USDtb is a digital dollar, otherwise known as a USD stablecoin. USDtb can be used the same way a holder would use any other dollar, whether to send and receive payments, acquire and trade assets, or to simply hold dollars.

Unlike actual dollars, USDtb is a blockchain-based token, which enables faster and cheaper spending than the traditional fiat banking system. Unlike many digital assets, USDtb is fully backed by institutional-grade tokenized U.S. treasury fund products (alongside a stablecoin reserve designed to facilitate rapid redemptions) to support stability. Initially, USDtb will be backed by BlackRock’s USD Institutional Digital Liquidity Fund Token, BUIDL.

Overview: the mint and redeem contract is a smart contract defining the operations for minting and redeeming USDtb tokens based on cryptographically signed orders controlled by a single admin. EIP-712 and EIP-1271 are the signing methods currently supported. The price present in any mint/redeem orders is determined by an off-chain RFQ system, which a benefactor may accept by signing an order and submitting it to the USDtb RFQ server. The RFQ server then has last-look rights to filter out malicious orders through a strict set of validations before proceeding with signing the transaction for on-chain settlement. Key features and controls include (references to “admin” below refer to Pallas):

1. Max mint/redeem per block: implements the maximum amount of USDtb that can be minted/redeemed in a single block using a specific type of asset. The admin can adjust the limit per asset basis, regardless of whether the asset is active.

2. Global max mint/redeem per block: In addition to mint/redeem limits by asset, there is a global mint/redeem per block configuration that caps the amount of USDtb that can be minted in a single block, regardless of the asset used to mint USDtb. The admin can adjust this configuration regardless of whether the asset is active.

3. Delegate signers: This feature allows a whitelisted address to delegate signing to another address. The mechanism to set a delegate signer is a two-step process: first, the delegator needs to propose a delegate, and finally, the delegate needs to accept the role. The purpose of this feature is to allow smart contracts to delegate signing to an EOA to sign mint/redeem instructions.

4. Custodians: The admin can add custodians, who are the only addresses that can receive assets from the mint process.

5. Benefactor: an address holding assets (benefactor) related to a minting instruction that can receive USDtb from the minting process. Benefactors are solely Mint Users as defined in the USDtb Terms and USDtb Mint User Agreement and have been expressly registered by the admin to be able to participate in mint/redeem operations.

6. Beneficiary: A whitelisted address holding assets (benefactor) for a minting instruction can assign a different address (beneficiary) to receive USDtb.

Mint Users are generally able to mint USDtb on-demand, 24/7. Subject to the USDtb Terms and USDtb Mint User Agreement, Mint Users are also able to redeem USDtb with Pallas upon little to no delays or interruptions for weekends, public holidays, or fiat wire transfers given only digital assets are utilized. In certain cases where Pallas has insufficient stablecoins on hand to satisfy immediate redemptions during weekends or bank holidays, there may be delays pending redemptions of BUIDL by Pallas Fund, which would be processed on the next business day. In certain circumstances, in the case the Mint User is able to receive BUIDL to their whitelisted address, redemptions of USDtb for BUIDL may be enabled.

Users may also use secondary markets, such as centralized exchanges, decentralized exchanges, peer-to-peer networks, and other providers of liquidity to convert USDtb to other digital assets and currencies, as available.

USDtb does not grant a holder with any right of participation, voting, governance, or otherwise as against Pallas, Pallas Foundation, or Pallas Fund. In particular, holders of USDtb have no rights as against any income generated by the assets held as backing for USDtb, nor will holders have the ability to participate in governance of Pallas or the Pallas Fund in any fashion.

Smart contracts have passed 3 full private audits from leading auditors Pashov Audit Group, Quantstamp, and Cyfrin with no high or medium level findings in October 2024. An additional Code4rena contest was completed in early November 2024.

Private audits

Pashov Audit Group

Quantstamp

Cyfrin

Public contest

Code4rena

The USDtb infrastructure is designed to be fully independent and bankruptcy remote from other business interests. USDtb is issued by Pallas (BVI) Ltd. (“Pallas”), a BVI business company with limited liability. The sole director and shareholder of Pallas is the Pallas Foundation, a Cayman Islands exempted foundation company limited by guarantee. The sole director of the Pallas Foundation is an independent professional director, Marc Piano of Horizons Global. Pallas Foundation has no members, no beneficiaries, and no shareholders - its objects are to support USDtb, including its issuance, redemption, infrastructure, and growth. Ethena Labs (or an affiliate) may be retained by Pallas and/or Pallas Foundation as a service provider.

Pallas is the sole investor and holder of shares in Pallas Fund (BVI) Ltd. (“Pallas Fund”), a BVI business company incorporated with limited liability and recognized by the Financial Services Commission of the British Virgin Islands (the BVIFSC) as a private investment fund. Pallas Fund invests the assets backing USDtb and holds the tokenized U.S. treasury fund products solely in institutional custodial accounts. The initial investment manager for Pallas Fund is Athene Management Limited (“Athene”), an affiliate of Ethena Labs. Athene is recognized by the BVIFSC as an approved manager and retained solely via an investment management services agreement without holding management shares in Pallas Fund. Pallas Fund is controlled by two independent directors, one from each of Horizons Global and Harneys Fiduciary Services. There is no overlap of directors between Pallas Foundation, Pallas Fund, and Athene.

As alluded to previously, a portion of USDtb's backing may be held in stablecoins directly by Pallas in order to facilitate prompt redemptions. These stablecoins are held within institutional custodial solutions.

Legislative and regulatory changes or actions at the international level may adversely affect the tokenization of assets into USDtb and the use, transfer, redemption, and/or value of USDtb. Users who have completed Know-Your-Customer and Anti-Money Laundering checks, as well as other onboarding procedures, and are whitelisted with Pallas (BVI) Ltd (“Pallas”) are referred to herein as a “Mint User.” To the extent you have not completed the aforementioned checks or been whitelisted but hold USDtb, these Terms still apply to your holding and use of USDtb (hereinafter referred to as “Holding User”). For the avoidance of doubt, Holding Users are not customers of Pallas.

By obtaining and using USDtb, you understand and expressly agree to these Terms, regardless of whether or not you are a customer of Pallas, and you acknowledge that you have reviewed and understand each of the disclosures made in this section. Any provisions of these Terms that only apply to Mint Users or Holding Users will be specifically noted herein. Unless so noted, each Section of these Terms apply to both Mint Users and Holding Users, and any use of “you” or “your” refers to both Mint Users and Holding Users. The terms herein applicable to Mint Users are supplemental to the terms in the USDtb Mint User Agreement.

By holding or using USDtb, or using any of the USDtb 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.

Section 22 of these Terms governs how these Terms may be changed over time; the date of the last update is set forth at the top of these Terms.

1. About USDtb

USDtb is a digital token issued by Pallas. USDtb issued by Pallas is a form of stored value or prepaid access and does not represent a claim, participation interest, economic right, voting right, or other similar right associated with Pallas or any of its affiliates.

USDtb is fully backed by an equivalent amount of U.S. Dollar-denominated tokenized U.S. treasury assets held by Pallas Fund (BVI) Ltd (“Pallas Fund”), a BVI-regulated fund, and U.S. Dollar denominated stablecoins held by Pallas and/or Pallas Fund in segregated accounts apart from Pallas’s corporate funds (the “Segregated Accounts”). For every USDtb issued by Pallas and remaining in circulation, Pallas Fund will hold an equivalent amount of USD-denominated assets in its Segregated Accounts (the “USDtb Reserves”). USDtb is not designed to intrinsically create returns for holders, increase in value, or otherwise accrue financial benefit to the USDtb holder.

2. Scope of USDtb and Key Terms

The following only applies to Mint Users: As you have agreed to, and are subject to, the USDtb Mint User Agreement, Pallas makes available the following USDtb-related Services (as defined in the USDtb Mint User Agreement: (i) issue USDtb for accepted tokens from Pallas, and (ii) redeem USDtb for supported assets from Pallas (collectively, the “USDtb Services”). Your use of the USDtb Services is subject to these Terms. Any of the USDtb Services can be discontinued at any time in accordance with Section 14 of these USDtb Terms.

You understand and agree that you may only tokenize accepted assets for USDtb and redeem USDtb directly with Pallas to the extent that you are a Mint User.

The following only applies to Holding Users: You may not redeem USDtb with Pallas unless and until you are a Mint User who has cleared KYC/AML and other checks and have onboarded as a whitelisted customer with Pallas. Eligibility for and requirements related to such process are set forth in the USDtb Mint User Agreement.

The following applies to both Mint Users and Holding Users: Your use of USDtb and USDtb Services (as applicable), is subject to these Terms and Pallas’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 assets tokenized for USDtb.

You understand and agree that sending USDtb to another address automatically transfers and assigns to the owner of that address and any subsequent owner all rights and obligations of a Holding User with respect to such USDtb. For the avoidance of doubt, if a Holding User is not a Mint User, not eligible to become a Mint User, or fails to do so, such Holding User is not entitled to redeem USDtb with Pallas.

Each USDtb is intended to maintain a value of 1 USD. In order to issue 1 USDtb, a corresponding 1 USD equivalent amount of USD-denominated assets is held in the USDtb Reserves. Pallas (or an affiliate designated by Pallas) commits to redeem 1 USDtb for 1 USD of notional value in supported digital assets, subject to these Terms, applicable law, and any fees where applicable. While Pallas may hold the USDtb 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. USDtb does not itself generate any interest or return for holders of USDtb and only represents your right to redeem USDtb as a Mint User, if you are one.

3. Applicable Laws and Regulations; AML and CTF

Your holding and use of USDtb, and any use of the USDtb 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 counter-terrorist financing (“CTF”) 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.

Pallas is committed to complying with all applicable AML and CTF laws and regulations. These standards are designed to prevent the use of the USDtb Services for money laundering, terrorist financing, fraudulent transactions, and any other illegal activities. Pallas takes compliance very seriously and actively engages in measures to:

• Prohibit fraudulent transactions;

• Report suspicious activities;

• Prevent money laundering, terrorist financing, and any related acts that facilitate financial crimes.

