TrustLedger — Terms and Conditions
Authors & Contributors: Kevin Le, Kellen Snider
Effective Date: June 9, 2026 Last Updated: June 9, 2026 Version: 3.0.0
IMPORTANT NOTICE: Please read these Terms and Conditions carefully before
accessing or using the TrustLedger Platform or any of its Services. By
accessing or using the Services in any manner, you agree to be legally bound
by these Terms. If you do not agree, you must immediately cease all use of the
Services. These Terms contain a binding arbitration clause, a class-action
waiver, a jury trial waiver, and extensive limitations on the Operator's
liability.
SMART CONTRACT NOTICE: The Smart Contracts associated with this Platform
have not been independently audited as of the Effective Date. Do not deposit
funds you cannot afford to lose. You assume all risk of loss arising from your
use of unaudited smart contracts.
Table of Contents
- Definitions
- Eligibility and Account Creation
- User Accounts and Credentials
- Acceptable Use Policy
- Intellectual Property
- Relationship Between Apache-2.0 and These Terms
- User Content and Submissions
- Feedback and Enhancement Requests
- Blockchain, Smart Contracts, and Cryptocurrency
- Escrow and Contract Workflow
- Arbitration and Dispute Resolution Features
- Reputation System
- Marketplace and Collaboration Disclaimers
- Financial Platform Protections
- No Fiduciary Relationship
- Anti-Fraud, Anti-Scam, and Due Diligence Obligations
- Decision-Making Disclaimer and User Responsibility
- AI, Automation, and Generated Outputs
- Storage Systems, IPFS, and File Handling
- Oracle and Price-Feed Services
- Authentication, Magic Links, and Email Services
- Privacy and Data Handling
- Security
- Third-Party Services and Integrations
- No Professional Advice
- Future Features and Platform Evolution
- Disclaimers of Warranties
- Limitation of Liability
- Indemnification
- Suspension and Termination
- Modifications to the Services and These Terms
- DMCA and Copyright Complaints
- Governing Law, Venue, and Dispute Resolution
- General Provisions
- Contact Information
- Version History
1. Definitions
For the purposes of these Terms and Conditions ("Terms"), the following definitions apply. Defined terms may be used in the singular or the plural.
1.1 "Agreement" means these Terms and Conditions in their entirety, together with any policies, guidelines, schedules, supplemental terms, or other documents incorporated by reference herein, including without limitation the Privacy Policy, Acceptable Use Policy, Risk Disclosure, DMCA Policy, Trademark Policy, Content Policy, and Community Guidelines published on or in connection with the Platform.
1.2 "AI Output" means any content, suggestion, result, text, analysis, recommendation, prediction, classification, code, label, summary, or other output generated, produced, or returned by any artificial intelligence, machine learning, large language model, or automated system integrated with or accessible through the Services.
1.3 "Arbitration Smart Contract" means the `Arbitration.sol` smart contract deployed on an EVM-compatible network, which facilitates commit-reveal juror voting, dispute rulings, appeal procedures, and associated juror reward and slashing logic.
1.4 "Blockchain" means any distributed public ledger, including but not limited to Ethereum, Arbitrum One, Base, and Optimism, upon which Smart Contracts deployed or associated with TrustLedger may operate, as well as any future compatible networks added to the Platform.
1.5 "Content" means any data, text, files, documents, images, evidence, contract proposals, proof-of-work submissions, ratings, commentary, metadata, URIs, links, hashes, or other materials uploaded, submitted, published, transmitted, stored, or otherwise made available through the Services by any person or entity.
1.6 "Contributor" means any individual or entity that has submitted source code, documentation, tests, tooling, or other contributions to the TrustLedger repository under the terms of the Apache License, Version 2.0.
1.7 "Counterparty" means any User with whom You interact, negotiate, enter into an agreement, or transact through the Services, including but not limited to freelancers, clients, jurors, vendors, contractors, and other participants.
1.8 "Effective Date" means the date set forth at the top of this document, or the date on which You first access or use the Services, whichever is earlier.
1.9 "ERC-20 Token" means a fungible cryptographic token conforming to the ERC-20 standard on an EVM-compatible network.
1.10 "Escrow Contract" means the `TrustLedger.sol` smart contract deployed on an EVM-compatible blockchain, which manages escrow funds, project deadlines, warranty holds, status transitions, ratings, and related contract lifecycle state associated with freelance agreements.
1.11 "EVM" means the Ethereum Virtual Machine or any compatible execution environment on a supported or future-supported blockchain network.
1.12 "Feedback" means any bug reports, feature requests, suggestions, ideas, improvements, enhancement requests, commentary, or other communications provided by You to the Operator regarding the Platform or Services.
1.13 "Frontend Application" means the web-based user interface built on Next.js that provides access to the Services, including contract creation, wallet interaction, dashboard views, arbitration interfaces, juror panels, and related workflows, whether accessed at any hosted URL or deployed locally.
1.14 "IPFS" means the InterPlanetary File System, a decentralized peer-to-peer content-addressed storage protocol used in connection with the Services for storing evidence, proof-of-work URIs, and contract document references.
1.15 "JurorRegistry Contract" means the `JurorRegistry.sol` smart contract that tracks juror stake, eligibility, active locks, cooldowns, and slashing within the Platform's arbitration subsystem.
1.16 "Licensed Code" means the source code and associated documentation files contained in the TrustLedger repository that are made available under the Apache License, Version 2.0.
1.17 "Marks" means the name "TrustLedger," all associated logos, icons, graphic marks, trade dress, service marks, and all other branding elements associated with the Platform, whether or not registered as trademarks.
1.18 "Operator," "we," "us," or "our" means the individual, organization, or entity that operates, deploys, or makes the Services available, including but not limited to TrustLedger and its maintainers, contributors, affiliates, agents, successors, and assigns.
1.19 "Oracle" means any external price-feed service, data provider, on-chain oracle contract, or automated data mechanism used to supply exchange rate, market data, or other external information to the Services.
1.20 "Platform" means the TrustLedger software system in its entirety, including the Frontend Application, Smart Contracts, API routes, backend services, documentation, tooling, storage integrations, email services, blockchain interfaces, cron jobs, oracle integrations, and all related technical infrastructure and components.
1.21 "Released Parties" means the Operator, its affiliates, licensors, service providers, Contributors, maintainers, employees, agents, contractors, officers, directors, successors, and assigns, collectively.
1.22 "ReputationRegistry Contract" means the `ReputationRegistry.sol` smart contract that stores numeric ratings and reputation recovery state for Users.
1.23 "Services" means, collectively, all features, functionality, tools, interfaces, APIs, Smart Contracts, notifications, cron jobs, email delivery, oracle data, storage services, AI-generated outputs, analytics, documentation, and related resources made available by or through the Platform, whether accessed via web browser, API, command-line interface, wallet connection, or any other means, now or in the future.
1.24 "Smart Contracts" means the Solidity-based programs deployed on supported EVM-compatible blockchains in connection with the Platform, including but not limited to the Escrow Contract, Arbitration Smart Contract, JurorRegistry Contract, and ReputationRegistry Contract.
1.25 "Third-Party Services" means all external services, platforms, APIs, protocols, networks, and providers that the Platform integrates with or depends upon but that are operated by parties other than the Operator.
1.26 "Transaction" means any on-chain action submitted to a blockchain network through or in connection with the Services, including but not limited to escrow funding, work submission, work approval, dispute opening, juror voting, evidence submission, fund release, warranty claims, and token transfers.
1.27 "User," "you," or "your" means any individual, entity, organization, or automated agent that accesses, uses, browses, deploys, integrates, or otherwise interacts with the Platform or any portion of the Services, in any capacity, including as a freelancer, client, juror, developer, researcher, or observer.
1.28 "User Content" means any Content that You create, upload, submit, or transmit through the Services, including evidence submissions, proof-of-work URIs, contract document hashes, dispute summaries, ratings, and wallet-associated metadata.
1.29 "Wallet" means any externally owned account (EOA), smart-contract wallet, or multi-signature wallet compatible with EVM networks, accessed through wallet-connection software (including hardware wallets, browser-extension wallets, or WalletConnect-compatible mobile wallets), used to interact with the Services.
2. Eligibility and Account Creation
2.1 Minimum Age. You must be at least eighteen (18) years of age, or the age of legal majority in Your jurisdiction, whichever is greater, to access or use the Services. By accessing or using the Services, You represent and warrant that You meet this minimum age requirement. The Operator reserves the right to terminate access of any User reasonably believed to be under the applicable minimum age.
2.2 Legal Capacity. You represent and warrant that You have full legal capacity to enter into this Agreement and to be legally bound by its terms. If You are accessing the Services on behalf of a business, organization, or other legal entity, You represent and warrant that: (a) You have the authority to bind that entity to these Terms; (b) the entity has not been previously suspended or banned from the Services; and (c) the entity's use of the Services complies with all applicable laws. References to "you" or "your" shall include such entity.
2.3 Jurisdictional Compliance. You represent and warrant that Your use of the Services does not violate any applicable law, regulation, treaty, or governmental order in Your jurisdiction. You are solely responsible for determining whether the Services are legal to use in Your jurisdiction and for complying with all applicable local, state, national, and international laws, regulations, tax obligations, and reporting requirements relating to Your use of the Services, including without limitation laws governing cryptocurrency transactions, financial services, digital assets, money transmission, securities, freelance labor arrangements, consumer protection, and data privacy.
2.4 Restricted Persons. The Services are not available to, and may not be used by: (a) individuals or entities located in, incorporated in, or ordinarily resident in any jurisdiction subject to comprehensive economic sanctions administered by the United States Office of Foreign Assets Control (OFAC), the United Nations Security Council, the European Union, His Majesty's Treasury, or any other applicable authority; (b) individuals or entities designated on the Specially Designated Nationals and Blocked Persons List (SDN List), the Consolidated List of Financial Sanctions Targets, or any other list of prohibited or restricted parties maintained by such authorities; or (c) individuals or entities barred from using the Services under applicable law. By using the Services, You represent and warrant that You do not fall within any of the foregoing categories.
2.5 No Registration Required. The Services may be accessible without formal account registration, relying instead on wallet-based authentication or email-verified magic-link sessions. Connecting Your Wallet to the Services or providing Your email address for a magic link constitutes Your acceptance of and agreement to be legally bound by these Terms.
2.6 AML/KYC. The Operator does not currently operate a formal anti-money-laundering (AML) or know-your-customer (KYC) verification program because the Platform, as presently configured, is a technology tool and not a regulated financial service in the Operator's assessment. This assessment may change as regulations evolve, and the Operator makes no representation that its current configuration is compliant with the laws of any particular jurisdiction. You acknowledge that the Operator reserves the right, at its sole discretion, to implement identity verification, AML screening, KYC procedures, sanctions screening, or compliance controls at any time, without prior notice, and that You may be required to complete such procedures as a condition of continued access to the Services. You are solely responsible for ensuring that Your use of the Platform complies with all AML, CTF, and financial-services laws applicable to You in Your jurisdiction.
3. User Accounts and Credentials
3.1 Wallet Ownership and Security. You are solely and exclusively responsible for maintaining the confidentiality and security of Your Wallet's private keys, seed phrases, passwords, hardware tokens, and any other credentials used to access or control Your Wallet or the Services. The Operator does not and cannot access, store, retrieve, recover, or restore Your private keys, seed phrases, or Wallet passwords under any circumstances whatsoever. Loss or compromise of Your private key or seed phrase results in permanent and irrecoverable loss of all assets controlled by that Wallet, and the Operator has no ability to remedy such loss.
3.2 Magic Link Sessions. Where the Platform provides email-based magic link authentication, You are responsible for maintaining the security of the email account used to receive such links. Magic links are time-limited and single-use. You must not share magic link URLs with any third party. Sharing a magic link URL constitutes the same as sharing Your session credentials.
3.3 Account Security Obligations. You agree to: (a) use a unique, sufficiently complex password or passphrase for any email account or service account associated with the Platform; (b) enable all available security protections on Your Wallet and email accounts, including hardware security modules, two-factor authentication, and multi-factor authentication where supported; (c) maintain the security of all devices, browsers, and applications used to access the Services; (d) keep all wallet software, browser extensions, firmware, and operating systems updated to current security patches; (e) immediately notify the Operator of any known or suspected unauthorized access to Your Wallet, session, or email account; and (f) never re-use passwords across multiple services or platforms.
3.4 Responsibility for Activity. You are fully and exclusively responsible for all activity occurring through Your Wallet or any session associated with Your email address, regardless of whether You authorized such activity. The Operator shall have no liability whatsoever for any losses, damages, or harms arising from unauthorized access to Your Wallet or session, including losses resulting from failure to maintain adequate security measures, compromise of Your device, phishing attacks, or social engineering.
3.5 Account Suspension and Termination. The Operator reserves the right, in its sole and absolute discretion, to suspend, restrict, or terminate Your access to the Services at any time, for any reason or no reason, with or without prior notice, including without limitation for violation of these Terms, suspected fraudulent or harmful activity, legal requirement, law enforcement request, or operational necessity.
3.6 Impersonation Prohibited. You may not use the Services to impersonate any person, entity, or organization, or to misrepresent Your identity, wallet ownership, professional qualifications, or affiliation. Impersonation of the Operator, its team members, Contributors, or other Users is strictly prohibited.
3.7 Username and Identity. To the extent the Services permit display names, usernames, or profile identifiers, You agree that such identifiers will not: (a) be misleading as to Your identity; (b) infringe any third party's trademark, trade name, or other intellectual property rights; (c) impersonate any real person or entity; (d) contain offensive, obscene, or otherwise objectionable content; or (e) incorporate the Marks without express written permission.
