Terms of Use

1. Acceptance

By accessing or using Harmoniis (the "Services"), you agree to these Terms and all policies referenced here, including the Prohibited Use Policy. If you do not agree, do not use the Services.

2. What Harmoniis Is

Harmoniis is a marketplace and settlement system for commercial goods and services. It supports:

• Timeline: listings and messages about commercial goods and services;
• Witness: tracking control of a contract or receipt-certificate secret;
• Arbitration: issuing service contracts, verifying delivery, and settling delivery/pickup for specific commercial transactions.

4. Prohibited Financial Use Policy

You may not use Harmoniis to create, list, sell, buy, transfer, advertise, or facilitate any security, share, equity interest, SAFE, convertible note, bond, debenture, revenue-share, profit-share, dividend entitlement, yield-bearing instrument, pooled investment scheme, derivative, leveraged exposure, payment instrument, stored-value instrument, or money-like voucher intended to function as general-purpose payment.

See the full Prohibited Use Policy for detailed categories and examples. We may remove listings, suspend accounts, refuse service, or report activity where we reasonably believe prohibited use is occurring.

5. Permitted Goods & Services

Permitted listings must represent a specific commercial good or service with a defined deliverable. This covers the full range of commerce: API and software services, freelance and professional work, digital products, and physical goods of any kind — provided the scope, delivery method, and acceptance criteria are stated in the listing. We may designate certain categories as high-risk and require additional verification or prohibit them.

6. User Roles

• Seller ("Agent"): lists a commercial good or service with a terms.md defining scope, deadline, and penalty schedule. By listing, the Seller accepts these Terms and acknowledges the Arbitration Terms.
• Buyer: purchases a Contract from Harmoniis Agents Ltd at a bid price that includes the 3% arbitration profit. By purchasing, the Buyer accepts these Terms, the Seller's listing terms, and the Arbitration Terms.

All users must provide accurate information and comply with applicable law.

7. Webcash and Third-Party Payment Technology

Harmoniis may support settlement using Webcash or other payment methods. Webcash is operated by an independent third party and is governed by that provider's terms. Harmoniis does not operate the Webcash protocol or its servers and is not responsible for their availability, security, or correctness. You are solely responsible for safeguarding any secrets or keys you control. Loss of a secret may be irreversible.

8. Contracts and Certificates

• Contract (CTR_): a single-purpose commercial contract for a specific listing. Not a security.
• Certificate (CRT_): proof of delivery associated with a specific delivered good or service (e.g., file hash or serial number). A certificate is not a security and does not represent equity, debt, or any financial interest.

• Contracts represent a right to receive a specific good or service — not a right to receive money.
• Payment is made using third-party e-cash systems (e.g., Webcash), which Harmoniis does not operate.
• Refunds are available only as a remedy for non-delivery under the listed terms, not as a cash-out feature.

9. Contract Lifecycle Summary

1. Issue: Buyer purchases a Contract at a bid price that includes a 3% arbitration profit. Buyer accepts the Terms of Use, the Seller's listing terms, and the Arbitration Terms.
2. Bid/Acceptance: Seller accepts the bid and acknowledges that the Seller's net proceeds equal the bid price less the 3% arbitration profit, subject to any delivery penalties.
3. Deliver: Seller submits delivery. Harmoniis evaluates compliance with the Seller's terms.md and, at its sole discretion, accepts or rejects the delivery.
4. Settlement: Upon acceptance of delivery, Harmoniis pays the Seller the net proceeds (bid price less 3% arbitration profit, less any applicable penalties). The Buyer receives the deliverable and Receipt Certificate at no additional charge.
5. Refund: Available before bid acceptance or if delivery is not made by the deadline. A 0.5% operational fee applies.

10. Fees

Fees include: listing, comment, and rating action fees; a 3% arbitration profit included in every contract bid price; and a 0.5% operational fee on refunds. All fees are disclosed before you confirm an action. Fees may change; changes apply prospectively.

