Terms of Service
The governing legal and technical framework for utilizing Fractur's real estate tokenization infrastructure and API network.
1. Agreement to Terms
These Terms of Service ("Terms") constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you", "User", "Client"), and Fractur Ltd. ("Fractur", "we", "us", or "our"), concerning your access to and use of the Fractur platform, API, and associated smart contract protocols.
By accessing the platform, you agree that you have read, understood, and agree to be bound by all of these Terms. If you do not agree with all of these Terms, you are expressly prohibited from using the platform and must discontinue use immediately.
2. Platform & Infrastructure Services
Fractur provides a B2B and B2B2C infrastructure layer for the tokenization of physical real estate. Our services include:
- Coordination of legal Special Purpose Vehicle (SPV) formation.
- Digitization of SPV shares via cryptographic tokens (utilizing the ERC-3643 standard or similar compliant protocols).
- Provision of a primary issuance portal for verified asset distribution.
- Automated cap table management and dividend routing via smart contracts.
Disclaimer: Fractur acts strictly as a technology provider. We are not a registered broker-dealer, investment advisor, or real estate agent. We do not provide investment, financial, tax, or legal advice.
3. User Eligibility & KYC/AML
Access to primary issuances and secondary secondary markets on the Fractur protocol is strictly restricted to verified entities and individuals.
3.1 Identity Verification
All users must successfully pass our rigorous Know Your Customer (KYC), Know Your Business (KYB), and Anti-Money Laundering (AML) checks before any wallet address is whitelisted by our smart contracts.
3.2 Accredited Investor Status
Certain tokenized assets may be legally restricted to Accredited, Professional, or Institutional Investors under applicable UAE or international securities laws. You agree to provide accurate documentation proving your financial status if required.
4. Real Estate & SPV Bridging
When you acquire a digital token minted through the Fractur platform, you are not acquiring direct title to the underlying physical real estate.
- Tokens legally represent shares, debt, or yield-rights in an SPV specifically structured to hold the underlying property asset.
- The legal rights, voting power, and dividend structures attached to tokens are governed exclusively by the Shareholder Agreement and Articles of Association of that specific SPV.
- Fractur ensures technical synchronization between the blockchain ledger and the real-world SPV registry, but ultimate legal recourse lies with the SPV structure.
5. Blockchain & Smart Contract Risks
By interacting with our platform, you acknowledge the inherent risks of Distributed Ledger Technology (DLT):
- Immutability: Blockchain transactions are irreversible. Fractur cannot reverse or refund a transaction once executed on-chain.
- Smart Contract Vulnerabilities: While Fractur utilizes tier-1 audited smart contracts, there is always a residual risk of bugs, exploits, or protocol failures in underlying networks (e.g., Ethereum, Polygon).
- Network Fees: Users are responsible for all underlying network "gas" fees required to execute transactions or claim yields.
6. Secondary Transfers & Liquidity
Tokens minted on Fractur are programmable securities. To maintain absolute regulatory alignment, the underlying ERC-3643 smart contracts will automatically block transfers that violate compliance rules.
Transfer Restrictions: You acknowledge that your tokens may be subject to legal lock-up periods, jurisdictional sanctions, or limits on the maximum number of shareholders per SPV. A transfer will fail if the receiving wallet is not verified (whitelisted) by Fractur's compliance oracle.
7. Limitation of Liability
To the maximum extent permitted by law, Fractur Ltd., its directors, employees, and strategic partners (including AH Holdings) shall not be liable for any indirect, consequential, exemplary, incidental, special, or punitive damages, including lost profit, lost revenue, loss of data, or loss of digital assets arising from your use of the platform.
Fractur does not guarantee the liquidity, future value, or rental yield performance of any tokenized asset listed on the infrastructure.
8. Governing Law & Jurisdiction
These Terms and your use of the platform are governed by and construed in accordance with the laws of the Dubai International Financial Centre (DIFC), United Arab Emirates.
Any dispute, controversy, or claim arising out of or relating to these Terms, or the breach, termination, or invalidity thereof, shall be settled by the DIFC Courts.