Terms of Service

Prometheum, Inc., Prometheum Ember ATS, Inc., Prometheum Capital LLC, & Profinancial, Inc., Prometheum Coinery, LLC  Website Terms of Use
‍Last Updated: 9/18/26

Welcome, and thank you for your interest in Prometheum. Inc. (“Prometheum”), Prometheum Ember ATS, Inc. (“ProATS”), Prometheum Capital LLC (“ProCap”), Profinancial, Inc. (“ProFin”), and Prometheum Coinery, LLC (“ProCoinery”) collectively (“we”, “us”, “our”) website at https://www.prometheum.com (the “Site”). These Terms of Use are a legally binding contract between you and us regarding your use of the Site.

PLEASE READ THE FOLLOWING TERMS CAREFULLY
‍BY ACCESSING OR USING THE SITE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SITE, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING OUR PRIVACY POLICY (TOGETHER, the “TERMS”). IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SITE. YOUR USE OF THE SITE, AND OUR PROVISION OF THE SITE TO YOU, CONSTITUTES AN AGREEMENT BY US AND BY YOU TO BE BOUND BY THESE TERMS.

Site Overview
‍The Site provides information about our services. If you wish to access and use our services, such use is subject to the Terms and provisions of your customer agreement with ProATS, ProCap, or ProFin whichare SEC-registered broker dealers and members of the Financial Industry Regulatory Authority, (FINRA).

No Financial Advice
‍ProATS, ProCap, ProFin, and Procoinery and the site do not provide any financial opinions or advice. All content on the Site is for informational purposes only and should not be taken as investment advice. Use of the information provided on the Site for any financial decisions is solely at your discretion and at your own risk. We assume no responsibility and make no claims regarding the information on the Site, except as otherwise set forth herein.

Eligibility
‍You must be at least 18 years old to use the Site. By agreeing to these Terms, you represent and warrant to us that: (a.) you are at least 18 years old; (b.) you have not previously been suspended or removed from the Site; and (c.) your use of the Site is in compliance with any and all applicable laws and regulations.

Use of the Site.

1. Use
   Subject to your complete and ongoing compliance with the Terms, we grant you, solely for your personal use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable permission to access and use the Site during the Term, as defined herein.
2. Restrictions on Use
   Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a.) reproduce, distribute, publicly display, or publicly perform the Site or any Materials (defined in Section 4 below); (b.) make modifications to the Site or any Materials; or (c.) interfere with or circumvent any feature of the Site, including any security or access control mechanism. If you are prohibited under applicable law from using the Site, you may not use it.
3. Information You Submit
   ‍Do not submit any information or other materials that you consider confidential or proprietary through the Site. If you choose to sign up for certain offerings or provide input and suggestions regarding us, our products or services, then you do so on a non-confidential basis (regardless of any designation or indication to the contrary in the submitted information or any accompanying correspondence) and you hereby grant us an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free, transferable, sublicensable right to exploit the Feedback in any manner and for any purpose, including to improve the Site and create other products and services.
4. Ownership; Proprietary Rights
   The Site is owned and operated by us. The visual interfaces, graphics, design, compilation, information, data, computer code, and all other elements of the Site (“Materials”) provided by us are protected by intellectual property and other laws. All Materials included in the Site are the property of Prometheum, ProATS, ProCap, ProFin, ProCoinery our third-party licensors. Except as expressly authorized by us, you may not make use of the Materials. We reserve all rights to the Materials not granted expressly in the Terms. Product and company names, graphics, logos, icons, designs, words, titles or phrases displayed on the Site may be the service marks or trademarks of their respective owners, used by us with their permission, and their display on our Site does not imply that a license of any kind has been granted to you.
5. Third Party Sites
   ‍The Site may contain links to third party websites. Linked websites are not under our control, and we are not responsible for their content.
6. Prohibited Conduct
   ‍BY USING THE SITE YOU AGREE NOT TO: use the Site for any illegal purpose or in violation of any local, state, national, or international law; violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right; interfere with security-related features of the Site, including by: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering or otherwise discovering the source code of any portion of the Site except to the extent that the activity is expressly permitted by applicable law; interfere with the operation of the Site or any user’s enjoyment of the Site, including by interfering with or disrupting any network, equipment, or server connected to or used to provide the Site; attempt to do any of the acts described in this Section or assist or permit any person in engaging in any of the acts described in this Section.
7. Modification of these Terms.
   ‍We reserve the right to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. Modifications are effective upon publication. Except as expressly permitted in Section 8.3, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
8. Term, Termination and Modification of the Site
   
   8.1 Term
   ‍These Terms are effective beginning when you accept the Terms or first access or use the Site, and ending when terminated as described in Section 8.2 (the “Term”).
   
