Terms of Use

Please read these Terms carefully before accessing and using any of the Services. By accessing and using any of the Services in any manner, you:

1. accept and agree to these Terms and any amendment to these Terms that may be made by us pursuant to Section 14.1 from time to time;

1. acknowledge that you have read the Privacy Policy, which can be accessed at https://hellominds.ai/privacy-policy (the "Privacy Policy"); and

1. accept and agree to any mandatory policies or addendum made available from time to time (such policies, the Privacy Policy, and any other policies are each a "Policy") and any amendment thereto that may be made by us from time to time.

IF YOU DO NOT AGREE TO THESE TERMS OR THE POLICIES, DO NOT ACCESS OR USE ANY OF THE SERVICES.

When you access and use any of the Services, you may also be using the services of one or more third parties. In addition, certain underlying technology used to provide the Services is not developed by us. Your use of any third-party services may be subject to the terms of use, privacy policies and similar policies and terms, and fees (if any) of the relevant third party service providers. Your attention is also drawn to Section 7.7 of these Terms.

The following terms shall have, for the purposes of these Terms, the following meanings:

"Account"

means each account that is created by you to access and use the Services on the Website;

“Account Closure Date”

shall have the meaning as set out in Section 4.8.2 of these Terms;

“Account Credentials”

shall have the meaning as set out in Section 4.2.1 of these Terms;

"Affiliates"

means any entity which controls, is controlled by or is under common control with us, and the term "control" means the power to direct the management or policies of an entity, whether through the ownership of more than fifty per cent (50%) of voting power, the power to appoint a majority of the members of the board of directors, contractual arrangements or otherwise;

“Agent”

shall have the meaning as set out in Section 6.1 of these Terms;

“Agent Activities”

shall have the meaning as set out in Section 6.1 of these Terms;

“Agent Export”

shall have the meaning as set out in Section 4.6.1 of these Terms;

“Agent Materials”

means, in respect of an Agent, (i) the name, persona, personality, character profile, avatar and other identifying attributes that you create, select or customise for the Agent; (ii) the instructions, prompts, rules, goals, workflows, configurations and settings that you define for the Agent, including your selection and configuration of any skills or tools used by the Agent; (iii) the Memory Data of the Agent; and (iv) knowledge files, the history of your conversations and interactions with the Agent, and the records of Agent Activities undertaken by the Agent, in each case to the extent held by us;

“AI Inputs”

shall have the meaning as set out in Section 6.2.1 of these Terms;

“AM Parties”

shall have the meaning as set out in Section 3.4 of these Terms;

"AML"

means anti-money laundering, which refers to the laws, regulations and procedures intended to prevent individuals from disguising illegally obtained funds as legitimate income;

"API"

shall have the meaning as set out in Section 4.2.1 of these Terms;

"App"

means the mobile application(s) made available by us for download via an App Store, through which certain of the Services may be accessed, as further described in the Section headed "Mobile Applications and App Stores";

"App Stores"

means the third-party application marketplaces through which we may make available a mobile application for the Services, including the Apple App Store operated by Apple Inc. ("Apple") and the Google Play Store operated by Google LLC ("Google"), and "App Store Terms" means the applicable terms of service, usage rules and policies of the relevant App Store;

“Beta Release”

shall have the meaning as set out in Section 3.4 of these Terms;

“Cancellation Window”

shall have the meaning as set out in Section 4.8.1 of these Terms;

"Claims"

shall have the meaning as set out in Section 12.1 of these Terms;

"Cognition"

means the units of access to computational, model and related resources that you may purchase from us, whether on a one-off basis or through a Subscription, and consume in order to deploy, operate and use Agents and other features of the Services;

"Customer Data"

means all data and information submitted by you, including any AI Inputs, in connection with your use of the Website or the Services;

"Data Export Request"

shall have the meaning as set out in Section 4.6.3 of these Terms;

“Deletion Request”

shall have the meaning as set out in Section 4.8 of these Terms;

"Export Control Laws"

means all applicable export control, customs, trade and economic or financial sanctions laws and regulations of any jurisdiction applicable to you or any of the AM Parties, including the U.S. Export Administration Regulations (the "EAR") administered by the U.S. Department of Commerce and the economic sanctions programs administered by OFAC;

“Feedback”

shall have the meaning as set out in Section 7.6 of these Terms;

"HKIAC"

shall have the meaning as set out in Section 14.11 of these Terms;

"Indemnified Parties"

shall have the meaning as set out in Section 12.1 of these Terms;

"Intellectual Property Rights"

mean any copyrights, designs, patents, rights to inventions, rights in confidential information, know-how, trade secrets, trademarks, trade names, database rights, chip topography rights, mask works, utility models, domain names, source codes, rights in designs, rights in computer software, rights in the websites or mobile applications and all similar rights of whatever nature and in whatever form and, in such case (i) whether registered or not, (ii) including any applications to protect or register such rights, (iii) including all renewals and extensions of such rights or applications, (iv) whether vested, contingent or future and wherever existing;

"KYC"

means know-your-customer standards, which are designed to protect including, but not limited to, financial institutions against fraud, corruption, money laundering and terrorist financing, as institutions have the obligations to verify customer's identity;

"KYC/AML Regulations"

shall have the meaning as set out in Section 10.1 of these Terms;

“Losses”

means losses, damages, liabilities, claims, costs and expenses of every kind and nature;

“Memory Data”

shall have the meaning as set out in Section 6.2.1 of these Terms;

"OFAC"

means the U.S. Department of the Treasury’s Office of Foreign Assets Control;

“Output”

shall have the meaning as set out in Section 7.5 of these Terms;

“Partners”

means partners with whom we collaborate to provide the Services or operate and maintain the Website or the Services, including our licensors and service providers;

"Platform Defect"

shall have the meaning as set out in Section 13.2.2 of these Terms;

"Policy"

shall have the meaning as set out in Section 1.1.3 of these Terms;

“Privacy Policy”

shall have the meaning as set out in Section 1.1.2 of these Terms;

"Sanctioned Person"

means any person or entity that is (i) the subject or target of any Sanctions; (ii) named on any Sanctions List; (iii) located, organised, incorporated or ordinarily resident in a Sanctioned Territory; or (iv) owned or controlled by, or acting for or on behalf of, any person or entity described in (i) to (iii);

"Sanctioned Territory"

means any country or territory that is, or whose government is, the subject or target of comprehensive, country-wide or territory-wide Sanctions from time to time;

"Sanctions"

means any economic or financial sanctions, trade embargoes, restrictive measures or export or import restrictions administered, enacted, imposed or enforced by any Sanctions Authority;

"Sanctions Authority"

means the United Nations Security Council, the United States government (including OFAC, the U.S. Department of State and the U.S. Department of Commerce), the United Kingdom (including HM Treasury’s Office of Financial Sanctions Implementation), the European Union and any of its Member States, and any other governmental or regulatory authority with jurisdiction over you or any of the AM Parties;

"Sanctions List"

means any list of designated, prohibited, restricted or sanctioned persons maintained by a Sanctions Authority, including the Specially Designated Nationals and Blocked Persons List and the Foreign Sanctions Evaders List (each maintained by OFAC) and the Entity List, the Denied Persons List and the Unverified List (each maintained by the U.S. Department of Commerce);

"Service Content"

means all content relating to the Services and the Website, including all visual, audio and design elements and other materials contained therein and including without limitation, our logo and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof;

"Services"

means the services (including any tools and technologies) made available by us to you on or through the Website, the App, or any other channel (including email or messaging platforms such as Telegram) that we may make available and all related services made available by us from time to time;

"Subscription"

means any recurring purchase of Cognition or of access to the Services or any feature thereof that renews automatically at the interval you select at the time of purchase until cancelled in accordance with these Terms;

"Terms"

shall have the meaning as set out in the first paragraph of these Terms;

"Third Party Account"

shall have the meaning as set out in Section 4.1 of these Terms;

“Third Party Claim”

shall have the meaning as set out in Section 13.6.2 of these Terms;

"Third Party Services"

has the meaning as set out in Section 6.2.1 of these Terms;

“we”, “us” or “our”

shall have the meaning as set out in the first paragraph of these Terms;

“Website”

means https://www.hellominds.ai/ or such other website as may be made available by us in connection with the Services (or any part thereof);

"you" or "your"

shall have the meaning as set out in the first paragraph of these Terms.