3.8 No Account Transfer. You may not sell, transfer, sublicense, or assign Your access rights, session credentials, or any associated Wallet-based access to any third party without the prior written consent of the Operator. Any purported transfer in violation of this restriction is void.
3.9 Abandoned Sessions. The Operator has no obligation to maintain records of inactive sessions, email-linked profiles, or other non-wallet data associated with Users who have not accessed the Services for an extended period. The Operator may purge inactive session data at its discretion without notice.
4. Acceptable Use Policy
4.1 Permitted Use. Subject to Your compliance with these Terms, the Operator grants You a limited, non-exclusive, non-transferable, revocable right to access and use the Services for lawful purposes consistent with the intent of the Platform: facilitating freelance escrow agreements, participating in the arbitration system, building on-chain reputation, and related activities.
4.2 Prohibited Activities — General. You agree not to use the Services, directly or indirectly, to:
(a) Illegal Conduct. Violate any applicable federal, state, local, international, or foreign law, statute, ordinance, regulation, rule, code, treaty, or government order, including without limitation laws and regulations regarding financial services, cryptocurrency, digital assets, money transmission, anti-money-laundering (AML), counter-terrorism financing (CTF), consumer protection, data privacy, export controls, or employment;
(b) Fraud and Deception. Engage in fraud, deception, misrepresentation, false advertising, phishing, social engineering, impersonation, identity theft, credential harvesting, or any other dishonest act intended to harm others or obtain anything of value through deceptive means;
(c) Financial Fraud. Engage in financial fraud, investment fraud, securities fraud, advance-fee fraud, recovery fraud, romance fraud, job scams, invoice fraud, account-takeover fraud, payment redirection fraud, or any scheme designed to defraud clients, freelancers, jurors, or any other Users of the Platform;
(d) Unauthorized Access. Access, tamper with, or use any portion of the Services, networks, systems, or infrastructure without authorization, including attempting to bypass, circumvent, or defeat authentication mechanisms, access controls, rate limits, or security features;
(e) Malicious Code. Upload, transmit, distribute, or deploy viruses, malware, ransomware, spyware, adware, trojan horses, keyloggers, worms, rootkits, logic bombs, cryptomining code, or any other malicious or harmful code, software, or content;
(f) Network Attacks. Conduct or facilitate distributed denial-of-service (DDoS) attacks, denial-of-service (DoS) attacks, packet flooding, amplification attacks, or any activity that materially disrupts, degrades, overloads, or impairs the availability, integrity, or performance of the Services, the Platform, or any networks or infrastructure connected to or supporting them;
(g) Unauthorized Security Testing. Conduct penetration testing, security scanning, fuzzing, fuzz testing, or vulnerability research against the Operator's hosted infrastructure, APIs, production Frontend Application, or live Smart Contract deployments without the Operator's prior express written authorization. Testing of the publicly available open-source Smart Contract code on public test networks is permitted in accordance with the Apache License, Version 2.0;
(h) Reverse Engineering. Decompile, disassemble, reverse engineer, or attempt to derive source code or underlying algorithms of any hosted proprietary component of the Services (excluding components already available under Apache-2.0 or other open-source licenses), except to the limited extent expressly permitted by applicable law notwithstanding this restriction;
(i) Automated Abuse. Use automated bots, scripts, crawlers, spiders, scrapers, or other automated means to access the Services in a manner that excessively burdens, disrupts, harvests data from, or otherwise abuses the Platform without prior written authorization;
(j) Spam. Send unsolicited communications, spam, chain letters, phishing emails, fraudulent communications, or other bulk or commercial messaging through or in connection with the Services;
(k) Harassment and Harm. Harass, threaten, intimidate, stalk, defame, abuse, doxx, or otherwise harm any individual, group, or organization;
(l) Intellectual Property Infringement. Upload, transmit, or otherwise make available any Content that infringes or misappropriates any third party's copyright, trademark, patent, trade secret, or other intellectual property or proprietary right;
(m) Illegal Financial Activity. Engage in money laundering, terrorist financing, sanctions evasion, securities fraud, market manipulation, unauthorized money transmission, or any other illegal financial activity, including the use of the Platform to move or conceal proceeds of crime, to evade taxes, or to circumvent applicable financial regulations;
(n) Smart Contract Exploitation. Exploit, manipulate, front-run, sandwich attack, or otherwise abuse the Smart Contracts or blockchain mechanics in ways that cause unintended harm to other Users, including without limitation exploiting reentrancy vulnerabilities, oracle manipulation, juror selection manipulation, flash loan attacks, or unauthorized extraction of funds;
(o) Malicious Derivatives. Distribute modified versions of the TrustLedger software, or deploy derivatives of the Smart Contracts, in a manner designed or intended to deceive, defraud, harm, or misappropriate funds from Users or third parties, regardless of whether such actions are technically permitted by the Apache License with respect to the Licensed Code;
(p) Harmful Impersonation. Create, deploy, or operate counterfeit or deceptive versions of the Platform, the Smart Contracts, or the Frontend Application that mislead Users into believing they are interacting with the official TrustLedger Platform or endorsed TrustLedger services;
(q) Sanctions Violations. Use the Services to provide funds, resources, economic benefit, or other support to any individual or entity subject to applicable sanctions laws or executive orders;
(r) Export Violations. Use the Services in violation of export control laws or regulations, including without limitation the Export Administration Regulations (EAR) and International Traffic in Arms Regulations (ITAR), or cause the Operator to be in violation of such laws;
(s) Child Safety. Upload, transmit, generate, or make available any content involving the sexual exploitation or abuse of minors, or that otherwise violates laws designed to protect children;
(t) Data Harvesting. Collect, harvest, scrape, mine, or compile personally identifiable information, wallet addresses, or other data about other Users without their consent and without the Operator's authorization;
(u) Evidence Fabrication. Submit fabricated, falsified, or fraudulent evidence within the arbitration system, including false proof-of-work submissions, counterfeit document hashes, or misrepresented completion claims;
(v) Juror Collusion. Coordinate with other jurors, parties, or third parties to manipulate or predetermine the outcome of any arbitration dispute or voting process;
(w) System Interference. Interfere with or disrupt the integrity or performance of the Smart Contracts, blockchain Transactions, IPFS content addressing, oracle data feeds, cron jobs, or any other infrastructure component of the Services;
(x) Defamatory or Harmful Content. Publish, submit, or distribute Content that is defamatory, discriminatory, hateful, violent, obscene, or otherwise unlawful;
(y) Circumvention of Fees or Controls. Circumvent, evade, or attempt to bypass any fee structures, rate limits, access controls, or platform governance mechanisms; or
(z) Any Other Harmful Use. Use the Services in any manner that the Operator reasonably determines is harmful, abusive, offensive, objectionable, or inconsistent with the purpose of the Platform or the rights of other Users.
4.3 Operator's Right to Investigate and Enforce. The Operator reserves the right, but not the obligation, to investigate suspected violations of these Terms or applicable law. The Operator may: (a) report activity reasonably believed to violate applicable law to appropriate law enforcement authorities; (b) cooperate with law enforcement investigations; (c) produce records in response to lawful legal process; and (d) take any technical, legal, or operational measure it deems necessary to protect the Services, Users, or third parties from harm.
4.4 No Monitoring Obligation. The Operator has no obligation to monitor User Content, User activity, or Smart Contract usage for compliance with these Terms. The absence of monitoring does not constitute endorsement or approval of any activity. Users are solely responsible for their own compliance.
5. Intellectual Property
5.1 Platform Ownership. The TrustLedger Platform, including the Frontend Application, Smart Contracts, documentation, design systems, visual identity, Marks, brand assets, user interface elements, marketing materials, trade secrets, proprietary algorithms, and all other protectable elements that are not governed by the Apache License, Version 2.0, are and shall remain the exclusive property of the Operator and its licensors. All rights not expressly granted are reserved.
5.2 Open-Source Code. The source code of the TrustLedger software repository is made available under the Apache License, Version 2.0 ("Apache License"). Nothing in these Terms restricts any right You have under the Apache License to use, copy, modify, distribute, or deploy the Licensed Code in accordance with that license. See Section 6 for a full description of the relationship between the Apache License and these Terms.
5.3 Trademark and Branding. The Marks are the property of the Operator. No right, title, or interest in or to the Marks is granted by these Terms or by the Apache License. You may not:
(a) use the Marks in any manner that implies endorsement, sponsorship, or affiliation with the Operator without express prior written permission;
(b) use the Marks in connection with products, services, or activities that are not the official TrustLedger Platform;
(c) register or attempt to register any domain name, social media handle, username, app store listing, NFT, ENS name, or other identifier that incorporates the Marks or any confusingly similar variation thereof;
(d) modify, distort, adapt, animate, or create derivative versions of the Marks;
(e) use the Marks as part of a logo, slogan, or other brand identifier for Your own business or project without express prior written permission;
(f) use the Marks in any manner likely to cause confusion, mistake, or deception as to the source, origin, sponsorship, or affiliation of any product, service, or project; or
(g) use the Marks in any manner that tarnishes, dilutes, or otherwise harms the reputation or goodwill of the Operator.
5.4 Copyright. All original creative expression in the Platform not governed by the Apache License is protected by applicable copyright law. You may not reproduce, republish, distribute, publicly display, publicly perform, broadcast, create derivative works of, or otherwise exploit any such copyrighted material without the prior written consent of the Operator.
5.5 Documentation. All documentation, guides, tutorials, runbooks, architecture diagrams, explanatory materials, and educational content published in connection with the Platform are subject to the intellectual property protections described in this Section. Technical documentation that is part of the Licensed Code in the repository is subject to the Apache License with respect to reproduction and distribution, and to this Section with respect to trademark, branding, and platform-service use.
5.6 Design and Visual Assets. The Platform's visual design, user interface layouts, color schemes, typography, iconography, design tokens, and overall visual identity are original creative works owned by the Operator and are not governed by the Apache License unless explicitly included in the repository with an Apache-2.0 license notice.
5.7 Third-Party Intellectual Property. The Platform incorporates third-party software, libraries, APIs, fonts, icons, and other materials subject to their own licenses, including but not limited to MIT, ISC, BSD, and other open-source licenses. Your use of such third-party materials is subject to those licenses. Dependency manifests in the repository identify applicable third-party components.
5.8 Copyright Notice Preservation. Where You reproduce or distribute source code, compiled binaries, or documentation derived from the TrustLedger repository, You must preserve all applicable copyright notices, attribution notices, patent notices, trademark notices, license notices, and NOTICE file contents as required by the Apache License, Version 2.0, Section 4.
5.9 No Implied Licenses. Except as expressly stated in these Terms or in the Apache License, no license or other right is granted to You, by implication, estoppel, or otherwise, with respect to any intellectual property rights of the Operator or its licensors.
5.10 Patent Assertion. You agree that You will not initiate or participate in any claim, proceeding, or action asserting that any portion of the Platform, the Licensed Code, or any Released Party's products or services infringe any patent claim that You own or control, unless You first provide thirty (30) days' written notice to the Operator. Initiating patent litigation against the Operator or any Released Party automatically and immediately terminates any patent license granted to You under the Apache License.
6. Relationship Between Apache-2.0 and These Terms
6.1 Dual Governance Framework. The TrustLedger repository is made available under two overlapping governance frameworks that serve distinct, complementary purposes:
(a) The Apache License, Version 2.0, governs Your rights to use, reproduce, modify, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute the Licensed Code and associated documentation files contained in the TrustLedger repository.
(b) These Terms and Conditions govern Your use of the TrustLedger Platform as a hosted online service — including the hosted Frontend Application, deployed Smart Contracts, API endpoints, backend services, email notification services, oracle integrations, storage infrastructure, and all related service features — regardless of whether You have separately obtained a copy of the Licensed Code.
6.2 No Conflict; Apache-2.0 Controls Where Applicable. These Terms are designed to be fully consistent with and complementary to the Apache License. These Terms do not revoke, restrict, or modify any rights that the Apache License grants to You with respect to the Licensed Code. To the extent any provision of these Terms could be construed to conflict with the Apache License with respect to rights expressly granted by the Apache License to use, copy, modify, or distribute the Licensed Code, the Apache License controls for that specific right.
6.3 Scope of the Apache License. The Apache License grants You a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable copyright license to reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute the Licensed Code and derivative works You create from it, subject to the conditions specified in the Apache License, including the attribution and notice conditions in Section 4 of the Apache License. The Apache License further grants a patent license from each Contributor as specified therein.
6.4 Scope of These Terms. These Terms govern Your interactive use of the Services as a hosted platform. Your use of the Services — including connecting Your Wallet, submitting Transactions, uploading Content, participating in the arbitration system, receiving email notifications, and accessing APIs — is governed by these Terms. The Apache License does not govern the terms on which You use the hosted Platform as a service.
6.5 Attribution and Notice Requirements. Where You distribute the Licensed Code or works derived therefrom, You must comply with all attribution and notice requirements of the Apache License, including:
(a) retaining all copyright notices in the Licensed Code or any derivative work;
(b) retaining all patent notices;
(c) retaining all trademark notices;
(d) providing a copy of the Apache License with any distribution of the Licensed Code or derivative works;
(e) retaining all contents of any NOTICE file present in the repository; and
(f) clearly marking any files You modify as having been changed, including the date of modification.
