Terms of Use

You acknowledge and agree that you assume full responsibility for your use of the site and service. You acknowledge and agree that any information you send or receive during your use of the site and service may not be secure and may be intercepted or later acquired by unauthorized parties. You acknowledge and agree that your use of the site and service is at your own risk. Recognizing such, you understand and agree that, to the fullest extent permitted by applicable law, neither Nucleus Core nor its parents, subsidiaries, affiliates and agencies, as well as the officers, directors, employees, shareholders and representatives of any of the foregoing entities, or its suppliers or licensors will be liable to you for any direct, indirect, incidental, special, consequential, punitive, exemplary or other damages of any kind, including without limitation damages for loss of profits, goodwill, use, data or other tangible or intangible losses or any other damages based on contract, tort, strict liability or any other theory (even if Nucleus Core had been advised of the possibility of such damages), resulting from the site or service; the use or the inability to use the site or service; unauthorized access to or alteration of your transmissions or data; statements or conduct of any third party on the site or service; any actions we take or fail to take as a result of communications you send to us; human errors; technical malfunctions; failures, including public utility or telephone outages; omissions, interruptions, latency, deletions or defects of any device or network, providers, or software (including, but not limited to, those that do not permit participation on the site or in the service); any injury or damage to computer equipment; inability to fully access the site or service or any other website; theft, tampering, destruction, or unauthorized access to, images or other content of any kind, including content as defined herein; data that is processed late or incorrectly or is incomplete or lost; typographical, printing or other errors, or any combination thereof; or any other matter relating to the site or service. 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 above limitations may not apply to you. Nucleus Core assumes no responsibility, and shall not be liable for any damages to, or viruses that may infect, your computer, telecommunication equipment, or other property caused by or arising from your access to, use of, or browsing the Site or Service, or your downloading of any materials or Content, from the Site or Service.

The Site, the Service, all functionality of the Site and Service, and all Content and all intellectual property are owned by Nucleus Core, its parents, subsidiaries, affiliates or its licensors. You acknowledge and agree that the Service contains proprietary and confidential information that is protected by applicable intellectual property and other laws. Except as expressly authorized by Nucleus Core, you agree not to copy, modify, rent, lease, loan, sell, distribute, perform, display or create derivative works based on the Site, Service or Content, in whole or in part. The trademarks NUCLEUS CORE and the design mark (the "Trademarks") are trademarks of Nucleus Core and its parent. You may not use the Trademarks without the prior written permission of Nucleus Core. Any permitted use of the Trademarks must be pursuant to and in compliance with the Nucleus Core Trademark Guidelines.

The Site and Service provides, or third parties may provide, links to other World Wide Web or accessible sites, applications or resources. Because Nucleus Core has no control over such sites, applications and resources, you acknowledge, understand and agree that Nucleus Core is not responsible for the availability of such external sites, applications or resources, and does not endorse, adopt, and is not responsible or liable for any content, advertising, products or other materials on or available from such sites, applications or resources, including with respect to content that references the Site, Service, Nucleus Core or Content. You further understand, acknowledge and agree that Nucleus Core shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any such content, goods or services available on or through any such site, application or resource.

