> For the complete documentation index, see [llms.txt](https://docs.zoth.io/zoth/llms.txt). Markdown versions of documentation pages are available by appending `.md` to page URLs; this page is available as [Markdown](https://docs.zoth.io/zoth/legal-disclaimer/terms-of-use-zvaults.md).

# Terms of Use - zVaults

#### TERMS AND CONDITIONS

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY AS THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS. THE INFORMATION CONTAINED ON THE WEBSITE IS DESCRIPTIVE ONLY, IS NOT BINDING AND DOES NOT FORM PART OF THESE TERMS AND CONDITIONS.

NO REGULATOR HAS AUTHORISED OR APPROVED THESE TERMS AND CONDITIONS. YOU ARE INFORMED TO BE AWARE OF THE RISKS ASSOCIATED WITH PARTICIPATING IN TOKENS, INCLUDING AS REGARDS (I) THE POTENTIAL FOR (TOTAL) CAPITAL LOSS, (II) THE FACT THAT TOKENS MAY NOT ALWAYS BE TRANSFERRABLE, AND (III) THE FACT THAT TOKENS MAY NOT BE LIQUID.

TOKENS REMAIN UNREGULATED AND MAY EXPOSE YOU TO RISK, INCLUDING THE RISK OF LOSING ALL OF THE VALUE OF YOUR INVESTMENT. FURTHER, YOU MAY OR MAY NOT BENEFIT FROM ANY STATUTORY COMPENSATION SCHEME IN RELATION TO PARTICIPATING IN THE TOKENS. IF YOU HAVE NOT PARTICIPATED IN CRYPTOASSETS OR DIGITAL ASSETS BEFORE, WE SUGGEST THAT YOU SEEK APPROPRIATE ADVICE BEFORE PARTICIPATING UNDER THESE TERMS AND CONDITIONS.

IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT DEAL IN THE TOKENS. BY DEALING IN THE TOKENS, YOU ACKNOWLEDGE THAT YOU HAVE READ CAREFULLY AND ACCEPT THESE TERMS AND CONDITIONS AND THE TOKEN TERMS, INCLUDING ANY SCHEDULES.

#### Terms of Use

Thank you for visiting our company’s website— [www.zoth.io](http://www.zoth.io), platform, and related interfaces (together, the “website,” “site,” “forum,” “platform,” or “application,” as the context requires). Please read these Terms (the “Terms,” or this “Agreement”) carefully, as they affect your legal rights and obligations.

#### 1. Interpretation

In these Terms of Use (the “Terms”):

1. References to “we”, “us”, “our”, or the “Company” mean Metaco Intelligence Corporation and any of its successors and permitted assignments.
2. References to “you” or “your” mean the person who accesses or uses the website or the services.
3. “Business Day” means a day (other than a Saturday, Sunday, or public holiday) on which banks are open for business in Panama.
4. “Digital Assets” has the meaning given in Section 3.2.
5. “Services” has the meaning given in Section 3.2.
6. Any reference to a “person” includes a natural person, company, partnership, or other legal entity.
7. Words in the singular include the plural and vice versa.
8. Any reference to a law or regulation is to that law or regulation as amended, re-enacted, or replaced from time to time.
9. Headings are for convenience only and do not affect the interpretation of these terms.

* “zToken” is a generic term used in these terms to refer to any receipt token issued by a Vault to represent your proportional share in that Vault’s assets. Each Vault issues its own distinct receipt token under a specific name (for example, “zOPAL” for the zOPAL Vault). Where these terms refer to “zTokens,” the term includes and should be read as referring to the specific receipt token issued by the relevant Vault. The specific token name, contract address, and parameters applicable to each Vault are displayed on the Vault interface at the time of deposit.

#### 2. Purpose

#### 2.1 Parties, scope, and defined Terms.

These Terms of Use (“terms,” or this “Agreement”) form a binding agreement between you, as a user of the website, platform, or application (“you,” “your”), and Metaco Intelligence Corporation, a company incorporated under the laws of Panama and operating from Panama together with its affiliates and permitted assigns (“Company,” “we,” “us,” “Zoth,” or “our”).

The services may give you access to products and strategies as listed on the website.

#### 2.2 How this Agreement is formed and related documents.

You enter into this Agreement with the Company when you: (a) click “I agree,” “Accept,” or any similar button; (b) create an account on the website; (c) connect a Web3 wallet; or (d) access or use any part of the website or the services, including when you interact with any related smart contracts or interfaces. By doing any of these, you confirm that you have read, understood, and accepted these terms.

The Company’s Privacy Policy, available at the website (the “Privacy Policy”), forms part of these terms. By agreeing to these terms, you also agree to the Privacy Policy, which explains how the Company collects, uses, and shares information about you.

#### 3. Modifications to These Terms

10. The Company may amend these terms, the Privacy Policy, and any other documents referred to in these terms from time to time. Unless we clearly state otherwise, such amendments take effect when they are published on the website.
11. We may make amendments for reasons including, but not limited to, changes in law or regulation, market practice, technical changes to the services, or internal policy updates.
12. It is your responsibility to check for the most recent version of the terms. If you do not agree with an amendment, you must stop using the website and the services.
13. The Company may change, update, or add to these terms, the Privacy Policy, or any other policies referred to in them (together, “Updates”) from time to time, at its sole discretion.
14. The Company may amend these terms, the Privacy Policy, and any other documents referred to in these terms from time to time. Unless expressly stated otherwise, amendments take effect when published on the website.
15. We may update these terms to reflect: (i) changes in law or regulation, (ii) technical or security developments, (iii) changes to the services or Protocol Infrastructure, (iv) internal risk or compliance updates.
16. You are responsible for reviewing the latest version of the terms. Continued use of the website or services after publication constitutes acceptance of the updated terms. If you do not agree, you must cease using the services.

