TERMS OF SERVICE

1. THIS IS A BINDING AGREEMENT BETWEEN YOU AND TOKENWORKS

These Terms of Service ("Terms" or "Agreement") are entered into between You and TokenWorks. These Terms govern your access to and use of the Site(s), interaction with our Smart Contracts either through the Site(s) or directly through the relevant Smart Contract network, and any other software, websites, applications, APIs, webtools, third-party tools, experiences, features, or functionalities provided on or in connection with the Site(s) and all successor Site(s) thereto (collectively, the "Services").

Without limitation, these Terms govern your voluntary use of our Site or Services – whether past, present or future – for any purpose, including to view, connect, or interact with our Smart Contracts, deploy or interact with any "Strategy," or to otherwise initiate any blockchain transactions using your digital wallet through the Site. By continuing to use the Services, connecting a wallet, or initiating any transaction, you ratify and reaffirm that all prior activity conducted through the Services is and has been subject to these Terms as if they had been in effect at the time such activity occurred.

For the purposes of these Terms, "you" includes both you, the individual person or entity, and any digital wallet that you act on behalf of or use to access the Services.

You acknowledge and agree that your access to and use of the Services is further governed by, and subject to, the technical specifications, operational descriptions, and explanatory materials provided at https://docs.tokenstrategy.com/ (the “Documentation”). The Documentation is incorporated by reference into these Terms. To the extent any description in the Documentation conflicts with these Terms, the publicly deployed Smart-Contract code shall control, followed by these Terms. You are solely responsible for reviewing the Documentation prior to deploying or interacting with any Strategy or Smart Contract and represent that you understand the functionality, parameters, and operational limitations described therein.

2. YOU ARE RESPONSIBLE FOR YOUR OWN WALLET

Your digital wallet address functions as your identity for purposes of the Services. You are solely responsible for maintaining the security of your wallet, private keys, seed phrases, and any associated credentials. TokenWorks does not and cannot access your wallet, recover lost keys, or reverse any transaction initiated from your address. All actions taken using your wallet, whether authorized by you or not, shall be deemed to be taken by you. You agree to promptly discontinue use of the Services and secure your wallet if you suspect any compromise, and you acknowledge that TokenWorks has no responsibility or liability for any unauthorized access to or use of your wallet.

3. MODIFICATIONS

TokenWorks reserves the right to change or modify these Terms or any aspect of the Services at any time in our sole discretion. If we make material changes, we will use reasonable efforts to provide notice of such changes, such as by updating the "Last Updated" date at the beginning of these Terms. TokenWorks is moving toward a purely deterministic, immutable Smart Contract deployment structure. TokenWorks reserves the right to modify its Smart Contract code or certain Smart Contract parameters or functionalities for the sole purpose of improving the Smart Contract functionality or user experience, in its sole discretion. Any future upgrades or parameter changes to TokenWorks-deployed Smart Contracts shall be disclosed through on-chain publication of the code, which will be made available through the Site or official TokenWorks communication channels. TokenWorks shall have no obligation to maintain any prior contract versions once upgraded.

By continuing to access or use the Services, you confirm your acceptance of the revised Terms effective as of the date they are updated. It is your sole responsibility to review these Terms periodically to ensure you understand the terms and conditions that apply when you access or use the Services.

To the extent any aspect of our Smart Contracts conflicts with these Terms, the publicly deployed Smart-Contract code shall control. Before invoking any Smart Contract function or performing any blockchain transaction, you will have the ability to review such transaction through Your digital wallet provider (i.e.,MetaMask). You represent and warrant that you have reviewed, understand, and consent to the operation of all Smart Contracts that you interact with through the Site.

In the event of a blockchain fork, upgrade, or migration, TokenWorks may determine, in its sole discretion, whether and how to support any resulting network or token. TokenWorks bears no responsibility for any loss, incompatibility, or duplication of assets arising from such events.

4. LEGAL CAPACITY TO USE THE SERVICES

You expressly represent and warrant that you have the right, authority, and capacity to enter into this Agreement on behalf of yourself and any third-party individual, entity, or digital wallet for which you are acting. You must be over the age of majority in your jurisdiction and at least thirteen (13) years old. Users under eighteen (18) may only use the Services through a parent or guardian who separately agrees to these Terms.

If you use our Services on behalf of another person, a company, partnership, protocol, smart contract, DAO, project, or other entity, "you" includes both you and that entity, and you represent that (i) you are authorized to bind the entity to these Terms, (ii) you are authorized to initiate blockchain transactions on its behalf, and (iii) you agree to these Terms on the entity's behalf.

