Terms & Conditions

January 1, 2025

1General Provisions

1.1

These Terms of Service of the Credbull Labs Limited - doing business as "Credbull" and "BlackOpal" with registration number C110023, and with registered address at Level G (Office 1/1302) Quantum House 75, Triq L- Abate, Rigord, Ta Xbiex, Xbx 1120, Malta (the "Company", "we", "our", "us").

1.2

The Terms apply to your use of the Website and Services made available to you through the Website. The Terms set out in particular:

  • 1the types and scope of electronically supplied services;
  • 2
    the conditions for the supply of services by electronic means of communication, including:
    • technical requirements requisite for cooperation with the ICT Systems used by the Company;
    • a prohibition on providing illegal content by the User;
    • the conditions for making and terminating contracts of electronically supplied services;
  • 3a complaint procedure.

1.3

The following annexes are an integral part of these Terms:

Annex no. 1

Template Withdrawal Form

Annex no. 2

Risk Notice

1.4

The currently applicable and binding Terms are available on the Website in a form that enables their recording, storage, and reproduction by the User. The content of the Terms may be recorded and reproduced by the User using any technique on any media for purposes related to the use of the Website and the Services.

1.5

Before accessing the Website or using any of the Services, you must carefully read and understand the Terms and the Privacy Policy. By accessing the Website or using any of the Services, you acknowledge that you have carefully read, understood, and agreed to be bound by the Terms and the Privacy Policy.

1.6 Important Notice

NOTHING IN THESE TERMS OR IN THE CONTENT CONSTITUTES LEGAL, FINANCIAL, BUSINESS, CRYPTO-ASSETS OR TAX ADVICE AND YOU SHOULD CONSULT YOUR OWN LEGAL, FINANCIAL, CRYPTO-ASSETS, TAX OR OTHER PROFESSIONAL ADVISER BEFORE ENGAGING IN ANY ACTIVITY IN CONNECTION HEREWITH.

1.7 Acceptance Required

IF YOU DO NOT ACCEPT THESE TERMS IN THEIR ENTIRETY, YOU MUST NOT ACCESS OR USE THE WEBSITE OR THE SERVICES.

2Contact

2.1

You may contact the Company as regards the matters related to the Website or the Services using one of the following channels:

Email Contact

contact@credbull.io

2.2

We may communicate with you through the same contact channels as set forth in Section 2.1. above. If you use these communication channels, you agree that the Company may communicate with you through these channels in response.

2.3

We may also communicate with you by posting information on the Website or by sending an email to the email address provided by you when using the Website or the Services.

3Technical Requirements for the Use of the Website and Services

3.1

The technical requirements for the use of the Website and Services are as follows:

Device

Internet-connected device with latest operating system and current standard web browser (Chrome, Safari, Mozilla Firefox, Opera or Microsoft Edge)

Browser Settings

Cookies and JavaScript enabled in the web browser

Display

Screen resolution at least 1280x720 pixels

3.2

The technical requirements for the use of the Account Service, the Connect Wallet Service, the Loan Agreement Service, and the Referral Service are as follows:

Wallet Requirement

Active Wallet (e.g. external off-Website Wallet provided by a Third-Party) that operates on EVM blockchain networks

4Legal Requirements for the Use of the Website and Services

4.1

The legal requirements for the use of the Website and the Services are as follows:

Age Requirement

Must be at least 18 years old or of legal age in accordance with Applicable Law

Legal Capacity

Must have full legal capacity to conclude agreements under Applicable Law

Compliance

Comply with additional requirements for specific Services set out in these Terms

4.2

Restriction Notice

If you do not meet with any of the requirements set out in Section 4.1, you are obligated to refrain from accessing and using the Website or Services.

5Compliance with the Applicable Law

5.1

The User must comply with the Applicable Law, including the local laws regarding the lawful use of the Services in the User's jurisdiction.

5.2

The User declares that:

1

Legal Activities

Does not and will not carry out any illegal activity, including money laundering, financing of terrorism or sanctions violations

2

Sanction Lists

Is not indicated on any Sanction Lists

3

Jurisdiction

Is not located in a Prohibited Jurisdiction, nor is a citizen or resident of such jurisdiction

4

Legitimate Sources

Crypto-Assets used in connection with Services come from legitimate sources

5.3

Service Restriction

The Company does not provide Services to Users who fail to comply with this Section 5. COMPLIANCE WITH THE APPLICABLE LAW. Such cases constitute a breach of the Agreement through the fault of the User.

6Types and Scope of the Services

6.1

The types of the Services are as follows:

📄

Content Access Service

Access to platform content and information

🔗

Connect Wallet Service

Wallet connection functionality

👤

Account Service

User account management

💰

Loan Agreement Service

Loan origination and management

🤝

Referral Service

User referral program

6.2

The Agreement on the use of the Website and Services is concluded as regards:

1

Content Access Service

When the User accesses the Website

2

Connect Wallet Service

When the User clicks the "connect wallet" button on the Website's interface, confirming acceptance of Terms

3

Account Service

When the User uses the Connect Wallet Service

4

Loan Agreement Service

When the User connects wallet, selects loan terms, and clicks "DEPOSIT" button

5

Referral Service

When the User copies the unique referral link after entering into a Loan Agreement

6.3

Continued use of the Website and/or the Services is considered as a declaration of will to be bound by these Terms and acknowledgement of the Privacy Policy.