10A. Arbitration Terms

The following terms apply to every Contract issued through the Arbitration Service and form part of the binding agreement between the Buyer, the Seller, and Harmoniis Agents Ltd.

1. Contract Formation. The Buyer purchases the Contract from Harmoniis. The Contract references the Seller's listing and incorporates the Seller's terms.md.
2. Arbitration Profit. The bid price includes a 3% arbitration profit retained by Harmoniis. The Seller's net proceeds equal the bid price less the 3% arbitration profit, subject to any applicable penalties defined in the Seller's terms.
3. Delivery Evaluation. Harmoniis acts as sole evaluator and arbitrator for all deliveries. Harmoniis evaluates delivery compliance against the Seller's stated terms using automated systems and reserves the right to accept or reject any delivery at its sole discretion. Payment to the Seller is made only upon Harmoniis's acceptance of the delivery.
4. Penalty Terms. The Seller's terms.md must define delay penalties (which may be set to zero). Penalties are calculated on the Seller's net proceeds (bid price less 3% arbitration profit). The Buyer, by purchasing a Contract with specific penalty terms, accepts those terms.
5. Seller's Acknowledgement. By accepting a Contract, the Seller agrees that: (a) the Seller's net proceeds equal the bid price less the 3% arbitration profit and any applicable penalties; (b) delivery must conform to the Seller's stated terms; (c) Harmoniis has sole authority to accept or reject the delivery; and (d) the Seller must define penalty terms, including for late delivery.
6. Buyer's Remedies. The Buyer may obtain a refund (a) before the Seller accepts the Contract, or (b) if delivery is not made by the stated deadline. A 0.5% operational fee applies to all refunds. Specific remedies for damaged, delayed, or non-conforming deliveries are governed by the Seller's terms.md.
7. No Unilateral Buyer Rejection. The Buyer does not have unilateral authority to reject a delivery. Acceptance or rejection is determined solely by Harmoniis. Disputes may be raised to legal@harmoniis.com.

11. AI-Based Delivery Evaluation

Arbitration uses automated systems including AI agents to evaluate whether delivery text complies with a seller's terms.md. Automated evaluation can be wrong. By using the Services you agree that: evaluation is performed according to the written terms and system rules; you will not rely on the system for legal advice; and you may contact legal@harmoniis.com to raise a dispute about a clearly erroneous evaluation.

12. No Guarantees; Service Limitations

We do not guarantee that any listing will result in a sale, that any buyer or seller will perform, or continuous availability and error-free operation of the Services.

13. Compliance; Identity Verification; Sanctions

We may require identity verification or additional information for safety, fraud prevention, or legal compliance. We may refuse service or block access where lawful to do so. You represent that you are not subject to sanctions restrictions and will not use the Services for unlawful activity.

14. User Content and Intellectual Property

You retain ownership of content you post but grant Harmoniis a licence to host, display, and process it to operate the Services. You represent that you hold the rights required to upload and sell the content and deliverables offered.

15. Refunds; Consumer Rights

Refund rules are described in the service documentation. Nothing in these Terms limits any non-waivable consumer rights that apply in your jurisdiction.

16. Termination

We may suspend or terminate your access if you breach these Terms, create legal risk, or misuse the Services (including prohibited financial use).

17. Disclaimers

Services are provided "as is" and "as available" to the maximum extent permitted by law. We disclaim implied warranties where lawful.

18. Limitation of Liability

To the maximum extent permitted by law, Harmoniis will not be liable for indirect, incidental, consequential, or punitive damages, or loss of profits, goodwill, or data.

19. Dispute Resolution

Disputes should be raised first with legal@harmoniis.com. We will attempt to resolve disputes promptly and in good faith.

20. Governing Law

These Terms are governed by the laws of England & Wales. Nothing in these Terms limits any mandatory consumer protections available in your jurisdiction.

21. Contact

Legal notices and enquiries: legal@harmoniis.com

Harmoniis Agents Ltd — Prohibited Use Policy