In these Terms:

• whenever a singular expression is used, that expression is considered as including the plural, where required by the context;

• a reference to a person shall include a natural person, corporate or unincorporated body (whether or not having separate legal personality), where required by the context; and

• the headings of sections and paragraphs are included for reference only and do not affect the meaning or interpretation of those sections and paragraphs.

By accessing or using any of the Services, you represent and warrant to us that:

• you are at least 18 years old or have attained such age of majority and contractual capacity in your jurisdiction of residence;

• you have read carefully in full these Terms and our Policies (to the extent applicable);

• if you are entering into these Terms on behalf of any person, you have the legal authority to do so and bind such person to these Terms; and

• you are (i) not subject to any embargo, sanctions or otherwise included on any list of designated prohibited or restricted parties, including but not limited to the lists maintained by the United Nations Security Council, the United States Government (i.e., the Specially Designated Nationals List, Foreign Sanctions Evaders List of the United States Department of Treasury, Entity List, Denied Persons List and Unverified List of the United States Department of Commerce), the United Kingdom Government (i.e., HM Treasury's financial sanctions regime), the European Union or any of its Member States, or other applicable government authority; and (ii) not located in any country subject to any comprehensive sanctions program implemented by the United States Government.

You undertake to us that you will do all things reasonably necessary to ensure continuing compliance with this Section 3, so that each of the representations and warranties made hereunder continue to be true, accurate and up to date for so long as you continue to access or use the Services.

We hereby grant you a non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Website and the Services. The grant of this licence is strictly subject to your continued compliance with these Terms, including that any undertaking, representation or warranty made by you under these Terms is and remains true, accurate and up to date. If at any time we become aware that you made any misrepresentation or breached any warranty or undertaking given in these Terms, we may in our sole discretion suspend or deny you access to all or part of the Services.

We may provide you with access to any of the Services (i) for free or on a trial basis; or (ii) on a pre-release or beta release basis (a “Beta Release”). It is up to you whether to accept or refuse such access but where you choose to accept such access, you hereby acknowledge and agree that: (i) any such access may be discontinued or offered on different terms (including on a charged basis) at any time for any reason, as may be determined in our sole discretion; (ii) any Services to which such access is granted are provided “as-is” without any representation, warranty or guarantee as to availability, functionality or performance; and (iii) neither we nor any of our Affiliates and Partners (collectively, the “AM Parties”) shall have any liability for any Losses suffered or incurred by you or any other person as a result of or in connection with any such access or such Services, and you hereby fully disclaim any and all such liability. In addition, with respect to any Beta Release, you agree that by accepting access and using the relevant Services, you also agree to participate in any survey or testing as may be required in connection with any such Beta Release and that any Feedback about such Beta Release shall be used by us for the purposes of research and analysis and/or product development. Any non-public feature, functionality, documentation or other information made available to you in connection with a Beta Release constitutes our confidential information, and you agree not to disclose it to any third party without our prior written consent until it has been made generally available by us.

You represent, warrant and undertake that: (i) neither you nor, where you act on behalf of any entity, that entity or any of its directors, officers or beneficial owners, is a Sanctioned Person; (ii) you will not use, and will not permit any Agent to use, the Services, directly or indirectly, for the benefit of any Sanctioned Person or in or involving any Sanctioned Territory; and (iii) you will comply with all applicable Sanctions at all times. The Services are not offered or made available to Sanctioned Persons. We may screen you and your use of the Services against Sanctions Lists, and we may suspend, restrict or terminate your access to and use of the Services, without liability, where we determine that you are or have become a Sanctioned Person or that continued provision of the Services would expose any AM Party to a risk of breaching any Sanctions.

You represent, warrant and undertake that: (i) you are not located in, ordinarily resident in, or a national of, any Sanctioned Territory; (ii) you will not export, re-export, transfer or make available the Services, any Output or any related technology or software, directly or indirectly, in violation of any Export Control Laws; (iii) you will not use the Services for any end-use prohibited by Export Control Laws, including any use connected with nuclear, chemical or biological weapons or missile technology, or any restricted military or military-intelligence end-use or end-user; and (iv) you are not otherwise prohibited under any Export Control Laws from receiving the Services. You are solely responsible for complying with all Export Control Laws applicable to your access to and use of the Services and any Agent Activities.

The Services are under continuous development. We may, at any time and without liability, add, change, suspend, limit or discontinue the Services or any feature, model, integration or other component of the Services (in whole or in part). If we permanently discontinue the Services in their entirety, we will give you reasonable prior notice and, where required by applicable law, refund the reasonable value of unused purchased Cognition.

In order to enjoy access to the Services, you are required to have or create an Account. We may at our discretion refuse to allow anyone to create an Account. When creating an Account, you may be asked to use your credentials from other services (a "Third Party Account"), including without limitation those offered by Google and other platforms as we may decide in our sole discretion from time to time. By using a Third Party Account to create the Account, you permit us to access certain information from such Third Party Account for use in connection with the Services. You are in control of how much information is accessible by us and may exercise this control by adjusting your privacy settings in your Third Party Account. Please note that where you access the Services through the App, sign-in is available by email only; see the Section headed "For Mobile App Users Only" for further information.

• You are solely responsible for maintaining adequate security and control of any and all passwords, passkeys, hints, personal identification numbers, application programming interface ("API") keys, signatures or any other credentials which can grant access to your Account (collectively, your "Account Credentials"). Any loss or compromise of the Account Credentials and/or your personal information may result in unauthorised access to your Account by third parties and any associated accounts. You are therefore recommended to adopt appropriate cybersecurity practices when safeguarding your Account Credentials.

• By creating an Account, you agree that you will not disclose your Account Credentials to anyone and will notify us immediately of any unauthorised use of your Account. None of the AM Parties shall be responsible for any unauthorised access to your Account, including any access that occurred as a result of fraud, phishing, or other criminal activity perpetrated by third parties. The AM Parties may not be capable of assisting you in retrieving any lost or compromised Account Credentials or any assets or information that is accessible via an Account, and none of the AM Parties accepts any liability or responsibility to do so.

• In the event that any log-in credentials or API authentication is generated by us, such log-in credentials and API authentication are for your use only and you agree that you will not sell, transfer or sublicense them to any third party.

• You are responsible for all activities that occur under or in connection with your Account, regardless of whether such activities have been authorised or undertaken by you.

• Nothing in this Section limits or excludes our responsibility to implement appropriate technical and organisational measures to protect personal data as required by applicable data protection law, or any liability that cannot be limited or excluded under applicable law.

To the extent that you are requested to provide your contact information, you are responsible for keeping your contact details up to date in your Account profile in order to receive any notices or alerts that we may send you. We assume no responsibility for any loss that you may sustain due to your sensitive information being compromised or failure to follow or act on any notices or alerts that we may send to you.

Due to any applicable statutory and regulatory requirements, the creation and use of your Account may be subject to verification. You agree to provide us, and any third-party service provider designated by us (if applicable), with the information that we may from time to time request for the purposes of identity verification, compliance with KYC/AML Regulations, as well as detection of money laundering, terrorism financing, fraud or any financial or other crime. The requested information may include personal data (please refer to our Privacy Policy). By providing us or such third-party service providers with the information we request, you confirm that such information is true and accurate and agree to inform us in case of change concerning such information.

You agree to provide such additional information and documents at the request of any competent authority or in case of application of any applicable law or regulation, including laws related to anti-laundering (legalization) of income obtained by criminal means, or for counteracting financing of terrorism as we may request from time to time. You agree and undertake to provide any such additional information and documents that we may from time to time require for the purpose of or otherwise facilitate compliance with any applicable laws and regulations. You also agree that we may disclose any information collected from or about you through your access or use of the Services if any such disclosure is required for us to comply with any applicable laws or regulations or any requirement or order from any court or tribunal or any governmental or regulatory authority with jurisdiction over us or of any of the other AM Parties.

