xLabs Validator and Staking Services
PLATFORM TERMS OF USE

Last Revised: October 28, 2025

The platform located at https:/https://xlabs.xyz/stake/, a cryptocurrency validator staking service provided through the xLabs' platform and website are published, owned, and operated by xLabs Inc., its affiliates and related entities ("xLabs Inc." "Company," "we," "us," and "our"). These Terms of Service (the "Terms" or "Terms of Use") govern the user's ("User" "you" "your") access to and use of our cryptocurrency validator staking services whether accessed via computer, mobile device or otherwise (individually and collectively, the "Platform,") as well as any products and services provided by xLabs Inc. related to cryptocurrency staking (the "Staking Services") (the Platform, together with the Staking Services, collectively referred to as the "Service").

1. Acceptance of agreement

THESE TERMS OF SERVICE SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS THAT GOVERN YOUR USE OF OUR CRYPTOCURRENCY VALIDATOR STAKING SERVICES, AND ALL RELATED TOOLS, MOBILE APPLICATIONS, WEB APPLICATIONS, DECENTRALIZED APPLICATIONS, SMART CONTRACTS, AND APPLICATION PROGRAMMING INTERFACES (“APIS”) LOCATED AT ANY OF THE COMPANY’ WEBSITES, INCLUDING WITHOUT LIMITATION, SUCCESSOR WEBSITE(S) OR APPLICATION(S) THERETO (COLLECTIVELY, THE “PLATFORM”). THESE TERMS SET OUT YOUR RIGHTS AND RESPONSIBILITIES WHEN YOU USE THE PLATFORM FOR ANY PURPOSE, INCLUDING BUT NOT LIMITED TO STAKING CRYPTOCURRENCIES, DELEGATING TOKENS TO VALIDATORS, RECEIVING STAKING REWARDS, AND ACCESSING STAKING-RELATED INFORMATION AND SERVICES. BY USING THE SERVICE OR ACCESSING THE PLATFORM IN ANY MANNER, YOU ACCEPT AND AGREE TO BE BOUND AND ABIDE BY THESE TERMS AND ALL OF THE TERMS INCORPORATED HEREIN BY REFERENCE. BY AGREEING TO THESE TERMS, YOU HEREBY CERTIFY THAT YOU ARE AT LEAST 18 YEARS OF AGE AND HAVE THE LEGAL CAPACITY TO ENTER INTO THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, YOU MAY NOT ACCESS OR USE THE PLATFORM OR STAKING SERVICES.

PLEASE BE AWARE THAT THESE TERMS OF SERVICE REQUIRE THE USE OF ARBITRATION (SECTION 15.4) ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMIT THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.

By accessing, browsing, submitting information to and/or using the Platform, you accept and agree to be bound and abide by these Terms and our Privacy Policy, incorporated herein by reference, and to comply with all applicable laws including, without limitation, all federal, state and local tax and tariff laws, regulations, and/or directives. Accordingly, under Article 6 of the General Data Protection Regulation, or “GDPR,” users in the European Union acknowledge and consent to our processing of personal data as necessary for the performance of these Terms, any applicable agreements, and use of the Platform. If you do not agree to the Terms, please do not use the Platform. The Terms of Service are referred to herein as the “Agreement.”

2. Amendments

Company reserves the right to amend this Agreement, xLabs' Privacy Policy described in Section below, at any time with reasonable notice, as determined by Company in its sole discretion. Company will post notice of any amendment on the Service. You should check this Agreement, and xLabs' Privacy Policy regularly for updates. By continuing to use the Platform or Service after such notice is provided, you accept and agree to such amendments. If you do not agree to any amendment to any of these agreements, you must stop using the Platform and Service. If you have any questions about the terms and conditions in this Agreement, or xLabs' Privacy Policy, please contact us at legal@xlabs.xyz.

3. Definitions and interpretation

3.1.Defined Terms. Unless the context requires otherwise, capitalized terms in this Agreement shall have the following meanings:

  • “Affiliate” means, with respect to a party, any person, firm, corporation, partnership (including, without limitation, general partnerships, limited partnerships, and limited liability partnerships), limited liability company, or other entity that now or in the future, directly controls, is controlled with or by or is under common control with such party.
  • “Applicable Law” means the laws of the Republic of Panama, as well as applicable financial services regulations, anti-money laundering laws, and sanctions regulations, as the same may be amended and in effect from time to time during the Term.
  • “Staking Services” means xLabs' cryptocurrency validator staking services, which enable users to stake supported cryptocurrencies, delegate tokens to validators, and earn staking rewards.
  • “Validator” means a network participant that validates transactions and secures blockchain networks through proof-of-stake consensus mechanisms.
  • “Staking” means the process of participating in proof-of-stake blockchain networks by locking up cryptocurrency tokens to support network operations and earn rewards.
  • “Delegation” means the process of assigning staking rights of tokens to a validator without transferring ownership of the tokens.
  • “Staking Rewards” means cryptocurrency tokens earned through participation in proof-of-stake networks via staking or delegation.
  • “Business Day” means a day other than a Saturday, Sunday, or other day on which commercial banks in the Republic of Panama are authorized.
  • “Supported Networks” means the blockchains and other associated services, for which we provide validator staking services, which may be updated occasionally.

