Terms of Service

Last Updated: Tuesday, 4/21, 2025

Welcome to SecondaryDAO.com (SD), operated by Secondary DAO SA de CV, ISAOA ATIMA. Please review the following terms carefully as they govern your use of our services. By accessing this site and any of its pages, you agree to be bound by the Terms of Service and Privacy Policy.

1. General Disclaimers

• Secondary DAO SA de CV is not a registered broker-dealer or investment advisor and does not provide investment advice, endorsements, or recommendations for any properties listed on this site.
• The content on this website is not an offer to sell, solicitation to buy, or a recommendation regarding any security.
• You are solely responsible for evaluating whether an investment aligns with your objectives, financial circumstances, and risk tolerance. Consult with qualified legal and financial advisors for professional advice.

2. Account Requirements

• You must open a SecondaryDAO Account to use our services.
• During registration, accurate and complete information must be provided. You are fully responsible for all activity under your account.
• Secondary DAO SA de CV reserves the right to suspend or terminate accounts for providing false or incomplete information.

3. Investment Risks

Investing in real estate involves inherent risks, including:

• Market volatility, which may result in partial or total loss of investments.
• The unpredictability of future property values and potential negative cash flows.

Before investing, carefully review all information and consult with tax and legal advisors.

4. Policies and Procedures (Articles 28–35 of the Regulation)

4.1 Spot Operations (Article 28)

SecondaryDAO facilitates immediate transactions for tokenized real estate assets. Once the buy and sell sides agree on terms, transactions are settled instantly. This supports seamless trading and enhanced liquidity in our marketplace.

4.2 Forward Operations (Article 29)

Currently, SecondaryDAO does not support forward operations. However, we may explore adding this feature in the future based on market demand and regulatory considerations.

4.3 Optional Purchase or Sale Operations (Article 30)

Our platform does not yet support optional purchase or sale operations. Future updates may include these features depending on legal and operational advancements.

4.4 Settlement of Operations (Article 31)

The SecondaryDAO Escrow Contract ensures secure and efficient settlements of digital asset transactions, maintaining compliance with applicable regulations.

4.5 Seizure, Arbitration, and Protection of Acquirers Assets (Articles 32–34)

• Embargo (Article 32): SecondaryDAO has robust protocols to comply with legal embargoes on digital assets. While we provide self-custody wallets, our platform fosters a secure user environment.
• Arbitration (Article 33): We adhere to international best practices for dispute resolution, offering an arbitration process for conflicts involving clients or the company.
• Protection of Acquirers’ Assets (Article 34): Our Market Integrity Policy ensures operational transparency and fosters trust among participants.

4.6 Investments (Article 35)

SecondaryDAO focuses on optimizing client returns while managing risks. We evaluate market conditions to make informed investment decisions responsibly.

5. Custodial Wallets

SecondaryDAO does not offer a custodial wallet feature through its platform:

• Users retain full control of their funds.
• Funds are not used for any purposes without user consent.
• Users must self-custody wallets and their contents at all times.

6. Withdrawal Limits

There is a $50,000 USD weekly withdrawal limit for cash and cash equivalents, excluding property tokens. This limit is subject to change, but we strive to maintain liquidity.

7. Property Escrows

Escrow accounts may be held in an IOLTA account managed by Secondary DAO SA de CV ISAOA ATIMA. Any accrued interest may be used to offset account management fees.

8. Third-Party Content

Hyperlinks or reproduced content from third-party sources do not constitute endorsements by Secondary DAO SA de CV.

9. Contract Voting

Any votes not made within timelimits will be proxied to the contract creator or contract manager ISAOA ATIMA.

Acknowledgment of Risks

By accessing this site, you understand and acknowledge:

• The risks associated with real estate investments.
• The potential for unpredictability in property performance and market value.

Section X: Token Buyer Disclosures & System Governance Framework

This section outlines the foundational disclosures, operational rules, and governance procedures applicable to all token buyers and users of the SecondaryDAO system. These terms are binding upon participation in any offering or transaction on SecondaryDAO.

1. Token Mechanics and Ownership

• Property Tokens represent fractional economic rights in real estate-backed smart contracts but do not confer ownership or equity in the physical asset.
• Tokens are issued to self-custodied ERC-20 wallets (e.g., MetaMask) and are non-custodial in nature.
• Ownership entitles the holder to defined distributions (e.g., rental income), resale rights, and participation in governance votes, as applicable to each Property Contract.

2. Contract Evolution & Defaults

Smart contracts govern all token interactions, and default behaviors may evolve.

• New property deployments may:
  • Inherit default behaviors,
  • Override specific settings,
  • Or implement entirely new governance rules.
• Unless otherwise stated, newly deployed contracts do not retroactively apply changes from earlier governance votes.

3. Governance Participation

Token holders are granted governance rights over operational decisions including:

• Property maintenance approvals
• Distribution logic changes
• Contract upgrades
• Escrow reserve policies

Default Voting Rules:

• Any proposed action involving > $3,000 USD or 2% of the Initial Property Sale (IPS) value (whichever is greater) requires a vote.
• Voting outcomes may be calculated as:
  • Simple majority (Yes vs. No votes)
  • Majority of total token supply (e.g., >50% of token holders voting Yes)
• Specific rules are defined in the property’s smart contract.

Proxy Voting:

• If a holder does not vote within the designated timeframe, their vote is automatically proxied to the contract creator or manager (ISAOA ATIMA) unless explicitly opted out via wallet signature.

4. Escrow Replenishment Policy

To ensure sustainability and risk mitigation, all Property Contracts implement automated escrow funding logic.

Default Logic:

• If escrow is <15% underfunded (i.e., at least 85% funded):
  • 20% of monthly rental income is allocated to replenish the escrow.
• If escrow is ≥15% underfunded:
  • 50% of rental income is allocated to replenishment.
  • Remainder is distributed pro-rata to token holders.

Governance Override:

• Replenishment logic may be amended per-property by:
  • Voting among token holders
  • Contract upgrades with prior disclosure

Transparency:

• Escrow balances are published on-chain via smart contract functions (Balance(), TotalToken()).
• Funding ratios and transaction history are publicly viewable.

5. Future Contract Deployments

Upgraded contracts may change default rules.

• Token holders will receive prior notice of any proposed changes or upgrades affecting:
  • Governance rules
  • Distribution policies
  • Escrow mechanics

6. Legal Acknowledgments

By holding or interacting with Property Tokens:

• You acknowledge the programmable, evolving nature of SecondaryDAO smart contracts.
• You accept responsibility to review updates, vote on proposals, or opt out of proxy logic.
• You acknowledge that participation is at your own risk and that SecondaryDAO does not guarantee returns, distributions, or asset performance.

For additional information, please consult the Docs Center or contact us at feedback@secondarydao.com.