Terms of Use

Updated as of September 15, 2024

MULTIPLI IS NOT OFFERED TO PERSONS OR ENTITIES WHO RESIDE IN, ARE CITIZENS OF, ARE LOCATED IN, ARE INCORPORATED IN, OR HAVE A REGISTERED OFFICE IN THE UNITED STATES OF AMERICA OR CANADA (COLLECTIVELY, “BLOCKED PERSONS”). MOREOVER, NO SERVICES (AS DEFINED BELOW) ARE OFFERED TO PERSONS OR ENTITIES WHO RESIDE IN, ARE CITIZENS OF, ARE LOCATED IN, ARE INCORPORATED IN, OR HAVE A REGISTERED OFFICE IN ANY RESTRICTED TERRITORY (COLLECTIVELY “RESTRICTED PERSONS”). WE DO NOT MAKE EXCEPTIONS - IF YOU ARE A BLOCKED PERSON, DO NOT ATTEMPT TO USE THE MULTIPLI PLATFORM, AND IF YOU ARE A RESTRICTED PERSON, DO NOT ATTEMPT TO USE ANY OF THE SERVICES. THIS INCLUDES USAGE OF A VIRTUAL PRIVATE NETWORK (“VPN”) TO CIRCUMVENT THE ABOVE RESTRICTIONS.

YOU ACKNOWLEDGE, UNDERSTAND AND AGREE THAT (I) YOU MUST NOT MODIFY, DISASSEMBLE, DECOMPILE, ADAPT, ALTER, TRANSLATE, REVERSE ENGINEER OR CREATE DERIVATIVE WORKS OF THE MULTIPLI PLATFORM TO MAKE THE PLATFORM AVAILABLE TO ANY BLOCKED PERSONS OR RESTRICTED PERSONS; AND (II) MULTIPLI DOES NOT AND WILL NOT HAVE CONTROL OVER THE DEVELOPMENT, GROWTH, MAINTENANCE OR OPERATIONS OF ANY PROTOCOL USING THE MULTIPLI PLATFORM.

These terms of use, together with any documents and additional terms they expressly incorporate by reference, which includes any other terms and conditions or other agreement that Multipli.fi, its parent or holding company(ies) and its subsidiaries and affiliates (“Multipli”, “Multipli.fi”, “we”, “us” and “our”) posts publicly or makes available to you or the company or other legal entity you represent (“you” or “your”) (collectively, these “Terms”), are entered into between Multipli and you concerning your use of, and access to,

• Multipli’s websites, including www.multipli.fi (and respective subdomains); web applications; mobile applications; and all associated sites linked thereto by Multipli, including our partners eg. www.tanx.fi (and respective subdomains) are collectively with any materials and services available therein, and successor website(s) or application(s) thereto, the “Platform”.

• All products and features available via the Platform, matching engine, smart contracts, decentralised applications, APIs and all other software that Multipli or a third party has developed for trading cryptocurrencies and other blockchain-based assets (collectively, “Digital Assets”), including entering into contracts related to Digital Assets, exchanging one Digital Asset for another Digital Asset, your use of the computation and storage scalability service known as “StarkEx” (the “StarkEx Service”) (collectively the “Interface”);

• Any non-fungible tokens (“NFTs”) available in connection with the Interface, or and your registration for or attendance at events sponsored or hosted by Multipli.(with the Platform and the Interface, collectively, the “Services”).

Please read these Terms carefully, as these Terms govern your use of the Services. These Terms expressly cover your rights and obligations, and our disclaimers and limitations of legal liability, relating to your use of, and access to, the Services. By clicking “I agree” (or a similar language) to these Terms, acknowledging these Terms by other means, or otherwise accessing or using the Services, you accept and agree to be bound by and to comply with these Terms, including the mandatory arbitration provision in Section 15. If you do not agree to these Terms, then you must not access or use the Services.

Please carefully review the disclosures and disclaimers set forth in Section 12 in their entirety before using any software developed by Multipli. The information in Section 12 provides important details about the legal obligations associated with your use of the Services. By accessing or using the Services, you agree that Multipli does not provide execution, settlement, or clearing services of any kind and is not responsible for the execution, settlement, or clearing of transactions automated through the Services.

1. MODIFICATIONS TO THESE TERMS

We reserve the right, in our sole discretion, to modify these Terms from time to time. If we make changes, we will provide you with notice of such changes, such as by providing notice through the Services or updating the “Last Updated” date at the top of these Terms. Unless we state otherwise in our notice, all such modifications are effective immediately, and your continued use of the Services after we provide that notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, then you must stop using the Services.