5. YOUR LEGAL RESPONSIBILITIES

You are solely responsible for determining, understanding, and discharging any legal obligations applicable to your use of the Services, including compliance with tax, securities, sanctions, and anti-money-laundering laws. TokenWorks is not responsible for determining, withholding, or remitting any taxes or fees associated with your use of the Services or any blockchain transaction. You agree not to use our Smart Contracts in any manner that violates applicable law. Nothing in these Terms, or any statements from TokenWorks, including statements made through the official TokenWorks X (formerly Twitter) account (@token_works) should be construed as legal, tax, or investment advice.

6. DATA PRIVACY

All blockchain interactions are publicly viewable on their respective networks. By using the Services, you understand that your wallet address and transaction data may be publicly accessible and permanently recorded on the blockchain. TokenWorks does not control and cannot delete or obscure such information.

7. THE SERVICES RELY ON EXPERIMENTAL TECHNOLOGIES

The Services interact with public blockchains, including but not limited to Ethereum, Ethereum Layer-2 (L2) Networks, and other networks, protocols, and smart contracts not designed by or controlled by TokenWorks (i.e., Base and Monad). These networks may involve the operation of self-executing smart contracts that are deterministic, irreversible, and under the control of third-parties. TokenWorks provides tools to enable voluntary interaction with these technologies through compatible digital wallets. Your use of these technologies involves significant risks—including hacks, Smart Contract vulnerability, malicious actors deploying or interacting with Strategies, Sybil attacks, exploits, bugs, and regulatory uncertainty—for which TokenWorks has no control and bears no responsibility. TokenWorks does not and cannot guarantee uninterrupted access, error-free operation, functionality, or compatibility of any smart contracts, assets, or protocol to which any of our Smart Contracts interact, invoke, or otherwise functionally depend upon, nor does it guarantee that other users of the Smart Contracts will not engage in malicious or deceptive behavior. You acknowledge that all blockchain transactions are final and irreversible, that transaction fees ("Gas Fees") are set by network demand, and that TokenWorks has no control over Gas fees. TokenWorks does not and cannot verify or confirm the authenticity, source, or success of any blockchain transaction initiated through the Services. You are solely responsible for ensuring that all transaction data, wallet addresses, smart contract interactions are accurate. TokenWorks disclaims all liability for failed, stuck, or front-run transactions, including those affected by network congestion, maximal extractable value (MEV), malicious third parties, or third-party RPC node errors. The Services are experimental prototypes provided solely for educational, artistic, and informational purposes. TokenWorks makes no representations that the Services will operate in any particular manner or produce any economic return. You acknowledge that the Services are not deployed for profit generation, investment solicitation, or speculative trading.

8. THE TOKENWORKS SMART CONTRACTS ARE NON-CUSTODIAL

TokenWorks' Smart Contracts are non-custodial and autonomous. Once deployed, we no longer take control or manage any deployed Smart Contract. You retain full custody and control of your digital wallet and deployed smart contracts. TokenWorks never takes possession of or controls any User assets or private keys. TokenWorks never has custody or possession of any of your assets or any NFT assets held within any Strategy protocol. TokenWorks will never ask for or require knowledge of your private keys. TokenWorks does not act as an intermediary, broker, money-services business, or fiduciary.

The Services merely enable interactions with on-chain protocols. TokenWorks does not intermediate trades, store funds, or manage Strategy parameters. TokenWorks does not execute, match, route, clear, or settle any trades, swaps, or orders; all such transactions occur directly on the applicable blockchain or third-party protocol between You and other participants. The parameters of any given Strategy are controlled by, or at the direction of, the person or entity that caused the deployment of the given Strategy. You understand and agree that all transactions initiated through your wallet are voluntary transaction executed directly by You on-chain and are completely outside TokenWorks’ control once submitted. All transactions are final and irreversible. TokenWorks disclaims any responsibility for the outcome of any transaction performed by You using the Services. TokenWorks is not, and the Services are not operated as, a securities or commodities exchange, alternative trading system, broker-dealer, swap execution facility, clearing agency, or money transmitter, and nothing in the Services constitutes order routing, trade execution, clearing, settlement, or brokerage activity.

TokenWorks may facilitate access to third party Smart Contracts or services through the Site. TokenWorks assumes no duty to facilitate access to, maintain, or otherwise make available for you to use any particular functions or aspects of the Smart Contracts. You understand and agree that you are able to make full technical use of our Smart Contracts, and your deployed Smart Contracts, without using the Site and that you do not need to rely upon the Site or Services to make use of our Smart Contracts, any Strategy, or any of your assets.

9. NO AFFILIATION WITH UNDERLYING PROJECTS OR TECHNOLOGIES

TokenWorks is not affiliated with or endorsed by any individual Strategy deployer, NFT collection, creator, intellectual property, or marketplace that may use TokenWorks Services or Smart Contracts in connection with a Strategy. Any references by TokenWorks to any NFT collections, projects, or recognizable intellectual property are for nominative and descriptive purposes only. TokenWorks makes no representations or warranties regarding any third-party collection or its smart contracts, and cannot ensure that third-party contracts will remain functional or compatible with the Strategies.

