Legal Agreement

These Nomu Marketplace Terms of Use (the “Terms”), are a legally binding agreement by and between Nomu Labs Ltd., a company registered and existing under the laws of the British Virgin Islands, having its registered address at Asia Leading Chambers, Road Town, Tortola, VG1110, British Virgin Islands (“Nomu”, “Company”, “us” or “our”) and you as a user of the Nomu Marketplace (defined below) (“User”, “You” or “Your”), governing your use of the services provided by the Company (the “Service”). Company and You may be referred to throughout these Terms collectively as the “Parties” or individually as a “Party”.

1. Agreement to Terms. By accessing our website https://www.nomu.dev (the “Website”) and using the Service, including participating in any transactions, engaging in the purchase or sale of assets, or interacting with any digital assets or physical items, you confirm that you have read, understood, and agree to abide by these Terms. If you do not agree to these Terms, you must refrain from using the Service or engaging with any offerings on the Nomu Marketplace. The Terms govern Your participation in the Primary Transactions, as well as Secondary Transactions between Secondary Sellers and Transferees (as these terms are defined below). The Company operates a marketplace where sellers list assets for sale and buyers can offer to purchase those assets (the “Nomu Marketplace”). You acknowledge that except in cases where Nomu itself is the Seller, we are not responsible or liable for any disputes arising between you and any seller regarding the use, sale, or failure to provide any assets.

Additional Terms. The access and use of the Website are subject to the separate terms of the Website. You further acknowledge that You have carefully read and have accepted the (i) Terms of Use located on the Website https://www.nomu.dev (the “ Website Terms”) because the Website Terms governs Your use of the Website. If there is a conflict between the Website Terms and these Terms with respect to the Nomu Marketplace, these Terms shall prevail;

Your Information. As a condition of participating in the Nomu Marketplace, and any time You provide Your information (including personal information (also known as personally identifiable information or personal data) to Company or that Company collects from You when using the Website (including information collected automatically by the use of cookies or other similar technologies), You agree to the collection, use, storage, sharing (i.e., by way of example only, with Company, its affiliates, and with third-party partners, service providers, etc.), transfer, and processing of Your information by Company for the purposes of providing the Websites and the services available therein, to administer the Nomu Marketplace, and to comply with applicable laws, rules, and regulations.

Please also note that, by using the Service, you consent to receiving communications from us regarding important updates or changes to your account or the Service. You may opt-out of certain communication types, such as marketing communications, as outlined in the preferences section of the Service.

The Company reserves the right to modify or update these Terms at any time, and you agree that any such changes will be effective once they are published. We will notify you of any material changes through appropriate means, such as email or notice through the Service. By continuing to use the Service after such updates, you acknowledge and agree to the modified Terms. If you disagree with any changes, you should discontinue your use of the Service.

2. The Nomu Marketplace

The Company provides a marketplace where users can buy and sell non-fungible token (“NFT(s)”) representations of physical items (“ Item(s)”). These NFTs represent specific individual Items as listed by the initial seller (“Primary Seller”) and any subsequent reseller (“Secondary Seller”). The Primary Seller and Secondary Seller shall together be referred to as the “Seller”. The Seller retains ownership of the Item until it is sold. When a Seller offers an item for sale, they list a NFT corresponding to that Item on the Nomu Marketplace. Ownership of the Item is transferred from the Seller to the buyer (“Buyer”) when the NFT is purchased.

Before the NFT is available for sale, Primary Sellers must deliver the corresponding Item to the Company for secure storage. Upon purchasing an NFT, the Buyer assumes the Primary Seller's rights and responsibilities and may either continue utilizing their NFT, offer the NFT for resale, or submit a redemption request to receive the Item through the process outlined in these Terms (“Redemption”).

The Company is not the Primary Seller of any item listed for sale, except where explicitly stated. While we may assist in resolving disputes between Buyers and Sellers, we do not control or guarantee the accuracy of the listings, the Sellers' ability to fulfill their offers, or the completion of any transaction. Pricing and other guidance provided on our platform are for informational purposes only. We do not guarantee the success or completion of any transactions.

To use certain features of the Service, such as purchasing NFTs, users must have a software-based, third party digital asset wallet connected to their Nomu Marketplace account (the “Wallet”). Transactions, including the purchase, sale, or transfer of NFTs, are conducted through Wallets. By using our Service, you agree that these transactions are governed by the terms of service and privacy policies of the applicable wallet extensions.

The Company does not own or operate any blockchain or Wallet. We do not store or have access to any User's private keys, passwords, wallets, or other sensitive information. All transactions are processed on the blockchain, and the Company is not responsible for performing transactions on behalf of Users. Certain information, such as Wallet addresses and transaction details, may be publicly visible on the respective blockchain.

Conduct. As a condition to Your use of the Services, You agree:

to avoid any anticompetitive conduct, such as actions that are deceptive or would artificially inflate or deflate the price of an NFT, or stimulate demand for an NFT;

to report any suspicious activity to the Company at: support@nomu.dev;

that You will not attack, hack, DDOS, interfere with, or otherwise tamper with the smart contract associated with the Nomu Marketplace;

that You will not participate in the Services to conceal or transfer proceeds relating to criminal activity or purchase an NFT for any reason other than to obtain the NFT;

that the Solana native token is a volatile asset that often experiences periods of high price volatility and instability. Often a consequence of rapidly changing prices and demand, the Solana blockchain can also experience significant periods of network congestion, slow to stagnant processing speeds, and unpredictable failures; and

that You understand and acknowledge that NFT purchases made via the Nomu Marketplace may never be received or processed due to network or smart contract failures.

3. Purchase and Sale

Pricing and payment details for NFTs will always be disclosed at the time of purchase or otherwise made available through the Service. Once a transaction is initiated by you, the payment terms are final and binding. The currency used for payment is fixed at the time of purchase and cannot be substituted by another form of digital or traditional currency. Please note that fluctuations in the value of digital or fiat currencies will not alter your payment obligations.

The Company does not guarantee the availability of any NFT for purchase at any given moment;

When you purchase an NFT on the Nomu Marketplace from an Primary Seller, such NFT is minted directly into the Wallet which you connected to the Nomu Marketplace and initiated payment. When you purchase an NFT from any Secondary Seller, such NFT is transferred directly from the Secondary Seller to you. Except where the Company is the Buyer or Seller of an NFT, the Company does not hold custody of, nor take ownership or possession of, any NFT. NFTs can be transferred between Wallets on the Solana network;

It is your responsibility to ensure your Wallet contains sufficient funds to cover the full price of the NFT, including any associated costs such as transaction fees charged by third-party processors, applicable taxes, and any blockchain transaction validation fees. The Company does not control these fees and has no authority over charges related to blockchain transactions;

All payments processed through the Nomu Marketplace are handled on the blockchain. The Company does not have control over, and cannot reverse, any payments or transactions initiated by Users through their Wallets. We may update or introduce new payment processing services at any time, which may be subject to additional terms and conditions. The acceptance of any form of payment is entirely at the Company's discretion and may be adjusted at any time. You acknowledge that the Company is not liable for any issues related to failed payments, including those resulting from errors in processing, blockchain issues, or other disruptions. It remains your responsibility to verify that your payment for an NFT has been successfully completed;

In case you face any issues with your purchase, please reach out to us. We will strive to resolve your concerns based on our current procedures. You are solely responsible for determining and paying (or reimbursing for the payment of) any and all sales, use, value-added, and other taxes, duties, and assessments now or hereafter claimed or imposed by any tax or other governmental authority associated with your use of our Nomu Marketplace or transactions of any NFTs (collectively, the “Taxes”). You will pay or reimburse us for all Taxes of any jurisdiction (whether national, federal, state, local, foreign, or other), including value-added taxes and other similar amounts as are now or hereafter may be imposed under the authority of any national, federal, state, local, foreign, or other taxing jurisdiction; and will not be entitled to deduct the amount of any such Taxes or amounts levied in lieu thereof from payments made pursuant to this Agreement;

Except as expressly set forth in these Terms applicable law, you hereby acknowledge and agree that all purchases of NFTs on the Nomu Marketplace are final, irrevocable, and non-refundable. The Company shall have no obligation to issue refunds, credits, returns, or exchanges for:

(i) The NFT itself;

(ii) The underlying physical Item; or

(iii) Any associated transaction costs (including Gas Fees).

You acknowledge and agree that the Company shall not provide refunds, regardless of any fluctuation in the market value of the NFT or the Item, your failure to redeem the physical Item prior to the Redemption Deadline, or your inability to take delivery of the Item due to geographic restrictions or shipping limitations.

By acquiring an NFT, you confirm that you have reviewed and understood the terms and conditions that apply to the transaction, including the relevant fees (such as the Secondary Transaction Fee, Gas Fee, Storage Fee or any other fee which may apply based on the third-party platform facilitating the sale). You also agree that you will bind any future purchaser of the NFT to these Terms.

4. Primary Seller Terms

By listing an item for sale on the Nomu Marketplace, the Primary Seller affirms that they: (i) possess full ownership of the item; (ii) have the necessary rights to sell the item and to create an NFT linked to it; and (iii) will not list the item for sale on any other marketplace as long as the corresponding NFT is available on the Nomu Marketplace;

Before the first sale of an NFT, the Primary Seller agrees to send the corresponding items to the Company for secure storage. The Primary Seller remains fully responsible for any damage or loss of the item until the Company confirms its receipt;

The Company is not responsible for any errors or issues related to the Wallet address or payment details provided by the Primary Seller. We reserve the right, but are not obligated, to verify the authenticity and condition of each item. If an item does not meet the standards described by the Primary Seller, it will be returned to the Primary Seller at their cost. In cases where an NFT is sold, but the item does not meet our standards, we may cancel or refund the transaction;

Primary Sellers are solely responsible for providing support to Buyers regarding any items listed on the Nomu Marketplace. While we may offer technical assistance at our discretion, there is no obligation for us to do so;

If a dispute arises between a Seller and any third party, including Buyers or payment providers, the Company will not become involved. The Seller is entirely responsible for resolving such disputes. The Company reserves the right to remove any Seller from the platform and revoke their ability to list Assets if we reasonably believe they have violated this Agreement or if we choose to discontinue the service.

5. Secondary Marketplace Sales of NFTs

You may be able to sell, trade, or transfer your NFTs on compatible third-party platforms, exchanges, or secondary marketplaces where users can engage in buying, selling, or bidding on NFTs (“Secondary Marketplaces”). Please note that each Secondary Marketplace operates according to its own terms and conditions, and NFTs may not be supported or available on all platforms. We do not guarantee the availability, compatibility, or functionality of any Secondary Marketplace;

By participating in a Secondary Transaction (as defined below), you acknowledge and agree that the Company is not involved in the transaction, nor is it a party to any agreements made between you and the Buyer or Seller of the NFT. Nomu is not liable for any issues, losses, or damages incurred as a result of transactions conducted on Secondary Marketplaces;

Additionally, any Secondary Transaction of an NFT will be subject to a Secondary Transaction Fee, as defined below. This fee may be automatically deducted from the final payment made by the Buyer to the Seller. The Secondary Transaction Fee will be applied to the total sale price of the NFT.

