Terms and Conditions

These Terms and Conditions (Terms) govern access to, and the use of the websites, platforms, services, applications, and protocols (collectively, the Services) provided by Orbal (we, us or our). These Terms constitute a binding agreement between you and us, whether an individual or entity (User, you, or your), who use, access or interact with Orbal’s Services. By using, accessing or interacting with our Services in any manner, you acknowledge that you have read, understood, and agree to be bound by these Terms. These Terms may be amended from time to time by us in accordance with Section 18. By accessing or using the Services after any amendments are posted, you agree to be bound by the amended Terms. The Services are not available to any individual or entity in a Restricted Territory (see Section 2). 1. ABOUT ORBAL 1.1. Orbal is a permissionless, non-custodial, decentralised protocol (the Protocol) that utilises artificial intelligence (AI) agents to execute yield-generation strategies autonomously on behalf of vault creators (the Pilots) and enables Users to allocate digital assets into Orbal Vaults (the Orbal Vaults) for potential yield generation (such Users, the Participants). 1.2. The Protocol operates entirely through smart contracts deployed on blockchain networks and connects Participants to existing third-party decentralised finance protocols. 1.3. Orbal exercises no custody, control or discretion over Participants’ assets at any time. Orbal acts solely as a technology infrastructure provider and does not provide investment advice, asset management services, custody services, or any regulated financial services. 1.4. AI agents operating on the Protocol are provided by third-party service providers. These agents operate exclusively within constraints defined by Rules (see Section 3.2) and cannot override parameters, access Participant funds directly, or take actions outside Pilot-defined Instructions (see Section 3.2). 1.5. Orbal does not own, control, operate, or have any financial interest in third-party decentralised finance protocols. Orbal does not guarantee yields, returns, or the security, solvency, or performance of any third-party protocol. All risks associated with third-party protocols are borne by Participants and Pilots. 2. RESTRICTED TERRITORY 2.1. Our Services are NOT available to Users who: (a) reside in, are citizens of, are located in, are incorporated in, operate from, or maintain a place of business within any jurisdiction that is subject to comprehensive sanctions imposed by the United States, the United Nations Security Council, the European Union, the United Kingdom, or any other applicable sanctions authority (each, a Restricted Territory), including but not limited to Afghanistan, Algeria, Bangladesh, Belarus, Burma, China, Côte d’Ivoire, Cuba, Crimea, Democratic People's Republic of Korea (DPRK), Iran, Myanmar, Nepal, Somalia, South Sudan, Syria, Russia, United States, Venezuela and Yemen; (b) appear on any sanctions list maintained by any governmental authority, including the U.S. Office of Foreign Assets Control (OFAC) Specially Designated Nationals List, the UN Security Council Consolidated List, or the EU Consolidated Sanctions List; (c) are owned, controlled, or acting on behalf of any person or entity described in paragraphs (a) or (b); (d) are located in, operating from, or attempting to access the Services from any jurisdiction where provision, access, or use of the Services would be unlawful, prohibited, or restricted under applicable laws or regulations. 2.2. The use of virtual private networks, proxy servers, or any other technology to circumvent these geographic restrictions is STRICTLY PROHIBITED and constitutes a material breach of these Terms. Any such circumvention may result in immediate suspension or termination of your access to the Services, forfeiture of assets to the extent permissible by law, and referral to law enforcement or regulatory authorities. 3. ORBAL VAULTS 3.1. Orbal Vaults (a) Each Orbal Vault is a non-custodial smart contract created permissionlessly by a Pilot that serves as a programmable container and automated asset manager for crypto assets allocated by Participants. Each Orbal Vault operates independently with its own Rules, Instructions and Whitelisted Pools (see Section 3.2). (b) An Orbal Vault performs the following functions: • accepts allocations of Pilot-specified crypto-assets from Participants through blockchain transactions; • autonomously allocates assets into yield-generating strategies across Whitelisted Pools, including lending, borrowing, and other decentralised finance activities; • accrues and distributes fees in accordance with the fee structure embedded in the Orbal Vault’s Rules; and • allows Participants to withdraw allocated assets at any time by interacting directly with the Orbal Vault smart contract, subject only to the liquidity and mechanics of the relevant Whitelisted Pools. (c) AI agents manage each Orbal Vault autonomously according to Instructions provided by the Pilot and execute all strategy decisions, rebalancing actions, and tactical operations within boundaries established by Rules. All AI agent actions involving fund movements or position changes are executed on-chain. (d) Orbal Vaults are distinct from and must not be confused with vaults, pools, or markets operated by third-party protocols. Orbal Vaults connect to and allocate assets across third-party protocol vaults and markets but operate as independent smart contracts governed by Pilot-defined rules. 