Your Agent lives with you and you can take it with you to other platforms and applications. Accordingly:

• Agent Export. You may, at any time and free of charge, export your Agent Materials (an “Agent Export”), using the export functionality that we make available in your Account settings or, where such functionality is not available or does not cover the Agent Materials that you wish to export, by submitting a Data Export Request. Following an Agent Export, you will receive a copy of the Agent Materials, which you may import, use, deploy, modify, run and otherwise deal with them on or with any other platform, application or service of your choice (including any platform, application or service that competes with the Services), without any restriction from us and without any obligation to account to us. We may reasonably limit the frequency of Agent Exports where necessary to protect the security or stability of the Services.

• Exclusions. The Agent Materials do not extend to the Services, the Website, the Service Content, or the software, models, platform and infrastructure on which your Agent runs, nor to any skill, tool, integration or other material provided by a third party (including any skill published by a third-party developer and made available through the Services), all of which remain owned by us, the other AM Parties or the relevant third party (as applicable) in accordance with Section 7.1. To the extent that any of your Agent Materials incorporates any template, default persona, default instruction or other Service Content provided by us, we grant you a non-exclusive, worldwide, perpetual, irrevocable, royalty-free licence to use, copy, modify and distribute that Service Content as part of your Agent Materials, including after you export your Agent, provided that this licence does not extend to any of our names, logos or trade marks.

• Data Export Requests. In addition, you may, at any time while these Terms are effective, submit a written request to us (a "Data Export Request") to receive a copy of the data associated with your Account which is held by us. We will endeavour to fulfil a Data Export Request within a reasonable timeframe, but the precise response time will vary depending on the volume, scope and complexity of the data. However, given the nature of persistent memory and agentic AI systems, we do not warrant that any data export will be exhaustive or perfectly complete. Certain Memory Data may be stored in compressed, encoded, or embedded form that is not practically separable from model infrastructure operated by third-party providers. We will use reasonable efforts to surface and export all retrievable data associated with your Account but make no guarantee of completeness with respect to data held within third-party large language models or infrastructure environments.

• • an Agent Export will not include (i) any of the items described in the first sentence of Section 4.6.2, save as expressly licensed to you under that Section; (ii) any third-party skill, tool or integration, except to the extent that the terms on which it is licensed to you permit; (iii) your Account Credentials or any credentials, API keys or access tokens for any Third Party Services, which we may exclude for security reasons; or (iv) any Cognition, which is not transferable;
  • we may exclude or redact from an Agent Export any information to the extent necessary to protect the rights of any other person (including the personal data of other persons) or to comply with applicable law, Sanctions or any order of a court or competent authority;
  • the limitations described in Section 4.6.3 in respect of Memory Data held within third-party large language models or infrastructure environments apply equally to an Agent Export;
  • other platforms, applications and services may not support all of your Agent Materials, and your Agent may not behave or perform in the same way outside the Services. We do not represent or warrant that any Agent Export will be compatible with, or will function on, any other platform, application or service; and
  • once exported, your Agent Export is outside our control. You are solely responsible for your use of your Agent Export and your Agent Materials outside the Services, including compliance with all applicable laws, Export Control Laws and the terms of any other platform, application or service, and, to the extent permitted by applicable law, none of the AM Parties shall have any liability for any Losses arising out of or in connection with such use.

• Export on closure or termination. Your right to export your Agent continues until the Account Closure Date, including during any Cancellation Window and during the notice period described in Section 4.7. Where we suspend, terminate or close your Account or terminate these Terms (other than pursuant to a Deletion Request), then, notwithstanding Sections 4.7 and 4.8, we will not delete your Agent Materials for at least 30 days after the date of such suspension, termination or closure and will, on your written request made within that period, provide you with an Agent Export, unless doing so is prohibited by applicable law, Sanctions or any order of a court or competent authority, or we reasonably determine that doing so would facilitate illegal activity or cause harm to any person.

If your Account has been inactive for a continuous period of 12 months, we will notify you by email to the address registered to your Account and provide you with 30 days to log in and reactivate your Account or export your Agent under Section 4.6. If your Account remains inactive after that 30-day period, we have the right to delete your Account and the personal data associated with it, subject to the retention periods described in our Privacy Policy. Memory Data associated with Agents deployed through an inactive Account will be deleted at the same time as Account deletion, to the extent technically possible.

You may request deletion of your Account and the personal data associated with it at any time by submitting a deletion request through your Account settings on the Website (a "Deletion Request"). Upon submission of a Deletion Request:

• your Account will enter a 30-day period during which you may cancel the Deletion Request by logging into your Account and cancelling it (the "Cancellation Window"), and if you do so your Account and the data associated with it will not be deleted;

• if you do not cancel the Deletion Request before the Cancellation Window ends, your Account will be permanently deleted at the end of the Cancellation Window (the "Account Closure Date") and you will no longer be able to sign in to it;

• we will initiate deletion of your personal data from our active systems within a reasonable period of time from the Account Closure Date;

• Memory Data associated with your Agents will be deleted or suppressed from active use, where technically possible;

• data that have not already been deleted pursuant to the retention periods in the Privacy Policy will be deleted within a reasonable period of time;

• notwithstanding the above, we will retain any personal data that we are required to retain by applicable law, court order, or regulatory requirement for the duration of the applicable mandatory retention period; and

• where your personal data has been shared with third-party LLM providers or infrastructure providers in the course of providing our services, we will use reasonable efforts to procure the deletion of such data from those providers' systems in accordance with our contractual arrangements with them. We cannot guarantee the deletion of data held within third-party systems that are outside our control.

Where we terminate or close your Account under these Terms other than pursuant to a Deletion Request, the Cancellation Window described in Section 4.8.1 will not apply, and the date of such termination or closure will be treated as the Account Closure Date for the purposes of this Section 4.8.

Access to and use of certain features of the Services, including the deployment and operation of Agents, requires Cognition. You may purchase Cognition either as a one-off purchase or through a recurring Subscription, in each case in the amounts and at the prices displayed to you at the time of purchase. Cognition is a limited, personal, non-transferable and revocable entitlement to consume resources within the Services. Cognition has no monetary or cash value, does not constitute money, credit, a security, a financial instrument or property, cannot be exchanged or redeemed for cash except where required by applicable law, and confers no ownership right of any kind.

Cognition and Subscriptions are made available for purchase through the Website only. Cognition purchased through the Website may be consumed through the Website or through the App. The App does not itself support the purchase of Cognition or a Subscription; see the Section headed "For Mobile App Users Only" for further information.

All prices are stated in the currency displayed at the time of purchase and, unless stated otherwise, are exclusive of all applicable taxes, duties and levies (including value added tax and goods and services tax), for which you are responsible. We may add, collect or pass on any such taxes where we are required or permitted to do so.

Payments are processed by third-party payment processors. We do not store your full payment card details. Your use of any payment processor is subject to its own terms and privacy policy. You authorise us and the relevant processor to charge your selected payment method for all amounts due, including Subscription renewals, and you represent that you are authorised to use the payment method you provide.

Where you purchase a Subscription, you expressly acknowledge and agree that the Subscription will renew automatically for successive periods of the same duration, and that we will charge the then-current price and any applicable taxes to your payment method at the start of each renewal period, until you cancel. By purchasing a Subscription you consent to such recurring charges. Before you purchase a Subscription we will tell you the length of the renewal period, what is provided during each period, the amount that will be charged on each renewal and how to cancel, and we will give you any advance notice of a renewal that applicable law requires.

You may cancel a Subscription at any time through your Account settings on the Website. Cancellation takes effect at the end of the then-current billing period. Except where required by applicable law, cancellation does not entitle you to a refund of amounts already paid or a refund for any unused Cognition.

We may change our prices, fees and Subscription charges from time to time. Any change to the recurring charge for a Subscription will take effect only from the next renewal period after we have given you reasonable prior notice, and your continued use of the Subscription after the change takes effect constitutes your acceptance of the revised charge. If you do not agree to a change, you may cancel before it takes effect.

Except as expressly stated in these Terms or as required by applicable law, all purchases of Cognition and all fees are non-refundable and are not eligible for exchange or credit. If you are a consumer in the United Kingdom, the European Union or another jurisdiction that provides a statutory right to cancel a purchase of digital content within a cooling-off period, then by purchasing and choosing to access Cognition or digital content immediately you expressly request that we begin supply during the cooling-off period and you acknowledge that you will lose your right to cancel once supply has begun. Nothing in these Terms affects any non-excludable statutory right to a refund or other remedy.