6. Secret item NFTs

Users can purchase a secret item NFT at a fixed price, representing a randomly selected Item. The secret item NFT received is determined at random and cannot be pre-selected by the user;

Secret item NFTs may have specific rules for opening, including an auto-reveal feature that activates after a set period.

After purchasing a secret item NFT, users may receive a buyback offer from the Company. The buyback offer will be set at a percentage of the secret item NFT's fair market value, which Nomu determines at its sole discretion. Each buyback offer is final and non-negotiable;

The Company does not guarantee the specific secret item NFT you will receive, its fair market value, or the availability or timing of any buyback offer. All sales are final.

7. Ownership of NFTs

If You acquire an NFT, You own all personal property rights to that NFT, as well as the underlying item (e.g., the right to freely sell, transfer, or otherwise dispose of that NFT).

Your ownership of the NFT does not convey any ownership, title, or interest in the intellectual property rights associated with the underlying digital art, media, design, trademark, logos, or other content referenced by the NFT ("Underlying Content"). All worldwide intellectual property rights in the Underlying Content, including but not limited to copyrights, trademarks, moral rights, and trade secrets, remain exclusively with the original creator, the Company, or the applicable rights holder.

Unless explicitly stated otherwise in a separate written agreement or specific license terms attached to the NFT:

(i) You are granted a limited, non-exclusive, non-transferable (except in connection with a secondary sale of the NFT), royalty-free license to display the Underlying Content for your personal, non-commercial use (e.g., as a profile picture or in your Wallet);

(ii) You may not reproduce, distribute, modify, create derivative works of, or commercially exploit the Underlying Content;

(iii) Upon the sale or transfer of the NFT to a new owner, this license automatically transfers to the new owner, and Your rights to use the Underlying Content immediately terminate.

You represent and warrant that You will not transfer an NFT in any Secondary Transaction (as defined below) to a Transferee (as defined below) that is located in a jurisdiction that is subject to trade or economic sanctions, such as, but not limited to US, EU, or United Nations Security Council Sanctions (“Prohibited Transferees”). A “Secondary Transaction” means any transaction in which an NFT is sold by one owner to another, or is otherwise transferred in any manner that is not a Primary Transaction; and “Primary Transaction” means the transaction facilitated exclusively through the Nomu Marketplace in which an NFT is first sold by a Primary Seller.

8. Payment and Fees

Purchaser Qualification. You represent and warrant that You (i) are not located in a jurisdiction that is subject to trade or economic sanctions, such as, but not limited to US, EU, or United Nations Security Council Sanctions;

Form of Payment. Company agrees to accept payment for the Primary Transaction Purchase Price via USDC and/or Solana, meaning that such purchase transactions will be conducted solely through the Solana network; provided that Company may elect to accept other methods or forms of payment on an as converted to U.S. Dollars basis in its sole discretion;

Gas Fees. Solana requires the payment of a transaction fee (a “Gas Fee”) for every transaction that occurs on the Solana network. The Gas Fee funds the network of computers that run the decentralized Solana network. This means that you will need to pay a Gas Fee for each transaction. By buying or selling an NFT on the Marketplace or any other platform, You agree to pay all applicable fees. Company does not have any insight into or control over these payments or transactions, nor does Company have the ability to reverse any transactions. Accordingly, the Company will have no liability to You or to any third party for any claims or damages that may arise as a result of any transactions of the NFTs that You engage in;

Shipping costs. Shipping costs for the item underlying the NFT are not included in the price of any NFT listed on the Nomu Marketplace and shall be due and payable by the Buyer upon Redemption, as described below;

Secondary Transactions: All Secondary Transactions are subject to the following terms: (i) the NFT transferee (the “Transferee”) shall, by receiving an ownership interest in the NFT, be deemed to accept these Terms; (ii) the Secondary Seller shall endeavor to provide notice to the Transferee of these Terms, including a link or other method by which the Terms can be accessed by the Transferee, (iii) the Transferee shall pay Company five percent (5%) of the gross value paid for the NFT (the “Secondary Transaction Fee”).

(i) You further acknowledge and agree that all Secondary Transactions will be effected on the Solana blockchain, the blockchain network underlying the NFTs, and You will be required to make or receive payments exclusively through Your Wallet;

(ii) Without limitation of any other termination rights, Company may suspend or terminate your access to the Nomu Marketplace if it has a reasonable basis for believing that You have engaged in an off-chain sale of the NFT, or otherwise engaged in any off-chain transactions for the purchase or sale of the NFT without paying the applicable Secondary Transaction Fee. You, and all subsequent Transferees, shall be responsible for paying the Secondary Transaction Fee associated with the Secondary Transaction purchase price, regardless of whether such purchase price is fulfilled on-chain, off-chain, or in a combination of the foregoing.

9. Rewards

The Company may grant you with discretionary rewards as a commercial gesture for engaging with the Nomu ecosystem (“Rewards”). Any such Rewards provided under these Terms are a goodwill, discretionary payment, and may be disbursed in digital assets, fee credits, or other benefits, as determined by the Company;

Rewards may differ in type, value and time of distribution. The type of Rewards, the amount of Rewards, frequency of distribution, and the timeframe over which such Rewards will be distributed to Users, if any, shall be determined by the Company in its sole and absolute discretion. Rewards are personal to the User and may not be assigned, pledged, or transferred, except as required by law;

A single payment or Reward does not entitle the User to any subsequent payments. Participation in the Reward program does not create any ongoing right or expectation of additional or recurring payments or benefits for the User;

Any digital assets received pursuant to the Rewards program may be subject to lock ups, vesting or other transferability restrictions, as determined by the Company in its sole discretion.

10. Item Storage Services

The Company reserves the right to remove Sellers from the Nomu Marketplace and revoke their ability to list items if we believe they have violated the terms of this Agreement or if we decide to discontinue the Service;

Our Item Storage Services involve receiving, securely storing, and managing Items on behalf of the current owner of the corresponding NFT. These services include listing and relisting items as NFTs, and facilitating the transfer of items to their corresponding owner upon their request for Redemption, as detailed below;

Once an item is delivered to us by the Primary Seller, it is stored securely and remains under the Company's control until it is redeemed by its owner. We take all reasonable measures to maintain the integrity of each item, including working with trusted storage and shipping partners. However, the Company will not be held liable for any loss, damage, or destruction of the item unless such loss is the result of the Company's gross negligence or intentional misconduct;

Upon selling an NFT, the Seller affirms that all liabilities tied to the item and its storage have been resolved and that they transfer the responsibilities for the Item Storage Services to the Buyer. This transfer represents an assignment agreement between the Company, Buyer and Seller;

When purchasing an NFT, the Buyer acknowledges that they assume all responsibilities in relation to the storage of the Item underlying the NFT. This includes being bound by these Terms. If the Buyer wishes to terminate the these Terms, they can either resell the NFT, transferring the contract to the new Buyer, or redeem the NFT for the Item;

Upon the request for Redemption, the Company reserves the right to verify the Buyer's identity, ownership of the NFT, and compliance with the Agreement. Once verification is complete, the Item will be shipped to the Buyer, and the corresponding NFT will be burned to signify the Redemption process;

Please note, the Redemption of an NFT may incur additional fees, taxes, shipping, and handling charges, which are determined at our discretion and are subject to change.

11. Redemption

The ownership of a qualifying NFT grants its holder (“Holder”) the right, but not the obligation, to redeem the Item subject to the timelines and conditions set forth below. Redemption is complete only when the Holder has: (i) provided a valid delivery address via the Nomu Marketplace; (ii) paid all applicable shipping, handling, and insurance costs; and (iii) paid any applicable Extended Storage Fees (defined below).

The Holder may redeem the Item during two distinct periods for Redemption (collectively, the "Redemption Period"). It is the Holder's sole responsibility to monitor these dates:

(i) Priority Window: This window opens immediately following the conclusion of the Primary Transaction and remains open for a period of fourteen (14) calendar days ("Priority Window"). Should there be a delay in the opening of the Priority Window, the Company shall endeavour to notify you;

(ii) Extended Window: Immediately following the close of the Priority Window, a secondary window will open and remain active for ninety (90) calendar days from the Primary Sale (the "Extended Window"). The precise dates for both windows will be displayed on the listing page for the specific Item.

Shipping fulfillment is prioritized based on the time of Redemption. Holders who complete Redemption during the Priority Window will have their Items processed in the initial fulfillment batch. Holders who complete Redemption during the Extended Window will be placed in the general fulfillment queue. Processing for the general queue will commence only after the priority batch has been fully processed;

Redemption requests submitted after the expiration of the Priority Window may be subject to an additional fee for storage and administrative costs (“Storage Fee”). Any Holder electing to redeem their Item during the Extended Window may have to pay the Storage Fee, as displayed on the Nomu Marketplace, concurrently with shipping costs;

The Platform retains a possessory lien on the Item for all unpaid Storage Fees and shipping costs. The Item will not be released to the carrier until all such fees are settled in full.

PLEASE READ CAREFULLY: If a Holder fails to complete the Redemption process (including payment of shipping and any Storage Fees) before the expiration of the Extended Window ("Redemption Deadline"), (i) the Holder's right to claim, redeem, or take possession of the Item is immediately and irrevocably extinguished; and (ii) the NFT will decouple from the Item. While the NFT may retain its digital collectible properties (e.g. artwork), it will no longer represent any claim to the Item;

Upon the Redemption Deadline, ownership of the unclaimed Item shall pass to the Nomu Marketplace. The Platform reserves the right to retain, resell, liquidate, or dispose of the unclaimed Item at its sole discretion to recover storage and holding costs, without any compensation or liability to the defaulting Holder and the Holder shall have no right to a refund.

The Platform and its logistics partners do not ship to countries subject to international sanctions (including but not limited to lists maintained by the US OFAC, the EU, or the UN) or jurisdictions where shipping is logistically prohibited, restricted or unsupported ("Restricted Jurisdictions"). It is the sole responsibility of the Buyer to verify that their intended delivery address is not located in a Restricted Jurisdiction prior to purchasing the NFT. If a Holder resides in a Restricted Jurisdiction, they retain full ownership of the NFT and its digital attributes. However, the Nomu Marketplace is under no obligation to fulfill the Item's physical delivery to a Restricted Jurisdiction. In such an event, the Holder's may only resell the NFT to a third party capable of taking delivery prior to the Redemption Deadline;

Inability to redeem the physical Item due to geographic restrictions does not constitute grounds for a refund of the NFT purchase price, gas fees, or transaction costs.

12. Warranty Disclaimers

THE NOMU MARKETPLACE IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, COMPANY EXPLICITLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES ARISING OUT OF USAGE OR TRADE. COMPANY MAKES NO WARRANTY THAT THE NOMU MARKETPLACE WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. COMPANY MAKES NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY INFORMATION OR CONTENT ON THE NOMU MARKETPLACE.

