Terms & Conditions

1.1. Binding Agreement

These Terms & Conditions, together with any documents, annexes, and additional terms or policies that are appended hereto or that expressly incorporate these Terms & Conditions by reference, including our Privacy Policy and our Shariah Compliance Policy, (collectively, the “Terms”), constitute a binding legal agreement between you, in your individual capacity (“User,” “you,” or “your”), and ShareMatch Limited, a private limited company incorporated in the United Kingdom (“Company,” “ShareMatch,” “we,” “us,” or “our”).

1.2. Jurisdictional Notice

ShareMatch Limited is a corporate entity incorporated in the United Kingdom. The ShareMatch Platform operates under a regulatory licence granted within the European Economic Area (EEA) out of the Republic of Poland. By accessing the Platform, you acknowledge and agree to the governing law provisions set forth herein.

1.3. Acceptance of Terms

Notice: please review these terms carefully. by accessing, interacting with, or using the sharematch platform, website, or any related services, you agree that you are of legal age to enter into a binding agreement and, as such, have read, understood, and expressly agree to be bound by all provisions of these terms, including the dispute resolution, binding arbitration agreement, and class action waiver detailed herein. If you do not agree to all of the terms, you are strictly prohibited from accessing or using the platform.

1.4. Modifications and Amendments

We reserve the right, in our sole and absolute discretion, to modify, amend, or update these Terms at any time. For material modifications that significantly alter your rights, obligations, or the fee structure, we will provide at least fourteen (14) days' prior written notice via email or a prominent notification on the Platform before such changes take effect. Non-material changes, or changes required to comply with Applicable Law, will become effective immediately upon posting. The modified Terms will provide the “Last Updated” date at the top. By continuing to access, use, or otherwise interact with the Platform after the effective date of any modification, you provide your explicit and irrevocable agreement to be bound by the Terms as modified. If you do not agree to be bound by any updated Terms, your sole and exclusive remedy is to immediately cease using the Platform.

2.1. “Amanah” means trust. Under Shariah principles, ShareMatch acts as an agent operating on a basis of trust, meaning it provides its execution and settlement services on a “best endeavours” basis.

2.2. “AML” means Anti-Money Laundering, referring to the international laws, regulations, and procedures intended to prevent criminals from disguising illegally obtained funds as legitimate income, with which the Platform strictly complies.

2.3. “Applicable Law” means any law, rule, regulation, policy, judicial, arbitral, or administrative judgement, decree, treaty, directive, or other requirement or guideline published or in force at any time which applies to or is otherwise intended to govern or regulate any person, property, transaction, activity, or other matter related to these Terms, including but not limited to regulations within the European Economic Area (EEA) and the Republic of Poland.

2.4. “Asset Index” means the proprietary market-pricing mechanism operated exclusively by ShareMatch, which reflects the value of IATs based on the supply and demand dynamics of participants within the Platform.

2.5. “Crypto Assets” means types of virtual currency or other digital assets that utilise distributed ledger or blockchain technology, including but not limited to digital coins, digital tokens, and Stablecoins.

2.6. “CTF” means Counter-Terrorism Financing, referring to the global regulatory rules and practices aimed at restricting and preventing the movement of funds to terrorist organisations.

2.7. “Dhaman” means absolute guarantee. In strict accordance with Shariah principles, the Platform, acting as an agent, cannot provide Dhaman for the performance of third parties or underlying infrastructure.

2.8. “EEA” means the European Economic Area.

2.9. “Fatwa” means an official Shariah ruling or certification issued by the Platform's appointed Shariah Advisory Board. It reviews and codifies the approved underlying Islamic financial contracts governing transactions on the Platform.

2.10. “Fiat” means sovereign-issued fiat currencies (e.g., the Euro, US Dollar) that are recognised as legal tender in the country or territory that issued them.

2.11. “Gharar” means excessive uncertainty or ambiguity in a contract or its subject matter, which is strictly prohibited under Shariah and avoided through the Platform's transparent data and Asset Index pricing models.

2.12. “HAL.AI” means the proprietary, Shariah-compliant artificial intelligence engine integrated exclusively into the Platform, designed to provide sports and market data to eligible IAT holders.

2.13. “Haqq Mali” means a recognised financial right in Shariah, representing a User's legitimate ownership interest in the proprietary asset pools facilitated by the Platform.

2.14. “Hawl” means the individual lunar calculation cycle used to determine a User's Zakat obligations.

2.15. “Index Asset Tokens” (IATs) means the specific, proprietary digital asset class issued, bought, and sold exclusively on the Platform, which serve as digital representations of recognised financial rights (Haqq Mali) in proprietary performance-linked asset pools, the mechanics and governance of which are determined by the Company and the relevant Platform protocols.

2.16. “Index Fact Sheet” means the specific published document associated with each IAT at the time of issuance that strictly predefines terminal events and Index expiry dates.

2.17. “KYC” means Know Your Customer, the mandatory identity verification and due diligence process utilised by ShareMatch and its Third-Party Service Providers to verify the identity of a User and assess the suitability and risks involved with maintaining their account.

2.18. “Liquidity Providers (LPs)” means the designated institutional entities and regulated secondary market pools to which the Platform routes User BUY and SELL orders to facilitate trade execution.

2.19. “Maysir” means gambling or games of chance, which are strictly prohibited under Shariah and avoided by ensuring that IAT value is derived from the Asset Index rather than speculative chance.

2.20. “Mudarabah” means a specific underlying Islamic financial contract that may govern certain Platform transactions, subject to review and certification by the Shariah Advisory Board.

