shall be binding unless expressly incorporated into these Terms.

1.3.2The Platform Operator Has Discretionary Rights: The Platform Operator may amend these Terms or discontinue the Platform or Token at any time, as further described in Section 10 (Amendments to These Terms). The Token Holder assumes all risk of changes to the Token, as described in Section 8 (Risk Acknowledgment).

1.3.3No Guarantee of Utility or Value: The Token is not an investment, and the Platform Operator:

1.3.3.1Makes no representations or warranties regarding its value, market price, or liquidity. The Token Holder may lose some or all value of their Tokens due to market fluctuations or discontinuation of the Platform.

1.3.3.2Makes no representations or warranties regarding the continued availability, functionality, or utility of the Token.

1.3.4No Compensation for Discontinuation: If the Token is discontinued, the Token Holder shall not be entitled to any refunds, compensation, or alternative benefits.

1.3.5No Implied Warranties or Guarantees: The Platform Operator expressly disclaims any implied warranties, including merchantability, fitness for a particular purpose, or non-infringement.

1.3.6Compliance with Applicable Laws: The Token Holder is solely responsible for determining the legality of acquiring, holding, or using the Token in their jurisdiction as set forth in section 7.1, Compliance with Applicable Laws.

1.3.7They Understand and Accept the Risks: The Token Holder has reviewed and accepts the technological, regulatory, security, and financial risks associated with decentralized networks, as detailed in Section 8 (Risk Acknowledgement).

1.3.8They Are Not a Restricted Person: The Token Holder is not a citizen, resident, or domiciliary of any jurisdiction where acquiring, holding, or using the Token is restricted, prohibited, or subject to licensing requirements. The Platform Operator may implement measures to prevent restricted persons from accessing or using the Token.

02Definitions

For the purposes of these Terms, the following capitalized terms shall have the meaning ascribed to them herein. Other capitalized terms may be defined throughout these Terms. Where the context so admits, a term defined in the singular includes the plural and vice-versa.

03Purpose and utility of the Token

3.1Purpose of the Token

The Token is issued solely as a utility token that unlocks a set of consumption-related functionalities within the Platform. It is not designed to operate as a payment token, electronic-money token, asset-referenced token, security, or debt instrument.

3.2Access & Authentication Utility

Possession of any amount of Tokens allows a Token Holder to (i) create and operate a non-custodial wallet on the Platform, (ii) interact with the Platform’s Smart Contracts, and (iii) use core features such as swaps, on/off-ramp and portfolio view. No minimum balance is required for this basic access.

3.3Fee-Reduction Utility

By maintaining a Staked Balance, a Token Holder qualifies for reductions of service fees charged by the Platform Operator, as detailed in the Schedule of Fees & Rebates available on the Platform. Reductions apply only to the Holder’s own transactions and shall never reduce fees below zero.

3.4Fee-Return Reward Utility (FRR Utility)

3.4.1Pooled Source. Up to seventy per cent (70%) of the liquidity fees autonomously routed by the Thorchain and Maya protocols to their settlement contracts (the “Eligible Fees”) may be allocated to a promotional pool denominated in USDC (the “FRR Pool”).

3.4.2Third-Party Distribution. The FRR Pool is calculated and disbursed exclusively by Smart Contracts deployed on each relevant Third-Party Blockchain Network (each an “FRR Contract”). The Platform Operator does not control those networks or the FRR Contracts; therefore, bugs, forks, congestion, or other external events may interrupt or permanently halt FRR distributions without fault of the Platform Operator.

3.4.3Pro-Rata Allocation. During each distribution cycle, the FRR Contract allocates the FRR Pool pro rata to all Staked Balances, whether or not a Holder generated the underlying swap volume.

3.4.4No Revenue or Profit Share. The FRR Utility is a discretionary loyalty rebate and confers no right to revenues, profits, equity, or assets of the Platform Operator or any other person. FRR distributions may exceed, equal, fall below, or be entirely unrelated to an individual Holder’s own swap fees, and may fall to zero.