COMPANY WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS AND TAKES NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY USE OF THE NOMU MARKETPLACE, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (I) USER ERROR SUCH, AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED WALLET ADDRESSES; (II) SERVER FAILURE OR DATA LOSS; (III) CORRUPTED CRYPTOCURRENCY WALLET FILES; (IV) UNAUTHORIZED ACCESS TO NFTS; OR (V) ANY UNAUTHORIZED THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK AGAINST BLOCKCHAIN NETWORK UNDERLYING THE NOMU MARKETPLACE.

THE NFTS ARE INTANGIBLE DIGITAL ASSETS. THEY EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED IN THE APPLICABLE BLOCKCHAIN NETWORK. ANY TRANSFER OF TITLE THAT MIGHT OCCUR IN ANY UNIQUE DIGITAL ASSET OCCURS ON THE DECENTRALIZED LEDGER WITHIN SUCH BLOCKCHAIN NETWORK, WHICH COMPANY DOES NOT CONTROL. COMPANY DOES NOT GUARANTEE THAT COMPANY OR SOLANA CAN EFFECT THE TRANSFER OF TITLE OR RIGHT IN ANY NFT. YOU BEAR FULL RESPONSIBILITY FOR VERIFYING THE IDENTITY, LEGITIMACY, AND AUTHENTICITY OF ASSETS YOU PURCHASE THROUGH THE NOMU MARKETPLACE. NOTWITHSTANDING INDICATORS AND MESSAGES THAT SUGGEST VERIFICATION, COMPANY MAKES NO CLAIMS ABOUT THE IDENTITY, LEGITIMACY, OR AUTHENTICITY OF ASSETS ON THE COLLECTIBLES WEBSITE OR ANY PURPORTED SECONDARY TRANSACTIONS.

COMPANY IS NOT RESPONSIBLE FOR ANY KIND OF FAILURE, ABNORMAL BEHAVIOR OF SOFTWARE (E.G., WALLET, SMART CONTRACT), BLOCKCHAINS OR ANY OTHER FEATURES OF THE NOMU MARKETPLACE. COMPANY IS NOT RESPONSIBLE FOR LOSSES INCURRED DUE TO LATE RESPONSES BY DEVELOPERS OR REPRESENTATIVES (OR NO RESPONSE AT ALL) OF ANY ISSUES WITH THE BLOCKCHAIN SUPPORTING THE NOMU MARKETPLACE, INCLUDING FORKS, TECHNICAL NODE ISSUES OR ANY OTHER ISSUES LEADING TO LOSSES.

13. User Agreements, Representations, and Warranties

13.1. To use the Service, you must be at least eighteen (18) years old or otherwise legally capable of forming a binding contract in your jurisdiction. By accessing and using the Service, you agree:

To provide accurate, current, and complete information about yourself as requested;

To promptly update such information as necessary to ensure it remains accurate and complete;

To maintain the security of your Wallet and accept all risks associated with unauthorized access;

To notify Nomu immediately if you suspect any security breaches related to your use of the Service or your Wallet;

That You are prohibited from buying, selling, renting, or leasing access to the Service without our express written consent. Additionally, you may not access or attempt to access the Service through unauthorized third-party applications or clients;

That Nomu may require you to provide additional information or documents as needed to comply with applicable laws, regulations, or policies, including but not limited to those related to anti-money laundering or counterterrorism financing. If Nomu suspects that your Wallet or access to the Service is being used for illegal activities or if you have provided false information, we may pause or cancel your transactions until the necessary information is reviewed and accepted. Failure to provide complete and accurate information may result in denial of access to the Service or certain features, including the receipt of NFTs, content, products, or services.

13.2. By using the Service, you represent and warrant to the Company, its affiliates, and their respective representatives as follows:

Authority: You have the legal capacity, power, and authority to enter into and fulfill your obligations under this Agreement, including the minting, selling, or buying of any NFTs;

Due Execution: This Agreement constitutes a legal, valid, and binding obligation, enforceable against you according to its terms;

Accuracy of Information: All information provided to the Company or its third-party designees, including your address and tax ID number, is accurate and complete;

Sanctions Compliance: You are not, and will not authorize, enable, or permit any use of the Service by anyone who is: (i) In or under the control of a jurisdiction subject to U.S. EU, or United Nations Security Council sanctions; (ii) Identified on any U.S., EU, or United Nations Security Council export or sanctions-related restricted party list.

Non-Contravention: This Agreement does not conflict with or violate any other agreements or legal obligations you may have. Your participation in the Service and the minting, listing, buying, or selling of any NFT does not breach any laws or agreements applicable to you;

Independent Judgment: You are knowledgeable and experienced in the minting or purchasing of non-fungible tokens and other digital assets. You have conducted an independent evaluation of the Service, including understanding the legal uncertainties related to blockchain technologies, and have made an informed decision to engage with the Service without relying on any statements or representations by Nomu;

Legal Compliance: You have not violated any laws related to blockchain technologies, and no legal proceedings are pending or threatened against you regarding your activities with digital assets or blockchain technologies.

14. Assumption of Risk

You accept and acknowledge all risks associated with the following:

You are solely responsible for determining what, if any, taxes apply to Your purchase, sale, or transfer of NFTs. The Company is not responsible for determining or paying the taxes that apply to such transactions;

Nomu does not store, send, or receive cryptocurrency assets. Any transfer of cryptocurrency assets occurs within the supporting blockchain that is not controlled by the Company. Transactions in NFTs may be irreversible, and, accordingly, losses due to fraudulent or accidental transactions may not be recoverable. Some transactions of the NFTs shall be deemed to be made when recorded on a public blockchain ledger, which is not necessarily the date or time that You initiated the transaction;

There are risks associated with using an Internet based digital asset, including but not limited to, the risk of hardware, software and Internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to information stored within Your Wallet. The Company will not be responsible for any communication failures, disruptions, errors, distortions or delays You may experience when effecting NFT transactions, however caused;

Digital assets, including blockchain based assets such as the NFTs, are subject to developing laws and regulations;

Transactions involving the NFTs may rely on third-party platforms to perform transactions which are outside of Company's control. Therefore access to and interactions for the NFTs may be limited or unavailable.

15. Links to Third Party Websites or Resources

Use and interaction of the NFTs may allow You to access third-party websites or other resources. The Company provides access only as a convenience and is not responsible for the content, products or services on or available from those resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from Your use of any third-party resources.

16. Indemnity

You shall defend, indemnify, and hold the Company's employees, directors, consultants, affiliated entities and/or third party service providers (“Company Party(ies)”) harmless from and against any and all claims, damages, losses, costs, investigations, liabilities, judgments, fines, penalties, settlements, interest, and expenses (including attorneys' fees) that directly or indirectly arise from or are related to any claim, suit, action, demand, or proceeding made or brought by a third party against any Company Party, or on account of the investigation, defense, or settlement thereof, arising out of or in connection with (i) Your purchase, ownership, use and interaction with the NFTs, (ii) Your breach or anticipatory breach of these Terms, (iii) Your violation or anticipatory violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental and quasi-governmental authorities in connection with Your use or interaction with the NFts, and (iv) any misrepresentation made by You (all of the foregoing, “Claims and Losses”). You will cooperate as fully required by the Company in the defense of any Claim and Losses. Notwithstanding the foregoing, Company retains the exclusive right to settle, compromise, and pay any and all Claims and Losses. The Company reserves the right to assume the exclusive defense and control of any Claims and Losses. You will not settle any Claims and Losses without, in each instance, the prior written consent of an officer of Company.

17. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER COMPANY NOR ITS SERVICE PROVIDERS INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE NFTS WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE NFTS OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE OR INTERACT WITH THE NOMU MARKETPLACE OR ACCESS THE NFTS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT COMPANY OR ITS SERVICE PROVIDERS HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE;

TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT WILL COMPANY'S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF OR INABILITY TO USE OR INTERACT WITH THE NOMU MARKETPLACE OR ACCESS THE NFTS EXCEED THE PRIMARY TRANSACTION PURCHASE PRICE;

THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN COMPANY AND YOU.

18. Ownership

Unless expressly stated otherwise, the Service and all content and materials within it, including, but not limited to, the Nomu logo, designs, text, graphics, images, data, software, sound files, and their arrangement and presentation (collectively referred to as “Content”), are the exclusive property of the Company or its affiliates or licensors;

The Nomu logo and any associated product names, logos, or slogans featured on the Service are trademarks of Nomu or its affiliates and cannot be copied, imitated, or used, in whole or in part, without our prior written consent. You may not use “Nomu” or any other trademarks, product or service names of Nomu or its affiliates as metatags, hidden text, or for any other purpose without written permission. All other trademarks, service marks, and names mentioned in the Service are the property of their respective owners and are not to be copied or used without permission from the respective trademark holders. References to third-party products or services on the Service do not imply endorsement or recommendation by Nomu;

By submitting any ideas, suggestions, documents, or proposals to the Company (collectively referred to as “Feedback”), you do so at your own risk and Nomu assumes no responsibility or confidentiality obligation with regard to such Feedback. You affirm that you hold the necessary rights to submit this Feedback. By providing Feedback, you grant Nomu a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, sublicensable right to use, reproduce, display, distribute, adapt, modify, create derivative works from, and otherwise exploit the Feedback in connection with the operation of the Service and other Nomu products and services.

19. License to Use the Service and Content

19.1. The Company grants you a non-exclusive, revocable, and non-transferable license to access and use the Service and its Content solely for personal, non-commercial purposes, and strictly in accordance with this Agreement. This license does not grant you the right to:

Sell, resell, or otherwise commercially exploit the Service or its Content;

Distribute, publicly perform, or publicly display any Content, except as expressly authorized by us;

Modify or create derivative works from the Service or its Content, unless explicitly allowed;

Use any automated data mining tools, bots, or other methods for gathering data from the Service;

Download (except for caching purposes) any portion of the Service or Content, unless permitted by us;

Use the Service or Content in ways that exceed their intended purposes. This license is contingent upon your compliance with these Terms.

19.2. The Company grants you a limited, non-exclusive, non-transferable right to create a text hyperlink to the Service, provided the link does not misrepresent Nomu or its affiliates in any way, and does not involve any inappropriate or illegal content on the linking site. We reserve the right to revoke this right at any time. Any use of Nomu's trademarks, logos, or other proprietary elements for linking purposes requires prior written approval.

19.3. The Company retains the right to discontinue the Service in whole or in part at any time, without notice and for any reason.

19.4. The Company retains the right to modify the service at any time, for reasons including but not limited to: Altering the technology underlying the platform; Removing or deactivating any Content deemed abandoned or inappropriate; Reclaiming any NFT that the Company deems abandoned or improperly acquired; As a result, certain features, Content, or access to the Service may become unavailable, and you may lose access to some data or assets within the platform.

