FRAKTA TERMS OF SERVICE

1.1 "Account" means the account you create on the Platform, whether via email login or wallet connection through our authentication provider.

1.2 "Creator" means a User who uses the Platform to create, configure, issue, or manage Tokens.

1.3 "Digital Token" or "Token" means a digital representation of value or rights recorded on a blockchain, including tokens representing Real-World Assets ("RWA").

1.4 "End User" or "Investor" means any person (other than the Creator) who receives, holds, purchases, or redeems a Token issued by a Creator using the Platform.

1.5 "Organization" means a workspace on the Platform created by a User, which may include multiple members with assigned roles (e.g., Admin, Member).

1.6 "Platform Content" means all software, smart contract templates, documentation, text, graphics, logos, and other materials made available by frakta through the Platform, excluding User Content.

1.7 "Private Key" means the cryptographic key that controls a blockchain wallet address. frakta never has access to your Private Keys.

1.8 "Smart Contracts" means the smart contract code and templates made available by frakta for the creation and management of Tokens.

1.9 "Tools" means the software-as-a-service features made available on the Platform, including the creator dashboard, token creation and management tools, organization and member management, ownership transfer flows, and document generation features (including the Whitepaper Generator).

1.10 "User Content" means any information, data, documents, or other content submitted, uploaded, or transmitted by or on behalf of you through the Platform, including documents uploaded to the Whitepaper Generator and generated whitepapers.

1.11 "Wallet" means a third-party self-custodial digital wallet (e.g., MetaMask) that you connect to the Platform.

2.1 You must be at least 18 years of age and have the legal capacity to enter into these Terms.

2.2 If you are using the Platform on behalf of a legal entity or Organization, you represent that (a) the entity is duly organized and validly existing under the laws of its jurisdiction, and (b) you are duly authorized to act on its behalf and to bind it to these Terms.

2.3 You may not use the Platform if you are (a) located in, or a resident or national of, any jurisdiction subject to comprehensive sanctions or embargoes; (b) listed on any applicable sanctions list; or (c) otherwise prohibited from using the Platform under applicable law (each, a "Prohibited Person"). Frakta may restrict the availability of the Platform, particular Tools, blockchain networks, or features in any jurisdiction or to any User where frakta reasonably determines that legal, regulatory, sanctions, security, fraud-prevention, or risk-management considerations require or justify the restriction. You must not attempt to circumvent any such restriction.

2.4 Compliance information. You must provide information and documents reasonably requested by Frakta for identity verification, sanctions screening, fraud prevention, security, or other compliance purposes. You authorize Frakta and its service providers to make reasonable inquiries, including through third-party verification providers, to verify that information. You represent that all information supplied is accurate, authentic, current, and complete. Frakta may refuse, restrict, or suspend access until requested verification is completed, subject to applicable law.

3.1 To access the Tools, you must create an Account by authenticating via email or by connecting a supported Wallet. You agree to provide accurate, current, and complete information, and to keep it updated.

3.2 You are responsible for maintaining the confidentiality and security of your Account credentials and your Wallet, including your Private Keys. All activity occurring under your Account is your responsibility, whether or not authorized by you. You must not share Account credentials or permit access to your Account except through permissions or functionality expressly supported by the Platform, and you remain responsible for access that you authorize

3.3 Frakta does not store, control, or have access to your Private Keys. If you lose access to your Wallet or Private Keys, Frakta cannot recover them or any Tokens controlled by them.

3.4 You must notify us immediately at support@frakta.io of any unauthorized use of your Account or any other security breach.

3.5 Service availability. Access to the Platform or particular Tools may be interrupted, delayed, degraded, or unavailable due to maintenance, high traffic, cyber incidents, internet or telecommunications failures, blockchain congestion or protocol conditions, third-party service outages, or other circumstances. frakta does not guarantee uninterrupted availability or timely completion of any Platform action and may temporarily limit functionality where reasonably necessary to protect Users, the Platform, or connected systems.

4.1 Users may create or join Organizations. The User who creates an Organization is its initial Admin.

4.2 Admins may invite members, assign or change roles, and remove members. You are responsible for the acts and omissions of all members of your Organization as if they were your own, and for ensuring that all members comply with these Terms.

4.3 Accepting an invitation to an Organization grants the inviting Organization's Admins visibility into your activity within that Organization as described in our Privacy Policy.

