IMPORTANT NOTICE: THIS AGREEMENT IS SUBJECT TOBINDING ARBITRATION AND A WAIVER OF CLASS ACTION RIGHTS AS DETAILED IN SECTION11. PLEASE READ THE AGREEMENT CAREFULLY.

Watt2Trade DAO LLC (“Watt2Trade,” “we,” “us,”or “our”) is the leading blockchain software development Company. With a focuson utilizing decentralized technologies, such as Ethereum or Polygon, oursoftware is powering a revolution in electricity commerce and its finance andhelping to optimize electricity business processes. Watt2Trade hosts a toplevel domain website www.watt2trade.com, that serves information regardingWatt2Trade and our products and services (collectively referred to as the“Site”), which include text, images, audio, code and other materials or thirdparty information. WATT2TRADE is registered as a Marshall Islands residentdomestic decentralized autonomous organization limited liability company("DAO LLC"),

These Terms of Use (the 2Terms,” “Terms of Use”or “Agreement”) contain the terms and conditions that govern your Access to anduse of the Site and Offerings provided by us and is an agreement between us andyou or the entity you represent (“you” or “your). Please read these Terms ofUse carefully before using the Site of Offerings. By using the Site, clicking abutton or checkbox to accept or agree to these Terms where that option is madeavailable, clicking a button to use or Access any of the Offerings, completingan Order, or, if earlier, using or otherwise accessing the Offerings (the dateon which any of the events listed above occur being the “Effective Date”. You(1) accept and agree to these Terms and any additional terms, rules andconditions of participation issued by Watt2Trade from time to time and (2)consent to the collection, use, disclosure and other handling of information asdescribed in our Privacy Policy. If you do not agree to the Termsof perform any and all obligations you accept under the Terms, then you may norAccess the Offerings.

You represent to us that you are lawfully ableto enter into contracts. If you are entering into this Agreement for an entity,such as the company you work for, you represent to us that you have legalauthority to bind that entity. Please see Section 13 for definitions of certaincapitalized terms used in this Agreement.

In addition, you represent to us that you andyour financial institutions, or any party that owns or controls you or yourfinancial institutions, are (1) not subject to sanctions or otherwisedesignated on any list of prohibited or restricted parties, including but notlimited the list maintained by the United Nations Security Council, the U.S.Government (I e the Specially Foreign Sanctions Evaders List of the U.SDepartment of Treasury and the Entity List of the U.S. Department of Commerce),the European Union or its Member States, the United Kingdom, or otherapplicable government authority and (2) not located in any country subject to acomprehensive sanctions program implemented by the United States.

1.    TheOfferings

1.1 Generally,You may access and use the Offerings in accordance with this Agreement. Youagree to comply with the terms of this Agreement and all laws, rules andregulations applicable to you use of the Offerings.

1.2 Offeringsand Access. Watt2Trade offers a number of Offerings under the Watt2Trade brandor brands owned by us. These includes Watt2Trade and others. Offerings aregenerally accessed through the Site or through a third party provider of whichwe approved, such as the Google Play or apple App stores, unless otherwiseagreed in writing. Some Offering may require you to create an account withWatt2Trade enter a valid form of payment, and select a paid plan (” PaidPlan”), or initiate an Order.

1.3 Third-PartyContent and Services. In certain Offerings, including Watt2Trade Wallet or theDecentralized Exchange, you may view, have access to, and may use theinformational content, products, or services of one or more third parties(“Third Party Content2 and “Third Party Services” respectively). In each suchcase, you agree that your view, access or use such content and services at usesuch content and services at your own election. Your reliance of any ThirdParty Content and use of Third Party Services in connection with the Offeringsis governed on one hand by this Agreement but, on the other, will alsogenerally be subject to separate terms and conditions set forth by theapplicable third party content and/or service provider. Those terms andconditions may involve separate fees and charges or may include disclaimers orrisk warnings about reliance on or the accuracy of any information. Such termsmay also apply a privacy policy different than that which Watt2Trade maintainsand incorporates into this Agreement. It is your responsibility to understandthe terms and conditions of Third Party Services, including how those serviceproviders use any of your information under their privacy policies.

Third Party Content and Third PartyServices are provided for your convenience only. We do not verify, curate, orcontrol Third Party Content. We do not control Third Party Services. As aresult, we do not guarantee, endorse, or recommend such content or services toany or all users of the Offerings, or the use or such content or services forany particular purpose. You access, rely upon or use any Third Party Content orThird Party Services at your own risk. Watt2Trade disclaims all responsibilityand liability for any Losses on account of your reliance upon or use of suchcontent or services. We have no responsibility for Third Party Content that maymisleading, incomplete, erroneous, offensive, indecent, or otherwiseobjectionable to you or under the law in your jurisdiction. The choice to relyon Third Party Content or to use a Third Party Services is your own, and yoursolely responsible for ensuring that your reliance or use is in compliance withall applicable laws. Dealing or correspondence with any third party thatprovides such content or service is solely between you and that third party. Wereserve the right to change, suspend, remove, disable, or impose accessrestrictions or limits on the use of any Third Party Services at any timewithout notice.

2.    Changes

2.1 Tothe Offerings. We may change or discontinue any or all of the Offerings orchange or remove functionality of any or all of the Offerings from time to time.We will use commercially reasonable efforts to communicate to you anydiscontinuation of an Offering through the Site or public communicationchannels. If you are on a Paid Plan, we will use commercially reasonableefforts to communicate to you any discontinuation of the Offerings at least 30days in advance of such discontinuation, and we will use commerciallyreasonable efforts to continue supporting the Offering for up to three monthsafter the discontinuation, except if doing so (a) would pose an informationsecurity or intellectual property issue, (b) is economically or technicallyburdensome, or (c) would create undue risk of us violating the law.

2.2 Tothis Agreement. We reserve the right, at our sole discretion, to modify orreplace any part of this Agreement or any Policies at any time. It is your responsibility to check this Agreement periodically for changes, but we will also use commercially reasonable efforts to communicate any material changes to this Agreement though the Site, email (if you have and account), or public channels. You agree that your continued use of or access to the Offeringsfollowing the posting of any changes to this Agreement constitutes acceptanceof those changes, whether or not you were checking for changes or actually readthe changes.

3. YourResponsibilities.

3.1 Use of the Offerings. For anyOffering, whether they require that you set up an account with Watt2Trade (suchas Diligence) or they do not (such as Watt2Trade Wallet), and except to theextend caused by our breach of this Agreement, (a) you are responsible for allactivities that occur with respect to your use of the Offerings, regardless ofwhether the activities are authorized by you or undertaken by you, youremployees or a third party (including your contractors, agents of other EndUsers), and (b) we and our affiliates are not responsible for unauthorizedaccess to the Offerings  or your account,including any access that occurred as a result of fraud, phishing, or othercriminal activity perpetrated against you by third parties. You will ensurethat your use of the Offerings does not violate any applicable law.