20. User Content

Users have the ability to create and share content through the Service, including, but not limited to, content related to listing NFTs or engaging with Nomu's social media channels (“User Content”). By submitting any User Content through the Service, you grant the Company a fully paid, royalty-free, worldwide, non-exclusive license to use, sublicense, distribute, reproduce, modify, adapt, display, and create derivative works from your User Content, in whole or in part. This license is granted for purposes including but not limited to (i) the operation of the Service, such as making your User Content accessible to other Users based on your Service settings, (ii) improving and enhancing the Service, and (iii) promoting Nomu and its services. Additionally, you grant other Users of the Service a non-exclusive license to view, use, reproduce, distribute, display, and perform your User Content, subject to the features and functions of the Service. You are solely responsible for the content you submit. By submitting User Content, you represent and warrant that you possess all the necessary rights, licenses, consents, and permissions to grant Nomu the rights described above. You also agree not to upload, share, or distribute any material that infringes on the intellectual property or proprietary rights of others, unless you have the required permissions or are otherwise authorized to do so. The Company is not liable for any User Content submitted by you or other Users, but reserves the right to remove or restrict any content that violates this Agreement.

21. Acceptable use policy

By using the Service, you agree to be fully responsible for your actions and conduct in connection with the platform. You further agree to comply with the terms outlined in this Agreement and refrain from engaging in any of the following activities:

False or Misleading Information: Submitting any false or misleading information to Nomu or related entities;

Unauthorized Access: Accessing another user's account or linked Wallet without proper authorization;

Counterfeit Listings: Creating, listing, or offering counterfeit NFTs or other assets via the platform;

Impersonation: Impersonating any individual or entity within the Nomu ecosystem;

Disruption of Service: Using the Service in a manner that could interfere with or disrupt the proper operation of the platform or prevent other users from enjoying the platform, including overloading, disabling, or impairing the Service;

Unauthorized Software Use: Developing or using software, including APIs or scripts, that could damage or disrupt the Service;

Reverse Engineering: Attempting to reverse engineer, decompile, or bypass security measures to access the underlying code or restrict access to areas of the Service you are not authorized to use;

Circumventing Filters: Trying to bypass content-filtering measures or accessing parts of the platform you're not permitted to access;

Automated Data Collection: Using robots, crawlers, scrapers, scripts, or other automated methods to extract data or alter how the platform operates without our explicit permission;

Unsolicited Communication: Collecting data to contact individuals or entities without their consent, or using the platform's data for unsolicited marketing or communications;

Engaging in Illegal or Unauthorized Activities: Using the Service for illegal purposes or engaging in activities that violate applicable laws, this Agreement, or any local, state, or international laws;

Blockchain Misuse: Using the blockchain associated with the Service for unlawful activities, including but not limited to fraud, money laundering, or other illicit financial practices;

Manipulative Trading: Engaging in activities such as “front-running,” “wash trading,” or “pump and dump,” or using the platform to manipulate the trading of NFTs in a deceptive manner. This also includes artificially inflating or deflating prices to mislead the market;

Unauthorized Financial Activities: Using the platform to engage in financial activities that would require registration or licensing, including securities trading or debt financing, without proper authority;

Fundraising Violations: Participating in any activities related to fundraising or creating, listing, or purchasing assets that are redeemable for financial instruments, represent securities, or entitle holders to financial rewards or bonuses, unless explicitly authorized;

You are fully responsible for your actions and any consequences resulting from such actions. If you violate this policy or engage in prohibited conduct, the Company reserves the right to suspend or terminate your access to the platform without notice.

22. Copyright

Nomu reserves the right to suspend or revoke access to the Service and remove any User Content that infringes on the intellectual property rights of Nomu or any third party.

23. Applicable Law

The interpretation and enforcement of these Terms will be governed by, construed, and enforced in accordance with the applicable laws of the British Virgin Islands, without regard to conflict of law rules and principles that would cause the application of the laws of any other jurisdiction. Any dispute regarding these Terms shall be subject to the exclusive jurisdiction of the courts of the British Virgin Islands.

Contact Information. If You have any questions about these Terms, please contact Company: support@nomu.dev

About Nomu OG

Nomu OG is a collection of digital artwork associated with non-interchangeable units of data running on the Solana network (“Non-Fungible Tokens” or “NFTs”). This website is only an interface allowing participants to purchase NFTs. Users are entirely responsible for the safety and management of their own private Solana wallets and for validating all transactions and contracts generated by this website. Furthermore, as the Nomu OG smart contract runs on the Solana network, there is no ability to undo, reverse, or restore any transactions.

Legal Agreement

These Nomu OG Staking Terms and Conditions (the “Terms”), are a legally binding agreement by and between Nomu Labs Ltd., a company registered and existing under the laws of the British Virgin Islands, having its registered address at Asia Leading Chambers, Road Town, Tortola, VG1110, British Virgin Islands (“Company”) and: (i) you as a purchaser in the Nomu OG Sale (defined below); and (ii) any subsequent purchaser(s) of a Nomu OG Collectible (defined below) (collectively and as applicable, “You” and “Your”). Company and You may be referred to throughout these Terms collectively as the “Parties” or individually as a “Party” .

1. Agreement to Terms. By participating in the Nomu OG Sale and Staking (as defined below) one or more Nomu OG Collectibles at https://www.nomu.dev, You acknowledge that You have carefully read and agree to be bound to these Terms.

“Nomu OG Collectible”. “Nomu OG Collectible” means a NFT that, as of its genesis issuance, is linked to a display of Nomu OG Art. Nomu OG Collectibles are electronic records recorded on the Solana network.

“Nomu OG Art”. “Nomu OG Art” means the digital art that is generated by and owned by the Company and is linked to the Nomu OG Collectibles. For avoidance of doubt, the Nomu OG Art is digital in nature and does not include any items or representations that have physical dimensions such as mass or volume.

Scope. The Terms govern Your participation in the Primary Transactions and subsequent Staking on https://www.nomu.dev (the “Collectibles Website”), which is facilitated by the Company, as well as Secondary Transactions between Transferors and Transferees (as defined below). Solana is not a party to these Terms.

(a) Additional Terms. The access and use of the Collectibles Website are subject to the separate terms of the Collectibles Website. You further acknowledge that You have carefully read and have accepted the (i) Terms of Use located on the Collectibles Website https://www.nomu.dev (the “Collectibles Website Terms”) because the Collectibles Website Terms governs Your use of the Collectibles Website. If there is a conflict between the Collectibles Website Terms and these Terms with respect to the Nomu OG Collectible Sale and Staking, the Nomu OG Collectibles, and Nomu OG Art, these Terms shall prevail.

(b) Your Information. As a condition of participating in the Nomu OG Collectible Sale and Staking, using the Collectibles Website, and any time You provide Your information (including personal information (also known as personally identifiable information or personal data) to Company or that Company collects from You when using the Collectibles Website (including information collected automatically by the use of cookies or other similar technologies), You agree to the collection, use, storage, sharing (i.e., by way of example only, with Company, its affiliates, and with third-party partners, service providers, etc.), transfer, and processing of Your information by Company for the purposes of providing the Collectibles Websites and the services available therein, to administer the Nomu OG Collectible Sale and Staking, and to comply with applicable laws, rules, and regulations.

2. The Nomu OG Collectible Sale. The “Nomu OG Collectible Sale” means the sale hosted on the Collectibles Website during the Sale Dates (defined below).

(a) Sale Dates. The dates as displayed on the Collectibles Website and other electronic means of communication such as blogs, emails and social media (“Sale Dates”). The Company reserves the right to terminate or extend the Nomu OG Collectible Sale at any time.

(b) Purchases. During the Nomu OG Collectible Sale, You can purchase Nomu OG Collectibles made available on the Collectibles Website. You are required to follow any and all instructions published on the Collectibles Website as at the date of the Nomu OG Collectible Sale for you to make a valid purchase of the Nomu OG Collectibles. The Company retains the right, in its sole discretion, to cancel or reject a purchase at any time. As further provided in Section 7(c) below, You will be responsible for any fees incurred in connection with any purchases that You make.

(c) Transfer Timing. Transfer of the Nomu OG Collectible to the cryptoasset wallet(s) designated by you (the “Wallet(s)) may take up to ten (10) days.

(d) Conduct. As a condition to Your participation in the Nomu OG Collectible Sale and any subsequent Staking, You agree:

(i) Avoid Anticompetitive Conduct. to avoid any anticompetitive conduct, such as actions that are deceptive or would artificially inflate or deflate the price of a Nomu OG Collectible, or stimulate demand for a Nomu OG Collectible;

(ii) Report Suspicious Activity. to report any suspicious activity to the Company at: support@nomu.dev

(iii) No Attacks or Tampering. that You will not attack, hack, DDOS, interfere with, or otherwise tamper with the smart contract associated with any Nomu OG Collectible;

(iv) Lawful Purpose Only. that You will not participate in the Nomu OG Collectible Sale or Staking to conceal or transfer proceeds relating to criminal activity or purchase a Nomu OG Collectible for any reason other than to obtain the Nomu OG Collectible;

(v) Solana Volatility and Congestion. that the Solana native token is a volatile asset that often experiences periods of high price volatility and instability. Often a consequence of rapidly changing prices and demand, the Solana blockchain can also experience significant periods of network congestion, slow to stagnant processing speeds, and unpredictable failures; and

(vi) Network or Contract Failures. that You understand and acknowledge that purchases made during the Nomu OG Collectible Sale may never be received or processed by the Nomu OG Collectible smart contract due to network or smart contract failures.

3. Nomu OG Collectible Rewards.

(a) Staking. You can choose to lock your Nomu OG Collectible(s) at any time in a designated smart contract developed by the Company and accessible via the Collectibles Website, for the purpose of supporting the Nomu OG ecosystem (“Staking”).

(b) Staking Program Benefits. Staking your Nomu OG Collectible(s) within the parameters required at any given time (as decided by the Company in its sole and absolute discretion) and, as displayed on the Collectibles Website, shall thereby receive additional benefits, as listed in the Collectibles Website (the “Staking Program”). In the event that you redeem Staked Nomu OG Collectible(s), the benefits attached thereto will be immediately suspended and may only be recovered by Staking the Nomu OG Collectible(s) again.

(c) Rewards. By Staking your Nomu OG Collectible(s), you may be entitled to rewards, which may differ in type, value and time of distribution (the “Reward(s)”). The type of Rewards and the timeframe in which such Rewards will be distributed to you, if any, shall be determined by the Company in its sole and absolute discretion. Rewards may vary during the lifetime of the Staking Program. Rewards may include, but shall not be limited to, early and/or exclusive access to new features and/or products, discounts, cashbacks on certain transactions, airdrops and/or other perks. The Company reserves the right, without any prior notice and at any time, to substitute a Reward with similar alternatives of equal or greater value.

