US Dollar-Backed Stablecoin Terms and Conditions

Last Modified: January 17, 2024

PLEASE NOTE: BEGINNING ON FEBRUARY 21, 2023, YOU MAY NO LONGER PURCHASE BUSD FROM PAXOS OR WITHDRAW BUSD FROM YOUR ACCOUNT. THROUGH AT LEAST FEBRUARY 1, 2024, YOU MAY REDEEM YOUR BUSD FROM PAXOS SUBJECT TO THESE USD STABLECOIN TERMS AND CONDITIONS.

The US Dollar-Backed Stablecoin Terms and Conditions (hereinafter “USD Stablecoin Agreement” or “USD Stablecoin Terms and Conditions”) constitute an addendum to the General Terms and Conditions for the provisions of and use of (i) the US dollar denominated and backed stablecoin managed by Paxos known as Paxos Dollar tokens (“USDP”), (ii) the US dollar denominated and backed stablecoin managed by Paxos known as PayPal USD (“PYUSD”), and (iii) the US dollar denominated and backed stablecoin managed by Paxos known as BUSD (“BUSD” and together with USDP and PYUSD, “USD Stablecoins”). These terms apply to each electronic form or contract executed by users and/or members who use USD Stablecoins, unless expressly stipulated otherwise in the Paxos Contractual Documentation. To the extent there is a conflict between the USD Stablecoin Agreement and the General Terms and Conditions, the terms of this USD Stablecoin Agreement shall govern and control. Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the General Terms and Conditions.

  1. PRELIMINARY PROVISIONS.

  1. ABOUT OUR STABLECOINS.
  1. Our USD Stablecoins are issued on the Blockchains and fully backed by an equivalent amount of U.S. Dollar-denominated assets held by Paxos with regulated financial institutions in segregated accounts apart from our corporate funds, on behalf of, and for the benefit of, Member Token Holders and Non-Member Token Holders.  For every USD Stablecoin issued by us and remaining in circulation, Paxos will hold on behalf of Member Token Holders and Non-Member Token Holders either one U.S. Dollar or an equivalent amount of permitted USD-denominated assets in segregated accounts.  Our USD Stablecoins are not designed to create returns or profits for holders, increase in value, or otherwise accrue financial benefit to the Member Token Holders and Non-Member Token Holders.

  1. DEFINITIONS.
  1. Account” means a Member’s account with Paxos.
  2. Blockchains” means the Ethereum or Solana blockchains.
  3. Member Token Holder” means any Member (as defined in the General Terms and Conditions) that does, or intends to, purchase, sell, convert, redeem, hold or transfer USD Stablecoins.
  4. Non-Member Token Holder” means anyone that is not a Member (as defined in the General Terms and Conditions) that purchases, sells or holds USD Stablecoins including anyone that does not purchase, sell or hold USD Stablecoin via the Platform.
  5. Platform” means the online software platform operated by Paxos for the issuance and redemption of USD Stablecoins.

  1. DISCLAIMER; RISK FACTORS.
  1. The Blockchains may experience backlogs, higher than normal transaction fees, changes to the network, failure or a fork in the protocol. We do not own or control the Blockchains and are not responsible for the operation of the Blockchain networks and make no guarantees regarding the network’s security, functionality, or availability.
  2. Because USD Stablecoins are ERC20 or SPL tokens, they may be compatible with software or other technology provided by a third-party. The Company does not guarantee the security or functionality of any third-party software or technology and is not responsible for any losses of USD Stablecoins due to the failure of third-party software or technology.
  3. The terms related to Illegal Activity apply to all USD Stablecoins (whether held by Member Token Holders or Non-Member Token Holders) and are hereby incorporated by reference into these USD Stablecoin Terms and Conditions.
  4. Please also review the General Terms and Conditions for additional risk factors.

  1. MEMBER TOKEN HOLDER-ONLY TERMS.
  1. APPLICATION.
  1. This Section 2 applies only to Member Token Holders and constitutes an addendum to the General Terms and Conditions. To the extent there is a conflict between the USD Stablecoin Agreement and the General Terms and Conditions, Section 2 of this USD Stablecoin Agreement shall govern and control. You must agree to all of the terms of this USD Stablecoin Agreement. If you do not agree to or accept all of the terms of this USD Stablecoin Agreement, please immediately discontinue access to, and use of, all Paxos services and products.
  2. By agreeing to these USD Stablecoin Terms and Conditions, as a Member Token Holder, you agree to be bound by the General Terms and Conditions and the rest of the Paxos Contractual Documentation, as applicable.
  3. If you are under the age of eighteen (18) or the legal age for entering legally binding contracts under applicable laws, you are not permitted to use any of Paxos services and products. By continuing to access or use the Site, you indicate that you are (18) years of age or older or have the legal capacity to enter legally binding contracts under applicable laws. Misrepresentation of your age to gain access to any of Paxos services and products is a breach of this Agreement.