Nucleus Core, in Nucleus Core sole discretion, may terminate or suspend your access and use of all or part of the Site or Service immediately, without prior notice to you, if you breach any of the Terms. Nucleus Core also retains the exclusive right, in its sole and absolute discretion, and with or without cause (including where there has been no breach of the Terms by you) to terminate or suspend all or part of your access and use of all or part of the Site or Service immediately, without prior notice to you. Upon termination of your access, your right to use the Site and Service will immediately cease. You hereby waive and release Nucleus Core for any claim for loss or damage that you may now have or later acquire which relates or arises from termination or suspension, in part or in whole, of your use and access to the Site or Service. Prior to receiving Nucleus Core token on the Mainnet ("Mainnet Migration"), we will verify your identity and such verification must be linked to your account, as required by law. If you have passed Nucleus Core KYC process ("KYC") and fulfilled other relevant requirements as set forth in these Terms, you may obtain Nucleus Core cryptocurrency in your Mainnet wallet ("Mainnet Wallet”) on the Nucleus Core Mainnet Blockchain (the “Nucleus Core Mainnet Blockchain") (such migrated token is referred to herein as "Migrated Nucleus Core Token"). In the event that you have Migrated Nucleus Core Token in your Mainnet Wallet, and you request Nucleus Core to delete your account and terminate your use and access of the Site and Service, then you expressly understand, acknowledge and agree that you are, pursuant to these Terms, required to (1) return all Migrated Nucleus Core Token that you then have deposited in your Mainnet wallet, and (2) destroy your Mainnet Wallet. Upon the completion of each of these requirements, Nucleus Core shall process your request for account deletion and termination of your use and access of the Site and Service. Provided, however, Nucleus Core may be required to retain certain information regarding your account to meet its legal and regulatory obligations. The following provisions of the Terms shall survive any termination of these Terms, or your use and access to the Site or Service: INDEMNITY; WARRANTY DISCLAIMERS; LIMITATION OF LIABILITY; OUR PROPRIETARY RIGHTS; LINKS; TERMINATION; NO THIRD PARTY BENEFICIARIES; BINDING ARBITRATION AND CLASS ACTION WAIVER; GENERAL INFORMATION.

You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to the Terms

If you believe that your copyright, or the copyright of a person on whose behalf you are authorized to act, has been infringed on the Site or Service, please provide written notice ("Notice") to Nucleus Core Copyright Agent (set forth below) containing the following information:

• a description of the infringing conduct, the copyrighted work or other intellectual property that you claim has been infringed, and action you are requesting to be taken;
• a description of where the material is located on the Site or Service, and where the infringing conduct is occurring on the Site or Service (if different from the location of the material);
• your name, address, telephone number, and email address;
• documents supporting your ownership, or the ownership of the person or entity you are acting on behalf of, of the copyrighted material issued by the relevant government agency;
• a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
• a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf ; and
• an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest.

If you passed the KYC and have Migrated Nucleus Core Token on the Mainnet during Nucleus Core Enclosed Mainnet, then you hereby explicitly acknowledge, understand and agree, that prior to Open Network, the following additional terms and conditions set forth below shall apply.

• You agree not to offer any sales of your Nucleus Core Token, Mobile Balance or any derivatives of your Nucleus Core Token and Mobile Balance for other fiat or crypto currencies prior to the launch of Open Network.
• You agree that you and only you are the exclusive holder of your account and Mainnet Wallet and that you will not transfer your account or Mainnet Wallet to another individual, group, or organization, or grant access to your account and/or Mainnet wallet to another person or entity during the Enclosed Network period.
• You agree not to engage in any illicit and/or illegal transactions using your Nucleus Core Token, or in any activities that are intended to violate or otherwise circumvent the Terms or the Enclosed Network period rules and restrictions.

16.1 Entire Agreement

These Terms (and any additional terms, rules and conditions of participation that Nucleus Core may post on the Site) constitute the entire agreement between you and Nucleus Core with respect to the Service and supersedes any prior agreements, oral or written, between you and Nucleus Core. In the event of a conflict between these Terms and the additional terms, rules and conditions of participation, the latter will prevail over the Terms to the extent of the conflict.

16.2 Waiver and Severability of Terms

The failure of Nucleus to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by an arbitrator or court of competent jurisdiction to be invalid, the parties nevertheless agree that the arbitrator or court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms shall remain in full force and effect.

16.5 Governing Law

These Terms are governed by California law, without regard to conflicts of law principles. The exclusive jurisdiction and venue for disputes under or relating to these Terms are the federal and state courts in San Francisco, California. You consent to jurisdiction and venue in such courts.

16.6 Statute of Limitations

You agree that any claim or cause of action arising out of or related to the use of the Site, Service, or Content, or with respect to the Terms, must be filed (a) within one (1) year from the earlier of the date upon which the loss or damage occurred, or the date upon which the conduct for which the claim is brought occurred, or (b) prior to the expiration of any statutorily applicable statute of limitation. If not timely filed pursuant to (a) or (b) above, as applicable, then you understand, acknowledge and agree that such claim(s) shall be forever barred.