3.2 Your Security and Backup. Youare solely responsible for properly configuring and using the Offerings andotherwise taking appropriate action to secure protect and backup your accountsand/or Your Content in a manner that will provide appropriate security andprotection, which might include use of encryption. If you are not able to beresponsible for you own account security, or do not want such an obligation,then you should not use the Offerings. Your obligations under this Agreementinclude ensuring any available software updates or upgrades to an Offering youare using promptly installed or implemented, and recording and securelymaintaining any passwords or secret recovery phrases that relate to your use ofthe Offerings. You acknowledge that certain methods of securing your secretrecovery phrase, such as storing it as a digital file on your personal deviceor on a cloud storage provider, may increase the risk that your account orsecret recovery phrase will be compromised. You further acknowledge that youwill not share with us nor any other third party any password or secretrecovery phrase that relates to your use of the Offerings, and that we will notbe held responsible if you do share any such password or phrase whether you doso knowingly or unknowingly. For the avoidance of doubt, we take noresponsibility whatsoever for any theft of a secret recovery phrase thatinvolved intrusion into a cloud provider’s data repository.

3.3 Log-In Credentials and APIAuthentication. To the extend we provide you with log-in credentials and API authentication generated by the Offerings or Third Parties, such log-incredentials and API authentication are for your use only and you will not sell,transfer, or sublicense them to any other entity or person, except that you maydisclose your password or private key to your agents and subcontractors performing work on your behalf.

3.4 Non-Custodial and No FiduciaryDuties. Each of the Products is a purely non-custodial application, meaning wedo not ever have custody, possession, or control of your digital assets at anytime. It further means you are solely responsible for the custody of thecryptographic private keys to the digital asset wallets you hold an you shouldnever shar your wallet credentials or seed phrase with anyone. We accept noresponsibility for, or liability to you, in connection with your use of awallet and make no representations or warranties regarding how any of ourProducts will operate with any specific wallet. Likewise, you are solelyresponsible for any associated wallet and we are not liable for any acts oromissions by you in connection with or as a result of your wallet beingcompromised. For the avoidance of doubt, any references herein to a “wallet”shall include the Watt2Trade Wallet.

This Agreement is not intended to,and does not create or impose any fiduciary duties on us. To the fullest extentpermitted by law, you acknowledge and agree that we owe no fiduciary duties orliabilities to you or any other party, and that to the extent any such dutiesor liabilities may exist at law or in equity, those duties and liabilities arehereby irrevocable disclaimed, waived, and eliminated. You further agree thatthe only duties and obligations that we owe you are those set out expressly in thisAgreement.

You bear full responsibility forverifying the identity, legitimacy, and authenticity of any order you create ormatched from any third-party using the Watt2Trade marketplace and we make noclaims about the identity, legitimacy, functionality, or authenticity of usersvisible on any of our Products.

3.5 Applicability to Offerings thatfacilitate access to addresses on blockchain protocols. For the avoidance ofdoubt, the terms of this Section 3 are applicable to all offerings such as Watt2TradeWallet though which you generate a public/private key pair (which can bethought of as a blockchain account and related password) either with ablockchain protocol directly or with third Party Offerings, such asdecentralized applications. You are solely responsible for the use and securityof theses security keys and that we will not be held responsible if you shareany keys or secret recovery phrases with anyone else, whether knowingly orunknowingly.

3.6 Prohibited Activity. You agreenot to engage in, or attempt to engage in, any of the following categories of prohibited activity in relation to your access and use of the Interface:

·       Intellectual Property Infringement.Activity that infringes on or violates any copyright, trademark, service mark,patent, right of publicity, right of privacy, or other proprietary orintellectual property rights under the law.

·       Cyberattack. Activity that seeks tointerfere with or compromise the integrity, security, or proper functioning ofany computer, server, network, personal device, or other information technologysystem, including, but not limited to, the deployment of viruses and denial ofservice attacks.

·       Fraud and Misrepresentation.Activity that seeks to defraud us or any other person or entity, including, butnot limited to, providing any false, inaccurate, or misleading information inorder to unlawfully obtain the property of another.

·       Market Manipulation. Activity thatviolates any applicable law, rule, or regulation concerning the integrity oftrading markets, including, but not limited to, the manipulative tacticscommonly know as “rug pulls”, pumping and dumping, and wash trading.

·       Sale of Stolen Property. Buying,selling, or transferring of stolen items, fraudulently obtained items, itemstaken without authorization, and/or any other illegally obtained items orinformation.

·       Data Mining or Scraping. Activitythat involves data mining, robots, scraping, or similar data gathering orextraction methods of content or information from any of our Products.

·       Objectionable Content. Activity thatinvolves soliciting information from anyone under the age of 18 or that isotherwise harmful, threatening, abusive, harassing, tortious, excessivelyviolent, defamatory, vulgar, obscene, pornographic, libelous, invasive ofanother’s privacy, hateful, discriminatory, or otherwise objectionable.

·       Any Other Unlawful Conduct. Activitythat violates any applicable law, rule, or regulation of the United States oranother relevant jurisdiction, including, but no limited to, the restrictionsand regulatory requirements imposed any law.

3.7 Trading. You agree andunderstand that: (a) all trade you submit thought any of our Products areconsidered unsolicited, which means that they are solely initiated by you; (b)you have not received any investment advice from us in connection with any trade,including those you place via any Auto Routing API; and (c) we do not conduct asuitability review of any trade you submit.

In no way any of the services,through its training material, claim that it is all the information you requireto be trained, at all times and by using the platform you are stating that youhave all the necessary knowledge to trade on our platform, Watt2trade will inno way be responsible for any loss or profit you obtain when using ourservices, nor the information on all Watt2Trade websites, so it will be theentire responsibility of the user.

3.8 Compliance and Tax Obligations.One or more of our Products may not be available or appropriate for use in yourjurisdiction. By accessing or using any of our Products, you agree that you aresolely and entirely responsible for compliance with all laws and regulationsthat may apply to you.

Specifically, your use of ourProducts of the Protocol may result in various tax consequences, such as incomeor capital gains tax, value-added tax, goods and services tax, or sale tax incertain jurisdictions.

It is your responsibility todetermine whether taxes apply to any transactions you initiate or receive and,if so, to report and/or remit the correct tax to the appropriate tax authority.

3.9 Gas Fees. Blockchaintransactions require the payment of transactions fees to the appropriatenetwork (“Gas Fees”). Except as otherwise expressly set forth in the terms ofanother offer by Watt2Trade, you will be solely responsible to pay the Gas Feesfor any transaction that you initiate via any of our Products.