#### 4. The Services by Metaco Intelligence Corporation

#### 4.1 What the Company does.

The Company provides technology that lets users interact with smart contracts and related systems deployed on one or more public blockchain networks (each, a “Blockchain Network”), which may include Ethereum, other EVM-compatible networks, or non EVM-compatible networks. Through these interfaces, users may access tokenised investment products, smart-contract-based vaults, and other Web3 financial tools that are managed by independent third-party managers or protocol operators.

#### 4.2 How the services and Digital Assets are defined.

For these terms, “Digital Assets” means any cryptographic or virtual asset, token, coin, or digital representation of value that is recorded on a Blockchain Network, including stablecoins (such as USDC or USDT), vault receipt tokens (referred to generically as “zTokens” and individually by their specific vault name, such as “zOPAL”), and other ERC-20 or similar tokens (together, “Digital Assets”).

#### 4.3 No execution, custody, or settlement.

You acknowledge and agree that the Company acts only as a platform service provider. It deploys and maintains smart contracts, manages MPC wallet custody at the infrastructure level, publishes data through decentralised oracles, performs wallet screening, and operates interfaces where you can find and interact with third-party strategies or products. At no point in time does the Company control your investments, strategies, or digital assets.

The Company does not act as a fiduciary, trustee, investment manager, broker, custodian (in a regulated sense), or financial adviser unless expressly stated in a separate written agreement.

#### 4A. Vault Products: Mechanics, Counterparties, and Risk Disclosure

This Section applies to all smart-contract-based vault products offered through the website (each a “Vault” and collectively the “zVaults”), including any vault branded as “zOPAL” or under any other name. By depositing Digital Assets into any Vault, you confirm that you have read and understood this Section in its entirety.

#### 4A.1 Nature of Vault Products

Each Vault is a smart-contract-based mechanism that accepts deposits of specified Digital Assets (typically stablecoins such as USDC) and issues a receipt token representing your proportional share in the Vault. These receipt tokens are referred to generically in these terms as “zTokens.” Each Vault issues its own uniquely named receipt token (for example, the zOPAL Vault issues “zOPAL” tokens). All references to “zTokens” in these terms apply equally to whichever specific receipt token is issued by the Vault you interact with. The value of your zTokens fluctuates based on the Net Asset Value (“NAV”) of the Vault’s underlying assets as reported by the relevant oracle, attestor, or authorised administrator.

Vaults are NOT deposit accounts, savings accounts, or bank products. They are not insured by any government deposit insurance scheme. Your deposit is exposed to the full range of risks described in this Section and Section 17.

#### 4A.2 Third-Party Fund Manager Risk

Vault assets are deployed into investment strategies managed by independent third-party fund managers (“Fund Managers”) through third-party protocol infrastructure (such as Enzyme Finance or similar on-chain fund management platforms). The Company does not manage, direct, or control the investment decisions of any Fund Manager.

You acknowledge that: (a) the Fund Manager is a separate counterparty with its own operational, financial, and legal risks; (b) the Company has no ability to guarantee or ensure the Fund Manager’s performance, solvency, or compliance; (c) the Fund Manager may change its strategy, fee structure, or operational practices without prior notice to you; and (d) any failure, default, insolvency, or misconduct by the Fund Manager may result in partial or total loss of your deposited assets, for which the Company bears no liability.

#### 4A.3 NAV and Pricing Risk

The value of your zTokens is determined by the Vault’s NAV, which is calculated off-chain by the Fund Manager or a designated attestor. Depending on the Vault’s architecture, the NAV may be published on-chain through an oracle or smart-contract-based mechanism, or it may be maintained and communicated through off-chain systems and updated to the Vault contracts by authorised administrators. The specific NAV delivery mechanism may vary between Vaults and may change over time without prior notice. You acknowledge and accept the following risks regardless of whether the NAV is delivered on-chain or off-chain:

* NAV updates are not continuous. They occur periodically (typically once per Business Day) and may be delayed due to market conditions, operational issues, or technical failures. Between updates, the reported NAV may not reflect the true underlying value of Vault assets.
* Where NAV is delivered through an on-chain oracle, the oracle mechanism is subject to staleness thresholds and tolerance bounds. If the time since the last NAV update exceeds a configured maximum staleness period, certain Vault operations may be paused or may execute at a stale price. Updates falling outside tolerance bounds may be flagged, delayed, or require manual intervention.
* Where NAV is maintained off-chain and pushed to smart contracts by authorised administrators, the accuracy, timeliness, and integrity of the NAV depends on the operational practices and systems of the Company and the Fund Manager. Off-chain NAV delivery introduces additional risks including administrator error, system downtime, delayed updates, and potential manipulation by authorised signers.
* Regardless of the delivery mechanism, NAV manipulation, attestor or administrator error, compromised signing keys, or infrastructure failures could result in incorrect NAV reporting, leading to deposits or redemptions at prices that do not reflect the true value of underlying assets. The Company implements safeguards but cannot guarantee that all pricing failures will be prevented or detected in time.
* Third-party protocol infrastructure fees (such as on-chain fund management platform fees) may cause the NAV to decrease upon initial deposit, meaning your zTokens may initially be worth less than your deposit amount. This is a normal operational cost, not a loss caused by the Company.

