1. binding agreement with you

the site is operated by the Millix Foundation (referred to as "we", "our", or "us"). these terms of use are a binding agreement between us and you. you are referred to in these terms of use as "you" or "your". together, you and we are collectively referred to as the "parties" or a "party".

by using the site or our services, including viewing content, downloading a client, or participating in transactions (described below), you signify that you have read, understand, and agree to be bound by these terms of use. if you do not agree to all of these terms of use, please do not use the site or our services.

you further represent that you are at least 18 years old and are not otherwise barred from using our services under the laws of the location where you reside or any other laws.

2. the millix client

through our site, you may download a millix client (the "client") where you may store the millix digital currency. through the client, you may send millix to others and you may receive millix from others, using a client address unique to each client (each an "address"). each request for millix or the sending or receiving of millix by you or others through the client is referred to in these terms of use as a "transaction".

3. downloading the client

you may download a millix client for free. when you download a client, the client software will reside on your computer or device memory. you will be required to select a password for the client and the client software will generate the unique randomly selected address for your client. this address will also be stored on your computer or device. it is important for you to remember that we don't have access to your client, the address for your client, or to your password. you are solely responsible for maintaining accurate records of your client password and address. if you lose any of them, we can't restore them for you as we do not have them and you will lose your millix. when you download a client, you certify that you have never been removed or suspended from using our services.

4. no client verification obligation

you understand that we have no obligation to verify others’ clients. this means that when you use your client to send to or receive millix from a third party, you are solely responsible for ensuring that the third party address you use is correct and that it belongs to the individual or entity claimed to be the owner of the address, and that you are providing your correct address to others from who you wish to receive millix. you agree that we take no responsibility and make no representations whatsoever with respect to client ownership or addresses, or your use of an incorrect address. you agree that we have no obligation to screen site users, addresses or clients, and can't verify the identity of any user or client. any dealings or interactions you may have with other site users, accounts or clients are at your own risk. we will not be responsible for any harm caused to you by virtue of your interaction or dealing with another user or otherwise by virtue of your use of the site, services or a client.

5. access to clients & lost passwords

if a person successfully logs in to your client, they will have full access to your millix and will be able to conduct any transaction allowed by the client. if you cannot log in to your client, we cannot assist you in gaining access to your client and there is nothing further we can do to provide access to your client. you agree that we have no responsibility for any losses you incur, including loss of your millix, as a result of your inability to access your client due to lost or incorrect passwords or addresses.

6. use restrictions

in connection with your use of the client, you agree as follows:

• you will not at any time use a client that belongs to any other user.

• we cannot guarantee the identity of any user, sender, requester, receiver or any other party and you are solely responsible for any activity that occurs in connection with your client.

• you will keep your client credentials secure at all times.

• you will verify all transaction information before entering into any transaction through the client as once you submit the transaction, we can't cancel it.

• we may provide to any governmental authority all information we have about you and your use of the client in response to a subpoena, court order, or other governmental request.

• millix associated with any pending transaction will not be available in your client or available for any other transaction.

• you will not use the site, client or services for any purpose or in any manner that is inconsistent with any applicable laws or regulations.

• you will not use the client or services to purchase or sell any products or services that are restricted by any governmental authority or that are unlawful.

• you will not use the client or services to transmit spam email or unsolicited advertisements to others.

• you will not use any information obtained from the site or other users in order to contact, advertise to, solicit, or sell to any user without their prior explicit consent.

• you will not interfere with, disrupt, or create an undue burden on the site, or the networks or services connected to the site.

• you will not disrupt or interfere with the security of, or otherwise cause harm to, the site, the services, any client or related materials, system resources, accounts, passwords, servers, or networks connected to or accessible through the site.

7. we are not a currency exchange

you understand and agree that the client only allows you to make and receive millix payments. in other words, you cannot use our services to exchange millix or other digital currencies for fiat currencies issued by governments (e.g. US Dollars, Euros, etc.). we do not store or conduct transactions for any fiat currencies.

8. no dividends, internet or other benefit payments

you understand and agree that we have no obligation to pay or provide to you any interest payments on amounts in your client, or any other benefits that may derive from you being the owner of the millix within your client.

9. our license to you

we grant you a royalty free, nontransferable license to download and use the client on your computer or device for the client's intended purpose and provided you are in compliance with all of these terms of use and all applicable laws. except as expressly provided in this paragraph, we do not grant any express or implied rights to use or modify the client. the services, our site, and the client are protected by copyright, trademark, patent, and/or other intellectual property laws, and any unauthorized use of the site, services or client may violate such laws and these terms of use. you agree not to use, copy, republish, frame, download, transmit, modify, assign, distribute, or create derivative works based on the site or our services or their selection and arrangement, except as expressly authorized herein. In addition, you agree not to use any data mining, robots, or similar data gathering and extraction methods in connection with the site and our services.

you further agree to the following limitations in connection with your use of the site and our services:

• the site may be used solely for personal and internal purposes and you may not commercially exploit any of the site content without express permission from us;

• you agree that you will not alter in any way our site or its content;

• you agree not to remove any copyright or other proprietary notices contained in the site or its content;

• we reserve the right to revoke at any time the authorization to access, view, or use in any way our site and the services; and

• the rights granted to you in these Terms of Use constitute a license only and not a transfer of title.

if you breach any of these terms of use, your authorization to use the site, our services and the client automatically terminates.

