Prospectus and Terms of Use and Service

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Company: RockWallet Custody Limited DAB
DAB No.: A00003
Address: Suite 7, Woods Centre, Friars Hill Road, St. John’s, Antigua and Barbuda

RockWallet Custody Limited (“RockWallet”) is authorized to issue an unlimited number of MNEE Tokens to verified customers of RockWallet. MNEE Tokens are denominated in a range of Fiat, guided by applicable laws. Each MNEE Token is intended to maintain the value of corresponding Fiat it represents. In order to issue 1 MNEE Token, 1 unit of Fiat or an equivalent amount of Fiat-denominated assets are held in the RockWallet Reserves. Risk factors are outlined in section 11 of Additional Disclosure.

Issuances Manager: RockWallet Custody Limited
Shareholder: RockWallet Holdings Limited
UBO: Ronnie Mitchell Tarter

Auditor: Gold Standard Accounting Solutions INC., 9 Cross Street, P.O BOX W713, St.John’s, Antigua & Barbuda

Legal Counsel: Cort & Cort Attorneys at Law, 44 Church Street, St. John’s, Antigua and Barbuda

Biographies
Director: Ronnie Tarter, Suite 7, Woods Centre, Friars Hill Road, St. John’s, Antigua and Barbuda

Ronnie is a Director of RockWallet Custody Limited.

Prior to the above role, Ronnie was President of a family office, and responsible for overseeing its day-to- day operations, including investment, concierge services, providing legal and corporate finance advice on mergers & acquisitions, real estate, digital assets and alternative investments, accounting, treasury
management, compliance, and assisting in establishing and operating companies in Antigua.

Prior to the above roles, Ronnie was a lawyer at Fasken Martineau DuMoulin LLP, one of the largest full service corporate law firms in Canada with over 800 lawyers, and entrepreneur, founding several successful companies in technology and tourism.
Ronnie has a Master of Business Administration from the Schulich School of Business, a Juris Doctor from Osgoode Hall Law School, a Bachelor of Arts: Media, Information and Technoculture from University of Western Ontario.

Audit and Compliance
Gold Standard Accounting Solutions INC. has been engaged as auditor, including for the purpose of assisting the licensee with producing a compliance statement after approval of this disclosure document, confirming compliance with Schedule 1 and other relevant provisions of the Digital Assets Business Act, 2020. The procedures selected depend on auditor judgment, including the assessment of the risk of material misstatement within this regulatory disclosure document, whether due to fraud or error. The auditors will also obtain an understanding of RockWallet and its environment sufficient to assess the risks of material misstatement within this regulatory disclosure document. The process will include licensee providing Gold Standard with access to all information of which management is aware that is relevant to the preparation and fair presentation of this regulatory disclosure document such as records, documentation, and other matters; additional information that Gold Standard may request from management for the purpose of the audit; and unrestricted access to persons within the entity from whom Gold Standard determines it necessary to obtain audit evidence.

Compliance (Section 5, Part 2, Schedule 1)

a) RockWallet uses a third-party vendor, LSEG World Check One, to identify participants. The World
Check Data File contains more than 4 million highly structured records on individuals and entities known to represent a direct or potential reputational, legal or financial crime risk. It delivers accurate data about PEPs, State Owned Enterprises, individuals and entities on global sanctions lists, individuals and entities on law enforcement and regulatory watchlists, and individuals and entities of significant interest linked to more than 30 risk categories.

b) Participants must complete an onboarding questionnaire and provide information about their company, including formation documents, a list of all directors and a list beneficial owners. Formation documents are reviewed to ensure the company is not formed in a prohibited jurisdiction. Names and identification documents of all directors, beneficial owners and legal entities are screened using LSEG World Check One to ensure no sanctions/SDN hits, and that no PEPs are identified.

c) Each participant’s identifying information is securely stored in a document management and storage system, separate from all other participants. This allows RockWallet to quickly view/retrieve relevant documentation on-demand. Access to this storage location is restricted to protect customer data.

Per Part 2, Compliance Measures, of Schedule 1, following is a description of the measures that will be established, utilizing the tools/processes above, to enable the abovementioned audit and production of the abovementioned compliance statement after approval of this disclosure document confirming compliance with Schedule 1 and other relevant provisions of the Act.

6. Meaning of “appropriate measures”
For the purposes of Schedule 1, appropriate measures include the following—

RockWallet has implemented the following in order to comply with such appropriate measures:

(a) As part of its onboarding process, RockWallet has implemented identity verification (Know Your Customer) procedures to identify any participant and verify the participant’s identity on the basis of documents, data or information obtained from a reliable and independent source;

(b) in the case of a legal entity or legal arrangement, RockWallet will identify the participant and verify the identity of the relevant natural person carrying out the transaction or proposed
transaction;

(c) in the case of a person purporting to act on behalf of a participant, RockWallet will verify that the person is in fact so authorised and identify and verify the identity of that person; and

(d) conduct enhanced due diligence whenever necessary.

7. Verification of identity and timing of verification
1) RockWallet will, in relation to issuances, ensure that it applies appropriate measures relating to identification and verification of the participants in the issuances, including collection of constating documents, register of directors, a list of beneficial owners, and successful verification of the foregoing through a third-party service provider.

2) Subject to paragraph (3), RockWallet will verify the identity of a participant before the issuance of MNEE Token to the participant with respect to the issuances.

3) Such verification will be completed prior to the issuance of MNEE Token to the participant.

8. Requirement to cease transactions, etc.
1) Appropriate measures to verify the identity of any participant are applied prior to issuance of any assets including collection of constating documents, register of directors, a list of beneficial owners, and successful verification of the foregoing through a third-party service provider.

2) In the event that an existing business relationship is terminated because RockWallet is unable to apply appropriate measures, details regarding the termination shall be included in any final audit or other compliance report required by the Commission.

9. Enhanced Due Diligence
1) RockWallet will apply, on a risk-sensitive basis, enhanced due diligence to business relationships with existing participants or proposed participants with respect to issuances:

a) in accordance with paragraph (2);
b) in instances where a person or a transaction is from or in a country that has been identified as having a higher risk by the Financial Action Task Force;
c) in instances where a person or a transaction is from or in a country that represents a higher risk of money laundering, corruption, terrorist financing or being subject to international sanctions;
d) in any other situation which by its nature may present a higher risk of money laundering or terrorist financing;
e) in instances where RockWallet suspects money laundering or terrorist financing; or
f) in instances where RockWallet doubts the veracity or adequacy of documents, data or information previously obtained for the purpose of identification or verification.

2) Where any of the circumstances in paragraph (1) exist, RockWallet will take specific and adequate measures to compensate for the potential risk, for example by applying one or more of the following measures:

a) ensuring that the participant’s identity is established by additional documents, data or information;
b) employing supplementary measures to verify or certify the documents supplied, or requiring confirmatory certification by an AML/ATF regulated financial institution (or equivalent institution inside or outside of Antigua and Barbuda) which is subject to equivalent regulations;
c) ensuring that the first payment is carried out through an account opened in the participant’s name with a banking institution;
d) monitoring the participant’s activity.

10. Reliance on third parties
1) RockWallet may rely on a service provider who falls within paragraph (2) to identify participants, provided that:

a) the other service provider consents to being relied on; and
b) notwithstanding RockWallet’s reliance on the service provider, RockWallet:
i. must obtain information sufficient to identify participants;
ii. must satisfy itself that reliance is appropriate given the level of risk for the jurisdiction in which the party to be relied upon is usually resident; and
iii. will remain liable for any failure to apply such measures.

2) The service provider is:

a) an AML/ATF regulated financial institution in its jurisdiction of residence;
b) an independent professional resident in Antigua and Barbuda supervised by a professional body recognized by the Commission; or
c) an independent professional outside of Antigua and Barbuda supervised by a
professional body equivalent to the bodies recognized in Antigua and Barbuda by the Commission.

RockWallet uses a third-party screening software product to verify the identity of any legal or natural person related to a participant whose identity requires verification.

11. Record-keeping
1) RockWallet will keep the records specified in paragraph (2) for at least the period specified in paragraph (3).

2) In respect of a business relationship or an occasional transaction, the records are:

a) a copy of, or the references to, the evidence of the natural or legal person’s identity obtained in order to verify the participant, together with the results of any analysis or enhanced due diligence undertaken in relation to that person; and
b) the records of transactions, provided that such records are sufficient to permit the reconstruction of individual transactions.

3) The period specified records will be kept is:

a) in the case of records in paragraph 2(a), for the duration of the business relationship and five (5) years beginning on the date on which the business relationship ends or five (5) years beginning on the date the occasional transaction is completed;
b) in the case of records in paragraph 2(b), five (5) years beginning on the date the transaction is completed

4) RockWallet does not keep the records specified in paragraph (2)(a) on behalf of any other legal or natural person.

5) In any case where RockWallet has been notified in writing by law enforcement that particular records are or may be relevant to an investigation which is being carried out, RockWallet must keep the records pending the outcome of the investigation.

6) For the avoidance of doubt, all documents and findings related to the investigations of:

a) complex transactions;
b) unusually large transactions; or
c) unusual patterns of transactions,

will be recorded and kept for a minimum period of five (5) years and shall be made available to competent authorities upon request.

7) Where RockWallet relies on a service provider to apply appropriate measures, RockWallet will securely store all identification documents of any legal or natural person and directly retrieve them if required.