TokenWorks does not review, monitor, validate, curate, or verify any names, tickers, symbols, metadata, images, collection references, artwork, branding, or other content selected, uploaded, or referenced by users in connection with any Strategy, Smart Contract, token, or digital asset displayed on the Site. Any appearance of a third-party trademark, service mark, brand, collection name, NFT project, or other indicia of source is solely the result of user action. TokenWorks expressly disclaims all responsibility and liability for any alleged or actual infringement, dilution, misappropriation, or violation of third-party intellectual-property rights arising from user-generated or user-selected content, including token names, ticker symbols, metadata, images, branding elements, or NFT collection references. You acknowledge and agree that TokenWorks does not police or enforce third-party intellectual-property rights on your behalf and has no obligation to do so. TokenWorks makes no representation regarding the legality or authorization of any content associated with any Strategy.

10. USER CONSENTS TO PROGRAMMATIC OPERATIONS AND FEES

By using the Services and interacting with any Strategy or Smart Contract, you acknowledge, understand, and expressly consent to the automated, programmatic, and autonomous operation of the Smart Contracts and respective Strategies. You authorize their execution and consent to all conceivable resulting outcomes, calculations, outputs, functionalities, or effects, including but not limited to fees, transfers, mints, burns, token issuances, NFT listings, offers, NFT purchases or sales, redistributions, reallocations, or any other on-chain actions defined or enabled by the applicable Smart Contract, which may be initiated by other users in any manner permitted by the relevant Smart Contract.

These operations may include, without limitation: (i) minting, issuing, burning, or purchasing tokens or NFTs; (ii) selling, swapping, listing, buying, offering, burning, or transferring tokens or NFTs; (iii) burning or otherwise permanently removing digital assets from circulation; (iv) redistributing, reassigning, or reallocating assets or tokens pursuant to the logic of the applicable Smart Contract; (v) interacting with decentralized exchanges or liquidity pools; (vi) triggering or settling any other on-chain transactions or protocol-defined outcomes; (vii) paying fees.

You further acknowledge and agree that: (a) All Smart Contract operations are self-executing, irreversible, and final, and TokenWorks has no ability to reverse, modify, or cancel any transaction once submitted to the blockchain; (b) Strategies are open-source, permissionless systems that operate solely according to their code, and TokenWorks cannot halt, alter, or intervene in their execution; (c) The Smart Contracts may calculate, deduct, or require payment of network transaction fees (“Gas Fees”) or other programmatic fees, which are determined by blockchain network conditions and are outside TokenWorks’ control; (d) Certain Strategies or Smart Contracts may include embedded fee mechanisms, royalties, commissions, or other programmatic deductions automatically distributed to predefined addresses designated by third parties or wallets as encoded in the Smart Contract; (e) TokenWorks does not control, receive, or direct any such fees unless expressly stated in the relevant Smart Contract code; and (f) All values, conversions, exchange rates, and market conditions affecting any digital asset are volatile, independent of TokenWorks, and beyond its influence.

By initiating any transaction, connecting a wallet, or interacting with any Smart Contract through the Services, you represent that you have reviewed and understood the Smart Contract functions, parameters, and fee logic, and that you voluntarily assume all risks associated with those operations—including potential loss of funds, errors in execution, or unintended results arising from automated code execution, market fluctuations, or user input.

11. NO PARTNERSHIP OR AFFILIATION

All users of the Services—including but not limited to deployers of Strategies, developers, holders or users of Strategy tokens, and participants in any coordinated on-chain or off-chain activity—act independently and on their own behalf. Your access to or interaction with the Services, Smart Contracts, or any Strategy does not create or imply any partnership, joint venture, agency, employment, fiduciary, or other relationship of trust, reliance, or association between you and TokenWorks, or between You and any users of the Services. TokenWorks provides non-custodial, autonomous tools that may enable or facilitate user interaction, coordination, or shared participation in Strategies or other Smart Contracts. Such functionality is purely technological and does not give rise to any shared ownership, control, management, or liability between TokenWorks and any user, or among users themselves, or among users themselves and does not create any obligations, duties, or responsibilities for TokenWorks with respect to any community, group, promoter, proponent, or organizer that elects to use Strategy tokens in connection with its activities.

