VELVET TERMS OF SERVICE

Last Updated: May 13, 2026

Stronghold Fund One Inc., a corporation organized under the laws of the Republic of Panama (Law 32 of 1927) and domiciled in Panama City, Republic of Panama ("Velvet", the "Company", "we", "us", or "our"), provides a web-hosted, non-custodial user interface that can be used to connect with decentralized finance protocols, third-party applications, blockchain networks, smart contracts, and related digital asset infrastructure (collectively, "Protocols"). Our services may include, without limitation, our web application, mobile applications, application programming interfaces, software tools, dashboards, smart contract interfaces, artificial intelligence tools, assistive trading and portfolio tools, trading interfaces, vault interfaces, routing tools, analytics, and related services (collectively, the "Services"). The Services are primarily accessed through our websites, including velvet.capital, app.velvet.capital, dapp.velvet.capital, and any related subdomains, successor websites, applications, or interfaces operated by or on behalf of Velvet (collectively, the "Platform").

These Terms of Service (these "Terms" or this "Agreement") set forth the terms and conditions that govern your access to and use of the Platform and Services and form a legally binding agreement between Velvet and you and/or the entity you represent ("you", "your", or "User", and each of you and Velvet, a "Party"). If you use the Services on behalf of a company, organization, or other legal entity, then "you" includes both you and that entity, and you represent and warrant that you are authorized to bind that entity to these Terms.

Please read these Terms carefully. By accessing or using the Platform or Services in any manner, connecting a wallet, creating an account, executing a transaction, using an AI Feature, or otherwise interacting with the Services, you acknowledge and agree that you have read, understood, and accepted these Terms.

If you do not agree to these Terms, you must not access or use the Platform or Services.

IMPORTANT NOTICES — READ CAREFULLY

ARBITRATION AND CLASS ACTION WAIVER. These Terms require that most disputes be resolved by individual, binding arbitration seated in Panama and waive your right to participate in a class action, collective action, mass action, or representative proceeding. See Section 22.

ONE-YEAR LIMITATIONS PERIOD. Any claim arising out of or relating to these Terms or the Services must be brought within one (1) year after the claim arose, except where this limitation is prohibited by applicable law. See Section 22.

NON-CUSTODIAL SERVICE. Velvet does not take custody of your Digital Assets, does not hold your private keys or seed phrases, and cannot recover lost assets. See Sections 4 and 7.

NO AUTONOMOUS EXECUTION. AI Features respond to your instructions and prepare transactions for your review. You sign and authorize every on-chain action from your own wallet. Velvet does not execute trades autonomously. See Section 5.

NO PROFESSIONAL ADVICE. Nothing on the Platform constitutes financial, investment, legal, tax, or other professional advice. See Section 17.

NOT A REGISTERED FINANCIAL INSTITUTION. Velvet is not registered with the U.S. Securities and Exchange Commission, the U.S. Commodity Futures Trading Commission, the U.S. Financial Crimes Enforcement Network, or any equivalent regulatory authority. See Section 4.

RESTRICTED JURISDICTIONS. The Services are not offered to U.S. residents, EU/UK residents, or persons in sanctioned jurisdictions. See Section 9.

1 DEFINITIONS

In addition to terms defined elsewhere in these Terms:

• "AI Features" means AI-powered tools, copilots, natural-language interfaces, assistive trading and portfolio tools, signal generators, alerts, and similar functionality offered by Velvet, including the feature marketed as Velvet Unicorn.
• "Beta Features" has the meaning given in Section 6.
• "Content" means text, graphics, images, designs, logos, trademarks, software, code, data, audio, video, works of authorship, analytics, dashboards, interfaces, documentation, and other materials made available through the Platform or Services.
• "Digital Assets" means tokens, cryptocurrencies, stablecoins, NFTs, vault shares, LP tokens, staking positions, claims, rewards, and other crypto or blockchain-based assets.
• "Incentive Programs" has the meaning given in Section 14.
• "Third-Party Services and Materials" has the meaning given in Section 12.
• "User Content" means any content, data, instructions, prompts, strategies, configurations, comments, posts, messages, files, feedback, wallet labels, portfolio data, or other material that you submit, upload, transmit, store, generate, or make available through the Platform or Services.
• "Velvet Parties" means Velvet, its affiliates, subsidiaries, directors, officers, employees, contractors, agents, representatives, service providers, licensors, and partners.