Terms of Use and Service

Last updated: February 15, 2024

These terms (“Terms”) govern your (“you,” “your,” or “User”) holding and use of MNEE Token (as defined in Section 1 below) and use of and transactions involving MNEE Services (as defined in Section 2 below) with RockWallet Custody Limited (referred to as “MNEE”, “we”, “us” or “our”).   MNEE is a corporation duly incorporated under the International Business Corporations Act of the laws of Antigua and Barbuda and is the holder of a Class A license issued by the Financial Services Regulatory Commission (the “Commission”) of Antigua and Barbuda. MNEE is duly licensed and authorized by the Commission to conduct specified digital asset business, including MNEE Services.  These Terms constitute the entire agreement and understanding with respect to the holding and use of MNEE Token and the use of any or all of the MNEE Services between you and MNEE.  In order to cause MNEE Tokens to be issued or redeemed directly by MNEE, Users must be verified customers of MNEE and maintain an account with MNEE (such Users are referred to herein as “MNEE Customer”). No exceptions will be made to this provision. The right to have MNEE Tokens redeemed or issued is a contractual right personal to MNEE Customers only.   To the extent you are not a MNEE Customer but hold MNEE Tokens, these Terms still apply to your holding and use of MNEE Tokens (such Users are referred to herein as “Non-Customer”). For the avoidance of doubt, Non-Customers are not customers of MNEE, as Non-Customers are not verified and do not have an account with MNEE.   By obtaining and using MNEE Token, you understand and expressly agree to these Terms, regardless of whether or not you are a MNEE Customer, and you acknowledge that you have reviewed and understand each of the disclosures made in these Terms. Any provisions of these Terms that only apply to MNEE Customers or Non-Customers specifically will be noted herein.  Unless so noted, each Section of these Terms apply to both MNEE Customers and Non-Customers, and any use of “User”, “you” or “your” refers to both MNEE Customers and Non-Customers.   By holding or using MNEE Token, or using any of the MNEE Services, you agree that you have read, understood and accept all of the terms and conditions contained in these Terms, as well as our Privacy Policy and Cookie Policy, and you acknowledge and agree that you will be bound by these terms and policies. In the event of any inconsistency between these Terms and any other pages, policies, terms, conditions, licenses, limitations, or obligations contained within or on the website, these Terms shall prevail.

PLEASE REVIEW THE RESOLUTION OF DISPUTES PROVISION SET FORTH BELOW CAREFULLY, AS IT WILL REQUIRE ALL MNEE CUSTOMERS TO RESOLVE DISPUTES ON AN INDIVIDUAL BASIS. BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THIS AGREEMENT AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.

MNEE may amend any portion of these Terms at any time and without prior notice to you by posting the revised version of these Terms at www.mnee.xyz. The changes will become effective, and shall be deemed accepted by you, the first time you access or use MNEE Token or the MNEE Services after the posting of the revised Terms at www.mnee.xyz and shall apply on a go-forward basis with respect to accessing, holding or using MNEE Token or using the MNEE Services after the posting date. In the event that you do not agree with any such modification, your sole and exclusive remedy is to stop holding and using MNEE Token; further if you are a MNEE Customer, your sole and exclusive remedy is to stop holding and using MNEE Token, terminate your use of the MNEE Services and terminate your MNEE Account (if any). You agree that we shall not be liable to you or any third party as a result of any losses suffered by any modification or amendment of these Terms. You should check the website frequently to confirm that your copy and understanding of these Terms is current and correct. Your continued holding and use of MNEE Token or use of any MNEE Services after the effective date (as outlined above in this Section) of any amendments, changes, or updates constitutes your acceptance of these Terms, as modified by such amendments, changes, or updates.

The holding or use of MNEE Token or use of any MNEE Services is void where such use is prohibited by, would constitute a violation of, or would be subject to penalties under applicable laws, and shall not be the basis for the assertion or recognition of any interest, right, remedy, power, or privilege.

1. About MNEE Token  MNEE Token is a digital token issued by MNEE that operates on various blockchains (“MNEE Token”). Under applicable law, MNEE Token is a digital representation of value that is used as a medium of exchange, unit of account, or store of value and is not legal tender, whether or not denominated in legal tender (“Digital Token”). For the avoidance of doubt, these Terms only apply to MNEE Tokens issued by MNEE.  MNEE Tokens are denominated in a range of Fiat, guided by applicable laws.  MNEE Tokens are fully backed by an equivalent amount of money or currency of a country or jurisdiction that is designated as legal tender and circulated, customarily used, and accepted as a medium of exchange in the country or jurisdiction of issuance (“Fiat”) or Fiat-denominated assets held by MNEE. This means that for every MNEE Token issued by MNEE and remaining in circulation, MNEE will hold either the equivalent amount of Fiat or an equivalent amount of Fiat-denominated assets (the “MNEE Reserves”). In order to issue 1 MNEE Token, a corresponding 1 unit of Fiat it represents, or an equivalent amount of Fiat-denominated assets is held in the MNEE Reserves. The composition of the MNEE Reserves used to back MNEE Tokens is within the sole control and at the sole and absolute discretion of MNEE.   MNEE Tokens are backed by MNEE Reserves, including Fiat or an equivalent amount of Fiat-denominated assets, but MNEE Tokens are not Fiat themselves.   Each MNEE Token is intended to maintain a value of 1 unit of the corresponding Fiat it represents.    MNEE Token is not designed to intrinsically create returns for holders, increase in value, or otherwise accrue financial benefit to the MNEE Token holder.

2. Explanation of MNEE Token, Services and Select Terms  The following only applies to MNEE Customers: As you are verified and maintain an account with MNEE, MNEE makes available the following MNEE Token-related services: (i) receive MNEE Token, for Fiat or an equivalent amount of Fiat-denominated assets, from MNEE, (ii) redeem MNEE Token for Fiat or an equivalent amount of Fiat-denominated assets from MNEE (iii) send and receive MNEE Token to and/or from your MNEE Customer accounts with MNEE, and (iv) transfer MNEE Token across blockchains (collectively, the “MNEE Services”).     MNEE will issue MNEE Tokens for supported Fiat and other supported consideration, at the sole and absolute discretion of MNEE. Fiat and other consideration will be credited in MNEE Token to your MNEE account based on a rate of one (1) MNEE Token per one (1) unit of the Fiat it represents. If you send Fiat to MNEE for MNEE Tokens, you should denominate your transfer in the Fiat the MNEE Token represents. If you transmit your transfer in Fiat other than the Fiat the MNEE Token represents, MNEE or MNEE’s banking partners will convert such Fiat to the Fiat the MNEE Token represents at applicable conversion rates and may charge additional fees for completing such Fiat conversion. Your MNEE account will then be credited with an amount of MNEE Token equal to the amount of Fiat that result following such Fiat conversion, deduction of any fees charged for such Fiat conversion and deduction of any additional fees charged by MNEE. If you transmit consideration other than the Fiat the MNEE Token represents, including, without limitation, Digital Tokens or other similar digital representations of value such as bitcoin, MNEE will convert such consideration to the Fiat the MNEE Token represents, or equivalent amount of Fiat-denominated assets, at applicable conversion rates, and may charge additional fees for completing such other consideration conversion. Your MNEE account will then be credited with an amount of MNEE Token equal to the amount of Fiat, or equivalent amount of Fiat-denominated assets, that result following conversion of such other consideration, deduction of any fees charged for conversion of such other consideration and deduction of any additional fees charged by MNEE. MNEE commits to redeem one (1) MNEE for one (1) unit of the corresponding Fiat it represents, or an equivalent amount of Fiat-denominated assets, subject to these Terms, applicable law, conversion rates and any fees where applicable. MNEE reserves the right, at the sole and absolute discretion of MNEE, to redeem MNEE Tokens by in-kind redemptions of Fiat-denominated assets held in the MNEE Reserves.   To illustrate certain MNEE Services for MNEE Customers, see the three scenarios below.

1) With respect to issuing MNEE Tokens to MNEE Customers:  i. MNEE Customer requests issuance of MNEE Token from MNEE and receives a quote, incorporating applicable conversion rates, additional fees for completing applicable conversions and other MNEE fees ii. MNEE will quote MNEE Customer the amount of MNEE Token that MNEE Customer would receive in exchange for the amount of Fiat or other consideration that MNEE Customer wishes to send. Because conversion rates and the price of other consideration fluctuate, the quote we provide will only be valid for a limited time. If the quote we provided expires, MNEE won't be able to complete the transaction at that price. If MNEE Customer still wants to buy MNEE Token, we will provide MNEE Customer with updated pricing information. The updated price MNEE Customer sees may be much higher than a price that just expired iii. Once quote is accepted, MNEE Customer sends Fiat or other consideration to MNEE’s bank account, wallet or address (as applicable). Once MNEE Customer confirms purchase, the transaction is not reversible. If we cannot complete the transaction for any reason, we will notify MNEE Customer iv. MNEE mints the agreed amount of MNEE Token, crediting MNEE Customer’s account with an amount of MNEE Token equal to the amount of Fiat or equivalent amount of Fiatdenominated assets that result following applicable conversion, deduction of any fees charged for applicable conversion and other MNEE fees v. MNEE makes the newly-minted MNEE Token available to the MNEE Customer while holding the corresponding Fiat it represents, or an equivalent amount of Fiat-denominated assets, in the MNEE Reserve.   For example, for MNEE Token denominated in USD, MNEE Tokens are 1-to-1 pegged to USD. In this example, MNEE issues MNEE Tokens at a rate of one USD ($1) per one (1) MNEE Token and will hold MNEE Reserves valued at one USD ($1) to back such MNEE Token.