3.2. Vault Creation Process (a) Pilots create Orbal Vaults through the Orbal interface by: • defining rules (the Rules), which comprise the immutable parameters embedded in the smart contract upon deployment, including, approved third-party decentralised finance protocols and markets (the Whitelisted Pools), management fees, performance fees, allocation limits, leverage restrictions, risk metrics, exception cases (override behaviours), and other operational constraints; • submitting instructions (the Instructions) which are off-chain prompts that provide strategic guidance to the AI agent for interpreting and executing the Rules; • deploying the Orbal Vault smart contract on-chain, which permanently fixes the Rules; • making the required initial commitment in accordance with Section 3.3. (b) Once an Orbal Vault smart contract is deployed, the Rules become permanently fixed. Rules cannot be altered, amended, or overridden by the Pilot, Orbal, AI agents, Participants, or any other party. (c) Any modification to Rules requires deployment of a new Orbal Vault contract version with revised Rules. The Pilot may configure a timelock period before the revised Rules take effect (the Timelock Period) ranging from zero (0) days to a maximum duration to be determined by the Pilot in its discretion, which the maximum duration shall be disclosed to Participants as part of the Orbal Vault’s Rules. The configured Timelock Period is imposed before the new version becomes active. During the Timelock Period: • the existing Orbal Vault continues operating under the original Rules; • all Participants receive notice of proposed changes through the interface and on-chain events; and • Participants may review changes and withdraw assets without penalty or restriction. (d) For Orbal Vaults configured with a zero-day Timelock Period, Participants expressly acknowledge and accept that: • Rules may be modified and take effect immediately upon deployment of a new contract version; • Participants may have limited or no advance notice to review changes before they become effective; • the Pilot has sole discretion to determine when to deploy Rule modifications; and • the risk of sudden strategy changes, fee increases, or operational adjustments is materially higher than Orbal Vaults with longer Timelock Periods. (e) Participants remaining after the expiration of the Timelock Period are deemed to have accepted the revised Rules. (f) The Instructions operate off-chain, may be updated by the Pilot at any time without triggering the time lock procedure, and serve solely to guide the AI agent within the strict boundaries established by the Rules. All modifications to Instructions shall be recorded and timestamped for transparency and audit purposes. The AI agent has no discretion to deviate from the Rules or act contrary to the Instructions as submitted. 3.3. Pilot Commitment (a) Each Pilot must make a minimum commitment of crypto-assets permitted by us from time to time (Pilot Commitment) to activate an Orbal Vault. (b) The Pilot Commitment represents the Pilot’s own capital co-invested alongside Participants on a pro rata basis, sharing in gains and losses. The Pilot Commitment determines the Orbal Vault’s maximum total value locked according to the formula: Maximum Total Value Locked (TVL) = Pilot Commitment × 25 (c) The required Pilot Commitment scales dynamically with the actual total value locked. If total value locked decreases, the minimum required Pilot Commitment decreases proportionally. Pilots may withdraw excess committed amounts subject to maintaining the minimum threshold. (d) The Pilot Commitment is subject to slashing (Slashing), which can be partial or full forfeiture, if emergency mode (Emergency Mode) is triggered due to Pilot negligence, misconduct, fraud, or breach of these Terms. Slashing is described in Section 8.2. (e) The Pilot Commitment may be allocated by the Pilot into the Orbal Vault’s strategy and may earn yield alongside Participant assets. However, Orbal does not guarantee any yield, return, or profit on the Pilot Commitment. (f) The Pilot Commitment is locked and cannot be withdrawn during active Emergency Mode or pending Slashing determinations. 4. FEES 4.1. Pilots may configure fee structures for their Orbal Vaults, including: (a) management fees; (b) performance fees; (c) other charges as specified in the Orbal Vault’s Rules. 4.2. All fees must be clearly disclosed to Participants prior to allocation. Fee structures are embedded in Orbal Vault smart contracts and enforced automatically on-chain. 