\n Last updated: [February 2, 2026]\n
\n\n\n These Platform Terms and Conditions (these “Terms”) govern your access to and use of the websites, mobile applications, and other online interfaces operated by Nexo US, LLC (collectively, the “Platform”). By accessing or using the Platform in any way, you: (i) acknowledge that you have read and understood these Terms; and (ii) agree to be legally bound by these Terms, our Privacy Policy (available at https://nexo.com/terms?id=privacy-policy-us), and any additional terms or disclosures applicable to specific products, services, or features (collectively, “Product Terms”).\n
\n\n\n If you do not agree to these Terms, you must not use the Platform.\n
\n\n\n The Platform is intended only for individuals who are at least 18 years of age (or the age of majority in their jurisdiction, if higher). By using the Platform, you represent and warrant that you meet this eligibility requirement.\n
\n\n\n These Terms govern only your use of the Platform. Your use of any particular financial product or service accessible through the Platform will be governed by separate agreements between you and one or more third-party service providers and/or affiliates (defined below). You acknowledge that you will be required to review and accept such separate agreements before accessing those products or Services.\n
\n\n\n For purposes of these Terms, the following capitalized terms have the meanings set forth below. Capitalized terms used but not defined in these Terms have their meaning in the context in which they are used.\n
\n\n\n 1.1. “Account” means your Platform account and, as applicable, any product or sub-account accessible through the Platform and maintained by a Service Provider in connection with the Services.\n
\n\n\n 1.2. “Adviser” means Gravitalix Financial LLC or any other SEC-registered investment adviser affiliate or third-party adviser identified on the Platform as providing advisory services to eligible users.\n
\n\n\n 1.3. “Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with Nexo US, LLC.\n
\n\n\n 1.4. “Applicable Law” means all applicable federal, state, local, and foreign laws, rules, regulations, regulatory guidance, self-regulatory organization rules, sanctions programs, and court or governmental orders, in each case as applicable to Provider, Service Providers, the Platform, the Services, and/or you.\n
\n\n\n 1.5. “Bank Partner” means any depository institution or other banking partner (including, where applicable, FDIC-insured banks).\n
\n\n\n 1.6. “Bonded NEXO Tokens” means NEXO Tokens that are designated as opted-in to the loyalty or rebate program feature(s) (as applicable), and that are subject to transfer, withdrawal, sale, and/or trading restrictions while opted-in, as displayed on the Platform and described in the applicable Product Terms.\n
\n\n\n 1.7. “Counter Asset” means the second asset in a Trading Pair, as indicated on the Platform, which may be purchased or received in an Exchange Transaction.\n
\n\n\n 1.8. “Digital Assets” means cryptocurrencies, stablecoins, tokens, and other blockchain-based digital assets supported for use in connection with the Services.\n
\n\n\n 1.9. “Dispute” means any dispute, claim, or controversy arising out of or relating to these Terms, your access to or use of the Platform, any communications you receive, or any products or services offered through the Platform.\n
\n\n\n 1.10. “Eligible Assets” means the assets, balances, and/or positions that are eligible to be counted for purposes of any program tiering, rebates, benefits, or calculations, as determined by Provider and/or the applicable Service Provider(s) and displayed on the Platform and/or in applicable Product Terms.\n
\n\n\n 1.11. “Exchange” means any third-party trading venue, liquidity provider, market intermediary, or similar platform used by a Service Provider to execute Exchange Transactions.\n
\n\n\n 1.12. “Exchange Price” means the price at which an Exchange Transaction is executed by or through a Service Provider, including any applicable fees, spreads, mark-ups, and/or other pricing components embedded in or reflected by the execution.\n
\n\n\n 1.13. “Exchange Service” means any exchange, swap, conversion, or trading functionality made available through the Platform and executed by or through one or more Service Providers. 1.14. “Exchange Transaction” means the execution of one or more buy/sell, swap, or conversion transactions involving a Trading Pair (or fiat equivalent, where applicable) that you initiate through the Platform and that is executed by or through a Service Provider on one or more Exchanges.\n
\n\n\n 1.15. “Fees” means any fees, charges, spreads, mark-ups, network fees, withdrawal fees, execution fees, issuer fees, banking fees, or other costs applicable to your use of the Platform or any Service, as disclosed on the Platform and/or in applicable Product Terms or Service Provider agreements.\n
\n\n\n 1.16. “Fork” means any fork, chain split, token migration, redenomination, airdrop, protocol upgrade, or similar network event that may affect Digital Assets.\n
\n\n\n 1.17. “KYC” means know-your-customer, identity verification, customer due diligence, and related onboarding and monitoring requirements.\n
\n\n\n 1.18. “AML” means anti-money laundering, counter-terrorist financing, sanctions compliance, and related financial crime compliance requirements.\n
\n\n\n 1.19. “NEXO Ratio” means the percentage of NEXO Token value relative to Portfolio Value, calculated using Provider’s and/or Service Providers’ methodologies (including valuation sources, snapshot timing, rounding, exclusions, and eligibility rules), as displayed on the Platform.\n
\n\n\n 1.20. “NEXO Token” means the Digital Asset identified on the Platform as “NEXO” (or any successor or replacement asset designated by Provider).\n
\n\n\n 1.21. “Network Fees” means blockchain network, miner/validator, gas, or similar transaction fees required to process a transaction on a Digital Asset Network.\n
\n\n\n 1.22. “OFAC” means the U.S. Department of the Treasury’s Office of Foreign Assets Control.\n
\n\n\n 1.23. “Order” means your instruction submitted via the Platform to execute an Exchange Transaction and to settle the resulting assets (or fiat equivalent, where applicable) into one or more wallets, accounts, or sub-accounts reflected in the Platform interface. 1.24. “Platform” means the websites, mobile applications, and other online interfaces operated by Provider through which users may access the Services.\n
\n\n\n 1.25. “Platform Materials” means the Platform and all associated content, software, interfaces, text, graphics, images, logos, icons, and other materials owned by Provider and/or its licensors, excluding Your Content.\n
\n\n\n 1.26. “Portfolio Value” means the total USD-equivalent value of Eligible Assets in your Account(s), calculated using Provider’s and/or Service Providers’ pricing, valuation, and eligibility methodologies (including the timing and frequency of snapshots), and excluding any categories Provider or a Service Provider determines to exclude (e.g., restricted balances, pending transactions, promotional balances), as displayed on the Platform.\n
\n\n\n 1.27. “Product Terms” means any additional terms, disclosures, policies, schedules, risk disclosures, program terms (including any rebate program appendix), and/or consents applicable to specific products, services, features, or promotions accessible through the Platform. 1.28. “Provider” means Nexo US, LLC, a Delaware limited liability company. 1.29. “Rebate” means a credit, refund, discount, fee credit, or similar amount (whether denominated in fiat currency or Digital Assets) that Provider and/or any applicable Service Provider(s) may apply to your Account in connection with an eligible program, promotion, tier, feature, or product benefit (including, without limitation, rebates of Fees, Network Fees, withdrawal fees, exchange/execution fees, spreads, or other charges), as displayed on the Platform and subject to eligibility conditions, caps, limits, reversals, and exclusions set forth in applicable Product Terms.\n
\n\n\n 1.30. “Risk Disclosure” means the U.S. Digital Asset Risk Disclosure Appendix attached to these Terms (and any product-specific risk disclosures provided by Service Providers), as amended from time to time.\n
\n\n\n 1.31. “Services” means the products, services, features, and functionality made accessible through the Platform, including informational displays, account views, and the ability to submit instructions, in each case as provided by Provider and/or one or more Service Providers. 1.32. “Service Providers” means Provider’s Affiliates and third-party service providers that provide, administer, support, execute, custody, settle, or otherwise enable one or more Services, including, as applicable, Bank Partners, custodians, exchanges, wallet providers, money services businesses, and liquidity providers.\n
\n\n\n 1.33. “Supported Digital Assets” means the Digital Assets that Provider and/or Service Providers make available for deposit, withdrawal, transfer, custody, trading, or other use through the Platform at a given time, as indicated on the Platform.\n
\n\n\n 1.34. “Supported Digital Asset Networks” means the blockchain networks (including any supported token standards) that Provider and/or Service Providers make available for transfers of Supported Digital Assets, as indicated on the Platform.\n
\n\n\n 1.35. “Trading Pair” means a Base Asset and a Counter Asset, as displayed on the Platform, for which an Exchange Transaction may be executed.\n
\n\n\n 1.36. “Base Asset” means the first asset in a Trading Pair, as indicated on the Platform, that may be sold or exchanged in an Exchange Transaction.\n
\n\n\n 1.37. “Wallet Address” means the public address (and any required memo, destination tag, or similar identifier) used to deposit, transfer, or withdraw a Digital Asset on a Digital Asset Network. 1.38. “Your Content” means any audio, video, text, data, images, or other material you upload, submit, or otherwise make available on or through the Platform.\n
\n\n\n PLEASE NOTE THAT APPENDIX II BELOW CONTAINS A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT AFFECT YOUR RIGHTS IN THE EVENT OF A DISPUTE.\n
\n\n\n 2.1.Contracting Entity These Terms form a legally binding agreement between you and Nexo US, LLC, a Delaware limited liability company (“Provider,” “we,” “us,” or “our”).\n
\n\n\n 2.2.Platform Role Provider operates the user interface and technology layer that allows you to: (i) view balances, portfolios, and activity; (ii) submit instructions; and (iii) access certain digital asset-related and financial products and services (collectively, the “Services”).\n
\n\n\n Except where explicitly stated in a separate written agreement, Provider does not itself: • provide investment advisory services; • act as a bank, trust company, custodian of record, or broker-dealer; • accept deposits or provide FDIC- or SIPC-insured products; • act as lender of record for any loan or credit product; or • execute trades as principal or broker.\n
\n\n\n Any “wallets,” “balances,” “portfolios,” or similar views on the Platform are informational displays reflecting services provided by third parties and Affiliates and do not, by themselves, create a custodial, fiduciary, lending, or bailment relationship with Provider. Provider makes no representations or warranties regarding the accuracy, completeness, or timeliness of such displays, which are provided “as is” for informational purposes only.\n
\n\n\n Any tools, calculators, model portfolios, allocations, market data, yield projections, or other information presented on the Platform are for general informational and educational purposes only and do not constitute individualized investment advice or a recommendation to engage in any transaction.\n
\n\n\n 2.3.Service Providers and Affiliates Many Services accessible through the Platform are provided by independent service providers and Affiliates (collectively, “Service Providers”), which may include, without limitation:\n
\n\n\n The availability, scope, and roles of specific Service Providers may change over time and may vary by state, client type, and product. Nexo US, LLC (“Provider”) will provide reasonable notice of material changes to Service Provider relationships that may affect your use of the Services, except where immediate changes are required by law, regulation, or to address security or operational risks.\n
\n\n\n Provider and certain Service Providers may receive fees or other compensation in connection with providing or facilitating access to particular Services, as further described in applicable Product Terms and disclosures.\n
\n\n\n 2.4.Separate Agreements Your rights and obligations with respect to any specific Service will be governed by separate agreements between you and the applicable Service Provider(s), which may include: • an investment management agreement and related disclosures with a registered investment adviser; • loan agreements, and related documentation with a Bank Partner, or other lender; • custodial, account, and payment services agreements with a Bank Partner and/or Bakkt; and • additional product-specific terms, risk disclosures, and consents.\n
\n\n\n Unless explicitly stated otherwise, Provider is not a party to those agreements and is not responsible for the obligations of any Service Provider, except as required by applicable law. 5 In the event of a conflict between these Terms and any Product Terms or Service Provider agreement that governs a specific product, the Product Terms or Service Provider agreement will control with respect to that product.\n
