Last updated: February 27^th, 2025 

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These Terms and Conditions, including any exhibits, policies, or addendums attached hereto or referenced herein (the “Agreement”), govern your access to and use of Io.vault. This Agreement is a contract between Io FinNet Group, Inc., a Delaware (USA) corporation (“Io.finnet”), and you as an individual (“you” or “the User”).

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*For clarity, these Terms are intended solely for individual consumers using Io.vault for personal purposes. By agreeing to these Terms, you confirm that you are accessing Io.vault as an individual and not on behalf of any business or organization.

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Io.vault (“Io.vault”) is a self-custody solution offering the ability to directly hold and transact with Digital Assets and which is accessed via the Dashboard. Upon accessing Io.vault, you will be able to create a vault with a Signing Device and you will be provided with the cryptographic data that is required to enable the generation of a valid cryptographic signature for a given vault (the “Secret Share(s)” which represent the access and Signing Power in said vault and are stored on the Signing Device).

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In a consumer context, Secret Shares are designed to ensure that you retain full control of your digital assets. They can be distributed across your personal devices in such a way as to prevent a single point of failure and enhance your recovery options. 

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* To protect your Digital Assets, Secret Shares should be stored on devices you trust and control, such as your smartphone, tablet, or a secure backup device. Ensuring that even if one device is lost or compromised, you can still regain access using the remaining Secret Shares. 

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For a more in depth feature and capabilities explanation, we strongly encourage you to read our User Guide and Documentation, as well as to access our FAQ accessible on the help center.

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Unless otherwise agreed in writing, this Agreement becomes binding and effective on you (the “Effective Date”) when you perform any of the following:

1. Access and use Io.vault;
2. Click an “I accept”, “Sign up”, or similar button or checkbox referencing this Agreement; or
3. Provide your payment details and confirm your subscription to Io.vault.

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Your subscription term begins only after successful processing of your payment, as specified in the applicable plan details. 

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You and Io.finnet are referred to individually as a “Party” and collectively as the “Parties”.

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Capitalized terms not otherwise defined in this Agreement have the respective meanings assigned to them in Section 1.

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You represent and warrant that: (i) you are using Io.vault solely as an individual and not on behalf of any entity or organization; and (ii) you are at least eighteen (18) years of age.

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*If you reside outside the United States, Io.finnet reserves the right to determine whether to provide Io.vault to you based on applicable legal, operational, or regulatory considerations. Where Io.vault is provided, your local consumer protection laws may grant additional rights that cannot be waived by this Agreement, and Io.finnet will comply with such rights where applicable.

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KEY SUMMARY

! Pooled management risk !: If you choose to allow multiple users to access your vault, you assume all risks associated with shared control, including but not limited to unauthorized transactions, accidental asset transfers, and security breaches caused by third parties.

1. No Right of Withdrawal

• Io.vault is a digital service provided immediately upon subscription. By subscribing, you explicitly waive your statutory right of withdrawal.

2. Your Responsibility in Self-Custody

• Io.vault is a self-custody solution. You are fully responsible for managing and safeguarding your Cryptographic Credentials, including Secret Shares, Signing Devices, and Recovery Phrases.
• While Io.vault provides a Recovery Phrase feature to help regain access in specific situations, Io.finnet does not store backups or assist in recovering lost Cryptographic Credentials.
• Improper handling of these credentials can lead to permanent loss of access to your digital assets.
• Removing devices may affect vault access and functionality in ways Io.finnet is not responsible for. Exert caution before making changes to your vault setup.

3. Subscription and Renewal

• Subscriptions renew automatically unless canceled before the end of the current billing period. Manage your subscription settings through the Dashboard.

4. Service Limitations

• Io.vault is provided on an 'as-is' and 'as-available' basis.

5. Third-Party Integrations

• Io.vault may integrate with Third-Party Services. Io.finnet is not responsible for the functionality or security of third-party products.

6. Risk Disclaimer

• Blockchain technology and digital assets carry inherent risks, including volatility, irreversible transactions, and security vulnerabilities. You assume all such risks when using Io.vault.

7. Support Scope

• Support is available during business hours (e.g., 9:00 AM–5:00 PM, Monday–Friday – EST, excluding public holidays) for account-related queries and technical issues. Io.finnet does not provide blockchain or self-custody education.

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1. DEFINITIONS

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“Applicable Law” means any treaty, directive, international agreement, law, statute, regulation, code, rule, ordinance, order, decree, judgment, guideline (including any judicial or administrative interpretation thereof) and any authorization that may apply to a relevant situation or pattern of facts;

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“Cryptographic Credentials” refers to private keys, Secret Shares, Signing Devices, recovery phrases, and any other cryptographic elements required to access, secure, or manage Digital Assets and perform related operations.

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“Custody Risks” means the risk inherent in the use and management of self-custody solutions, including but not limited to: 

1. Loss or theft of credentials: The risk of losing or having Cryptographic Credentials stolen.
2. Irrecoverable assets: The inability to recover Digital Assets due to forgotten or misplaced Cryptographic Credentials or improper security practices.
3. Irreversible transactions: The inability to reverse or modify blockchain transactions once executed.
4. Blockchain protocol risks: Risks arising from software bugs, protocol failures or incompatibilities in blockchain networks.
5. Third-Party security failures: Exposure to risks from third-party integrations, such as decentralized applications (dApps) or smart contracts.
6. Device and storage vulnerabilities: Risks associated with storing Cryptographic Credentials on compromised or insecure devices, cloud storage, or other environments.
7. Regulatory and market risks:Uncertainty from changing legal frameworks or significant volatility in the value of Digital Assets;
8. Pooled management: If you choose to allow multiple users to access your Vault, you assume all risks associated with shared control, including but not limited to unauthorized transactions, accidental asset transfers, and security breaches caused by third parties.

“Data Privacy Laws” for the purposes of this Agreement, shall mean any applicable laws, regulations and directives relating to the protection of personal data and privacy, including but not limited to the General Data Protection Regulation (GDPR).

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“Dashboard” refers to the platform provided by Io.finnet, accessible via website or mobile application, that serves as the central entry point for accessing Io.finnet products and services (notably Io.vault) as well as third-party services.

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“Dashboard Credentials” refer to the account credentials created to access the Dashboard and any enabled Io.finnet products or services (notably Io.vault) as well as third-party services. 

