TERMS OF USE

1. By accessing and/or using the Platform and any of the Services, you must be and hereby affirm that you:

1. are not prohibited or restricted from accessing the Platform or using the Services available on the Platform by any laws or regulations applicable to you;
2. are an adult of the legal age of majority in your country or state of residence (whichever is higher). If you are under the legal age of majority, you may not use the Platform; and
3. are not:
   1. a citizen of, or located in or ordinarily resident in any of the Restricted Jurisdictions (defined below); or
   2. under the control or ownership of a person that is, subject to sanctions or otherwise designated on any list of prohibited or restricted parties, including but not limited to the lists maintained by the United Nations Security Council, the Panama government, the BVI government, the United Kingdom government, the U.S. Government (e.g., the Specially Designated Nationals List and Foreign Sanctions Evaders List of the U.S. Department of Treasury and the Entity List of the U.S. Department of Commerce), the European Union or its Member States, or other applicable government authority.

2. The Platform utilizes various technologies (including without limitation, blockchain, smart contract and decentralized technologies) to enable you or other users of the Platform (each a “User”) to perform the following activities through the Platform:

1. create, link, connect, access and/or utilise a self-custodial digital wallet (whether provided by the Company or by a third-party provider) to or with the Platform (a “Digital Wallet”);
2. store locally on your own devices, tokens, cryptocurrencies and other crypto or blockchain-based digital assets (collectively, “Digital Assets”);
3. view and track aggregated information and data relating to Digital Assets;
4. view information relating to your activity and transactions on the Platform (“Progress Tracking”);
5. deposit Digital Assets into decentralised and permissionless vaults or protocols operated by third parties (each a “Vault”) and withdraw such deposited Digital Assets;
6. access or use decentralized applications or protocols, including, without limitation, peer-to-peer, perps and derivative trading protocols, liquidity provision, settlement pools, swapping functionalities, cross-blockchain bridges, oracles and Digital Wallets (collectively “Dapp(s)”). For avoidance of doubt, such Dapp(s) may be operated or managed by third parties instead of us;
7. participate in the trading of, staking of, and/or provisioning of derivative positions, liquidity, or settlement pools relating to, Digital Assets through the Dapp(s) as stated above; and
8. such other features and functionalities that may be added to the Platform from time to time,

More details on the Services provided through the Platform can be found in Section 3 below.

3. To access and use the Platform and some of the Services, you will be required to create, link and/or connect your Digital Wallet and/or link or create a user account or email address or social media profile associated with that Digital Wallet (each a “User Account”). Certain parts of the Platform may require additional access credentials or other specific conditions in order to access or use the Platform. Access and use of the Platform via a User Account, are subject to the following terms and conditions:

1. When you register an account with your email address and/or social media profile (e.g. Google account or X account), your use of your email address and/or your social media profile (e.g. Google account or X account) is at your own risk, and subject to the relevant email service’s and/or social media platform’s service provider’s terms and conditions.
2. The Company shall have the right to monitor and/or record your communications when you use the Platform, and you acknowledge and agree that when you use the Platform, you have no expectation that your communications will be private. The Company shall have the right to disclose your communications for any reason, including: (a) to satisfy any applicable law, regulation, legal process or governmental request; (b) to enforce the terms of these Terms or any other of the Company’s policies; (c) to protect the Company’s legal rights and remedies; (d) to protect the health or safety of anyone that the Company believes may be threatened; or (e) to report a crime or other offensive behavior.
3. You are solely responsible for all activities conducted through your User Account whether or not you authorize the activity. In the event that fraud, illegality or other conduct that violates these Terms is discovered or reported (whether by you or someone else) that is connected with your User Account, the Company may suspend or block your User Account’s access to the Platform, whether for a period of time or indefinitely.
4. You are solely responsible for maintaining the confidentiality and security of your User Account and for restricting access to your User Account and/or devices. You are solely responsible for any harm resulting from your disclosure, or authorization of the disclosure, of your access credentials (for example, passwords or biometrics) or from any person’s use of your access credentials to gain access to your User Account. You acknowledge that in the event of any unauthorized use of or access to your User Account, access credential or other breach of security, you accept that due to the nature of the Platform, the Company will be unable to remedy any issues that arise, and the Company will not be responsible or liable for the same.
5. The Company will not be liable for any loss or damage (of any kind and under any legal theory) to you or any third party arising from your inability or failure for any reason to comply with any of the foregoing obligations, or for any reason whatsoever, except fraud on our part.
6. The Company will not be liable for any loss or damage arising from your sharing or other loss of your private key or related information, or any other damage or loss arising from unauthorized access to your account.

4. Grant of License.

If you accept and comply with these Terms, the Company will grant, and you will receive, a limited, revocable, non-sub licensable, and non-exclusive license to access and use the Platform subject to the “Restrictions,” set forth in Section 5 below, as follows:

1. You may access and use applicable Services available on the Platform on one or more computers or mobile devices under your authorized control.
2. You may use the Platform for your personal and non-commercial purposes only.
3. You may not transfer your rights and obligations to use the Platform.
4. Some Services (including Dapps) of the Platform are provided, managed or operated by third party suppliers, partners or licensors of the Platform (“Third Party Providers”) and may be subject to specific requirements or terms and conditions imposed by such Third Party Providers. Please refer to Section 8 below for more information.

5. Open Source Components.

The Platform may contain components that are subject to open-source licenses (“OSS Components”). Your access and use of these OSS Components shall be subject to the applicable open-source licenses that apply to and govern such OSS Components.

6. Acknowledgements and Disclaimers.

You acknowledge and understand that:

7. Changes.

We may change, add to, modify, remove, suspend, or discontinue any aspect of the Platform and/or Services at any time, and without prior notice or liability to you. We may also impose limits on certain features or restrict your access to parts or all of the Platform or any Services made available thereon without notice or liability.