3.2.Interpretation. References to Sections and Appendices are to be construed as references to the Sections of, and Appendices to, this Agreement, unless otherwise indicated. The singular includes the plural, and the plural includes the singular. All references to hereof, herein, hereunder and other similar compounds of the word here shall mean and refer to this Agreement as a whole rather than any particular part of the same. The terms include and including are not limiting. Unless designated as Business Days, all references to days shall mean calendar days. The use of the word “including” in this Agreement to refer to specific examples will be construed to mean “including, without limitation” or “including but not limited to” and will not be construed to mean that the examples given are an exclusive list of the topics covered. The headings, captions, headers, footers and version numbers contained in this Agreement.

4. The service

4.1.Purpose of the Platform. The Platform is provided for the purpose of enabling Users to participate in cryptocurrency staking services, including but not limited to staking supported cryptocurrencies, delegating tokens to validators, earning staking rewards, and accessing staking-related information and services. The Staking Services involve financial risks and are provided for users who understand and accept the inherent risks of cryptocurrency staking activities. The Company provides validator infrastructure and staking services but does not provide investment advice, financial advice, or recommendations regarding staking decisions. Any reliance you place on taking information or services is strictly at your own risk, and subject to the risk disclosures set forth herein. The Company disclaims all liability and responsibility arising from any reliance placed on taking services by you or any other user of our Platform. Any information you provide or that is collected by the Company through the Platform shall be handled in accordance with the Company's Privacy Policy.

4.2.Use of the Platform. The Company grants you a non-exclusive license to access and use the Platform, including the Platform and the data, material, content, or information herein (collectively, the “Content”) solely for your personal use. Your right to access and use the Platform shall be limited to the purposes described in these Terms unless you are otherwise expressly authorized by the Company to use the Platform for your own commercial purposes. You agree to use the Platform only for lawful purposes, comply with all rules governing any transactions on and through the Platform and comply with applicable laws.

4.2.1.Additional Considerations

4.2.1.1.Transactions Are Recorded on the Public Blockchains. Transactions that take place on the Platform are managed and confirmed via public blockchains. The User understands that its public address on the relevant blockchain will be made publicly visible whenever it engages in a transaction connecting supported blockchains. We neither own nor control any of the supported blockchains or any other blockchain network. We will not be liable for the acts or omissions of any such third parties, nor will we be liable for any damage that a User may suffer as a result of its transactions or any other interaction with any such third parties.

4.2.1.2.Transaction Fees. All transactions on the Platform are facilitated by smart contracts existing on a blockchain network. Blockchain networks generally require the payment of a transaction fee for every cross-blockchain transaction. The value of the Fee may vary depending on multiple factors and is entirely outside of the control of the Company or the Platform. User acknowledges that under no circumstances will a transaction on the Platform be invalidated, revocable, retractable, or otherwise unenforceable on the basis that the Fee for the given transaction was unknown, too high, or otherwise unacceptable to User.

4.2.1.3.Network and Protocol Risks. Blockchain networks operate independently of xLabs. Users acknowledge that networks may experience downtime, congestion, or security vulnerabilities affecting staking performance. Network upgrades, governance decisions, or forks may modify staking mechanics, reward distribution, or unbonding periods. xLabs has no control over network-level changes and is not liable for any impact on staked assets or rewards.

4.3.License. Subject to this Agreement, the Company grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Service solely for your own use, and solely as permitted by and in compliance with the Terms and Applicable Law. Such limited license may be revoked at any time in the Company's sole discretion.