2 ACCEPTANCE OF TERMS AND PRIVACY POLICY

Your use of the Platform and Services is conditioned upon your acceptance of these Terms. By accessing or using the Platform or Services, you expressly acknowledge and agree to be bound by these Terms and all terms incorporated by reference.

By agreeing to these Terms, you certify that you are at least eighteen (18) years of age or the age of majority in the jurisdiction where you reside, whichever is older, and that you have the legal capacity to enter into this Agreement.

Your use of the Platform and Services is also subject to our Privacy Policy, which describes how we collect, use, disclose, and otherwise process information. The Privacy Policy is incorporated into these Terms by reference.

3 NO-RELIANCE ACKNOWLEDGEMENT

You acknowledge and agree that you have not relied on, and Velvet has not made, any representation, warranty, statement, projection, promise, recommendation, or assurance, whether written or oral, except as expressly set forth in these Terms. Statements made by Velvet personnel, marketing materials, social media posts, community channels (including Telegram, Discord, and X/Twitter), blog posts, documentation, AI Feature outputs, or other communications outside these Terms are not representations of Velvet and shall not form a basis for any claim against Velvet.

You make your own decisions about Digital Assets, Protocols, strategies, and transactions based on your own analysis and judgment.

4 PLATFORM DISCLAIMER; REGULATORY STATUS

THE PLATFORM IS A NON-CUSTODIAL ADMINISTRATIVE AND TECHNOLOGY INTERFACE ONLY. VELVET DOES NOT CURRENTLY OPERATE AS, AND IS NOT REGISTERED OR LICENSED AS, A BROKER, DEALER, EXCHANGE, CUSTODIAN, BANK, FINANCIAL INSTITUTION, INVESTMENT ADVISER, COMMODITY TRADING ADVISER, ROBO-ADVISER, MONEY SERVICES BUSINESS, MONEY TRANSMITTER, INTERMEDIARY, CLEARING AGENCY, LENDER, FIDUCIARY, OR TAX, LEGAL, OR FINANCIAL ADVISER. THE CORPORATE OBJECTS OF STRONGHOLD FUND ONE INC. AS SET OUT IN ITS ARTICLES OF INCORPORATION DESCRIBE THE LEGAL CAPACITY OF THE CORPORATION AND DO NOT REFLECT THE ACTUAL ACTIVITIES OR REGULATED STATUS OF VELVET.

VELVET IS NOT REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION, THE U.S. COMMODITY FUTURES TRADING COMMISSION, THE U.S. FINANCIAL CRIMES ENFORCEMENT NETWORK, OR ANY OTHER U.S. FEDERAL OR STATE FINANCIAL REGULATORY AUTHORITY, AND IS NOT REGISTERED WITH ANY EQUIVALENT REGULATORY AUTHORITY IN ANY OTHER JURISDICTION. THE SERVICES ARE NOT OFFERED OR REGISTERED AS SECURITIES, INVESTMENT CONTRACTS, COMMODITY POOLS, OR OTHER REGULATED FINANCIAL PRODUCTS.

VELVET DOES NOT TAKE CUSTODY OF YOUR DIGITAL ASSETS, DOES NOT HOLD PRIVATE KEYS OR SEED PHRASES, DOES NOT GUARANTEE TRANSACTION EXECUTION, DOES NOT GUARANTEE PROFITABILITY, AND DOES NOT CONTROL THIRD-PARTY PROTOCOLS, BLOCKCHAIN NETWORKS, DECENTRALIZED EXCHANGES, BRIDGES, OR SMART CONTRACTS.

ANY TRANSACTION YOU INITIATE THROUGH THE PLATFORM, INCLUDING TRANSACTIONS PREPARED WITH THE ASSISTANCE OF AI FEATURES, IS YOUR RESPONSIBILITY. YOU SHOULD NOT CONSIDER ANY CONTENT, OUTPUT, SIGNAL, STRATEGY, ANALYTICS, OR INFORMATION AVAILABLE THROUGH THE PLATFORM AS FINANCIAL, INVESTMENT, LEGAL, REGULATORY, TAX, ACCOUNTING, OR OTHER PROFESSIONAL ADVICE.

