Terms Of Use

Last Revised: July 7, 2023

INTRODUCTION

These Terms of Use (the "Terms" or "this Agreement") are a legal agreement between you and Tholos, Inc., (the "Company", "Tholos", "we", "our", or "us") governing your access to and use of the Tholos mobile applications (the "App"), the website https://www.tholos.app (the "Site"), and the services which Tholos agrees to provide to you in connection with the App or the Site (the "Services"). These Terms of Use govern your use of the Services provided by Tholos.

If you are accessing the App, the Site or using the Service on behalf of a third party that has entered into a separate agreement with the Company in connection with the Services ("Services Agreement"), your use of the App, the Site and Services will also be subject to the terms and conditions of the Services Agreement.

PLEASE BE ADVISED THAT THIS AGREEMENT CONTAINS AN ELECTION TO ARBITRATE, WHICH WILL, UPON ELECTION BY YOU OR US, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT (SEE DISPUTE RESOLUTION AND ARBITRATION AGREEMENT, SECTION 17.3). UNLESS YOU OPT OUT, IN THE EVENT OF AN ELECTION BY THE COMPANY TO ARBITRATE YOUR CLAIMS: (1) DIPUTES BETWEEN YOU AND THE COMPANY WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF ON AN INDIVIDUAL BASIS AND YOU WAIVE YOUR RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

THIS AGREEMENT ALSO CONTAINS PROVISIONS THAT GOVERN HOW CLAIMS YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED (SEE DISCLAIMERS (SECTION 11), INDEMNITY (SECTION 14) AND LIMITATION OF LIABILITY (SECTION 16) .

YOU UNDERSTAND THAT BY ACCESSING OR USING THE APP, THE SITE OR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO BE LEGALLY BOUND BY AND COMPLY WITH THESE TERMS OF USE AND THE CODE OF CONDUCT. IF YOU DO NOT OR CANNOT AGREE WITH ANY PART OF THESE TERMS OF USE AND THE CODE OF CONDUCT OR IF YOU ARE NOT AT LEAST 18 YEARS OLD (OR SUCH OLDER AGE AS REQUIRED IN THE JURISDICTION IN WHICH YOU RESIDE) YOU MAY NOT USE THE APP, THE SITE OR ANY SERVICES.

1. Privacy. Tholos respects the privacy of its users. The Company collects, uses and discloses information about you in accordance with the Company's Privacy Policy www.tholos.app/privacy-policy ("Privacy Policy"). Your and your family's privacy are very important to the Company. We do not collect personally identifiable information from any child under the age of thirteen without verifiable parental consent. We do not share your information except under certain circumstances as outlined in the Privacy Policy. You understand and agree that, notwithstanding any measures taken to prevent unauthorized disclosure, use of or connection to the Internet provides the opportunity for unauthorized third parties to circumvent such precautions and illegally gain access to confidential information. Accordingly, the Company cannot and does not guarantee the privacy, security or authenticity of any information so transmitted over or stored in any system connected to the Internet.

2. Services. Tholos is a self-custodial MPC (multi-party computation)-based wallet and platform, for digital assets such as cryptocurrencies, virtual commodities and NFTs ("Digital Assets"), meaning, except for partial key shards retained by Tholos (which are not themselves sufficient to act as a full key), you are solely in control of and responsible for your Digital Assets and private keys. You expressly acknowledge and agree that as Tholos is a non-custodial wallet software, you are solely responsible for your activity and any risk of loss at all times. If you have not safely stored the backup file provided to you during the wallet creation process, you accept and acknowledge that any Digital Assets you have associated with such wallet address will become inaccessible. Further, if a third party gains unauthorized access to App, the Site or any other computer network of ours, you accept and acknowledge that any Digital Assets you have associated with such wallet address may become inaccessible. Accordingly, Tholos shall have no responsibility or liability whatsoever in the event you are unable to access your wallet for any reason.