3.4.5Variability & Suspension. The percentage of Eligible Fees, cadence of distribution, eligibility criteria, and other FRR parameters may be varied, suspended, or discontinued at any time by the Platform Operator. No Holder acquires a vested right to future FRR distributions.

3.5Governance Mechanisms

Staked Balances may be used to submit proposals and cast votes on purely protocol-level parameters of the Platform’s open-source Smart Contracts. Such governance confers no corporate or shareholder rights over the Platform Operator.

3.6Gamified Engagement Utility

Token Holders may, depending on their Community Tier, receive in-app game items that deliver cosmetic or leaderboard benefits without monetary value.

3.7Planned Card Cash-Back Utility

Subject to the successful launch of a debit-card programme, qualifying card spend may generate a rebate in Tokens. Provision of any cash-back or rebate linked to a payment card is strictly conditional upon the Platform Operator (or one of its Affiliates) entering into, and maintaining in good standing, a commercial arrangement with a duly authorised payment service provider. Until such partnership is in place (and for so long as it remains valid) no Token Holder acquires any right or expectation to receive card-related cash-back in Tokens or any other form of consideration, and the Platform Operator reserves the right to modify, postpone or cancel this planned utility without liability.

3.8Change Management & Notice

Material modifications to the utilities described in this Section 3 will be announced through the Platform’s official channels at least thirty (30) calendar days in advance, except for emergency security actions or changes mandated by law or by events on a Third-Party Blockchain Network, which may take effect immediately.

04No ownership, equity, or profit rights

4.1No Ownership or Equity Rights

Holding the Token does not confer upon the Token Holder any ownership, equity, or proprietary rights in the Platform Operator or any Affiliates. Specifically:

4.1.1No Shareholding or Membership Interest: The Token does not constitute stock, shares, membership interest, or any other equity instrument in the Platform Operator. Holding Tokens does not entitle the Token Holder to any ownership stake, voting rights, or influence over the Platform Operator.

4.1.2No Corporate Governance Rights: The Token Holder has no authority to appoint, remove, or influence the directors, officers, or employees of the Platform Operator. The Token does not provide any rights to attend, participate in, or vote at meetings of the Platform Operator.

4.1.3No Claim to Platform Operator Assets: The Token Holder has no legal or financial claim to any assets, reserves, or intellectual property owned by the Platform Operator. In the event of liquidation, insolvency, or dissolution of the Platform Operator, Token Holders shall have no rights to recover funds, residual assets, or compensation.

4.2No Rights to Profits or Revenues

Holding the Token does not entitle the Token Holder to any financial benefits from the Platform Operator, including:

4.2.1No Dividends or Profit Sharing: The Token Holder is not entitled to any dividends, profit distributions, interest payments, or other financial returns from the Platform Operator. The Token does not represent a claim to any revenue generated by the Platform. The Platform Operator is not obligated to repurchase or redeem Tokens, even if the Platform ceases operations.

4.2.2No Expectation of Future Value or Return: Furthermore, the Token Holder acknowledges and agrees that:

4.2.2.1The Token Has No Intrinsic Value: The Token is issued solely for use within the Platform and does not have any inherent value outside its designated utility. The Token Holder assumes all market risks, including loss of value or complete devaluation of the Token.

4.2.2.2The Token Is Not an Investment Product: The Token is not a financial instrument, investment contract, security, or derivative. Holding Tokens does not create an expectation of profit, capital appreciation, or financial gain.

4.2.2.3The Platform Operator Makes No Value Guarantees: The Platform Operator does not guarantee liquidity, secondary market availability, or price stability for the Token. The Token Holder may be unable to sell, exchange, or transfer the Token for any value at any time.

4.3No Repayment, Debt, or Guaranteed Payments

The Token does not create any obligation on the Platform Operator or any other person to repay, redeem, or purchase the Token, to pay interest, principal, or any other amount, or to recognise the Token as a debt or other liability. For the avoidance of doubt, no Holder is entitled to receive any guaranteed payment or return of value, including but not limited to distributions made (if any) under the Fee-Return Reward Utility.