10. third party services & links

in addition, the services offered by us, our site may also make available materials, links, information, products and services provided by third parties (collectively, the "third party products and services"). the third-party products and services may be governed by separate agreements that accompany such products or services. we offer no guarantees and assume no responsibility or liability of any type with respect to the third-party products and services. you agree that you will not hold us responsible or liable with respect to the third-party products and services or seek to do so.

11. trademarks

the trademarks, logos, and service marks, including the "millix" trademark (collectively the "Marks") displayed on this site are the property of the Millix Foundation or their third-party licensors. You are not permitted to use the marks without our prior written consent.

12. digital millennium copyright act

our site is committed to complying with U.S. copyright laws. the digital millennium copyright act ("DMCA") provides a recourse for owners of copyrighted material who believe that their rights under U.S. copyright laws have been infringed on the internet. under the DMCA, copyright owners may contact the authorized agent of an internet service provider to report alleged infringements of their protected works appearing on web pages hosted by the service provider. upon receipt of a properly filed complaint satisfying the requirements of the DMCA, we may remove or block access to the allegedly infringing material. if a person believes in good faith that a notice of copyright infringement has been wrongly filed, such person may submit a counter-notice to us. in any event, we shall not be made a party to disputes over alleged copyright infringement.

if you are a copyright owner or an agent thereof and believe that any content of the site infringes upon your copyrights, you may submit a notification pursuant to the digital millennium copyright act ("DMCA") by providing us with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

• a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

• identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;

• identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;

• information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail; a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

• a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

13. managing site access

we reserve the right but do not have the obligation to:

• monitor the Site for violations of these terms of use; and

• take appropriate legal action against anyone who, in our sole discretion, violates these terms of use.

14. warranties & disclaimer

you understand and agree that millix digital currency is an experimental, non-regulated, bearer instrument that is difficult to secure. you agree that there are risks associated with using the client including, but not limited to, the risk of software or hardware failure, network failures, malicious software, and unauthorized access to your client by malicious intruders or hackers. you agree that we will not be responsible for any communication failures, disruptions, errors, loss of data, or delays you may experience when using the client, however caused. though we make what we consider reasonable efforts to provide a secure client software, we do not warranty or guarantee that your millix will be available to you for transactions.

you further agree that there are risks associated with using millix and the client, including, but not limited to, the risk of unknown vulnerabilities in or unanticipated changes to the digital currency network and its processes. you agree that we have no control over any digital currency network and will not be responsible for any harm occurring as a result of such risks.

you agree that we will not be responsible or liable to you for any loss and take no responsibility for and will not be liable to you for any use of our services or the client, including but not limited to any losses, damages or claims arising from:

• user error such as forgotten passwords, incorrectly constructed transactions, or mistyped digital currency addresses;

• server failure or data loss;

• corrupted client files;

• unauthorized or malicious access to the client; and

• any unauthorized third-party activities, including without limitation the use of viruses, phishing, hacking or other means of attack against the client.

this site, the client, and all materials and services accessible through this site are provided "as is" without warranty of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability or fitness for a particular purpose, or the warranty of non-infringement. without limiting the foregoing, and expect as expressly provided otherwise we make no warranty that:

• the services, client and materials will meet your requirements;

• the services, client and materials will be uninterrupted, timely, secure, or error free;

• the results that may be obtained from the use of the services, the client or materials will be effective, accurate, or reliable; and

• the quality of any services, client or materials obtained or accessible by you through the site will meet your expectations.

we assume no liability for any computer virus or other similar software code that is downloaded to your computer from the site or in connection with any client, services or materials offered through the site. no information, whether oral or written, obtained by you from us or through or from the site shall create any warranty not expressly stated in these terms of use.

15. personal information & privacy

you understand and agree that we may disclose information about you if we have a good faith belief that we are required to do so by law or legal process, to respond to claims, or to protect the rights, property, or safety of us or others. please refer to our privacy policy for more information about the manner in which we protect and use your information. you acknowledge that you have ready and understand our privacy policy.