3. Registration. You may access certain online features of the Services through your account on the App or the Site (your "Account"). You may log into your Account using a unique username and password. You are responsible for safeguarding your password and you agree not to disclose your password to any third party. You are solely responsible for any actions taken under your username. You agree that the information that you provide to the Company about yourself upon registration of your Account, and at all other times, ("Customer Data") will be true, accurate, current and complete, and you further agree that you will maintain and promptly update the Customer Data to ensure that it remains true, accurate, current and complete. You may not impersonate any other person or use a username or password that you are not authorized to use and may only use an account on behalf of any person other than yourself with the prior written consent of the Company, in its discretion and after having been provided with such information as the Company may deem necessary or appropriate. The Company reserves the right to require you to change your password for any reason at any time. If you become aware of any unauthorized use of your Account, you agree to notify the Company immediately at legal@tholos.app.

4. Representations and Warranties. By accessing and using the App, the Site or the Services, you represent and warrant to Tholos as follows:

4.1 Legal Requirements. You are not prohibited under any and all applicable Legal Requirements from using the App, the Site or the Services in accordance with this Agreement. "Legal Requirements" shall mean any applicable United States federal, state or local or non-United States law, statute, standard, ordinance, code, rule, regulation, guidance, resolution or promulgation, or any governmental order, or any license, franchise, permit or similar right granted under any of the foregoing, or any similar provision having the force or effect of law. You understand, acknowledge and agree that the Company is not liable for your compliance or failure to comply with any and all applicable Legal Requirements. You are legally permitted to use the Services in your jurisdiction, including by owning cryptographic currency and interacting with the Company in any way

4.2 Illegal Activity. You will not be using or attempt to use the App, the Site or any Services for any illegal activity, including as described in the Code of Conduct.

4.3 Unauthorized Use of Another's Account. You have not and will not impersonate any other person or use a username or password that you are not authorized to use.

4.4 Organization; Authorization. If you are an entity, such entity is validly existing and in good standing under the laws of its applicable jurisdiction and has all requisite corporate power and authority to use the Services and to enter into binding contracts. Each individual through the actions of whom you access such Service has full power and authority to so act on your name and behalf and, to the maximum extent required by applicable laws, to bind you and your assets as a result of such actions.

4.5 Compliance. You are not, and, if you are an entity, none any of your managers, directors, officers, employees, agents, distributors, suppliers or other person acting on your express authority of any of the Company, (a)is, or is owned or controlled directly or indirectly by, a person listed on the "Specially Designated National and Blocked Persons" list maintained by the Office of Foreign Assets Control of the United States Department of the Treasury ("OFAC") or any similar list maintained by OFAC, the United Nations, the European Union or any other Governmental Authority, (b) is the subject of any of the sanctions administered by OFAC, the U.S. Department of State or any equivalent sanctions or measures imposed by the United Nations, the European Union or any other Governmental Authority in which any of the Company does business (collectively, "Sanctions"), (c) has engaged in conduct that is prohibited or sanctionable under Sanction or (d) is on the US Commerce Department's Denied Persons List (for purposes of the foregoing, "owned" means having interests in or claims to 0.5% or more of the aggregate ownership, voting, or other rights or powers exercisable in respect of a legal entity).

5. Compliance With Terms and Code of Conduct. We may review your conduct for compliance with these Terms and ourCode of Conduct. however, we aren't responsible for your compliance with these Terms or the Code of Conduct, or any other party's compliance with these Terms or the Code of Conduct.

6. Grant of License. Subject to your continuing compliance with these Terms, Tholos grant to you a limited, revocable, non-transferable, non-sublicensable, non-exclusive license to use the App and access the Services insofar as owned by or licensed through us on each communications, computing, or other device or account registered by you or otherwise used by you, regardless of whether you own such device, for use in connection with the App and the Services, including but not limited to your computer, mobile phone, email account, and phone number; and only for your own purposes, on and subject to these Terms. All other rights not expressly granted to you are reserved. Some software components used in the App may be offered under an open source or other license, in which case your use of those components of the App shall be governed by such license terms to the extent only of any inconsistency between these Terms and those license terms. You acknowledge and agree that your use of the App Services is at all times subject to and conditional upon your continued compliance with these Terms and all other applicable terms, and any failure to comply with these Terms and such other terms automatically results in the revocation of all licenses granted hereby.