5.1 Subject to these Terms, frakta grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Tools for your internal business purposes during the term of these Terms.

5.2 frakta reserves all rights not expressly granted. No intellectual property rights in the Platform Content or Smart Contracts are transferred to you.

5.3 Changes to Tools. Frakta may add, modify, limit, suspend, or discontinue Tools, supported blockchain networks, integrations, or features from time to time for legal, regulatory, security, technical, commercial, or risk-management reasons. Where practicable and appropriate, frakta will provide reasonable notice of a material discontinuation.

You shall not, and shall not permit any member of your Organization or any third party to:

• (a) copy, modify, distribute, sell, lease, or create derivative works of the Platform, Tools, or Platform Content;
• (b) reverse engineer, decompile, or otherwise attempt to derive the source code of any part of the Platform, except to the extent permitted by applicable law;
• (c) use the Platform to issue, transfer, or manage Tokens in violation of any applicable law, including securities, commodities, consumer protection, data protection, tax, anti-money laundering ("AML"), counter-terrorist financing ("CTF"), anti-corruption, or sanctions laws;
• (d) use the Platform to conceal or disguise the origin of illicit proceeds, or to deal in any unlawfully obtained assets;
• (e) use the Platform for the benefit of, or to provide services to, any Prohibited Person;
• (f) circumvent geographic or access restrictions, including through VPNs or proxies, where such restrictions apply to you;
• (g) interfere with, disrupt, or attempt to gain unauthorized access to the Platform, other Users' Accounts, or related systems;
• (h) exploit any bug, glitch, or vulnerability of the Platform;
• (i) provide false, misleading, or incomplete information to frakta, including at registration or in any compliance process;
• (j) upload User Content that infringes any third party's intellectual property or other rights, or that you do not have the right to use;
• (k) use any output of the Whitepaper Generator or other document tools as a substitute for professional legal, financial, or regulatory advice, or represent AI-generated content as independently verified where it has not been. Any actual or suspected violation of this Section constitutes a "Prohibited Use". frakta may respond to a Prohibited Use in its discretion, including by suspending or terminating access, reporting to authorities, and seeking any available remedy.

7.1 Compliance. You are solely responsible for ensuring that the creation, offering, issuance, marketing, sale, transfer, and management of your Tokens comply with all applicable laws in every jurisdiction in which you operate or in which your End Users are located, including any registration, licensing, prospectus, or disclosure requirements.

7.2 No reliance on frakta. frakta does not review, screen, approve, or endorse any Token, whitepaper, or offering. Nothing on the Platform constitutes legal, regulatory, compliance, investment, or tax advice.

7.3 End User relationships. Any relationship, agreement, or transaction between you and your End Users is solely between you and them. You shall ensure that your agreements with End Users disclaim and release frakta from any liability arising from their use of your Tokens or the Platform.

7.4 KYC/AML. Where required by applicable law, you are responsible for conducting know-your-customer, AML, CTF, and sanctions screening on your End Users, and for maintaining an adequate compliance program, records, and any required reporting.

7.5 Whitepapers and disclosures. You are solely responsible for the accuracy, completeness, and legality of any whitepaper or disclosure document you publish, including documents produced with the assistance of the Whitepaper Generator. AI-generated drafts may contain errors or omissions and must be reviewed by you and your professional advisors before use.

7.6 No fiduciary or agency relationship. Except as expressly agreed in writing, Frakta acts solely as an independent technology provider. Nothing in these Terms creates a fiduciary, trustee, broker, dealer, investment adviser, underwriter, partnership, joint venture, or agency relationship between Frakta and you, your End Users, or any other person, and you have no authority to bind Frakta.

8.1 Transactions on public blockchains are executed and recorded by the relevant blockchain network, not by frakta. Blockchain transactions are generally irreversible. frakta has no ability to reverse, cancel, or modify any on-chain transaction.

8.2 Certain actions (e.g., token deployment, ownership transfer acceptance) require you to sign transactions with your Wallet and may require payment of network fees ("gas"). You are responsible for maintaining a sufficient balance to pay gas and for verifying all transaction details before signing.

8.3 Wallets and blockchains are third-party technologies governed by their own terms. Frakta makes no representations regarding, and is not liable for, the availability, security, or performance of any Wallet or blockchain, including forks, congestion, or protocol changes.