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“Digital Assets” means any digital representation of value or rights recorded on a blockchain or distributed ledger, including but not limited to cryptocurrencies, stablecoins, non-fungible tokens (NFTs), and other blockchain-based tokens or instruments.

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“Intellectual Property Rights” means patents, utility models, trademarks, logos, company names, trade names, shop signs, domain names, internet websites’ architecture and content, authors’ rights (including but not limited to rights with respect to computer software, firmware and all related documentation), design rights, models, database rights, topography rights, know-how, inventions, secret formulae and processes, rights protecting goodwill and reputation, and all other forms of protection of a similar nature or having equivalent or similar effect to any of these which may exist anywhere in the world, whether or not any of these is registered, as well as all applications, registrations and renewals pertaining to such rights;

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“Open Source Components” means any software components, libraries, or modules that are distributed under an open-source license recognized by the Open Source Initiative (OSI) or other relevant authority;

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“Personal Data” means any information relating to an identified or identifiable natural person (‘data subject’); an identifiable natural person is one that can be identified, directly or indirectly, in particular by reference to an identifier such as a name, and identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identify of that natural person;

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“Signing Device” means any device controlled by the Vault Owner or an Authorized User, and used to store Secret Share(s) that allow use of a vault.

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“Signing Power” means the signing power (relative to the signing threshold of a vault) you control on your specified Signing Devices as part of a particular vault signing setup ().

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“Third-Party” means any individual, entity or organization not party to this Agreement.

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“Usage Data” means information collected automatically about how and when you interact with Io.vault during your use of the platform;

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“User” (or “Consumer”) means an individual who creates a vault (the "Vault Owner") and any additional individuals they authorize to participate in that vault by receiving access it (the "Authorized Users"), subject to the terms of this Agreement. Vault Owners remain fully responsible for all actions taken by Authorized Users.

‍“You” Refers to the individual agreeing to these Terms, accessing, or using Io.vault for personal purposes. By accepting these Terms, you represent and warrant that you meet all eligibility requirements set forth herein.

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2. ACCESS TO IO.VAULT

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2.1 Purpose

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This Agreement sets forth the terms and conditions under which Io.finnet agrees to provide you with: (i) access to Io.vault, along with any applicable supporting materials, including but not limited to these terms, the User Guide, FAQs, Recommended Use Guidelines, and Technical Specifications (collectively, the “Documentation”); and
(ii) associated programming, features, and user interfaces necessary for Io.vault’s operation.

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2.2 Io.vault Access and Use License

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2.2.1. Licence

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Subject to the terms and conditions of this Agreement, Io.finnet shall, during the Subscription Term, use commercially reasonable efforts to:

1. Provide you with access to Io.vault; and
2. Grant you a limited, non-exclusive, non-sublicensable, non-transferable, worldwide license to access and use Io.vault, as modified, revised, or updated in accordance with this Agreement and the Documentation.

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This access and license are granted solely for your personal, non-commercial use.

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2.2.2. Software restrictions

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Io.finnet reserves all rights to Io.vault and the Documentation that are not expressly granted to you under this Agreement. By using Io.vault, you agree not to, directly or indirectly:

1. Reverse engineer, decompile, disassemble, or otherwise attempt to discover or derive the source code, object code, or underlying structure, ideas, know-how, or algorithms related to Io.vault;
2. Modify, translate, or create derivative works based on Io.vault;
3. Copy, rent, lease, distribute, pledge, assign, or otherwise transfer or encumber any rights to Io.vault;
4. Use Io.vault in any way that could damage, disable, overburden, impair, or otherwise interfere with Io.finnet’s provision of Io.vault;
5. Access Io.vault to monitor its availability, performance, or functionality for competitive benchmarking or in a manner that interferes with its operation;
6. Create Internet links to Io.vault or “frame” or “mirror” any content provided in Io.vault on any other server, device, or website;
7. Attempt to obscure, mask, or conceal any branding or proprietary elements of Io.vault, including by wrapping it inside another application or system;
8. Use Io.vault to provide services to others (e.g., timesharing or service bureau purposes);
9. Modify, remove, or obscure any proprietary notices, labels, or branding on Io.vault;
10. Use or access Io.vault to build, support, or assist in building products or services competitive with Io.vault;
11. Attempt to gain unauthorized access to Io.vault or its related systems, data, or networks, including by bypassing security measures or exploiting vulnerabilities;
12. Use Io.vault to transmit, store, or distribute viruses, malware, or other harmful or illegal content;
13. Scrape, harvest, or collect data from Io.vault without explicit authorization from Io.finnet;
14. Access or use Io.vault through automated means, such as bots, scripts, or crawlers, unless expressly permitted by Io.finnet;
15. Use Io.vault in violation of any applicable law, regulation, or third-party rights, including intellectual property and data privacy laws; or
16. Allow or enable any third party to engage in any prohibited activity listed in this section.

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2.2.3. Conditions to Use

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You agree to use Io.vault in accordance with the terms of this Agreement, the Documentation, and all applicable laws and regulations.
As a condition of accessing and using Io.vault, you represent and warrant that you:

1. Have thoroughly read and reviewed all Documentation related to Io.vault provided by Io.finnet;
2. Understand the requirements set forth in the Documentation;
3. Agree to comply with these requirements at all times; and
4. Acknowledge that Io.vault supports only the Digital Assets explicitly listed in the Documentation. Io.finnet may update the list of supported Digital Assets at its sole discretion. Io.finnet makes no guarantees, representations, or warranties—express or implied—regarding the compatibility of Io.vault with any Digital Assets not listed in the Documentation.

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2.2.4. User Representation

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You agree to provide true, accurate, up-to-date, and complete information when interacting with Io.finnet. In particular, you agree to:

1. Not create a false identity;
2. Not impersonate another person; and
3. Promptly update the information you provide whenever it changes.

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If you provide false, inaccurate, misleading, incomplete, or outdated information, Io.finnet reserves the right to suspend or deny your access to Io.vault, temporarily or permanently, without prior notice or compensation.

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2.2.5. Account Responsibility

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You agree to:

1. Be responsible for all uses of your account, whether or not such use was authorized by you or known to you;
2. Ensure that your Dashboard and Cryptographic Credentials are securely maintained; and
3. Immediately notify Io.finnet upon becoming aware of any unauthorized use of your account or any violation of this Agreement.

