Terms and Conditions of ALEX Protocol Exploit Treasury Grant Program

Terms and Conditions of

ALEX Protocol Exploit Treasury Grant Program (“Program”)

Date Last Revised: 7 June 2024

1. General

Reference is made to the ALEX Protocol Exploit (as defined below) in relation to ALEX Protocol on or about 14 May 2024 which resulted in Affected Assets (as defined below) of Affected Users (as defined below) being taken by the exploiter(s) (collectively, “Exploiter”) from Affected Pools (as defined below).

These Terms and Conditions (“Terms”) are entered into between you or (if you represent an entity) such entity (whether in the capacity of an Affected User or Qualified Affected User) (for purposes of these Terms, the term “you” shall hereinafter refer to you as an individual, or if you represent an entity, such entity) and by Panama-incorporated ALEX LAB Foundation (“Proxy”) on behalf of ALEX Lab Pte. Ltd., which is a company to be incorporated under the laws of the Republic of Singapore (“Company” or “we” or “us”) (or if such name is unavailable, such other similar name as determined by Proxy (as defined below)). You and Company are hereinafter separately referred to as “Party” and collectively as “Parties”.

Pursuant to Section 41 of the Companies Act 1967 of Singapore, (“Section 41 of the Companies Act”), “[a]ny contract … purporting to be entered into by a company prior to its formation or by any person on behalf of a company prior to its formation may be ratified by the company after its formation and thereupon the company becomes bound by and entitled to the benefit thereof as if it had been in existence at the date of the contract …”, and “[p]rior to ratification by the company the person or persons who purported to act in the name or on behalf of the company are, in the absence of express agreement to the contrary, personally bound by the contract ...”

Proxy is entering into these Terms on behalf of Company prior to the Company’s incorporation (“Incorporation”), with the intention that these Terms be ratified by Company after its Incorporation (“Ratification”).

Any reference to “Company” in these Terms shall, prior to the Incorporation and Ratification, include the Proxy but subsequent to the Incorporation and Ratification shall refer only to Company.

These Terms are to be read together with the Terms and Conditions of Use of ALEX Protocol found at https://terms.alexlab.co/ (“ALEX Terms of Use”) and our Privacy Policy found at https://alexlab.co/privacy-policy. In the event of any inconsistency with the ALEX Terms of Use (or any other previous agreement between the Parties), these Terms shall prevail.

By accessing and/or using the website located at https://alexlab.co/ (“Interface”) in any capacity, using the smart contract(s) provided by Company for purposes of your participation in the Program (including participation in Grant Activities (as defined below)) (“ALEX Grant Smart Contracts”), and using and/or accessing the tools and information made available via the Interface: (i) you agree that you have the right and authority to agree to these Terms, whether by yourself or on behalf of any entity you represent; (ii) you acknowledge that you have read and understood these Terms; (iii) you shall be bound by these Terms, which set forth legally binding terms and conditions between you and Company; and (iv) you further agree, accept and confirm that the ALEX Terms of Use applies to your contribution of or (if you represent an entity) such entity’s contribution of Affected Assets (as defined below) from Affected Address(es) (as defined below) to ALEX Protocol liquidity pools affected by the ALEX Protocol Exploit (as defined below) as well as your use of ALEX Protocol (as defined below).

Unless otherwise defined herein, defined terms in these Terms shall have the same meaning as set out in the ALEX Terms of Use. Section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”.

2. Program Participation and Use of Interface and/or ALEX Grant Smart Contracts

2.1 For purposes hereof:

“$ALEX” means the cryptographic token known as “ALEX” associated with token generation contract SP102V8P0F7JX67ARQ77WEA3D3CFB5XW39REDT0AM.token-alex.

“$STX” means the cryptographic token known as “Stacks” or “STX”.

“Affected Address” means in relation to an Affected User, an ALEX Protocol-supported wallet address from which such Affected User had contributed Affected Assets as liquidity to Affected Pool(s).

“Affected Assets” in relation to an Affected User, means such digital assets contributed by such Affected User to an Affected Pool.

“Affected Pools” means liquidity pools on ALEX Protocol which were affected by the ALEX Protocol Exploit.

“Affected Users” means a person or entity who had contributed Affected Asset(s) directly from Affected Address(es) to Affected Pool(s).

“Affiliate” with respect to any person, means any other person directly or indirectly controlling, controlled by or under common control with such person.

“ALEX Grant Smart Contracts” has the meaning ascribed thereto in Section 1 of these Terms.

“ALEX Party” means Company and its Affiliates.

“ALEX Protocol” means the protocol offering decentralised finance (DeFi) features as described in further detail at https://docs.alexlab.co/.

“ALEX Protocol Exploit” means the events commencing on 14 May 2024 at or about 17:00 hours UTC resulting in Affected Assets being removed from Affected Pools.

“ALEX Terms of Use” has the meaning ascribed thereto in Section 1 of these Terms.

“ALEX Treasury” means the treasury of Company and/or its Affiliates.

“Communication Channels” means the Interface, Twitter / X (https://twitter.com/ALEXLabBTC), Medium (https://www.medium.com/alexgobtc), Discord (https://discord.gg/alexlab) and Telegram (https://t.me/AlexCommunity).