4.4Secondary-Market Trading and Speculative Nature

The Token may be made available for trading on one or more decentralised exchanges, centralised exchanges or other secondary marketplaces operated by independent third parties. The Platform Operator neither represents nor warrants that any such listing will occur or continue, does not endorse or supervise any trading venue, and assumes no obligation to create, maintain or restore liquidity in any market for the Token. All prices, quotations and trading volumes for the Token are the result of autonomous supply-and-demand dynamics among unrelated market participants. Accordingly, any appreciation or depreciation in the Token’s secondary-market price is purely speculative, arises entirely outside the control or influence of the Platform Operator, and shall not be construed as a promise, representation, warranty or guarantee of value or return. The Platform Operator shall bear no liability whatsoever for (i) fluctuations, including total loss, in the Token’s market price, (ii) any suspension, restriction or delisting of the Token by a trading venue, or (iii) the impossibility of executing or settling trades. The Platform Operator is under no duty to repurchase, burn, redeem, support, stabilise or otherwise affect the price, supply or liquidity of the Token in any primary or secondary market, and each Token Holder bears sole responsibility for complying with all laws, regulations, reporting and tax obligations that may arise from acquiring, holding or disposing of Tokens on such venues.

05Amendments to purpose and utility

5.1The Platform Operator reserves the sole discretion to amend, modify, or discontinue the purpose and utility of the Token at any time. Such amendments may include, but are not limited to:

5.1.1Changes to Governance Functions: Adjustments to the governance mechanisms, including quorum requirements, voting procedures, and decision-making authority. Removal or replacement of governance-based functionalities associated with the Token.

5.1.2Modifications to Platform Features: Introduction, revision, or discontinuation of services, staking mechanisms, or platform incentives tied to the Tokens.

5.1.3Deployment on Additional or Alternative Blockchains: Migration of the Tokens to additional or alternative Third-Party Blockchain Networks as deemed necessary by the Platform Operator.

5.1.4Introduction of New Functionalities or Features: Where new features or updates are introduced that may limit or alter existing Token functionalities as set out in the original, and already agreed and applicable T&C for Token functionalities, the Platform Operator will clearly notify Token Holders. Acceptance of new or tailored Terms and Conditions may be required to access these updated functionalities.

5.1.5Regulatory Transition Considerations: In cases where a utility token undergoes significant modifications that may change its purpose or functionality, potentially classifying it as a financial instrument, Token Holders are responsible for ensuring they comply with any new legal or regulatory obligations that may arise. The Platform Operator shall not be held liable for any consequences resulting from the regulatory reclassification of the Token over time.

5.2Communication of Amendments

The Platform Operator shall use commercially reasonable efforts to notify Token Holders of material changes to the Token’s purpose or utility by:

5.2.1Posting Updates on the User Interface: Amendments shall be published via the official user interface or Platform communication channels.

5.2.2Using Blockchain-Based Announcements: Notifications may be issued through on-chain governance proposals or blockchain-based alerts.

5.2.3Providing a Transition Period (If Feasible): Where practicable, the Platform Operator may allow a reasonable transition period before implementing significant modifications.

5.2.4For any material changes affecting the core Token functions, such as governance participation, staking rewards, or access rights; the Platform Operator should make reasonable efforts to consult with the Token Holders or conduct a governance vote, where applicable.

5.2.5The Platform Operator is not obligated to provide advance notice for changes deemed necessary for security, regulatory compliance, or emergency response. Emergency responses include but are not limited to (i) severe bugs or system failures that jeopardise the integrity of the Platform or the Token, (ii) detection of fraudulent or malicious activity that impacts users or Smart Contracts, and (iii) urgent legal injunctions or enforcement actions. In case of an emergency response, although prior notice may not be feasible, the Platform Operator will, as soon as reasonably practical, provide a retrospective justification outlining the nature of the emergency and the rationale for the change. And a post-change notification to affected users via official communication channels.

