Terms of Service

1.Eligibility

You represent and warrant that you:

• are at least 18 years old (or the age of majority in your jurisdiction) and have full legal capacity to enter into these Terms;
• are not a resident of, located in, or accessing the Service from any jurisdiction where use of the Service is prohibited or restricted;
• are not subject to any sanctions and are not listed on any sanctions or restricted-party list (including, without limitation, OFAC’s SDN list), and are not owned or controlled by any such person;
• will comply with all laws, rules, and regulations applicable to you and your use of the Service, including tax, securities, and anti-money-laundering laws.

You are solely responsible for determining whether your use of the Service is legal in your jurisdiction. If it is not, do not use the Service.

2.Nature of the Service — non-custodial software only

Sherwood provides software and a user interface that let you interact with public, autonomous smart contracts deployed on Robinhood Chain (an Arbitrum Orbit L2). We do not:

• take custody of, control, or have access to your funds, wallets, private keys, or tokens at any time;
• act as a bank, broker, dealer, exchange, custodian, money transmitter, payment processor, investment adviser, or financial institution of any kind;
• initiate, execute, reverse, or control any transaction on your behalf — you initiate and sign every transaction from your own self-custodied wallet.

The smart contracts are immutable and/or autonomous and may continue to operate independently of Sherwood, even if we discontinue our website or interface. We do not guarantee that any interface to the contracts will remain available.

3.Not financial, investment, legal, or tax advice

Nothing on the Service is, or should be construed as, financial, investment, trading, legal, accounting, or tax advice, or a recommendation, solicitation, or offer to buy or sell any token or asset. Sherwood does not endorse, vet, verify, or vouch for any token, creator, or project on the Service. You are solely responsible for your own decisions. Do your own research.

4.Assumption of risk

You understand and accept, on your own behalf, all risks of using the Service, including but not limited to:

• Total loss of value. Tokens have no intrinsic value and may — and often do — go to zero. There is no guarantee of price, demand, liquidity, “graduation,” listing, or return of any kind.
• Volatility, manipulation, and sniping. Prices can swing violently. Markets may be manipulated by others (including via front-running, sniping, MEV, wash trading, or “rug pulls” by token creators). Anti-abuse features are best-effort and provide no guarantee of protection.
• Smart-contract and technical risk. Smart contracts may contain bugs, vulnerabilities, or economic flaws. Software, oracles, indexers, and interfaces may fail or behave unexpectedly.
• Blockchain and network risk. Transactions are irreversible once confirmed. Networks (including Robinhood Chain, its sequencer, bridges, and RPC providers) may experience congestion, downtime, reorgs, forks, or failures. Gas fees, slippage, and failed/reverted transactions are your responsibility.
• Third-party risk. Wallets, bridges, RPC providers, IPFS/pinning services, aggregators, and other third parties are outside our control.
• User error. Wrong addresses, mistaken amounts, lost keys, phishing, and impersonation can cause permanent, unrecoverable loss.
• Regulatory risk. Laws affecting crypto are uncertain and evolving and may adversely affect the Service or your tokens.

You accept full responsibility for, and assume all risk arising from, your use of the Service.

5.No refunds — all fees are final

All fees and payments are non-refundable. Blockchain transactions are irreversible, and we cannot cancel, reverse, refund, or recover them. Without limitation:

• Ticker/name reservation fees are non-refundable — including if you never launch, if your reservation expires unused, if someone launches a similar token, or if you change your mind.
• Trading fees, creation fees, swap fees, and gas are non-refundable.
• We are not responsible for, and will not refund, losses from user error, failed or reverted transactions, slippage, sniping/MEV, price movements, rug pulls, or any third-party wallet, bridge, RPC, or network issue.

You waive any right to a refund or chargeback for anything within, or outside of, our control.

6.Tokens and user content

Anyone can create a token using the Service. If you create a token, list content, or provide a name, ticker, logo, description, or social links, you are solely responsible for it and represent and warrant that:

• it is lawful, does not infringe any third party’s intellectual property or other rights, is not fraudulent or deceptive, does not impersonate any person or brand, and does not constitute a security or other regulated instrument in any applicable jurisdiction;
• you will not use the Service to conduct or promote any illegal activity, fraud, market manipulation, money laundering, sanctions evasion, or scam.

Sherwood does not create, endorse, or control user tokens and makes no representation about them. We may, at our sole discretion and without notice or liability, block, hide, delist, or refuse any token, symbol, name, image, or content from our interface (this does not affect the autonomous on-chain contracts). Copycat and post-graduation protections are best-effort and not guaranteed.

7.Prohibited conduct

You agree not to: (a) use the Service in violation of any law or these Terms; (b) commit fraud or deceive other users; (c) engage in market manipulation, money laundering, or terrorist financing; (d) use the Service if you are a sanctioned or restricted person or in a prohibited jurisdiction; (e) launch or trade tokens that are illegal, infringing, or that impersonate others; (f) exploit, attack, or interfere with the Service, its smart contracts, or its infrastructure; (g) circumvent any access controls, geofencing, or security measures; or (h) use bots or automated means to abuse the Service.

8.Disclaimer of warranties

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SHERWOOD AND ITS AFFILIATES, CONTRIBUTORS, AND SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, ACCURATE, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS. WE DO NOT WARRANT ANY TOKEN, PRICE, LIQUIDITY, OR OUTCOME.

9.Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL SHERWOOD OR ITS AFFILIATES, CONTRIBUTORS, OFFICERS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, TOKENS, CRYPTOCURRENCY, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE TOTAL PROTOCOL FEES YOU PAID TO SHERWOOD IN THE 30 DAYS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) USD $100.

YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISSATISFACTION WITH THE SERVICE IS TO STOP USING IT. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you; in that case our liability is limited to the smallest extent permitted by law.

10.Indemnification

You agree to defend, indemnify, and hold harmless Sherwood and its affiliates, contributors, and service providers from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) your use of the Service; (b) your tokens or content; (c) your violation of these Terms or any law; or (d) your violation of any third-party right.

11.No fiduciary or advisory relationship

Nothing in these Terms or your use of the Service creates any fiduciary, agency, partnership, joint-venture, employment, or advisory relationship between you and Sherwood.

12.Taxes

You are solely responsible for determining and paying any taxes that apply to your transactions and holdings. Sherwood does not withhold or report taxes on your behalf.

13.Intellectual property

The Sherwood name, logos, and the design, text, and graphics of our websites and interfaces are owned by Sherwood or its licensors and are protected by law. Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable license to use the interface for its intended purpose. The autonomous smart contracts and any open-source components remain governed by their respective licenses.

14.Third-party links and services

The Service may reference or link to third-party sites, wallets, bridges, or services. We do not control and are not responsible for them, and their inclusion does not imply endorsement. Your use of any third-party service is at your own risk and subject to that third party’s terms.

15.Modifications; availability

We may modify, suspend, or discontinue the Service (or any part of it), and may update these Terms, at any time and without liability. Material changes take effect when we post the updated Terms and revise the “Last updated” date. Your continued use of the Service after changes take effect constitutes acceptance of the updated Terms. We are not obligated to maintain any interface, API, or feature.

16.Governing law and dispute resolution

These Terms are governed by the laws of [GOVERNING JURISDICTION — to be specified], without regard to conflict-of-laws rules. Any dispute arising out of or relating to these Terms or the Service will be resolved by final and binding arbitration on an individual basis, and you and Sherwood waive any right to a jury trial and to participate in a class action or representative proceeding, to the maximum extent permitted by law. If any dispute is not subject to arbitration, it will be brought exclusively in the courts located in [VENUE — to be specified].

17.Miscellaneous

If any provision of these Terms is held unenforceable, the remaining provisions remain in effect. Our failure to enforce any provision is not a waiver. You may not assign these Terms without our consent; we may assign them freely. These Terms are the entire agreement between you and Sherwood regarding the Service and supersede any prior agreements.

18.Contact

Questions about these Terms: [legal@sherwood.meme] · X / Twitter · Telegram