  1. THE PLATFORM.
  1. The Platform is an online platform that allows Members to acquire USD Stablecoins from the Company for US dollars and redeem USD Stablecoins from the Company for US dollars.
  2. Only verified Members may purchase USD Stablecoins from us or redeem USD Stablecoins from us. Paxos may refuse to issue USD Stablecoins to, or redeem USD Stablecoins from, a verified Member in the event of any of the circumstances described in Section 4.1 of the General Terms and Conditions including, without limitation, where we believe that the issuance or redemption of USD Stablecoins would be contrary to applicable law or would otherwise expose us to legal liability. Paxos also reserves the right to suspend minting USD Stablecoins for any reason it deems necessary. Absent a reasonable justification not to redeem USD Stablecoins, and provided that you are a fully verified Member of the Company, your USD Stablecoins are freely redeemable, subject to the redemption minimums described herein.

  1. WITHDRAWALS.
  1. Members may withdraw some or all of their US dollars from their Accounts at any time, upon request to us. US dollars will be transferred from the Member’s Account with the Platform to the bank account designated by, and owned by, the Member.
  2. The Company may impose withdrawal limits on your Account as per the Paxos User Guide.
  3. Please note that any withdrawal of US dollars may be delayed as necessary to comply with applicable law and/or the Platform’s Compliance Program, including verification of customer identification and anti-money laundering procedures. Withdrawals may take up to two (2) days to complete, provided that larger withdrawals may take substantially longer to complete.

  1. FUNDING YOUR ACCOUNT.
  1. After creating your Account with the Company, you will be able to fund your Account with US dollars.
  2. You may fund your Account with US dollars transferred from your account(s) with financial institutions. Once we receive your funds and validate that they are from a bank account owned by you, we will credit your Account with those funds. If a US dollar deposit does not originate from a bank account owned by you, it will be rejected and returned immediately. US dollar deposits sent before 3 p.m. New York time will typically be credited to your Account on the same day or next business day. US dollar deposits may not be credited outside of normal banking hours. Transfer times are subject to bank holidays, the internal processes and jurisdiction of your bank, and the internal processes of our banks.
  3. You represent and warrant that all funds that you transfer to us do not represent the proceeds of any criminal or fraudulent activity. You are not allowed to receive funds in your Account from a sender other than yourself, unless you receive specific prior approval otherwise from us. If we reasonably determine that you are not the owner of the funds in your Account, we reserve the right to dispose of those funds in accordance with applicable law and in our sole discretion, which may include returning the funds to the originator or to a charity of our choosing.

  1. PURCHASING USD STABLECOINS.

    PLEASE NOTE: BEGINNING ON FEBRUARY 21, 2023, YOU MAY NO LONGER PURCHASE BUSD FROM PAXOS OR WITHDRAW BUSD FROM YOUR ACCOUNT. THROUGH AT LEAST FEBRUARY 1, 2024, YOU MAY REDEEM YOUR BUSD FROM PAXOS SUBJECT TO THESE USD STABLECOIN TERMS AND CONDITIONS.

  1. After your Account has been funded, you may begin to purchase USD Stablecoins with US dollars on a one-for-one basis, subject to the minimum purchase amount below. In order to receive USD Stablecoins, you must provide us with your Blockchain public address.
  2. Prior to the placement of a purchase order on our Platform, you will be required to review the following information: the amount of the purchase, the commission (if any) to be charged by the Platform, and the Blockchain address to which the USD Stablecoins will be sent. For more detailed instructions on how to be issued USD Stablecoins, please refer to https://help.paxos.com.
  3. Once an issuance of USD Stablecoins has been executed and the appropriate assets have been credited and debited, the transaction may not be reversible.
  4. The Company may require a minimum amount for purchase, which may be updated from time to time, equal to the minimum wire fee charged by your bank for the transaction.
  5. Once a purchase request has passed Compliance checks, it will be processed according to the purchase schedule.  
  6. The Company may require a minimum amount for withdrawal, which may be updated from time to time.
  7. The Company may impose withdrawal limits on your Account as per the Paxos User Guide.

