Welcome to https://brale.io. Please read on to learn the rules and restrictions that govern your use of our website, products, and access to self-directed digital asset transactions (the "IO Services").

If you have any questions, comments, or concerns regarding these terms or the IO Services, please contact us at: support@brale.io

These Terms of Service (the "Terms") are a binding contract between you and BRALE INC. ("Brale," "we" and "us"). Your use of the IO Services in any manner means that you agree to all of these Terms, and these Terms will remain in effect while you use the IO Services. These Terms include the provisions in this document as well as those in the Brale.io Privacy Policy available at https://brale.io/legal/privacy-policy, and any other relevant policies.

Please read these Terms carefully. They cover important information about IO Services provided to you. These Terms include information about future changes to these Terms, limitations of liability, a class action waiver, and resolution of disputes by arbitration instead of in court.

Please note that your use of and access to our IO Services are subject to the following terms; if you do not agree to all of the following, you may not use or access the IO Services in any manner.

Arbitration Notice and Class Action Waiver: Except for certain types of disputes described in the arbitration agreement section below, you agree that disputes between you and us will be resolved by binding, individual arbitration and you waive your right to participate in a class action lawsuit or class-wide arbitration.

Definitions

Certain terms used in this document are defined in the IO User Agreement, available at https://brale.io/legal/io-user-agreement, which is incorporated by reference. For your convenience, key terms include:

"Authentication Credentials" means the unique information, such as email addresses, verification codes, or third party account logins, used to verify your identity and enable access to the IO Services.

"Digital Asset" means any digital currency, app coin, stablecoin, or protocol token that is accessible through a cryptographic protocol maintained by a computer network.

"IO Services" means a self-directed input and output workflow that enables digital asset transactions where users maintain full control and custody of their digital assets at all times.

"Self-Custodial" means a method of managing digital assets where you, not Brale, maintain exclusive control and possession of your private keys and digital assets at all times.

"Service Access" which shall mean the authenticated, non-custodial ability to use the IO Services, without creating a Brale-managed account or relinquishing control of your digital assets.

For all other capitalized terms used in this document, please refer to the Definitions section of the IO User Agreement.

Will These Terms Ever Change?

We are constantly trying to improve our IO Services, so these Terms may need to change along with our IO Services. We reserve the right to change the Terms at any time, but if we do, we will place a notice on our site located at https://brale.io, send you an email, and/or notify you by some other means.

If you don't agree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use the IO Services. If you use the IO Services in any way after a change to the Terms is effective, that means you agree to all of the changes.

Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.

What About My Privacy?

Brale takes the privacy of its users very seriously. For more information, please refer to the current Brale.io Privacy Policy available at https://brale.io/legal/privacy-policy.

What Are The Basics Of Using Brale.io?

Non-Custodial Access: Authentication via email enables persistent access to IO Services. This does not constitute the creation of a Brale-managed user account or the custody of a wallet or balance. All value remains under the user's control in self-custodial wallets. Brale enables access to IO Services but does not store or manage funds or private keys.

Authentication Required: You will be required to complete an authentication and verification process to access the IO Services. This process helps us comply with applicable laws and protect against fraud. This authentication does not create an account relationship.

Age Requirements: You must be at least 18 years of age to use the IO Services. If you are not yet 18 years of age, please do not attempt to use the IO Services or send us any personal information.

Eligibility: You represent and warrant that you are an individual of legal age to form a binding contract (18 years or older) and that you are located in a jurisdiction where IO Services may be offered. During the authentication and verification process, we will validate your eligibility by confirming your identity and jurisdiction match those where IO Services are authorized. If you're agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization's or entity's behalf and bind them to these Terms (in which case, the references to "you" and "your" in these Terms, except for in this sentence, refer to that organization or entity).

Personal Use Only: You will only use the IO Services for your own internal, personal, non-commercial use, and not on behalf of or for the benefit of any third party, and only in a manner that complies with all laws that apply to you. If your use of the IO Services is prohibited by applicable laws, then you aren't authorized to use the IO Services. We can't and won't be responsible for your using the IO Services in a way that breaks the law.

Authentication Security: You will not share any sensitive Authentication Credentials with anyone, and you must protect the security of your Credentials and any other access tools. You're responsible for any activity associated with your Authentication Credentials.

What About Messaging?

As part of the IO Services, you may receive communications through the IO Services, including messages that Brale sends you (for example, via email).

Are There Restrictions On How I Can Use the IO Services?