“Deemed Withdrawable Affected Assets” in respect of an Affected Address from which Affected Assets were contributed by an Affected User to an Affected Pool means such Affected Assets that such Affected Address would have been entitled to withdraw from such Affected Pool as at the Relevant Time had such Affected Pool not been affected by the ALEX Protocol Exploit.

“Grant Activities” has the meaning ascribed thereto in Section 6.8 of these Terms.

“Grant Tokens” in relation to a Grant means the digital assets subject of such Grant.

“Grant Initiation” means such date and time of commencement of a Grant as may be determined by Company with reference to the creation of a Bitcoin block (“Grant Initiation Block”) selected by Company, and announced by the Company and/or its Affiliates via the Communication Channels.

“Incorporation” has the meaning ascribed thereto in Section 1 of these Terms.

“Interface” has the meaning ascribed thereto in Section 1 of these Terms.

“Lost Affected Assets” has the meaning ascribed thereto in Section 2.2 of these Terms.

“Qualified Affected User” has the meaning ascribed thereto in Section 3.1 of these Terms.

“Ratification” has the meaning ascribed thereto in Section 1 of these Terms.

“Redeemable Recovered $STX” in respect of an Affected Pool to which such Qualified Affected User had contributed Affected Assets from such Affected Address, means such Affected Assets which have been recovered prior to 7 June 2024, 00:00 hours UTC and which such Qualified Affected User would be eligible to redeem in respect of such Affected Address from such Affected Pool.

“Relevant Time” for purposes of a Grant to an Affected User who had contributed Affected Assets to an Affected Pool means 14 May 2024 at or about 17:00 hours UTC.

“Vest” in respect of Grant Tokens granted to a Qualified Affected User pursuant to a Grant in respect of an Affected Address, means the Grant Tokens which have been released by way of the ALEX Grant Smart Contracts in accordance with the Vesting Schedule applicable to such Grant Tokens, and which are capable of being claimed by such Qualified Affected User from and using ALEX Grant Smart Contracts by connecting such Affected Address to ALEX Grant Smart Contracts and initiating a claim request.

“Vesting Schedule” has the meaning ascribed thereto in Section 4.3 of these Terms.

2.2 The Program has been implemented to support Affected Users of ALEX Protocol who had contributed Affected Assets to Affected Pools, which Affected Assets comprising 13,283,922.62 $STX were taken by and have not been recovered from the Exploiter, as at 7 June 2024, 00:00 hours UTC (such unrecovered Affected Assets, “Lost Affected Assets”).

2.3 The Interface and ALEX Grant Smart Contracts have been developed by Company and/or its Affiliates to:

2.3.1 enable Qualified Affected Users to access information relating to the Program (including these Terms) as presented on the Interface from time to time;

2.3.2 facilitate each Qualified Affected User’s entering into of these Terms, for purposes of Qualified Affected User’s participation in the Program; and

2.3.3 facilitate each Qualified Affected User’s withdrawal of grants offered under the Program (“Grants”) to, and accepted by, such Qualified Affected User (“Grant Withdrawal”).

2.4 This Interface is hosted and maintained by Company and/or its Affiliates, which have the sole discretion to modify or discontinue support for the Interface at any time.

2.5 You shall be responsible for obtaining the data network access necessary to use and/or access the Interface and ALEX Grant Smart Contracts, and for acquiring compatible hardware or device necessary to access and use the Interface and ALEX Grant Smart Contracts and any updates thereto.

2.6 Access and/or use of the Interface and ALEX Grant Smart Contracts may be disrupted as a result of malfunction and/or delays which are inherent to the use of the Internet and electronic communications, and you agree that neither Company nor any of its Affiliates shall be responsible for any such disruption, malfunction and/or delay, and any loss which may arise therefrom.

2.7 The Interface and its contents are our property or the property of our licensors and are protected by copyright, trademark, patent and other applicable laws. You are permitted to download and print content from the Interface solely for your own personal records, or in the ordinary course of your business, to the extent required to access and use the tools and information made available via the Interface. Unless with our prior written consent, the Interface and its contents must not be reproduced, modified, redistributed or otherwise used for any other reason. You shall not crawl, scrape, cache or otherwise access any content from the Interface via automated means.

3. Eligibility for Program Participation

3.1 If you wish to participate in the Program, and to access and/or use the Interface and/or ALEX Grant Smart Contracts for purposes of such participation in the Program (including participation in Grant Activities), you must first fulfil all of the following eligibility requirements to Company’s satisfaction (upon which, you shall be deemed a “Qualified Affected User”):

3.1.1 you must be an Affected User, whose contribution of Affected Assets to Affected Pool(s) from Affected Address(es) has resulted in your contributed Affected Assets being affected by the ALEX Protocol Exploit and becoming Lost Affected Assets;

3.1.2 you are not an Excluded Person and are not in an Excluded Jurisdiction, and you are not otherwise prohibited from the access and/or use of ALEX Protocol; and

3.1.3 you represent and warrant, by entering into these Terms, that you are the sole controller and beneficiary of the Affected Address(es) from which you had contributed Affected Assets to Affected Pool(s) or which you connect to the ALEX Grant Smart Contracts to participate in Grant Activities and/or receive Grant(s) (as may be accorded to you pursuant to these Terms, if any).