1. USE OF SERVICES

2.1 As a condition to accessing or using the Services or the Platform, you represent and warrant to Multipli the following:

i. if you are entering into these Terms as an individual, then you are of legal age in the jurisdiction in which you reside and you have the legal capacity to enter into these Terms and be bound by them;

ii. if you are entering into these Terms as an entity, then you must have the legal authority to accept these Terms on that entity’s behalf, in which case “you” (except as used in this paragraph) will mean that entity;

iii. if you are entering into these Terms to access the Interface or will in the future access the Interface, then you are not a Blocked Person, and are not accessing the Interface from within the United States or Canada (collectively, "Blocked Countries");

iv. you must not be a resident, citizen or agent of, or incorporated in, and do not have a registered office in Iran, Cuba, North Korea, Syria, Myanmar (Burma), the regions of Crimea, Donetsk or Luhansk, or any other country or region that is the subject of comprehensive country-wide or region-wide economic sanctions by the United States (as updated from time to time) (collectively, “Restricted Territories”);

v. you are not the subject of economic or trade sanctions administered or enforced by any governmental authority or otherwise designated on any list of prohibited or restricted parties (including the list maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury) https://home.treasury.gov/policy-issues/financial-sanctions/specially-designated-nationals-and-blocked-persons-list-sdn-human-readable-lists (as updated from time to time) (collectively, “Sanctioned Person”);

vi. you do not intend to transact with any Restricted Person or Sanctioned Person;

vii. you do not, and will not, use a VPN or any other privacy or anonymisation tools or techniques to circumvent, or attempt to circumvent, any restrictions that apply to the Services; and

viii. your access to the Services (a) is not prohibited by and does not otherwise violate or assist you to violate any domestic or foreign law, rule, statute, regulation, by-law, order, protocol, code, decree, or another directive, requirement, or guideline, published or in force that applies to or is otherwise intended to govern or regulate any person, property, transaction, activity, event or other matter, including any rule, order, judgement, directive or other requirement or guideline issued by any domestic or foreign federal, provincial or state, municipal, local or other governmental, regulatory, judicial or administrative authority having jurisdiction over Multipli , you, the Services, or as otherwise duly enacted, enforceable by law, the common law or equity (collectively, “Applicable Laws”); and (b) does not contribute to or facilitate any illegal activity.

2.2 As a condition to accessing or using the Services or the Platform, you acknowledge, understand, and agree to the following:

i. from time to time, the Services may be inaccessible or inoperable for any reason, including: (a) equipment or technology or other infrastructure delay, inaccessibility, or malfunctions; (b) periodic maintenance procedures or repairs that Multipli or any of our suppliers consultants or contractors may undertake from time to time; (c) causes beyond Multipli ’s control or that Multipli could not reasonably foresee; (d) disruptions and temporary or permanent unavailability of underlying blockchain infrastructure; or (e) unavailability of third-party service providers or external partners for any reason. Without limitation of any other provision of these Terms, and as set forth below, Multipli has no responsibility or liability for any losses or other injuries resulting from any such events;

ii. we reserve the right to disable or modify access to the Services (such as restricting features of the Services) at any time in the event of any breach of these Terms, including, if we reasonably believe any of your representations and warranties may be untrue, misleading or inaccurate, and we will not be liable to you for any losses or damages you may suffer as a result of or in connection with the Services being inaccessible to you at any time or for any reason;

iii. the Services may evolve, which means Multipli may apply changes, replace, or discontinue (temporarily or permanently) the Services at any time in our sole discretion;

iv. the pricing information and other data provided on the Platform does not represent (a) an offer, a solicitation of an offer, or recommendation to enter into, a transaction with Multipli (other than the payment of fees to Multipli ) or (b) any advice regarding a transaction entered into using the Services;

v. Multipli does not act as an agent for you or any other user of the Services;

vi. you are solely responsible for your use of the Services, including all of your transfers of Digital Assets;

vii. to the fullest extent not prohibited by Applicable Law, we owe no fiduciary duties or liabilities to you or any other party, and that to the extent any such duties or liabilities may exist at law or in equity, you hereby irrevocably disclaim, waive, and eliminate those duties and liabilities;

viii. you are solely responsible for reporting and paying any taxes applicable to your use of the Services;

ix. we have no control over, or liability for, the delivery, quality, safety, legality, or any other aspect of any Digital Assets that you may transfer to or from a third party, and we are not responsible for ensuring that an entity with whom you transact completes the transaction or is authorised to do so, and if you experience a problem with any transactions in Digital Assets using the Services, then you bear the entire risk;

x. we may, from time to time, operate contests, promotions, sweepstakes or other activities or offer referral programmes (“Promotions and Referrals”), which may be governed by separate terms and conditions and rules that may contain certain eligibility requirements; and you are responsible for reading all terms and conditions and rules relating to the Promotions and Referrals to determine whether you are eligible to participate; if you enter or participate in any Promotions and Referrals, then you agree to abide by and to comply with all terms and conditions and rules of such Promotions and Referrals; all Promotions and Referrals will be optional so you should not enter or participate in such Promotions and Referrals if you do not agree to abide by and comply with all such terms and conditions and rules; and

xi. if you receive discounts on fees from any Promotions and Referrals that are not subject to separate terms and conditions and rules, then Multipli reserves the right to add to, modify or eliminate the discounts and any other aspect of such Promotions and Referrals.

2.3 As a condition to accessing or using the Services or the Platform, you covenant to Multipli the following:

i. in connection with using the Services, you only will transfer legally-obtained Digital Assets that belong to you;

ii. you will obey all Applicable Laws in connection with using the Services, and you will not use the Services if the laws of your country, or any other Applicable Law, prohibit you from doing so;

iii. any Digital Assets you use in connection with the Services are either owned by you or you are validly authorised to carry out actions using such Digital Assets; and

iv. in addition to complying with all restrictions, prohibitions, and other provisions of these Terms, you will (a) ensure that, at all times, all information that you provide on the Platform and during your use of the Services is current, complete, and accurate; and (b) maintain the security and confidentiality of your private keys associated with your public Ethereum or other non EVM chain addresses, passwords, API keys, private keys associated with your account and other related credentials.