If any payment is declined, reversed, charged back or otherwise not received, or if you initiate a chargeback without first contacting us to attempt to resolve the issue, we may, without liability, suspend or terminate your access to the affected features, Agents or Account, revoke unused Cognition, and recover any amounts owed to us.

Cognition purchased from us is separate from, and does not cover, any fees, costs or charges imposed by any Third Party Services. You remain solely responsible for all such third-party costs, as further described in these Terms.

The amount of Cognition consumed by particular features, models or Agent Activities may vary, including based on the complexity of the task, the models and tools used and third-party resource costs, and may be updated by us from time to time. Any estimate of Cognition consumption that we display is indicative only. Your Cognition balance as shown in your Account is determinative save for manifest error.

Cognition that you have purchased does not expire, and is not forfeited, for any reason, including on closure or termination of your Account (whether by you, including under Section 4.8 (Account Deletion), or by us, including under Section 4.7 (Account Inactivity)). From time to time, we may grant you promotional, free or bonus Cognition. Such promotional Cognition: (i) has no monetary value; (ii) may be subject to additional conditions and expiry dates notified to you when granted or in the applicable promotion terms; and (iii) may be modified, suspended or revoked by us at any time in the case of abuse or suspected abuse.

Through the Website and as part of the Services, you are provided the option to deploy and use a virtual assistant to undertake certain activities, as may be elected by you in your sole discretion. That virtual assistant is by nature an AI agent with persistent memory which can (once initiated by a user and subject to such limitations and parameters as may be set by the user) autonomously make decisions and take actions (the “Agent”). The activities that may be undertaken by an Agent include (as may be elected by you in your sole discretion) activities related to trading, product development, improvement of productivity and so on (the “Agent Activities”).

Through the provision of the Services described in Section 6.1, we operate solely as a technology service provider, providing access to tools and technologies designed to assist you with deploying and instructing Agents to perform those Agent Activities. Accordingly, in connection with your deployment and use of any Agent to undertake any Agent Activities, you hereby acknowledge and agree that:

• once you provide any inputs, which may include commands, questions, prompts, information and content that you submit or upload or to which you grant access in order to use our Services (collectively, “AI Inputs”):
  • we will not have any control over how the Agent executes tasks, makes decisions, or interacts with third-party platforms, services, systems, APIs, software, tools, data sources or infrastructure not provided or operated by us (“Third Party Services”) and our ability to stop an Agent from conducting Agent Activities may be limited;
  • the Agent functions autonomously within the parameters defined by you. You are strongly encouraged to practice “human in the loop” and you should always practice the principle of least privilege with all of your Agents;
  • outcomes from any instructions that you give to your Agents may vary based on market conditions, data inputs, and third-party integrations and may not entirely align with your goals, expectations or desired outcomes. In particular, any documents, data or information that you provide to your Agents may be embedded with malicious and hidden instructions that malicious actors can use to manipulate outputs, leak data and/or cause your Agent to engage in unauthorised actions (also known as “prompt injection”);
  • with its persistent memory features, an Agent retains key information from your AI Inputs and interactions, such as preferences, configurations or attributes that you share with or create for those Agents or that can be derived from your usage patterns or interactions with those Agents (“Memory Data”). Such memory features enable the Agent to deliver more personalised and customised responses and to maintain context, but the Memory Data retained by such Agents may contain personal data. In addition, Agents may interact with each other and personal data comprised in AI Inputs and Memory Data may be accessed or shared with other Agents for the purposes of execution or coordination of tasks or through communication platforms that are open to such Agents. You are reminded that your personal data is handled in accordance with our Privacy Policy and may be disclosed or transferred to third parties where you have chosen to deploy and use an Agent and to exercise caution when you provide any AI Input in connection with the deployment or use of any Agent or any part of the Services. However, you may opt out of having your data used for model training;
  • Memory Data is maintained by third-party service providers. In rare situations, your Agents may experience a complete loss of Memory Data. In such situations, we may use our reasonable endeavours to assist with the recovery of the Memory Data, but no guarantees of success can be made;
  • the Services utilise experimental artificial intelligence and machine learning technologies which are subject to ongoing development and inherently prone to errors, including but not limited to "hallucinations" (the generation of plausible-sounding but factually incorrect or nonsensical information), algorithmic bias, and logical inconsistencies. Because the Services allow for the creation of agentic AI—systems capable of making decisions and interacting with external environments, APIs, or third-party data—you understand that such Agents may take unintended actions, deviate from your original instructions ("instruction drift"), or misinterpret complex multi-step prompts;
  • the Services, including any Agent, may generate Output in response to your AI Inputs that relates to or touches upon specialist subject areas, including (i) health, medicine, medical diagnosis, treatment, or pharmaceutical matters, (ii) financial matters, including investment, trading, portfolio management, asset valuation, and financial planning, (iii) legal matters, (iv) tax matters, (v) psychological or mental health matters or (vi) any other area in which a professional licence, qualification, or regulatory authorisation is required to provide advice in any jurisdiction. Any such Output generated by an Agent is provided for general informational purposes only. It does not constitute, and must not be relied upon as professional advice of any kind or a recommendation to take or refrain from taking any particular course of action. The Output is not a substitute for seeking advice from a qualified professional. You are strongly recommended to seek independent advice from a suitably qualified professional before acting on, or making any decision in reliance upon, any Output that relates to health, medical, financial, legal, tax, or other specialist matters;
  • if you integrate third-party APIs with your Agent, you assume full responsibility for all costs, fees, and transactions incurred by the Agent. We are not responsible for 'runaway' costs resulting from Agent errors, prompt injection, or logic failures. You are advised to set strict 'hard limits' and 'spend caps' within your third-party provider dashboards, as any platform limits on our platform may not perfectly sync with third-party billing cycles; and
  • we do not supervise individual Agent Activities or tasks undertaken by an Agent after user initiation, but we may monitor use of the Services, including Agent Activities, for safety, abuse and system stability purposes and the related decisions, instructions and transactions undertaken by an Agent are initiated by you and executed by the Agent on your behalf. The foregoing concerns Agent Activities that you initiate and is without prejudice to your rights, and our obligations, under applicable data protection law in respect of any decision that we make about you (see the Section headed “Human Review of Automated Decisions” and our Privacy Policy).

• all features and functionalities provided through the Services are provided on an “as-is” and “as-available” basis and we make no representation, warranty or guarantee of any kind that any Agent Activities will be executed or performed successfully or to your satisfaction;

• to the extent permitted by applicable law, neither we nor any of the other AM Parties shall have any liability for any Losses suffered or incurred by you or any other person as a result of or in connection with the deployment or use of any Agent or the execution or performance of any Agent Activities, and you hereby fully disclaim any and all such liability; and

• you may be directed to, or the Agent may need to use on your behalf, certain Third Party Services in order to perform any Agent Activity. You agree and accept that all Third Party Services are not provided by us, and any use of the Third Party Services by you will be subject to the terms and conditions set forth by the relevant third party. Certain third parties may require you to complete an onboarding process (including passing any "Know Your Customer" due diligence) prior to utilising any Third Party Services. In addition, you may be required to pay certain fees (which we will use reasonable efforts to procure the relevant third parties to disclose to you at the time of your access) for using the Third Party Services, some of which may be shared with us. While we will use reasonable efforts to cooperate with reputable providers, we have no control or participation in the operations of third parties. Accordingly, under no circumstances will we be liable or responsible for any losses, delays, inaccuracies, failed transactions or disruptions to the Third Party Services.

Your attention is also drawn to the risk disclaimers in Section 11 of these Terms and our Privacy Policy and you are recommended to carefully review and consider that content.

Unless otherwise indicated in writing by us, as between you and us, the Services, the Website and all Service Content and all underlying Intellectual Property Rights in and to all of the foregoing, are owned exclusively by us and the other AM Parties, as applicable. We (and the other AM Parties, as applicable) retain any and all rights, title and interests in and to the Services, the Website and the Service Content (including, without limitation, all Intellectual Property Rights), including all copies, modifications, updates, improvements, extensions and derivative works thereof. Your right to use the Services and/or the Service Content is limited to the rights expressly granted in these Terms. All rights not expressly granted to you are reserved and retained by us or the other AM Parties, as the case may be.