Applicable laws require us to prevent Restricted Persons from holding USDtb or using USDtb Services. A Restricted Person means any person that is the subject or target of any sanctions, including a person that is:

named in any Sanctions-related list maintained by the U.S. Department of State; the U.S. Department of Commerce, including the Bureau of Industry and Security’s Entity List and Denied Persons List; or the U.S. Department of the Treasury, including the OFAC Specially Designated Nationals and Blocked Persons List, the Sectoral Sanctions Identifications List, and the Foreign Sanctions Evaders List; or any similar list maintained by any other relevant governmental authority;

located, organized or resident in a country, territory or geographical region which is itself the subject or target of any territory-wide Sanctions (a “Restricted Territory”) (currently, Cuba, Iran, Syria, North Korea, and the Ukraine regions of Crimea, Donetsk, and Luhansk); or

owned or controlled by any such person or persons listed above.

4. Eligibility; Limitations

The following applies to both Mint Users and Holding Users: USDtb Services and support for USDtb are currently only available to individuals and institutions (as applicable) located in supported jurisdictions.

By holding or using USDtb, or accessing or using the USDtb Services, you further represent and warrant that:

you are at least 18 years old, are not a Restricted Person, and are not holding USDtb on behalf of a Restricted Person.

you will not be using USDtb or the USDtb Services (as applicable) for any illegal activity, including, but not limited to, illegal gambling, money laundering, fraud, blackmail, extortion, ransoming data, terrorism financing, other violent activities or any prohibited market practices, including, but not limited to, those listed under Sections 16 and 17.

Additionally, users in the United States are not eligible to become a Mint User. This restriction may be revisited from time to time taking into account relevant changes in law.

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 Pallas suspects or determines that you or any of your authorized users or customers, as applicable, have violated these Terms, including, but not limited to, attempting to transact or transacting with Blocked Addresses (as defined in Section 11) or attempting to engage or engaging in Restricted Activities (as defined in Section 16) or Prohibited Transactions (as defined in Section 17), then Pallas may be forced to terminate your status as a Mint User and you may forfeit any assets otherwise eligible for redemption.

Notwithstanding the foregoing, Pallas may determine not to make USDtb or the USDtb 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 as a Mint User.

The following only applies to Mint Users: Use of certain USDtb Services may have further eligibility requirements that will need to be verified prior to you using such USDtb Services, or from time to time in order to continue your use of the USDtb Services, and may be subject to additional terms and conditions.

5. Support

Please contact Support to report any violations of these Terms or to ask any questions regarding these Terms or the USDtb Services, as applicable.

6. Copies, Wrappers, and Forks Not Supported

The following applies to both Mint Users and Holding Users: As a result of the decentralized and open source nature of USDtb it is possible that a party unaffiliated with Pallas could create an alternative, equivalent version of USDtb either on one of the USDtb supported blockchains or on an unsupported blockchain (a “copy”) that operate independently from USDtb. Similarly, it is possible that a party unaffiliated with Pallas may create an asset and purport that such asset is collateralized by or otherwise incorporates USDtb into its design (a “wrapper”). Pallas supports only USDtb and is under no obligation to support any copies of USDtb or wrappers and assumes no responsibility for any value that might be lost as a result of this lack of support of copies of USDtb. No such copy or wrapper should be considered approved, sold, distributed, or promoted by Pallas unless explicitly stated.

As a result of the decentralized and open source nature of the blockchains on which USDtb is supported, it is possible that a party unaffiliated with Pallas could create an alternative version of the blockchain (a “fork”). Note that in the event of a fork of one of the USDtb supported blockchains, Pallas may be forced to suspend all activities relating to USDtb (including tokenizing assets for USDtb, redeeming USDtb for supported assets, or sending and receiving USDtb) for an extended period of time until Pallas has determined in its sole discretion that such functionality 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 USDtb. In the event of a fork of one of the USDtb supported blockchains, Pallas shall, in its sole discretion, determine which fork it will support, if any.

7. USDtb Supported Blockchains and Smart Contract Modifications

USDtb operates on USDtb supported blockchains. Pallas does not have any ability or obligation to prevent or mitigate attacks or resolve any other issues that might arise with any USDtb supported blockchain. Any such attacks or delays on any USDtb supported blockchain might materially delay or prevent you from sending or receiving USDtb, and Pallas 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 USDtb supported blockchain or the identification of a security issue with a USDtb supported blockchain, Pallas may be forced to suspend all activities relating to USDtb (including tokenizing assets for USDtb, redeeming USDtb for assets, or sending and receiving USDtb) for an extended period of time until such Downtime is over and USDtb Services can be restored. This Downtime will likely occur immediately upon a copy or fork of any USDtb supported blockchain, potentially with little to no warning, and during this period of Downtime you will not be able to conduct various activities involving USDtb.

Pallas reserves the right to migrate USDtb to another blockchain or protocol in the future in its reasonable discretion. Upon Pallas’s request, you agree to take any and all actions reasonably necessary to effectuate the migration of your USDtb to another blockchain or protocol identified by Pallas. Pallas 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 USDtb to another blockchain or protocol identified by Pallas.

8. Privacy

We are committed to protecting your personal information and helping you understand exactly how your personal information is being used. You should carefully read the Pallas Privacy Policy, as it provides details on how your personal information is collected, stored, protected, and used.

9. Communications

By entering into these Terms, you agree to receive electronic communications and notifications.

These Terms are provided to you and communicated in English. We will also communicate with you in English for all matters related to USDtb and your use of USDtb Services. Where we have provided you with a translation of the English language version of these Terms, you agree that such translation is provided for your convenience only and that the English language version of these Terms govern your holding and use of USDtb, and the USDtb Services, as applicable.

10. Limited License; IP Rights

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

"USDtb.money", "Pallas", and all logos related to the USDtb Services are either copyrights, trademarks, or registered marks of Pallas or its licensors. Whether or not you are a Mint User, you may not copy, imitate, or use them without Pallas's prior written consent. All right, title, and interest in and to the Pallas website, any content thereon, the USDtb Services, and all technology and any content created or derived from any of the foregoing is the exclusive property of Pallas and its licensors.

11. Risk Factors & Disclosures

The following list of risks associated with USDtb and the USDtb Services is not exhaustive.

No guarantee of price stability on Third Party Platforms

Subject to the limitations set forth in these Terms, (i) when Pallas tokenizes assets for USDtb it will always do so at a rate of one USD ($1) of notional value per one (1) USDtb; and (ii) when Pallas redeems USDtb for supported assets, it will always redeem such USDtb at a rate of one USD of notional value ($1) per one (1) USDtb, less fees where applicable.

Pallas does not guarantee that the value of one (1) USDtb will always equal 1 USD ($1) on other platforms. Due to a variety of factors outside of Pallas’s control, the value of USDtb on third-party platforms such as cryptocurrency exchange platforms could fluctuate above or below 1 USD ($1). Although a USDtb is always redeemable for $1 in notional value, less applicable fees (if any), Pallas cannot control how third parties quote or value USDtb, and Pallas is not responsible for any losses or other issues that may result from fluctuations in the value of USDtb.

Third-parties

Pallas does not control or endorse any products, services, or platforms offered by third parties using the USDtb Services or supporting USDtb. Third parties may elect to support USDtb on their platforms without any authorization or approval by Pallas. The availability of USDtb on any third-party platform does not imply that such services are valid, legal, stable, or otherwise appropriate.

Pallas is not liable for any losses, issues, or consequences that may arise from third-party transactions or the use of USDtb on third-party platforms, including, but not limited to, (i) Failure to comply with applicable laws and regulations, including illegal transactions;(ii) The quality, delivery, or satisfaction of products and services facilitated by USDtb Services; (iii) Technical errors, loss of access, or inability to recover USDtb resulting from the use of third-party platforms.

You accept all consequences of sending USDtb to third-party platforms or addresses, including the risk of loss or failure to recover your USDtb. For the avoidance of doubt, Pallas has no obligation to track, verify, or determine the provenance of USDtb balances or transactions involving third-party platforms.

You accept all consequences of sending USDtb

USDtb transactions are not reversible. Once you send USDtb to an address, you accept the risk that you may lose access to, and any claim on, that USDtb indefinitely or permanently. For example, (i) an address may have been entered incorrectly and the true owner of the address may never be discovered, (ii) you may not have (or subsequently lose) the private key associated with such address, (iii) an address may belong to an entity that will not return the USDtb, or (iv) an address belongs to an entity that may return the USDtb but first requires action on your part, such as verification of your identity. For the avoidance of doubt, nothing in these Terms is intended to obligate Pallas to track, verify or determine the provenance of USDtb balances for Users, including any form of security interests claimed thereon.

Blocked Addresses & Forfeited Funds

Pallas reserves the right to “block” certain USDtb addresses and freeze associated USDtb (temporarily or permanently) that it determines, in its sole discretion, may be associated with illegal activity or activity that otherwise violates these Terms (“Blocked Addresses”). In the event that you send USDtb to a Blocked Address, or receive USDtb from a Blocked Address, Pallas may freeze such USDtb and take steps to terminate your status as a Mint User. In certain circumstances, Pallas may deem it necessary to report such suspected illegal activity to applicable law enforcement agencies and you may forfeit any rights associated with your USDtb, including the ability to redeem USDtb for any permitted assets. Pallas may also be required to freeze USDtb and/or surrender associated assets held in Segregated Accounts in the event it receives a legal order from a valid government authority requiring it to do so.

Blacklisting

USDtb is issued and redeemed in accordance with Pallas's blacklisting policy. Pallas reserves the right to block the transfer of USDtb to and from an address on chain as permitted under the blacklisting policy.

Software protocols and operational challenges

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

Compliance

You are responsible for complying with applicable law. You agree that Pallas 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 USDtb or the USDtb Services, including any accurate reporting of the tax or legal status of USDtb in your jurisdiction.

Legal treatment of USDtb transfers

The regulatory status of USDtb 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 USDtb, blockchain technology and its applications. Accordingly, it is not possible to determine whether a USDtb transfer would be recognized under applicable law by a court or regulator.