   8.2 Termination
   ‍If you violate any provision of these Terms, your authorization to access the Site and these Terms automatically terminate. In addition, we may, at our sole discretion, terminate these Terms or suspend or terminate your access to the Site, at any time for any reason or no reason, with or without notice. Effect of Termination. Upon termination of these Terms: (a.) your license rights will terminate and you must immediately cease all use of the Site and (b.) Sections 4, 5, 7, 8, 9, 10, 11, 12, and 13, 14, 15, 16, 17, and 18 will survive.
   
   8.3 Modification of the Site
   ‍We reserve the right to modify or discontinue the Site at any time (including by limiting or discontinuing certain features of the Site), temporarily or permanently, without notice to you. We will have no liability for any change to the Site or any suspension or termination of your access to or use of the Site.
9. Indemnity
   ‍No Warranties THE SITE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SITE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. No money or consideration is being solicited by the information on the Site or any other communication and, if sent, money will not be accepted and will be promptly returned. Any information on the Site or any other communication shall not constitute an offer to sell or the solicitation of an offer to buy. WE DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SITE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SITE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. WE DO NOT WARRANT THAT THE SITE OR ANY PORTION OF THE SITE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SITE, WILL BE ACCURATE, UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND WE DO NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SITE OR PROMETHEUM, PROATS, PROCAP, PROFIN, OR PROCOINERY OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SITE WILL CREATE ANY WARRANTY REGARDING ANY OF THE PROMETHEUM, PROATS, OR PROCAP, PROFIN OR PROCOINERY ENTITIES OR THE SITE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SITE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SITE) OR ANY LOSS OF DATA.THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. We do not disclaim any warranty or other right that we are prohibited from disclaiming under applicable law.
10. Disclaimers
    ‍No Warranties THE SITE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SITE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. No money or consideration is being solicited by the information on the Site or any other communication and, if sent, money will not be accepted and will be promptly returned. Any information on the Site or any other communication shall not constitute an offer to sell or the solicitation of an offer to buy.  WE DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SITE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SITE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. WE DO NOT WARRANT THAT THE SITE OR ANY PORTION OF THE SITE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SITE, WILL BE ACCURATE, UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND WE DO NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SITE OR PROATS OR PROCAP OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SITE WILL CREATE ANY WARRANTY REGARDING ANY OF THE PROATS OR PROCAP ENTITIES OR THE SITE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SITE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SITE) OR ANY LOSS OF DATA.THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. We do not disclaim any warranty or other right that we are prohibited from disclaiming under applicable law.
11. Limitation of Liability
    ‍TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SITE OR ANY MATERIALS OR CONTENT ON THE SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY PROMETHEUM, PROATS, PROCAP, PROFIN, OR PROCOINERY ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE. TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF PROMETHEUM, PROATS, PROCAP, PROFIN OR PROCOINERY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SITE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO $10. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 11 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
    
    Miscellaneous
12. General Terms
    ‍These Terms and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and us regarding your use of the Site. You may not assign or transfer the Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign the Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of the Terms, or any provision of the Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in the Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout the Terms the use of the word “including” means “including but not limited to”. If any part of the Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.
13. Disbute Resolution / Arbitration
    ‍
    ‍(a) Scope. This Section 13 applies to any dispute, claim, or controversy arising from or relating to the collection, use, or disclosure of information through the Site (a "Dispute"), whether based in contract, tort, statute, or any other legal theory, including claims arising before the effective date of this Section. This Section does not apply to disputes arising from or relating to your customer relationship with, or the business activities of, ProATS, ProCap, or ProFin, which are governed by your customer agreement with the applicable entity and Section 13(d) below.
    
    ‍(b) Informal Resolution. Before initiating arbitration or a small claims action, you and we agree to first attempt to resolve any Dispute by sending written notice to the other party describing the Dispute and the relief sought. Notice to us should be sent to legal@prometheum.com. The parties will have 60 days from receipt of notice to resolve the Dispute informally. If the Dispute is not resolved within that period, either party may initiate mediation administered by the American Arbitration Association under its Consumer Mediation Procedures, and if mediation does not resolve the Dispute within 30 days, either party may proceed to arbitration under subsection (c ).
    
