Terms of Service

Agreement to Terms

These Terms of Service ("Terms") govern your access to and use of the SAGINT Platform ("Platform"), including our website, API, and related services (collectively, the "Services"). By accessing or using our Services, you agree to be bound by these Terms.

To use our Services, you must:

• Be at least 18 years of age
• Have the legal capacity to enter into binding contracts
• Not be prohibited from using the Services under applicable law
• Complete our KYC/AML verification process
• Provide accurate and complete registration information

Account Registration and Security

Account Creation

You must create an account to access certain features of the Platform. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate.

Account Security

• You are responsible for maintaining the confidentiality of your account credentials
• You must immediately notify us of any unauthorized access or use of your account
• We are not liable for any loss or damage arising from unauthorized account access
• You are responsible for all activities that occur under your account

Use of Services

Permitted Use

You may use the Services only for lawful purposes and in accordance with these Terms.

Prohibited Activities

You agree not to:

• Violate any applicable laws or regulations
• Infringe upon intellectual property rights
• Transmit malware, viruses, or harmful code
• Attempt to gain unauthorized access to the Platform
• Interfere with or disrupt the Services
• Use the Services for fraudulent or illegal activities
• Circumvent security measures or access restrictions
• Scrape, mine, or harvest data without authorization

Tokenization and Trading Services

Digital Assets

The Platform facilitates the tokenization of physical rare earth materials into digital assets. By using our tokenization services, you acknowledge that:

• Digital tokens represent claims on physical assets
• Token values may fluctuate based on market conditions
• Transactions are recorded on blockchain and may be irreversible
• You are responsible for understanding the risks of digital assets

Compliance Requirements

All users must comply with applicable KYC/AML regulations. We reserve the right to suspend or terminate accounts that fail to meet compliance requirements.

Fees and Payments

Use of the Platform is subject to fees as outlined in your subscription agreement. Our standard pricing model includes:

• Enterprise subscription: $1.5M per year per tenant
• Transaction fee: $0.50 per token event (minting, transfer, redemption)
• Additional fees for premium features and support

All fees are non-refundable unless otherwise specified. We reserve the right to modify fees with 30 days' notice.

Intellectual Property Rights

The Platform and its content (including software, text, images, and logos) are owned by SAGINT Platform and protected by copyright, trademark, and other intellectual property laws.

You are granted a limited, non-exclusive, non-transferable license to access and use the Services for your internal business purposes. You may not copy, modify, distribute, or create derivative works without our prior written consent.

No Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SAGINT PLATFORM SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY.

Indemnification

You agree to indemnify, defend, and hold harmless SAGINT Platform and its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from your use of the Services or violation of these Terms.

Termination

We may terminate or suspend your access to the Services immediately, without prior notice, for any reason, including but not limited to:

• Breach of these Terms
• Failure to comply with KYC/AML requirements
• Fraudulent or illegal activities
• Non-payment of fees

Upon termination, your right to use the Services will immediately cease. Provisions that by their nature should survive termination shall survive.

Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions.

Any disputes arising from these Terms or the Services shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association, except that either party may seek injunctive relief in court.

Changes to Terms

We reserve the right to modify these Terms at any time. We will notify users of material changes by email or through the Platform. Your continued use of the Services after such modifications constitutes acceptance of the updated Terms.

Miscellaneous

• Entire Agreement: These Terms constitute the entire agreement between you and SAGINT Platform regarding the Services.
• Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force.
• Waiver: Failure to enforce any right or provision of these Terms will not constitute a waiver of such right or provision.
• Assignment: You may not assign these Terms without our prior written consent.