\n\n\n Provider is not an investment adviser and does not act as a fiduciary to you. Provider does not provide investment, financial, legal, tax, or other professional advice merely by making the Platform available or by displaying information about products or Services. Unless and until you enter into a separate written advisory agreement with a registered investment adviser and are accepted as its client, nothing on or through the Platform constitutes (a) advice of any kind, (b) a recommendation or solicitation to buy, sell, or hold any digital asset, or to use any product or Service, or (c) the creation of any fiduciary, advisory, or similar relationship between you and Provider.\n
\n\n\n An SEC-registered investment adviser affiliate (such as Gravitalix Financial LLC) or another registered investment adviser (each, an “Adviser”) may act as your investment adviser and fiduciary only if and when you enter into a separate advisory agreement with that Adviser and are accepted as an advisory client. Any summaries of Adviser programs, yield strategies, model portfolios, or allocations made available through the Platform are provided solely for general informational and educational purposes, are not tailored to your individual circumstances, and are qualified in their entirety by the Adviser’s Form ADV (as amended from time to time) and the specific agreements and disclosures you receive from the Adviser.\n
\n\n\n Provider does not monitor your overall financial circumstances, risk tolerance, or investment objectives and does not undertake any duty to update, tailor, or otherwise modify content on the Platform for your particular situation. You are solely responsible for evaluating your financial situation, risk tolerance, and investment objectives and for making independent decisions about whether and how to use the Platform, products, or Services. You should consult your own legal, tax, and financial advisers as you deem appropriate.\n
\n\n\n You may be required to create a Platform account and provide information to use certain Platform features.\n
\n\n\n You agree that:\n
\n\n\n • all information you provide is accurate, current, and complete; • you will promptly update such information to keep it accurate and current; and • you are solely responsible for maintaining the confidentiality and security of your login credentials and any API keys.\n
\n\n\n You are responsible for all activities that occur under your account. You agree to notify Provider promptly of any actual or suspected unauthorized access to or use of your account or credentials.\n
\n\n\n Provider will never request your password or multi-factor authentication codes by email, SMS, or through third-party messaging applications. You agree not to share your credentials or security codes with any other person and to use appropriate security measures on any device you use to access the Platform (including using up-to-date antivirus and anti-malware software where appropriate). To the fullest extent permitted by law, Provider is not responsible for losses resulting from your failure to safeguard your account credentials, your devices, or your email or telecommunications accounts.\n
\n\n\n Provider and the Service Providers may, in their discretion, limit, suspend, or terminate access to the Platform or particular Services for any reason, including for compliance with law, risk management, platform integrity, or violation of these Terms or other applicable terms. Where practicable and legally permissible, Provider will provide you with prior notice and an opportunity to remedy any violation before terminating your access, except in cases involving suspected fraud, illegal activity, security threats, or where immediate action is required by law or regulation.\n
\n\n\n Except for Your Content as defined below, Provider and/or its licensors own all right, title, and interest in and to:\n
\n\n\n • the Platform and all associated software; • all text, graphics, user interfaces, images, logos, icons, and other content displayed on the Platform; and • all related copyrights, trademarks, trade dress, and other intellectual property rights (collectively, “Platform Materials”).\n
\n\n\n Subject to these Terms, Provider grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Platform Materials solely for your personal, non-commercial use in connection with the Platform.\n
\n\n\n You may not copy, reproduce, modify, distribute, publicly display, or create derivative works from Platform Materials; decompile, reverse engineer, or attempt to derive the source code of any software associated with the Platform; or use any of Provider’s trademarks, logos, or trade names without Provider’s prior written consent.\n
\n\n\n 6.1.Prohibited Activities. Sanctions Representations You agree that you will not use the Platform or Services, directly or indirectly, to: ● violate any applicable federal, state, or local law, regulation, or order (including securities, commodities, banking, money transmission, consumer protection, tax, anti-money laundering, or sanctions laws);\n
\n\n\n 6.2. Know Your Customer, Anti-Money Laundering, and Sanctions Screening You acknowledge that Provider and the Service Providers may collect, verify, and retain information about you in order to comply with applicable know-your-customer (“KYC”), anti-money laundering (“AML“), and sanctions obligations; and monitor and detect suspicious activity.\n
\n\n\n You agree to provide accurate and complete information and documentation as requested and to promptly update such information if it changes. Provider and the Service Providers may decline or suspend Services or close accounts if you fail to provide required information or if your use of the Platform or Services presents an unacceptable risk. In the event of account suspension or closure, you will be provided with reasonable access to withdraw your funds, subject to applicable law and any holds required for legal or regulatory compliance.\n
\n\n\n You may not use or access the Platform or any Services if you are located in, under the control of, or a national or resident of any country or territory subject to comprehensive U.S. sanctions, or if you are otherwise a prohibited party under applicable export control or sanctions laws. You are solely responsible for complying with all applicable export, re-export, and import control laws and regulations in connection with your use of the Platform.\n
\n\n\n “Your Content” means any audio, video, text, data, images, or other material you upload, submit, or otherwise make available on or through the Platform. By providing Your Content, you grant Provider a non-exclusive, worldwide, royalty-free, sublicensable, transferable license (that survives termination of your account solely to the extent necessary to maintain historical records and comply with legal obligations) to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display Your Content as reasonably necessary to operate, improve, and provide the Platform and related services. You represent and warrant that you have all rights necessary to provide Your Content and to grant the foregoing license; and Your Content does not violate any law or infringe any third party’s rights. Provider reserves the right, but does not undertake an obligation, to monitor, review, or remove Your Content at any time for any reason, including if Provider believes in good faith that such content violates these Terms, applicable law, or third-party rights. Provider will use reasonable efforts to notify you of any removal of Your Content, except where such notice is prohibited by law or would compromise security or legal investigations.\n
\n\n\n Digital assets, including cryptocurrencies, stablecoins, and tokens (“Digital Assets”): • are generally not legal tender; • are not backed by any government or central bank; • may not have any intrinsic value, revenue stream, or other source of value; and • are subject to extreme price volatility, technological risk, legal and regulatory uncertainty, and the risk of total loss.\n
\n\n\n Digital Assets held in connection with the Services are not protected by the Federal Deposit Insurance Corporation (“FDIC”), the Securities Investor Protection Corporation (“SIPC”), or any other governmental or private deposit insurance or investor protection scheme, unless otherwise explicitly stated in writing by the applicable Service Provider.\n
\n\n\n Provider does not itself act as a custodian of record for Digital Assets or fiat currency.\n
\n\n\n Depending on the product and your location:\n
\n\n\n Any FDIC insurance that may apply typically:\n
\n\n\n Digital assets and digital asset–related products and Services accessible through the Platform (including trading and swap transactions executed by or through Service Providers) involve substantial risk and are not suitable for all persons. You may lose some or all of the Digital Assets and/or fiat value you contribute. Performance and returns are not guaranteed.\n
\n\n\n Without limiting the full Risk Disclosure in APPENDIX III, the most important risks include: ● Extreme Volatility and Liquidity Risk. Digital Asset prices can be highly volatile, markets can become illiquid, spreads can widen, and you may be unable to buy, sell, withdraw, or transfer assets at desired times or prices.\n
\n\n\n By accessing or using the Platform and/or any Service, you acknowledge that you have read and understand the risks described in this Section 9.1 and APPENDIX III (U.S. Digital Asset Risk Disclosure), and you agree to assume all such risks, including the risk of total loss.\n
\n\n\n 9.2 Full Risk Disclosure Incorporated by Reference.\n
\n\n\n The “U.S. Digital Asset Risk Disclosure” attached as APPENDIX III (the “Risk Disclosure”) is incorporated by reference into these Terms and forms part of the agreement between you and Provider. If there is any inconsistency between this Section 10 and the Risk Disclosure, the Risk Disclosure will control with respect to risk-related disclosures.\n
\n\n\n 9.3 Product-Specific Disclosure. Adviser Disclosures.\n
\n\n\n Additional risks, limitations, eligibility requirements, fees, and other terms may be described in applicable Product Terms and/or Service Provider agreements and disclosures (including, where applicable, an investment adviser’s Form ADV and advisory agreement). In the event of a conflict between this Section 10 or the Risk Disclosure and Product Terms or a Service Provider agreement governing a specific product or Service, the Product Terms or Service Provider agreement will control with respect to that product or Service.\n
\n\n\n 9.4 Acknowledgement.\n
\n\n\n Provider and/or Service Providers may but have no obligation to support any Fork, airdrop, token migration, redenomination, or other network event. Provider and/or Service Providers may determine, in their sole discretion, whether to: (i) suspend deposits/withdrawals; (ii) require user action by a deadline; (iii) treat one version of an asset as the Supported Digital Asset; and/or (iv) credit any resulting assets, in each case subject to Applicable Law and operational considerations. You acknowledge that network events may result in downtime, loss of value, or the inability to access or transfer affected Digital Assets.\n
\n\n\n You may deposit, transfer, or withdraw only Supported Digital Assets using Supported Digital Asset Networks, as indicated on the Platform. Provider and/or Service Providers may change supported assets, networks, and processing requirements at any time.\n
\n\n\n You are solely responsible for selecting the correct Digital Asset, Wallet Address, and network when initiating any deposit, transfer, or withdrawal. Transfers sent to an incorrect address, an unsupported network, or without required information (including memo/tag fields) may be lost, unrecoverable, or subject to delays and additional fees.\n
\n\n\n Deposits are credited to your Account only after the relevant Digital Asset Network reaches the number of confirmations required by Provider and/or the applicable Service Provider. Provider and/or Service Providers may delay crediting or processing deposits/withdrawals due to network congestion, forks, outages, compliance review, fraud prevention, security checks, or other operational or risk considerations.\n
\n\n\n Deposits and withdrawals may be subject to Network Fees and/or other fees disclosed on the Platform or in applicable Product Terms. Provider and/or Service Providers may batch transactions or use third-party infrastructure to process transfers.\n
\n\n\n You agree to provide any information requested in connection with a transfer, including information about the originator, beneficiary, and destination Wallet Address, as required by Applicable Law (including applicable “travel rule” requirements). Provider and/or Service Providers may refuse, delay, or block transfers as required by Applicable Law or risk controls.\n
\n\n\n Blockchain transactions may be irreversible. Provider generally cannot reverse or cancel a transaction once broadcast to a Digital Asset Network.\n
\n\n\n 11.7. Withdrawal Limits. Requests. Changes. Withdrawals may be subject to limits (including per-transaction and periodic limits such as daily, weekly, monthly, or annual limits), as displayed on the Platform or in your Account. Limits may vary based on the Digital Asset, your verification status, security and fraud controls, compliance requirements, and other operational factors. You may request an increase to your withdrawal limits by contacting us at nexous@nexo.com (or as otherwise shown on the Platform). Provider and/or applicable Service Providers may, to the fullest extent permitted by Applicable Law, approve, deny, condition, or partially fulfill such requests and may modify, suspend, or reduce withdrawal limits, including to zero, and impose or change withdrawal-related Fees as disclosed on the Platform, with notice where practicable or as required by Applicable Law.\n
