Terms & Conditions

Last updated on 23 Jan 2026

Welcome to 3e5 Capital ("we" or "us"). This Terms & Conditions is designed to help you understand how we collect, use, disclose, and safeguard your personal information when you use our website and related services

1. Acceptance of Terms

By accessing, interacting with, minting, redeeming, or otherwise using 3e5 Capital smart contracts, website interfaces, APIs, or related services (collectively, the “Protocol”), you acknowledge that you have read, understood, and agree to be legally bound by these Terms & Conditions. If you do not agree to these Terms, you must immediately cease all access and use of the Protocol.

2. Nature of the Protocol and No Investment Relationship

The Protocol is a decentralized software system that facilitates interaction with autonomous smart contracts. The vault tokens and shares issued through the Protocol represent only a proportional mathematical claim on underlying vault assets as defined by smart contract logic. They do not constitute securities, shares of stock, partnership interests, fund units, collective investment interests, savings accounts, bank deposits, money market instruments, stablecoins, or any form of regulated financial product.

Nothing contained within the Protocol, its website, documentation, analytics, or communications shall be construed as investment advice, financial advice, legal advice, tax advice, portfolio management services, or a solicitation to buy or sell securities. No fiduciary, advisory, agency, partnership, joint venture, or trust relationship is created between you and 3e5 Capital, 3e5.ai, or any affiliated developer, contributor, partner, contractor, referrer, or service provider (collectively, the “Associated Parties”).

3. Eligibility and Regulatory Responsibility

You represent and warrant that you are legally permitted to access and use the Protocol under the laws applicable to you, that your use does not violate any local, national, or international law, regulation, or sanction regime, and that you are solely responsible for determining whether participation in the Protocol is lawful in your jurisdiction.

The Protocol makes no representation or warranty regarding regulatory compliance in any jurisdiction. You assume full responsibility for all legal, tax, and regulatory consequences arising from your interaction with the Protocol.

4. Comprehensive Assumption of Risk

You expressly acknowledge and accept that interaction with blockchain-based systems involves substantial risk. These risks include, without limitation, total or partial loss of digital assets, extreme market volatility, trading losses, leverage risk, liquidation events, smart contract bugs or exploits, hacking incidents, cyberattacks, oracle manipulation, blockchain congestion or failure, private key compromise, user error, irreversible transactions, stablecoin de-pegging, exchange insolvency, counterparty default, technological malfunction, regulatory enforcement actions, changes in law, force majeure events, and any other unforeseeable or systemic risks.

You further acknowledge and agree that any USDT or other digital asset, token, or cryptocurrency deposited for the purpose of minting vault shares is transferred into the operational control of the Protocol and may be deployed, allocated, transferred, rehypothecated, or utilized at the sole discretion of 3e5 Capital in accordance with the strategy logic of the relevant vault. Such deployment may include, without limitation, trading, staking, liquidity provision, collateralization, or other on-chain or off-chain activity, including execution on centralized exchanges, decentralized exchanges, custodial platforms, liquidity venues, or other third-party service providers.

You understand and agree that assets deployed to centralized exchanges, decentralized exchanges, custodians, liquidity venues, or other third-party partners are subject to additional risks, including but not limited to exchange insolvency, suspension of withdrawals, internal fraud, hacking incidents, operational failure, regulatory seizure, counterparty misconduct, or total loss of funds held with such third parties. 3e5 Capital bears no responsibility for losses resulting from the failure, misconduct, insolvency, compromise, or closure of any exchange or external partner.

You understand and agree that trading strategies may incur significant losses and that no capital preservation mechanism exists. Historical performance data, if displayed, does not guarantee future performance.

5. No Guarantees and No Representations

The Protocol and all Associated Parties make no guarantees or representations regarding profitability, yield, liquidity, redemption timing, operational continuity, security, or capital preservation. All functionality is provided on an “as is” and “as available” basis without warranties of any kind, whether express or implied.

