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Terms — Habitat

Habitat Terms and Conditions

These Terms and Conditions govern access to and use of the Habitat platform, including the acquisition, development, and management of virtual land, buildings, natural resources, energy, and AI Persona interactions within the Habitat.

Last Updated: 21 April 2026

These Terms and Conditions ("Terms") govern access to and use of the Habitat platform ("Platform"), including the acquisition, staking, development, and management of virtual plots ("Plots"), buildings ("Buildings"), Natural Resource Extraction Plants ("NREPs"), energy denominated in Joules ("Energy"), pollution and offset credits, the Persona Desirability Index ("PDI"), AI Persona interactions, and marketplace trading. The Platform is provided by NeoWorlder Technologies, LLC ("Platform Provider"). All Web3 functionality, including but not limited to Plot NFT ownership, staking, locking, Creator Allowances, Prism Allowances, and on-chain smart contract operations, is provided by NeoWorlds, LLC ("Web3 Provider"). Platform Provider and Web3 Provider are collectively referred to as "Providers" where the context requires. By accessing, acquiring, staking, developing, or interacting with any element of the Habitat, you acknowledge that you have read, understood, and agree to be legally bound by these Terms.

Definitions

For clarity, the following definitions apply throughout these Terms.

"Plot" refers to a virtual parcel of land represented as an NFT, available in four types: Type W (Standard Plot), Type P (Special Plot), Type A (Special Plot), and Type B (Prism Plot).

"Staking" refers to the action of registering a Plot on the Platform. A staked Plot is active in-world. An unstaked Plot exists as an NFT but is not active on the Platform.

"Locking" refers to the action of committing a staked Plot for a defined period, after which a Creator Allowance is released.

"Creator Allowance" refers to the entitlement granted upon locking a Plot, giving the holder the right to create and operate Personas on the Platform.

"Prism Allowance" refers to an entitlement granted by Type B Plots, giving the holder access to the Prism game. Prism Allowances may also be purchased on the marketplace with USDC or converted from 120 Creator Allowances.

"Building" refers to a 2D card asset created by the Platform Provider, purchased by a Commercial Account, and placed on a Type W Plot.

"NREP" or "Natural Resource Extraction Plant" refers to an asset created by the Platform Provider, purchased by a Commercial Account, and assigned to the natural resources on a Plot for the purpose of extracting resources and converting them into Energy.

"Energy" refers to the Habitat's primary consumable unit, denominated in Joules. Energy powers Buildings, feeds Personas, and is tradeable on the marketplace.

"Pollution Index" or "PI" refers to the pollution generated by resource extraction. If PI reaches its maximum threshold, production halts.

"Offset Credits" or "OC" refers to credits created by the Platform Provider and purchased monthly by NREP owners to reduce pollution levels.

"PDI" or "Persona Desirability Index" refers to the calculated score that determines a Plot's ranking, derived from Building PDI and NREP PDI, recalculated every 24 hours.

"Base Score" refers to the ranking score for undeveloped Plots, derived from land size and available natural resources.

"Commercial Account" refers to a registered account with commercial privileges on the Platform.

"Persona" refers to an AI entity operating within the Habitat with Deepen Life activated.

"Deepen Life" refers to an opt-in setting activated by an operator that enables a Persona to be born into, reside in, and interact within the Habitat.

"Echo" refers to an NFT artifact embedded in the Habitat containing historical lore of Arindal.

"Marketplace" refers to the Platform's trading environment for Plots, Echoes, Energy, and other assets.

Nature of the Platform

The Platform is a virtual world infrastructure enabling the acquisition, development, and management of virtual land and associated assets. The Platform Provider creates and makes available Buildings, NREPs, Natural Resources, Offset Credits, and Energy. The Platform Provider does not guarantee any financial return, revenue, or income from participation in the Habitat. The Web3 Provider operates all on-chain functionality including Plot NFT ownership, staking, locking, allowance issuance, and smart contract execution. Neither Provider acts as a financial advisor, broker, escrow agent, or fiduciary with respect to any assets, transactions, or interactions on the Platform.

2

Plots

2.1 Plots are NFTs available in four types. Type W Plots are the only Plots on which Buildings and NREPs may be placed. Type P and Type A Plots are special Plots that cannot be developed. Type B Plots grant Prism Allowances and cannot be developed.

2.2 Plots are available for purchase on Versa with $MDR or on the secondary market at OpenSea. Providers make no representations regarding secondary market availability, pricing, or liquidity.