Legislative and regulatory changes

Legislative and regulatory changes or actions at the international level may adversely affect the tokenization of assets into USDtb, and the use, transfer, redemption and/or value of USDtb.

No deposit insurance

USDtb held in your wallet is not subject to deposit insurance protection, including, but not limited to, (i) where your country of residence is the United States, the Federal Deposit Insurance Corporation (FDIC) insurance or Securities Investor Protection Corporation protections (SIPC); or (ii) where your country of residence is outside of the United States, the United Kingdom Financial Services Compensation Scheme (FSCS); or equivalent scheme in your country of residence.

Claim on funds

Only Mint Users can redeem USDtb directly with Pallas. For Mint Users, your ability to redeem with us for each USDtb is conditional on (i) your possession of a corresponding amount of USDtb associated with a Mint User, (ii) no violation of these Terms or your USDtb Mint User Agreement, and (iii) no action, pending or otherwise, by a regulator, law enforcement or a court of competent jurisdiction that would restrict redemption.

Sending USDtb to another address automatically transfers and assigns to that Holding User, and any subsequent Holding User, the right to redeem USDtb with us so long as the Holding User is eligible to, and does, register as a Mint User (and thereby becomes a Mint User).

Encumbrances

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

On-chain transactions irreversible

When USDtb is sent to a third-party USDtb address, such transaction is completed on USDtb supported blockchains. This means that such a transaction is irreversible and Pallas does not have the ability to reverse or recall any transaction once initiated. You bear all responsibility for any losses that might be incurred as a result of sending USDtb to an incorrect or unintended USDtb address.

Affiliate Activities

You understand and agree that individuals or entities affiliated with Pallas may hold, purchase, sell, or otherwise engage in transactions using or involving USDtb. You further understand and agree that such persons may engage in this activity for any reason, including but not limited to engaging in commercial transactions, promoting transaction activity that utilizes USDtb, or otherwise supporting the use or adoption of USDtb. This activity may involve selling USDtb to other entities for provision to their end users. You understand and agree that no individual or entity, whether affiliated with Pallas or otherwise, is under any obligation to engage in these activities, and they may be discontinued at any time.

12. Fees; Authorization

The following only applies to Mint Users: Except as disclosed to you prior to completing a transaction as a Mint User, Pallas will not charge you any fees for tokenizing assets for USDtb, or receiving USDtb.

13. Currency Conversion

The following only applies to Mint Users: All tokenizations of assets will be credited in USDtb to your whitelisted wallet(s) based on a rate of one (1) USDtb per 1 USD ($1) of notional value, less applicable fees and transaction costs associated with the transaction, including, for the avoidance of doubt, fees paid associated with the applicable blockchain consensus mechanism. Such value shall be calculated by Pallas based on the asset in its sole discretion, with any transaction fees associated with the blockchain consensus mechanism determined by requirements of the underlying blockchain at the time the transaction is submitted by the Mint User.

14. Right to Change/Remove Features or Suspend/Delay Transactions

The following only applies to Mint Users: We reserve the right to (i) change, suspend, or discontinue any aspect of the USDtb Services at any time, including hours of operation or availability of any feature, without notice and without liability and (ii) decline to process any issuance or redemption without prior notice and may limit or suspend your use of one or more USDtb Services at any time, in our sole discretion. Our rights under this paragraph are subject to our obligations under applicable law and licenses, including but not limited to our reasonable suspicion of inappropriate or illegal conduct. Suspension of your use of any of the USDtb Services will not affect your rights and obligations pursuant to these Terms. We may, in our sole discretion, delay issuances or redemptions if we reasonably believe the transaction is suspicious, may involve fraud or misconduct, violates applicable laws, or violates the terms of these Terms.

15. Transactions Irreversible

The following only applies to Mint Users: Once a transaction has been initiated, it cannot be reversed, as further described in Section 11 above and pursuant to the underlying blockchain consensus mechanism. Except as set forth in these Terms, all transactions processed through the USDtb Services are nonrefundable.

16. Restricted Activities

In connection with your holding or use of USDtb, or the USDtb Services (as applicable), you hereby agree that you will not:

violate (or assist any other party in violating) any applicable law, statute, ordinance, or regulation;

intentionally try to defraud (or assist in the defrauding of) Pallas, Mint Users, or Holding Users;

provide false, inaccurate, or misleading information;

take any action that interferes with, intercepts, or expropriates any system, data, or information;

partake in any transaction involving the proceeds of illegal activity;

transmit or upload any virus, worm, or other malicious software or program;

attempt to gain unauthorized access to the Pallas website, or any related networks or systems;

use the USDtb Services on behalf of any third party or otherwise act as an intermediary between Pallas and any third parties;

collect any information from Mint Users or Holding Users, including, without limitation, email addresses;

defame, harass, or violate the privacy or intellectual property rights of Pallas, any Holding Users or Mint Users; or

upload, display or transmit any messages, photos, videos or other media that contain illegal goods, violent, obscene or copyrighted images or materials (such activities, “Restricted Activities”).

17. Prohibited Transactions

Using USDtb or the USDtb Services for transactions related to the following is prohibited, and Pallas reserves the right to monitor and, if appropriate, block or otherwise prevent transactions that relate to:

any Restricted Persons;

weapons of any kind, including but not limited to firearms, ammunition, knives, explosives, or related accessories;

controlled substances, including but not limited to narcotics, prescription drugs, steroids, or related paraphernalia or accessories, unless licensed and authorized by the jurisdiction in which the User is based as well as by the jurisdiction in which the transaction takes place;

gambling activities including but not limited to sports betting, casino games, horse racing, dog racing, games that may be classified as gambling (i.e. poker), or other activities that facilitate any of the foregoing, unless licensed and authorized by the jurisdiction in which the User is based as well as by the jurisdiction in which the transaction takes place;

money-laundering or terrorist financing;

any sort of Ponzi scheme, pyramid scheme, or multi-level marketing program;

goods or services that infringe or violate any copyright, trademark, or proprietary rights under the laws of any jurisdiction;

credit repair services, or other services that may present consumer protection risks;

court ordered payments, structured settlements, tax payments, or tax settlements;

any unlicensed money transmitter activity;

layaway systems, or annuities;

counterfeit goods, including but not limited to fake or “novelty” IDs;

wash trading, front-running, insider trading, market manipulation or other forms of market-based fraud or deceit;

purchasing goods of any type from “Darknet” markets, or any other service or website that acts as a marketplace for illegal goods (even though such marketplace might also sell legal goods); or

any other 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 Transactions”).

In the event that Pallas learns you are making any such Prohibited Transactions, Pallas will consider it to be a violation of these Terms and may also suspend or terminate your status as a Mint User, which can result in the potential forfeit of any US Dollar funds otherwise eligible for redemption.

18. Taxes

The following only applies to Mint Users: Pallas will maintain a record of your transaction history pursuant to the terms of the USDtb Mint User Agreement. This transaction history will include all transactions you complete with Pallas including tokenizing assets for USDtb and redeeming USDtb for assets.

19. Indemnification; Release

The following only applies to Mint Users: Section 22 of the USDtb Mint User Agreement is hereby incorporated into these Terms by reference and shall apply in all respects to these Terms and your use of USDtb Services and our products and services as contemplated herein.

The following only applies to Holding Users: You agree to indemnify and hold Pallas, 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 USDtb.

For the purpose of this Section 19, 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 19 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 Mint Users, Holding Users or third parties, you release Pallas (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.

20. Limitation of Liability; No Warranty

The following only applies to Mint Users: Section 23 of the USDtb Mint User Agreement is hereby incorporated into these Terms by reference and shall apply in all respects to these Terms and your use of USDtb Services and our products and services as contemplated herein.

The following only applies to Holding Users: YOU EXPRESSLY UNDERSTAND AND AGREE THAT PALLAS 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 PALLAS 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 USDtb; (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 USDtb; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (IV) ANY OTHER MATTER INVOLVING USDtb.

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 USDtb, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE HOLDING AND USE OF USDtb.

USDtb IS PROVIDED "AS IS" AND WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. PALLAS, 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 NON-INFRINGEMENT. PALLAS MAKES NO WARRANTY THAT (I) USDtbWILL MEET YOUR REQUIREMENTS, (II) USDtb 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.

21. Force Majeure

Pallas shall have no liability for any failure or delay resulting from any condition beyond our reasonable control, including but not limited to governmental action or acts of terrorism, earthquake, fire, flood, or other acts of God, labor conditions, power failures, equipment failures, and Internet disturbances.

22. Amendments

Pallas may amend any portion of these Terms at any time by posting the revised version of these Terms with an updated revision date. The changes will become effective, and shall be deemed accepted by you, the first time you access or use USDtb or the USDtb Services after the initial posting of the revised Terms and shall apply on a going-forward basis with respect to transactions initiated after the posting date. In the event that you do not agree with any such modification, your sole and exclusive remedy is to terminate your use of the USDtb Services and terminate your status as a Mint User (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.

If the revised Terms includes a material change, we will provide you with prior notice via our website and/or email before the material change becomes effective. For this purpose a “material change” means a significant change other than changes that (i) are to your benefit, (ii) are required to be made to comply with applicable laws and/or regulations or as otherwise required by one of our regulators, (iii) relates to a new product or service made available to you, or (iv) otherwise clarifies an existing term.

23. 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 USDtb to an address will automatically transfer and assign to that Holder, and any subsequent Holder, the right to redeem USDtb for USD so long as the Holder is eligible to, and does, register as a Mint User.

Each Holding User is subject to all terms of these Terms as if a user including, but not limited to, the requirements to not transact with Blocked Addresses and not engage in Restricted Activities or Prohibited Transactions.

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 USDtb; further if you are a Mint User, you may also stop using our USDtb Services, and terminate these Terms by contacting Support at support@pallas.vg and asking us to terminate your status as a Mint User.

24. Survival

Upon termination of these Terms (and termination of your status as a Mint User, if you are a Mint User), all rights and obligations of the parties that by their nature are continuing will survive such termination.