2) When MNEE Customers redeem MNEE Token, MNEE Customers effectively initiate the reverse process, exchanging MNEE Token for the Fiat it represents or an equivalent amount of Fiatdenominated assets. In the case of redeeming MNEE Token for the Fiat or an equivalent amount of Fiat-denominated assets:  i. MNEE Customer with MNEE Token requests a redemption from MNEE and receives quote, incorporating applicable conversion rates, additional fees for completing applicable conversion and other MNEE fees ii. MNEE will quote MNEE Customer the amount of Fiat or Fiat-denominated assets that MNEE Customer would receive in exchange for the amount of MNEE Token that MNEE Customer wishes to redeem. Because conversion rates and the price of other consideration fluctuate, the quote we provide will only be valid for a limited time. If the quote we provided expires, MNEE won't be able to complete the transaction at that price. If MNEE Customer still wants to redeem MNEE Token, we will provide MNEE Customer with updated pricing information. The updated price MNEE Customer sees may be much lower than a price that just expired. iii. Once quote is accepted, MNEE takes the MNEE Customer’s MNEE Token and takes that MNEE Token out of circulation. Once MNEE Customer confirms redemption, the transaction is not reversible. If we cannot complete the transaction for any reason, we will notify MNEE Customer. iv. MNEE sends Fiat or an equivalent amount of Fiat-denominated assets that result following applicable conversion, deduction of any fees charged for applicable conversion and other MNEE fees to the MNEE Customer’s bank account, wallet or address (as applicable)  For example, when MNEE redeems one (1) MNEE Token denominated in USD, it will redeem such one (1) MNEE Token for one USD ($1), or an equivalent amount of Fiat-denominated assets, less fees where applicable.

3) When MNEE Customer transfers MNEE Token across blockchains, MNEE Customer exchanges the MNEE Token on a source blockchain for MNEE Token on a destination blockchain. In the case of transferring MNEE Token across a blockchain:
i. MNEE Customer with MNEE Token on source blockchain requests a transfer of MNEE Token from one blockchain to another from MNEE and receives quote, incorporating fees for completing applicable conversion and other MNEE fees
ii. MNEE will quote MNEE Customer the amount of MNEE Token that MNEE Customer would receive on the destination blockchain in exchange for the amount of MNEE Token that MNEE Customer wishes to transfer from the source blockchain. The quote we provide will only be valid for a limited time. If the quote we provided expires, MNEE won't be able to complete the transaction at that price. If MNEE Customer still wants to transfer MNEE Token, we will provide MNEE Customer with updated pricing information. The updated price MNEE Customer sees may be much lower than a price that just expired
iii. Once quote is accepted, MNEE Customer sends the MNEE Token on the source blockchain to MNEE’s wallet or address and specifies the recipient wallet or address on the destination blockchain. Once MNEE Customer confirms the transfer, the transaction is not reversible. If we cannot complete the transaction for any reason, we will notify MNEE Customer
iv. MNEE takes the Customer’s MNEE Token on the source blockchain out of circulation and mints MNEE Token on the destination blockchain, crediting MNEE Customer’s account with an amount of MNEE Token that results following deduction of any fees charged for conversion and other MNEE fees
v. MNEE send the newly-minted MNEE Token to the recipient wallet or address on the destination blockchain specified by MNEE Customer, net of network fees, while continuing to hold in the MNEE Reserve Fiat or an equivalent amount of Fiat-denominated assets  Always check with MNEE before completing a transaction in your MNEE account to make sure you understand exactly what fees might be incurred. MNEE is not responsible for any processing delays that may result in connection with completing any Fiat conversion or conversion of other consideration.

Additionally, MNEE and its banking partners may not support all Fiat and consideration and may be forced to reject or return a transfer received in non-supported Fiat or non-supported consideration. Note that your MNEE account only supports MNEE Token amounts out to two decimal places, so all MNEE Token amounts will be rounded down to two decimal places. MNEE reserves the right to delay the redemption or withdrawal of MNEE Tokens if such delay is necessitated by the illiquidity or unavailability or loss of any MNEE Reserves held by MNEE to back the MNEE Tokens.  While MNEE may hold the MNEE Reserves in interest-bearing accounts or other yield-generating instruments, you acknowledge that you are not entitled to any interest or other returns earned on such funds. MNEE Token does not itself generate any interest or return for holders of MNEE Token and only represents MNEE Customers’ right to redeem MNEE Token for an equivalent amount of Fiat or Fiatdenominated assets, subject to conversion rates and fees, through your account with MNEE. You agree that MNEE may deduct from the MNEE Reserves the amount of any interest and earnings attributable or allocable to the MNEE Reserves as payment for the services provided by MNEE.  MNEE Customer’s use of the MNEE Services is subject to these Terms.  Any of the MNEE Services can be discontinued at any time in accordance with Section 8 of these MNEE Terms.  MNEE Customer understands and agrees that MNEE Customer may only access the MNEE Services directly with MNEE to the extent that you are verified and have a MNEE account in good standing. For the avoidance of doubt, your access to the MNEE Services is contingent on your maintenance of a MNEE account.

The following only applies to Non-Customers: You may not cause MNEE Tokens to be issued or transferred or redeem MNEE Token with MNEE unless you are verified customer and until you open an account with MNEE. Eligibility for and requirements related to opening an account with MNEE are set forth in these Terms.  The following applies to both MNEE Customers and Non-Customers: Your use of MNEE Token and MNEE Services (as applicable), is subject to these Terms and MNEE’s obligations hereunder are conditional on you complying with its provisions. You understand that any violation of these Terms may result in potential consequences, including the possible loss or forfeiture of the Fiat or equivalent amount of Fiatdenominated assets backing MNEE Token.   You understand and agree that sending MNEE Token to another address automatically transfers and assigns to the owner of that address (a “Holder”), and any subsequent Holder, the right to redeem MNEE Token for Fiat or an equivalent amount of Fiat-denominated assets so long as the Holder is eligible to, verified, and does, register a MNEE account.  For the avoidance of doubt, if a Holder is not eligible to register a MNEE account, or fails to do so, such Holder is not entitled to redeem MNEE Token with MNEE.

3. Restrictions   Your holding and use of MNEE Token, and any use of the MNEE Services, is subject to the laws, regulations, and rules of any applicable governmental or regulatory authority, including, without limitation, all applicable tax, anti-money laundering (“AML”) and anti-terrorist financing (“ATF”) provisions and sanctions.  You agree to act in compliance with and be legally bound by these Terms and all applicable laws and regulations. These Terms are conditional on your continued compliance at all times with these Terms and all applicable laws and regulations.  The following applies to MNEE Customers: Applicable laws require us to prevent Restricted Persons from using MNEE Services. A Restricted Person means:

• any person that is named in any sanctions-related list or any similar list of restricted persons maintained by any relevant governmental authority or owned or controlled by any such person or persons (“Sanctioned Person”);

• any person located, organized or resident in a country, territory or geographical region which is itself the subject or target of any territory-wide sanctions (a “Sanctioned Territory”) (currently, the Crimea region of Ukraine, Cuba, Iran, North Korea, and Syria) or owned or controlled by any such person or persons; and

• any person resident in, located in, attempting to access the MNEE Services from, or acting on behalf of a person that is resident or located in the United States, Canada and such other locations as designated by MNEE from time to time as a restricted location (“Prohibited Person”). For the avoidance of doubt, any person resident in or located in the United States is a Prohibited Person prohibited from using the any MNEE Services. If MNEE knows you are making a deposit or withdrawal of Fiat from or to any financial institution in the United States to facilitate the provision of MNEE Services to you, then you may be regarded as a Prohibited Person and prohibited from using the MNEE Services, at the sole discretion of MNEE.

The following applies to both MNEE Customers and Non-Customers: Further, applicable laws require us to prevent Sanctioned Persons and persons resident or located in a Sanctioned Territory, or owned or controlled by any such person or persons, from holding MNEE Token.

4. Eligibility  The following applies to both MNEE Customers and Non-Customers: MNEE accounts, MNEE Services and support for MNEE Tokens are currently only available to individuals and institutions (as applicable) not Regarded as Restricted Persons and located in supported jurisdictions, as designated by MNEE from time to time.

By holding or using MNEE Tokens, you represent and warrant that:

• you are at least 18 years old, have the capacity to contract under applicable laws, are not aSanctioned Person, not resident or located in a Sanctioned Territory and are not holding MNEETokens on behalf of a Sanctioned Person or person resident or located in a Sanctioned Territory.

• you will not be using MNEE Tokens for any illegal activity, including, but not limited to, money laundering, fraud, blackmail, extortion, ransoming data, terrorism financing, other violent activities or any prohibited market practices.

By accessing or using the MNEE Services, MNEE Customers further represent and warrant that:  

• you are not a Prohibited Person and are not holding MNEE Tokens on behalf of a Prohibited Person.    

• if you are registering to use the MNEE Services on behalf of a legal entity, (i) such legal entity is duly organized and validly existing under the applicable laws of the jurisdiction of its organization; and (ii) you are duly authorized by such legal entity to act on its behalf.  

• that you understand the risks associated with using the MNEE Services, that you are not prohibited or restricted from using the MNEE Services pursuant to these Terms, and that you are not otherwise prohibited by applicable laws from using the MNEE Services.  

• you are currently in compliance with, and will, at your own cost and expense, comply with all laws that relate to or affect the MNEE Services conducted under these Terms.   

• that you consent to any and all tax and information reporting under AML laws, ATF laws, sanctions laws, or tax laws, as MNEE may reasonably determine.

• that you shall not use any MNEE Services directly or indirectly (i) on behalf of or for the benefit of a Restricted Person; (ii) in violation of or as prohibited, restricted, or penalized under applicable sanctions laws; or (iii) in any way that would violate, be inconsistent with, penalized under, or cause the omission of filing of any report required under applicable AML laws, ATF laws, or sanctions laws.