3.10 Release of Claims. Youexpressly agree that you assume all risks in connection with your access anduse of any of our Products. You further expressly waive and release us from anyand all liability, claims, causes of action, or damages arising from or in anyway relating to your use of any of our Products.

4. Fees and Payment

4.1 Publicly Available Offerings.Some Offerings may be offered to the public and licensed on a royalty freebasis, including Offerings that require a Paid Plan for software licensing feesabove a certain threshold of use. These terms apply to all Offerings regardlessof whether they require a Paid Plan.

4.2 Offering Fees. If your use of anOffering does not require an Order or Paid Plan but software licensing fees arecharged contemporaneously with your use of the Offering, those fees will becharged as described on the Site or in the user interface of the Offering. Suchfees may be calculated by combining a fee charged by us and a fee charged by aThird Party Offering that provides certain functionality related to theOffering. For those Offerings which entail an Order or Paid Plan, we calculateand bill fees and charges according to your Order or Paid Plan. For suchOfferings, on the first day of each billing period, you will pay us theapplicable fees (the “Base Fees”) and any applicable taxes based on theOfferings in the Paid Plan. In addition, for particular Orders, we may issue aninvoice to you for all charges above the applicable threshold for your PaidPlan which constitute overage fees for the previous billing period. If you makeany other changes to the Offerings during a billing period (for example,upgrading or downgrading your Paid Plan), we will apply any additional chargesor credits to the next billing period. We may bill you more frequently for feesaccrued at our discretion upon notice to you. You will pay all fees in U.S.dollars unless the particular Offering specifies a different form of payment orotherwise agreed to by you and us in writing. All amounts payable by you underthis Agreement will be paid to us without any deduction or withholding. Feesand charges for any new Offering or new feature of an Offering will beeffective when we use commercially reasonable efforts to communicate updatedfees and charges though our Site, the interface of the Offering itself, orother public channels or, if you are on a Paid Plan, upon commerciallyreasonable efforts to notify you directly, but we may expressly state whennotifying you that another effective date applies. We may increase or add newfees and charges for any existing Offerings you are using by using commerciallyreasonable efforts to notify users of the Offerings though our Site, theinterface of the Offering itself, other public channels or, if you are on aPaid Plan, by giving you 30 days’ notice. Unless otherwise specified in anOrder, all Paid Plan amounts due under this Agreement are payable within 30days following receipt of you invoice. We may elect to charge you interest atthe rate of 1.5% per month (or the highest rate permitted by law, if less) onall late payments.

4.3 Taxes. Each party will beresponsible, as required under applicable law, for identifying and paying alltaxes and other governmental fees and charges (and any penalties, interest, andother additions thereto) that are imposed on that party upon or with respect tothe transactions and payments under this Agreement. All fees payable by you areexclusive taxes unless otherwise noted. We reserve the right to withhold taxeswhere required.

5. Temporary Suspension; Limiting APIRequest

5.1 Generally. We may suspend yourright to access or use any portion or all of the Offerings immediately if wedetermine:

(a) your use of the Offerings (i)poses a security risk to the Offerings or any third party, (ii) could adverselyimpact our systems, the Offerings, or the systems of any other users, (iii)could subject us, our affiliates, or any third party to liability, or (iv)could be unlawful;

(b) you are, or any End User is, inbreach of this Agreement;

(c) you are in breach of yourpayment obligations under Section 4 for 30 days or longer; or

(d) for entities, you have ceased tooperate in the ordinary course, made an assignment for the benefit of creditorsor similar disposition of your assets, or become the subject of any bankruptcy,reorganization, liquidation, dissolution or similar proceeding.

5.2 Effect of suspension. If wesuspend your right to access or use any portion or all of an Offering:

(a) you remain responsible for allfees and charges you incur during the period of suspension; and

(b) you will not be entitled to anyfee credits for any period of suspension.

5.3 Limiting API Request. We retainsole discretion to limit you API request (“API Request”) submitted inconjunction with your use of an Offering at any time if your usage of theOffering exceeds the usage threshold specified in you Paid Plan or otherwise onthe Site or user interface of the Offering. Further, excessive API request, asdetermined by Watt2Trade in our sole discretion, may result in the temporary orpermanent suspension of your access to an account or to your use of theapplicable Offering. Watt2Trade is not required but will endeavor, whenreasonable, to warn an account owner or user prior suspension.

6. Term; Termination

6.1 Term. For Offerings subject to aPaid Plan, the term of this Agreement will commence on the Effective Date andwill remain in effect until terminated under this Section 6 or by separatewritten agreement. Any notice of termination of this Agreement by either partyto the other must include a Termination Date that complies with the noticeperiods in Section 6.2. For Offerings that are not subject to a Paid Plan, theterm of this Agreement by either party to the other must include a TerminationDate that complies with the notice periods in Section 6.2. For Offerings thatare not subject to a Paid Plan, the term of this Agreement will commence on theEffective Date and will remain in effect until you stop accessing or using theOfferings.

          6.2Termination.

(a) Termination for Convenience. Ifyou are not on a Paid Plan, you may not on a Paid Plan, you may terminate thisAgreement for any reason by ceasing use of the Offering. For Paid Plans,Watt2Trade may terminate this Agreement for any reason after providing 30calendar days’ written notice.

(b) Termination for Cause.

(i) By either Party. Either partymay terminate this Agreement for cause if the other party is in material breachof this Agreement and the material breach remains uncured for a period of 30days from receipt of the other party’s notice of breach.

(ii) By Us. We may also terminatethis Agreement for cause immediately (A) if we have the right to suspend underSection 5, (B) if our relationship with a third-party partner who providessoftware of other technology we use to provide the Offerings expires,terminates, or requires us to change the way we provide the software or othertechnology as part of the Offerings, or (C) in order to avoid undue risk ofviolating the law.

6.3 Effect of Termination. Upon theTermination Date:

(i) all your rights under thisAgreement immediately terminated; and

(ii) each party remains responsiblefor all fees and charges it has incurred through the Termination Date and areresponsible for any fees and charges it incurs during the post-terminationperiod;

(iii) the terms and conditions ofthis Agreement shall survive the expiration or termination of this Agreement tothe full extent necessary for their enforcement and for the protection of theparty in whose favor they operate. For instance, should this Agreement betweenyou and us terminate, any dispute raised after you stop accessing or using theOfferings will be subject to the applicable provisions of this Agreement ifthat dispute relates to your prior access or use.

For any use of the Offerings afterthe Termination Date, the terms of this Agreement will again apply and, if youruse is under a Paid Plan, you will pay the applicable fees at the rates underSection 4.

7. Property Rights.

7.1 Your Content. Depending on theOffering, you may share Content with us. Except as provided in this Section 7,we obtain no rights under this Agreement from you (or your licensor) to yourcontent in any manner that is consistent with the purpose of your use of theOfferings or that otherwise facilitates providing the Offerings to you.