2.4 Disclaimer of control and ownership

Multipli does not own, operate, or control the underlying blockchain network or any smart contracts deployed thereon. Multipli merely provides a platform for users to interact with the blockchain and execute transactions. Users acknowledge and agree that Multipli has no control over the security, functionality, or performance of the blockchain or any smart contracts.

1. FEES AND PRICE ESTIMATES

In connection with your use of the Services, unless expressly stated otherwise pursuant to a promotion operated by Multipli , you are required to pay all fees necessary for interacting with the Ethereum blockchain (or others), including “gas” costs, as well as all other fees reflected on the Platform at the time of your use of the Services. Although we attempt to provide accurate fee information, this information reflects our estimates of fees, which may vary from the actual fees paid to use the Services and interact with the Ethereum or other blockchain.

1. NO PROFESSIONAL ADVICE OR FIDUCIARY DUTIES

All information provided in connection with your access and use of the Services is for informational purposes only and should not be construed as professional advice. You should not take, or refrain from taking, any action based on any information contained on the Platform or any other information that we make available at any time, including blog posts, data, articles, links to third-party content, discord content, news feeds, tutorials, tweets, and videos. Before you make any financial, legal, or other decisions involving the Services, you should seek independent professional advice from an individual who is licensed and qualified in the area for which such advice would be appropriate. The Terms are not intended to, and do not, create or impose any fiduciary duties on us. You further agree that the only duties and obligations that we owe you are those set out expressly in these Terms.

1. PROHIBITED ACTIVITY

You may not use the Services to engage in the categories of activity set forth below (“Prohibited Uses”). The specific activities set forth below are representative, but not exhaustive, of Prohibited Uses. If you are uncertain as to whether your use of the Services involves a Prohibited Use or have other questions about how these requirements apply to you, then please contact us at [e-mail]. By using the Services, you confirm that you will not engage in any of the following Prohibited Uses:

i. violate any Applicable Laws including any relevant and applicable anti-money laundering and anti-terrorist financing laws and sanctions programmes, such as the Bank Secrecy Act and the U.S. Department of Treasury’s Office of Foreign Asset Controls;

ii. engage in transactions involving items that infringe or violate any copyright, trademark, right of publicity or privacy, or any other proprietary right under Applicable Law, including sales, distribution or access to counterfeit music, movies, software or other licensed materials without the appropriate authorisation from the rights holder; use of Multipli ’s or our licensors’ intellectual property, name or logo, including use of Multipli ’s trade, service or licensed marks, without express consent from Multipli or in a manner that otherwise harms Multipli ; any action that implies an untrue endorsement by or affiliation with Multipli ;

iii. engage in improper or abusive trading practices, including but not limited to (a) any fraudulent act or scheme to defraud, deceive, trick or mislead; (b) trading ahead of another user of the Services or front-running; (c) fraudulent trading; (d) accommodation trading; (e)fictitious transactions; (f) pre-arranged or non-competitive transactions; (g) cornering, or attempted cornering, of any contracts; (h) violations of bids or offers; (i) manipulation (i.e., trading for the purposes of affecting the market price of a Digital Asset and creating an artificial price); (j) any other trading activity that, in the reasonable judgement of Multipli , is abusive, improper or disruptive to the operation of the Interface.

iv. use the Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Services, or that could damage, disable, overburden, or impair the functioning of the Services in any manner;

v. circumvent any content-filtering techniques, security measures or access controls that Multipli employs on the Platform, including through the use of a VPN;

vi. use any robot, spider, crawler, scraper or other automated means or interface not provided by us to access the Services, to extract data, or to introduce any malware, virus, Trojan horse, worm, logic bomb, drop-dead device, backdoor, shutdown mechanism or other harmful material into the Services;

vii. provide false, inaccurate, or misleading information while using the Services or engage in activity that operates to defraud Multipli, other users of the Services or any other person;

viii. use or access the Services to transmit or exchange Digital Assets that are the direct or indirect proceeds of any criminal or fraudulent activity, including terrorism or tax evasion;

ix. use the Platform in any way that is, in our sole discretion, libellous, defamatory, profane, obscene, pornographic, sexually explicit, indecent, lewd, vulgar, suggestive, harassing, stalking, hateful, threatening, offensive, discriminatory, bigoted, abusive, inflammatory, fraudulent, deceptive or otherwise objectionable, or likely or intended to incite, threaten, facilitate, promote, or encourage hate, racial intolerance or violent acts against others;

x. use the Services from a jurisdiction (including an IP address in a jurisdiction) that we have, in our sole discretion, determined is a jurisdiction where the use of the Services is prohibited, including any Blocked Countries or any Restricted Territory;

xi. harass, abuse or harm another person, including Multipli’s employees and service providers;

xii. impersonate another user of the Services or otherwise misrepresent yourself; or

xiii. engage or attempt to engage, or encourage, induce or assist any third party to engage or attempt to engage in any of the activities prohibited under this Section 5 or any other provision of these Terms.

