TERMS AND CONDITIONS OF USE FOR BORROWERS AND ISSUERS

Capitalized terms have the same meaning as defined on the WEBSITE, JOLTIFY PROTOCOL AND JOLTIFY CHAIN TERMS AND CONDITIONS OF USE (the Website and Protocol Terms), unless otherwise stated.

These Terms will bind Joltify DAO and all borrowers and issuers in relation to their use of the Services and the Website (the “User” and “you”), including each of their permitted successors and assigns.

The Website allows Users that have been approved by the Joltify DAO to submit and list an investment or loan proposal (a “Proposal”) using the Website and the Services.

1. Acceptance of the Terms and Conditions

(a) By submitting a Proposal on the Website as the issuer or borrower, as the case may be, you are agreeing to be bound by these terms and conditions (‘Additional Terms’) and processes and rules documented on the Website. (see Investment Pool Processes and Rules).

2. Proposal approval

(a) The Joltify DAO has absolute right to accept or reject a Proposal by a User by majority vote on the Joltify Blockchain.

(b) It is the User's duty to create a digital wallet on the Joltify chain (‘Wallet'), and User takes full responsibility for the safe-keeping of their passwords or private keys of the Wallet.

3. Proposal Documentation

(a) The User is responsible for Proposal documentation (‘Documentation'), including drafting costs. The Documentation shall include investor or lender disclosures (such as private placement memorandum, information memorandum or loan disclosure documents), loan agreement, subscription agreement and security agency agreement as appropriate for the Proposal.

(b) The Documentation must accurately reflect the processes and rules documented on the Website.

(c) Documentation must be approved by the Joltify DAO before being listed on the Joltify Chain for potential investors or lenders, all of whom shall be accredited investors, to review and sign. Users must use Documentation substantially the same as approved for signing by Joltify DAO.

(d) Users may use any Documentation template, if appropriate, that has been provided by Joltify DAO or the Company.

(e) Documentation will be signed electronically by all parties using the Website’s third party electronic signature service provider.

(f) The User warrants that all Documentation it provides will be true and accurate, including any representation of ownership or rights to any real world assets (if any) being funded using the Services.

4. Your rights and obligations

(a) Once the Investment Pool or loan has successfully raised the agreed target amount, User must draw down or withdraw the funds or cryptocurrency (the Funds) within [7 days]. The User acknowledges that if they do not withdraw the Funds within [7 days] of reaching the agreed target, the User will no longer be able to access the Funds in the respective Investment Pool or the loan amount, and the investor or lender may withdraw the Funds they have invested or loaned using the Services.

(b)A User must responsibly operate the Wallet and exchange digital assets to fiat currency where applicable.

(c) Users must make digital asset payments as they fall due in accordance with the processes and rules documented on the Website), including for any applicable interest, principal repayment, distributions or redemptions.

(d) All Users must abide by the Website and Protocol Terms and cooperate with Joltify’s third party service providers, including for electronic signature and investor Know-Your-Client (“KYC”) processes.

(e) A User must not deal with the Investment Pool or loan sum except in accordance with the Documentation.

(f) Any issuer or borrower has the right, in its sole discretion, to reject participation in any Proposal by any investor or lender. In this event, Joltify DAO and the Company shall allow and procure that the investor or lender are able to withdraw all of their Funds within a reasonable period of time.

5. Joltify’s obligation

(a) Joltify DAO and the Company will provide Services to raise funding in accordance with the processes and rules documented on the Website .

(b) The Company may offer User to attend an AMA (ask me anything) for Joltify’s community, subject to User’s consent.

(c) The Company is responsible for ensuring that all know-your-customer and accredited investor checks are completed in respect of all investors and lenders, including via its third party KYC service providers:

(i) such that no investor or lender is able to use the Services except in accordance with the eligibility requirements in the Website and Protocol Terms; and

(ii) to block any investor or lender residing in Australia and United States;

(iii) to block any investor or lender incorporated, resident or located in any comprehensively sanctioned jurisdiction or listed as a Specially Designated National by the United States Office of Foreign Asset Control (OFAC) or sanctioned under any other applicable sanctions regimes.

(d) As a decentralized autonomous organization (DAO), Joltify DAO does not have custody, possession, or control over any user's funds. The responsibility for safekeeping and holding of funds lies solely with the individual users, investors, or lenders. In the event that an investor or lender wishes to withdraw their funds, they can do so provided that the issuer or borrower has transferred the relevant funds to their repayment account. The processes for investors/lenders to claim their funds are governed by smart contracts, ensuring transparency and autonomy. Joltify DAO has no control over the funds and does not act as a custodian or possess any authority over user funds.

6. No Guarantee

(a) Joltify does not guarantee the success of any Proposal.

7. Breach

(a) If User breaches these Additional Terms, Joltify DAO may delist or suspend User's Proposal, including freezing its Wallet if the investment or loan amount has not been drawn down, or taking any other actions to safeguard any investor or lender Funds. Joltify DAO shall be responsible for returning all undrawn Funds to the investors or lenders using the Services.

8. Applicable law and jurisdiction

(a) The Additional Terms are governed by the laws of British Virgin Islands. Any dispute, controversy, proceeding or claim of whatever nature arising out of or in any way relating to the Additional Terms and the rights created hereby shall be governed, interpreted and construed by, under and pursuant to the laws of British Virgin Islands, without reference to conflict of law principles, notwithstanding mandatory rules. The validity of this governing law clause is not contested. The Additional Terms shall be binding to the benefit of the parties hereto and their successors and assigns.

(b) In the event of any dispute arising out of or in relation to the Additional Terms, you agree that the exclusive venue for resolving any dispute shall be in the courts of British Virgin Islands.