Terms & Conditions

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User", "you", or "your") and GoldEye ("Company", "we", "us", or "our") governing your access to and use of the GoldEye platform (the "Platform"), including any related websites, applications, services, and tools (collectively, the "Services").

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you must not access or use the Services.

These Terms apply to all users, including but not limited to investors, issuers, administrators, and visitors to our Platform. Certain provisions may apply specifically to accredited investors or other qualified investors as required by law.

2. Eligibility and Account Registration

2.1 Eligibility Requirements

To use our Services, you must:

• Be at least 18 years of age (or the age of majority in your jurisdiction)
• Have the legal capacity to enter into binding contracts
• Comply with all applicable laws and regulations in your jurisdiction
• Not be prohibited from using the Services by applicable law or any regulatory authority
• Complete and maintain accurate account registration information

2.2 Account Registration

To access certain Services, you must create an account by providing accurate, current, and complete information. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Maintain the security and confidentiality of your account credentials
• Notify us immediately of any unauthorized access or use of your account
• Accept responsibility for all activities that occur under your account

2.3 Know Your Customer (KYC) and Anti-Money Laundering (AML)

We are required by law to verify your identity and conduct due diligence on all users. You agree to:

• Provide accurate and complete personal information for identity verification
• Submit required documentation, including government-issued identification, proof of address, and other requested documents
• Cooperate with our KYC/AML compliance processes and any additional verification requests
• Understand that we may share your information with third-party verification services and regulatory authorities as required by law
• Accept that failure to complete KYC/AML requirements may result in account suspension or termination

3. Accredited Investor and Qualified Investor Requirements

Certain investment opportunities on our Platform are available only to accredited investors or qualified purchasers as defined by U.S. securities laws, including Regulation D under the Securities Act of 1933.

3.1 Accredited Investor Status

To invest in certain offerings, you must qualify as an "accredited investor" as defined in Rule 501(a) of Regulation D. Generally, this requires meeting one or more of the following criteria:

• Individual income exceeding $200,000 in each of the two most recent years, or joint income with a spouse exceeding $300,000, with a reasonable expectation of reaching the same income level in the current year
• Individual or joint net worth exceeding $1,000,000 (excluding the value of your primary residence)
• Holding certain professional certifications, designations, or credentials as specified by the SEC
• Qualifying as a "knowledgeable employee" of a private fund
• Meeting other criteria as defined by applicable securities regulations

You represent and warrant that any statements regarding your accredited investor status are true and accurate. You understand that providing false or misleading information may result in civil or criminal penalties.

4. Investment Services and Securities Offerings

4.1 Tokenized Securities

Our Platform facilitates the offering and trading of tokenized securities representing fractional ownership interests in various revenue-generating assets. These tokens are digital representations of securities that are recorded on a blockchain or distributed ledger.

Important: All investments involve substantial risk of loss, including the possible loss of your entire investment. Past performance does not guarantee future results. You should carefully review all offering documents, including Private Placement Memorandums (PPMs), subscription agreements, and risk disclosures before making any investment.

4.2 Not Investment Advice

The information provided on our Platform, including deal descriptions, financial projections, and market data, is for informational purposes only and does not constitute investment, financial, legal, or tax advice. We do not:

• Recommend or endorse any specific investment opportunity
• Provide personalized investment advice or recommendations
• Guarantee the accuracy, completeness, or timeliness of any information
• Assure that any investment will be profitable or suitable for you

You should consult with qualified financial, legal, and tax advisors before making any investment decisions.

4.3 Securities Laws and Transfer Restrictions

All tokenized securities offered through our Platform are subject to applicable securities laws, including but not limited to:

• Registration requirements under the Securities Act of 1933 and applicable state securities laws
• Restrictions on transfer and resale, including holding period requirements
• Limitations on the number of purchasers and accredited investor requirements
• Ongoing reporting and disclosure obligations

You acknowledge that tokenized securities may be subject to transfer restrictions, including minimum holding periods, and may not be freely transferable. You understand that there may be no secondary market for your tokens and that you may be unable to sell or transfer your tokens except as provided in the applicable offering documents.

