Premium is income.
Not a shield.

Income receives min(S, K) per unit at settlement plus the auction proceeds. If the Stock Token falls, Income falls with it. The premium is income, not a shield: proceeds already paid, never capital protection, and it never pays for a price outcome.

An auction can clear at the floor or sell nothing; a round that sold nothing is re-run. A subscriber's reserve is the only floor it controls.

Upside pays nothing at or below K = P0 × (1 + cap) and the amount above it. The premium paid in the auction is the buyer's whole cost and can be lost in full. A bid is binding once the round crosses.

The clock starts at 50 % of P0 and descends over 240 steps of 30 s. After a gap of 25 % or more the start price can sit below intrinsic value.

The Stock Token issuer can pause every token, blocklist an address (including a series vault), burn any balance, change the multiplier, amend its terms, terminate a series mid-epoch and upgrade every token at once through one beacon, without delay. Talis cannot prevent any of this.

Settlement math runs while collateral is frozen, but no rule can pay out tokens the issuer has frozen. Claims are pull-based, re-callable and never expire; positions stay valid and are never swept; losses from a burned vault are pro-rated and ledgered per position. An announced termination pulls settlement earlier with at least two trading days' notice.

Settlement is a 30-minute time-weighted average of the Chainlink feed's own round history inside the regular session. Each round is within ±0.5 % of the observed price, so settlement can differ from the market by that much; near K that moves up to 0.5 % of notional between the two sides.

Feeds stop when markets are closed. On a day with carry-in rounds only, the pool band is mandatory. A sequencer outage that begins after the first session round and spans the window is not detectable on chain; the settlement is then the last feed value before the outage if the pool held the same value. If no day qualifies for 30 days, the series can be closed after a public 5-day notice at the last pre-window feed value, or at P0 when that value is unavailable or out of band; then Upside pays nothing.

Talis runs no market for Income or Upside. Whether a position can be sold before settlement depends on third-party pools and their depth; there may be none. The realistic horizon is the settlement, 28 to 35 days out.

One Income plus one Upside of the same series always merge back into one Stock Token, free. That bounds the pair, not either leg.

Stock Tokens are restricted from U.S. persons by their issuer, and every holder is bound by the issuer's deemed representations. This interface is not served in United States, United Kingdom, Canada, Switzerland and United Arab Emirates, or in sanctioned jurisdictions; the region check reads the request's network location, an attestation is asked once per browser, and VPN or proxy use to reach the app is prohibited.

Positions are plain ERC-20s and stay transferable by design; nothing on chain stops a restricted person from acquiring one on a secondary market. Wallet screening may be applied at deposit and bid.

A chain, RPC or USDG outage during the two-hour auction does not stop the clock; the round resolves at the clock price when bids return. Reserves and the ticker floor (2 % of P0 at launch) bound what that can cost.

A uniform-price clock converges to the floor by demand reduction in a thin auction; a subscriber at the default reserve sells at the floor. The auction fee is 5 % of gross proceeds, in USDG.

USDG can be paused, and a holder frozen, by its issuer. A frozen claimant blocks only their own USDG pull; a frozen auction contract traps that series' USDG. Stock Token claims never touch USDG.

Robinhood Chain (4663) is an Arbitrum Orbit L2 with whitelisted validators, a 7-of-8 upgrade multisig without delay and a sequencer that can filter transactions. Every Talis transition is permissionless and pull-based, so nothing depends on a keeper; a filtered transaction is simply not included, and the interface reports it as such.

One externally owned key owns the factory and the vault; there is no timelock and no Safe yet. A listing, a price-source change or a queue entry takes effect with no notice. That key cannot upgrade anything and cannot touch a live series, a running auction, a price or collateral. The interface shows each series' sources.

The contracts are unaudited and the legal classification of the positions has not been reviewed by counsel. Indicative Income and Upside values are a model; the auction sets the price. Prices are the Chainlink feed. Illustrative numbers are labelled as such.

Open, counsel-gated: the EEA. The register (R9) requires professional-investor gating or EEA exclusion before retail access; the interface currently neither gates EEA locations nor asks for a professional attestation. The region check blocks the named jurisdictions above, comprehensive sanctions programs (Cuba, Iran, North Korea, Syria, Russia, Belarus) and, conservatively, countries under targeted programs; counsel finalises that set before mainnet.