You represent, warrant, and agree that you will not provide or contribute anything, including any Content (as that term is defined below), to the IO Services, or otherwise use or interact with the IO Services, in a manner that:

1. infringes or violates the intellectual property rights or any other rights of anyone else (including Brale);

2. violates any law or regulation, including, without limitation, any applicable export control laws, privacy laws or any other purpose not reasonably intended by Brale;

3. is dangerous, harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;

4. jeopardizes the security of your Service Access or anyone else's;

5. attempts, in any manner, to obtain the authentication credentials, password, or other security information from any other user;

6. violates the security of any computer network, or cracks any passwords or security encryption codes;

7. runs Maillist, Listserv, any form of auto-responder or "spam" on the IO Services, or any processes that run or are activated while you are not authenticated into the IO Services, or that otherwise interfere with the proper working of the IO Services (including by placing an unreasonable load on the IO Services' infrastructure);

8. "crawls," "scrapes," or "spiders" any page, data, or portion of or relating to the IO Services or Content (through use of manual or automated means);

9. copies or stores any significant portion of the Content; or

10. decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the IO Services.

A violation of any of the foregoing is grounds for termination of your right to use or access the IO Services.

What Are My Rights In The IO Services?

The materials displayed or performed or available on or through the IO Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations and so forth (all of the foregoing, the "Content") are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the IO Services, and you won't use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii) in a way that violates someone else's (including Brale's) rights.

Subject to these Terms, we grant each user of the IO Services a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the IO Services. Use, reproduction, modification, distribution or storage of any Content for any purpose other than using the IO Services is expressly prohibited without prior written permission from us. You understand that Brale owns the IO Services. You won't modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the IO Services. The IO Services may allow you to copy or download certain Content, but please remember that even where these functionalities exist, all the restrictions in this section still apply.

Who Is Responsible For What I See And Do On The IO Services?

Any information or Content publicly posted or privately transmitted through the IO Services is the sole responsibility of the person from whom such Content originated, and you access all such information and Content at your own risk, and we aren't liable for any errors or omissions in that information or Content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you having acquired or not acquired Content through the IO Services. We can't guarantee the identity of any users with whom you interact in using the IO Services and are not responsible for which users gain access to the IO Services.

You are responsible for all Content you contribute, in any manner, to the IO Services, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it.

The IO Services may contain links or connections to third-party websites or services that are not owned or controlled by Brale. When you access third-party websites or use third-party services, you accept that there are risks in doing so, and that Brale is not responsible for such risks.

Brale has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third-party websites or by any third party that you interact with through the IO Services. In addition, Brale will not and cannot monitor, verify, censor or edit the content of any third-party site or service. We encourage you to be aware when you leave the IO Services and to read the terms and conditions and privacy policy of each third-party website or service that you visit or utilize. By using the IO Services, you release and hold us harmless from any and all liability arising from your use of any third-party website or service.

Your interactions with organizations and/or individuals found on or through the IO Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that Brale shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.

If there is a dispute between participants on this site or IO Services, or between users and any third party, you agree that Brale is under no obligation to become involved. In the event that you have a dispute with one or more other users, you release Brale, its directors, officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our IO Services. You shall and hereby do waive California Civil Code Section 1542 or any similar law of any jurisdiction, which says in substance: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."

Will Brale Ever Change The IO Services?

We're always trying to improve access to the IO Services, so they may change over time. We may suspend or discontinue any part of the IO Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the IO Services. We reserve the right to remove any Content from the IO Services at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), in our sole discretion, and without notice.

Do The IO Services Cost Anything?

Presently, the IO Services are provided without fees to end users. However, you acknowledge that transactions executed through the IO Services require payment of gas fees to blockchain network validators for transaction confirmation. These gas fees are not paid to Brale and vary based on network congestion and the complexity of your transaction. While the IO Services are currently provided without fees, we reserve the right to implement IO Service fees in the future with appropriate notice as outlined in these Terms.

What If I Want To Stop Using The IO Services?

You're free to do that at any time by contacting us at support@brale.io. Please refer to our Privacy Policy, as well as the licenses above, to understand how we treat information you provide to us after you have stopped using our IO Services.

Brale is also free to terminate (or suspend access to) your use of the IO Services or your Service Access for any reason in our discretion, including your breach of these Terms. Brale has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.

Service Access termination may result in deletion of any Content associated with your use of the IO Services, so keep that in mind before you decide to terminate your Service Access.

If you have lost access by mistake, contact us immediately at support@brale.io - we will try to help, but unfortunately, we can't promise that we can recover or restore anything.

Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us, including without limitation the arbitration agreement.

What Else Do I Need To Know?

Warranty Disclaimer. Brale and its licensors, suppliers, partners, parent, subsidiaries or affiliated entities, and each of their respective officers, directors, members, employees, consultants, contract employees, representatives and agents, and each of their respective successors and assigns (Brale and all such parties together, the "Brale Parties") make no representations or warranties concerning the IO Services, including without limitation regarding any Content contained in or accessed through the IO Services, and the Brale Parties will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the IO Services or any claims, actions, suits procedures, costs, expenses, damages or liabilities arising out of use of, or in any way related to your participation in, the IO Services. The Brale Parties make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through or in connection with the IO Services. THE IO SERVICES AND CONTENT ARE PROVIDED BY BRALE (AND ITS LICENSORS AND SUPPLIERS) ON AN "AS-IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE IO SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Limitation of Liability. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL ANY OF THE BRALE PARTIES BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, (B) ANY SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, (C) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) ONE-HUNDRED ($100) DOLLARS OR (II) ANY AMOUNTS PAID AND/OR PAYABLE BY YOU TO BRALE IN CONNECTION WITH THE IO SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM OR (D) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL OR CERTAIN OTHER DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.