1. Digital Asset Trading.

The Platform allows Users to interact with third party Dapps to place and make trade requests for various types of transactions (including without limitation, swaps, spot trading transactions, perps trading transactions and/or other transactions to be executed based on the occurrence or fulfilment of certain thresholds or parameters (such as where the value of a Digital Asset reaches a certain price) (“Transaction Requests”). All Transaction Requests will be conducted, processed and fulfilled (where applicable) by relevant Dapps. The Company and the Platform does not have control over such Dapps provided by Third Party Providers, and the Company and the Platform does not verify and cannot guarantee whether any Transaction Requests can be fulfilled by such Dapps provided by Third Party Providers. The Platform is not the exclusive or only means of accessing such third party Dapps. All transactions executed pursuant to any Transaction Request are final and irreversible once confirmed on the blockchain or the relevant Dapps provided by Third Party Providers, and we will not be able to cancel, stop, delay or reverse any such transaction. You acknowledge that we have no obligation to, nor will we reverse or refund any transaction even if made erroneously. It is your sole responsibility to verify the accuracy of your Transaction Requests before you submit them. Before submitting any Transaction Requests, please ensure that you fully understand the associated risks, including without limitation:

1. In order for you to place a Transaction Request, the corresponding amount of your Digital Assets needed to fulfil that Transaction Request (for example to purchase a relevant Digital Asset, or to sell the amount of Digital Asset that corresponds to the Transaction Request) will need to be reserved and locked for the purposes of fulfilling that Transaction Request if the relevant thresholds or parameters are fulfilled. Such corresponding amount of the relevant Digital Assets shall remain reserved and locked until the relevant Transaction Request is fulfilled (in which case the corresponding amount of Digital Assets shall be used to fulfil the Transaction Request), or until the relevant Transaction Request is cancelled/withdrawn or expires (in which case the corresponding amount of the relevant Digital Assets shall be unlocked and usable again). You acknowledge and agree that for the period that a Transaction Request is placed and active, the corresponding amount of your relevant Digital Assets shall be unusable by you regardless of whether it is reflected on the balance of your Digital Wallet.
2. To facilitate and complete the fulfilment of Transaction Requests, you may need to provide the Company and the Platform with the permission and authority to access and use your Digital Wallet for the purposes of executing the transaction to fulfil the Transaction Requests on your behalf at any point in time, without further action or interaction from you. In this regard, when you place a Transaction Requests, you hereby acknowledge and agree that you are permitting the Platform and the Company, and granting the Platform and the Company authority, to take certain actions on your Digital Wallet on behalf of you, including without limitation, signing and executing the relevant transaction to fulfil the Transaction Request.
3. While the Company will use and implement commercially reasonable efforts and measures to maintain the security of the Platform, Users acknowledge and agree that there are inherent risks and flaws in the usage of technology and network communications and the transmission of data through the use of the internet. Consequently, there can be no guarantees that the Platform, the Transaction Requests, and any access, use, connection or interaction between the Platform and the User’s Digital Wallet will be secure and the same may be susceptible to security breaches, delays or failures. You acknowledge and agree that the Company and the Platform shall not be liable or responsible to you or any third party for any losses, damage, costs, expenses, liabilities or any other harm arriving from (a) your access and use of the Platform to place Transaction Requests; (b) any transactions or actions taken by the Company and the Platform (whether automated or not) necessary for the fulfilment of the Transaction Requests; (c) any security breach, unauthorized access, security compromise of your Digital Wallet as a result of any access, use, connection or interaction between the Company, the Platform and the User’s Digital Wallet in the course of fulfilling any Transaction Requests.
4. The Company makes no representations as to network performance, liquidity, or the availability of counterparties or Dapps provided by Third Party Providers for execution of your Transaction Requests. You are solely responsible for reviewing all transaction parameters, before submitting any Transaction Requests. Once submitted, Transaction Requests cannot be cancelled, modified, withdrawn or refunded by the Company. You acknowledge that even if a transaction is executed under incorrect inputs or due to user error, you shall bear full responsibility, and the Company has no obligation to reverse or compensate for such activity. Before entering into any transaction, please ensure that you fully understand the associated risks.
5. In entering into and conducting transactions on the Platform, you represent and warrant that:
   1. you will not utilise or deposit funds which originate from criminal or other unauthorised activity;
   2. you will not utilise or deposit funds using payment methods that do not belong to you;
   3. you will not withdraw or try to withdraw any funds that do not belong to you; and
   4. you fully understand the risks associated with conducting transactions in trading in a decentralised, blockchain-based, smart contract based or peer to peer system and your use of the Platform to conduct such transactions is solely at your own risk, and the Company will not be, and is not, liable for any losses suffered by you as a result of your use of the Platform.

2. Deposit and Vault Feature.

The Platform may provide you with an interface or make accessible via third party Dapps a service that enables you to deposit or stake supported Digital Assets in various Vaults which may entitle you to receive rewards and incentives (“Vault Feature”). All Vaults are operated and provided on a non-custodial basis. The Vault Feature is intended solely to facilitate your participation in the relevant Vaults and is not intended for, nor to be used for, commercial, investment or as a financial service. We make no representation, warranty, or guarantee as to the performance, strategy, profitability, yield, or risk profile of any such third party Vaults. Any projections (rewards or incentives) displayed or communicated shall be deemed non-binding, illustrative, and forward-looking in nature, and shall not form the basis of any reliance or expectation by the User. Further, any projections relating to rewards or incentives, or any rewards or incentives actually provided, may differ from jurisdiction to jurisdiction, and there is no promise that all Users will earn the same or equivalent rewards or incentives in their usage of the Vault Feature or participation in any Vaults. You acknowledge that certain third party Vaults operate by providing liquidity or funding to automated market makers or other decentralized exchange protocols. The User understands and accepts that such liquidity provision may expose deposited assets to impermanent loss, opportunity costs, slippage, and other adverse effects. We do not guarantee or offer any benefits, rewards or financial returns for the use of the Vaults.

3. Bridging.

The Platform provides a service that enables you to transfer, or “bridge”, a Digital Asset from one blockchain network to another (for example, from the Ethereum network or protocol to the RISE network or protocol). Bridging is performed through the utilization of smart contract applications which are deployed on both the blockchains. These smart contracts constitute the bridge, and they work by allowing a User to deposit and transfer a relevant Digital Asset on one blockchain network and receive a corresponding equivalent of that Digital Asset that is native to the other blockchain network, and vice-versa. You accept all risks associated with using the bridge. Bridging is an extremely novel technical area and is subject to material risks which may lead to total loss of your Digital Assets. All bridges are smart contracts that are subject to many known and unknown risks, including smart contract exploits of the actual smart contract code to produce outcomes different than those such bridges were designed to achieve, and cyberattacks intended to gain unauthorized control of the smart contracts or associated systems. Certain volume limitations of Digital Assets flowing into and out of the RISE network may be imposed on the bridge or the Platform and the Services. Some or all Users of the bridge may be subject to the limitation, which may impact the time it takes you to bridge in or out of the RISE network while using the bridge. The volume limitation is a security measure to limit harm in the event of a malicious third party-act, and it may be changed without notice. Additionally, you acknowledge the risk that the volume limitation may not be technically effective, or may even be compromised. You accept the risk that it will not function as intended and assume any losses, direct, indirect, or consequential, stemming from the volume limitations.