\n\n\n The exchange, swap, and trading functionality made available through the Platform (the “Exchange Service”) is a “Product” and “Service” governed by these Terms. This Section 12 constitutes additional “Product Terms” applicable specifically to your use of the Exchange Service and is incorporated into, and forms part of the Platform Terms and Conditions.\n
\n\n\n In the event of any conflict between this Section 12 and any other provision of these Terms with respect to the Exchange Service, this Section 12 will control. Otherwise, the remainder of these Terms continue to apply in full.\n
\n\n\n In addition to the eligibility requirements in Section 4 (Eligibility, Registration, and Account Security) and Section 6 (Prohibited Use. Compliance):\n
\n\n\n 12.2.1. You may use the Exchange Service only if you have a valid Platform account in good standing and have satisfied all applicable onboarding, identity verification, and KYC/AML requirements.\n
\n\n\n 12.2.2.1. subject to sanctions or listed on any restricted party list; or\n
\n\n\n 12.2.2.2. located in, organized under the laws of, or ordinarily resident in any jurisdiction that Provider or a Service Provider has designated as prohibited or restricted for Exchange Service access, in each case as determined in our reasonable discretion and consistent with Applicable Law.\n
\n\n\n Provider and the Service Providers may, in their discretion and without liability to you, limit, suspend, or terminate your access to the Exchange Service for risk, compliance, operational, or other legitimate business reasons, subject to Applicable Law and these Terms.\n
\n\n\n As described in Section 2, Provider operates the user interface and technology layer (the “Platform”) through which you may view balances, submit Orders, and access the Exchange Service. Provider does not itself:\n
\n\n\n 12.3.1.1. act as a national securities exchange, ATS, broker-dealer, market maker, or introducing broker;\n
\n\n\n 12.3.1.2. act as a bank, trust company, or custodian of record for Digital Assets; or 12.3.1.3. provide investment, legal, tax, or other personalized advice by merely making the Exchange Service available or displaying information about any transaction.\n
\n\n\n 12.3.2. Service Providers. One or more third-party Service Providers (for example, licensed virtual currency service providers, money services businesses, Bank Partners, or other regulated entities) may: (i) Execute Exchange Transactions as principal or agent; (ii) provide liquidity, pricing, and market access; and (iii) hold or settle Digital Assets and fiat currency in wallets, sub-accounts, or omnibus accounts.\n
\n\n\n Your relationship with each such Service Provider is governed by that provider’s own user agreement and disclosures, which you may be required to accept before using the Exchange Service.\n
\n\n\n Pricing, quotes, charts, analytics, research, and other data displayed via the Exchange Service are provided for informational purposes only and do not constitute a recommendation or solicitation by Provider or any Service Provider to buy, sell, or hold any Digital Asset or to enter into any particular transaction.\n
\n\n\n To initiate an Exchange Transaction, you must select: (i) the Trading Pair (Base Asset and Counter Asset); ( and (ii) the amount of the Base Asset to sell or the amount of the Counter Asset to purchase, as permitted by the Platform.\n
\n\n\n Depending on availability and your jurisdiction, the Exchange Service may support one or more of the following Order types:\n
\n\n\n Once submitted, your Order is routed to and processed by the applicable Service Provider and/or Exchange. You may view the status of your Orders via the Platform. Processing times are not guaranteed and may be impacted by network congestion, market conditions, venue outages, or other factors outside of Provider’s control.\n
\n\n\n You understand and agree that:\n
\n\n\n 12.3.4.5. Settlement of Proceeds. Upon successful execution of an Exchange Transaction, the resulting Counter Assets (or fiat equivalent) will be credited to the applicable wallet or sub-account displayed on the Platform and the Base Asset will be debited, in each case subject to any holds, restrictions, or settlement procedures of the relevant Service Providers.\n
\n\n\n Provider and the Service Providers may impose limits or restrictions on:\n
\n\n\n Such limits may be changed at any time and may be displayed in your account, communicated to you, or applied automatically by system controls.\n
\n\n\n Once submitted, Orders may be non-cancelable, in whole or in part, particularly for market-style Swap Orders.\n
\n\n\n 12.3.4.8. Finality. Except as expressly set forth in these Terms or as required by Applicable Law, Exchange Transactions are generally irreversible and final once executed.\n
\n\n\n 12.3.4.9. An Order may be rejected or cancelled, in whole or in part, by Provider, a Service Provider, or an Exchange for reasons including:\n
\n\n\n Subject to Applicable Law, Provider or a Service Provider may reverse or reasonably adjust an executed Exchange Transaction in the event of a clear and demonstrable error (for example, a manifestly erroneous price that materially deviates from prevailing market levels due to a system or technical failure). If an adjustment or reversal occurs, your balances may be corrected to reflect the intended transaction (including debiting the Counter Assets and re-crediting the Base Assets in the case of a reversal).\n
\n\n\n 12.4.1. Your use of the Exchange Service may be subject to fees, including transaction-based fees, spreads or mark-ups embedded in the Exchange Price, network or gas fees, and fees charged directly by Service Providers or Exchanges.\n
\n\n\n 12.4.2. To the extent reasonably practicable, applicable fees will be disclosed on the Platform or in a Provider fee schedule prior to your confirmation of an Order, recognizing that some third-party fees (such as network, issuer, or bank fees) may not be fully determinable in advance.\n
\n\n\n 12.4.3. You are solely responsible for any third-party fees imposed by your bank, card issuer, or other financial institutions.\n
\n\n\n 12.5.1. As described in Section 9 Digital Assets and fiat currency visible in connection with the Exchange Service are generally held by third-party Service Providers, not by Provider. The specific custody arrangements and any applicable insurance protections are governed by the relevant Service Provider agreements and disclosures.\n
\n\n\n 12.5.2. Certain balances may be restricted from use in the Exchange Service (for example, pledged collateral, locked balances, or assets participating in other products). Any such restrictions will be reflected in your account interface or in applicable Product Terms.\n
\n\n\n 12.5.3. Digital Assets used in or resulting from Exchange Transactions are not protected by FDIC or SIPC insurance, and may not be recoverable in the event of insolvency of a Service Provider, except as expressly disclosed by that Service Provider and as described in Section 9 of these Terms.\n
\n\n\n In addition to your other representations and covenants under these Terms, you represent, warrant, and agree that:\n
\n\n\n 12.6.1. you have full power and authority to enter into and perform these Exchange-related obligations and to engage in Exchange Transactions;\n
\n\n\n 12.6.2. any assets used in or resulting from Exchange Transactions are not derived from illegal activity, including money laundering, terrorist financing, fraud, or other criminal conduct; 12.6.3. you will not use the Exchange Service in violation of these Terms, any applicable Service Provider terms, or Applicable Law (including sanctions, AML, and market-manipulation laws); 12.6.4. you understand and accept the risks associated with Digital Assets and Exchange Transactions, as described in Section 10 and APPENDIX III (U.S. Digital Asset Risk Disclosure); and\n
\n\n\n 12.6.5. you are solely responsible for determining the suitability of any Exchange Transaction, including from a legal, tax, accounting, and investment perspective.\n
\n\n\n The digital asset and product-specific risks described in Section 10 and in APPENDIX III (U.S. Digital Asset Risk Disclosure) apply in full to your use of the Exchange Service. These include, without limitation, risks related to market volatility, liquidity, technology and operational failures, custody and counterparty risk, legal and regulatory changes, and tax and reporting uncertainties. If you do not understand or are not comfortable with these risks, you should not use the Exchange Service.\n
\n\n\n Exchange Transactions may be taxable events under U.S. federal, state, and local law (and the laws of other jurisdictions, if applicable). You are solely responsible for determining, reporting, and paying all taxes that may arise from your Exchange Transactions and related activities, as further described in Section 13 of these Terms.\n
\n\n\n Provider reserves the right, in its sole and absolute discretion and without liability (except as required by Applicable Law), to refuse to process, reject, cancel, or otherwise decline any instruction, request, transaction, Order, or other action you submit or attempt to submit through the Platform in connection with any Services, including for purposes of compliance with Applicable Law, risk management, sanctions/KYC/AML controls, fraud prevention, market integrity, operational integrity, or platform security.\n
\n\n\n Your access to, and use of, the Platform and any Services (including depositing/topping up, withdrawing, transferring, exchanging, swapping, trading, converting, staking/unstaking (if available), participating in loyalty features, or otherwise moving Digital Assets or fiat value) may be subject to limits, holds, velocity controls, minimum/maximum thresholds, geographic restrictions, eligibility requirements, and other restrictions imposed by Provider and/or applicable Service Providers, as may be amended from time to time in Provider’s sole and absolute discretion (and/or as required by Service Providers or Applicable Law).\n
\n\n\n 13.3. Suspension. Restriction. Termination. Freezes. Provider may, at any time and without liability (except as required by Applicable Law), suspend, limit, restrict, reverse, or terminate: (i) your access to or use of the Platform; (ii) any Service or feature; and/or (iii) your Platform account or the functionality associated with your account (including by placing holds or restrictions on assets, refusing to process instructions, or freezing or closing your account), including, without limitation, in any of the following circumstances:\n
\n\n\n 13.3.1 you breach these Terms, any applicable Product Terms, or any applicable Service Provider terms;\n
\n\n\n 13.3.2 Provider determines, in its sole and absolute discretion, that such action is necessary or advisable to comply with any regulator request, court order, law enforcement request, governmental action, or Applicable Law;\n
\n\n\n 13.3.3 Provider suspects that any transaction, instruction, or your use of the Platform or Services may be erroneous, unauthorized, fraudulent, manipulative, or connected with unlawful activity (including money laundering, terrorist financing, sanctions evasion, or other financial crime), or that your account credentials, devices, or communications channels may be compromised;\n
\n\n\n 13.3.4 your account or assets are subject to legal process, governmental inquiry, dispute, lien, levy, attachment, garnishment, forfeiture, receivership, bankruptcy-related hold, or similar proceeding; 13.3.5 to remediate, investigate, or mitigate any defect, vulnerability, outage, compromise, or security incident affecting any system, network, vendor, or information asset related to the Platform or Services;\n
\n\n\n 13.3.6 for compliance and monitoring reasons, including where Provider identifies anomalies or discrepancies between your profile, activity, and expected usage patterns, or where enhanced diligence is required;\n
\n\n\n 13.3.7 for maintenance, upgrades, changes, or deprecations to the Platform or any Services or any dependent systems or integrations;\n
\n\n\n 13.3.8 if you do not meet (or cease to meet) any eligibility criteria applicable to the Platform or any Service (including geographic, onboarding, KYC/AML, sanctions, minimum balance, or other risk criteria), or if eligibility criteria change; or\n
\n\n\n 13.3.9 if Provider (or a Service Provider) discontinues, limits, or changes support for any Digital Asset, trading venue, liquidity source, banking rail, payment method, wallet type, feature, or component of any Service.\n
\n\n\n In the circumstances above, your assets and/or account functionality may be restricted or frozen for an indefinite period to the extent necessary to resolve the relevant issue, comply with Applicable Law, satisfy risk controls, or address operational or security requirements.\n
\n\n\n 13.4 Changes. Discontinuation. Provider may, at any time and without liability (except as required by Applicable Law), modify, suspend, terminate, or discontinue any aspect of the Platform or any Services (including supported Digital Assets, features, content, fee schedules, limits, eligibility criteria, Service Providers, or integrations), and Provider does not guarantee that any specific feature, Digital Asset, Service, or functionality will remain available.\n
\n\n\n 13.5 Reversals; Adjustments; Errors; Abuse. Provider and/or a Service Provider may reverse, cancel, void, or reasonably adjust any transaction, credit, debit, fee assessment, rebate, pricing component, rewards/benefit calculation, or balance entry that occurred (or appears to have occurred) as a result of: (i) a system, pricing, routing, network, vendor, or technical error; (ii) a manifestly erroneous price, quote, or execution; or (iii) your abuse, misuse, or activity in violation of these Terms, any applicable Service Provider terms, or Applicable Law. In such cases, Provider and/or the Service Provider may make any debits, credits, set-offs, or other entries necessary to restore your balances to the state that would have existed absent the error or violation. You are not entitled to retain any benefit resulting from such error or violation and you agree to cooperate fully to effectuate any reversal or adjustment (including by promptly returning any credited amounts, where applicable), to the fullest extent permitted by Applicable Law.\n