6.4

The Agreement with the User is concluded for the duration of the Service(s).

6.5

The Company may terminate the Agreement with immediate effect if any of these valid reasons arise:

User breach of Terms or conduct rules

Gross violation of Applicable Law or IP rights

Activities detrimental to Company or Third Parties

Use of Services contrary to their purpose

Attempts to gain unauthorised access

Overcoming software security features

Request by law enforcement or authorities

7General Rules of Use of the Services

7.1

Personal Use Only

The User is authorized to use the Website and/or the Services exclusively for personal use.

7.2

The User is obliged to use the Services in accordance with these Terms, the Applicable Law and good market practices, respecting personal rights and intellectual property rights. In particular, the User undertakes:

🚫
1

not to transmit or upload any Prohibited Content

⚠️
2

not interfere with or disrupt the operation of Services or ICT Systems

🎭
3

not impersonate any person or entity, misrepresent information

🚨
4

not support, assist, or promote any criminal activity or enterprise

⚔️
5

not access or use Services to create competing products or services

📋
6

not modify, reproduce, duplicate, copy, download, store, transmit, distribute without consent

🤖
7

not use deep linking, indexing robots, bots, spiders or automated devices

8Content Access Service

8.1

The Content Access Service consists of enabling the User to access the Content.

8.2

To start using the Content Access Service, the User must visit the Website using the User's web browser.

8.3 Important Disclaimer

THE CONTENT OR OTHER INFORMATION PUBLISHED ON THE WEBSITE IS PROVIDED FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER, ADVICE OR RECOMMENDATION TO BUY OR SELL ANY ASSETS OR TO ENGAGE IN ANY TRANSACTION, NOR DOES IT CONSTITUTE ADVICE OF ANY OTHER NATURE, SUCH AS TAX OR LEGAL ADVICE. ALL DECISIONS MADE BY THE USER ARE BASED SOLELY ON THE USER'S OWN ASSESSMENT OF THE USER'S FINANCIAL SITUATION AND OBJECTIVES. THE USER'S DECISIONS ARE USER'S SOLE RESPONSIBILITY.

8.4

No Account Required

The use of the Content Access Service does not require an Account.

8.5

Free of Charge

The use of the Content Access Service is free of charge.

9Connect Wallet Service

9.1

The Connect Wallet Service consists of enabling the User to connect his/her Wallet to the Website and ICT Systems of the Company.

9.2

To start using the Connect Wallet Service, the User must:

🌐
1

visit the Website using the User's web browser; and

🔗
2

click on the "Connect Wallet" button (or button with equivalent information) on the Website's interface; and

⚙️
3

select the type of Wallet to be connected, including by selecting a Third-Party provider of Wallet (if applicable) and click the button confirming the User's choice; and

4

proceed with the Third-Party provider's form in order to connect the Wallet.

9.3

Each User may connect a number of Wallets to the Website.

9.4

Third-Party Wallet Notice

The User acknowledges and understands that the Wallet is an external tool provided by the Third-Party. The Company is not a Wallet provider, does not exercise any control over the operation of the Wallet(s) and has no control over or access to the crypto-assets in the Wallet. The provisions of Section 17. THIRD-PARTY SERVICES apply accordingly.

9.5

No Account Required

9.6

Free of Charge

10Account Service

10.1

Account Creation

The Account Service consists of enabling the User to use Loan Agreement Service. By using the Account Service, the User creates his / her Account.

10.2

Prerequisite

To start using the Account Service, the User must connect his/her Wallet to the Website by way of using the Connect Wallet Service.

10.3

The use of the Account Service is free of charge.

11Loan Agreement Service

11.1

The Loan Agreement Service consists of enabling the User to enter into a Loan Agreement with the Company through the Website's interface (distance contract), including enabling the User to browse the available Loan Types.

11.2

To use the Loan Agreement Service, the User must:

🔗
1

connect his/her Wallet to the Website by way of using the Connect Wallet Service; and

⚙️
2

select the terms of the Loan Agreement by interacting with the Platform's interface (e.g. choosing type and amount of Crypto-Assets, term and APY of the Loan Agreement etc.); and

💰
3

click on the "LEND" button (or button with equivalent information) on the Website's interface.

For the avoidance of doubt

By following the steps set out in this Section 11.2 the User makes an offer to the Company under the conditions of the selected Loan Type and the General Terms of the Loan Agreement. The User should review the General Terms of the Loan Agreement before making the offer by way of following the steps set out in this Section 11.2. The Loan Agreement is subject to the General Terms of the Loan Agreement and is not governed by these Terms.

11.3

Account Required

The use of the Loan Agreement Service requires an Account.

11.4

Paid Service

Provided for remuneration and is subject to Gas Fee (paid to network validators).