Users who deploy Strategies or Smart Contracts through the Services do so solely in their individual capacity and assume full responsibility for the functionality, configuration, compliance, and consequences of those deployments and assume the risk of use of the Site and Smart Contracts. TokenWorks does not endorse, supervise, audit, or guarantee any user-deployed Strategy, Smart Contract, or token and bears no responsibility for their operation, outcomes, or effects, and makes no commitments, promises, or representations that any Strategy, Smart Contract, or token will integrate with, support, interoperate with, or be compatible with any third-party token, smart contract, network, community coin, ecosystem token, or project now or in the future.

Any governance, voting, or coordination features accessible or expressible through the Services are provided merely as neutral technical mechanisms. They do not confer decision-making authority, fiduciary obligations, or partnership status on TokenWorks or any other participant. All actions taken through or in connection with the Services are voluntary, autonomous, and undertaken at the user’s own risk, and no community organizer, promoter, leader, or participant shall be deemed to act on behalf of TokenWorks or to possess any authority to bind or speak for TokenWorks in any manner.

12. MARKET AND THIRD-PARTY INDEPENDENCE

The Services may facilitate access to decentralized exchanges, NFT marketplaces, or other protocols that operate independently of TokenWorks. TokenWorks does not control, endorse, or assume responsibility for the operation of such platforms. You are solely responsible for evaluating the legitimacy, safety, and functionality of any external services you use in connection with the Services or any Strategies deployed using the Services.

13. INSIDER INFORMATION AND MARKETING CONDUCT

You agree not to use or share non-public information about Strategy deployments, token launches, or configuration details to trade, speculate, or otherwise seek profit. If you deploy, configure, or exercise control over a Strategy, you acknowledge that your own intention to deploy, the timing of deployment, your decisions, and the parameters of deployment constitute non-public information until such information is visible on-chain, and you agree not to trade, purchase, sell, or otherwise position yourself or others in anticipation of, or prior to, public on-chain disclosure of that information. You further agree not to front-run, back-run, manipulate, or otherwise exploit any market, liquidity pool, or participant based on such information. You further agree not to market or promote any Strategy or token as an investment, profit opportunity, or security. All marketing and communications are your sole responsibility, and TokenWorks disclaims all liability for user or third-party statements.

14. NON-RELIANCE

You represent that you are knowledgeable and experienced in blockchain technology and digital assets. You have conducted your own independent investigation of the Services and Smart Contracts and have not relied upon any statement, omission, or representation by TokenWorks other than those expressly set forth in these Terms. You understand that Strategies are experimental protocols and may fail, perform unpredictably, or be exploited. You assume all associated risks.

15. ACCESSING AND USING THE SERVICES

Access to the Services requires a compatible digital wallet. By connecting a wallet, you represent that you are its lawful owner and that you are solely responsible for safeguarding your private keys and seed phrase. TokenWorks has no control over and cannot assist with lost keys, compromised wallets, or unauthorized access. Your wallet and all assets therein are your exclusive responsibility.

16. THE SERVICES ARE TOKENWORKS' PROPERTY

You acknowledge and agree that TokenWorks owns all legal rights, title, and interest in and to the Site, documentation, the proprietary components of the Services, and all trademark interests in the names TokenWorks, NFTStrategies, and the ticker suffix $STR. TokenWorks retains intellectual-property rights in the Site, Services, Smart Contract, source code, designs, and trademarks, subject to any applicable open-source licenses. Your use of the Services does not grant you any ownership or license rights except as expressly stated herein. Certain components of the Services may be released under open-source licenses. To the extent you submit code, comments, ideas, or other contributions to TokenWorks, whether through public statements or a repository or open-source project, you grant TokenWorks and the public a perpetual, irrevocable, worldwide, non-exclusive, royalty-free license to use, modify, and distribute such contributions. You agree not to assert any intellectual-property claim against TokenWorks or other users arising from their lawful use of such open-source materials.

17. TOKENWORKS CONTROLS THE SITE

TokenWorks may modify, upgrade, suspend, discontinue, delist, or restrict any aspect of the Services, including the Site, user interface, APIs, analytics, rankings, discovery features, or any Strategy, at any time and for any reason, without notice or liability. TokenWorks has no obligation to maintain, support, or continue to offer any particular feature, view, endpoint, or integration, and any such change shall not affect the on-chain operation of any Smart Contract.

You acknowledge that TokenWorks does not verify or curate User Content. You bear sole responsibility for obtaining all necessary rights to any User Content referenced by or embedded in any Strategy, token, or Smart Contract visible or accessible through the Site. You further acknowledge and agree that you assume all risk associated with interacting with, purchasing, acquiring, or relying upon any Strategy, token, NFT, or Smart Contract that may contain, reference, display, or be associated with infringing, unauthorized, or improperly licensed intellectual property, and that TokenWorks has no obligation to screen, review, investigate, or police such material.