Blockchain protocols may change without notice, including through forks, upgrades, governance decisions, congestion, re-organizations, or other operating changes. Frakta may determine, in its discretion and subject to applicable law, whether and how to support any such change and may suspend affected Tools while assessing security or technical impact. Frakta has no obligation to support any fork, airdrop, supplemental protocol, or functionality not expressly identified as supported by the Platform.

9.1 Use of certain Tools may be subject to fees as published on the Platform or agreed in writing ("Fees"). Fees are exclusive of taxes and gas.

9.2 frakta may change its Fees with prior notice. Continued use of the affected Tools after the effective date of a change constitutes acceptance.

9.3 Overdue amounts may accrue interest at the maximum rate permitted by applicable law, and frakta may suspend access until payment is received.

10.1 As between you and frakta, you retain all rights in your User Content. You grant frakta a non-exclusive, worldwide, royalty-free license to host, reproduce, process, and display your User Content solely as necessary to provide and improve the Tools.

10.2 frakta may collect and use aggregated, anonymized data derived from use of the Platform ("Aggregated Statistics") for analytics, product improvement, and other lawful business purposes, provided such data does not identify you or your Confidential Information.

10.3 You represent that you have all rights necessary to submit your User Content and that it does not violate any law or third-party right.

11.1 frakta and its licensors own all right, title, and interest in the Platform, Tools, Smart Contracts, Platform Content, and all related intellectual property.

11.2 If you provide feedback, suggestions, or ideas regarding the Platform ("Feedback"), you grant frakta a perpetual, irrevocable, royalty-free right to use such Feedback for any purpose without attribution or compensation.

Each party shall protect the other party's non-public information disclosed in connection with these Terms ("Confidential Information") with at least reasonable care, use it only to perform under these Terms, and not disclose it to third parties except (a) to personnel and advisors with a need to know who are bound by confidentiality obligations, or (b) as required by law or court order, with prior notice to the disclosing party where legally permitted. Confidentiality obligations survive termination.

The Platform integrates with or links to third-party services, including authentication providers, wallets, and blockchain networks ("Third-Party Services"). Third-Party Services are governed by their own terms and privacy policies. Frakta is not responsible for Third-Party Services and does not endorse them.

If you authorize a third-party application, service provider, integration, or other person to access your Account, Organization, Wallet connection, or Platform data, you remain responsible for the permissions you grant and for actions taken through that authorized access. You should review and revoke permissions that are no longer required. Frakta is not responsible for acts or omissions of a third party outside frakta's reasonable control.

frakta may suspend or restrict your access to all or part of the Platform, with or without notice, if frakta reasonably determines that (a) there is a security threat or attack on the Platform; (b) your use poses a risk to the Platform, other Users, or third parties; (c) you have engaged in a Prohibited Use or otherwise breached these Terms; (d) suspension is required by law or requested by a competent authority; or (e) suspension is necessary for maintenance. frakta will use commercially reasonable efforts to notify you of any material suspension.

15.1 These Terms apply from your first access to the Platform and continue until terminated.

15.2 You may terminate at any time by closing your Account and ceasing all use of the Platform.

15.3 frakta may terminate these Terms or your Account (a) for material breach that remains uncured 30 days after notice (or immediately for breaches incapable of cure, including Prohibited Uses); (b) if required by law; or (c) upon discontinuation of the Platform, with reasonable prior notice where practicable.

15.4 Effect of termination. Upon termination, your license ends and you must cease use of the Platform. Because you control your Tokens through your own Wallet and Private Keys, termination does not affect Tokens already deployed on-chain; however, you are responsible for ensuring you can manage your Tokens independently of the Platform. Sections that by their nature should survive (including Sections 7, 10.2, 11, 12, 16, 17, 18, and 19) survive termination.

THE PLATFORM, TOOLS, SMART CONTRACTS, AND PLATFORM CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. FRAKTA DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY TOKEN, WHITEPAPER, OR OTHER OUTPUT WILL MEET YOUR REQUIREMENTS OR COMPLY WITH ANY LAW. DIGITAL TOKENS AND BLOCKCHAIN TECHNOLOGIES INVOLVE SIGNIFICANT RISKS, INCLUDING VOLATILITY, LOSS OF PRIVATE KEYS, SMART CONTRACT VULNERABILITIES, AND REGULATORY UNCERTAINTY. YOU USE THE PLATFORM AT YOUR OWN RISK.