7.2 Offerings License. We or ourlicensors own all right, title, and interest in and to the Offerings, and allrelated technology and intellectual property rights. Subject to the terms ofthis Agreement, we grant you a limited, revocable, non-exclusive, non-sublicensable,non-transferable license to do the following: (a) access and use the Offeringssolely in accordance with this Agreement; and (b) copy and use Our Contentsolely in connection with your permitted use of the Offerings. Except asprovided in this Section 7.2, you obtain no rights under this Agreement fromus, our affiliates or our licensors to the Offerings, including any relatedintellectual property rights. Some of Our Content and Third-Party Content maybe provided to you under a separate license, such as the Apache License,Version 2.0, or other open source license. In the event of a conflict between thisAgreement and any separate license.

7.3 License Restrictions. Neitheryou or any End User will use the Offerings in any manner of for any purposeother than as expressly permitted by this Agreement. Except for as authorized,neither you nor any End User will, or will attempt to (a) modify, distribute,alter, tamper with, repair, or otherwise create derivative works of any Contentincluded in the Offerings (except to the extent Content included in theOfferings is provided to you under a separate license that expressly permitsthe creation of derivative works), (b) reverse engineer, disassemble, ordecompile the Offerings or apply any other process or procedure to derive thesource code of any software included in the Offerings (except to the extentapplicable law doesn’t allow this restriction), (c) access or use the Offeringsin a way intended to avoid incurring fees or exceeding usage limits or quotas,(d) use scraping techniques to mine or otherwise scrape data except aspermitted by a Plan, or (e) resell or sublicense the Offerings unless otherwiseagreed in writing. You will not use Our Marks unless you obtain our priorwritten consent. You will not use Our Marks unless you obtain our prior writtenconsent. You will not misrepresent or embellish the relationship between us andyou (including by expressing or implying that we support, sponsor endorse orcontribute to you or your business endeavors). You will not imply anyrelationship of affiliation between us and you except as expressly permitted bythis Agreement.

7.4 Suggestions. If you provide anySuggestions to us or our affiliates, we and our affiliates will be entitled touse the Suggestions without restriction. You hereby irrevocably assign to usall right, title, and interest in and to the Suggestions and agree to provideus any assistance we require to document perfect, and maintain our rights inthe Suggestions.

7.5 Youexpressly acknowledge that the use of the "Offerings" represents youracceptance with the terms of use and conditions of the websites whereelectricity prices are obtained through the smart contract and that all copyright,trademark and other proprietary notices will be keep intact and you acknowledgethat the information & the credit belongs to the websites, mobileapplications or API’s from where the electricity prices’ information isobtained.

8.Indemnification

           8.1General

(a)You will defend, indemnify, and hold harmless us, our affiliates and licensors,and each of their respective employees, officers, directors, andrepresentatives from and against any Losses arising out of or relating to anyclaim concerning: (a) breach of this Agreement or violation of applicable lawby you; or (b) a dispute between you and any of your customers or users. Youwill reimburse us for reasonable attorneys’ fees and expenses, associated withclaims described in (a) and (b) above.

(b)We will defend, indemnify, and hold harmless you and your employees, officers,directors, and representatives from and against any Losses arising out of orrelating to any claim concerning our material and intentional breach of thisAgreement. We will reimburse you for reasonable attorneys’ fees and expensesassociated with the claims describes in this paragraph.

8.2Intellectual Property

(a)Subject to the limitations in this section 8, you will defend Watt2Trade, itsaffiliates, and their respective employees, officers, and directors against anythird-party claim all alleging that any of Your Content infringes ormisappropriates that third party’s intellectual property rights, and will paythe amount of any adverse final judgment or settlement.

(b)Subject to the limitations in this Section 8 and the limitations in Section 10,we will defend you and your employees, officers, and director against anythird-party claim alleging that the Offerings infringe or misappropriate thatthird party’s intellectual property rights, and will pay the amount of anyadverse final judgment or settlement. However, we will not be required to spendmore than $200,000 pursuant to this Section 8, including without limitationattorneys’ fees, court costs, settlements, judgments, and reimbursement costs.

(c)Neither party will have obligations or liability under this Section 8.2 arisingfrom infringement by you combining the Offerings with any other product,service, software, data, content or method. In addition, we will have noobligations or liability arising from your use of the Offerings after we havenotifies you to discontinue such use. The remedies provided in this Sections8.2 are the sole and exclusive remedies for any third-party claims ofinfringement or misappropriation of intellectual property rights by theOfferings or by Your Content.

8.3Process. In no event will a party agree to any settlement of any claim thatinvolves any commitment, other than the payment of money, without the writtenconsent of the other party.

9.Disclaimers; Risk

9.1DISCLAIMER. THE OFFERINGS ARE PROVIDED “AS IS.” EXCEPT TO THE EXTENT PROHIBITEDBY LAW, OR THE EXTENT ANY STATUTORY RIGHTS APPLY THAT CANNOT BE EXCLUDED.LIMITED OR WAIVED, WE AND OUR AFFILIATES AND LICENSORS (A) MAKE NOREPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORYOR OTHERWISE REGARDING THE OFFERINGS, THE THIRD PARTY CONTENT, OR THE THIRDPARTY SERVICES, AND (B) DISCLAIM ALL WARRANTIES, INCLUDING ANY IMPLIED OREXPRESS WARRANTIES (I) OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR APARTICULAR PURPOSE, NON-INFRINGEMENT, OR QUIET ENJOYMENT, (II) ARISING OUT OFANY COURSE OF DEALING OR USAGE OF TRADE, (III) THAT THE OFFERINGS , THIRD PARTYCONTENT, OR THIRD PARTY SERVICE WILL BE UNINTERRUPTED, ERROR FREE OR FREE OFHARMFUL COMPONENTS, AND (V) THAT ANY CONTENT WILL BE SECURE OR NOT OTHERWISELOST OR ALTERED. YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE NOR TRELIED AND ARENOT RELYING UPON ANY REPRESENTATION OR WARRANTY FROM WATT2TRADE THAT IS NOTOTHERWISE IN THIS AGREEMENT OR IN A SEPARATE WRITTEN AGREEMENT BETWEEN US, ANDYOU AGREE YOU WILL NOT TAKE A POSITION IN ANY PROCEEDING THAT IS INCONSISTENTWITH THIS PROVISION.

