Terms governing access to Nexelorant and use of the products, infrastructure, and features actually provided.

The official language of this document is English. The English text is legally binding and prevails in the event of any discrepancy between language versions.

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General Provisions

This User Agreement (the "Agreement") governs access to Nexelorant — a technology ecosystem of products and infrastructure (referred to in this Agreement as the "Platform") — and the use of the products, infrastructure, and features actually made available to the user.

By using Nexelorant, the user confirms that they have read this Agreement, understand its terms, and accept them in full. If the user disagrees with the terms of this Agreement, they must immediately stop using the Platform.

Nature of the Service

Nexelorant provides products and infrastructure that enable independent users to interact with each other. Within its supported scenarios, the Platform provides tools for communication, agreeing on terms, recording deal parameters, and using automated execution mechanisms.

Nexelorant is not a party to any deal entered into between users, does not represent any user's interests, does not act as an intermediary in the traditional legal sense, and assumes no obligations as an agent, broker, or financial institution.

All deals are entered into directly between users, who independently determine the terms of their interaction and bear full responsibility for their own actions, decisions, and obligations.

Deal Execution Mechanism

In its supported smart-contract scenarios, deal funds are held in a non-custodial smart contract and are handled according to predefined logic. Nexelorant does not take deal funds into intermediary custody and has no access to users' private keys.

Deal execution may use smart contracts, under which funds are placed into smart-contract-based execution mechanisms and governed by the protocol's predefined rules.

Distribution of funds follows the terms predefined for the specific smart-contract scenario. Executing it requires a message the contract provides for, from a permitted sender, and passing the contract's checks. Confirmation by the parties or the passage of a deadline is taken into account only to the extent the relevant scenario provides for it; a deadline passing does not, by itself, send funds.

Nexelorant does not take deal funds into intermediary custody, has no access to users' private keys, and does not create signatures on their behalf. Technical infrastructure may trigger the state transitions and settlements the smart contract provides for; this authority is bound by the contract's logic and does not grant any right to dispose of deal funds arbitrarily.

Actions involving funds that require user authorization are confirmed using the user's corresponding wallet. In the current implementation, TON Connect is used for this authorization; the specific technical mechanism may change in later versions of the service. User authorization is distinct from contract creation by the factory and from permitted technical state transitions. The Platform cannot create the owner's signature or arbitrarily initiate a transfer from their external wallet.

Transactions may be submitted to the blockchain through the Platform's technical infrastructure. It may relay data signed by the user, or messages the code provides for, from a permitted sender. This does not grant the Platform any right to create the user's signature or change the parameters they signed, and does not constitute taking deal funds into intermediary custody.

No Custody of Funds

In its supported smart-contract scenarios, deals between users are executed through the smart contracts' built-in mechanisms. Nexelorant does not become a legal counterparty to such deals.

Users independently determine the terms of their deals, assess the risks, evaluate the good faith and reliability of their counterparties, and decide for themselves whether to enter into a deal.

A deal is executed under its built-in scenario once the conditions of the matching smart-contract handler are met, including checks on the sender, the deal's state, and any applicable deadlines. A condition being met does not remove the need for a permitted execution message.

Nexelorant does not guarantee that the parties will perform their obligations, does not ensure the outcome of any deal, and does not take part in its actual execution as a legal counterparty.

The user understands and accepts the risks of using smart contracts, including possible errors in the code, vulnerabilities, or unforeseen behavior.

The user also assumes the risks associated with the operation of blockchain networks, including but not limited to transaction delays, changes in fee costs, network congestion, and the inability to cancel or modify operations that have already been carried out.

Platform Fee

Nexelorant may charge a fee for use of the Platform.

The fee is applied in accordance with the rules of the specific operation, is set in advance, and may be built into the execution mechanism. Under the current product model, Nexelorant's fee on top-ups and withdrawals is 0% for all users. This does not eliminate network costs or any fee provided for under the deal.

Nexelorant may change the fee amount and the conditions of its application for future operations.

Users and Access

The user agrees to use Nexelorant in good faith, to comply with applicable law, and not to use the Platform for fraud, abuse, or infringement of third-party rights.

The user may not use the Platform to post or distribute unlawful goods, services, digital assets, access, or other information that infringes third-party rights or applicable law.

Nexelorant may, at its discretion, restrict, suspend, or terminate a user's access to the Platform in the event of a breach of this Agreement, or where there are reasonable grounds to suspect bad-faith conduct.

Restricting access to the Platform's interface does not, by itself, change the parameters of an already-existing smart contract. Actions it provides for with respect to assets are carried out within the rules of the relevant contract, its state, and its authorization requirements. Nexelorant does not guarantee the continued availability of the same interface or the same method of sending messages; restricting the interface does not mean the user has unrestricted direct control over deal funds.

Content and Interaction

Users may post information on the Platform related to digital deals, including offers, services, goods, or other materials.

The user bears full and sole responsibility for the content of the information they post, its accuracy, its lawfulness, and the consequences of its use by third parties.

Dispute Resolution

Nexelorant may provide tools for reviewing disputes between users.

These mechanisms are supplementary in nature and are designed to assess a situation within the Platform's internal rules and the protocol's predefined logic.

Any mechanisms applied as part of the dispute resolution process operate strictly within the protocol and may affect a deal's technical execution only by triggering predefined execution paths within the protocol's logic; they grant Nexelorant no discretionary authority over users' funds, and they are not legal arbitration and create no legal obligation for Nexelorant as a party to the dispute.

Nexelorant does not guarantee that a dispute will be resolved and bears no responsibility for its outcome.

Limitation of Liability

Nexelorant bears no responsibility for users' actions, for the content or terms of any deal, or for any losses arising from use of the Platform, including, without limitation, losses related to interaction between users, the execution of smart contracts, or the actions of third parties.

To the maximum extent permitted by law, Nexelorant bears no responsibility for any indirect, incidental, special, or consequential losses, including lost profits, loss of data, or loss of goodwill.

The user assumes all risks associated with using the Platform, including, without limitation, risks related to the operation of smart contracts, blockchain networks, and digital wallets, and to interaction with other users. The limitations of liability and allocation of risk under this Agreement apply only to the extent permitted by applicable law, and do not exclude the user's mandatory rights or any liability that cannot be excluded or limited by law.

Changes to the Agreement

Nexelorant may amend this Agreement at any time.

The updated version takes effect upon publication, unless stated otherwise. Continuing to use the Platform after a change is made constitutes acceptance of the updated Agreement.

Additional Provisions

Use of Nexelorant may also be governed by additional policies, including the Sanctions Policy and other rules made available to the user through the Platform's interface or by link.

This Agreement is governed by the law of the State of Delaware, USA, to the extent such a choice of law is permitted by applicable law. This choice of law does not exclude the mandatory rules that apply to the user in their own jurisdiction regardless of the chosen governing law. This provision does not establish exclusive jurisdiction or a specific venue for resolving legal disputes.

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