3.2 You authorise Company (and any third party service provider on behalf of Company) to conduct investigations and agree to our collection of information (including, amongst others, your email address, identification documents such as national identification documents (“ID”), passport, or (for certain jurisdictions only) driver’s license, information such as your ID number, ID issue date, ID expiry date, sex, date of birth, citizenship, photo of your ID, live photograph and/or Global Positioning System (GPS) location) where required, either directly or through authorised third-party service providers to ensure our compliance with national and international regulations and laws relating to the operation of the Interface, implementation of the Program and offering of Grants under the Program, in order to verify your identity or to protect you and/or us from any possible financial crimes, and to take necessary actions based on the results of such investigations. The collection and use of information provided by you shall be in accordance with these Terms and our Privacy Policy.

3.3 You agree that all information provided by you to Company and any third party service provider on behalf of Company in accordance with Section 3.2 above is complete and accurate, and in the event of any change to the provided information, you shall inform Company and any such third party service provider on behalf of Company of such updated information in a timely manner.

3.4 Where Company has reasonable grounds to believe that the information you had provided to us in accordance with Section 3.2 above is incorrect or outdated (whether in whole or in part), Company shall be entitled to demand that you make such amendment to such incorrect or outdated information. In the event no amendment is made in spite of our request(s) for you to do so and/or Company reasonably believes that any information in relation to you, your Affected Address(es) and/or your Affected Asset(s) is inaccurate and/or renders you ineligible for participation in the Program, Company retains the right to terminate all or part of your access and/or use of the Interface, your participation in the Program and/or any Grant(s) (whether in full or in part) offered and/or distributed to you under the Program. If Company suffers any losses or incurs any expenses as a result of or in connection with any incorrect or outdated information provided by you, or if Company is unable to reach you with the contact information you have provided to us, you shall be fully liable for any such losses or expenses incurred.

3.5 For purposes hereof:

“Excluded Jurisdiction” means any of the following jurisdictions: (a) the United States of America and its territories and possessions (collectively, the “United States”); (b) the People’s Republic of China; (c) the Central African Republic; (d) the Democratic People’s Republic of Korea; (e) the Democratic Republic of Congo; (f) Belarus; (g) Iran; (h) Libya; (i) Mali; (j)Russia; (k) Somalia; (l) South Sudan; (m) Sudan; (n) Yemen; (o) any other jurisdiction identified by the Financial Action Task Force (FATF) for strategic AML/CFT deficiencies and included in FATF’s listing of “High-risk and Other Monitored Jurisdictions” accessible at https://www.fatf-gafi.org/en/publications/High-risk-and-other-monitored-jurisdictions/Increased-monitoring-october-2023.html or “Jurisdictions Subject to a Call for Action” accessible at https://www.fatf-gafi.org/en/publications/High-risk-and-other-monitored-jurisdictions/Call-for-action-october-2023.html; (p) a jurisdiction in which ALEX Protocol would be subject of licensing; and/or (q) a jurisdiction in which the offering of, or access and/or use of ALEX Protocol is prohibited, restricted or unauthorised in any form or manner whether in full or in part under the laws, regulatory requirements or rules in such jurisdiction.

“Excluded Persons” refers to the following person(s): (a) a person who is a citizen, domiciled in, resident of, or physically present / located in an Excluded Jurisdiction; (b) a body corporate: (i) which is incorporated in, or operates out of, an Excluded Jurisdiction, or (ii) which is under the control of one or more individuals who is/are citizen(s) of, domiciled in, residents of, or physically present / located in, an Excluded Jurisdiction; (c) an individual or body corporate included in United Nations Consolidated List (accessible at https://www.un.org/securitycouncil/content/un-sc-consolidated-list); (d) an individual or body corporate which is otherwise prohibited or ineligible in any way, whether in full or in part, under any laws applicable to such individual or body corporate from accessing and/or using ALEX Protocol; and/or (e) a U.S. person.

“U.S. person” means:

(a) any natural person resident in the United States;

(b) any partnership or corporation organised or incorporated under the laws of the United States;

(c) any estate of which any executor or administrator is a U.S. person;

(d) any trust of which any trustee is a U.S. person;

(e) any agency or branch of a foreign entity located in the United States;

(f) any non-discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary for the benefit or account of a U.S. person;

(g) any discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary organised, incorporated, or (if an individual) resident in the United States;

(h) any partnership or corporation if:

(i) organised or incorporated under the laws of any foreign jurisdiction; and

(ii) formed by a U.S. person principally for the purpose of investing in securities not registered under the Securities Act of 1933 of the United States of America, unless it is organised or incorporated, and owned, by accredited investors (as defined in Regulation D of that Act) who are not natural persons, estates or trusts; and

(i) any citizen of United States who is a military personnel of United States who is not resident in or outside of the United States,

but does not include:

(j) any discretionary account or similar account (other than an estate or trust) held for the benefit or account of a non-U.S. person by a dealer or other professional fiduciary organized, incorporated, or (if an individual) resident in the United States;

(k) any estate of which any professional fiduciary acting as executor or administrator is a U.S. person if:

(i) an executor or administrator of the estate who is not a U.S. person has sole or shared investment discretion with respect to the assets of the estate; and

(ii) the estate is governed by foreign law;

(l) any trust of which any professional fiduciary acting as trustee is a U.S. person, if a trustee who is not a U.S. person has sole or shared investment discretion with respect to the trust assets, and no beneficiary of the trust (and no settlor if the trust is revocable) is a U.S. person;

(m) an employee benefit plan established and administered in accordance with the law of a country other than the United States and customary practices and documentation of such country;

(n) any agency or branch of a U.S. person located outside the United States if:

(i) agency or branch operates for valid business reasons; and

(ii) the agency or branch is engaged in the business of insurance or banking and is subject to substantive insurance or banking regulation, respectively, in the jurisdiction where located; and

(o) The International Monetary Fund, the International Bank for Reconstruction and Development, the Inter-American Development Bank, the Asian Development Bank, the African Development Bank, the United Nations, and their agencies, affiliates and pension plans, and any other similar international organizations, their agencies, affiliates and pension plans.