6.6 Trademark Rights Reserved. The Apache License explicitly states in Section 6 that it does not grant permission to use the trade names, trademarks, service marks, or product names of the Licensor, except as required for reasonable and customary use in describing the origin of the Licensed Code and reproducing the content of the NOTICE file. Accordingly, the Apache License does not authorize the use of the Marks as described in Section 5.3 of these Terms. All trademark rights are expressly reserved to the Operator.
6.7 Patent License. The Apache License grants You a patent license from each Contributor to make, use, sell, offer for sale, import, and otherwise transfer the Licensed Code. This patent grant is subject to automatic termination if You initiate patent litigation against any Released Party alleging that the Licensed Code infringes a patent.
6.8 Intellectual Property Outside the Licensed Code. Intellectual property in the Platform that is not part of the Licensed Code — including but not limited to proprietary service-side logic, configuration, infrastructure, design assets, brand identity, operator-specific business logic not published in the repository, and trade secrets — is not subject to the Apache License and is governed solely by these Terms.
6.9 User Obligations Under the Apache License. If You reproduce, modify, sublicense, or distribute the Licensed Code, You are independently bound by the obligations of the Apache License in addition to the obligations set forth in these Terms. The Operator makes no representation regarding Your compliance with the Apache License and assumes no obligation to enforce Apache License compliance on Your behalf.
6.10 Hosted Service vs. Source Distribution. These Terms apply to Your use of the hosted Services regardless of whether You have also obtained a copy of the Licensed Code. A developer who has forked the repository and is running their own independent deployment is using the Licensed Code (governed by the Apache License), not the Operator's hosted Services (governed by these Terms). Both frameworks apply concurrently to a developer who uses both.
7. User Content and Submissions
7.1 Ownership of User Content. As between You and the Operator, You retain ownership of User Content that You submit to the Services, subject to the license grant in Section 7.2 and the limitations described in this Section.
7.2 License Grant to Operator. By submitting User Content to the Services, You grant the Operator and its affiliates a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, process, transmit, store, display, operate, and reproduce that User Content solely to the extent necessary to: (a) provide and maintain the Services; (b) comply with applicable law and legal process; and (c) enforce these Terms. This license is perpetual only to the extent the User Content has been recorded on a blockchain, which is immutable and cannot be removed.
7.3 Immutability of On-Chain Content. You acknowledge and accept that any Content submitted to a blockchain or to a decentralized storage system such as IPFS is permanent, immutable, and publicly accessible to anyone, and cannot be deleted, modified, altered, or retracted by the Operator, by You, or by any other party. Before submitting any Content on-chain or to IPFS, You must satisfy Yourself that: (a) You are authorized to make such a submission; (b) the submission does not infringe any third party's rights; (c) the submission does not contain private, confidential, or sensitive information that You do not wish to be permanently and publicly accessible; and (d) the submission complies with applicable law.
7.4 Content Representations and Warranties. You represent and warrant that: (a) You own or have obtained all rights, licenses, consents, and permissions necessary to submit Your User Content and to grant the license in Section 7.2; (b) Your User Content does not infringe or violate the intellectual property rights, privacy rights, personality rights, moral rights, or other rights of any third party; (c) Your User Content is accurate, truthful, and not fraudulent, misleading, or fabricated; (d) Your User Content complies with these Terms and all applicable laws; and (e) the submission of Your User Content will not cause harm to any person or entity.
7.5 Content Removal. The Operator reserves the right, but not the obligation, to remove, refuse, moderate, or disable access to any User Content in the Frontend Application at its sole discretion, with or without notice, for any reason, including without limitation upon receipt of a valid DMCA takedown notice, upon reasonable belief that the Content violates these Terms or applicable law, or in response to a lawful order from a governmental or judicial authority. Removal of Content from the Frontend Application does not and cannot affect immutable records on blockchains or permanently pinned content on decentralized storage networks.
7.6 No Confidentiality. You should not submit Content to the Services that You wish to keep confidential. The Operator does not treat User Content submitted through the Services as confidential information unless separately agreed in writing. User Content may be visible to other Users, operators, or the public depending on the feature used. On-chain content is permanently public.
7.7 User Content and Counterparty Disputes. Any dispute between You and a Counterparty regarding User Content — including disputes regarding contract documents, proof of work, evidence, or ratings — is solely between You and that Counterparty. The Operator has no obligation to adjudicate, mediate, or resolve any such dispute.
8. Feedback and Enhancement Requests
8.1 Voluntary Feedback. If You provide Feedback to the Operator, You grant the Operator a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, sublicensable, and transferable license to use, reproduce, modify, adapt, publish, translate, distribute, and create derivative works from that Feedback without restriction and without any obligation of confidentiality, attribution, or compensation of any kind.
8.2 No Obligation. The Operator is under no obligation to review, accept, implement, or respond to any Feedback. No submission of Feedback creates any contractual obligation on the part of the Operator.
8.3 No Rights Reserved. You acknowledge that the Operator may have received or may in the future receive and independently develop features, improvements, or functionality similar to Your Feedback. By submitting Feedback, You waive any claim that such independent development constitutes infringement of, or was derived from, Your Feedback.
8.4 Feedback Is Not Confidential. Feedback is not treated as confidential. Do not submit Feedback that contains trade secrets, confidential information, or information that is subject to third-party confidentiality obligations.
9. Blockchain, Smart Contracts, and Cryptocurrency
9.1 Inherent Blockchain Risks. You acknowledge that blockchain technology, smart contracts, and cryptocurrency transactions involve significant, potentially irreversible, and not fully quantifiable risks, including without limitation:
(a) Immutability. Transactions recorded on a blockchain are permanent, irreversible, and cannot be modified, reversed, or deleted by the Operator under any circumstances. Once a Transaction is broadcast and confirmed on a blockchain, the Operator has no ability to reverse, recover, modify, or cancel it.
(b) Private Key Risk. Loss of access to, or compromise of, a Wallet's private key or seed phrase results in permanent, irrecoverable loss of all assets controlled by that Wallet. The Operator cannot recover lost keys, cannot restore access to Wallets, and is not responsible for losses arising from key loss or compromise.
(c) Unaudited Smart Contracts. Smart contracts are software programs and may contain bugs, vulnerabilities, logical errors, mathematical errors, or other defects that could result in unexpected behavior, loss of funds, incorrect rulings, unauthorized state transitions, or total loss of deposited assets. THE SMART CONTRACTS DEPLOYED IN CONNECTION WITH THE PLATFORM HAVE NOT BEEN INDEPENDENTLY AUDITED AS OF THE EFFECTIVE DATE OF THESE TERMS, AND NO INDEPENDENT AUDIT REPORT IS AVAILABLE. YOU SHOULD NOT USE THE SMART CONTRACTS FOR THE CUSTODY OF SIGNIFICANT FUNDS UNTIL AN INDEPENDENT SECURITY AUDIT HAS BEEN COMPLETED AND PUBLISHED. USE IS AT YOUR SOLE RISK.
(d) Network Congestion and Gas Fees. Blockchain Transactions require payment of network fees (gas fees) that fluctuate with network demand and cannot be predicted or controlled by the Operator. Transactions may be delayed, dropped from the mempool, or fail entirely if insufficient fees are provided or if the network experiences congestion.
(e) Fork and Protocol Risk. The blockchain networks on which the Smart Contracts operate may undergo hard forks, soft forks, protocol upgrades, chain reorganizations, or other changes that could affect the behavior of, or access to, the Smart Contracts and the Services, potentially rendering deployed contracts inaccessible, inoperable, or behaving in unintended ways.
(f) Regulatory Risk. Laws and regulations regarding blockchain technology, cryptocurrency, digital assets, decentralized finance, smart contracts, and related activities are evolving rapidly across all jurisdictions. Regulatory changes may affect the legality, availability, or operation of the Services, require modifications to the Platform, or require Users to comply with new obligations.
(g) Cryptocurrency Volatility. Cryptocurrency values are highly volatile and may decline significantly or become worthless. The Operator makes no representation regarding the current or future value of any cryptocurrency held in, transferred through, or associated with the Services. Escrowed funds are denominated in cryptocurrency and are therefore subject to market risk.
(h) Pseudorandomness in Juror Selection. Where the Arbitration Smart Contract uses non-VRF juror selection based on `block.prevrandao`, `block.timestamp`, and a dispute identifier, such selection is pseudo-random and may be subject to influence by block producers or validators. This method of selection does not provide the same guarantees as cryptographically secure randomness from a trusted external oracle (VRF).
(i) ERC-20 Token Compatibility Risk. Fee-on-transfer tokens, rebasing tokens, pausable tokens, upgradeable tokens, tokens with governance controls, and tokens with non-standard transfer behavior may behave unexpectedly within the escrow system. The Operator does not guarantee that all ERC-20 tokens added to the allowlist will function as intended within the Escrow Contract.
(j) Bridge and Cross-Chain Risk. If You use blockchain bridges or cross-chain protocols in connection with the Services, You assume all risks associated with bridge technology, including smart contract exploits, validator collusion, and loss of bridged assets.
(k) Miner/Validator Extractable Value (MEV). Transactions submitted to public blockchain networks are subject to reordering, front-running, and sandwich attacks by block producers. The Operator makes no guarantee that Transactions will be executed in the order intended or at the price expected.
(l) Oracle Manipulation. On-chain oracles used for juror selection or other Platform functions may be subject to manipulation. The Operator does not guarantee oracle integrity.
9.2 No Financial Advice. Nothing in the Services constitutes financial, investment, tax, or legal advice regarding cryptocurrency, blockchain technology, digital assets, or any specific Transaction. You assume sole and complete responsibility for all decisions to engage in blockchain Transactions.
9.3 Transaction Finality. You understand that when You execute a Transaction through the Services — including funding an escrow, releasing funds, casting a juror vote, submitting evidence, staking, or any other on-chain action — that Transaction is submitted irrevocably to the relevant blockchain network. The Operator is not responsible for Transactions that fail, are reverted by the network, are front-run, are dropped from the mempool, result in more gas than estimated, or otherwise do not complete as expected.
9.4 Gas and Transaction Costs. All gas fees and other network costs associated with blockchain Transactions are Your sole responsibility. The Operator is not responsible for any losses arising from fluctuating gas fees, failed Transactions, gas estimation errors, or transaction cost estimates that prove inaccurate.
9.5 Network Support. The Services currently support certain specified networks including Ethereum Sepolia (testnet), Arbitrum One, Base, and Optimism. The Operator reserves the right to add, modify, or remove supported networks at any time without notice. Removal of support for a network may render previously deployed Smart Contracts inaccessible through the Frontend Application.
9.6 Testnet Disclaimer. Certain features of the Platform are designed for testnet environments. Testnet tokens have no monetary value. The Operator makes no guarantee that testnet behavior will replicate mainnet behavior. Testnet deployments may be reset, paused, or discontinued at any time.
10. Escrow and Contract Workflow
10.1 Technology Provider Only. The Platform provides technology tools that enable Users to create, negotiate, fund, and manage escrow arrangements between themselves. The Operator is solely a technology provider and is not a party to any escrow arrangement, freelance agreement, service agreement, or other contract created through the Services. The Operator does not hold, control, manage, or have discretion over escrow funds at any time; all funds are held in and controlled exclusively by the Escrow Contract on the applicable blockchain.
10.2 Not an Escrow Agent. The Operator does not believe it operates as a licensed escrow agent, money transmitter, trust company, or financial institution. The Platform does not intentionally provide regulated escrow services. The Smart Contract code performs automated on-chain custody according to its programmed logic; this is a technological function, not an intentionally regulated financial or trust service. However, the Operator makes no legal representation that regulatory authorities in any jurisdiction will agree with this characterization. You are solely responsible for determining whether Your use of the Platform's escrow features implicates any licensing, registration, or regulatory obligation applicable to You. If You use the Platform's escrow features in a capacity that may constitute regulated financial services in Your jurisdiction, You are solely responsible for obtaining all required licenses or approvals.
10.3 No Guarantee of Performance. The Operator makes no representation, warranty, or guarantee that: (a) any freelancer will perform services as promised or to any particular standard; (b) any client will fund or release payments as agreed or on time; (c) any escrow arrangement will be legally enforceable under applicable law; (d) proof of work submitted by a freelancer is accurate, complete, or satisfactory; (e) any dispute outcome will reflect the actual merits of the underlying disagreement; or (f) any User has the financial ability to fulfill their obligations under any agreement.
10.4 User Responsibility for Due Diligence. You are solely and exclusively responsible for: (a) evaluating the trustworthiness, qualifications, reputation, and suitability of any Counterparty before entering into any agreement; (b) independently verifying all representations made by any Counterparty; (c) understanding the full terms of any contract You propose, accept, fund, or execute; (d) verifying that Your Wallet is connected to the correct blockchain network before submitting any Transaction; (e) reviewing and fully understanding all Transaction parameters before confirming any Transaction; and (f) obtaining independent legal advice before entering into any legally significant agreement.
10.5 Contract Lifecycle Risks. You acknowledge the following risks:
(a) Deadline and Timing. Contract deadlines are enforced by the Escrow Contract based on block timestamps, which may not correspond precisely to calendar time. Block production times vary. The Operator makes no guarantee that deadline enforcement will occur at the exact intended calendar time.
(b) Warranty Hold. The holdback mechanism retains a portion of funds in the Escrow Contract for the warranty period. The Operator is not responsible for any loss of holdback funds due to smart contract defects, network issues, blockchain forks, or any other technical or non-technical cause.
(c) Cancellation and Rejection. Proposals may be cancelled or rejected by either party in accordance with the applicable contract flow. Once cancelled, the Operator cannot restore a cancelled escrow, and any fees paid in connection with that escrow may not be recoverable.