5 AI FEATURES

The Platform includes AI Features that may assist you in interacting with blockchain networks, smart contracts, Protocols, and Digital Assets. AI Features respond to instructions you provide in natural language. They may prepare transactions, draft strategies, propose routes, summarize information, generate recommendations, simulate transactions, or otherwise produce outputs in response to your instructions.

AI Features do not execute on-chain transactions on their own. AI Features prepare proposed transactions and information for your review. Every on-chain action requires your authorization and signature from your own wallet. Velvet does not have authority to move, trade, transfer, lend, stake, bridge, or otherwise direct your Digital Assets, and cannot do so.

By using AI Features, you acknowledge and agree that:

• AI-generated outputs may be inaccurate, incomplete, outdated, misleading, unsuitable, or wrong;
• AI Features may misunderstand your instructions, fail to account for market conditions, fail to detect risks, or produce unexpected results;
• AI Features may rely on third-party data, external sources, blockchain data, market data, liquidity information, wallet data, or protocol data that may be inaccurate, delayed, incomplete, unavailable, or manipulated;
• You are solely responsible for reviewing, verifying, and approving any proposed transaction, strategy, parameter, permission, allowance, output, or action before signing or authorizing it from your wallet;
• Velvet does not guarantee any profit, return, yield, execution result, strategy performance, risk reduction, tax outcome, or other financial outcome from AI Features;
• Velvet does not act as your investment adviser, fiduciary, broker, dealer, portfolio manager, or agent by providing AI Features; and
• You assume all risks arising from your use of AI Features, including loss of Digital Assets.

AI Features are tools only. You remain solely responsible for all decisions, instructions, approvals, signatures, and transactions, and for the consequences of your use of AI Features.

6 BETA AND PRE-RELEASE FEATURES

Certain Services, features, tools, integrations, user interfaces, APIs, strategies, smart contract interactions, AI Features, or other functionality may be identified as beta, experimental, preview, early access, or pre-release features (collectively, "Beta Features"). Velvet may also make certain features available before they are complete or fully tested.

Beta Features may be incomplete, unstable, inaccurate, unavailable, or subject to change. Beta Features may contain bugs, errors, inaccuracies, vulnerabilities, interruptions, delays, downtime, security issues, data inconsistencies, or functionality that does not operate as expected. Beta Features may result in failed transactions, unintended transactions, incorrect transaction routing, inaccurate outputs, incomplete data, lost data, or other losses.

Your use of Beta Features is entirely at your own risk. Velvet has no obligation to maintain, support, update, continue, or make generally available any Beta Feature. Velvet may modify, suspend, restrict, disable, or discontinue any Beta Feature at any time, with or without notice and without liability to you.

7 ACCOUNT REGISTRATION; WALLET, KEYS, AND SECURITY

7.1 Account Registration

To access certain Services, you may need to create an account, connect a wallet, provide an email address, authenticate through a third-party provider, complete verification, or otherwise provide information to Velvet.

You agree to provide accurate, current, and complete information and to keep it updated. You are responsible for maintaining the confidentiality and security of your account credentials, wallet credentials, devices, private keys, seed phrases, passwords, authentication methods, and any other access methods used in connection with the Services.

You are responsible for all activities that occur through your account, wallet, device, credentials, or access method, whether or not authorized by you. You must notify Velvet immediately if you become aware of unauthorized access, suspicious activity, or any security breach.

Velvet may suspend, restrict, or terminate your account or access to the Services at any time, for any reason, including if Velvet determines that you provided inaccurate information, violated these Terms, created compliance risk, created security risk, or no longer satisfy the eligibility requirements.

7.2 Responsibility for Digital Assets

You are solely responsible for maintaining access to and securing your Digital Assets. Velvet is non-custodial. Velvet does not custody your Digital Assets, does not hold your private keys or seed phrases, does not control your wallet, and cannot recover your Digital Assets if you lose access.

