IMPORTANT NOTICE: BINDING ARBITRATION AND CLASS ACTION WAIVER

Please read this agreement carefully as it contains important information about your legal rights, remedies, and obligations.  By accessing or using the wallet software, you agree to be bound by all the terms and conditions of this agreement.

Notice of binding arbitration and class action waiver

This agreement includes a binding arbitration clause and class action waiver in section 12.  You agree that all disputes between you and us will be resolved by mandatory binding arbitration, and you waive any right to participate in a class action lawsuit or class-wide arbitration.  You have the right to opt-out of the arbitration and class action waiver within 30 days of first accepting these terms by following the opt-out procedure in section 12.4

1. Introduction
   • The web application (‘Web App) we make available for your use at Opteq.app (Site), or any other applications or software offered by Operations Tech Limited, a company incorporated in the British Virgin Islands (‘we‘, ‘us‘, ‘our’) is and is designed for use only in accordance with these terms and conditions which form a binding agreement between you and us (Agreement).
   • Amendments. This Agreement may be amended from time to time, and you will be bound to any changes from the date they are published, should you continue to use the Wallet.
   • We partner with Crossmint, a third party non-custodial wallet infrastructure provider, to allow users to create an account that includes a self-custodial wallet that can be accessed via the Web App (‘Crossmint Wallet’).  By creating or using a Crossmint Wallet in connection with the Web App, you agree that you have read and are bound by Crossmint’s terms and conditions, which are incorporated by reference to this agreement and which are available at http://www.crossmint.com/legal/terms-of-service.  Only you will have access to your Crossmint Wallet’s private keys, and any assets contained within the Crossmint Wallet.  Neither we nor Crossmint have any custody, possession, control or otherwise have access to your Crossmint Wallet or any assets contained therein, and do not have any access to or store any passwords, recovery phrases, private keys, passkeys, or any other credentials associated with user Crossmint Wallets or your use of the Web App.  You are soley responsible for securing the Web App and your Crossmint Wallet authentication credentials, passkeys, and private keys.  Neither Crossmint nor we will be liable for any loss of assets or unauthorised access or unauthorised transactions arising in connection with your failure to maintain the security of your credentials.
   • Base Blockchain. The Web App and Crossmint Wallet interface with Base Blockchain.  Base Blockchain is a third-party service that records a digital ledger of your transactions.  When a block is added to the chain, it cannot be changed without affecting all blocks that came after it, creating an immutable data file that no single entity controls.  If you enter into a transaction using the Web App or Crossmint Wallet, you agree and accept that any such transaction is immutable and irreversible.
2. Eligibility, Access and Security
   • • In order to access the Web App, you must first:
     • be of legal age to enter into a binding agreement with us;
     • not be a barred from using the Web App under the laws of your jurisdiction or the laws of the British Virgin Islands;
     • not be the subject of any sanctions; and (d) register for an account through the Site.
   • As part of the registration process, or as part of your continued use of the Web App, you may be required to provide personal information about Yourself (such as identification or contact details), including your email address and password. information will be dealt with in accordance with our Privacy Policy app/privacypolicy.
   • You warrant that any information you give to us in the course of completing the registration process will always be accurate, correct and up to date.
   • Once you have completed the registration process, you will be a registered user of the Web App.
   • A passkey will be provided as your sign in using our authenticator. You are solely responsible for maintaining the security of any password, private key and passkey associated with Your use of the Web App (‘Credentials’).
   • We do not store and cannot assist with Credentials retrieval:
     • we do not store your private key, password or passkey address associated with your use of the Web App or Crossmint Wallet. Accordingly, we cannot assist you with any Credential retrieval.
     • we cannot generate a new passkey for you if you lose access to your original key.
     • You should keep a backup copy of your Credentials in a safe place, such as a hardware wallet or encrypted password manager. It is crucial to maintain secure and redundant storage methods to prevent permanent loss of access.