18. LICENSE TO USE THE SERVICES

TokenWorks grants you a limited, non-exclusive, non-transferable, revocable, and non- sublicensable license to access and use the Services solely in accordance with these Terms.Your license is conditioned upon lawful use. TokenWorks reserves the right to suspend or restrict access at any time for any reason, including suspected violation of these Terms or applicable law.

19. LICENSE TO TOKENWORKS

By uploading, inputting, selecting, generating, configuring, or otherwise submitting any names, titles, labels, tickers, symbols, descriptions, metadata, images, artwork, graphics, icons, text, traits, audiovisual materials, branding elements, or any other content (“User Content”) to or through the Services in connection with any Strategy, Smart Contract, or information that you display on the Site, you hereby grant TokenWorks a worldwide, non-exclusive, royalty-free, fully paid, transferable, sublicensable license to host, store, reproduce, display, perform, publish, distribute, transmit, modify (solely for formatting or technical display purposes), and otherwise use such User Content as necessary or useful to operate, provide, display, improve, promote, and document the Services, including the rendering of Strategy pages, indexes, leaderboards, analytics, historical views, search results, and any other user-interface or technical functions. This license survives for as long as the User Content appears on or is needed to operate the Services and includes the right for TokenWorks to make backup copies, cache content, and permit third-party infrastructure providers (including hosting, indexing, caching, analytics, and partners) to exercise these rights on TokenWorks’ behalf.

20. TAKEDOWN POLICY

This Section governs requests to remove or disable access to User Content displayed on the Site. TokenWorks may remove, disable, hide, or modify the display of User Content on the Site at any time. Such actions apply only to Site-hosted or Site-rendered content. Removal from the Site does not affect any Strategy, transaction, Smart Contract, or state of the blockchain. TokenWorks cannot modify, remove, halt, interfere with, or reverse any of Your on-chain deployments.

TokenWorks complies with the Digital Millennium Copyright Act (“DMCA”). Copyright holders may submit a notice to inquire@token.works that includes:

1. Identification of the copyrighted work claimed to be infringed;
2. Identification of the material claimed to be infringing and its location on the Site;
3. Contact information of the complaining party;
4. A statement of good-faith belief that the use is unauthorized;
5. A statement, under penalty of perjury, that the information is accurate and the complaining party is authorized to act; and
6. A physical or electronic signature.

Notices that do not satisfy 17 U.S.C. §512(c)(3) may be rejected. Users whose Site-hosted content is removed pursuant to a DMCA notice may send a counter-notification consistent with 17 U.S.C. §512(g). TokenWorks may restore the material unless the copyright claimant initiates a court proceeding.

Trademark complaints must be submitted to inquire@token.works and must include:

1. Proof of ownership of a valid, enforceable trademark registration;
2. If you are reporting on behalf of a third party, a power of attorney authorizing you to send complaints on behalf of such third party;
3. Identification of the specific Site-hosted User Content at issue;
4. A detailed explanation demonstrating consumer confusion, supported by:
   • documentary evidence of real user confusion (screenshots, reports, surveys), and
   • an explanation of how the User Content causes confusion regarding source, sponsorship, affiliation, or endorsement;
5. A sworn statement that the complaint is made in good faith after reasonable investigation; and
6. Acknowledgment that TokenWorks cannot remove, alter, or interfere with any on-chain Strategy or Smart Contract.

Requests that rely solely on similarity of names, themes, aesthetics, or speculation about confusion may be rejected without review. TokenWorks evaluates trademark complaints in its sole discretion. TokenWorks may decline to act where: (i) the dispute is between users, (ii) the evidence does not demonstrate actual confusion, (iii) the use appears descriptive, nominative, parody, or commentary, or otherwise fair use. TokenWorks is not an arbiter of trademark disputes and has no obligation to enforce trademark rights on behalf of any party.

TokenWorks may, at any time and in its sole discretion, remove, disable, hide, or restrict the display of any User Content on the Site that TokenWorks determines, whether through automated or manual review, to be unlawful, abusive, harassing, defamatory, hateful, fraudulent, deceptive, violent, sexually explicit, pornographic, or otherwise inappropriate, including any content involving minors or content that exploits, endangers, or depicts harm to children. TokenWorks may also remove any content that promotes self-harm, violence, or other conduct that TokenWorks reasonably believes creates risk to users or the public. These actions apply solely to Site-hosted or Site-rendered content and do not extend to any Smart Contract or Strategy deployed on-chain, which TokenWorks cannot modify, remove, or interfere with.

By using the Services, you agree and acknowledge that:

• TokenWorks may remove, disable, or hide Site-hosted User Content at its discretion;
• TokenWorks has no obligation to take action unless required by applicable law;
• TokenWorks’ actions are limited to the Site and do not extend to on-chain systems;
• TokenWorks’ implementation of this Policy does not constitute legal advice, endorsement of claims, or acceptance of liability.

