Terms of Use

Effective November 19, 2025

Table of Contents

  1. Acceptance of Terms
  2. Nature of the Token
  3. Operator Rights and Discretion
  4. Trading and Liquidity
  5. Program Termination and Wind-Down
  6. Exchange and Trading Terms
  7. No Investment Contract
  8. Entity Structure and Internal Transfers
  9. Token Supply Management
  10. Risk Disclosures
  11. Prohibited Uses
  12. Privacy and Data
  13. Indemnification
  14. Limitation of Liability
  15. Dispute Resolution
  16. Modifications
  17. Miscellaneous
  18. Contact Information

1 Acceptance of Terms

By purchasing, holding, or using TBillUSD tokens ("Tokens"), you agree to these Terms of Use ("Terms"). If you do not agree to these Terms, do not use the Tokens.

2 Nature of the Token

2.1 Description

The Token is a digital asset issued by TBUSD, Inc., targeting over-collateralized reserves in short-term U.S. Treasury Bills and dollar equivalents (verified pre-mint only, subject to market fluctuations and settlement delays). Reserves may include T-Bills, USD cash, money market funds, other stablecoins, operational assets, and pending settlements. The Token targets a $1.00 price through market operations, not through direct redemption guarantees. Value is determined solely by market trading on exchanges.

2.2 Peg Defense Model - No Direct Redemptions

IMPORTANT: Tokens provide NO right to direct redemption from the issuer at any price. The $1.00 peg target is pursued through planned market operations by affiliated entities, including:
  • Potential token purchases when market price falls below target ranges
  • Potential token sales when market price rises above target ranges
  • Market-making activities intended to support price stability
No Guarantees: These market operations are conducted at the sole discretion of affiliated entities and create no obligations to any token holder. Price stability is a goal, not a guarantee.

Users must buy and sell tokens exclusively through participating exchanges and market venues.

2.3 Launch Pricing and Market Discovery

Tokens may initially launch at prices between $0.99-$1.00 to incentivize adoption and provide arbitrage opportunities. The $1.00 peg target is achieved through market operations over time, not guaranteed at launch.

2.4 Not Legal Tender or Securities

Tokens are not legal tender, are not backed by any government, and are not subject to FDIC or SIPC protections. Tokens are not intended as investments and do not represent ownership interests, debt obligations, or rights to profits.

3 Operator Rights and Discretion

The Operator reserves the following rights, exercisable at its sole discretion:

3.1 Supply Management

  • Issue new Tokens when backed by appropriate reserves
  • Burn Tokens from treasury and withdraw proportional reserves for operational purposes
  • Permanently disable Token issuance
  • Implement circuit breakers on supply changes

3.1.1 Treasury Burns and Reserve Withdrawals

The Operator may burn tokens from treasury holdings and withdraw equivalent reserves for operational purposes, including market operations and peg defense. When tokens are burned:

  • Supply decreases by the burn amount
  • Reserves decrease by the equivalent dollar amount
  • Backing ratio for all token holders is maintained
  • Only treasury-held tokens are burned (not user tokens)
  • All burns are transparent and visible on-chain

3.2 Market Operations (through affiliates)

  • Plan and conduct market operations aimed at price stability (no obligation to achieve specific results)
  • Provide or withdraw liquidity from exchanges and trading venues at sole discretion
  • Modify, suspend, or terminate market-making strategies and parameters
  • Adjust reserve allocation and management practices without notice

3.3 Policy Changes

  • Modify token issuance policies and procedures
  • Change reserve management strategies
  • Update operational procedures and partnerships
  • Amend these Terms with reasonable notice

4 Trading and Liquidity

4.1 Exchange-Based Trading

Token liquidity is provided through participating cryptocurrency exchanges and market makers. Users buy and sell tokens through these established market venues, subject to each exchange's terms and conditions.

4.2 No Direct Redemption

The issuer does not provide direct redemption services to token holders. Tokens do not create any redemption rights, claims against reserves, or obligations for the issuer to purchase tokens at any price.

4.3 Market-Based Value

Token value is determined by market forces and trading activity on participating exchanges. The issuer makes no guarantees about token price, liquidity, or the availability of trading venues.

5 Program Termination and Wind-Down

5.1 Termination Rights

The Operator may terminate the Token program at any time for any reason.