• that you have not (i) violated; (ii) been fined, disqualified, sanctioned, the subject of sanctionsrelated restrictions, or otherwise penalized under; (iii) received any oral or written notice from any government concerning actual or possible violation by you under; or (iv) received any other report that you are the subject or target of sanctions, restrictions, penalties, or enforcement action or investigation under, any applicable laws, including AML Laws, ATF Laws, or sanctions laws.  

• that you are not: (i) owned or controlled by a Restricted Person; (ii) involved in any transaction, transfer, or conduct, whether or not by using or receiving the MNEE Services, that is likely to result in you becoming a Restricted Person; or (iii) transferring MNEE Tokens, digital assets, Fiat, Fiat-denominated assets, funds, or property to or from any wallet or address, or other account in, a Sanctioned Territory.  

• that you will not falsify any MNEE account registration or administration details provided to MNEE.  

• that you will not falsify or materially omit any information or provide misleading or inaccurate information requested by MNEE in the course of, directly or indirectly relating to, or arising from your use of any MNEE Services, including at registration or during administration or other due diligence processes, and that if any information provided to MNEE becomes incorrect, you will promptly provide corrected information to MNEE.  

• that any instructions received or undertaken from your authorized e-mail address on file with MNEE are deemed to be valid, binding, and conclusive, and that MNEE may act upon those instructions without any liability or responsibility attaching to it.  

• that you will fairly and promptly report all income associated with your use of the MNEE Services pursuant to applicable laws and pay any and all taxes exigible thereon; and  

• that you will accurately and promptly inform MNEE if you know or have reason to know whether any of the foregoing representations or warranties no longer is correct or becomes incorrect.

You also understand that there are additional representations and warranties made by you elsewhere in (or by reference in) these Terms and that any misrepresentation by you is a violation of these Terms.

If MNEE suspects or determines that you or any of your authorized users or customers, as applicable, have violated this these Terms and you have a MNEE Account, then MNEE may be forced to terminate your MNEE account and you may forfeit any Fiat or equivalent Fiat-denominated assets otherwise eligible for redemption.

Notwithstanding the foregoing, MNEE may determine not to make MNEE Token or the MNEE Services, in whole or in part, available in every market, either in its sole discretion or due to legal or regulatory requirements, depending on your location. We may also, without liability to you or any third party, refuse to let you register for a MNEE account.

Use of certain MNEE Services in a MNEE account may have further eligibility requirements that will need to be verified prior to you using such MNEE Services, or from time to time in order to continue your use of the MNEE Services, and may be subject to additional terms and conditions.

5. Fees

The following only applies to MNEE Customers: please see the MNEE fee schedule in this Section 5, which will be updated from time to time in accordance with these Terms, for a summary of applicable fees, further details of which will be disclosed to you prior to completing a transaction in your MNEE Account. You should always check the MNEE fee schedule before completing a transaction in your MNEE Account to make sure you understand exactly what fees might be incurred. You also agree to pay any other fees that may be charged in connection with sending Fiat or other consideration to MNEE or receiving Fiat or equivalent Fiat denominated assets from MNEE.

1) As abovementioned, RockWallet will:

a) carry out an internal compliance review with respect to the conduct of the issuances and financial operations, as applicable, and prepare a compliance report which shall be
audited; and

b) file with the compliance a report in such form as the Commission may determine, within 90 days of approval of this regulatory disclosure.

2) RockWallet shall ensure that appropriate mechanisms are in place in respect of the security of digital assets issued to recipients, confidentiality, disclosure of information and connected matters and that applicable Antigua and Barbuda laws are complied with in these respects.

6. AML and ATF Compliance  
Our AML and ATF procedures are guided by all applicable laws and regulations regarding AML and ATF. These standards are designed to prevent the use of the MNEE Services for money laundering or terrorist financing activities. We adopt compliance extremely seriously and it is our policy to take all necessary steps and actions to prohibit fraudulent transactions, report suspicious activities, and actively engage in the prevention of money laundering and the facilitation of money laundering, terrorist financing or any other financial crimes.

7. Exclusive MNEE Token Support, Supported Blockchains and Technical Revisions  
The following only applies to MNEE Customers: Your MNEE account supports sending and receiving MNEE Tokens, supported Digital Tokens and or other similar digital representations of value such as bitcoin (“Supported Tokens”).  If you attempt to send any other Digital Token, virtual currency, token, digital currency, or similar digital assets other than MNEE Token or Supported Tokens (“Non-Supported Tokens”) to your MNEE account, such Non-Supported Tokens may be lost forever. If MNEE Tokens are sent from your MNEE account to a wallet or address that does not support MNEE Token, your MNEE Token will be lost forever. MNEE bears no responsibility for any losses you might incur as a result of you sending Non-Supported Tokens to your MNEE account or MNEE Tokens being sent from your MNEE account to a wallet or address that does not support MNEE Token.
The following applies to both MNEE Customers and Non-Customers: As a result of the decentralized and open-source nature of MNEE Token it is possible that a party unaffiliated with MNEE could create an alternative, equivalent version of MNEE Token either on one of the MNEE Token supported blockchains or on an unsupported blockchain (a “copy”) that operates independently from MNEE Token. Similarly, it is possible that a party unaffiliated with MNEE may create an asset and purport that such asset is collateralized by or otherwise incorporates MNEE Token into its design (a “wrapper”). MNEE supports only MNEE Token and is under no obligation to support any copies of MNEE Token or wrappers and assumes no responsibility for any value that might be lost as a result of this lack of support of wrappers or copies of MNEE Token. These copies and wrappers are not MNEE Tokens, are not issued or supported by MNEE and cannot be redeemed with MNEE.
As a result of the decentralized and open-source nature of the blockchains on which MNEE is supported, it is possible that a party unaffiliated with MNEE could create an alternative version of the blockchain (a “fork”). Note that in the event of a fork of one of the MNEE Token supported blockchains, MNEE may be forced to suspend all activities relating to MNEE Token for an extended period of time until MNEE has determined in its sole discretion that services can be restored (“Downtime”). This Downtime will likely occur immediately upon a “fork”, potentially with little to no warning, and during this period of Downtime you will not be able to conduct various activities involving MNEE Token. In the event of a fork of one of the MNEE Token supported blockchains, MNEE shall, in its sole discretion, determine which fork it will support, if any. MNEE is under no obligation to support any particular blockchain or protocol, any “forked” version of any particular blockchain or protocol or any digital assets resulting from a “fork” of a blockchain. MNEE assumes no liability or responsibility whatsoever for any losses or other issues that might arise from MNEE electing to support or not support a particular blockchain or protocol, any “forked” version of any particular blockchain or protocol or any digital assets resulting from a “fork” of a blockchain or protocol.
MNEE Token operates on MNEE Token supported blockchains. MNEE does not have any ability or obligation to prevent or mitigate attacks or resolve any other issues that might arise with any MNEE Token supported blockchain. Any such attacks or delays on any MNEE Token supported blockchain might materially delay or prevent you from sending or receiving MNEE Token, and MNEE shall bear no responsibility for any losses that result from such issues.
Note that in certain circumstances, including, but not limited to, a copy or fork of a MNEE Token supported blockchain or the identification of a security issue with a MNEE Token supported blockchain, MNEE may be forced to suspend all activities relating to MNEE Token for an extended period of time until such Downtime is over and activities relating to MNEE Token can be restored. This Downtime will likely occur immediately upon a copy or fork of any MNEE Token supported blockchain, potentially with little to no warning, and during this period of Downtime you will not be able to conduct various activities involving MNEE Token.
MNEE reserves the right to migrate MNEE Token to another blockchain or protocol in the future in its reasonable discretion. Upon MNEE’s request, you agree to take any and all actions reasonably necessary to effectuate the migration of your MNEE Token to another blockchain or protocol identified by MNEE. If you fail to effectuate such migration, the MNEE Token may not be compatible with your MNEE account going forward. MNEE will not be responsible or liable for any damages, losses, costs, fines, penalties or expenses of whatever nature, whether or not reasonably foreseeable by the parties, which you may suffer, sustain or incur, arising out of or relating to your failure to effectuate such migration of your MNEE Token to another blockchain or protocol identified by MNEE.

8. Right to Modify, Delay or Suspend MNEE Services or Transactions
The following only applies to MNEE Customers: We reserve the right to (i) change, suspend, or discontinue any aspect of the MNEE Services at any time without notice and without liability (ii) decline to process any issuance or redemption without prior notice and (iii) limit or suspend your use of one or more MNEE Services at any time, in our sole and absolute discretion. Our rights under this paragraph are subject to our obligations under applicable law, including but not limited to our reasonable suspicion of conduct that violates these Terms. Suspension of your use of any of the MNEE Services will not affect your rights and obligations subject to these Terms. We may, in our sole discretion, delay issuances or redemptions if we reasonably believe the transaction violates applicable laws or violates the terms of these Terms.

9. Transactions Irreversible
The following only applies to MNEE Customers: Once a transaction has been initiated, it cannot be reversed, as further described in Section 11 below.  Except as set forth in these Terms, all transactions processed through the MNEE Services are non-refundable. You should periodically review statements from your bank, which should reflect all applicable transactions made using that payment method. You may also request the record of your transactions through MNEE.