1. CONTENT

You hereby grant to us a royalty-free, fully paid-up, sublicensable (through multiple tiers), transferable, perpetual, irrevocable, non-exclusive, worldwide licence to use, copy, modify, create derivative works of, display, perform, publish and distribute, in any form, medium or manner, any content that is available to other users as a result of your use of the Services (collectively, “Your Content”), including for promoting Multipli, the Services or the Platform. You represent and warrant that (a) you own Your Content or have the right to grant the rights and licences in these Terms; and (b) Your Content and our use of Your Content, as licensed herein, does not and will not violate, misappropriate or infringe on any third party’s rights.

1. PROPRIETARY RIGHTS

7.1 You acknowledge that certain aspects of the Services may use, incorporate or link to certain open-source components and that your use of the Platform or Services is subject to, and you will comply with, any applicable open-source licences that govern any such open-source components (collectively, the “Open-Source Licences”). Without limiting the generality of the foregoing, you may not (a) resell, lease, lend, share, distribute, or otherwise permit any third party to use the Services; (b) use the Services for time-sharing or service bureau purposes; or (c) otherwise use the Services in a manner that violates the Open-Source Licences.

7.2 Excluding third-party software that the Services incorporates, as between you and Multipli, Multipli owns the Services, including all technology, content and other materials used, displayed or provided on the Platform or in connection with the Services (including all intellectual property rights subsisting therein, whether or not subject to the Open-Source Licences), and hereby grants you a limited, non-exclusive, revocable, non-transferable, non-sublicensable licence to access and use those portions of the Services that are proprietary to Multipli and not available pursuant to the Open-Source Licences.

7.3 Any of Multipli ’s product or service names, logos, and other marks used on the Platform or as a part of the Services, including Multipli 's name and logo, are trademarks owned by Multipli or our licensors. You may not copy, imitate, or use them without the prior written consent of Multipli or the applicable licensors, and these Terms do not grant you any rights in those trademarks. You may not remove, obscure, or alter any legal notices displayed in or along with the Services.

7.4 The Services are non-custodial. When you deposit Digital Assets into any Multipli-developed smart contract, available on the Interface, you are not transferring Digital Assets to Multipli, and you retain control over those Digital Assets at all times. The private key associated with the Ethereum or other chain address from which you transfer Digital Assets or the private key associated with the service account or the API Key is the only private key that can control the Digital Assets you transfer into the smart contracts.

1. LINKS

The Services provide, or third parties may provide, links to other World Wide Web or accessible sites, applications, or resources. You acknowledge and agree that Multipli is not responsible for the availability of such external sites, applications or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Company will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods, or services available on or through any such site or resource.

1. MODIFICATION, SUSPENSION, AND TERMINATION

We may, at our sole discretion, from time to time and with or without prior notice to you, modify, suspend or disable (temporarily or permanently) the Services, in whole or in part, for any reason whatsoever. Upon termination of your access, your right to use the Services will immediately cease. We will not be liable for any losses suffered by you resulting from any modification to any Services or from any modification, suspension or termination, for any reason, of your access to all or any portion of the Services. The following sections of these Terms will survive any termination of your access to the Services, regardless of the reasons for its expiration or termination, in addition to any other provision which by law or by its nature should survive: Section 7 and Sections 9 through Section 17.

1. RISKS

10.1 You acknowledge that the use of cryptocurrencies and decentralised exchanges involves significant risks, including but not limited to the risk of loss of funds due to hacking, theft, market volatility, and technical failures. You assume full responsibility for assessing and understanding these risks and for managing your own risk tolerance.

10.2 By accessing or using the Services or interacting with the Platform in anyway, you understand and agree to the inherent risks associated with cryptographic systems and blockchain-based networks; Digital Assets, including the usage and intricacies of native Digital Assets, like ether (ETH); smart contract-based tokens, including fungible tokens and NFTs; and systems that interact with blockchain-based networks. Multipli does not own or control any of the underlying software through which blockchain networks are formed. In general, the software underlying blockchain networks, including the Ethereum blockchain, is open source, such that anyone can use, copy, modify, and distribute it. By using the Services, you acknowledge and agree (a) that Multipli is not responsible for the operation of the blockchain-based software and networks underlying the Services, (b) that there exists no guarantee of the functionality, security, or availability of that software and networks, and (c) that the underlying blockchain-based networks are subject to sudden changes in operating rules, such as those commonly referred to as “forks,” which may materially affect the Services. Blockchain networks use public and private key cryptography. You alone are responsible for securing your private key(s). We do not have access to your private key(s). Losing control of your private key(s) will permanently and irreversibly deny you access to Digital Assets on the Ethereum blockchain or other blockchain-based network(s). Neither Multipli nor any other person or entity will be able to retrieve or protect your Digital Assets. If your private key(s) are lost, then you will not be able to transfer your Digital Assets to any other blockchain address or wallet. If this occurs, then you will not be able to realise any value or utility from the Digital Assets that you may hold.

10.3 You acknowledge and understand that the Services and your Digital Assets could be impacted by business and commercial risks, which could impede or limit the ability of Multipli to continue to make available our proprietary software and could impede or limit your ability to access or use the Services, including but not limited to,

Liquidation Risk

Users acknowledge and agree that their positions may be liquidated if the value of their collateral falls below the required maintenance margin. The Platform reserves the right to implement automatic deleveraging (ADL) measures to protect the stability of the platform. ADL may occur without prior notice and may result in the liquidation of users' positions, even if they are profitable.