2.21. “Performance Indexes” means the proprietary data feeds and metrics created, maintained, and operated exclusively by ShareMatch, which do not exist outside the Platform and upon which trading activity is based.

2.22. “Platform” means the proprietary software, applications, interfaces, and website(s) operated by ShareMatch (including but not limited to www.sharematch.me), which allows Users to access services, execute self-directed trades, and manage their accounts.

2.23. “Qabd” means immediate possession. On the Platform, this refers to the immediate transfer of ownership and definitive market closure upon successful trade execution or auto-settlement.

2.24. “Qabd Hukmi” means constructive possession. This is achieved on the Platform through the programmatic execution of Smart Contracts, which ensures the immediate allocation of digital assets to the User's hosted wallet.

2.25. “Restricted Person” means any person who resides in, is located in, or is a citizen of any Restricted Territory, or any person subject to applicable financial sanctions.

2.26. “Restricted Territory” means any country, territory, or jurisdiction that is the subject of comprehensive economic or trade sanctions administered or enforced by the European Union, specifically referencing the official consolidated list of persons, groups, and entities subject to EU financial sanctions.

2.27. “Riba” means interest or usury, the charging or receiving of which is strictly prohibited under the Platform's Shariah compliance framework.

2.28. “Shariah Advisory Board” means the appointed body relied upon exclusively by ShareMatch to provide rulings, certifications, and structural approvals. The board conducts periodic reviews of the proprietary asset pools and the Performance Indexes to ensure continued adherence to Shariah standards.

2.29. “ShareMatch Stable Coins” means the specific proprietary digital assets issued by ShareMatch. These assets are held in ShareMatch's hosted wallet infrastructure and are credited to a User's account upon the successful execution of an auto-settlement or trade.

2.30. “Smart Contract” means the proprietary, programmatic code deployed on a publicly verifiable blockchain ledger. It is utilised by the Platform to automatically execute the on-chain transfer of assets, deduct proprietary sales commissions, and facilitate mandatory auto-settlement mechanics.

2.31. “Stablecoins” means specific types of Crypto Assets whose value is pegged to a Fiat currency (e.g., USDC, USDT), and which are subject to custody and administration by Third-Party Service Providers.

2.32. “Terminal Event” means a predefined occurrence published in the Index Fact Sheet. The occurrence of a Terminal Event causes the associated IATs to cease active trading and triggers the Platform's mandatory auto-settlement basis.

2.33. “Third-Party Service Providers” means external, independent entities utilised by ShareMatch to facilitate specific Platform functions, including but not limited to identity verification partners (for KYC/AML identity verification), regulated payment processors (for Fiat transactions), and regulated custodians (for the storage of Stablecoins and Crypto Assets).

2.34. “User” means a natural person (individual), aged 18 years or older, who has successfully completed all required KYC/AML verification procedures and has been approved by ShareMatch to access the Platform. Corporate, institutional, partnership, or trust entities are strictly excluded from this definition.

2.35. “Wakalah” means an underlying Islamic financial contract of agency. It is one of the primary contractual mechanics governing Platform transactions, as certified by the Shariah Advisory Board.

2.36. “Wakil” means an execution agent. ShareMatch acts strictly as a Wakil, facilitating trade execution and automated settlement against Liquidity Providers.

2.37. “Zakat” means the obligatory Islamic almsgiving. While the Platform provides an automated feature to estimate Zakat based exclusively on generated profits, the ultimate calculation and disbursement remains the sole religious obligation of the User.

3.1. Strict Eligibility Requirements (Natural Persons Only)

Access to and use of the ShareMatch Platform is strictly limited to individuals (natural persons) who are at least eighteen (18) years of age or the age of legal majority in their jurisdiction of residence, whichever is higher. By registering for an account, you represent and warrant that you possess the legal capacity to enter into these Terms. Prohibition on Entity Accounts: The Platform does not permit, and expressly prohibits, the creation or maintenance of accounts by corporations, partnerships, trusts, funds, limited liability companies, or any other legal entities or organisations. Any attempt to register an account on behalf of an entity shall be deemed a material breach of these Terms, resulting in immediate account termination.

3.2. Sanctions and Restricted Territories

You represent, warrant, and covenant that you are not, and for the duration of your use of the Platform will not be:

• (a) A resident, citizen, or domiciliary of any Restricted Territory;
• (b) The subject of economic or trade sanctions administered or enforced by any governmental authority;
• (c) Included on the official consolidated list of persons, groups, and entities subject to European Union (EU) financial sanctions, or any equivalent list maintained by the Republic of Poland or the United Kingdom. ShareMatch utilises advanced geolocation and identity verification protocols to enforce these restrictions. The use of Virtual Private Networks (VPNs), proxies, or any other IP-routing or anonymisation software to circumvent these geographical restrictions is strictly prohibited and constitutes a material breach of these Terms.

3.3. Void Where Prohibited

Your use of the Platform is void where prohibited by Applicable Law. ShareMatch makes no representation that the Platform or its services are appropriate, lawful, or available for use in your specific jurisdiction. You are solely responsible for ensuring that your use of the Platform complies with all local laws and regulations applicable to you.