12Referral Service

12.1

User Invitation Service

The Referral Service consists of enabling the User to invite potential Users to set up an Account on the Website.

12.2

To start using the Referral Service, the User must:

1

Complete Loan Agreement

enter into a Loan Agreement in compliance Section 11;

2

Copy Referral Link

copy the unique referral link available on the Website's interface – for the avoidance of doubt, the unique referral link is made available only after entering into a Loan Agreement.

12.3

The User may share the unique referral link with potential Users.

12.4

Token Rewards

The User who has successfully referenced other Users using the unique referral link may receive the Tokens by way of a future airdrop organised by the Company.

Important: A "successful" reference means a situation when a User creates an Account using the unique referral link of another User. For the avoidance of doubt, these Terms do not set out the terms and conditions of airdrops. The User who uses the Referral Service is not entitled to receive any Tokens nor does he or she obtain any claim to such Tokens.

12.5

No Account Required

12.6

Free of Charge

13Termination of Agreement

13.1

User Termination Rights

The User may terminate the Agreement at any time without stating a reason or incurring any costs by contacting the Company by email: contact@credbull.io. For the avoidance of doubt, this right of termination does not apply to the Loan Agreement which can be terminated in compliance with the provisions of the General Terms of the Loan Agreement.

13.2

The Company may terminate the Agreement by suspending or terminating the Account, with immediate effect if any of these valid reasons arise, in particular when:

1

User breach of Terms or conduct rules

2

Gross violation of Applicable Law or IP rights

3

Activities detrimental to Company or Third-Parties

4

Use of Services contrary to their purpose

5

Attempts to gain unauthorised access

6

Overcoming software security features

7

Failure to pay any Fees

8

Unexpected operational difficulties

9

Request by law enforcement or authorities

13.3

Account Suspension Effect

In the event that the Company suspends or terminates the Account, the User will not be able to access the Account or use any Services that require the Account.

14Company Fees and Gas Fees

14.1

The Company collects Company Fees and Gas Fee.

14.2

The User authorizes the Company, or the Company's payment processor, to debit or deduct from the amounts paid any applicable fees due in connection with the use of the Services, including the Company Fees and Gas Fee.

14.3

Transaction Finality

The User hereby acknowledges that under no circumstances any transaction that occur on the Website (i.e. payment in performance of the Loan Agreement) becomes invalid, revocable, retractable, or unenforceable on the basis that the given Fee for given transaction was unknown, too high, or otherwise unacceptable.

Company Fees

14.4

The Company Fees are charged by the Company.

14.5

Amounts are set out in Annex no. 2 and displayed on the Website's interface when ordering Services.

14.6

The Company may change the Company Fees in accordance with Section 22. Users will be notified of changes.

Gas Fee

14.7

The Gas Fee is charged by the smart contract.

14.8

Maximum estimated amount is displayed on the Website's interface when ordering Services requiring Gas Fee payment.

14.9 The User acknowledges that:
1

Company collects Gas Fee for network validators to cover blockchain processing costs

2

Company does not receive any amounts from Gas Fee or determine the Gas Fee amount

3

Company is not responsible for Gas Fee amount as it's outside Company control

4

Gas Fee amount may vary slightly from pre-transaction summary due to blockchain technology limitations

15Taxes

15.1

The User is solely responsible for:

1

Tax Determination

Determining whether and to what extent any taxes apply to crypto-assets transactions and determining rules for withholding, collecting, reporting and remitting correct amounts to relevant tax authorities (if applicable)

2

Tax Reporting

Declaring all receipts and debits of any crypto-assets in connection with use of Services, including for purposes of national tax returns and any related returns

15.2

Company Liability Release

The User releases the Company from any and all liability in the event of the User's failure to comply with the provisions set out in this Section 15. TAXES. The Company is not responsible for the User's failure to comply with the tax obligations set out in this Section 15. TAXES.

16Intellectual Property Rights

16.1

License Grant

The company grants to the User a non-exclusive, non-transferable, royalty-free, copyright license, without the right to sub-license, to use the Website and the Services, in accordance with these Terms.

16.2

Content Protection

The Content, which includes graphical elements, is protected by copyright, trademark protection rights (or priority rights to register trademarks), and other intellectual property. The Company does not assign any copyrights or provide any licenses to use the Content outside of the license set out in this Section 16. Any use of the Content outside of the scope of the license, may constitute a breach of the Company's intellectual property rights.

16.3

User Restrictions

The User recognizes and accepts that the Website may include content or characteristics that are safeguarded by copyright, patent, trademark, trade secret, or other exclusive rights and laws. The User may not modify, copy, frame, scrape, rent, lease, loan, publish, sell, distribute, remove any proprietary notices or labels, or develop derivative works based on the Website, the Services, in whole or in part, except as explicitly authorized by the company.

17Third-Party Services

17.1

External Links and Services

The Website may contain hyperlinks to external services or websites of Third-Parties. These Terms do not apply to such Third-Party Services or websites unless expressly stated otherwise. If the User uses them, he/she does so at his/her own risk and subject to the relevant terms of services and privacy policy of such Third-Parties.