    (c )Arbitration. Any Dispute not resolved under subsection (b) shall be settled by binding arbitration administered by the American Arbitration Association under its Consumer Arbitration Rules (not its Commercial Arbitration Rules), consistent with the AAA's Consumer Due Process Protocol. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction. You may instead bring a Dispute in small claims court if it qualifies. YOU AND WE EACH WAIVE ANY RIGHT TO A JURY TRIAL AS TO ANY DISPUTE.
    
    (d) FINRA Rule 12200. Nothing in this Section 13 limits, contradicts, or overrides any right you may independently have under FINRA Rule 12200 to request arbitration before FINRA of a dispute arising from or relating to the business activities of ProATS, ProCap, or ProFin as FINRA members. This subsection (d) applies only to ProATS, ProCap, and ProFin, and does not extend to Prometheum, Inc. or ProCoinery, which are not FINRA members.
    
    ‍(e) Class Action Waiver. You and we agree that any arbitration or small claims proceeding will be conducted only on an individual basis and not as a class, consolidated, or representative action. Neither you nor we may act as a class representative or participate as a member of any class of claimants with respect to any Dispute. If a court determines that this subsection (e) is unenforceable as to a particular claim or request for relief, that claim or request must be brought in court, and all other claims remain subject to arbitration under this Section.
    
    ‍(f) Mass Filing Procedures. If 25 or more similar Disputes involving substantially similar claims and represented by the same or coordinated counsel are filed against us in arbitration within a 60-day period ("Mass Filing"), the following procedures apply: (i) the parties will jointly select, or the AAA will appoint, a maximum of five claims from the Mass Filing to proceed first as bellwether cases; (ii) all remaining claims in the Mass Filing will be stayed pending resolution of the bellwether cases; (iii) following resolution of the bellwether cases, the parties will engage in good-faith negotiations informed by those outcomes before any remaining claim proceeds to arbitration; and (iv) filing fees for claims in a Mass Filing will be assessed as provided under the AAA's Consumer Arbitration Rules and applicable Mass Arbitration Supplementary Rules then in effect.
    
    (g) Delegation. Except as provided in the next sentence, any dispute about the interpretation, applicability, enforceability, or formation of this Section, including any claim that all or part of this Section is void or voidable, shall be decided by the arbitrator. Any dispute about the validity or enforceability of the class action waiver in subsection (e) or the mass filing procedures in subsection (f) shall be decided by a court, not the arbitrator.
    
    ‍(h) Severability. If subsection (e) or (f) is found unenforceable in a particular case, that provision (and only that provision) is severed for purposes of that case, and the remainder of this Section, including the obligation to arbitrate on an individual basis, remains in effect to the maximum extent permitted by law. If a court determines this entire Section is unenforceable, the Dispute will proceed in court consistent with the Governing Law section below.
14. Governing Law
    ‍These Terms are governed by the laws of the State of New York without regard to conflict of law principles. Except as set forth in Section 13: Dispute Resolution/Arbitration, and except for disputes not subject to mandatory arbitration under that Section, you and we submit to the personal and exclusive jurisdiction of the state courts and federal courts located within New York, New York for resolution of any lawsuit or court proceeding permitted under these Terms, including for enforcing an arbitration award or seeking injunctive relief.
15. Privacy Policy
    ‍Please read the Privacy Policy https://www.prometheum.com/disclosures/privacy-policy carefully for information relating to our collection, use, storage, disclosure of your personal information. The Privacy Policy is incorporated by this reference into, and made a part of, these Terms.
16. Additional Terms
    ‍Your use of the Site is subject to all additional terms, policies, rules or guidelines applicable to the Site or certain features of the Site that we may post or link to from the Site (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, the Terms. Consent to Electronic Communications. If you provide your contact information through the Site, you consent to receiving certain electronic communications from us. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.
17. California Users' Notice
    ‍Under California Civil Code Section 1789.3, California users of the Site are entitled to the following consumer rights notice: You may contact us at customersupport@procustody.com with complaints or questions. California residents may also reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
18. International Use
    ‍The Site is intended for visitors located within the United States. We make no representation that the Site is appropriate or available for use outside of the United States. Access to the Site from countries or territories or by individuals where such access is illegal is prohibited.
19. Careers
    ‍If you apply for a position with us through the Site or a linked careers portal, your submission and any related use of that portal is governed by these Terms and our Privacy Policy.