6. Limitation of Liability

To the maximum extent permitted by applicable law, neither 3e5 Capital nor any Associated Party shall be liable for any loss, damage, claim, liability, or expense of any kind arising out of or related to the Protocol. This includes, without limitation, direct, indirect, incidental, consequential, special, punitive, or exemplary damages; loss of profits; loss of opportunity; loss of goodwill; loss of data; loss of digital assets; trading losses; smart contract exploits; hacking incidents; exchange failures; or regulatory actions, regardless of whether such damages were foreseeable and regardless of the theory of liability, including negligence.

Your sole and exclusive remedy, if any, is to discontinue use of the Protocol.

7. Indemnification

You agree to indemnify, defend, and hold harmless 3e5 Capital and all Associated Parties from and against any and all claims, demands, actions, damages, losses, liabilities, costs, and expenses, including reasonable legal fees, arising from or relating to your use of the Protocol, your violation of these Terms, your violation of any law or regulation, or any dispute between you and any third party.

8. Insurance and Risk Buffer Fund

Any internal insurance reserve, buffer fund, or risk allocation mechanism is established solely at the discretion of 3e5 Capital. Such funds are not segregated for your benefit, do not create any entitlement or beneficial interest in your favor, and may be used, allocated, withheld, modified, or discontinued at the sole and absolute discretion of 3e5 Capital. There is no guarantee that any losses will be covered in whole or in part.

9. Referral Disclaimer

Referrers are independent participants and are not agents, employees, or representatives of 3e5 Capital or any Associated Party. 3e5 Capital assumes no responsibility or liability for statements, representations, marketing materials, promises, or agreements made by any referrer. Participation through a referral link does not create any partnership, joint venture, or agency relationship.

10. Marketing Conduct and Prohibited Representations

You expressly agree that you shall not represent, describe, advertise, promote, or communicate to any third party that 3e5 Capital constitutes an investment fund, investment company, hedge fund, asset management product, savings product, guaranteed income program, capital-protected product, stablecoin, or any regulated financial instrument. You shall not state or imply that profits are guaranteed, predictable, stable, risk-free, or contractually promised.

If you refer any third party to the Protocol, you are solely responsible for ensuring that such third party receives accurate information and understands the nature of the Protocol. You must ensure that any person you introduce has reviewed and agreed to these Terms & Conditions prior to interacting with the Protocol.

11. Responsible Use of Capital

Participation in the Protocol must involve only discretionary capital that you can afford to lose in its entirety. You shall not use borrowed funds, leveraged funds, credit facilities, essential living savings, emergency reserves, retirement funds, or any capital whose loss could materially impact your financial stability or the well-being of your dependents.

You agree to communicate this risk disclosure clearly and responsibly to any individual you refer.

12. Tax Responsibility

You are solely responsible for determining, reporting, and paying any taxes arising from your interaction with the Protocol. 3e5 Capital provides no tax advice and assumes no responsibility for tax compliance on your behalf.

13. Experimental / Beta Disclaimer

The Protocol constitutes experimental blockchain software and may contain bugs, vulnerabilities, coding errors, or design limitations. No audit or security measure can eliminate all risks. By using the Protocol, you assume all risks associated with experimental software.

14. Intellectual Property

All trademarks, logos, software code, documentation, branding, and materials are the exclusive property of 3e5 Capital or its licensors. No ownership rights are granted to you beyond limited access for intended use.

15. Force Majeure

3e5 Capital shall not be liable for any delay or failure resulting from events beyond its reasonable control, including natural disasters, war, regulatory intervention, exchange shutdowns, blockchain forks, cyberattacks, internet outages, liquidity crises, or other force majeure events.

16. Right to Refuse or Restrict Service

3e5 Capital reserves the absolute and discretionary right to refuse, restrict, suspend, or terminate access to the Protocol for any individual, wallet address, jurisdiction, or category of user at any time and for any reason, without notice and without liability.

