Terms of Service

For the purposes of these Terms, the following definitions apply: (a) "Platform" refers to TierraDex, Inc., its parent entities, subsidiaries, affiliates, officers, directors, employees, agents, and successors, operating the web application at tierradex.com. (b) "Services" refers to all features and functionality provided by the Platform, including but not limited to: the investor portal, marketplace, token offerings, portfolio management, custodial wallet services, AI-assisted support (Jarvis), governance tools, and distribution management. (c) "User," "you," or "your" refers to any individual or entity that creates an account on the Platform or otherwise accesses or uses the Services. (d) "Digital Assets" or "Tokens" refers to any XRP Ledger (XRPL)-native tokens, including tokenized real-world asset (RWA) securities, utility tokens, and cryptocurrency (XRP, RLUSD) transacted through the Platform. (e) "Content" refers to all text, images, data, documents, and other materials available on or through the Platform.

1.1. By creating an account, accessing, or using any part of the Platform, you agree to be bound by these Terms of Service ("Terms"), our Privacy Policy, and any additional agreements you enter into (including the Custodial Wallet Agreement, if applicable). If you do not agree, do not use the Platform. 1.2. You represent and warrant that you are at least 18 years of age and have the legal capacity to enter into a binding agreement. If you are accessing the Platform on behalf of an entity, you represent that you have authority to bind that entity to these Terms. 1.3. The Platform reserves the right to modify these Terms at any time. Material changes will be communicated via email or in-platform notification at least fifteen (15) days prior to taking effect. Continued use of the Platform after such notice constitutes acceptance of the revised Terms.

2.1. To access the Services, you must create an account by providing accurate, current, and complete information. You agree to update your information promptly if it changes. 2.2. You are solely responsible for maintaining the confidentiality of your account credentials. You agree to notify us immediately of any unauthorized access to or use of your account. 2.3. The Platform may require Know Your Customer (KYC) and Anti-Money Laundering (AML) verification before granting access to investment features. You agree to provide truthful identification documents and cooperate with verification procedures. 2.4. The Platform reserves the right to suspend or terminate any account that provides false information, fails KYC/AML verification, or violates these Terms. 2.5. You may not create multiple accounts, share your account with others, or transfer your account to another party without our prior written consent.

3.1. PRIMARY OFFERINGS: The Platform facilitates the purchase of tokenized real-world asset securities directly from issuers. Each token represents a fractional membership interest in a limited liability company (LLC) that owns the underlying asset. 3.2. SECONDARY MARKETPLACE: The Platform provides a peer-to-peer marketplace for buying and selling tokens between verified investors. All secondary market transactions are settled on the XRP Ledger. 3.3. DISTRIBUTIONS: Token holders may receive periodic distribution payments (dividends) based on income generated by the underlying asset, subject to the terms of the applicable LLC operating agreement. 3.4. GOVERNANCE: Token holders may participate in governance activities including voting on proposals related to assets they hold, subject to board membership requirements. 3.5. AI ASSISTANT: The Platform provides an AI-powered assistant ("Jarvis") for informational purposes only. Jarvis does not provide investment, legal, tax, or financial advice. 3.6. The Platform does not guarantee the availability, performance, or uptime of any Service. We may modify, suspend, or discontinue any Service at any time with reasonable notice.

4.1. RISK OF LOSS: Investing in tokenized real-world assets involves substantial risk, including the possible loss of your entire investment. Past performance is not indicative of future results. 4.2. NO GUARANTEE OF VALUE: Token prices may fluctuate. The Platform makes no representations or warranties regarding future returns, distributions, asset appreciation, or market liquidity. 4.3. ILLIQUIDITY: Tokenized securities may be illiquid. There is no guarantee that a secondary market will exist, and you may be unable to sell your tokens at any price or at a favorable price. 4.4. NOT INVESTMENT ADVICE: Nothing on the Platform — including Content, token listings, projected returns, or AI assistant responses — constitutes investment, financial, legal, or tax advice. You should consult qualified professionals before making any investment decisions. 4.5. REGULATORY RISK: Changes in laws, regulations, or governmental policies may adversely affect the value, transferability, or legal status of Digital Assets. 4.6. TECHNOLOGY RISK: The Platform relies on third-party infrastructure including the XRP Ledger, cloud hosting, and encryption technology. Failures, bugs, or vulnerabilities in any of these systems could result in loss of assets or service disruption. 4.7. ACCREDITED INVESTOR STATUS: Certain offerings on the Platform may be limited to accredited investors as defined by applicable securities law. You are responsible for determining your eligibility.

5.1. You agree not to use the Platform to: (i) Violate any applicable law, regulation, or third-party rights; (ii) Engage in market manipulation, wash trading, or fraudulent activity; (iii) Attempt to gain unauthorized access to the Platform, other users' accounts, or our systems; (iv) Interfere with or disrupt the Platform's infrastructure or security measures; (v) Use automated scripts, bots, or scrapers to access the Platform without authorization; (vi) Circumvent KYC/AML requirements or provide false identity information; (vii) Use the Platform for money laundering, terrorist financing, or other illicit purposes. 5.2. Violation of these rules may result in immediate account suspension or termination, forfeiture of pending transactions, and referral to law enforcement authorities.

6.1. The Platform, including its design, code, logos, trademarks, and Content, is the property of TierraDex, Inc. and is protected by copyright, trademark, and other intellectual property laws. 6.2. You are granted a limited, non-exclusive, non-transferable license to access and use the Platform for its intended purpose. You may not copy, modify, distribute, sell, or create derivative works of any part of the Platform without our prior written consent. 6.3. "TierraDex," the TierraDex logo, and related marks are trademarks of TierraDex, Inc. You may not use these marks without prior written permission.

7.1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, TIERRADEX, INC. SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE PLATFORM. 7.2. OUR TOTAL AGGREGATE LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE GREATER OF: (A) THE FEES PAID BY YOU TO THE PLATFORM DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED US DOLLARS ($100). 7.3. THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

8.1. You agree to indemnify, defend, and hold harmless TierraDex, Inc., its officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or relating to: (i) Your use of the Platform or violation of these Terms; (ii) Your investment decisions or transactions; (iii) Your violation of any law or third-party rights; (iv) Any content you submit to the Platform.

9.1. These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles. 9.2. Any dispute arising out of or relating to these Terms shall first be submitted to good-faith mediation. If mediation fails within sixty (60) days, either party may pursue binding arbitration under the rules of the American Arbitration Association. 9.3. You agree that any arbitration shall be conducted on an individual basis and waive any right to participate in a class, consolidated, or representative action. 9.4. The prevailing party shall be entitled to recover reasonable attorneys' fees and costs.

10.1. You may terminate your account at any time by contacting support. Upon termination, you must withdraw or migrate any Digital Assets from your account within thirty (30) days. 10.2. We may suspend or terminate your account at any time for violation of these Terms, legal requirements, or at our sole discretion with reasonable notice. 10.3. Sections 4 (Risks), 6 (IP), 7 (Liability), 8 (Indemnification), and 9 (Governing Law) survive termination.