4.4.Prohibitions and Restrictions

4.4.1.Prohibited Uses. You agree that you will not:

  • Use the Platform in any manner that could damage, disable, overburden, or impair the Platform or interfere with any other party's use and enjoyment of it;
  • Attempt to gain unauthorized access to any Platform account, computer systems or networks associated with the Company or the Platform;
  • Obtain or attempt to obtain any materials or information through the Platform by any means not intentionally made available or provided by the Company;
  • Use any robot, spider, or other automatic device, process or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform;
  • Introduce any viruses, Trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful;
  • Attack the Platform via a denial-of-service attack or a distributed denial-of-service attack; or
  • Impersonate or attempt to impersonate the Company, a Company employee, another user or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing);
  • License, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Service, whether in whole or in part, or any content displayed on the Service;
  • Modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Service; or
  • Access the Service in order to build a similar or competitive platform, product, or service.
  • Participate in money laundering, terrorism financing, sanctions evasion, fraud, market manipulation, illegal activities, and circumventing our compliance procedures.

4.4.2.Restrictions. Except as expressly stated herein, no part of the Service may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Service shall be subject to this Agreement. All copyright and other proprietary notices on the Service (or on any content displayed on the Service) must be retained on all copies thereof. You will not use the Platform or Service for any illegal purpose.

4.5.Modification. Company reserves the right, at any time, to modify, suspend, or discontinue the Platform (in whole or in part) with or without notice to you. You agree that the Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Platform or any part thereof.

4.6.No Support or Maintenance. You acknowledge and agree that Company will have no obligation to provide you with any support or maintenance in connection with the Platform or Service.

4.7.Account Suspension. User agrees that Company has the right to immediately pause or cancel User's access to the Service, Platform, and the Platform if Company suspects, in its sole discretion, that; (i) User has engaged in fraudulent activity; or (ii) User has engaged in transactions in violation of these Terms of Use.

4.8.Affiliates. The rights, duties and/or obligations of Company under this Agreement may be exercised and/or performed by Company and/or any of Company's Affiliates, or any of their subcontractors and/or agents. Company acknowledges and agrees that it shall be solely responsible for the acts or omissions of Company's Affiliates, and any subcontractor or agent of Company or any of Company's Affiliates, related to the subject matter hereof. You agree that any claim or action arising out of or related to any act or omission of any of Company or Company's Affiliates, or any of their respective subcontractors or agents, related to the subject matter hereof, shall only be brought against Company, and not against any of Company's Affiliates, or any subcontractor or agent of Company or any of Company's Affiliates.

5. Privacy

You agree to Company's Privacy Policy (available at https://xlabs.xyz/privacy-policy), which is incorporated by reference into this Agreement as if it were set forth herein in its entirety. The Privacy Policy describes how we collect, use, and disclose information provided by you. By using the Platform or Service, you agree to, and are bound by, the terms of the Privacy Policy.

6. Anti-money laundering (AML) and know your customer (KYC) policy

6.1.KYC/KYB Requirements. xLabs may request from you any documents and information necessary for KYC/AML or “KYB” when deemed necessary. You may be required to complete “KYC” to preventing money laundering, terrorist financing, and other illicit activities.

6.1.1.Requirements providing government-issued identification;

6.1.2.Proof of address documentation (proof of address, bank statements, government correspondence);

6.1.3.Selfie verification or biometric authentication;

6.1.4.xLabs may require additional documentation as required by applicable regulations or risk assessment such as complete biometric verification before accessing certain Platform features.

6.1.5.Enhanced Due Diligence: For high-value transactions or elevated risk profiles may require additional documentation including, proof of income, business registration, and beneficial ownership information.

6.1.6.Ongoing Monitoring: We continuously monitor accounts and may request updated information periodically.

6.2.Sanctions Compliance. We screen users and transactions against OFAC, UN, EU, and other sanctions lists. Users from restricted jurisdictions may be blocked, and sanctioned assets will be frozen.

6.3.User Obligations

6.3.1.You must provide accurate, current, and complete information during the KYC process and promptly update any changes to your personal information.

6.3.2.You agree to cooperate fully with our compliance procedures, including responding to requests for additional information or documentation within specified timeframes.

6.3.3.You must provide accurate information, cooperate with compliance procedures, and comply with applicable laws in your jurisdiction.

6.3.4.You agree to promptly notify us of any suspicious activity or potential violations of our AML/KYC policies that you become aware of.

6.4.Consequences of Non-Compliance

6.4.1.Account Restrictions: Failure to complete required KYC procedures, comply with AML policies, and report suspicious activity may result in account suspension, asset freezing, withdrawal restrictions, and reporting to authorities.

6.4.2.No Liability: We are not liable for compliance-related losses or inconvenience.

7. Communication with users

You affirm that you are aware and acknowledge that Company is a non-custodial service provider and has designed this Platform to be directly accessible by the Users without any involvement or actions taken by Company or any third-party. The Company does not have a way to communicate directly with Users.