4.1. Mandatory Identity Verification (KYC/AML)

To comply with global Anti-Money Laundering (AML) and Counter-Terrorism Financing (CTF) regulations, all Users must successfully complete a mandatory Know Your Customer (KYC) verification process before being permitted to deposit funds, withdraw funds, or execute any trades on the Platform. ShareMatch utilises a Third-Party Service Provider to conduct this verification. You agree to provide true, accurate, and complete information, which strictly requires:

• (a) Submission of a valid, unexpired government-issued photo identification;
• (b) Participation in automated identity checks, including biometric liveness verification. You acknowledge and agree that ShareMatch does not control the verification process and expressly disclaims any liability for delays, rejections, or data processing errors caused by this Third-Party Service Provider.

4.2. Ongoing Compliance and Information Requests

ShareMatch reserves the right to request additional information or documentation from you at any time to ensure continued compliance with Applicable Law. Failure to provide requested information within the timeframe specified by ShareMatch may result in the immediate suspension or termination of your account. You are strictly obligated to update your account information promptly if your legal name, residency, or citizenship status changes.

4.3. Absolute Right to Refuse, Suspend, or Terminate

ShareMatch reserves the right, in its sole and absolute discretion and without prior notice or liability to you, to refuse your registration application, or to suspend, restrict, or terminate your access to the Platform at any time. This includes, but is not limited to, instances where ShareMatch suspects that your account is associated with money laundering, terrorist financing, fraud, market manipulation, or any violation of these Terms or Applicable Law.

4.4. Account Security and User Responsibility

You are solely and exclusively responsible for maintaining the confidentiality and security of your account credentials (including passwords and any multi-factor authentication methods). You assume all risks associated with unauthorised access to your account. Under no circumstances shall ShareMatch, its affiliates, or its Third-Party Service Providers be held liable for any loss, damage, or unauthorised transaction arising from your failure to adequately secure your account credentials or devices.

4.5. Succession and Inheritability of Assets

In accordance with the classification of Index Asset Tokens (IATs) as recognised financial rights (Haqq Mali), such assets are deemed transferable and inheritable upon the death of a User. In the event of a User's death, the following procedures shall apply:

• (a) Notification: The legal representative or heir of the deceased User must notify ShareMatch Limited in writing and provide certified copies of the death certificate and relevant grant of probate or equivalent legal documentation.
• (b) Verification: Any heir seeking to claim or transfer the deceased User's assets must successfully complete the mandatory KYC/AML verification process as set forth in Section 4.1.
• (c) Transfer: Upon successful verification and validation of legal entitlement, ShareMatch will facilitate the transfer of the IATs and any remaining balances to a new account opened by the lawful heir(s) or, where applicable, liquidate the assets and remit the proceeds to the deceased User's estate.
• (d) Compliance: All transfers via succession remain subject to the jurisdictional restrictions and eligibility requirements set forth in Section 3.

5.1. End-to-End Shariah Compliance

ShareMatch Limited represents that the Platform, including the mechanics of self-directed trading, the operation of the Performance Indexes, and the issuance of Index Asset Tokens (IATs), is structured to operate in adherence to Islamic finance principles.

5.2. Incorporation of the Fatwa and Shariah Governance

The specific underlying Islamic financial contracts (including but not limited to Wakalah and Mudarabah structures) that govern Platform transactions have been reviewed and certified by our appointed Shariah Advisory Board and are codified in an official Fatwa. This Fatwa is available for review within the authenticated User Dashboard of the Platform. By registering an account and utilising the Platform, you acknowledge that you have been provided with access to the Fatwa, have had the opportunity to review the underlying contractual mechanics, and agree that the terms of the Fatwa are hereby incorporated by reference into these Terms.

5.3. Acknowledgment of Scholarly Interpretation

By accessing and utilising the Platform, you expressly acknowledge, understand, and agree that Shariah compliance involves matters of religious and scholarly interpretation. ShareMatch relies exclusively on the rulings, certifications, and structural approvals provided by its own appointed Shariah Advisory Board. To the maximum extent permitted by Applicable Law, ShareMatch disclaims any liability or dispute arising from differing interpretations of Islamic jurisprudence by other scholars, advisory boards, or jurisdictions. Your continued use of the Platform constitutes your absolute acceptance of our board's interpretation and the resulting Fatwa.

5.4. Ethical Oversight and Structural Stability

ShareMatch is committed to the structural stability and ethical integrity of the Platform's digital asset ecosystem. To ensure the “Stability and Compliance” promised under our ethical and immutable framework, the following safeguards are maintained:

• (a) Shariah Supervisory Monitoring: The Shariah Advisory Board conducts periodic reviews of the proprietary asset pools and the Performance Indexes to ensure continued adherence to Shariah standards and the avoidance of prohibited speculative elements.
• (b) Asset Backing Integrity: In contrast to purely speculative instruments, IATs are anchored to the performance of tangible or recognised financial rights (Haqq Mali), providing a transparent basis for value derived from real-world performance rather than unbacked algorithmic volatility.
• (c) Operational Consistency: While ShareMatch does not guarantee market price stability or eliminate the inherent risks of digital asset trading, the Company maintains rigorous internal protocols to ensure the consistent, fair, and stable application of the index methodologies and Shariah governance described herein.

6.1. General Platform Services

ShareMatch Limited provides a proprietary technology platform that facilitates the buying, selling, and holding of proprietary digital assets, specifically Index Asset Tokens (IATs) and ShareMatch Stable Coins. The Platform additionally provides Users with access to proprietary Performance Indexes and data analytics to inform their self-directed trading decisions. ShareMatch acts strictly as an execution venue and technology provider; we do not guarantee market liquidity, and we do not provide advisory or brokerage services.

