Token Realty Exchange — Terms and Conditions

1. Acceptance of Terms

By accessing, registering for, or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms and by the Bylaws of Token Realty Exchange (the “Bylaws”), which are incorporated herein by reference. Your continued use of the Platform constitutes ongoing acceptance of both the Terms and the Bylaws as they may be amended from time to time. If you do not agree to the Terms and the Bylaws, you must not access or use the Platform.

2. Nature of Tokens; No Ownership Interest

Tokens made available on the Platform (“Tokens”) do not represent, and shall not be construed to represent, fractional ownership, equity, shares, or any direct ownership interest in any physical real property, entity, or asset. Tokens are digital commodities whose value is referenced to the performance of the real property market in specific geographic locations. Tokens represent real, market-referenced value in a specific location of the real estate market, backed by real property serving as collateral, together with legally filed deeds of trust or mortgages, which are intended to support the legal enforceability of the values represented across all Tokens. Nothing in these Terms shall be interpreted as conveying title to, or an ownership interest in, any underlying real property.

3. Identity Verification and Anti-Fraud Measures

The Platform employs a range of security and anti-fraud measures to protect users and the integrity of assets on the exchange. As a condition of membership, you will be required to complete an identity verification process administered by Plaid, a third-party identity verification provider. This process requires you to provide government-issued identification and personal information directly to Plaid for the purpose of verifying your identity.

The Platform does not retain your identification documents or the underlying personal information submitted during verification. Such data is held by Plaid in accordance with Plaid’s own privacy practices and terms. The Platform stores only the approval or denial attestation resulting from the verification, associated with your username. The Platform reserves the right, at any time and in its sole discretion, to require re-verification of a user’s identity for additional security or authorization purposes.

4. Non-Custodial Platform; User Control of Assets

The Platform does not take custody of, hold, or control user funds or Tokens. Users connect a third-party self-custody wallet (such as MetaMask) to the Platform and at all times retain full ownership and control over their assets and private keys. You are solely responsible for the security of your wallet, credentials, and private keys. The Platform cannot recover, reverse, or access assets held in your third-party wallet.

5. Restricted Transferability; Market Integrity

To preserve the security and integrity of the commodity market and to prevent speculative trading, Tokens issued on the Platform may not be sold, transferred, or traded on any external or open market or venue. Tokens are transferable only within the Platform and in accordance with these Terms and the Bylaws. This restriction is designed to maintain strict, market-driven pricing based on Automated Valuation Model (AVM) data and to protect all participants from manipulation and off-Platform speculation.

6. Pricing; Automated Valuation Models

Token pricing is determined by reference to Automated Valuation Model (AVM) data applied to the tokenized percentage of a property’s value, divided by the token supply. AVM valuations are estimates and may not reflect the actual realizable value of any property. Prices are subject to change as new AVM data is received.

7. Risk Disclosure; No Investment Advice

Real estate markets fluctuate and may rise or fall, and conditions vary from location to location. The value of Tokens may increase or decrease accordingly. You should perform your own due diligence before purchasing any real estate commodity Token. Nothing on the Platform constitutes investment, financial, legal, or tax advice. You are solely responsible for evaluating the merits and risks of any transaction. Past performance is not indicative of future results.

8. Collateralization and Legal Filings

Tokens are intended to be backed by real property serving as collateral, together with legally filed deeds of trust or mortgages intended to establish enforceable, market-referenced values across Tokens. While the Platform endeavors to ensure accurate filings and collateralization, the Platform does not guarantee the outcome of any legal proceeding, foreclosure, or enforcement action, which are subject to applicable law and third-party processes.

9. Dispute Resolution; Internal Arbitration

Any dispute, claim, or controversy arising out of or relating to the Platform, these Terms, or the Bylaws shall be resolved through binding internal arbitration administered by designated Platform licensee accounts, in accordance with the arbitration procedures set forth in the Bylaws. By using the Platform, you agree to submit to such internal arbitration and, to the maximum extent permitted by law, waive any right to litigate such disputes in court or to participate in any class, collective, or representative action. Arbitration fees and procedures are as outlined in the Bylaws.

10. Compliance and Taxes

You are responsible for complying with all laws applicable to your use of the Platform and for all taxes arising from your transactions, including capital gains, sales, and applicable income taxes. You represent that your use of the Platform does not violate any law applicable to you.

11. Limitation of Liability; Indemnity

To the maximum extent permitted by law, Token Realty Exchange, its affiliates, licensees, and partners shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss arising from Token values, market fluctuations, wallet compromise, or third-party services. You agree to indemnify and hold harmless Token Realty Exchange, its affiliates, licensees, and partners from any claims, losses, or liabilities arising out of your use of the Platform or your breach of these Terms or the Bylaws.

12. Suspension and Termination

The Platform may suspend or terminate your access, and may review, restrict, or revoke a licensee or user account, for violations of these Terms or the Bylaws, suspected fraud, or conduct that jeopardizes the security or integrity of the Platform.

13. Amendments

The Platform may amend these Terms from time to time. Updates will be communicated through the Platform’s messaging system, and your continued use constitutes acceptance of the amended Terms. The Bylaws are immutable except as provided therein.

14. Charting Attribution

Charts displayed on the Platform are powered by TradingView Lightweight Charts™. Charting technology is provided by TradingView (https://www.tradingview.com).