25. Website; Third Party Content

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

26. Governing Law; Venue

The laws of the British Virgin Islands shall govern these Terms.

27. Entire Agreement

The following applies to both Mint Users and Holding Users: The failure of Pallas to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. 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, except as specified in Section 27. 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 and Pallas’s policies governing the holding or use of USDtb, the use of the USDtb Services referenced herein, the Privacy Policy, the Cookie Policy and the E-Sign Consent constitute the entire agreement between you and Pallas with respect to the holding or use of USDtb, and the use of the USDtb Services. These Terms are not intended and shall not be construed to create any rights or remedies in any parties other than you and Pallas and other Pallas 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.

The following only applies to Mint Users: Notwithstanding anything to the contrary set forth in these Terms or otherwise, in the event of a conflict between any term set forth herein and any term set forth in the USDtb Mint User Agreement (i) in connection with any USDtb transaction, the terms of these Terms shall control, and (ii) in respect of any other Digital Currency transaction, the terms of the USDtb Mint User Agreement shall control.

28. E-Sign Consent

Please be aware that your consent to the electronic delivery of disclosures is required to use any of the Services (as defined in the USDtb Mint User Agreement). If you are unable or unwilling to provide such consent, you will not be able to become a Mint User. Once you are a Mint User you can rescind your consent to electronic delivery of disclosures at any time and receive paper communications as set forth below.

This E-Sign Consent applies to any and all communications and/or disclosures that Pallas is legally required to provide to you in writing in connection with your status as a Mint User and any related products and services (“Communications”). This E-Sign Consent supplements and is to be construed in accordance with the terms and conditions contained in the USDtb Mint User Agreement.

When you use the Services, you agree that we may provide you with any Communications in electronic format, and that we may discontinue sending paper Communications to you, unless and until you withdraw your consent as described below. Your consent to receive electronic communications and transactions includes, but is not limited to:

• Legal and regulatory disclosures and communications associated with your registration or the Services;

• Notices or amendments relating to the USDtb Mint, User Agreement, the Privacy Policy, the Cookie Policy or this E-Sign Consent;

• Communications regarding any transactions; and

• Responses to claims filed in connection with your relationships with Pallas as a Mint User.

Methods of Communication

All Communications that we provide to you in electronic form will be provided by e-mail, by posting to the Pallas website (USDtb.money), or through other electronic communication such as mobile push notification or text message.

Hardware Requirements

In order to access, view, and retain electronic Communications that we make available to you, you must have the following software and hardware:

• A valid e-mail address.

• A computer or other device capable of accessing the internet with a current web browser that supports at least 128 bit encryption, such as Google Chrome, Apple® Safari, Microsoft® Internet Explorer, or Mozilla Firefox®. The browser must have cookies enabled.

• The computer must also have a printer or disk drive to print or retain copies of this E-Sign Consent and any Communications.

Updating your Information

It is your responsibility to provide us with a true, accurate and complete e-mail address, your contact information, and other information related to this E-Sign Consent and your registration, keep such information up to date.

Withdrawing Consent

You may withdraw your consent to receive electronic Communications at any time by sending us a written request by email. You understand that any withdrawal of your consent to receive electronic Communications will be effective only after Pallas has had a reasonable period of time to process your withdrawal. You understand that withdrawing your consent to electronic Communications will likely result in the termination of your status as a Mint User.

Communications in Writing

All electronic Communications from us to you 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 E-Sign Consent and any other Communication that is important to you. You acknowledge and agree that Communications are considered received by you within 24 hours of the time posted to the Pallas website (USDtb.money), or within 24 hours of the time emailed to you unless Pallas receives notice that the email was not delivered.

General

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

This Privacy Policy describes how Pallas (BVI) Ltd and its applicable subsidiaries, (collectively, “Pallas”, “we”, “us” or “our”) collects, uses, stores, shares and protects your information. This Privacy Policy describes our practices in connection with information collected through our websites and other Pallas services or products (“Pallas Services”).

This Privacy Policy provides a general overview of our privacy practices regarding your information. It is important that you read this Privacy Policy together with any other privacy notice or fair processing notice we may provide on specific occasions and which may be applicable to you when we are collecting or processing personal data about you so that you are fully aware of how and why we are using your data. This Privacy Policy supplements the other notices and is not intended to override them. You can learn more about certain jurisdiction-specific information in the applicable sections at the bottom of this Privacy Policy, including information for individuals residing in the European Economic Area (“EEA”), Singapore, Switzerland, and the United Kingdom.

1. Overview

Purpose of this Privacy Policy

We know how important privacy is to our users, which is why this Privacy Policy explains how we collect and use data.

2. The Data we Collect About You

Personal data, or personal information, means any information about an individual from which that person can be identified. It does not include data where the identity has been removed (anonymous data).

We may collect, use, store and transfer, or utilize third party services to collect, use, store, and transfer, different kinds of personal data about you which we have grouped together as follows:

• Identity Data includes first name, middle name, maiden name, last name, title, tax ID, marital status, date of birth, gender, identity document number, nationality and any other information contained in any identification documents you provide to us (e.g. your passport or driver’s license).

• Contact Data includes billing address, residential address, email address and telephone numbers.

• Financial Data includes bank account details.

• Transaction Data includes details of your Pallas Services activity such as the amount, date, time, recipient for each transaction.

• Technical Data includes your internet protocol (IP) address, login data, browser type and version, time zone setting and location, browser plug-in types and versions, operating system and platform and other technology on the devices you use to access the Pallas Services.

• Profile Data includes your username or similar identifier, password, your preferences, feedback and any survey responses.

• Usage Data includes information about how you use the Pallas Services.

• Marketing and Communications Data includes your preferences in receiving marketing and other communications from us and our third parties and your communication preferences.

• Survey and Customer Feedback Data includes information you provide in any survey or feedback forms on Pallas Services.

• Location Data includes information about your device location.

We also collect, use and share Aggregated Data such as statistical or demographic data for any purpose. Aggregated Data may be derived from your personal data but is not considered personal data in law as this data does not directly or indirectly reveal your identity. However, if we combine or connect Aggregated Data with your personal data so that it can directly or indirectly identify you, we treat the combined data as personal data which will be used in accordance with this Privacy Policy.

We do not collect any Special Categories of Personal Data about you (this includes details about your race or ethnicity, religious or philosophical beliefs, sex life, sexual orientation, political opinions, trade union membership, information about your health, genetic and biometric data).

Information about criminal convictions

When you register for Pallas Services, we may receive information about your criminal convictions when we perform certain verification or compliance checks. We carry out these checks in order to detect or prevent any unlawful or fraudulent acts and to comply with our legal obligations.

If you fail to provide personal data

Where we need to collect personal data by law, or under the terms of a contract we have with you and you fail to provide that data when requested, we may not be able to perform the contract we have or are trying to enter into with you (i.e. to provide the Pallas Services to you). In this case, we may have to terminate your status as a Mint User or limit or restrict your access to other Pallas Services, in accordance with the terms of the Pallas User Agreement, but we will notify you if this is the case at the time.

3. How We Collect your Personal Data

We use different methods to collect data from and about you including through:

• Direct interactions. You may give us your Identity, Contact, Financial, Transaction, Profile, Usage, Marketing and Communications and Location Data by filling in forms or by corresponding with us by post, phone, email or otherwise. This includes personal data you provide when:

• • you onboard and use your status as a Mint User;

  • we need to request more information to verify your identity or to meet our legal obligations;

  • you request marketing to be sent to you;

  • you participate in a survey; or

  • you give us some feedback.

• Automated technologies or interactions. When you interact with our Pallas Services, we may automatically collect Usage and Technical Data about your equipment, browsing actions and patterns. We collect this personal data by using cookies, server logs and other similar technologies. We may also receive Technical Data about you if you visit other websites employing our cookies. Please see our Cookie Policy for further details.

• Third parties or publicly available sources. We may receive personal data about you from various third parties including:

• • Technical Data from analytics providers such as Google;

  • Contact, Financial and Transaction Data from providers of technical or payment services;

  • Identity and Contact Data from verification or compliance services providers.

In providing personal data of any individual (other than yourself) to us, you agree that you have obtained consent from such individuals to disclose their personal data to us for processing.

4. How We Use Your Personal Data

We collect all of the information in Section 2 (The Data we Collect About You) so that we can provide you with the Pallas Services. The information we collect allows us to:

• Deliver the full functionality of the Pallas Services;

• Keep in touch with you - whether it be for providing customer service, notifying you of new features or updates to the Pallas Services, or providing security notices or information;

• Verify your identity so that we can prevent fraud or unauthorized activity, and to comply with applicable laws; and

• Fulfill any other purpose for which the information was collected.

We may combine your information with information we collect from other companies and use it to improve and personalize the Pallas Services, as well as our content and advertising.

Purposes for which we will use your personal data

We have set out below a description of the ways we plan to use your personal data, and which of the legal bases we rely on to do so. We have also identified what our legitimate interests are where appropriate.

Legitimate Interest means the interest of our business in conducting and managing our business to enable us to give you the best service/product and the best and most secure experience. We make sure we consider and balance any potential impact on you (both positive and negative) and your rights before we process your personal data for our legitimate interests. We do not use your personal data for activities where our interests are overridden by the impact on you (unless we have your consent or are otherwise required or permitted to by law). You can obtain further information about how we assess our legitimate interests against any potential impact on you in respect of specific activities by contacting Support.

Note that we may process your personal data for more than one lawful basis depending on the specific purpose for which we are using your data. Please contact Support if you need details about the specific legal ground we are relying on to process your personal data where more than one ground has been set out in the table below.

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Change of purpose

We will only use your personal data in accordance with the purposes described in this Privacy Policy and as provided for under applicable law for the purposes for which we collected it. If you wish to get an explanation as to how the processing for the new purpose is compatible with the original purpose, please contact us.

If we need to use your personal data for an unrelated purpose, we will notify you and we will explain the legal basis which allows us to do so.