17. Smart Contract Finality

All blockchain transactions are irreversible and final. You are solely responsible for verifying transaction details and securing private keys.

18. Wallet Security, Transaction Finality, and Settlement Execution

By interacting with 3e5 Capital, you expressly acknowledge and agree that you bear sole and exclusive responsibility for the custody, security, and control of the wallet(s) used to request minting, request redemption, and hold Vault tokens. This includes, without limitation, responsibility for private keys, seed phrases, signing devices, browser security, mobile wallet security, and all access credentials.

If your wallet is lost, compromised, inaccessible, or controlled by an unauthorized party, neither 3e5 Capital nor any Associated Party can recover wallet access, reverse blockchain transactions, restore transferred assets, or reissue Vault tokens. You acknowledge that loss of wallet access may result in permanent and irreversible loss of the ability to control, transfer, or redeem Vault tokens and associated value.

To the maximum extent permitted by applicable law, 3e5 Capital and all Associated Parties disclaim any duty to investigate, remediate, reimburse, compensate, or otherwise make users whole for any loss arising from wallet loss, key compromise, phishing, malware, unauthorized access, user error, or any other security failure attributable in whole or in part to user-side custody practices. You further acknowledge and agree that mint and redeem requests are operationally final once submitted on-chain:

Upon submission of a mint request, USDT is transferred into the Pending Vault contract and such transfer cannot be canceled, reversed, or unilaterally withdrawn by the user.

Such USDT remains subject to Protocol settlement logic and is utilized when batch mint execution is performed by authorized admin operations, after which Vault tokens are delivered to the same wallet address associated with the submitted mint request.

Upon submission of a redeem request, Vault tokens are transferred into the Pending Vault contract and such transfer cannot be canceled, reversed, or unilaterally withdrawn by the user.

Redemption settlement is executed through Protocol batch operations, and resulting asset delivery follows smart-contract-defined execution logic.

You acknowledge that mint and redeem pricing is determined at the time settlement is executed by authorized admin operations (including batch mint/redeem execution), not necessarily at the time the request is submitted. As a result, the effective settlement price may be higher or lower than any indicative or displayed rate at request time, and you accept full market, execution-timing, and settlement variance risk.

For the avoidance of doubt, all related blockchain transactions are irreversible, all settlement outcomes are governed by smart contract logic and operational execution, and your sole remedy if you do not accept these conditions is to refrain from using the Protocol.

19. Authorized Interface Requirement and Off-Interface Interaction Disclaimer

While the underlying smart contracts may be publicly accessible on-chain, 3e5 Capital provides the official website interface (3e5 Capital) as the authorized operational channel for submitting mint and redeem requests intended for batch settlement.

Although it may be technically possible for a user to interact directly with the smart contracts outside of the official 3e5 Capital interface, such conduct is strongly discouraged. 3e5 Capital reserves the absolute and discretionary right to refuse to execute, process, recognize, or settle any mint or redeem request that is submitted to the Pending Vault contract without being initiated through the official 3e5 Capital interface and its associated operational flow.

Any USDT or Vault tokens transferred to the Pending Vault contract outside the authorized interface process may remain indefinitely in the Pending Vault and may not be executed, processed, refunded, reversed, or otherwise recovered. You acknowledge and agree that 3e5 Capital and all Associated Parties bear no obligation to monitor, identify, validate, or manually process off-interface transactions.

Submission of transactions outside the authorized interface is undertaken entirely at your own risk. For the avoidance of doubt, the sole supported and recognized method for operational mint and redeem requests is through the official 3e5 Capital interface.

20. Access Control, Invitation Code Requirement, and Referral Structure

20.1 Invitation Code and Access Restriction

3e5 Capital reserves the absolute and discretionary right to implement access-control mechanisms, including but not limited to invitation code requirements, eligibility screening, onboarding approvals, or gated participation models.