  1. CANCELED ORDERS.
  1. The Company reserves the right to cancel or nullify orders in the event that the order contains a bug, mistake, or an actual or suspected breach of this Agreement.

  1. REDEMPTION FROM USD STABLECOINS TO US DOLLARS.

    PLEASE NOTE: BEGINNING ON FEBRUARY 21, 2023, YOU MAY NO LONGER PURCHASE BUSD FROM PAXOS OR WITHDRAW BUSD FROM YOUR ACCOUNT. THROUGH AT LEAST FEBRUARY 1, 2024, YOU MAY STILL REDEEM YOUR BUSD FROM PAXOS SUBJECT TO THESE USD STABLECOIN TERMS AND CONDITIONS. 

  1. In order to redeem USD Stablecoins for US dollars through the Platform, you must have an Account. Your Account will have a unique redemption address for each type of USD Stablecoin to which you can send your respective USD Stablecoins. Upon sending your USD Stablecoins to your redemption address, the Company will credit your Account a corresponding amount of US dollars.  For example, if you send 5 USDP to the identified redemption address, the Company will credit your Account with 5 US dollars. ALL REDEMPTIONS WILL BE ON A ONE-FOR-ONE BASIS, NOTWITHSTANDING ANY CHANGE IN THE MARKET VALUE OF USD STABLECOINS.
  2. All USD Stablecoins will be rounded down to the nearest US cent at redemption .
  3. The Company will make commercially reasonable efforts to redeem your USD Stablecoins quickly. It may take up to 1 business day for your Account balance to reflect the redemption.  Once a redemption request has passed Compliance checks, it will be processed according to the redemption schedule.
  4. The Company may require a minimum amount for redemption, which may be updated from time to time, equal to the minimum wire fee charged by your bank for the transaction.

  1. FEES.
  1. Fees on Issuance and Redemption.
  1. An overview of our fees on issuance and redemption is set forth at https://help.paxos.com.
  1. Banking Fees.
  1. The Company will not charge you fees for redeeming USD Stablecoins. Your financial institution and/or the provider of your crypto asset wallet may charge transaction and other fees related to the transfer of funds to your Account. To the extent the Company is charged any banking fees by your financial institution or the Company’s financial institution for the deposit or withdrawal of US dollars to or from your Account, the Company will deduct an amount equal to any such fees from the amount being transferred.
  1. Additional Fees for Certain Accounts.
  1. Due to the cost of maintaining and supporting your Account and subject to applicable law, you will incur a monthly charge of two US dollars (US $2.00) if you maintain a non-zero balance and there has been no issuance or redemption activity on the Account for twelve months or longer. Such fees will be auto-debited from your account on a periodic basis in US dollars.
  1. Certain Incentive Fees.
  1. The Company may offer incentives or reduced fees to certain clients at the Company’s sole discretion.
  1. Right to Change Fees and Fee Structure.
  1. We reserve the right to change or modify our fee structure or increase any of our fees at any time and from time to time. Any such changes, modifications or increases will be effective upon posting on our Site, subject to any requirement under applicable law to provide additional notice. Your first use of your Account following the posting on the Site of any changes to the fees will constitute your acceptance of such changes. If you do not agree to the posted changes, you may close your Account as provided in this Agreement.