#### 4A.4 Redemption Mechanics and Liquidity Risk

Redemptions from Vaults are NOT instant. You acknowledge and accept the following:

* Standard redemptions are processed through a queue mechanism and typically settle within approximately five (5) Business Days (T+5) from the date the request is accepted, depending on the Fund Manager’s ability to liquidate underlying positions and return assets. This estimated settlement period is indicative only and is not guaranteed. Actual settlement may take longer due to market conditions, Fund Manager liquidity constraints, operational disruptions, or other factors beyond the Company’s control.
* Redemption processing is subject to daily thresholds and operational schedules. Requests submitted outside of operational hours or exceeding daily limits may be queued to the next Business Day. No redemptions are processed on weekends or public holidays; such requests are queued to the next Business Day.
* Instant redemptions, where available, are subject to a higher fee than standard redemptions and are limited by the liquid reserves held in the Vault at the time of request. If liquid reserves are insufficient, your request will be processed as a standard redemption.
* The redemption value is determined by the NAV at the time of processing, not at the time of your request. Market movements between request and settlement may result in a redemption value higher or lower than expected.
* In extreme market conditions, Fund Manager operational disruptions, or force majeure events, redemptions may be suspended or significantly delayed. The Company will use reasonable efforts to communicate any such delays but does not guarantee timely redemption under all circumstances.

#### 4A.5 Fee Structure Disclosure

Vaults are subject to the following categories of fees, which may reduce the net yield or return on your deposited assets:

* Performance fees: A percentage of returns above a specified hurdle rate, retained by the Fund Manager or the protocol.
* Redemption fees: A fee charged upon withdrawal, which may differ between standard and instant redemptions.
* Protocol infrastructure fees: Fees charged by third-party on-chain fund management platforms for NAV updates, trade execution, or other on-chain operations.
* Network (gas) fees: Blockchain transaction fees required for deposits, redemptions, and other on-chain interactions.

The specific fee rates applicable to each Vault are displayed on the Vault interface at the time of deposit and may be updated from time to time. Published yield or APY figures are estimates only and are presented before or after deduction of certain fees as indicated on the interface. Actual net returns may differ materially from published estimates due to fee deductions, market conditions, and Fund Manager performance.

#### 4A.6 MPC Wallet Custody and Signing Risk

Vault assets are held in Multi-Party Computation (“MPC”) wallets that require a threshold number of authorised signers to approve transactions. You acknowledge that:

* MPC technology, while designed to reduce single points of failure, is not immune to bugs, key share loss, collusion among signers, or failures in the MPC infrastructure provider.
* The Company relies on third-party MPC infrastructure providers for wallet operations. Any failure, breach, or insolvency of such providers may delay or prevent access to Vault assets.
* Signing operations follow predefined operational procedures and schedules. Transactions requiring MPC signing approval may be delayed outside of operational hours.

#### 4A.7 Smart Contract Upgradeability

Certain Vault smart contracts are deployed behind upgradeable proxy patterns, meaning that the contract logic governing your deposits may be modified after deployment by authorised administrators. You acknowledge that:

* Contract upgrades may change the rules governing deposits, redemptions, fees, access controls, or other Vault mechanics.
* While the Company implements multi-signature controls and operational safeguards for upgrades, you accept the risk that an upgrade (whether intentional or resulting from a compromised admin key) could adversely affect your deposited assets.
* The Company will use reasonable efforts to communicate material contract upgrades but is not obligated to obtain your consent before executing an upgrade.

#### 4A.8 No Insurance Guarantee

Unless explicitly stated in a separate written disclosure for a specific Vault product, the Company does not provide or guarantee insurance coverage for assets deposited in any Vault. References to insurance or coverage in marketing materials, whitepapers, or other non-binding documents do not create any insurance obligation on the part of the Company. You should not rely on the availability of insurance coverage when making deposit decisions.

#### 4A.9 Deposit-Time Risk Acknowledgment

By depositing Digital Assets into any Vault, you confirm that you have read and understood Sections 4A and 17 in full, and that you expressly acknowledge and accept: (a) the risk of partial or total loss of your deposited Digital Assets; (b) that the Company is not the Fund Manager and does not control the underlying investment strategy; (c) that redemptions are not instant and may be delayed; (d) that NAV pricing, whether delivered on-chain or off-chain, may be stale, delayed, or incorrect; (e) that fees will reduce your net returns; (f) that smart contracts may be upgraded; and (g) that no government or private insurance protects your deposit. You further confirm that you are depositing only capital that you can afford to lose entirely.

#### 5. Eligibility Criteria

As a condition to using the website or the services, you make the following ongoing promises (representations and warranties) to the Company.

You are at least eighteen (18) years old or the age of majority where you live (whichever is higher), and you have full legal capacity to enter into these terms and to follow them. If you enter into these terms on behalf of a company or other legal entity, you confirm that you have the authority to bind that entity, and that it is properly formed and in good standing under the laws of its jurisdiction.

You are not a citizen, resident, or organised in, and you are not accessing or using the services from, any place where such access or use is not allowed under law or under the Company’s internal policies, including: the United States of America (except if you are an “accredited investor” and such access is clearly allowed), Cuba, Iran, North Korea, Syria, the Crimea, Donetsk, or Luhansk regions, or any other country or territory that is subject to broad sanctions under law (together, “Restricted Territories”). You also confirm that you are not on, and are not owned or controlled by someone on, any sanctions or watch list issued by the United Nations Security Council, the U.S. Office of Foreign Assets Control (OFAC), the European Union, the United Kingdom, or any other relevant authority (together, “Sanctions Lists Persons”).

You will always comply with these terms and all other policies and guidelines that they refer to. Where the services are only open to users who meet certain criteria (for example, accredited or professional investors), you promise that you meet those criteria and that you will promptly tell the Company if those changes.