\n\n\n 13.6. Negative Balances; Recovery Measures. If your account incurs a negative balance in any asset due to any transaction(s) and/or any reversal or adjustment under Section 13.5, you must promptly remedy the deficit (including by topping up additional assets and/or initiating a transaction, as applicable). You remain fully liable for the negative balance and any associated fees or costs.\n
\n\n\n Provider and/or Service Providers may, in their sole and absolute discretion and to the fullest extent permitted by Applicable Law, use reasonable recovery measures, including set-off against other balances, liquidation of eligible assets (where permitted under applicable terms), and additional restrictions (including withdrawal restrictions) until the deficit is resolved.\n
\n\n\n 13.7. No Requirement to Provide Notice; No Obligation to Execute. If Provider takes any action under this Section 13, Provider may provide notice where practicable, but is not obligated to do so where notice is impractical, impossible, would compromise security or investigations, or is prohibited by law. If Provider lifts a suspension or limitation, Provider is under no obligation to execute any previously rejected, suspended, cancelled, or reversed transaction or instruction at any particular price, on any particular terms, or at all.\n
\n\n\n 13.8. Continuing Obligations. Your obligations under these Terms continue notwithstanding any limitation, suspension, reversal, or termination under this Section 13, and you will not be released from any liability that arose prior to such action.\n
\n\n\n 13.9. Investigations and Checks. Provider may restrict access to the Platform or any Service (including by placing holds or limiting functionality) while Provider conducts reviews or checks to determine whether any of the conditions in this Section 13 are satisfied.\n
\n\n\n 13.10. No Compensation. To the fullest extent permitted by Applicable Law, Provider will not owe you any compensation, payment, or damages in connection with any limitation, suspension, freeze, hold, refusal, cancellation, reversal, adjustment, or termination taken in accordance with this Section 13.\n
\n\n\n 13.11 Indemnity. Disclaimers. Limitation of Liability.\n
\n\n\n 13.11.1 Your indemnification obligations in Section 18 (Indemnification) apply fully to your use of the Platform and any Services.\n
\n\n\n 13.11.2 The disclaimers and limitations of liability in Section 16 (No Warranties) and Section 17 (Limitation of Liability) apply fully to the Platform and Services. Without limiting those sections, Provider is not liable for losses arising from: (i) market movements, volatility, spreads, slippage, or liquidity conditions; (ii) failures, delays, outages, or acts/omissions of Service Providers, Exchanges, banks, networks, or other third parties; or (iii) any action taken under this Section 13 (including any suspension, cancellation, or adjustment), except to the extent liability cannot be limited under Applicable Law.\n
\n\n\n 13.12 No Waiver; Other Rights. Provider’s rights under this Section 13 are in addition to, and without prejudice to, any other rights or remedies available to Provider under these Terms, Applicable Law, or otherwise.\n
\n\n\n You are solely responsible for determining your tax obligations in connection with your use of the Platform and any Services; reporting and paying all applicable taxes arising from your transactions and holdings; and maintaining records sufficient to determine any tax obligations.\n
\n\n\n Provider does not provide tax advice, and you should consult with a qualified tax professional regarding your specific tax obligations. Certain Service Providers may provide tax documents (such as, Forms 1099) when required by law, but you remain solely responsible for your own tax compliance and reporting obligations.\n
\n\n\n 15.1. Electronic Delivery Consent. By creating an Account, accessing, or using the Platform or any Service, you consent to receive communications, disclosures, agreements, statements, notices, and other information from Provider and applicable Service Providers electronically (collectively, “Electronic Communications”). Electronic Communications may include, without limitation: (a) these Terms and Product Terms; (b) account statements, confirmations, receipts, and transaction information; (c) legal and regulatory notices and disclosures; and (d) updates about products, Services, features, and security.\n
\n\n\n 15.2. Methods of Delivery. Provider and/or applicable Service Providers may deliver Electronic Communications by any reasonable electronic means, including email, in-app notifications, SMS/text message, push notification, posting on the Platform, or other electronic methods permitted by Applicable Law.\n
\n\n\n 15.3. Effect of Electronic Communications; “In Writing.” You agree that Electronic Communications are deemed “written” communications and satisfy any legal requirement that communications be provided in writing, to the extent permitted by Applicable Law, and have the same meaning and effect as if provided in paper form.\n
\n\n\n 15.4. Your Contact Information. You are responsible for maintaining accurate and current contact information associated with your Account (including email address and telephone number, and where applicable a mailing address) and for promptly updating such information if it changes. You agree to regularly monitor the communication channels you have provided (including your email account and in-app notifications). To the fullest extent permitted by Applicable Law, Provider is not responsible for any failure to receive communications due to outdated contact information, spam filtering, carrier restrictions, or other factors outside Provider’s reasonable control.\n
\n\n\n 15.5. Paper Copies; Withdrawing Consent. Subject to Applicable Law and any product-specific requirements, you may request paper copies of certain communications and/or withdraw your consent to receive Electronic Communications. Instructions for requesting paper copies or withdrawing consent will be described in the Privacy Policy and/or applicable Product Terms, or otherwise made available on the Platform. You acknowledge that withdrawing consent to Electronic Communications or requesting paper delivery may: (a) delay delivery of information; (b) result in fees to the extent permitted by Applicable Law; and/or (c) limit, suspend, or prevent access to some or all Services that require electronic delivery.\n
\n\n\n 15.6. Service, Security, and Legal Communications. Provider, its Affiliates, and applicable Service Providers may contact you using the contact information you provide (including by email, SMS/text, telephone, in-app message, push notification, or other electronic means) for purposes including account administration, identity verification, fraud prevention, security alerts, transaction and service communications, and legal and regulatory notices.\n
\n\n\n 15.7. Marketing Communications; Opt-Out. Where permitted by Applicable Law, Provider, its Affiliates, and/or applicable Service Providers may send you marketing or promotional communications. You may opt out of marketing communications at any time using the unsubscribe mechanism provided in the message, the Platform settings, or any other method disclosed on the Platform. Opting out of marketing communications will not affect your receipt of transactional, account-related, security, or legally required communications.\n
\n\n\n 15.8. Telephone and Text Message Consent. By providing a telephone number, you consent to receive calls and text messages (including via automated dialing systems and/or prerecorded or artificial voice messages where permitted by Applicable Law) from Provider and applicable Service Providers for transactional, informational, security, and service-related purposes. This consent is not required as a condition of purchasing any goods or services, except to the extent such communications are necessary to provide the Services you request. Message and data rates may apply.\n
\n\n\n 15.9. Notices to Provider. Any notice, request, demand, Dispute Notice, or other communication that you provide to Provider under these Terms (collectively, “Notices to Provider”) must be sent using one of the methods below, as specified on the Platform or in the applicable Product Terms:\n
\n\n\n 15.9.1. By Email. To the email address designated by Provider for notices, as displayed on the Platform and/or in the applicable Product Terms (the “Notice Email Address”); and/or\n
\n\n\n 15.9.2. By Mail or Courier. To the mailing address designated by Provider for notices (the “Notice Address”), which will be: 3301 North University Drive, Suite 100, Coral Springs, FL 33065.\n
\n\n\n Provider may update the Notice Email Address and/or Notice Address by posting the updated contact information on the Platform (or by other reasonable notice).\n
\n\n\n 15.10. When Notices to Provider Are Effective. Notices to Provider will be deemed given (a) if sent by email, when the sending party receives an electronic confirmation of successful transmission (or, if none is provided, when the email is sent, provided it is not returned as undeliverable); and (b) if sent by mail or courier, upon receipt by Provider (as evidenced by delivery confirmation). Notwithstanding the foregoing, Provider may require certain notices (including Dispute Notices) to be sent to a specific address or in a specific manner as stated in Appendix II or applicable Product Terms, in which case those requirements will control.\n
\n\n\n 15.11. Notices to You. Provider (and, where applicable, Service Providers) may provide notices to you electronically in accordance with this Section 15 (including via the Platform, email, SMS/text message, push notification, or other electronic means) using the contact information associated with your Account. Where Applicable Law requires or permits delivery by non-electronic means, Provider may also send notices to your last known mailing address on file. Notices to you are deemed provided when transmitted or posted, as applicable, subject to Applicable Law.\n
\n\n\n 15.16. Consent to Electronic Notice. To the fullest extent permitted by Applicable Law, you agree that any notices that Provider is required to provide to you under these Terms (including legal and regulatory notices) may be delivered as Electronic Communications under this Section 15, unless Applicable Law requires a different method of delivery for a particular notice.\n
\n\n\n THE PLATFORM AND ALL PLATFORM MATERIALS (INCLUDING ANY DATA, PRICING, CHARTS, QUOTES, MARKET INFORMATION, CONTENT, TOOLS, AND CALCULATORS) ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS, WITHOUT WARRANTIES OF ANY KIND.TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PROVIDER DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF: MERCHANTABILITY; FITNESS FOR A PARTICULAR PURPOSE; TITLE; AND NON-INFRINGEMENT.\n
\n\n\n WITHOUT LIMITING THE FOREGOING, PROVIDER DOES NOT REPRESENT OR WARRANT THAT:\n
\n\n\n PROVIDER DOES NOT GUARANTEE THAT ANY ORDER, INSTRUCTION, OR TRANSACTION REQUEST YOU SUBMIT THROUGH THE PLATFORM (INCLUDING ANY EXCHANGE, SWAP, TRADE, DEPOSIT, WITHDRAWAL, BORROWING, REPAYMENT, STAKING, UNSTAKING, YIELD ELECTION, OR OTHER PRODUCT ELECTION) WILL BE ACCEPTED, EXECUTED, RECORDED, SETTLED, REMAIN OPEN, OR COMPLETE WITHIN ANY PARTICULAR TIMEFRAME. ANY SUCH REQUEST MAY BE DELAYED, PARTIALLY EXECUTED, MODIFIED, REJECTED, CANCELLED, OR REVERSED IN ACCORDANCE WITH THESE TERMS, APPLICABLE PRODUCT TERMS, THE RULES OR REQUIREMENTS OF SERVICE PROVIDERS OR TRADING VENUES, AND/OR APPLICABLE LAW.\n
\n\n\n YOU ACKNOWLEDGE AND AGREE THAT (A) PROVIDER DOES NOT OPERATE EXCHANGES OR TRADING VENUES AND DOES NOT ACT AS EXECUTING BROKER OR CUSTODIAN OF RECORD, AND (B) PROVIDER IS NOT RESPONSIBLE FOR THE ACTS OR OMISSIONS OF SERVICE PROVIDERS, BANK PARTNERS, CUSTODIANS, LIQUIDITY PROVIDERS, TRADING VENUES, NETWORKS, OR OTHER THIRD PARTIES, EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW AND ONLY TO THE EXTENT OF PROVIDER’S OWN CONDUCT.\n
\n\n\n SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. IN SUCH JURISDICTIONS, THE DISCLAIMERS ABOVE APPLY ONLY TO THE FULLEST EXTENT PERMITTED BY LAW.\n
\n\n\n TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PROVIDER, ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS,REVENUE, GOODWILL, REPUTATION, DATA, DIMINUTION IN VALUE, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR ACCESS TO OR USE OF (OR INABILITY TO ACCESS OR USE) THE PLATFORM OR ANY PLATFORM MATERIALS, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY REMEDY OF ITS ESSENTIAL PURPOSE.\n
\n\n\n WITHOUT LIMITING THE FOREGOING, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PROVIDER SHALL NOT BE LIABLE FOR ANY LOSSES, DAMAGES, OR CLAIMS ARISING OUT OF OR RELATING TO:\n
\n\n\n TO THE EXTENT PROVIDER IS DETERMINED TO HAVE ANY LIABILITY TO YOU NOTWITHSTANDING THE FOREGOING, PROVIDER’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS AND YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) ONE HUNDRED U.S. DOLLARS (US $100) OR (B) THE TOTAL FEES PAID BY YOU TO PROVIDER IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.\n