• • As a condition of using the Web App, you accept and acknowledge that the use of our Web App and your Crossmint Wallet will cease if you lose or do not have your Credentials.
  • When you register a new account, You are strongly advised to take precautions to avoid theft of your Credentials. We suggested you:
    • maintain the security of your device by, for example, limiting access, maintaining a private device passcode etc.
    • immediately create a new wallet and rotate any assets to that wallet should you suspect that your existing wallet Credentials have been compromised.

3. Your Responsibilities, Warranties and Obligations

• • As a condition of providing access to the Web App, you agree you will use the Web App and Crossmint Wallet only for purposes that are permitted by:
    • this Agreement; and
    • any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions.
  • You have the sole responsibility for protecting the confidentiality of your Credentials. Use of your Credentials by any other person may result in the immediate suspension of access to the Web App.
  • You have the sole responsibility for properly configuring and using the Web App and otherwise taking appropriate action to secure, protect, and backup your accounts and/or your information in a manner that will provide appropriate security and protection.
  • Any use of your registration information by any other person, or third parties, is strictly prohibited. You agree to immediately notify us of any unauthorised use of your password or email address or any breach of security of which you have become aware.
  • Your access and use of the Web App is limited, non-transferable and allows for the sole use of by you personally in accordance with this Agreement.
  • You must not use the Web App in connection with any commercial endeavours except those that are specifically endorsed or approved by us.
  • You must not use the Web App for any
    • illegal and/or unauthorised use;
    • to engage in misleading, deceptive or fraudulent behaviour;
    • in any way which infringes a third party’s intellectual property rights;
    • in any way which disrupts, misuses or excessively uses our hardware, storage space or other resource or negatively impacts the user experience of other users;
    • in any way intended to impersonate or create transactions in a way other than the Web App is designed to facilitate;
    • in any way to facilitate the sale or purchase of illegal products or services;
    • in any way which is harmful to our reputation;
    • use in a product or service which is competing with the features of the Web App or Crossmint Wallet or to offer a product to businesses or other users which is in competition with the Web App or Crossmint Wallet; or
    • in any way which we consider is unacceptable.

• • Any commercial advertisements, affiliate links, and other forms of solicitation you make available on our Site may be removed without notice.
  • You acknowledge and agree that any automated use of the Site or the Web App is prohibited.
  • All of the matters set out in this Section 3 are ongoing warranties which you provide to us each time you use or access the Web App or Crossmint Wallet.

4. Our Responsibilities and Obligations
   • We will make reasonable efforts to make the Web App available during normal business hours for the purpose of you using it to access your Crossmint Wallet and sign the transactions which you initiate.
   • We do not cause any payments to be made, and any transactions made using the Web App are your transactions, broadcast on the Base Blockchain and confirmed by that blockchain.
   • Notwithstanding Sections 4.1 and 4.2, we do not guarantee that the Web App or Crossmint Wallet will always be available, there are a variety of factors which may impact your access to the Web App or Crossmint Wallet including maintenance, repairs, upgrades, internet outages, blockchain outages, denial of service attacks, smart contract and blockchain or equipment failures.
   • We do not guarantee that the Web App or the Crossmint Wallet will be free from bugs or viruses.
   • We may release products, services, functionalities, or features that are still in the testing and evaluation phase. Such services will be labelled as “beta,” “preview,” “early access,” “trial,” or similar terms.  These services may not be as reliable as other products or services provided.
   • We may modify the Web App or Crossmint Wallet from time to time. When this occurs, the features of the Web App and Crossmint Wallet may change, and some existing features may be removed.  We may not provide you with advance notice of any changes but always welcome your feedback.
5. Fees

• • The Web App and Crossmint Wallet do not charge you any fees at this time and gas fees for transactions are presently being covered by us.  We may change this at some point in the future but will provide 14 days prior notice prior to ceasing to pay for gas fees or prior to introducing any fees for the Web App or Crossmint Wallet.