Third-party links

The Pallas Services may include links to third-party websites, plug-ins and applications. Clicking on those links or enabling those connections may allow third parties to collect or share data about you. We are not responsible for the data collection and processing practices of the third party and use of any third party websites is subject to their privacy policies. When you leave our website, we encourage you to read the privacy notice of every website you visit.

5. Marketing

We strive to provide you with choices regarding certain personal data uses, particularly around marketing and advertising. We have established the following personal data control mechanisms:

Promotional offers from us

We may use your Identity, Contact, Technical, Profile and Usage Data to form a view on what we think you may want or need, or what may be of interest to you. This is how we decide which products, services and offers may be relevant for you (we call this marketing).

You will receive marketing communications from us if you (i) have requested information from us; (ii) use our Pallas Services; or (iii) provided us with your details when you registered for a promotion and you have not opted out of receiving that marketing.

Third-party marketing

We will get your express opt-in consent before we share your personal data with any company outside the Pallas group of companies for marketing purposes.

6. Cookies

You can set your browser to refuse all or some browser cookies, or to alert you when websites set or access cookies. If you disable or refuse cookies, please note that some parts of our website may become inaccessible or not function properly.

Do Not Track (“DNT”) is an optional browser setting that allows you to express your preferences regarding tracking by advertisers and other third-parties. At this time, we do not respond to DNT signals.

For more information about the cookies we use, please see our Cookie Policy.

7. How We Share Your Personal Data

Sharing with third parties

We may have to share your personal data with the parties set out below for the purposes set out in Section 4 above:

• Verification service providers - In order to detect and/or prevent fraud and comply with our legal obligations, we will sometimes need to share your information with third party identity verification services. This lets us make sure you are who you say you are, by comparing the information you provide us to public records and other third party databases. This may include searches through electronic services such as credit bureaus, but we will not do so in a manner that would have an adverse impact on your credit or credit score.

• Operational service providers - In order to deliver the Pallas Services to you, we will need to share your information with third parties who provide us with certain tools/services including data storage, onboarding, customer service platforms, accounting and invoicing, IT, email, SMS text, and other communication channels, security and fraud detection.

• Other service providers - In order to improve Pallas’s functionality, we will sometimes share your information with service providers that help us analyze how people are using the Pallas Services in order for us to refine the product. We may also share your information with service providers who help us to deliver certain advertising/marketing campaigns in order to grow our business.

• Law enforcement agencies and regulators - we may need to share your information with law enforcement or government or public officials. We will only do this when we are compelled to do so by a specific regulation, subpoena, court order or formal request, or we otherwise believe in good faith that we need to share such information to prevent physical harm, financial loss, or are obligated to report illegal and other suspicious activities, and we will endeavor to share the minimum amount of required information.

• Group companies - Information may be shared with Pallas group of companies in order to, inter alia, meet our legal and regulatory obligations. EEA Customers should be aware that affiliates of Pallas are likely to act as processors in respect of your personal information in order to provide you with the best possible service and customer support.

• Business Partners - From time to time Pallas may partner with other companies (“Partners”) to allow you to transact with individuals that are customers of such Partners and not Pallas. In order to complete these transactions, we will need to share information regarding your status as a Mint User (such as name, email address, phone number and date of birth) with the applicable Partner so that they can meet their legal and regulatory obligations. Your information will only be shared with such Partners to the extent you transact or interact with customers of such Partners.

• Professional advisers - In order to complete third party financial, technical, compliance and legal audits of Pallas’s operations or otherwise comply with our legal obligations, we may need to share information about your status as a Mint User as part of such review with professional advisers acting as processors or joint controllers who provide consultancy, banking, legal, compliance, insurance or accounting services.

• Third parties in business transactions - We may choose to sell, transfer, or merge parts of our business or our assets to third parties. Alternatively, we may acquire other businesses or merge with them. If a change happens to our business, then the new owners may use your personal data in the same way as set out in this Privacy Policy.

• Third parties you authorize us - We will share your information with other third parties if you specifically authorize us to do so. For example, you may Request to transfer your data from Pallas to a third-party under your applicable legal rights.

• Sub-processors - A list of affiliates and partners that act as sub-processors for Pallas who may process your personal data is available here. By agreeing to this Privacy Policy, you consent to such sub-processors collecting and processing your personal information pursuant to the terms hereof.

8. International Transfers

Pallas conducts business throughout the world. Personal data may be stored and processed in any country where we do business or our service providers do business. We may transfer your personal data to other countries, which may have different data protection laws. When transferring data across borders, we take measures to comply with applicable data protection laws related to such transfer.

If you are located in the European Economic Area (“EEA”), the UK, Singapore or Switzerland, we rely on the Standard Contractual Clauses (SCCs) to provide an adequate level of data protection for the transfer of your Personal Data from the EEA, the UK, or Switzerland, where the country of import is not deemed adequate under applicable law.

9. How We Protect Your Personal Data

We protect your information using physical, technical, and administrative security measures to reduce the risks of loss, misuse, unauthorized access, disclosure and alteration. Some of the safeguards we use are firewalls and data encryption, physical access controls to data centers and information access authorisation controls.

Sometimes in order to better secure your information and use it for the purposes contemplated by this Privacy Policy, certain personal data may be stored with our third party partners and service providers.

10. Data Retention

We will only retain your personal data for as long as necessary to fulfill the purposes we collected it for, including for the purposes of satisfying any legal, accounting, or reporting requirements.

To determine the appropriate retention period for personal data, we consider the amount, nature, and sensitivity of the personal data, the potential risk of harm from unauthorized use or disclosure of your personal data, the purposes for which we process your personal data and whether we can achieve those purposes through other means, and the applicable legal requirements.

11. Children’s Privacy

Unfortunately, if you’re under 18, you can’t use Pallas Services. We do not knowingly solicit or collect information from anyone under 18. If we become aware that a person under the age of 18 has provided us with personal information, we will delete it immediately.

12. Changes to the Privacy Policy and Your Duty to Inform Us of Changes

We may change this Privacy Policy from time to time. When we do make updates, we’ll let you know by changing the date at the top of this Privacy Policy. If it is a more extensive or significant update, we’ll send you a notification or post a notice on our website. If you ever have any questions about changes made to the Privacy Policy, just reach out to Support.

It is important that the personal data we hold about you is accurate and current. If you need to add or change any information, you can notify Support. Please keep us informed if your personal data changes during your relationship with us.

Customers in the the EEA, UK, and Switzerland

The following Section applies to Customers in the EEA, UK, and Switzerland only and supplements the information contained in the Privacy Policy.

Most commonly, we will use your personal data in the following circumstances:

• Where we need to perform the contract we are about to enter into or have entered into with you.

• Where it is necessary for our legitimate interests (or those of a third party) and your interests and fundamental rights do not override those interests.

• Where we need to comply with a legal or regulatory obligation.

• Where we have your explicit consent to do so.

Generally, we do not rely on consent as a legal basis for processing your personal data other than in relation to sending third party direct marketing communications to you via email or text message. You have the right to withdraw consent to marketing at any time by contacting Support.

For the purposes of the General Data Protection Regulation (EU) 2016/679 (“GDPR”), the UK Data Protection Act 2018 and the UK GDPR, and the Swiss Federal Act on Data Protection, Pallas is the controller of your personal data. Pallas Internet Financial Limited is Pallas’s representative establishment in the United Kingdom.

Your legal rights

Under certain circumstances, you have rights under data protection laws in relation to your personal data:

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No fee usually required

You will not have to pay a fee to access your personal data (or to exercise any of the other rights). However, we may charge a reasonable fee if your request is clearly unfounded, repetitive or excessive. Alternatively, we may refuse to comply with your request in these circumstances.

What we may need from you

We may need to request specific information from you to help us confirm your identity and ensure your right to access your personal data (or to exercise any of your other rights). This is a security measure to ensure that personal data is not disclosed to any person who has no right to receive it. We may also contact you to ask you for further information in relation to your request to speed up our response.

Time limit to respond

We try to respond to all legitimate requests within one month or in accordance with applicable law. Occasionally it may take us longer than a month if your request is particularly complex or you have made a number of requests. In this case, we will notify you and keep you updated.

When an address is frozen, it can no longer send or receive USDtb and all of the USDtb controlled by that address is blocked and cannot be transferred on-chain. It is not possible to freeze individual USDtb tokens. This Policy sets forth Pallas’s policy on freezing individual addresses.

1. Purpose. The purpose of this Policy is to (i) comply with relevant laws and regulations, (ii) specify under what circumstances Pallas would freeze USDtb addresses, (iii) protect the integrity of our network, and (iv) specify the consequences that may flow from this Policy.

2. Policy Statement. Pallas will not freeze individual addresses, other than in circumstances that strictly conform to the requirements set forth under Part 3, Policy Exceptions.

3. Policy Exceptions

A. Pallas will accept and consider a request for an exception to its policy against freezing where Pallas determines, in its sole discretion, that failure to grant a freeze request presents a threat to the security, integrity, or reliability of the USDtb network; for example, security breaches that compromise USDtb privileged keys (e.g., minter private key) and result in unauthorized USDtb being issued from such compromise.

B. Pallas will freeze individual addresses in order to comply with a law, regulation, or legal order from a duly recognized governmental authorized authority, court of competent jurisdiction, or other governmental authority with jurisdiction over Pallas. To the extent an order requires freezing an address with commingled funds of a platform (or similar) and Pallas reasonably determines that such freezing presents a threat to USDtb, Pallas reserves all rights to object to the order. In the event Pallas freezes any address pursuant to this Policy, Pallas shall take all appropriate action with respect to the USDtb tokens in frozen addresses in compliance with applicable legal and regulatory requirements.

4. Reversals. Pallas may un-freeze an individual address upon formal confirmation from such duly recognized governmental authorized authority, court of competent jurisdiction, or other governmental authority with jurisdiction over Pallas that the legal obligation or court order (per Part 3, Policy Exceptions above) is lifted or no longer applicable, or that a security incident no longer requires such intervention.

5. Governance. To ensure effective Pallas oversight of this Policy, Pallas will regularly report publicly the most up-to-date list of access denied addresses, amount of USDtb tokens frozen, and corresponding backing that has been segregated.