\n\n\n THE LIMITATIONS IN THIS SECTION 17 SHALL NOT APPLY TO LIABILITY TO THE EXTENT ARISING FROM A FINAL JUDICIAL DETERMINATION THAT SUCH LIABILITY RESULTED FROM PROVIDER’S GROSS NEGLIGENCE, FRAUD, WILLFUL MISCONDUCT, OR INTENTIONAL VIOLATION OF LAW, OR TO THE EXTENT SUCH LIMITATIONS ARE PROHIBITED BY APPLICABLE LAW.\n
\n\n\n SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS OF LIABILITY FOR CERTAIN DAMAGES.\n
\n\n\n IN SUCH JURISDICTIONS, THE LIMITATIONS ABOVE APPLY ONLY TO THE FULLEST EXTENT PERMITTED BY LAW. THE LIMITATIONS OF DAMAGES AND LIABILITY SET FORTH IN THIS SECTION 15 ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND PROVIDER.\n
\n\n\n TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS PROVIDER, ITS AFFILIATES, SERVICE PROVIDERS, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS FROM AND AGAINST ANY AND ALL THIRD-PARTY CLAIMS, DEMANDS, ACTIONS, LOSSES, LIABILITIES, DAMAGES, JUDGMENTS, FINES, PENALTIES, COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES AND COSTS) ARISING OUT OF OR RELATING TO:\n
\n\n\n PROVIDER MAY, AT ITS OPTION, ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER SUBJECT TO INDEMNIFICATION BY YOU (WITHOUT LIMITING YOUR INDEMNIFICATION OBLIGATIONS), IN WHICH CASE YOU AGREE TO COOPERATE WITH PROVIDER IN ASSERTING ANY AVAILABLE DEFENSES AND IN THE DEFENSE OF SUCH MATTER. YOU MAY NOT SETTLE ANY CLAIM WITHOUT PROVIDER’S PRIOR WRITTEN CONSENT IF THE SETTLEMENT IMPOSES ANY LIABILITY OR OBLIGATION ON PROVIDER OR DOES NOT INCLUDE A FULL AND UNCONDITIONAL RELEASE OF PROVIDER.\n
\n\n\n These Terms may be terminated by Provider: (i) immediately and without notice, by closing your Platform account and discontinuing your access to the Platform and/or any Services, including on the grounds described in Section 13 (Refusal to Provide the Services. Limitations. Suspension or Termination. Reversals. Negative Balances) and/or as otherwise permitted by Applicable Law; or (ii) upon written notice to you if Provider discontinues the offering of the Platform and/or the Services, regardless of the reasons.\n
\n\n\n You may, at any time, terminate your access to and use of the Platform and/or any Services, respectively these Terms, and/or request closure of your Platform account. To do so, you must submit a request to Provider in the form and together with such supporting documents and/or information as Provider may require (including to verify your identity, satisfy KYC/AML or sanctions requirements, or to process withdrawals). You acknowledge and agree that your request will be subject to such terms, conditions, limitations, and procedures as Provider and/or applicable Service Providers may consider applicable to such termination and/or closure, and that the Platform and/or the relevant Services (or portions thereof) may not be accessible thereafter.\n
\n\n\n All amounts owed by you to Provider and/or any applicable Service Provider (including any negative balances, fees, costs, chargebacks, or other liabilities) must be settled prior to closure of your Platform account. Subject to (i) these Terms, (ii) applicable Product Terms and Service Provider agreements, (iii) applicable operational, settlement, and processing requirements, and (iv) the limitations and risk disclosures indicated in these Terms and on the Platform, you may request to withdraw or transfer any remaining balances of Digital Assets and/or fiat value (including, where applicable, the fiat equivalent of certain Digital Assets). Notwithstanding the foregoing, Provider and/or applicable Service Providers may refuse, delay, limit, suspend, or block the release, withdrawal, transfer, or conversion of any Digital Assets or fiat value to the extent Provider and/or the applicable Service Provider is prohibited or required to do so by Applicable Law, regulation, regulator request, law enforcement request, court order, legal process, or applicable compliance controls, including, without limitation, where Provider or a Service Provider has reasonable grounds to suspect that any assets or funds are connected with fraud, sanctions violations, money laundering, terrorist financing, or other unlawful activity. Provider reserves the right to revise applicable limits, procedures, and requirements related to withdrawals or account closure from time to time, in its sole and absolute discretion, to the fullest extent permitted by Applicable Law.\n
\n\n\n Termination of these Terms and/or closure of your Platform account shall not: (i) prevent Provider, any Affiliate, or any Service Provider from seeking any remedies against you for any breach of these Terms, any Product Terms, or any applicable Service Provider agreement occurring prior to such termination or closure; or (ii) affect any rights, obligations, or provisions that by their nature should survive termination, including, without limitation, provisions relating to compliance, investigations, dispute resolution, indemnification, limitations of liability, and record retention.\n
\n\n\n Provider may, at any time and without liability:\n
\n\n\n Unless a different effective date is specified, changes to these Terms will be effective when posted on the Platform. You are responsible for reviewing these Terms periodically.\n
\n\n\n Your continued access to or use of the Platform following any changes constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Platform.\n
\n\n\n PLEASE READ THIS SECTION CAREFULLY. IT CONTAINS IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND REMEDIES. IT REQUIRES YOU AND PROVIDER TO RESOLVE MOST DISPUTES BY BINDING, INDIVIDUAL ARBITRATION AND WAIVES YOUR RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS OR REPRESENTATIVE ACTION, TO THE FULLEST EXTENT PERMITTED BY LAW.\n
\n\n\n These Terms and any dispute, claim, or controversy between you and Provider arising out of or relating to these Terms or your use of the Platform (each, a “Dispute”) are governed by the laws of the State of Delaware, without regard to its conflict of law principles. The Federal Arbitration Act (“FAA”), 9 U.S.C. §§ 1–16, governs the interpretation and enforcement of the arbitration agreement, class action waiver, and related provisions described in Appendix II (Arbitration Agreement), to the extent applicable.\n
\n\n\n 22.2 Arbitration Agreement Incorporated by Reference Appendix II (Arbitration Agreement) is incorporated by reference into these Terms and governs the resolution of Disputes between you and Provider, including, as applicable: (i) the agreement to arbitrate; (ii) any required informal dispute resolution process and related timing requirements; (iii) any applicable tolling of limitations periods; (iv) the arbitration administrator, rules, seat, hearing format, procedures for commencing arbitration (including any initial filing fee requirements), and allocation of costs and fees; (v) any opt-out rights and procedures; and (vi) any exceptions (including, where applicable, small claims court and requests for temporary or preliminary injunctive or other equitable relief).\n
\n\n\n Except as expressly provided in Appendix II, you and Provider agree that any Dispute will be resolved solely through final and binding arbitration rather than in a court of general jurisdiction.\n
\n\n\n 22.3 Delegation. Arbitrability To the fullest extent permitted by law, and except as otherwise expressly provided in Appendix II, you and Provider agree that the arbitrator (and not any federal, state, or local court or agency) shall have exclusive authority to resolve any Dispute relating to the interpretation, applicability, enforceability, or formation of the arbitration agreement, including any claim that all or any part of the arbitration agreement is void or voidable.\n
\n\n\n 22.4 Class Action. Representative Action. Jury Trial Waiver TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND PROVIDER AGREE THAT ALL DISPUTES COVERED BY APPENDIX II SHALL BE RESOLVED ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE THE CLAIMS OF MORE THAN ONE PERSON OR PRESIDE OVER ANY FORM OF A CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE PROCEEDING.\n
\n\n\n BY AGREEING TO ARBITRATION, YOU AND PROVIDER ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY AND TO PARTICIPATE IN A CLASS ACTION OR OTHER REPRESENTATIVE PROCEEDING.\n
\n\n\n If a court of competent jurisdiction determines that the limitations in this Section 22.4 are unenforceable with respect to a particular claim or request for relief, then that claim or request for relief (and only that claim or request) shall be severed and may be brought in a court of competent jurisdiction, but the remaining claims shall be arbitrated in accordance with Appendix II.\n
\n\n\n 22.5 Survival This Section 22 and Appendix II shall survive any termination of these Terms or your account and shall continue to apply to any Dispute arising out of or relating to these Terms or your use of the Platform, regardless of when the Dispute arises.\n
\n\n\n Provider may assign, transfer, or delegate its rights and obligations under these Terms, in whole or in part, without notice or your consent, including to any Affiliate or in connection with a merger, acquisition, corporate reorganization, change of control, or sale of assets, provided that Provider provides you with prior written notice of any such assignment that materially affects your rights or obligations, where required by Applicable Law. In connection with any such transaction, Provider may transfer or assign information collected from you and related to your use of the Platform, subject to the Privacy Policy and Applicable Law. You may not assign, transfer, or delegate any of your rights or obligations under these Terms without Provider’s prior written consent, and any attempted assignment in violation of this provision is void. Subject to the foregoing, these Terms bind and inure to the benefit of the parties and their respective successors and permitted assigns.\n
\n\n\n If Provider or a Service Provider holds assets or funds for you and is unable to contact you, and your account shows no signs of activity for a period of time specified by applicable law, those assets or funds may be deemed “unclaimed” or “abandoned” and escheated to the relevant state or other governmental authority. Where required by law, Provider or the applicable Service Provider will use commercially reasonable efforts to provide you with notice before such escheatment occurs. You are solely responsible for keeping your contact information current and for complying with any instructions provided to avoid your assets or funds being treated as unclaimed. Provider and the applicable Service Providers may, to the extent permitted by law, liquidate Digital Assets and convert them to fiat currency at prevailing market rates for purposes of administering unclaimed property obligations.\n
\n\n\n 25.1. Entire Agreement. These Terms, together with any Product Terms, the Risk Disclosure, our Privacy Policy, and any other policies or notices referenced on the Platform, constitute the entire agreement between you and Provider with respect to your use of the Platform and supersede all prior or contemporaneous understandings, agreements, or representations regarding the same subject matter.\n
\n\n\n 25.2. Severability. If any provision of these Terms is held invalid, illegal, or unenforceable, that provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions will remain in full force and effect.\n
\n\n\n 25.3. Force Majeure. Provider is not liable for any delay, failure in performance, or interruption of the Platform or any Services to the extent resulting directly or indirectly from causes beyond Provider’s reasonable control, including without limitation: extreme market volatility; blockchain network congestion, outages, delays, forks, or reorgs; acts of God; acts of civil or military authorities; war; terrorism; civil disturbance; labor disputes; fire; flooding; earthquakes; pandemics or public health emergencies; power failures; failures or interruptions in telecommunications, Internet services, hosting, cloud, or network provider services; failures of equipment or software; or the acts or omissions of third-party Service Providers, trading venues, custodians, banks, or other third parties outside Provider’s control. Nothing in this Section excuses your payment or repayment obligations (if any) that are due and payable under applicable Product Terms, except to the extent prohibited by Applicable Law.\n
\n\n\n 25.4. No Waiver. Non-Waivable Rights. No failure or delay by Provider in exercising any right or remedy under these Terms will be deemed a waiver of such right or remedy. Any waiver must be in writing and signed by Provider. Nothing in these Terms is intended to waive rights or protections that cannot be waived under Applicable Law.\n
\n\n\n 25.5. Relationship of the Parties. Nothing in these Terms shall be construed as creating any partnership, joint venture, employment, or agency relationship between you and Provider or any Service Provider.\n
\n\n\n 25.6. Survival. All provisions of these Terms that by their nature should survive termination or expiration will survive, including, without limitation: Sections 5 (Intellectual Property), 6 (Acceptable Use), 9 (Digital Asset and Custody; Insurance Disclosure), 10 (Risk Disclosures), 16 (No Warranties), 17 (Limitation of Liability), 18 (Indemnification), and Appendix II (Dispute Resolution/Arbitration/Class Action Waiver), and this Section 25.6.\n
\n\n\n This APPENDIX I forms part of the Terms between you and Provider and governs your participation in the Wealth Club Loyalty Program (the “Program”). Capitalized terms not defined in this APPENDIX I have the meanings given in the Terms.\n
\n\n\n 1.1 Program Purpose. The Program is a tiered loyalty feature made available through the Platform to enhance your experience and may provide access to certain benefits, rewards, pricing adjustments, and/or promotional features in connection with one or more Services.\n