4.3. Any modification to fees requires deployment of a new Orbal Vault contract version, subject to the three-day time lock procedure described in Section 3.2(c). 4.4. Pilots earn revenue from management fees, performance fees, and yield generated on their own Pilot Commitment. Pilots do not receive any other compensation from Orbal. 4.5. Orbal makes no guarantees regarding yields, returns, or positive performance. Yield generation depends entirely on third-party protocols, Pilot strategies, AI agent execution, and market conditions. Participants may experience negative returns or total loss of principal. 5. WHITELISTED POOLS 5.1. Whitelisted Pools are the specific lending pools within third-party decentralised finance protocols that have been explicitly selected and approved by the Pilot for access by the AI agent operating the Pilot’s Orbal Vault. Whitelisted Pools are designated individually for each Orbal Vault as part of the Rules configuration by the Pilot. 5.2. AI agents operating an Orbal Vault can only allocate assets to Whitelisted Pools designated for that Orbal Vault and are strictly prohibited from deploying assets to any non-whitelisted destinations. 5.3. Pilots bear sole responsibility for selecting and designating Whitelisted Pools. Pilots must conduct due diligence on all Whitelisted Pools. Orbal provides no endorsement, recommendation, vetting, or warranty regarding any third-party protocol or Whitelisted Pool. 5.4. Adding new pools to the Whitelist or expanding accessible protocols requires deployment of a new Orbal Vault contract version, subject to the time lock procedure described in Section 3.2(c). 5.5. Orbal’s role is strictly limited to providing technology infrastructure that enables technical integration. Orbal does not own, control, operate, or have any financial interest in third-party protocols. Orbal has no responsibility for third-party protocol operation, performance, security, solvency, or failures. 6. PILOT RESPONSIBILITIES 6.1. Each Pilot is solely responsible for: (a) properly configuring Orbal Vault Rules, including defining appropriate Whitelisted Pools, setting reasonable risk parameters, establishing fair and disclosed fee structures, and implementing sensible operational constraints; (b) conducting thorough due diligence on all third-party protocols designated as Whitelisted Pools, including reviewing smart contract code, assessing security audits, evaluating historical performance, and analysing risk factors; (c) drafting clear and comprehensive Instructions that provide AI agents with sufficient strategic guidance; (d) testing and validating the Orbal Vault configuration before deployment to ensure proper functionality; (e) making and maintaining the required Pilot Commitment; (f) monitoring Orbal Vault performance, AI agent activity, and market conditions; (g) complying with all applicable laws and regulations, including obtaining necessary licences or registrations if required in the Pilot’s jurisdiction. 6.2. Pilots acknowledge that creating an Orbal Vault may constitute offering a collective investment scheme, carrying on asset management activities, or providing investment services in certain jurisdictions. Pilots are solely responsible for determining whether their activities require licensing or regulatory approval and for obtaining all necessary authorisations. 6.3. Pilots must make clear, accurate, and comprehensive disclosures to Participants (and to us upon our reasonable requests) regarding: (a) the Pilot’s regulatory status and qualifications; (b) the Orbal Vault’s strategy, objectives, and risk profile; (c) all fees, charges, and expenses; (d) the nature of Whitelisted Pools and third-party protocols; (e) all material risks; and (f) emergency mode and slashing mechanisms. 6.4. Pilots are fully liable for deficiencies in strategy design, Rules configuration, Instructions formulation, Whitelisted Pool selection, risk management, or operational oversight that lead to losses or adverse outcomes for Participants. Pilots are also liable for negligence, misconduct, breach of these Terms, or violation of applicable laws. 6.5. The relationship between Pilots and Orbal is that of independent parties. Pilots are not agents, employees, contractors, or affiliates of Orbal. Orbal does not control, direct, or supervise Pilot activities. 7. PARTICIPANT RESPONSIBILITIES 7.1. By accessing or using the Services, Participants acknowledge, represent, warrant, and agree that: (a) they understand that Orbal is not a financial institution, investment advisor, asset manager, custodian, or provider of regulated financial services, and that Orbal does not provide investment advice, recommendations, or guarantees; (b) they possess sufficient technical knowledge and expertise to understand blockchain technology, smart contracts, decentralised protocols, crypto-assets, and AI systems, or have obtained advice from qualified professionals; (c) they are participating voluntarily and bear full responsibility for custody of their digital wallets, private keys, all investment decisions, all investment outcomes, and compliance with applicable laws and tax obligations; (d) they have conducted independent investigations, analysis, and due diligence regarding the Protocol, Orbal Vaults, Pilots, third-party protocols, and all associated risks; (e) they have not relied on any statements, representations, or projections made by Orbal; (f) they are of legal age and possess full legal capacity to enter into these Terms, or if a legal entity, are duly organised and validly existing; (g) they are not subject to any restrictions in Section 2 and are not accessing Services from a Restricted Territory; (h) they comply with all applicable laws, including anti-money laundering, counter-terrorist financing, sanctions laws, and securities laws in their jurisdiction. 