  1. MEMBER TOKEN HOLDER AND NON-MEMBER TOKEN HOLDER TERMS. This Section 3 applies to all purchasers, sellers and holders of USD Stablecoin, including both Member Token Holders and Non-Member Token Holders. If you do not agree to or accept all of the terms of this Section 3, please immediately discontinue access to, and use of, all Paxos services and products.
  1. USD STABLECOINS.
  1. USD Stablecoin tokens are not money or legal tender and are not monetary instruments. Once you have USD Stablecoin tokens, you can transfer them, trade them, keep them, use them to pay persons that will accept USD Stablecoins, or redeem them for U.S. dollars from the USD Stablecoin custody account, subject to the limitations below.
  2. USD Stablecoin tokens are fully backed by US dollars held by Paxos Trust Company, LLC on USD Stablecoin customers’ behalf in segregated custodial accounts with US banks, or by debt instruments that are expressly guaranteed by the full faith and credit of the United States Government and/or money-market funds composed of such debt instruments (“Debt Instruments”) specifically held for the benefit of USD Stablecoin customers, as further described in Section 3.2 below. The US dollars used to purchase USD Stablecoins are deposited either in US, FDIC-insured depository banks or used to purchase Debt Instruments, as described below, to maintain a one-to-one ratio of each USD Stablecoin to the amount of US dollar deposits or the face amount of Debt Instruments. For example, if you purchase five USDP with five US dollars, Paxos Trust Company will hold in custody for the benefit of USDP customers those five US dollars in a bank account or via the face value of Debt Instruments to support the five USDP in circulation.
  3. The USD Stablecoins are ERC20 and SPL tokens on the public Blockchains. Because of this, USD Stablecoins may be compatible with existing third-party software that supports ERC20 and SPL tokens.
  4. The Company may, at its sole discretion, engage market makers to provide liquidity for USD Stablecoin markets, both on the Trading Platform and on third-party platforms.
  5. Paxos Trust issues USD Stablecoins pursuant to specific approval from the New York Department of Financial Services (the “NYDFS”).
  6. Subject to Section 1.3.4. of this USD Stablecoin Agreement, USD Stablecoins are available on the Trading Platform for trading, for custody with the Company, and for withdrawal. USD Stablecoins were approved for customers of Paxos Trust through specific approval from the NYDFS.
  7. Paxos Global serves as a reseller of USD Stablecoins.
  8. Paxos may offer financial incentives, rewards, or other forms of compensation to third-party partners for promoting, listing, or recommending the USD Stablecoins to their users. Such incentives are designed to enhance the distribution and awareness of the USD Stablecoins and do not influence the quality, safety, or utility of the USD Stablecoins themselves. Users are encouraged to independently assess the appropriateness of the USD Stablecoins for their individual needs.