5.2 Wind-Down Procedures

In the event of program termination, the Operator may:

  • Announce termination with reasonable notice to the community
  • Conduct market-based token buybacks through exchanges
  • Burn repurchased tokens to reduce circulating supply
  • Distribute remaining reserves according to applicable law

5.3 Market-Based Wind-Down

Any wind-down process will primarily occur through normal market channels. The issuer may participate in markets to acquire tokens but has no obligation to offer above-market prices or guarantee any specific redemption value.

5.4 No Guaranteed Outcomes

The issuer makes no guarantees about wind-down procedures, final token values, or specific treatment of token holders during any termination process.

6 Exchange and Trading Terms

6.1 Third-Party Exchanges

Token trading occurs on independent cryptocurrency exchanges. The issuer is not responsible for exchange policies, fees, availability, or user experiences on third-party platforms.

6.2 Planned Market Making

Affiliated entities intend to provide market-making services to support token liquidity and price stability, but retain complete discretion over such activities. Market-making may be modified, suspended, or terminated without notice and creates no obligations to any token holder.

6.3 No Trading Guarantees

Neither the issuer nor affiliated entities make any guarantees about:

  • Trading availability or exchange listings
  • Token liquidity or trading volumes
  • Spread costs or execution quality
  • Achievement of price stability targets
  • Continuation of market-making activities

7 No Investment Contract

7.1 Not a Security or Investment

Tokens are designed as a medium of exchange and store of value, not as an investment contract, security, or speculative instrument.

7.2 No Rights Conferred

Token ownership does not confer:

  • Ownership interest in reserves, the issuer, or affiliated entities
  • Rights to profits, income, dividends, or other distributions
  • Voting, governance, or management rights
  • Claims against reserves or business assets

7.3 No Expectation of Profit

Users should not acquire Tokens with an expectation of profit from the efforts of the issuer or affiliated entities. Token value may fluctuate and may result in loss.

8 Entity Structure and Internal Transfers

8.1 Two-Entity Model

Token operations involve separate entities:

  • TBUSD, Inc.: Issues tokens backed by reserves, handles no retail sales
  • Affiliated Market Makers: Receive tokens via internal transfers, provide exchange liquidity

8.2 Internal Token Transfers

The issuer may transfer tokens to affiliated entities at fixed prices (typically $1.00) for market operations. These internal transfers:

  • Do not create rights for public token holders
  • Are conducted at issuer's sole discretion
  • Support planned market-making activities
  • May occur without public notice

8.3 Compliance Structure

All customer-facing activities (KYC, AML, customer support) are handled by licensed exchanges. The issuer maintains no direct retail customer relationships.

8.4 Loss Prevention Features

The Token smart contract includes loss prevention features for user protection:

Cross-Chain Recovery Service

  • Instant recovery for verified wallets (0.1% fee, user controls stuck wallet)
  • Manual recovery for CEX addresses (2% fee, user does NOT control stuck wallet)
  • Same-address constraint prevents theft
  • Requires verification and Operations Safe approval
  • Designed for CEX deposit address mistakes

Token Rescue Functions

  • Operations Safe can rescue ERC20 tokens sent to contract by mistake
  • Operations Safe can rescue ETH sent to contract address
  • Only rescues tokens sent TO the contract, never user balances
  • All rescue operations tracked and reported publicly

Disclaimers and Limitations

  • Loss prevention features provided at Operator's discretion
  • No guarantee of successful recovery in all cases
  • Recovery services may be modified or discontinued
  • Users remain responsible for transaction accuracy
  • Always verify recipient addresses before sending

9 Token Supply Management

9.1 Issuance Authority

The issuer retains sole authority over token issuance, burning, and supply management decisions. All supply changes are conducted at the issuer's discretion based on reserve backing and operational requirements.

9.2 Minting Safety Limits

Token minting is subject to automatic safety limits designed to prevent excessive supply changes:

  • Daily mint cap with true rolling 24-hour window (prevents midnight gaming)
  • Daily treasury cap with true rolling 24-hour window
  • Max mints per day limit (prevents rapid mint-dump attacks, governance adjustable)
  • Hourly checkpoints with bounded cleanup (prevents gas DOS after extended inactivity)

These limits may be modified or overridden by Governance at its discretion.