9.2RISKS. OUR OFFERINGS RELY ON EMERGING TECHNOLOGIES, SUCH AS ETHEREUM ORPOLYGON. SOME OFFERINGS ARE SUBJECT TO INCREASED RISK THOUGH YOUR POTENTIALMISUSE OF THINGS SUCH AS PUBLIC/PRIVATE KEY CRYPTOGRAPHY, OR FAILING TOPROPERLY UPDATE OR RUN SOFTWARE TO ACCOMMODATE PROTOCOL UPGRADES, LIKE THETRANSITION TO PROOF OF STAKE CONSENSUS. BY USING THE OFFERINGS, YOU EXPLICITYACKNOWLEDGE AND ACCEPT THESE HEIGHTENED RISKS. YOU REPRESENT THAT YOU AREFINANCIALLEY AND TECHNICALLY SOPHISTICATED ENOUGH TO UNDERSTAND THE INHERENTRISKE ASSOCIATES WITH USING CRYPTOGRAPHIC AND BLOCKCHAIN-BASED SYSTEMS ANDUPGRADUING YOUR SOFTWARE AND PROCESSES TO ACCOMMODATE OFFERING AND PROTOCOLUPGRADES, AND THAT YOU HAVE A WORKING KNOWLEDGE OF THE USAGE AND INTRICACIES OFDIGITAL ASSETS SUCH AS ETHER (ETH) OR POLYGON (MATIC[S1] )AND OTHER DIGITAL TOKENS, SUCH AS THOSE FOLLOWING THE ERC-20 TOKEN STANDARD. INPARTICULAR, YOU UNDERSTAND THAT WE DO NOT OPERATE THE ETHEREUM PROTOCOL, THEPOLYGON PROTOCOL OR ANY OTHER BLOCKCHAIN PROTOCOL, COMMUNICATE OR EXECUTEPROTOCOL UPGRADES, OR APPROVE OR PROCESS BLOCKCHAIN TRANSACTIONS ON BEHALF OFYOU. YOU FURTHER UNDERSTAND THAT BLOCKCHAIN PROTOCOLS PRESENT THEIR OWN RISKSOF USE, THAT SUPPORTING OR PARTICIPANTING IN THE PROTOCOL MAY RESULT IN LOSSESIF YOUR PARTICIPATION VIOLATES CERATIN PROTOCOL RULES, THAT BLOCKCHAIN-BASESTRANSACTIONS ARE IRREVERSIBLE, THAT YOUR PRIVATE KEY AND SECRET RECOVERY PHRASEMUST BE KEPT SECRET AT ALL TIMES, THAT WATT2TRADE WILL NOT STORE A BACKUP OF,NOR WILL BE ABLE TO DISCOVER OR RECOVER, YOUR PRIVATE KEY OR SECRET, THATDIGITALLY COPYING AND STORING YOUR SECRET RECOVERY PHRASE ON A CLOUD STORAGESYSTEM OR OTHER THIRD PARTY SUPPORTED DATA STORAGE, INCLUDING YOUR PERSONALDEVICE, MAY INCREASE TE RISK OF LOSS OR THEFT, AND THAT YOU ARE SOLELYRESPONSIBLE FOR ANY APPROVALS OR PERMISSIONS YOU PROVIDE BY CRYPTOGRAPHICALLYSIGNING BLOCKCHAIN MESSAGES OR TRANSACTIONS, ESPECIALLY THOSE RESPONDING TOSOLICITATIONS AND OTHER PROMPTS FROM THIRD PARTIES.

YOUFURTHER UNDERSTAND AND ACCEPT THAT DIGITAL TOKENS PRESENT MARKET VOLATILITYRISK, TECHNICAL SOFTWARE RISK, REGULATORY RISKS, AND CYBERSECURITY RISKS. YOUUNDERSTAND THAT THE COST AND SPEED OF A BLOCKCHAIN-BASED SYSTEM IS VARIABLE,THAT COST AND SPEED IS NOT WITHIN THE CAPABILITY OF WATT2TRADE TO CONTROL. YOUUNDERSTAND THAT PROTOCOL UPGRADES MAY INADVERTENTLY CONTAIN BUGS OR SECURITYVULNERABILITIES THAT MAY RESULT IN LOSS OF FUNCTIONALITY AND UTLIMATELY FUNDS.

YOUFURTHER UNDERSTAND AND ACCEPT THAT BLOCKCHAIN TRANSACTIONS BASED ON ELECTRICITYPRICES O BASED ON ELECTRICITY PEGGED TOKENS OR ANY OF THE OFFERINGS PRESENTMARKET VOLATILITY RISK, TECHNICAL SOFTWARE RISK, REGULATORY RISKS, ANDCYBERSECURITY RISKS. YOU UNDERSTAND THAT THE COST AND SPEED OF ABLOCKCHAIN-BASED SYSTEM IS VARIABLE, THAT COST AND SPEED IS NOT WITHIN THECAPABILITY OF WATT2TRADE TO CONTROL. YOU UNDERSTAND THAT PROTOCOL UPGRADES MAYINADVERTENTLY CONTAIN BUGS OR SECURITY VULNERABILITIES THAT MAY RESULT IN LOSSOF FUNCTIONALITY AND UTLIMATELY FUNDS.

YOUFURTHER UNDERSTAND AND ACCEPT THAT WATT2TRADE SHALL NOT BEHELD LIABLE FOR ANY IMPROPER OR INCORRECT USE OF THE MATERIALES AND/ORINFORMATION DESCRIBED AND/OR INFORMATION OBTAINED AND/OR CONTAINED ON ANY OFTHE WEBSITE OF THE ELECTRICITY MARKET OPERATORS AND WE DO NOT ASSUME ANYRESPOSABILITY FOR USER’S USE OF THEM. IN NO EVENT SHALL WATT2TRADE BE LIABLEFOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES(INCLUDING BUT NOT LIMITED TO, LOSS OF USE, DATA, OR PROFITS; OR BUSINESSINTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER INCONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISINGIN ANY WAY OUT OF THE USE OF THE ELECTRICITY MARKET OPERATOR WEBSITES OR MOBILEAPPLICATION OR MATERIALS AND/OR INFORMATION CONTAINED HEREON, EVEN IF ADVISEDOF THE POSSIBILITY OF SUCH DAMAGE. THIS DISCLAIMER OF LIABILITY APPLIES TO ANYDAMAGES OR INJURY RELATING TO THE USE OF THE ELECTRICITY MARKET OPERATORSWEBSITES OR MOBILES APPLICATIONS (INCLUDING BUT NOT LIMITED TO THOSE CAUSED BYANY FAILURE OF PERFORMANCE ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT,DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE,THEFT OR DESTRUCTION OR UNAUTHORIZED ACCES TO, ALTERATION OF, OR USE OFMATERIALS AND/OR INFORMATION CONTAIN ON THE ELECTRICITY MARKET OPERATORSWEBSITE OR THEIR MOBILE APPLICATIONS) WHETER BASES ON BREACH OF CONTRACT,TORTUOUS BEHAVIOR, NEGLIGENCE OR ON ANY OTHER LEGAL THEORY OR CAUSE OF ACTION.[S2] HERE YOU ACCEPT THAT YOU AGREE AND HAVE KNOWLEDGE AND ACCEPT THE TERMS &CONDITIONS AND PRIVACY POLICY OR ANY CHANGE IN THE FUTURE OF THE ELECTRICITYMARKET OPERATORS AND THEIR INFORMATION USED BY WATT2TRADE FROM THEIR WEBSITESOR MOBILE APPLICATIONS.