Where an invitation code system is activated, new users may be required to input a valid invitation code as a condition precedent to account activation, interface access, or the ability to submit mint or redeem requests. Users who do not possess a valid and recognized invitation code may be restricted from logging in, accessing certain features, or interacting operationally with the Protocol interface.

Such access controls are implemented for compliance, risk management, operational, or strategic reasons. 3e5 Capital bears no obligation to provide access to any individual and may approve, deny, revoke, or modify invitation privileges at its sole discretion and without notice.

20.2 Referral Structure and Sales Manager Program

The Protocol operates a single-tier referral model whereby an eligible user may refer another user and receive commission or incentive compensation directly attributable to the activity of that referred user.

Notwithstanding the foregoing, 3e5 Capital may maintain a separate internal compensation framework applicable exclusively to officially designated personnel (including, without limitation, Sales Managers or similar roles formally recognized by 3e5 Capital). Such personnel may receive incentive compensation derived from users directly introduced by them and, in limited circumstances, from users introduced by those directly referred users.

This internal compensation structure is strictly limited to official personnel arrangements and does not constitute, and shall not be construed as, a multi-level marketing program, pyramid scheme, or open multi-tier referral system available to the general public.

20.3 Team-Based Referral Codes

3e5 Capital may, at its sole discretion, authorize certain team-based referral codes. Under such configurations, commission attributable to all qualifying activity associated with a designated referral code may accrue to a single specified account.

Team-based referral configurations are implemented for administrative efficiency and compliance control, including the prevention of unauthorized multi-tier marketing behavior. The decision to issue, structure, modify, or revoke any team-based referral code rests exclusively with 3e5 Capital.

Any compensation distribution by a team leader or internal team to its members is conducted entirely outside the scope of the Protocol and remains the sole responsibility of such team or individuals. 3e5 Capital bears no responsibility or liability for how referral commissions are redistributed, shared, or allocated by third parties.

Under no circumstances may the referral system be used to promote, facilitate, or disguise any multi-level marketing, pyramid compensation scheme, or unlawful solicitation structure. Users remain solely responsible for ensuring their referral activities comply with all applicable laws and regulations.

20.4 Mandatory Risk Disclosure to Referred Participants

If you introduce any third party to the Protocol, you are solely responsible for ensuring that such individual has fully reviewed, understood, and agreed to all required documentation, including these Terms & Conditions and all associated risk disclosures.

You shall not promise, imply, guarantee, or represent any fixed, predictable, stable, or assured profit. 3e5 Capital operates a performance-based profit-sharing model. Trading outcomes may result in gains, losses, or total loss of capital. There is no fixed return, no guaranteed yield, and no capital protection mechanism.

While 3e5 Capital endeavors to operate within applicable legal frameworks and to apply prudent risk management practices, no representation is made that losses cannot occur. All participation remains subject to market risk, execution risk, counterparty risk, regulatory risk, and systemic risk.

21. Modifications and Termination

3e5 Capital may modify protocol parameters, fees, access, or these Terms at any time without notice. Continued use constitutes acceptance of updated Terms.

15. Force Majeure

3e5 Capital shall not be liable for any delay or failure resulting from events beyond its reasonable control, including natural disasters, war, regulatory intervention, exchange shutdowns, blockchain forks, cyberattacks, internet outages, liquidity crises, or other force majeure events.

22. Dispute Resolution and Waiver of Collective Claims

Disputes shall be resolved individually and not through class or collective proceedings. Binding arbitration shall apply in accordance with the governing law designated by 3e5 Capital.

23. Entire Agreement and Severability

These Terms constitute the entire agreement. If any provision is unenforceable, the remaining provisions remain valid.

24. Privacy Policy

24.1 Information Collected Upon Acceptance of Terms

When you access or interact with the Protocol and accept these Terms & Conditions, 3e5 Capital may collect certain technical information associated with your access session. Such information may include, without limitation:

  • IP address

  • Device type and operating system

  • Browser information

  • Session identifiers

  • Timestamp and connection metadata

This information may be stored as evidence that you have accessed the interface and accepted the Terms & Conditions. Such records may be retained for security, audit, compliance, or dispute-resolution purposes.

24.2 Wallet Address Data

When you connect a wallet to access the Protocol interface, the wallet address used for authentication may be recorded by the system.

Wallet addresses on public blockchains are inherently public information. The Protocol may read publicly available on-chain information associated with a connected wallet, including token balances or transaction history that are visible on the blockchain.

The Protocol never has access to and cannot access:

  • Private keys

  • Seed phrases

  • Wallet recovery phrases

All blockchain transactions require user-initiated cryptographic signatures from the connected wallet.

Users only authorize transactions related to:

  • Allowing the Protocol to transfer a specified amount of stablecoins for minting

  • Allowing the Protocol to transfer Vault tokens for redemption

Any token transfer limits or approval amounts will be clearly displayed in the wallet interface before the user confirms the transaction.

24.3 Wallet Privacy and Blockchain Transparency

Users acknowledge and understand that:

  • 3e5 Capital does not control blockchain transactions

  • Wallet addresses are public on the blockchain

  • Smart contract interactions are public and immutable

  • Blockchain data cannot be deleted or modified

All on-chain activity related to the Protocol may be permanently visible through blockchain explorers or other public indexing services.

24.4 Email Communications

If a user verifies an email address through the platform, such email address may be used by 3e5 Capital for purposes including:

  • Delivering system notifications

  • Providing service updates

  • Sending information regarding features or subscriptions the user has registered for

  • Security alerts

  • Operational announcements

3e5 Capital may also send informational or promotional communications. Users may unsubscribe from non-essential communications where such functionality is provided.

24.5 Future KYC Data Handling

If identity verification (KYC) procedures are introduced in the future, identity information may be processed and stored by independent third-party identity verification providers.

In such cases:

  • Personal identity data may be stored by the KYC service provider

  • 3e5 Capital may not have direct access to full identity records

  • Access to such data may only occur where required for compliance with applicable legal or regulatory obligations

Users acknowledge that identity verification providers operate under their own privacy policies and regulatory obligations.

24.6 Purpose of Data Processing

Information collected by the Protocol may be used for the following purposes:

  • Provide and operate the platform and associated services

  • Process blockchain-related or platform-related transactions

  • Improve system performance and user experience

  • Detect and prevent fraud, abuse, or security incidents

  • Monitor system integrity and operational reliability

  • Comply with applicable legal, regulatory, or law-enforcement obligations

  • Provide customer support or respond to user inquiries

24.7 Cookies and Tracking Technologies

The Protocol website interface may utilize cookies or similar technologies for operational purposes.

These may include:

  • Essential cookies required for system functionality

  • Session cookies used to maintain login sessions

  • Analytics tools (such as Google Analytics or similar services)

  • Performance monitoring tools

  • Usage analytics to improve platform functionality

Users may manage cookie preferences through their browser settings, although disabling certain cookies may affect interface functionality.

24.8 User Rights

Depending on applicable law, users may have certain rights regarding their personal information, which may include the right to:

  • Access their stored personal data

  • Request correction of inaccurate information

  • Request deletion of personal data where legally permissible

  • Withdraw previously granted consent

  • Request data portability in a machine-readable format (similar to GDPR-style rights where applicable)

Requests may be subject to legal, operational, or security limitations.

24.9 Data Security

3e5 Capital implements reasonable administrative and technical measures intended to protect stored information. However, users acknowledge that:

  • No method of transmission over the Internet is 100% secure

  • No storage system can guarantee absolute protection

Users remain responsible for maintaining the security of their devices, wallets, and personal credentials.

24.10 No Sale of Personal Data

3e5 Capital does not sell personal data to third parties.

24.11 Age Restriction

The services provided by the Protocol are not intended for individuals under the age of 18. Users represent and warrant that they are at least 18 years of age when accessing the Protocol.