4. Grant

4.1 Before a Qualified Affected User may be offered a Grant under the Program in respect of an Affected Address of such Qualified Affected User, such Qualified Affected User will be required to connect such Affected Address to the ALEX Grant Smart Contracts.

4.2 Each Qualified Affected User shall be offered Grant Tokens denominated in $ALEX, computed in respect of each Affected Address from which Affected Assets were contributed by such Qualified Affected User to each Affected Pool, as follows:

where:

“X” means the Deemed Withdrawable Affected Assets (denominated in $STX) in respect of such Affected Address and in relation to such Affected Pool;

“Y” means the Redeemable Recovered $STX in respect of such Affected Address and in relation to such Affected Pool; and

“Z” means such amount of $ALEX determined by the Company in its sole and absolute discretion (taking into account historical data and average yield rates prior to the Relevant Time), as deemed liquidity provision rewards which such Qualified Affected User might have received had such Deemed Withdrawable Affected Assets been contributed as liquidity by such Qualified Affected User for the period commencing from the time of Grant Initiation Block and ending at the time of creation of the Bitcoin block on the Bitcoin network that is sixteen thousand eight hundred (16,800) Bitcoin blocks after Grant Initiation Block.

4.3 Grant Tokens offered pursuant to Section 4.2 above shall Vest linearly in sixteen thousand eight hundred (16,800) tranches over sixteen thousand eight hundred (16,800) Bitcoin blocks on the basis of one tranche Vesting subject to the creation of a Bitcoin block, commencing from Grant Initiation Block (“Vesting Schedule”).

5. Entitlement to Grants

5.1 The number of Grant Tokens subject of a Grant as may be offered to a Qualified Affected User under this Program shall be determined at the sole discretion of Company.

5.2 Every Grant shall be subject to the condition that no Grant Tokens shall be issued pursuant to any Grant if such issue would be contrary to any law or enactment, or any rules or regulations of any legislative or non-legislative governing body for the time being in force in the Republic of Singapore or any other relevant jurisdiction.

6. Grant, Acceptance of Grant and Grant Withdrawal

6.1 A Qualified Affected User may, on or after the Grant Initiation (or such later date and time as may be notified by Company via the Communication Channels), connect such Affected Address of such Qualified Affected User to the ALEX Grant Smart Contracts to view the Grant(s) offered to such Qualified Affected User in respect of such Affected Address.

6.2 A Grant offered to a Qualified Affected User in respect of an Affected Address is capable of being accepted by such date as may be stipulated by Company via the Communication Channels, by way of Qualified Affected User connecting such Affected Address to the ALEX Grant Smart Contracts and signing a confirmation message (which shall constitute on-chain record of such Qualified Affected User’s acceptance of these Terms), upon which, such Grant shall be deemed accepted (“Grant Acceptance”).

6.3 Company shall be entitled to reject any purported acceptance of a Grant effected pursuant to this Section 6 in the event of any non-compliance by you with these Terms.

6.4 A Qualified Affected User who has accepted a Grant in accordance with the provisions of this Section 6 will be required to connect the Affected Address subject of such Grant to the ALEX Grant Smart Contracts each time such Qualified Affected User effects Grant Withdrawal(s). Subject to Section 6.5 below, Grant Withdrawals of Grant Tokens may only be effected insofar as and to the extent that such Grant Tokens have Vested in accordance with the Vesting Schedule.

6.5 Qualified Affected User shall have a period commencing from the start of the Vesting Schedule and ending on 23:59 hours UTC time on the first anniversary of the start of the Vesting Schedule, to effect Grant Withdrawal of all Vested Grant Tokens subject of such Grant. If Grant Withdrawal has not been effected by the expiry of such period in respect of all Vested Grant Tokens subject of such Grant, Company may, in its sole and absolute discretion, revoke such Grant in respect of such Vested Grant Tokens and withdraw such Vested Grant Tokens from the ALEX Grant Smart Contracts for re-allocation to the ALEX Treasury.

6.6 In the event that it comes to the attention of an ALEX Party at any time that the private key(s) to an Affected Address has been transferred to any other third party without Company’s prior written consent, hence enabling such third party to effect Grant Withdrawal(s) in respect of such Affected Address, Company may, in its sole and absolute discretion:

6.6.1 suspend any Grant(s) in respect of such Affected Address for such duration as the Company may determine, such that no further Grant Withdrawal(s) may be effected in respect of Grant Tokens subject of such Grant(s) during such suspension; and/or

6.6.2 revoke any Grant(s) in respect of such Affected Address and if Grant Withdrawal has not been effected in respect of Vested Grant Tokens subject of such Grant(s), withdraw such Vested Grant Tokens from the ALEX Grant Smart Contracts for re-allocation to the ALEX Treasury; and/or

6.6.3 require such Qualified Affected User to return all or some of the Grant Tokens previously Vested in respect of such Affected Address and withdrawn through Grant Withdrawals to such Affected Address, whereupon such Qualified Affected User shall immediately comply with Company’s request for return of Grant Tokens subject of Company’s request.