#### 5A. Permissionless Vault Products and Eligibility

Certain Vault products may be designated as “permissionless,” meaning that no identity verification (KYC) or entity verification (KYB) is required to deposit or redeem. For such products:

* The eligibility requirements of Section 5 still apply. The absence of a KYC or KYB process does not exempt you from the representations and warranties in Sections 5 and 11. You remain solely responsible for ensuring that your use of permissionless Vault products complies with all Applicable Laws in your jurisdiction.
* The Company conducts automated wallet screening but does not independently verify your identity, jurisdiction, or investor status for permissionless products. You bear full responsibility for any misrepresentation.
* If you are located in or become a resident of a Restricted Territory, or if you become a Sanctions Lists Person, you must immediately cease using all permissionless Vault products and initiate a full redemption of your deposited assets.
* References elsewhere in these terms to KYC, KYB, or identity documentation apply only to products and services that explicitly require such verification. For permissionless Vault products, Sections 11(C) regarding accuracy of KYC/KYB documents applies only to the extent that you have voluntarily provided such information.

#### 6. Acceptable Use

For these terms, “Applicable Laws” means all laws, rules, and regulations that apply to you, the Company, the website, or the services, including those about sanctions, anti-money laundering and counter-terrorist financing (“AML/CFT”), consumer protection, data protection, financial promotion, securities and commodities, tax, and anti-corruption.

You agree that you will not, directly or indirectly, do any of the following:

17. Use the website or the services in any way that breaks, or encourages any conduct that would break any Applicable Laws, including the laws of your home country, the country where you live, and the laws of Panama.
18. Engage in, help with, or try to carry out money laundering, terrorist financing, or other criminal activity, or use the services to move criminal proceeds, avoid sanctions, or get around AML/CFT or know-your-customer (“KYC”) obligations.
19. Use the website or the services to avoid or fail to meet any tax obligations that apply to you, including reporting and paying any taxes, duties, or other charges arising from your digital asset activities.
20. Offer, give, ask for, or receive any bribe or other improper payment in connection with your use of the services, or otherwise break any anti-corruption or anti-bribery laws.
21. Share, sell, or allow any other person to use your account, login details, or any linked wallet, or impersonate any person or entity, or misstate your connection with any person or organisation.
22. Use VPNs, proxy servers, onion routing, or other tools to hide your location if your aim or effect is to avoid geo-blocking, sanctions screening, or other compliance controls that the Company uses.
23. Trade, sell, or transfer usernames, accounts, or access credentials, or do anything that misleads others about who you are or what qualifications you have.
24. State or suggest that the Company owes you or any user any fiduciary duties or advisory responsibilities. You waive and give up any such duties to the fullest extent the law allows.
25. Send spam or other unwanted messages through the website, including mass messages or adverts that we have not clearly approved.
26. Use any robot, spider, crawler, scraper, or similar automated tool to access the website or services, except for genuine search engines that follow our robots.txt file or similar instructions.
27. Hotlink, frame, or mirror any part of the website without our prior written consent, or remove or change any trademarks or notices on the website.
28. Try to get around, disable, damage, or interfere with any security or access control features of the website, the services, or our related systems.
29. Do anything that places, or may place, an unreasonable or excessive load on our systems or on any Blockchain Network, including denial-of-service attacks, spam transactions, or similar actions.

#### 7. User Responsibility

**Secure your account information.**

You are solely responsible for keeping safe any credentials linked to your website account and any wallets you use with the services, including passwords, seed phrases, and other sensitive information. Do not share this information with anyone, and do not allow any other person to use your account or connected wallets.

**Be aware of phishing attacks.**

Phishing, social engineering, and fake websites or interfaces are common in Web3 and DeFi. Always check that you are on the official website URL, look for secure connection signs, and be careful before clicking links, signing transactions, or entering any sensitive data. You understand that the Company is not responsible for any loss you suffer due to phishing or similar attacks.

**Use secure wallets and protect your private keys.**

The services may use MPC wallets or other custody technology to hold vault assets; however, you remain responsible for any non-custodial wallets you use and for your private keys, seed phrases, and similar cryptographic credentials (together, “Private Keys”).

**Be careful when you interact with smart contracts.**

Before signing any transaction, interacting with any contract, or giving approvals or permissions, you must check the transaction details, contract addresses, and spending limits. You understand that interacting with smart contracts carries risks of bugs, vulnerabilities, hacks, and exploits, and that transactions on a Blockchain Network are typically irreversible.

**Do your own research and understand Web3 risks.**

Do not rely only on marketing materials, dashboards, or summaries on the website. You are responsible for understanding how each strategy, vault, or tokenized product works, including its fees, redemption rules, and risk profile, as described in the official documents for that product.

**Report suspicious activity.**

If you notice any unauthorized access to your account, unusual activity on your wallets, or other security issues related to the website or the services, you must tell us immediately at <contactus@zoth.io>. Reporting quickly may help reduce harm, but it does not make the Company responsible for the incident.

#### 8. Content Standards

You may not submit, upload, publish, or otherwise share any content on or through the website that:

30. is illegal, defamatory, obscene, harassing, hateful, discriminatory, or otherwise harmful or offensive,
31. infringes or violates any intellectual property, privacy, or other rights of any third party, including copyrights, patents, trademarks, trade secrets, or publicity or privacy rights,
32. contains malware, viruses, worms, trojan horses, or other malicious code designed to harm systems, data, or personal information,
33. is meaningless, repetitive, or obviously fake content that interferes with other users’ reasonable use of the website,
34. shares confidential or proprietary information of the Company or any other person without proper permission.