6.2. The Legal Nature of Index Asset Tokens (IATs)

You explicitly acknowledge and agree that Index Asset Tokens (IATs) are proprietary digital assets which serve as digital representations of recognised financial rights (Haqq Mali). The value of an IAT is derived from and inextricably linked to the performance of specific, proprietary asset pools as measured by the ShareMatch Performance Indexes. While IATs grant you a proportional financial right to the performance and value of these asset pools within the Platform, they do not represent traditional equity shares, voting rights, or direct legal ownership in any third-party real-world sports team, franchise, athlete, or corporate entity.

6.3. Incorporation of Trading Terms & Conditions

The specific mechanics governing order execution, order matching, settlement finality, trading fees, market circuit breakers, and index calculation methodologies are comprehensively detailed in the ShareMatch Trading Terms & Conditions. Before you are permitted to execute any BUY or SELL order on the Platform, you will be required to review and explicitly accept the ShareMatch Trading Terms & Conditions. The ShareMatch Trading Terms & Conditions are hereby incorporated by reference into this overarching Agreement, and any violation of the Trading Terms & Conditions shall constitute a material breach of these User Terms. In the event of any direct conflict between these User Terms and the Trading Terms & Conditions, the Trading Terms & Conditions shall prevail strictly and exclusively regarding technical execution and settlement mechanics.

6.4. Acknowledgment of Market Risks and Finality

By utilising the trading functionalities of the Platform, you accept that all executed trades are absolute and final. Once an order is matched and executed by the Platform's engine, it cannot be reversed, cancelled, or refunded under any circumstances, including instances of User error. You assume the entirety of the financial risk associated with market volatility, pricing fluctuations of the Performance Indexes, and the self-directed execution of your trades.

6.5. Basis of Value and Price Discovery

• (a) Performance-Linked Pricing: You acknowledge and agree that the pricing of IATs on the Platform is designed to reflect the objective data metrics of the underlying asset pools as calculated by the ShareMatch Performance Indexes. Unlike purely speculative digital assets, the “Basis of Value” for an IAT is intended to correspond to real-world asset performance rather than unanchored market sentiment.
• (b) Market Volatility vs. Performance Fluctuations: While the Platform aims to ensure that profits derive from real asset performance, you understand that such performance is inherently variable. References within these Terms to “price volatility” or “pricing fluctuations” refer to the movements in value caused by changes in the underlying Performance Indexes.
• (c) Rejection of Speculative Pricing: In alignment with our Shariah Compliance Policy, the Platform utilises proprietary algorithms to ensure that IAT pricing remains tethered to the documented performance of the asset pools, thereby seeking to mitigate the influence of speculative “pumping” or artificial price bubbles.

7.1. Bifurcated Custody and Wallet Services

You expressly acknowledge and agree that the custody of assets on the Platform is divided based on the specific asset class. ShareMatch Limited directly provides hosted wallet infrastructure and custody services exclusively for its proprietary digital assets, namely Index Asset Tokens (IATs) and ShareMatch Stable Coins. Conversely, ShareMatch does not directly hold, custody, or safeguard any external User funds, including Fiat currency and non-proprietary Crypto Assets. All custody, wallet management, and payment processing functions relating to Fiat currency and non-proprietary Crypto Assets are exclusively managed and executed by regulated Third-Party Service Providers.

7.2. Third-Party Processors and Custodians

ShareMatch utilises independent, regulated Third-Party Service Providers to facilitate the deposit, withdrawal, and conversion of Fiat currency, as well as the custody of Stablecoins. By funding your account or executing transactions, you explicitly consent to the routing of your funds through these entities. You further acknowledge that your funds and assets are subject to the respective terms of service, privacy policies, and operational constraints of these Third-Party Service Providers.

7.3. Withdrawals, Conversions, and Holding Periods

ShareMatch does not impose any proprietary holding periods or platform-level restrictions on the withdrawal of funds or the conversion between Fiat and Crypto Assets. However, you acknowledge and agree that the Third-Party Service Providers nominated by you or utilised by the Platform may impose their own holding periods, transaction limits, or withdrawal conditions. ShareMatch shall not be held liable for any delays, restrictions, or blocked transactions originating from these third-party entities.

7.4. Limitation of Liability for Third-Party Failures

To the maximum extent permitted by Applicable Law, ShareMatch expressly disclaims any and all liability for losses, damages, delays, or unauthorised access arising out of or directly related to the acts, omissions, insolvency, security breaches, or technical failures of any Third-Party Service Provider handling your Fiat or Crypto Assets. You assume the entirety of the risk associated with relying on these third-party financial infrastructures.

8.1. Platform Fee Structure

ShareMatch operates a highly streamlined fee model. You acknowledge and agree that ShareMatch does not charge any platform-level fees for Fiat or Crypto Asset deposits, withdrawals, general trading execution, or portfolio performance.

8.2. Index Asset Token (IAT) Sales Commission

The sole proprietary fee levied by ShareMatch is a sales commission exclusively applied to the sale of Index Asset Tokens (IATs) on the Platform. This commission is strictly borne by the seller of the IAT at the time of the transaction execution. This commission is automatically calculated and deducted by the Smart Contract from the proceeds of the sale before the remaining balance is credited to your account. The specific percentage or calculation of this sales commission will be clearly displayed on the Platform prior to the execution of the sale.

8.3. Third-Party and Network Fees

While ShareMatch does not charge deposit or withdrawal fees, you are solely responsible for any and all fees, charges, or network gas costs imposed by your nominated banking institution, external wallet provider, or the Platform's Third-Party Service Providers. You acknowledge that these external fees are outside of ShareMatch's control and agree to bear them in full.