6.7 In the event a Qualified Affected User has accepted a Grant in respect of an Affected Address of such Qualified Affected User but such Affected Address is compromised, such Qualified Affected User shall notify Company in writing and Company may, in its sole and absolute discretion:

6.7.1 suspend any Grant(s) in respect of such Affected Address for such duration as the Company may determine, such that no further Grant Withdrawal(s) of Grant Tokens may be effected in respect of such Affected Address during such suspension using such Affected Address; and/or

6.7.2 revoke any Grant(s) in respect of such Affected Address and if Grant Withdrawal has not been effected in respect of Vested Grant Tokens subject of such Grant(s), withdraw such Vested Grant Tokens from the ALEX Grant Smart Contracts for re-allocation to the ALEX Treasury; and/or

6.7.3 permit such Qualified Affected User to effect Grant Withdrawal(s) in respect of such Affected Address using a wallet address different from such Affected Address, subject to further terms as may be agreed between the Parties.

6.8 In using the ALEX Grant Smart Contracts including for purposes of Grant Acceptance and Grant Withdrawal (collectively, “Grant Activities”) in respect of an Affected Address of a Qualified Affected User, such Qualified Affected User accepts that there may be fees (including gas fees and other network fees) payable in initiating Grant Activities using the ALEX Grant Smart Contracts, and hereby consents to such fees being debited from such Affected Address that such Qualified Affected User connects to the ALEX Grant Smart Contracts for purposes of initiating such Grant Activities.

6.9 A Qualified Affected User who accepts and receives a Grant or any part thereof in accordance with the provisions of this Section 6 hereby, with effect from such receipt:

6.9.1 irrevocably sells, transfers, assigns, grants, conveys and sets over unto the Company, its successors and assigns, all of such Qualified Affected User’s Transferred Rights (as defined herein), including the right to claim against any person(s) for such Qualified Affected User’s Lost Affected Assets and/or Transferred Rights (as defined herein) and any other legal chose in action in connection therewith; and

6.9.2 irrevocably waives all rights to such Qualified Affected User’s Lost Affected Assets enforceable against any person (including all rights in relation to any Subsequent Recovered Assets), except as otherwise provided in these Terms.

For purposes hereof, “Transferred Rights” means, with respect to a Qualified Affected User, any and all of such Qualified Affected User’s right, title and interest in, to and under such Qualified Affected User’s Lost Affected Assets.

This Section 6.9 shall be binding on all of such Qualified Affected User’s successors and assigns.

7. Recovery of Lost Affected Assets

7.1 This Section 7 applies in the event that Lost Affected Assets are recovered and received by Company (or any of its Affiliates), directly by Affected Users or by third parties (as applicable) after the date of these Terms (such recovered and received Lost Affected Assets referred to as “Subsequent Recovered Assets” or “SRA”).

7.2 Subsequent Recovered Assets Received by Company or its Affiliates

7.2.1 During the period commencing from Grant Initiation and ending on 23:59 hours UTC on the first anniversary of Grant Initiation (in this Section 7.2, “Relevant SRA Period”), in the event Company (and/or any of its Affiliates) receives any Subsequent Recovered Assets, Company shall announce details of the same via the Communication Channels, including how an Affected User may view the amount of such Subsequent Recovered Assets (if any) attributable to an Affected Address of such Affected User (“Attributable SRA”). If such Affected User is a Qualified Affected User, such Qualified Affected User may, at such Qualified Affected User’s election, and subject to fulfilment of Section 7.2.2 by such Qualified Affected User, request in writing for Company to effect the transfer of Attributable SRA to such Affected Address of such Qualified Affected User. Upon the expiry of the Relevant SRA Period, the right of Qualified Affected Users to initiate a request for the transfer of any Attributable SRA (if any) shall forthwith cease.

7.2.2 Where a Qualified Affected User requests for Company to transfer Attributable SRA pursuant to Section 7.2.1, the provisions of Section 7.4 shall apply. Company shall not be obliged or required to effect any transfer of Attributable SRA (if any) to such Qualified Affected User, unless and until such Qualified Affected User has complied with all of Qualified Affected User’s obligations under Section 7.4.

7.2.3 In the event Company (and/or any of its Affiliates) receives Subsequent Recovered Assets at any time after the Relevant SRA Period, Company shall not be obliged to accede to any request to effect the transfer of Attributable SRA (if any) to Qualified Affected Users.

7.2.4 Nothing in these Terms shall limit Company’s discretion to determine the amount and/or proportion of Subsequent Recovered Assets to be attributed to each Affected Address for the purposes of Section 7.2.1 above. Without prejudice to the generality of the foregoing, you agree and acknowledge that the amount and/or proportion of $STX comprised in Subsequent Recovered Assets to be attributed to each Affected Address for the purposes of Section 7.2.1 above may be determined on a pari passu and pro rata basis based on the proportion which the amount of $STX comprised in the Deemed Withdrawable Affected Assets in respect of such Affected Address bears to the total number of $STX comprised in the Deemed Withdrawable Affected Assets in respect of all Affected Addresses.

