Terms of Service

1.1

These Terms of Service of the 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 (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:

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.

2.1

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

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.

3.1

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

• 1an Internet-connected device with the latest operating system, Internet access and a current standard web browser (e.g. Chrome, Safari, Mozilla Firefox, Opera or Microsoft Edge);
• 2cookies and JavaScript enabled in the web browser;
• 3screen resolution when displaying the Website is at least 1280x720 pixel.

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:

• 1having an active Wallet (e.g. an external off-Website Wallet provided by a Third-Party etc.) that operates on EVM blockchain networks.

4.1

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

• 1you must be at least 18 years old or of the legal age in accordance with the Applicable Law at the time of accessing the Website;
• 2you must have the full legal capacity to conclude agreements under the Applicable Law;
• 3comply with additional requirements as regards specific Services set out in these Terms (if applicable).

4.2

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.

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:

• 1the User does not and will not carry out any illegal activity, including money laundering, financing of terrorism or any other activity in violation of any state or international sanctions as defined by the Applicable Law in connection with use of the Services;
• 2the User is not indicated on any Sanction Lists;
• 3the User is not located in a Prohibited Jurisdiction, is not a citizen of a Prohibited Jurisdiction nor is a resident of a Prohibited Jurisdiction;
• 4the User's Crypto-Assets used in connection with the Services come from legitimate sources.

5.3

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.

6.1

The types of the Services are as follows:

6.2

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

• 1the Content Access Service – when the User accesses the Website;
• 2the Connect Wallet Service – when the User clicks the "connect wallet" button (or button with equivalent information) on the Website's interface, thus confirming that the User accepts the Terms;
• 3the Account Service – when the User uses the Connect Wallet Service;
• 4the Loan Agreement Service – when the User (i) connects his/her Wallet to the Website by way of using the Connect Wallet Service; and (ii) selects the terms of the Loan Agreement by selecting Loan Type and inputting required data by way of interacting with the Platform's interface (e.g. choosing type and amount of crypto-assets, term and APY of the Loan Agreement etc.); and clicks on the "DEPOSIT" button (or button with equivalent information) on the Website's interface;
• 5the Referral Service – when the User copies the unique referral link available on the Website's interface made available 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 by, with immediate effect if any of these valid reasons arise:

• •the User is in breach of these Terms, in particular the rules of conduct set out in Section 5. COMPLIANCE WITH THE APPLICABLE LAW or in Section 7. GENERAL RULES OF USE OF THE SERVICES;
• •the User grossly violates Applicable Law or the rights of the Company or Third Parties in connection with the User's use of the Services, in particular intellectual property rights;
• •the User carries out activities detrimental to the Company or Third Parties, in particular activities that violate or threaten the security of ICT Systems;
• •the User uses the Services in a manner contrary to their purpose or scope as set out in these Terms;
• •the User attempts to gain unauthorised access to the Website;
• •the User overcomes software security features that restrict or protect the use of Content;
• •it is requested by law enforcement or other public authorities.

7.1

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 our rights or rights of the Third Parties. In particular, the User undertakes:

• 1not to transmit or upload any Prohibited Content;
• 2not interfere with or disrupt the operation of the Services or ICT Systems;
• 3not impersonate any person or entity, misrepresent information, or otherwise misrepresent your affiliation with a person or entity;
• 4not support, assist, or promote any criminal activity or enterprise;
• 5not access or use the Services to create products or services that compete with the Services;
• 6not modify, reproduce, duplicate, copy, download, store, further transmit, distribute, transfer, disassemble, broadcast, publish, remove or alter any copyright statement or label, or license, sublicense, sell, mirror, design, rent, lease, trademark, grant a security interest in or to any portion of the property, or create derivative works or otherwise exploit any portion of the property with respect to the Content, the Website or the Services - without the prior written consent of the Company;
• 7not use deep linking, indexing robots, bots, spiders or other automated devices, programs, scripts, algorithms or methods, or any similar or equivalent manual process to access, obtain, copy or monitor any element of the Company's intellectual property, or replicate or circumvent the navigational structure or presentation of the Content, the Website or the Services in any way, to obtain or attempt to obtain any materials, documents or information by any means not intentionally made available through the Services or the Website in accordance with these Terms.

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.

8.4

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

8.5

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

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:

• 1visit the Website using the User's web browser; and
• 2click on the "Connect Wallet" button (or button with equivalent information) on the Website's interface; and
• 3select 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
• 4proceed 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

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 15. THIRD-PARTY SERVICES apply accordingly.