\n\n\n 1.2 No Investment Advice. Provider does not provide investment, legal, tax, or accounting advice. Program eligibility criteria and tier mechanics are for platform administration and do not constitute a recommendation to acquire, hold, or dispose of any digital asset (including NEXO Tokens).\n
\n\n\n 1.3 Service Provider Terms Govern Services. Certain Services accessible through the Platform are provided by one or more Service Providers. Any rate, fee, rebate, discount, or other benefit associated with a Program tier may be offered, administered, modified, or discontinued by the applicable Service Provider and is subject to the separate agreements between you and the applicable Service Provider(s). Provider does not guarantee that any Service Provider will offer or continue offering any benefit.\n
\n\n\n 2.1.Eligibility. Participation is available only to eligible Platform users who (a) satisfy the eligibility requirements under the Terms and any applicable Service Provider agreement(s), (b) have completed any required identity verification and/or re-verification, and (c) are not prohibited from participating under applicable law or as a result of sanctions, fraud, abuse, or risk controls.\n
\n\n\n 2.2.Geographic and Product Limits. The Program, specific tiers, and/or specific benefits may be unavailable in certain jurisdictions (including certain U.S. states) or for certain users, accounts, or products, as determined by Provider and/or Service Providers in their sole discretion. 2.3.Enrollment. Default Status. If the Program is made available to you, Provider may enroll you automatically or provide an in-Platform opt-in flow. Provider may also require you to take additional steps (including acknowledgments) before you can access Program benefits.\n
\n\n\n 3.1. “NEXO Token.” The digital asset identified on the Platform as “NEXO” (or such successor asset as designated by Provider). Availability of NEXO Token functionality may vary by jurisdiction and product. NEXO Token is issued by a non-U.S. Affiliate or other third party; Nexo US, LLC does not issue NEXO Token.\n
\n\n\n 3.2.“Portfolio Value.” The total USD-equivalent value of Eligible Assets in your Platform account(s), calculated using Provider’s and/or Service Providers’ pricing, valuation, and eligibility methodologies (including the timing and frequency of snapshots). Provider may exclude certain assets, accounts, promotional balances, pending transactions, restricted balances, or other categories from Portfolio Value at its discretion.\n
\n\n\n 3.3.“NEXO Ratio.” The percentage of NEXO Token value relative to your Portfolio Value 3.4.“Bonded NEXO Tokens.” NEXO Tokens that are designated as opted-in to the Program and subject to transfer restrictions described in Section 5.\n
\n\n\n 3.5. “Rebate.” A credit, refund, discount, fee credit, or similar adjustment (whether denominated in fiat currency or Digital Assets) that Provider and/or any applicable Service Provider(s) may apply to your Account solely in connection with eligible Exchange Transactions and/or your use of the Exchange Service, including without limitation rebates or reductions of exchange or execution fees, spreads, or other Exchange Service charges, as displayed on the Platform. Rebates may be applied as a separate credit or as an adjustment to the amount of a Fee, and may be subject to eligibility conditions, caps, limits, reversals, and exclusions, as displayed on the Platform and/or in applicable Service Provider agreement(s).\n
\n\n\n 4.1 Program Tiers.\n
\n\n\n The Program may include one or more tiers and, where applicable, a non-tier or base status as displayed on the Platform. The tier names, availability, and qualification criteria will be those displayed in the Platform user interface (and/or otherwise communicated to you in connection with the relevant Service) at the time of determination. Provider may add, remove, rename, or modify tiers and/or qualification criteria from time to time, in each case as displayed on the Platform and subject to Section 10 (Changes).\n
\n\n\n 4.2 Alternative Qualification Paths.\n
\n\n\n Where the Platform indicates more than one qualification path for a tier, you may qualify through any such displayed path. Provider determines qualification based on its and/or applicable Service Providers’ calculations and eligibility methodologies, as displayed on the Platform. 4.3.Loyalty Program is enabled by default. If you acquire NEXO, enabling Loyalty may restrict the sale or withdrawal of NEXO while bonded.\n
\n\n\n 4.4.Program Versioning. Provider may operate multiple Program versions with different calculation methodologies and mechanics, including different NEXO Ratio formulas and benefit structures. The version applicable to you will be the version indicated on the Platform, and Provider may migrate you between versions subject to Section 10 (Changes).\n
\n\n\n 5.1.Bonding Effect. By opting in (or by remaining opted in where the Program is on by default), you instruct Provider and any applicable Service Provider(s) to apply transfer, withdrawal, and/or trading restrictions to your Bonded NEXO Tokens for so long as they are opted in, as required to administer the Program.\n
\n\n\n 5.2.Transfers Restricted. While NEXO Tokens are bonded, you may not sell, withdraw, or externally transfer those bonded tokens, and Provider may disable all transfers of bonded NEXO Tokens. Provider may permit certain internal uses of bonded NEXO Tokens (for example, internal movements, collateralization, liquidations, repayments, or fixed term features) as displayed on the Platform and subject to the applicable product terms.\n
\n\n\n 5.3.No Separate Wallet Required. Provider is not required to create or maintain a separate wallet for bonded tokens. The Program may be administered via a toggle or similar control in the Platform settings.\n
\n\n\n 5.4.Always Available for Liquidation (if applicable). Provider and/or Service Providers may allow bonded NEXO Tokens to be available for liquidation events as required by product terms and risk controls.\n
\n\n\n 6.1.Opt-Out Request. You may request to opt out of the Program through Platform settings at any time,\n
\n\n\n 6.2.Immediate Opt-Out for Non-Tier Users. If you do not meet the minimum requirements for a Program tier, you may opt-out immediately by selecting to do so in Settings. 6.3.14-Day Unbonding Period for Tier Users. For users in Classic, Premier, Elite, or Signature, opt-out is subject to a 14-day unbonding period (or such other period as displayed on the Platform).\n
\n\n\n During the unbonding period:\n
\n\n\n 6.3.1. Bonded NEXO Tokens may continue to be counted toward tier calculations; 6.3.2. Bonded NEXO Tokens may be ineligible for yield or rewards, or other benefits, as displayed; and\n
\n\n\n 6.3.3. Provider and/or Service Providers may restrict creation of new promotional enrollments and may limit eligibility for certain benefits.\n
\n\n\n 6.4.Canceling Opt-Out. You may be able to cancel an opt-out request during the unbonding period. If canceled, Provider may reset the unbonding period for any subsequent opt-out request.\n
\n\n\n 6.5.Post-Unbonding Effects. After the unbonding period ends, Provider may (i) stop or disable Program-linked promotions, (ii) discontinue Program-linked product features for NEXO Tokens (including fixed terms, if applicable), and/or (iii) apply the tier corresponding to your then-current eligibility without any promotional reinstatement.\n
\n\n\n 7.1 Determination Method. Displayed Criteria Control.\n
\n\n\n Provider determines your tier (or base status, if applicable) based on the qualification criteria and eligibility factors displayed on the Platform, which may include without limitation Portfolio Value, NEXO Ratio, NEXO Token holdings, opt-in status, product eligibility rules, jurisdictional limitations, verification status, restricted balances, pending transactions, and other risk, compliance, or operational controls applied by Provider and/or applicable Service Provider(s). The specific calculation methodologies (including valuation sources, timing, rounding, and snapshot frequency) will be those used by Provider and/or applicable Service Provider(s) and reflected on the Platform from time to time.\n
\n\n\n 7.2 Recalculations; Processing Windows.\n
\n\n\n Tier determinations may be calculated continuously, periodically, daily, or at other intervals, including using snapshot methodologies. Tier changes may be reflected immediately or within a reasonable processing window, as determined by Provider and/or applicable Service Provider(s) and as reflected on the Platform.\n
\n\n\n 7.3 Upgrades.\n
\n\n\n If you satisfy the then-applicable tier qualification criteria as displayed on the Platform, Provider may upgrade you automatically or within a reasonable processing window. 7.4 Downgrades.\n
\n\n\n If you no longer satisfy the then-applicable tier qualification criteria as displayed on the Platform, Provider may downgrade you, subject to any tier protection, grace periods, or minimum balance handling that are displayed on the Platform and described in Section 8 (Tier Protection / Grace Periods; Minimum Balance Handling), if applicable.\n
\n\n\n 7.5 No Guaranteed Status.\n
\n\n\n Tier status is not vested and may change due to market volatility, valuation methodology, eligibility rules, account activity, product availability, compliance/risk controls, or changes to the Program, in each case as reflected on the Platform.\n
\n\n\n 8.1 Tier Protection.\n
\n\n\n Provider may apply tier protection and/or grace periods for certain tiers, as indicated on the Platform. Where applicable, Provider may retain your tier for a limited period after you no longer meet the then-applicable tier qualification criteria, subject to any requirements, limitations, and processing rules as indicated on the Platform. Provider may notify you in the Platform and/or by email or other notification channels that you have time to restore eligibility.\n
\n\n\n 8.2 No Repeated Warnings.\n
\n\n\n If you restore eligibility during a protection/grace period but subsequently fall below the then-applicable criteria again during that same protection/grace period, Provider may apply the lower tier without issuing additional warnings until the protection/grace period ends, as indicated on the Platform.\n
\n\n\n 8.3 Opt-Out. Unbonding.\n
\n\n\n Tier protection and/or grace periods may not apply after your unbonding period has completed and you are opted out, to the extent the Platform indicates that such protection requires opted-in (bonded) NEXO Tokens or other opt-in status.\n
\n\n\n 8.4 Minimum Balance Handling.\n
\n\n\n Provider may apply minimum Portfolio Value requirements and related handling (including any cool-off or similar rules), as indicated on the Platform. Where both tier protection/grace periods and minimum balance handling apply, Provider will apply them as indicated on the Platform. 9. Benefits; Rates. Fees. Withdrawals\n
\n\n\n 9.1.Benefits Are Tier-Dependent and Product-Specific. Benefits, if any, vary by tier and by Service and may include: (a) borrowing rate adjustments, (b) yield rate adjustments, (c) exchange or execution fee adjustments, (d) exchange rebates, and/or (e) free or discounted withdrawals.\n
\n\n\n 9.2.Displayed Terms Control. The specific rates, fees, rebates, eligibility caps, volume limits, balance limits, and other parameters applicable to you will be those displayed on the Platform and/or in the applicable Service Provider agreement(s) at the time you access or use the relevant Service.\n
\n\n\n 9.3.No Guarantee; Subject to Change. Rates, rewards, and benefits are not guaranteed, may be limited in duration, may be discontinued, and may be subject to additional eligibility requirements (including KYC status, product-specific terms, and risk controls). Provider may require you to accept additional terms before receiving certain benefits.\n
\n\n\n 9.4.Taxes. You are solely responsible for determining and paying any taxes applicable to your participation in the Program and receipt of any rewards or benefits. Provider does not provide tax advice.\n
\n\n\n 9.5.1. Scope. If offered for your tier, rebates apply only to eligible Exchange Transactions executed via the Exchange Service and do not apply to other Services unless expressly stated on the Platform and/or in applicable Product Terms.\n
\n\n\n 9.5.2. Rebate Rate; Eligible Transactions; Display Controls. The applicable rebate rate (or other calculation method), eligible assets, Trading Pairs, transaction types, fee components (including whether a rebate applies to execution fees, spreads, and/or other Exchange Service charges), and any minimums, maximums, caps, limits, exclusions, and eligibility conditions will be those displayed on the Platform (and/or in the applicable Service Provider agreement(s)) at the time you place or execute the Exchange Transaction.\n
\n\n\n 9.5.3. Form of Rebate. Rebates, if earned, may be credited in Digital Assets (or such other form as displayed on the Platform), and may be applied either (a) as a fee reduction reflected in the Exchange Price, or (b) as a separate credit to your Account, in each case as displayed on the Platform and determined by Provider and/or applicable Service Provider(s).\n
\n\n\n 9.5.4. Pending Status; Timing. Rebates may be shown as pending and will generally be applied after the Exchange Transaction is executed and processed under the applicable Service Provider’s procedures. Timing may vary due to processing, reconciliation, technical constraints, or compliance and fraud reviews, and is not guaranteed.\n