8.4. Tax Responsibilities

You are solely and exclusively responsible for determining what, if any, taxes apply to the trades, conversions, and transactions you execute on the Platform. It is your strict obligation to accurately report and remit the correct tax to the appropriate internal revenue or tax authority in your jurisdiction. ShareMatch does not provide tax advice, will not assess your tax liability, and expressly disclaims any responsibility for collecting, reporting, withholding, or remitting any taxes arising from your use of the Platform.

8.5. Zakat Calculation Feature

In alignment with our Shariah compliance framework, ShareMatch provides an automated feature designed to propose an estimated calculation of Zakat based exclusively on the profits you generate within the Platform. You expressly acknowledge and agree to the following regarding this feature:

• (a) Informational Purposes Only: The proposed Zakat calculation is provided strictly as a supplementary, informational tool. It does not constitute formal religious, financial, tax, or accounting advice, nor does it take into account your external assets, liabilities, or individual lunar calculation cycle (Hawl).
• (b) User Responsibility: The ultimate calculation, verification, and disbursement of Zakat is your sole and absolute personal and religious obligation. ShareMatch does not deduct, collect, withhold, or distribute Zakat on your behalf.
• (c) Independent Verification: As Zakat obligations can vary significantly based on personal financial circumstances and differing scholarly interpretations, you retain the exclusive responsibility to independently verify any proposed calculations with a certified Islamic scholar or qualified financial adviser.
• (d) Disclaimer of Liability: To the maximum extent permitted by Applicable Law, ShareMatch expressly disclaims any and all liability for the accuracy, completeness, or religious validity of the Zakat calculations generated by the Platform. You assume the entirety of the risk should you choose to rely solely on this feature for the fulfilment of your religious or financial obligations.

9.1. Exclusive Ownership and Proprietary Rights

You acknowledge and agree that ShareMatch Limited (and its licensors, where applicable) retains all right, title, and interest in and to the Platform, including but not limited to all software, source code, user interfaces, visual interfaces, graphics, design, compilation, information, data, computer code, and all other elements of the Platform. Crucially, the “Performance Indexes” and the underlying calculation methodologies utilised on the Platform are the exclusive, proprietary intellectual property of ShareMatch. They do not exist outside the Platform and may not be reproduced, distributed, or commercialised by any User or third party under any circumstances.

9.2. Trademarks and Brand Identity

The ShareMatch name, logo, and all related product and service names, designs, slogans, and proprietary terms (including but not limited to “ShareMatch”, “Index Asset Tokens”, “IATs”, and “HAL.AI”) are the exclusive trademarks and service marks of ShareMatch Limited, whether formally registered, unregistered, or currently pending registration. You are strictly prohibited from using, copying, imitating, or incorporating any such marks, in whole or in part, into your own trademarks, domain names, meta-tags, or marketing materials without the express prior written consent of ShareMatch Limited. Any unauthorised use that is likely to cause confusion among consumers or dilute the ShareMatch brand constitutes a material breach of these Terms.

9.3. Patent-Pending Technologies and Processes

You acknowledge and agree that specific proprietary features, underlying trading mechanics, index calculation algorithms, and data processing methodologies utilised within the Platform (including the HAL.AI engine) are the exclusive intellectual property of ShareMatch Limited and are currently the subject of pending patent applications. You are expressly prohibited from:

• (a) Reverse-engineering, decompiling, or disassembling any of the Platform's patent-pending technologies;
• (b) Replicating or attempting to replicate the functional mechanics or trading methodologies offered by ShareMatch;
• (c) Engaging in the unauthorised commercialisation or distribution of these protected features. ShareMatch Limited reserves the absolute right to pursue maximal statutory damages and immediate injunctive relief against any User or entity attempting to infringe upon its patent-pending or patented intellectual property.

9.4. Grant of Limited Licence

Subject to your strict and ongoing compliance with these Terms, ShareMatch grants you a limited, personal, revocable, non-exclusive, non-transferable, and non-sublicensable licence to access and use the Platform strictly for your personal, self-directed trading and account management purposes. This licence does not grant you any ownership rights in the Platform, the Performance Indexes, or any ShareMatch intellectual property.

9.5. Strict Restrictions on Use

You represent, warrant, and covenant that you shall not, nor permit any third party to:

• (a) Copy, modify, reproduce, distribute, publicly display, or create derivative works from the Platform or the Performance Indexes;
• (b) Reverse engineer, decompile, disassemble, or otherwise attempt to extract the source code or proprietary algorithms of the Platform;
• (c) Use any data mining tools, robots, scrapers, or similar automated data gathering or extraction methods to access, pull, or commercialise pricing data, index data, or user information from the Platform;
• (d) Sublicense, sell, rent, lease, or otherwise commercialise your access to the Platform. Any violation of this section shall result in the immediate termination of your licence and may subject you to civil and criminal liability.

9.6. User Feedback

If you provide ShareMatch with any feedback, suggestions, or ideas regarding the Platform (“Feedback”), you hereby assign to ShareMatch all exclusive right, title, and interest in and to such Feedback. ShareMatch shall be entitled to use, implement, and commercialise such Feedback without restriction, attribution, or compensation to you.

10.1. General Prohibitions

You agree to use the Platform only for lawful purposes and in strict accordance with these Terms. You shall not use the Platform to engage in, facilitate, or further any illegal activity, including but not limited to money laundering, terrorist financing, fraud, extortion, or the violation of any applicable sanctions regimes.