(d) Airdrops Are Not Dividends. By participating in the Staking Program, you understand and agree that any airdrops you may receive do not represent a dividend or interest payment related to your Nomu OG Collectible(s), but merely a discretionary gift by the Company for your engagement with the Nomu OG.

(e) Airdrop Delivery. Airdrop Rewards, if any, will be transferred only to the Wallet(s) designated by you via the Collectibles Website. Airdrop Rewards will be rounded to non-integer, rational numbers to the sub-cent, which is the smallest possible decimal.

(f) Transfer Delays. You hereby understand and agree that there may be some delays or lags in transferring Rewards to your Wallet. The Company cannot be held responsible for any damage (loss or unrealised gains) incurred as a result of such delays or lags.

(g) No Claims; Waiver. You understand and agree that you will have no claim whatsoever against the Company as a result of your participation in the Staking Program and hereby waive any right or claim against the Company, its directors, management, employees, shareholders, agents, representatives, service providers, technology provider(s), attorneys, affiliates, subsidiaries, holding company or any person or entity acting for or on behalf of the Company (“Related Persons”) as a result of your participation in the Staking Program on the basis of these Terms.

4. Ownership of Nomu OG Collectible.

(a) Ownership Rights. If You acquire a Nomu OG Collectible, You own all personal property rights to that Nomu OG Collectible (e.g., the right to freely sell, transfer, or otherwise dispose of that Nomu OG Collectible). Such rights, however, do not include the ownership of the intellectual property rights in the Nomu OG Art. Rights to the Nomu OG Collectible are licensed pursuant to Sections 5 and 6 below.

(b) Prohibited Transferees; Definitions. You represent and warrant that You will not transfer a Nomu OG Collectible in any Secondary Transaction to a Transferee that is located in a jurisdiction that is subject to trade or economic sanctions, such as, but not limited to EU- , CH- or United Nations Security Council Sanctions (“Prohibited Transferees”). A “Secondary Transaction” means any transaction in which a Nomu OG Collectible is sold by one owner to another, or is otherwise transferred in any manner that is not a Primary Transaction; and “Primary Transaction” means a transaction facilitated through the Collectibles Website in which a Nomu OG Collectible is first sold.

5. Personal Use. Subject to Your continued compliance with these Terms, the Company grants You a limited, revocable, worldwide, royalty-free license to use, copy, and display the purchased Nomu OG Collectible, along with any extensions that You choose to create or use, solely for the following purposes: (i) for Your own personal, non-commercial use; (ii) as part of a marketplace that permits the purchase and sale of Your Nomu OG Collectible, provided that the marketplace cryptographically verifies each Nomu OG Collectible owner can display it; or (iii) as part of a third party website or application that permits the inclusion, involvement, or participation of Your Nomu OG Collectible provided that the website/application cryptographically verifies each Nomu OG Collectible owner's rights to display the Nomu OG Collectible to ensure that only the actual owner can display the Nomu OG Collectible, and provided that the Nomu OG Collectible is no longer visible once the owner of the Nomu OG Collectible leaves the website/application.

6. Commercial Use. Subject to Your continued compliance with these Terms, the Company grants You an limited, revocable, worldwide license to use, copy, and display the purchased Nomu OG Collectible for the purpose of creating derivative works (“Commercial Use”). Examples of such Commercial Use would e.g. be the use of the Nomu OG Collectible to produce and sell merchandise products (T-Shirts etc.) displaying copies of the Nomu OG Collectible. For the sake of clarity, nothing in this Section will be deemed to restrict You from (i) owning or operating a marketplace that permits the use and sale of Nomu OG Collectible generally, provided that the marketplace cryptographically verifies each Nomu OG Collectible owner's rights to display the Nomu OG Collectible to ensure that only the actual owner can display the Nomu OG Collectible; (ii) owning or operating a third party website or application that permits the inclusion, involvement, or participation of the Nomu OG Collectible generally, provided that the third party website or application cryptographically verifies each Nomu OG Collectible owner's rights to display the Nomu OG Collectible to ensure that only the actual owner can display the Nomu OG Collectible, and provided that the Nomu OG Collectible is no longer visible once the owner of the Purchased Nomu OG Collectible leaves the website/application; or (iii) earning revenue from any of the foregoing.

7. Intellectual Property. Other than the rights to the Nomu OG Collectible granted pursuant to Sections 5 and 6 above, nothing herein shall You any rights to any other trademarks or other intellectual property rights belonging to the Company. All of these rights are expressly reserved in the name of the Company

8. Payment and Fees.

(a) Purchaser Qualification. You represent and warrant that You (i) are not located in a jurisdiction that is subject to trade or economic sanctions, such as, but not limited to EU- , CH- or United Nations Security Council Sanctions.

(b) Form of Payment. Company agrees to accept payment for the Primary Transaction Purchase Price via the Solana token, meaning that such purchase transactions will be conducted solely through the Solana network; provided that Company may elect to accept other methods or forms of payment on an as converted to U.S. dollars basis in its sole discretion.

(c) Fees. Solana requires the payment of a transaction fee (a “Gas Fee”) for every transaction that occurs on the Solana network. The Gas Fee funds the network of computers that run the decentralized Solana network. This means that you will need to pay a Gas Fee for each transaction. By buying or selling a Nomu OG Collectible on Collectibles Website or any other platform, You agree to pay all applicable fees. Company does not have any insight into or control over these payments or transactions, nor does Company have the ability to reverse any transactions. Accordingly, the Company will have no liability to You or to any third party for any claims or damages that may arise as a result of any transactions of the Nomu OG Collectibles that You engage in.

(d) Transfers. All Secondary Transactions are subject to the following terms: (i) the Nomu OG Collectible transferee (the “Transferee”) shall, by receiving an ownership interest in the Nomu OG Collectible, be deemed to accept these Terms; (ii) the Nomu OG Collectible transferor (the “Transferor”) shall endeavor to provide notice to the Transferee of these Terms, including a link or other method by which the Terms can be accessed by the Transferee, (iii) the Transferor shall pay Company five percent (5%) of the gross amounts paid by the Transferee (the “Royalty Payment”).

(i) Blockchain Settlement. You further acknowledge and agree that all Secondary Transactions will be effected on the Solana blockchain, the blockchain network governing the Nomu OG Collectibles, and You will be required to make or receive payments exclusively through Your cryptocurrency wallet.

(ii) Royalty Enforcement. Without limitation of any other termination rights, Company may suspend or terminate the license to the Nomu OG Art if it has a reasonable basis for believing that You have engaged in an off-chain sale of the Nomu OG Collectible, or otherwise engaged in any off-chain transactions for the purchase or sale of the Nomu OG Collectible without making the applicable Royalty Payment. You, and all subsequent Transferees, shall be responsible for paying the Royalty Payment associated with the Secondary Transaction purchase price, regardless of whether such purchase price is fulfilled on-chain, off-chain, or in a combination of the foregoing.

9. Company's Rights and Obligations to the Nomu OG Art. Company is not responsible for repairing, supporting, replacing, or maintaining the website hosting the Nomu OG Art, nor does Company have the obligation to maintain any connection or link between a Nomu OG Collectible and the corresponding Nomu OG Art.

10. Warranty Disclaimers and Assumption of Risk. You represent and warrant that You: (a) are at least the age of majority in Your place of residence and have the legal capacity to enter into these Terms, (b) will use and interact with the Nomu OG Collectibles and Art only for lawful purposes and in accordance with these Terms, and (c) will not use the Nomu OG Collectibles or Nomu OG Art to violate any law, regulation or ordinance or any right of Company, its licensors or any third party, including without limitation, any right of privacy, publicity, copyright, trademark, or patent. You further agree that You will comply with all applicable laws.

Disclaimer of Warranties. THE NOMU OG COLLECTIBLES ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, COMPANY EXPLICITLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES ARISING OUT OF USAGE OR TRADE. COMPANY MAKES NO WARRANTY THAT THE NOMU OG COLLECTIBLES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. COMPANY MAKES NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY INFORMATION OR CONTENT ON THE NOMU OG COLLECTIBLES WEBSITE.

No Responsibility for Losses. COMPANY WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS AND TAKES NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY USE OF THE NOMU OG COLLECTIBLE, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (I) USER ERROR SUCH, AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED WALLET ADDRESSES; (II) SERVER FAILURE OR DATA LOSS; (III) CORRUPTED CRYPTOCURRENCY WALLET FILES; (IV) UNAUTHORIZED ACCESS TO NOMU OG COLLECTIBLE; OR (V) ANY UNAUTHORIZED THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK AGAINST BLOCKCHAIN NETWORK UNDERLYING THE NOMU OG COLLECTIBLES.

Blockchain Nature. THE NOMU OG COLLECTIBLES ARE INTANGIBLE DIGITAL ASSETS. THEY EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED IN THE APPLICABLE BLOCKCHAIN NETWORK. ANY TRANSFER OF TITLE THAT MIGHT OCCUR IN ANY UNIQUE DIGITAL ASSET OCCURS ON THE DECENTRALIZED LEDGER WITHIN SUCH BLOCKCHAIN NETWORK, WHICH COMPANY DOES NOT CONTROL. COMPANY DOES NOT GUARANTEE THAT COMPANY OR SOLANA CAN EFFECT THE TRANSFER OF TITLE OR RIGHT IN ANY NOMU OG COLLECTIBLE. YOU BEAR FULL RESPONSIBILITY FOR VERIFYING THE IDENTITY, LEGITIMACY, AND AUTHENTICITY OF ASSETS YOU PURCHASE THROUGH THE COLLECTIBLES WEBSITE. NOTWITHSTANDING INDICATORS AND MESSAGES THAT SUGGEST VERIFICATION, COMPANY MAKES NO CLAIMS ABOUT THE IDENTITY, LEGITIMACY, OR AUTHENTICITY OF ASSETS ON THE COLLECTIBLES WEBSITE OR ANY PURPORTED SECONDARY TRANSACTIONS.

No Responsibility for Blockchain Failures. COMPANY IS NOT RESPONSIBLE FOR ANY KIND OF FAILURE, ABNORMAL BEHAVIOR OF SOFTWARE (E.G., WALLET, SMART CONTRACT), BLOCKCHAINS OR ANY OTHER FEATURES OF THE NOMU OG COLLECTIBLES. COMPANY IS NOT RESPONSIBLE FOR LOSSES INCURRED DUE TO LATE RESPONSES BY DEVELOPERS OR REPRESENTATIVES (OR NO RESPONSE AT ALL) OF ANY ISSUES WITH THE BLOCKCHAIN SUPPORTING THE NOMU OG COLLECTIBLES, INCLUDING FORKS, TECHNICAL NODE ISSUES OR ANY OTHER ISSUES LEADING TO LOSSES.

11. Assumption of Risk. You accept and acknowledge all risks associated with the following:

(a) Taxes. You are solely responsible for determining what, if any, taxes apply to Your purchase, sale, or transfer of Nomu OG Collectibles. The Company is not responsible for determining or paying the taxes that apply to such transactions.