\n\n\n 9.5.5. Reversals; Corrections; Disputes. Rebates may be reversed, adjusted, or voided (in whole or in part) if an Exchange Transaction is canceled, reversed, corrected, disputed, invalidated, or determined to be ineligible (including due to error, misuse, fraud, manipulation, or violation of these Terms, applicable Service Provider terms, or Applicable Law). Provider and/or the applicable Service Provider(s) may recover any rebate amounts credited in error by deducting the relevant Digital Assets (or their equivalent value) from your Account and/or offsetting against future rebates or other amounts otherwise payable to you, to the extent permitted by Applicable Law.\n
\n\n\n 9.5.6. Changes; Suspension; Termination. Provider and/or applicable Service Provider(s) may modify, suspend, or discontinue Exchange rebates (including rates, eligible transactions, eligible assets, caps, timing, and rules) at any time, as displayed on the Platform and subject to Section 10 (Changes).\n
\n\n\n 10.1. Program Changes. Provider may modify any aspect of the Program at any time, including tier names, qualification criteria, NEXO Ratio calculations, opt-in/opt-out mechanics, unbonding periods, grace periods, and benefits, to the extent permitted by law. Provider will provide notice through the Platform, email, or other reasonable means when required by applicable law or when Provider determines notice is appropriate.\n
\n\n\n Suspension. Termination. Provider may suspend or terminate the Program, your participation, or any tier/benefit at any time and in its sole discretion, including for compliance reasons, suspected abuse, fraud, manipulation, excessive risk, or operational reasons.\n
\n\n\n 10.2. Effect of Termination. Upon termination of the Program or your participation, any unvested or unused benefits may be forfeited, and your access to Program-linked features may end immediately or after any applicable waiting period.\n
\n\n\n 10.3. Adviser Access. No Advisory Relationship with Provider. If you access the Platform and/or Services in connection with a registered investment adviser or similar adviser (an “Adviser”), the Adviser is not a party to this APPENDIX I unless expressly stated in a separate written agreement with Provider. Provider does not act as your investment adviser and does not owe you fiduciary duties.\n
\n\n\n 10.4. Authority and Instructions. If your Adviser has authority to access your account, place instructions, or otherwise act on your behalf (whether via power of attorney, authorization, or other arrangement), you authorize Provider and any applicable Service Provider(s) to rely on instructions submitted by the Adviser as if submitted by you, subject to the Terms and any applicable product terms. Provider is entitled to rely on Adviser instructions without inquiry into Adviser’s authority.\n
\n\n\n 10.5. Communications. Provider may provide Program-related notices, tier status updates, and other communications to you and, where you have authorized, to your Adviser. You are responsible for ensuring that your authorizations are accurate and up to date. 10.6. No Inducement to the Adviser. Program benefits are provided to you (the end user) in connection with Platform usage and are not intended as compensation to your Adviser. Any separate fees you pay your Adviser are governed by your agreement with the RIA. 11. Dispute Resolution; Arbitration This APPENDIX I is subject to the dispute resolution, governing law, arbitration agreement, and class action waiver provisions in the Terms, which apply to any dispute arising out of or relating to the Program.\n
\n\n\n 1.1 Applicability. Agreement to Arbitrate.\n
\n\n\n Subject to the terms of this Appendix II (this “Arbitration Agreement”), and except as expressly set forth below, you and Provider agree that any Dispute (as defined in the Terms) will be resolved by binding, individual arbitration rather than in court.\n
\n\n\n 1.2 Exceptions.\n
\n\n\n Notwithstanding Section 1.1:\n
\n\n\n (a) Small Claims Court. Either party may assert claims in small claims court if the claim qualifies and remains in small claims court.\n
\n\n\n (b) Injunctive / Equitable Relief. Either party may seek temporary or preliminary injunctive or other equitable relief in a court of competent jurisdiction to preserve the status quo or prevent irreparable harm pending arbitration (including, by way of example, to protect intellectual property rights or prevent unauthorized access to the Platform).\n
\n\n\n 1.3 Governing Law; FAA; Relationship to Section 22.\n
\n\n\n This Arbitration Agreement is part of the Terms and is governed by Section 22 of the Terms. The Terms (and any Dispute) are governed by the laws of the State of Delaware (without regard to conflict-of-law principles). The Federal Arbitration Act (9 U.S.C. §§ 1–16) governs the interpretation and enforcement of this Arbitration Agreement and any proceedings to compel arbitration or enforce the class action waiver, to the maximum extent permitted by Applicable Law.\n
\n\n\n 1.4 Waiver of Court and Jury Trial.\n
\n\n\n YOU AND PROVIDER WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY FOR DISPUTES COVERED BY THIS ARBITRATION AGREEMENT, EXCEPT AS EXPRESSLY PROVIDED IN SECTION 1.2.\n
\n\n\n 1.5 Informal Dispute Resolution; Notice; 90-Day Resolution Period; Tolling.\n
\n\n\n (a) Required Pre-Dispute Process. Before either party commences arbitration (except for a filing in small claims court consistent with Section 1.2(a) or an application for temporary or preliminary injunctive relief under Section 1.2(b)), the party seeking relief must first send the other party a written notice describing the nature and basis of the Dispute and the relief sought (a “Dispute Notice”).\n
\n\n\n (b) Where to Send Dispute Notice to Provider. You must send any Dispute Notice to Provider using the notice contact information designated by Provider under Section 15 (Notices) of the Terms. Provider’s notice contact information may include:\n
\n\n\n (c) Acknowledgement; Information Requests. Within fifteen (15) business days after receipt of a compliant Dispute Notice, Provider will acknowledge receipt, identify a point of contact, and may request reasonably necessary additional information (if any) to evaluate the Dispute.\n
\n\n\n (d) Informal Resolution Period. The parties agree to attempt in good faith to resolve the Dispute informally within ninety (90) days after the Dispute Notice is received (the “Informal Resolution Period”). If the Dispute is not resolved within the Informal Resolution Period, either party may commence arbitration consistent with this Arbitration Agreement.\n
\n\n\n (e) Tolling. Any applicable statute of limitations (and any contractual limitations period) will be tolled for the period beginning on the date a compliant Dispute Notice is received and ending on the earlier of (i) the date the parties resolve the Dispute in writing, or (ii) the end of the Informal Resolution Period.\n
\n\n\n (f) Limitations Safety Valve. If a claim would be time-barred absent filing before the end of the Informal Resolution Period, the claimant may commence arbitration to preserve the claim, provided the claimant certifies in the demand that (i) it sent a Dispute Notice and (ii) the filing is made solely to preserve timeliness. The parties will continue to attempt good-faith informal resolution during the remainder of the Informal Resolution Period.\n
\n\n\n 1.6 Delegation; Arbitrability.\n
\n\n\n To the fullest extent permitted by Applicable Law, the arbitrator (and not any federal, state, or local court or agency) shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable, except as otherwise expressly provided in Section 1.11 (Class/Representative Waiver) to the extent a court determination is required by Applicable Law.\n
\n\n\n 1.7 Administrator; Rules; Administrator Fallback.\n
\n\n\n (a) AAA. Arbitration will be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (if applicable) or Commercial Arbitration Rules (if the Consumer Rules do not apply), as modified by this Arbitration Agreement.\n
\n\n\n (b) Fallback to JAMS. If AAA is unavailable or unwilling to administer the arbitration consistent with this Arbitration Agreement, then JAMS will administer the arbitration under its applicable rules then in effect, as modified by this Arbitration Agreement.\n
\n\n\n (c) Alternative Administrator. If neither AAA nor JAMS is able to administer the arbitration consistent with this Arbitration Agreement, the parties will meet and confer in good faith to select an alternative nationally recognized administrator; if they cannot agree, either party may petition a court of competent jurisdiction to appoint an administrator consistent with 9 U.S.C. § 5.\n
\n\n\n 1.8 Arbitrator; Seat; Hearing Format.\n
\n\n\n (a) Arbitrator. The arbitration will be conducted by a single neutral arbitrator with experience in consumer or commercial disputes involving financial services or technology platforms, selected in accordance with the administrator’s applicable rules.\n
\n\n\n (b) Seat / Locale. The seat of the arbitration shall be Miami-Dade County, Florida, unless the parties agree otherwise in writing or Applicable Law requires a different location for in-person hearings. If you are a consumer and reside outside Florida, you may request that any in-person hearing be held in your county of residence, and Provider will not unreasonably object where required by applicable administrator rules or Applicable Law.\n
\n\n\n (c) Format. The arbitration may be conducted in person, by videoconference or teleconference, and/or based solely on written submissions if both parties so agree or if the arbitrator determines that an in-person hearing is unnecessary.\n
\n\n\n 1.9 Fees and Costs.\n
\n\n\n To commence arbitration, the party initiating arbitration must pay the applicable initial filing fee required by the administrator’s rules. Allocation of arbitration fees and costs will be governed by the applicable administrator rules and Applicable Law. Where those rules require Provider to pay certain fees and costs (including consumer arbitration fee requirements), Provider will do so.\n
\n\n\n 1.10 Award; Finality; Judgment.\n
\n\n\n The arbitrator shall issue a reasoned written decision explaining the essential findings and conclusions on which any award is based. The arbitrator’s award shall be final and binding on the parties and may be entered as a judgment in any court of competent jurisdiction.\n
\n\n\n 1.11 Class Action; Representative Action; Jury Trial Waiver.\n
\n\n\n TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND PROVIDER AGREE THAT ALL DISPUTES COVERED BY THIS ARBITRATION AGREEMENT WILL BE RESOLVED ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE THE CLAIMS OF MORE THAN ONE PERSON OR PRESIDE OVER ANY FORM OF A CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE PROCEEDING.\n
\n\n\n If a court of competent jurisdiction determines that the limitations in this Section 1.11 are unenforceable with respect to a particular claim or request for relief, then that claim or request for relief (and only that claim or request) shall be severed and may be brought in a court of competent jurisdiction, but the remaining claims shall be arbitrated in accordance with this Arbitration Agreement.\n
\n\n\n 1.12 Confidentiality.\n
\n\n\n To the extent permitted by Applicable Law and administrator rules, the parties agree to maintain the confidentiality of the arbitration proceedings and any non-public materials exchanged, subject to disclosures to counsel, accountants, auditors, regulators, insurers, and professional advisers, or as required by law, regulation, or court order.\n
\n\n\n 1.13 Survival.\n
\n\n\n This Arbitration Agreement shall survive any termination of the Terms and/or closure of your Account and shall continue to apply to any Dispute arising out of or relating to the Terms or your use of the Platform, regardless of when the Dispute arises.\n
\n\n\n U.S. Digital Asset Risk Disclosure This Risk Disclosure applies to your use of the Platform and any digital asset–related products or services accessible through the Platform, including the Exchange Service. Capitalized terms have the meanings given in the Terms.\n
\n\n\n A. General Principles 1. Risk of Total Loss; No Guarantee. Digital Assets and Digital Asset–related products are speculative and involve substantial risk. You may lose some or all of your Digital Assets and/or fiat value. No representation is made that any asset, strategy, service, feature, or product will achieve any particular result.\n
\n\n\n 2. Not Exhaustive. This Risk Disclosure is not exhaustive. Additional risks may arise from your circumstances, market conditions, and the design or operation of particular Service Providers, Digital Asset Networks, protocols, venues, or products.\n
\n\n\n 3. Not Advice; Suitability. Nothing in this Risk Disclosure is investment, legal, tax, or accounting advice. You are solely responsible for determining whether acquiring, holding, transferring, or trading Digital Assets is suitable for you in light of your financial condition, risk tolerance, and objectives. You should not engage in Digital Asset activity with funds you are not prepared to lose entirely.\n
\n\n\n 4. Third-Party Services. Many Services are provided by third-party Service Providers. Provider does not control and is not responsible for the performance, solvency, acts, omissions, security practices, pricing, or policies of third parties, except to the extent required by Applicable Law and only to the extent of Provider’s own conduct.\n
\n\n\n B. Risks Applicable to All Digital Asset Products and Services 1) Market, Liquidity, and Valuation Risks 1. Extreme Volatility. Digital Asset prices can be highly volatile and may change rapidly and unpredictably due to market sentiment, macro events, protocol events, regulation, technological developments, large trades, or market disruptions.\n
\n\n\n 2. Liquidity Risk; Forced Illiquidity. Markets can become illiquid; spreads can widen; and trading can be halted, impaired, or unavailable. You may not be able to buy, sell, transfer, or exit positions at desired times or prices.\n