8. Third-party links, products and applications

8.1.Third-party Sites. The Platform may contain links to websites controlled or operated by persons and companies other than the Company (“Linked Sites”), including but not limited to any sites related to Web3 projects (occasionally hyperlinked as “Official”), Twitter, Instagram, TikTok, Discord, Reddit, Telegram, and Medium. Linked Sites are not under the control of the Company, and the Company is not responsible for the contents of any Linked Site, including without limitation any link contained on a Linked Site, or any changes or updates to a Linked Site. The Company is not responsible if the Linked Site is not working correctly or for any viruses, malware, or other harms resulting from your use of a Linked Site. The Company is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by the Company of the site or any association with its operators. You are responsible for viewing and abiding by the privacy policies and terms of use posted on the Linked Sites. You are solely responsible for any dealings with third parties who support the Company or are identified on the Platform, including any delivery of and payment for goods and services. The Company does not store any information shared with a Linked Site and is not responsible for any personally identifiable information shared with any Linked Site.

8.2.Third-party Applications. You acknowledge that your access and use of any third-party applications or software on our Platform and Content, such as Know Your Customer “KYC” verification software (the “Third-Party Applications”), is at your discretion and risk, and the Company has no liability to you arising from your use of the Third-Party Applications. The Company hereby disclaims any representation, warranty, or guaranty regarding the Third-Party Applications, whether expressed, implied or statutory, including, without limitation, the implied warranties of merchantability or fitness for a particular purpose, and any representation, warranty, or guaranty regarding the availability, quality, reliability, features, appropriateness, accuracy, completeness, or legality of the Third-Party Applications, and you agree to indemnify and hold the Company harmless for any direct, indirect, punitive, incidental, special, or consequential damages, or any damages whatsoever including, without limitation, damages for loss of use, arising out of or in any way connected with the use or performance of the Third-Party Applications. The Company is not responsible for any personally identifiable information shared with any Third-Party Applications.

8.3.Release. You hereby release and forever discharge the Company (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Service (including any interactions with, or act or omission of, our partners or any other third party or any Third-party Links and Applications). IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”

9. Intellectual property

9.1.Company Intellectual Property. User acknowledges and agrees that Company (or, as applicable, our licensors) own all legal right, title, and interest in and to all elements of the Platform. The Company logo, graphics, design, systems, methods, information, computer code, software, services, “look and feel”, organization, compilation of the content, code, data, and all other elements of the Platform (collectively, the “Company Materials”) are owned by the Company. The Website, Platform, Company Materials, and Content are protected by copyrights, trademarks, or are subject to other proprietary rights. Accordingly, you are not permitted to use the Platform or Content in any manner, except as expressly permitted by the Company in these Terms. The Platform or Content may not be copied, reproduced, modified, published, uploaded, posted, transmitted, performed, or distributed in any way, and you agree not to modify, rent, lease, loan, sell, distribute, transmit, broadcast, or create derivatives without the express written consent of the Company or the applicable owner. Except as expressly set forth herein, User's use of the Platform does not grant User ownership of or any other rights with respect to any content, code, data, or other materials that User may access on or through the Platform. Company reserves all rights in and to the Company Materials not expressly granted to Users in the Terms.

You may not use any Company Content to link to the Platform or Content without our express written permission. You may not use framing techniques to enclose any Company Content without our express written consent. In addition, the look and feel of the Site and Content, including without limitation, all page headers, custom graphics, button icons, and scripts constitute the service mark, trademark, or trade dress of the Company and may not be copied, imitated, or used, in whole or in part, without our prior written permission.

Non-Company Intellectual Property. Outside the Company Materials, all other trademarks, product names, logos, and similar intellectual property on the Platform are the property of their respective owners and may not be copied, imitated, or used, in whole or in part, without the permission of the applicable trademark holder.

9.2.User-Generated Content.

9.2.1.Responsibility for User-Generated Content. You are solely responsible for the content of, and for any harm resulting from, any content that you post, upload, link to or otherwise make available via the Service, regardless of the form of that content (“User-Generated Content”). We are not responsible for any public display or misuse of User-Generated Content. We have the right (though not the obligation) to refuse or remove any User-Generated Content that, in our sole discretion, violates any Company terms or policies.

9.2.2.Ownership of Content & Right to Post. If you are posting anything you did not create yourself or do not own the rights to, you agree that you are responsible for any content you post; that you will only submit content that you have the right to post; and that you will fully comply with any third party licenses relating to content you post.

9.2.3.License Grant to Use. We need the legal right to do things like host User-Generated Content, publish it, and share it. You grant us and our legal successors the right to store, parse, and display your content, and make incidental copies as necessary to render the Platform and provide the Service.

