Terms and conditions

Updated : July 23, 2024.

At Nemeos, we aim to contribute to web3 adoption, by developing payment flexibility and other financing services (such as split payment, try-before-you-buy, consumer loan, etc.) for web3 assets. These terms and conditions ("Terms") govern your use of Nemeos services. By accessing or using Nemeos, you agree to comply with these Terms. If you do not agree with any part of these Terms, you may not use our services.

1. Definitions

1.1 Application: Refers to the Nemeos lending and borrowing application, including its functionalities accessible through the Nemeos Website.

1.2 Blockchain: Refers to any network of distributed ledger technology connected to the Nemeos application.

1.3 Crypto-asset: Refers to any digital asset operating on a Blockchain, such as a utility token or a digital asset designed for lending and borrowing purposes.

1.4 NFT: Refers to a token stored on a Blockchain complying with a non-fungible token standard associated with the underlying Blockchain.

1.5 Projects: Refers to any natural or legal person who is the legitimate holder of the rights associated with a specific NFT Collection / digital asset on the Nemeos application.

1.6 Services: Refers to the lending and borrowing services provided by Nemeos.

1.7 Specific Terms: Refers to any additional and separate agreement concluded between Nemeos and a Project.

1.8 T&Cs: Refers to these terms and conditions.

1.9 Users : Refers to any natural or legal person borrowing or lending digital assets on the Nemeos application.

2. Purpose and Scope

2.1 Nemeos builds smart contracts which allow to deploy financial services on the Blockchain. Nemeos operates the application, which allows borrowers to borrow cryptocurrency by collateralizing NFTs, and lenders to issue cryptocurrency loans in exchange for NFTs/cryptocurrency. Nemeos acts solely as an intermediary, providing a digital infrastructure to facilitate transactions on NFTs.

2.2 The purpose of the T&Cs is to define the conditions under which the Nemeos application may be accessed and to define the rights and obligations of Users and Nemeos in this context.

2.3 Due to the lending and borrowing nature of the application, the T&Cs do not govern any relationship between Users and Projects. Nemeos's role is limited to the operation of the lending and borrowing application and the provision of related services.

2.4 As to Projects, the T&Cs may be supplemented by Specific Terms. In case of contradiction between the T&Cs and Specific Terms, the Specific Terms shall prevail.

3. Pre-contractual Information; Warnings

3.1. NFT Features and Characteristics

3.1.1 NFTs act as digital ownership certificates of any data or asset (which can be virtual or real). The scarcity, ownership, and traceability of an NFT are guaranteed by the underlying token.

3.1.2 Unless otherwise stated by Projects, the purchase of an NFT does not imply the purchase of others IP-related rights, such as image rights, copyrights, and trademarks.

3.2. Use of Blockchain and Cryptographic Technologies

3.2.1 Accessing the Nemeos application, using the Services, and borrowing and lending digital assets require a deep understanding of blockchain technologies, digital non-custodial Wallets, and a good knowledge of the lending and borrowing market.

3.2.2 Users understand that Crypto-assets operate on networks without intermediaries and do not have legal tender, unlike currencies issued by central banks. The legal framework of Crypto-assets and NFTs varies by jurisdiction, and they may be subject to a regulatory framework that could impact their value.

3.2.3 Users are aware that Crypto-assets and NFTs are digital assets with value not inherently guaranteed, and their value depends on unregulated markets, exposing Users to high risks of loss of value.

3.2.4 Services based on blockchain technologies, such as Nemeos, are exposed to cyber-attacks (e.g., phishing) and hacking practices more than other services.

3.2.5 In case of doubt or lack of understanding of the functioning of blockchains, non-custodial wallets, Crypto-assets, or NFTs, Users should refrain from accessing the Nemeos application and using the Services.

3.3. Security

3.3.1 Due to the non-custodial features of Wallets, Users acknowledge and agree that they are primarily responsible for the security of their Wallets, their NFTs, their Crypto-assets, their data, and their funds.

3.3.2 Users must ensure that their Wallet is secure and should never share their Wallet credentials or seed phrase with anyone. Nemeos will never ask for a User’s credentials associated with a Wallet.

3.3.3 Nemeos does not store any password or seed phrase, nor has any access to any User credentials, except the User’s email address when willingly shared with Nemeos. Nemeos cannot be held liable for any security breach attributed to a User.

4. Access to the Services

4.1 For Users

4.1.1 In order to fully use the Services (e.g., borrow and lend digital assets), Users must have (i) a Blockchain address, (ii) a wallet associated with such Blockchain address, and (iii) funds in Crypto-assets associated with such Blockchain address.

4.1.2 Compatible wallets that may be used on the Nemeos application are listed on the website.

4.2 For Projects

4.2.1 In order to register as a Project and fully benefit from the Services (especially offering NFTs for lending and borrowing), any natural or legal person must contact Nemeos beforehand. Access and use of the Services may be subject to prior approval from Nemeos.

4.2.2 Projects acknowledge and agree that the use of the Nemeos application and access to the Services are subject to the Project having a legal and tax status (e.g., a company or a regular freelancer status) allowing the regular provision of services in compliance with local laws where they operate.

5. Acceptance and Amendment

5.1. Acceptance

5.1.1 These T&Cs apply, without restriction or reservation, to any use of the Services, the Website, and the Nemeos application. By using the Services, each User fully and unconditionally accepts the associated conditions and acknowledges the associated risks.

6. Governing Law and Jurisdiction

6.1 The T&Cs are governed by and interpreted according to French laws.

6.2 Any conflict or dispute related to the validity, the interpretation, performance, and/or termination of the T&Cs must be submitted to the exclusive jurisdiction of the Commercial Court of Paris (1 Quai de la Corse, 75001 Paris).

6.3 According to applicable consumer laws, non-professional Users may submit any dispute related to the T&Cs in the jurisdiction where they were living at the moment of the acceptance of the T&Cs or in the jurisdiction where the damage occurred.

7. Security Breach and Protocol Exploit

7.1 Audit and Security Measures: Nemeos acknowledges that the Blockchain protocols operating the lending and borrowing services have been audited by Quantstamp in March 2024. While this audit aimed to enhance the security and integrity of the application, Nemeos acknowledges that no system is entirely immune to vulnerabilities or exploits.

7.2 User Acknowledgment of Risks: Users acknowledge and accept that, despite best efforts in implementing security measures, the inherent nature of blockchain and decentralized finance technologies carries risks, including the risk of exploits and security breaches that may result in the loss of funds or digital assets.

7.3 Limitation of Liability: Nemeos shall not be liable for any loss or damage arising from unauthorized access to, or use of, the application and services, including any loss of funds or digital assets resulting from a security breach or protocol exploit. This limitation of liability is applicable to the fullest extent permitted by law and survives any termination or expiration of these Terms or the use of the Nemeos application and services.

7.4 Notification of Breach: In the event of a security breach or suspected protocol exploit, Nemeos will make reasonable efforts to notify affected users promptly, subject to the needs of law enforcement and any measures necessary to determine the scope of the breach and to restore the integrity of the system.

7.5 User's Responsibility in Security Breach: Users are responsible for taking immediate steps to secure their accounts in the event of a security breach, including changing passwords, securing digital wallets, and monitoring their accounts for any unauthorized activity.

7.6 Cooperation in Investigation: Nemeos and its Users agree to cooperate fully with any investigation into security breaches or protocol exploits and to assist in the prosecution of any individuals involved in such activities.

7.7 Amendments in Response to Exploits: Nemeos reserves the right to amend these Terms and its protocols in response to a security breach or exploit to enhance security and protect its users.

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