5.3Risks Associated with Amendments

The Platform Operator will use reasonable efforts to minimize any adverse effects on Token Holders resulting from amendments to these Terms, including, where appropriate, by facilitating a transition period or implementing alternative solutions to accommodate adversely affected Holders (if any).

06Transactions and transfers

6.1Non-Custodial Nature: The Platform is non-custodial and operates on a Third-Party Blockchain Network, which means that Token Holders retain full control and responsibility over their assets and transactions. All Tokens and other crypto-assets are held and transferred on a Third-Party Blockchain Network via Smart Contracts. The Platform Operator: (a) does not provide custodial or escrow services; (b) does not store, manage or recover private keys, seed phrases or wallet credentials; and (c) cannot reverse, cancel or refund any on-chain transaction.

6.2Holder Responsibility for Security: Each Token Holder bears sole responsibility for safeguarding the private keys, seed phrases and other credentials that control their Eligible Wallets. Loss, theft or compromise of such credentials may result in the irreversible loss of Tokens, and the Platform Operator is unable to recover or reissue them. Before approving any transaction, the Token Holder must verify the accuracy of all destination addresses and transaction data, recognising that on-chain transfers are final and cannot be reversed or cancelled by the Platform Operator.

6.3Irreversibility of Transactions: Transactions confirmed on the relevant Third-Party Blockchain Network are final and irreversible, including transactions resulting from hacking, phishing, malware, user error, or incorrect recipient addresses.

6.4Network-Related Risks: The Platform Operator makes no representation regarding, and accepts no liability for, the performance, security, stability, forks, congestion, or other functioning of any Third-Party Blockchain Network or the Smart Contracts deployed thereon.

07Token Holder obligations and responsibilities

7.1Compliance with Applicable Laws and Eligibility

By acquiring, holding or using the Token, each Token Holder represents and warrants on a continuing basis that they are legally entitled to do so under the laws, regulations and governmental directives of every jurisdiction that applies to them, and are not a citizen, resident or domiciliary of any territory where access to the Token is prohibited or subject to licensing, and have satisfied all registration, reporting and tax obligations that may arise from their Token activities.

7.2Anti-Money-Laundering, Counter-Terrorism-Financing, and Prohibited Conduct

A Token Holder shall not employ the Token in, or otherwise facilitate, any transaction that is unlawful, fraudulent, abusive, or intended to evade economic sanctions, including but not limited to unlicensed financial services, market manipulation, hacking, phishing, wallet exploits, or impersonation of the Platform Operator. The Token may not be marketed or presented as an investment product or security, and the Token Holder must refrain from any conduct that could compromise the integrity, security, or stability of the Platform, its Smart Contracts, or any Third-Party Blockchain Network.

7.3Sanctions Compliance

Each Token Holder represents, warrants and covenants that neither they nor any person controlling, controlled by or under common control with them is named on, owned or controlled (directly or indirectly) by a person named on, or otherwise subject to restrictions under, any sanctions list administered by the United Nations Security Council, the European Union or the United States Office of Foreign Assets Control, and that they will not use the Token or the Platform to facilitate, directly or indirectly, any transaction or activity with or for the benefit of any such sanctioned person or jurisdiction.

7.4No Investment Marketing

A Token Holder shall not, in any jurisdiction and irrespective of whether the audience is retail, professional or institutional, advertise, market, promote or otherwise present the Token as an investment product, security, asset-referenced token, electronic-money token, deposit, collective-investment scheme, debt instrument or any other instrument that offers a financial return or capital preservation.

7.5Duty to Remain Informed and Acceptance of Amendments

Token Holders must remain vigilant regarding updates to these Terms and to the Platform, evaluate the technological and regulatory risks associated with decentralised networks, and discontinue their use of the Token if they disagree with any change or update. Continued possession or utilisation of the Token after an amendment becomes effective constitutes irrevocable acceptance of the revised Terms.