7. Third Party Software and Linking. Although we may make software, hyperlinks, and other products of third-party companies available to you, your use of such products is subject to the respective terms and conditions imposed by the third party owning, manufacturing or distributing such products, and the agreement for your use will be between you and such third party. The Company makes no warranty with regard to the products or websites of any other entity. The Company has no control over the content or availability of any third-party software or website. In particular, (a)the Company makes no warranty that any third-party software you download or website you visit will be free of any contaminating or destructive code, such as viruses, worms or Trojan horses and (b)it is your responsibility to become familiar with any website's privacy and other policies and terms of service, and to contact that website's webmaster or website administrator with any concerns.

8. App Store Usage Rules. With respect to the Service accessed through or downloaded from the Apple App Store or Google Play Store (each an "App Store" and references to the App Store include the corporate entity and its subsidiaries making the App Store available to you), you agree to comply with all applicable third-party terms of the App Store (the "Usage Rules") when using the App. To the extent these Terms provide for usage rules that are less restrictive than or otherwise in conflict with the Usage Rules, the more restrictive term applies. Furthermore, with respect to any App accessed through or downloaded from the Apple App Store (an  "App Store-Sourced Application"), you will only use the App Store-Sourced Application (a) on an Apple-branded product that runs the iOS (Apple's proprietary operating system) and (b) as permitted by the Usage Rules set forth in the Apple App Store Terms of Service.

9. Accessing and Downloading an App Store-Sourced Application. The following applies to any App Store-Sourced Application:

9.1 You acknowledge and agree that (i) these Terms are concluded between you and Tholos only, and not Apple, and (ii) Tholos, not Apple, is solely responsible for the App Store-Sourced Application and content thereof. Your use of the App Store-Sourced Application must comply with the App Store Terms of Service.

9.2 You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store-Sourced Application.

9.3 In the event of any failure of the App Store-Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store-Sourced Application to you and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store-Sourced Application. As between Tholos and Apple, any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Tholos.

9.4 You and Tholos acknowledge that, as between Tholos and Apple, Apple is not responsible for addressing any claims you have or any claims of any third party relating to the App Store-Sourced Application or your possession and use of the App Store-Sourced Application, including, but not limited to: (i) product liability claims, (ii) any claim that the App Store-Sourced Application fails to conform to any applicable legal or regulatory requirement, and (iii) claims arising under consumer protection or similar legislation.

9.5 You and Tholos acknowledge that, in the event of any third-party claim that the App Store-Sourced Application or your possession and use of that App Store-Sourced Application infringes that third party's intellectual property rights, as between Tholos and Apple, Tholos, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim to the extent required by these Terms.

9.6 You and Tholos acknowledge and agree that Apple, and Apple's subsidiaries, are third-party beneficiaries of these Terms as related to your license of the App Store-Sourced Application, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the App Store-Sourced Application against you as a third-party beneficiary thereof.

9.7 Without limiting any other terms of these Terms, you must comply with all applicable third-party terms of agreement when using the App Store-Sourced Application.

10. Modification, Suspension and Termination. The Company reserves the right to modify, suspend, or terminate your access to and use of the App, the Site and Services for any reason and at any time, without notice, and the Company further reserves the right to discontinue the App, the Site or the Services in their entirety, or any part thereof, or modify, alter, or suspend the App, the Site or Services, at any time without notice, at the Company's sole discretion. Upon termination of your Account, your Account authentication credentials for the App, the Site or the Services may not be retained and it may not be possible to reinstate them. Further, you agree that the Company shall not be liable to you or any third party for any losses of any kind whatsoever resulting from any termination, modification, or suspension of your access to the App, the Site or Services for any reason, and you irrevocably waive any demand or claim regarding same.

Upon termination or suspension of the App, the Site or the Services or termination or suspension of your right to access the App, the Site or the Services, all amounts payable by you to the Company will immediately become due. Further, you acknowledge that if your Account is inactive for the applicable statutory period, the Company may be required to report any property in your wallet or your Account as unclaimed property to the appropriate government entity.

11. Disclaimers.

11.1 THE APP, THE SITE AND ALL SERVICES AVAILABLE THROUGH THE APP AND THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND WITHOUT WARRANTIES OF ANY KIND. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THE APP AND THE SITE, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

11.2 THE COMPANY DOES NOT GUARANTEE THAT THE APP, THE SITE OR THE SERVICES WILL BE SECURE, UNINTERRUPTED AND OPERATE WITHOUT ERRORS OR THAT THE APP, THE SITE AND THE SERVICES ARE FREE OF COMPUTER VIRUSES OR OTHER MALWARE. YOU AGREE THAT THE COMPANY WILL NOT BE RESPONSIBLE FOR ANY ECONOMIC COSTS RELATING TO YOUR USE OF THE APP, THE SITE OR THE SERVICES.

