Terms & Conditions

Last updated November 1, 2025.

Acceptance of Terms

By accessing or using the Gaia Marketplace website, application, or any related technology or services (collectively, the “Platform”), you (“User,” “you,” or “your”) agree to be bound by these Terms of Use (“Terms”). If you do not agree with these Terms, you must immediately stop using the Platform. Gaia Marketplace (“Gaia,” “we,” “our,” or “us”) reserves the right to modify or update these Terms at any time without prior notice. Continued use of the Platform after any modification constitutes your acceptance of the revised Terms.

Nature of Services

Gaia Marketplace is a technology platform that provides digital infrastructure and tools for issuers and investors to interact and manage tokenized real-world assets. Gaia Marketplace is not a broker-dealer, investment adviser, funding portal, or custodian and does not offer, solicit, or sell securities. All transactions facilitated through the Platform are conducted directly between issuers and investors, and Gaia is not a party to any transaction, agreement, or offering. Gaia does not verify, endorse, or guarantee any investment opportunity or its issuer.

No Investment Advice or Recommendations

Nothing provided on or through the Platform constitutes legal, tax, accounting, or investment advice. Gaia Marketplace does not make recommendations regarding the purchase, sale, or holding of any asset, security, or token. You are solely responsible for conducting your own independent due diligence and for consulting with qualified professional advisors before making any investment or financial decision.

Tokenization and Blockchain Data

The Platform may utilize blockchain technology to facilitate or record ownership interests, tokens, or transaction data. You acknowledge and agree that: (a) Blockchain transactions are public, immutable, and transparent, and data recorded on-chain cannot be deleted or altered. (b) Wallet addresses, token balances, and transactions may be visible to the public and outside Gaia’s control. (c) Gaia does not hold or control private keys, smart contracts, or blockchain ledgers related to any user’s assets or wallets. (d) Gaia does not guarantee the performance, functionality, or security of any blockchain network, wallet provider, or token contract. (e) You assume all risk associated with blockchain usage, including loss of tokens, unauthorized access, or technical malfunctions.

Investment Risks

Investing in real-world or tokenized assets carries substantial risk, including the loss of part or all of your investment. Past performance is not indicative of future results. Gaia Marketplace makes no guarantees regarding the accuracy, completeness, legality, or profitability of any offering or investment. You acknowledge that all investments are made at your own risk, and Gaia shall not be liable for any losses, damages, or claims related to such activities.

Limited License and Access

Gaia grants you a limited, revocable, non-exclusive, non-transferable license to access and use the Platform for lawful purposes and in accordance with these Terms. Gaia may suspend or terminate your access at any time, with or without cause and without notice. Upon termination, all rights granted to you under these Terms immediately cease.

Platform Modifications

Gaia may modify, update, or discontinue any part of the Platform or its services at any time without prior notice. We make no guarantee that the Platform will be continuously available, error-free, or compatible with your devices or systems.

Limitation of Liability

To the fullest extent permitted by law, Gaia, its affiliates, officers, employees, contractors, and representatives shall not be liable for any direct, indirect, incidental, consequential, or punitive damages arising from: (a) Use or inability to use the Platform; (b) Blockchain or technology failures; (c) Loss of data, tokens, or assets; (d) Any third-party content, offering, or action. You expressly agree that your use of the Platform is at your sole risk.

Indemnification

You agree to indemnify and hold harmless Gaia, its affiliates, officers, employees, and agents from and against any and all claims, damages, liabilities, costs, and expenses (including attorneys’ fees) arising from your use or misuse of the Platform, your violation of these Terms, any transaction or investment made using the Platform, or any infringement of rights or applicable law by you or your affiliates.

Intellectual Property

All software, content, logos, trademarks, and materials displayed on the Platform are owned or licensed by Gaia. You may not reproduce, modify, or distribute any part of the Platform without Gaia’s prior written consent.

Governing Law and Jurisdiction

These Terms shall be governed by and construed under the laws of the State of Delaware, without regard to its conflicts of law principles. Any dispute shall be brought exclusively in the state or federal courts located in Orange County, California.