### 9. Fee

#### 9.1 Fees for blockchain use and the services.

When you use the services, you must pay all fees needed to interact with the relevant Blockchain Network and the services, including “gas” or transaction fees, protocol fees, vault fees, and any other charges shown in the website interface from time to time. Any fee schedule or estimates we display reflect our or our providers’ estimates at the time and may differ from the actual amounts due to network conditions, price changes, or other factors that we cannot control.

#### 9.2 Changing fees and related risks.

You understand that Blockchain Networks and DeFi protocols are experimental and may face congestion, upgrades, forks, or other changes that affect transaction costs. As a result, your total fees may change over time and may affect the overall results of your activities or strategies. The Company is not responsible for differences between estimated and actual fees, or for losses caused by higher network costs or failed or reverted transactions.

#### 9.3 Vault-Specific Fees.

In addition to the general fees described in Sections 9.1 and 9.2, Vault products are subject to performance fees, redemption fees (which may differ for standard and instant redemptions), and third-party protocol infrastructure fees as described in Section 4A.5. You acknowledge that these fees are deducted from Vault assets or redemption proceeds and will reduce your net returns. The Company is not liable for any difference between published APY or yield estimates and your actual net returns after all applicable fees.

### 10. Enforcement

#### 10.1 Investigations and cooperation.

The Company may investigate and pursue suspected violations of these terms to the maximum extent the law allows. We may, but do not have to, cooperate with law enforcement, regulators, or other third parties in investigating any suspected or alleged breach of these terms or of any law.

#### 10.2 Content changes and reporting by users.

The Company may, at any time and without notice, remove, change, or block access to any content that it believes breaks these terms or is harmful, offensive, or unlawful. If you believe that any user content or behaviour on the website breaks these terms or any law, you should contact us promptly at <contactus@zoth.io> with enough detail so that we can assess the issue.

### 11. Representation

As a condition to using the website or the services, you make the following ongoing promises (representations and warranties) to the Company:

35. Any Digital Assets you use in connection with the services are owned by you, or you are properly authorised to use them, and no one else has rights that conflict with your use of them.
36. You will comply with all Applicable Laws when you access and use the website, the services, and any Digital Assets, including AML/CFT, sanctions, securities, commodities, data protection, tax, and consumer protection rules.
37. All information and documents you provide to the Company (including KYC/KYB documents, identity information, and investor status declarations, to the extent applicable to the specific product or service you are using) are true, accurate, current, and complete, and you will update them as needed. For permissionless Vault products, this representation applies only to the extent you have voluntarily provided such information.
38. You will keep all credentials (including passwords, API keys, Private Keys, and similar tools) secure and confidential, and you will not allow any third party to access or use them.
39. You have enough knowledge of cryptographic systems, Blockchain Networks, smart contracts, and Digital Assets to understand the risks of using the services, and you accept these risks.
40. You understand and agree that listing or giving technological access to any vault, token, or strategy on or through the website is not an endorsement or recommendation by the Company, and the Company does not manage or control the underlying assets or investment decisions of such products.

(G) For any Vault product: you have read and understood Sections 4A and 17 and you expressly accept all risks described therein, including but not limited to Fund Manager counterparty risk, NAV and pricing risk (whether NAV is delivered on-chain or off-chain), redemption delay risk, smart contract risk (including upgradeability), MPC custody risk, and the risk of total loss of deposited assets. You confirm that you are depositing only capital you can afford to lose.

### 12. Indemnification

#### 12.1

You agree to indemnify, defend, and hold harmless the Company from and against any legal claims by others that arise from your breach of these terms or from your use of the website or the services, including any breach or use by someone using your account.

The Company may choose, but is not required, to take over and control the defence and settlement of any claim for which it is indemnified. In that case, the Company will not agree to any settlement that admits liability on your part or imposes any non-monetary obligations on you without your prior written consent, which you will not unreasonably withhold or delay.

#### 12.2 Indemnity for claims and losses.

You agree to indemnify, defend, and hold harmless the Company and its affiliates and their officers, directors, employees, agents, successors, and permitted assigns (each an “Indemnified Party”) from and against any and all losses, claims, actions, suits, complaints, damages, liabilities, penalties, interest, judgments, settlements, deficiencies, awards, fines, costs, fees, or expenses of any kind, including reasonable lawyers’ fees and investigation and enforcement costs, that arise from or relate to: (a) your breach of these terms or any Applicable Laws, (b) your use or misuse of the website, the services, or any Digital Assets, (c) any User Submission you provide, or (d) any actions taken by a third party using your account, credentials, or wallets.

#### 12.3 Defence and cooperation.

The Company may, at its option and at your cost, take over the exclusive defence and control of any matter covered by your indemnity, in which case you agree to fully cooperate with the Company in raising any defences. You may not settle any claim that is subject to indemnification without the Company’s prior written consent, which it will not unreasonably withhold or delay.

### 13. Privacy

We respect your privacy and aim to protect it. We may collect, process, store, and use information about you, including information obtained through your use of the website or the services, so that we can operate, maintain, and improve our technology, comply with legal duties, and manage our relationship with you (“Data”).

All processing of personal data is governed exclusively by our Privacy Policy, which forms an integral part of these terms.

### 14. Protection of Personal Information

You agree that your account is personal to you and that you will not allow any other person to access the website or the services using your account details. You are responsible for keeping your login information confidential and for all activity that takes place under your account. We recommend using strong, unique passwords and any security features we provide.

You should be careful when accessing your account from a public or shared device, so that others cannot see or copy your credentials or personal information. Make sure you log out at the end of each session and secure any devices from which you access the website.