(d) Acceptance Window. If a client fails to approve or dispute submitted proof of work within the acceptance window, the Escrow Contract may allow the freelancer to claim funds without client approval. You are responsible for understanding and acting within all applicable time windows.
(e) Contract Document Authenticity. Contract hashes stored on-chain reference off-chain documents. The Operator cannot verify that a contract document referenced by a hash accurately reflects the parties' mutual understanding, is legally valid, or has not been falsified.
11. Arbitration and Dispute Resolution Features
11.1 Platform Arbitration System — Technology Only. The Platform includes a smart contract-based dispute resolution system that uses selected jurors to adjudicate escrow disputes based on submitted evidence and commit-reveal voting. This system is a technical feature of the Platform. It does not constitute a formal legal arbitration proceeding, binding legal adjudication, judicial process, or alternative dispute resolution mechanism recognized under applicable law, unless the parties to a specific dispute have separately agreed in writing to treat the outcome as legally binding. The Operator makes no representation that outcomes produced by the Platform's dispute resolution system are legally enforceable in any jurisdiction.
11.2 Juror Participation — Voluntary. Jurors who participate in the Platform's dispute resolution system do so voluntarily. Juror eligibility, stake requirements, voting procedures, reward mechanisms, slashing conditions, and cooldown periods are governed solely by the JurorRegistry Contract and Arbitration Smart Contract code. The Operator does not guarantee: (a) that sufficient eligible jurors will be available for any particular dispute; (b) that any juror has the knowledge, expertise, or impartiality to render a fair determination; (c) that jurors will not collude; or (d) that the juror system will function as intended in all circumstances.
11.3 Juror Selection — Pseudorandomness Caveat. Where VRF randomness is not configured, juror selection relies on pseudo-random derivation from blockchain parameters as described in Section 9.1(h). You acknowledge that this method of selection carries inherent limitations and that committee composition may be influenced by block producers.
11.4 Commit-Reveal Voting — User Responsibility. Jurors must submit vote commitments and reveal them within applicable time windows. Jurors who fail to reveal their votes may be subject to slashing of their staked funds. The Operator is not responsible for any losses incurred by a juror who fails to complete the reveal phase due to technical failure, user error, network congestion, or any other cause. Juror participation carries financial risk.
11.5 Evidence — No Verification. Evidence submitted by parties is stored as metadata in the Arbitration Smart Contract and/or on IPFS. The Operator makes no representation that evidence records are accurate, complete, authentic, legally sufficient, or unmanipulated. Each party is solely responsible for the accuracy, completeness, and legality of evidence submitted under their Wallet address.
11.6 No Substitute for Legal Process. The Platform's dispute resolution system is not a substitute for legal arbitration, mediation, or court proceedings. If You require legally binding dispute resolution, You must engage qualified legal professionals and use appropriate legal processes independent of the Platform. Nothing in the Platform's arbitration system creates any precedent, legal right, or enforceable obligation outside of what the Smart Contract code autonomously executes.
11.7 Appeals — Smart Contract Only. The appeal mechanism is a technical feature of the Arbitration Smart Contract. Appeals create a second dispute with a larger committee and require an appeal bond. The Operator is not a party to or arbiter of any appeal. All appeal outcomes are determined by the on-chain logic of the Arbitration Smart Contract.
12. Reputation System
12.1 Ratings Are Immutable. The ReputationRegistry Contract stores numeric ratings submitted by escrow parties upon conclusion of a contract. Ratings are permanently and immutably recorded on-chain once submitted. The Operator cannot reverse, modify, remove, or suppress any on-chain rating. You must be certain of a rating before submitting it.
12.2 No Guarantee of Accuracy. On-chain reputation scores may not accurately reflect a User's actual performance, qualifications, honesty, or character. You should not rely solely on platform reputation scores when evaluating Counterparties. Ratings may reflect personal disputes, subjective judgments, or bad-faith submissions.
12.3 Rating Recovery. The Platform includes a reputation recovery mechanism. The Operator makes no guarantee that recovery pathways will be available, effective, result in any particular outcome, or be maintained in their current form.
12.4 False Ratings Prohibited. You agree not to submit ratings that are knowingly false, fabricated, retaliatory, or submitted for the purpose of harming another User's reputation or competitive standing. Submission of false ratings may constitute defamation under applicable law and a violation of these Terms, and may subject You to legal liability and termination of Your access.
12.5 No Reliance on Reputation for High-Stakes Decisions. You acknowledge that a User's reputation score on the Platform does not constitute a verification of identity, criminal record, professional licensing, financial solvency, or good faith. You must conduct independent due diligence for any high-value or high-risk transaction.
13. Marketplace and Collaboration Disclaimers
13.1 Technology Provider Status. TrustLedger is solely and exclusively a technology provider. The Operator is not a freelance marketplace, labor agency, employment agency, staffing firm, financial institution, regulated escrow service provider, arbitration provider, licensed dispute resolution provider, payment processor, or party to any agreement between Users.
13.2 No Verification of Identity or Credentials. The Operator does not verify the true identity, credentials, qualifications, professional licensure, immigration status, criminal history, financial standing, or legal standing of any User. Wallet addresses associated with the Services are pseudonymous and may or may not correspond to the person or entity You believe controls them. You assume all risk in transacting with Counterparties whose identities are unverified.
13.3 No Guarantee of Legal Enforceability. Contract hashes and contract URIs stored in the Escrow Contract represent User-provided metadata pointing to off-chain agreement documents. The Operator does not review, validate, notarize, or guarantee the legal enforceability, completeness, accuracy, or validity of any underlying agreement. The Platform's recording of a contract hash on-chain does not create, validate, witness, or legally evidence a binding contract between parties. Users should obtain independent legal counsel to ensure their agreements are legally enforceable.
13.4 No Responsibility for User Disputes. The Operator is not a party to, and has no responsibility for, any dispute arising between Users in connection with a freelance agreement, escrow arrangement, arbitration proceeding, rating, or any other interaction. Users are solely responsible for resolving their own disputes, whether through the Platform's technical features or through appropriate legal channels. The Operator has no obligation to intervene in any User dispute.
13.5 No Escrow Custody. All funds deposited into the Escrow Contract are controlled exclusively by the Smart Contract's on-chain logic. The Operator does not hold, control, manage, or have any discretion over such funds at any time. Loss of funds due to smart contract defects, bugs, exploits, user error, blockchain forks, reentrancy attacks, or any other cause is not the Operator's responsibility.
13.6 No Background Checks. The Platform does not perform background checks, criminal record checks, identity verification, professional license verification, credit checks, or any other vetting of Users. You must perform Your own due diligence.
14. Financial Platform Protections
14.1 Not a Financial Institution. The Operator is not a bank, credit union, savings institution, broker-dealer, investment adviser, registered investment company, money transmitter, payment processor, financial intermediary, insurance company, or any other form of regulated financial institution. The Services do not constitute regulated financial services in any jurisdiction.
14.2 Not a Payment Guarantor. The Operator does not guarantee, insure, back, underwrite, or otherwise assume financial responsibility for any payment, transaction, escrow outcome, or financial obligation between Users. The Operator has no obligation to cover losses arising from failed transactions, counterparty default, fraud, or any other financial loss.
14.3 Not a Lender or Creditor. The Operator does not extend credit, provide loans, advance funds, or act as a creditor or lender in connection with the Services.
14.4 Not a Fiduciary. Nothing in the Platform creates a fiduciary duty, trustee relationship, or other heightened duty of care on the part of the Operator with respect to Users or their funds.
14.5 Users Assume All Financial Risk. You are solely and exclusively responsible for:
(a) all financial decisions made in connection with the Services;
(b) all risks associated with depositing, holding, or transferring cryptocurrency;
(c) all risks associated with entering into freelance agreements, escrow arrangements, or other contracts through the Platform;
(d) all tax obligations arising from your use of the Services, including but not limited to capital gains tax, income tax, value-added tax, and any other applicable tax or reporting obligation;
(e) all counterparty risk associated with transacting with other Users;
(f) all risks associated with cryptocurrency price volatility;
(g) all risks associated with smart contract bugs, defects, or exploits; and
(h) all financial losses arising from fraud, scams, misrepresentation, or counterparty misconduct.
14.6 No Guarantee of Payments or Collections. The Operator does not guarantee that any payment will be made, that any escrow will be funded, that any juror fee will be collected, or that any financial outcome will be achieved. The Platform is a technology tool that automates contract mechanics; it does not guarantee financial outcomes.
14.7 No Guarantee of Commercial Success. The Operator does not guarantee that use of the Platform will result in commercial success, profitability, new business relationships, satisfied clients, paid invoices, or any other business outcome.
14.8 User Tax Obligations. Users are solely responsible for determining and fulfilling all tax obligations arising from their use of the Platform, including without limitation reporting cryptocurrency income, capital gains, self-employment income, and any other taxable events. The Platform does not provide tax forms, tax advice, or tax reporting to any governmental authority on behalf of Users.
15. No Fiduciary Relationship
15.1 No Fiduciary Duty. The relationship between You and the Operator is that of independent parties bound only by these Terms. Nothing in these Terms, the Platform, or any communication between You and the Operator creates, implies, or establishes any of the following relationships between You and the Operator:
(a) a fiduciary relationship of any kind;
(b) a trustee-beneficiary relationship;
(c) an agency relationship;
(d) a partnership or joint venture;
(e) an employer-employee relationship;
(f) a principal-agent relationship;
(g) a brokerage relationship;
(h) an investment advisory relationship;
(i) an attorney-client relationship;
(j) a financial adviser-client relationship; or
(k) any other relationship that would impose a heightened duty of care, loyalty, confidentiality, or disclosure on the Operator beyond what is expressly stated in these Terms.
15.2 No Special Duty. The Operator owes You no special duty beyond what is expressly stated in these Terms. The Operator acts solely in its own interests in operating the Platform and is not required to act in Your interests or the interests of any other User.
15.3 No Authority to Act. You have no authority to act on behalf of the Operator, to bind the Operator in any contract, to make representations on the Operator's behalf, or to create any obligation for the Operator with respect to any third party.
16. Anti-Fraud, Anti-Scam, and Due Diligence Obligations
16.1 Fraud Risk Acknowledgment. You acknowledge that internet-connected platforms, including the TrustLedger Platform, may attract bad actors, scammers, fraudsters, phishing campaigns, social engineering attempts, impersonators, and other malicious actors. You agree to exercise caution, independent judgment, and due diligence in all interactions through the Platform. THE OPERATOR CANNOT AND DOES NOT GUARANTEE THAT ALL USERS OF THE PLATFORM ARE ACTING IN GOOD FAITH.
16.2 Due Diligence Obligation. You are solely and entirely responsible for conducting Your own due diligence before: (a) entering into any agreement or contract through the Platform; (b) depositing funds into any escrow; (c) releasing funds from any escrow; (d) engaging a freelancer or client; (e) participating as a juror in any dispute; (f) sharing any personal, financial, or sensitive information with any Counterparty; or (g) taking any other action in reliance on information provided by or about any Counterparty.
16.3 No Verification of Counterparties. The Operator does not and cannot verify the identity, legitimacy, intentions, credentials, qualifications, financial stability, good faith, honesty, or capability of any User. The following are expressly not guaranteed by the Operator:
(a) that any User is who they claim to be;
(b) that any User's qualifications or experience are authentic;
(c) that any User intends to perform their contractual obligations;
(d) that any User is financially solvent or able to pay;
(e) that any User is not operating a scam, fraud, or deceptive scheme;
(f) that any User's communications are truthful or accurate;
(g) that any User's submitted documents are genuine or unaltered; or
(h) that any User has not previously engaged in fraudulent or dishonest behavior.
16.4 Operator Liability Not Available for Fraud Losses. THE OPERATOR SHALL NOT BE LIABLE FOR ANY LOSSES, DAMAGES, COSTS, OR HARMS ARISING FROM FRAUD, SCAMS, MISREPRESENTATION, IDENTITY THEFT, IMPERSONATION, PHISHING, SOCIAL ENGINEERING, UNAUTHORIZED TRANSACTIONS, UNAUTHORIZED ESCROW PROPOSALS, PAYMENT REDIRECTION, ACCOUNT COMPROMISE, OR ANY OTHER DECEPTIVE OR FRAUDULENT ACT BY ANY USER OR THIRD PARTY. YOUR SOLE RECOURSE FOR FRAUD-RELATED LOSSES IS AGAINST THE RESPONSIBLE PARTY, NOT THE OPERATOR.
16.5 Common Fraud Schemes. Without limiting Section 16.4, You should be aware that the following types of fraud and scam activity have been known to target freelance and blockchain platforms and are among the risks You assume:
(a) advance-fee fraud, in which a bad actor requests payment or cryptocurrency transfers before delivering promised services, goods, or opportunities;
(b) impersonation fraud, in which a bad actor poses as a legitimate User, Counterparty, or platform representative to gain trust or obtain payments;
(c) phishing attacks targeting wallet credentials, seed phrases, or platform session tokens;
(d) fake contract fraud, in which a Counterparty submits an escrow with fraudulent underlying contract documents;
(e) proof-of-work fraud, in which fraudulent or stolen work product is submitted as proof of completion;
(f) juror collusion, in which jurors coordinate to fix dispute outcomes; and
(g) platform-impersonation scams, in which third parties operate fake versions of the Platform to steal credentials or funds.
16.6 Reporting Fraud. If You suspect that a User is engaging in fraud, scamming, or other malicious activity, You are encouraged to report it to the Operator using the contact information in Section 35. The Operator may, in its sole discretion, investigate and take action against suspected bad actors, but is under no obligation to do so.