10.2. Strict Prohibition on Market Manipulation

ShareMatch maintains a zero-tolerance policy for market manipulation and abusive trading practices. You are expressly prohibited from engaging in any activity that disrupts the fair and orderly operation of the Platform or the pricing of Index Asset Tokens (IATs), including but not limited to:

• (a) Wash Trading: Entering into transactions where there is no genuine change in beneficial ownership, executed for the purpose of creating a false or misleading appearance of active trading.
• (b) Spoofing or Layering: Submitting, modifying, or cancelling orders with the intent to deceive other Users, overload the order book, or create artificial price movements.
• (c) Front-Running: Executing trades on your own behalf while in possession of advanced knowledge of pending transactions from other Users.
• (d) Index Manipulation: Attempting to artificially influence, manipulate, or exploit the proprietary Performance Indexes or their underlying data feeds.

10.3. System Abuse and Malicious Activity

You shall not engage in any conduct that compromises the security, integrity, or availability of the Platform. This includes, but is not limited to:

• (a) Distributing viruses, trojan horses, worms, logic bombs, or any other malicious or technologically harmful materials;
• (b) Attempting to gain unauthorised access to the Platform, other Users' accounts, or the servers, computers, or databases connected to the Platform;
• (c) Launching denial-of-service (DoS) or distributed denial-of-service (DDoS) attacks against the Platform;
• (d) Bypassing, or attempting to bypass, any security controls, geolocation blocks, or KYC/AML verification measures implemented by ShareMatch or its Third-Party Service Providers.

10.4. Enforcement, Freezing of Assets, and Reporting

In the event that ShareMatch, in its sole and absolute discretion, determines or suspects that you have engaged in any Prohibited Conduct, ShareMatch reserves the right to immediately, without prior notice:

• (a) Suspend or permanently terminate your account;
• (b) Cancel any pending or executing transactions;
• (c) Freeze or lock any assets or funds associated with your account, subject to Applicable Law;
• (d) Report your activities, along with your personal data and transaction history, to relevant law enforcement agencies, regulatory bodies, or financial intelligence units.

11.1. Description of HAL.AI Service

ShareMatch provides eligible Users with access to “HAL.AI,” a proprietary, Shariah-compliant artificial intelligence engine embedded exclusively within the Platform. HAL.AI is designed to process sports-related data, market analytics, proprietary Index metrics, team performances, and relevant sports news. Users may interact with HAL.AI by submitting questions and queries to receive automated, AI-generated informational responses.

11.2. Strict Access and Eligibility Requirements

Access to and use of HAL.AI is strictly gated and operates on a subscription basis inextricably linked to asset ownership. To subscribe to and utilise the HAL.AI service, you must beneficially own and hold a minimum of one (1) Index Asset Token (IAT) within your ShareMatch account at all times. If your IAT balance falls below this minimum threshold, your access to HAL.AI will be immediately and automatically revoked. HAL.AI is entirely proprietary and is only accessible from within the authenticated ShareMatch Platform; any attempt to access, scrape, or export HAL.AI functionalities via third-party interfaces or APIs is strictly prohibited.

11.3. Shariah Compliance and Acceptable Use

HAL.AI is programmed to operate within the bounds of ShareMatch's Shariah compliance framework. You agree to utilise HAL.AI strictly for its intended purpose: querying sports-related data, team performances, and market news. You are expressly prohibited from using HAL.AI to generate illicit content, circumvent platform security, or induce the AI to produce outputs that violate Applicable Law or these Terms.

11.4. AI-Specific Disclaimers and Absolute Waiver of Liability

You expressly acknowledge, understand, and agree to the following regarding your use of HAL.AI:

• (a) Informational Purposes Only: All outputs, data, news, and responses generated by HAL.AI are provided strictly on an “AS IS” and “AS AVAILABLE” basis for general informational and entertainment purposes only.
• (b) No Financial Advice: Under no circumstances shall any output from HAL.AI be construed as investment, trading, financial, legal, or tax advice. You retain sole responsibility for evaluating the merits and risks associated with any trading decisions you make on the Platform.
• (c) Inherent AI Limitations: You acknowledge that generative artificial intelligence models are experimental technologies. HAL.AI may produce inaccurate, incomplete, delayed, or misleading information (commonly referred to as “hallucinations”). ShareMatch makes no representations, warranties, or guarantees whatsoever regarding the accuracy, completeness, or reliability of any HAL.AI output.
• (d) Waiver of Liability: To the maximum extent permitted by Applicable Law, ShareMatch expressly disclaims any and all liability for any direct, indirect, incidental, or consequential losses, damages, or financial impacts arising out of or related to your use of, or reliance upon, the outputs generated by HAL.AI. You assume the absolute entirety of the risk when interacting with this feature.

12.1. “AS IS” and “AS AVAILABLE” Disclaimer

You expressly understand and agree that your access to and use of the platform, the performance indexes, hal.ai, index asset tokens (iats), and any related services are provided on an “as is” and “as available” basis. to the maximum extent permitted by applicable law, sharematch limited expressly disclaims all warranties, representations, and conditions of any kind, whether express, implied, statutory, or otherwise, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and freedom from computer viruses or malware.

12.2. Acknowledgment of Inherent Risks

By utilising the Platform, you acknowledge and accept the substantial risks associated with digital assets, cryptographic systems, and self-directed trading. You explicitly agree that ShareMatch shall not be liable for any losses arising from:

• (a) Price volatility of IATs, Crypto Assets, or Fiat currencies;
• (b) Underlying blockchain network failures, congestion, or malicious attacks (e.g., 51% attacks, sybil attacks);
• (c) Vulnerabilities, bugs, or exploits within the Platform's software, smart contracts, or third-party integrations;
• (d) Changes in global regulatory frameworks that may adversely affect the legality, taxation, or functionality of the Platform in your jurisdiction.