16.7 Entire Agreement

These Terms contain the complete and entire understanding between you and Nucleus Core regarding your access to and use of the Site, Services and Content. These Terms, as may be modified from time to time by Nucleus Core, supersede all prior agreements, whether written or oral, between you and Nucleus Core regarding your access to and use of the Site, Services and Content.

16.8 Section Titles

The section titles in the Terms are for convenience only and have no legal or contractual effect.

16.9 Communications

Users with questions, complaints or claims with respect to the Site, Service or Content may contact us using the relevant contact information set forth above.

17.1 Initial Dispute Resolution

The parties shall use their best efforts to engage directly to settle any dispute, claim, question, or disagreement and engage in good faith negotiations which shall be a condition to either party initiating a lawsuit or arbitration.

17.2 Binding Arbitration

If the parties do not reach an agreed upon solution within a period of 30 days from the time informal dispute resolution under the Initial Dispute Resolution provision set forth in 17.1 begins, then either party may initiate binding arbitration as the sole means to resolve claims, subject to the terms set forth below. Specifically, all claims arising out of or relating to these Terms (including their formation, performance and breach), the parties' relationship with each other and/or your use of the Site, Service or Content shall be finally settled by binding arbitration administered by the American Arbitration Association in accordance with the provisions of its Commercial Arbitration Rules and the supplementary procedures for consumer related disputes of the American Arbitration Association (the "AAA"), excluding any rules or procedures governing or permitting class actions.

The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of these Terms, including, but not limited to any claim that all or any part of these Terms are void or voidable, or whether a claim is subject to arbitration. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator's award shall be written, and binding on the parties and may be entered as a judgment in any court of competent jurisdiction.

The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

17.7 Changes to this Section

Your Company will provide thirty (30) days' notice of any changes to this section. Changes will become effective on the thirtieth (30th) day, and will apply prospectively only to any claims arising after the thirtieth (30th) day.

For any dispute not subject to arbitration you and Your Company agree to submit to the personal and exclusive jurisdiction of and venue in the federal and state courts located in California. You further agree to accept service of process by mail, and hereby waive any and all jurisdictional and venue defenses otherwise available.

The Terms and the relationship between you and Your Company shall be governed by the laws of the State of California without regard to conflict of law provisions.

You understand, acknowledge and agree that prior to KYC, your use of the Site and Service for mining will generate a "mobile balance of points" which is maintained and reflected on the App (the "Mobile Balance"). The Mobile Balance is a points calculation indicator. You understand that the Mobile Balance has no cash value, is not transferrable, is not your property, and may not be exchanged or transferred for any currency or cryptocurrency or for any other purpose. Furthermore, obtaining a Mobile Balance through your use of the Site and Service does not entitle you to any right or interest in the company or any other property or asset.

You may lose your Mobile Balance if at any time you violate these Terms, we reasonably believe you are in violation of any applicable law, if we cannot verify your identity or you otherwise do not pass KYC, or if you engaged in suspicious activity. We may, without prior notice or liability to you, discontinue the Mobile Balance functionality, or modify the Mobile Balance functionality, even though such changes may affect your eligibility for, or ability to access, the Mobile Balance.

Following initial and ongoing verification of your identity, tokens may be awarded based on your Mobile Balance activity. These tokens will be deposited into your designated wallet. During the first 14 days after the award, such tokens are still subject to adjustment based on accounting error corrections and additional compliance checks.

You will be required to meet all eligibility criteria, including but not limited to:

• You must have executed the required acknowledgements
• You must pass initial and ongoing KYC and anti-money laundering checks
• You must not have violated the Terms
• We must be able to verify the accuracy of your Mobile Balance
• You must not have engaged in any fraud or illegal activity
• You must reside in a jurisdiction that permits your use of the Site and Service

If you are determined to have violated the Terms, failed to execute required acknowledgements, engaged in prohibited acts, or failed to pass KYC, then your Mobile Balance will be forfeited, and you will not receive any token rewards.