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Io.finnet shall not be liable for any losses, damages, costs, expenses, or claims resulting from stolen or lost Dashboard or Cryptographic Credentials.

You are solely responsible for any breaches of this Agreement arising from your use of Io.vault and must take reasonable steps to ensure the security of your credentials and account.

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2.2.6. Consequences of a breach of terms

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Any use of Io.vault by you that:

1. Violates the terms of this Agreement; or
2. In Io.finnet’s reasonable judgment, threatens the integrity, security, or availability of Io.vault or the services provided to other users,

may result in Io.finnet immediately suspending your access to Io.vault. Io.finnet will make commercially reasonable efforts to notify you and provide an opportunity to address the issue before suspension, where feasible.

Although Io.finnet is not obligated to monitor your use of Io.vault, if it discovers any use or activity that it believes, or is alleged, to violate these terms, Io.finnet reserves the right to prohibit your further use of Io.vault.

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2.3. Modifications and Amendments

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2.3.1. Changes to Io.vault

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Io.finnet may, at its sole discretion, make changes to Io.vault that it considers necessary or useful to:

1. Maintain or enhance:

a. The quality or delivery of its products or services;
b. The competitive strength or market position of Io.finnet’s products or services;
c. The cost efficiency or performance of Io.vault; or

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2. Comply with applicable laws or regulations.

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Io.finnet reserves the right to modify the Documentation and to add, modify, or remove features of Io.vault as part of these changes.

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2.3.2. Changes to this Agreement

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Io.finnet reserves the right to amend this Agreement as necessary to continue providing Io.vault. For material changes, except for urgent changes required by law or regulation, Io.finnet will provide you with at least 30 days’ advance notice before the changes take effect.

If you do not agree to the proposed changes, you must stop using Io.vault. Io.finnet will allow you a 30-day transition period from the effective date of the amendment to retrieve your data and assets or seek alternative services.

For non-material changes or changes required to comply with legal or regulatory requirements, Io.finnet may implement the changes without advance notice. You acknowledge and agree to hold Io.finnet harmless with respect to any such changes.

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You acknowledge this and agree to hold Io.finnet harmless as relates to these changes.

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3. SOFTWARE ACCESS

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3.1. User Onboarding

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Once you complete the onboarding process and agree to the terms of this Agreement, you will be issued Dashboard Credentials to access Io.vault.

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3.2. Device Access

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You may use Io.vault on multiple devices, either controlled by you or others (please carefully read the risk disclaimer for pooled assets), subject to the process described in the section “Add a User”below.

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For your security, each device must go through an authentication process to link it to your personal Dashboard Credentials.

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Access to Io.vault is tied directly to your registered device(s), or those of any Authorized Users you add. You are fully responsible for their actions.

Your Dashboard Credentials are strictly personal and must not be shared. When you add a new device for yourself, it will be linked to your existing Dashboard Credentials. When you add an Authorized User, they receive their own separate Dashboard Credentials linked to their own device(s).

If you stop using a registered device, you should promptly remove it from your account settings to maintain security.

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3.3. Multi-User Vaults & Responsibilities

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3.3.1. Risks of Multi-User Vaults

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• Granting access to others significantly impacts control over your vault. Once signing power is distributed across the vault, the Vault Owner may no longer have the ability to manage transactions or revoke access.
• Io.finnet does not restore lost control or mediate disputes. Vault Owners must assess the risks before adding Authorized Users.

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3.3.2. Io.finnet’s Non-Liability

• Io.finnet does not define, recognize, or determine ownership rights over assets within a vault; 
• Vault Owners and Authorized Users are solely responsible for any tax, legal or financial consequences of shared access;
• Io.finnet is not liable for disputes, unauthorized transactions or the unintended consequences of multi-user setups.

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3.4. Adding and Removing Users/Devices

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3.4.1. Adding Device

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To add a new device, you must use the “Adding a User”      feature of Io.vault..

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3.4.2. Removing a Device

3.4.2.1. Removal

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You can remove a registered device through the      “Remove a User” feature of Io.vault.

The removal of a device is effective immediately upon your request and will terminate that device’s ability to access Io.vault.

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3.4.2.2. Warning regarding removal

You acknowledge that removing a device may have operational or security consequences, including but not limited to a loss of signing quorum for actions requiring cryptographic approval or access to critical vault functionality. You are advised to carefully evaluate the potential impact on your vault structure and permissions before removing a device. Io.finnet is not liable or responsible for any disruptions caused by the removal or departure of an Authorized User.

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4. SUPPORT

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Subject to the terms of this Agreement, Io.finnet will provide support for Io.vault as follows:

4.1. Scope of Support

Io.finnet will provide support to address technical issues, resolve bugs, and assist with account-related queries. Support does not include assistance with:

1. Third-party software or integrations;
2. Issues arising from misuse, unauthorized modifications, or violations of this Agreement; or
3. General blockchain or self-custody education, including guidance on Custody Risks as defined in this Agreement.

You are solely responsible for understanding and mitigating Custody Risks associated with your use of Io.vault, as acknowledged during onboarding and in the terms of this Agreement.

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4.2. Support Channels

You can request support via:

1. The Help Center; or
2. The "Support" button accessible through the Dashboard.

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4.3. Availability

Io.finnet will make commercially reasonable efforts to respond to support requests during business hours (e.g., 9:00 AM–5:00 PM, Monday–Friday – EST, excluding public holidays). Response times may vary depending on the severity of the issue.

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4.4. Service Disruption

Io.finnet strives to ensure the continuous availability of Io.vault. In the event of service disruptions, you are encouraged to contact support to address the issue. Remedies for such disruptions may be offered at Io.finnet’s discretion.

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4.5. Your Responsibilities

When seeking support, you must:

1. Provide accurate and complete information about the issue;
2. Cooperate with Io.finnet’s support team during troubleshooting; and
3. Ensure your use of Io.vault complies with the terms of this Agreement.

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4.6. Modifications

Io.finnet reserves the right to modify its support policies or procedures at any time, with reasonable notice to Users if such changes materially impact support services.

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5. OPEN SOURCE COMPONENTS

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Io.vault may include certain open-source software components that are licensed under the terms of the applicable open-source licenses (each an “Open-Source License”). Your use of these Open-Source Components is governed solely by the terms of the applicable Open-Source Licenses and not this Agreement.

