Terms of Use

1. About these terms

These Terms of Use are an agreement between you and NuVora Tokenization ("NuVora", "we", "us"). They apply when you visit this website, create an investor account on the NuVora Marketplace, apply for or run a company platform, or use any other NuVora service.

By using our services, or by ticking the box that accepts these terms, you agree to them. If you do not agree, do not use our services.

Our Privacy Policy, Risk Disclosure and Cookie Policy form part of these terms. Each listing and each company platform may also have its own documents and terms, which apply to the investment itself.

2. What NuVora is and is not

NuVora is a technology provider. We provide software that lets regulated companies issue and manage security tokens (ERC-3643), and a marketplace where investors can find and buy the tokens that companies list.

• We are not the issuer of any token listed on the marketplace. The issuing company is responsible for its offering, its documents, its prices and its legal duties.
• We are not a bank, broker, investment adviser or portfolio manager, and nothing on our services is a recommendation to buy, sell or hold any investment.
• We are non-custodial. We never hold your private keys, recovery phrase, tokens or funds. You sign every action with your own wallet.
• Approval of a listing by NuVora means it met our listing checks. It is not an endorsement, a guarantee or a statement that the investment is suitable for you.

3. Our status

NuVora is in its launch phase. We do not currently hold a licence or authorisation from any financial regulator. Regulated activities, such as issuing and offering securities, are the responsibility of the companies that use our software, under their own licences and approvals.

When we register our company and obtain licences, we will publish the details here and in the footer of our website.

4. No offer and no advice

Nothing on our website, in our emails or on the marketplace is an offer to sell, or a request for an offer to buy, any security or other investment by NuVora, or advice of any kind. Offers are made only by the issuing company, through its own documents, and only where the law allows.

Information on our services is general and may be incomplete or out of date. Do not rely on it to make an investment decision. You make your own decisions and you are responsible for them.

5. Who can use NuVora

To create an investor account you must:

• be at least 18 years old and able to enter into a binding contract;
• not live in a country where the marketplace is not offered (we show this when you sign up);
• not be named on, or owned or controlled by anyone named on, a sanctions list; and
• be allowed by the laws of your country to buy the investments you choose.

You are responsible for checking that investing through NuVora is lawful where you live. A listing may also limit who can invest by country, investor type or amount.

6. Your account and your wallet

You sign in with your own crypto wallet. You alone control it.

• Keep your recovery phrase and private keys secret and safe. If you lose them, neither NuVora nor the issuer can restore your wallet for you.
• We will never ask for your recovery phrase or private keys. Anyone who does is not NuVora.
• Transactions you sign on a blockchain are final and cannot be reversed by us.
• Give us true, complete and current information, and keep your email address up to date. One person may hold one investor account.

7. Identity checks

Before you can invest we check your identity and run anti-money-laundering checks, either through our identity verification provider or by manual review. Companies applying for a platform go through a company check (KYB).

We may ask for more information at any time, and we may refuse, pause or end an account where the checks are not passed, the information is untrue, or the law requires it. We do not always have to give a reason.

When you join a company to invest in its token, we share your name, email, country and verification result with that company, with your consent. The company then keeps its own records as the issuer.

8. Investing on the marketplace

• Each listing shows the price, minimum and maximum investment, payment token, dates and documents set by the issuer. Read them before you invest.
• An investment is a request until the issuer and its analyst approve it. The issuer may refuse or cut back an investment, for example if the offering is full or a rule is not met.
• Tokens are security tokens with built-in rules. Transfers only work between verified investors who meet the token's rules, and the issuer may freeze or recover tokens where the law requires.
• Secondary trading, where offered, settles as an atomic swap between a buyer and a seller. We do not promise that a buyer or seller will be available, or at any price.
• Fees, including the trade fee on swaps, are shown before you sign. Network fees may be paid for you by the company's paymaster; where they are not, you pay them.

Before investing, read the Risk Disclosure. You can lose all the money you invest.

9. Companies and their platforms

If you apply for or run a company platform on NuVora, these terms also apply to you and your staff.