Like almost every other online service, our Services (including our website and app) use cookies and similar technologies to provide you with an enhanced user experience as well as allowing us to analyze and improve our Services. We would not be able to provide you with all of our Services, including certain personalized features, without the use of cookies and related technology and as such, your computer, mobile phone, tablet or other enabled mobile device (which we refer to collectively in this policy as a “device”) will need to be set up to enable such technologies.

By visiting and continuing to browse our website, using our app and using your status as a Mint User, including, where appropriate, with your browser settings adjusted to accept cookies, you are consenting to our use of cookies, web beacons and related technologies to provide our Services. If you do not consent to our use of cookies your only recourse is to stop using the Services and stop visiting our website. You are also free to disable cookies in your browser, but doing so may interfere with your use of our website or the Services. See Section 2 below for information on how to disable cookies.

1. What do we mean when we use the term ‘cookie’, ‘web beacon’ or ‘similar technology’?

Cookies is a term used to describe a small text file (typically made of letters and numbers) that is downloaded and stored on your browser or your device by websites that you visit. They are sometimes considered as forming part of the “memory” of your use of websites and related services as they allow service providers to remember you and respond appropriately.

Cookies are typically split into 2 main types, namely:

Session cookies

Session cookies are stored in your device’s memory only for the length of time of your browsing session. For example, session cookies allow you to move around our website without having to repeatedly log in. They are not accessible after your browser session may have been inactive for a period of time and are deleted from your device when your browser is closed down.

Persistent cookies

Persistent cookies are stored in your device’s memory and are not deleted when your browser is closed. Persistent cookies can helpfully remember you and your preferences each time you access our Services.

Pallas uses both of these types of cookies.

Cookies can also be further categorized as follows:

• Strictly necessary cookies. These are cookies that are required for the necessary operation of our services. They include, for example, cookies that enable you to log into secure areas of our website and/or app.

• Performance cookies. They allow us to recognize and count the number of visitors and to see how visitors move around our website when they are using it. This helps us to improve the way our website works, for example, by ensuring that users are finding what they are looking for easily.

• Functionality cookies. These are used to recognize you when you return to our website. This enables us to personalize our content for you, greet you by name and remember your preferences (for example, your choice of language or region).

• Targeting cookies. These cookies record your visit to our website, the pages you have visited and the links you have followed. We will use this information to make our website and the advertising displayed on it more relevant to your interests. We may also share this information with third parties for this purpose.

Web beacons.

The term ‘web beacon’ is used to describe an object embedded in a webpage or email. This object is typically invisible to you, but it permits us to confirm whether you have viewed the web page and/or email (as the case may be). There are other names for ‘web beacons’ which you may come across – these include web bug, tracking bug, clear gif and pixel tag.

2. Managing Cookies

You can manage your cookies (including the enabling or disabling of cookies) by using your browser. For example, you block cookies by activating the setting on your browser that allows you to refuse the setting of all or some cookies. However, if you use your browser settings to block all cookies (including cookies that are strictly necessary) you may not be able to access all or parts of our Services.

Here are some links to popular browser cookie information pages which you might find helpful to assist in your cookie management

3. General

We hope the above has clearly explained how we use cookies and similar technologies as well as how you can manage such matters. While we have provided details of third party websites and services which we thought you may find useful, please note that we are not responsible for the content, functionality or services provided by such sites. If you have any further questions or comments about our use of cookies, please contact us via: support@pallas.vg.

This USDtb Mint User Agreement (this “Agreement”) is a contract between you (“you” or a “User”) and Pallas (BVI) Ltd. (“Pallas,” “we,” or “us”) that applies to your use of Pallas-related products and services. Pallas may offer certain services as described herein (the “Services”) on the Pallas platform (the “Platform” or “Pallas”). The USDtb Terms apply to your USDtb and your status as a Mint User, as applicable, as defined in the USDtb Terms. From and after the date set forth above, this Agreement shall govern your use of any Pallas products or Services.

For the avoidance of doubt, your access to the Services is contingent on your status as a Mint User, as defined herein.

By registering as a Mint User or using any of the Services, you agree that you have read, understood and accept all of the terms and conditions contained in this Agreement as well as the Pallas Privacy Policy, Cookie Policy, and other policies, and you acknowledge and agree that you will be bound by these agreements and policies.

Note that this Agreement uses the term “Digital Currency” to refer to USDtb or any other digital currencies, cryptocurrencies, virtual currencies, or digital assets. For the avoidance of doubt, where used herein, the term “funds” includes Digital Currency.

Please note that Section 22 contains an arbitration clause and class action waiver. By agreeing this this Agreement, you agree to resolve all disputes, except as otherwise set forth in Section 22, through binding individual arbitration, which means that you waive any right to have the dispute decided by a judge or jury, and you waive any right to participate in collective action, whether that be a class action, class arbitration, or representative action.

Section 23 of this Agreement governs how this Agreement may be changed over time; the date of the last update is set forth at the top of this Agreement.

1. Eligibility; Limitations; Registration Process; Identity Verification

Eligibility; Limitations

Pallas and the Services are currently only available to institutions located in supported jurisdictions. In registering to use Pallas Services as a Mint User on behalf of an entity, you represent and warrant that (i) such legal entity is duly organized and validly existing under the applicable laws of the jurisdiction of its organization; (ii) you are duly authorized by such legal entity to act on its behalf, and (iii) such organization (and any affiliate entity) must not have been previously suspended or removed from the Services or any other service or product offered by Pallas or its affiliate entities.

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

By using your status as a Mint User and the Services, you further represent and warrant that:

1. you are at least 18 years old and are not a Restricted Person, nor are you resident of a Restricted Territory (each as defined in Section 29 below).

2. you will not be using your status as a Mint User and Services for any illegal activity, including, but not limited to, illegal gambling, money laundering, fraud, blackmail, extortion, ransoming data, terrorism financing, other violent activities or any prohibited market practices, including, but not limited to, those listed under Section 17.

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

When you register as a Mint User, you will be required to designate an administrator for your registration and provide a wallet address to be whitelisted. Pallas may, in its discretion, enable functionality utilizing your status as a Mint User and some or all of the Services to other persons at your firm (e.g. your employees) (such persons, “Additional Users”). Such access is subject to Pallas’s review and approval, and such Additional Users’ agreement to all of the terms hereof. To the extent that you choose to have Additional Users have access and control over the Mint User profile and relationship, you will have to designate those Additional Users and manage their access to your Mint User whitelisted wallets. By you requesting such access, you and all Additional Users automatically agree to this Agreement.

If Pallas determines that you or any of your Additional Users have violated this Agreement, including, but not limited to, transacting with Blocked Addresses (as defined in Section 19) or engaging in Restricted Activities or Prohibited Transactions then Pallas may be forced to terminate your status as a Mint User.

Notwithstanding the foregoing, Pallas may determine not to make the 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 as a Mint User in Pallas’s sole discretion.

Registration Process; Identity Verification

When registering as a Mint User, you must provide current, complete, and accurate information for all required elements on the registration page or via any third-party service providers (e.g., KYC/KYB information collection and screening providers), including your full legal name and the legal name of your organization. You also agree to provide us, when registering as a Mint User and on an ongoing basis, any additional information we request for the purposes of identity verification and the detection of money laundering, terrorist financing, fraud, or any other financial crime. You permit us to keep a record of such information and authorize us to make the inquiries, whether directly or through third parties, that we consider necessary or desirable to verify your identity or protect you and/or us against fraud or other financial crime, and to take action we reasonably deem necessary based on the results of such inquiries. When we carry out these inquiries, you understand, acknowledge and agree that your personal information may be disclosed to credit reference and fraud prevention or financial crime agencies and that these agencies may respond to our inquiries in full.

In certain circumstances, we may require you to submit additional information about yourself or your business, provide records, and complete other verification steps (such process, "Enhanced Due Diligence").

You represent and warrant that all information provided to us pursuant to this Agreement is true, accurate and not misleading in any respect. If any such information changes, it is your obligation to update such information as soon as possible.

From time to time we may be required to request further information or review or update existing information regarding your registration or your transactions to comply with applicable laws and regulation, and in some cases, payment network or ACH rules. Failure to provide such information, if requested by Pallas, in a timely fashion may result in the suspension of your ability to use the Services (until you provide such information) or the termination of your status as a Mint User.

We reserve the right to maintain your registration information after you terminate your status as a Mint User for business and regulatory compliance purposes, subject to applicable laws and regulation.

2. Services

Pallas offers the following Services in connection with your status as a Mint User:

Pallas provides USDtb-related services, which are described more fully in Section 10 and in the USDtb Terms. The USDtb Terms are incorporated herein by reference.

3. Custody

Pallas does not provide any custody services with respect to USDtb or any other assets. Additionally, for the avoidance of doubt, Pallas is not a fiduciary, and Pallas does not provide any trust or fiduciary services to any User in the course of such User visiting, accessing, or using the Pallas website or services, including, for the avoidance of doubt, holding USDtb.

4. No Investment Advice

Pallas does not provide investment, tax, or legal advice, nor does Pallas broker trades on your behalf. You should consult your legal or tax professional regarding your specific situation. Pallas may provide educational information about USDtb and other Digital Currency not supported by Pallas. Information may include, but is not limited to, blog posts, articles, links to third-party content, news feeds, tutorials, and videos. The information provided on this website or any third-party sites does not constitute investment advice, financial advice, trading advice, or any other sort of advice, and you should not treat any of the website's content as such.

5. Privacy

We are committed to protecting your personal information and helping you understand exactly how your personal information is being used. You should carefully read the Pallas Privacy Policy as it provides details on how your personal information is collected, stored, protected, and used.

6. Communications

By entering into this Agreement, you agree to receive electronic communications and notifications in accordance with our E-Sign Consent Policy, as detailed in the USDtb Terms.

This Agreement is provided to you and communicated in English. We will also communicate with you in English for all matters related to your use of the Services. Where we have provided you with a translation of the English language version of this Agreement or any information related to your status as a Mint User, you acknowledge and agree that such translation is provided for your convenience only and that the English language version of the Agreement will govern your use of the Services.