7.2. Participants are solely responsible for reviewing and understanding the Timelock Period disclosed for each Orbal Vault before depositing assets. Orbal Vaults with shorter or zero-day Timelock Periods carry materially higher risks, including the risk of immediate and unannounced changes to fees, strategies, or operational parameters. 7.3. Participants are solely responsible for safeguarding their digital wallets and private keys. Orbal does not provide wallet services, does not have access to Participants’ private keys, and cannot recover lost or compromised keys. Loss of private keys results in permanent loss of assets. 7.4. Participants are solely responsible for evaluating which Orbal Vaults to use, which Pilots to trust, and when to allocate or withdraw assets. Orbal provides no endorsement, recommendation, or warranty regarding any Orbal Vault or Pilot. 8. EMERGENCY MODE AND SLASHING 8.1. Emergency Mode (a) Emergency Mode is a hard-stop safety mechanism automatically triggered when abnormal or high-risk behaviour is detected in an Orbal Vault’s performance or AI agent activity. Emergency Mode is designed to protect Participant funds, halt potentially harmful operations, and ensure system integrity. Emergency Mode is triggered when any of the following conditions are met: • daily drawdown exceeding 20% of the Orbal Vault’s total value locked; • weekly drawdown exceeding 40% of the Orbal Vault’s total value locked over any rolling seven-day period; • severe issues detected in Whitelisted Pools or third-party protocols, including smart contract exploits, hacks, oracle failures, protocol pauses, asset depegs, or liquidity crises that are publicly announced or verifiably recorded on-chain; or • any other objectively verifiable event that meets the technical trigger thresholds predefined in the smart contract Rules. Without obligation to investigate or monitor, Orbal may in its absolute discretion invoke Emergency Mode where it reasonably determines (whether following any off-chain investigation or otherwise) that the relevant loss or risk event was or is likely to have been caused or materially contributed to by any of the following: • Pilot’s misconduct, fraud, manipulation, or material breach of these Terms; • Pilot’s gross negligence, recklessness, or failure to exercise reasonable care; • anomalous or erratic AI agent behaviour that substantially deviates from established patterns; • material deficiencies in Rules configuration, Whitelisted Pool selection, or Instructions that directly caused or substantially contributed to relevant losses; • evidence reasonably indicating Pilot’s breach of applicable regulatory obligations or the making of false or misleading disclosures to Participants; or • any other event that, in Orbal’s reasonable judgment, presents a material risk to Participant funds or Orbal Vault integrity. (b) Once Emergency Mode is activated, the following actions are automatically executed: • all Pilot actions are frozen and suspended; • the Pilot Commitment is locked and cannot be withdrawn; • all AI agent activity for the affected Orbal Vault is halted; • new Participant allocations are paused; • Participant withdrawals remain open at all times; and/or • the affected Orbal Vault is flagged on the interface with a warning; 8.2. Slashing (a) Where Emergency Mode is triggered, the Pilot Commitment (to the extent it then exists and is positive) shall be subject to slashing. (b) The amount to be slashed shall be the lower of: • the entire remaining Pilot Commitment at the time of trigger; or • such percentage or amount as is specified in the applicable Rules for the relevant triggering event. (c) For the avoidance of doubt, slashing shall only be applied to the extent the Pilot Commitment remains positive after accounting for concurrent market movements and/or realised losses. In circumstances where the Pilot Commitment is zero or negative at the time of trigger, no slashing shall occur. (d) Slashed amounts shall not be distributed to Participants and shall be dealt with as follows: burned, allocated to a protocol treasury, or otherwise applied in accordance with the protocol’s then-current governance arrangements or policies as determined by Orbal from time to time. 9. PROHIBITED ACTIVITIES 9.1. Users are strictly prohibited from: (a) taking custody, possession, or control of Participant funds or private keys outside the approved smart contract