You acknowledge and agree that:

• anyone with access to your private keys, seed phrase, wallet, or account credentials may access, transfer, trade, spend, or lose your Digital Assets;
• if you lose your private keys, seed phrase, wallet credentials, or other access method, your Digital Assets may be permanently inaccessible;
• blockchain transactions are generally irreversible;
• Velvet cannot reverse transactions, restore lost assets, recover private keys, reset blockchain permissions, or guarantee wallet security;
• you are responsible for verifying transaction details before signing or authorizing any transaction; and
• you bear all risk of loss arising from your wallet, credentials, devices, approvals, smart contract permissions, or Digital Assets.

Velvet will never ask you for your seed phrase, private key, or password. Anyone who does is attempting fraud.

8 KNOW YOUR CUSTOMER AND ANTI-MONEY LAUNDERING

Velvet may, in its sole discretion or where required by applicable law, perform know-your-customer, sanctions screening, fraud prevention, anti-money laundering, counter-terrorist financing, source-of-funds, source-of-wealth, or other compliance checks (collectively, "Compliance Checks").

You agree to provide promptly any information or documentation that Velvet requests in connection with Compliance Checks. Such information may include legal name, date of birth, nationality, residence, address, beneficial ownership information, government identification, corporate documents, wallet ownership verification, source-of-funds information, source-of-wealth information, transaction history, tax forms, or other information.

Velvet may suspend, restrict, terminate, or deny access to the Services if you do not provide requested information, if Velvet cannot verify your information, if Velvet identifies compliance risk, or if Velvet suspects that the Services are being used in connection with illegal activity, sanctions evasion, fraud, market manipulation, money laundering, terrorist financing, or other prohibited conduct.

Velvet may share information with service providers, analytics providers, blockchain monitoring providers, law enforcement, regulators, courts, governmental authorities, or other parties where Velvet determines that such sharing is appropriate or required by law, in accordance with the Privacy Policy.

9 ELIGIBILITY AND RESTRICTED JURISDICTIONS

9.1 General Eligibility

You may use the Services only if you are legally permitted to do so under all applicable laws and regulations.

You may not access or use the Services if you are:

• under eighteen (18) years old or under the age of majority in your jurisdiction;
• located in, organized in, resident in, citizen of, or accessing the Services from any jurisdiction where your use of the Services would be illegal or would require Velvet to be registered, licensed, authorized, or approved in a manner that Velvet has not obtained;
• subject to sanctions or listed on any sanctions, restricted party, denied persons, blocked persons, or similar list maintained by any governmental authority, including the lists maintained by Panama's Unidad de Análisis Financiero (UAF), the U.S. Office of Foreign Assets Control (OFAC), the United Nations, the European Union, the United Kingdom's HM Treasury, or any other relevant authority;
• owned or controlled by, acting on behalf of, or acting for the benefit of any person described above; or
• otherwise prohibited from using the Services under these Terms or applicable law.

9.2 Restricted Jurisdictions

The Services are not offered, and you may not access or use the Services, if you are located in, organized in, resident in, citizen of, or accessing the Services from:

• the United States of America, including Puerto Rico, the U.S. Virgin Islands, and any other U.S. territory;
• the European Economic Area or the United Kingdom;
• any jurisdiction subject to comprehensive sanctions, embargoes, or trade restrictions administered or enforced by the Republic of Panama, the United Nations, the United States, the European Union, the United Kingdom, or any other relevant authority, currently including Cuba, Iran, North Korea, Syria, the Crimea region of Ukraine, and the so-called Donetsk and Luhansk People's Republics; or
• any other jurisdiction that Velvet identifies from time to time as restricted.

Velvet may update restricted jurisdictions at any time in its sole discretion.

9.3 Anti-Circumvention

The use of virtual private networks (VPNs), proxies, relays, remote access tools, location-masking technology, false information, or any other method to bypass geographic, sanctions, compliance, or eligibility restrictions is strictly prohibited and is a material breach of these Terms.

You represent and warrant that you satisfy all eligibility requirements and will not use the Services in violation of applicable law or these Terms.