7. Security of User Information

You are responsible for maintaining the confidentiality and security of all account names, User IDs, passwords, seed phrases, private keys, personal identification numbers (PINs) and other access codes that you use to access the Services. You are responsible for keeping your email address and all other access and User information up to date with us and for maintaining the confidentiality of your User information. You agree to (i) notify Pallas immediately if you become aware of any unauthorized use of your registration as a Mint User, the Services, or any other breach of security regarding the Services or the Platform. We strongly advise you to enable all security features that are available to you (such as, by way of example, using hardware wallets to secure private keys); this offers you enhanced protection from possible malicious attacks. Pallas will not be liable for any loss or damage arising from your failure to protect your registration information or private keys.

We shall not bear any liability for any damage or interruptions caused by any computer viruses, spyware, or other malware that may affect your computer or other equipment, or any phishing, spoofing, or other attack. We recommend the regular use of a reliable virus and malware screening and prevention software. If you question the authenticity of a communication purporting to be from Pallas, you should contact a representative directly.

8. Suspension & Closure

We may, without liability to you or any third party, suspend your status as a Mint User or terminate your status as a Mint User or suspend your use of one or more of the Services in accordance with the terms of this Agreement, as determined in our sole and absolute discretion. Such actions may be taken as a result of inactivity, failure to respond to customer support requests, failure to positively identify you, a court order, your violation of the terms of this Agreement or for other similar reasons. Pallas may also temporarily suspend your status as a Mint User in the event that a technical problem causes system outage or Pallas errors until the problem is resolved. For the avoidance of doubt, in the event your status as a Mint User is suspended or closed, you will no longer be able to access any of the Services.

You may terminate this Agreement at any time by terminating your status as a Mint User in accordance with this Agreement. In order to do so, you should contact Pallas’s “Support Team” who will assist you in terminating your status as a Mint User. You may not terminate your status as a Mint User if Pallas believes, in its sole discretion, that such termination is being performed in an effort to evade a court order or legal or regulatory investigation or to avoid paying any amounts otherwise due to Pallas.

Upon closure or suspension of your status as a Mint User, you authorize Pallas to cancel or suspend pending transactions and forfeit all proprietary rights and claims against Pallas in relation to any assets otherwise eligible for redemption.

In the event that you or Pallas terminates this Agreement or your access to the Services, or cancels your status as a Mint User, you remain liable for all activity conducted on or with your status as a Mint User while it was active and for all amounts due hereunder.

9. Fees

Pallas may charge fees in connection with the Services. You agree to pay the fees shown to you, if any, or as separately agreed between you and Pallas, when you enter into a transaction. Fees are generally disclosed prior to your confirmation of any transaction with Pallas; we may change any of the fees that Pallas charges at any time, with or without notice.

The applicable Digital Currency network may charge a fee in connection with blockchain transactions. You are responsible for all such fees.

You are responsible for, and agree to pay, all fees that may be charged by your financial institution in connection with sending funds to Pallas or receiving funds from Pallas. Pallas is not responsible for any charges that you incur based on delayed processing of deposits or withdrawals that might result from overdraft fees or otherwise.

10. USDtb-Specific Terms

To the extent that you utilize your status as a Mint User for any transaction or service involving USDtb, the USDtb Terms shall apply to all such transactions and such agreement. Notwithstanding anything to the contrary set forth in this Agreement or otherwise, in the event of a conflict between any term set forth herein and any term set forth in the USDtb Terms, (i) in connection with any USDtb transaction, the terms of the USDtb Terms shall control, and (ii) in respect of any other Digital Currency transaction, the terms of this Agreement shall control.

11. Mobile Services

To the extent you access the Services through a mobile device, your wireless service carrier’s standard charges, data rates, and other fees may apply. In addition, downloading, installing, or using certain mobile applications may be prohibited or restricted by your carrier, and not all Services may work with all carriers or devices. By using mobile Services, you agree that we may communicate with you by SMS, MMS, text message, push notification, and/or other electronic means via your mobile device (“Mobile Messaging”) and that certain information about your usage of the Services may be communicated to us. In the event that you change or deactivate your mobile telephone number, you agree to promptly update your registration information to ensure that your messages are not sent to any person who might acquire your old number.

You may receive messages related to the Services or your status as a Mint User via Mobile Messaging. Message and data rates may apply. Reply STOP to any such Mobile Message to Cancel and unsubscribe. For help, please contact Pallas’s Support Team.

You hereby confirm that with respect to any mobile phone number provided, you own the account corresponding to that mobile phone number or otherwise have the account holder’s permissions to use this service. By registering a mobile phone number you are agreeing to the specific terms set forth in this Section 11.

12. Transaction Limits

Pallas reserves the right to change the mint, redemption, transfer, and velocity limits as we deem necessary. We may establish individual or aggregate transaction limits on the size or number of mints, redemptions, transfers or other transactions that you initiate using your status as a Mint User during any specified time period.

13. Right to Change/Remove Features or Suspend/Delay Transactions

Subject to Section 17 of the USDtb Terms, we reserve the right to change, suspend, or discontinue any aspect of the Services or the Platform at any time, including hours of operation or availability of any feature, without notice and without liability. We may, in our sole discretion, delay any transaction if we believe that such transaction is suspicious, may involve fraud or misconduct, violates applicable laws or payment network or ACH rules, or violates any term of this Agreement.

14. Insufficient Funds

If you have insufficient funds in your whitelisted wallet associated with your status as a Mint User to complete a transaction, such transaction will not be completed.

15. Refunds; Reversals

Once a transaction has been initiated (including, but not limited to, a Digital Currency Transfer), it cannot be reversed or refunded, except as set forth in this Agreement. You may have additional refund or chargeback rights under your agreement with the recipient of such funds, your financial institution, or applicable law. You should periodically review statements from your financial institution and any other service that you use to transact Digital Currency, which should reflect all applicable transactions made using the related transaction method.

16. Blocked Addresses & Forfeited Assets

Pallas reserves the right to “block” certain Digital Currency addresses and freeze associated Digital Currency (temporarily or permanently) that it determines, in its sole discretion, are associated with illegal activity or activity that otherwise violates the terms of this Agreement (“Blocked Addresses”). In the event that you send Digital Currency to a Blocked Address, or receive Digital Currency from a Blocked Address, Pallas may freeze such Digital Currency and take steps to terminate your status as a Mint User. In certain circumstances, Pallas may deem it necessary to report such suspected illegal activity to applicable law enforcement agencies and you may forfeit any rights associated with your USDtb. Pallas may also be forced to freeze and potentially surrender USDtb in the event it receives a legal order from a valid government authority requiring it to do so. See the Freeze Policy for additional information.

17. Restricted Activities and Prohibited Transactions

In connection with your use of the Services, you hereby agree that you will not:

1. violate (or assist any other party in violating) any applicable law, statute, ordinance, or regulation;

2. intentionally try to defraud (or assist in the defrauding of) Pallas or other Pallas Users;

3. provide false, inaccurate, or misleading information;

4. take any action that interferes with, intercepts, or expropriates any system, data, or information;

5. partake in any transaction involving the proceeds of illegal activity;

6. transmit or upload any virus, worm, or other malicious software or program;

7. attempt to gain unauthorized access to other Mint User registrations, the Pallas website, or any related networks or systems;

8. use the Services on behalf of any third party or otherwise act as an intermediary between Pallas and any third parties;

9. collect any User information from other Pallas Users, including, without limitation, email addresses;

10. defame, harass, or violate the privacy or intellectual property rights of Pallas or any other Pallas Users; or

11. upload, display or transmit any messages, photos, videos or other media that contain illegal goods, violent, obscene or copyrighted images or materials (such (a) – (k) activities, “Restricted Activities”).

In addition, using the Services for transactions related to the following is prohibited, and Pallas reserves the right to monitor for transactions that relate to:

1. any Restricted Persons or persons or entities located in Restricted Territories and Prohibited Jurisdictions (as each term is defined in Section 29);

2. weapons of any kind, including but not limited to firearms, ammunition, knives, explosives, or related accessories;

3. controlled substances, including but not limited to narcotics, prescription drugs, steroids, or related paraphernalia or accessories, unless possession of and transactions involving such controlled substances are authorized by the jurisdiction in which the User is based as well as by the jurisdiction in which the transaction takes place, and provided any such transactions comply with all applicable law;

4. gambling activities including but not limited to sports betting, casino games, horse racing, dog racing, games that may be classified as gambling (i.e. poker), or other activities that facilitate any of the foregoing, unless such activities are authorized by the jurisdiction in which the User is based as well as by the jurisdiction in which the transaction takes place, and provided any such activities comply with all applicable law;

5. money laundering or terrorist financing;

6. any sort of Ponzi scheme, pyramid scheme, or multi-level marketing program;

7. goods or services that infringe or violate any copyright, trademark, or proprietary rights under the laws of any jurisdiction;

8. credit repair services, or other services that may present consumer protection risks;

9. court ordered payments, structured settlements, tax payments, or tax settlements;

10. any unlicensed money transmitter activity;

11. layaway systems, or annuities;

12. counterfeit goods, including but not limited to fake or “novelty” IDs;

13. wash trading, front-running, insider trading, market manipulation or other forms of market-based fraud or deceit;

14. purchasing goods of any type from “Darknet” markets, or any other service or website that acts as a marketplace for illegal goods (even though such marketplace might also sell legal goods); or

15. any other 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 financial institution or payment partners (such (a) – (o) transactions, “Prohibited Transactions”).

In the event that Pallas learns you are making or attempting any Restricted Activities or Prohibited Transactions, Pallas will consider it to be a violation of this Agreement and may suspend or terminate your status as a Mint User.

18. Taxes

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. Pallas is not responsible for determining whether taxes apply to your transaction, or for collecting, reporting, or remitting any taxes arising from any transaction.

19. Indemnification; Release

You agree to indemnify and hold Pallas, 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 this Agreement, your violation of any law or regulation or your use of the Services.