6. Taxes
   • You acknowledge and agree that:
     • you are solely responsible for determining, collecting, withholding, reporting and remitting all applicable taxes, duties, fees and surcharges arising from or in connection with your use of the Web App, Crossmint Wallet or any transaction you undertake using these services;
     • neither we nor Crossmint will provide any tax or accounting advice regarding any transaction;
     • you are solely responsible for maintaining all required tax records and making all required tax filings relating to your transactions;
     • neither we nor Crossmint shall have any liability or responsibility for any taxes, duties, fees or surcharges arising from or relating to your use of the Web App, Crossmint Wallet or any transaction you undertake; and
     • you will indemnify and hold harmless us and Crossmint from any claim, demand or assessment for taxes, penalties or interest made by any tax authority relating to your use of the services or any transaction you undertake.
7. Term and Termination

• • Term. This Agreement commences on the date you first access or use the Web App or Crossmint Wallet and continues until terminated in accordance with this Agreement.
  • Suspension. We may suspend your access to and use of the Web App and Crossmint Wallet immediately upon notice to you if we reasonably determine that:
    • you have breached any term of this Agreement;
    • your use of the Web App or Crossmint Wallet poses a security risk;
    • suspension is needed to protect our systems, other users, or third parties; or
    • suspension is required by law or regulation.
  • Termination. We may terminate this Agreement and your access to the Web App and Crossmint Wallet:
    • immediately if any breach of this Agreement by you continues unremedied for 5 days after we provide notice of such breach;
    • immediately if required by law or regulation;
    • immediately if we reasonably determine that you have materially breached this Agreement;
    • immediately if you become subject to any sanctions; or
    • upon 30 days’ prior written notice to you for any reason.
  • Effect of Termination. Upon termination of this Agreement for any reason:
    • you must immediately cease all use of the Web App and Crossmint Wallet;
    • we may permanently block your access to the Web App and Crossmint Wallet; and
    • Sections 8.2, 8.3, 9, 11, 12 shall survive termination.

8. Licence and Intellectual Property

• • Limited License. Subject to your strict compliance with this Agreement, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Web App solely for your personal use.
  • Intellectual Property Rights. All rights, title and interest in and to the Web App, including all intellectual property rights therein, are and will remain with us and our licensors.  You acknowledge that you are not acquiring any ownership interest in the Web App or any intellectual property rights by using the Web App.  No right or license is granted to you other than as expressly set forth herein.
  • Restrictions. You shall not:
    • copy, modify, create derivative works of, or reverse engineer the Web App;
    • remove, alter or obscure any proprietary notices in the Web App;
    • use the Web App in any manner not expressly authorized by this Agreement; or
    • permit any third party to access or use the Web App.

9. Indemnification

• • You agree to indemnify, defend and hold harmless us and its affiliates, directors, officers, employees and agents from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees) and other expenses that arise directly or indirectly from:
    • your use of, or inability to access or use, the Web App or Crossmint Wallet;
    • your breach of this Agreement;
    • any loss or unauthorized access to your Credentials or digital assets;
    • any transactions you initiate or attempt to initiate using the Web App or Crossmint Wallet;
    • your violation of any law, regulation or third-party rights in connection with your use of the Web App or Crossmint Wallet; or
    • any claim or demand made against us by any third party due to or arising out of your actions.

We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims.

10. Disclaimers and Risk
    • Disclaimer. The wallet software is provided “as is.” except to the extent prohibited by law, or to the extent any statutory rights apply that cannot be excluded, limited or waived, we and our affiliates and licensors make no representations or warranties of any kind, whether express, implied, statutory or otherwise regarding the wallet software.
    • Non-custodial nature of services. You expressly acknowledge and agree that the wallet software is non-custodial in nature, meaning that we do not at any time have access to, custody, possession or control of your private keys, digital assets, or funds.  You are solely responsible for the security and management of your private keys and any digital assets or funds associated with your use of the wallet software.  We cannot assist in recovering or accessing your private keys, digital assets or funds if you lose or forget your private keys or secret recovery phrase.
    • Security risks. You understand that blockchain and digital asset technologies present unique security risks including but not limited to risks arising from:
      • User error in maintaining private keys and recovery phrases;
      • Phishing and other social engineering attacks;
      • Malware and cyber attacks;
      • Blockchain network risks and protocol changes; and
      • Regulatory changes affecting digital assets.