4. Additional Risk Disclosures.

Before entering into any transaction on the Platform (including without limitation, making any Transaction Requests, using the Vault Feature or the bridging feature), please ensure that you fully understand the associated risks, including without limitation:

1. Markets risks. Digital assets supported by the Platform or the relevant Dapp(s) are subject to significant volatility for which we have no control over. Price fluctuations may occur due to network dynamics, validator behavior, user activity, or other market conditions. We will not be liable to you for any losses incurred from any transactions executed on the Platform.
2. Third Party risks. The Company and the Platform have no control over the third party Dapps that are made available or accessible on the Platform, and the Platform only provides a convenient user interface to enable Users to interact with the third party Dapps and conduct the activities described above. Such third party Dapps are not a part of the Platform and the Platform is not the exclusive or only means of accessing such third party Dapps. The Company is not a broker, dealer, exchange, investment adviser, custodian or financial service provider of any kind. The Company solely provides technical services that enable Users to access and interact with the third party Dapps (including smart contracts) that function deterministically and are not operated or controlled by the Company or the Platform.
3. Liquidity risks. Due to insufficient or limited liquidity at times, you may face the risk of price slippage and/or potential delays in any execution of your transactions, or you may find it difficult or impossible for you to execute a transaction (for example, sell or exit a position when you wish to do so). This may occur at any time, including at times of rapid price movements. We will not be liable to you for any losses incurred arising from such liquidity risks (for example, losses suffered from any such price differences, delays in execution or inability to execute a transaction).
4. Informational risks.Notwithstanding the Company’s efforts, information available as part of the Services may not be accurate, timely, current or complete, and may include technical inaccuracies or typographical errors. Information is subject to change or update from time to time without notice, including information regarding the Company’s Terms or policies. Accordingly, you should verify all information before relying on it, and all decisions based on information contained on the Platform or otherwise as part of the Services are your sole responsibility. No representation is made as to the accuracy, completeness, or appropriateness for any particular purpose of any pricing information distributed via the Platform or otherwise when using the Services. Prices and pricing information may be higher or lower than prices available on platforms providing similar services.
5. Trades are Final and Irreversible. All transactions undertaken through the Platform and the Services are irreversible and final, and there are no refunds. You accept all consequences of accessing and using the Platform and the Services, including the risk that you may lose access to your Digital Assets indefinitely. All transaction decisions are made solely by you. Notwithstanding anything to the contrary in these Terms, the Company has no responsibility whatsoever for, and will in no circumstances be liable to you in connection with, your use of the Platform and the Services for performing transactions relating to Digital Asset.
6. Other Platform or Financial Risks. Use of the Platform and Services carries financial risks, including the risk of loss. Digital Assets are, by their nature, highly experimental, risky and volatile. The risk of loss in trading Digital Assets, especially entering into perpetual contracts, settlement pools and similar transactions, can be substantial. Use of leverage can magnify any such losses. There are other risks relating to such transactions (including without limitation, liquidation of your transactions or your deposited Digital Assets, funding of payments, liquidity pools, settlement pools, and the need to provide additional funds or collateral with your Digital Assets to avoid liquidation or margin calls and other general risks relating to such Digital Asset transactions). You understand that transactions involving Digital Assets can lead to loss of potentially substantial or all of your Digital Assets involved in the transaction. The Company is not and will not provide any advice to you with respect to your transactions with Digital Assets. You should, therefore, carefully consider whether such transactions are or would be suitable for you in light of your circumstances and financial resources. By accessing and using the Platform and the Services, you represent and warrant that you have been, are, and will be solely responsible for making your independent appraisal and investigations into the risks of a given transaction and the underlying digital assets. You represent that you have sufficient knowledge, market sophistication, professional advice and experience to make your evaluation of the merits and risks of any transaction conducted in connection with the Platform and the Services or any Digital Asset.

5. Portfolio Dashboard.

The Platform provides a dashboard and interface (the “Portfolio Dashboard”) for Users to conveniently and easily view their portfolio, holdings, performance metrics, and historical data derived from blockchain activity and user wallet connections. The Portfolio Dashboard is provided for your convenience only, and should not be relied upon solely as a singular source of truth. Information may be incomplete, inaccurate, or affected by delays, on-chain anomalies, errors, technical issues, or user misconfiguration. We disclaim responsibility for any discrepancies between actual on-chain data and the dashboard output, and the Company will not be liable to you for investment or operational decisions based on the information made available on the Portfolio Dashboard.

6. Digital Asset Information.

Information relating to Digital Assets (including but not limited to supply, volume, pricing, trends and/or value of such Digital Assets) made available on or through the Platform are obtained and/or sourced from external sources managed by Third Party Providers and has not been independently verified by the Company. The Platform aggregates and publishes publicly available information relating to the blockchain and Digital Assets in a manner and format which we feel is easy to read and understand. Such information is also independently available from other sources—for example, a person may directly review transaction history, wallet activity or wallet / account balances and on a blockchain explorer. In providing information about Digital Assets, the Platform associates or presumes the association of a relevant Digital Asset’s name, ticker, symbol or logo with a specific smart contract deployed to one or more blockchain systems. In making such associations, the Platform relies upon third-party resources which may not be accurate or may not conform to a given User’s expectations. Multiple smart contracts can utilize the same Digital Asset name, ticker, logo or symbol as one another, meaning that the name, ticker, logo or symbol of a Digital Asset does not guarantee that it is the token desired by the User or generally associated with such name, ticker, logo or symbol. Users must not rely on the name, symbol, ticker or branding of a Digital Asset on the Platform, but instead must perform your own due diligence and research, including without limitation, examining the specific smart contract associated with the name, symbol, ticker or branding and confirm that the relevant Digital Asset accords with User’s expectations. Such information shall not be considered or construed as financial advice, investment advice, tax advice, legal advice, or any other sort of advice. No representation or warranty, express or implied, is made as to the fairness, accuracy, timeliness, quality, origin, ownership or completeness of the information made available on this Platform, and is provided only for general informative purposes, and no reliance should be placed on it. The Company shall not be responsible or liable to you for any use of, or reliance placed on, the information relating to Digital Assets. We shall not be liable for any errors, misrepresentations, or omissions in, of, and about, the information, nor for the availability of the information.