If you become aware of any unauthorised use of your account or any other security incident, you must tell us immediately at <contactus@zoth.io>. We may disable any username, password, or other identifier, whether chosen by you or provided by us, at any time at our discretion, if we believe you have broken these terms or where we consider it necessary to protect the website, the services, other users, or the Protocol Infrastructure.

### 15. Intellectual Property

We enjoy sharing useful content on our website. However, you acknowledge and agree that all intellectual property rights in the website, the services, and all underlying technology, software, interfaces, documentation, trademarks, protocols, content, and other materials provided by or for the Company (together, “Company IP”) belong to the Company or its licensors.

The Company keeps all intellectual property rights in the Company IP, including copyrights, trademarks, trade secrets, and other proprietary rights. Only the Company has the right to reproduce, distribute, display, perform, adapt, modify, and create derivative works from the Company IP, and to authorise others to do so. Your use of the website or the services only gives you a limited, revocable, non-exclusive, non-transferable licence to access and use them for your personal, non-commercial use, in line with these terms.

### 16. Restricted Uses

To help keep the website safe and secure for everyone, we have identified certain uses that are not allowed. The website may only be used for lawful purposes and in line with these terms. You are not allowed to use the website:

41. for any unlawful purpose, or in any way that breaks any Applicable Laws, including securities, commodities, sanctions, AML/CFT, or consumer protection laws,
42. for any purpose that breaches our content standards or user submission rules, or to harass, abuse, discriminate against, or otherwise harm any person,
43. to impersonate or try to impersonate the Company, any Company employee, another user, or any other person or entity, or to misrepresent your identity or affiliation,
44. to carry out spoofing, spamming, money laundering, or sending unwanted or unauthorised advertising or promotional materials, or any other repeated messages,
45. to transmit or distribute spam emails or messages, chain letters, or any information that could overload, disrupt, or interfere with the proper working of the website, the services, or any Blockchain Network,
46. to use any automated process, such as spiders, bots, or scrapers, to access, query, or copy any part of the website or its content without our written consent,
47. to bypass, hack, defeat, or get around any authentication, access controls, or security measures on the website, the services, user accounts, or any related systems.

### 17. Inherent Risks

#### 17.1 Blockchain and cryptographic systems.

By using the services or interacting with the website or any Protocol Infrastructure, you confirm that you understand the inherent risks of cryptographic systems, Blockchain Networks, smart contracts, and Digital Assets. These risks include bugs, exploits, hacks, vulnerabilities, forks, and changes to consensus rules.

#### 17.2 Regulatory and legal risks.

You understand that the legal and regulatory status of Digital Assets, smart contracts, and DeFi protocols is uncertain, developing, and different from place to place. New laws, rules, or enforcement practices may harm the use, transfer, or value of Digital Assets or the functioning of the services, and may lead to new restrictions or reporting duties. You are solely responsible for understanding and following all laws that may apply to your activities.

#### 17.3 Technology risks and cryptographic advances.

You understand that cryptographic technologies and Blockchain Networks rely on public and private key cryptography and complex technical systems that may become less secure over time, for example due to new methods of code breaking or quantum computing. Such changes could make current protections ineffective and lead to theft or loss of Digital Assets. The Company may, but does not have to, take steps to update technologies to reduce these risks, and does not promise that any such steps will work.

#### 17.4 Assumption of risk and waiver.

You accept all risks linked to your access to and use of the website, the services, and any Digital Assets, including market volatility, low liquidity, smart contract failures, protocol bugs, oracle failures, MPC failures, third-party custodian insolvencies, cyber-attacks, hacks, exploits, and force majeure events.

#### 17.5 Vault-Specific Risks.

Without limiting the generality of Sections 17.1 through 17.4, depositing Digital Assets into any Vault exposes you to the following additional risks: (a) Fund Manager counterparty risk, including default, insolvency, fraud, or poor investment performance by the Fund Manager; (b) NAV mispricing risk, whether NAV is delivered through an on-chain oracle or through off-chain systems updated by authorised administrators, including staleness, manipulation, administrator error, or system failure; (c) redemption delay or suspension risk; (d) smart contract upgradeability risk, where contract logic may be changed by authorised administrators; (e) MPC custody risk, including key share loss, signer compromise, or infrastructure provider failure; (f) fee waterfall risk, where cumulative fees may reduce net returns materially below published estimates; and (g) concentration risk, where a small number of large depositors may affect Vault liquidity or NAV stability.

#### 17.6 No Guarantee of Yield or Returns.

Any APY, yield estimate, target return, or performance projection displayed on the website, in marketing materials, or in any documentation is forward-looking, non-binding, and subject to change without notice. Actual returns may be materially lower than published estimates or may be negative. Past performance is not indicative of future results. You should not deposit into any Vault based solely on published yield estimates.

#### 17.7 Interaction with Third-Party Protocols.

Vault operations may involve interaction with third-party DeFi protocols, bridges, exchanges, or infrastructure providers that the Company does not own or control. Any failure, exploit, hack, or operational disruption in such third-party systems may result in loss of Vault assets, for which the Company bears no liability.

#### 17.8 Irreversibility of Blockchain Transactions.

Deposits into and redemptions from Vaults involve blockchain transactions that are typically irreversible once confirmed. If you send Digital Assets to an incorrect address, interact with a fraudulent contract, or approve a malicious transaction, the Company cannot reverse or recover the transaction. You are solely responsible for verifying all transaction details before confirmation.

### 18. User Submissions

Any content, information, feedback, or other material that you submit or upload to the Company or through the website (together, “User Submissions”) must follow these terms and all Applicable Laws. All User Submissions are treated as non-confidential and non-proprietary as far as you are concerned. By providing a User Submission, you give up, as far as the law allows, any proprietary rights you may have in it, and you grant the Company a worldwide, royalty-free, irrevocable, perpetual, transferable, and sublicensable licence to use, copy, modify, create derivative works from, distribute, perform, and display that User Submission for any lawful purpose.