You expressly agree not to duplicate, copy, transmit, distribute, license, reverse engineer, modify, publish, display, reuse or participate in the transfer or sale of, create derivative works from, or in any other way exploit any of our Intellectual Property Rights or knowingly or recklessly encourage or assist any third parties to infringe our Intellectual Property Rights.

As between you and us, we agree that all Customer Data are and will remain owned exclusively by you. You represent and warrant that you have all necessary rights, title, interest authorisations, licences and consents to provide all such Customer Data for the purposes of accessing or using the Services. You hereby grant us a non-exclusive and revocable licence to use any and all Customer Data for the purposes of providing the Services to you in accordance with these Terms.

To the extent that any feature of the Services allows you to submit, upload or make available any content that may be viewed by, or made available to, other users or the public, you hereby grant us a non-exclusive, worldwide, royalty-free licence to host, store, reproduce, display and distribute such content solely for the purposes of operating and providing the Services, and you represent and warrant that you have all rights necessary to grant this licence and that such content does not infringe the rights of any third party or violate any applicable law. We may (but have no obligation to) review, moderate, remove or disable access to any such content at any time and without notice where we consider that it violates these Terms, any Policy or any applicable law. If you believe that any content available through the Services infringes your intellectual property rights, please notify us at info@animocaminds.com or, where available, through the reporting or feedback feature within the Services, in each case with sufficient detail for us to investigate; we will take such action as we consider appropriate, which may include removing the content and, in appropriate circumstances, suspending or terminating the accounts of repeat infringers.

As between you and us, the right, title and interest in and to the specific results generated by an Agent (the “Output”) is owned by you upon creation. You hereby grant us a non-exclusive, perpetual, irrevocable, sub-licensable, worldwide, royalty-free licence to use, store and analyse both your AI Inputs and the Output for the provision and improvement of the Services, including enforcing any policies that we may publish from time to time and these Terms.

You acknowledge and agree that (i) we may collect and use metadata (such as usage and diagnostic information from your use of the Services, system error logs, Service uptime and availability data) to offer, operate, maintain, improve, update and support the Services, including for diagnostics, analytics, system performance and reporting purposes; and (ii) to the extent that you provide any recommendations, suggestions, proposals, ideas, improvements or other feedback regarding the Services (“Feedback”), you hereby grant us and the other AM Parties an irrevocable, perpetual, royalty-free licence to use and incorporate such Feedback for the purposes of maintaining, improving, updating and supporting the Services, subject only to the restriction that in doing so, you will not be identified as the source of any such Feedback.

• In the course of accessing or using the Services, you may be directed to, or any Agent may interact with or execute actions through, certain Third-Party Services. Third-Party Services include, without limitation, large language model providers, cloud infrastructure providers, financial account platforms, data providers, payment processors, and any other external APIs or services that an Agent may access or utilise in the course of performing any Agent Activities.

• The availability of any Third-Party Service through or in connection with the Services does not constitute or imply any endorsement, approval, verification, or affiliation by us or any of the other AM Parties with respect to any such Third-Party Service or its provider. We make no representation, warranty or guarantee of any kind regarding the quality, accuracy, availability, security, legality, or suitability of any Third-Party Service. Further, we have no control over, and accept no responsibility for, the operations, acts, or omissions of any third-party provider. We are not responsible for ensuring the continued availability of any Third-Party Service and we reserve the right to add, remove, or replace any Third-Party Service integrations at any time and in our sole discretion without prior notice to you.

• Your use of, and any Agent's interaction with, any Third-Party Service is solely governed by and subject to the terms and conditions, privacy policies, and other applicable terms of the relevant third-party provider. You are solely responsible for reviewing, understanding, and complying with such terms. Certain third-party providers may require you to complete an onboarding or identity verification process prior to using their services. You may be required to pay fees directly to third-party providers in connection with your use of any Third-Party Service.

• We are under no obligation to monitor Third-Party Services but where we receive notification of a material disruption to a Third-Party Service from a provider, we will use reasonable efforts to communicate this to you in a timely manner. You are primarily responsible for independently monitoring any Third-Party Services that are material to your use of the Services or any Agent Activities and for taking any steps you consider appropriate in response to any changes or disruptions to such Third-Party Services.

• In the course of accessing or using the Services, you may receive or come into contact with materials or content that may be subject to copyright owned by third parties. You shall not copy, imitate or use any such materials, in whole or in part, without prior consent from their respective owners. You acknowledge that all the names and/or logos used in the Services are for identification purposes only. Use or display of these names and/or logos does not constitute or imply endorsement.

• The Website may contain links or pointers to Third Party Services which are provided for convenience only and do not constitute or imply any endorsement by us or any affiliation with any such Third Party Services. We are not responsible for the availability, functionality, performance or content of any such Third Party Services and your use of any such Third Party Services is solely at your own risk. By using any such Third Party Service, you acknowledge and agree that we have no control over and make no representation, warranty or guarantee of any kind with respect to any such Third Party Service, and you hereby release and disclaim any and all claims and liabilities against us or any other AM Party with respect to the use of any such Third Party Service.

Without prejudice to any other provision in these Terms, in connection with your use of the Services, you agree and represent that you will not violate any law, contract, intellectual property or other third-party right and will not engage in any illegal, unauthorised, or improper activity. You agree that you will abide by these Terms and will not use the Services for any purpose including, but not limited to, the production or dissemination of any pornographic or inappropriate material, racist content or financing of illicit activities, or any other use that would contradict or violate our Policies or any applicable laws or regulations. In this regard, we reserve the right at all times to monitor, review, retain and/or disclose any information as may be necessary to satisfy any applicable law, regulation, legal process or governmental request. We reserve the right to cancel and/or suspend your Account immediately and without notice if we determine, in our sole discretion after consideration of the situation as a whole, that your Account is associated with any such prohibited use and/or a prohibited business.

You shall not:

• rent, lease, sell, distribute, sublicense, or otherwise make available the Services, except that this Section 8.2.1 does not restrict your legitimate use of our Builder API, Agent features or Circles (or other shared Mind features), in each case in accordance with these Terms or any other applicable terms published in respect of such features;

• use the Services to conduct any fraudulent, immoral or illegal activities or unauthorised purpose, or engage in, encourage or promote any activity that violates these Terms or applicable laws and regulations, including but not limited to money laundering, terrorist financing or deliberately engaging in activities designed to adversely affect the performance of the Services;

• other than in accordance with these Terms, reproduce, copy, transmit, distribute, display, or otherwise use any Service Content without prior written consent from us or the relevant owner of the relevant Intellectual Property Right;

• use the Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Services, or interfere, disrupt, replicate, decompile or reverse-engineer any aspects or features of the Services that could modify, damage, disable, overburden or impair the functioning of the Services in any manner;

• take any action to gain or attempt to gain unauthorised access to any Account that does not belong to you;

• attempt to exploit vulnerability of any system or network of ours or breach any security or authentication measures implemented by us;

• attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or any other part of the Services generally;

• access the Services for purposes of building or marketing a competitive product;

• use any form of data mining, extraction, or scraping on the Services and/or the contents available in them for any purpose, except that this Section 8.2.9 does not restrict your use of our Builder API or Agent features in accordance with these Terms or any other applicable terms published in respect of such features;

• interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;

• use any robot, spider, crawler, scraper, script, browser extension, offline reader or other automated means, program or interface not authorised by us to access the Services, extract data or otherwise interfere with or modify the rendering of website pages or functionality, or to incorporate the Services into any other program, website or application, except that this Section 8.2.11 does not restrict your use of our Builder API or Agent features in accordance with these Terms or any other applicable terms published in respect of such features;

• use data collected from the Services to contact individuals, companies, or other persons or entities or for any direct marketing activities, except that this Section 8.2.12 does not restrict an Agent contacting individuals on your behalf as part of an Agent Activity, in accordance with these Terms or any other applicable terms published in respect of such features;

• use the Services to conduct electronic spamming or otherwise distribute any unsolicited or unauthorised advertising, promotional or marketing material, junk or chain messages; and

• bypass or ignore instructions that control all automated access to the Services.