\n\n\n 3. Concentrated Ownership (“Whales”). Certain Digital Assets may have concentrated ownership. Large sales, distributions, or coordinated activity by holders (including entities that control multiple wallet addresses) may materially and adversely affect market price and liquidity.\n
\n\n\n 4. Price Dislocation / Fragmented Markets. Digital Asset markets are fragmented across venues with differing liquidity and pricing. “Reference” or “index” prices may differ from executable prices available to you.\n
\n\n\n 5. Gapping Risk. Prices may “gap” over short periods (including overnight or weekend periods). Trigger/stop mechanisms may not execute at your intended price, or at all. 6. Confidence and Contagion Shocks. Interruptions, insolvency, closures, or restrictions affecting exchanges, custodians, banks, stablecoin issuers, or other market participants may cause a loss of confidence, rapid sell-offs, or market-wide contagion, which can materially reduce Digital Asset prices and liquidity.\n
\n\n\n 7. Valuation Methodology Risk. Portfolio values, performance metrics, and fee calculations may be based on specific pricing sources or methodologies that differ from other sources you may observe. Valuations may be delayed, stale, or unavailable during market stress.\n
\n\n\n 2) Technology, Protocol, and Network Risks 1. Software Vulnerabilities and Bugs. Digital Assets and protocols depend on software that may contain vulnerabilities, bugs, design flaws, cryptographic failures, or undiscovered security weaknesses.\n
\n\n\n 2. Internet and Infrastructure Dependency. Digital Asset Networks and the ability to transact depend on internet connectivity and communications infrastructure. Disruptions, degradations, routing attacks, or outages affecting the internet, cloud providers, nodes, or other infrastructure may delay, prevent, or impair transactions and may affect asset value.\n
\n\n\n 3. Network Congestion and Outages. Blockchains may experience congestion, outages, delayed finality, reorgs, forks, chain splits, or degraded performance, which may delay or prevent deposits/withdrawals and settlement.\n
\n\n\n 4. Consensus Attacks; Censorship. Some networks may be vulnerable to 51% attacks, censorship, chain reorganizations, validator/miner collusion, governance capture, or other consensus disruptions that can affect transaction finality and asset value. 5. Upgrades and Scaling Failures. Networks may undergo upgrades intended to increase throughout or change protocol rules. Upgrades may fail, introduce vulnerabilities, result in chain splits, or cause irreparable damage to a network’s functionality, security, or value.\n
\n\n\n 6. Proof-of-Work / Fee Market Dynamics. For certain networks, miner incentives and fee market conditions may affect confirmation times and transaction processing. Low-fee transactions may be delayed, and fee levels may increase significantly during congestion.\n
\n\n\n 7. Forks, Airdrops, and Token Migrations. Forks, airdrops, token migrations, redenominations, and protocol upgrades can materially affect asset value, liquidity, and functionality. There is no guarantee you will receive forked/airdropped assets, and support may be limited or unavailable. Provider and/or Service Providers may determine, in their discretion, whether and how to support any such event, including by suspending transfers or designating which chain/asset is supported.\n
\n\n\n 3) Transaction, Transfer, and Irreversibility Risks 1. Irreversibility and Immutability. Blockchain transactions are typically irreversible. Errors, fraud, exploits, or unauthorized transactions may not be recoverable. 2. User Error; Wrong Address/Wrong Network. You are solely responsible for selecting the correct Digital Asset, address, network, and any required memo/tag. Transfers sent to an incorrect address, unsupported network, or without required information may be permanently lost, unrecoverable, or subject to prolonged delay and additional fees. 3. Timing and Finality Differences. The time you initiate a transaction may not match the time it is recorded on-chain or credited by a Service Provider. Finality and crediting may depend on required confirmations, network conditions, and Service Provider policies. 4) Cybersecurity, Fraud, and Operational Risks 1. Cyberattacks and Account Takeover. Platforms, wallets, protocols, Service Providers, exchanges, and users can be targeted by hacking, phishing, SIM swaps, credential stuffing, malware, ransomware, social engineering, and other attacks.\n
\n\n\n 2. Operational Failures. Failures of systems, third-party vendors, internal controls, blockchain infrastructure providers, or human error may result in delayed transactions, incorrect processing, erroneous displays, or loss.\n
\n\n\n 3. Fraud and Exploits. Digital Asset ecosystems may be subject to scams, fraud, market manipulation, smart contract exploits, or other malicious activity. Due to transaction irreversibility, losses may not be recoverable.\n
\n\n\n 4. Data and Display Reliance. Charts, quotes, analytics, news feeds, and other market data displayed on the Platform may be delayed, inaccurate, incomplete, or unavailable, particularly during periods of volatility. You should not rely on displayed information as a guarantee of executable price, liquidity, or outcome.\n
\n\n\n 5) Legal, Regulatory, and Enforcement Risks 1. Evolving Legal Framework. Regulation of Digital Assets, stablecoins, custody, trading venues, wallets, and related services is evolving and uncertain. Legislative, regulatory, or enforcement actions may require changes, restrictions, suspensions, or discontinuation of products or features, or may restrict your ability to transact.\n
\n\n\n 2. Classification Risk. Certain tokens or activities may be deemed securities, commodities, derivatives, or other regulated instruments or activities, affecting availability, onboarding requirements, reporting, and legal obligations.\n
\n\n\n 3. Jurisdictional Access Risk. Your access may vary by state or jurisdiction and may change over time. Provider and/or Service Providers may restrict or terminate access where required by law, regulation, sanctions, or risk controls.\n
\n\n\n 6) Tax and Reporting Risks 1. Complexity and Uncertainty. Tax treatment of Digital Assets (including swaps/trades, forks, airdrops, and other events) may be uncertain and vary by jurisdiction. 2. Taxable Events Without Cash. You may incur tax obligations even if you have not received cash proceeds.\n
\n\n\n 3. Recordkeeping. You are responsible for maintaining adequate records and for reporting and paying taxes.\n
\n\n\n 7) Stablecoin and Fiat-Equivalent Risks 1. Depegging and Market Stress. Stablecoins may lose their peg due to reserve issues, issuer banking relationships, regulatory actions, market confidence, or operational problems, potentially resulting in partial or total loss.\n
\n\n\n 2. Issuer/Redemption Risk. Redemption may be suspended or limited; reserves may be frozen; or the issuer may become insolvent.\n
\n\n\n 3. Systemic Impact. Because stablecoins are widely used for liquidity and settlement in Digital Asset markets, a stablecoin disruption may increase volatility and liquidity stress in broader markets.\n
\n\n\n 8) Fees, Spreads, and Network Costs 1. Fees Reduce Returns. Transaction fees, spreads/mark-ups, custody fees, and other costs reduce performance and may be significant.\n
\n\n\n 2. Network/Gas Fees. Network fees can be volatile and, in some cases, may exceed the value of a transaction.\n
\n\n\n C. Service Provider, Custody, and Counterparty Risks 1. Reliance on Service Providers. Many Services are provided by third parties (exchanges, custodians, banks, payment processors, technology vendors). Their outages, failures, insolvency, fraud, security incidents, operational issues, or policy changes may delay or prevent access to assets or Services and may result in losses.\n
\n\n\n 2. Custody Arrangements Vary. Digital Assets and fiat may be held by Service Providers in wallets, sub-accounts, omnibus accounts, or “for benefit of” structures. Legal title, control, segregation practices, and access may depend on the structure used and the applicable Service Provider agreement.\n
\n\n\n 3. Private Key / Key Material Risk. Loss or compromise of private keys or key shares (including through third-party compromise) may result in irreversible loss. 4. Insolvency and Recovery Risk. If a Service Provider (including an exchange, custodian, or bank partner) becomes insolvent or enters bankruptcy/receivership, your ability to access assets may be delayed or impaired, and recoveries may be partial or uncertain depending on legal structure, segregation practices, and applicable law.\n
\n\n\n 5. No FDIC/SIPC for Digital Assets. Digital Assets are not insured by the FDIC or SIPC. Any FDIC insurance that may apply generally covers only eligible fiat deposits held at an insured bank (subject to limits and conditions) and typically does not protect against platform/provider insolvency, market losses, fraud, theft, or operational failures.\n
\n\n\n D. Trading and Exchange Service Risks 1. Execution Price and Slippage. The final execution price may differ from any indicative quote due to volatility, liquidity changes, spreads, routing, and slippage. 2. Order Handling Limitations. Certain orders may be non-cancelable once submitted. Trigger/stop mechanisms may not execute at the trigger price, or at all, especially in fast markets or during dislocations.\n
\n\n\n 3. Venue/Liquidity Provider Risk. Executions may occur on third-party venues or through liquidity providers; venue outages, halts, liquidity withdrawal, or restrictions can prevent execution or settlement.\n
\n\n\n 4. Market Disruptions. In periods of market stress, spreads may widen materially, liquidity may evaporate, and execution may be delayed or unavailable.\n
\n\n\n 5. Erroneous Trades and Adjustments. In the event of a system or technical error, a Service Provider may cancel, reverse, or adjust transactions as permitted by Applicable Law and applicable terms, which may result in changes to your balances.\n
\n\n\n E. Digital Assets With Protocol or Smart-Contract Risk Certain Digital Assets may be linked to protocols, applications, or smart contracts. Risks may include:\n
\n\n\n 1. Smart Contract Exploits. Vulnerabilities can result in theft, loss, freezing of assets, or protocol failure.\n
\n\n\n 3. Governance Risks. Protocol governance may be captured or manipulated, changing rules adversely.\n
\n\n\n 4. Rug Pulls/Exit Scams. Some projects may be launched or operated by anonymous teams and may fail or be abandoned.\n
\n\n\n 5. Provider does not control third-party protocols and is not responsible for losses arising from protocol failures or exploits, except as required by Applicable Law and only to the extent of Provider’s own conduct.\n
\n\n\n F. Token-Specific Disclosures 1. If the Platform enables features tied to a specific token (for example, a loyalty token such as NEXO Token), additional risks may apply, including heightened volatility, limited liquidity, transfer or trading restrictions, discretionary support decisions, and regulatory uncertainty. Any token-specific terms, eligibility rules, and restrictions will be described on the Platform and/or in applicable Product Terms, and you should review them carefully.\n
\n\n\n You acknowledge that NEXO Token is issued, administered, and/or supported by one or more non-U.S. Affiliates and/or third parties, and not by Nexo US, LLC. The issuer and/or other relevant third parties may, in their discretion and subject to Applicable Law, implement changes affecting NEXO Token, including changes to total supply or circulating supply, token economics, technical implementation, and/or availability on one or more blockchain networks, including through minting, burning, redenomination, token swaps, re-issuance, wrapping, bridging, migrations to a different network, or similar mechanisms. (collectively, “Token Changes”).\n
\n\n\n Provider and/or applicable Service Providers may, but are not obligated to, support Token Changes on the Platform and may, in their discretion and subject to Applicable Law, determine whether, when, and how to support any Token Change, including by suspending deposits and withdrawals, requiring user action by a stated deadline, supporting only certain networks or versions, or designating which version of NEXO Token is treated as a Supported Digital Asset. Token Changes and any support decisions may affect the value, liquidity, transferability, tax treatment, availability, and functionality of NEXO Token and may result in delays, restrictions, or loss of access if required actions are not completed in time.\n
\n\n\n Except as required by Applicable Law or expressly stated on the Platform and/or in applicable Product Terms, Provider does not guarantee support for any Token Change and you are not entitled to compensation, reimbursement, or damages from Provider in connection with any Token Change or any decision to support or not support a Token Change.\n
\n\n\n G. Additional Disclosures and Acknowledgements 1. Product Terms and Service Provider Agreements Control. Specific mechanics (fees, custody structures, limits, eligibility, settlement, and transfer procedures) are set forth in Product Terms and Service Provider agreements.\n
\n\n\n 2. You Are Responsible for Your Decisions. You are solely responsible for determining whether any product or Service is appropriate for you, including from a legal, tax, accounting, and investment perspective.\n
\n\n\n 3. Acknowledgement. By using the Platform and/or any Service, you acknowledge that you have reviewed and accept these risks, including the possibility of total loss.\n
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