YOUFURTHER UNDERSTAND AND ACCEPT THAT DIGITAL TOKENS PRESENT MARKET VOLATILITYRISK, TECHINICAL SOFTWARE RISKS, REGULATORY RISKS, AND CYBERSECURITY RISKS. YOUUNDERSTAND THAT THE COST AND SPEED OF A BLOCKCHAIN-BASES SYSTEM IS VARIABLE,THAT COST MAY INCREASE DRAMATICALLY AT ANY TIME, AND THAT COSTO MAY INCREASEDRAMATICALLY AT ANY TIME, AND THAT COST AND SPEED IS NOT WITHIN THE CAPABILITYOF WATT2TRADE TO CONTROL. YOU UNDERSTAN THAT PROTOCOL UPGRADES MAYINADVERTENTLY CONTAIN BUGS OR SECURITY VULNERABILITIES THAT MAY RESULT IN LOSSOF FUNCTIONALITY AND ULTIMATELTY FUNDS.

YOUUNDERSTAND AND ACCEPT THAT WATT2TRADE DOES NOT CONTROL ANY BLOCKCHAIN PROTOCOL,NOR DOES WATT2TRADE CONTROL ANY SMART CONTRACT THAT IS NOT OTHERWISE OFFERDERBY WATT2TRADE AS PART OF THE OFFERINGS AND IS NOT ITSELF A THIRD PARTYSERVICES. YOU UNDERSTAND AND ACCEPT THAT WATT2TRADE DOES NOT CONTROL AND IS NOTRESPONSIBLE FOR THE TRANSITION OF ANY BLOCKCHAIN PROTOCOL FROM PROOF OF WORK TOPROOF OF STAKE CONSENSUS OR THE FUNCTIONING OF ANY PROTOCOL AFTER IT UNDERGOESA TECHNICAL UPGRADE. YOU UNDERSTAND AND ACCEPT THAT WATT2TRADE DOES NOT CONTROLANY THIRD PARTY SERVICE. YOU UNDERSTAND THAT THE INFORMATION USED BYWATT2TRADE FROM THE ELECTRICITY MARKET OPERATORS IS NOT CONTROL OR ISRESPONSIBLE IN ANY WAY OR HAS THE CAPABILITY TO CONTROL THE INFORMATION USED ONTHE SMART CONTRACTS OFFERINGS BY WATT2TRADE. [S3] YOUAGREE THAT YOU ALONE, AND NOT WATT2TRADE, IS RESPONSIBLE FOR ANY TRANSACTIONSTHAT YOU ENGAGE IN WITH REGARD TO SUPPORTING ANY BLOCKCHAIN PROTOCOL WHETHERTHOUGH TRANSACTION VALIDATION OR OTHERWISE, OR ANY TRANSACTIONS THAT YOU ENGAGEIN WITH ANY THIRD-PARTY-DEVELOPED SMART CONTRACT OR TOKEN, INCLUDING TOKENSTHAT WERE CREATED BY A THIRD PARTY FOR THE PURPOSE OF FRAUDLENTLYMISREPRESENTING AFFILIATION WITH ANY BLOCKCHAIN PROJECT. YOU AGRRE THATWATT2TRADE IS NOT RESPONSIBLE FOR THE REGULATORY STATUS OR TREATMENT IN ANYJURISDICTION OF THE OFFERINS OR ANY DIGITAL ASSETS THAT YOU MAY ACCESS ORTRANSACT WITH USING WATT2TRADE OFFERINGS. YOU EXPRESSLY ASSUME FULLRESPONSIBILITY FOR ALL OF THE RISKS OF ACCESIND AND USING THE OFFERINGS TOINTERACT WITH BLOCKCHAIN PROTOCOLS.

10.Limitations of Liability

10.1Limitation of Amount. WITH THE EXCEPTION OF CLAIMS RELATING TO A BREACH OF OURPROPRIETARY RIGHTS AS GOVERNED BY SECTIOS 7 AND INDEMNIFICATION AS GOVERNED BYSECTIOS 8, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF EACH PARTY TOGETHERWITH ALL OF ITS AFFILIATES ARISING OUT OF OR REALTED TO THIS AGREEMENT(REGARDLESS OF WHETHER SUCH LIABILITY ARISES FROM NEGLIGENCE OR OTHERWISE)EXCEED THE TOTAL AMUNT PAID BY YOU HEREUNDER FOR THE OFFERINGS GIVING RISE TOTHE LIABILITY IN THE TWELVE MONTHS PRECEDING THE FIRST INCIDENT OUT OF WHICHTHE LIABILITY AROSE, OR, IF NO FEES HAVE BEEN PAID, $25,OOO. THE FOREGOINGLIMITATION WILL APPLY WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESSOF THE THEORY OF LIABILITY, BUT WILL NOT LIMIT YOUR PAYMENT OBLIGATIONS UNDERSECTION 4. WATT2TRADE SHALL HAVE NO LIABILITY TO YOU WITH RESPECT TO ANYOFFERING EXCEPT TO THE EXTENT THAT SUCH DAMAGES ARE DETERMINED BY FINALJUDGMENT OF A COURT OR ARBITRATOR.

10.2Exclusion of Consequential and Related Damages. IN NO EVENT WILL EITHER PARTYOR ITS AFFILIATES HAVE ANY LIABILITY ARISING OUT OF OR REALATED TO THISAGREEMENT FOR ANY LOST PROFITS, REVENEUS, GOODWILL, OR INDIRECT, SPECIAL,INCIDENTAL, CONSEQUENTAL, COVER, BUSINESS INTERRUPTION OR PUNITIVE DAMAGES,WHETER AND ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY,EVEN IF A PARTY OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCHDAMAGES OR IF A PARTY’S OR ITS AFFILIATES’ REMEDY OTHERWISE FAILS OF ITSESSENTIAL PURPOSE. THE FOREGOING DISCLAIMER WILL NOW APPLY TO THE EXTENTPROHIBITED BY LAW.

11. Binding Arbitration and Class ActionWaiver.[S4] 

PLEASEREAD THIS SECTION CAREFULLY, IT MAY SIGNIFICANTLY AFFECT YOU LEGAL RIGHTS,INCLUDING YOUR RIGHT TO FILE A LAWSUITE IN COURT.