Capital Risks

Multipli involves capital risk, including the potential for loss of principal. Past performance is not indicative of future results, and there is no guarantee that yield objectives will be met. Multipli may employ trading techniques that can increase risk, and regulatory changes could impact the Services and your Digital Assets. Any forecasts or projections are for illustrative purposes only and do not guarantee future returns.

Liquidity Risk

The Platform cannot guarantee that users will be able to liquidate their positions at their desired price or time, particularly during periods of high market volatility, low liquidity, or system outages. Users acknowledge and agree that there is a risk of slippage or execution delays when attempting to exit their positions.

Counterparty Risk

The Platform is not responsible for the financial solvency of its custodians or other counterparties. Users acknowledge and agree that there is a risk of loss if a counterparty becomes insolvent, which may result in delays, difficulties in withdrawing funds, or even the loss of assets.

Trade Execution Risk

The Platform cannot guarantee the accuracy or efficiency of its trade execution system. Users acknowledge and agree that there is a risk of errors, delays, or incorrect executions in their trades. The Platform will use reasonable efforts to prevent such errors, but cannot guarantee that they will not occur.

Callback Risk

The Platform reserves the right to implement automatic deleveraging (ADL) measures to protect the stability of the platform during periods of extreme market volatility. ADL may result in the liquidation of users' positions, even if they are profitable. Users acknowledge and agree that ADL may occur without prior notice and may be triggered by factors beyond the Platform's control.

Profitability/Funding Risk

Changes in interest rates, funding fees, or market conditions can impact users' profitability. The Platform cannot guarantee that users will earn a profit or avoid losses. Users acknowledge and agree that their returns may be negative, and there is no guarantee of consistent performance.

Depegging Risk

The Platform cannot guarantee that the peg between our tokens and ETH will be maintained. If the peg is broken, users' holdings may lose value. Users acknowledge and agree that depegging events may occur due to factors beyond the Platform's control, such as market manipulation, technical issues, or changes in the underlying protocol.

Smart Wallet Risk

Users acknowledge and agree that using a smart wallet involves risks, including the possibility of hacking, unauthorised access, or software vulnerabilities. The Platform cannot guarantee the security of users' smart wallets, and users are solely responsible for safeguarding their private keys and passwords.

Compatibility Issues with Third-Party Software or Apps

Using Multipli with other crypto-related software, apps or wallets, may affect your ability to use Multipli’s features or functionality, particularly those related to cryptocurrency transactions or storage, delays in transaction processing or limited access to certain features. We are not responsible for any compatibility issues, performance degradation, data loss, or security breaches that may occur as a result of using Multipli with such crypto software, apps or wallets.

10.4 You acknowledge and understand that the Services and your Digital Assets could be impacted by one or more regulatory inquiries or regulatory actions, which could impede or limit the ability of Multipli to continue to make available our proprietary software and could impede or limit your ability to access or use the Services.

10.5 You acknowledge and understand that cryptography is a progressing field with advances in code cracking or other technical advancements, such as the development of quantum computers, which may present risks to Digital Assets and the Services, and could result in the theft or loss of your Digital Assets. To the extent possible, we intend to update Multipli -developed smart contracts related to the Services to account for any advances in cryptography and to incorporate additional security measures necessary to address risks presented from technological advancements, but that intention does not guarantee or otherwise ensure full security of the Services.

10.6 You understand that the Ethereum or other relevant blockchains remains under development, which creates technological and security risks when using the Services in addition to uncertainty relating to Digital Assets and transactions therein. You acknowledge that the cost of transacting on the Ethereum or other blockchain is variable and may increase at any time causing impact to any activities taking place on the Ethereum or other blockchain, which may result in price fluctuations or increased costs when using the Services.

10.7 You acknowledge that the Services are subject to flaws and that you are solely responsible for evaluating any code provided by the Services or Platform. This warning and other warnings that Multipli provides in these Terms are in no way evidence or represent an on-going duty to alert you to all of the potential risks of utilising the Services or accessing the Platform.

10.8 Although we intend to provide accurate and timely information and data on the Platform and during your use of the Services, the Platform and other information available when using the Services may not always be entirely accurate, complete, or current and may also include technical inaccuracies or typographical errors. To continue to provide you with as complete and accurate information as possible, information may be changed or updated from time to time without notice, including information regarding our policies. Accordingly, you acknowledge and understand that the you should verify all information before relying on it, and all decisions based on information contained on the Platform or as part of the Services are your sole responsibility. No representation is made as to the accuracy, completeness, or appropriateness for any particular purpose of any pricing information distributed via the Platform or otherwise when using the Services. Prices and pricing information maybe higher or lower than prices available on platforms providing similar services.

10.9 Any use or interaction with the Services requires a comprehensive understanding of applied cryptography and computer science to appreciate the inherent risks, including those listed above. You represent and warrant that you possess relevant understanding, knowledge and skills. Any reference to a type of Digital Asset on the Platform or otherwise during the use of the Services does not indicate our approval or disapproval of the technology on which the Digital Asset relies, and should not be used as a substitute for your understanding of the risks specific to each type of Digital Asset.