WITHOUT LIMITING THE FOREGOING, INFORMATION, DATA, DOCUMENTATION, THIRD-PARTY MATERIALS, TOKEN INFORMATION, NETWORK INFORMATION, AND OTHER CONTENT AVAILABLE THROUGH THE PLATFORM MAY BE INACCURATE, INCOMPLETE, DELAYED, OR OUT OF DATE. YOU ARE RESPONSIBLE FOR VERIFYING INFORMATION BEFORE RELYING ON IT. FRAKTA DOES NOT WARRANT THE ACCURACY OR AVAILABILITY OF THIRD-PARTY INFORMATION OR SERVICES.

17.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, FRAKTA AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR DIGITAL TOKENS, ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

17.2 WITHOUT LIMITING THE FOREGOING, FRAKTA SHALL HAVE NO LIABILITY ARISING FROM (a) ANY TOKEN OR ITS ISSUANCE, OFFERING, OR MANAGEMENT; (b) YOUR OR ANY END USER'S FAILURE TO COMPLY WITH APPLICABLE LAW; (c) ANY BLOCKCHAIN, WALLET, OR OTHER THIRD-PARTY SERVICE; (d) LOST, STOLEN, OR COMPROMISED PRIVATE KEYS OR WALLETS; (e) ANY CONTENT GENERATED BY AI-ASSISTED TOOLS; OR (f) ANY UNAUTHORIZED ACCESS TO YOUR ACCOUNT.

17.3 TO THE MAXIMUM EXTENT PERMITTED BY LAW, FRAKTA'S TOTAL AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THESE TERMS SHALL NOT EXCEED THE GREATER OF (a) THE TOTAL FEES PAID BY YOU TO FRAKTA IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, AND (b) [USD 100].

17.4 Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law, including liability for fraud or willful misconduct.

You shall indemnify, defend, and hold harmless frakta and its affiliates, officers, directors, employees, and agents from and against any claims, actions, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or related to (a) your breach of these Terms; (b) your Tokens, including their issuance, offering, marketing, or management; (c) your User Content; (d) your violation of any applicable law or third-party right; or (e) any dispute between you and any End User or member of your Organization. This obligation does not apply to the extent a claim results from frakta's fraud, willful misconduct, or gross negligence.

19.1 These Terms are governed by the laws of [GOVERNING LAW JURISDICTION], without regard to conflict-of-laws principles.

19.2 Any dispute arising out of or in connection with these Terms shall be finally resolved by [ARBITRATION BODY / COMPETENT COURTS OF JURISDICTION]. [TBD: arbitration rules, seat, language, number of arbitrators.]

19.3 To the extent permitted by law, each party waives any right to participate in a class action against the other.

frakta may modify these Terms from time to time. Material changes will be notified through the Platform or by email at least [14] days before taking effect. Your continued use of the Platform after the effective date constitutes acceptance of the modified Terms. If you do not agree, you must stop using the Platform.

21.1 Entire agreement. These Terms, together with the Privacy Policy and any additional terms referenced herein, constitute the entire agreement between you and Frakta regarding the Platform.

21.2 Assignment. You may not assign these Terms without frakta's prior written consent. Frakta may assign these Terms in connection with a merger, acquisition, or sale of assets.

21.3 Severability. If any provision is held invalid or unenforceable, the remaining provisions remain in full force and effect.

21.4 No waiver. Failure to enforce any provision is not a waiver of the right to enforce it later.

21.5 Force majeure. Frakta is not liable for any delay or failure caused by events beyond its reasonable control, including acts of God, network or blockchain failures, and actions of governments. Events beyond reasonable control may include natural disasters, fire, flood, epidemic or pandemic, war, terrorism, civil unrest, labor disputes, acts or orders of government, sanctions or regulatory actions, interruption of electricity, internet, telecommunications or cloud services, cyberattacks, failures of third-party service providers, and blockchain or network failures.

21.6 Notices. Frakta may provide notices via the Platform or to the email address associated with your Account. You may contact frakta at [SUPPORT EMAIL].

Questions about these Terms should be directed to:

Email: support@frakta.io