Solomon Labs — Terms of Service

1. Agreement to Terms

By accessing or using the front-end interface located at solomonlabs.org (the “Interface”) you agree to be bound by these Terms of Service (the “Terms”) and all policies, guidelines, and incorporated references. If you do not agree, you must not access or use the Interface.

2. Parties

Solomon Labs Ltd. (“Solomon Labs,” “we,” “us,” or “our”) makes the Interface available. The Interface is a non-custodial front end that allows you to interact directly with autonomous smart contracts on the Solana blockchain (the “Protocol”).

3. Definitions

• “USDv” – the yield-bearing, price-stable digital asset minted and redeemed through the Protocol via a delta-neutral basis-trade mechanism.
• “User,” “you,” “your.” – any natural or legal person who accesses or uses the Interface, whether or not KYC-verified.
• “Services.” – the display of blockchain data, transaction-building tools, API endpoints, documentation, or any other functionality exposed through the Interface.

4. Eligibility & User Representations

1. You are at least 18 years old and have full legal capacity to enter into these Terms.
2. You are not a “U.S. Person” under Regulation S of the U.S. Securities Act of 1933, nor a resident of any jurisdiction in which the Services are unlawful, including but not limited to jurisdictions sanctioned by the United States, United Kingdom, European Union, or United Nations.
3. You have not been identified as a Specially Designated National or placed on any sanctions list maintained by OFAC, the U.K. HMT, the EU, or the BVI FSC.
4. You will comply with all applicable laws, including anti-money-laundering (AML) and counter-terrorist-financing (CTF) rules, and will promptly satisfy any KYC/AML requests we or our service providers make.

5. The Interface Is Non-Custodial and Technical Only

The Interface is a convenience utility enabling Users to read and write data to the Protocol’s public smart contracts. We do not custody digital assets, take possession of fiat currency, or guarantee execution, liquidity, or yields. All trades, minting, redemptions, and staking operations are executed by your self-custodial wallet interacting directly with the Solana blockchain. You are solely responsible for safeguarding your private keys.

6. Basis-Trade & Yield Disclaimer

USDv maintains its peg through algorithmic delta-neutral positions that are subject to spot and perpetual-futures market conditions, exchange counter-party risk, smart-contract risk, and liquidation risk. Yields are variable, not insured, and may be negative. Past performance is no guarantee of future returns.

7. Prohibited Activities

You agree not to:

• Use the Interface for money laundering, terrorist financing, fraud, market manipulation, or any activity violating applicable law.
• Circumvent geo-blocking or KYC/AML controls using VPNs, proxies, or similar technologies.
• Reverse-engineer, decompile, or disassemble the Interface’s source code except to the extent such restriction is prohibited by law.
• Exploit smart-contract bugs or economic loopholes to the detriment of other Users or the Protocol.

8. Intellectual Property

All content on the Interface, including trademarks, logos, UI components, documentation, and underlying code, is owned by or licensed to Solomon Labs. We grant you a limited, revocable, non-transferable, non-exclusive license to access and use the Interface solely in accordance with these Terms. All other rights are reserved.

9. Fees

Network (gas) fees are paid directly to the Solana validators. The Protocol may charge mint, redeem, or performance fees as specified on-chain. We may add or modify fees at any time.

10. Modification, Suspension, or Termination

We may, at our sole discretion, modify, suspend, or discontinue the Interface—or any aspect thereof—at any time without liability. These Terms may be updated by posting a revised version on the Interface. Continued use after such posting constitutes acceptance.

11. Disclaimer of Warranties

THE INTERFACE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE INTERFACE WILL BE SECURE, ERROR-FREE, OR FREE FROM MALICIOUS CODE, INCLUDING LOSS OF DIGITAL ASSETS DUE TO USER ERROR, FORGOTTEN SEED PHRASES, OR UNSUPPORTED WALLET SOFTWARE.

12. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL SOLOMON LABS, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SHAREHOLDERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, OR LOST PROFITS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY FOR ANY CLAIMS ARISING OUT OF OR RELATING TO THE INTERFACE SHALL NOT EXCEED US$0.

13. Indemnification

You agree to indemnify, defend, and hold harmless Solomon Labs and its affiliates from and against any claims, damages, proceedings, and expenses (including reasonable attorneys’ fees) arising out of or related to (a) your use of the Interface, (b) your violation of these Terms or any law, or (c) your infringement of any rights of a third party.

14. Governing Law & Dispute Resolution

These Terms are governed by the laws of the British Virgin Islands, without regard to conflict-of-laws rules. Any dispute shall be finally settled by arbitration under the BVI IAC Rules, seated in Road Town, Tortola, by a single arbitrator. The arbitral award shall be confidential, binding, and final with no appeal to any court. You waive any right to participate in class-action proceedings.

15. No Investment, Tax, or Legal Advice; No Fiduciary Duty

The Interface and accompanying documentation are provided for informational and technical purposes only and do not constitute investment, tax, or legal advice. Solomon Labs owes you no fiduciary duties or advisory obligations of any kind. You alone are responsible for evaluating whether any transaction meets your objectives.

16. Assumption of Risk

By using the Interface you knowingly and voluntarily accept all inherent risks, including but not limited to: smart-contract exploits, critical code bugs, on-chain oracle manipulation, validator re-orgs, liquidation of basis trades, hostile regulatory action, exchange insolvency, Internet outages, loss of keys, and rapid market volatility.

17. User Tax Obligations

You are solely responsible for reporting, withholding, filing, and paying any taxes arising from your activities via the Interface or the Protocol.

18. Time-Bar on Claims

Any claim or cause of action arising out of or related to these Terms or the Interface must be filed within one (1) year after such claim arose, or be forever barred.

19. Force Majeure

Solomon Labs shall not be liable for any delay or failure to perform resulting from events beyond our reasonable control, including war, acts of God, hacking attacks, regulatory bans, pandemics, labor disputes, telecommunication failures, or blockchain network disruptions.

20. Export Controls & Sanctions

You warrant that your access and use comply with all applicable export-control and sanctions laws. We may immediately terminate or suspend access to any sanctioned person or jurisdiction without notice.

21. Third-Party Services Disclaimer

The Interface may reference or link to third-party services such as RPC providers, analytics tools, or browser-wallet extensions. We do not control, endorse, or assume responsibility for any third-party services; your use of them is at your own risk.

22. No Securities / Solicitation Representation

Nothing on the Interface constitutes an offer to sell or the solicitation of an offer to buy securities, nor shall USDv or any Protocol interaction be construed as such. The Interface is not directed at, or intended for, any U.S. Person or person in a jurisdiction where such offers are unlawful.

23. Restricted Jurisdictions & Regulatory Disclosures

Access to the Interface is prohibited to residents of jurisdictions where digital-asset transactions are illegal or require licensing that the Protocol or Interface does not possess. Regulatory treatment of stablecoins is evolving, and you bear sole responsibility for compliance in your locale.

24. Severability

If any provision of these Terms is held unenforceable, the remaining provisions will remain in full force and effect, and the unenforceable provision will be interpreted to best accomplish its intended purpose.

25. Entire Agreement

These Terms constitute the entire agreement between you and Solomon Labs regarding the Interface and supersede all prior agreements or understandings.