21. INCIDENT REPORTING

TokenWorks encourages the responsible disclosure of security vulnerabilities. If you believe you have discovered a potential vulnerability or security issue, please report it by contacting inquire@token.works. Unless explicitly stated, TokenWorks does not offer any form of bounty or compensation for such disclosures.

22. YOU MUST OBEY THE LAW

You agree to use the Services only in compliance with all applicable laws, including those governing securities, commodities, money transmission, anti-money-laundering, and sanctions. You further agree not to: (i) use the Services for illegal, fraudulent, or unauthorized purposes; (ii) distribute malware or harmful code; (iii) misrepresent affiliation with TokenWorks or any NFT project; (iv) interfere with network operations or engage in Sybil or denial-of-service attacks; (v) manipulate market activity; (vi) use the Services in any way that violates sanctions administered by the U.S. Department of Treasury's Office of Foreign Assets Control ("OFAC") or any other applicable authority; (v) use the Services for any harmful, deceitful, or unlawful purpose; (vi) or attempt to interact with the Site or Smart Contracts for the purpose of unjustly enriching yourself at the expense of others.

In addition to all other obligations in these Terms, you agree that you will not, in connection with the Services or any Strategy: (i) engage in fraud, deception, or misrepresentation; (ii) operate or participate in wash trading, spoofing, layering, pump-and-dump schemes, or any other form of market manipulation; (iii) deploy, promote, or facilitate Strategies intended primarily to defraud, steal from, or otherwise harm other users; (iv) engage in phishing, spamming, or attempts to obtain private keys, seed phrases, or other sensitive credentials from any person; (v) upload or reference malware, malicious contracts, or code intended to interfere with the operation of any wallet, protocol, or network; or (vi) use the Services in any manner that attempts to circumvent, disable, or abuse any limits, filters, or controls implemented by TokenWorks.

23. PROHIBITED PERSONS

The Services may not be used in any jurisdiction where their use would be unlawful or require registration or licensing of TokenWorks. TokenWorks reserves the right to restrict access by IP geolocation or wallet address where legally required. You represent and warrant that you are not: (i) located in, ordinarily resident in, or organized under the laws of any jurisdiction subject to a comprehensive U.S. Government embargo ("Embargoed Jurisdiction"); (ii) identified on any U.S. or international sanctions list, including OFAC's Specially Designated Nationals list; or (iii) acting for or on behalf of any such prohibited person or entity. TokenWorks may block or restrict your access to the Services if it believes you have violated any aspects of these Terms.

24. THIRD-PARTY SERVICES

The Services may include links or functionality connecting to third-party websites, smart contracts, or applications ("Third-Party Services"). TokenWorks does not review, endorse, or control these Third-Party Services and is not responsible for their content or performance. You use all Third-Party Services at your own risk and are subject to their respective terms and conditions.

25. USER FEEDBACK

You may provide comments, bug reports, or other feedback about the Services ("Feedback"). You grant TokenWorks a perpetual, irrevocable, non-exclusive, royalty-free, worldwide license to use and disclose your Feedback for any purpose without compensation.

26. NO INVESTMENT OR FINANCIAL ADVICE

All information made available through the Services or by TokenWorks is for informational purposes only. TokenWorks does not provide investment, financial, tax, or legal advice. You acknowledge that no Strategy token constitutes a security, investment contract, or financial instrument under applicable law, and that your participation in any Strategy is at your sole risk. No token, NFT, or digital item associated with the Services is offered or sold by TokenWorks as an investment or security. The Services do not constitute an offer to sell or the solicitation of an offer to buy any financial instrument. Users are solely responsible for determining whether their use of any token complies with applicable laws in their jurisdiction. Any competitive, leaderboard, or reward functionality associated with the Services is intended solely for entertainment and experimentation. No feature or outcome within the Services should be interpreted as a financial reward, staking mechanism, investment return, or promise of profit. TokenWorks does not guarantee that any tokens, NFTs, or digital items have or will ever have monetary value.

You acknowledge and agree that the Site may display prices, charts, historical data, graphs, analytics, rankings, performance summaries, market information, or other financial or quasi-financial data. All such information is provided solely for informational and descriptive purposes, may be incomplete, inaccurate, delayed, incorrect, interrupted, or unavailable, and is furnished without any warranties of any kind, express or implied. TokenWorks does not verify, audit, or confirm the accuracy, reliability, timeliness, or completeness of any displayed data and makes no representation that such information reflects real-time or actual market conditions. You agree that you will not rely on any such information to make financial, investment, trading, or transactional decisions, and that any use of such information is entirely at your own risk. TokenWorks does not undertake any obligation to update, correct, or continue to display any such information, and no communication or silence by TokenWorks regarding displayed data creates any duty to monitor markets or act for your benefit.