Io.finnet makes no representations or warranties regarding the open-source software components and disclaims any liability arising from or related to their use. It is your responsibility to review and comply with the terms of all applicable Open-Source Licenses. Copies of applicable Open-Source Licenses are available upon request.

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6. FEATURES AND SERVICES

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Io.finnet may, from time to time, make certain in-development services and features (“Beta Services”) available to you. Beta Services are experimental, provided “as-is,” and may contain errors, bugs, or other issues. By using Beta Services, you acknowledge that they are not intended for production use and that you use them voluntarily and at your own risk.

Beta Services include any service designated by Io.finnet as “Beta,” “Alpha,” “pre-release,” or similar terms indicating that the service is in development and has not been commercially released. Io.finnet reserves the sole right to determine the timing, conditions, duration, and, if applicable, any future costs associated with access to Beta Services.

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7. SECURITY

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7.1. Io Finnet’s Obligations

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Io.finnet is responsible for ensuring the security of the information stored and processed for the purpose of providing Io.vault. Io.finnet will implement commercially reasonable security measures to maintain the integrity, confidentiality and availability of information processed within Io.vault.

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7.2. User Obligations

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When you create a vault, you will be provided with the cryptographic data required to enable the generation of a valid cryptographic signature for the vault (the “Secret Share(s)”). The Secret Share(s) represent your access to Signing Power in the vault and can be stored on one or more of your Signing Devices. If you distribute Secret Share(s) across multiple devices, each device will hold a portion of the Signing Power necessary to manage the vault.

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As a User, you must:

• Download an up-to-date encrypted device backup file after obtaining the Secret Share(s) (as described in the User Guide);
• Create a sufficiently secured signer passphrase (the “Signer Passphrase”) during the Signing Device registration process; and
• Record a 24-word secret phrase (the “Recovery Phrase”) derived from the Signer Passphrase, which is required to complete the Disaster Recovery Process (as detailed in the User Guide);
• Ensure that any Authorized Users you add follow the security requirements set forth in this Agreement. You are responsible for their actions, including loss or compromise of Secret Shares.

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You acknowledge and agree that:

1. Device Security: You are solely responsible for ensuring that your Signing Devices used to access Io.vault are secure, including keeping device software up-to-date.
2. Credential Security: You are solely responsible for implementing and maintaining the security of your Secret Share(s), Signing Device(s), Signer Passphrase(s), Recovery Phrase(s), and encrypted device backup file(s).
3. Authorized Use: You must ensure that only you can access or use these credentials and devices.
4. Consequence of Misuse: You are solely liable for all consequences of incorrect or unauthorized use of your Secret Share(s), Signing Device(s), Signer Passphrase(s), Recovery Phrase(s), and encrypted device backup file(s).
5. Recovery Phrase Storage: You are responsible for ensuring that the Recovery Phrase(s) is securely stored offline in a physically secure location;
6. Vault Security: If you share access to your vault with another individual and allow that individual to have signing power within the vault, Io.finnet is not responsible for any resulting disputes, loss of Digital Assets, or liability arising from pooled asset management.

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7.3. Limitation of Liability

Io.finnet shall not be liable for any loss, damage, or unauthorized access resulting from your failure to secure the Secret Share(s), Signing Device(s), Signer Passphrase(s), Recovery Phrase(s), or encrypted backup file(s), or for failing to follow the instructions provided in the User Guide. This limitation is in addition to the disclaimers and limitations of liability set forth in Section 15 of this Agreement.

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8. RISK DISCLAIMER

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BY USING IO.VAULT, YOU ACKNOWLEDGE THAT IO.VAULT IS A SELF-CUSTODY WALLET AND ACCEPT THE RISKS ASSOCIATED WITH BLOCKCHAIN TECHNOLOGY, DIGITAL ASSETS, AND SELF-CUSTODY. IT IS IMPERATIVE THAT YOU READ AND UNDERSTAND THIS DISCLAIMER BEFORE UTILIZING IO.VAULT.

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8.1. Custody Risks

You explicitly acknowledge and accept the Custody Risks inherent in self-custody solutions, including but not limited to the risks of mismanagement, unauthorized access, or loss of Cryptographic Credentials such as Secret Shares, Signing Devices, Signer Passphrases, and Recovery Phrases.

As a user of Io.vault, you are responsible for:

1. Understanding and mitigating the risks associated with self-custody, as outlined in the Custody Risks definition and the Risk Disclaimer;
2. Following the security protocols and best practices described in the Documentation and User Guide;
3. Managing access rights, Cryptographic Credentials, and Signing Devices responsibly to ensure the security of your vault; and
4. Using Io.vault responsibly and in compliance with this Agreement and applicable laws.

8.2. Blockchain Technology Risks

You explicitly acknowledge and accept that Io.vault relies on blockchain technology, which is subject to heightened risks, including but not limited to:

• Misuse of public/private key cryptography;
• Failure to comply with blockchain protocol requirements or software updates; and
• Exposure to potential bugs, forks, or changes in blockchain protocols.

By using Io.vault, you represent that you are sufficiently knowledgeable to understand these risks.

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8.3. Digital Asset Volatility

You acknowledge and accept the significant volatility of digital assets, including cryptocurrencies, and understand that:

i) Volatility Risks

• The value of digital assets held in your vault may increase or decrease substantially over short periods, potentially resulting in significant losses.
• Volatility risks extend beyond financial aspects to include technical risks (e.g., software bugs, protocol changes) and regulatory risks (e.g., new laws or government actions).

ii) Indicative Financial Values and Discrepancies

• Financial values displayed in Io.vault are provided for informational purposes only, sourced from third-party providers, and are not guaranteed to be accurate or reflective of real-time market prices.
• Such values may differ materially from actual market values due to variations in market conditions, liquidity, or external factors.

iii) Liability and Decision-Making

• Io.finnet disclaims all liability for inaccuracies, discrepancies, or losses resulting from reliance on displayed financial values, and you agree to hold Io.finnet harmless in that regard.
• You are encouraged to verify values independently and consult with qualified financial advisors when making financial decisions.