08Risk acknowledgment

By acquiring, holding, or transacting with the Token, the Token Holder expressly acknowledges and assumes all risks associated with its use, understanding that the Token is provided “as is”, including, but not limited to, the following:

8.1Risk Assumption

8.1.1Technological Risks:

8.1.1.1Smart Contract Vulnerabilities: Smart Contract failures leading to unintended loss of Tokens. The Token operates on Smart Contracts, which may contain bugs, security vulnerabilities, or exploits. The Platform Operator does not warrant the security or flawless operation of Smart Contracts and bears no liability for potential malfunctions, failures, or security breaches.

8.1.1.2Blockchain Network Failures: The Token exists on a Third-Party Blockchain Network that may experience downtime, congestion, forks, or rollbacks. The Platform Operator is not responsible for network failures, transaction delays, or chain reorganizations that may impact the Token.

8.1.1.3Transaction Irreversibility: Once a Token transaction is confirmed on the blockchain, it cannot be reversed, canceled, or modified. The Token Holder assumes all risks of accidental transfers, including sending Tokens to an incorrect address or losing access to their wallet.

8.1.1.4Gas Fee Volatility: Token transactions require Gas Fees, which may fluctuate significantly based on network demand. The Platform Operator is not responsible for high transaction fees or failed transactions due to insufficient Gas Fees. This includes situations of:

1. Network congestion or high Gas Fees.
2. Technical failures of the blockchain.
3. Insufficient wallet balances or incorrect Token approvals.

8.1.1.5Phishing, Malware, and Exploits: Token Holders may be targeted by malicious actors using phishing attacks, wallet exploits, or fraudulent websites.

8.1.1.6The Token Holder assumes all responsibility for verifying the legitimacy of Platform communications, transactions, and security practices.

8.1.2Financial Risks:

8.1.2.1Market Volatility: The Token is subject to extreme market price fluctuations based on supply, demand, and external factors. The Platform Operator makes no guarantees regarding the price, stability, liquidity, or value of the Token. The Platform Operator is not responsible or accountable for the market price of the Token. Crypto assets are subject to high volatility and outside market forces, both outside the Platform Operator’s control. In the event that secondary trading of the Token is facilitated by third-party exchanges or marketplaces, the Holder acknowledges and accepts that such platforms may be relatively new, unregulated, or subject to limited regulatory oversight. As a result, they may present increased risks of operational failure, fraud, market manipulation, or other malpractices. Moreover, if any third party attributes an external exchange value to the Token, whether in digital or fiat currency, such valuation is not guaranteed, and may be subject to extreme volatility and sudden fluctuations which are beyond the control or responsibility of the Platform Operator.

8.1.2.2Liquidity Risks: There is no guarantee that the Token will be tradeable, exchangeable, or have a liquid market. The Token Holder acknowledges that they may be unable to sell, swap, or transfer Tokens at any time.

8.1.2.3Loss of Value: The Token may become illiquid, depreciated, or worthless due to changes in governance, platform discontinuation, or external market conditions. The Token Holder assumes the full risk of losing the entire value of their Tokens.

8.1.3Regulatory and Legal Risks:

8.1.3.1Uncertain Regulatory Landscape: The regulatory status of the Token may change at any time based on new laws, government actions, or legal interpretations.

8.1.3.2Potential Legal Restrictions: The Token may become restricted, banned, or subject to regulatory action in certain jurisdictions. The Platform Operator is not responsible for ensuring the Token’s compliance with global financial regulations. The classification of the Token may vary across different jurisdictions, potentially triggering the requirement to comply with specific licensing. The Token Holder acknowledges and accepts all associated risks and bears sole responsibility for taking any necessary actions to address or mitigate the consequences of such jurisdictional differences.

8.1.4Platform Risks:

8.1.4.1Changes to the Platform: The Platform Operator reserves the sole discretion to modify, discontinue, or restructure the Platform, including the utility of the Token, as outlined in Section 5 (Amendments to Purpose and Utility).