16.7 Independent Verification. Before relying on any information displayed in the Platform — including reputation scores, contract documents, proof-of-work submissions, wallet addresses, or User-provided claims — You should independently verify that information through sources other than the Platform.
17. Decision-Making Disclaimer and User Responsibility
17.1 User Decisions Are User Responsibility. All decisions made in connection with, through, or in reliance upon the Platform are Your sole and exclusive responsibility. The Platform provides technology, tools, infrastructure, and interfaces; it does not make decisions for You, advise You, or take responsibility for Your decisions.
17.2 Categories of User Decisions. Without limiting Section 17.1, You assume sole and exclusive responsibility for:
(a) all financial decisions, including decisions to deposit, hold, release, or transfer cryptocurrency;
(b) all business decisions, including decisions to engage, hire, or contract with any Counterparty;
(c) all contract decisions, including decisions regarding the terms, value, and conditions of any escrow or freelance agreement;
(d) all legal decisions, including decisions regarding the legal enforceability or adequacy of any agreement or contract document;
(e) all operational decisions, including how to manage projects, deadlines, and deliverables;
(f) all hiring and engagement decisions, including selection of freelancers or clients;
(g) all investment decisions, including decisions regarding cryptocurrency allocation or risk tolerance;
(h) all compliance decisions, including ensuring Your use of the Platform complies with applicable law;
(i) all vendor and partnership decisions made through or in connection with the Platform; and
(j) all other decisions made using or in reliance upon information provided by or through the Services.
17.3 No Endorsement of Counterparties. The Operator does not endorse, recommend, vouch for, certify, or otherwise express approval of any User, Counterparty, contract, transaction, project, or opportunity accessible through the Platform.
17.4 Reliance at Your Own Risk. Any reliance You place on any of the following is entirely at Your own risk:
(a) Platform Content, including contract documents, evidence submissions, and ratings;
(b) AI Output, analytics, or automated recommendations provided through the Services;
(c) User-generated Content submitted by other Users;
(d) Platform communications, notifications, and messages;
(e) Oracle data, price feeds, or market data;
(f) Reputation scores or user profiles; and
(g) Any other information accessed through or in connection with the Services.
17.5 Past Performance. Past performance of any User, contract, or outcome on the Platform is not indicative of future performance. Positive historical interactions do not guarantee future reliability, honesty, or performance.
18. AI, Automation, and Generated Outputs
18.1 AI Outputs May Be Inaccurate. Where the Services incorporate or integrate artificial intelligence, large language models, machine learning systems, or other automated content generation tools, any AI Output produced by such systems:
(a) may be inaccurate, incomplete, factually incorrect, or misleading;
(b) may contain hallucinations, fabrications, or confabulations that appear plausible but are not factually correct;
(c) may become outdated as facts, laws, markets, technology, or circumstances change;
(d) may reflect biases present in training data;
(e) may not reflect current law, regulation, or professional standards;
(f) may contain errors in legal, financial, technical, or other specialized areas; and
(g) should never be relied upon as a substitute for independent professional advice.
18.2 Independent Verification Required. You are solely responsible for independently verifying the accuracy, completeness, and suitability of any AI Output before relying upon it for any purpose. You must not make any significant decision — including legal, financial, contractual, technical, or commercial decisions — solely on the basis of AI Output.
18.3 No Responsibility for AI Output. The Operator assumes no responsibility, liability, or obligation for any decisions made, actions taken, or harm suffered as a result of reliance on AI Output. THE OPERATOR DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, COMPLETENESS, OR FITNESS FOR ANY PURPOSE OF AI OUTPUT.
18.4 Automated Processes. Certain Services involve automated processes, including cron-based deadline reminders, automatic state transitions in the Smart Contracts, automated juror selection, and automated notification delivery. The Operator makes no guarantee that any automated process will execute at the precise intended time, without error, or without interruption.
18.5 Future AI Features. The Platform may in the future incorporate additional AI-powered features including but not limited to evidence analysis, contract analysis, reputation scoring, fraud detection, user assistance, and dispute analysis. All such future features are subject to the protections in this Section and to the Disclaimers of Warranties in Section 27 and the Limitation of Liability in Section 28.
19. Storage Systems, IPFS, and File Handling
19.1 IPFS Storage. The Platform may use IPFS, including via Pinata or similar pinning services, to store evidence URIs, contract document references, and proof-of-work metadata. IPFS is a decentralized protocol operated independently of the Operator. The Operator does not control IPFS's availability, reliability, permanence, censorship resistance, or the persistence of content stored therein.
19.2 No Content Guarantee. The Operator does not guarantee that files pinned to IPFS or any other decentralized storage system will remain accessible, retrievable, intact, or available over any time period. Pinning services may discontinue operations, lose data, or cease to pin specific content.
19.3 Off-Chain Data. Large or sensitive documents should not be stored directly on-chain. Where documents are stored off-chain, only their cryptographic hash or URI is recorded in the Smart Contracts. The Operator is not responsible for the loss, corruption, alteration, or inaccessibility of off-chain content referenced by on-chain records. On-chain records will persist but the underlying documents may become permanently inaccessible if off-chain storage fails.
19.4 Encryption. The Platform provides optional client-side AES-GCM encryption helpers for documents. The Operator makes no guarantee that any encryption implementation is free from defects, vulnerabilities, or compatibility issues. You are solely responsible for managing encryption keys, the secure storage of encryption keys, and the security of any encrypted documents You generate or upload. Loss of encryption keys results in permanent, irrecoverable loss of access to encrypted content.
19.5 Arweave. The Platform may support optional Arweave storage. Arweave is a third-party protocol operated entirely independently of the Operator. The Operator makes no representations regarding Arweave's permanence, availability, performance, security, or continued operation.
19.6 File Responsibility. You are solely responsible for all files, documents, and data that You upload, pin, link, or submit through the Services. You must ensure that any files You upload do not infringe any third party's rights, do not contain malware, do not contain unlawful content, and do not violate these Terms.
20. Oracle and Price-Feed Services
20.1 Display Purposes Only. Exchange rate data and other market data provided by the Platform's oracle features is for informational and display purposes only. Such data may be delayed, inaccurate, stale, incomplete, or unavailable at any time.
20.2 No Financial Reliance. You should not rely on oracle data provided through the Services as the sole or primary basis for any financial decision, transaction valuation, smart contract interaction, or business decision. The Operator makes no warranty regarding the accuracy, timeliness, completeness, or fitness for purpose of any oracle data.
20.3 Third-Party Oracle Providers. Oracle data may be sourced from third-party providers operating independently of the Operator. The Operator is not responsible for the accuracy, availability, integrity, or manipulation of data provided by third-party oracle services.
20.4 Oracle Failure. Oracle services may fail, produce incorrect data, or become unavailable. The Operator is not responsible for any losses or adverse outcomes resulting from oracle failures, oracle manipulation, stale data, or incorrect price feeds.
21. Authentication, Magic Links, and Email Services
21.1 Magic Link Authentication. The Platform may offer email-based magic link authentication. Magic links are temporary, single-use, and expire within a limited time window. The Operator makes no guarantee that email delivery will be instantaneous, that magic links will be delivered successfully, or that email delivery will not be delayed or blocked by spam filters.
21.2 Email Delivery. Email notifications, magic links, and deadline reminders are delivered via a third-party email service provider (currently Resend). The Operator is not responsible for failed, delayed, filtered, spam-classified, or undelivered email. The Operator is not responsible for any consequences arising from Your failure to receive a notification email.
21.3 Email Security. You are responsible for the security of the email account used to receive magic links or notifications. The Operator is not liable for unauthorized access to Your platform session resulting from compromise of Your email account, phishing of email links, or forwarding of magic links to unauthorized parties.
21.4 Notification Accuracy. Deadline reminder notifications and other automated notifications are provided on a best-effort basis only. The Operator does not guarantee that all notifications will be delivered, accurate, timely, or free from errors. You are responsible for independently monitoring all contractual deadlines and Smart Contract state changes through Your Wallet and the Frontend Application. You must not rely solely on email notifications for managing time-sensitive contractual obligations.
21.5 No Guarantee of Session Availability. Magic link sessions may expire, be invalidated, or become unavailable at any time. The Operator is not responsible for any loss resulting from session expiration.
22. Privacy and Data Handling
22.1 Data Collection. The Platform may collect certain information in connection with Your use of the Services, including wallet addresses, email addresses (where provided), transaction metadata, IP addresses, browser information, device information, and usage analytics. By using the Services, You consent to the collection, use, and processing of such information as described in this Section and in the Privacy Policy published at `PRIVACY_POLICY.md`, which is incorporated by reference.
22.2 Public Blockchain Data. Transactions submitted to a blockchain are publicly visible, immutable, and permanently associated with the submitting Wallet address. The Operator has no ability to make blockchain Transactions private or to remove on-chain data. Submitting a Transaction is an irreversibly public act.
22.3 Third-Party Processors. The Platform depends upon third-party service providers — including email delivery services, IPFS pinning services, blockchain node providers, analytics services, and cloud infrastructure providers — to operate the Services. Such third parties may process certain of Your data in accordance with their own privacy policies and practices. The Operator is not responsible for the data practices of third-party processors.
22.4 No Absolute Security. The Operator implements reasonable technical and organizational measures to protect non-public data held in connection with the Services. However, no security measure is absolute, and the Operator cannot guarantee the confidentiality, integrity, or availability of any data transmitted to or from the Services. YOU ACKNOWLEDGE THAT NO SYSTEM IS COMPLETELY SECURE AND THAT DATA BREACHES, UNAUTHORIZED ACCESS, AND LOSS OF DATA ARE INHERENT RISKS OF OPERATING ANY ONLINE PLATFORM.
22.5 International Processing. The Services may be operated from and may process data in jurisdictions other than Your own. By using the Services, You consent to the transfer and processing of Your data in any jurisdiction where the Operator or its service providers operate, including jurisdictions that may provide lesser data protection than Your home jurisdiction.
22.6 Wallet Address Privacy. Your Wallet address is a pseudonymous but publicly visible identifier on the blockchain. Advanced blockchain analytics may allow third parties to associate Your Wallet address with Your identity. The Operator is not responsible for any privacy loss arising from Your Wallet activity being analyzed or de-anonymized by third parties.
22.7 API Secrets and Credentials. You must never include private keys, seed phrases, API secrets, HMAC tokens, bearer tokens, or other credentials in any field visible to other Users or in User Content submitted to the Services.
22.8 Privacy Policy. The Privacy Policy (published as `PRIVACY_POLICY.md`) governs the collection, use, storage, and processing of personal data in connection with the Services and is incorporated by reference into these Terms.
23. Security
23.1 Unaudited Contracts. As expressly noted in the Platform's technical documentation, THE SMART CONTRACTS ASSOCIATED WITH THE PLATFORM HAVE NOT, AS OF THE EFFECTIVE DATE, BEEN SUBJECT TO AN INDEPENDENT THIRD-PARTY SECURITY AUDIT, AND NO AUDIT REPORT IS AVAILABLE. You acknowledge this material risk. You should not use the Platform for the custody of significant or irreplaceable funds until You have independently assessed the security of the Smart Contracts or a credible third-party audit has been published.
23.2 No Security Guarantee. The Operator makes no representation or warranty that the Platform, Smart Contracts, APIs, IPFS integrations, oracle connections, email services, or any related infrastructure are free from security vulnerabilities, bugs, backdoors, or defects that could result in unauthorized access, loss of funds, loss of data, manipulation of outcomes, or other harm. Security vulnerabilities are an inherent and unavoidable risk in all software systems.
23.3 Responsible Disclosure. If You discover a security vulnerability in the Platform, the Smart Contracts, or any related infrastructure, You agree to report it responsibly to the Operator through the Security Policy published in the repository (`SECURITY.md`) prior to any public disclosure. You agree not to exploit any vulnerability You discover for personal gain, for the gain of third parties, or to the detriment of any User. Responsible disclosure is encouraged and appreciated.
23.4 Prohibited Security Testing. You may not conduct penetration testing, vulnerability scanning, fuzz testing, exploit development, or other security testing against the Operator's hosted infrastructure, live API endpoints, or production Frontend Application without the Operator's prior express written authorization. Testing of the open-source Smart Contract code on public testnets in accordance with the Apache License is permitted but must not target the Operator's own deployments without authorization.
23.5 User Security Obligations. You agree to: (a) use strong and unique passwords for all accounts; (b) enable hardware wallet security, two-factor authentication, or multi-factor authentication where available; (c) maintain current security patches on all devices; (d) not re-use passwords; (e) not store seed phrases or private keys digitally or in cloud storage; (f) verify Smart Contract addresses before interacting with them; and (g) promptly notify the Operator of any suspected security breach.
23.6 Smart Contract Verification. Before interacting with any Smart Contract in connection with the Platform, You should independently verify the deployed contract addresses against official sources. The Operator is not responsible for losses arising from interaction with counterfeit, fraudulent, or maliciously modified contracts deployed by third parties.
24. Third-Party Services and Integrations
24.1 Third-Party Services. The Platform integrates with or depends upon third-party services, including without limitation: Alchemy, Infura, and other blockchain node providers; Reown AppKit, wagmi, viem, and wallet-connection software; Resend email delivery; Pinata IPFS pinning; Arweave decentralized storage; Vercel hosting and edge infrastructure; GitHub Actions for CI/CD; external oracle and price-feed services; OpenZeppelin contract libraries; and other third-party APIs and integrations (collectively, "Third-Party Services").