Recommendation: The Company recommends that each User reads their terms of service and privacy policies for further information before accessing or using Third-Party Services or websites. The Company is not responsible for any Third-Party Services accessed via a hyperlink from the Website, including for their accuracy and/or completeness.

18Privacy and Personal Data Protection

18.1

GDPR Compliance

The Company processes the User's personal data in accordance with Applicable Law, including the GDPR. Information on processing of the User's personal data and information on cookies can be found in the Privacy Policy.

19Complaints

19.1

The Company shall exercise due diligence to ensure that the Services and the Website operate at an appropriate level.

19.2

Complaint Submission

The User has the right to report objections and errors in the functioning of the Services and the Website by contacting the Company by email at:

contact@credbull.io

19.3

The User should state in the complaint:

1

Contact Details

Required to send a reply to the complaint or claim

2

Event Description

Detailed description of the event giving rise to the complaint

3

User Demands

Demands of the User making the complaint

19.4

The Company may ask the User to provide additional information to the extent necessary to provide a complete response.

19.5

⏱️ Response Time: 14 days maximum

Complaints will be dealt with immediately, no later than within 14 days.

19.6

A complaint may be submitted anonymously if providing the User's personal data is not necessary for processing the complaint.

19.7

The Company will send the User a response to the complaint to the email address from which the complaint was sent unless the User has indicated a different preference.

20Liability

20.1

Liability Limitation

Subject to the mandatory provisions of the Applicable Law and other provisions of these Terms, our total liability on any basis (i.e. contractual, tort) for damages caused by the Company to the User who is not a Consumer in any calendar year of these Terms shall be limited to an amount equal to 100 EUR.

20.2

Subject to the mandatory provisions of the Applicable Law, the Company shall not be liable (liability exclusion):

📈

Investment Decisions

for investment, crypto-assets or financial decisions made on the basis of the Content or for the results obtained. The Company is not an investment, crypto-assets, or financial advisor.

⚠️

Service Restrictions

for restricting, delaying, or preventing User's access to the Website or Services due to circumstances beyond reasonable control, including strikes, utility failures, telecommunications issues, war, riot, civil commotion, malicious damage.

🔧

Maintenance Work

for restricting, delaying, or preventing User's access due to necessary maintenance, upkeep or development work (including updates) in relation to the Website or Services.

🌪️

Uncontrollable Circumstances

for damage caused by circumstances beyond its direct or indirect control.

🔗

Third-Party Services

for Third-Party Services, including their accuracy and completeness.

👤

User Actions

for acts or omissions of the User, in particular for damages caused by illegal use of any of the Services.

🚨

Fraudulent Activities

for loss or damage suffered by the User as a result of illegal or fraudulent activities of Third-Parties.

💻

ICT Systems

for damages resulting from ICT Systems, including Internet or blockchain networks, for failures, disruptions, errors, user errors, server failures, corrupted files, etc.

20.3

Consumer Protection

The Sections 20.1-20.2 do not deprive the Consumer of the protection(s) afforded to him by the provisions that cannot be derogated from by agreement by virtue of the law of the country where the Consumer has his habitual residence, as well as do not restrict any rights of the Consumer that cannot be excluded or limited by the Applicable Law. If the Purchaser has such protection(s) or rights that cannot be limited, the relevant provisions of the Applicable Law will apply.

21Liability Disclaimer & Risk

⚠️ CRITICAL RISK WARNING

This section contains essential risk disclosures and liability limitations. Please read carefully.

21.1

Fiduciary Disclaimer

The Company does not act as a fiduciary, trustee, agent, or financial advisor to any third party entities providing capital on any platform, whether through smart contracts or other mechanisms. All interactions and transactions executed via on-chain protocols are conducted on an "as-is" and discretionary basis.

21.2

Smart Contract Governance

All capital interactions with the Company are governed solely by the code of the relevant smart contract(s). No additional terms, conditions, or understandings—expressed verbally, implied, or off-chain—shall be considered binding unless formally executed in writing and signed by authorized representatives of both parties.

21.4

Risk Acknowledgment

By interacting with the Company on-chain, the counterparty acknowledges and accepts full responsibility for any losses incurred as a result of these risks.

21.3

Investment Risks Include:

Counterparty default
Smart contract vulnerabilities
Regulatory changes
Illiquidity or market loss
Operational failure of underlying platforms

21.5

No Guarantees

The Company makes no representation, warranty, or guarantee—express or implied—regarding the return of capital, profitability, or risk mitigation. Capital allocations are speculative in nature and may result in partial or total loss.

21.7

Governing Law

This disclaimer and any disputes arising from capital interactions with the Company shall be governed by and construed in accordance with the laws of Malta. Any disputes shall be subject to the exclusive jurisdiction of the courts of Malta.

21.8 Irrevocable Acknowledgment

By providing capital to the Company through any on-chain transaction, the counterparty irrevocably acknowledges, accepts, and agrees to the terms outlined in Clause 21.