Indemnity. You agree to indemnify and hold the Brale Parties harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys' fees) arising from or in any way related to any claims relating to (a) your use of the IO Services (including any actions taken by a third party using your Authentication Credentials), and (b) your violation of these Terms. In the event of such a claim, suit, or action ("Claim"), we will attempt to provide notice of the Claim to the contact information we have for you (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).

Assignment. You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Service Access, in any way (by operation of law or otherwise) without Brale's prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.

Choice of Law. These Terms are governed by and will be construed under the Federal Arbitration Act, applicable federal law, and the laws of the State of Delaware, without regard to the conflicts of laws provisions thereof.

Arbitration Agreement. Please read the following ARBITRATION AGREEMENT carefully because it requires you to arbitrate certain disputes and claims with Brale and limits the manner in which you can seek relief from Brale. Both you and Brale acknowledge and agree that for the purposes of any dispute arising out of or relating to the subject matter of these Terms, Brale's officers, directors, employees and independent contractors ("Personnel") are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Personnel will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.

1. Arbitration Rules; Applicability of Arbitration Agreement. The parties shall use their best efforts to settle any dispute, claim, question, or disagreement arising out of or relating to the subject matter of these Terms directly through good-faith negotiations, which shall be a precondition to either party initiating arbitration. If such negotiations do not resolve the dispute, it shall be finally settled by binding arbitration in New Castle County, Delaware. The arbitration will proceed in the English language, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (the "Rules") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes. The arbitrator shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction.

2. Costs of Arbitration. The Rules will govern payment of all arbitration fees. Brale will pay all arbitration fees for claims less than seventy-five thousand ($75,000) dollars. Brale will not seek its attorneys' fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.

3. Small Claims Court; Infringement. Either you or Brale may assert claims, if they qualify, in small claims court in New Castle County, Delaware or any United States county where you live or work. Furthermore, notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction, to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights.

4. Waiver of Jury Trial. YOU AND BRALE WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY. You and Brale are instead choosing to have claims and disputes resolved by arbitration. Arbitration procedures are typically more limited, more efficient, and less costly than rules applicable in court and are subject to very limited review by a court. In any litigation between you and Brale over whether to vacate or enforce an arbitration award, YOU AND BRALE WAIVE ALL RIGHTS TO A JURY TRIAL, and elect instead to have the dispute be resolved by a judge.

5. Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If however, this waiver of class or consolidated actions is deemed invalid or unenforceable, neither you nor Brale is entitled to arbitration; instead all claims and disputes will be resolved in a court as set forth in (g) below.

6. Opt-out. You have the right to opt out of the provisions of this Section by sending written notice of your decision to opt out to the following address: 1301 Locust St, Suite C, Des Moines, IA 50309 postmarked within thirty (30) days of first accepting these Terms. You must include (i) your name and residence address, (ii) the email address and/or telephone number associated with your use of the IO Services, and (iii) a clear statement that you want to opt out of these Terms' arbitration agreement.

7. Exclusive Venue. If you send the opt-out notice in (f), and/or in any circumstances where the foregoing arbitration agreement permits either you or Brale to litigate any dispute arising out of or relating to the subject matter of these Terms in court, then the foregoing arbitration agreement will not apply to either party, and both you and Brale agree that any judicial proceeding (other than small claims actions) will be brought in the state or federal courts located in, respectively, New Castle County, Delaware, or the federal district in which that county falls.

8. Severability. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration Agreement section will be null and void. This arbitration agreement will survive the termination of your relationship with Brale.

Miscellaneous. You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the IO Services, provided that the Brale may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms are found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and Brale agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Brale, and that these Terms supersede and cancel all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Brale, and you do not have any authority of any kind to bind Brale in any respect whatsoever.

Except as expressly set forth in the section above regarding the arbitration agreement, you and Brale agree there are no third-party beneficiaries intended under these Terms.

What Regulatory Information Should I Know?

Authentication via email enables persistent access to IO Services. This does not constitute the creation of a Brale-managed user account or the custody of a wallet or balance. All value remains under the user's control in self-custodial wallets. Digital Assets held in your self-custodial wallets are not subject to protections or insurance provided by the Federal Deposit Insurance Corporation or the Securities Investor Protection Corporation.

How Can I Contact Brale?

If you have any questions about these Terms or the IO Services, please contact us at support@brale.io.