7. Advertising.

The Platform may incorporate third-party technology that enables advertising on the Platform. As part of this process, the Company and/or its authorized third party advertisers may collect standard information that is sent when your personal computer or device connects to the Internet including your Internet protocol (IP) address.

8. Conduct.

You shall ensure that your actions, conduct and behaviour in your use of the Platform comply with and abide by all the rules and guidelines imposed by the Company and/or its Third Party Providers. The Company may suspend or block your access to the Platform and/or any Services, whether for a period of time or indefinitely, in the event that you violate or fail to comply with any of such rules and guidelines. For the avoidance of doubt, although we may suspend or block your access or use of the Platform and Services, we will not block or prevent you from accessing your Digital Wallet or the Digital Assets stored thereon, unless legally required to do so by any applicable laws or regulatory, court or governmental order.

9. Identity Disclosure.

You are responsible for the protection of your real and actual identity within the Platform, and any disclosure of your real and actual identity to any other user within the Platform is at your own risk. For example, subject to availability, you are able to create and choose a username on Progress Tracking Features (defined below) of the Platform (a “Username”), and you should take care to only choose a Username that you are comfortable with (to the extent that such Username results in the disclosure of your identity). The Company and/or its Third Party Providers will not be liable or responsible for any disclosure of your real and actual identity by you within the Platform, or any loss, damage or harm arising as a result of such disclosure.

10. User Created or Uploaded Content.

The Platform may enable you to upload and display content (including without limitation, Username, images, text, messages, data, information, videos, voice and sound recordings) on the Platform, (collectively, the “User Content”).

11. Digital Wallets Created via the Platform.

You may use the Platform to link or create a Digital Wallet. The Company will not be liable or responsible for the creation of any Digital Wallet by you, and for your access and use of such Digital Wallet. You acknowledge and understand that:

12. Progress Tracking Feature and Points.

From time to time, the Company may provide features that track your progress or record your activity and profile on the Platform as part of the “Progress Tracking Feature”, and to incentivise, and track, your participation on our Platform and in our ecosystem. Such features may include the issuance of points, rewards, benefits and incentives (collectively, “Points”) and the allocation and assignment of levels, tiers or statuses to a User Account (collectively, “Tiers”) based on a User’s activity and participation within the Platform, and/or the conducting or issuance of various challenges, quests, mini-games or other activities that you may be able to participate in. We may also issue Points, gifts or other benefits and incentives or allocate or assign Tiers at our sole discretion (whether randomly or otherwise). The amount, type and value of any such Points, Tiers or other rewards or benefits offered, if any, may be set, modified, withheld or cancelled by the Company at any time without prior notice or liability. From time to time, we may limit the number or amount of Points, Tiers or other rewards or benefits a User may receive, impose expiration dates, or require additional actions to unlock Points, Tiers or other rewards or benefits. Progress Tracking is provided for your information and entertainment only, and shall not be deemed as having any intrinsic value or entitling you to any funds, compensation, or other benefit (financial or otherwise). Any Points issued or awarded or Tiers allocated or assigned may be retracted, cancelled, invalidated or amended based on a criteria determined by us, or at our sole discretion. Such Progress Tracking may be reset regularly, and changes in the server status (such as server maintenance or server refreshes) may result in your Progress Tracking (including all or part of your Points or Tiers or other rewards or benefits under your User Account) being reset, unsaved or lost. The Company shall not be liable or responsible to you or any third party in the event that your Progress Tracking (including all or part of your Points or Tiers or other rewards or benefits under your User Account) is reset, unsaved or lost.

13. Referral Reward Program.

From time to time, we may implement a referral reward program (“Referral Program”). This may include the issuance of unique referral links, codes or identifiers to you, which may be used by other users (the “Referred Users”) to register on the Platform or access specific features, and for which such registration shall be linked or accounted to you. Subject to the Company’s policies and eligibility criteria in force at the relevant time, you may be assigned or allocated Tiers or be issued or awarded Points, rewards or other benefits upon a valid referral, and such referral may be considered valid only if it satisfies the following conditions, and/or such other conditions as may be imposed by the Company from time to time, whether applicable to a particular referral campaign or generally:

1. the Referred User is a new User who has not previously created a User Account;
2. the Referred User constitutes an eligible User;
3. the Referred User completes certain required actions or reaches defined milestones on the Platform, such as successfully registering a User Account, engaging with specific features, or meeting certain usage or volume thresholds, as may be imposed by the Company from time to time; and
4. the referral does not involve any fraud, abuse, self-referral, “sybil attacks”, “farming ”, unfair practices, unfair or undue manipulation or exploitation of any mechanics of the Referral Programme or violation of our policies.

The amount, type and value of any Points, rewards or benefits offered, and the benefits that an assigned or allocated Tier provides, under the Referral Programme may be set, modified, withheld or cancelled by the Company at any time without prior notice or liability. From time to time, we may limit the number or amount of Points, rewards or benefits a User may receive, impose expiration dates, or require additional actions to unlock Points, Tiers or other rewards or benefits. Additionally, the Referral Programme may be limited, suspended, or made unavailable in certain jurisdictions due to applicable laws, regulations, or compliance requirements. You acknowledge and agree that we may disclose your personal details to your Referred Users as the referrer. Participation is subject to geographic eligibility, and the Company reserves the right to restrict access at its sole discretion. The Company shall not be liable or responsible to you or any third party, including the Referred User, in the event that your referral rewards or progress tracking are delayed, inaccurate, withheld or suspended for any reason, including technical issues, policy updates or user misconduct. You acknowledge that the Referral Programme does not in any way constitute financial or investment solicitation, or an offering to participate in securities or regulated products. The Referral Programme and any associated Points, Tiers or other rewards or benefits are not intended to, and shall not be construed as, an inducement, solicitation, or enticement to engage in any form of cryptocurrency purchase, trading, or investment activity. We may reject or cancel any Referral Programme, or your participation thereto, at our sole and absolute discretion without any prior notice or explanation, or any further liability, to you.