10.10 Use of the Services, in particular for trading Digital Assets may carry financial risk. Digital Assets are by their nature, highly experimental, risky, and volatile. Transactions entered into in connection with the Services are irreversible, final and there are no refunds. You acknowledge and agree that you will access and use the Services at your own risk. The risk of loss in trading Digital Assets can be substantial. You should, therefore, carefully consider whether such trading is suitable for you in light of your circumstances and financial resources. By using the Services, you represent and warrant that you have been, are, and will be solely responsible for making your independent appraisal and investigations into the risks of a given transaction and the underlying Digital Assets. You represent that you have sufficient knowledge, market sophistication, professional advice, and experience to make your evaluation of the merits and risks of any transaction conducted in connection with the Services or any Digital Asset. You accept all consequences of using the Services, including the risk that you may lose access to your Digital Assets indefinitely. All transaction decisions are made solely by you. Notwithstanding anything in these Terms, we accept no responsibility whatsoever for, and will in no circumstances be liable to you for any loss or injury sustained by you or any third parties in connection with, your use of the Services for performing Digital Asset transactions.

10.11 We must comply with Applicable Law, which may require us to, upon request by government agencies, take certain actions or provide information, which may not be in your best interests. You acknowledge and understand that Multipli may in its sole discretion take any action it deems appropriate to cooperate with government agencies or comply with Applicable Law.

10.12 You understand that the StarkEx Service remains under development, which creates technological, trading, and other risks when using the Services. These risks include, among others, delays in trades, withdrawals, and deposits resulting from the servers of Multipli or the operator of the StarkEx Services being offline; an incorrect display of information on the Platform in the case of server errors; or transactions using the Services being rolled back in the case of server errors. You acknowledge that these risks may have a material impact on your transactions using the Services, which may result in, among other things, failing to fulfil transactions at your desired price or at all.

10.13 You understand that you are responsible for all trades you place, including any erroneous orders that may be filled. We do not take any action to resolve erroneous trades that result from your errors.

10.14 You acknowledge and agree that Multipli operates on a decentralised blockchain network and that Multipli has no control over the security or functionality of the blockchain or any smart contracts deployed thereon. You assume all risks associated with using Multipli , including but not limited to the risk of loss of funds due to hacking, theft, or other unauthorised access. Multipli shall not be liable for any direct, indirect, incidental, consequential, or punitive damages arising from the use of Multipli .

10.15 You hereby assume the risks set forth in this Section 10 and Section 2, and acknowledge and agree that Multipli will have no responsibility or liability for the risks set forth in this Section 10. You hereby irrevocably waive, release and discharge all claims, whether known or unknown to you, against Multipli and our shareholders, members, directors, officers, employees, agents, and representatives, suppliers, consultants and contractors (collectively, “Representatives”) related to any of the risks set forth in this Section 10.

1. INDEMNIFICATION

You will defend, indemnify, and hold harmless Multipli and our Representatives (collectively, “Indemnified Parties”) from any claim, demand, lawsuit, action, proceeding, investigation, liability, damage, loss, cost or expense, including reasonable attorneys’ fees, arising out of or relating to (a) your use of, or conduct in connection with, the Services (including the StarkEx Service); (b) Digital Assets associated with your Ethereum or other blockchain address; (c) any feedback, bugs or user content you provide to Multipli , if any, concerning the Services; (d) your violation of these Terms; or (e) your infringement or misappropriation of the rights of any other person or entity. If you are obligated to indemnify any Indemnified Party, Multipli (or, at our sole discretion, the applicable Indemnified Party) will have the right, in our or its sole discretion, to control any action or proceeding and to determine whether Multipli wishes to settle, and if so, on what terms, and you agree to cooperate with Multipli in the defence.

1. DISCLOSURES; DISCLAIMERS

12.1 Multipli is a developer of software. Multipli does not operate a Digital Asset or offer trade execution or clearing services and has no oversight, involvement, or control concerning your transactions using the Services. All transactions between users of the Interface are executed peer-to-peer directly between the users’ Ethereum or other block chain addresses through a smart contract.

12.2 You acknowledge and agree that Multipli is not responsible to provide insurance or other coverage for the loss, theft, or damage of digital assets stored or transferred through the platform. You are solely responsible for securing your digital assets and you may wish to consider obtaining insurance or other forms of protection from third-party providers.

12.3 You are responsible for complying with all Applicable Laws that govern your use of the Platform and Services.

12.4 You understand that Multipli is not registered or licensed by any regulatory agency or authority. No such agency or authority has reviewed or approved the use of the Services.

12.5 To the maximum extent permitted under Applicable Law, the Services (and any of their content or functionality) provided by or on behalf of us are provided on an “AS IS” and “AS AVAILABLE” basis, and we expressly disclaim, and you hereby waive, any representations, conditions or warranties of any kind, whether express or implied, legal, statutory or otherwise, or arising from statute, otherwise in law, course of dealing, or usage of trade, including the implied or legal warranties and conditions of merchantability, merchantable quality, quality or fitness for a particular purpose, title, security, availability, reliability, accuracy, quiet enjoyment and non-infringement of third party rights. Without limiting the foregoing, we do not represent or warrant that the Services (including any data relating thereto) will be uninterrupted, available at any particular time, or error-free. Further, we do not warrant that errors in the Platform or the Service are correctable or will be correctable.