10 LEGALITY AND COMPLIANCE

You are solely responsible for complying with all laws, rules, regulations, licensing requirements, tax obligations, reporting obligations, sanctions restrictions, exchange controls, and other legal obligations applicable to your access to and use of the Services.

Velvet does not represent that the Services are appropriate, available, lawful, or permitted in any particular jurisdiction. Access to or use of the Services is prohibited where such access or use would violate applicable law or subject Velvet to registration, licensing, authorization, approval, or regulatory obligations that Velvet has not obtained.

Neither the Platform nor the Services should be construed as an offer, solicitation, recommendation, or invitation to use any product or service in any jurisdiction where such offer, solicitation, recommendation, or invitation would be unlawful.

11 FEEDBACK

We welcome feedback, comments, ideas, proposals, suggestions, improvements, feature requests, bug reports, and other communications about the Platform or Services (collectively, "Feedback").

By submitting Feedback, you grant Velvet a worldwide, non-exclusive, perpetual, irrevocable, transferable, sublicensable, royalty-free, fully paid license to use, reproduce, modify, distribute, display, perform, commercialize, create derivative works from, and otherwise exploit such Feedback for any purpose, without restriction or compensation to you.

12 THIRD-PARTY SERVICES, PROTOCOLS, AND MATERIALS

The Services may display, include, link to, integrate with, route through, or otherwise make available services, content, data, information, applications, smart contracts, decentralized exchanges, bridges, liquidity sources, or materials provided by third parties (collectively, "Third-Party Services and Materials").

Third-Party Services and Materials may include blockchain networks, decentralized exchanges, aggregators, bridges, lending protocols, staking protocols, vaults, yield protocols, token issuers, data providers, wallet providers, analytics providers, RPC providers, oracles, indexers, infrastructure providers, fiat on-ramp providers, AI model providers, and other decentralized or centralized services.

Velvet does not control, endorse, operate, guarantee, or assume responsibility for Third-Party Services and Materials. Your use of Third-Party Services and Materials may be governed by separate terms, policies, smart contracts, governance rules, or protocol rules. You are solely responsible for reviewing and complying with them.

Velvet is not responsible or liable for:

• the content, accuracy, completeness, timeliness, reliability, legality, availability, quality, security, or performance of Third-Party Services and Materials;
• the manner in which third parties process, store, use, disclose, or protect data;
• any fees, charges, slippage, losses, exploits, downtime, failed transactions, delayed transactions, liquidity issues, liquidation events, impermanent loss, oracle failures, bridge failures, or other risks arising from Third-Party Services and Materials; or
• any damage or loss caused or alleged to be caused by your use of or reliance on Third-Party Services and Materials.

You irrevocably waive any claim against Velvet arising from or relating to Third-Party Services and Materials.

13 CONTENT; INTELLECTUAL PROPERTY; USER CONTENT

13.1 Velvet's IP

Velvet and its licensors own all rights, title, and interest in and to the Platform, Services, Content, software, technology, branding, trademarks, logos, trade names, service marks, designs, interfaces, and intellectual property, excluding User Content. You may not remove, obscure, or alter any proprietary notices.

13.2 User Content

Velvet does not claim ownership of your User Content. Subject to the license granted below, you retain any rights you may have in User Content.

Unless otherwise stated in writing, Velvet does not endorse, verify, approve, or assume responsibility for User Content. You are solely responsible for your User Content and represent and warrant that you have all rights necessary to provide such User Content and that your User Content does not violate applicable law, third-party rights, or these Terms.

13.3 License to User Content

By submitting, uploading, transmitting, storing, generating, or making available User Content through the Platform or Services, you grant Velvet a worldwide, non-exclusive, royalty-free, fully paid, transferable, sublicensable license to use, reproduce, modify, adapt, process, store, display, perform, distribute, create derivative works from, and otherwise use your User Content as necessary to operate, provide, improve, secure, develop, market, and support the Platform and Services, subject to the Privacy Policy.

You acknowledge that even after deletion, certain User Content may persist in backups, logs, caches, blockchain records, third-party systems, analytics systems, or other records where deletion is technically impracticable, legally restricted, or inconsistent with blockchain immutability.