22Amendments to the Terms

22.1

The Company reserves the right to amend these Terms for important reasons, i.e.:

⚖️
1

Change in legislation requiring Terms adaptation to Applicable Law

🏛️
2

Need to adapt to recommendations, orders, rulings of authorised public authorities

🔧
3

Extending or changing Website functionality, introducing new services

💻
4

Changing technical conditions for Services provision

✏️
5

Rectifying ambiguities, errors or clerical mistakes in Terms

📞
6

Changing contact details, names, identification numbers, addresses

🛡️
7

Preventing abuse or for security reasons, ensuring legal compliance

📈
8

Improving the quality of service

22.2 Consumer Protection

If the User is a Consumer, the Company will inform the User of the planned change to these Terms by publication on the Website, or by email that the User has provided when using the Services. In such case the Company will provide the User who is a Consumer with:

Content

The content of the planned change to these Terms

Timeline

Effective date no less than 7 days prior to change

Documentation

The consolidated text of the amended Terms

22.3

Right to Terminate

If the User does not agree to the proposed changes of these Terms, the User is entitled to terminate Agreement under these Terms, effective on the day immediately preceding the date of the proposed amendment. The User must inform the Company of the User's decision by sending an email to: contact@credbull.io

Continued use of the Website or the Services means that the User agrees to be bound by the current version of the Terms.

23Disputes

23.1

First Contact

If a dispute, claim or any matter arises in connection with these Terms, the User may contact the Company in accordance with Section 2. CONTACT.

23.2

Court Resolution

Any dispute, controversy, claim or matter arising out of or connected with these Terms that is not resolved or settled amicably by way of contacting the Company will be settled by a court of competent jurisdiction, subject to Sections 23.3 – 23.5 below applicable to the Users who are EU Consumers.

23.3

The Company does not utilize any alternative dispute resolution mechanisms or out-of-court redress mechanisms, except when it is required by the Applicable Law.

23.4 EU Consumer Platform

The User should be aware that the European Commission has established a specific platform for online dispute resolution related to online sales or services agreements involving EU Consumers and businesses established in the EU.

ODR Platform Available

http://ec.europa.eu/consumers/odr

Although the Company is not legally obliged to utilize the Online Dispute Resolution ("ODR") platform, it may consider this option on a case-by-case basis.

23.5

Consumer Support Organizations

If the Users who are Consumers have a dispute, claim, or any other matter with the Company, they may reach out to a municipal or district consumer ombudsman or consumer organizations, such as the European Consumer Centre Network, for assistance and advice.

24Applicable Law

24.1

Governing Jurisdiction

These Terms will be governed by the laws of Malta subject to Section 23.2 below. In matters not regulated by these Terms, the relevant provisions of the Applicable Law shall apply.

24.2

Consumer Rights Protection

For the avoidance of doubt, these Terms shall not limit any rights the Users may have as a Consumer that cannot be excluded or limited under Applicable Law. In the event that User as a Consumer has such rights which cannot be limited, the provisions of the Applicable Law shall apply.

25Final Provisions

25.1

Complete Agreement

These Terms comprise the entire contractual relationship between the User and the Company and supersede all prior arrangements, agreements, and understandings of any kind between the User and the Company.

25.2

In matters not regulated by these Terms, the relevant provisions of the Applicable Law shall apply.

25.3

Transfer Rights

The Company reserves the right to transfer the rights and obligations of the Company set out in these Terms to the Company affiliates or other members of the Company's group. If the User does not consent to such transfer, the User will be entitled to terminate the Agreement.

25.4

Severability

If any provision of these Terms is declared invalid or ineffective in whole or in part by a court or other competent authority, or if the invalidity or ineffectiveness of any provision of these Terms is based on binding legal provisions, or if any provision of these Terms proves to be unenforceable in whole or in part, the remaining provisions of these Terms shall remain in full force and effect.

25.5

Warranty Exclusion

All warranties, representations, conditions, and any other terms of any kind implied by statute or common law are excluded to the fullest extent permitted by Applicable Law.

26Definitions

26.1. Capitalized terms in these Terms shall have the meaning set forth below:

Account

a dataset about a User, including the data about the Wallet, which allows the User to use the Loan Agreement Service and/or the Referral Service

Account Service

the service provided to the User under these Terms, described in particular in Section 10. ACCOUNT SERVICE

Agreement

the agreement on the use of the Website concluded between the User and the Company under these Terms

Applicable Law

any and all applicable laws, statutes, ordinances, orders, regulatory requirements, rules and regulations and other similar legal instruments, whether state, EU, federal or local

Company

Credbull Labs Limited with registration number C110023, and with registered address at Level G (Office 1/1302) Quantum House 75, Triq L- Abate, Rigord, Ta Xbiex, Xbx 1120, Malta

Company Fees

all amounts payable by the User to the Company as determined under these Terms

Consumer

any natural person making a legal transaction with the Company who is not directly related to its professional or business activity

Content

any content, comments, remarks, data, information, text, photos, images, digital or other material displayed by the Company or made available by the Company by any other means on or through the Website in connection with Services