12.3. No Investment, Legal, or Tax Advice

ShareMatch is strictly a technology platform and an execution-only venue. We do not act as your broker, intermediary, agent, or adviser. No communication or information provided to you by ShareMatch, its employees, or its AI engines (including HAL.AI) is intended as, or shall be considered or construed as, investment advice, financial advice, trading advice, legal advice, or tax advice. You are solely responsible for evaluating the merits and risks of any trade or transaction.

12.4. Absolute Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall sharematch limited, its affiliates, directors, officers, employees, agents, or third-party service providers be liable to you or any third party for any indirect, incidental, special, consequential, punitive, or exemplary damages. This includes, but is not limited to, damages for loss of profits, loss of revenue, loss of business, loss of data, loss of crypto assets, or business interruption, even if sharematch has been advised of the possibility of such damages.

12.5. Strict Financial Cap on Liability

Notwithstanding anything to the contrary contained herein, and to the maximum extent permitted by applicable law, the total aggregate liability of sharematch limited to you for any and all claims arising out of or relating to these terms or your use of the platform, whether in contract, tort (including negligence), strict liability, or otherwise, shall in no event exceed the greater of:

• (a) the total amount of fees (excluding IAT sales commissions) actually paid by you to sharematch in the three (3) months immediately preceding the event giving rise to the claim, or
• (b) one hundred euros (€100.00 eur).

13.1. User's Obligation to Indemnify

You agree to fully defend, indemnify, and hold harmless ShareMatch Limited, its parent companies, subsidiaries, affiliates, and each of their respective officers, directors, employees, agents, licensors, and Third-Party Service Providers (collectively, the “Indemnified Parties”) from and against any and all claims, demands, liabilities, damages, losses, costs, and expenses (including reasonable legal fees and regulatory fines) arising out of or in any way connected with:

• (a) Your access to, use of, or inability to use the Platform, IATs, or HAL.AI;
• (b) Your breach or alleged breach of these Terms, including any representations and warranties made herein;
• (c) Your violation of any Applicable Law, regulation, or third-party right (including intellectual property or privacy rights);
• (d) Any dispute between you and another User, or you and a Third-Party Service Provider;
• (e) Any fraud, willful misconduct, or gross negligence committed by you.

13.2. ShareMatch's Right to Control Defence

In the event that you are obligated to indemnify ShareMatch, we reserve the right, in our sole and absolute discretion and at your expense, to assume the exclusive defence and control of any claim, action, or proceeding. You agree to fully cooperate with ShareMatch in the defence or settlement of any such claim. You shall not, in any event, settle any claim without the prior written, explicit consent of ShareMatch Limited.

14.1. Term

These Terms shall commence on the date you first access or use the Platform or register an account, and shall continue in full force and effect until terminated by either you or ShareMatch Limited in accordance with this Section.

14.2. Suspension and Termination by ShareMatch

Subject to Applicable Law, ShareMatch may at any time and without liability to the User terminate, suspend, or limit use of the Platform or ShareMatch Account and refuse to process any transaction:

• (a) In the event of any breach by the User of the Agreement;
• (b) For the purposes of complying with Applicable Laws;
• (c) Where ShareMatch suspects that a transaction is potentially connected to any unlawful activities, including but not limited to money laundering, terrorist financing, and fraudulent activities;
• (d) To remedy the effects of any defect in or compromise to any information system upon which ShareMatch relies. ShareMatch reserves the right to take these actions in its sole and absolute discretion, without prior notice, and shall not be held liable for any losses or damages resulting from such suspension or termination.

14.3. Effect of Termination

Upon termination of your account or access to the Platform, all amounts owed by the User to ShareMatch become immediately due. Any rights or obligations that are meant to survive termination shall continue to apply after this Agreement is terminated. Any provisions of this Agreement that by their nature should continue after termination shall remain in effect, including but not limited to those addressing intellectual property, compliance, liability, indemnification, and general terms.

14.4. Return of Funds Upon Termination

In the event of account termination or suspension by ShareMatch (other than for suspected fraud, money laundering, terrorist financing, or where restricted by law enforcement or sanctions), ShareMatch will provide you with reasonable instructions and a limited window of time (not exceeding thirty (30) days) to withdraw your remaining Fiat currency and non-proprietary Crypto Assets to an external, verified bank account or wallet. Proprietary Index Asset Tokens (IATs) must be liquidated prior to withdrawal. ShareMatch reserves the right to deduct any outstanding fees, network costs, or damages owed to the Company prior to authorising the final withdrawal.

15.1. Governing Law and Jurisdiction

ShareMatch Limited is a corporate entity incorporated in the United Kingdom. The ShareMatch Platform operates under a regulatory licence granted within the European Economic Area (EEA) out of the Republic of Poland.