11.1Binding Arbitration. Any dispute, claim or controversy (“Claim) relating in anyway to this Agreement, the Site, or your use of the Offerings will be resolvedby binding arbitration as provided in this Section 11, rather than in court,except that you may assert claims in small claims court if your claims qualify.

11.1.2 If you are located in any territory,otherwise this Agreement and any Claim (including non-contractual disputes orclaims) arising out of or in connection with it or its subject matter orformation shall be governed by and construed in accordance with the law of Mexico.Any Claim relating in any way to this Agreement, the Offerings, your use of theOfferings, or to any products or services licensed or distributed by us will beresolved by binding arbitration as provided in this clause. Prior to commencingany formal arbitration proceedings, parties shall first seek settlement of anyclaim by mediation in accordance with the Mediation Rules, which Rules aredeemed to be incorporated by reference into this clause. If the dispute is notsettled by mediation within 14 days of the commencement of the mediation, orsuch further period as the parties shall agree in writing, the Claim shall bereferred to and finally resolved by arbitration under the Rules, which aredeemed to be incorporated by reference into this clause. The language to beused in the mediation and in the arbitration shall be English. The seat orlegal place of arbitration shall be Ciudad de México, México.

11.2 Class Action Waiver. YOU AND WE AGREETHAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS, ANDNOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVEPROCEEDING. YOU AND WE EXPRESSLY WAIVE ANY RIGHT TO FILE A CLASS ACTION OR SEEKRELIEF ON A CLASS BASIS. Unless both you and we agree, no arbitrator or judgemay consolidate more than one person’s claims or otherwise preside over anyform of a representative or class proceeding. The arbitrator may award injunctiverelief only in favor of the individual party seeking relief and only to theextent necessary to provide relief warranted by that party’s individual claim.If a court decides that applicable law precludes enforcement of any of thisparagraph’s limitations as to a particular claim for relief, then that claim(and only that claim) must be severed from the arbitration and may be broughtin court. If any court or arbitrator determines that the class action waiverset forth in this paragraph is void or unenforceable for any reason or that anarbitration can proceed on a class basis, then the arbitration provision setforth above shall be deemed null and void in its entirety and the parties shallbe deemed to have not agreed to arbitrate disputes.

11.3 30-Day Right to Opt Out. You have theright to opt-out and not be bound by the arbitration and class action waiverprovisions set forth above by sending written notice of your decision toopt-out to the email address notices[S6] @watt2trade.comwith subject line LEGAL OPT OUT. The notice must be sent within 30 days of yourfirst use of the Offerings, otherwise you shall be bound to arbitrate disputesand will be deemed to have agreed to waive any right to pursue a class actionin accordance with the terms of those paragraphs. If you opt-out of theseprovisions, we will also not be bound by them.

12. Miscellaneous.

12.1 Assignment. You will not assign orotherwise transfer this Agreement or any of your rights and obligations underthis Agreement, without our prior written consent. Any assignment or transferin violation of this Section 12.1 will be void. We may assign this Agreementwithout your consent (a) in connection with a merger, acquisition or sale ofall or substantially all of our assets, or (b) to any Affiliate or as part of acorporate reorganization; and effective upon such assignment, the assignee is deemedsubstituted for us as a party to this Agreement and we are fully released fromall of our obligations and duties to perform under this Agreement. Subject tothe foregoing, this Agreement will be binding upon, and inure to the benefit ofthe parties and their respective permitted successors and assigns.

12.2 DAOs. As a blockchain native company,we may interact with and provide certain Offerings to DAOs. Due to the uniquenature of DAOs, to the extent the DAO votes in favor of and/or accepts suchOfferings from Watt2Trade, the DAO has acknowledged and agreed to these Termsin their entirety.

12.3 Entire Agreement and Modifications.This Agreement incorporates the Policies by reference and is the entireagreement between you and us regarding the subject matter of this Agreement. Ifthe terms of this document are inconsistent with the terms contained in anyPolicy, the terms contained in this document will control. Any modification to the terms of thisAgreement may only be made in writing.[S7] 

12.4 Force Majeure. Neither party northeir respective affiliates will be liable for any delay or failure to performany obligation under this Agreement where the delay or failure results from anycause beyond such party’s reasonable control, including but not limited to actsof God, utilities or other telecommunications failures, cyber attacks,earthquake, storms or other elements of nature, pandemics, blockages,embargoes, riots, acts or orders of government, acts of terrorism, or war.

12.5 Export and Sanctions Compliance. Inconnection with this Agreement, you will comply with all applicable import,re-import, sanctions, anti-boycott, export, and re-export control laws andregulations, including all such laws and regulations that prohibit certaintransactions. For clarity, you are solely responsible for compliance related tothe manner in which you choose to use the Offerings. You may not use anyOffering if you are the subject of sanctions by any country or of sanctionsconsistent with any law imposed by the governments of the country where you areusing the Offering.

12.6 Independent Contractors;Non-Exclusive Rights. We and you are independent contractors, and thisAgreement will not be construed to create a partnership, joint venture, agency,or employment relationship. Neither party, nor any of their respective affiliates,is an agent of the other for any purpose or has the authority to bind theother. Both parties reserve the right (a) to develop or have developed for itproducts, services, concepts, systems, or techniques that are similar to orcompete with the products, services, concepts, systems, or techniques developedor contemplated by the other party, and (b) to assist third party developers orsystems integrators who may offer products or services which compete with theother party’s products or services.

12.7 Eligibility. If you are under the ageof majority in your jurisdiction of residence, you may use the Site orOfferings only with the consent of or under the supervision of your parent orlegal guardian.

NOTICE TO PARENTS AND GUARDIANS: Bygranting your minor permission to access the Site or Offerings, you agree tothese Terms of Use on behalf of your minor. You are responsible for exercisingsupervision over your minor’s online activities. If you do not agree to theseTerms of Use, do not let your minor use the Site or Offerings.

12.8 Language. All communications andnotices made or given pursuant to this Agreement must be in the Englishlanguage. If we provide a translation of the English language version of thisAgreement, the English language version of the Agreement will control if thereis any conflict.

12.9 Notice.

(a) To You. We may provide any notice toyou under this Agreement using commercially reasonable means, including: (i)posting a notice on the Site; (ii) sending a message to the email address thenassociated with your account; (iii) posting the notice in the interface of theapplicable Offering; or (iv) using public communication channels. Notices weprovide by posting on the Site or using public communication channels will beeffective upon posting, and notices we provide by email will be effective whenwe send the email. It is your responsibility to keep your email address currentto the extent you have an account. You will be deemed to have received anyemail sent to the email address then associated with your account when we sendthe email, whether or not you actually receive the email.

(b) To Us. To give us notice under thisAgreement, you must contact us by email at notices@watt2trade.com

12.10 No Third-Party Beneficiaries. Exceptas otherwise set forth herein, this Agreement does not create any third-partybeneficiary rights in any individual or entity that is not a party to thisAgreement.