10. Insufficient Consideration
The following only applies to MNEE Customers: If a payment made to MNEE is reversed after the minting of MNEE Token is completed, then MNEE reserves the right to retroactively cancel such minting and deduct such MNEE Token from your MNEE account, deduct such amounts from future MNEE Token issuances to your MNEE account or otherwise received into your MNEE account, suspend your MNEE account and access to the MNEE Services until resolved, if you maintain more than one MNEE account, set off the negative amount of MNEE Token in one MNEE account by applying the amount of MNEE Token you hold in your other MNEE account(s) against the negative amount, and pursue legal action or any other means of recovery available. To secure your performance of these Terms, you grant to MNEE the right to (a) block transactions involving MNEE Token from your account, including any non-MNEE Token tokens, and (b) set off any fees or other amounts owed by you against funds or assets MNEE holds on your behalf.
In the event that MNEE is forced to engage a third party to assist with the recovery of any funds owed by you to MNEE, you will be charged any fees or expenses that are incurred by MNEE in connection with such recovery efforts. You hereby explicitly agree that all communication in relation to funds owed by you to MNEE or a delinquent account will be made by e-mail or phone. Such communication may be made by MNEE or by any third party acting on its behalf. Note that if MNEE is forced to engage such third parties in connection with recovering amounts that you owe MNEE, your credit may be negatively impacted.

11. Risk Factors & Disclosures
The following list of risks associated with MNEE Token and the MNEE Services is not exhaustive.  

Liquidity and Listing: No Guarantee of Price Stability: subject to the limitations set forth in these Terms, MNEE Tokens are issued at a rate of one (1) unit of Fiat per one (1) MNEE Token. When MNEE redeems MNEE Token for Fiat, it will always redeem such MNEE Token at a rate of one (1) unit of Fiat per one (1) MNEE Token, less fees where applicable. MNEE does not guarantee that the value of one (1) MNEE Token will always equal one unit of Fiat on other platforms. Due to a variety of factors outside of MNEE’s control, the value of MNEE Token on third-party platforms such as cryptocurrency or digital asset exchange platforms could fluctuate above or below one unit of corresponding Fiat. Although one (1) MNEE Token is always redeemable for one unit of corresponding Fiat, less applicable fees, MNEE cannot control how third parties quote or value MNEE Token and makes no representations or warranties about MNEE Token in this regard, and MNEE is not responsible for any losses or other issues that may result from fluctuations in the value of MNEE Token.

Third-Party Platforms: MNEE Token is based on open-source software and runs on MNEE Token supported blockchains. This means that third parties can elect to support MNEE Token on their platforms without any authorization or approval by MNEE or anyone else.  As a result, MNEE Token support on any third-party platform does not imply any endorsement by MNEE that such third-party services are valid, legal, stable or otherwise appropriate. MNEE is not responsible for any losses or other issues you might encounter using MNEE Token on third-party platforms.

Transactions Irreversible: MNEE Token transactions are not reversible. Once you send MNEE Token to an address, you accept the risk that you may lose access to, and any claim on, that MNEE Token indefinitely or permanently. MNEE does not have the ability to reverse or recall any transaction once initiated. Nothing in these Terms is intended to obligate MNEE to track, verify or determine the origin of MNEE Token balances for Users. You bear all responsibility for any losses associated with sending MNEE Token, including instructing MNEE to send MNEE Token from your MNEE Account. You accept all consequences of sending MNEE Tokens or instructing MNEE to send MNEE Tokens out of your MNEE account.

You also accept all consequences of sending Digital Tokens, other similar digital representations of value or other digital assets to MNEE as such transactions are not reversible. Once you send Digital Tokens, other similar digital representations of value or other digital assets to an address, you accept the risk that you may lose access to, and any claim on, those Digital Tokens, other similar digital representations of value or other digital assets indefinitely or permanently.

Blacklisted Addresses and Loss of Assets: MNEE reserves the right to block the transfer of MNEE Token to and from an address at the sole and absolute discretion of MNEE and block certain MNEE Token addresses (“Blocked Addresses”). If Blocked Addresses are MNEE custodied addresses, MNEE reserves the right to freeze associated MNEE Tokens, temporarily or permanently, that it determines, in its sole and absolute discretion, may be associated with activity that violates these Terms. In the event that you send MNEE Token to a Blocked Address, or receive MNEE Token from a Blocked Address, MNEE may freeze such MNEE Token and take steps to terminate your MNEE account. In certain circumstances, MNEE may deem it necessary to report such suspected illegal activity to applicable law enforcement agencies and you may forfeit any rights associated with your MNEE Token, including the ability to redeem MNEE Token. MNEE may also be required to freeze MNEE Token and/or surrender associated Fiat or equivalent fiat-denominated assets held in MNEE Reserves in the event it receives a legal order requiring it to do so.

Sharing of Information: In the course of processing and sending any withdrawals, or when processing and receiving deposits, MNEE may be required to share your User information with other third parties, as required under applicable laws or upon a lawful request. You hereby irrevocably grant full permission and authority for MNEE to share this information with such contractual third parties, as required under applicable laws or upon a lawful request, and release MNEE from any liability, error, mistake, or negligence related thereto.

Technical and Operational Challenges: You are aware of and accept the risk of technical and operational challenges. MNEE may experience sophisticated attacks, unexpected surges in activity or other operational or technical difficulties that may cause interruptions to the MNEE Services. You understand that the MNEE Services may experience operational issues that lead to delays, including delays in redeeming MNEE Token. You agree to accept the risk of transaction failure resulting from unanticipated or heightened operational or technical difficulties. You agree not to hold MNEE accountable for any related losses.

Compliance, Legal and Regulatory Risk and Uncertainty: You are responsible for complying with applicable law. You agree that MNEE is not responsible for determining whether or which laws may apply to your transactions, including tax laws. You are solely responsible for reporting and paying any taxes arising from your use of MNEE Token or the MNEE Services, including any accurate reporting of the tax or legal status of MNEE Token in your jurisdiction. You are responsible for knowing and understanding how MNEE Tokens and MNEE Services will be addressed, regulated and taxed under applicable law.

The regulatory status of MNEE Token and blockchain technology is unclear or unsettled in many jurisdictions. It is difficult to predict how or whether regulatory agencies may apply existing regulation with respect to MNEE Token, blockchain technology and its applications. Accordingly, it is not possible to determine how or whether a MNEE Token transfer would be recognized under applicable law by a court or regulator.

Legislative and regulatory changes or actions may adversely affect the MNEE Token, MNEE Services and/or value of MNEE Token.

No Deposit Insurance: MNEE Tokens held in your MNEE account and certain Fiat-denominated assets including, without limitation, Digital Tokens or other similar digital representations of value, held in MNEE Reserves are not subject to deposit insurance protection or equivalent schemes in your country of residence.

Right to Redeem: Only MNEE Customers can redeem MNEE Token directly with MNEE.  For MNEE Customers, your ability to redeem one (1) unit of Fiat for each MNEE Token is conditional on your possession of a corresponding amount of MNEE Token associated with a registered MNEE account, no violation of these Terms, and no action, pending or otherwise, by a regulator, law enforcement or a court of competent jurisdiction that would restrict redemption.

Right to Redeem: Only MNEE Customers can redeem MNEE Token directly with MNEE.  For MNEE Customers, your ability to redeem one (1) unit of Fiat for each MNEE Token is conditional on your possession of a corresponding amount of MNEE Token associated with a registered MNEE account, no violation of these Terms, and no action, pending or otherwise, by a regulator, law enforcement or a court of competent jurisdiction that would restrict redemption.

Encumbrances: Depending on the actions of the owners of MNEE Token addresses before your receipt of MNEE Token from another MNEE Token address, it is possible that the transfer of MNEE Token between MNEE Token addresses could result in the MNEE Token in your account becoming subject to a lien or other form of security interest before redemption.

Affiliate Activities: You understand and agree that individuals or entities affiliated with MNEE may hold, purchase, sell or otherwise engage in transactions using or involving MNEE Token. You further understand and agree that such persons may engage in this activity for any reason are not under any obligation to engage in these activities, and they may be discontinued at any time.

Counterparty Risk: Having MNEE Token on deposit with any third party in a custodial relationship has connected risks including, without limitation, security breaches, contractual breach and risk of loss. You should be wary of allowing third parties to hold your MNEE Tokens. MNEE Token transactions are not reversible and you accept the risk that you may lose access to, and any claim on, MNEE Tokens indefinitely or permanently.

Reserve Counterparty Risk: Any Digital Token project such MNEE relies on financial institutions and counterparties to hold Fiat, Fiat equivalents and other assets to back the tokens that are issued, outstanding and freely circulating. Fiat or equivalent fiat-denominated assets backing MNEE Tokens are subject to the risk of default, insolvency, inability to collect and illiquidity. Additionally, MNEE Reserves held at or through financial institutions or intermediaries may be subject to the risk of loss, theft and governmental and regulatory freezes and seizures. Further, these counterparties have their own policies and may change their views at any time, which may result in delays and other barriers to redemption.

Valuation Risk: MNEE Token is fully backed by MNEE Reserves. MNEE Reserves are not insured and could be subject to factors including, without limitation, unexpected loss, diminution in value or governmental and regulatory freezes and seizure. This may result in delays and other barriers to redemption. MNEE Tokens are not Fiat and are not issued, backed or guaranteed by any government. There is a risk of loss in holding MNEE Tokens. You should be aware of these risks at all times.