11.3 THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE APP, THE SITE AND THE SERVICES IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, TIMELINESS, COMPLETENESS, CURRENTNESS, OR OTHERWISE. YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION RELATING TO YOUR USE OF THE APP, THE SITE, THE SERVICES AND/OR OTHER CONTENT ON THE PLATFORM. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT FULLY APPLY TO YOU.

11.4 THE COMPANY SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND THE COMPANY'S REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, DELAYS AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. THE COMPANY IS NOT RESPONSIBLE FOR ANY DELAYS OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.

12. Proprietary and Privacy Protection for Other Users' Content on the App and the Site. The Company hereby notifies you that all the information, content, image files, software and materials on the App and the Site may be protected by U.S. and international copyright and other intellectual property laws and by other applicable laws, including privacy laws. You may not copy or distribute such material without the written consent of the Company.

13. Copyright Infringement.

13.1 Claims of Copyright Infringement. The Company has registered an agent with the United States Copyright Office in accordance with the terms of the Digital Millennium Copyright Act of 1998 ("DMCA") and avails itself of the protections under the DMCA. The Company reserves the right to remove any content that allegedly infringes another person's copyright. In appropriate circumstances, we will terminate the accounts of users who infringe copyright. Notices to the Company regarding any alleged copyright infringement should be directed to the Company via email at:

Service Provider: Tholos, Inc.
Designated Agent: Tholos, Inc., Copyright Compliance Department
Email: legal@tholos.com

13.2 Notice of Infringement. To be effective, the notification must be a written communication that includes the following:

(a) A physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

(b) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;

(c) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;

(d) Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an email address at which the complaining party may be contacted;

(e) A statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

(f) A statement that the information in the notification is accurate, and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

13.3 Takedown Notices. We may give you notice that we have removed or disabled access to certain material (which may include your content) by means of a general notice on the Service, electronic mail to your email address in our records, or by written communication sent by first-class mail to your physical address in our records.

14. Indemnity. You agree to indemnify, and hold Tholos, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable attorney's fees and costs, arising out of or in any way connected with (a) your access to or use of the App, the Site or Services; (b) your violation of these Terms; (c) your violation of any third party right, including without limitation any intellectual property right or any publicity, confidentiality, property or privacy right; (d) any claim that your use of the App, the Site or Services caused damage to a third party, or (e) any incorrect or fraudulent statements or information you provide in connection with the Services.

15. Risks. OUR SERVICES RELY ON EMERGING TECHNOLOGIES. BY USING THE SERVICES YOU EXPLICITLY ACKNOWLEDGE AND ACCEPT THESE HEIGHTENED RISKS INHERENT TO EMERGING TECHNOLOGIES. YOU REPRESENT THAT YOU ARE FINANCIALLY AND TECHNICALLY SOPHISTICATED ENOUGH TO UNDERSTAND THE INHERENT RISKS ASSOCIATED WITH USING CRYPTOGRAPHIC AND BLOCKCHAIN-BASED SYSTEMS AND THAT YOU HAVE A WORKING KNOWLEDGE OF THE USAGE AND INTRICACIES OF DIGITAL ASSETS. YOU UNDERSTAND THAT BLOCKCHAIN PROTOCOLS PRESENT THEIR OWN RISKS OF USE, THAT SUPPORTING OR PARTICIPATING IN THE PROTOCOL MAY RESULT IN LOSSES IF YOUR PARTICIPATION VIOLATES CERTAIN PROTOCOL RULES, THAT BLOCKCHAIN-BASED TRANSACTIONS ARE IRREVERSIBLE, THAT YOUR BACKUP FILE MUST BE KEPT SECRET AT ALL TIMES, THAT WE WILL NOT STORE A BACKUP OF, NOR WILL BE ABLE TO DISCOVER OR RECOVER, YOUR PRIVATE KEY OR BACKUP SEED PHRASE, AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY APPROVALS OR PERMISSIONS YOU PROVIDE BY CRYPTOGRAPHICALLY SIGNING BLOCKCHAIN MESSAGES OR TRANSACTIONS.