  1. CASH MANAGEMENT.
  1. Overview of Cash Backing USD Stablecoins.
  1. Paxos Trust Company, LLC provides cash management for the US dollar deposits backing the USD Stablecoins so that each USD Stablecoin is backed by an equivalent amount of US dollar deposits or Debt Instruments. To achieve this, the US dollar deposits backing the USD Stablecoins are held in custody only in one or more of the following forms: (i) fiat currency held in FDIC-insured bank accounts; (ii) (a) direct investments (including through repurchase agreements) in debt instruments that are expressly guaranteed by the full faith and credit of the United States Government; and/or (b) money-market funds composed of such debt instruments; and (iii) fiat currency held at FDIC-insured banks in excess of FDIC-insured limits, only to the extent that Paxos in its reasonable discretion believes that such funds need to remain liquid and readily available to service customers and that option 3.2.1.1.ii. is therefore impracticable. Paxos Trust Company may modify its cash management program from time to time, provided that the US dollars will always be held in segregated accounts in one of the three forms described above.
  1. Coverage.
  1. Each fiat cash depository account is (i) in our name and under our control, (ii) separate from our business and operating bank accounts, and (iii) established specifically for the benefit of Member Token Holders and Non-Member Token Holders. The primary depository account that holds fiat cash is protected by FDIC insurance up to $250,000 for each account ownership category.  In order to obtain additional FDIC insurance coverage, Paxos may utilize deposit placement networks.  For the avoidance of doubt, USD Stablecoins themselves are not FDIC insured.
  2. A list identifying deposit placement networks Paxos may use and their network banks can be found here.
  3. Paxos may exclude particular insured depository institutions within each network from eligibility to receive funds.
  4. A list of banks where FDIC insured deposits may also be held can be found here.
  5. Further, Paxos has obtained private uninsured deposit insurance. Not all deposits are covered by the FDIC or private insurance, and Paxos may still incur losses in the event of a bank insolvency.
  6. Debt Instruments that are expressly guaranteed by the full faith and credit of the United States Government.
  7. In addition to the deposit placement network described above, US dollars backing the USD Stablecoins may be invested in debt instruments that are expressly guaranteed by the full faith and credit of the United States Government, including through direct purchases of such debt instruments by Paxos, reverse repurchase agreements collateralized by such debt instruments, or in connection with money-market funds composed of such debt instruments.
  1. Pass-Through Insurance Option.
  1. You may elect to “opt in” to obtain FDIC “pass-through” deposit insurance for the portion of the reserve account backing your stablecoins represented by fiat cash maintained at insured banks that separately insures you up to the applicable FDIC deposit insurance limits. FDIC insurance protects you against loss from the failure of the insured bank in which deposits are placed; it does not protect you against an insolvency of Paxos. Your assets held with Paxos Trust are held bankruptcy remote under New York banking law, and thus in the event of Paxos Trust’s insolvency, your assets would not be used to satisfy the debts of Paxos Trust. The portions of the reserve account held in U.S. Treasury bills (or money-market funds invested in the same) are not insured and that portion of reserves underlying your USD Stablecoins is therefore not eligible for “pass-through” deposit insurance. We may choose to allocate funds among reserve assets at our discretion, which will affect the extent to which FDIC pass-through insurance will apply to funds held for your benefit. For more information about FDIC pass-through insurance, please see here.
  2. If you complete the opt-in registration and comply with all other terms and conditions, Paxos agrees to maintain records showing your interest in the fiat cash reserves held in deposit at insured banks. Assuming the foregoing conditions are met, the FDIC may provide pass-through deposit insurance coverage on fiat cash deposits at insured banks in an amount corresponding to the portion representing your funds in these deposit accounts so long as you can prove that these funds are owned by you in a manner satisfactory to the FDIC and you meet other requirements necessary for FDIC pass through insurance coverage. 
  3. We have provided the opt-in registration so that we can maintain the records necessary to confirm your identity and indirect ownership interest in the deposits at insured banks in the custodial account in a manner reasonably designed to satisfy the FDIC’s requirements for obtaining pass-through deposit insurance coverage.  Your verification of your ownership of the USD Stablecoins and the equivalent balance of funds in the custodial account is essential. 
  4. Opting in as set forth in this Section 3.2.3 does not ensure FDIC insurance coverage. The actual amount of any pass-through insurance will also depend on whether you have any other insured-deposits held by the particular bank holding the fiat reserves since a depositor is only eligible for up to $250,000 in FDIC-insurance coverage per each insured bank for all deposit accounts held in your name or on your behalf per each insured bank.
  5. As stated in Section 3.2.2.6, not all reserves backing USD Stablecoins are held in FDIC insured accounts. Please refer to https://paxos.com/regulation-and-transparency/ for further information on the reserves backing USD Stablecoins.
  6. If we are unable to verify your ownership of the USD Stablecoins, either because you hold the USD Stablecoins in an omnibus account with others (such as at an trading platform) or otherwise, we will not be able to provide you this opt-in registration. Once you transfer the USD Stablecoins from the wallet(s) identified to us during the opt-in registration to another wallet (even if owned by you), Paxos is not responsible for taking any action to make FDIC insurance available on a pass-through basis for the funds backing that USD Stablecoins and makes no representations about the availability of FDIC insurance for such funds.
  7. IF YOU DO NOT OPT IN AND YOU ARE A NON-MEMBER TOKEN HOLDER, “PASS-THROUGH” DEPOSIT INSURANCE WILL NOT BE AVAILABLE TO YOU DIRECTLY THROUGH PAXOS ON DEPOSITS BACKING YOUR USD STABLECOINS.

For more information on this option, please reach out to help.paxos.com.

  1. FORKS.
  1. You understand, acknowledge and agree that the underlying operating rules of the Blockchains may change from time to time in such a way as to result in more than one related version of a Blockchain (each instance of any such change, a “Fork”). If a Fork occurs, it will result in the creation of a new branch of a Blockchain. The Company will evaluate all forks and make a determination, based on a number of factors, to support each USD Stablecoin on one, and only one, of the Forks. The Company will continue to provide Services for, support and hold US dollars against, USD Stablecoins held on the supported Fork only.
  2. If a Fork occurs, you understand, acknowledge and agree that we may temporarily suspend the operations of the Platform.