7.2.5 The transfer of Attributable SRA (if any) may be governed by a separate set of terms and conditions to which such Qualified Affected User will be required to agree, before any such transfer of Attributable SRA can be effected.

7.3 Subsequent Recovered Assets Received Directly by Affected Users

In the event that a Qualified Affected User receives Subsequent Recovered Assets directly by way of transfer to an Affected Address of such Qualified Affected User (except as otherwise received pursuant to an authorised distribution by Company or its Affiliate(s)), such Qualified Affected User shall promptly notify Company in writing and shall return such Subsequent Recovered Assets to the Company. If such return of Subsequent Recovered Assets by such Qualified Affected User to Company occurs during the Relevant SRA Period, then Section 7.2 along with the provisions of Section 7.4 shall apply to such Subsequent Recovered Assets.

7.4 Return of Grant and of Grant Tokens

7.4.1 For purposes hereof:

“Grant Ratio” means 1$STX:10$ALEX, being the $ALEX to $STX ratio adopted by Company for purposes of Grant determination;

“Grant Value” in respect of a Grant offered in respect of an Affected Address and accepted in accordance with these Terms, means all of the Grant Tokens (each of which is denominated in $ALEX) subject of such Grant; and

“SRA Value” in respect of an Affected Address, means the $ALEX equivalent of Attributable SRA in respect of such Affected Address based on the Grant Ratio;

“Withdrawn Grant Value” in respect of a Grant offered in respect of an Affected Address and accepted in accordance with these Terms, means the amount of Grant Tokens subject of such Grant which have been subject of Grant Withdrawal;

7.4.2 In the event that the SRA Value (“Relevant SRA Value”) in respect of an Affected Address is equivalent to or exceeds the total of the Grant Value of all Grant(s) in respect of such Affected Address (“Total Grant Value”), then:

(a) such Grant(s) to the extent not fully made shall discontinue and cease and all Grant Token(s) subject of such Grant(s) shall if Vested, cease to be capable of Grant Withdrawal (and Company shall withdraw such Vested Grant Tokens from the ALEX Grant Smart Contracts for re-allocation to the ALEX Treasury) and if not Vested, shall cease to Vest; and

(b) to the extent that Grant Tokens subject of such Grants in respect of such Affected Address have Vested and have been fully withdrawn pursuant to Grant Withdrawal(s) effected by a Qualified Affected User to such Affected Address, all such Grant Tokens that have been withdrawn pursuant to Grant Withdrawal(s) shall be immediately returned by that Qualified Affected User to Company.

7.4.3 In the event that the Relevant SRA Value in respect of an Affected Address is less than the Total Grant Value of all Grant(s) in respect of such Affected Address, then:

(a) Where the aggregate of Relevant SRA Value and the total of the Withdrawn Grant Value of such Grant(s) (“Total Withdrawn Grant Value”) is equivalent to or exceeds the Total Grant Value, then the Qualified Affected User who had effected Grant Withdrawals in respect of that Affected Address shall immediately return Company such amount of Grant Tokens (each of which is denominated in $ALEX) equivalent to:

(Relevant SRA Value + Total Withdrawn Grant Value) – Total Grant Value

(b) Where the aggregate of Relevant SRA Value and the Total Withdrawn Grant Value is less than the Total Grant Value, then the amount of Grant Tokens (whether Vested or not Vested) subject of such Grants but which have not been subject of Grant Withdrawal, shall be reduced by an amount of Grant Tokens (each of which is denominated in $ALEX) equivalent to the Relevant SRA Value.

7.4.4 Where you are required to return any Grant Tokens to Company pursuant to the foregoing provisions of this Section 7.4, Company may, in its sole and absolute discretion, withhold and/or revoke any distributions to be made to you (including such Grant Tokens (whether Vested or not Vested) and any Subsequent Recovered Assets in accordance with Section 7.2 above) unless and until such Grant Tokens have been returned to Company.

7.4.5 You agree and acknowledge that where you are required to return any Grant Tokens to Company pursuant to the foregoing provisions of this Section 7.4 but fail to do so on the due date for return and remain in default not less than thirty (30) days after being notified in writing to make such return, Company may disclose to any third party via the Communication Channels (or otherwise) without your prior written consent: (a) your identity and such failure and/or default on your part to return Grant Tokens; (b) the substance of any discussions and communications between you and Company relating to such failure/default; and (c) any other information received or obtained from you by Company in connection with these Terms or Grants to you.

7.5 Subsequent Recovered Assets Received Directly by Third Parties

In the event that it comes to the knowledge of an ALEX Party, or any ALEX Party has reason to believe, that any governmental or regulatory body or law enforcement agency or other third party has received or expects to receive any Subsequent Recovered Assets, Company may, in its sole and absolute discretion, suspend any distributions to be made to you (including such Grant(s) to the extent not fully made) until such time that such Subsequent Recovered Assets are released by such governmental or regulatory body or law enforcement agency or third party to Company (and/or of its Affiliates) or for such period of time as may be determined by Company in its sole discretion.

7.6 Insofar that any Subsequent Recovered Assets received by Company during the Relevant SRA Period whether directly or on return from Qualified Affected Users is not denominated in $STX, Company shall be entitled to convert such Subsequent Recovered Assets into $STX based on such conversion rates as determined by Company after taking into account then prevailing market conversion rates on Coingecko or such other market price reference as Company may select, and thereafter apply Clause 7.2 to such Subsequent Recovered Assets as converted to $STX.