15.2. Dispute Resolution and Binding Arbitration Agreement

Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall be resolved exclusively through the following procedures, which shall constitute the sole and binding avenues for dispute resolution:

• (a) Negotiation: In the event of any dispute, controversy, or claim arising out of or relating to this Agreement, or its breach, termination, or invalidity, the parties shall first seek to resolve the matter amicably through negotiation between senior executives vested with authority to settle the dispute.
• (b) Mediation: If the dispute is not resolved through negotiation under paragraph (a) within thirty (30) days of a written request for negotiation by either party, the dispute shall be referred to mediation in accordance with LCIA Mediation Rules.
• (c) Arbitration: If the dispute is not resolved through mediation under paragraph (b) within forty-five (45) days of the appointment of the mediator, the dispute shall be finally settled by arbitration in accordance with LCIA Rules, which Rules are deemed to be incorporated by reference into this clause. The number of arbitrators shall be three (3), provided that at least one (1) of the arbitrators shall possess knowledge of Shariah law, a person who holds recognized qualifications in Islamic law or has at least five years' experience in Shariah-compliant finance; such arbitrator shall be appointed in accordance with the LCIA Rules, or if the LCIA does not appoint, by mutual agreement within 14 days. The seat, or legal place, of arbitration shall be London, United Kingdom. The language to be used in the arbitral proceedings shall be English. The governing law shall be the substantive law of Poland, subject to the mandatory principles of Shariah as recognized by the tribunal. The arbitral tribunal shall have full and final authority to determine its own jurisdiction, including any objections as to the existence, validity or scope of the arbitration agreement and any related procedural matters. Decisions of the tribunal on its jurisdiction shall be immediately enforceable and shall not be stayed by any court proceedings unless a court of competent jurisdiction under the law of the seat so orders. Nothing in this clause shall prevent any party from seeking urgent interim or conservatory measures from any competent court prior to the constitution of the tribunal.

15.3. Individual Arbitration and Waiver of Collective Redress

To the fullest extent permitted by Applicable Law, you and ShareMatch Limited expressly agree that any arbitration, legal proceeding, or dispute resolution shall be conducted strictly on an individual basis. You explicitly waive any right to bring, consolidate, join, or participate in any group litigation order, representative action, collective redress proceeding, or multi-claimant arbitration against ShareMatch Limited. The appointed arbitrator shall have no jurisdictional authority to consolidate more than one User's claims or to preside over any form of a representative or collective proceeding.

16.1. Incorporation of Privacy Policy

ShareMatch Limited is committed to protecting your privacy and handling your personal data in strict accordance with the General Data Protection Regulation (EU GDPR) and the UK GDPR. Information regarding how we collect, process, store, and share your personal data, including sensitive identity verification (KYC/AML) data, financial transaction histories, and interactions with HAL.AI, is comprehensively detailed in our standalone Privacy Policy. The ShareMatch Privacy Policy, available at https://www.sharematch.me/privacy-policy, is hereby incorporated by reference into these Terms.

16.2. User Acknowledgement of Data Processing

By registering for an account, accessing the Platform, or utilising any ShareMatch services, you explicitly acknowledge that you have read, understood, and accept the data processing practices outlined in the Privacy Policy. You further acknowledge that ShareMatch may be legally compelled to share your personal data with regulated Third-Party Service Providers and relevant law enforcement or regulatory authorities to comply with Applicable Law.

17.1. Entire Agreement

The Terms, including any policies that expressly incorporate the Terms by reference, constitute the entire agreement between you and us regarding the subject matter herein. The Terms supersede all prior or contemporaneous representations, understandings, agreements, or communications between you and us, if any, whether written or verbal, regarding the subject matter of the Terms.

17.2. Severability

If any provision of this Agreement is determined to be invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect and remain binding on the Parties. Any invalid or unenforceable portions will be interpreted to effectuate the intent of the original portion.

17.3. No Waiver

A failure by ShareMatch to enforce or exercise any of its rights under this Agreement shall not constitute a waiver of those rights or remedies, whether at present or in the future. All waivers by us must be in writing to be effective.

17.4. Assignment and Restricted Transferability

Subject to the specific provisions regarding the inheritability of assets set forth in Section 4.5, you agree that you are not permitted to assign, sub-licence, or otherwise transfer any of your rights and obligations under these Terms to any third party. Any attempted transfer or assignment by you in violation of this Section shall be null and void. ShareMatch Limited may assign or transfer these Terms, in whole or in part, to any affiliate or successor entity without restriction.

17.5. Force Majeure

ShareMatch shall not be liable for any failure to perform or interruption of services, or any loss or damage incurred, directly or indirectly, due to a Force Majeure event. Force Majeure events include, but are not limited to, natural disasters, acts of civil or military authorities, terrorism, extreme weather conditions, fires, wars, strikes or labour disputes, telecommunications failures, power outages, hardware or software malfunctions, underlying blockchain network failures, or any other event beyond ShareMatch's reasonable control.

17.6. Notices and Electronic Communications

The User agrees and consents to receive all communications, agreements, documents, notices, and disclosures related to the Agreement electronically. Such Communications will be delivered to the User via the Platform or via email. All communications will be in the English language.

18.1. Complaints Procedure

If you have a complaint or grievance regarding the Platform, your account, or our services, you must first submit your complaint in writing to [email protected]. ShareMatch will acknowledge receipt of your complaint within three (3) working days and will endeavour to provide a final resolution within fifteen (15) working days, subject to the complexity of the issue and Applicable Law. Please note: Suspected technical failures regarding order execution or settlement are subject to a strict twenty-four (24) hour reporting window, as detailed in Section 8.4 of the Trading Terms & Conditions.

18.2. Company Information

ShareMatch Limited is a private limited company incorporated and registered in the United Kingdom with company number 15720628. Our registered office address is C/O Prysm Financial, Francis Barber House, 9 Gough Square, London, EC4A 3DG, United Kingdom. For formal legal notices, please contact us at [email protected].