We do not supervise individual Agent tasks, but we reserve the right to monitor Agent activity for safety, abuse and system stability purposes. To ensure the stability and availability of the Services for all users, we may employ strict rate limiting on any Agent, including but not limited to: (i) the number of concurrent Agents active at any time; (ii) the maximum number of sequential steps or "loops" an Agent may execute; (iii) API call frequency; and (iv) total tokens or computational "credits" consumed per billing cycle. We reserve the right, in our sole discretion, to throttle, pause, or terminate any Agent that exceeds these limits or exhibits "recursive looping" behaviour that threatens system performance.

Your use of the Services is subject to "Fair Use" parameters. You are prohibited from attempting to circumvent rate limits through the creation of multiple accounts or by utilizing automated scripts to "load balance" Agent tasks across the platform. If an Agent’s resource consumption is deemed by us to be excessive or disproportionate, we may require you to migrate to a dedicated resource plan or may suspend your access without liability.

Unless we expressly permit otherwise in writing, you may hold and use only one Account. You shall not create, operate, control or use more than one Account, or any fake, automated or nominee Account, and you shall not procure or induce any other person to do so, in each case for the purpose of, or in a manner that has the effect of: (i) circumventing, abusing or manipulating any limit, control, restriction, rate limit or eligibility criterion applicable to the Services; (ii) obtaining, multiplying or increasing any reward, referral or affiliate commission, airdrop, bonus, promotional benefit, free trial, or free or discounted Cognition to which you would not otherwise be entitled or which is intended to be available only once or on limited terms; (iii) evading any suspension, restriction, termination or ban; or (iv) any other improper, deceptive or fraudulent purpose. If we determine, in our sole discretion, that you have breached this Section, we may (without limiting our other rights) suspend or close any or all of your Accounts and any linked or associated Accounts, void or reverse any reward, benefit or Cognition improperly obtained, and recover any resulting loss.

In connection with your use of any Agent or other artificial intelligence feature of the Services, you shall not, and shall not instruct or permit any Agent to:

• create, request or disseminate any child sexual abuse material or any content that sexualises, exploits or endangers minors;

• generate or assist in the creation of malware, ransomware, exploits or other malicious code, or engage in phishing, social engineering or any unauthorised intrusion into, or disruption of, any system or network;

• generate or provide instructions for the creation of weapons (including chemical, biological, radiological, nuclear or conventional weapons) or otherwise facilitate serious harm to any person;

• generate or disseminate deceptive or misleading content intended to defraud any person, impersonate any person without authorisation, interfere with any election or civic process, or engage in coordinated inauthentic behaviour;

• harass, threaten, defame or abuse any person, or generate content that promotes hatred or violence against any person or group;

• attempt to circumvent, disable or degrade any safety guardrail, content filter or security control of the Services or of any underlying artificial intelligence model;

• make decisions based solely on automated processing that produce legal or similarly significant effects concerning any third party (including decisions relating to employment, credit, insurance, housing, education or medical care) without meaningful human review; or

• use the Services in violation of the usage policies, acceptable use policies or similar terms of the third-party model providers whose technology is used in the Services, as updated from time to time, which apply to your use of the Services to the extent applicable and are incorporated into these Terms by reference.

This Section 9 applies only to users of the App.

We may make the Services available through a mobile application (the "App") that you download from an App Store. Your use of the App is licensed, not sold, to you under these Terms and is also subject to the applicable App Store Terms. If there is any conflict between these Terms and the applicable App Store Terms in respect of your use of the App obtained from a given App Store, the App Store Terms will prevail to the extent of the conflict and only as between you and the relevant App Store provider. The licence granted to you in respect of the App is a limited, non-exclusive, non-transferable licence to use the App: (i) where you obtain the App from the Apple App Store, on any Apple-branded products that you own or control, and as permitted by the Usage Rules set out in the Apple Media Services Terms and Conditions, save that the App may be accessed and used by other accounts associated with you through Family Sharing or volume purchasing; and (ii) where you obtain the App from the Google Play Store, on any Android-powered device that you own or control, as permitted by the Google Play Terms of Service. You may not use the App on any device that you do not own or control, or make the App available over a network where it could be used by multiple devices at the same time.

You acknowledge and agree that: (i) these Terms are concluded between you and us only, and not with Apple, Google or any other App Store provider, and we (and not the App Store provider) are solely responsible for the Services and the App; (ii) the App Store provider has no obligation whatsoever to provide any maintenance or support services in respect of the App; (iii) in the event of any failure of the App to conform to any applicable warranty, you may notify the relevant App Store provider, and where the App was obtained from the Apple App Store, Apple may refund the purchase price (if any) for the App to you and, to the maximum extent permitted by applicable law, the App Store provider will have no other warranty obligation whatsoever with respect to the App; (iv) the App Store provider is not responsible for addressing any claims by you or any third party relating to the App or your possession or use of the App, including product liability claims, any claim that the App fails to conform to any applicable legal or regulatory requirement, claims arising under consumer protection, privacy or similar legislation, and claims that the App infringes a third party’s intellectual property rights, all of which are governed by these Terms and are our responsibility to the extent provided in these Terms; (v) you represent and warrant that you are not located in a Sanctioned Territory and are not a Sanctioned Person, and that you will comply with all applicable App Store Terms and Export Control Laws when using the App; and (vi) you must comply with the applicable App Store’s usage rules.

In the event of any third-party claim that the App, or your possession and use of the App, infringes that third party’s intellectual property rights, we (and not the App Store provider) shall be solely responsible for the investigation, defence, settlement and discharge of any such claim.

You must comply with all applicable third-party terms of agreement when using the App, including the terms of your wireless data service plan and any terms applicable to your device, its operating system, or any third-party service that you connect to or access through the App.

You acknowledge and agree that Apple, Google and their respective subsidiaries are third-party beneficiaries of these Terms in respect of your use of the App obtained from their respective App Store, and that, upon your acceptance of these Terms, the relevant App Store provider will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary.

The App is provided by us. We, and not any App Store provider, are solely responsible for providing any maintenance and support services in respect of the App. If you have any question, complaint or claim relating to the App, please contact us at info@animocaminds.com or, where available, through the relevant feature within the Services.

The following applies to your use of the App, in addition to the rest of these Terms:

• Cognition and Subscriptions may only be purchased through the Website. The App does not offer any means of purchasing Cognition or a Subscription, does not display prices, and contains no in-app purchase prompts or references to purchasing; and

• you may sign in to the App using your email address only. Sign-in using a Third Party Account (including Google) is available through the Website only.

Pursuant to the economic sanctions programs administered in the jurisdictions where we conduct business, we may be prohibited from providing access to the Services or entering into relationships with certain individuals and entities. We may be required to comply with applicable KYC requirements and AML laws and regulations (together, "KYC/AML Regulations") in respect of you. You may not be able to use our Services unless you comply with all our established KYC and AML procedures, requirements and Policies to our satisfaction, to the extent those procedures, requirements and Policies apply to you.

We may, at our sole discretion and without incurring any liability, temporarily or permanently (i) suspend, restrict, or terminate your access to any or all of the Services; (ii) terminate, pause or throttle an Agent; and/or (iii) invalidate, deactivate or cancel your Account if:

• you violate these Terms, the Privacy Policy or any other Policy;

• through monitoring undertaken for safety, abuse and system stability purposes (without our supervising individual Agent tasks), we detect any abnormalities with the Services, the Agents or Agent Activity, including the exceeding of resource limits or where an Agent appears to be acting maliciously (as determined in our sole discretion);

• any information provided by you under these Terms or as part of creation or operation of your Account is inaccurate, untrue, or incomplete, or if you fail to comply with any registration requirements for your Account or these Terms;

• we reasonably suspect you of using your Account in connection with illegal, unauthorised, or improper activity;

• for security reasons, or other necessary circumstances, in order to protect your Account from unauthorised access, among other things, as determined in our sole discretion;

• you violate applicable laws and regulations;

• the proper functioning of the Services is in jeopardy;

• we are so required by an enforceable subpoena, court order, or binding order of the court or government authority;

• use of your Account is subject to any pending litigation, investigation, or government proceeding and/or we perceive a heightened risk of legal or regulatory non-compliance associated with your Account activity;

• we are required to do so in order to comply with any KYC/AML Regulations; or

• you take any action that we deem as circumventing our controls, including, but not limited to abusing promotions which we may offer from time to time.

In the event that a technical problem causes a system outage or Account errors, we may temporarily suspend access to your Account until the problem is resolved.