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8.4. Security Risks

You acknowledge that, while Io.vault employs advanced security measures, no system is completely immune to hacking, cyber-attacks, or unauthorized access. As a user, you are solely responsible for:

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i) Cryptographic Security

• Keeping your Secret Shares, Signing Devices, Signer Passphrases, Recovery Phrases, and encrypted backup files physically secure in separate locations and accessible only to you.
• Avoiding the storage of sensitive Dashboard and Cryptographic Credentials in vulnerable locations, such as unencrypted cloud storage or personal devices.

ii) Risk Awareness

• Understanding that Io.finnet does not store backups of Secret Shares, Signing Devices, Signer Passphrases, Recovery Phrases, or encrypted backup files and cannot recover lost Cryptographic Credentials.
• Recognizing that improper storage or sharing of your Dashboard and Cryptographic Credentials increases the risk of loss, theft, or unauthorized access.

iii) Vault Governance

• Understanding the implications of losing Signing Devices or associated Secret Shares within your vault, as this may affect the functionality or accessibility of the vault.

iv) Responsibility for Use

• Familiarizing yourself with the security measures implemented in Io.vault and ensuring they are used appropriately.

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8.5. Irreversible Transactions

You acknowledge that blockchain transactions are irreversible. You are solely responsible for the approvals or permissions you provide for cryptographic signatures, whether initiated by third parties or through your vault.

You particularly understand that using a Virtual Signer may increase this risk if it is not set up securely or optimally.

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8.6. Third-Party Risks

You acknowledge that Io.finnet:

• Is not responsible for verifying the legitimacy, safety, or functionality of third-party digital assets, dApps, smart contracts, blockchain protocols, or DeFi protocols; and
• Will not detect or prevent fraudulent activities involving third parties.

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8.7. Tax & legal responsibility for use

• You acknowledge that you are solely responsible for understanding and complying with any tax or regulatory obligations arising from your use of io.vault.
• Io.finnet does not provide legal, tax or financial advice regarding Vault ownership, asset pooling or multi-user participation.
• If you share your Vault with others, you acknowledge that this may create taxable events or legal liabilities under applicable laws. You assume full responsibility for any reporting obligations or liabilities.

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9. INTELLECTUAL PROPERTY RIGHTS

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9.1. Ownership

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Except for the limited rights expressly granted under this Agreement, you acknowledge and agree that Io.finnet retains all right, title, and interest in and to Io.vault, the software and systems used to provide Io.vault, the Documentation, and any related materials (collectively, the “Io.finnet Products”), including:

1. Any modifications, enhancements, updates, or derivative works of the Io.finnet Products;
2. Any software, applications, inventions, or other technology developed in connection with Io.vault;
3. All usage data and analytics derived from Io.vault; and
4. All associated Intellectual Property Rights (collectively, the “Io.finnet IP”).

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9.2. No Other Rights and assignment

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This Agreement grants no rights or licenses to Users except as explicitly stated. Io.vault and related materials are licensed, not sold.

Users acknowledge that:

1. They acquire no ownership, copyright, or other Intellectual Property Rights in Io.vault, the Io.finnet Products, or any related materials through this Agreement or their use of Io.vault.
2. To the extent they acquire any right, title, or interest in the Io.finnet IP, such rights are automatically and irrevocably assigned to Io.finnet.

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9.3. Feedback

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If Users provide any feedback or suggestions about Io.vault, the Io.finnet Products, or Io.finnet’s business operations (the “Feedback”), Io.finnet may use the Feedback without any obligation to the Users. By providing Feedback, Users irrevocably assign to Io.finnet all rights, title, and interest in and to the Feedback.

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9.4. Customer IP

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This Agreement does not grant Io.finnet any ownership rights in the Intellectual Property owned by Users. All such rights remain exclusively with Users, except as otherwise explicitly stated in this Agreement.

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10. DATA AND PERSONAL DATA

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10.1.Privacy Policy

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Please refer to our Privacy Policy [link] for information on how we collect, use, and protect personal information.

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10.2. Ownership of data

You remain the owner of the data and Personal Data that you provide to Io.finnet via Io.vault pursuant to this Agreement and the Privacy Policy (the “User Data”).

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You agree that Io.finnet may process and use your User Data during the Subscription Term solely for the purpose of providing Io.vault to you in accordance with the Privacy Policy.

Notwithstanding the foregoing, Io.finnet reserves the right to use your User Data for statistical purposes, to improve Io.vault, and to comply with applicable laws and regulations.

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10.3. Compliance with data protection laws

Io.finnet undertakes to comply with applicable data protection and privacy laws when accessing, collecting, processing, analysing and otherwise using personal data (as defined in GDPR), including the EU Regulation 2016/679 on protection of natural persons with regards to the processing of personal data and on the free movement such data (“GDPR”).

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10.4. Data Processing Roles

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1. Io.finnet as a Data Controller:

• Io.finnet acts as a data controller for processing personal data required to onboard Users and enable their access to and use of Io.vault. This includes determining the necessary data fields, validation processes, and operational framework.
• Io.finnet also acts as a controller for anonymized or aggregated data used for analytics and service improvements.

2. Io.finnet as a Data Processor:

• Io.finnet acts as a processor only when handling additional data provided by Users strictly for their own purposes, under their instructions, and unrelated to Io.finnet’s core operational needs.

In both cases, Io.finnet will adhere to applicable data privacy laws and ensure your data is handled securely. For more details, refer to the Privacy Policy.

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11. CONFIDENTIALITY

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11.1. Confidential Information

In this Section, “Confidential Information” means all information that is designated as confidential or which ought to be considered confidential based on its nature or the circumstances surrounding its disclosure. This includes, without limitation, regulatory, commercial, financial, administrative, intellectual property, and technological information, as well as any information concerning this Agreement.

With respect to Io.vault and its features, functionality, and performance, you acknowledge that these are part of Io.finnet’s Confidential Information.

With respect to you, Io.finnet acknowledges that non-public data you provide to obtain access to and use Io.vault, as well as all content, Personal Data, and other data recorded and stored in Io.vault for your use, constitute your Confidential Information (the “User Data”).

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11.2. Exclusion from Confidential Information

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Confidential Information does not include information that:

• Was known to Io.finnet before you provided it;
• Is disclosed to Io.finnet in good faith by a third party with the legal right to make such disclosure; or
• Is made public by you or otherwise becomes part of the public domain, except as a result of Io.finnet’s breach of this Agreement.

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11.3. Use of Confidential Information

Io.finnet will use your Confidential Information strictly and only for the purposes of this Agreement. Io.finnet will not disclose your Confidential Information to any third party without your written consent, except as required by court order or applicable law.