(b) Blockchain Transactions. Company does not store, send, or receive cryptocurrency assets. Any transfer of cryptocurrency assets occurs within the supporting blockchain that is not controlled by the Company. Transactions in Nomu OG Collectibles may be irreversible, and, accordingly, losses due to fraudulent or accidental transactions may not be recoverable. Some transactions of the Nomu OG Collectibles shall be deemed to be made when recorded on a public blockchain ledger, which is not necessarily the date or time that You initiated the transaction.

(c) Internet-Based Risks. There are risks associated with using an Internet based digital asset, including but not limited to, the risk of hardware, software and Internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to information stored within Your wallet. The Company will not be responsible for any communication failures, disruptions, errors, distortions or delays You may experience when effecting Nomu OG Collectible transactions, however caused.

(d) Developing Laws. Digital assets, including blockchain based assets such as the Nomu OG Collectibles, are subject to developing laws and regulations.

(e) Third-Party Platforms. Transactions involving the Nomu OG Collectibles may rely on third-party platforms to perform transactions which are outside of Company's control. Therefore access to and interactions for the Nomu OG Collectibles may be limited or unavailable.

12. Links to Third Party Websites or Resources. Use and interaction of the Nomu OG Collectibles and Nomu OG Art may allow You to access third-party websites (including websites that host the Nomu OG Art) or other resources. The Company provides access only as a convenience and is not responsible for the content, products or services on or available from those resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from Your use of any third-party resources. Under no circumstances shall Your inability to view the Nomu OG Art on a third-party website serve as grounds for a claim against the Company.

13. Indemnity. You shall defend, indemnify, and hold the Company Parties harmless from and against any and all claims, damages, losses, costs, investigations, liabilities, judgments, fines, penalties, settlements, interest, and expenses (including attorneys' fees) that directly or indirectly arise from or are related to any claim, suit, action, demand, or proceeding made or brought by a third party (including any person who accesses or transacts using the Nomu OG Collectibles whether or not such person personally purchased the Nomu OG Collectibles) against any Company Party, or on account of the investigation, defense, or settlement thereof, arising out of or in connection with (A) Your purchase, ownership, use and interaction with the Nomu OG Collectibles or license to the Nomu OG Art, (B) Your breach or anticipatory breach of these Terms, (C) Your violation or anticipatory violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental and quasi-governmental authorities in connection with Your use or interaction with the Nomu OG Collectibles, and (D) any misrepresentation made by You (all of the foregoing, “Claims and Losses”). You will cooperate as fully required by the Company in the defense of any Claim and Losses. Notwithstanding the foregoing, Company retains the exclusive right to settle, compromise, and pay any and all Claims and Losses. The Company reserves the right to assume the exclusive defense and control of any Claims and Losses. You will not settle any Claims and Losses without, in each instance, the prior written consent of an officer of Company.

14. Limitation of Liability.

(a) Exclusion of Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER COMPANY NOR ITS SERVICE PROVIDERS INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE NOMU OG COLLECTIBLES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE NOMU OG COLLECTIBLES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE OR INTERACT WITH THE NOMU OG COLLECTIBLES OR ACCESS THE NOMU OG ART, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT COMPANY OR ITS SERVICE PROVIDERS HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.

(b) Liability Cap. TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT WILL COMPANY'S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF OR INABILITY TO USE OR INTERACT WITH THE NOMU OG COLLECTIBLES OR ACCESS THE NOMU OG ART EXCEED THE PRIMARY TRANSACTION PURCHASE PRICE.

(c) Basis of the Bargain. THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN COMPANY AND YOU.

15. Amendments. The Company reserves the right to amend these Terms at its sole discretion at any time. Any material modifications or amendments shall be disclosed to the User, in writing or shall be sent by notification, electronic mail to the User or by any other means. The User is deemed to have accepted the updated Terms if the User continues to use the Website after he/she/they has been notified of the amendments/modifications.

16. Applicable Law. The interpretation and enforcement of these Terms will be governed by, construed, and enforced in accordance with the applicable laws of the British Virgin Islands, without regard to conflict of law rules and principles that would cause the application of the laws of any other jurisdiction. Any dispute regarding these Terms shall be subject to the exclusive jurisdiction of the courts of the British Virgin Islands.

Contact Information. If You have any questions about these Terms and Conditions, please contact Company: support@nomu.dev

PREAMBLE

The present Terms of Use (the “Terms”) govern your use of the Website https://www.nomu.dev (the “Website”) and the services offered on or through this latter (the “Services”). The Website is owned and operated by Nomu Labs Ltd., a company registered and existing under the laws of the British Virgin Islands, having its registered address at Asia Leading Chambers, Road Town, Tortola, VG1110, British Virgin Islands (“Company” , “We” or “Us”). The Website is available directly at https://www.nomu.dev and may also be available through other addresses or channels.

1. DEFINITIONS

“Intellectual property rights” shall mean copyrights, patents, registered designs, design rights, database rights, trademarks, trade secret

“Third-Party/Third-Parties” shall mean any other natural who is not a User or a Visitor;

“User” shall mean a person which has already registered on the Website. A User is allowed to use all the Services of the Website;

“Visitor” shall mean a person or entity using the Website without having registered as a User.

2. GENERAL

The Website aims to describe the Services provided by the Company. Both Visitors and Users have the possibility to discover the team, the projects and the spirit of the Company through several documents. The Website also allows the Company to promote its Services. Therefore, the contents of other websites are accessible from hyperlinks on the Website.

Both Visitors and Users have the possibility to subscribe to our newsletter and/or to contact us if needed.

3. TERMS

By browsing the Website or by contacting us, you acknowledge that you have read and understood these Terms and agree to be bound by them and to comply with these Terms and all applicable laws and regulations. If you do not agree with these Terms, you should refrain from using the Website.

If you are browsing the Website on behalf of a business or other entity, you represent and warrant that you have the necessary authority to bind that business or entity to these Terms and that you are agreeing to these Terms on behalf of that business or entity.

4. MODIFICATION

The Company reserves the right to make any changes to these Terms, at its sole discretion. Your continued use of the Website after any such changes, with or without having explicitly accepted the new Terms, shall constitute your consent to such changes.

If you do not agree to such changes, you have no right to obtain information or access to the Website and must immediately cease use of it. You are responsible for verifying regularly these Terms in their current and in effect version from time to time, an up-to-date version of which may be retrieved at any time on the Website.

5. THE WEBSITE

The Website is provided to you on an “as is” basis, without warranties of any kind, either expressed or implied.

The Company grants you a limited, non-exclusive, non-transferable, non-sublicensable and revocable license to use the Website and its content for your personal, non-commercial use, and to display the content of the Website exclusively on your computer screen or on other devices (such as smartphones or tablets), subject to your compliance with these Terms and our policies.

All other uses are prohibited without the Company's prior written consent. Except as otherwise agreed upon, if the Company enables the use of software, content, virtual items or other materials owned or licensed by the Company (hereinafter: the “Software and Content”), the Company hereby grants you a non-exclusive, non-transferable, non-sublicensable and revocable worldwide license to access and use the Software and Content solely for personal and non-commercial purposes, conditioned on your compliance with these Terms. You will not use, copy, adapt, modify, decompile, reverse engineer, disassemble, decrypt, attempt to derive the source code of, prepare derivative works based upon, distribute, license, sell, rent, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Software and Content, except as expressly permitted by the Company or as permitted under applicable law. Any unauthorised use of the Software and Content is strictly prohibited and will terminate the license granted in these Terms. No licenses or rights are granted to you by implication or otherwise, except for the licenses and rights expressly granted to you.

If you provide us with any feedback or comments regarding the Website, you grant the Company the right to use such feedback or comments for any purpose without restriction or payment to you.

6. COMPANY'S ROLE

The Website does not constitute and should not be seen as a recommendation or endorsement of the quality, healthiness, service level, qualification or rating of the Services contained in it. In particular, the Website is not deemed to provide (and must not be held as such) any advice relating to your decision whether or not to use our Services by becoming a User and must not be considered as providing complete information in relation to such a decision. The Website only aims to promote the Services provided on it.

Please note that we make no promises or warranties whatsoever of possible gains or returns, in cash or in any other form. You can potentially lose all your contribution. The Company also does not guarantee in any way the success or full execution of its projects.

All other uses are prohibited without the Company's prior written consent. Except as otherwise agreed upon, if the Company enables the use of software, content, virtual items or other materials owned or licensed by the Company (hereinafter: the “Software and Content”), the Company hereby grants you a non-exclusive, non-transferable, non-sublicensable and revocable worldwide license to access and use the Software and Content solely for personal and non-commercial purposes, conditioned on your compliance with these Terms. You will not use, copy, adapt, modify, decompile, reverse engineer, disassemble, decrypt, attempt to derive the source code of, prepare derivative works based upon, distribute, license, sell, rent, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Software and Content, except as expressly permitted by the Company or as permitted under applicable law. Any unauthorised use of the Software and Content is strictly prohibited and will terminate the license granted in these Terms. No licenses or rights are granted to you by implication or otherwise, except for the licenses and rights expressly granted to you.

If you provide us with any feedback or comments regarding the Website, you grant the Company the right to use such feedback or comments for any purpose without restriction or payment to you.

7. PROHIBITED ACTIONS

You are entitled to use the Website only in conformity with the laws of your country of residence and of the country from which you access this Website. You may solely make a legal use of this website and any illegal or inappropriate use of the Website is banned. In particular, you agree to browse the Website lawfully and without any violation of these Terms or any applicable law and agree not to do any of the following actions in connection with your use of the Website:

a) access or use the Website in any manner that could interfere with, disrupt, negatively affect or inhibit anyone from fully enjoying the Website, including, but not limited to, defamatory, harassing, threatening, bigoted, hateful, vulgar, obscene, pornographic, or otherwise offensive behaviour or content;

b) access or use the Website for any illegal or unauthorized purpose or engage in, encourage, or promote any illegal activity, or any activity that violates these Terms or any other terms or policies provided in connection with the Website;

c) intimidate or harass any person or entity, or falsely state or otherwise misrepresent you or your affiliation with any person or entity;

d) damage, disable, overburden or impair the functionality of the Website in any manner;

e) distribute or post spam, unsolicited or bulk electronic communications, advertising, solicitations, promotional materials, chain letters, or pyramid schemes;

f) upload, post, transmit, distribute or otherwise make available any material that contains software viruses, malwares, ransomwares or spywares or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware, mobile devices or telecommunications equipment or any other technologies that may harm the Website or the interests or property of the Visitors or of the Company;

g) export or re-export any applications, code or tools developed by and proprietary to the Company except as in strict compliance with the export control laws of any relevant jurisdictions and in accordance with posted rules and restrictions;

h) use any robot, spider, crawler, scraper or other automated means or interface not provided or authorized by us to access the Website or to extract data or information from the Website;

i) commercialize any application, code or any information or software associated with such application and/or the Website without the prior consent of the Company;

j) upload, post, transmit, distribute, store or otherwise make publicly available on the Website any personal data of Users, of Visitors or of any Third-party without the person's prior explicit consent;

k) harvest or otherwise collect information or data about Visitors or Users without their consent or use automated scripts to collect information from or otherwise interact with the Website;

l) upload, post, transmit, distribute, store or otherwise make available content that, in the sole judgment of the Company, is objectionable, misleading or which restricts or inhibits any other person from using the Website, or which may expose the Company or its Visitors to any harm or liability of any type;

m) upload, post, transmit, distribute, store or otherwise make available content that would constitute, encourage or provide instructions for a criminal offence;

n) copy, modify, distribute, sell, or lease any part of the Website;

o) reverse engineer or attempt to extract the source code of the Website;

p) interfere or attempt to disrupt the Website in any way;

q) circumvent or attempt to circumvent any filtering, security measures or other features designed to protect the Website, or third parties; and

r) infringe upon or violate the rights of the Company, the Visitors, the Users or any Third-party;

s) facilitate or assist another person to do any of the above acts.