12. Prohibited Transactions
The following applies to both MNEE Customers and Non-Customers: In connection with your holding or use of MNEE Token, you hereby agree that you will not use MNEE Token for transactions related to or involving the following. Using MNEE Tokens for transactions related to or involving the following is prohibited, and MNEE reserves the right to, to the extent possible, monitor and, if appropriate, block or otherwise prevent transactions that relate to or involve:

1. any Sanctioned Persons;  

2. any Sanctioned Territory;  

3. violating, or assisting any other party in violating, these Terms or any applicable law;  

4. partaking in any transaction involving the proceeds of illegal activity;  

5. money-laundering or terrorist financing;

6. intentionally trying to defraud, or assist in the defrauding of, other Users;  

7. taking any action that interferes with, intercepts, or expropriates any system, data or information;  

8. transmitting or uploading any virus, worm, or other malicious software or program;  

9. attempting to gain unauthorized access to other MNEE accounts, the MNEE website or any related networks or systems;

10. collecting any User information from other Users, including, without limitation, email addresses;  

11. defaming, harassing, or violating the privacy or intellectual property rights of MNEE or any other Users; or  

12. uploading, displaying or transmitting any messages, photos, videos or other media that contain illegal goods, violent, obscene or copyrighted images or materials (such activities, “Prohibited Hold and Use Activities”).

The following applies to MNEE Customers: In connection with your use of the MNEE Services, you further hereby agree that you will not use MNEE Services for transactions related to or involving the following. Using the MNEE Services for transactions related to or involving the following is prohibited, and MNEE reserves the right to, to the extent possible, monitor and, if appropriate, block or otherwise prevent transactions that relate to or involve:

1. providing false, inaccurate, or misleading information to MNEE;  

2. using the MNEE Services on behalf of any third party or otherwise act as an intermediary between MNEE and any third parties;  

3. using any MNEE Services in order to disguise the origin or nature of illicit proceeds, violate any applicable laws or transact in any illicit Fiat, Digital Tokens or other similar digital representations of value, digital assets, property, or proceeds;  

4. using MNEE Services if any applicable laws, including but not limited to AML laws and ATF Laws, expose MNEE to liability under these Terms;  

5. using any MNEE Services to interfere with or subvert the rights or obligations of MNEE or the rights or obligations of any other User or any other third party or cause legal liability for MNEE or other User;  

6. taking advantage of any technical glitch, malfunction, failure, delay, default, or security breach with respect to the MNEE Services;  

7. using MNEE Services to engage in conduct that is detrimental to MNEE or to any other User or any other third party;

8. falsifying any MNEE account, wallet or address, registration details or administration details provided to MNEE, impersonating another person or misrepresenting your affiliation with a person;  

9. falsifying or materially omitting any information or providing misleading or inaccurate information requested by MNEE, including at registration or during the course of administering any MNEE Services to you;  

10. causing injury to, or attempting to harm, MNEE or any third party through your access to any MNEE Services;  

11. where you are a Restricted Person, using MNEE Services utilizing any virtual private network, proxy service or any other third party service, network, or product with the effect of disguising your IP address or location; or  

12. any matters, goods or services that from time to time we communicate to you that are unacceptable and which, for example, may be restricted by our and your bank or payment partners (such transactions, “Prohibited Services Activities”).

In the event that MNEE learns you are engaged in Prohibited Hold and Use Activities or Prohibited Services Activities, MNEE will consider it to be a violation of these Terms and address such Prohibited Hold and Use Activities or Prohibited Services Activities in its sole and absolute discretion which, if you have a MNEE Account, may include suspending or terminating your MNEE Account, which can result in the potential forfeit of any Fiat or equivalent Fiat-denominated assets otherwise eligible for redemption.

Actions by MNEE may also include, but are not limited to, making a report to any government, law enforcement, or other authorities, without providing any notice of you about any such report; confiscation of any Fiat, equivalent Fiat-denominated assets, proceeds, Digital Tokens or other similar digital representations of value or digital assets that you have on your MNEE Account; and, suspending or terminating your access to any MNEE Services or Fiat, equivalent Fiat-denominated assets, proceeds, Digital Tokens or other similar digital representations of value or digital assets from any wallet or address. MNEE may, at its sole and absolute discretion, seize and deliver your assets to any applicable government, law enforcement or other authorities where circumstances warrant. In addition, should your actions or inaction result in the imposition of economic costs to MNEE, you shall pay an amount to MNEE so as to render MNEE whole, including without limitation, the amount of taxes or penalties that might be imposed on MNEE.

13. Law Enforcement Requests
From time to time, MNEE receives information requests about its customers from law enforcement agencies around the world.

When MNEE is contacted, law enforcement is generally interested in two types of data: information about MNEE Customers’ identities and information about their activities using MNEE Tokens. As well, as part of their investigation, law enforcement may be interested in requesting that an address is frozen.

When information requests are received, MNEE requires that it be accompanied by appropriate legal process. This can vary from place to place. For example, production orders, search warrants, and subpoenas, but also requests for voluntary disclosure of data may all amount to legal process. MNEE reviews each order and request for voluntary disclosure to determine that it has valid legal basis, and that any response is narrowly tailored to ensure that only the data to which law enforcement is entitled is provided. Similarly, requests to freeze MNEE addresses should be accompanied by appropriate legal process.

MNEE also reserves the right to make disclosures to authorities in order to protect itself, any associates, or MNEE Customers.

In this context, MNEE might be ordered to share and/or will provide on a voluntary basis, if this appears reasonable and necessary, information with/to law enforcement agencies and/or a government.

You hereby consent to the sharing of your information, including personal information, as further detailed in these Terms and the Privacy Policy.

MNEE welcomes inquiries from law enforcement agencies about its policies and procedures. Please contact MNEE at support@MNEE.xyz.

14. Limited License and IP Rights  
The following only applies to MNEE Customers: We grant you a limited, non-exclusive, nonsublicensable, and non-transferable license, subject to the terms and conditions of these Terms, to access and use the MNEE Services solely for approved purposes as determined by MNEE. Any other use of the MNEE Services is expressly prohibited. MNEE and its licensors reserve all rights in the MNEE Services and you agree that these Terms do not grant you any rights in or licenses to the MNEE Services except for the limited license set forth above. Except as expressly authorized by MNEE, you agree not to modify, reverse engineer, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works based on the MNEE Services, in whole or in part. If you violate any portion of these Terms, your permission to access and use the MNEE Services may be terminated pursuant to these Terms.

“MNEE.xyz”, “MNEE”, and all logos related to the MNEE Services are either trademarks, or registered marks of MNEE or its licensors. Whether or not you have a MNEE account, you may not copy, imitate, or use them without MNEE's prior written consent. All right, title, and interest in and to the MNEE website, any content thereon, the MNEE Services, and all technology and any content created or derived from any of the foregoing is the exclusive property of MNEE and its licensors.

15. Taxes  
The following only applies to MNEE Customer: MNEE will maintain a record of your transaction history, which you will be able to access through MNEE for purposes of making any required tax filings or payments, but it is your responsibility to determine what, if any, taxes apply to the payments you make or receive, and to collect, report and remit the correct tax to the appropriate tax authority. MNEE will make any tax withholdings or filings that we are required by law to make, but MNEE is not responsible for determining whether taxes apply to your transaction, or for collecting, reporting, or remitting any taxes arising from any transaction. Your transaction history will include all transactions you complete with MNEE including the issuing of MNEE Token and redeeming MNEE Token for Fiat or equivalent Fiatdenominated assets.

16. Third Parties  
You understand and agree that MNEE does not control any products or services sold or offered by third parties using the MNEE Services.

MNEE is not liable for any losses or issues that may arise from such third-party transactions, including, but not limited to, failure to comply with applicable law and regulations (including any consequences for illegal transactions that might be triggered under these Terms) and the delivery of such products and services. If you are not satisfied with any goods or services purchased from a third party using the MNEE Services, you must handle those issues directly with the third-party.

17. Indemnification; Release  
The following only applies to MNEE Customers: You agree to indemnify and hold MNEE, its affiliates, and service providers, and each of their officers, directors, agents, joint venturers, employees, and representatives harmless from any claim or demand (including attorneys’ fees and any losses, fines, fees or penalties imposed by any regulatory authority) arising out of your breach of these Terms, your violation of any law or regulation, your holding or use of MNEE Token, your use of the MNEE Services or your use of our products and services.

For the purpose of this Section 17, the term “losses” means all net costs reasonably incurred by us or the other persons referred to in this Section 17 which are the result of the matters set out in this Section 17 and which may relate to any claims, demands, causes of action, debt, cost, expense or other liability, including reasonable legal fees (without duplication).

If you have a dispute with one or more Users or third parties, you release MNEE (and its affiliates and service providers, and each of their officers, directors, agents, joint ventures, employees and representatives) from all claims, demands, and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes.

The following only applies to Non-Customers: You agree to indemnify and hold MNEE, its affiliates, and service providers, and each of their officers, directors, agents, joint venturers, employees, and representatives harmless from any claim or demand (including attorneys’ fees and any losses, fines, fees or penalties imposed by any regulatory authority) arising out of your breach of these Terms, your violation of any law or regulation or your holding or use of MNEE Token

For the purpose of this Section 17, the term “losses” means all net costs reasonably incurred by us or the other persons referred to in this Section which are the result of the matters set out in this Section 17 and which may relate to any claims, demands, causes of action, debt, cost, expense or other liability, including reasonable legal fees (without duplication).

If you have a dispute with one or more Users or third parties, you release MNEE (and its affiliates and service providers, and each of their officers, directors, agents, joint ventures, employees and representatives) from all claims, demands, and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes.

18. Limitation of Liability; No Warranty  
The following only applies to MNEE Customers: YOU EXPRESSLY UNDERSTAND AND AGREE THAT MNEE AND OUR AFFILIATES AND SERVICE PROVIDERS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES, AND REPRESENTATIVES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF MNEE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE MNEE SERVICES; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE MNEE SERVICES; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (IV) ANY OTHER MATTER RELATING TO THE MNEE SERVICES.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE MNEE SERVICES OR WITH THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE MNEE SERVICES AND TERMINATE YOUR ACCOUNT.