12.6 You acknowledge that data you provide while accessing or using on the Platform may become irretrievably lost or corrupted or temporarily unavailable due to a variety of causes, and agree that, to the maximum extent permitted under Applicable Law, we will not be liable for any loss or damage caused by denial-of-service attacks, software failures, viruses or other technologically harmful materials (including those which may infect your computer equipment), protocol changes by third-party providers, Internet outages, force majeure events or other disasters, scheduled or unscheduled maintenance, or other causes either within or outside of our control.

12.7 References to future returns are not promises or even estimates of actual returns that an investor may achieve. Any forecasts and other material contained in this website are for illustrative purposes only and are not to be relied upon as advice or interpreted as a recommendation. Multipli gives no representations, warranties or undertakings that any indicative performance or return will be achieved in the future or that the investment objectives and policies from time to time of our funds will be met. Past performance is no guarantee and is not indicative of future results. While our funds are subject to market risks common to other types of investments, including market volatility, we may employ certain trading techniques, such as the use of leverage and other speculative investment practices that may increase the risk of investment loss.

1. LIMITATION OF DAMAGES; EXCLUSION OF CONSEQUENTIAL AND RELATED DAMAGES

13.1 Without limitation of any other provision of these Terms, you hereby agree that neither Multipli nor any of its Representatives will have any responsibility or liability whatsoever for any loss or injury sustained by you or any third parties as a result of (i) your use of Multipli or violation of these Terms of Service; (ii) any equipment or technology or other infrastructure delay, inaccessibility, or malfunctions; (iii) periodic maintenance procedures or repairs that Multipli or any of our suppliers or contractors may undertake from time to time; (iv) causes beyond Multipli ’s control or that Multipli could not reasonably foresee; (v) disruptions and temporary or permanent unavailability of underlying blockchain infrastructure; or (vi) unavailability of third-party service providers or external partners for any reason. Under no circumstances will Multipli or its Representatives have any liability for any such loss or injury caused by any of the foregoing events, including but not limited to any obligation to cover or reimburse any damages or losses caused by such events. You expressly acknowledge that any risk of loss resulting from such events shall be borne by you, and you expressly assume any and all such risks.

13.2 In no event will Multipli , our suppliers and contractors, and Multipli ’s or our suppliers’ and contractors’ respective stockholders, members, directors, officers, managers, employees, attorneys, agents, representatives, suppliers and contractors (collectively, the “Risk Limited Parties”) be liable for any incidental, indirect, special, punitive, consequential or similar damages or liabilities whatsoever (including damages for loss of fiat, assets, data, information, revenue, opportunities, use, goodwill, profits or other business or financial benefit) arising out of or in connection with the Services (and any of their content and functionality, including the StarkEx Service), any execution or settlement of a transaction, any performance or non-performance of the Services, your Digital Assets, or any other product, service or other item provided by or on behalf of Multipli , whether under contract, tort (including negligence), civil liability, statute, strict liability, breach of warranties, or under any other theory of liability, and whether or not we have been advised of, knew of or should have known of the possibility of such damages and, notwithstanding any failure of the essential purpose of these Terms or any limited remedy hereunder, nor is Multipli in any way responsible for the execution or settlement of transactions between users of the Services.

1. LIMITATION OF LIABILITY

Without limitation of any provision of these Terms, in the event that Multipli or any related party is found liable under these Terms, the aggregate liability of Multipli (together with our shareholders, members, directors, managers, officers, employees, attorneys, agents, representatives, suppliers, consultants or contractors) arising out of or in connection with you use of the Services (and any of their content and functionality), any performance or non-performance of the Services, your Digital Assets, or any other product, service or other item provided by or on behalf of Multipli , whether under contract, tort (including negligence), civil liability, statute, strict liability or other theory of liability shall not exceed the amount of fees paid by you to Multipli under these Terms, if any, in the two (2) month period immediately preceding the event giving rise to the claim for liability.

1. DISPUTE RESOLUTION AND ARBITRATION

PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT MAY SIGNIFICANTLY IMPACT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO BRING A LAWSUIT AGAINST MULTIPLI IN ANY COURT OR GOVERNING AUTHORITY. EXCEPT AS EXPRESSLY PROVIDED BELOW, THIS SECTION REQUIRES YOU TO SUBMIT ANY DISPUTE, CLAIM, OR DISAGREEMENT (EACH A “DISPUTE”) ARISING OUT OF THESE TERMS OR THE SERVICES, INCLUDING ANY DISPUTE THAT AROSE BEFORE THE EFFECTIVE DATES OF THESE TERMS, TO BINDING INDIVIDUAL ARBITRATION. THIS SECTION EXTENDS TO DISPUTES THAT AROSE OR INVOLVE FACTS OCCURING BEFORE THEEXISTENCE OF THIS OR ANY PRIOR VERSIONS OF THE TERMS AS WELL AS DISPUTES THAT MAY ARISE AFTER THE TERMINATION OF THE TERMS.

You and Multipli agree that any dispute arising out of or related to these Terms or the Services is personal to you and Multipli and that any Dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action, or any other type of representative proceeding.