14. Trading Incentives.

As part of providing a rewarding trading experience, the Company may introduce, issue and grant various Points or other rewards and incentives, including without limitation, loss refunds and other trading based-bonuses or compensation, to Users who perform trades via the Platform (“Trading Incentives”). Such Trading Incentives will be introduced, issued and granted at the Company’s sole discretion, and may be issued at random, or based on any eligibility criteria as determined by the Company, including without limitation, a User’s trading activity, trading volume, number of Points held, or associated User Account Tier. Where Trading Incentives are provided, the Platform may automatically deduct a fee from such Trading Incentives to cover any expenses or costs in transferring the Trading Incentives. The Trading Incentives are provided solely as an additional benefit to Users, and nothing in these Terms shall be deemed as any guarantee or promise that a User may receive any Trading Incentives. The Company may discontinue, amend, vary, suspend or terminate any Trading Incentives at any time without any notice to the Users.

15. Service Availability.

The Services are provided on an “as-is” and “as-available” basis without warranties of any kind, whether express or implied, including but not limited to warranties of merchantability and fitness for a particular purpose, operation and any particular application or use. You acknowledge and agree that we may, in our sole discretion, apply changes, replace or discontinue (temporarily or permanently) any part of the Services at any time. We reserve the right to disable or modify access to the Services at any time in the event of a breach of the Terms, including, if we reasonably believe any of your representations and warranties may be untrue, misleading or inaccurate, and the Company will not be liable to you for any losses or damages you may suffer as a result of or in connection with the Services being inaccessible to you at any time or for any reason.

1. Use of the Vault Feature

2. Participation in the Vault Feature.

Prior to your participation in the Vault Feature, and on an ongoing basis, you represent, warrant, covenant and agree that:

1. you own the assets you supply to the Vault Feature and any Vaults and that such assets are free from any encumbrances, securities or claims by third parties;
2. your contribution or depositing of any assets complies with all applicable laws and regulations;
3. we do not verify the ownership of any assets;
4. you are not relying on any representations made by us or on the Platform in respect of any potential returns or risks of depositing Digital Assets and participating in the Vault Feature;
5. you possess the necessary skills and knowledge to use the Vault Feature or if otherwise, you have consulted your own independent advisor;
6. you understand that the Vault Feature are independent and non-custodial, meaning that the Platform has no control over the underlying Vault, blockchain protocol or network, and the Platform does not hold or control your assets, and you assume full responsibility for the management of your private keys and wallets; and
7. you fully understand and accept the risks involved in using the Vault Feature and participating in any Vault, which include but are not limited to liquidity risk and collateralization risk and such other risks as set out herein.

3. Limitations and Restrictions

4. Additional Disclaimers

1. Restrictions.

The Company may suspend or revoke your license to use the Platform or any Services or Content made available thereon if you violate, or assist others in violating, the restrictions and limitations set forth below. You agree that you will not, in whole or in part or under any circumstances, do any of the following:

2. You agree to comply with all applicable U.S. and non-U.S. export control and trade sanctions laws (“Export Laws”).

3. Without limiting the foregoing, you may not use the Platform or any Service or any Content if:

1. you are a citizen of, or located in or ordinarily resident in any of the Prohibited Jurisdictions as defined below;
2. you are in, under the control of, or a national or resident of Cuba, Iran, North Korea, Sudan, or Syria or any other country subject to United States embargo, UN Security Council Resolutions, HM Treasury’s financial or other sanctions regime, or if you are on the U.S. Treasury Department’s Specially Designated Nationals List or the U.S. Commerce Department’s Denied Persons List, Unverified List, Entity List HM Treasury’s financial or other sanctions regime; or
3. you intend to supply the Platform or any Service or any Content to Cuba, Iran, North Korea, Sudan or Syria or any other country subject to United States embargo or HM Treasury’s financial or other sanctions regime (or a national or resident of one of these countries), or to a person on the Specially Designated Nationals List, Denied Persons List, Unverified List, Entity List, or HM Treasury’s financial or other sanctions regime.

4. A “Prohibited Jurisdiction” refers to any of the following:

1. Afghanistan;
2. Belarus;
3. Canada;
4. Cuba;
5. Haiti;
6. Iran;
7. Iraq;
8. Lebanon;
9. Libya;
10. Mali;
11. Myanmar;
12. North Korea;
13. Palestine;
14. Russia;
15. Senegal;
16. South Sudan;
17. Sudan;
18. Syria
19. Certain regions of Ukraine including Crimea, Sevastopol and the areas of Donetsk, Kherson, Luhansk and Zaporizhzhia oblasts not controlled by the Ukrainian government;
20. United Kingdom;
21. U.S.A or the U.S.A dependencies;
22. Venezuela;
23. Vietnam;
24. Yemen; or
25. Zimbabwe.

5. In addition to the geographical restrictions in Sections 5(C) and 5(D) above (the “Restricted Jurisdictions”), we reserve the right to refuse customers from any other country.

6. Particular Services and Content may also not be available in certain countries due to regulatory, licensing and local restrictions.

7. We may deploy technological solutions (such as geo-blocking) to prevent persons located in Restricted Jurisdictions from registering an account and/or otherwise being able to access, or to use, the Platform or Services. You acknowledge and agree that we will not be responsible to you for, and that you will indemnify and hold us harmless for and in relation to, any losses suffered by you as a result of your attempting to access the Platform or Services from within a Restricted Jurisdiction, including by way of any means designed to circumvent any controls or technological solutions that we may have in place from time to time, and which are intended to prevent or limit such access. You accept and acknowledge that we reserve the right to detect and prevent the use of prohibited techniques, including but not limited to fraudulent transaction detection, examination of your device properties, detection of geo-location and IP masking, transactions and blockchain analysis.

8. By accessing the Platform (or any Service or Content found thereon), and entering into this agreement, you confirm that you are not located in a Restricted Jurisdiction or a jurisdiction in which it is illegal to use the Platform (or any Service or Content found thereon) and you are not accessing or using the Platform or Services on behalf of a person that is located in a Restricted Jurisdiction or a jurisdiction in which it is illegal to use the Platform (or any Service or Content found thereon).

9. We reserve the right to terminate or limit any person’s User status or access to or use of the Platform at any time, with or without notice, as determined in our sole and absolute discretion. Such terminations and limitations may be based on any factor or combination of factors, including a person’s identity, blockchain address, IP address, internet service provider, virtual provider network provider, metadata, browser software, device type, wallet application, wallet device, region of citizenship or residence or current location, or suspicion that User has engaged or intends to engage in any of the restrictions set out above.