For the purpose of this Section 19, 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 19 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 Pallas (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.

20. Limitation of Liability; No Warranty

YOU EXPRESSLY UNDERSTAND AND AGREE THAT PALLAS AND OUR AFFILIATES AND SERVICE PROVIDERS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES, AND REPRESENTATIVES WILLNOT 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 PALLAS 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 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 SERVICES; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (IV) ANY OTHER MATTER RELATING TO THE 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 SERVICES OR WITH THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICES AND TERMINATE YOUR STATUS AS A MINT USER.

THE SERVICES ARE PROVIDED "AS IS" AND WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS,IMPLIED OR STATUTORY. PALLAS, 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 NON-INFRINGEMENT. PALLAS MAKES NO WARRANTY THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE 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.

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

21. Right to Set Off

Pallas may and is authorized, without prior notice and both before and after demand, to set off the whole or any part of your liabilities or other amounts payable to Pallas, including but not limited to fees, whether such amounts are present or future, actual or contingent, or liquidated or unliquidated, against any sums held by Pallas and owed to you, whether under this Agreement or any other agreement between Pallas and you.

For the purpose of exercising its rights under this Section 21: (i) Pallas is entitled to convert and/or exchange any Supported Digital Currency owned by you and held by Pallas, and is authorized to effect any such conversions at the then prevailing exchange rate; and (ii) if your liability is contingent and/or unliquidated, then Pallas may set off the amount it estimates in good faith will be the liquidated amount.

22. Arbitration

Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought, in an individual capacity only, and not on a class-wide or representative basis, in the courts specified in Section 30 without the posting of a bond), any dispute between you and Pallas related in any way to, or arising in any way from, our Services or this Agreement (“Dispute”) shall be finally settled on an individual, non-representative basis in binding arbitration shall be settled by arbitration in accordance with the BVI IAC Arbitration Rules, as modified by this Agreement, or in accordance with rules on which we may mutually agree in writing; provided, however, that to the extent a Dispute is within the scope of a small claims court’s jurisdiction, either you or Pallas may commence an action in small claims court, in the county of your most recent physical address, to resolve the Dispute.

Any arbitration will be conducted by a single, neutral arbitrator and shall take place in Road Town, Tortola, British Virgin Islands, unless we agree otherwise. The arbitrator may award any relief that a court of competent jurisdiction could award, including attorneys’ fees when authorized by law. The arbitral decision may be enforced in any court of competent jurisdiction. An arbitral decision is subject to very limited review by a court.

23. Amendments

Pallas may amend any portion of this Agreement at any time by posting the revised version of this Agreement with an updated revision date. The changes will become effective, and shall be deemed accepted by you, the first time you use the Services after the initial posting of the revised Agreement and shall apply on a going-forward basis with respect to transactions initiated after the posting date. In the event that you do not agree with any such modification, your sole and exclusive remedy is to terminate your use of the Services and terminate your status as a Mint User. 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 this Agreement.

If the revised Agreement includes a material change, we will provide you with prior notice via our website and/or email before the material change becomes effective. For this purpose a “material change” means a significant change other than changes that (i) are to your benefit, (ii) are required to be made (a) to comply with applicable laws and/or regulations, (b) to comply with a payment network or ACH rule, or (c) as otherwise required by one of our regulators, (iii) relates to a new product or service made available to you, or (iv) to otherwise clarify an existing term.

24. Assignment

You may not transfer or assign this Agreement or any rights or obligations hereunder, by operation of law or otherwise and any such attempted assignment shall be void. We reserve the right to freely assign this Agreement and the rights and obligations of this Agreement to any third party at any time without notice or consent. If you object to such transfer or assignment, you may stop using our Services and terminate this Agreement by contacting Pallas’s Support Team and asking us to terminate your status as a Mint User.

25. Change of Control

In the event that Pallas is acquired by or merged with a third party entity, we reserve the right, in any of these circumstances, to transfer or assign the information we have collected from you as part of such merger, acquisition, sale, or other change of control.

26. Survival; Force Majeure

Upon termination of your status as a Mint User or this Agreement for any reason, all rights and obligations of the parties that by their nature are continuing will survive such termination.

Pallas shall have no liability for any failure or delay resulting from any condition beyond our reasonable control, including but not limited to governmental action or acts of terrorism, pandemics, earthquake, fire, flood, or other acts of God, labor conditions, power failures, equipment failures, and Internet disturbances.

27. Website; Third Party Content

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

28. Limited License; IP Rights

We grant you a limited, non-exclusive, non-sublicensable, and non-transferable license, subject to the terms and conditions of this Agreement, to access and use the Services solely for approved purposes as determined by Pallas. Any other use of the Services or the Platform is expressly prohibited. Pallas and its licensors reserve all rights in the Services and you agree that this Agreement does not grant you any rights in or licenses to the Services except for the limited license set forth above. Except as expressly authorized by Pallas, you agree not to modify, reverse engineer, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works based on the Services or the Platform, in whole or in part. If you violate any portion of this Agreement, your permission to access and use the Services and your status as a Mint User may be terminated pursuant to this Agreement. "usdtb.money", "Pallas", and all logos related to the Services are either trademarks, or registered marks of Pallas or its licensors. You may not copy, imitate, or use them without Pallas's prior written consent. All right, title, and interest in and to the Pallas website, any content thereon, the Services, and all technology and any content created or derived from any of the foregoing is the exclusive property of Pallas and its licensors.

29. Applicable Law; Legal Compliance

Your use of the 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 counter-terrorist financing (“CTF”) provisions.

You unequivocally agree and understand that by registering as a Mint User and using the Services in any capacity, you will act in compliance with and be legally bound by this Agreement and all applicable laws and regulations (including, without limitation, those stated in this Section 29, where applicable). For the avoidance of doubt, continued use of your status as a Mint User and Pallas’s obligations to you under this Agreement are conditional on your continued compliance at all times with this Agreement and all applicable laws and regulations. Pallas’s AML and CTF procedures are guided by all applicable laws and regulations regarding AML and CTF. These standards are designed to prevent the use of the Services for money laundering or terrorist financing activities. We take compliance very seriously and it is our policy to take all necessary steps to prohibit fraudulent transactions, report suspicious activities, and actively engage in the prevention of money laundering and any related acts that facilitate money laundering, terrorist financing or any other financial crimes.

You agree, represent, and warrant that all funds transacted as a Mint User, or funds deposited by you with Pallas in the future, are not the direct or indirect proceeds of any criminal or fraudulent activity.

The Services are subject to economic sanctions programs administered in the countries where we conduct business, including but not limited to those administered by the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”), pursuant to which we are prohibited from providing services or entering into relationships with certain individuals and institutions. By using the Services, you represent that your actions are not in violation of such sanctions programs. Without limiting the foregoing, you may not use the Services if (i) you are a resident, national or agent of a jurisdiction subject to comprehensive sanctions by OFAC (“Restricted Territories”), (ii) you are on the Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals (“Restricted Persons”), or (iii) you intend to transact with any Restricted Territories or Restricted Persons. You further represent that you are not a citizen, resident, or organized in, the following jurisdictions (the “Prohibited Jurisdictions”): Abkhazia, Afghanistan, Angola, Belarus, Burundi, Central African Republic, Congo, Cuba, Crimea, Ethiopia, Guinea-Bissau, Iran, Ivory Coast (Cote D’Ivoire), Lebanon, Liberia, Libya, Mali, Burma (Myanmar), Nicaragua, North Korea, Northern Cyprus, Russia, Somalia, Somaliland, South Ossetia, South Sudan, Sudan, Syria, Ukraine (Donetsk and Luhansk regions), United States, Venezuela, Yemen, Zimbabwe.

In the event that we are required to block funds associated with your registration as a Mint User in accordance with a sanctions program, or other similar government sanctions programs, we may: (i) suspend your status as a Mint User; (ii) terminate your status as a Mint User; or (iii) return funds to the destination of their origin or to an account specified by authorities. In certain cases, taking one or more of these actions may result in a forfeiture of some or all of your assets held with Pallas. We are not responsible for any losses, whether direct or indirect, that you may incur as a result of our complying with applicable law and regulations, the guidance or direction of any regulatory authority or government agency, or any writ of attachment, lien, levy, subpoena, warrant, or other legal order.

30. Governing Law; Venue

The laws of the British Virgin Islands shall govern this Agreement. Except for those disputes that shall be resolved in arbitration or in small claims court, each party agrees to submit to the personal and exclusive jurisdiction of the courts located in the British Virgin Islands, provided that any claims or disputes shall be subject to the arbitration provisions set forth in Section 22. You agree with us that, if you are a consumer, the courts in the permitted region where you are resident will have non-exclusive jurisdiction.

31. Entire Agreement

The failure of Pallas to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement 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 this Agreement shall otherwise remain in full force and effect and remain enforceable between the parties, except as specified in Section 27. 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. This Agreement, including any additional agreement incorporated by reference herein; Pallas’s policies governing the Services referenced herein (including, without limitation, those set forth in the USDtb Terms); the Pallas Privacy Policy and the Cookie Policy constitute the entire agreement between you and Pallas with respect to the use of the Services. This Agreement is not intended and shall not be construed to create any rights or remedies in any parties other than you and Pallas and other Pallas affiliates which each shall be a third-party beneficiary of this Agreement, and no other person shall assert any rights as a third-party beneficiary hereunder.

32. User Support

Please visit Pallas Support here or contact Pallas’s Support Team at support@pallas.vg to report any violations of this Agreement or to ask any questions regarding this Agreement or the Services.

From time to time, Pallas receives information requests about its customers from law enforcement agencies around the world. This page is here to provide you and law enforcement with information about how these requests are processed.

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

When information requests are received, Pallas 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. Pallas 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 Pallas addresses should be accompanied by appropriate legal process.

Pallas also reserves the right to make disclosures to authorities in order to protect itself, any Associates, and its customers.

Pallas welcomes inquiries from law enforcement agencies about its policies and procedures. Please contact Pallas at inforequests@pallas.vg.

USDtb is available to custody with the following Custodians: