Terms of Use

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1. Acceptance of Terms

These Terms constitute a legally binding agreement between you (“you”, “your”, or “User”) and Areal Finance, including its operating entity, the decentralized autonomous organization that governs the Protocol, and their respective contributors, members, and affiliates (collectively, “Areal”, “we”, “us”, or “our”). By accessing, browsing, or using the Protocol, any Interface, the documentation, or any related service, you represent that you have read, understood, and agree to be bound by these Terms and by all documents incorporated by reference. You further represent that you have the legal capacity and authority to enter into these Terms. If you are using the Protocol on behalf of an entity, you represent that you are authorized to bind that entity. If you do not agree with any part of these Terms, you must not access or use the Protocol, any Interface, or the documentation.

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2. Definitions

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3. Eligibility and Prohibited Persons

You may access or use the Protocol only if you meet all of the following conditions. By using the Protocol, you represent and warrant that:

• You are at least 18 years old and have full legal capacity to enter into these Terms.
• You are not a citizen, resident, national, or agent of, and you are not located in or organized under the laws of, any jurisdiction in which access to or use of the Protocol is prohibited, restricted, or unauthorized (“Restricted Jurisdictions”).
• You are not subject to any sanctions administered or enforced by any government, including the U.S. Office of Foreign Assets Control (OFAC), the United Nations, the European Union, the United Kingdom, or any other applicable authority, and you are not listed on any sanctions or denied-party list.
• You will not use the Protocol to conduct, facilitate, or conceal any unlawful activity, including money laundering, terrorist financing, fraud, tax evasion, or sanctions evasion.
• Your access to and use of the Protocol is not otherwise prohibited by applicable law.

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4. Nature of the Protocol

The Protocol is decentralized, autonomous, and non-custodial software. It executes automatically according to its code on a public blockchain.

• We do not custody your assets. You retain sole control of your wallet, private keys, and Digital Assets at all times. We never hold, control, or have access to your funds.
• We are not a counterparty. All transactions occur directly between you and the Protocol’s smart contracts, or peer-to-peer. We are not a broker, dealer, exchange, financial institution, money services business, custodian, or fiduciary.
• We do not control the blockchain. The Solana blockchain, third-party validators, wallets, and other infrastructure are operated by independent parties beyond our control.
• The Interface is a convenience. Any Interface we provide is merely a tool to help you read and broadcast transactions to the Protocol. You may interact with the Protocol directly without any Interface. We do not guarantee that any Interface will be available, accurate, or operational.

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5. No Financial, Legal, or Tax Advice

All information provided through the Protocol, any Interface, or the documentation is for general informational purposes only and does not constitute financial, investment, legal, accounting, or tax advice, nor a recommendation, solicitation, or offer to buy, sell, or hold any Digital Asset. We are not your broker, advisor, agent, or fiduciary, and nothing creates such a relationship. You are solely responsible for evaluating the merits and risks of any decision and should consult your own independent professional advisors before taking any action. You act entirely at your own risk.

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6. No Offer of Securities; Nature of Tokens

The Tokens are intended to function as utility tokens that provide access to and participation in the Protocol. The Tokens are not offered or intended to be, and should not be construed as, a security, investment contract, share, debenture, financial instrument, deposit, fund unit, derivative, or any other regulated product under the laws of any jurisdiction.

• Nothing in the Protocol, any Interface, or the documentation constitutes a prospectus, offering document, or solicitation of investment.
• Acquiring Tokens does not grant you any equity, ownership, shareholding, dividend right, or claim against Areal, the DAO, or any entity, except for the specific on-chain functionality described in the documentation.
• Book NAV and any displayed value are accounting references computed from on-chain state and do not represent a promise, guarantee, or obligation to pay, repurchase, or redeem at any value.
• You acquire Tokens for their utility and at your own discretion, and not with any expectation of profit derived from the efforts of Areal or any other party.

You are solely responsible for determining whether your acquisition, holding, or use of any Token is lawful in your jurisdiction and complies with applicable regulatory characterization.

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7. No Redemption

The Protocol provides no redemption mechanism. There is no right to redeem, withdraw, or exchange Tokens with Areal or the DAO for fiat currency, the underlying RWA, or any other asset. The only means of exit is the secondary market, where price and liquidity are determined by market participants and are not guaranteed. Tokens may trade below Book NAV or may become illiquid or worthless.

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8. Assumption of Risk

You acknowledge and accept that the use of the Protocol and Digital Assets involves significant risk, and that you bear sole responsibility for that risk. These risks include, without limitation:

• Market risk. Digital Asset prices are highly volatile. You may lose some or all of the value of your assets. Past performance does not indicate future results.
• No guaranteed yield. Yield, APY, Book NAV growth, and exchange-rate appreciation are not guaranteed and depend on the performance of off-chain RWA, operator execution, market conditions, and seasonality. Yield may be zero, negative, or interrupted.
• Real-world asset and operator risk. The basket relies on off-chain assets, third-party operators, lease counterparties, custodians, insurers, and service providers. These parties may default, underperform, act fraudulently, become insolvent, or fail to deliver expected income. Off-chain valuations and reports may be inaccurate, delayed, or unverifiable.
• Smart contract risk. The Protocol’s code may contain bugs, vulnerabilities, or errors that could result in the partial or total loss of assets. Audits, if any, do not guarantee security.
• Liquidity risk. On-chain liquidity may be shallow or unavailable. You may be unable to exit a position, or only able to do so at a significant loss.
• Valuation and oracle risk. Prices, Book NAV, and other metrics depend on on-chain data and off-chain inputs that may be delayed, manipulated, or incorrect.
• Governance risk. Protocol parameters (including the income split, fees, and asset listings) may be changed through futarchy or DAO governance in ways that adversely affect you. Governance outcomes are determined by markets and participants, not by us.
• Regulatory risk. Laws applicable to Digital Assets, RWA tokenization, and DeFi are evolving and uncertain. Future regulation or enforcement may adversely affect the Protocol, the Tokens, their value, or your ability to use them.
• Technology and security risk. Blockchain networks, wallets, bridges, and front ends may fail, be attacked, be congested, fork, or be exploited. Transactions are generally irreversible.
• Key management risk. Loss, theft, or compromise of your private keys or wallet will result in permanent and irrecoverable loss of your assets. We cannot recover them.
• Tax risk. The tax treatment of Digital Assets is uncertain and varies by jurisdiction.

You expressly assume all of the foregoing risks and agree that Areal is not liable for any resulting loss.

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9. Taxes

You are solely responsible for determining, reporting, withholding, collecting, and paying any and all taxes, duties, and assessments that apply to your use of the Protocol and your Digital Assets. Areal is not responsible for determining or remitting taxes on your behalf and makes no representation regarding the tax treatment of any transaction.

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10. Compliance, AML, and Sanctions

You are solely responsible for complying with all laws and regulations applicable to you, including anti-money-laundering, counter-terrorist-financing, sanctions, securities, tax, and consumer protection laws. You agree not to use the Protocol to engage in or facilitate any illegal activity. We reserve the right to take any action we deem appropriate to comply with applicable law, including restricting access.

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11. Intellectual Property

Except for open-source components released under their respective licenses, all content, trademarks, logos, designs, text, and software relating to Areal are owned by or licensed to Areal and/or the DAO and are protected by applicable intellectual property laws. We grant you a limited, revocable, non-exclusive, non-transferable license to access and use the Interface and documentation for their intended purpose. No other rights are granted. You may not copy, modify, distribute, sell, or create derivative works except as expressly permitted by an applicable open-source license.

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12. Third-Party Services and Links

The Protocol and Interface may reference or integrate third-party services, wallets, blockchains, oracles, liquidity venues, and websites, including MetaDAO, Meteora, and the Solana network. We do not control and are not responsible for any third party, and we make no representation or warranty regarding any third-party service. Your use of any third-party service is at your own risk and subject to that third party’s terms.

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13. Disclaimer of Warranties

To the fullest extent permitted by applicable law, Areal disclaims all warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Protocol or Interface will be uninterrupted, secure, accurate, error-free, or free of harmful components, or that any defect will be corrected. No advice or information obtained from us creates any warranty not expressly stated in these Terms.

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14. Limitation of Liability

To the fullest extent permitted by applicable law, in no event shall Areal, the DAO, or any of their respective contributors, members, developers, affiliates, officers, agents, or representatives be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, goodwill, Digital Assets, or other intangible losses, arising out of or relating to your access to or use of (or inability to access or use) the Protocol, the Interface, the Tokens, or the documentation, whether based in contract, tort, strict liability, or any other theory, and whether or not we were advised of the possibility of such damages. To the fullest extent permitted by applicable law, the aggregate liability of Areal for all claims relating to these Terms or the Protocol shall not exceed the greater of (a) the total fees you paid to the Protocol in the three (3) months preceding the event giving rise to the claim, or (b) one hundred U.S. dollars (USD 100). Some jurisdictions do not allow certain limitations; in such cases, the limitations apply to the maximum extent permitted by law.

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15. Indemnification

You agree to indemnify, defend, and hold harmless Areal, the DAO, and their respective contributors, members, developers, affiliates, officers, agents, and representatives from and against any and all claims, demands, actions, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or relating to: (a) your access to or use of the Protocol, Interface, or documentation; (b) your violation of these Terms; (c) your violation of any applicable law or the rights of any third party; or (d) your Digital Assets and any transactions you conduct.

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16. Release

To the fullest extent permitted by applicable law, you release Areal and the parties described in Section 14 from all liability, claims, and damages (actual and consequential, known and unknown) arising out of or relating to disputes with other Users or third parties, the conduct of operators or counterparties, the performance of RWA, and any matter beyond our reasonable control.

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17. Forward-Looking Statements

The Protocol, Interface, and documentation may contain forward-looking statements, projections, roadmaps, and estimates. These are subject to significant uncertainties and may change without notice. They are not guarantees of future performance, and actual results may differ materially. We undertake no obligation to update any forward-looking statement.

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18. Dispute Resolution; Arbitration; Class-Action Waiver

Please read this section carefully, as it affects your legal rights.

• Informal resolution. Before initiating any formal proceeding, you agree to first contact us and attempt in good faith to resolve the dispute informally for at least sixty (60) days.
• Binding arbitration. Any dispute, controversy, or claim arising out of or relating to these Terms or the Protocol that is not resolved informally shall be finally settled by binding arbitration administered under recognized arbitration rules, conducted in the English language. The seat of arbitration shall be the jurisdiction specified in Section 19.
• Class-action waiver. To the fullest extent permitted by law, all claims must be brought in your individual capacity, and not as a plaintiff or class member in any purported class, collective, or representative proceeding. The arbitrator may not consolidate claims or preside over any form of representative proceeding.
• Waiver of jury trial. To the fullest extent permitted by law, you and Areal waive any right to a trial by jury.

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19. Governing Law

These Terms and any dispute arising out of or relating to them or the Protocol shall be governed by and construed in accordance with the laws of the Cayman Islands, without regard to its conflict-of-laws principles, and subject to the dispute-resolution provisions in Section 18.

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20. Modifications to the Terms and the Protocol

We may modify these Terms at any time by posting the revised version, which becomes effective upon posting (or on the date stated). Your continued use of the Protocol, Interface, or documentation after any change constitutes acceptance of the revised Terms. We may also modify, suspend, or discontinue any part of the Protocol or Interface at any time. Because the Protocol is decentralized and on-chain, deployed code may operate independently of any change to these Terms.

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21. General

• Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force and effect, and the invalid provision shall be enforced to the maximum extent permitted.
• No waiver. Our failure to enforce any provision is not a waiver of that provision.
• Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign them freely.
• Entire agreement. These Terms, together with any documents incorporated by reference, constitute the entire agreement between you and Areal regarding the subject matter and supersede all prior agreements.
• No third-party beneficiaries. Except for the indemnified parties named herein, these Terms create no third-party beneficiary rights.

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22. Contact

Questions about these Terms may be sent to the project’s official channels listed at areal.finance and x.com/areal_finance.