Content Access Service

the service provided to the User under these Terms, described in particular in Section 8. CONTENT ACCESS SERVICE

Connect Wallet Service

the service provided to the User under these Terms, described in particular in Section 9. CONNECT WALLET SERVICE

Crypto-Asset Account

an account held by a crypto-asset service provider in the name of one or more natural or legal persons and that can be used for the execution of transfers of crypto-assets

DLT

distributed ledger technology that enables the operation and use of distributed ledgers, which are information repositories that keep records of transactions and that are shared across, and synchronised between, a set of network nodes using a consensus mechanism

Gas Fee

the amount payable by a User to the network validators for conducting a blockchain transaction ordered by the User through Website, which is charged by the network validators. The Gas Fee is not a Company Fee

GDPR

General Data Protection Regulation 2016/679

General Terms of the Loan Agreement

the General Terms of the Loan Agreement available at credbull.io

ICT Systems

a set of interoperable computing devices and software providing for the processing and storage of data as well as the sending and receiving of data over telecommunications networks

Loan Agreement

the Loan Agreement as defined in the General Terms of the Loan Agreement

Loan Type

the Loan Type as defined in the General Terms of the Loan Agreement

Prohibited Content

any content, comments, remarks, data, information, text, photos, images, digital or other material made, shared, used or uploaded by the User other than the Content that infringes intellectual property rights, contains viruses, constitutes threats to privacy or security, or is unlawful, harmful, threatening, abusive, harassing, defamatory, obscene, pornographic, libelous or otherwise objectionable

Services

the services provided by the Company to the User through the Platform, i.e.: the Content Access Service, Connect Wallet Service, Account Service, Loan Agreement Service, Referral Service

Self-Hosted Address

an alphanumeric code that identifies an address on a network using DLT or similar technology where Crypto-Assets can be sent or received

Terms

these Terms of Service of the Credbull Website

Third-Party

an entity other than you or the Company that provides the Third-Party Services

Third-Party Service

services or solutions provided by a Third-Party that are linked to on the Website

Token

$CBL tokens issued by the Company

User

a natural or legal person using the Website and/or the Services

Wallet

a Crypto-Asset Account operated by a Third-Party on behalf of the User or the User's off-Website Self-Hosted Address

Website

the website operated by the Company through which the Services are provided, available at: https://www.credbull.io

📖 Complete Definitions

This section contains 28 key definitions that govern the interpretation and application of these Terms and Conditions.

General Terms of Loan Agreement

1General Provisions

These General Terms of the Loan Agreement ("General Loan Terms") shall apply to and form an integral part of all of the loan agreements which are concluded by and between Credbull Labs Limited - doing business as "Credbull" and "BlackOpal" - with registered address at Level G (Office 1/1302) Quantum House 75, Triq L-Abate, Rigord, Ta Xbiex, Xbx 1120, Malta ("Borrower") and individuals, third party entities, sole proprietors and other legal persons such as companies established under the applicable commercial law ("Lender").

Note: By deploying capital into a permissionless vault administered by the Borrower from its website or any third party platform, it is assumed that the Lender has read and agreed with this loan agreement in its entirety.

2Definitions

Capitalized terms in these General Loan Terms or the Loan Agreement shall have the meaning set forth below:

"Annual Percentage Yield (APY)"

an interest rate on the Loan

"Asset Managers"

third party licensed asset managers, investment advisors, fund managers handling underlying digital assets

"Borrower"

Credbull Labs Limited with registration number C110023

"Consumer"

any natural person who concludes the Loan Agreement with the Borrower

"Loan Amount"

amount of loan in USDC or USDT crypto-assets indicated in the Loan Form

"Lock-Up Period"

duration of the Loan Agreement specified for each Loan Type

"Maximum Total Loans Amount"

maximum aggregated total Loan Amount for each Loan Type

"Minimum Loan Amount"

minimum Loan Amount required

"USDC"

crypto-asset (stablecoin) pegged to US dollar at 1:1 ratio managed by Circle

"USDT"

crypto-asset (stablecoin) pegged to US dollar at 1:1 ratio managed by Tether

3Subject of the Loan Agreement

3.1

The Lender undertakes to grant the Borrower a Loan Amount in the amount set by the Lender in a Loan Form and the Borrower undertakes to use its best commercial efforts to return the amount equal to the Loan Amount, together with interest, upon the redemption terms, interest cycle or Lock-Up Date, in accordance with these General Loan Terms, subject to the limitations and disclaimers set forth in Section 20.

3.2

The Loan Agreement consists of:

3.2.1 General Loan Terms
3.2.2 Individual Loan Terms, including:
  • • Loan Type – which may include Lock-Up Period, APY, Minimum Loan Amount, Maximum Total Loans Amount
  • • Loan Amount – set by the Lender
  • • Network gas fees

3.5 Important Notice

The Borrower does not manage capital directly but rather deploys capital to Asset Managers who manage capital as per their respective regulatory and product mandate. The Borrower is not responsible in any way for the management of the loan by third parties.

