LIQVID.XYZ – TERMS OF USE
Effective Date: 19 June 2025
Version: 1.0
These Terms of Use (“Terms”) constitute a legally binding agreement between you (“User”, “you”) and the operator of the Liqvid platform (“Liqvid”, “we”, “us”), governing your access to and use of https://liqvid.xyz (the “Platform”).

1. Acceptance of Terms By accessing or using the Platform, you:

● Acknowledge and accept these Terms and our disclaimers;
● Confirm that you are legally authorized to access this Platform;
● Understand that no fiduciary, agency, or advisory relationship is formed;
● Agree not to use the Platform or its content for any unlawful, misleading, or unauthorized purpose

2. Platform Functionality

The Platform provides access to structured data related to curated economic opportunities ("Entries" or "Deals"). Approved Users may:

View Deal information;
● Express non-binding interest;
● Generate a non-custodial wallet via a third-party provider (e.g., Web3Auth);
● View Display Tokens associated with Deals.

No transaction, custody, or investment service is provided. The Platform does not facilitate or effectuate any financial transactions or ownership transfers.

3. Nature and Limitations of Display Tokens

Display Tokens:
● Are non-transferable, informational artifacts controlled solely by the Platform;
● Do not have any economic, legal, financial, or redeemable value;
● Are created only to indicate a notional, informational link to a Deal.

Display Tokens:
● Do not constitute securities under any applicable law;
● Are not virtual assets, utility tokens, or regulated crypto-assets;
● Do not confer ownership, income rights, access privileges, or enforceable claims.

On-Chain Visibility and Misuse:

Tokens may be visible on public blockchains such as Base, but this:
● Does not imply value, solvency, or ownership;
● Must not be used in any context to imply financial holdings or capital;
● Must not be cited in solicitations, fundraising, partnership requests, credit applications, or disclosures.

Any such misuse is a material breach of these Terms and may trigger:
● Immediate access suspension;
● Legal action;
● Referral to relevant authorities for fraud or misrepresentation.

4. No Offer, Advice, or Reliance

Nothing on the Platform:
● Constitutes an offer to sell or a solicitation to buy;
● Is investment, financial, tax, legal, or accounting advice;
● Forms a basis for reliance by you or any third party

You agree:
● Not to treat any Platform content as authoritative or actionable;
● To indemnify Liqvid against any claim arising from your reliance on Platform content.

5. Access and Eligibility Access is restricted and subject to approval.

We may suspend or revoke access at any time.
Users may not:
● Access or use the Platform in jurisdictions where it would be illegal;
● Circumvent geoblocking, controls, or eligibility requirements;
● Use false information to gain access
You are solely responsible for ensuring local legal compliance.

6. Wallets and Display Restrictions

Wallets are created via third-party services. Liqvid does not store your private keys.

Display Tokens associated with wallets:
● Are not assets or holdings;
● Do not reflect balances or valuations;
● Must not be cited in any financial, legal, or reputational context. Violation may result in termination and enforcement

7. Intellectual Property

All intellectual property on the Platform is owned by or licensed to Liqvid.

You may not:
● Reproduce, copy, or reverse-engineer Platform content;
● Use branding without express permission;
● Misrepresent any association with Liqvid.

8. Platform Availability and Disclaimer

The Platform is provided “as is” and “as available.”
No guarantees are made regarding:

● Uptime or data availability;
● Wallet functionality;
● Accuracy or timeliness of content.

Liqvid disclaims all warranties, including implied warranties of merchantability, fitness, and accuracy.

9. Limitation of Liability

To the fullest extent permitted by law, Liqvid is not liable for:
● Any indirect, incidental, or consequential damages;
● Misuse or reliance on Display Tokens;
● Data display errors or third-party content.
Maximum aggregate liability shall not exceed $1 (one U.S. dollar).

10. Indemnification

You agree to defend, indemnify, and hold harmless Liqvid and its affiliates from any claims, liabilities, damages, or costs arising out of:
● Your use or misuse of the Platform;
● Any violation of these Terms or applicable law;
● Any claim resulting from the misrepresentation or sharing of Display Tokens.

11. Enforcement and Termination

Liqvid may:
● Suspend or terminate access at its sole discretion;
● Modify, revoke, or reassign Display Tokens without notice;
● Pursue legal remedies for breach or fraud.

12. Regulatory Status and Limitations

Liqvid is not:
● A broker-dealer, investment adviser, or financial institution;
● Conducting securities offerings, crowdfunding, or public solicitations;
● Relying on Regulation D, Regulation S, or MiFID exemptions.

Users must not:
● Use the Platform in any jurisdiction that would require registration, licensing, or legal compliance by the Platform operator;
● Attempt to circumvent these restrictions.

13. Governing Law and Jurisdiction

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles.
You agree to submit to the exclusive jurisdiction of the courts of the State of Delaware for any dispute arising under or relating to these Terms.
Users outside the U.S. must ensure their use does not violate local law or create obligations for the Platform under foreign regulations.

14. Authenticity Notice

Liqvid operates only via https://liqvid.xyz.
Any impersonation or clone of the Platform is unauthorized and potentially fraudulent.
We accept no liability for actions taken outside the authentic domain.

15. Amendments

We may update these Terms at any time. Continued use of the Platform after such updates constitutes your binding acceptance of the revised Terms.

16. Contact

For compliance or legal matters, contact: Liqvid Compliance Team
contact@liqvid.xyz