THE MNEE SERVICES ARE PROVIDED "AS IS" AND WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. MNEE, OUR AFFILIATES, AND OUR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES, AND SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. MNEE MAKES NO WARRANTY THAT (I) THE MNEE SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE MNEE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR (III) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU WILL MEET YOUR EXPECTATIONS.

MNEE will make reasonable efforts to ensure that requests for MNEE account transactions are processed in a timely manner, but MNEE makes no representations or warranties regarding the amount of time needed to complete processing because the MNEE Services are dependent upon many factors outside of our control, such as delays in the banking system or mail service. Some jurisdictions do not allow the disclaimer of implied warranties, so the foregoing disclaimers may not apply to you. This Section 18 gives you specific legal rights and you may also have other legal rights that vary from jurisdiction to jurisdiction.

The following only applies to Non-Customers: YOU EXPRESSLY UNDERSTAND AND AGREE THAT MNEE AND OUR AFFILIATES AND SERVICE PROVIDERS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES, AND REPRESENTATIVES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF MNEE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO HOLD OR USE MNEE TOKEN; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO INVOLVING MNEE TOKEN; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (IV) ANY OTHER MATTER INVOLVING MNEE TOKEN.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH MNEE TOKEN, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE HOLDING AND USE OF MNEE TOKEN.

MNEE TOKEN IS PROVIDED "AS IS" AND WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. MNEE, OUR AFFILIATES, AND OUR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES, AND SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. MNEE MAKES NO WARRANTY THAT (I) THE MNEE TOKEN WILL MEET YOUR REQUIREMENTS, (II) THE MNEE TOKEN WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR (III) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU WILL MEET YOUR EXPECTATIONS.

19. Privacy  
We are committed to safeguarding your personal information and assisting you in understanding exactly how your personal information is being used. You should carefully read the MNEE Privacy Policy, as it provides details on how your personal information is collected, processed, stored, safeguarded and used.

20. Force Majeure  
MNEE shall have no liability for any failure or delay resulting from any condition beyond our reasonable control.

21. Assignment and Third-Party Holders  
You may not transfer or assign these Terms or any rights or obligations hereunder, by operation of law or otherwise and any such attempted assignment shall be void, subject to the following exception. Sending MNEE Token to an address will automatically transfer and assign to that Holder, and any subsequent Holder, the right to redeem MNEE Token for Fiat or equivalent Fiat-denominated assets so long as the Holder is eligible to, and does, register a MNEE Account. Each Holder is subject to all terms of these Terms as if a User.

We reserve the right to freely assign these Terms and the rights and obligations of these Terms to any third party at any time without notice or consent. If you object to such transfer or assignment, you may stop holding and using MNEE Token; further if you are a MNEE Customer, you may also stop using our MNEE Services, and terminate these Terms by contacting Support at support@MNEE.xyz and asking us to close your MNEE account.

22. Survival  
Upon termination of these Terms (and termination of your MNEE account, if you are a MNEE Customer), all rights and obligations of the parties that by their nature are continuing will survive such termination.

23. Third Party Content and MNEE Website  
MNEE strives to provide accurate and reliable information and content on the MNEE website, but such information may not always be correct, complete, or up to date. MNEE will update the information on the MNEE website as necessary to provide you with the most up to date information, but you should always independently verify such information. The MNEE website may also contain links to third-party websites, content or materials. Such information is provided for your convenience and links or references to third-party websites, content or materials do not constitute an endorsement by MNEE of any products or services. MNEE shall have no liability for any losses incurred as a result of actions taken in reliance on the information contained on the MNEE website or in any third-party websites, content or materials.

24. Legal Compliance  
The MNEE Token and MNEE Services are subject to AML and ATF provisions, including sanctions. By holding or using MNEE Token, or using the MNEE Services, you represent and warrant that your actions are not in violation of sanctions. Without limiting the foregoing, you may not hold or use MNEE Token if you are a Sanctioned Person or in a Sanctioned Territory, or intend to transact with or on behalf of any Sanctioned Persons or person resident or located in a Sanctioned Territory, or use the MNEE Services if you are a Restricted Person or intend to transact with or on behalf of any Restricted Persons.

The following only applies to MNEE Customers: MNEE insists on a comprehensive and thorough due diligence process implementation and ongoing analysis and reporting. By agreeing to these Terms, you shall affirmatively certify whether you are resident in, located in, attempting to access the MNEE Services from, or acting on behalf of a person that is resident or located in, the United States and must provide promptly all information requested and necessary to satisfy due diligence requirements and obligations pursuant to applicable laws and the compliance policies or procedures of MNEE. Additionally, MNEE may assess whether you will make, or intend to make, a deposit or withdrawal of Fiat from or to any U.S. financial institution to facilitate the provision of the MNEE Services and, if applicable, you must provide all information requested and necessary to satisfy due diligence requirements and obligations pursuant to applicable laws and the compliance policies or procedures of MNEE. You agree to provide promptly documentation, information or records requested by MNEE at any time, including, without limitation, information permitting the determination of tax residence or other matters under applicable laws. Such information may include, but is not limited to, information as to controlling persons. MNEE needs to retain certain information, documentation, and records on file pursuant to applicable laws and its contractual relationships, and MNEE hereby expressly reserves the right to keep such information, documentation, and records. Based on documentation, information or records provided by you, requested by MNEE, or otherwise available, MNEE in its absolute and sole discretion may determine whether you are eligible to register or maintain a MNEE account. Such determination will be communicated to you. Additionally, MNEE monitors for and assesses suspicious or sanctionable transactions under applicable AML, ATF and sanction laws, as well as undertakes mandatory reporting to regulators. These undertakings shall apply even when you suspend or terminate your relationship with MNEE or abandon your application to have a MNEE account with MNEE. Our policies apply to any and all Fiat, Digital Tokens or other similar digital representations of value, digital assets or proceeds being exchanged through the MNEE Services.

MNEE reserves the right to refuse registration for a MNEE account or to suspend or terminate the administration of MNEE Services for or with any MNEE Customer for any reason (or for no reason) at any time, subject to any limitations imposed by applicable laws. Without limiting the generality of the foregoing, this includes, but is not limited to: (i) being a Restricted Person (ii) being a person from or in jurisdictions that do not meet international AML or ATF standards (iii) being person that presents a risk of any exposure to penalties, sanctions, or other liabilities under AML Laws, ATF Laws, sanctions laws that may apply; (iv) being a person that MNEE determines is in violation of, causing any other person to violate, attempting or conspiring to violate, or evading or circumventing, these Terms or applicable laws; and (v) being any person that fails to meet any user due diligence standards, requests, or requirements of MNEE, or otherwise appears to be of high risk, including but not limited to any of the foregoing factors. In lieu of refusing registration or ongoing administration of your MNEE Account, MNEE may perform enhanced due diligence procedures. At all times, you may be subject to enhanced due diligence procedures in your use of the MNEE Services. If you decline to provide requested due diligence information or otherwise do not reply timely or substantively with the documentation or data requested MNEE has the absolute discretion to suspend or terminate MNEE Services to you immediately.

25. Governing Law and Venue  
These Terms shall be construed, interpreted and enforced in accordance with, and the respective rights and obligations of the parties shall be governed by the laws  of Antigua and Barbuda, applicable therein, and each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of Antigua and Barbuda  and all courts competent to hear appeals therefrom in connection with any suit, action or proceeding arising out of or relating to these Terms.

26. Resolution of Disputes  
You irrevocably and unconditionally agree and consent to the jurisdiction and venue of the courts of Antigua and Barbuda, and you waive any objections thereto, including without limitation under the doctrine of forum non conveniens or other similar doctrines. You and MNEE agree that any party hereto may bring claims against the other only on an individual basis and not as a plaintiff or class member in any purported class or representative action or proceeding. You and MNEE agree that no adjudicator may consolidate or join more than one person’s or party’s claims and may not otherwise preside over any form of a consolidated, representative, or class proceeding and should an adjudicator endeavor to do the aforesaid, then you and MNEE shall object to such action by the adjudicator. Any relief awarded to any one MNEE user cannot and may not affect any other MNEE users.

27. Jury Trial Waiver  
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND MNEE HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL ACTION OR PROCEEDING OF ANY KIND WHATSOVER ARISING OUT OF OR RELATING TO THESE TERMS OR ANY BREACH THEREOF, ANY USE OR ATTEMPTED USE OF THE WEBSITE OR MNEE SERVICES BY YOU, AND/OR ANY OTHER MATTER INVOLVING YOU OR MNEE .

28. Entire Agreement  The following applies to both MNEE Customers and Non-Customers: The failure of MNEE to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. The single or partial exercise of any right, power, or remedy by MNEE does not prevent MNEE from exercising any other rights, powers, or remedies. If any provision of these Terms shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect and remain enforceable between the parties. Furthermore, if any portion of these Terms, whether in whole, or in part, shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid against certain persons or categories of persons that are purportedly bound by these Terms, such portion of these Terms shall otherwise remain in full force and effect and remain enforceable as to any other persons bound by these Terms. The headings and explanatory text are for reference purposes only and in no way define, limit, construe, or describe the scope or extent of such section. These Terms governing the holding or use of MNEE Token, the use of the MNEE Services, the Privacy Policy and the Cookie Policy constitute the entire agreement between you and MNEE with respect to the holding or use of MNEE Token, and the use of the MNEE Services. These Terms are not intended and shall not be construed to create any rights or remedies in any parties other than you and MNEE and other MNEE affiliates which each shall be a third-party beneficiary of these Terms, and no other person shall assert any rights as a third-party beneficiary hereunder.