5. User Conduct and Prohibited Activities

You agree not to:

• Violate any applicable laws, regulations, or regulatory requirements
• Infringe upon the intellectual property rights of others
• Upload, post, or transmit any content that is illegal, harmful, threatening, abusive, or discriminatory
• Engage in any fraudulent, deceptive, or manipulative activity
• Attempt to gain unauthorized access to our systems, accounts, or Services
• Interfere with or disrupt the integrity or performance of the Platform
• Use the Services to launder money or finance illegal activities
• Circumvent or attempt to circumvent any security measures or access controls
• Provide false or misleading information in connection with your account or any investment
• Reverse engineer, decompile, or disassemble any portion of the Platform
• Use automated systems, bots, or scripts to access or interact with the Platform without our express written consent

6. Fees, Payments, and Deposits

6.1 Platform Fees

We may charge various fees for our Services, including but not limited to transaction fees, processing fees, and account maintenance fees. All applicable fees will be clearly disclosed to you before you complete a transaction. Fees are subject to change with reasonable notice.

6.2 Deposits and Withdrawals

You may deposit funds to your account through approved payment methods. All deposits are subject to verification and may be held for a period of time to ensure compliance with AML regulations. Withdrawal requests are subject to our approval and may be delayed or rejected if we reasonably suspect fraud or illegal activity.

6.3 Payment Processing

Payment processing services are provided by third-party payment processors. By using our Services, you agree to comply with the terms and conditions of our payment processors. We are not responsible for the actions or omissions of third-party payment processors.

7. Intellectual Property Rights

The Platform, including all content, features, functionality, design, text, graphics, logos, and software, is owned by GoldEye or its licensors and is protected by copyright, trademark, and other intellectual property laws.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for your personal, non-commercial use in accordance with these Terms. You may not copy, modify, distribute, sell, or lease any part of our Services without our express written consent.

8. Privacy and Data Protection

Your privacy is important to us. Our collection, use, and disclosure of your personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using our Services, you consent to the collection and use of your information as described in our Privacy Policy.

9. Disclaimers and Limitations of Liability

9.1 Service Availability

We strive to provide reliable Services but do not guarantee that the Platform will be available at all times, uninterrupted, or error-free. We may modify, suspend, or discontinue any aspect of the Services at any time without notice.

9.2 Technology and Blockchain Risks

The Platform utilizes blockchain technology, which involves inherent risks, including but not limited to:

• Technical failures, bugs, or vulnerabilities in blockchain protocols
• Network congestion or delays
• Loss of private keys or wallet access
• Smart contract vulnerabilities or failures
• Regulatory changes affecting blockchain technology

9.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, GOLDEYE AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR USE, ARISING OUT OF OR RELATING TO YOUR USE OF THE SERVICES, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR WHETHER WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT OF FEES YOU PAID TO US IN THE TWELVE MONTHS PRECEDING THE CLAIM, OR (B) $100.

10. Indemnification

You agree to indemnify, defend, and hold harmless GoldEye and its affiliates, officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:

• Your use of or access to the Services
• Your violation of these Terms or any applicable law
• Your violation of any third-party rights
• Any content or information you submit, post, or transmit through the Platform
• Your investments or investment decisions

11. Termination

We reserve the right to suspend or terminate your account and access to the Services at any time, with or without cause or notice, for any reason including but not limited to:

• Violation of these Terms or our Privacy Policy
• Fraudulent, illegal, or harmful activity
• Failure to comply with KYC/AML requirements
• Regulatory or legal requirements
• Extended periods of account inactivity

Upon termination, your right to access and use the Services will immediately cease. You remain responsible for any obligations, liabilities, or transactions that occurred prior to termination.

12. Dispute Resolution and Governing Law

12.1 Governing Law

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

12.2 Dispute Resolution

Any dispute, controversy, or claim arising out of or relating to these Terms or the Services shall be resolved through binding arbitration in accordance with the rules of [Arbitration Organization], except where prohibited by law. You waive any right to participate in a class-action lawsuit or class-wide arbitration.

13. Miscellaneous

13.1 Entire Agreement

These Terms, together with our Privacy Policy and any additional agreements you enter into with us, constitute the entire agreement between you and GoldEye regarding your use of the Services.

13.2 Modifications

We reserve the right to modify these Terms at any time. Material changes will be communicated to you through email or prominent notice on the Platform. Your continued use of the Services after such modifications constitutes your acceptance of the updated Terms.

13.3 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

13.4 Contact Information

If you have questions about these Terms, please contact us at: