Effective: June 2026

REDFi Terms of Service#

Important Legal Notice#

These Terms and Conditions (the "Terms") constitute a binding legal agreement between you and Redline Blockchain S.A., a Panamanian corporation operating the REDFi platform. These Terms include important provisions regarding arbitration, class action waiver, dynamic fees, automatic conversion, digital asset risks, wallet-address responsibility, fraud controls, data processing, third-party services, and limitations of liability. By accessing or using the REDFi Platform, creating an account, clicking "I Accept," initiating any transaction, receiving funds, or continuing to use the Services after an update, you acknowledge that you have read, understood, and agreed to these Terms, the REDFi Privacy Policy, applicable REDFi disclosures, and any applicable third-party provider terms, including Bridge terms where applicable.

1. Parties, Service Model, and Scope#

1.1 Company.

Redline Blockchain S.A., a Panamanian corporation registered under Folio No. 155712200 of the Public Registry of Panama, operates the REDFi platform ("REDFi," the "Company," "we," "us," or "our").

1.2 REDFi as technology and experience layer.

REDFi provides a proprietary software interface, dashboard, account experience, treasury-management tools, payment-orchestration interface, wallet-access interface, reporting tools, compliance workflows, and related support services (collectively, the "REDFi Platform" or the "Services"). REDFi is not a bank, money transmitter, trust company, securities broker, investment adviser, deposit institution, custodian, issuer of USDB, or guarantor of any fiat or digital asset balance.

1.3 Third-party settlement and regulated services.

Financial, custody, stablecoin, wallet, payment, KYC/KYB, fiat-account, blockchain, and settlement functions may be provided by independent third-party providers, including Bridge, Persona, regulated financial institutions, banks, payment service providers, blockchain networks, liquidity providers, and other service providers selected by REDFi from time to time. REDFi may facilitate access to those services, but REDFi does not become the bank, custodian, issuer, payment rail, blockchain, or regulated financial institution merely because a user accesses such services through the REDFi Platform.

1.4 Bridge and USDB.

Bridge may provide stablecoin issuance, USDB-related functionality, wallets, virtual fiat accounts, custody or account infrastructure, stablecoin orchestration, and payment rails. USDB is issued and managed by Bridge, not REDFi. REDFi may provide users with access to Bridge-powered services through the REDFi Platform, subject to Bridge availability, Bridge terms, Bridge legal requirements, user eligibility, jurisdictional restrictions, and REDFi program rules.

1.5 No universal availability.

The Services, supported assets, supported jurisdictions, payment rails, conversion routes, wallet networks, virtual accounts, rewards, and features may vary by user, entity type, location, verification status, risk rating, provider availability, market conditions, regulatory requirements, and operational limitations. REDFi may add, remove, suspend, restrict, or modify any service or feature at any time.

2. Definitions#

The following definitions apply unless the context requires otherwise. Additional terms may be defined elsewhere in these Terms.

Defined Term Meaning

Account The user profile, login credentials, dashboard, wallets, virtual accounts, and related access permissions made available through the REDFi Platform.

Bridge Bridge Building Inc., Bridge Ventures LLC, Bridge Building Sp. z o.o., and/or other Bridge entities or regulated service providers, as applicable to the user, service, jurisdiction, or product.

Digital Assets Stablecoins, crypto assets, blockchain tokens, or similar digital representations of value supported by REDFi or its service providers.

Eligible USDB Balance Eligible USDB Balance means the portion of a user's USDB balance held through REDFi and supported Bridge wallets that REDFi and its service providers determine is eligible to accrue rewards. All balances remain subject to ongoing compliance, sanctions, fraud, settlement, and operational review, and REDFi may exclude, restrict, adjust, or withhold rewards on any balance subject to a hold, dispute, reversal, chargeback, lien, external-wallet exclusion, provider limitation, legal process, or other restriction.

Fees Any account, compliance, wallet, conversion, transaction, rail, network, withdrawal, custody, support, investigation, recovery, or platform fee charged by REDFi or a third-party provider.

REDFi Dashboard The secure account interface, web application, mobile interface, API view, transaction screen, fee screen, disclosure screen, or other account display made available by REDFi.

USDB The infrastructure or closed-loop stablecoin issued and managed by Bridge and designed to be pegged 1:1 to the U.S. dollar.#

3. Acceptance, Electronic Consent, and Authority#

3.1 Acceptance.

You accept these Terms by accessing the Services, creating an Account, clicking any acceptance button, signing electronically, initiating a transaction, receiving funds, maintaining balances, enabling automatic conversion, or otherwise using REDFi. If you do not agree, you must not use the Services and must close your Account as permitted by REDFi and applicable provider procedures.

3.2 Electronic records and signatures.

You consent to receive agreements, notices, disclosures, receipts, fee updates, transaction confirmations, account communications, support communications, tax-related notices, and other legally relevant information electronically through the Dashboard, email, SMS, in-app notifications, API notices, or other electronic methods. You agree that electronic acceptance, click-wrap acceptance, dashboard notice, and electronic records have legal effect to the fullest extent permitted under the laws of the Republic of Panama and any other applicable law.

3.3 Authority for businesses.

If you use the Services on behalf of a company, trust, partnership, foundation, association, or other legal entity, you represent that you have full legal authority to bind that entity and all relevant beneficial owners, directors, officers, managers, authorized signers, and account users. REDFi may require proof of authority at any time and may suspend access until authority is verified.

3.4 Voluntary use.

You represent that you are using REDFi voluntarily, for lawful purposes, and without coercion, undue influence, or misrepresentation. You acknowledge that digital assets, stablecoins, cross-border payments, and third-party financial infrastructure involve operational, legal, liquidity, regulatory, market, and technology risks.

4. Eligibility, Onboarding, KYC/KYB, and Account Information#

4.1 Eligibility.

You must be at least 18 years old, have full legal capacity, not be located in a prohibited or unsupported jurisdiction, not be subject to sanctions or other legal restrictions, and not have been previously suspended or removed from the Services unless REDFi expressly approves reactivation in writing.

4.2 Identity and business verification.

Access to the Services is conditional on successful KYC, KYB, sanctions screening, fraud review, risk review, source-of-funds review, source-of-wealth review, business-purpose review, beneficial ownership verification, account-use review, and any other diligence required by REDFi or its service providers. REDFi may collect or request passports, identity documents, selfies, biometric checks through approved vendors, proof of address, company formation documents, corporate ownership charts, bank statements, invoices, contracts, beneficiary information, counterparty information, tax information, and any other information deemed necessary.

4.3 Ongoing review.

Verification is not a one-time event. REDFi and its providers may conduct ongoing review, enhanced diligence, periodic refreshes, transaction monitoring, screening, adverse-media review, and risk updates at any time. Failure to provide requested information may result in transaction delay, account restriction, balance hold, service suspension, termination, or mandatory wind-down.

4.4 Accuracy of information.

You agree that all information you provide is accurate, complete, current, and not misleading. You must promptly update REDFi if any account information, beneficial ownership, business activity, address, control person, source of funds, authorized user, transaction purpose, tax status, or legal status changes.

4.5 Communications.

REDFi may use the email address, phone number, Dashboard, and other contact methods associated with your Account as the primary means of communication. You are responsible for maintaining current contact information and for reviewing communications, Dashboard notices, and support messages. Failure to read a notice does not invalidate the notice once delivered or made available through official REDFi channels.

5. Dashboard as Source of Truth; Fees and Charges#

5.1 Dynamic fee model.

REDFi fees and third-party fees are dynamic and may change at any time, including without prior notice or on short notice. Fees may change due to market conditions, liquidity conditions, blockchain network costs, gas fees, bank charges, rail costs, correspondent-bank charges, FX spreads, third-party provider fee changes, compliance costs, recovery costs, account type, user risk profile, jurisdiction, transaction size, payment route, supported asset, or other operational reasons.

5.2 User responsibility to review.

It is the user's sole responsibility to log in to the REDFi Dashboard and review the applicable fee, spread, conversion rate, quote, cost breakdown, payment instruction, network, asset, wallet address, bank account details, recipient details, and transaction details before initiating any transaction. By submitting, confirming, or allowing a transaction to proceed, you accept the fees and terms displayed or applicable at that time, even if a prior fee schedule, marketing page, email, support message, quote, or historical dashboard view showed different amounts.

5.3 No reliance on static fee schedules.

Any fee schedule, website table, support message, proposal, marketing material, or prior quote is informational only unless the Dashboard or final transaction confirmation expressly states otherwise at the time of transaction. REDFi does not guarantee that any previously displayed or previously charged fee will remain available.

5.4 Fee collection authorization.

You authorize REDFi and its service providers to charge, debit, intercept, withhold, net, deduct, convert, sweep, or set off applicable fees, costs, chargebacks, reversals, recalled transactions, provider charges, recovery fees, network fees, fiat rail fees, liquidity fees, investigation costs, and other amounts owed from your balances, incoming funds, outgoing funds, USDB balances, digital asset balances, fiat balances, or transaction proceeds. Fees may be deducted before funds are credited, before funds are displayed, before outbound settlement, or after a transaction if charges are later assessed by third parties.

5.5 Third-party fees and pass-through costs.

Third-party fees may be charged or changed by Bridge, banks, payment rails, blockchain networks, custodians, liquidity providers, correspondent banks, payment service providers, or other vendors. REDFi may pass through such fees, mark up such fees, absorb such fees, or include such fees in a net transaction price, at REDFi's discretion and subject to applicable law and provider requirements.

5.6 Negative balances and collections.

If fees, reversals, chargebacks, recalls, returns, investigations, provider charges, or losses cause a negative balance or amount due, you agree to immediately repay REDFi. REDFi may suspend Services, restrict withdrawals, apply set-off, reject transactions, recover amounts from later incoming funds, or pursue legal collection, including attorney fees and costs, to the fullest extent permitted by law.

6. USDB, Automatic Conversion, and REDFi Rewards#

6.1 USDB description.

USDB is an infrastructure or closed-loop stablecoin issued and managed by Bridge. USDB is designed to be pegged 1:1 to the U.S. dollar and backed by an equivalent value of U.S. dollars held in highly liquid cash and short-duration money market funds managed with BlackRock or other reserve arrangements made available by Bridge from time to time. REDFi is not the issuer of USDB and does not control USDB reserves, redemption policies, reserve management, reserve economics, or Bridge's legal obligations.

6.2 Automatic conversion design.

REDFi is designed so that eligible fiat currencies, supported stablecoins, and other supported digital assets received into REDFi, supported virtual accounts, or supported Bridge wallets may be automatically converted into USDB after receipt, screening, confirmation, and provider processing. Automatic conversion is subject to eligibility, supported assets, supported networks, compliance review, provider availability, liquidity, conversion routes, minimums, maximums, fees, and operational controls. REDFi does not guarantee immediate conversion, uninterrupted conversion, or conversion at a particular rate.

6.3 Authorization.

By using REDFi, receiving eligible funds, enabling automatic conversion, or maintaining an Account configured for USDB-based balances, you authorize REDFi and its service providers to convert eligible fiat, supported stablecoins, and supported digital assets into USDB according to REDFi's platform design, Dashboard settings, service-provider requirements, and applicable law. If automatic conversion is unavailable, delayed, rejected, reversed, or restricted, REDFi may hold, return, convert through an alternate supported asset, request additional information, or take other reasonable operational action.

6.4 Rewards are REDFi promotional rewards.

REDFi may offer eligible users promotional rewards on eligible USDB balances held through REDFi and supported Bridge wallets. REDFi Rewards are offered by REDFi under REDFi's program terms. They are not bank interest, not deposit yield, not a dividend, not an investment return, not a security, not a savings account, not a guarantee, and not a direct claim against Bridge, BlackRock, any bank, any reserve asset, or any reserve earnings.

6.5 Rewards tiers.

Unless REDFi displays different rates in the Dashboard or updates the program, eligible users may receive variable annualized rewards according to the following internal tier structure:

Eligible USDB Balance Annualized Rewards Rate Application Held Through REDFi

Up to and including USD 2.00% Applied to eligible 100,000 balances within this tier or as otherwise displayed in the REDFi Dashboard.

USD 100,000.01 to USD 2.50% Applied to eligible 500,000 balances within this tier or as otherwise displayed in the REDFi Dashboard.

Above USD 500,000 3.00% Maximum advertised annualized rewards rate. No user may receive more than the rate displayed in the Dashboard.#

6.6 Daily accrual and monthly distribution.

Eligible rewards accrue daily based on eligible USDB balances held through REDFi and supported Bridge wallets, calculated using an annualized rate, and distributed monthly after REDFi calculates, reconciles, and receives or allocates the applicable program funding. REDFi may distribute rewards in USDB, another supported digital asset, fiat, account credit, or another method shown in the Dashboard. Pending or estimated rewards are not final and may be adjusted, reversed, delayed, reduced, forfeited, or withheld before final distribution.

6.7 Eligible balances only.

Only eligible USDB balances held through REDFi and supported Bridge wallets may qualify. USDB held in external wallets, unsupported wallets, unsupported networks, third-party exchanges, self-custody wallets outside the REDFi/Bridge environment, balances subject to compliance hold, suspected fraud, dispute, chargeback, reversal, negative balance, legal process, sanctions review, provider restriction, or wind-down may not accrue rewards.

6.8 Program modification and legal review.

Rewards rates, tiers, calculation methods, eligibility rules, supported assets, payout timing, and disclosures may be changed, paused, suspended, terminated, or made unavailable at any time. Bridge or another provider may require review or approval of USDB-related rewards, incentives, marketing, or disclosure language. REDFi may modify the program to comply with Bridge instructions, provider requirements, regulatory guidance, or legal advice.

6.9 No pass-through representation.

REDFi does not represent that users receive all or any fixed portion of Bridge reserve economics, Bridge marketing fees, reserve earnings, BlackRock money market fund returns, treasury returns, interest, or any third-party payment. REDFi may retain, allocate, use, or share amounts it receives from service providers in its discretion, subject to applicable law and provider terms. Users have no ownership interest in reserve assets and no claim on interest or returns from the reserves backing USDB.

6.10 Depeg, reserve, issuer, and redemption risk.

USDB is designed to maintain a 1:1 peg, but REDFi does not guarantee that USDB will always maintain its peg, remain redeemable, remain available, or remain supported. Stablecoins may be affected by issuer risk, reserve risk, liquidity risk, regulatory action, bank failure, market disruption, operational error, smart contract risk, network risk, custodial risk, and other events outside REDFi's control.

7. Fiat, Stablecoin, and Digital Asset Transactions#

7.1 Transaction execution.

REDFi may support deposits, withdrawals, conversions, payouts, internal transfers, payment instructions, wallet transfers, and related treasury actions. All transactions are subject to provider acceptance, supported routes, available liquidity, compliance review, sanctions screening, fraud review, account status, operational limits, and applicable law. A transaction may be delayed, rejected, canceled, reversed, returned, or held even after a user has submitted instructions.

7.2 Quotes and conversion rates.

Any displayed exchange rate, FX rate, stablecoin conversion rate, crypto price, payout estimate, network fee, or settlement estimate is indicative unless expressly confirmed as final in the transaction flow. Final amounts may differ due to price movement, liquidity, spread, slippage, network fees, bank fees, provider execution, quote expiration, returned funds, correction, or settlement timing.

7.3 Zero-float architecture.

REDFi does not maintain a corporate treasury buffer to fund user withdrawals or payouts. Outbound transfers are funded from the user's available eligible balances after fees, holds, restrictions, conversions, and provider processing. If a balance is insufficient, restricted, unavailable, or pending conversion, the outbound transfer may fail, be delayed, or require user action.

7.4 Sequential conversion and settlement.

Some outbound fiat payouts or digital asset transfers may require a sequence of operations, including USDB conversion, conversion into another stablecoin, liquidity-provider execution, FX conversion, blockchain transfer, bank-rail submission, correspondent-bank review, beneficiary-bank processing, or other steps. Settlement timing is not guaranteed and may be affected by third parties, time zones, weekends, holidays, cutoffs, compliance reviews, network conditions, and bank or blockchain delays.

7.5 Finality of Transactions; No Cancellation.

All transactions submitted through the REDFi Platform are subject to finality. Once a transaction is submitted, confirmed, broadcast to a blockchain, delivered to a bank rail, submitted to a provider, or otherwise processed, the transaction may be irreversible and cannot be canceled, reversed, recalled, amended, or recovered by REDFi. REDFi does not guarantee, and has no obligation to provide, any cancellation, reversal, recall, correction, or recovery assistance. You are solely responsible for verifying all transaction details before submission, including the recipient, wallet address, blockchain network, memo/tag, beneficiary information, bank account details, amount, asset, and applicable fees. REDFi shall not be liable for any loss, delay, failed transaction, rejected transaction, misdirected funds, or unrecoverable funds arising from user error, incorrect instructions, outdated deposit details, unsupported networks, wrong blockchain addresses, third-party provider action or inaction, or transaction finality.

8. Wallet Addresses, Bank Details, Networks, Memos, and User Transfer Responsibility#

8.1 Dashboard verification required.

For operational, security, risk, and compliance reasons, REDFi and its service providers may update, rotate, replace, disable, or restrict wallet addresses, deposit addresses, memo/tag requirements, virtual account details, bank account details, beneficiary details, payment instructions, supported assets, supported chains, and supported networks at any time. Users must log in to the REDFi Dashboard and verify the currently active instructions before every transfer, whether fiat, stablecoin, or crypto.

8.2 Wrong address and wrong chain.

You are solely responsible for verifying the recipient wallet address, deposit address, blockchain network, token standard, memo, destination tag, reference number, bank account number, routing number, IBAN, SWIFT/BIC, beneficiary name, and all other transfer instructions before sending or receiving funds. If you send assets to the wrong blockchain address, wrong network, unsupported chain, unsupported token contract, inactive address, outdated address, missing memo/tag, wrong bank details, or wrong beneficiary, the funds may be permanently lost, unrecoverable, delayed, rejected, or credited incorrectly. REDFi is not liable for losses caused by incorrect, outdated, unsupported, incomplete, or user-provided transfer instructions.

8.3 Funds Sent to Wrong or Unsupported Address.

If funds are sent to or received at an incorrect, outdated, unsupported, inactive, incomplete, or non-REDFi address, bank account, wallet address, blockchain network, memo, tag, account reference, or beneficiary name, REDFi may be unable to identify, credit, retrieve, return, reverse, or recover the funds. Recovery may be technically impossible, legally restricted, or dependent on third-party providers, banks, blockchain networks, or the recipient. REDFi does not guarantee that any recovery, return, correction, or credit will be possible. Any assistance REDFi chooses to provide is discretionary, may take 180 days or longer, may require third-party cooperation, and may be subject to recovery, investigation, network, legal, provider, or administrative fees. REDFi is not liable for any loss, delay, failed credit, misdirected funds, or unrecoverable funds resulting from incorrect, outdated, unsupported, incomplete, or mismatched transfer instructions.

8.4 No support for unsupported assets.

REDFi may choose not to support certain tokens, networks, smart contracts, forks, airdrops, wrapped assets, bridged assets, NFTs, or other digital assets. Sending unsupported assets to a REDFi-related address does not obligate REDFi to recover or credit them. REDFi may refuse to support, list, credit, convert, or return unsupported assets where recovery is impractical, impossible, unlawful, not supported by providers, or commercially unreasonable.

8.5 Blockchain finality.

Blockchain transactions may be irreversible. Network confirmations, chain reorganizations, validator delays, gas fee spikes, network congestion, smart contract bugs, bridge failures, protocol upgrades, forks, and attacks may affect transfers. REDFi does not control blockchain networks and is not responsible for blockchain failures, delays, rejections, reversals, or losses.

9. Prohibited Uses, Compliance, AML/CTF, Sanctions, and Risk Controls#

9.1 Compliance framework.

REDFi operates as a Panamanian technology company and implements compliance controls designed to support AML, CTF, sanctions, fraud prevention, and lawful-use standards required by REDFi, Panama law, third-party providers, and international financial infrastructure. REDFi may refuse, restrict, or terminate service where activity presents legal, regulatory, reputational, fraud, sanctions, provider, or operational risk.

9.2 Prohibited activities.

You may not use the Services for unlawful, fraudulent, deceptive, abusive, sanctioned, high-risk, or prohibited activity, including money laundering, terrorist financing, proliferation financing, sanctions evasion, fraud, scams, illegal gambling, illegal drugs, ransomware, malware, human trafficking, exploitation, unlicensed money transmission, payment aggregation, nesting, unauthorized FX brokering, unauthorized PSP activity, market manipulation, wash trading, spoofing, pump-and-dump activity, misuse of APIs, fake documentation, identity fraud, mule activity, or transactions involving funds that do not belong to you or your approved business.

9.3 No fintech, PSP, or money-transmitter use unless approved.

Unless REDFi expressly approves in writing and the user satisfies all provider, legal, and compliance requirements, users may not use REDFi to operate as a fintech platform, money transmitter, MSB, PSP, OTC desk, exchange, broker, wallet provider, payment aggregator, correspondent account, nested account, or pooled account for third parties.

9.4 Sanctions.

You may not use the Services if you are located in, resident in, organized in, controlled by, acting on behalf of, or transacting with any sanctioned person, entity, wallet address, vessel, country, region, or prohibited jurisdiction. REDFi and its providers may screen transactions and counterparties against OFAC, UN, EU, UK, Panama, and other sanctions lists and may block, freeze, reject, or report transactions as required or deemed appropriate.

9.5 Enhanced diligence and information requests.

REDFi may request information about counterparties, invoices, contracts, transaction purpose, source of funds, source of wealth, beneficial owners, business model, employees, payroll, vendors, customers, destination of funds, and tax or legal status. REDFi may delay or refuse a transaction until requested information is provided and verified.

9.6 Reporting and cooperation.

REDFi may cooperate with law enforcement, regulators, financial intelligence units, banks, payment rails, service providers, courts, arbitral tribunals, and other authorities. REDFi may disclose user information, transaction information, account records, wallet addresses, and communications where required by law, provider requirement, court order, regulatory request, fraud investigation, sanctions screening, or risk control.

10. Fraud, Security, Holds, Freezes, Set-Off, and Transaction Losses#

10.1 Security obligations.

You are responsible for securing your Account, devices, email, phone number, passwords, authentication apps, API keys, recovery codes, authorized users, wallet addresses, and bank credentials. You must enable and maintain required security controls, notify REDFi immediately of suspected compromise, and ensure that employees, contractors, agents, and representatives follow account security rules.

10.2 Holds and freezes.

REDFi, Bridge, banks, custodians, payment providers, or other service providers may suspend, restrict, freeze, hold, reject, recall, reverse, or review accounts, balances, transactions, wallets, virtual accounts, or payouts without prior notice where necessary or appropriate for compliance, fraud prevention, sanctions screening, legal process, provider requirements, security, suspected unauthorized activity, chargebacks, reversals, negative balances, user disputes, operational issues, or risk management.

10.3 Set-off and recovery.

You grant REDFi a continuing right of set-off, recoupment, debit, withholding, and recovery against any balances, incoming funds, outgoing funds, rewards, credits, fiat balances, USDB balances, digital asset balances, or other amounts associated with your Account for any amounts owed to REDFi or its providers, including fees, chargebacks, ACH returns, wire recalls, bank returns, fraud losses, settlement failures, negative balances, recovery costs, investigation costs, legal costs, and provider losses.

10.4 Transaction losses caused by user or third parties.

REDFi is not responsible for losses caused by user error, unauthorized user activity, compromised credentials, malware, phishing, SIM swaps, false invoices, business email compromise, mule activity, recipient fraud, wrong beneficiary details, wrong address, wrong network, failure to update Dashboard instructions, third-party provider failures, bank rejection, blockchain failure, or actions of persons authorized by or appearing to be authorized by you.

10.5 No duty to reverse.

REDFi may attempt to assist with disputes, recalls, returns, or recovery, but REDFi has no duty to reverse or recover any transaction and does not guarantee recovery. Any recovery may depend on blockchain finality, bank cooperation, provider rules, law enforcement, timing, beneficiary cooperation, and other factors outside REDFi's control.

11. Third-Party Providers and Independent Terms#

11.1 Separate provider terms.

Your use of Bridge, Persona, banks, custodians, payment rails, blockchain networks, liquidity providers, and other third-party services may be subject to separate terms, policies, disclosures, fee schedules, privacy notices, and compliance requirements. You agree to comply with those terms. If a third-party provider requires additional acceptance, disclosures, or agreements, access to the related service may be denied until completed.

11.2 REDFi not responsible for third-party decisions.

REDFi does not control and is not liable for third-party provider decisions, including account approval, rejection, suspension, transaction review, return, recall, reversal, funds hold, KYC/KYB decision, sanctions decision, provider downtime, pricing, settlement timing, rail cutoff, conversion rate, supported asset, supported network, or legal interpretation. REDFi may relay information from providers but is not responsible for provider errors except to the limited extent required by applicable law.

11.3 Provider changes.

REDFi may change, replace, add, remove, or reconfigure third-party providers, banks, wallets, rails, custodians, liquidity providers, or compliance vendors at any time. Such changes may affect supported assets, available balances, deposit instructions, wallet addresses, fiat account numbers, transaction timing, conversion routes, fees, and service availability.

12. User Representations and Warranties#

You represent and warrant that:

You have full legal capacity and authority to enter into these Terms and use the Services.

You will use the Services only for lawful purposes and in compliance with Panama law, your local law, sanctions rules, tax law, and all applicable third-party terms.

All information, documents, instructions, wallet addresses, bank details, counterparties, invoices, and transaction purposes you provide are accurate, complete, lawful, and not misleading.

You are the lawful owner or authorized controller of funds and assets introduced to REDFi and are not using REDFi to process funds for undisclosed third parties.

You will not use REDFi to evade sanctions, hide beneficial ownership, misrepresent source of funds, or conduct prohibited financial activity.

You understand that stablecoins and digital assets involve risk and that no REDFi communication is investment, legal, tax, accounting, or financial advice.

13. Taxes#

You are solely responsible for determining, reporting, withholding, collecting, remitting, and paying all taxes, duties, levies, assessments, and governmental charges related to your use of REDFi, including transactions, conversions, stablecoin activity, crypto activity, fiat activity, rewards, gains, losses, income, payroll, business payments, cross-border transfers, and account activity. Automatic conversion of fiat, stablecoins, or digital assets into USDB may have tax consequences. REDFi does not provide tax advice and may not provide tax forms unless required by applicable law or provider requirements.

14. Data Privacy and Information Sharing#

14.1 Privacy policy.

REDFi processes personal data in accordance with its Privacy Policy and applicable data protection laws, including the personal data protection framework of the Republic of Panama where applicable. By using REDFi, you consent to the collection, use, storage, transfer, verification, screening, and disclosure of information necessary to provide the Services, comply with law, prevent fraud, process transactions, support account functionality, and interact with third-party providers.

14.2 Sharing with providers.

REDFi may share personal, business, transactional, counterparty, wallet, bank, tax, and compliance information with Bridge, Persona, banks, custodians, payment providers, blockchain analytics providers, sanctions screening providers, fraud prevention vendors, auditors, counsel, regulators, law enforcement, and other parties where needed to provide Services or comply with legal or provider requirements.

14.3 Cross-border transfers.

Because REDFi, its users, and its providers may operate across jurisdictions, information may be processed or stored outside your country of residence. You authorize such transfers where necessary for the Services, subject to REDFi's policies and applicable legal safeguards.

14.4 Retention.

REDFi may retain information for as long as needed to provide Services, comply with legal and provider obligations, resolve disputes, investigate fraud, enforce agreements, maintain records, satisfy AML/CTF requirements, or protect legal rights.

15. Intellectual Property and Platform License#

REDFi retains all right, title, and interest in its software, designs, interfaces, dashboards, APIs, workflows, documentation, trademarks, trade names, logos, data models, business methods, compliance flows, fee logic, reward logic, transaction orchestration, reports, content, and other intellectual property. Subject to these Terms, REDFi grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Services for your approved internal purposes. You may not copy, reverse engineer, scrape, clone, resell, sublicense, frame, compete with, interfere with, or misuse the REDFi Platform.

16. Promotions, Rewards, and Referrals#

REDFi may offer promotional programs, referrals, fee waivers, account credits, rewards, campaigns, or other incentives. Each promotion may have separate eligibility rules, duration, limitations, exclusions, tax consequences, and modification rights. REDFi may cancel, modify, claw back, or deny any promotion or reward where it determines that a user violated terms, engaged in abuse, created duplicate accounts, manipulated transactions, failed verification, became ineligible, or created legal, compliance, fraud, or provider risk.

17. Disclaimers of Warranties and No Advice#

17.1 As-is service.

The Services are provided on an "as is" and "as available" basis. To the maximum extent permitted by applicable law, REDFi disclaims all warranties, express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, availability, security, uninterrupted operation, and error-free performance.

17.2 No advice.

REDFi does not provide financial, investment, legal, tax, accounting, securities, banking, or regulatory advice. Information displayed through REDFi is for operational and informational purposes only. You must consult your own professional advisers before making financial, legal, tax, investment, or business decisions.

17.3 Digital asset and stablecoin risk.

Digital assets and stablecoins may lose value, depeg, become illiquid, become unsupported, be subject to regulatory action, experience smart contract failure, suffer network failure, be subject to theft or cyberattack, or become unavailable. REDFi does not guarantee redemption, liquidity, value, convertibility, network availability, or uninterrupted access.

17.4 Not insured.

Unless expressly stated in writing by an applicable regulated institution, balances and digital assets accessed through REDFi are not bank deposits, not FDIC insured, not SIPC insured, and not guaranteed by any government agency. REDFi is not responsible for the insolvency, bankruptcy, receivership, failure, or misconduct of any third-party provider, bank, custodian, issuer, network, or counterparty.

18. Limitation of Liability#

18.1 Exclusion of indirect damages.

To the maximum extent permitted by applicable law, REDFi, its affiliates, directors, officers, employees, contractors, agents, shareholders, service providers, and partners will not be liable for indirect, incidental, special, consequential, exemplary, punitive, lost-profit, lost-revenue, lost-data, loss-of-goodwill, business interruption, trading loss, opportunity loss, market loss, depeg loss, tax loss, or reputational damages, whether based in contract, tort, negligence, strict liability, statute, equity, or any other legal theory, even if advised of the possibility of such damages.

18.2 Specific exclusions.

Without limiting the foregoing, REDFi is not liable for losses arising from user error, wrong address, wrong network, unsupported asset, missing memo/tag, incorrect bank details, outdated Dashboard instructions not reviewed by the user, blockchain failure, bank rejection, provider downtime, sanctions screening, compliance hold, fraud review, chargeback, recall, liquidity issue, exchange-rate movement, network fee spike, force majeure, third-party provider failure, regulatory action, or unauthorized activity caused by compromised user credentials or authorized users.

18.3 Liability Cap; Excluded Losses.

To the maximum extent permitted by applicable law, REDFi shall have no liability for any loss, delay, failed transaction, rejected transaction, misdirected funds, unrecoverable funds, account restriction, asset depeg, market movement, blockchain finality, network failure, provider action or inaction, bank rail delay, user error, incorrect instruction, outdated deposit detail, unsupported network, wrong wallet address, missing memo or tag, beneficiary mismatch, compliance hold, fraud review, sanctions screening, or any other event outside REDFi's direct control.

For any claim that cannot be fully excluded under applicable law, REDFi's total aggregate liability for all claims arising out of or relating to these Terms or the Services shall not exceed the greater of: (a) the fees actually paid by you directly to REDFi during the twelve (12) months preceding the event giving rise to the claim, or (b) USD 100. Nothing in these Terms limits liability that cannot be limited under applicable law.

18.4 Essential allocation of risk.

You acknowledge that REDFi provides the Services, including access to third-party infrastructure and dynamic digital asset systems, in reliance on the disclaimers, limitations, and risk allocations in these Terms. These provisions are an essential basis of the bargain between you and REDFi.

19. Indemnification#

To the fullest extent permitted by law, you agree to defend, indemnify, reimburse, and hold harmless REDFi, its affiliates, directors, officers, employees, contractors, agents, shareholders, service providers, and partners from and against any claims, demands, actions, investigations, losses, liabilities, damages, fines, penalties, costs, and expenses, including reasonable attorneys' fees, arising out of or related to: your use of the Services; your breach of these Terms; your violation of law; your inaccurate information or instructions; your tax obligations; your wrong-address, wrong-chain, or wrong-bank-detail transfers; your fraud, negligence, willful misconduct, or unauthorized activity; your business operations; your employees, agents, contractors, counterparties, customers, or beneficiaries; or any third-party claim arising from your transaction or Account activity.

20. Termination, Suspension, and Wind-Down#

20.1 User termination.

You may request Account closure by contacting REDFi support, subject to completion of pending transactions, payment of amounts owed, compliance review, provider procedures, and any legal or operational hold. Account closure does not eliminate obligations incurred before closure.

20.2 REDFi termination or suspension.

REDFi may suspend, restrict, terminate, or wind down your Account or Services at any time, with or without notice, if REDFi determines that continued service creates legal, compliance, fraud, sanctions, provider, reputational, operational, credit, settlement, cybersecurity, regulatory, or commercial risk; if you breach these Terms; if a provider requires suspension; if information is incomplete or inaccurate; or if REDFi discontinues a service.

20.3 Wind-down.

During wind-down, REDFi may require additional verification, restrict new transactions, liquidate or convert supported balances, require withdrawal to approved destinations, deduct fees and amounts owed, hold disputed balances, or return funds where permitted. Wind-down timing may depend on providers, banks, blockchain networks, sanctions screening, and legal requirements.

20.4 Survival.

Provisions concerning fees, set-off, recovery, compliance, records, data, taxes, disclaimers, limitation of liability, indemnification, governing law, arbitration, intellectual property, and any other provisions that by their nature should survive will survive termination.

21. Governing Law, Arbitration, and Class Action Waiver#

21.1 Governing law.

These Terms and any dispute, controversy, or claim arising out of or relating to these Terms, the Services, the REDFi Platform, or any related transaction will be governed by and construed in accordance with the laws of the Republic of Panama, without regard to conflict-of-law rules, except where mandatory consumer or other non-waivable law applies.

21.2 Agreement to arbitrate.

To the fullest extent permitted by law, any dispute, controversy, or claim arising out of or relating to these Terms, the Services, your Account, or any transaction will be finally resolved by confidential, binding arbitration seated in Panama City, Republic of Panama, under the rules of the Panama Arbitration Centre or another Panama arbitration institution selected by REDFi if the named forum is unavailable.

21.3 Arbitration procedure.

The arbitration will be conducted by one arbitrator with experience in commercial law, financial services, digital assets, technology, or cross-border payments. The language of arbitration may be English or Spanish as determined by REDFi or the arbitrator. Hearings may be conducted virtually or in person. The award will be final and binding and may be enforced in any court of competent jurisdiction.

21.4 Class action waiver.

You and REDFi agree that claims may be brought only in an individual capacity and not as a plaintiff, class member, representative, private attorney general, or participant in any class, collective, consolidated, mass, or representative proceeding. The arbitrator may not consolidate claims of multiple users unless all parties expressly agree in writing.

21.5 Court fallback.

If arbitration is unavailable, invalid, or unenforceable for a particular claim, that claim must be brought exclusively in the competent courts of Panama City, Republic of Panama, unless mandatory law requires otherwise.

22. Changes to Terms, Services, and Program Rules#

REDFi may modify, amend, replace, or update these Terms, the Services, fees, rewards, disclosures, supported assets, supported networks, supported jurisdictions, compliance requirements, and program rules at any time, in its sole discretion. Changes may become effective immediately upon posting to the website, Dashboard, or other official REDFi channel, or upon updating the effective date. It is your responsibility to review the Terms and Dashboard periodically. Continued use of the Services after changes become effective constitutes acceptance. If you do not agree, you must stop using the Services and request Account closure subject to these Terms.

23. General Provisions#

23.1 Entire agreement.

These Terms, the Privacy Policy, applicable Dashboard disclosures, transaction confirmations, fee disclosures, reward disclosures, and any provider terms incorporated by reference constitute the entire agreement between you and REDFi regarding the Services.

23.2 Assignment.

You may not assign or transfer any rights or obligations under these Terms without REDFi's prior written consent. REDFi may assign, transfer, delegate, or subcontract its rights and obligations in connection with a merger, acquisition, restructuring, sale of assets, affiliate arrangement, provider transition, or by operation of law.

23.3 No waiver.

REDFi's failure to enforce any provision is not a waiver. Any waiver must be in writing and signed by an authorized REDFi representative.

23.4 Severability.

If any provision is held invalid or unenforceable, the remaining provisions remain in effect, and the invalid provision will be replaced or interpreted to achieve the closest lawful commercial intent.

23.5 Force majeure.

REDFi is not liable for delay, failure, interruption, non-performance, loss, or damage caused by events outside its reasonable control, including natural disasters, war, terrorism, civil unrest, strikes, labor disputes, pandemics, government action, legal restrictions, bank failure, provider failure, blockchain congestion, network outage, cyberattack, power failure, internet failure, liquidity disruption, market disruption, sanctions action, regulatory action, or changes in law.

23.6 Language.

These Terms may be provided in English, Spanish, or other languages. If there is a conflict between translations, the version designated by REDFi as controlling will govern, unless mandatory law requires otherwise.

23.7 External sites.

The Services may link to third-party websites, provider portals, blockchain explorers, legal pages, or support pages. REDFi is not responsible for third-party websites, content, availability, accuracy, or policies.

24. Stablecoin Risk Disclosures#

By accessing or using the REDFi Services, holding, receiving, converting, purchasing, selling, transferring, redeeming, or otherwise transacting in any stablecoin, including USDB, you acknowledge and agree that you have read, understood, and accepted the following Stablecoin Risk Disclosures.

Stablecoins are digital assets that are designed to maintain a reference value, commonly one-to-one with a fiat currency such as the U.S. dollar. However, stablecoins are not the same as fiat currency, bank deposits, stored value accounts, or insured deposit products. Stablecoins may lose value, become illiquid, be restricted, be delayed, or become unavailable for redemption, transfer, or use.

24.1 Unique Features of Stablecoins.

Stablecoins are digital assets and are not legal tender in the United States, Panama, or any other jurisdiction unless expressly recognized as such by applicable law. No person or merchant is required to accept stablecoins as payment unless they choose to do so.

USDB is issued and managed by Bridge, a Stripe company, and is designed to be pegged 1:1 to the U.S. dollar. REDFi is not the issuer of USDB and does not control the reserve management, issuance, redemption, custody infrastructure, blockchain network, or legal terms applicable to USDB.

24.2 Stability, Valuation, and Liquidity.

The value, stability, liquidity, and redemption availability of stablecoins may depend on many factors, including the reputation and solvency of the stablecoin issuer, the quality and availability of reserve assets, the financial institutions holding or managing reserve assets, the jurisdiction where reserves are maintained, applicable laws and regulations, market demand, blockchain network performance, service-provider availability, and the stability of the blockchain or infrastructure on which the stablecoin is issued or transferred.

A stablecoin may fail to maintain its intended peg. Some stablecoins may lose some or all of their value, trade below their intended reference value, become temporarily or permanently illiquid, or become unavailable for redemption into fiat currency. REDFi does not guarantee that any stablecoin, including USDB, will always maintain a 1:1 value, remain redeemable, remain transferable, or remain available through the REDFi Platform.

24.3 Cybersecurity and Blockchain Risk.

Stablecoins and related wallets, custody systems, blockchain networks, smart contracts, APIs, and service-provider systems are subject to cybersecurity and technology risks. These risks include hacking, phishing, malware, private key compromise, smart contract vulnerabilities, blockchain reorganization, network congestion, validator or sequencer failure, denial-of-service attacks, system outages, wallet compromise, and unauthorized access.

A cybersecurity event, blockchain failure, custody failure, wallet compromise, or service-provider incident may result in the immediate, substantial, and irreversible loss of stablecoins or the inability to transfer, redeem, or access stablecoins. Even a limited cybersecurity or technology event may reduce confidence in a stablecoin, affect its value, interrupt redemptions, or limit its availability.

24.4 Stablecoin Issuers, Intermediaries, and Custodians.

Stablecoins may rely on issuers, reserve managers, banks, custodians, wallet providers, blockchain networks, payment processors, liquidity providers, and other intermediaries. These third parties may experience outages, delays, insolvency, operational failures, compliance holds, reserve shortfalls, legal restrictions, cyber incidents, regulatory actions, or other events that may affect the stablecoin or your ability to use it.

REDFi is not responsible for the actions, omissions, solvency, reserve practices, custody practices, redemption policies, or operational performance of stablecoin issuers, Bridge, Stripe, banks, custodians, blockchain networks, or other third-party providers, except to the extent liability cannot be excluded under applicable law.

24.5 Regulatory Landscape.

The regulatory treatment of stablecoins is evolving and may vary significantly by jurisdiction. Stablecoins may be subject to current or future laws, rules, restrictions, licensing requirements, sanctions programs, tax obligations, reporting obligations, consumer-protection rules, securities, commodities, payments, banking, money transmission, anti-money laundering, counter-terrorist financing, or other regulatory frameworks.

Regulatory changes, enforcement actions, sanctions, court orders, or government restrictions may affect the value, availability, transferability, redemption, custody, conversion, or legality of stablecoins. REDFi may restrict, suspend, delay, reject, or terminate stablecoin-related services where required or appropriate for legal, regulatory, sanctions, compliance, risk, or service-provider reasons.

24.6 Technology, Keys, Wallets, Networks, and Irreversibility.

Stablecoins are typically transferred through blockchain networks or digital wallet infrastructure. Blockchain transactions may be final and irreversible once submitted, confirmed, broadcast, or processed.

You are solely responsible for verifying all wallet addresses, blockchain networks, memo or tag requirements, account references, beneficiary details, asset types, and transaction amounts before submitting any transaction. Sending stablecoins to the wrong address, wrong blockchain network, unsupported wallet, inactive address, outdated address, missing memo or tag, or mismatched beneficiary may result in permanent and unrecoverable loss.

REDFi does not guarantee that incorrect, unsupported, or misdirected stablecoin transactions can be identified, credited, reversed, retrieved, returned, or recovered.

24.7 No Insurance or Government Guarantee.

Unless expressly stated in writing by an authorized regulated institution, stablecoins are not insured by the FDIC, SIPC, Panama's banking authorities, or any similar government deposit insurance or investor-protection program.

Stablecoins are not bank deposits, are not savings accounts, are not investment accounts, and are not guaranteed by REDFi, Bridge, Stripe, any reserve manager, any bank, or any government agency.

24.8 No Financial, Legal, Tax, or Investment Advice.

REDFi does not provide financial, investment, legal, accounting, regulatory, or tax advice. Any information provided through the REDFi Platform regarding stablecoins, USDB, rewards, conversions, redemptions, or transfers is for general informational purposes only.

You are solely responsible for determining whether holding, receiving, converting, transferring, or redeeming stablecoins is appropriate for you and lawful in your jurisdiction. You should consult your own legal, tax, financial, or professional advisors before using stablecoins or participating in any stablecoin-related program.

24.9 User Acknowledgment.

By using the REDFi Services, you acknowledge and agree that stablecoins involve significant risks, including loss of value, loss of access, loss of liquidity, depeg risk, issuer risk, custody risk, cybersecurity risk, technology risk, regulatory risk, and transaction finality risk. You accept these risks and agree that REDFi is not liable for losses arising from stablecoin risks, third-party provider actions or omissions, issuer failures, blockchain network events, regulatory changes, user error, or events outside REDFi's direct control, except to the extent liability cannot be excluded under applicable law.

25. REDFi Account Suspension, Termination, Rejection of Transactions, and Account Closure#

25.1 REDFi Account and Service-Provider Relationship.

Certain REDFi Services may require you to establish, maintain, or access account infrastructure, virtual accounts, wallets, ledger balances, connected accounts, cryptocurrency wallets, payment rails, stablecoin services, or custody-related services provided by REDFi's third-party service providers, including Bridge, financial partners, banks, custodians, liquidity providers, payment processors, blockchain networks, and other providers.

Your use of the REDFi Services may therefore be subject to REDFi's Terms, Bridge's applicable terms, service-provider policies, compliance programs, sanctions screening, risk controls, and applicable law. REDFi may rely on Bridge or other service providers to process, approve, reject, freeze, restrict, return, or terminate certain services, transactions, accounts, wallets, or balances.

25.2 User-Initiated Account Closure.

You may request to close your REDFi Account at any time, subject to these Terms, applicable law, service-provider requirements, pending transactions, pending reviews, disputes, holds, investigations, account obligations, and any requirements imposed by REDFi, Bridge, financial partners, regulators, banks, custodians, or other applicable providers.

A closure request may be delayed, denied, restricted, or subject to further review if REDFi, Bridge, any financial partner, law enforcement authority, regulator, bank, custodian, or other applicable service provider suspects that the closure request is intended to avoid applicable law, sanctions screening, AML/CTF obligations, fraud review, dispute resolution, chargeback exposure, regulatory requirements, law enforcement inquiry, tax reporting, provider investigation, or any other legal or compliance obligation.

Closing your REDFi Account does not affect any rights, duties, fees, liabilities, indemnities, chargeback obligations, reversal obligations, compliance duties, reporting obligations, repayment obligations, or other responsibilities that arose before closure.

25.3 Pending Transactions Before Closure.

Before closing a REDFi Account, REDFi and its service providers may attempt to process, reject, return, liquidate, convert, transfer, or settle pending transactions, balances, orders, stablecoins, fiat currency, digital assets, or rewards in accordance with applicable law, provider requirements, available rails, supported assets, compliance status, and account instructions.

REDFi does not guarantee that any pending transaction, conversion, payout, redemption, withdrawal, return, or transfer can be completed before account closure. Any pending transaction may be delayed, rejected, canceled, returned, frozen, restricted, or placed under review where required or permitted by REDFi, Bridge, a financial partner, a regulator, law enforcement, a bank, a blockchain network, or another service provider.

25.4 REDFi and Provider Rights to Reject, Suspend, Freeze, or Terminate.

REDFi, Bridge, financial partners, banks, custodians, payment processors, blockchain networks, liquidity providers, or other service providers may immediately reject transactions to or from, suspend, restrict, freeze, block, delay, review, or terminate your REDFi Account, wallet, virtual account, connected account, balance, transaction, order, payout, deposit, withdrawal, conversion, reward, or access to the Services, with or without prior notice, if any of the following apply:

(a) REDFi, Bridge, a financial partner, or any applicable service provider suspects that you have violated these Terms, Bridge terms, any AML/CTF compliance program, sanctions policy, risk policy, acceptable-use policy, fraud policy, or applicable law;

(b) REDFi, Bridge, a financial partner, bank, custodian, payment processor, regulator, court, law enforcement agency, or other government authority requires, requests, or directs such action;

(c) REDFi, Bridge, a financial partner, or any applicable service provider suspects suspicious activity, unauthorized activity, fraud, attempted fraud, identity misuse, account takeover, unauthorized access, credential compromise, phishing, malware, mule activity, layering, structuring, sanctions exposure, prohibited activity, or attempted evasion of compliance controls;

(d) your REDFi Account, connected account, cryptocurrency wallet, login credentials, or related access credentials are suspended, restricted, compromised, closed, terminated, expired, invalid, inaccessible, unsupported, or no longer active;

(e) you no longer reside in, operate from, or are otherwise connected to a jurisdiction where REDFi, Bridge, financial partners, or applicable service providers are authorized or willing to provide services;

(f) you fail to maintain at least one valid and supported connected account, wallet, withdrawal destination, deposit method, or other required account component necessary to use the applicable service;

(g) you fail to provide requested information, updated identity information, business information, beneficial ownership information, source-of-funds information, source-of-wealth information, transaction documentation, invoices, contracts, account statements, tax information, or other documentation requested by REDFi, Bridge, a financial partner, regulator, law enforcement authority, bank, custodian, or other provider;

(h) you have not accessed your REDFi Account or applicable service for more than one (1) year, or you have not processed any transactions or orders for more than one (1) year;

(i) your transaction, account activity, counterparty, beneficiary, wallet address, blockchain address, bank account, jurisdiction, business activity, source of funds, or transaction pattern presents unacceptable legal, compliance, operational, credit, chargeback, fraud, sanctions, reputational, or financial risk;

(j) a transaction is reversed, recalled, disputed, charged back, rejected, returned, reported as unauthorized, or suspected of being fraudulent, erroneous, unlawful, or in violation of these Terms or provider rules;

(k) a blockchain transaction, wallet address, smart contract, network, token, stablecoin, bank rail, payment method, payout corridor, or supported asset becomes unavailable, restricted, unsupported, delisted, sanctioned, impaired, congested, compromised, or subject to provider limitation;

(l) REDFi, Bridge, or any service provider determines that continued access may expose REDFi, Bridge, users, counterparties, financial partners, banks, or other providers to loss, liability, legal process, regulatory action, operational risk, or reputational harm.

25.5 Notice of Suspension or Termination.

Where commercially reasonable and legally permitted, REDFi may notify you through your REDFi Account, dashboard, email, support message, or other official communication channel if your REDFi Account, transaction, wallet, balance, or access to the Services is suspended or terminated.

However, REDFi and its service providers may delay, limit, or withhold notice where notice is prohibited by law, restricted by a regulator, law enforcement agency, court order, sanctions requirement, provider requirement, AML/CTF obligation, fraud investigation, security concern, or where providing notice may create risk, facilitate evasion, compromise an investigation, or harm REDFi, Bridge, users, providers, or third parties.

25.6 Effect of Suspension, Restriction, or Termination.

During any suspension, restriction, freeze, review, or termination, you may be unable to access some or all REDFi Services, including deposits, withdrawals, transfers, conversions, redemptions, payouts, rewards, virtual accounts, wallet services, account statements, or transaction history.

REDFi is not liable for any loss, delay, missed opportunity, failed transaction, rejected transaction, price movement, asset depeg, unavailable reward, inability to access funds, inability to complete a transfer, or other consequence arising from a suspension, restriction, freeze, review, or termination imposed by REDFi, Bridge, a financial partner, regulator, law enforcement authority, bank, blockchain network, custodian, or other service provider, except to the extent liability cannot be excluded under applicable law.

25.7 Frozen, Restricted, or Blocked Funds.

Funds, stablecoins, digital assets, rewards, deposits, withdrawals, conversions, orders, payouts, or balances may be frozen, restricted, blocked, returned, rejected, converted, withheld, or transferred as required or permitted by applicable law, Bridge terms, financial partner requirements, sanctions programs, AML/CTF rules, fraud controls, court orders, law enforcement requests, provider policies, or these Terms.

REDFi does not guarantee that frozen, restricted, blocked, rejected, or delayed funds can be released within any specific timeframe. Release may depend on third-party providers, banks, regulators, law enforcement, sanctions screening, investigations, court orders, compliance review, documentation requests, or other matters outside REDFi's control.

25.8 Dormant and Inactive Accounts.

If you do not access your REDFi Account or applicable service, or do not process any transactions or orders, for more than one (1) year, REDFi, Bridge, or applicable service providers may classify the account as inactive or dormant.

Inactive or dormant accounts may be subject to additional review, closure, restrictions, re-verification, updated KYC/KYB, fees, balance return procedures, provider rules, applicable unclaimed-property rules, or other requirements. REDFi may require you to complete additional verification before access is restored or before any balance is returned, transferred, withdrawn, converted, or redeemed.

25.9 Survival of Obligations.

Account closure, suspension, termination, or restriction does not release you from any obligation that arose before closure or termination, including fees, disputes, chargebacks, reversals, recalls, negative balances, indemnities, taxes, reporting obligations, compliance obligations, repayment obligations, prohibited-activity liability, or any other obligation under these Terms, Bridge terms, provider rules, or applicable law.

26. Incorporation of Third-Party Provider Terms#

26 1 Your access to USDB, wallets, virtual accounts, custody, stablecoin purchase and sale, settlement, and related regulated functions is provided by Bridge (Bridge Building Inc. for U.S. users, Bridge Building Limited for users outside the United States, or another Bridge entity as applicable) and Bridge's financial institution partners. As a condition of using those functions, you must establish and maintain a Bridge account and you agree to be bound by the applicable Bridge User Terms, Bridge Privacy Policy, Bridge E-Sign Consent, Bridge Stablecoin Terms, Bridge Prohibited Activities list, and any applicable Financial Partner Agreements (collectively, the "Bridge Terms"), as updated by Bridge from time to time and available at bridge.xyz/legal..

26.2 The Bridge Terms are incorporated into these Terms by reference with respect to Bridge-provided functions. Where these Terms and the Bridge Terms both apply to a Bridge-provided function and cannot be read together, the Bridge Terms govern that function, and these Terms continue to govern all REDFi-provided functions..

26.3 You acknowledge that Bridge acts as your agent in executing orders, that title to funds may pass to Bridge on receipt and back to you on delivery in accordance with the Bridge Terms, and that REDFi does not take custody of, issue, or guarantee any Bridge-held balance..

27. Own-Account Use; No Third-Party Transactions; Peer-to-Peer Limitations#

27 1 You may use the Services and any connected account or wallet only for funds and assets that you own and control. You may not transact on behalf of, or place orders for the benefit of, any undisclosed third party, and proceeds will be delivered only to a connected account or wallet under your own ownership and control, except where a specific REDFi feature is expressly designated as supporting transfers to another person and is offered in compliance with applicable law and provider requirements..

27.2 Any person-to-person, account-to-account, or third-party transfer functionality is available only where, and to the extent, REDFi expressly enables it, subject to provider rules (including Bridge rules restricting third-party orders), eligibility, jurisdictional availability, compliance review, and applicable law. REDFi may restrict, condition, or withdraw any such functionality at any time..

28. Non-Excludable Liability; Carve-Outs to Limitations#

Nothing in these Terms excludes or limits REDFi's liability for fraud, fraudulent misrepresentation, willful misconduct, gross negligence (where such liability cannot be excluded under applicable law), death or personal injury caused by negligence, or any other liability that cannot be excluded or limited under applicable law. All limitations, exclusions, and caps elsewhere in these Terms (including in Clause 18) apply only to the extent permitted by applicable law and are subject to this clause.

29. Error Resolution for Electronic Transfers#

29.1 Certain electronic fund transfers processed through Bridge or its financial partners may be subject to error-resolution and provisional-credit procedures under the Bridge Terms and applicable law. If you believe an error or unauthorized transaction has occurred, you must notify REDFi and/or Bridge promptly through the official channels and within the timeframes stated in the Bridge Terms and any applicable error-resolution notice..

29.2 REDFi will, as Partner, transmit, support, and cooperate with the applicable error-resolution process, and will deliver order receipts and transaction confirmations to your email of record and Dashboard. This clause does not create error-resolution rights beyond those provided by applicable law or the Bridge Terms, and does not override the finality provisions of Clause 7 except where mandatory law or the applicable provider process so requires..

30. REDFi Rewards --- Not a Security, Deposit, or Investment#

30.1 REDFi Rewards are discretionary, promotional incentives offered by REDFi under its program terms. They are not, and must not be construed as, interest, yield, a deposit, a savings or investment product, a security, an investment contract, a note, a swap, a commodity interest, a collective investment scheme, a dividend, or a guaranteed return, and they do not represent any ownership of, or claim on, USDB reserves, BlackRock-managed assets, Bridge, or any reserve earnings..

30.2 Rewards are funded from amounts REDFi may receive from service providers or allocates in its discretion, are variable, and may be modified, reduced, suspended, withheld, clawed back, or terminated at any time, including to comply with provider requirements, legal advice, or regulatory guidance. Eligibility, accrual, and payment are governed by Clause 6..

30.3 REDFi makes no representation that the Rewards program is registered, authorized, or available under the laws of any particular jurisdiction, and may exclude users or jurisdictions from the program at any time..

31. Third-Party Beneficiaries#

The disclaimers, limitations of liability, indemnities, risk allocations, and release provisions in these Terms are intended to benefit, and are enforceable by, REDFi and also Bridge, BlackRock, Persona, banks, custodians, payment providers, blockchain networks, liquidity providers, and other service providers and their respective affiliates, officers, directors, and agents, each of whom is an intended third-party beneficiary of those provisions to the extent permitted by applicable law. Except as stated in this clause, these Terms do not create any third-party beneficiary rights.

32. Time Limit for Claims#

To the fullest extent permitted by applicable law, and except where a longer non-waivable limitations period is required, any claim or cause of action arising out of or relating to these Terms or the Services must be commenced within three (3) months after the date such claim or cause of action accrues. Any claim not commenced within that period will be permanently waived and barred.

33. Data Protection and Data-Subject Rights#

33 1 REDFi processes personal data as a controller in accordance with its Privacy Policy and applicable data protection laws, which may include Panama Law 81 of 2019, Brazil's LGPD, Canada's PIPEDA and Quebec Law 25, and applicable U.S. state privacy laws. Processing for identity verification, KYC/KYB, sanctions screening, fraud prevention, transaction monitoring, recordkeeping, and legal compliance is carried out on the basis of legal obligation, legitimate interests, contractual necessity, and/or consent, as applicable, and not solely on consent..

33.2 Subject to applicable law and to legal, regulatory, and AML/CTF retention obligations that may prevent deletion, you may exercise applicable rights of access, correction, deletion, portability, objection, restriction, and opt-out of "sale" or "sharing" as those terms are defined under applicable law, by contacting REDFi through the channels in the Privacy Policy..

33.3 Where REDFi transfers personal data across borders, it does so using safeguards required by applicable law. Biometric and other sensitive data are processed only as permitted by applicable law and applicable provider requirements..

34. Dispute Resolution Interaction with Bridge; Coordination#

34.1 Claims relating to Bridge-provided functions may be subject to the dispute-resolution, governing-law, and arbitration provisions of the applicable Bridge Terms, including any arbitration opt-out, small-claims carve-out, and mediation requirement stated there. Those Bridge provisions govern your relationship with Bridge and are independent of the dispute-resolution provisions in Clause 21, which govern your relationship with REDFi..

34.2 The arbitration agreement, governing-law, and class-action-waiver provisions in Clause 21 apply only to the extent permitted by applicable mandatory law and are subject to Clause 29. Where mandatory consumer law in your jurisdiction restricts or prohibits pre-dispute arbitration or class-action waivers, those provisions apply to you only to the extent so permitted..

35. Anti-Reliance#

You acknowledge that in entering into these Terms and using the Services you have not relied on, and have no remedy in respect of, any statement, representation, assurance, or warranty (whether negligent or innocent) other than as expressly set out in these Terms, the Bridge Terms, and the disclosures referenced herein. The Dashboard and final transaction confirmation are the controlling source of fee, rate, and transaction information as provided in Clause 5. Nothing in this clause limits liability for fraud.

36. Sanctions and Export Controls#

You represent and warrant that you are not, and are not owned or controlled by or acting on behalf of, any person that is the subject of sanctions administered or enforced by OFAC, the UN, EU, UK, Panama, or other applicable authority, or located or resident in a comprehensively sanctioned or restricted jurisdiction. You will not use the Services in violation of any applicable sanctions, export-control, or anti-boycott laws, and you will not export, re-export, or transfer access to the Services in violation of such laws.

37. Legal Notices and Service of Process#

37.1 Legal notices to REDFi (including notices of dispute, arbitration demands, and service of process where permitted) must be sent in writing to Redline Blockchain S.A., Panama City, Republic of Panama, and to (or such address as REDFi designates), and are effective on receipt. Operational and account communications are governed by Clause 4.5 and Clause 3.2..

37.2 REDFi may give you legal notices via the Dashboard, your email of record, or other official channel, which you agree constitutes valid written notice to the extent permitted by applicable law..

38. REDFi Referral Program ("Refer & Earn")#

38.1 Overview. REDFi may make available a referral program (the "Referral Program") through the Dashboard that allows an eligible user (a "Referrer") to share a unique referral link and earn a promotional commission when persons who create a REDFi account through that link (each, a "Referred User") complete qualifying activity. The Referral Program is a discretionary, promotional program offered by REDFi and Redline Blockchain S.A..

38.2 Eligibility. Participation requires an active, verified REDFi account in good standing and is subject to eligibility, jurisdictional availability, compliance status, and these Terms. REDFi may exclude any user or jurisdiction from the Referral Program at any time..

38.3 Attribution. A person is credited as your Referred User only if they create a REDFi account through your unique referral link and complete identity verification. Attribution is determined solely by REDFi's systems and records, which are conclusive absent manifest error. REDFi is not responsible for links that are altered, expired, blocked, not followed, attributed to another Referrer, or where account creation cannot be matched to your link..

38.4 Commissions. Subject to this clause, a Referrer may earn an automated commission, expressed in basis points (one basis point = 0.01%), calculated on the value of a Referred User's completed fiat and cryptocurrency deposits and withdrawals ("Qualifying Transactions"). The applicable commission rate is displayed in the Dashboard and may differ by user, asset, corridor, period, or program configuration. Commissions accrue only on completed Qualifying Transactions and not on transactions that are pending, reversed, charged back, recalled, returned, cancelled, held, restricted, or determined to be fraudulent, erroneous, or non-compliant..

38.5 Tracking and Payout. Accrued referral commissions are displayed in the Dashboard and, subject to this clause, are paid on a recurring basis approximately every sixty (60) days, in the form and to the destination determined by REDFi. Amounts shown in the Dashboard are estimated and not final until paid, and may be adjusted, reduced, reversed, withheld, or forfeited before payment to reflect reversals, clawbacks, disputes, compliance review, or program corrections..

38.6 Changes and Termination. Commission rates, calculation methods, eligibility rules, qualifying activity, payout timing, and all other program features may be changed, paused, suspended, terminated, or expired by REDFi at any time, with or without notice, in its sole discretion. Continued participation after a change constitutes acceptance of the change..

38.7 Anti-Abuse. You may not engage in self-referral, fake or duplicate accounts, undisclosed incentives, spam, misrepresentation of REDFi, unauthorized advertising, purchase of misleading keywords, manipulation of transactions to inflate commissions, or any deceptive, unlawful, or abusive practice. REDFi may withhold, reverse, claw back, or deny commissions, and suspend or terminate participation, where it determines that abuse, ineligibility, fraud, or a breach of these Terms has occurred..

38.8 Marketing Conduct. When promoting your referral link, you act on your own behalf and not as an agent, employee, or representative of REDFi or Redline Blockchain S.A. You must not make false, misleading, or unauthorized statements about REDFi, USDB, rewards, returns, or the Services, must comply with all applicable advertising, consumer-protection, anti-spam, and disclosure laws, and must disclose your referral relationship where required by law..

38.9 Taxes. You are solely responsible for determining, reporting, and paying any taxes arising from referral commissions, and REDFi may request tax information and may withhold amounts or decline payment where required by applicable law or provider requirements..

38.10 Nature of the Program. Referral commissions are promotional marketing incentives. They are not interest, yield, a deposit, a security, an investment product, or a guaranteed payment, and create no partnership, employment, joint venture, or agency relationship between you and REDFi..

39. REDFi Affiliate Program#

39.1 Overview. REDFi may operate a separate affiliate program (the "Affiliate Program") for persons or entities who wish to onboard and service their own clients on the REDFi Platform (each an "Affiliate"). The Affiliate Program is distinct from the Referral Program in Clause 38 and is available only to applicants who are approved by REDFi/Redline Blockchain S.A..

39.2 Application and Approval. Becoming an Affiliate requires submitting an application, completing an interview/assessment with the REDFi/Redline team, and receiving written acceptance. REDFi may approve or reject any applicant in its sole discretion and may require enhanced due diligence, additional KYC/KYB, sanctions and background screening, tax documentation, and other verification layers before, and on an ongoing basis after, approval. Approval may be conditioned, suspended, or revoked at any time..

39.3 Separate Affiliate Agreement Governs. The rights and obligations of an approved Affiliate, including commission structure, dedicated fee schedules, payment terms, performance requirements, branding, permitted activities, term, and termination, are governed by a separate written affiliate agreement executed by the Affiliate and Redline Blockchain S.A. (typically via electronic signature, including DocuSign) (the "Affiliate Agreement"). In the event of any conflict between these Terms and the Affiliate Agreement with respect to the Affiliate relationship, the Affiliate Agreement governs. No commission, fee, or affiliate right arises unless and until the Affiliate Agreement is duly executed and the Affiliate is approved..

39.4 Dedicated Link and Fees. Approved Affiliates may be issued a dedicated onboarding link and a dedicated fee schedule applicable to clients they onboard. Affiliate commissions are calculated, accrued, and payable solely as set out in the Affiliate Agreement, and are subject to completion of qualifying activity, compliance review, reversals, clawbacks, and any tax or verification requirements stated therein or required by applicable law..

39.5 Tracking. Affiliate activity, onboarded clients, applicable fees, and commission information may be made available through the Dashboard for tracking purposes. Dashboard figures are indicative and do not constitute a final determination of amounts owed, which are governed by the Affiliate Agreement..

39.6 Independent Status; No Authority. An Affiliate is an independent contractor. Nothing in these Terms or the Affiliate Program creates an employment, partnership, joint venture, or agency relationship, and an Affiliate has no authority to bind, make representations on behalf of, hold itself out as, or incur obligations for REDFi or Redline Blockchain S.A. An Affiliate must comply with all applicable laws (including marketing, consumer-protection, AML/CTF, sanctions, licensing, and tax laws) in onboarding and servicing its clients, and is solely responsible for its own conduct, statements, personnel, and tax obligations..

39.7 Compliance and Client Responsibility. Clients onboarded by an Affiliate remain subject to these Terms, the Bridge Terms, and all eligibility, KYC/KYB, sanctions, and compliance requirements. REDFi and its providers may reject, restrict, suspend, or terminate any Affiliate-onboarded client or transaction on the same basis as any other user, and an Affiliate may not circumvent, weaken, or misrepresent any compliance control..

39.8 Modification and Termination. REDFi may modify, pause, suspend, or discontinue the Affiliate Program at any time, subject to the terms of executed Affiliate Agreements. Suspension or termination of the Affiliate Program or an individual Affiliate does not relieve any party of obligations accrued before termination..

40. Contact#

If you have questions, concerns, support requests, or legal notices regarding these Terms or the Services, please contact:

Redline Blockchain S.A.Operating as REDFi Panama City, Republic of Panama Email: help@redfi.io

Support response times may vary based on the nature of the request, provider availability, compliance review, investigation needs, and current support volume. REDFi does not guarantee immediate response or resolution unless required by applicable law.

Important Disclaimer#

Nature of this disclaimer. This clause is a general disclaimer that supplements and reinforces the disclaimers, risk disclosures, and limitations elsewhere in these Terms (including Clauses 17, 18, and 24). It does not replace, narrow, or waive any of them, and applies to the maximum extent permitted by applicable law.

Technology layer; not a regulated financial institution. REDFi provides a software and experience layer. REDFi is not a bank, money transmitter, money services business, e-money institution, trust company, custodian, securities broker or dealer, investment adviser, exchange, issuer of USDB, or deposit-taking or regulated financial institution, and does not become any of these merely because a user accesses third-party regulated services through the REDFi Platform. Regulated financial, custody, stablecoin, settlement, and payment functions are provided by independent third-party providers, including Bridge and its financial partners, subject to their own terms.

No advice. Nothing provided by REDFi, the Dashboard, or any REDFi communication constitutes financial, investment, securities, legal, tax, accounting, banking, or regulatory advice, a recommendation, or a solicitation. Information is provided for general operational and informational purposes only, and you should obtain your own professional advice before making any decision.

No guarantees. REDFi does not guarantee the value, peg, liquidity, redeemability, availability, or convertibility of USDB or any digital asset; the success, completion, timing, reversibility, or recovery of any transaction; uninterrupted, secure, timely, or error-free operation of the Services; the performance, solvency, or continued availability of any third-party provider; or any particular reward, commission, rate, return, or outcome.

Digital asset and stablecoin risk. Digital assets and stablecoins involve significant risk, including loss of value, depeg, illiquidity, issuer and reserve risk, custody risk, cybersecurity and technology risk, blockchain and network risk, regulatory risk, and transaction finality and irreversibility. You may lose value or access to funds. You accept these risks, and balances and digital assets accessed through REDFi are not bank deposits and are not insured or guaranteed by any government agency or by REDFi unless expressly stated in writing by an authorized regulated institution.

Rewards, referrals, and affiliate programs. REDFi Rewards, referral commissions, and affiliate commissions are discretionary promotional incentives. They are not interest, yield, a deposit, a security, an investment product, or a guaranteed payment; they may be changed, paused, withheld, clawed back, or terminated as provided in these Terms; and any figures shown in the Dashboard are estimates that are not final until paid. Past or projected amounts are not a promise of future earnings.

Third parties. REDFi does not control and is not responsible for the acts, omissions, decisions, solvency, downtime, pricing, or performance of third-party providers, banks, custodians, issuers, blockchain networks, liquidity providers, or other third parties, except to the limited extent liability cannot be excluded under applicable law.

Jurisdiction and availability. The Services, supported assets, features, and programs are not available everywhere and may be unavailable, restricted, or unlawful in certain jurisdictions. REDFi makes no representation that the Services or any program are appropriate, authorized, or available for use in any particular location, and you are responsible for compliance with the laws applicable to you.

Acknowledgment. By accessing or using the Services, you acknowledge that you have read and understood this disclaimer and the related risk disclosures and that you accept the risks described in these Terms.