10. We shall be entitled to close or suspend your User Account if:

1. the Company considers that you are using or have used the Platform or the Services in a fraudulent or collusive manner or for illegal and/or unlawful or improper purposes;
2. we suspect or believe that your User Account has been compromised or is being used in breach or violation of these Terms;
3. the Company considers that you are using or have used the Platform or the Services in an unfair manner, have deliberately cheated or taken unfair advantage of the Platform or the Services, its third party providers, any of its customers or if your User Account is being used for the benefit of a third party;
4. the Company is requested to do so by any applicable law enforcement authority, any regulatory authority or court or if the Company is unable to verify your identity, location, or source of funds as is expressly required by us in order to comply with our legal obligations;
5. you are in breach of these Terms, the applicable regulations (including regulations applicable in your jurisdiction) or the fair use of our services;
6. the Company considers that any of the events referred to in (i) to (v) above may have occurred or are likely to occur.

1. You may be charged fees or charges to access or use some of the Services on the Platform, including fees without limitation:

1. such fees for the utilisation of the Platform (the “Platform Fee”) on all transactions made on or via the Platform (each a “Platform Transaction”). Platform Fees may include, without limitation, fees for the processing of Transaction Requests, fees for depositing/withdrawing assets from Vaults, or fees from interests generated on assets deposited (if any). We reserve the right to change or revise such Platform Fees at any time, and any changes or revisions to the Platform Fee will be published on the website and/or be updated within these Terms. It is your responsibility to take note of any changes or revisions to the Platform Fee, and any Platform Transaction conducted by you after the Platform Fee is revised shall constitute your acceptance of such revised Platform Fee; and
2. gas fees or transaction fees charged on the deposit, withdrawal, conversion, swaps or other transactions relating to the Digital Assets carried out via any Services or other fees or charges imposed by Third Party Providers when you use their Dapps (“Third Party Fees”). Where applicable, gas fees are paid to the third parties and/or network of computers that operate the blockchain and/or process the transactions and are not paid to us. Kindly note that such Third Party Fees often fluctuate based on a number of factors, all of which are not under our control, and may therefore change at any time without notice.

2. By using the Services, you agree to pay any such fees or charges (including the Platform Fee and the Third Party Fees) imposed for the use of such Services.

3. Although the Company or the Third Party Provider endeavours to provide an accurate estimate of the final quote, any such information only represents an estimation of the applicable fees or charges (such as the Platform Fee and/or the Third Party Fees), which may vary from the fees or charges actually paid to use the relevant Service and/or interact with the relevant blockchain or any other network with which the relevant Service and the Platform are compatible.

4. Any transactions or payments made through any Service via the Platform will be processed through the blockchain or such other payment gateway or process as may be determined by us or by the relevant Third Party Provider (collectively, the “Payment Process”). We have no control over these payments or transactions, nor do we have the ability to reverse any payments or transactions made via the Payment Process. You acknowledge that we have no liability to you or to any third party for any claims or damages that may arise as a result of any payments or transactions you made via any Service, including, but not limited to, instances where your payment was not properly processed on the Payment Process or where payment was erroneously made to an unintended recipient. It is solely your responsibility to confirm that your payment for any Platform Transaction has been processed and completed successfully. We do not provide refunds for any fees, payments or Platform Transactions that you might make on or through the Platform.

5. All amounts payable by you under these Terms will be paid to us without set-off or counterclaim, and without any deduction or withholding. Fees and charges for any new Service or new feature of a Service will be effective when we use commercially reasonable efforts to communicate updated fees and charges through our Platform, or other public channels. We may increase or add new fees and charges for any existing Services you are using by using commercially reasonable efforts to notify Users through our Platform, or other public channels.

6. You are solely responsible for determining and paying (or reimbursing for the payment of) any and all sales, use, value-added and other taxes, duties, and assessments (excluding taxes imposed on our net income) now or hereafter claimed or imposed by any tax or other governmental authority associated with your use of the Platform (collectively, the “Taxes”). You will pay or reimburse us for all Taxes of any jurisdiction (whether national, federal, state, local, foreign or other), including value added taxes and taxes as required by international tax treaties, customs or other import or export taxes, and amounts levied in lieu thereof based on charges set, services performed or payments made hereunder, as are now or hereafter may be imposed under the authority of any national, federal, state, local, foreign or other taxing jurisdiction; and will not be entitled to deduct the amount of any such Taxes or amounts levied in lieu thereof from payments (including gas fees) made to us pursuant to these Terms.

1. The Platform and the Services and Content contained therein, including any Company Trademarks (defined below), media, web applications, mobile applications, software, computer code, metadata, materials, design, text, images, photographs, illustrations, animation, content, text, media files, artwork, graphic material, databases, proprietary information, graphics and visual effects, as well as any accompanying documentation or other written materials, tangible or intangible, and all legally protectable elements of the foregoing, including, without limitation, all derivative works, translations, adaptations or variations of same, regardless of the medium, format or form, now known or hereinafter developed or discovered, and regardless of where produced, and all Intellectual Property Rights therein (all of the foregoing, individually and collectively, the “Company Assets”), are our property and/or where applicable, the property of our licensors or suppliers. The Platform may contain materials licensed by third-parties to the Company, and these third-parties may enforce their ownership rights against you in the event that you violate these Terms. Nothing in these Terms shall be interpreted as granting any license of Intellectual Property Rights of the Company Assets to you other than as explicitly set forth in these Terms. You may not remove, delete or obscure any trademark notice, copyright notice or other intellectual property notice in any part of the Platform. You may not do anything that infringes, violates or misappropriates the exclusive rights belonging to us.

2. Under these Terms, “Intellectual Property Rights” refer to patents, utility models, rights to inventions, copyright and neighbouring and related rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world. “Company Trademarks” means any and all logos, trademarks, service marks, and trade dress associated with the Platform, including the “RISE” name or products or service developed by us (which include without limitation, “RISEx”, “RISE ”, and “$RISE”).

3. The animations, page headers, custom graphics, button icons, style sheets and scripts that contribute to the “look and feel” of the Platform are service marks, trademarks and/or trade dress that belong to us and may not be copied, imitated or used, in whole or in part, in connection with any product or service that is not expressly authorized by us in writing, in any manner that is likely to cause confusion among consumers, or in any manner that disparages or discredits the Platform or the Company.

4. You may choose to submit comments, bug reports, ideas or other feedback about the Platform, including, without limitation, about how to improve the Platform, the Services or any Content through the email address provided at the end of these Terms or support channels within the Platform (collectively, “Feedback”). By submitting any Feedback, you agree that we are free to use such Feedback at our discretion and without additional compensation to you, and to disclose such Feedback to third parties (whether on a non-confidential basis, or otherwise). You hereby grant us a perpetual, irrevocable, nonexclusive, worldwide license under all rights necessary for us to incorporate and use your Feedback for any purpose.