9. INTELLECTUAL PROPERTY RIGHTS

Intellectual property rights and all other proprietary rights in relation to the content available on the Website (including but not limited to software, mobile software, algorithms, codes, audio, video, text, animations, files, photographs designs, graphics, layouts, images, video, information and their selection and arrangement) (hereinafter: the “Website Content”) are the exclusive property of the Company or its licensors. Our rights to the Website Content include rights to (i) the Website; and (ii) all designs, layouts, software, displayed and technical information associated with Website. All Intellectual property rights in the Website Content not expressly granted herein are reserved to the Company. All copyright and other proprietary notices shall be retained on all reproductions.

Any other use of the Website Content, including without limitation distribution, reproduction, modification, making available, communicate to the public, publicly perform, frame, download, display or transmission, in whole or in part, without the prior written consent of the Company is strictly prohibited.

You may not derive or attempt to derive the source code of all or any portion of the software or mobile software (hereinafter: the “Software”), permit any third party to derive or attempt to derive such source code, or reverse engineer, decompile, disassemble, or translate the Software or any part thereof.

The Company and its licensors own and shall retain all Intellectual property rights and other rights in and to the Software, and any changes, modifications or corrections thereto, subject to open source software used in relation to the Website.

The Company, together with its licensors expressly reserve all Intellectual property rights in all text, programs, products, processes, technology, content, source code, object codes, layouts, and other materials, which appear on the Website. Access to the Website does not confer and shall not be considered as conferring upon anyone any license under any of our or any third party's intellectual property rights. Any use of the Website including copying or storing it or them in whole or part, other than for your own personal, non-commercial use, is prohibited without prior consent of the Company.

10. TRADEMARKS

Company's names and logos and all related product and service names, design marks and slogans are the trademarks or service marks of the Company or its licensors. No trademark or service mark license is granted in connection with the materials contained on the Website. Access to the Website does not authorize anyone to use any name, logo or mark in any manner whatsoever.

11. RESERVATION OF RIGHTS

The Company may block, terminate or suspend your ability to use or access the Website, in whole or in part, without notice and at all time, at the sole discretion of the Company, as well as close or interrupt the Website. The Company reserves the right to terminate your right to access and use the Website if you violate these Terms or any other terms, laws or policies referenced herein, or if you otherwise create risk or possible legal exposure for the Company.

The Company reserves the right to initiate legal proceedings against any person for fraudulent use of the Website and any other unlawful acts or acts or omissions in breach of these Terms.

12. AVAILABILITY

The Website and content may not be available in all territories and jurisdictions, and we may restrict or prohibit the use of all or a portion of the Website and content in certain territories and jurisdictions.

13. NETWORK COSTS

You may be charged by your network provider for data services or any other third-party charges as may arise while using the Website and you accept responsibility for such charges. If you are not the bill payer, we will assume that you have received permission from the bill payer.

14. DOWNTIME

Since the Website is web-based, it might be subject to temporary downtime.

From time to time we also update or maintain the Website, which will result in the Website not being available for a certain period of time. We do not warrant that the Website operates uninterrupted or error-free.

We are not responsible for any damages or losses suffered by you as a result of any failure or interruption of the Website or suspension of your access to the Website.

15. DISCLAIMERS

You expressly acknowledge and agree that your access to and use of the website is at your sole risk. As between you and the company, to the maximum extent permitted by applicable law, the website is provided on an “as is” and “as available” and “under development” basis and the company expressly disclaims all representations, warranties and conditions (express or implied, oral or written), including any implied warranty of merchantability, fitness for a particular purpose and non-infringement. All content available on the website, including the company's white-paper, are made available for informational purposes only and should not be contractual or binding in any way for the company. You should not rely upon this content in any way. The company does not give any warranty in relation to the website, the software and content nor with any services, information published or available on the website, should it be its availability, accuracy or lawfulness. The company shall not verify, update or correct such information. The company does not warrant that the website will be available at all times and expressly reserves the possibility to discontinue the website without notice. In addition, the company does not represent or warrant that (a) the operation of the website will be secure, uninterrupted, error-free or virus-free, or (b) any defects in the website will be corrected. no oral or written information, guidelines or advice given by the company will create a warranty. The foregoing disclaimer of warranties will apply to the maximum extent permitted by applicable law.

The laws of some states or jurisdictions do not allow the disclaimer of implied warranties, so some or all of the disclaimers in this section may not apply to you. You agree that the entire risk arising out of your use of the website remains solely with you. You agree that neither the company nor its affiliates is/are responsible for the fitness or conduct of any visitor and/or user. Neither the company nor its affiliates will be liable for any claim, injury or damage arising in connection with the acts or omissions of any visitor and/or user.

Any warranty, condition or other term arising out of or in connection with the Website which might otherwise be implied into or incorporated into these Terms by statute, common law, laws applicable in the country where you used the Website or otherwise (including without limitation any implied term as to quality, fitness for purpose, reasonable care and skill) is hereby expressly excluded. If you have a dispute with one or more Visitor(s), User(s) and/or Third-part(y/ies), you agree to release the Company (including our affiliates, and each of our respective officers, directors, employees, agents, shareholders, retail partners, licensors, and suppliers) from any claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected to such disputes.

16. LIMITATIONS OF LIABILITY

These Terms set out the full extent of our obligations and liabilities with respect to the Website. To the maximum extent possible by law, the company excludes all and any warranty, guaranty and responsibility in relation to or subsequent to the website and its content. the company shall in particular not be liable for any damages of any kind, including loss of income or data, suffered by the visitor, the user or any other person, by act of the company or of a third party. This includes any misuse that would be made of the visitor's and/or user's data, any virus or other forms of malware transmitted through the website or the server, as well as any non-compliance of users and/or visitors with these Terms. The company shall have no liability for any personal injury lost profits or other consequential, special, punitive, indirect, or incidental damages, arising from or related to your use or inability to use the website. notwithstanding anything to the contrary in these Terms, nothing in these Terms excludes or limits our liability for fraud or for death or personal injury caused by our negligence. The foregoing disclaimer of certain damages and limitation of liability will apply to the maximum extent permitted by applicable law. The laws of some states or jurisdictions do not allow the exclusion or limitation of certain damages, so some or all of the exclusions and limitations set forth above may not apply to you. In no event shall the aggregate liability of the company arising out of or relating to the use of or inability to use the website exceed one hundred U.S. Dollars (USD 100). You agree that any claim filed more than one (1) month after the discovery of the alleged liability of the company shall be time-barred.

17. FORCE MAJEURE

The Company cannot accept responsibility for any damage, loss, delay, or inconvenience caused by circumstances beyond our reasonable control. Such circumstances include but are not limited to war, threat of war, riots, civil strife, or terrorist activity, industrial disputes, natural or nuclear disasters, fire, airport closures, bad weather conditions, interruption or failure of a utility service or the acts of any local or national government.

18. INDEMNIFICATION

You agree to defend, indemnify and hold harmless the Company and its affiliates, independent contractors and service providers, and each of its respective directors, officers, employees and agents from and against all Third-party claims, damages, costs, liabilities and expenses (including, but not limited to, court and attorneys' fees) caused by, arising out of or related to (a) your use of, or inability to use, the Website; (b) your violation of these Terms or any other applicable terms, policies, warnings, warranties, or instructions provided by the Company or a Third-party in relation to the Website; (c) your violation of any applicable law or any rights of any Third-party.

19. LINKS

The Website may contain links which direct you to Third-party websites. The Company rejects any liability on said Third-party websites, which are solely provided in the Users' and Visitors' interest.

The Company has no influence on the content of Third-party websites. The Company therefore cannot assume any guarantee for the accuracy, completeness or safety of this Third-party content.

20. ENTIRE AGREEMENT & SEVERABILITY

These Terms, the Privacy Policy, the Cookies Policy (which sets out information about the cookies on our site), subject to any amendments or modifications made by the Company from time to time, shall constitute the entire agreement between you and the Company with respect to the use of the Website. If any provision of these Terms is found to be invalid by a court or competent jurisdiction, that provision only will be limited to the minimum extent necessary and the remaining provisions will remain in full force and effect.

21. NO WAIVER

The Company's failure to enforce a provision of these Terms does not constitute a waiver of its right to do so in the future with respect to that provision, any other provision, or these Terms as a whole.

22. ASSIGNMENT

You may not assign any of your rights, licenses, or obligations under these Terms without the Company's prior written consent. Any such attempt at assignment by you shall be void. The Company may assign its rights, licenses, and obligations under these Terms without limitation and without prior consent.

23. MODIFICATION OF THE WEBSITE

The Company reserves the right to change, suspend, remove, discontinue or disable access to the Website or particular portions thereof, at any time and without notice. In no event will The Company be liable for the removal of or disabling of access to any portion or feature of the Website.

24. GOVERNING LAW AND JURISDICTION

These Terms and your use of the Website, as well as all matters arising out of or in relation to them (including non-contractual disputes or claims and their interpretation), shall be governed by the laws of the British Virgin Islands, with the exclusion of conflicts of laws rules. Any claim or dispute regarding these Terms or in relation to them shall (including for non-contractual disputes or claims and their interpretation) be subject to the exclusive jurisdiction of the British Virgin Islands.

You agree that any dispute is personal to you and the Company, and that any dispute shall only be resolved by an individual litigation and shall not be brought as a class action, or any other representative proceeding. You agree that a dispute cannot be brought as a class or representative action or on behalf of any other person or persons.

In case of dispute, you shall maintain the confidentiality of any proceedings, including but not limited to, any and all information gathered, prepared, and presented for purposes of the litigation or related to the dispute(s) therein.