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11.4. Protection of Confidential Information

Io.finnet will take reasonable measures to prevent your Confidential Information from being misappropriated or wrongfully disclosed by any employee, consultant, or other person under its control. If Io.finnet is required by a court or government authority to disclose your Confidential Information, it will provide you with prompt notice, including the circumstances of such requirement, so you may seek an appropriate protective order. Io.finnet will reasonably cooperate with you to obtain such an order. Upon termination of this Agreement, Io.finnet will promptly return or securely destroy your Confidential Information.

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12. FEES

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12.1. Subscriptions

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Io.vault is a SaaS product delivered immediately upon subscription. By subscribing, you agree to the immediate provision of the service and expressly waive any statutory right of withdrawal as allowed under Applicable Law.

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This Agreement sets forth the terms for access to Io.vault under a subscription plan. Subscriptions may be offered on a monthly, quarterly, or yearly basis, depending on your selection at the time of entering your billing details (the “Subscription Term”).

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The Subscription Term begins when you successfully provide your billing information and agree to the subscription. Unless you cancel your subscription before the end of the current Subscription Term, your subscription will automatically renew for an additional period corresponding to your chosen plan (e.g., one year for yearly subscriptions, one quarter for quarterly subscriptions, or one month for monthly subscriptions) (the “Renewal Subscription Term”).

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You may cancel your subscription or disable automatic renewal at any time through the Io.vault dashboard. Cancellation will take effect at the end of the current Subscription Term, and no further charges will be made.

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Each subscription is independent, and cancellation of one subscription will not affect any other active subscriptions you may have.

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12.2. Fee Changes and Grandfathering

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12.2.1. Notification of pricing changes

Io.finnet reserves the right to adjust pricing for its services at any time. For changes that result in higher costs or less advantageous terms, Users will be notified at least sixty (60) days before the changes take effect.

For changes that are neutral or more advantageous to Users, Io.finnet may implement them with a notice period of its choosing, which may be shorter or longer than sixty (60) days.

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12.2.2. Grandfathering period

Users will be grandfathered into the pricing structure in effect at the time of notification of the pricing changes until the end of the then-current subscription period (the “Grandfathering Period”). Grandfathering applies only to changes that result in higher costs or less advantageous terms for the User.

If a pricing change is neutral or more advantageous, Io.finnet may apply it immediately or at its discretion without a Grandfathering Period.

Grandfathering applies to the pricing structure as a whole and does not guarantee retention of specific pricing components if the new pricing is determined to be more advantageous based on Io.finnet's reasonable assessment.

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12.2.3. Expiration of Grandfathering

At the conclusion of the Grandfathering Period, Users will be transitioned to the new pricing structure starting with the next Renewal Subscription Term. Io.finnet will notify Users before the Grandfathering Period expires. 

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12.2.4. Cancellation and acceptance

If you do not wish to continue your subscription under the new pricing terms, you may cancel your subscription at any time before the change takes effect, without penalty. By continuing to use our services after the new pricing takes effect, you acknowledge and accept the new pricing terms.

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12.3. Payment of Fees

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You agree to pay Io.finnet the fees associated with your selected subscription plan (the “Fees”), as displayed on the Io.vault webpage at the time of your acceptance. Fees are automatically billed to the payment method you provide during subscription setup.

Unless otherwise stated:

1. All Fees are billed monthly, quarterly, or yearly, depending on your selected subscription plan;
2. All Fees will be charged in United States Dollars (USD);
3. Standard support is included with your subscription at no additional charge;
4. Any transaction fees related to payments (e.g., currency conversion or credit card processing fees) are your responsibility.
5. Add-Ons: If you require additional features, capacity or services beyond the limits of your selected subscription plan, Io.finnet offers add-ons that you can enable at any time. The cost of add-ons is calculated based on the applicable pricing at the time of selection.

– Add-ons are billed on a pro-rata basis for the remaining period of your current subscription term;

• You must explicitly agree to the applicable charges before an add-on is activated;
• Once activated, an add-on remains in effect until the end of your current subscription term and renews along with your subscription unless cancelled.

- Cancelling an add-on does not entitle you to a refund, but you can disable it to prevent renewal in the next billing cycle.

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12.4. Automatic Billing

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Io.finnet uses automatic billing for recurring subscription fees. By subscribing to Io.vault, you authorize Io.finnet to charge your designated payment method for the full amount of your subscription on the billing date corresponding to your selected subscription plan (monthly, quarterly, or yearly).

You are responsible for ensuring that your payment method is valid and up-to-date. If a payment fails, Io.finnet will notify you and may retry the charge. If payment remains unpaid, Io.finnet reserves the right to suspend or terminate your subscription, as outlined in Section 12.5.

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12.5. Late Payment

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For amounts past due, Io.finnet may:

1. Charge a late fee on the outstanding balance, calculated at a rate of 1% per month or the maximum amount permitted by applicable law, whichever is lower;
2. Recover reasonable costs incurred in collecting overdue amounts, such as payment processing fees or administrative costs; and
3. Immediately suspend access to Io.vault if payment is not successfully processed on the due date. Access will be restored promptly upon receipt of full payment.

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12.6. Taxes

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Fees for Io.vault subscriptions are exclusive of any applicable taxes, including value-added, sales, or use taxes (collectively, “Taxes”), unless explicitly stated otherwise at checkout. If required by law, Io.finnet will calculate and collect any applicable Taxes at the time of billing, which will be displayed as part of the total amount charged to you.

You are responsible for any additional Taxes, duties, or charges imposed by your local jurisdiction that Io.finnet is not required to collect. Io.finnet remains solely responsible for taxes assessed on its income, property, and employees.

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13. TERM AND TERMINATION 

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13.1. Term of the Agreement

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This Agreement begins on the date you subscribe to Io.vault and remains in effect for as long as your subscription is active, or until terminated in accordance with the terms of this Agreement (the “Term”).

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13.2. Termination for Breach or Legal Reasons

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This Agreement may be terminated by either Io.finnet or you if:

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a) Insolvency or Inability to Perform

Io.finnet:

• Becomes insolvent or unable to continue providing its services due to financial or legal reasons; or
• Is subject to legal proceedings that prevent it from fulfilling its obligations under this Agreement.

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b) Change in Law or Regulation

• A change in law or regulation makes it illegal or impossible for Io.finnet to continue providing Io.vault under the terms of this Agreement.