You and Multipli waive your rights to a jury trial and to have any Dispute arising out of or related to these Terms or the Services resolved in court. Instead, for any Dispute or claim that you have against Multipli or relating in any way to the Services, you agree to first contact Multipli and attempt to resolve the claim informally by sending a written notice of your claim (“Notice”) to Multipli by email at [e-mail]. The Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the claim; and (c) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and Multipli cannot reach an agreement to resolve the claim within thirty (30) days after such Notice is received, then either party may submit the Dispute to binding arbitration administered by the Dubai International Arbitration Centre (“DIAC”) or, under the limited circumstances set forth above, in Dubai International Financial Centre, United Arab Emirates (“DIFC”) court. All Disputes submitted to DIAC will be resolved in English language through confidential, binding arbitration before one arbitrator appointed by mutual consent. Arbitration proceedings will be held in DIFC as seat of arbitration, under the DIAC Arbitration Rules 2022, as amended from time to time (“DIAC Rules”). The most recent version of the DIAC Rules are available on the DIAC website (https://www.diac.com/en/adr-services/arbitration/diac-arbitration-rules-2022) and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the DIAC Rules or waive your opportunity to read the DIAC Rules and waive any claim that the DIAC Rules are unfair or should not apply for any reason.

As limited by these Terms and the DIAC Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any Dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.

The arbitrator, Multipli and you will maintain the confidentiality of any arbitration proceedings, judgements and awards, including all information gathered, prepared, and presented for purposes of the arbitration or related to the Dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.

You and Multipli agree that for any arbitration you initiate, you will pay the filing fee and all other DIAC fees and costs. For any arbitration initiated by Multipli , Multipli will pay all DIAC fees and costs. You and Multipli agree that DIFC has exclusive jurisdiction over the enforcement of an arbitration award.

Any claim arising out of or related to these Terms or the Services must be filed within one (1) year after such claim arose; otherwise, the claim is permanently barred, which means that you and Multipli will not have the right to assert the claim. If any portion of this Section 15 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision will be severed from these Terms; (b) severance of the unenforceable or unlawful provision will have no impact whatsoever on the remainder of this Section 15 or the parties’ ability to compel arbitration of any remaining claims on an individual basis under this Section 15; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims will be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 15 is found to prohibit an individual claim seeking public injunctive relief, then that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 15 will be enforceable.

1. GOVERNING LAW

The interpretation and enforcement of these Terms, and any Dispute related to these Terms, the Services, will be governed by and construed and enforced under the laws of England & Wales, as applicable, without regard to conflict of law rules or principles that would cause the application of the laws of any other jurisdiction. You agree that we may initiate a proceeding related to the enforcement or validity of our intellectual property rights in any court having jurisdiction. For any other proceeding that is not subject to arbitration under these Terms, the state and federal courts located in DIFC will have exclusive jurisdiction. You waive any objection to venue in any such courts.

1. GENERAL INFORMATION

17.1 Please refer to our privacy policy, which is incorporated herein by reference and available at www.multipli.fi/privacy, for information about how we collect, use, share and otherwise process information about you.

17.2 You consent to receive all communications, agreements, documents, receipts, notices, and disclosures electronically (collectively, our “Communications”) that we provide in connection with these Terms, the Platform or any Services. You agree that we may provide our Communications to you by posting them on the Platform, by emailing them to you at the email address you provide in connection with using the Services, if any, or by Telegram at the username you provided to us during the course of your use of the Services. You should maintain copies of our Communications by printing a paper copy or saving an electronic copy. You may also contact us with questions, complaints, or claims concerning the Services at [e-mail].

17.3 Any right or remedy of Multipli set forth in these Terms is in addition to, and not in lieu of, any other right or remedy whether described in these Terms, under Applicable Law, at law, or in equity. The failure or delay of Multipli in exercising any right, power, or privilege under these Terms will not operate as a waiver thereof.

17.4 The invalidity or unenforceability of any of these Terms will not affect the validity or enforceability of any other of these Terms, all of which will remain in full force and effect.

17.5 We will have no responsibility or liability for any failure or delay in performance of the Platform or any of the Services, or any loss or damage that you may incur, due to any circumstance or event beyond our control, including any flood, extraordinary weather conditions, earthquake, or other act of God, fire, war, insurrection, riot, labour dispute, accident, action of government, communications, power failure, or equipment or software malfunction.

17.6 You may not assign or transfer any right to use the Services, or any of your rights or obligations under these Terms, without our express prior written consent, including by operation of law or in connection with any change of control. We may assign or transfer any or all of our rights or obligations under these Terms, in whole or in part, with or without notice or obtaining your consent or approval.

17.7 Except to the extent otherwise provided or unless the context otherwise requires, for the purposes of these Terms: (a) headings of sections are for convenience only and will not be used to limit or construe such sections; (b) whenever the words “include,” “includes” or “including” are used in these Terms, they are deemed to be followed by the words “without limitation”; and (c) the use of “or” is not intended to be exclusive.

17.8 These Terms contain the entire agreement between you and Multipli , and supersede all prior and contemporaneous understandings between the parties with respect to the Services.

17.9 In the event of any conflict between these Terms and any other agreement you may have with us, these Terms will control unless such other agreement specifically identifies these Terms and declares that such other agreement supersedes these Terms.

17.10 You agree that, except as otherwise expressly provided in this Agreement, there is no third-party beneficiaries to the Agreement other than the Indemnified Parties.