You alone are responsible for your User Submissions and for any consequences that result from them. The Company is not liable for any loss or damage arising from or connected with any User Submission, including any reliance on it by others.

### 19. Disclaimer

The information, content, and materials available on or through the website or the services are provided for information only and do not amount to investment, financial, legal, tax, accounting, or other professional advice. The Company does not promise that any information on or through the website is accurate, complete, up-to-date, or useful, including any statements about pricing, yield, performance, or risk of any Digital Assets or strategies.

Nothing on or through the website or the services is an offer to sell or a request to buy any security, commodity, or other financial product in any place where such an offer or request would be unlawful. You should consult your own independent professional advisers before you decide to buy, sell, hold, or otherwise deal with any digital asset or strategy. The Company does not act as your agent or fiduciary, and you agree that there is no fiduciary or agency relationship between you and the Company.

The Company has no control over, and no responsibility for, any transfer of Digital Assets that occurs on Blockchain Networks or through smart contracts that the Company does not own and control. The Company does not run an exchange, marketplace, or trading venue in a regulated sense; it provides technology to support your interactions with independent protocols, strategies, and fund managers. The Company is not registered or licensed with any securities, commodities, banking, or similar regulator unless we clearly say otherwise in a separate disclosure.

You understand and agree that the website and the services depend on third-party systems working properly, including Blockchain Networks, oracle providers, custodians, exchanges, APIs, middleware, and other infrastructure that the Company does not control.

Some places do not allow certain warranty exclusions. In those places, some of the above limits may not apply to you, and the Company’s warranties will be limited only as far as the law allows.

### 20. External and Affiliate Links

From time to time, the website may contain links to external websites, applications, or resources, such as sponsored or affiliate links, adverts, or third-party content. These links are provided only for your convenience. The Company does not control these sites or resources and is not responsible or liable for their content or for any loss or damage caused by your use of them. The presence of a link does not mean the Company endorses or approves the linked site.

### 21. Geographic Limitations

The Company is incorporated in Panama. These terms are governed by the law specified in Section 29. Access to the website may be unlawful in certain jurisdictions. You are solely responsible for ensuring that your access and use comply with all applicable local laws. Access to the website may be illegal for some people or in some countries, including the Restricted Territories described in Section 4. If you access the website or use the services from outside Panama, you do so on your own initiative and you are responsible for following local laws.

By using the website or the services, you confirm that you are not located in, organised in, or resident in any Restricted Territory and that you are not a Sanctions Lists Person. You also confirm that you will stop using the website and the services immediately if you become a Sanctions Lists Person or move to a Restricted Territory.

### 22. No Warranties and No Guarantees

#### 22.1 “As-Is” basis, no warranties.

The Company provides the website, the services, and all related content on an “AS-IS” and “AS-AVAILABLE” basis, for your individual use and at your own risk. To the fullest extent the law allows, the Company disclaims all warranties, whether express or implied, including warranties of title, merchantability, fitness for a particular purpose, non-infringement, availability, accuracy, reliability, or that the website, services, or content will be free of viruses, malware, or other harmful components.

#### 22.2 No promise of results.

The Company does not guarantee, and nothing on the website or in the services should be read as guaranteeing, any particular result, return, yield, or performance from any digital asset or strategy. All projections, targets, or forward-looking statements, including APY targets or similar numbers, are uncertain and may not be met.

### 23. Events of Default and Insolvency Events

The following are each an “Event of Default” under these terms:

48. you materially breach these terms or any other agreement you have with the Company and, where the breach can be fixed, you do not fix it within a reasonable time after we ask you to do so,
49. you provide false, misleading, or incomplete information to the Company in any KYC/KYB process or at any other time,
50. you use, or we reasonably suspect that you have used, the website or the services for unlawful purposes, including money laundering, terrorist financing, fraud, or sanctions evasion,
51. you become a person in a Restricted Territory or a Sanctions Lists Person, or we reasonably believe that you are acting for such a person,
52. you attempt to circumvent, or we reasonably believe you have circumvented, any technical, geographical, or compliance controls of the Company.

An “Insolvency Event” occurs if:

53. you are a company and you become insolvent, enter into liquidation (other than for a solvent reorganisation), have a receiver, administrator, or similar officer appointed over any of your assets, or enter into any composition or arrangement with your creditors,
54. you are an individual and you are declared bankrupt or enter into any formal debt relief process with your creditors.

If an Event of Default or an Insolvency Event happens or we reasonably believe it has happened or is likely to happen, we may, without notice and without liability to you, take one or more of the following steps:

55. suspend or terminate your access to the website or the services (in whole or in part),
56. block, reverse, or refuse to process any transaction you have requested through the services, where technically possible and lawful,
57. report any matter to any law enforcement, regulatory, or other authority, and provide any information we reasonably consider relevant,
58. exercise any other right or remedy that we have under these terms or under Applicable Laws.

### 24. Modification, Suspension, and Termination

We may, at our sole discretion, at any time and with or without prior notice, change, suspend, disable, or stop (temporarily or permanently) the website, the services, or any part of them, for any reason, including legal, regulatory, security, technical, or commercial reasons.

We may also suspend or end your access to all or part of the website or the services, or close your account, at any time and for any reason, including where we believe you have broken these terms or Applicable Laws, or where your continued use creates legal, regulatory, reputational, or security risks. We are not liable to you for any modification, suspension, or termination of the website, the services, or your access to them, except where the law requires otherwise.