9.5

The use of the Connect Wallet Service does not require an Account.

9.6

The use of the Connect Wallet Service is free of charge.

10.1

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

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.

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:

• 1connect his/her Wallet to the Website by way of using the Connect Wallet Service; and
• 2select 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
• 3click on the "LEND" button (or button with equivalent information) on the Website's interface.

11.3

The use of the Loan Agreement Service requires an Account.

11.4

The Loan Agreement Service is provided for remuneration and is subject to Gas Fee (paid to the network validators).

12.1

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:

• 1enter into a Loan Agreement in compliance Section 11;
• 2copy 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

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. 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

The use of the Referral Service does not require an Account.

12.6

The use of the Referral Service is free of charge.

13.1

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:

• •the User is in breach of these Terms, in particular the rules of conduct set out in Section 5. COMPLIANCE WITH THE APPLICABLE LAW or in Section 7. GENERAL RULES OF USE OF THE SERVICES;
• •the User grossly violates Applicable Law or the rights of the Company or Third-Parties in connection with the User's use of the Services, in particular intellectual property rights;
• •the User carries out activities detrimental to the Company or Third-Parties, in particular activities that violate or threaten the security of ICT Systems;
• •the User uses the Services in a manner contrary to their purpose or scope as set out in these Terms;
• •the User attempts to gain unauthorised access to the Website or to another User's Account, or to assist others in such attempts;
• •the User overcomes software security features that restrict or protect the use of Content;
• •the User fails to pay any of the Fees;
• •unexpected operational difficulties occur;
• •it is requested by law enforcement or other public authorities.

13.3

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.

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

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.

15.1

The User is solely responsible for:

• 1determining whether and to what extent any taxes apply to crypto-assets transactions made by the User in connection with using the Services and to determine the rules for withholding, collecting, reporting and remitting the correct amounts of taxes to the relevant tax authorities (if applicable);
• 2declaring all receipts and debits of any of User's crypto-assets in connection with the use of the Services, including for the purposes of national tax returns and any related returns.

15.2

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.

16.1

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

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. INTELLECTUAL PROPERTY RIGHTS. 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

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.

17.1

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. 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.

18.1

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.

19.1

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

19.2

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:

• 1the contact details required to send a reply to the complaint or claim;
• 2a detailed description of the event giving rise to the complaint;
• 3demands 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

Complaints and notifications will be dealt with immediately, no later than within 14 days. Failure to provide or incomplete provision of the information specified in Section 19.3 may make it difficult or impossible to respond to the complaint.

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 that he/she wishes to receive a response to a different email address.

20.1

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 (liability limitation).

20.2

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

20.3

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.

21.1

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, and the Company does not assume any duty of care, loyalty, or prudence unless explicitly agreed to in writing via a legally binding contract.

21.2

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.

21.3

The Company may deploy capital received on-chain into third-party entities or financial products, which may include but are not limited to funds, decentralized applications, protocols, and alternative finance mechanisms (e.g., invoice financing). These investments inherently carry risk, including:

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

21.4

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

21.5

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.

21.6

The Company is not liable for any unilateral changes made by the capital provider, including changes to governance, smart contract parameters, or off-chain communications, especially where such changes are made without prior notice, discussion, or agreement with the Company.

21.7

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

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.

22.1

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

• 1in the event of a change in legislation, the need to adapt these Terms to the Applicable Law directly affecting these Terms and resulting in the need to modify them to comply with the Applicable Law;
• 2the need to adapt these Terms to recommendations, orders, rulings, provisions, interpretations, guidelines, or decisions of authorised public authorities;
• 3extending or changing the functionality of the Website, including the introduction of new services provided electronically or changing the existing functionality of the Website;
• 4changing the technical conditions for the provision of the Services;
• 5the need to rectify any ambiguities, errors or clerical mistakes that may have occurred in these Terms;
• 6changing the contact details, names, identification numbers, electronic addresses or links provided in these Terms;
• 7to prevent abuse or for security reasons, including to enable the Services to be used in a legally compliant manner;
• 8improving the quality of service.

22.2

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:

• 1the content of the planned change to these Terms;
• 2the effective date of the change no less than 7 days prior to such change;
• 3the consolidated text of the amended Terms.

22.3

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 the following email address: 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.

23.1

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

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 22.3 – 22.5 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

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. This platform is available at 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

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.

24.1

These Terms will be governed by the laws 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

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.

25.1

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

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

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

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.

26.1

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