• • You accept all risks associated with your use of the wallet.

11. Limitation of Liability
    • Liability Cap. Except as set forth in Section 11.2, the maximum aggregate liability of either party under this Agreement, whether in contract, tort (including negligence) or otherwise, shall not exceed one hundred United States Dollars (USD $100).
    • Exclusions. The limitation of liability in Section 11.1 shall not apply to:
      • either party’s willful default, fraud or fraudulent misrepresentation;
      • either party’s gross negligence.
    • Excluded Damages. In no event shall either party be liable for any indirect, incidental, special, exemplary, consequential or punitive damages, including but not limited to lost profits, loss of use, loss of data or business interruption, however caused, under any theory of liability, whether in contract, tort (including negligence) or otherwise, even if such party has been advised of the possibility of such damages.
    • Essential Purpose. The parties acknowledge that the limitations of liability set forth in this Section reflect the allocation of risk between the parties and form an essential basis of the bargain between them.
12. Binding Arbitration and Class Action Waiver
    • Agreement to Arbitrate. You and we agree that any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, shall be resolved by binding arbitration rather than in courts of general jurisdiction.  The arbitration shall be conducted by the British Virgin Islands International Arbitration Centre under its then applicable arbitration rules.  The arbitration shall take place in the British Virgin Islands.  Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.  This Section shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.
    • Class Action Waiver. You and we agree that each party may bring claims against the other only in your or our individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.  Further, unless both you and we agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
    • Exceptions. The provisions of this Section 12 will not apply to any legal action taken by either party to seek injunctive or other equitable relief in connection with any intellectual property infringement or misappropriation claims.
    • Right to Opt Out. You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth above by sending a written notice of your decision to opt-out to [email protected] with the subject line “Arbitration and Class Action Waiver Opt-Out” within thirty (30) days of the date you first agree to these terms.  If you opt-out of these provisions, we will also not be bound by them.

13. Miscellaneous
    • Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the British Virgin Islands, without giving effect to any choice of law or conflict of law provisions.
    • Assignment. Neither party may assign or transfer this Agreement or any rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party, which shall not be unreasonably withheld.  Notwithstanding the foregoing, either party may assign this Agreement in its entirety, without consent of the other party, to its successor in interest in connection with a merger, reorganization, or sale of all or substantially all assets or equity.
    • Notices. All notices under this Agreement shall be in writing and shall be deemed given upon:
      • personal delivery;
      • when received by the addressee if sent by a recognized overnight courier (receipt requested);
      • when sent by email (with confirmation of transmission); or
      • three days after being sent by registered or certified mail, return receipt requested, postage prepaid.
    • Severability. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions of this Agreement will remain in full force and effect, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
    • No Waiver. No failure or delay by either party in exercising any right under this Agreement will constitute a waiver of that right.  No waiver under this Agreement will be effective unless made in writing and signed by an authorised representative of the party being charged with such waiver.
    • Force Majeure. Neither party shall be liable for any failure or delay in performance under this Agreement due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, pandemic, changes in laws or regulations, labor disputes, and failures of suppliers or subcontractors.
    • Relationship of Parties. The parties are independent of each other and nothing in this Agreement is intended to, or does operate to create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties.
    • Third Party Rights. A person who is not a party to this Agreement shall not have any rights under or in connection with it, whether under the laws of the British Virgin Islands then in force or otherwise.  The rights of the parties to terminate, rescind or agree any variation, waiver or settlement under this Agreement are not subject to the consent of any other person.
    • Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning its subject matter and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter.

14. Effective date:

These Terms and Conditions are effective from July 2025.