24.12 Changes to this Privacy Policy

3e5 Capital reserves the right to modify or update this Privacy Policy at any time. Changes may occur without prior notice. Continued use of the Protocol following any update constitutes acceptance of the revised policy.

Updates to this Privacy Policy may occur alongside updates to the Terms & Conditions.

25. Additional Regulatory, Infrastructure, and Operational Disclosures

25.1 Non-Custodial Nature of the Protocol

3e5 Capital does not provide custodial wallet services. Users retain full custody and control of their own wallets and private keys at all times. Interaction with the Protocol occurs through user-initiated blockchain transactions signed by the user's wallet.

3e5 Capital does not hold, manage, or control user wallets, private keys, or seed phrases.

25.2 No Fiduciary Duty

No fiduciary duty, advisory duty, or duty of care is created between users and 3e5 Capital or any Associated Party. Users interact with autonomous smart contracts and protocol infrastructure at their own discretion and risk.

25.3 Sanctions and Restricted Jurisdictions

Users represent and warrant that they are not located in, organized under the laws of, or a resident of any jurisdiction subject to economic or trade sanctions or restrictions, including but not limited to jurisdictions sanctioned by the U.S. Office of Foreign Assets Control (OFAC) or similar authorities.

3e5 Capital reserves the right to restrict or prohibit access from any jurisdiction at its sole discretion.

25.4 Third-Party Infrastructure Disclaimer

The Protocol may rely on third-party infrastructure including but not limited to:

  • Blockchain networks

  • RPC node providers

  • Cloud hosting providers

  • Analytics platforms

  • Data indexing services

3e5 Capital bears no responsibility for outages, delays, failures, inaccuracies, or interruptions caused by such infrastructure providers.

25.5 Interface and Smart Contract Separation

The 3e5 Capital website interface is provided solely as a convenience layer to facilitate interaction with the Protocol's smart contracts. Smart contracts may be accessible directly on public blockchain networks independent of the interface.

3e5 Capital does not control or restrict how third parties interact with publicly deployed smart contracts.

25.6 Blockchain Network Risk and Forks

Underlying blockchain networks may experience forks, reorganizations, upgrades, congestion, or other structural changes that may impact the operation of the Protocol.

3e5 Capital bears no responsibility for losses arising from blockchain-level events.

25.7 Oracle and Pricing Risk

Price feeds, valuation inputs, and oracle mechanisms used in determining vault accounting values or settlement values may experience delays, manipulation, outages, or inaccuracies.

Users acknowledge that such events may affect pricing, settlement values, or vault accounting.

25.8 Liquidity and Exit Risk

Vault tokens issued by the Protocol may have limited or no secondary market liquidity. Users may be unable to immediately redeem, transfer, or exit positions depending on market conditions, operational timing, or protocol rules.

25.9 Data Retention

Technical and operational data collected by the Protocol may be retained for as long as reasonably necessary for operational, security, compliance, dispute resolution, or legal purposes.

25.10 Explicit Non-Stablecoin Clarification

Notwithstanding the name "rsUSD", vault tokens issued by the Protocol are not stablecoins, are not pegged to the U.S. dollar, and are not designed to maintain price stability relative to any fiat currency. Vault token value fluctuates according to the Net Asset Value (NAV) of the underlying vault assets.

By interacting with the Protocol, you acknowledge that vault tokens are not securities, not savings products, not deposits, not stablecoins, and not guaranteed financial instruments; that you assume all associated risks including third-party exchange risk; that you are solely responsible for legal compliance; and that you waive all claims against 3e5 Capital and its Associated Parties to the fullest extent permitted by law.

We prioritize risk management at the highest level. During periods of market instability or elevated risk, trading activity may be reduced or paused to preserve capital. Users may observe minimal or no trading activity. Such decisions are made at the sole discretion of 3e5 Capital and its execution partners.

© 2026 3e5.ai . All rights reserved.

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© 2026 3e5.ai. All rights reserved.