24.2 No Responsibility for Third Parties. The Operator does not endorse, control, warrant, or assume any responsibility for the availability, accuracy, security, privacy practices, or terms of service of any Third-Party Service. Your use of any Third-Party Service is subject to that service's own terms and policies, which You are responsible for reviewing.
24.3 Third-Party Downtime and Failures. The Operator is not responsible for any disruption to the Services caused by the failure, unavailability, degraded performance, or discontinued operation of any Third-Party Service, including cloud hosting providers, blockchain node providers, oracle services, email delivery services, IPFS pinning services, or wallet-connection software.
24.4 Wallet Software. The Operator does not control wallet software, hardware wallet firmware, browser extensions, or mobile wallet applications used to interact with the Services. The Operator is not responsible for any loss or harm arising from defects, vulnerabilities, malicious code, or user error in wallet software.
24.5 Blockchain Networks. The Ethereum, Arbitrum One, Base, and Optimism networks and all other supported blockchains are decentralized networks operated independently of the Operator by distributed validators, miners, or node operators. The Operator is not responsible for network congestion, fork events, protocol changes, validator behavior, chain reorganizations, or any other developments on blockchain networks.
24.6 Changes to Third-Party Services. Third-Party Services may change their APIs, terms of service, pricing, or technical requirements, or may discontinue operations entirely. The Operator is not responsible for any disruption or loss caused by such changes.
25. No Professional Advice
25.1 Not Legal Advice. Nothing in the Services, the Smart Contracts, the Frontend Application, the documentation, or any communication from the Operator constitutes legal advice. The Platform is a technology tool, not a law firm. You should consult a qualified, licensed attorney in Your jurisdiction before entering into any legally significant agreement, submitting or defending any dispute, structuring any transaction, or taking any action that may have legal consequences.
25.2 Not Financial Advice. Nothing in the Services constitutes financial advice, investment advice, securities advice, tax advice, or accounting advice. Cryptocurrency transactions involve significant financial risk. You should consult a qualified financial adviser, accountant, or tax professional before making any financial decisions in connection with the Services.
25.3 Not Compliance Advice. Nothing in the Services constitutes regulatory, compliance, or licensing advice. The legal and regulatory treatment of blockchain technology, cryptocurrency, digital assets, decentralized finance, and smart contracts varies by jurisdiction and is subject to rapid change. You are solely responsible for ensuring that Your use of the Services complies with all applicable laws, regulations, and reporting obligations in Your jurisdiction.
25.4 Not Employment or Labor Advice. Nothing in the Services constitutes employment law advice, human resources advice, or advice regarding the classification of workers as employees, independent contractors, or other categories. You should consult qualified legal counsel regarding any questions about worker classification, employment obligations, or applicable labor laws.
25.5 Not Business Advice. Nothing in the Services constitutes business strategy advice, management consulting advice, or advice regarding business formation, structure, or operations.
25.6 No Reliance. You agree that You will not rely upon any information, content, output, or communication provided through or in connection with the Services as a substitute for independent professional advice appropriate to Your specific circumstances. The Operator assumes no responsibility for Your reliance on such information.
26. Future Features and Platform Evolution
26.1 Broad Application of These Terms. These Terms are drafted to cover not only the current functionality of the Platform but also all future features, capabilities, and services that may be developed, integrated, or made available through the Platform. The protections, disclaimers, liability limitations, and user obligations in these Terms apply to all current and future features, including without limitation:
(a) AI-powered features, analysis tools, recommendation engines, and automated decision-support systems;
(b) payment, billing, invoicing, and subscription management features;
(c) expanded marketplace features, including vendor directories, project listings, or bidding systems;
(d) enhanced identity verification, KYC, or credential verification features;
(e) expanded API integrations and developer tools;
(f) collaboration features, workspaces, and team management tools;
(g) document management, e-signature, and contract lifecycle management features;
(h) expanded storage features, including additional file formats and storage integrations;
(i) mainnet smart contract deployments on additional EVM networks;
(j) governance mechanisms, token-based voting, or DAO features;
(k) expanded oracle integrations, including VRF randomness and price feeds;
(l) analytics, reporting, and business intelligence features; and
(m) any other features, services, or capabilities not yet developed or announced.
26.2 No Guarantee of Future Availability. The Operator is not obligated to develop, maintain, or continue to provide any specific feature, whether described in these Terms, on the Platform, or in any roadmap, announcement, or other communication.
26.3 Future Commercial Features. The Platform may introduce paid features, subscription tiers, transaction fees, platform fees, or other pricing in the future. All such future commercial features will be governed by these Terms as supplemented by applicable pricing and payment terms.
27. Disclaimers of Warranties
27.1 "AS IS" and "AS AVAILABLE." THE PLATFORM AND ALL SERVICES ARE PROVIDED STRICTLY "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS," WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
27.2 Comprehensive Disclaimer. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE RELEASED PARTIES HEREBY EXPRESSLY AND COMPLETELY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, INCLUDING WITHOUT LIMITATION:
(a) ANY IMPLIED WARRANTY OF MERCHANTABILITY;
(b) ANY IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR FOR ANY SPECIFIC USE;
(c) ANY IMPLIED WARRANTY OF NON-INFRINGEMENT OF THIRD-PARTY RIGHTS;
(d) ANY WARRANTY OF TITLE OR QUIET ENJOYMENT;
(e) ANY WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, CONTINUOUS, TIMELY, SECURE, OR ERROR-FREE;
(f) ANY WARRANTY OF AVAILABILITY, UPTIME, OR ACCESSIBILITY AT ANY PARTICULAR TIME OR FOR ANY PERIOD;
(g) ANY WARRANTY AS TO THE ACCURACY, COMPLETENESS, RELIABILITY, TIMELINESS, CURRENCY, OR USEFULNESS OF ANY INFORMATION, CONTENT, DATA, AI OUTPUT, OR ORACLE OUTPUT PROVIDED THROUGH THE SERVICES;
(h) ANY WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR ACHIEVE ANY PARTICULAR RESULT, OUTCOME, OR OBJECTIVE;
(i) ANY WARRANTY AS TO THE SECURITY OF THE SERVICES, THE SMART CONTRACTS, THE PLATFORM INFRASTRUCTURE, OR ANY DATA TRANSMITTED TO OR FROM THE SERVICES;
(j) ANY WARRANTY THAT DEFECTS, BUGS, OR ERRORS WILL BE CORRECTED;
(k) ANY WARRANTY AS TO THE LEGAL ENFORCEABILITY OF ANY CONTRACT, AGREEMENT, PROPOSAL, OR DISPUTE OUTCOME CREATED THROUGH THE SERVICES;
(l) ANY WARRANTY REGARDING THE CORRECTNESS, FAIRNESS, OR IMPARTIALITY OF ANY SMART CONTRACT EXECUTION, ARBITRATION RULING, JUROR VOTE, OR AUTOMATED OUTCOME;
(m) ANY WARRANTY REGARDING THE PERFORMANCE, SCALABILITY, INTEROPERABILITY, OR COMPATIBILITY OF THE SMART CONTRACTS WITH ANY BLOCKCHAIN NETWORK, ERC-20 TOKEN, ORACLE, WALLET, OR OTHER CONTRACT OR SYSTEM;
(n) ANY WARRANTY REGARDING THE AVAILABILITY OR PERMANENCE OF ANY IPFS CONTENT, ARWEAVE CONTENT, OR OTHER DECENTRALIZED STORAGE CONTENT;
(o) ANY WARRANTY THAT ORACLE DATA, PRICE FEEDS, OR EXCHANGE RATE INFORMATION PROVIDED THROUGH THE SERVICES IS ACCURATE, CURRENT, OR RELIABLE;
(p) ANY WARRANTY REGARDING ANY AI OUTPUT, AUTOMATED ANALYSIS, OR GENERATED CONTENT;
(q) ANY WARRANTY REGARDING THE IDENTITY, QUALIFICATIONS, CREDITWORTHINESS, COMPETENCE, OR GOOD FAITH OF ANY USER OR COUNTERPARTY;
(r) ANY WARRANTY THAT THE SERVICES COMPLY WITH THE LAWS OF ANY JURISDICTION;
(s) ANY WARRANTY THAT THE SERVICES ARE FREE FROM VIRUSES, MALWARE, OR HARMFUL COMPONENTS;
(t) ANY WARRANTY ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, TRADE USAGE, OR INDUSTRY PRACTICE; AND
(u) ANY OTHER WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
27.3 No Guarantee of Funds Recovery. THE OPERATOR MAKES NO GUARANTEE THAT FUNDS DEPOSITED INTO ESCROW WILL BE RECOVERABLE IN THE EVENT OF A SMART CONTRACT BUG, DEFECT, EXPLOIT, REENTRANCY ATTACK, BLOCKCHAIN FORK, NETWORK ATTACK, KEY COMPROMISE, ORACLE MANIPULATION, OR ANY OTHER CAUSE. DEPOSITING FUNDS INTO THE ESCROW CONTRACT IS AN INHERENTLY RISKY ACT, AND YOU MAY LOSE ALL DEPOSITED FUNDS.
27.4 Assumption of Risk. YOUR USE OF THE SERVICES IS ENTIRELY AT YOUR OWN RISK. YOU EXPRESSLY ACKNOWLEDGE AND ACCEPT ALL RISKS ASSOCIATED WITH THE USE OF BLOCKCHAIN TECHNOLOGY, SMART CONTRACTS, CRYPTOCURRENCY, DECENTRALIZED SYSTEMS, IPFS, ORACLES, WALLET SOFTWARE, AND ALL OTHER COMPONENTS OF THE SERVICES.
27.5 Platform in Development. The Platform is actively developed software that may contain errors, incomplete features, or untested code paths. Features may be added, modified, or removed at any time. The Operator makes no representation regarding the stability, completeness, or readiness of the Platform for any particular use.
28. Limitation of Liability
28.1 Exclusion of Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ANY RELEASED PARTY BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES OR LOSSES OF ANY KIND, INCLUDING WITHOUT LIMITATION:
(a) INDIRECT DAMAGES OF ANY KIND;
(b) INCIDENTAL DAMAGES;
(c) SPECIAL DAMAGES;
(d) CONSEQUENTIAL DAMAGES;
(e) EXEMPLARY DAMAGES;
(f) PUNITIVE DAMAGES;
(g) DIRECT DAMAGES, TO THE EXTENT PERMITTED BY APPLICABLE LAW;
(h) LOSS OF PROFITS, REVENUE, BUSINESS OPPORTUNITIES, OR ANTICIPATED SAVINGS;
(i) LOSS OF DATA, CONTENT, INFORMATION, OR RECORDS;
(j) LOSS OF GOODWILL, REPUTATION, OR BRAND VALUE;
(k) LOSS OF OPPORTUNITY, CONTRACTS, OR BUSINESS RELATIONSHIPS;
(l) BUSINESS INTERRUPTION OR LOSS OF USE;
(m) COST OF PROCURING SUBSTITUTE GOODS OR SERVICES;
(n) LOSS OF CRYPTOCURRENCY, DIGITAL ASSETS, ESCROWED FUNDS, JUROR STAKES, OR OTHER BLOCKCHAIN-BASED ASSETS;
(o) LOST SAVINGS, WASTED EXPENDITURES, OR RELIANCE LOSSES; OR
(p) ANY OTHER ECONOMIC LOSS, FINANCIAL HARM, OR CONSEQUENTIAL HARM OF ANY NATURE,
ARISING OUT OF OR IN ANY WAY RELATING TO: YOUR USE OF, OR INABILITY TO USE, THE SERVICES; ANY TRANSACTION, CONTRACT, AGREEMENT, OR ARRANGEMENT FACILITATED THROUGH THE PLATFORM; ANY SMART CONTRACT EXECUTION OR FAILURE; ANY BLOCKCHAIN NETWORK BEHAVIOR; ANY USER CONDUCT OR MISCONDUCT; ANY THIRD-PARTY SERVICE FAILURE; OR ANY OTHER MATTER RELATED TO THE PLATFORM, EVEN IF A RELEASED PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
28.2 Aggregate Liability Cap. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF ALL RELEASED PARTIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, REGARDLESS OF THE FORM OR THEORY OF ACTION (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, STATUTE, EQUITY, OR OTHERWISE), SHALL NOT EXCEED THE GREATER OF: (A) ONE HUNDRED UNITED STATES DOLLARS (USD $100.00); OR (B) THE TOTAL AMOUNT ACTUALLY PAID BY YOU TO THE OPERATOR FOR ACCESS TO THE SERVICES IN THE TWELVE (12) CALENDAR MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
28.3 Essential Basis of Bargain. YOU ACKNOWLEDGE AND AGREE THAT THE LIABILITY LIMITATIONS IN THIS SECTION REFLECT A REASONABLE, FAIR, AND NEGOTIATED ALLOCATION OF RISK BETWEEN THE PARTIES AND CONSTITUTE AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN. THE OPERATOR WOULD NOT MAKE THE SERVICES AVAILABLE WITHOUT THESE LIMITATIONS. THE LIMITATIONS APPLY REGARDLESS OF WHETHER A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
28.4 Enumerated Scope. WITHOUT LIMITING THE GENERALITY OF SECTIONS 28.1 AND 28.2, THE LIMITATIONS IN THIS SECTION APPLY TO ALL CLAIMS ARISING FROM:
(a) SOFTWARE DEFECTS, BUGS, ERRORS, OR UNINTENDED BEHAVIOR IN THE SMART CONTRACTS, FRONTEND APPLICATION, API ROUTES, OR ANY OTHER COMPONENT;
(b) SECURITY VULNERABILITIES, DATA BREACHES, UNAUTHORIZED ACCESS, WALLET COMPROMISE, OR ACCOUNT TAKEOVER;
(c) DOWNTIME, OUTAGES, SERVICE INTERRUPTIONS, OR FAILURE OF ANY PLATFORM COMPONENT;
(d) DATA CORRUPTION, DATA LOSS, DATA DESTRUCTION, OR DATA INACCESSIBILITY;
(e) AUTHENTICATION FAILURES, SESSION EXPIRATION, OR MAGIC LINK DELIVERY FAILURES;
(f) ACCOUNT SUSPENSION, RESTRICTION, OR TERMINATION;
(g) INFRASTRUCTURE FAILURES, HOSTING PROVIDER OUTAGES, OR CLOUD PROVIDER FAILURES;
(h) THIRD-PARTY SERVICE FAILURES, API OUTAGES, ORACLE FAILURES, OR INTEGRATION FAILURES;
(i) BLOCKCHAIN NETWORK ISSUES, FORK EVENTS, CONSENSUS FAILURES, CHAIN REORGANIZATIONS, OR VALIDATOR BEHAVIOR;
(j) IPFS, ARWEAVE, OR OTHER DECENTRALIZED STORAGE UNAVAILABILITY OR CONTENT LOSS;
(k) ORACLE FAILURES, INACCURATE PRICE FEEDS, STALE DATA, OR ORACLE MANIPULATION;
(l) SMART CONTRACT BUGS, EXPLOITS, REENTRANCY ATTACKS, SANDWICH ATTACKS, OR UNINTENDED STATE TRANSITIONS;
(m) JUROR SELECTION FAILURES, COLLUSION, INCORRECT RULINGS, OR ARBITRATION ERRORS;
(n) LOSS OF ESCROWED FUNDS, JUROR STAKES, GAS FEES, OR ANY OTHER FUNDS DUE TO ANY CAUSE WHATSOEVER;
(o) HUMAN ERROR, USER ERROR, INCORRECT TRANSACTION PARAMETERS, OR WRONG NETWORK SELECTION;
(p) REGULATORY CHANGES AFFECTING THE LEGALITY, AVAILABILITY, OR OPERATION OF THE SERVICES;
(q) ENCRYPTION OR DECRYPTION FAILURES;
(r) EMAIL DELIVERY FAILURES, MISSED DEADLINE NOTIFICATIONS, OR DELAYED NOTIFICATIONS;
(s) ERC-20 TOKEN ANOMALIES, INCLUDING FEE-ON-TRANSFER BEHAVIOR, REBASE EVENTS, PAUSABILITY, OR UPGRADE EVENTS;
(t) FRAUD, SCAMS, PHISHING, SOCIAL ENGINEERING, IMPERSONATION, OR COUNTERPARTY MISCONDUCT;
(u) DISPUTES BETWEEN USERS, INCLUDING FREELANCER DISPUTES, CLIENT DISPUTES, MARKETPLACE DISPUTES, AND ARBITRATION DISPUTES;
(v) AI OUTPUT INACCURACIES, HALLUCINATIONS, OR ERRORS;
(w) FORCE MAJEURE EVENTS AS DEFINED IN SECTION 34.5; OR
(x) ANY OTHER CAUSE RELATING TO THE USE OR INABILITY TO USE THE SERVICES.