9.2.4.Moral Rights. You retain all moral rights to the content that you upload, publish, or submit to any part of the Service, including the rights of integrity and attribution.

9.2.5.Right to Use. To the extent this agreement is not enforceable by applicable law, you grant Company the rights we need to use your content without attribution and to make reasonable adaptations of User-Generated Content as necessary to render the Platform and provide the service.

10. Indemnification

You agree to release, indemnify, and hold harmless the Company and its Affiliates, and their respective officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way related to: (a) your access to, use of, or inability to use the Platform, the Website, or Service; (b) your breach of this Agreement; (c) your violation of any rights of a third party; (d) your violation of any Applicable Law; and (e) any and all financial losses you may suffer, or cause others to suffer, due to sending, receiving, and/or trading cryptocurrencies, or other digital assets whether or not such transactions were made due to information learned on the Platform or through the Service.

11. Assumption of risk

11.1.User Acknowledges the Risk of Cryptocurrency and Smart Contracts. YOU REPRESENT AND WARRANT THAT YOU UNDERSTAND AND ARE WILLING TO ACCEPT THE RISKS ASSOCIATED WITH CRYPTOGRAPHIC SYSTEMS SUCH AS SMART CONTRACTS, PUBLIC BLOCKCHAIN NETWORKS NON-FUNGIBLE TOKENS, AND THE INTERPLANETARY FILE SYSTEM.

11.2.Company is Not Responsible for Technical Errors on Any Blockchain. COMPANY IS NOT RESPONSIBLE FOR LOSSES DUE TO BLOCKCHAINS OR ANY OTHER FEATURES OF THE SUPPORTED NETWORKS OR ANY OTHER BLOCKCHAIN NETWORK COMPANY MAY INTERFACE WITH, OR THE METAMASK WALLET OR ANY SIMILAR BROWSER OR WALLET ON ANY BLOCKCHAIN NETWORK INCLUDING BUT NOT LIMITED TO LATE REPORT BY DEVELOPERS OR REPRESENTATIVES (OR NO REPORT AT ALL) OF ANY ISSUES WITH OTHER BLOCKCHAIN NETWORK COMPANIES MAY INTERFACE WITH, INCLUDING FORKS, TECHNICAL NODE ISSUES, OR ANY OTHER ISSUES HAVING FUND LOSSES AS A RESULT.

11.3.The User Acknowledges the Risks of the Platform. You acknowledge that the Platform is subject to flaws and acknowledge that you are solely responsible for evaluating any information provided by the Platform. This warning and others provided in this Agreement by Company in no way evidence or represent an ongoing duty to alert you to all of the potential risks of utilizing or accessing the Platform. The Platform may experience sophisticated cyber-attacks, unexpected surges in activity or other operational or technical difficulties that may cause interruptions to or delays on the Platform. You agree to accept the risk of the Platform failure resulting from unanticipated or heightened technical difficulties, including those resulting from sophisticated attacks, and you agree not to hold us accountable for any related losses. The Company will not bear any liability, whatsoever, for any damage or interruptions caused by any viruses that may affect your computer or other equipment, or any phishing, spoofing or other attack.

11.4.User Acknowledges Financial Risk of Cryptocurrency Staking. The risk of loss in cryptocurrency staking can be substantial and may result in total loss of staked assets. Staking involves risks, including but not limited to market volatility, slashing penalties, validator failures, network attacks, regulatory changes, and technical issues. You should, therefore, carefully consider whether cryptocurrency staking is suitable for you in light of your circumstances and financial resources. By using the Platform, you represent that you have been, are and will be solely responsible for making your own independent appraisal and investment decisions. Under no circumstances shall the Company be liable in connection with your use of the Platform or Staking Services, including but not limited to any losses from staking activities, slashing penalties, validator downtime, market fluctuations, or regulatory actions. Under no circumstances will the operation of all or any portion of the Platform be deemed to create a relationship that includes the provision or tendering of investment advice. User acknowledges and agrees that the Company acts solely as a technology service provider and is not a party to any staking arrangement between Users and blockchain networks.

11.5.Violations by Other Users. User irrevocably releases, acquits, and forever discharges the Company and its subsidiaries, affiliates, officers, and successors for and against any and all past or future causes of action, suits, or controversies arising out of another user's violation of these Terms.

12. Tax disclaimer

You are solely responsible for determining and fulfilling your tax obligations related to cryptocurrency staking activities. This includes but is not limited to:

12.1.Staking Rewards: Staking rewards may be taxable as income at the time of receipt based on their fair market value in your jurisdiction.

