TERMS OF USE

Effective Date: September 7, 2026
Last Updated: September 7, 2026

These Terms of Use (“Terms”) govern your access to and use of the websites, pages, and online services operated by NEXROC Group LLC and, where applicable, its affiliates and related entities (collectively, “NEXROC,” “we,” “us,” or “our”), including https://www.nexrocgroup.com/ (the “Site”).

By accessing or using the Site, you agree to be bound by these Terms and our Privacy Policy. If you do not agree with these Terms, you should not access or use the Site.

1. IMPORTANT INVESTMENT AND REGULATORY NOTICE

No Offer or Solicitation

The Site is provided for informational purposes only and is intended exclusively for professional investors.

Nothing on the Site constitutes, or should be construed as:

• an offer to sell or a solicitation of an offer to buy any security, investment product, or financial instrument;

• investment, legal, accounting, tax, or other professional advice; or

• a recommendation, endorsement, or guarantee of any security, investment strategy, product, service, or transaction.

Any offer or solicitation, if made, will be made solely through applicable formal offering materials and only in jurisdictions and to persons where such offer or solicitation may lawfully be made.

Eligibility requirements may apply, including requirements applicable to professional investors, qualified purchasers, accredited investors, or other categories of eligible investors.

Past performance is not indicative of future results. No guarantee of investment returns is made.

2. ELIGIBILITY AND JURISDICTIONAL RESTRICTIONS

You represent that you are legally permitted to access and use the Site under the laws applicable to you.

The Site is not directed to, and may not be available for use by, persons in jurisdictions where accessing or using the Site would violate applicable law or regulation.

You are responsible for complying with all laws and regulations applicable to you, including applicable securities laws, investment restrictions, and marketing or solicitation requirements.

3. CHANGES TO THE SITE AND THESE TERMS

NEXROC may modify, suspend, restrict, or discontinue the Site or any portion of it at any time, with or without notice.

We may also modify these Terms from time to time. The “Last Updated” date above indicates when these Terms were most recently revised.

Your continued use of the Site following the effective date of revised Terms constitutes acceptance of those changes, to the extent permitted by applicable law.

4. USE OF THE SITE AND PROHIBITED CONDUCT

You agree not to:

• use the Site for unlawful, fraudulent, deceptive, or unauthorized purposes;

• misrepresent your identity, affiliation, or authority;

• impersonate NEXROC or any other person or entity;

• attempt to gain unauthorized access to the Site, servers, networks, systems, or related infrastructure;

• interfere with, disrupt, or impair the operation or security of the Site;

• introduce malware, viruses, malicious code, or other harmful components;

• conduct denial-of-service attacks or similar activities;

• use bots, crawlers, scripts, or automated systems in a manner that places an unreasonable burden on the Site;

• scrape, harvest, or systematically collect information from the Site without authorization;

• reverse engineer, decompile, disassemble, or attempt to extract source code except to the extent expressly permitted by applicable law;

• transmit spam or other unsolicited communications through the Site; or

• collect, use, or disclose personal information belonging to others without appropriate authorization.

NEXROC may restrict, suspend, or terminate access to the Site where it reasonably believes these Terms have been violated or where necessary to protect the Site, its users, or its legitimate interests.

5. COMMUNICATIONS AND NO RELIANCE

If you contact NEXROC through the Site, including through contact forms or email links:

• communications transmitted over the internet may not be secure;

• you should not submit passwords, authentication codes, private keys, financial account credentials, or other highly sensitive information through ordinary website forms or unsolicited communications;

• NEXROC may respond using the contact information you provide; and

• any response provided through the Site is for general informational purposes unless expressly stated otherwise.

You should not rely solely on information appearing on the Site when making an investment, financial, legal, tax, or business decision. You should obtain independent professional advice appropriate to your circumstances.

6. FRAUD AND IMPERSONATION

Fraudulent individuals or organizations may attempt to impersonate NEXROC, its affiliates, executives, employees, representatives, or business partners.

NEXROC does not:

• guarantee investment returns;

• request upfront fees to release, unlock, convert, or secure funds;

• request passwords, one-time authentication codes, seed phrases, private keys, or similar security credentials;

• require cryptocurrency payments as a condition of participating in an investment; or

• operate unsolicited public investment or recruitment groups through WhatsApp, Telegram, Signal, LINE, WeChat, or similar messaging platforms.