8. Limitation of Liability and Waivers

8.1 NOTWITHSTANDING ANY OTHER PROVISION OF THESE TERMS AND TO THE FULLEST EXTENT PERMITTED BY ALL APPLICABLE LAWS, YOU HEREBY AGREE:

8.1.1 NO ALEX PARTY SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOSS ARISING OUT OF, RELATING TO OR IN CONNECTION WITH YOUR ACCESS AND/OR USE OF THE INTERFACE AND/OR ALEX GRANT SMART CONTRACTS AND/OR YOUR PARTICIPATION IN THE PROGRAM, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR OTHER LOSSES OF ANY KIND, IN TORT, CONTRACT OR OTHERWISE (INCLUDING LOSS OF REVENUE, INCOME OR PROFITS, OR LOSS OF USE OR DATA), ARISING OUT OF, RELATING TO OR IN CONNECTION WITH YOUR ACCESS AND/OR USE OF THE INTERFACE AND/OR ALEX GRANT SMART CONTRACTS AND/OR YOUR PARTICIPATION IN THE PROGRAM;

8.1.2 NOTWITHSTANDING THE FOREGOING SECTION 8.1.1, THE AGGREGATE LOSSES THAT ALL ALEX PARTIES MAY COLLECTIVELY BE LIABLE FOR IN CONNECTION WITH YOUR ACCESS AND/OR USE OF THE INTERFACE AND ALEX GRANT SMART CONTRACTS AND YOUR PARTICIPATION IN THE PROGRAM SHALL BE LIMITED TO THE GRANT TOKENS TO WHICH YOU ARE ENTITLED TO WITHDRAW (IF ANY) PURSUANT TO THESE TERMS; AND

8.1.3 YOU SHALL NOT ASSERT ANY CLAIMS, ACTIONS OR PROCEEDINGS OF ANY KIND OR NATURE AGAINST ANY ALEX PARTY UNDER APPLICABLE LAWS UNLESS EXPRESSLY PERMITTED PURSUANT TO THESE TERMS.

8.1.4 NOTWITHSTANDING THE FOREGOING, IN THE EVENT THAT YOU ASSERT ANY CLAIMS, ACTIONS OR PROCEEDINGS OF ANY KIND OR NATURE AGAINST ANY ALEX PARTY, YOU WILL NO LONGER BE ENTITLED TO PARTICIPATE IN THE PROGRAM, OR WITHDRAW ANY GRANT TOKENS. YOU WILL ALSO BE REQUIRED TO FORTHWITH RETURN ANY GRANT TOKENS WHICH HAVE BEEN WITHDRAWN (IF ANY). FOR THE AVOIDANCE OF DOUBT, THE ALEX PARTIES SHALL BE ENTITLED TO SET OFF THE VALUE OF ANY GRANT TOKENS ALLOCATED TO YOU AGAINST ANY PURPORTED LIABILITY OF AN ALEX PARTY TO YOU, WHETHER SUCH LIABILITY IS PRESENT OR FUTURE, LIQUIDATED OR UNLIQUIDATED, AND WHETHER OR NOT SUCH LIABILITY ARISES UNDER THESE TERMS.

8.2 YOUR ACCESS TO AND/OR USE OF THE INTERFACE AND ALEX GRANT SMART CONTRACTS AND YOUR PARTICIPATION IN THE PROGRAM IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.

8.3 NONE OF THE ALEX PARTIES SHALL BE LIABLE TO YOU FOR ANY LOSS OR DAMAGE ARISING OUT OF YOUR FAILURE TO KEEP YOUR PRIVATE KEYS OR LOGIN CREDENTIALS TO YOUR WALLET SECURE OR ANY OTHER UNAUTHORIZED ACCESS TO OR TRANSACTIONS INVOLVING YOUR WALLET.

9. Indemnification

9.1 To the fullest extent permitted by applicable laws, you shall indemnify, defend and hold each ALEX Party and its respective subsidiaries, related companies, affiliates, directors, officers, employees, agents, representatives, successors and permitted assignees (each an “Indemnified Person”, and collectively “Indemnified Persons”) harmless from and against any and all losses (including reasonable legal fees incurred or those necessary or appropriate to successfully establish the right to indemnification) filed or incurred by any: (i) Indemnified Person; or (ii) other third party against any of the Indemnified Persons, in each case, that relate to, are in connection with or arise out of any breach by you of any provision of these Terms and/or your use of the Affected Address(es) in connection with your participation in the Program. The relevant Indemnified Person reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to provide indemnification, and you agree to cooperate in the defense of such claims. You agree not to settle any such matter without the prior written consent of the relevant Indemnified Person or Indemnified Persons. The relevant Indemnified Person will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

10. Taxes

10.1 You are solely responsible for determining the tax implications and tax reporting requirements associated with your access and/or use of Interface and ALEX Grant Smart Contracts and/or associated with your participation in this Program (including the receipt of any Grant Tokens), and for paying any applicable taxes (“Payable Tax”) in each applicable jurisdiction in relation thereto. You shall be solely responsible for all losses, penalties, claims, fines, punishments or other liabilities arising from the non-fulfilment or non-performance to any extent of any of your obligations in relation to any Payable Tax.