28.5 Jurisdictional Variations. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR DAMAGES. IN SUCH JURISDICTIONS, THE FOREGOING LIMITATIONS AND EXCLUSIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. NOTHING IN THESE TERMS LIMITS LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW, INCLUDING LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY GROSS NEGLIGENCE, FRAUD, OR WILLFUL MISCONDUCT WHERE SUCH LIMITATION IS PROHIBITED BY LAW.
28.7 Operator Fraud and Willful Misconduct. Nothing in this Section 28 purports to limit the Operator's liability for: (a) the Operator's own actual fraud or intentional deceit, to the extent such limitation is prohibited by applicable law; (b) the Operator's own gross negligence or willful misconduct, to the extent such limitation is prohibited by applicable law; or (c) any other form of liability that cannot lawfully be limited or excluded under the laws of Your jurisdiction. The limitations in Section 28 are intended to the fullest extent permitted by law and shall not apply to liability that cannot be so limited.
28.8 Statutory Consumer Rights. NOTHING IN THESE TERMS IS INTENDED TO LIMIT OR EXCLUDE ANY RIGHT OR REMEDY THAT YOU HAVE AS A CONSUMER UNDER MANDATORY APPLICABLE LAW THAT CANNOT BE EXCLUDED OR RESTRICTED BY CONTRACT, INCLUDING BUT NOT LIMITED TO STATUTORY CONSUMER PROTECTION RIGHTS, IMPLIED TERMS THAT CANNOT BE EXCLUDED, OR STATUTORY RIGHTS TO SEEK REMEDIES FROM A COURT. IF ANY PROVISION OF THESE TERMS IS INCONSISTENT WITH A MANDATORY CONSUMER PROTECTION LAW IN YOUR JURISDICTION, THAT MANDATORY LAW SHALL GOVERN TO THE EXTENT OF THE INCONSISTENCY.
28.6 No Class Action Damages. Even if a class action or representative action is permitted to proceed notwithstanding the class-action waiver in Section 33.5, the Operator's aggregate liability in any such action shall be calculated based on individual claims, not the aggregated claims of all class members, and shall be subject to the cap in Section 28.2.
29. Indemnification
29.1 Indemnification Obligation. You agree, to the fullest extent permitted by applicable law, to defend, indemnify, and hold harmless each of the Released Parties from and against any and all claims, demands, actions, proceedings, investigations, losses, liabilities, damages (including direct, indirect, consequential, special, and punitive damages), costs, expenses (including reasonable attorneys' fees, court costs, expert fees, and settlement costs), penalties, fines, judgments, and settlements arising out of, related to, or resulting from:
(a) Your access to or use of the Services, including use of the Smart Contracts, Frontend Application, APIs, storage systems, oracle services, or any other component;
(b) Your User Content, including claims that Your User Content infringes or violates any third party's intellectual property rights, privacy rights, personality rights, moral rights, or any other rights;
(c) Your violation of these Terms, including any representations and warranties made herein;
(d) Your violation of any applicable law, regulation, rule, governmental order, or third-party rights, including intellectual property rights, privacy rights, contractual rights, or consumer protection rights;
(e) Your submission of fabricated, false, fraudulent, defamatory, or otherwise harmful evidence, ratings, proof of work, or other Content through the Services;
(f) Your exploitation of any vulnerability, bug, or defect in the Smart Contracts or Platform for personal gain or to the detriment of other Users;
(g) Your deployment or distribution of unauthorized, counterfeit, fraudulent, or deceptive derivatives of the Platform that harm Users or third parties;
(h) Any dispute, claim, or proceeding arising between You and any Counterparty in connection with a freelance agreement, escrow arrangement, arbitration proceeding, or any other interaction facilitated through the Services;
(i) Your unauthorized use of the Marks or other intellectual property of the Operator;
(j) Your fraud, intentional misconduct, willful wrongdoing, or bad faith in connection with the Services;
(k) Your breach of any warranty or representation made in these Terms;
(l) Your violation of any applicable sanctions laws, export control laws, or AML/CTF regulations;
(m) Claims by third parties arising from Your use of the Platform in violation of their rights; or
(n) Regulatory inquiries, investigations, or enforcement actions arising from Your use of the Services.
29.2 Defense and Cooperation. The Operator reserves the right, at its option, to assume exclusive control over the defense and settlement of any claim subject to indemnification by You. You agree to cooperate fully with the Operator in the defense and resolution of any such claim, including by providing access to relevant records, testifying as required, and bearing Your own costs of cooperation. You may not settle any claim subject to this Section without the Operator's prior written approval. Any settlement You enter without Operator approval is void as against the Released Parties.
29.3 Exclusion for Operator Negligence. Notwithstanding Section 29.1, You are not obligated to indemnify the Released Parties for losses, liabilities, or damages arising solely and directly from the Operator's own gross negligence, willful misconduct, or intentional fraud, to the extent such an indemnification obligation would be unenforceable under applicable law. This carve-out is intended only to the extent required by applicable law and does not otherwise limit the scope of Your indemnification obligations.
30. Suspension and Termination
30.1 Operator's Rights. The Operator reserves the right, in its sole and absolute discretion, at any time and for any reason or no reason, with or without prior notice, to:
(a) suspend, restrict, rate-limit, or terminate Your access to the Services or any part thereof;
(b) suspend, restrict, or terminate any feature, function, API, or component of the Services;
(c) disable, moderate, or remove User Content that violates these Terms or applicable law;
(d) modify, discontinue, or terminate the Services in whole or in part, temporarily or permanently; or
(e) take any other technical, legal, or operational action the Operator deems necessary to protect the integrity, security, or availability of the Services or to protect Users, third parties, or the Operator.
30.2 Grounds for Immediate Action. Without limiting Section 30.1, the following may result in immediate suspension or termination without prior notice: (a) material or repeated violation of these Terms; (b) fraudulent, abusive, harassing, or harmful activity; (c) receipt of a lawful order, legal demand, or law enforcement request; (d) activity that poses an imminent security risk to the Services or other Users; (e) suspected money laundering, sanctions violations, or financial crime; (f) Smart Contract exploitation attempts; or (g) unauthorized use of the Marks.
30.3 Effect of Termination. Upon any termination or suspension of Your access to the Services: (a) all licenses and rights granted to You under these Terms with respect to the Services immediately terminate; (b) You remain bound by all provisions of these Terms that survive termination; (c) outstanding blockchain Transactions confirmed before termination remain immutable and unaffected; (d) termination does not affect any right of action the Operator may have against You; and (e) the Operator has no obligation to refund any amounts paid or to compensate You for any loss arising from termination.
30.4 No Liability for Termination. The Operator shall not be liable to You or any third party for any termination or suspension of Your access to the Services, regardless of the reason, including if such termination causes financial loss, harm to Your reputation, or loss of business opportunities.
30.5 Survival. The following Sections survive any termination or expiration of these Terms and continue in full force: Sections 1 (Definitions), 5 (Intellectual Property), 6 (Apache-2.0 Relationship), 7 (User Content), 8 (Feedback), 9 (Blockchain and Smart Contracts), 10 (Escrow Workflow), 11 (Arbitration Features), 12 (Reputation System), 13 (Marketplace Disclaimers), 14 (Financial Platform Protections), 15 (No Fiduciary Relationship), 16 (Anti-Fraud), 17 (Decision-Making Disclaimer), 18 (AI and Automation), 19 (Storage), 20 (Oracle), 22 (Privacy), 23 (Security), 24 (Third-Party Services), 25 (No Professional Advice), 27 (Disclaimers of Warranties), 28 (Limitation of Liability), 29 (Indemnification), 32 (DMCA), 33 (Governing Law and Dispute Resolution), and 34 (General Provisions).
31. Modifications to the Services and These Terms
31.1 Service Modifications. The Operator reserves the right, at any time and in its sole discretion, to: (a) modify, update, add, remove, or deprecate any feature, function, API, integration, network support, or component of the Services; (b) suspend or discontinue any portion of the Services, temporarily or permanently; (c) change the technical requirements for accessing the Services; (d) change supported blockchain networks or smart contract deployments; (e) change Third-Party Service integrations; (f) introduce pricing, fees, subscriptions, or billing for any feature; and (g) change any policy, procedure, or technical standard applicable to the Services.
31.2 Modifications to These Terms. The Operator reserves the right to modify these Terms at any time. Modifications will be communicated by updating the "Last Updated" date at the top of this document and, for material changes, by posting a notice on the Platform or otherwise notifying You. Your continued access to or use of the Services following the effective date of any modification constitutes Your acceptance of the modified Terms. If You do not agree to modified Terms, You must immediately cease using the Services.
31.3 No Obligation to Maintain. The Operator is under no obligation to maintain, update, support, host, or continue to operate any aspect of the Services. The Operator may discontinue the Services entirely, at any time, without liability to any User.
32. DMCA and Copyright Complaints
32.1 DMCA Notice. The Operator responds to valid notices of alleged copyright infringement in accordance with the Digital Millennium Copyright Act ("DMCA"), 17 U.S.C. § 512. The Operator has designated or intends to designate a registered agent with the United States Copyright Office pursuant to 17 U.S.C. § 512(c)(2). Until such registration is confirmed, DMCA notices should be directed to the contact information in Section 35. The Operator's entitlement to the DMCA safe harbor is subject to maintaining applicable statutory conditions including agent registration. To submit a DMCA takedown notice, send a written communication to the address in Section 35 containing:
(a) identification of the copyrighted work claimed to have been infringed;
(b) identification of the allegedly infringing material, including its location in the Services with sufficient specificity to permit the Operator to locate it;
(c) Your contact information (name, address, telephone number, and email address);
(d) a statement that You have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
(e) a statement that the information in the notice is accurate, and under penalty of perjury, that You are the copyright owner or authorized to act on the owner's behalf; and
(f) Your physical or electronic signature.
32.2 Counter-Notice. If You believe that Content was removed or disabled in response to a DMCA notice by mistake or misidentification, You may submit a counter-notice pursuant to 17 U.S.C. § 512(g)(3). Submission of a false counter-notice may result in legal liability.
32.3 Repeat Infringers. The Operator may, in its sole discretion, suspend or terminate access to the Services for Users who are repeat infringers of third-party copyright or other intellectual property rights.
32.4 Limitation on Immutable Content. DMCA takedown notices cannot result in the removal of Content recorded on a public blockchain or permanently pinned to a decentralized storage network. The Operator will disable or remove such Content from the Frontend Application to the extent technically feasible, but it cannot delete or alter immutable on-chain or decentralized storage records.