12.2.Gains/Losses: The sale, exchange, or disposal of staked cryptocurrencies may result in taxable capital gains or deductible capital losses.

12.3.Reporting Requirements: You may be required to report cryptocurrency transactions, holdings, and staking activities to tax authorities in your jurisdiction.

12.4.International Compliance: If you are subject to tax obligations in multiple jurisdictions, you are responsible for compliance with all applicable tax laws.

12.5.Record Keeping: You are responsible for maintaining accurate records of all staking activities, rewards received, and related transactions for tax reporting purposes.

WE DO NOT PROVIDE TAX ADVICE. The tax treatment of cryptocurrency staking varies significantly by jurisdiction and individual circumstances. You should consult with qualified tax professionals regarding your specific tax situation and obligations related to cryptocurrency staking activities.

We may provide transaction history and other information to assist with your record-keeping, but we do not guarantee the accuracy or completeness of such information for tax purposes. You remain solely responsible for the accuracy of your tax filings and compliance with all applicable tax laws.

13. Limitation of liability and warranty disclaimer

13.1.Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE COMPANY (OR OUR AFFILIATES) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY FINANCIAL LOSS, LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE PLATFORM, STAKING SERVICES, OR ANY DISRUPTION OR DELAY IN THE PERFORMANCE OF THE PLATFORM OR STAKING SERVICES, INCLUDING BUT NOT LIMITED TO: (A) LOSSES FROM STAKING ACTIVITIES, SLASHING PENALTIES, OR VALIDATOR MISCONDUCT; (B) MARKET VOLATILITY OR CRYPTOCURRENCY PRICE FLUCTUATIONS; (C) NETWORK FAILURES, TECHNICAL ISSUES, OR BLOCKCHAIN ATTACKS; (D) REGULATORY ACTIONS; (E) UNBONDING DELAYS OR LIQUIDITY RESTRICTIONS; (F) THIRD-PARTY VALIDATOR OR INFRASTRUCTURE FAILURES; (G) LOSS OF STAKING REWARDS, MISSED STAKING OPPORTUNITIES; (H) ANY OTHER LOSSES RELATED TO CRYPTOCURRENCY STAKING, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE PLATFORM OR STAKING SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, LOSS OF DATA, OR LOSS OF CRYPTOCURRENCY ASSETS RESULTING THEREFROM.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

13.2.No Warranties. ALL STAKING SERVICES PROVIDED BY THE COMPANY TO YOU VIA THE PLATFORM, INCLUDING, WITHOUT LIMITATION, ALL CONTENT, VALIDATOR INFRASTRUCTURE, AND STAKING-RELATED INFORMATION, ARE PROVIDED "AS IS" AND "WHERE IS" AND WITHOUT ANY WARRANTIES OF ANY KIND. THE COMPANY AND ANY THIRD-PARTY LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. NOTWITHSTANDING ANY PROVISION CONTAINED HEREIN TO THE CONTRARY, THE COMPANY AND ITS THIRD-PARTY LICENSORS MAKE NO REPRESENTATION, WARRANTY OR COVENANT CONCERNING THE ACCURACY, QUALITY, SUITABILITY, COMPLETENESS, SEQUENCE, TIMELINESS, SECURITY OR AVAILABILITY OF THE PLATFORM, STAKING SERVICES, VALIDATOR PERFORMANCE, STAKING REWARDS, OR ANY CONTENT POSTED ON OR OTHERWISE ACCESSIBLE VIA THE PLATFORM. THE COMPANY SPECIFICALLY DISCLAIMS ANY WARRANTIES REGARDING: (A) VALIDATOR UPTIME OR PERFORMANCE; (B) STAKING REWARD AMOUNTS OR TIMING; (C) NETWORK STABILITY OR SECURITY; (D) ABSENCE OF SLASHING PENALTIES; (E) REGULATORY COMPLIANCE IN ALL JURISDICTIONS; (F) CONTINUOUS AVAILABILITY OF STAKING SERVICES; OR (G) PROTECTION AGAINST MARKET LOSSES. YOU SPECIFICALLY ACKNOWLEDGE THAT THE COMPANY AND ITS THIRD-PARTY LICENSORS ARE NOT LIABLE FOR THE DEFAMATORY, OBSCENE OR UNLAWFUL CONDUCT OF OTHER THIRD PARTIES OR USERS OF THE PLATFORM AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. NEITHER THE COMPANY NOR ANY OF ITS THIRD-PARTY LICENSORS REPRESENT, WARRANT OR COVENANT THAT THE PLATFORM OR STAKING SERVICES WILL BE SECURE, UNINTERRUPTED OR ERROR-FREE. THE COMPANY FURTHER MAKES NO WARRANTY THAT THE PLATFORM WILL BE FREE OF VIRUSES, WORMS OR TROJAN HORSES OR THAT IT WILL FUNCTION OR OPERATE IN CONJUNCTION WITH ANY OTHER PRODUCT OR SOFTWARE. YOU EXPRESSLY AGREE THAT USE OF THE PLATFORM IS AT YOUR SOLE RISK AND THAT THE COMPANY, ITS AFFILIATES SHALL NOT BE RESPONSIBLE FOR ANY TERMINATION, INTERRUPTION OF SERVICE, DELAYS, ERRORS, FAILURES OF PERFORMANCE, DEFECTS, LINE FAILURES, OR OMISSIONS ASSOCIATED WITH THE PLATFORM OR YOUR USE THEREOF. YOUR SOLE REMEDY AGAINST THE COMPANY FOR DISSATISFACTION WITH THE PLATFORM OR THE CONTENT IS TO CEASE YOUR USE OF THE PLATFORM, WEBSITE AND/OR THE SERVICE. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. YOU MAY HAVE OTHER RIGHTS, WHICH VARY BY JURISDICTION. WHEN THE IMPLIED WARRANTIES ARE NOT ALLOWED TO BE EXCLUDED IN THEIR ENTIRETY, YOU AGREE THAT THEY WILL BE LIMITED TO THE GREATEST EXTENT AND SHORTEST DURATION PERMITTED BY LAW.