YOU FURTHER UNDERSTAND AND ACCEPT THAT DIGITAL ASSETS PRESENT MARKET VOLATILITY RISK, TECHNICAL SOFTWARE RISKS, REGULATORY RISKS, AND CYBERSECURITY RISKS. YOU UNDERSTAND THAT PROTOCOL UPGRADES MAY INADVERTENTLY CONTAIN BUGS OR SECURITY VULNERABILITIES THAT MAY RESULT IN LOSS OF FUNCTIONALITY AND ULTIMATELY FUNDS.

YOU AGREE THAT YOU ALONE, AND NOT THOLOS, ARE RESPONSIBLE FOR ANY TRANSACTIONS THAT YOU ENGAGE IN WITH REGARD TO SUPPORTING ANY BLOCKCHAIN PROTOCOL. YOU AGREE THAT THOLOS IS NOT RESPONSIBLE FOR THE REGULATORY STATUS OR TREATMENT OF ANY DIGITAL ASSETS THAT YOU MAY ACCESS OR TRANSACT WITH USING THE SERVICES. YOU EXPRESSLY ASSUME FULL RESPONSIBILITY FOR ALL OF THE RISKS OF ACCESSING AND USING THE SERVICES TO INTERACT WITH BLOCKCHAIN PROTOCOLS.

16. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, EXCEPT FOR ANY LIABILITY FOR THE COMPANY'S FRAUD, FRAUDULENT MISREPRESENTATION, OR GROSS NEGLIGENCE, IN NO EVENT WILL THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES AGENTS, AFFILIATES, SUPPLIERS OR DISTRIBUTORS BE LIABLE FOR: (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR (B) ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS, REGARDLESS OF LEGAL THEORY.

THIS LIMITATION APPLIES REGARDLESS OF WHETHER OR NOT THE COMPANY OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES AGENTS, AFFILIATES, SUPPLIERS OR DISTRIBUTORS HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES AGENTS, AFFILIATES, SUPPLIERS AND DISTRIBUTORS WILL NOT BE LIABLE TO YOU FOR ANY REASON IF YOU KNOWINGLY ALLOW SOMEONE TO CREATE A PROFILE FOR YOU ON THEIR ACCOUNT.

ADDITIONALLY, THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES AGENTS, AFFILIATES, SUPPLIERS AND DISTRIBUTORS WILL NOT BE LIABLE FOR AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES FOR MORE THAN THE GREATER OF TWENTY DOLLARS ($20) OR THE AMOUNTS PAID BY YOU TO THE COMPANY FOR THE PAST TWELVE (12) MONTHS OF THE SERVICES IN QUESTION.

Some places do not allow the types of limitations in this paragraph, so they may not apply to you.

17. General.

17.1 Modification. The Company may modify these Terms at any time. Modifications become effective immediately upon your first access to or use of the App, the Site or Services after the "Last Revised" date at the top of these Terms. Your continued access to or use of the App, the Site or Services after the modifications have become effective will be deemed your conclusive acceptance of the modified Terms. If you do not agree with the modifications, do not access or use the App, the Site or Services.

17.2 Applicable Law. These Terms shall be governed by the laws of Delaware without giving effect to any conflict of laws principles that may require the application of the law of another jurisdiction.

17.3 Dispute Resolution and Arbitration Agreement. If you believe that the Company has not adhered to these Terms, please contact us by e-mail at legal@tholos.app and we will do our best to address your concerns. If you feel that your complaint has been addressed incompletely, we invite you to let us know for further investigation.

IF YOU AND THE COMPANY ARE UNABLE TO REACH A RESOLUTION TO THE DISPUTE, YOU AND THE COMPANY AGREE THAT EITHER YOU OR THE COMPANY MAY ELECT TO SETTLE THE DISPUTE EXCLUSIVELY UNDER THE RULES OF THE AMERICAN ARBITRATION ASSOCIATION (WWW.ADR.ORG) AT ITS WILMINGTON, DELAWARE OFFICE (THE "ARBITRATION AGREEMENT"). ANY ELECTION TO ARBITRATE BY ONE PARTY WILL BE FINAL AND BINDING ON THE OTHER.