27. REPRESENTATIONS AND WARRANTIES

By deploying, configuring, or otherwise making available any Strategy, Smart Contract, or on-chain mechanism through the Services, you represent and warrant to TokenWorks that: (i) You have full right, title, authority, and capacity to create, deploy, configure, and make available such Strategy; (ii) You are the lawful owner of, or are duly authorized by the lawful owner or controller of, each Smart Contract, Strategy contract, or on-chain mechanism that you deploy, reference, or configure through the Services, including any contract whose ownership, admin rights, or upgrade authority is required for the Strategy to function as you intend; (iii) If the Strategy references, controls, includes, displays, encodes, or otherwise involves or interacts with any NFT or other digital assets containing or referencing any artwork, image, text, sound recording, audiovisual work, metadata, name, likeness, logo, trademark, brand, or any other form of intellectual property (collectively, “User Content”), you have obtained all necessary rights, licenses, permissions, and consents from the applicable rights holders to use, reproduce, display, perform, distribute, and otherwise incorporate or exploit such User Content; (iv) You will not deploy any Strategy that infringes, misappropriates, dilutes, or otherwise violates the intellectual-property, publicity, moral, or privacy rights of any third party; (v) Any wallet address, smart contract, DAO, account, or other destination you designate within a Strategy to receive royalties, revenue, proceeds, or other value belongs to the lawful recipient entitled to such payments or benefits. You represent and warrant that no other person or entity holds a superior legal or equitable claim to those funds or proceeds. You further release, waive, and discharge TokenWorks from any and all liability, claims, or demands—known or unknown, suspected or unsuspected, asserted or unasserted—arising out of or related to any alleged or actual infringement or misuse of intellectual property contained in or referenced by a Strategy you deploy.

You further represent and warrant that any media content, image, text information, naming conventions, labels, metadata, token names, ticker symbols, images, graphics, icons, traits, descriptions, branding elements, audiovisual materials, or any other information or materials you upload, select, generate, input, configure, or reference through the Services (“User Content”) do not and will not: (1) infringe, misappropriate, or violate any copyright, trademark, trade dress, patent, publicity right, privacy right, moral right, or other proprietary right of any third party; (2) contain or reference any NFT project, brand, celebrity, collection, or intellectual property unless you possess all legally required rights, licenses, and permissions to use such material in the manner deployed; (3) contain misleading, deceptive, or confusingly similar names, tickers, or branding that may imply sponsorship, affiliation, endorsement, or association with any third party; (4) violate any contractual restriction or license applicable to the underlying content; (5) impersonate any third party person or entity; or (5) create any legal obligation for TokenWorks to remove, modify, or host such User Content.

Each time you upload, input, reference, configure, select, deploy, or otherwise use the Services, you represent and warrant that all information, parameters, contract references, metadata, content, wallet designations, settings, and selections you provide or initiate: (i) are accurate, complete, honest, and made solely by you; (ii) do not violate any third-party rights, licenses, restrictions, agreements, laws, or obligations;(iii) are authorized by all persons or entities with any legal or equitable interest in the referenced Smart Contract, Strategy, metadata, or related content; (iv) do not create any duty, obligation, liability, or expectation for TokenWorks beyond those expressly stated in these Terms; and (v) are within your full right, authority, and capacity to make, both at the time of the action and on an ongoing basis.

28. INDEMNIFICATION

You agree to defend, indemnify, and hold harmless TokenWorks, its officers, directors, employees, contractors, affiliates, and successors (collectively, the "TokenWorks Parties") from and against any and all claims, damages, liabilities, losses, and expenses (including reasonable attorneys' fees) arising out of or related to: (i) your use or misuse of the Services; (ii) your violation of these Terms or any applicable law; (iii) your violation, infringement, misappropriation, or dilution of any intellectual-property, proprietary, privacy, publicity, moral right or contractual right of any third party; (iv) any Strategy, Smart Contract, or on-chain mechanism you deploy, configure, or authorize through the Services, including without limitation any inclusion of or reference to copyrighted material, trademarks, trade dress, names, likenesses, or other protected content without proper authorization; (v) any designation of a wallet address, account, or recipient to receive royalties, revenues, proceeds, or other value from a Strategy or Smart Contract, including any claim that such address or recipient was not the lawful or rightful beneficiary of such payments; and (vi) any promotional, marketing, or public statements made by you relating to a Strategy, Smart Contract, or the Services.

TokenWorks may, at its sole discretion, assume control of the defense of any matter for which you owe indemnification. You agree to cooperate fully with TokenWorks in any such defense, including providing all information, records, and access reasonably requested.