• You are responsible for holding every licence and approval needed for your activities and your offerings, and for following the laws that apply to you, including securities, anti-money-laundering and data protection laws.
• You are responsible for the content, documents, prices and statements you publish, and for your own terms and privacy notice for your investors.
• Your admins hold the keys to your platform's contracts. Keep them safe; we cannot use or restore them.
• Setup fees and trade fees are shown in your application and console. They are due as shown there.

10. What you must not do

• break any law, or use NuVora for money laundering, terrorist financing, fraud or to avoid sanctions;
• give false information, or use another person's identity or wallet;
• manipulate prices or trade in a misleading way;
• attack, probe or overload our websites, APIs or smart contracts, or try to get around their limits or security;
• copy, scrape or resell our services or content without our written permission.

11. Blockchains and third-party services

Tokens live on public blockchain networks that NuVora does not run or control. Networks can be slow, change their rules, split or stop working.

Some parts of our services rely on others, such as your wallet provider, our identity verification provider, blockchain networks and trading venues. Their own terms apply to their services, and we are not responsible for them.

12. Intellectual property

© NuVora Tokenization. All rights reserved. The NuVora name, logo, website, software, smart contracts, designs, text and other content are owned by us or our licensors and protected by copyright, trademark and other laws.

We give you a limited, personal, non-exclusive, non-transferable right to use our services as these terms allow. You may not copy, change, distribute, sell, rent, reverse engineer or build a competing product from any part of them, or use our name or logo, without our written permission. Every right not given to you here is kept by us.

Companies keep ownership of the content they publish and give us the right to display it on our services for as long as it is listed.

If you send us ideas or feedback, we may use them freely, without paying you.

13. Pausing and closing accounts

You can stop using NuVora at any time. To close your account, email us at info@nuvoratokenization.com.

We may pause or close an account, or remove a listing, if these terms are broken, if the law or a regulator requires it, or to protect investors or our services.

Closing a NuVora account does not remove tokens from your wallet. On-chain holdings stay yours, subject to the token's rules. We keep some records after closing, as our Privacy Policy explains.

14. Disclaimers

You use our services at your own risk. They are provided "as is" and "as available", without any warranty, express or implied, including any warranty of merchantability, fitness for a particular purpose, accuracy or non-infringement.

We do not promise that our services will always be available, free of errors, bugs or viruses, or secure from every attack, or that any defect will be fixed. Prices, values and yields shown come from issuers and price feeds and may be delayed or wrong.

15. Limits on our liability

To the fullest extent the law allows, NuVora, its owners, directors, staff and suppliers are not liable for:

• any loss in value of, or loss of, any investment, token or payment token;
• any act, statement or failure of an issuer, a company platform, another user or any third-party service;
• losses caused by your wallet, lost or stolen keys, phishing, blockchain networks, smart-contract bugs, hacks or network fees;
• your reliance on any information on our services;
• any pause, delay or outage of our services, or any event outside our reasonable control; or
• loss of profit, revenue, data, business or goodwill, or any indirect, special or consequential loss, even if we were told it was possible.

Our total liability to you for all claims of any kind is limited to the greater of the fees you paid to NuVora in the 12 months before the claim and USD 100.

Nothing in these terms limits liability that cannot be limited by law, such as liability for fraud.

16. Your responsibility to us

You agree to cover NuVora, its owners, directors and staff against any claims, losses, costs and legal fees caused by your use of our services, your content, your breach of these terms or your breach of any law or of anyone else's rights.

17. General

• These terms, with the documents they refer to, are the whole agreement between you and us about our services.
• If a court finds part of these terms invalid, the rest still applies.
• If we do not enforce a right straight away, we can still enforce it later.
• You may not transfer your rights under these terms. We may transfer ours, for example if our business is sold.

18. Changes to these terms

We may update these terms. Each version has a number; this is version 2026-11. When we change them in a way that matters, we will ask you to read and accept the new version before you continue to invest.

19. Governing law and disputes

These terms are governed by the laws of the country in which NuVora Tokenization is registered. If you have a complaint, email us at info@nuvoratokenization.com first, and we will try to resolve it within 30 days. If we cannot, the courts of that country have exclusive jurisdiction, unless the law of your country gives you the right to bring a claim in your local courts.

20. Contact

Questions about these terms: info@nuvoratokenization.com, or use our contact page.