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13.3. Effects of termination and Obligations upon Termination

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13.3.1. Effect of termination upon Termination Date

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Upon termination of your subscription:

1. All rights granted to you under this Agreement immediately terminate, and your access to Io.vault will be revoked;
2. You remain responsible for any fees or charges incurred through the termination date, including any outstanding payments; and
3. Provisions of this Agreement that are intended to survive termination, including those related to intellectual property, confidentiality, liability limitations, and dispute resolution, will remain in effect to the extent necessary for their enforcement.

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13.3.2. Obligations of the Users upon termination

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Upon termination or expiration of this Agreement for any reason:

1. You must cease all use of and access to Io.vault immediately.
2. You remain responsible for any outstanding fees or charges incurred up to the termination date.
3. Access to Io.vault is personal to your subscription. Termination of your subscription will result in the immediate loss of access to Io.vault and any associated services or features.

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13.3.3. Obligations of Io.finnet upon termination

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Upon termination or expiration of this Agreement for any reason, Io.finnet shall:

1. Revoke your access to Io.vault and any associated features or services;
2. Make your User Data available to you for retrieval, subject to applicable retention periods and the terms of this Agreement;
3. Maintain the privacy and security of your User Data and handle it in compliance with applicable Data Privacy Laws;
4. After the applicable retention periods, have no obligation to maintain or provide your User Data and may delete all such data in its systems or possession unless legally required to retain it;
5. Provide reasonable assistance to you in the withdrawal of your Digital Assets, ensuring a smooth transition and transfer of assets to your designated wallet or custody solution.

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14. REPRESENTATIONS AND WARRANTIES

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14.1. Representations and warranties of both Parties

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1. Authority

Io.finnet represents and warrants that it has the full right and authority to enter into this Agreement and to provide Io.vault in accordance with its terms.

You represent and warrant that you have the legal capacity to enter into this Agreement, are at least eighteen (18) years of age, and will use Io.vault in compliance with this Agreement and all applicable laws.

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2. Binding obligations

Io.finnet and you agree that this Agreement constitutes binding and enforceable obligations under applicable law.

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14.2. Representations and warranties of Io.finnet

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14.2.1. Disclaimer of Warranties

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To the fullest extent permitted by law, Io.vault is provided "as is" and "as available," without any guarantees or warranties of any kind. Io.finnet does not warrant that:

1. Io.vault will always function without errors, interruptions, or bugs;
2. Io.vault will meet all of your individual requirements or be compatible with third-party services or systems;
3. Financial values, third-party content, or other information provided through Io.vault will always be accurate or complete.

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Io.finnet disclaims any responsibility for losses or damages resulting from reliance on financial values, third-party content, or actions of third parties.

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This disclaimer does not affect any legal rights you may have under applicable consumer protection laws.

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14.2.2. Warranty of title

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Io.finnet represents that it has all necessary rights to provide you with access to Io.vault and that your use of Io.vault, as permitted by this Agreement, does not violate any third-party rights.

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14.2.3. Warranty of non-infringement

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Io.finnet represents that your use of Io.vault, as permitted under this Agreement, will not infringe on the rights of any third parties.

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14.3. Duties, responsibilities, representations and warranties of Users

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14.3.1. User Cooperation

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Users shall provide all reasonable cooperation and assistance necessary for Io.finnet to perform its obligations under this Agreement.

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14.3.2. Training and Governance

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Users are responsible for:

1. Familiarizing themselves with the proper use and operation of Io.vault;
2. Understanding and adhering to the terms and obligations of this Agreement and the Documentation; and
3. Exercising good governance over vault access, management of Dashboard and Cryptographic Credentials, and compliance with applicable laws.

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14.3.3. Responsibility for User Systems

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Users are solely responsible for procuring and maintaining the necessary systems to access and use Io.vault, including networks, hardware, and security protocols. Io.finnet is not liable for any failure or security breach related to these systems.

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14.3.4. Duties as relates Io.finnet’s Intellectual Property

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Users shall:

1. Safeguard Io.vault from infringement, misappropriation, theft, misuse, unfair competition, or unauthorized access;
2. Promptly notify Io.finnet of:
   a. Any actual or suspected infringement or violation of Io.finnet’s Intellectual Property; and
   b. Any claim that Io.vault infringes, misappropriates, or violates the Intellectual Property Rights of a third party.
3. Cooperate fully with Io.finnet in investigating and pursuing any claims or actions related to such violations.

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15. DISCLAIMER OF DAMAGES, LIMITATIONS OF LIABILITY

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15.1. Maximum Liability

To the fullest extent permitted by law, Io.finnet’s total liability to you for all claims arising from or related to Io.vault, regardless of the form of action (whether in contract, tort, statutory claim, or otherwise), will not exceed the greater of:

1. Twelve (12) months of your base subscription fees (excluding overages or additional charges); or
2. Two hundred and fifty US dollars ($250).

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For users accessing Io.vault under a free subscription, Io.finnet’s total liability shall not exceed two hundred and fifty US dollars ($250).

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This limitation applies exclusively to services directly provided by Io.finnet, including the functionality of Io.vault and its related support services, and does not extend to losses resulting from third-party interactions, self-custody responsibilities, or external events beyond Io.finnet’s control.

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15.2. Exclusion of Certain Damages

To the fullest extent permitted by law, Io.finnet shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including but not limited to:

1. Financial losses resulting from reliance on displayed information or values in Io.vault;
2. Temporary or permanent loss of access to Io.vault;
3. Inconvenience, personal loss, or disruption arising from interruptions or technical failures.

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This limitation shall not apply to damages resulting from Io.finnet’s gross negligence, willful misconduct, or as otherwise prohibited by applicable law.

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15.3. Self-Custory Responsibilities and Digital Asset Losses

Io.finnet provides Io.vault as a self-custody solution, and you acknowledge and agree that:

1. Responsibility for Cryptographic Tools:
   
   • You are solely responsible for safeguarding your digital assets and cryptographic tools, including secret shares, signing devices, recovery phrases, and encrypted backups. Io.finnet does not store or recover these credentials on your behalf.

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2. No Liability for Digital Asset Losses :

Io.finnet shall not be liable for losses resulting from:

• Improper storage of credentials or backups;
• Sharing cryptographic tools with unauthorized parties;
• Losses caused by your negligence or failure to follow security best practices as outlined in the User Guide.