8.1.4.2Platform Discontinuation: If the Platform ceases operations, the Token may lose all utility and value. The Platform Operator shall not be liable for compensation, refunds, or damages resulting from Platform shutdowns, governance changes, or operational decisions.

8.2Acknowledgment of Total Risk Assumption

By acquiring, holding, or transacting with the Token, the Token Holder expressly acknowledges and accepts all risks related to market fluctuations, regulatory changes, blockchain vulnerabilities, and security threats. The Token Holder waives all claims against the Platform Operator for losses incurred due to these risks.

09Limitation of liability

9.1No Liability for Market Risks

The Platform Operator shall not be liable for any direct, indirect, incidental, consequential, special, punitive, or exemplary damages arising from or related to:

9.1.1Trading Losses or Unsuccessful Investments: The Token is not an investment product, and the Token Holder assumes all financial risks related to the depreciation of the Token on the market. The Platform Operator does not provide investment, financial, or trading advice.

9.2No Liability for Technological Failures or Security Breaches

The Platform Operator disclaims all liability for damages, losses, or disruptions resulting from:

9.2.1Blockchain Network Failures or Smart Contract Errors: Third-Party Blockchain Networks may experience network congestion, downtime, forks, or security vulnerabilities. The Platform Operator does not control or maintain blockchain infrastructure and is not responsible for technical failures.

9.2.2Loss or Corruption of Data and Wallet Credentials: The Platform Operator shall have no liability, whether in contract, tort (including negligence), strict liability or otherwise, for (i) any loss, deletion, alteration or corruption of data, files or records, including blockchain wallet files, seed phrases, private keys, keystore files or other credentials; (ii) any inability to access, transfer, stake or otherwise use Tokens arising from such loss or corruption; or (iii) any costs of reconstructing, re-creating or restoring data or wallet credentials, even if the Platform Operator has been advised of the possibility of such damages.

9.3No Liability for Regulatory Changes or Compliance Issues

The Platform Operator shall not be liable for any claims, penalties, or liabilities arising from:

9.3.1Regulatory Actions or Legal Prohibitions: The Token’s legal and regulatory status may change, potentially affecting its transferability, utility, or taxation.

9.3.2Tax Liabilities and Reporting Obligations: The Platform Operator does not collect, report, or withhold taxes on behalf of Token Holders.

9.4Platform Operator’s Role and Limitations

9.4.1The Platform Operator provides the Platform and Token “as is” and makes no warranties or guarantees on:

9.4.1.1The Stability or Utility of the Token: The Token’s functionality may change or be discontinued, as set forth in Section 5 (Amendments to Purpose and Utility).

9.4.1.2The Suitability of the Token for Any Purpose: The Platform Operator makes no warranties that the Token is suitable for any specific purpose beyond its intended use.

9.5No Indirect, Consequential, or Special Damages

The Platform Operator shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages. Even if the Platform Operator has been advised of the possibility of such damages, no claims for indirect losses shall be entertained.

10Amendments to these Terms

10.1Binding Effect of Amendments

By acquiring, holding, or transacting with the Token, the Token Holder expressly acknowledges and agrees that:

10.1.1Amendments Are Legally Binding: Any modifications to these Terms shall be binding upon all Token Holders from the effective date of the amendment. Continued holding or use of the Token after an amendment constitutes acceptance of the revised Terms.

10.1.2The Platform Operator Is Not Required to Seek Token Holder Approval: The Platform Operator has no obligation to seek prior approval from Token Holders before amending these Terms. Governance votes may be held on amendments where applicable, but the Platform Operator retains final discretion over legal and compliance-related changes.

10.1.3Token Holders Must Review Amendments Regularly: The Token Holder is responsible for staying informed about amendments and updates. The Platform Operator shall use commercially reasonable efforts to provide notice of amendments but is not obligated to individually notify each Token Holder.