10.2 No ALEX Party shall be responsible for, or responsible for determining, any Payable Tax attributable to you or declaring, withholding, collecting, reporting or remitting the correct amount of Payable Tax to any governmental or tax authority.

11. Electronic Communications with Company

11.1 The communications between you and any ALEX Party shall be via electronic means, either through the Interface or electronic mail.

11.2 For purposes of these Terms, you:

11.2.1 consent to receive communications from any ALEX Party in any electronic form; and

11.2.2 acknowledge and agree that all terms and conditions, agreements, notices, disclosures, and other communications that any ALEX Party provides to you electronically satisfy any legal requirement that would also be satisfied if such communications were to be via a physical copy. The foregoing shall not affect your non-waivable rights under any applicable law.

11.3 Any notice or communication authorised or required to be made to Company under these Terms shall be by way of email to [email protected] in writing in the English language.

12. Modification

12.1 These Terms (including such provisions of these Terms relating to the vesting of Grant Tokens subject of a Grant accepted under these Terms and the Vesting Schedule applicable thereto, and the terms for return of Grant Tokens in the event of recovery of Subsequent Recovered Assets) may from time to time be modified or amended in our sole discretion. The “Date Last Revised” specified on these Terms indicates the date on which these Terms were last modified. Any revision to these Terms shall take effect immediately upon such revised Terms being made accessible via the Interface. In the event of any revision to these Terms, you will be required to agree to such revised Terms when you next access and/or use the Interface and/or ALEX Grant Smart Contracts, and by your continued access and/or use of the Interface and/or ALEX Grant Smart Contracts, you shall be deemed to agree to and accept the Terms as revised.

13. Entire Agreement

These Terms constitute the entire agreement between you and Company in relation to your participation in the Program and your access and/or use of the Interface and ALEX Grant Smart Contracts in connection therewith, and supersedes all prior agreements, understandings or arrangements (both oral and written) in relation to your participation in the Program and your access and/or use of the Interface and ALEX Grant Smart Contracts in connection therewith.

14. Severability

14.1 If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.

14.2 The invalidity or unenforceability of any provision of these Terms under the law of any jurisdiction shall not affect these Terms’ validity or enforceability under the law of any other jurisdiction nor the validity or enforceability of any other provision.

15. Relationship of the Parties

Nothing contained in these Terms will be deemed to be construed by the Parties or any third party as creating a partnership, an agency relationship or joint venture between the Parties or any of their respective employees, representatives, or agents.

16. Third Party Rights

Save for the Indemnified Persons who shall have rights and benefits to the extent accorded thereto under these Terms, any person who is not a Party to these Terms shall have no right to enforce any provisions of this Terms.

17. Assignment

These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Company’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Company may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.

18. Surviving Terms

Sections 8 through 19 (including this Section 18) shall remain valid and in full force and effect notwithstanding any rescission or termination of these Terms. Without limiting the generality of the foregoing, any rights or obligations of the Parties in connection with any breach of these Terms accruing prior to, on or as a result of such termination or rescission shall continue to be in full force and effect notwithstanding such termination or rescission of these Terms.

19. Governing Law and Dispute Resolution

19.1 These Terms shall be governed by, and construed in accordance with, the laws of the Republic of Singapore.

19.2 Any dispute arising out of or in connection with these Terms, including any question regarding its existence, validity or termination, shall be referred to and finally be resolved by arbitration in the Republic of Singapore in accordance with the rules of the Singapore International Arbitration Centre for the time being in force, which rules are deemed to be incorporated by reference in this Section 19. The arbitration tribunal shall consist of a sole arbitrator to be appointed by the President of the SIAC. The seat of the arbitration shall be Singapore. The language of the arbitration shall be English. This arbitration agreement shall be governed by Singapore law. In respect of any court proceedings in Singapore commenced under the International Arbitration Act 1994 of Singapore in relation to the arbitration, the Parties agree: (1) to commence such proceedings before the Singapore International Commercial Court (in this Section 19, “SICC”); and (2) in any event, that such proceedings shall be heard and adjudicated by the SICC.

19.3 Each of the Parties irrevocably submits to the non-exclusive jurisdiction of the courts of the Republic of Singapore to support and assist the arbitration process pursuant to Section 19.2 of these Terms, including, if necessary, the grant of interlocutory relief pending the outcome of such arbitration.

19.4 BY AGREEING TO THESE TERMS AND NOTWITHSTANDING THE FOREGOING PROVISIONS OF THIS SECTION 19 OR ANY OTHER PROVISION CONTAINED HEREIN, YOU HEREBY IRREVOCABLY WAIVE ALL RIGHTS TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM (WHETHER BASED ON CONTRACT, TORT OR OTHERWISE) BROUGHT BY YOU OR ON YOUR BEHALF THAT RELATES TO OR ARISES UNDER OR IN CONNECTION WITH THESE TERMS. YOU FURTHER UNDERTAKE NOT TO INITIATE OR PARTICIPATE, AND WAIVE ANY RIGHT TO PARTICIPATE IN, ANY CLASS ACTION OR OTHER COLLECTIVE ACTION THAT RELATES TO OR ARISES UNDER OR IN CONNECTION WITH THESE TERMS, IN RESPECT OF YOUR ACCESS AND/OR USE OF THE INTERFACE AND ALEX GRANT SMART CONTRACTS AND YOUR PARTICIPATION IN THE PROGRAM.