YOU UNDERSTAND THAT IF EITHER PARTY ELECTS TO ARBITRATE, NEITHER PARTY WILL HAVE THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL. YOU AND THE COMPANY AGREE THAT ANY ARBITRATION WILL BE LIMITED TO THE DISPUTE BETWEEN THE COMPANY AND YOU INDIVIDUALLY. YOU ACKNOWLEDGE AND AGREE THAT YOU AND THE COMPANY ARE EACH WAIVING THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. FURTHER, UNLESS BOTH YOU AND THE COMPANY OTHERWISE AGREE IN WRITING, AN ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF ANY CLASS OR REPRESENTATIVE PROCEEDING. REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE USE OF THE APP, THE SITE OR THE SERVICES OR THESE TERMS MUST BE BROUGHT, IF AT ALL, WITHIN ONE YEAR FROM THE ACCRUAL OF THE CLAIM OR CAUSE OF ACTION OR BE FOREVER BARRED.

You may opt out of this Arbitration Agreement. If you do, neither you nor the Company can require the other to participate in arbitration proceedings. To opt out, you must notify the Company in writing within 30 days of the date that you first became subject to this arbitration provision, which shall be the earliest of the date you downloaded the App, the date you first visited the Site or the date you first used the Services. You must use this address to opt out:

Tholos, Inc.
ATTN: Arbitration Opt-Out
2248 Broadway #1617
New York, NY 10024

You must include your name and residence address, the email address you use for your account, and a clear statement that you want to opt out of the arbitration agreement.

17.4 Contact. Any questions, comments or suggestions, including any report of violation of these Terms should be provided to the Administrator by email at legal@tholos.com.

17.5 Entire Agreement. These Terms, along with any other applicable agreement referenced herein, constitutes the entire agreement between you and the Company and govern your use of the App, the Site and the Services, superseding any prior agreements between you and the Company. The failure of the Company to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, you and the Company nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms shall remain in full force and effect.

CODE OF CONDUCT

This Code of Conduct is a part of the Terms of Use governing your access to, and use of, the Services provided by the Company. Capitalized terms used but not disclosed in this Code of Conduct have the meaning provided in the Terms of Use.You agree not to misuse the Services or help or encourage any other party to misuse the Services. For example, and without limitation, you may not:

• Interfere or disrupt or attempt to gain unauthorized access to other accounts on the App, the Site or any other computer network;
• breach or otherwise circumvent any security or authentication measures;
• circumvent storage space limits
• create user accounts by automated means or under fraudulent or false pretenses;
• create or transmit unsolicited electronic communications such as spam to users or promote any products or services;
• sell the Services unless specifically authorized to do so;
• harass, threaten or intentionally embarrass or cause harm or distress to another person or group;
• distribute, upload, or otherwise make available any Content or other materials that: (a) are defamatory, abusive, harassing, threatening, or an invasion of a right of privacy of another person; (b) are bigoted, hateful, or racially or otherwise offensive; (c) are illegal or encourage or advocate illegal activity; (d) infringe or violate the rights of any party (e) are violent, vulgar, obscene, pornographic or otherwise sexually explicit; or (f) harm or can reasonably be expected to harm any person or entity;
• collect and publish any information about any of our users;
• adapt, modify or reverse engineer any portion of the App, the Site or Services;
• use any spider, robot, retrieval application, or any other device to retrieve any portion of the App or the Site;
• disseminate, store or transmit viruses, worms, Trojan horses or other malicious code or program;
• encourage conduct in connection with the Services that would constitute a criminal or civil offense;
• violate any applicable federal, state, local or international law or regulation (including, but not limited to, fraud, money laundering, holding data for ransom, blackmail, extortion and providing financial support of terrorism or any other illegal endeavors);
• exploit any person;
• invade the privacy of any person, including but not limited to submitting personally identifying or otherwise private information about a person without their consent;
• submit false or misleading information to the Company;
• engage in any other activity deemed by the Company to be in conflict with the spirit of the Terms, the Privacy Policy or this Code of Conduct; or
• attempt to do any of the foregoing or encourage or enable any third party to do any of the foregoing.