10.2Notification of Amendments

The Platform Operator shall use one or more of the following methods to communicate material amendments:

10.2.1Publication on the User Interface: The latest version of these Terms will be made available through the user interface.

10.2.2Blockchain-Based Announcements: Major updates may be announced through on-chain messages, governance proposals, or blockchain alerts.

10.2.3Official Communication Channels: Notices may be shared via the Platform’s website, social media accounts, or community forums.

10.2.4No Obligation for Direct Notifications: The Platform Operator is not required to notify Token Holders via direct messages, email, or personal communication. It is the Token Holder’s responsibility to review updates regularly.

10.3Effective Date of Amendments

10.3.1Immediate Effect Unless Otherwise Stated: Amendments take effect immediately upon publication unless a later effective date is specified. This section governs legal or compliance T&C updates.

10.3.2Token Holder’s Right to Cease Use: If a Token Holder does not agree with an amendment, they must cease all use, transactions, and holdings of the Token. Continued use or retention of Tokens after an amendment becomes effective constitutes irrevocable acceptance of the updated Terms.

10.4No Liability for Amendments or Discontinuation

To the maximum extent permitted by applicable law, the Platform Operator shall not be liable for:

10.4.1Changes to Token Utility or Governance: If the Token’s purpose, features, or governance model is modified, restricted, or removed.

10.4.2Market or Financial Losses Due to Amendments: Any loss of Token value, liquidity, or usability resulting from amendments to these Terms.

10.4.3Discontinuation of the Token or Platform: If the Platform ceases operations, undergoes restructuring, or discontinues support for the Token.

10.4.4Failure to Review or Comply with Amendments: If a Token Holder suffers losses or consequences due to their failure to review updates or comply with amended Terms.

11Governing law and dispute resolution

11.1Governing Law

These Terms, and any disputes or claims arising from or related to them, the Token, or the Platform, shall be governed by and construed in accordance with the laws of Switzerland, without regard to conflict of law principles. The Platform Operator is not subject to regulatory, tax, or legal obligations outside of Switzerland, except where required by applicable law.

11.2Amicable Resolution Efforts

Before initiating arbitration, the parties shall attempt to resolve disputes through good-faith negotiations.

11.2.1Written Notice of Dispute: A party seeking to resolve a dispute must provide written notice to the other party, detailing:

• The nature of the dispute;
• The relief sought; and
• The parties shall have thirty (30) days to attempt resolution.

11.2.2Failure to Resolve Dispute Amicably: If the parties fail to reach a resolution within thirty (30) days, the dispute shall be referred to binding arbitration.

11.3Binding Arbitration

Any dispute arising out of or in connection with these Terms, including any question regarding their existence, validity or termination, that cannot be resolved amicably, shall be referred to and finally resolved by arbitration under the Swiss Rules of International Arbitration, which Rules are deemed to be incorporated by reference into this clause. The number of arbitrators shall be one. The seat, or legal place, of arbitration shall be Geneva. The language to be used in the arbitral proceedings shall be English. The arbitral proceedings shall be conducted via electronic means of communication.

11.4Arbitration Costs

11.4.1Initial Costs Borne by the Initiating Party: The party initiating arbitration shall bear all initial costs, including filing fees and arbitrator compensation.

11.4.2Final Cost Allocation: The arbitrator may apportion costs between parties based on the outcome of the arbitration.

11.4.3Legal Fees and Expenses: Each party shall bear its own legal fees, expert costs, and expenses, regardless of the outcome.

11.5Injunctive Relief and Interim Measures

11.5.1Interim Relief by Arbitrator: The arbitrator has the authority to issue interim measures or injunctive relief to preserve the status quo or prevent imminent harm.

11.6Finality and Enforceability of Arbitration Award

11.6.1Binding and Final Award: The arbitration award shall be final and binding on both parties.

11.6.2Enforceability in Other Jurisdictions: Any Arbitral Award may be enforced in courts of competent jurisdiction under applicable international arbitration treaties.