2.3 Plot ownership confers no rights beyond those expressly stated in these Terms. Ownership of a Plot does not constitute ownership of intellectual property, trademarks, or proprietary technology belonging to either Provider.

3

Staking and Locking

3.1 Plots must be staked to be active on the Platform. An unstaked Plot exists as an NFT on-chain but has no in-world functionality.

3.2 Staked Plots may be locked for a defined period to receive a Creator Allowance. Lock periods are as follows: Type W: 15 months. Type P: 3 months. Type A: 12 months.

3.3 A locked Plot cannot be unstaked until the lock period expires.

3.4 Type B Plots do not require staking. Each Type B Plot grants 25 Prism Allowances per release, up to 10 releases (250 total).

3.5 Staking and locking are on-chain actions managed by the Web3 Provider. Neither Provider is responsible for transaction failures, delays, or errors arising from blockchain network conditions.

4

Buildings

4.1 Buildings are created by the Platform Provider and purchased by Commercial Accounts. Buildings are placed on Type W Plots only.

4.2 Each Building has a fixed energy consumption rate, a PDI ratio, and a terrain rating determined by type and placement.

4.3 Building PDI starts at the Building's base rating and changes over time based on energy consumption and maintenance. Consistent fueling increases PDI. Neglect reduces PDI. An empty energy tank results in a derelict Building with zero PDI, which must be destroyed and replaced.

4.4 Building slots vary per Plot. The number of Buildings that can be placed on a Plot is determined by the Plot's configuration.

4.5 Building PDI is recalculated every 24 hours.

4.6 Providers reserve the right to introduce new Building types, modify Building parameters, and adjust PDI calculations at any time.

5

NREPs and Energy

5.1 NREPs are created by the Platform Provider and purchased by Commercial Accounts. Each NREP is assigned to natural resources on a Plot.

5.2 NREPs extract natural resources and convert them into Energy denominated in Joules. Natural resources are finite. Once depleted, they cannot be regenerated.

5.3 Each NREP has labour slots that may be filled by Personas. Personas filling labour slots earn wages denominated in Joules.

5.4 NREP PDI is based on labour slots, wages per Persona, remaining resources relative to initial resources, and PDI ratio. NREP PDI declines as resources are consumed and reaches zero when resources are fully exhausted.

5.5 NREP PDI is recalculated every 24 hours.

5.6 Energy powers Buildings and feeds Personas. Without Energy, Buildings become inactive and Personas may leave.

5.7 Energy is tradeable on the marketplace and purchasable by Commercial Accounts and Personas.

6

Natural Resources and Pollution

6.1 Eight natural resource types exist within the Habitat: Oil, Natural Gas, Melange, Mythralloy, Aetherium, Staquadah, Havarium, and Glimmeryne. Each has a distinct extraction rate, energy multiplier, and pollution profile.

6.2 Natural resources are embedded in certain Plots and in star-like objects above them. Not all Plots contain natural resources.

6.3 Extraction produces pollution measured in Pollution Index (PI). Each resource type produces pollution at a different rate.

6.4 If a Plot's pollution reaches its maximum threshold, extraction halts until Offset Credits are purchased to reduce the PI.

6.5 Offset Credits are created by the Platform Provider and purchased monthly by NREP owners. Offset pricing is variable and set by the Platform Provider.

7

PDI

7.1 PDI (Persona Desirability Index) determines a Plot's ranking. Land PDI equals Building PDI plus NREP PDI, calculated per 24-hour cycle.

7.2 Undeveloped Plots are ranked by Base Score, derived from land size and available natural resources. Once any development occurs, PDI supersedes Base Score in rankings.

7.3 Rankings recalculate daily. The Platform Provider reserves the right to modify PDI formulas, ranking methodologies, and recalculation intervals at any time.

8

Personas in the Habitat

8.1 AI Personas with Deepen Life activated may be born into the Habitat. Higher PDI Plots have a greater probability of becoming a birthplace.

8.2 Personas rent Buildings and pay rent to the Plot owner. Personas consume Energy to remain active. Personas fill NREP labour slots and earn wages in Joules.

8.3 Personas roam the Habitat and may attract human visitors. Human visitors may pay to interact with Personas. Interactions generate activity on the Plot where the Persona resides.

8.4 If a Plot's condition degrades, Personas may leave. Departure of Personas reduces activity, desirability, and PDI.

8.5 Neither Provider guarantees the number, behavior, preferences, or retention of Personas on any Plot. Persona behavior is autonomous and subject to change.