4Warranties and Representations of the Parties

4.1 The Lender represents and warrants that:

1

Has full legal capacity and authorization to conclude the Loan Agreement

2

Acknowledges smart contracts do not constitute legal contracts

3

Performance does not breach mandatory law provisions

4

Acts for its own account, not as proxy or agent

5

Has knowledge and experience in financial matters

6

Concludes agreement based on own judgment

7

Does not carry out illegal activities including money laundering

8

Is not on any Sanction Lists

9

Is not in Prohibited Jurisdiction

10

Crypto-assets come from legitimate sources

11

Irrevocably waives right to legal claim on Borrower's assets

12

No legal standing to bring claims without separate written agreement

4.2 The Borrower represents that:

1

Is a private limited company established under Malta law

2

Has full legal capacity to conclude and execute Loan Agreement

3

Will use best commercial efforts to perform obligations

4

Acts for its own account, not as proxy or agent

5Conclusion of Loan Agreement

5.1 Agreement concluded when:

  • Lender deploys capital in vault administered by Borrower
  • Positive consensus protocol carried out by blockchain network users

6Transaction Fees

6.1 The Borrower may collect Company Fees and Gas Fees in accordance with Section 14 of the Terms of Service.

7Interest

7.1

The Lender may be entitled to interest calculated on the value of the outstanding portion of the Loan Amount using the interest rate being the APY, subject to successful deployment and performance of underlying investments as described in Section 21.

7.2

Interest shall be calculated in the same units of crypto-assets (USDC or USDT) as the Loan Amount.

7.3

Interest on the Loan Amount shall not be capitalized during the term of the Loan Agreement.

7.4 Important

The Lender shall not be entitled to any remuneration beyond what is actually generated from underlying investments, and the Borrower makes no guarantee of any specific returns.

8Loan Payment

8.1 Payment Conditions

The Loan Payment shall be payable by the Borrower to the Lender, subject to performance of underlying investments:

  • • After the Lock-Up Date or interest cycle
  • • After being authorized by the blockchain protocol
  • • To the Lender's public Wallet address

8.2 No Early Payment Obligation

The Borrower shall NOT be obligated to make Loan Payment early, either in part or in full, prior to the occurrence of the interest cycle or Lock-Up Date.

8.7 Payment Restrictions

The Borrower reserves the right to refrain from Loan Payment where required under applicable law or where insufficient funds are available due to performance of underlying investments.

9Confidential Information

9.1 Confidentiality Obligation

During the term of the Loan Agreement and for 5 years after termination, Parties agree not to use or disclose Confidential Information without prior written consent.

9.4 CAPITAL LOSS CONFIDENTIALITY

In the event of any capital loss by the Borrower or any Asset Manager, whether partial or total, the Lender and its affiliates, agents, representatives, employees, and related parties hereby agree to maintain strict confidentiality regarding such loss and shall not disclose, communicate, or make available any information relating to such capital loss to any third party whatsoever.

9.5 VIOLATION OF CONFIDENTIALITY

In the event of any violation of Section 9.4, the Lender shall be liable for defamation, slander, and/or libel under the laws of Malta with no liability limits whatsoever.

10Liability

10.2 The Borrower shall not be liable to the Lender for any damages whatsoever, including but not limited to any or total loss of capital.

10.6 NO OBLIGATION TO PROVIDE PROOF OF LOSS: The Borrower has no obligation to provide any proof, documentation, evidence, or explanation of capital loss.

11Termination

11.1

The Loan Agreement may be terminated by the Borrower with immediate effect on material breach by the Lender.

11.2

Upon termination, obligations expire except for confidentiality and liability disclaimers.

12Amendments to the General Loan Terms

12.1 Unilateral Amendment Rights

The Borrower is entitled to unilaterally change provisions of these General Loan Terms at any time for any reason, and is not obligated whatsoever to provide notices or notification to any party prior to or after such changes have been made.

12.2 Immediate Application

Any amendments to the General Loan Terms shall apply to all existing and future Loan Agreements immediately upon publication.

13Consumer Rights

13.1 Exclusion of Consumer Protection

The Lender acknowledges that this Loan Agreement involves speculative investments and that consumer protection laws DO NOT apply to such speculative financial products.

14Personal Data Protection

Privacy Policy

The Borrower uses the Lender's personal data in connection with the Loan Agreement. Legal grounds and rules described in Privacy Policy.

15Governing Law

Malta Law

In matters not regulated by the Loan Agreement, the provisions of the laws of Malta apply.

16Dispute Resolution

Exclusive Jurisdiction

The Parties agree to the exclusive jurisdiction of the courts of Malta for any dispute arising from this Loan Agreement.

17Severability

17.1 Validity Preservation

If any provision (or part of a provision) of the Loan Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision shall be deemed deleted. Any modification or deletion shall not affect the legality, validity, and enforceability of the rest of the Loan Agreement.

18Smart Contract Disclaimer

18.1 No Legal Contract Status

The Lender acknowledges and agrees that smart contracts do not constitute legal or enforceable contracts in any jurisdiction with respect to the Borrower. All rights and obligations between the parties are governed exclusively by this written agreement.