framework; (b) connecting Orbal Vaults to or allocating assets to any third-party protocol, market, or address not included in Whitelisted Pools; (c) making false, misleading, or unsubstantiated statements regarding expected yields, guaranteed returns, risk levels, or Orbal Vault performance; (d) attempting to override, disable, bypass, or circumvent Emergency Mode triggers, Slashing mechanisms, time lock procedures, or other safety safeguards; (e) attempting to withdraw or reduce Pilot Commitments during active Emergency Mode to avoid Slashing; (f) changing fee structures or operational rules during Emergency Mode or pending time lock periods; (g) impersonating other Users, Pilots, Orbal personnel, or regulatory authorities, or misrepresenting identity, qualifications, or affiliations; (h) using the Protocol to facilitate money laundering, terrorist financing, sanctions evasion, tax evasion, fraud, or other unlawful financial activity; (i) engaging in market manipulation, wash trading, front-running, spoofing, pump-and-dump schemes, or other abusive trading practices; (j) conducting denial-of-service attacks, exploiting vulnerabilities, or engaging in conduct intended to disrupt or harm the Protocol; (k) infringing Orbal’s or any third party’s intellectual property rights; and (l) accessing Services from Restricted Territories or using VPNs or other circumvention tools to evade geographic restrictions. 10. RISKS 10.1. Participants and Pilots acknowledge and accept that use of the Protocol involves substantial risks, including: (a) smart contracts may contain bugs, vulnerabilities, or logic flaws that could result in total loss of funds. Smart contracts may be exploited by malicious actors; (b) third-party protocols may suffer exploits, hacks, insolvency, governance attacks, oracle failures, liquidity crises, or operational failures. Orbal has no control over third-party protocols (including Whitelisted Pools) and assumes no responsibility for their performance or security; (c) AI agents may malfunction, misinterpret Instructions or market data, make suboptimal decisions, or exhibit unexpected behaviour. Service providers may experience outages or discontinue services without notice; (d) Pilots may exhibit negligence, incompetence, or misconduct in configuring Orbal Vaults, selecting Whitelisted Pools, or managing strategies. Emergency Mode cannot prevent all losses; (e) crypto-asset markets are extremely volatile. Assets may experience sudden price crashes, liquidity shocks, depegs, flash crashes, or total loss of value. Participants may suffer substantial or total losses; (f) positions in Whitelisted Pools may be subject to automatic liquidation under rules applicable to such pools. Orbal has no control over liquidation mechanisms and cannot prevent or reverse liquidations executed by third-party protocols; (g) blockchain networks may experience congestion, forks, consensus failures, 51% attacks, or permanent splits that affect Protocol functionality or result in loss of assets; (h) regulatory treatment of decentralised finance, crypto-assets, and AI-powered services is uncertain and evolving. Changes in laws or regulations may render the Protocol illegal, impose new compliance burdens, or prohibit access; (i) Participants are solely responsible for securing private keys. Lost, stolen, or compromised keys result in permanent and irreversible loss of assets. Orbal cannot recover lost keys or reverse transactions; (j) the Protocol, websites, platforms, applications, and digital wallets are subject to hacking, phishing, malware, and other cyber threats that may result in theft or loss of assets; and (k) Orbal provides no guarantees regarding yields, returns, or performance. Participants may experience negative returns or total loss of principal. Historical performance does not predict future results. 10.2. All transactions on blockchain networks require payment of transaction fees for network validators. Such fees are determined by network congestion and market conditions and are paid directly to the blockchain network, not to Orbal, and these fees are non-refundable and may fluctuate significantly. Users are solely responsible for ensuring sufficient native tokens in their wallets to cover gas fees. Failed transactions may still consume transaction fees. 10.3. Participants and Pilots expressly acknowledge and agree that they have read, understood, and accepted all risks and waive any claims against Orbal arising from such risks. 11. NO INVESTMENT ADVICE 11.1. Orbal is not a financial institution, investment advisor, asset manager, fiduciary, custodian, broker-dealer, or provider of regulated financial services. The Services do not constitute the provision of investment advice, financial planning, portfolio management, custody services, or any activity requiring licensing by financial regulatory authorities. 11.2. Nothing in the websites, platforms, applications, documentation, or communications constitutes investment advice, financial advice, trading advice, legal advice, tax advice, or any other professional advice. All content is provided for informational purposes only. 11.3. Orbal owes no fiduciary duty, duty of care, duty of loyalty, or special obligation to Users beyond those expressly stated in these Terms. 