11.7No Class Actions

11.7.1Waiver of Class, Collective, and Representative Actions: The Token Holder agrees to resolve disputes individually and waives all rights to participate in class actions, collective arbitrations, or representative proceedings.

11.7.2Severability of Class Action Waiver: If a court determines that the class action waiver is unenforceable, the remainder of this Section shall remain in full force and effect.

11.8Limitation Period for Claims

11.8.1Any claim, dispute, or cause of action under these Terms must be filed within one (1) year of the event giving rise to the claim.

11.8.2Failure to bring a claim within this period shall permanently bar the claim.

11.9Survival of Arbitration Clause

11.9.1This arbitration clause shall survive termination, amendment, or discontinuation of these Terms, the Token, or the Platform.

12Miscellaneous

12.1Swiss Consumer-Protection Safeguard

Nothing in these Terms excludes, restricts, or modifies any rights that a Token Holder enjoys under Swiss mandatory consumer-protection or unfair-competition law, including (i) the Federal Act against Unfair Competition (Bundesgesetz gegen den unlauteren Wettbewerb, UWG / UCA) and (ii) Articles 40a–40f of the Swiss Code of Obligations governing distance-selling and off-premises contracts. If and to the extent any clause of these Terms conflicts with such mandatory provisions, the latter shall prevail. The Platform Operator undertakes to present Token utilities, fees and risks in a clear, intelligible and non-misleading manner and to refrain from practices prohibited under Swiss law.

12.2Severability

12.2.1If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remainder of the Terms shall remain in full force and effect.

12.2.2A valid and enforceable provision that closely reflects the original intent shall replace the invalid provision.

12.3No Waiver

12.3.1Failure to Enforce Rights Is Not a Waiver: The failure of the Platform Operator to enforce any provision of these Terms shall not constitute a waiver of that provision.

12.3.2Waiver Must Be Express and in Writing: Any waiver of rights or provisions must be explicitly stated in writing to be valid.

12.4Notices and Communications

12.4.1Platform Operator Communications: The Platform Operator may provide notices, updates, or amendments via: (i) the Platform; any other form of communication that is unambiguously attributable to the Platform Operator.

12.4.2Token Holder Notices: Any notices from a Token Holder must be sent through the Platform Operator’s designated email address, as follows: info@thorwallet.org.

12.4.3Privacy: Personal data processed in connection with these Terms shall be handled in accordance with the Platform Operator’s privacy policy available at https://www.thorwallet.org/privacy-policy.

12.5No Third-Party Beneficiaries

12.5.1These Terms create rights and obligations only between the Token Holder and the Platform Operator.

12.5.2No third party shall have any legal or equitable rights under these Terms.

12.6Assignment and Transfer Restrictions

12.6.1Token Holder’s Restrictions: The Token Holder may not assign or transfer any rights or obligations under these Terms without prior written consent from the Platform Operator.

12.6.2Platform Operator’s Rights: The Platform Operator may freely assign its rights and obligations under these Terms to: (i) an affiliated entity; (ii) a successor; or (iii) a legal transferee, without requiring Token Holder consent.

12.7Interpretation of These Terms

12.7.1Headings for Convenience Only: Section headings are provided for reference only and shall not affect interpretation.

12.7.2No Presumption Against Drafter: No provision shall be interpreted against the Platform Operator as the drafter of these Terms.

12.7.3English Language Controls: If these Terms are translated into another language, the English version shall prevail in case of discrepancies.

12.8Acknowledgment of Acceptance

By acquiring, holding, or transacting with Tokens, the Token Holder expressly acknowledges and agrees that:

12.8.1They Have Read and Understood These Terms: The Token Holder confirms that they have carefully reviewed these Terms and accept them in their entirety.

12.8.2They Are Legally Bound: These Terms constitute a binding legal contract, and continued use of the Token signifies acceptance.

12.8.3They Cannot Claim Lack of Awareness: The Token Holder waives any claim of not having been informed about these Terms or their amendments.