14. Term and termination

Subject to this Section, this Agreement will remain in full force and effect while you use the Platform or use the Service (the “Term”). We may suspend or terminate your rights to use the Platform or use the Service at any time for any reason at our sole discretion, including for any use of the Platform or the Service in violation of this Agreement. All provisions of the Agreement which by their nature should survive, shall survive termination of Service, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.

15. General terms

15.1.Changes to these Terms of Use. The Company may update or change these Terms from time to time in order to reflect changes in any offered services, changes in the law, or for other reasons as deemed necessary by the Company. The effective date of any Terms will be reflected in the “Last Revised” entry at the top of these Terms. Your continued use of the Platform after any such change is communicated shall constitute your consent to such change(s).

15.2.Waiver. The waiver by the Company of a breach of any provision contained herein shall be in writing and shall in no way be construed as a waiver of any subsequent breach of such provision or the waiver of the provision itself.

15.3.Governing Law & Jurisdiction. These Terms are governed by the laws of the Republic of Panama. You hereby irrevocably consent to the exclusive jurisdiction and venue of the courts in the Republic of Panama, in all disputes arising out of or relating to the use of the Platform not subject to the Arbitration Agreement outlined in 15.4.

15.4.Dispute Resolution. Please read the following arbitration agreement in this Section (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with the Company and limits the manner in which you can seek relief from us. It is part of your contract with the Company and affects your rights. It contains procedures of MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.

15.4.1.Applicability of Arbitration Agreement. All claims and disputes (excluding claims for injunctive or other equitable relief as set forth below) in connection with the Agreement or the use of any product or service provided by the Company that cannot be resolved informally shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Agreement. Unless otherwise agreed to, all arbitration proceedings shall be held in English. This Arbitration Agreement applies to you and the Company, and to any subsidiaries, Affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under the Agreement. This Arbitration Agreement shall apply, without limitation, to all disputes or claims and requests for relief that arose or were asserted before the effective date of this Agreement or any prior version of this Agreement.

15.4.2.Notice Requirement and Informal Dispute Resolution. Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute (“Notice”) describing the nature and basis of the claim or dispute, and the requested relief. A Notice to the Company should be sent to: legal@xlabs.xyz.

After the Notice is received, you and the Company may attempt to resolve the claim or dispute informally. If you and the Company do not resolve the claim or dispute within thirty (30) days after the Notice is received, either party may begin an arbitration proceeding. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled.

15.4.3.Arbitration Procedure. Any dispute, claim, interpretation, controversy, or issues of public policy arising out of or relating to the xLabs Ecosystem, the Platform, these Terms, or the Services, including the determination of the scope or applicability of this Section 13.4 will be determined exclusively by arbitration held in the Republic of Panama, and shall be determined by arbitration administered by the St. Vincent and the Grenadines Conciliation and Arbitration Centre in accordance with its procedural rules. All rights and obligations hereunder shall be governed by the Laws of the Republic of Panama, without regard to the conflicts of law provisions of such jurisdiction. The Parties submit to the non-exclusive jurisdiction of the courts of the Republic of Panama and any courts competent to hear appeals from those courts. For purposes of this Section 15.4 “Proceeding” means any complaint, lawsuit, action, suit, claim (including a claim of a violation of applicable law), or other proceeding at law or in equity, or order or ruling, in each case by or before any governmental authority or arbitral tribunal.