32.5 False Notices. Knowingly submitting a materially false DMCA notice or counter-notice may expose You to civil or criminal liability. The Operator may seek damages and legal fees against parties who submit knowing misrepresentations.
33. Governing Law, Venue, and Dispute Resolution
33.1 Governing Law. These Terms and any dispute arising out of or relating to these Terms, the Services, or the Platform shall be governed by and construed in accordance with the laws of the State of Oregon, United States of America, without regard to its conflict of law provisions.
33.2 Venue. Subject to the arbitration agreement in Section 33.3, You agree that any legal action or proceeding arising out of or relating to these Terms or the Services shall be brought exclusively in the state or federal courts of competent jurisdiction located in Lane County, Oregon, and You irrevocably consent to the personal jurisdiction and venue of such courts for such purposes.
33.3 Arbitration Agreement. PLEASE READ THIS SECTION CAREFULLY. IT MATERIALLY AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
(a) Agreement to Arbitrate. Except as provided in Section 33.4, You and the Operator agree to resolve any dispute, claim, controversy, or difference arising out of or relating to these Terms, the Services, or the Platform (including disputes regarding the existence, validity, formation, interpretation, breach, or enforceability of these Terms) exclusively through final and binding individual arbitration. If the parties cannot agree on an arbitration provider within thirty (30) days of a written demand for arbitration, arbitration shall be administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, as modified by these Terms.
(b) Pre-Arbitration Notice. Before initiating arbitration, You must send a written notice of Your claim to the Operator at the contact information in Section 35, describing the nature of Your claim and the relief sought. The Operator must send a written notice of any claim to Your email address on file. The parties shall attempt to resolve the dispute informally for thirty (30) days from receipt of such notice before initiating arbitration.
(c) Arbitrator's Authority. The arbitrator shall have authority to award the same remedies and relief as a court of competent jurisdiction, subject to the limitations in these Terms. The arbitrator shall not have authority to award punitive damages except as permitted by applicable law and consistent with these Terms.
(d) Location. Arbitration shall be conducted remotely by video conference or telephone where available. If in-person proceedings are required, they shall be held in Lane County, Oregon, United States.
(e) Costs and Fees. Each party shall bear its own attorneys' fees and costs in arbitration, subject to the arbitrator's authority to award fees and costs as permitted by applicable law and the applicable arbitration rules.
(f) Finality. The arbitrator's award shall be final, binding, and non-appealable except as permitted by applicable arbitration law, and may be entered as a judgment in any court of competent jurisdiction.
(g) Confidentiality. Arbitration proceedings, including filings, evidence, testimony, and awards, shall be confidential to the maximum extent permitted by applicable law.
33.4 Exceptions to Arbitration. Notwithstanding Section 33.3: (a) either party may seek emergency injunctive or other provisional equitable relief in a court of competent jurisdiction to prevent irreparable harm or preserve the status quo pending the conclusion of arbitration; (b) claims for infringement of intellectual property rights, including trademark, copyright, patent, and trade secret claims, may, at the Operator's option, be pursued in any court of competent jurisdiction; and (c) claims within the jurisdictional limits of small claims court may be brought in small claims court rather than arbitration.
33.5 Class-Action Waiver. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND THE OPERATOR EACH WAIVE THE RIGHT TO PARTICIPATE IN ANY CLASS ACTION LAWSUIT, CLASS-WIDE ARBITRATION, CONSOLIDATED ARBITRATION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING. ALL DISPUTES SHALL BE RESOLVED EXCLUSIVELY ON AN INDIVIDUAL BASIS. IF A COURT OR ARBITRATOR FINDS THAT THE CLASS-ACTION WAIVER IS UNENFORCEABLE IN A PARTICULAR CASE, THE ARBITRATION AGREEMENT SHALL NOT APPLY TO THAT CASE, AND IT SHALL PROCEED IN COURT UNDER SECTION 33.2 WITHOUT A CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.
Notwithstanding the foregoing: (a) This class-action waiver does not apply to claims brought under California's Private Attorneys General Act (Labor Code §2698 et seq.) ("PAGA") or equivalent state statutes, to the extent courts have found such claims non-waivable; (b) This waiver does not apply to claims for public injunctive relief that a court of competent jurisdiction determines cannot be waived under applicable law (including under the McGill Rule as interpreted by California courts); and (c) This waiver does not apply to any statutory claim in Your jurisdiction whose waiver is prohibited by mandatory law. The Operator reserves all rights to contest whether any particular claim falls within these carve-outs.
33.6 Jury Trial Waiver. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND THE OPERATOR EACH IRREVOCABLY WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION, CLAIM, OR PROCEEDING ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES.
33.7 Time Limitation. ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES MUST BE FILED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. Claims not filed within this period are permanently barred, regardless of any applicable statute of limitations.
33.8 Choice of Law for Arbitration. The Federal Arbitration Act (9 U.S.C. §§ 1 et seq.) governs the interpretation and enforcement of Section 33.3, notwithstanding the general governing law provision in Section 33.1.
33.9 Consumer Arbitration Rules. If You are a natural person using the Services primarily for personal, family, or household purposes (a "Consumer"), and if AAA arbitration applies under Section 33.3(a), arbitration shall be administered under the AAA Consumer Arbitration Rules, as modified by these Terms, rather than the AAA Commercial Arbitration Rules. In any consumer arbitration: (a) the Operator shall pay all AAA administrative filing fees, arbitrator fees, and hearing fees that exceed what You would pay to file a comparable lawsuit in court; (b) the arbitrator may award any remedy available in an individual court action; and (c) the arbitration will proceed in Your county of residence or remotely at Your election. This Section does not apply to disputes where You are acting in a commercial or business capacity.
33.10 Mass Arbitration. If twenty-five (25) or more similar claims are filed against the Operator by Claimants represented by the same or coordinated counsel within a 60-day period (a "Mass Arbitration Event"), the parties agree that all such claims shall be grouped into batches of fifty (50) claims per batch (or fewer if fewer remain), to be arbitrated sequentially in separate proceedings. The results of the first completed batch may be used by the parties to facilitate resolution of remaining batches. This batching procedure is intended to manage the administrative burden of mass arbitration and does not waive any right of any individual claimant.
33.11 EU/UK Mandatory Rights. If You are a resident of the European Union or the United Kingdom, nothing in these Terms — including the arbitration agreement, class-action waiver, governing law clause, or venue clause — is intended to deprive You of any mandatory consumer protection right or remedy guaranteed by the laws of Your country of residence that cannot be excluded or restricted by contract. In such cases, the mandatory law of Your jurisdiction applies to the extent of any conflict, without prejudice to the application of these Terms in all other respects.
34. General Provisions
34.1 Entire Agreement. These Terms, together with the Apache License (as applicable to the Licensed Code), the Privacy Policy, the Acceptable Use Policy, the Risk Disclosure, the Disclaimer, and any supplemental terms specifically provided for particular features or services (collectively, the "Agreement Documents"), constitute the entire agreement between You and the Operator with respect to the subject matter hereof, and supersede all prior and contemporaneous understandings, negotiations, representations, and agreements, whether written or oral. References in these Terms or the Agreement Documents to additional policies such as a DMCA Policy, Trademark Policy, Content Policy, Community Guidelines, or Cookie Policy refer to documents that the Operator may publish separately; to the extent any such document has not been published, the provisions of these Terms govern the relevant subject matter. In the event of any conflict among the Agreement Documents, these Terms and Conditions control, followed in order by the Privacy Policy, the Risk Disclosure, the Disclaimer, and the Acceptable Use Policy.
34.2 Severability. If any provision of these Terms is held to be invalid, illegal, unenforceable, or contrary to applicable law by a court or arbitrator of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it enforceable, or severed if it cannot be modified, and the remaining provisions shall continue in full force and effect.
34.3 Waiver. No failure or delay by the Operator to exercise any right, power, or remedy under these Terms shall operate as a waiver. No single or partial exercise precludes further or full exercise. Waivers must be in writing and signed by the Operator to be effective.
34.4 Assignment. You may not assign, transfer, delegate, or sublicense any of Your rights or obligations under these Terms without the Operator's prior written consent. Any purported assignment in violation of this Section is void. The Operator may freely assign, transfer, or delegate its rights and obligations under these Terms, including in connection with a merger, acquisition, corporate reorganization, asset sale, or change of control, without restriction.
34.5 Force Majeure. The Operator shall not be liable for any failure or delay resulting from events beyond its reasonable control, including without limitation: acts of God, natural disasters, pandemics, epidemics, war, terrorism, riots, civil unrest, fire, flood, earthquake, labor disputes, governmental actions, regulatory changes, blockchain network failures, consensus failures, protocol changes, power outages, internet infrastructure failures, denial-of-service attacks, cyberattacks, or actions of Third-Party Service providers.
34.6 Notices. Notices to the Operator shall be sent to the contact information in Section 35. Notices to You may be sent to Your email address on file, via in-platform notification, or by posting on the Platform.
34.7 Headings. Section and subsection headings are for convenience only and shall not affect the interpretation or construction of these Terms.
34.8 No Third-Party Beneficiaries. Except with respect to the Released Parties in Section 29, these Terms do not create third-party beneficiary rights in any person or entity not a party to these Terms.
34.9 Relationship of the Parties. The relationship between You and the Operator is solely that of independent contracting parties. Nothing in these Terms creates any partnership, joint venture, agency, franchise, employment, or fiduciary relationship.
34.10 Remedies Cumulative. The Operator's rights and remedies under these Terms are cumulative and not exclusive of any other rights or remedies available at law or in equity.
34.11 Language. These Terms are drafted in English. In the event of any inconsistency between an English version and any translation, the English version controls.
34.12 Electronic Acceptance. By accessing or using the Services in any manner, You agree that electronic acceptance is legally binding and equivalent to a written signature. You waive any right to assert that these Terms are unenforceable on the basis that they were accepted electronically.
34.13 Operator Identity. These Terms are entered into with the individual or entity operating the TrustLedger Platform, which may be a natural person, unincorporated association, or other legal entity as reflected in Section 35. The Operator makes no representation regarding the form of legal entity, its ability to be sued, or its liability profile. You should seek independent legal advice if You require certainty regarding the legal status of the party you are contracting with.
34.14 Notice of Electronic Contract Formation. These Terms are formed electronically. You acknowledge that You have had a reasonable opportunity to review these Terms before accepting them. While the Operator recommends that Users affirmatively acknowledge acceptance (e.g., by checking a box or clicking "I Agree"), the Operator also relies on the browsewrap notice provided through the Platform. YOU ACKNOWLEDGE THAT THE CONSPICUOUS POSTING OF THESE TERMS AND THE NOTICE THAT ACCESS CONSTITUTES ACCEPTANCE PROVIDES ADEQUATE NOTICE OF THE TERMS OF THIS AGREEMENT.
34.15 Statutory Rights Savings Clause. Nothing in these Terms is intended to limit, exclude, or waive any right or remedy that You may have under mandatory applicable law that cannot be excluded or waived by contract, including but not limited to: (a) statutory consumer protection rights; (b) implied statutory warranties or conditions that cannot be excluded by contract; (c) any right to seek redress from a court or administrative body for a claim that cannot lawfully be subject to mandatory arbitration; (d) any privacy right guaranteed by mandatory applicable law; or (e) any other right that cannot lawfully be contracted out of. Where any provision of these Terms conflicts with such mandatory rights, that provision is modified or severed to the minimum extent necessary to comply, and all other provisions remain in full force.
35. Contact Information
For questions about these Terms, to report potential violations, to submit DMCA notices, to report security vulnerabilities, or for other inquiries:
TrustLedger Email: kevinle3212@gmail.com Repository: https://github.com/kevinle3212/TrustLedger Security Policy: See `SECURITY.md` in the repository for vulnerability reporting. DMCA Policy: See `DMCA_POLICY.md` for full takedown procedures. Privacy Policy: See `PRIVACY_POLICY.md`. Trademark Policy: See `TRADEMARK_POLICY.md`. Acceptable Use Policy: See `ACCEPTABLE_USE_POLICY.md`. Risk Disclosure: See `RISK_DISCLOSURE.md`.
36. Version History
| Version | Date | Notes |
|---|---|---|
| 1.0.0 | June 9, 2026 | Initial publication. |
| 2.0.0 | June 9, 2026 | Major expansion: financial platform protections, no fiduciary |
| relationship, anti-fraud/due diligence, decision-making | ||
| disclaimer, AI/automation section, future features, expanded | ||
| definitions, strengthened indemnification and liability. | ||
| 3.0.0 | June 9, 2026 | Legal red-team hardening: PAGA/McGill carve-outs, mass |
| arbitration provision, consumer arbitration rules, EU/UK | ||
| mandatory rights, Operator fraud carve-out from liability cap, | ||
| gross negligence carve-out from indemnification, statutory | ||
| rights savings clause, AML/KYC clarification, money transmitter | ||
| disclaimer clarification, DMCA agent registration notice, | ||
| expanded survival clause, entire agreement document hierarchy, | ||
| electronic contract formation notice, operator identity | ||
| disclosure, §28.7 fraud carve-out, §28.8 consumer rights. |
These Terms and Conditions (Version 3.0.0) were last reviewed and updated on June 9, 2026, following a comprehensive legal red-team audit. By accessing or using the TrustLedger Platform or Services in any way, You acknowledge that You have had a reasonable opportunity to read these Terms, that You have read, understood, and agree to be legally bound by these Terms and Conditions in their entirety, and that You are entering into a legally binding agreement.