16. limitations and liability

the services and client are provided on an "as is" and "as available" basis without any representation or warranty, whether express, implied or statutory. to the maximum extent permitted by applicable law, we specifically disclaim any implied warranties including warranties of merchantability, fitness for a particular purpose and non-infringement. we do not make any representations or warranties that your access to the site, client or the services will be continuous, uninterrupted, timely, or error-free.

the services and client are provided on an "as is" and "as available" basis without any representation or warranty, whether express, implied or statutory. to the maximum extent permitted by applicable law, we specifically disclaim any implied warranties including warranties of merchantability, fitness for a particular purpose and non-infringement. we do not make any representations or warranties that your access to the site, client or the services will be continuous, uninterrupted, timely, or error-free.

in no event shall we or our subsidiaries, parents, affiliates, owners, members, officers, directors, agents, successors, partners, employees, suppliers or licensors be liable to you or any third party under any contract, tort, strict liability, negligence or under any legal or equitable theory for any indirect, consequential, exemplary, incidental, special or punitive damages, including lost profit damages arising from or relating to your use of the site, client, and any of the services.

each party agrees that, except for indemnity obligations in these terms of use, any liability to the other shall be limited to $500. even if such remedy fails of its essential purpose.

17. indemnity

you agree to indemnify, defend and hold us and our subsidiaries, parents, affiliates, owners, members, officers, directors, agents, successors, partners and employees, harmless from any losses, damages, fines, taxes, judgments, costs and expenses, as they are incurred (including reasonable attorneys' fees and litigation expenses), that we may be subject to which arise from or are related to any alleged act or omission by you or your agents or representatives, or that arise from or are related to any of your transactions or use of the site, client or services, that would constitute a breach of these terms of use, a violation of applicable law, or a violation of any person or entities rights, including without limitation their intellectual property or privacy rights.

18. governing law

these terms of use are governed in all respects by the laws of the state of Delaware, USA without regard to its conflict of laws provisions.

19. arbitration & waiver of class actions

all claims and disputes arising under or relating to these terms of use, the site, client or the services are to be settled solely and finally by binding arbitration rather than in court. however, you may pursue claims in small claims court to the extent your claims qualify.

by agreeing to arbitrate, you and we understand and agree that disputes between you and us will not be decided by a jury and that you and we may not have the right to have a court review the arbitration award or to appeal it.

the arbitration shall be conducted by the American Arbitration Association (“AAA”) under the AAA rules, including the AAA's supplementary procedures for Consumer-Related Disputes. you may obtain copies of the AAA's rules and instructions on how to commence a claim at www.adr.org or by calling (800) 778-7879. payment of all filing, administration and arbitrator fees will be governed by the AAA's rules. If such fees you are required to pay would exceed the fees and costs you would incur in a court proceeding, we will reimburse you for such fees to the extent they exceed the amounts you would be required to pay in court, unless the arbitrator determines your claims are frivolous. if we prevail in the arbitration, we will not request attorneys' fees and costs from you in the arbitration unless the arbitrator determines that your claims are frivolous or unless they are otherwise allowed by applicable law.

you may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the United States in the state you choose or at another mutually agreed location. the arbitration shall be conducted in English and the arbitrator shall follow these terms of use as a court would. The arbitrator may award any relief that a court of competent jurisdiction could award, including injunctive relief and attorneys' fees when authorized by law. Any decision or award as a result of any such arbitration proceeding shall be in writing and shall provide an explanation for all conclusions of law and fact. an award of arbitration may be confirmed in any court of competent jurisdiction.

in the event any party commences litigation in any state or federal court, or in any other court or location, the other party shall be entitled to payment of attorney's fees and costs in seeking to compel arbitration and such fees and costs shall be awarded by the court compelling arbitration. in any order compelling arbitration, the court shall include an award of attorneys’ fees and litigation costs and expenses against the party commencing litigation and such award may be entered as a judgment and immediately enforced.

you and we each agree that all dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. if for any reason a claim proceeds in court rather than in arbitration you and we each waive any right to a jury trial.

20. taxes

you are solely responsible to determine any taxes that may apply to you or any transactions you conduct through the services and client, and to withhold, collect, report and remit the correct amounts of taxes to the appropriate tax authorities.

21. force majeure

you agree that we will not be liable for delays, performance failures or service interruptions which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, pandemic, strike or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond our reasonable control.

22. general

these terms of use constitute the entire agreement between us you with respect to your use of the site and the services. if for any reason a court of competent jurisdiction finds any provision of these terms of use, or portion thereof, to be unenforceable, that provision or portion thereof shall be severed from the terms of use and the remainder of the terms of use shall continue in full force and effect. any failure by us to enforce or exercise any provision of these terms of use or related right shall not constitute a waiver of that right or provision. all provisions of these terms of use which by their nature extend beyond the expiration or termination of this agreement, including, without limitation, sections pertaining to suspension or termination, amounts owed to us, indemnity obligations, arbitration, class action waiver, liability limitations and general provisions, shall survive the termination or expiration these Terms of Use. the English version of these terms of use shall control, even if we provide versions of these terms of use in other languages.