18.2 Technological Tool Only

Any smart contract deployment is merely a technological tool and does not create any legal rights or obligations beyond those expressly set forth in this written agreement.

19Capital Deployment and Third-Party Management

19.1 Capital Management Structure

The Lender understands and acknowledges that the Borrower does not manage capital directly but rather deploys capital to Asset Managers who manage capital as per their mandate.

19.2 No Responsibility

The Borrower is not responsible for the management of the loan by such Asset Managers and makes no representations or warranties regarding the performance of such third parties.

19.3 Risk Attribution

The Lender acknowledges that all risks associated with Asset Managers are borne solely by the Lender.

19.4 Independent Third Parties

Asset Managers are independent third parties operating under their own regulatory frameworks and are not agents, employees, or representatives of the Borrower.

Capital Flow & Risk Structure

Lender

Provides Capital

Bears All Risk

Borrower

Deploys Capital

No Management

Asset Managers

Manage Assets

Independent

⚠️ COMPREHENSIVE RISK DISCLOSURE ⚠️

No Guarantees

  • • No guarantee of returns
  • • Risk of total capital loss
  • • No fiduciary relationship
  • • Speculative investments

No Protections

  • • No consumer protection laws
  • • No deposit insurance
  • • No regulatory oversight
  • • Unlimited liability waiver

Lender Obligations

  • • Maintain confidentiality
  • • Indemnify Borrower
  • • Waive all claims
  • • Accept unlimited risk

BY DEPLOYING CAPITAL, THE LENDER ACKNOWLEDGES FULL UNDERSTANDING AND ACCEPTANCE OF ALL RISKS AND DISCLAIMERS

20Liability Disclaimer & Risk

⚠️ Critical Risk Notice

20.1 The Borrower does not act as a fiduciary, trustee, agent, or financial advisor.

20.3 Investments carry inherent risks including:

  • • Counterparty default
  • • Smart contract vulnerabilities
  • • Regulatory changes
  • • Illiquidity or market loss

20.5 The Borrower makes no representation, warranty, or guarantee regarding return of capital.

20.9 The Lender hereby irrevocably waives any right to legal claim on assets of the Borrower or Asset Manager.

Governing Law

This disclaimer and any disputes shall be governed by the laws of Malta and subject to the exclusive jurisdiction of the courts of Malta.

21Final Provisions

21.1 Effective Date

Binding Agreement

These General Loan Terms, being an integral part of every Loan Agreement, are binding as of January 1, 2025.

21.2 Warranty Exclusions

Complete Warranty Exclusion

All warranties, representations, conditions, and all other terms of any kind whatsoever implied by statute or common law are excluded from these General Loan Terms to the fullest extent permitted by the applicable law.

21.3 Conflict Resolution

Priority Hierarchy

In the event of a conflict between the content of the Loan Form and the content of these General Loan Terms, the content of these General Loan Terms shall prevail to the extent they provide greater protection to the Borrower.

21.4 Lender Acknowledgment

Complete Understanding and Agreement

By deploying capital into a vault administered by the Borrower from its website or any third party platform, the Lender confirms that they have:

Read all terms of this loan agreement

Understood all liability disclaimers

Agreed to all terms of this agreement

Accepted all risk acknowledgments

22Indemnification

22.1 Lender Indemnification Obligations

The Lender agrees to indemnify, defend, and hold harmless the Borrower and Asset Managers from and against any and all claims, damages, losses, costs, and expenses arising out of:

Lender's breach of any provision of this Agreement

Any claim brought against Borrower or Asset Managers

Regulatory action arising from Lender's participation

Tax liabilities from Lender's capital deployment

Violation of confidentiality obligations

Annexes

Annex No. 1

Template Withdrawal Form

(Please complete and return this form only if you wish to withdraw from the contract)

To: [here the trader's name, geographical address and, where available, his fax number and e-mail address are to be inserted by the trader]

I/We (*1) hereby give notice that I/We (*1) withdraw from my/our (*1) contract or the provision of the following service (*1): ____________

Ordered on (*1)/received on (*1): ____________

Name of consumer(s): ____________

Address of consumer(s): ____________

Signature of consumer(s) (only if this form is notified on paper): ____________

Date: ____________

(*1) Delete as appropriate.

Annex No. 2

Risk Notice

⚠️ The Company explicitly disclaims any ownership or control over the crypto-assets held by the User on their Wallet.

The User acknowledges and understands that the crypto-assets, being beyond the control of the Company, are inherently exposed to various risks and uncertainties.

The User accepts and acknowledges each of the following risks:

  • the prices of crypto-assets are extremely volatile
  • smart contract vulnerabilities and blockchain risks
  • security risks and operational challenges
  • regulatory changes and compliance risks

CREDBULL

© 2025 Credbull Labs Limited. All rights reserved.

Last updated: January 1, 2025

Credbull Labs Limited - doing business as "Credbull" and "BlackOpal"

Registration Number: C110023

Level G (Office 1/1302) Quantum House 75, Triq L- Abate, Rigord, Ta Xbiex, Xbx 1120, Malta