We will use reasonable efforts to provide as much notice as is practicable under the circumstances and to reinstate or resume your access to the Services as soon as reasonably practicable following resolution of the issue (if resolvable or rectifiable).

Some of the controls described in these Terms (including automated monitoring, throttling, and fraud and abuse detection, and any resulting suspension or restriction of Accounts or Agents) may involve automated processing of your personal data by us. Where we take a decision in relation to you that is based solely on automated processing and that produces legal effects concerning you or similarly significantly affects you, you have the right to obtain human intervention on our part, to express your point of view and to contest the decision, in each case as further described in our Privacy Policy. Nothing in these Terms limits any right you have under applicable data protection law in respect of such decisions.

You may terminate these Terms at any time without giving us any prior notice by discontinuing use of the Services.

Termination of these Terms shall not affect any rights or remedies which have accrued prior to the date of termination and Sections 2, 4.6, 6, 7, 10.7, 11, 12, 13 and 14 shall survive termination of these Terms. The provisions of these Terms relating to Fees and Payment, to Sanctions and Export Controls, and to data protection (including any non-excludable rights) shall also survive termination.

Hackers or other malicious groups or organizations may attempt to interfere with the Services in a range of ways including without limitation malware attacks, denial of service attacks and spoofing. Risks specific to blockchain-based attack vectors (such as consensus-based attacks, Sybil attacks and smurfing) and to the open-source software underlying blockchains are addressed in any Policies that we publish from time to time.

We do not guarantee that the Services will be available without interruption. The Services may be temporarily unavailable from time to time for maintenance or other reasons. We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, user communications. We are not responsible for any problems or technical malfunctions of any telephone network or lines, computer systems, servers or providers, computer equipment, software, email or any other related systems due to technical problems or traffic congestion on the Internet or in the Services or combination thereof, including injury or damage to your or to any other person's computer related to or resulting from participating or downloading materials in connection with the Services. The Services also rely on Third Party Services which may be subject to delays or interruptions and in turn, may also result in delays or interruptions to the Services. Additional risks and dependencies are described in any Policies that we publish from time to time.

In the course of receiving the Services, you may be in receipt of certain information from us. Although we intend to provide accurate and timely information, such information may not always be entirely accurate, complete or current and may also include technical inaccuracies or typographical errors. In an effort 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 without limitation information regarding our Policies, the Services and other products and services. Accordingly, you should verify all information before relying on it, and all decisions based on information provided through the Services are your sole responsibility and we shall have no liability for such decisions. Additional provisions on liability for decisions relating to trading or transfers of digital assets are set out in any Policies that we publish from time to time.

We expressly disclaim all liability for any Losses suffered or incurred by you or any other person arising out of or in connection with (i) any failure, unavailability, interruption, degradation, discontinuation, or error of any Third-Party Service, howsoever caused; (ii) any act or omission of any third-party provider, including any breach of their terms of service, data breach, or insolvency; (iii) any failure of any Agent to successfully execute any Agent Activity as a result of the unavailability of or error in any Third-Party Service; (iv) any loss of documents, information, data or funds, corruption, or unauthorised access occurring within or through any Third-Party Service; (v) any changes to, modifications of, or discontinuation of any Third-Party Service by the relevant provider; or (vi) any software bug, defect, error, security vulnerability, faulty logic, hack, cyberattack, exploitation of any Third-Party Services.

You acknowledge that decentralized applications are subject to flaws and acknowledge that you are solely responsible for evaluating any code provided by the Services and the trustworthiness of any third-party websites, products, smart-contracts, decentralized applications or content you access or use through the Services. You further expressly acknowledge and represent that applications can be written maliciously or negligently, that neither we nor any of the AM Parties can be held liable for your interaction with such applications and that such applications may cause the loss of property or even identity. This warning and any others later provided by us in no way evidence or represent an on-going duty to alert you to all of the potential risks of utilizing the Services.

The software and the technology used for the Services are still relatively new and could have bugs or security vulnerabilities. Further, the software used in the Services is still under development and may undergo significant changes over time (including changes in order to reflect or incorporate industry or legal or regulatory developments) – such changes may affect your use or enjoyment of the Services and may not meet your expectations.

• You acknowledge that the Services use artificial intelligence models and automated decision‑making systems that may generate incorrect, incomplete, harmful, or otherwise undesirable outputs, including hallucinations, biased content, and results that do not reflect current facts or law. The Services, including all AI‑generated outputs, are provided on an ‘as is’ and ‘as available’ basis, without any warranties of any kind, whether express, implied, statutory, or otherwise, including warranties of accuracy, reliability, merchantability, fitness for a particular purpose, non‑infringement, or quiet enjoyment, to the maximum extent permitted by applicable law.

• AIgenerated outputs (including any recommendations, analyses, or summaries) are for general information only and do not constitute legal, financial, investment, medical or other professional advice. You must not rely on any output as a substitute for your own judgment or for advice from qualified professionals, and you remain solely responsible for any decisions or actions taken based on those outputs.

• You are solely responsible for (i) configuring and instructing any Agents, workflows, tools, or integrations which are made available as part of the Services; (ii) reviewing and verifying all AIgenerated outputs before using them; and (iii) determining whether your use of the Services and outputs complies with applicable laws, regulations, and industry standards. We are not responsible for any consequences resulting from your AI Inputs or any Agent behaviour or action or any Agent Activity resulting from or in connection with any of your AI Inputs. You are solely responsible for implementing appropriate human oversight, monitoring, review, and intervention mechanisms when deploying and using any Agent. Failure to do so may result in unintended consequences for which we bear no liability.

• Autonomous actions, decisions, or executions performed by any Agent carry uncertainty and risk of error. You should independently verify all outputs and Agent Activities before relying on them or taking any consequential steps. In addition, Agents may perform tasks by interacting with third-party systems, executing actions, making decisions, or modifying data on your behalf. We do not guarantee that any such Agent Activity will be error-free, authorised, secure, compliant with applicable laws or regulations or any terms and conditions relating to any Third Party Services. You remain fully responsible for any and all such Agent Activities once you choose to deploy and use an Agent to undertake any Agent Activity.

You shall indemnify, defend, and hold harmless us and the other AM Parties and our and their respective directors, officers, employees, agents and representatives (together, the "Indemnified Parties") from and against any and all actual or alleged claims, actions, proceedings, investigations, demands, suits, losses, damages, demand of liability, costs, including attorneys', investigators', and experts' (or similar) fees, disbursements and all expenses incurred, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (the "Claims"), arising out of or in connection with:

• any use or access of the Services by you other than in accordance with these Terms or any Policy;

• any dispute between you and other users of the Services;

• any violation of these Terms or any Policy by you;

• any violation or infringement of any rights (including Intellectual Property Rights) of any third party;

• any violation or infringement of any applicable laws or regulations; and/or

• any act or omission taken by any Agent pursuant to any instruction, authorisation or request from you.

You agree to promptly notify us of any Claims and cooperate with us in defending such Claims. You further agree that we shall have control of the defense or settlement of any third-party Claims and you shall not agree to settle any such Claims except with our prior written agreement. This indemnity is in addition to, and not in lieu of, any other claims or remedies that we may have against you.

In providing the Services to you, neither we nor any of the other AM Parties assume any duty or any other type of special relationship to you of any kind (whether as a fiduciary or otherwise).

To the maximum extent permitted by applicable laws, we and the other AM Parties and our and their respective directors, officers, employees, agents and representatives shall not be liable for:

• any indirect, consequential, incidental, exemplary, punitive or special Losses arising out of or relating to the Website or the Services, including but not limited to loss of profits, loss of value, loss of goodwill, loss of data and any other damages;

• any Losses arising out of or relating to any access or use of the Services other than in accordance with these Terms or any other applicable Policies, whether by you or any other user of the Services, except to the extent that any Losses are directly caused by a material defect in the software or infrastructure developed by us and operated as part of the Services (a "Platform Defect"), and such Platform Defect is not attributable to (i) any Third Party Service, third-party model, third-party software or third-party infrastructure; (ii) your AI Inputs, your configuration or instruction of any Agent, or your use of the Services other than in accordance with these Terms and any applicable Policies; or (iii) any act or omission of any third party; or

• any Losses arising out of or relating to (i) any damage or interruption caused by any computer malware, spyware, or scareware that may affect your computer or other equipment, or any phishing, spoofing or other attack; or (ii) any error, delay, improper functioning or malfunction of the Services, or any other technologies or services which are necessary to enable use of and access to the Services.