In the event of any inconsistency between these Terms and any other pages, policies, terms, conditions, licenses, limitations or obligations contained within or on the webite, these Terms shall prevail.

The following only applies to MNEE Customers: In the event of a conflict between any term set forth herein and any term set forth in a MNEE account agreement with MNEE Customer, the terms of these Terms shall control.

29. Support  
Please contact support at support@MNEE.xyz to report any violations of these Terms or to ask any questions regarding these Terms or the MNEE Services, as applicable.

30. Communications, E-Sign Disclosures and Consent  
By entering into these Terms, you agree to receive electronic communications, electronic delivery of disclosures and electronic notifications in accordance with this Section 30.

Please be aware that your consent to the electronic delivery of disclosures is required to open a MNEE account or use any of the MNEE Services. It is required by law to provide you with certain disclosures and information about the products, services or accounts you may receive or access in connection with your relationship with MNEE (“Required Information”). With your consent, we can deliver Required Information to you by a) displaying or delivering the Required Information electronically; and b) requesting that you print or download the Required Information and retain it for your records.

This notice contains important information that you are entitled to receive with respect to your consent to electronic delivery of Required Information. Your consent permits the general use of electronic records and electronic signatures in connection with the Required Information and our relationship. You may request to receive Required Information on paper, but if you do consent to electronic delivery of Required Information, we cannot proceed with the acceptance and processing to create a relationship with you in connection to the products, services or account you may receive or access.

Your consent applies to all Required Information we give you or receive from you in connection with our relationship and the associated notices, disclosures, and other documents. You agree to print out or download Required Information when we advise you to do so and keep it for your records. If you are unable to print or download any Required Information, you may contact us at support@MNEE.xyz to request paper copies.  It is your responsibility to provide us with a true, accurate and complete e-mail address and other contact information and keep such information up to date. You may update your information by sending written notice by e-mail to support@MNEE.xyz and requesting the necessary updates. You may withdraw your consent at any time. However, if you withdraw your consent, we will not be able to continue processing to create a relationship with you in connection to the products, services or account. If you don’t consent or wish to withdraw your consent to electronic disclosures, you may do so by sending us a written notice or request by email to support@MNEE.xyz. You understand that any withdrawal of your consent to receive Required Information will be effective only after MNEE has had a reasonable period of time to process your withdrawal. You understand that not consenting or withdrawing your consent will likely result in your inability to open an account with MNEE or the closure of your MNEE account.

You may request a paper copy of the Required Information by sending us a written request by email to support@MNEE.xyz. If you do not have the required software and/or hardware, or if you do not wish to use electronic records and signatures for any other reason, you can request paper copies of the Required Information to be sent to you by sending us a written request by email to support@MNEE.xyz.

Your consent does not mean that we must provide the Required Information electronically. We may, at our option, deliver Required Information on paper. We may also require that certain communications from you be delivered to us on paper at a specified address.

By consenting, you agree that you have read the information about the use of electronic records, disclosures, notices, and e-mail, and consent to the use of electronic records for the delivery of Required Information in connection with our relationship. You agree that you have been able to view this information using your computer and software. You represent that you have an account with an internet service provider and are able to send e-mail and receive e-mail with hyperlinks to websites and attached files. You also consent to the use of electronic records and electronic signatures in place of written documents and handwritten signatures. Your consent applies to any and all Required Information that MNEE is legally required to provide to you in writing in connection with your MNEE account and any related products and services. All Required Information from us to you electronically will be considered “in writing” and shall have the same meaning and effect as a paper communication. You should print or download for your records a copy of this consent and any other Required Information that is important to you. You acknowledge and agree that Required Information is considered received by you within 24 hours of the time posted to the MNEE website www.MNEE.xyz, or within 24 hours of the time emailed to you unless MNEE receives notice that the email was not delivered.

MNEE reserves the right, in our sole discretion, to cancel this electronic communication service, or to terminate or change the terms and conditions on which MNEE provides Required Information electronically. MNEE will provide you with notice of any such termination or change as required by law.

These Terms are provided to you and communicated in English. We will also communicate with you in English for all matters related to MNEE Token and your use of MNEE Services. The English language version of these Terms govern your holding and use of MNEE Token, and the MNEE Services, as applicable.

Item

Fee Applicability

Disclosures

Verification

Fees apply

Verification fee: US $200  

This amount is non-refundable. The verification fee is intended to ensure that only those who are serious about establishing a MNEE account apply. The fee assists in offsetting a portion of the costs incurred from the execution of a robust verification process.

To comply with applicable laws, MNEE maintains the sole discretion to approve or not approve MNEE accounts. By submitting a verification request, you agree that the US $200 deposit is nonrefundable.  

If you transmit your transfer in Fiat other than USD, MNEE will convert such Fiat to USD at applicable conversion rates and may charge additional fees for completing such Fiat conversion  

If you transmit consideration other than Fiat, MNEE will convert such consideration to USD or the equivalent amount of Fiat-denominated assets, at applicable conversion rates, and may charge additional fees for completing such conversion of other consideration.

You may also incur fees from your own bank

You may incur fees imposed by the platforms/networks from which you are sending other consideration

At the sole and absolute discretion of MNEE, MNEE may waive any of these fees

Deposits of Fiat and Other Consideration.

Minimum deposit: US $100,000 or equivalent consideration. At the sole and absolute discretion of MNEE, MNEE may waive the minimum deposit.

Fees apply

MNEE charges fees for deposits into your MNEE account made in connection with deposits of Fiat and other consideration.

Per Fiat Deposit – 0.2%

Per Deposit of Other Consideration – 0.2%

If you transmit your transfer in Fiat other than the Fiat the MNEE Token represents, MNEE will convert such Fiat to the Fiat the MNEE Token represents at applicable conversion rates and may charge additional fees for completing such Fiat conversion

If you transmit consideration other than Fiat, MNEE will convert such consideration to the Fiat the MNEE Token represents or the equivalent amount of Fiat-denominated assets, at applicable conversion rates, and may charge additional fees for completing such conversion of other consideration

You may also incur fees from your own bankYou may incur fees imposed by the platforms/networks from which you are sending other consideration.

Digital Asset Wallets

Fees may apply

Network fees may apply for creating blockchain addresses  

Network fees will be deducted from your MNEE Account  

At the sole and absolute discretion of MNEE, MNEE may waive these fees

MNEE Token Custody

Fees apply

MNEE charges custody fees in connection with holding MNEE Token in your MNEE account

Custody: 1% annualized custodial service fee or $30 per month, whichever is higher

MNEE shall retain any interest or return that may result from holding MNEE Token in your MNEE account in addition to retaining any interest or return that may result from holding Fiat or an equivalent amount of Fiat-denominated assets in the MNEE Reserves

MNEE Token Transfer (Outbound)

Fees Apply

In connection with sending MNEE Token from your MNEE account to external MNEE Token addresses, MNEE will charge you an administrative fee:

Administrative Withdrawal Fee: US $125

MNEE will also charge you to cover the transaction costs of the network. This fee will vary based on the current status of the network and MNEE will charge the actual network fee incurred

At the sole and absolute discretion of MNEE, MNEE may waive any of these fees

MNEE Token (Transfers)

Fee Apply

MNEE and/or its service providers will charge fees for transfers of MNEE Token.

These will be in addition to fees imposed by the platforms/networks from/on which you are sending MNEE Token

MNEE Token Transfer (Inbound)

No fees

MNEE does not charge fees in connection with receiving MNEE Token into your MNEE Account   You may incur fees imposed by the platforms/networks from which you are sending MNEE Token

Transfers MNEE Token Across Blockchains – MNEE Token transfer (inbound), burning MNEE Token on the source chain, minting MNEE Token on the destination chain into your MNEE account, transfer (outbound)

Minimum Amount: US $100,000. At the sole and absolute discretion of MNEE, MNEE may waive the minimum amount.

Fees apply  

Applicable transaction fees on the network.

Per Token Deposit – 0.2%

In connection with sending  MNEE Token from your MNEE account to external MNEE Token addresses, MNEE will charge you a fee to cover the transaction costs of the network. This fee will vary based on the current status of the network and MNEE will charge the actual network fee incurred  

You may incur fees imposed by the platforms/networks from which you are sending MNEE Token  

At the sole and absolute discretion of MNEE, MNEE may waive any of these fees

Fiat – Redeem

Minimum Fiat Withdrawal: US $100,000

Fees apply

Per Fiat Withdrawal – The greater of US $5,000 or 0.5%  

MNEE may charge fees for sending Fiat to your bank account  

You may incur fees from your own bank when receiving funds

In-Kind Redemptions  

Minimum Withdrawal: Equivalent of US $100,000

Fees apply

Per Withdrawal – The greater of US $5,000 or 0.5%  

In connection with sending inkind redemptions from your MNEE account, MNEE will charge you a fee to cover the transaction costs of the network.

This fee will vary for example based on the current status of a network and MNEE will charge the actual network fee incurred  

At the sole and absolute discretion of MNEE, MNEE may waive any of these fees

MNEE Freeze and/or Recovery

Fees apply

MNEE may charge a fee for freezing MNEE Token.

For MNEE Token recoveries, MNEE will charge a percentage of the recovered MNEE Token.

Fiat or Other Consideration - Rejected

Fees may apply

MNEE does not charge a fee if your transfer of Fiat is rejected and needs to be returned  

In connection with returning other consideration, MNEE will charge you a fee to cover the transaction costs of the network.

This fee will vary based on the current status of the network and MNEE will charge the actual network fee incurred  

You may incur fees imposed by your bank or the platforms/networks from which you are sending Fiat or other consideration  

At the sole and absolute discretion of MNEE, MNEE may waive any of these fees