1. The Platform and any Services made available thereon may contain software or services provided by or links to third-party services (“Third-Party Content”). We make no warranties or representations, express or implied, in respect of the availability, functionality or content of such Third-Party Content, and you agree that the Company shall not be liable for any loss or damages arising from or in connection with your use of any third-party services. You may be subject to the terms and policies of such relevant third-parties.

2. When you use the Platform and any Service and any Content made available thereon, you may also be using the functionality, application, software or service of one or more Third Party Providers. For example, the operation of the bridging, trading and Vault Feature relies on smart contracts, blockchains, and computer infrastructure operated by third persons. Your use of those and other third-party functionality, application, software or service (each a “Third-Party Service”) will be subject to the privacy policies, terms of use and similar policies and terms, and fees of those Third Party Providers. You agree that the Company shall not be liable for any loss or damages arising from your use of or the breach thereof of any Third-Party Service. We have no responsibility for any Third-Party Content or any Third-Party Service that may be misleading, incomplete, erroneous, offensive, indecent, or otherwise objectionable to you or under the law in your jurisdiction. The choice to rely on Third-Party Content or to use a Third-Party Service is your own, and you are solely responsible for ensuring that your reliance or use is in compliance with all applicable laws. Dealing or correspondence with any third party that provides such content or services is solely between you and that third party. We reserve the right to change, suspend, remove, disable, or impose access restrictions or limits on the use of any Third-Party Content and Third-Party Service at any time without notice.

3. The Platform and any Service and any Content made available thereon may contain links to Third-Party Services (including, without limitation, Dapps), and may leverage or plug into such Third-Party Services to enable certain features. When using a Dapp or other Third-Party Service, you understand that you are at no time transferring your Digital Assets or private keys to us. We provide the Platform (and the Service and/or Content made available thereon) and access to Third-Party Services only as a convenience, and we do not have control over their content, and we do not warrant or endorse, and are not responsible for the availability or legitimacy of, the content, products or functionality made accessible via the Platform or by those Third Party Providers (including any related website, resources or links displayed therein). We make no warranties or representations, express or implied, about the Platform (including any Content or Service made available thereon) or such linked Third-Party Services, the third parties they are owned and operated by, the information contained on them or the suitability of their products or services. You acknowledge sole responsibility for and assume all risk arising from your use of the Platform and any Service and any Content made available thereon including any third-party website, applications, or resources. When you click such a link, we may not warn you that you have left our Platform.

4. We may provide experiences on social media platforms that enable online sharing and collaboration among users who have registered to use them. Any content you post is subject to the terms of use and privacy policies of those platforms and related services. We have no control over such social media platforms or related services, and they are deemed Third-Party Services under these Terms.

1. In the course of your access and/or use of the Platform or any Service, we may be required to collect, use, disclose and/or process certain data (including personal data) belonging to you. In this regard, we will collect, use, disclose and/or process your personal data in accordance with applicable data protection and privacy laws, and as set out in our Privacy Policy.

1. GENERAL:

2. DIGITAL ASSETS RELATED DISCLAIMERS

To the fullest extent allowed by applicable law, the Company, its parent, subsidiaries, Third Party Providers and affiliates shall not be liable for any loss or damage arising out of your use of, or inability to access or use, the Platform or Services. The Company’s liability shall never exceed the total Platform Fees paid by you to the Company during the six (6) months prior to your making a claim against the Company, or USD$100, whichever is lower, unless applicable law explicitly disallows this limitation, in which case the Company’s liability shall be limited to the fullest extent permitted by applicable law.

You hereby agree to defend and indemnify the Company, its parent, subsidiaries, Licensors and affiliates against and from any third party claims, liabilities, losses, injuries, damages, costs or expenses incurred by the Company arising out of or from any violation by you of these Terms or your misuse of the Platform or Services.

You agree that the Company would be irreparably damaged if the sections of these Terms were not specifically followed and enforced. In such an event, you agree that the Company shall be entitled, without bond or other security, or proof of damages, to appropriate equitable relief in the event you breach these Terms; and that the awarding of equitable relief to the Company will not limit its ability to receive remedies that are otherwise available to the Company under applicable laws.

1. Alterations to the Terms.

1. Term.

These Terms are effective upon your first access and use of the Platform, and shall remain in effect until it is terminated or superseded by a New Terms, or, if neither of the foregoing events occur, as long as you continue using the Platform.

2. Termination

A. APPLICABILITY OF THIS DISPUTE RESOLUTION POLICY.

This binding individual arbitration section will not apply to the extent prohibited by the laws of your country of residence. To the fullest extent allowed by applicable law, you and the Company agree to submit all Disputes between us to individual, binding arbitration. A “Dispute” means any dispute, claim, or controversy (except those specifically exempted below) between you and the Company that relates to any aspect of our relationship, including, without limitation, your use or attempted use of the Platform (including any Service or Content made available thereon), and all marketing related to them, any licensed content, and all matters arising under these Terms, the Company’s Privacy Policy, or any other agreement between you and the Company, including the validity and enforceability of this agreement to arbitrate. A Dispute shall be subject to binding, individual arbitration regardless of whether it is based in contract, statute, regulation, ordinance, tort (including fraud, misrepresentation, fraudulent inducement, or negligence), or any other legal or equitable theory. This includes claims that accrued before you entered into these Terms. You understand that there is no judge or jury in arbitration and that court review of an arbitration award is limited.

B. INFORMAL NEGOTIATION PERIOD.

In an effort to accelerate resolution and reduce the cost of any Dispute related to, or arising out of, these Terms, you and the Company agree to first attempt to negotiate any Dispute (except as set out in Section 16.F. below) informally for at least thirty (30) days before either party initiates any arbitration or court proceeding. Notice must be provided within one (1) year of the Dispute having arisen, but in no event after the date on which the initiation of legal proceedings would have been barred under the applicable statute of limitations. The failure to provide timely notice shall bar all claims.

1. Negotiations will begin upon receipt of written notice by the party raising the Dispute. The Company will send its notice to your e-mail address or otherwise contact you via the registered telephone number that you have provided to us.
2. You will send your notice to the Company at info@riselabs.xyz.