15.4.4.The arbitrator may grant injunctive relief, including temporary, preliminary, permanent, and mandatory injunctive relief, in order to protect the rights of each party, but will not be limited to such relief. This provision for arbitration will not preclude a Party from seeking temporary or preliminary injunctive relief (“Provisional Relief”) in a court of Law while arbitration Proceedings are pending in order to protect its rights pending a final determination by the arbitrator, nor will the filing of such an action for Provisional Relief constitute waiver by a Party of its right to seek arbitration. Any Provisional Relief granted by such court will remain effective until otherwise modified by the arbitrator.

15.4.5.Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement. Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in a court and are subject to very limited review by a court. In the event any litigation should arise between you and the Company in any court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND THE COMPANY WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.

15.4.6.Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER.

15.4.7.30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your Wallet address, and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with the Company. Email your notification to legal@xlabs.xyz.

15.4.8.Confidentiality. All aspects of the arbitration proceeding, including but not limited to the award of the arbitrator and compliance therewith, shall be strictly confidential. The parties agree to maintain confidentiality unless otherwise required by law. This paragraph shall not prevent a party from submitting to a court of law any information necessary to enforce this Agreement, to enforce an arbitration award, or to seek injunctive or equitable relief.

15.4.9.Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Agreement shall continue in full force and effect.

15.4.10.Right to Waive. Any or all of the rights and limitations set forth in this Arbitration Agreement may be waived by the party against whom the claim is asserted. Such waiver shall not waive or affect any other portion of this Arbitration Agreement.

15.4.11.Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with the Company.

15.4.12.Emergency Equitable Relief. Notwithstanding the foregoing, either party may seek emergency equitable relief before a state or federal court in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under this Arbitration Agreement.

15.4.13.Claims Not Subject to Arbitration. Notwithstanding the foregoing, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party’s patent, copyright, trademark, or trade secrets shall not be subject to this Arbitration Agreement.

15.4.14.Courts. In any circumstances where the foregoing Arbitration Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located in the Republic of Panama, for such purpose.

15.5.Attorneys’ Fees and Costs. In addition to any relief, order, or award that is entered by an arbiter, or court as the case may be, any Party found to be the substantially losing Party in any dispute shall be required to pay the reasonable attorneys’ fees and costs of any Party determined to be the substantially prevailing Party, and such losing Party, shall also reimburse or pay any of the arbitrator’s fees and expenses incurred by the prevailing Party in any arbitration. In the context of this Agreement, reasonable attorneys’ fees and costs shall include but not be limited to:

15.5.1.legal fees and costs, the fees and costs of witnesses, accountants, experts, and other professionals, and any other forum costs incurred during, or in preparation for, a dispute;

15.5.2.all of the foregoing whether incurred before or after the initiation of a Proceeding; and

15.5.3.all such fees and costs incurred in obtaining Provisional Relief.

It is understood that certain time entries that may appear in the billing records of such Party’s legal counsel may be redacted to protect attorney-client or work-product privilege, and this will not prevent recovery for the associated billings.

15.6.Third Party Beneficiaries. Except as limited by Section 15.7, this Agreement and the rights and obligations hereunder shall bind and inure to the benefit of the parties and their successors and permitted assigns. Nothing in this Agreement, expressed or implied, is intended to confer upon any person, other than the parties and their successors and permitted assigns, any of the rights hereunder.

15.7.Entire Agreement. This Agreement and each of its exhibits or appendices, constitute and contain the entire agreement between the parties with respect to the subject matter hereof and supersedes any prior or contemporaneous oral or written agreements. Each party acknowledges and agrees that the other has not made any representations, warranties or agreements of any kind, except as expressly set forth herein.

15.8.Severability. If any provision of this Agreement (or any portion thereof) is determined to be invalid or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and shall be binding upon the parties and shall be enforceable, as though said invalid or unenforceable provision (or portion thereof) were not contained in this Agreement.

15.9.Assignment. You may not assign or transfer any rights hereunder without the prior written consent of the Company. Except as provided in this section, any attempts you make to assign any of your rights or delegate any of your duties hereunder without the prior written consent of the Company shall be null and void. The Company may assign this Agreement or any rights hereunder without consent.

Company Contact Information. Questions can be directed to the Company at: legal@xlabs.xyz.

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