11.4. Participants are solely responsible for evaluating Orbal Vaults, conducting due diligence on Pilots and third-party protocols, monitoring performance, making all investment decisions, and accepting all risks and consequences. 12. USERS’ REPRESENTATIONS 12.1. You acknowledge, represent and warrant to us that: (a) You have read, reviewed, and fully understood all terms contained in these Terms, including, without limitation, the risk disclosures set forth in Section 10; (b) You possess sufficient technical knowledge, experience, and expertise to understand the functionality, operation, risks, and limitations of blockchain technology, smart contracts, decentralised protocols, digital assets, and AI systems; (c) You acknowledge and accept that Orbal is not a financial institution, investment advisor, asset manager, fiduciary, custodian, or provider of any regulated financial services, and that Orbal does not provide investment advice, recommendations, or guarantees of any kind; (d) You are entering into these Terms at your own free will, without any coercion, undue influence, or misrepresentation, and after conducting your own independent investigation, analysis, and due diligence; and (e) You have obtained independent legal, financial, technical, and tax advice from qualified professionals regarding your use of the Services and the legal, financial, technical, and tax implications thereof in your jurisdiction. 13. INTELLECTUAL PROPERTY 13.1. All rights, interests and titles in and relating to the components of the Orbal platform, including websites, user interfaces, smart contract code, AI agent integration logic, documentation, visual assets, databases, and trademarks, are the exclusive property of Orbal or its licensors (Orbal Property). 13.2. These Terms do not grant Users any ownership, license, or other rights in Orbal Property. Any unauthorised reproduction, distribution, modification, reverse engineering, or commercial use is strictly prohibited. 14. DISCLAIMER 14.1. The Services are provided “as is” and “as available” without warranties of any kind, whether express, implied, statutory, or otherwise. To the maximum extent permitted by applicable law, we and the Indemnified Parties expressly disclaim all warranties, including but not limited to: (a) implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement; (b) warranties arising from course of dealing, course of performance, or usage of trade; (c) warranties that the Services will be uninterrupted, error-free, secure, or free from viruses or other harmful components; (d) warranties regarding the accuracy, reliability, completeness, or timeliness of any content, data, or information provided through the Services; (e) warranties that defects or errors will be corrected; and (f) warranties regarding the performance, security, or functionality of smart contracts, third-party protocols, or AI agents. 14.2. Any information, guidance, or content provided through the Services does not constitute professional advice and is provided for informational purposes only. Orbal makes no warranty that such information is accurate, complete, or suitable for any particular purpose. 14.3. Orbal makes no warranties regarding any third-party protocols, services, or applications accessed through or in connection with the services. All third-party services are provided “as is” and subject to their own terms and conditions. 14.4. You acknowledge and accept that use of the Services involves inherent risks, and you assume all such risks. No information provided by Orbal creates any warranty not expressly stated in these Terms. 15. LIMITATION OF LIABILITY 15.1. To the maximum extent permitted by applicable law, Orbal and its affiliates, their respective directors, officers, employees, agents, developers, contractors, and licensors (collectively, the Indemnified Parties) shall have no liability for any direct, indirect, incidental, special, consequential, punitive, or exemplary damages arising from or related to: (a) the use of or inability to access the Services; (b) smart contract vulnerabilities, bugs, or exploits; (c) third-party protocol failures, hacks, insolvency, or operational issues; (d) AI agent malfunctions or Pilot misconduct; (e) market losses, yield volatility, or asset depreciation; (f) blockchain network failures, forks, or consensus issues; (g) cybersecurity breaches or loss of private keys; (h) regulatory changes or enforcement actions; and (i) force majeure events. 15.2. In any event, the total aggregate liability of all Indemnified Parties arising from or related to these Terms or the Services shall not exceed USD100. 