12.11 No Waivers. The failure by us toenforce any provision of this Agreement will not constitute a present or futurewaiver of such provision nor limit our right to enforce such provision at alater time. All waivers by us must be in writing to be effective.

12.12 Severability. If any portion of thisAgreement is held to be invalid or unenforceable, the remaining portions ofthis Agreement will remain in full force and effect. Any invalid orunenforceable portions will be interpreted to effect and intent of the originalportion. If such construction is not possible, the invalid or unenforceableportion will be severed from this Agreement but the rest of the Agreement willremain in full force and effect.

12.13 Notice and Procedure for MakingClaims of Copyright Infringement. If you are a copyright owner or agent of theowner, and you believe that your copyright or the copyright of a person onwhose behalf you are authorized to act has been infringed, please provide us awritten notice at the address below with the following information:

1.     an electronic or physical signature of the personauthorized to act on behalf of the owner of the copyright or other intellectualproperty interest;

2.     a description of the copyrighted work or otherintellectual property that you claim has been infringed;

3.     a description of where the material that you claim isinfringing is located with respect to the Offerings;

4.     your address, telephone number, and email address;

5.     a statement by you that you have a good faith beliefthat the disputed use is not authorized by the copyright owner, its agent, orthe law;

6.     a statement by you, made under penalty of perjury,that the above information in your notice is accurate and that you are thecopyright or intellectual property owner or authorized to act on the copyrightor intellectual property owner’s behalf.

You can reach us at:

Email[S8] : notices@watt2trade.com

SubjectLine: Copyright Notification Mail

Attention:Copyright

Watt2Trade

13. Definitions.

“Acceptable UsePolicy” means the policy set forth below, as it may be updated by us from timeto time. You agree not to, and not to allow third parties to, use theOfferings:

1.     to violate, or encourage the violation of, the legalrights of others (for example, this may include allowing End Users to infringeor misappropriate the intellectual property rights of others in violation ofthe Digital Millennium Copyright Act);

2.     to engage in, promote or encourage any illegal orinfringing content;

3.     for any unlawful, invasive, infringing, defamatory orfraudulent purpose (for example, this may include phishing, creating a pyramidscheme or mirroring a website);

4.     to intentionally distribute viruses, worms, Trojanhorses, corrupted files, hoaxes, or other items of a destructive or deceptivenature;

5.     to interfere with the use of the Offerings, or theequipment used to provide the Offerings, by customers, authorized resellers, orother authorized users;

6.     to disable, interfere with or circumvent any aspect ofthe Offerings (for example, any thresholds or limits);

7.     to generate, distribute, publish or facilitateunsolicited mass email, promotions, advertising or other solicitation; or

8.     to use the Offerings, or any interfaces provided withthe Offerings, to access any other product or service in a manner that violatesthe terms of service of such other product or service.

9.     Give appropriate use to the "Offerings" andnot harm the interests of any third party either directly or indirectly, aswell as generate damage to a third party due to unfair competition.

10.  Using the confidential information or intellectualproperty of a third party without their authorization to obtain a benefitthrough the "Offerings"

“API”means an application program interface.

“API Requests” has themeaning set forth in Section 5.3.

“Applicable Threshold”has the meaning set forth in Section 4.2.

“Base Fees” has themeaning set forth in Section 4.2.

“Content” means anydata, text, audio, video or images, software (including machine images), andany documentation.

“DAO” meansDecentralized Autonomous Organization.

“End User” means anyindividual or entity that directly or indirectly through another user: (a)accesses or uses Your Content; or (b) otherwise accesses or uses the Offeringsunder your account. 

“Fees” has the meaningset forth in Section 4.2.

“Losses” means anyclaims, damages, losses, liabilities, costs, and expenses (including reasonableattorneys’ fees).’

“Our Content” meansany software (including machine images), data, text, audio, video, images, ordocumentation that we offer in connection with the Offerings. 

“Our Marks” means anytrademarks, service marks, service or trade names, logos, and otherdesignations of Watt2Trade and their affiliates or licensors that we may makeavailable to you in connection with this Agreement.

“Order” means an order for Offerings executed through an order form directly with Watt2Trade, or through a cloud vendor, such as Amazon Web Services, Microsoft Azure, or GoogleCloud.

“Offerings” means each of the products and services, including but not limited to Watt2Trade Wallet,Smart Contracts, Decentralized Exchange (DEX) and any other features, tools, materials, or services offered from time to time, by us or our affiliates. 

“Policies” means theAcceptable Use Policy, Privacy Policy, any supplemental policies or addendums applicable to any Service as provided to you, and any other policy or terms referenced in or incorporated into this Agreement, each as may be updated by us from time to time.

“Privacy Policy” means the privacy policy located at Privacy Policy hyperlink to privacy policy [S9] (and any successor or related locations designated by us), as it may be updated by us from time to time.

“Service Offerings”means the Services (including associated APIs), Our Content, Our Marks, and any other product or service provided by us under this Agreement. Service Offeringsdo not include Third-Party Content or Third-Party Services.

“Suggestions” means all suggested improvements to the Service Offerings that you provide to us.

“Term” means the term of this Agreement described in Section 6.1.

“Termination Date”means the effective date of termination provided in accordance with Section 6,in a notice from one party to the other.

“Third-Party Content”means Content made available to you by any third party on the Site or in conjunction with the Offerings.

“Your Content” means content that you or any End User transfers to us for storage or hosting by theOfferings and any computational results that you or any End User derive fromthe foregoing through your use of the Offerings, excluding however anyinformation submitted to a blockchain protocol for processing.

Restricted Countries

The access and use of our platform, and the services we offer are not allowed if you arelocated, incorporated or otherwise established in, a citizen or a resident ofany of the countries in the overview below.

·      Canada

·      CentralAfrican Republic

·      Congo

·      Cuba

·      Guam

·      Iran

·      Iraq

·      Japan

·      Democratic People's Republic of Korea

·      Libya

·      Mali

·      Myanmar

·      Panama

·      PuertoRico

·      Samoa

·      Somalia

·      Sudan

·      SouthSudan

·      SyrianArab Republic

·      UnitedStates

·      VirginIslands (U.S.)

·      Yemen

 [S1]AGREGA MONEDA NATIVA

 [S2]REVISAR

 [S3]REVISAR

 [S4]Revisar si conviene llevarl el pleito under the London & DublinLaws

 [S5]Modificar correo para contacto

 [S6]Modificar correo para contacto

 [S7]Se debería de poder hacer modificaciones sin perjuicio de dar aviso

 [S8]Modificar la información ¿Qué dirección se debería de colocar Méxicoo EUA?

 [S9]Agregar Política de privacidad watt2trade