C. BINDING ARBITRATION.

If a Dispute cannot be resolved through negotiations, either you or the Company may elect to have the Dispute finally and exclusively resolved by binding arbitration. The provision by you of a notice to the Company, containing all of the information referenced above, and your good-faith participation in the Informal Negotiation Period, are prerequisites to commencing arbitration.

1. Any dispute as to any matter arising under, out of or in connection with this Agreement (including but not limited to any question regarding its existence, validity or termination) shall be referred to and finally and exclusively determined by arbitration in Panama at the Arbitration and Settlement Centre of Panama (“CECAP”) in accordance with the Arbitration Rules of the CECAP for the time being in force, which rules are deemed to be incorporated by reference in this Clause. The Tribunal shall consist of one arbitrator to be appointed by the Chairman (or equivalent position) of the CECAP. The language of the arbitration shall be English. The award by the arbitrator shall be valid, final and binding on each of the Parties. The Parties shall have the right to seek interim injunctive relief from a court of competent jurisdiction, both before and after the arbitrator has been appointed, at any time up until the arbitrator has made its final award. The Parties undertake to carry out any award without delay and waive their right to any form of recourse insofar as such waiver can validly be made. Judgment upon the award may be entered by any court having jurisdiction thereof or having jurisdiction over the relevant party or its assets. You and the Company shall be responsible for their respective attorneys’ fees and expenses.
2. THE ARBITRATION PROCEEDINGS DESCRIBED HEREIN WILL BE CONDUCTED ON AN INDIVIDUAL BASIS ONLY. The arbitrator may not consolidate disputes against the Company by other individuals or entities unless the Company expressly consents to such consolidation. These Terms provide no right or authority for any Dispute to be arbitrated, adjudicated, or resolved through proceedings on a class or representative basis or using class action procedures. The arbitrator may award any relief that is permitted by applicable law with respect to your individual claim, but to the maximum extent permitted by applicable law, may not award relief against the Company respecting any person other than you.

D. CLASS AND COLLECTIVE ACTION WAIVER.

To the fullest extent allowed by applicable law, you and the Company agree that neither you nor the Company may participate as a class representative, private attorney general, or as a member of any class of claimants for any Dispute subject to arbitration or for any non-arbitrable claim pursued in court. The arbitrator and any court shall construe the agreement to arbitrate and the agreement to waive class or collective actions in any manner that will render them enforceable and give them effect. If, for any reason, this class or collective action waiver is deemed unenforceable by a court or arbitrator, you agree that the parties’ contract to arbitrate is then entirely void. If any portion of these Terms other than the class action waiver is found illegal or unenforceable, such portion shall be severed and the remainder of these Terms shall be given full force and effect. Any Dispute subject to any such portion of these Terms shall be decided by the arbitrator.

E. GOVERNING LAW.

Unless these Terms include express language to the contrary, all Disputes shall be governed by and construed under the laws of Panama without regard to choice of law principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. This paragraph will be interpreted as broadly as applicable law permits.

F. EXCEPTIONS TO NEGOTIATIONS AND ARBITRATION.

You and the Company agree that the following Disputes are not subject to the above provisions concerning negotiations and binding arbitration:

1. any Dispute seeking to enforce or protect, or concerning the validity of, any of the Company’s intellectual property rights;
2. any Dispute related to, or arising from, claims that the other party has committed piracy;
3. individual actions duly filed in a small-claims court of competent jurisdiction on a non-representative basis; any claim within the jurisdictional limits of the small claims courts;
4. enforcement actions pursued through a governmental agency if permitted by applicable law;
5. the Company’s right to seek injunctive relief to preserve the status quo pending or during an arbitration.

Claims excluded from arbitration under this section are subject to the choice of law, forum selection, and jury waiver clauses set forth in these Terms.

We may collect information from our users through the Platform in order to better understand their needs and usage patterns, which can be used to inform future improvements to the Platform and provide a more personalized experience. Information being collected may include, without limitation, the following:

• Users, pageviews, sessions
• Source (e.g. google, social, direct)
• Time spent on site
• Users info (country, browser language)

1. You understand and agree that the Platform may not be used, accessed, downloaded, or otherwise exported, reexported, or transferred in contravention of applicable export control, economic sanctions, and import laws and regulations, including, but not limited to, the U.S. Export Administration Regulations (“EAR”) and regulations promulgated by the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”). You represent and warrant that you (1) are not subject to any sanctions or export restrictions (including without limitation, U.S. or UN imposed sanctions or export restrictions) and otherwise are eligible to utilize the Platform under applicable laws and regulations; (2) are not located or ordinarily resident in a country or region subject to comprehensive or near-comprehensive sanctions/embargo (including without limitation, U.S. or UN imposed sanctions or embargoes), unless your use of the Platform in such country or region is authorized by applicable law; (3) are not an official, employee, agent, or contractor of, or directly or indirectly acting or purporting to act for or on behalf of, a government (including any political subdivision, agency, or instrumentality thereof or any person directly or indirectly owned or controlled by the foregoing) or political party (e.g., Cuban Communist Party, Workers’ Party of Korea) subject to U.S. or UN sanctions/embargo or any other entity in a sanctioned/embargoed country or region or subject to U.S. or UN imposed based sanctions/embargo; and (4) will not use the Platform in connection with an end-use prohibited by applicable law.

2. The Company may assign these Terms, in whole or in part, to any person or entity at any time with or without your consent. You may not assign these Terms without the Company’s prior written consent. Your assignment of these Terms without the Company’s prior written consent shall be void.

3. The Company’s failure to enforce a provision of these Terms shall not be construed as a (i) waiver of such provision, or (ii) diminishment of any right to enforce such provisions. Further, the Company may choose to waive enforcement of a provision of these Terms in a particular instance; however, you are still obligated to comply with that waived provision in the future.

4. Notices.

5. The Company shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of the Company, such as natural disasters, unforeseen intrusions into our cyberspace, war, terrorism, riots, embargoes, acts of civil or military authorities, acts of God, fire, floods, accidents, pandemics, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.

6. If any part of these Terms is determined to be invalid or unenforceable, then that portion shall be severed, and the remainder of these Terms shall be given full force and effect.

7. These Terms, along with the Company’s other applicable agreements and terms reference herein, constitutes and contains the entire agreement between the parties with respect to the subject matter hereof and supersedes any prior oral or written agreements.

8. Any provisions of these Terms that by its construction are intended to survive the termination of such Terms shall survive. This includes, without limitations, Sections 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 15, 16, 18 (to the extent applicable).