  1. UPGRADES AND FREEZES.
  1. As part of the ERC20 and SPL smart contract and as part of the Services, the Company has the ability and the right to freeze and upgrade all USD Stablecoins tokens (on an aggregate basis), regardless of where the USD Stablecoins are being held. The Company will make commercially reasonable efforts to provide prior notice of any material freeze or upgrade and inform holders of USD Stablecoins of the reasons and consequences of such freeze and/or upgrade. The Company will make commercially reasonable efforts to use the freeze and/or upgrade feature only under limited circumstances. 
  2. Paxos must comply with any legal directive to freeze, temporarily or permanently, user access to the USD Stablecoins or the US dollars backing your USD Stablecoins with or without advance notice. Paxos will only freeze such assets (1) if required to do so by law, specifically when Paxos receives a formal legal directive from a regulator, judicial body, law enforcement agency, or other legal entity having jurisdiction over Paxos, (2) pursuant to a formal notification by a Paxos partner according to previously agreed contractual terms, or (3) as deemed necessary by Paxos in its sole discretion. Legal directive formats include court-ordered subpoenas, national security letters, and formal written directives from a regulator with oversight over Paxos.
  3. Your USD Stablecoins and the US dollars backing your USD Stablecoins may be subject to seizure or forfeiture by formal written legal directive from a regulator, judicial body, law enforcement agency, or other legal entity having jurisdiction over Paxos, and we will comply with the legal process in respect thereof. Seizure may not occur under any circumstances absent such a binding legal directive. If tokens are seized, the Paxos transaction generation will ensure that the seized funds are sent to a segregated wallet address held by Paxos for the purposes of seizure/forfeiture, until such time as they may be disposed of or otherwise handled as required by law.
  4. If we determine after investigation that any of your USD Stablecoins have been used, or are being used, for illegal (or sanctioned) activity, we may not permit you to redeem your USD Stablecoins for US dollars from Paxos, and, if presented for redemption, such USD Stablecoins and the US dollars backing such USD Stablecoins may be forfeited.
  5. Any USD Stablecoins or fiat currency underlying the USD Stablecoins that are subject to freeze, seizure, forfeiture or similar limitation on their use imposed by law may become wholly and permanently unrecoverable and unusable, and in appropriate circumstances, may be destroyed. If tokens are seized, the Paxos transaction generation will ensure that the seized funds are sent to a segregated wallet address held by Paxos for the purposes of seizure/forfeiture, until such time as they may be disposed of or otherwise handled as required by law.
  6. This Section 3.4 applies to all holders of USD Stablecoins, regardless of whether the holder is a Member (as such term is defined in the Paxos Terms and Conditions) of Paxos.
  7. By using our USD Stablecoins, you agree that we may take the actions set forth above and that we will not be liable to you therefore.
  8. If any party is aware of improper conduct involving a Paxos supported asset backed token, the party should immediately contact Paxos at [email protected], as well as law enforcement to work towards filing a law enforcement report. Paxos will make reasonable effort to cooperate with law enforcement inquiries and assist with investigations pertaining to Paxos supported asset backed tokens.
  9. Law enforcement may submit information requests to [email protected] 

  1. ILLEGAL USE OF USD STABLECOINS.

WE MAY FREEZE, TEMPORARILY OR PERMANENTLY, YOUR USE OF, AND ACCESS TO, USD STABLECOINS OR THE US DOLLARS BACKING YOUR USD STABLECOINS, WITH OR WITHOUT ADVANCE NOTICE.

YOUR USD STABLECOINS AND THE US DOLLARS BACKING YOUR USD STABLECOINS MAY BE SUBJECT TO SEIZURE OR FORFEITURE BY LAW ENFORCEMENT, AND WE WILL COMPLY WITH LEGAL PROCESS IN RESPECT THEREOF.

IF WE DETERMINE AFTER INVESTIGATION THAT ANY OF YOUR USD STABLECOINS HAVE BEEN USED, OR ARE BEING USED, FOR ILLEGAL (OR SANCTIONED) ACTIVITY, WE MAY NOT PERMIT YOU TO REDEEM YOUR USD STABLECOINS FOR US DOLLARS FROM PAXOS, AND, IF PRESENTED FOR REDEMPTION, SUCH USD STABLECOINS AND THE US DOLLARS BACKING SUCH USD STABLECOINS MAY BE FORFEITED.

ANY USD STABLECOINS OR FIAT CURRENCY UNDERLYING USD STABLECOINS THAT ARE SUBJECT TO FREEZE, SEIZURE, FORFEITURE OR SIMILAR LIMITATION ON THEIR USE IMPOSED BY LAW MAY BECOME WHOLLY AND PERMANENTLY UNRECOVERABLE AND UNUSABLE, AND IN APPROPRIATE CIRCUMSTANCES, MAY BE DESTROYED.

THIS SECTION 3.5 APPLIES TO ALL HOLDERS, REGARDLESS OF WHETHER THE HOLDER IS A MEMBER OF PAXOS.

BY USING USD STABLECOINS, YOU AGREE THAT WE MAY TAKE THE ACTIONS SET FORTH IN THIS SECTION 3.5 AND THAT WE WILL NOT BE LIABLE TO YOU THEREFORE.