24. CONTACT

If you wish to contact us please do so at the following e-mail address: support@nomu.dev

Legal Agreement

These Nomu InvisibleStaking Terms of Use (the “Terms”), are a legally binding agreement by and between Nomu Labs Ltd., a company registered and existing under the laws of the British Virgin Islands, having its registered address at Asia Leading Chambers, Road Town, Tortola, VG1110, British Virgin Islands (“Company”, “us” or “our”) and you as a user of the Nomu platform (defined below) (“User”, “You” or “Your”), governing your access to and use of the $NOMU staking functionality under the Company's InvisibleStaking mechanism (the “Service”). Company and You may be referred to throughout these Terms collectively as the “Parties” or individually as a “Party”.

1. Agreement to Terms

By staking $NOMU, connecting a wallet, or otherwise interacting with our website https://www.nomu.dev (the “Website”), you confirm that you have read, understood, and agree to abide by these Terms, as amended from time to time. If you do not agree to these Terms, you must refrain from using the Service or engaging with any offerings on the Website.

(a) Additional Terms: The access and use of the Website are subject to the separate terms of the Website. You further acknowledge that You have carefully read and have accepted the (i) Terms of Use located on the Website https://www.nomu.dev (the “Website Terms”) because the Website Terms governs Your use of the Website. If there is a conflict between the Website Terms and these Terms with respect to the Nomu Marketplace, these Terms shall prevail.

(b) Your Information. As a condition of participating in the Service, and any time You provide Your information (including personal information (also known as personally identifiable information or personal data) to Company or that Company collects from You when using the Website (including information collected automatically by the use of cookies or other similar technologies), You agree to the collection, use, storage, sharing (i.e., by way of example only, with Company, its affiliates, and with third-party partners, service providers, etc.), transfer, and processing of Your information by Company for the purposes of providing the Websites and the services available therein, to administer the Nomu Marketplace, and to comply with applicable laws, rules, and regulations.

Please also note that, by using the Service, you consent to receiving communications from us regarding important updates or changes to your account or the Service. You may opt-out of certain communication types, such as marketing communications, as outlined in the preferences section of the Service.

The Company reserves the right to modify or update these Terms at any time, and you agree that any such changes will be effective once they are published. We will notify you of any material changes through appropriate means, such as email or notice through the Service. By continuing to use the Service after such updates, you agree to accept the modified Terms. If you disagree with any changes, you should discontinue use of the Service.

2. Definitions and interpretation

NOMU means the Nomu ecosystem token referenced in Nomu's public documentation.

InvisibleStaking means Nomu's staking mechanism whereby rewards are funded from trading activity rather than treasury emissions or new token issuance. For the avoidance of doubt, your NOMU never has to leave your third-party cryptocurrency wallet to participate in InvisibleStaking.

Trading Fees means fees attributable to NOMU trading that are programmatically allocated to NOMU stakers.

Effective Date means the 12th of November, 2025 for the initial allocation of ten percent of NOMU trading fees to NOMU stakers.

3. Eligibility and compliance

To use the Service, you must be at least eighteen (18) years old, have legal capacity to enter contracts, and not be prohibited from using cryptocurrency services under applicable laws in your jurisdiction. You represent that you are not a restricted person under sanctions lists, including those from the EU, US, or UN.

You must maintain a compatible Solana wallet to interact with the Service, as NOMU operates on Solana. Nomu is not liable for wallet-related issues, such as lost private keys or unauthorized access. Access to the Service is at your own risk, and you agree to secure your wallet and enable two-factor authentication where available.

4. Access, wallets, and security

You are solely responsible for the security of your wallet, private keys, seed phrases, and all credentials used to interact with InvisibleStaking, and Nomu does not custody your assets or keys.

You must verify all contract addresses and parameters and rely only on official Nomu documentation and channels for configuration details and updates.

5. Mechanics

When you hold NOMU in your third-party cryptocurrency wallet address, that NOMU represents a pro rata interest in rewards sourced from NOMU Trading Fees.

Ten percent (10%) of all NOMU Trading Fees are allocated to NOMU stakers as from the Effective Date, and the percentage or mechanics may be updated as permitted under these Terms.

Rewards accrue based on your eligibility, which in turn corresponds to the amount of NOMU you hold at any given time. The conditions for eligibility shall be determined by the Company in its sole discretion and shall be communicated to You via the Website or any other electronic means deemed appropriate by the Company. Rewards shall auto‑compound without a separate claim function. No new token emissions fund rewards, and there is no claim‑based distribution from the treasury under InvisibleStaking.

InvisibleStaking may incur fees collected by the Company, as outlined when initiating the staking process or detailed within these Terms. Each User additionally commits to covering any other fees, encompassing network (gas) fees, and other charges, and grants authorization for the Company to automatically charge such fees or deduct them directly from funds delegated to InvisibleStaking and/or the InvisibleStaking rewards.

6. Variability and no guaranteed returns

The pace of accrual in NOMU terms is variable and depends on NOMU trading volume and related market factors, and no minimum return, Annual Percentage Yield (“APY”), or performance level is guaranteed.

Any examples or forward‑looking statements are illustrative only and do not constitute promises of performance or investment advice.

By using the Service, you understand and agree that any rewards you may receive do not represent an interest payment on your NOMU, but merely a discretionary gift by the Company for your engagement with the Nomu ecosystem.

7. Third‑party dependencies

InvisibleStaking integrates with the Solana network, and operational characteristics or changes at these blockchain levels may affect the Service's availability, timing, and performance.

Nomu does not control Solana and disclaims responsibility for outages, security events, parameter changes, or other incidents originating at third‑party providers.

8. Taxes

You are solely responsible for any tax obligations arising from staking, accrual, transfers, or redemptions of NOMU, including reporting, withholding, and payment, and you should consult independent advisors. Nomu does not provide tax, legal, or financial advice in connection with InvisibleStaking.

9. No advice; independent decision‑making

Nothing in these Terms, the documentation, or related materials constitutes investment, legal, or tax advice, and you should make independent decisions regarding participation.

The characterization of rewards as tied to trading activity does not mitigate risks of loss arising from market volatility or protocol issues.

10. Protocol changes, suspension, maintenance

Nomu may modify parameters, update integrations, or conduct maintenance in order to preserve security, resiliency, or sustainability, and such changes will be communicated through official channels.

Nomu may suspend or restrict access temporarily or permanently in connection with upgrades, security events, legal requirements, or misuse, without liability to you.

11. Intellectual property

All Nomu content, branding, documentation, and related materials are owned by Nomu or its licensors and are provided solely to facilitate your use of InvisibleStaking as intended under these Terms.

No license is granted other than as necessary to access the protocol consistent with these Terms.

12. Risk disclosures

Market and price risk. Digital assets are highly volatile, and $NOMU may experience rapid and substantial price movements, including a total loss of value.

Fee and yield variability. Rewards are not guaranteed and depend entirely on trading activity; if trading volume declines, the rewards may materially decrease or fall to zero. Any illustrative APY or price appreciation examples are hypothetical and not indicative of future results.

Smart contract and protocol risk. Smart contracts may contain defects, vulnerabilities, or be subject to exploits that can result in partial or total loss of staked assets or rewards. Upgrades, forks, or changes to underlying protocols and dependencies may affect functionality, reward accounting, or asset recoverability.

Solana network risk. Solana has experienced network disruptions and degradations that have halted or slowed block production, impacting transaction processing and dApp availability. Future outages, congestion, or fee spikes can delay staking, unstaking, and reward accrual, and may cause missed opportunities or operational friction.

Counterparty and third‑party dependencies. The service utilizes partners and frameworks for staking infrastructure. Failures, downtime, or adverse changes at the level of these third parties can impair reward accrual and/or Service availability. Third‑party software, nodes, or data integrations may malfunction or introduce security risks outside the direct control of the Company.

Cybersecurity and wallet security. Compromises of private keys, phishing, malware, or unauthorized access to wallets can result in irreversible loss of NOMU. Users are responsible for securing wallet credentials and network access, and user errors can lead to permanent loss.

Operational, forks, and force majeure. Network upgrades, hard forks, validator coordination issues, or emergency patches can disrupt service, reward flows, or redemption paths temporarily or permanently. Service availability may be suspended during adverse events, including anticipated forks or security incidents, to protect users and the protocol.

13. Limitation of liability

To the maximum extent permitted by law, Nomu shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages arising out of or related to your participation in InvisibleStaking.

Nomu's aggregate liability for direct damages, if any, shall be limited to the extent required by applicable law and otherwise disclaimed herein.

14. Indemnification

You agree to indemnify, defend, and hold harmless Nomu and its contributors from and against all claims, losses, liabilities, damages, costs, and expenses arising out of your use of InvisibleStaking, violation of these Terms, or breach of applicable law.

This Section shall survive any termination of your use of the Service.

15. Compliance and sanctions

You shall not use InvisibleStaking in violation of sanctions, export control, or anti‑money laundering laws, and Nomu may restrict access where required by applicable legal or regulatory obligations.

You represent that neither you nor any beneficial owner is a sanctioned person, and you will not facilitate prohibited use.

You agree not to use the Service for illegal purposes, including money laundering, fraud, or sanctions evasion. Do not engage in wash trading to inflate fees or manipulate yield. Nomu may suspend access for suspicious activity and report to authorities as required by AML laws.

No reverse engineering of smart contracts or interference with the Service. Violations may result in immediate termination and forfeiture of rewards.

16. Force majeure

Nomu shall not be liable for any delay or failure to perform due to events beyond its reasonable control, including but not limited to acts of God, network failures, market disruptions, cyberattacks, legal or regulatory actions, or third‑party outages.

Performance shall be excused for the duration of such force majeure event and resume thereafter.

17. Assignment

You may not assign or transfer any rights or obligations under these Terms without Nomu's prior written consent, and any prohibited assignment is void.

Nomu may assign these Terms in connection with a reorganization, merger, or transfer of operations.

19. Notices

Nomu will provide notices and updates through official documentation and designated community channels, and you must monitor such channels for current information.

Notices are deemed effective upon posting unless a later effective date is specified.

20. Governing law and dispute resolution

These Terms are governed by the laws of the British Virgin Islands, without regard to conflicts of laws principles, with venue and forum to be specified by that entity or as otherwise communicated.

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

21. Termination

Nomu may suspend or terminate your access to InvisibleStaking for misuse, noncompliance, unlawful activity, or to preserve protocol integrity, including during upgrades or security events.

If, for whatever reason, including but not limited to regulatory, legal or technical reasons, the Company is limited or prevented in its ability to pay out rewards, the Company will have the discretion to decide to stop operating the Service at any time, with or without notice, and users will not have any claim against the Company for any payment or remuneration (either in fiat, NOMU, or any other Virtual Asset) on the basis of these Terms.

In any case, the Company may, at its sole discretion and at any time, decide to stop operating the Service with or without notice.

22. Entire agreement; order of precedence; waiver

These Terms constitute the entire agreement between you and Nomu regarding your use of the Service and supersede any prior or contemporaneous understandings on the subject matter.

No waiver of any term shall be deemed a continuing waiver, and no failure to enforce any provision shall constitute a waiver thereof.