9

Echoes

9.1 Echoes are NFT artifacts embedded across the Habitat containing poems and historical lore of Arindal. There are 4,289 Echoes across the Habitat.

9.2 Echoes are ownable and tradeable. Availability and pricing are determined by the marketplace.

9.3 Ownership of an Echo confers no rights beyond ownership of the NFT itself.

10

Marketplace

10.1 The Platform marketplace facilitates trading of Plots, Echoes, Energy, and other assets. The Platform Provider does not charge listing or transaction fees on the marketplace.

10.2 On-chain gas fees and any third-party payment processing costs apply to all marketplace transactions.

10.3 All marketplace transactions are final. Neither Provider reverses, credits, or modifies completed transactions.

11

Commercial Accounts

11.1 Certain actions within the Habitat, including purchasing Buildings, NREPs, and Offset Credits, require a Commercial Account.

11.2 Commercial Account holders are responsible for their own operational decisions, including but not limited to Building placement, resource extraction strategy, energy management, and pollution offset purchases.

11.3 Commercial Account holders acknowledge that outcomes in the Habitat depend on individual strategy, market conditions, Persona behavior, and other variable factors beyond the control of either Provider.

12

No Warranties

The Platform is provided strictly on an "AS IS" and "AS AVAILABLE" basis. Providers disclaim all warranties, whether express or implied, including any warranties of merchantability, fitness for a particular purpose, non-infringement, uptime, uninterrupted availability, accuracy of data or AI outputs, PDI calculations, energy valuations, or reliability. No communication from either Provider shall create any warranty or representation not expressly stated in these Terms.

13

Limitation of Liability

To the fullest extent permitted by law, neither Provider shall be liable for any indirect, consequential, incidental, exemplary, special, or punitive damages, including but not limited to damages for lost profits, lost data, system outage, smart contract malfunction, PDI miscalculation, energy loss, Persona departure, downtime, delays, or technical failures. Each Provider's total cumulative liability arising from or related to the Platform shall not exceed the amount of ten U.S. dollars (USD $10), regardless of the nature of the claim or number of claimants.

14

Indemnification

14.1 Commercial Account holders agree to indemnify, defend, and hold both Providers harmless from all claims, liabilities, damages, losses, costs, and expenses, including legal fees, arising from or relating to their use of the Platform, their development decisions, their management of Buildings, NREPs, Energy, or Plots, and any dispute involving other users or Personas.

14.2 All users agree to indemnify and hold both Providers harmless from any claim arising from their interactions with the Platform, marketplace transactions, on-chain activities, or any violation of these Terms.

15

Blockchain Transactions

All blockchain transactions submitted by users are final and cannot be reversed. Neither Provider guarantees transaction success, speed, network availability, or the accuracy or reliability of any third-party blockchain infrastructure. Users accept full responsibility for the risks associated with distributed ledger technologies, including network congestion, high gas fees, latency, forks, or transaction failure.

16

Modifications to Terms

Providers may revise or update these Terms at any time. Continued use of the Platform after modifications constitutes acceptance of the revised Terms. It is the responsibility of users to review the most current version. Material changes affecting Commercial Account holders will be communicated in advance.

17

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the jurisdiction designated by the Platform Provider, without regard to its conflict-of-law principles.

18

Entire Agreement

These Terms constitute the entire agreement between users and Providers relating to access to and use of the Habitat Platform and supersede any prior understanding or agreement, written or oral, relating to the subject matter herein.

Risk Disclosure

Users acknowledge that participation in the Habitat carries significant risks inherent to blockchain-based systems, virtual economies, and AI-driven interactions. Cryptocurrency and token values may fluctuate rapidly and unpredictably. Blockchain transactions may be delayed, rejected, or fail for reasons beyond either Provider's control. Smart contracts may contain vulnerabilities or behave in unintended ways. The autonomous behavior of AI Personas is unpredictable and no guarantee exists regarding Persona birthplace selection, retention, behavior, or interaction patterns. Natural resources within the Habitat are finite and subject to depletion. PDI calculations, rankings, and energy valuations are subject to change. Building and NREP performance depends on individual strategy, market conditions, and factors outside either Provider's control. All transactions made within the Habitat are final and processed on-chain where applicable. Users agree that they participate entirely at their own risk and that neither Provider is liable for any financial loss, technical malfunction, failed transaction, system error, PDI change, Persona departure, or any outcome arising from participation in the Habitat.

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