16. INDEMNIFICATION 16.1. Each User agrees to indemnify, defend, and hold harmless Orbal and the Indemnified Parties from any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with: (a) User’s use of the Services; (b) breach of applicable laws or regulations, including securities laws, anti-money laundering laws, counter-terrorist financing laws, sanctions laws, or tax laws; (c) breach of these Terms; (d) Orbal Vault strategies, Rules, or Instructions that cause losses to Participants (in the case of Pilots); (e) reliance on or interaction with third-party protocols; (f) disputes with other Users or third parties; (g) infringement of intellectual property rights; (h) unauthorised access from Restricted Territories or use of circumvention tools. 16.2. This indemnification obligation survives termination of these Terms. 17. TERMINATION 17.1. Users may terminate at any time by ceasing all use of the Services. All obligations incurred prior to termination, including indemnification obligations and limitations of liability, survive termination. 17.2. Orbal reserves the right to suspend, restrict, or terminate User access to the Services at any time, with or without notice, if Orbal reasonably believes: (a) User breached these Terms; (b) User poses legal, regulatory, reputational, or operational risk to Orbal; (c) User is subject to sanctions or appears on restricted party lists; (d) User is located in or accessing Services from Restricted Territories; (e) continued service is not commercially viable or desirable. 17.3. Orbal may modify, suspend, or discontinue any part of the Services at any time without notice, obligation or liabilities. Users are responsible for monitoring changes and withdrawing assets if desired. 18. AMENDMENT 18.1. Orbal reserves the right to amend these Terms unilaterally at any time in its sole discretion. 18.2. Orbal will provide notice of material changes by posting updated Terms on the website, indicating the effective date, and (where feasible) providing notice via email or interface notifications. 18.3. By accessing or using the Services after any amendments are posted, you agree to be bound by the amended Terms. 19. GOVERNING LAW AND DISPUTES 19.1. These Terms shall be governed by and construed in accordance with the laws of the Cayman Islands, without regard to conflict of law principles. 19.2. The parties agree to first attempt amicable resolution of disputes through good faith negotiations. Either Party may initiate negotiations by providing written notice describing the dispute. 19.3. Any dispute arising out of or in connection with these Terms, including any question regarding their existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (“SIAC”) in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (“SIAC Rules”) for the time being in force. The seat of the arbitration shall be Singapore. The Tribunal shall consist of one arbitrator. The language of the arbitration shall be English. Each party shall bear its own legal costs and expenses, and the arbitration costs shall be allocated by the Tribunal in accordance with the SIAC Rules. 20. PRIVACY AND DATA PROTECTION 20.1. Orbal processes personal data (if any) in accordance with its Privacy Policy, available at https://orbal.org. By using, accessing and interacting with the Services, you acknowledge and consent to such processing. 21. MISCELLANEOUS 21.1. If any provision is found invalid or unenforceable, it shall be enforced to the maximum extent permissible, and the remaining provisions remain fully effective. 21.2. Orbal may assign its rights and obligations to any third party without notice or consent. Users may not assign without Orbal’s prior written consent. 21.3. No failure or delay by Orbal in exercising any right constitutes a waiver. Rights and remedies are cumulative. 21.4. Notices to Orbal shall be in writing and delivered to russell@orbal.org. Notices to Users may be provided via email, posting on the website, or other reasonable means. 21.5. These Terms are drafted in English. In case of discrepancies between translated versions and the English version, the English version prevails. 21.6. Orbal is not liable for breach of these Terms or failure to deliver any of its Services caused by events beyond its reasonable control, including natural disasters, wars, pandemics, government actions, telecommunications failures, blockchain network failures, or third-party service provider failures. 21.7. The relationship between Orbal and Users is that of independent contractors. Nothing creates a partnership, joint venture, employment, agency, or fiduciary relationship. 21.8. The Indemnified Parties are intended third-party beneficiaries of the limitation of liability and indemnification provisions in these Terms. The Indemnified Parties shall have the right to enforce those provisions directly against you as if they were parties to these Terms. 21.9. By accessing or using the Services, clicking “I Agree”, “Accept”, “Confirm”, or similar buttons, checking acknowledgment boxes, dismissing warning notices, connecting your wallet, or taking any other affirmative action indicating your acceptance, you agree to be bound by these Terms, and such acknowledgment of notices throughout the Services constitutes your informed consent to the terms, risks, and conditions presented at each such juncture. Effective Date: 28 January 2026