The Services may enable interactions between your Agents and other users or their Agents. We are not a party to, and have no responsibility or liability for, any interaction, transaction, communication or dispute between you and any other user of the Services. To the maximum extent permitted by applicable law, you release us and the other AM Parties from any and all Claims arising out of or in connection with any act or omission of any other user of the Services or any other user’s Agent.

YOU HEREBY ACKNOWLEDGE AND AGREE THAT SAVE WHERE EXPRESSLY PROVIDED OTHERWISE IN THESE TERMS, TO THE MAXIMUM EXTENT PERMITTED BY LAW (I) THE WEBSITE, THE SERVICES AND THE CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS; (II) NONE OF THE AM PARTIES MAKES ANY REPRESENTATION, WARRANTY OR GUARANTEE OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT; AND (III) NONE OF THE AM PARTIES MAKES ANY REPRESENTATION, WARRANTY OR GUARANTEE OF ANY KIND THAT THE WEBSITE OR THE SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED, WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, WILL DELIVER ANY PARTICULAR OUTCOME OR PERFORM TO ANY PARTICULAR STANDARD, OR THAT THE SECURITY SETTINGS OR MEASURES IN CONNECTION WITH THE SERVICES OR WEBSITE ARE SUFFICIENT OR WILL OR CAN PREVENT ANY HACKS, UNAUTHORISED ACCESS OR ATTACKS FROM ANY THIRD PARTY.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF US TOGETHER WITH ALL OF THE OTHER AM PARTIES FOR ANY CLAIM ARISING OUT OF OR RELATED TO THESE TERMS, THE SERVICES AND/OR THE WEBSITE EXCEED THE TOTAL CUMULATIVE AMOUNT OF FEES AND CHARGES PAID BY YOU TO US DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO ANY SUCH CLAIM. THE FOREGOING LIMITATION WILL APPLY WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY.

You hereby acknowledge and agree that:

• to the extent there is any defect or interruption to the availability or functionality of the Website or the Services, your sole and exclusive remedy shall be the correction of the defect or restoration of the Website or Services (as the case may be) and to the extent that we are unable to do so having used reasonable efforts, then you may terminate access or use of the Services immediately without liability and to the extent applicable, we will refund any amounts which have been prepaid by you in connection with the portion of the Services which was affected within thirty (30) days after such termination; and

• to the extent that there is any third party intellectual property infringement claim affecting your access or use of the Services (a “Third Party Claim”, excluding for the avoidance of doubt any claims caused by your access or use of the Services other than in accordance with these Terms or the Policies), your sole and exclusive remedy shall be (as we may elect in our sole discretion) one or more of the following: (i) we shall procure the necessary rights and licences to enable your continued access or use of the Services; (ii) we shall replace or modify the portion of the Services affected by the Third Party Claim; or (iii) we shall terminate your access or use of that portion of the Services affected by the Third Party Claim, provided that any amounts prepaid by you for use of that portion of the Services shall be refunded to you within thirty (30) days of such termination.

We reserve the right to amend or modify these Terms or any Policy at our sole discretion at any time by publishing such amended or modified Terms or Policy on the Website. Any and all modifications or changes will become effective upon publication and you agree and acknowledge that whilst we will use reasonable efforts to provide notice of any such change or modification, we may not notify you about each change or modification and it is your responsibility to check these Terms and any Policy periodically for changes. Your continued use of the Services following the publication of any change or modification to these Terms and any Policy will mean that you accept and agree to such change or modification. Notwithstanding the foregoing, we will not treat your continued use of the Services as your consent to any material change to how we process your personal data. Where we rely on your consent for any processing of your personal data, we will obtain that consent separately; and where we make a material change to our Privacy Policy, we will notify you by email to the address registered to your Account.

We shall not be liable for delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, hacking attacks or other similar technological events, major market disturbances, other major event or catastrophe, pandemic, interruption in blockchain networks, or any other occurrence which is beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.

Nothing in these Terms operates to exclude, restrict or modify: (i) any right or remedy you have that cannot be excluded or limited under applicable law, including any non-excludable rights under consumer protection law; or (ii) any obligation we have, or any right you have, under applicable data protection law (including in relation to the security of personal data, the notification of personal data breaches, and your individual rights). To the extent of any conflict between these Terms and any such non-excludable right or obligation, that right or obligation prevails.

We may assign, novate or transfer any or all of our rights and obligations under these Terms to any Affiliate or to any successor to all or substantially all of our business or assets to which these Terms relate, without your consent, provided that the assignee assumes our obligations under these Terms. You may not assign, novate or transfer any of your rights or obligations under these Terms without our prior written consent, and any purported assignment in breach of this Section is void.

Except as expressly provided in these Terms (including in respect of the AM Parties, the Indemnified Parties and the App Store providers referred to in the Section headed “Mobile Applications and App Stores”), a person who is not a party to these Terms shall have no right, whether under the Contracts (Rights of Third Parties) Ordinance (Cap. 623 of the Laws of Hong Kong) or otherwise, to enforce any provision of these Terms. The consent of any third party is not required for any amendment to, or termination of, these Terms.

We may give any notice under these Terms by email to the address registered to your Account, by message or notification within the Services, or by posting on the Website, and any such notice is deemed received on the day it is sent or posted. You consent to receiving communications from us electronically and agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. Notices to us must be sent to info@animocaminds.com unless we specify otherwise.

These Terms are drafted in English. Where we make available a translation of these Terms, the translation is provided for convenience only and the English version shall prevail to the extent of any inconsistency.

These Terms (together with the Policies) embody all the terms and conditions agreed upon between you and us as to the subject matter hereunder and supersede and replace in all respects all previous correspondence, understandings, and agreements between you and us with respect to the subject matter hereof, whether such be written or oral.

Our failure to, at any time, require performance or observance by you of any provision of these Terms shall in no way affect our right to require performance of such provision and any waiver by us of any breach of any provision of these Terms shall not be construed as a waiver of any continuing or succeeding breach of such provision, a waiver of the provision itself or a waiver of any right under these Terms.

If any of the provisions in these Terms are deemed invalid, illegal, prohibited, void, or for any reason is unenforceable, that provision will be ineffective and deemed severable and will not affect the validity and enforceability of the remaining provisions of these Terms.

These Terms are governed by and shall be construed in all respects in accordance with the laws of Hong Kong. Any dispute, controversy, or claim arising out of or relating to these Terms, or the interpretation, breach, termination, validity, or invalidity thereof, shall be referred to and finally resolved by arbitration in Hong Kong by the Hong Kong International Arbitration Centre ("HKIAC") in accordance with the HKIAC Administered Arbitration Rules in force at the time when the notice of arbitration is submitted. The law of this arbitration clause shall be construed and enforced in accordance with Hong Kong law. The seat of arbitration shall be in Hong Kong. The number of arbitrators shall be one (1). The arbitral proceedings shall be conducted in English, and the arbitral award shall be final and binding on the parties to such proceedings. Notwithstanding the foregoing, we may seek injunctive or other equitable relief in any court of competent jurisdiction to protect our Intellectual Property Rights, the security or integrity of the Services or our confidential information, without first resorting to arbitration. To the maximum extent permitted by applicable law, any claim by you arising out of or relating to these Terms or the Services must be commenced within twelve (12) months after the cause of action accrues, failing which it is permanently barred.

YOU HEREBY WAIVE, WITH RESPECT TO ANY DISPUTE: (I) THE RIGHT TO PARTICIPATE IN A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE ACTION IN COURT OR IN ARBITRATION, EITHER AS A CLASS REPRESENTATIVE OR CLASS MEMBER; AND (II) THE RIGHT TO JOIN OR CONSOLIDATE CLAIMS WITH CLAIMS OF ANY OTHER PERSON. You acknowledge that this class action waiver is material and essential to the arbitration of any claims and is non-severable from Section 14.11. If the class action waiver is voided, found unenforceable, or limited with respect to any claim for which a party seeks class-wide relief, then Section 14.11 (except for this Section 14.12) shall be null and void with respect to such claim.