You further release and discharge the TokenWorks Parties from any and all liability, claims, or demands—known or unknown, suspected or unsuspected, asserted or unasserted—arising out of or relating to any alleged or actual infringement, misappropriation, or misuse of intellectual property or proceeds associated with a Strategy or Smart Contract you deploy. This indemnification, release, and cooperation obligation shall survive the termination of these Terms and your use of the Services.

29. DISCLAIMERS

The Services, all Strategies, and all digital assets available in connection with the Services are provided “AS IS” and “AS AVAILABLE,” without warranties of any kind. To the maximum extent permitted by law, TokenWorks disclaims all express or implied warranties, including merchantability, fitness for a particular purpose, title, and non-infringement. Ownership of any Strategy token does not grant or imply any legal rights, economic rights, governance rights, claims, interests, or entitlements in or to any underlying asset, Smart Contract, Strategy configuration, governance mechanism, treasury, pool, reserve, digital asset, NFT, or other property referenced by or incorporated within the Strategy. Strategy tokens are purely programmatic artifacts that operate according to their encoded logic and do not confer governance rights, ownership rights, revenue rights, economic rights, or any form of legal or equitable interest in TokenWorks or in any third-party project. Any appearance of value, functionality, or interaction arising from a Strategy token exists solely as a result of autonomous Smart Contract operations and does not create any expectation of rights, control, or benefit beyond those executed on-chain.

TokenWorks does not warrant that the Services will function uninterrupted, be free of errors, vulnerabilities, or exploits, or that any Strategy will perform as expected. There is the risk of known and unknown errors, bugs, exploits, or vulnerabilities with the Smart Contracts which may interfere with your expected use or enjoyment of the Smart Contracts.

30. ACKNOWLEDGMENTS; ASSUMPTION OF RISK

By using the Services, you acknowledge and accept the following risks, among others: (i) Smart- contract bugs or exploits may result in loss of assets; (ii) NFT marketplaces or underlying collection smart contracts may change, fail, or become incompatible with our Site or Smart Contracts; (iii) Gas fees or network congestion or errors outside TokenWorks' control; (iv) Market volatility may affect the price, liquidity, or availability of any token or asset interacting with our Smart Contracts; (v) Regulatory developments may adversely impact blockchain systems and that may result in the discontinuation of any of our Smart Contracts; (vi) final, irreversible, and public transactions; (v) known and unknown errors or bugs affecting the Smart Contract that may affect their intended or expected operation; (vi) malicious third parties who interact with, exploit, or use the Smart Contract in a deceptive or unintended manner; (vii) the volatile price of Ethereum may impact the functionality, usability, logic, practicality, intended purpose of the Smart Contracts. You assume total responsibility for any losses or damages to yourself or others arising from these risks.

You further acknowledge and agree that Strategies and tokens accessible through the Services may be highly experimental, volatile, illiquid, and speculative. TokenWorks makes no promise or representation that any market, pool, or counterparty will exist for any token at any time, that you will be able to buy, sell, or exit any position, or that any token will have, retain, or attain any particular price or value. There is no expectation of profit, liquidity, secondary market support, or continued availability of any Strategy or token, and you may lose all value associated with any digital asset you choose to interact with through the Services.

31. LIMITATION OF LIABILITY

To the fullest extent permitted by law, TokenWorks and the TokenWorks Parties shall not be liable for any indirect, consequential, incidental, special, or punitive damages, or for any loss of profits, data, or goodwill arising out of or relating to the Services or these Terms. In no event shall TokenWorks' aggregate liability exceed the lesser of (a) $100 USD or (b) the amount directly paid by you directly to TokenWorks for use of the Services giving rise to the claim.

32. ARBITRATION; CLASS ACTION WAIVER

33. GOVERNING LAW

These Terms and your use of the Services are governed by the laws of the State of Delaware, without regard to conflict-of-law principles. Any dispute not subject to arbitration shall be brought exclusively in the state or federal courts located in Delaware.

34. TERMINATION

If you breach these Terms, all rights granted to you by TokenWorks shall terminate automatically. TokenWorks may suspend or terminate your access to the Services at any time for any reason, without liability or obligation to you.

35. SEVERABILITY

If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

36. SURVIVAL

All provisions that by their nature should survive termination—including those relating to disclaimers, indemnification, limitation of liability, arbitration, and governing law—shall survive any termination of these Terms.

37. MISCELLANEOUS

These Terms constitute the entire agreement between you and TokenWorks regarding your use of the Services and supersede any prior agreements. TokenWorks' failure to enforce any right or provision shall not constitute a waiver. TokenWorks may assign these Terms freely; you may not assign them without our prior written consent. The Services are operated by TokenWorks in the United States. Users accessing the Services from outside the U.S. do so at their own initiative and are responsible for compliance with local laws.

If you have any questions about these Terms, please contact us at inquire@token.works.