9.3 No Distribution Rights

Token holders have no rights to distributions, rebases, airdrops, or other forms of token allocation. Any supply adjustments benefit the ecosystem generally without creating individual entitlements.

9.4 Tax Implications

Users are solely responsible for all tax consequences of holding, trading, or otherwise dealing with Tokens in their jurisdiction.

10 Risk Disclosures

By using Tokens, you acknowledge and accept the following risks:

10.1 Smart Contract Risk

Token smart contracts may contain bugs, vulnerabilities, or exploits that could result in loss of Tokens or value.

10.2 Regulatory Risk

Laws and regulations may change, potentially affecting Token availability, value, or legality in certain jurisdictions.

10.3 Market Risk

Token price may deviate from the $1.00 target due to market conditions, liquidity constraints, or other factors. Market-making activities may be insufficient to maintain price stability.

10.4 Operational Risk

The Operator may experience technical failures, security breaches, or other operational issues affecting Token functionality.

10.5 Counterparty Risk

Banks, brokers, or other service providers holding reserves may fail or become insolvent.

10.6 Technology Risk

Blockchain networks may experience congestion, forks, attacks, or other disruptions.

10.7 Market-Making Risk

Affiliated entities may reduce, suspend, or terminate market-making activities, potentially affecting token liquidity and price stability.

11 Prohibited Uses

You agree not to:

11.1 Illegal Activities

Use Tokens for any illegal purpose or in violation of applicable laws in your jurisdiction.

11.2 Compliance Violations

Engage in activities that violate exchange terms, anti-money laundering laws, or sanctions requirements.

11.3 System Abuse

Attempt to exploit, hack, interfere with, or attack Token smart contracts, infrastructure, or related systems.

11.4 Restricted Persons

Use Tokens if you are subject to economic sanctions, located in prohibited jurisdictions, or otherwise restricted from cryptocurrency activities.

12 Privacy and Data

12.1 Blockchain Transparency

All Token transactions are publicly visible on the blockchain.

12.2 No Direct Data Collection

The issuer does not directly collect personal information from token holders. Any KYC/AML requirements are handled by exchanges and trading platforms.

12.3 Third-Party Privacy

Users are subject to the privacy policies and data handling practices of exchanges and other platforms where they trade or hold tokens.

13 Indemnification

You agree to indemnify, defend, and hold harmless the Operator and its affiliates from any claims, damages, losses, or expenses arising from your use of Tokens or violation of these Terms.

14 Limitation of Liability

14.1 Disclaimer of Warranties

TOKENS ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. NO GUARANTEES ARE MADE REGARDING PRICE STABILITY, MARKET-MAKING ACTIVITIES, OR TOKEN FUNCTIONALITY.

14.2 Limitation of Damages

IN NO EVENT SHALL THE OPERATOR OR AFFILIATED ENTITIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING FROM TOKEN USE OR MARKET OPERATIONS.

14.3 Cap on Liability

THE OPERATOR'S TOTAL LIABILITY SHALL NOT EXCEED THE PROPORTIONAL AMOUNT OF RESERVES CORRESPONDING TO YOUR TOKENS AT THE TIME OF CLAIM.

15 Dispute Resolution

15.1 Governing Law

These Terms are governed by Wyoming law without regard to conflict of law principles.

15.2 Arbitration

Disputes shall be resolved through binding arbitration under American Arbitration Association rules.

15.3 Class Action Waiver

You waive any right to bring claims as part of a class or representative action.

16 Modifications

16.1 Right to Modify

The Operator may modify these Terms at any time by posting updated Terms.

16.2 Notice

Material changes will be announced through official channels with reasonable notice.

16.3 Continued Use

Continued use of Tokens after Terms modifications constitutes acceptance of updated Terms.

17 Miscellaneous

17.1 Entire Agreement

These Terms constitute the entire agreement regarding Token use.

17.2 Severability

If any provision is unenforceable, remaining provisions continue in effect.

17.3 No Waiver

Failure to enforce any provision does not constitute waiver.

17.4 Assignment

The Operator may assign these Terms; users may not assign without consent.

18 Contact Information

For questions about these Terms:

TBUSD, Inc.

30 N Gould St #56241

Sheridan, WY 82801

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Last Updated: November 19, 2025 BY USING TBUSD TOKENS, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF USE.
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