### 25. Limitation of Liability

To the maximum extent the law allows, the Company’s total liability (together with its affiliates, and its and their shareholders, members, directors, managers, officers, employees, lawyers, agents, representatives, suppliers, and contractors) that arises out of or relates to the website, the services, the Protocol Infrastructure, any Digital Assets, or these terms, whether in contract, tort (including negligence), statute, strict liability, or otherwise, will not exceed the lower of: (a) USD 100 or (b) the total fees you actually paid to the Company for using the services in the twelve (12) months before the claim arose.

To the maximum extent the law allows, the Company and its affiliates will not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including loss of profits, revenue, goodwill, data, or business opportunity, arising out of or related to the website, the services, or these terms, even if the Company has been told such damages are possible.

### 26. Force Majeure

We are not responsible or liable for any failure or delay in performing the website or any services, or for any loss or damage that you may suffer, if this is caused by any event beyond our reasonable control, including without limitation acts of God, floods, fires, earthquakes, or explosions, wars, invasions, hostilities, terrorist acts, riots, or civil unrest, government orders or laws, strikes or other labour problems, epidemics or pandemics, large market crashes, failures of major protocols or infrastructure, or communications or power failures (together, “Force Majeure Events”).

### 27. Binding Arbitration

Please read this section carefully, as it requires certain disputes to be resolved through binding arbitration and limits how you can seek relief. Subject to Applicable Laws, you and the Company agree that any dispute arising out of or related to these terms, the website, or the services is personal to you and the Company and will be resolved only through individual arbitration, not a class, collective, or representative action.

You and the Company agree that any dispute, controversy, or claim arising out of or in connection with these terms, including any question about their existence, validity, interpretation, breach, or ending, will be finally resolved by binding arbitration run by the Dubai International Arbitration Centre (“DIAC”) under its rules in force when the arbitration begins.

The seat of arbitration is Dubai, United Arab Emirates. There will be one arbitrator chosen under the DIAC rules. The arbitration language will be English. The award passed by the Arbitrator shall be final and binding on the Parties and may be enforced in any court with jurisdiction.

You understand and agree that by entering into these terms, you are waiving the right to a trial by jury or to take part in a class action.

You and the Company agree that all claims must be brought on an individual basis only and not as a plaintiff or class member in any class, collective, consolidated, or representative proceeding. The arbitrator has no authority to combine disputes of more than one user or to handle any kind of representative or class proceeding.

Before starting arbitration, you agree to first try to resolve the dispute informally by contacting us at <contactus@zoth.io> and giving a brief written description of the dispute and your contact details. If the dispute is not resolved within thirty (30) days after we receive that notice, either Party may start arbitration. Nothing in this Section stops either Party from asking a court with jurisdiction for urgent or interim relief.

Any claim or cause of action arising out of or related to these Terms or the use of the website or the services must be filed within one (1) year after it arose, otherwise it is permanently barred, as far as the law allows.

### 28. Governing Law and Jurisdiction

This Agreement and any non-contractual obligations arising out of or in connection with it are governed by and must be interpreted in line with the laws of the Dubai International Financial Centre (“DIFC”), without giving effect to any rules on conflicts of law that would result in applying the laws of another place. Subject to the mandatory arbitration provision in Section 27, the courts of the DIFC have non-exclusive jurisdiction over any dispute arising out of or in connection with these terms or their subject matter.

### 29. Severability and No Waiver

#### 29.1 Severability.

If any part of these terms is found by a court or arbitration tribunal with jurisdiction to be invalid, illegal, or unenforceable, that part will be enforced as far as the law allows, and the rest of these terms will stay fully in force.

#### 29.2 No waiver.

If the Company does not exercise, or delays in exercising, any right or remedy under these terms, that does not mean it has waived that right or remedy. No single or partial exercise of any right or remedy will stop any further exercise of that right or any other right or remedy. Any waiver of any part of these terms will only be effective if it is in writing and signed by an authorised representative of the Company.

#### 29.3 Miscellaneous.

These terms (together with any documents referred to in them) form the whole agreement between you and the Company about the use of the website and the services and replace any earlier written or oral understandings.

59. If there is any conflict between these terms and any other document referred to in them, these terms will prevail unless that other document clearly states otherwise.
60. Nothing in these terms is intended to create any partnership, joint venture, or agency relationship between you and the Company.
61. A person who is not a Party to these terms has no right to enforce any of their terms.

### 30. Transfer and Assignment

You may not transfer, assign, or delegate any of your rights or duties under this Agreement, whether by law or otherwise, without the Company’s prior written consent. Any attempt to do so without consent is void. The Company may assign this Agreement, in whole or in part, to any affiliate or in connection with a reorganisation or corporate transaction without your consent.

### 31. Notices

We may give notice to you by: (i) sending a message to the email address associated with your account, or (ii) posting a notice on the website, including on your account dashboard or on the website home page. Notices sent by email take effect when they are sent, and notices posted on the website take effect when they are posted, unless a later date is stated.

You may give notice to the Company by sending a written notice by certified or registered mail, return receipt requested, to METACO INTELLIGENCE CORPORATION Attn: Legal Department, at Advanced Tower Building, First Floor Ricardo, Arias Street, Panama City, Republic of Panama, with a copy by email to <contactus@zoth.io>. Notices sent by mail take effect when they are actually received by the Company.

### 32. Contact

You may contact the Company under these terms or for questions at <contactus@zoth.io>. For privacy or data protection issues, you may contact <contactus@zoth.io>. The Company may contact you under these terms using the email address linked to your website account or by posting a message on the website home page or your account page.


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