If you believe you have been contacted by an individual or organization impersonating NEXROC, do not send funds or sensitive information. Verify the communication through the official contact information published on the NEXROC website.

7. INTELLECTUAL PROPERTY

The Site and all Content made available through it—including text, graphics, logos, trademarks, designs, images, photographs, videos, audio, software, animations, code, and other materials—are owned by, controlled by, or licensed to NEXROC and are protected by applicable intellectual property laws.

Subject to these Terms, NEXROC grants you a limited, revocable, non-exclusive, non-transferable license to access and view the Site and Content for personal or internal business informational purposes.

You may not reproduce, distribute, modify, create derivative works from, publicly display, publicly perform, publish, sell, license, or otherwise exploit the Content without NEXROC’s prior written authorization, except as expressly permitted by applicable law.

Trademarks

“NEXROC,” “NEXROC Group,” and related names, logos, slogans, and marks are trademarks or service marks of their respective owners.

No right or license to use any NEXROC trademark or other proprietary mark is granted by these Terms.

8. THIRD-PARTY LINKS AND SERVICES

The Site may contain links to websites, applications, platforms, or services operated by third parties.

NEXROC does not control or endorse third-party websites or services and is not responsible for their content, availability, security, policies, or practices.

Your access to and use of third-party websites and services is at your own risk and is subject to the applicable terms and policies of those third parties.

9. DISCLAIMER OF WARRANTIES

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITE AND ALL CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY.

NEXROC DISCLAIMS ALL WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, AVAILABILITY, AND SECURITY.

NEXROC DOES NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, CURRENT, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS.

10. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEXROC, ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES, AND SERVICE PROVIDERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS OPPORTUNITY, OR BUSINESS INTERRUPTION ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE OR CONTENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEXROC’S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SITE OR CONTENT SHALL NOT EXCEED US$100 OR THE MINIMUM AMOUNT REQUIRED BY APPLICABLE LAW, WHICHEVER IS GREATER.

Some jurisdictions do not permit certain exclusions or limitations of liability. Accordingly, some provisions of this section may not apply to you, and your rights may vary by jurisdiction.

11. INDEMNIFICATION

To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless NEXROC, its affiliates, and their respective directors, officers, employees, agents, representatives, and service providers from and against claims, liabilities, damages, losses, judgments, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to:

• your access to or use of the Site;

• your violation of these Terms;

• your violation of any applicable law or the rights of another person or entity; or

• your unlawful, fraudulent, or unauthorized conduct.

12. PRIVACY

Your use of the Site is also subject to NEXROC’s Privacy Policy, which describes how information may be collected, used, disclosed, and otherwise processed in connection with the Site.

The Privacy Policy is incorporated into these Terms by reference to the extent applicable.

13. GOVERNING LAW, VENUE, AND DISPUTES

These Terms and any dispute arising out of or relating to these Terms or the Site shall be governed by the laws of the State of New York, without regard to its conflict-of-law principles, except to the extent otherwise required by applicable law.

Subject to applicable law, any action or proceeding arising out of or relating to these Terms or the Site shall be brought exclusively in the state or federal courts located in New York County, New York.

You consent to the jurisdiction and venue of such courts.

14. TERMINATION

NEXROC may suspend or terminate your access to the Site at any time, with or without notice, including where we reasonably believe you have violated these Terms or where such action is necessary to protect the Site, NEXROC, its users, or third parties.

Provisions that by their nature should survive termination shall survive, including provisions relating to intellectual property, disclaimers, limitations of liability, indemnification, governing law, and dispute resolution.

15. SEVERABILITY, WAIVER, AND ENTIRE AGREEMENT

If any provision of these Terms is determined to be invalid or unenforceable, the remaining provisions shall remain in full force and effect to the maximum extent permitted by law.

NEXROC’s failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.

These Terms, together with the Privacy Policy and any other policies expressly incorporated by reference, constitute the entire agreement between you and NEXROC regarding your access to and use of the Site, except where additional terms expressly apply.

16. CONTACT

NEXROC Group LLC
100 Park Avenue
New York, NY 10003
USA

Phone: +1 212 332 6373
General: info@nexrocgroup.com
Legal: legal@nexrocgroup.com