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3. Limited role of Io.finnet

Io.finnet’s responsibility is limited to providing Io.vault’s functionalities and does not extend to managing or safeguarding your digital assets.

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4. Example for Clarity : 

For example, if you lose your recovery phrase or share your secret share with someone else, Io.finnet is not liable for any resulting losses.

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15.4. Specific Exclusions

Io.finnet shall not be liable for any damages or losses arising from:

1. Data Security:
   
   • Breaches affecting personal data unless caused by Io.finnet’s failure to implement reasonable security measures.
   • Breaches due to external factors, such as internet or mobile network vulnerabilities.
2. Data Accuracy:
   
   • Errors, inaccuracies, or omissions in data provided by you or third-party services.
3. Unauthorized Use:
   
   • Improper, unauthorized, or illegal use of Io.vault, including on unsupported or modified devices.
4. Third-Party Services:
   
   • Losses or damages arising from third-party services not provided by Io.finnet.
5. User Responsibilities:
   
   • Failure to secure cryptographic tools, follow recommended governance practices, or comply with security protocols.

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15.5. Consumer Rights

NOTHING IN THIS SECTION LIMITS YOUR RIGHTS UNDER APPLICABLE CONSUMER PROTECTION LAWS, WHICH MAY ENTITLE YOU TO ADDITIONAL REMEDIES OR COMPENSATION.

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16. INDEMNIFICATION

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16.1. Intellectual Property Rights

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Io.finnet ensures that Io.vault and its components do not infringe on third-party intellectual property rights.

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Io.finnet will defend and indemnify you against any claim that Io.vault infringes a third party’s intellectual property rights, provided that:

1. You notify Io.finnet promptly in writing of the claim;
2. You cooperate reasonably with Io.finnet in defending the claim; and
3. Io.finnet has sole control over the defense, negotiation, and settlement of the claim.

Io.finnet will not settle any claim in a way that imposes material obligations or restrictions on you without your prior written consent, which will not be unreasonably withheld.

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Exclusions: Io.finnet’s indemnification obligation does not apply if the claim arises from:

1. Your unauthorized modifications to Io.vault;
2. The combination of Io.vault with non-Io.finnet products or services;
3. Your continued use of Io.vault after being notified of the alleged infringement and provided with a non-infringing alternative; or
4. Modifications to Io.vault made by anyone other than Io.finnet.

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16.2. User Responsibility

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You agree to indemnify and hold Io.finnet harmless from any claims, damages, or liabilities resulting from:

1. Your breach of this Agreement or the Documentation;
2. Your use of Io.vault in violation of applicable law; or
3. Actions you authorize that cause Io.finnet to incur liability.

Io.finnet will notify you of any such claim and may, at its discretion, participate in its defense. You will not settle any claim in a way that imposes material obligations on Io.finnet without Io.finnet’s prior written consent, which will not be unreasonably withheld.

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17. NOTICES

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17.1. Legal Notices

Legal notices required under this Agreement must be in writing and sent via email, registered mail, or courier to:

Io.finnet
4208 Six Forks Rd., 10th Floor, Raleigh, NC, 27609, United States of America
Attn: Legal Team
Email: legal@iofinnet.com

For notices to you, Io.finnet will use the email address or other contact information you provided during registration. You are responsible for keeping your contact information up to date.

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17.2. Receipt of Notices

A notice will be considered received:

• By email: On the date a delivery receipt is received, provided it is sent to the correct email address.
• By registered mail or courier: On the date indicated on the delivery acknowledgment or receipt.

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17.3. General Communications

For general inquiries or support, you may contact Io.finnet via the Help Center at iofinnet.com or the support section of the Io.vault web dashboard.

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18. FORCE MAJEURE

Neither you nor Io.finnet will be held responsible for delays or failures to perform obligations under this Agreement caused by events beyond your or our reasonable control (a "Force Majeure Event"). Force Majeure Events may include, but are not limited to:

• Natural disasters such as fires, floods, earthquakes, or storms;
• Civil disturbances, riots, or acts of war;
• Labor disruptions, strikes, or lockouts;
• Government actions or changes in laws;
• Pandemics, epidemics, or public health emergencies; and
• Failures or interruptions in utility services or internet access beyond our control.

If a Force Majeure Event prevents Io.finnet from providing access to Io.vault for a continuous period of 30 days, you may cancel your subscription without penalty by notifying us in writing.

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19. ENTIRE AGREEMENT

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This Agreement constitutes the entire agreement between you and Io.finnet regarding your use of Io.vault. It replaces and supersedes any prior agreements, understandings, or representations related to Io.vault, whether written or verbal.

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20. ASSIGNMENTS

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You may not transfer or assign this Agreement, or any rights or obligations under it, to any third party without Io.finnet’s prior written consent.

Io.finnet may assign this Agreement, in whole or in part, to:

1. A subsidiary or parent company; or
2. A successor in the event of a merger, acquisition, or sale of assets.

This Agreement will remain binding on both you and Io.finnet, including any permitted assignees.

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21. RELATIONSHIP OF THE PARTIES

This Agreement does not create a partnership, joint venture, employment relationship, or any other legal relationship between you and Io.finnet that would make one party liable for the actions or inactions of the other. Neither party is authorized to act as an agent or make representations on behalf of the other.

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22. NO AUTOMATIC WAIVERS AND CUMULATIVE REMEDIES

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22.1. No Automatic Waivers:

Any failure or delay by Io.finnet to enforce its rights under this Agreement does not mean Io.finnet waives those rights. A waiver is only effective if provided in writing and applies only to the specific situation it addresses.

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22.2. Cumulative Remedies:

Io.finnet’s rights and remedies under this Agreement are in addition to any other legal or equitable remedies available and are not exclusive unless explicitly stated.

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23. COMPLIANCE WITH LAWS AND SEVERABILITY

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23.1. Compliance with Laws

Both you and Io.finnet agree to comply with all applicable laws and regulations in connection with this Agreement.

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23.2. Severability

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If any part of this Agreement is found to be invalid or unenforceable, the rest of the Agreement will remain fully effective.

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24. GOVERNING LAW AND JURISDICTION

This Agreement is governed by the laws of the State of Delaware, excluding its conflict-of-laws rules. Any disputes will be resolved in the courts of Delaware, which will have exclusive jurisdiction, except for enforcement matters, where the jurisdiction will be non-exclusive.

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