13.4 License to the Platform

Subject to your compliance with these Terms, Velvet grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable right to access and use the Platform and Services solely for your personal or internal business use and solely in accordance with these Terms.

Except as expressly permitted by these Terms or by Velvet in writing, you agree not to:

• copy, modify, adapt, translate, distribute, sell, lease, license, sublicense, publicly display, publicly perform, transmit, reproduce, create derivative works from, or otherwise exploit the Platform, Services, or Content;
• reverse engineer, decompile, disassemble, decode, or attempt to derive source code, underlying ideas, algorithms, models, or architecture from the Platform or Services;
• access or use the Platform or Services to build a competing product or service;
• use the Platform or Services for unauthorized commercial purposes;
• use bots, scrapers, crawlers, spiders, automation tools, data mining tools, or other automated methods to access, monitor, extract, copy, or collect data, except as expressly permitted by Velvet;
• circumvent, disable, interfere with, or bypass any access control, security measure, rate limit, geographic restriction, compliance control, wallet restriction, or other technological measure;
• use the Platform or Services in any manner that could disable, overburden, damage, disrupt, or impair the Platform, Services, networks, systems, wallets, accounts, Protocols, or other users;
• introduce viruses, trojan horses, worms, logic bombs, malware, or other harmful materials;
• attempt unauthorized access to any system, account, wallet, network, smart contract, or Protocol;
• use the Platform or Services for unlawful, fraudulent, deceptive, abusive, harassing, defamatory, obscene, hateful, violent, exploitative, manipulative, or otherwise objectionable purposes;
• use the Platform or Services to violate sanctions, market abuse laws, securities laws, commodities laws, money transmission laws, tax laws, privacy laws, intellectual property laws, or other applicable laws; or
• access or use the Platform or Services in any way not expressly permitted by these Terms.

14 INCENTIVE PROGRAMS

Velvet may offer affiliate, referral, points, cashback, staking, trading rewards, fee rebates, loyalty, incentive, promotional, or other engagement programs (collectively, "Incentive Programs").

Participation in any Incentive Program is subject to these Terms and any additional terms, rules, criteria, or conditions published by Velvet. Velvet may determine eligibility, reward rates, tiers, calculations, qualification criteria, vesting requirements, minimum activity thresholds, payout methods, and distribution timing in its sole discretion.

Velvet may modify, pause, suspend, terminate, revoke, withhold, claw back, or adjust any Incentive Program or any related reward at any time, with or without notice, except to the extent a reward is governed solely by immutable on-chain smart contract logic.

You agree not to abuse, manipulate, exploit, game, or artificially inflate any Incentive Program, including through wash trading, spoofing, fake referrals, self-referrals, sybil activity, multiple accounts, bots, spam, misleading promotions, unauthorized advertising, or any activity designed to generate rewards without genuine use.

Participation in an Incentive Program does not create any employment, agency, partnership, franchise, joint venture, broker, dealer, representative, fiduciary, or advisory relationship between you and Velvet.

You are solely responsible for determining, reporting, and paying any taxes arising from Incentive Programs. Velvet does not provide tax advice and is not responsible for withholding, reporting, or remitting taxes on your behalf unless required by applicable law.

15 FEES

Use of the Platform and Services may involve fees, including:

• blockchain network fees, gas fees, priority fees, validator fees, or other transaction costs;
• third-party Protocol fees, exchange fees, bridge fees, liquidity provider fees, aggregator fees, or infrastructure fees;
• Velvet platform fees, trading fees, service fees, subscription fees, performance-related fees, vault-related fees, or other fees; and
• fees associated with Third-Party Services and Materials.

Fees may vary based on network conditions, asset type, transaction type, routing, liquidity, strategy, protocol, volume, user tier, staking status, promotional program, or other factors. Velvet may change fees at any time in its sole discretion.

The Platform may display fee estimates, transaction estimates, exchange rate estimates, price estimates, gas estimates, slippage estimates, route estimates, or expected output estimates. Such estimates are not guaranteed and may differ from actual costs, execution prices, received amounts, settlement amounts, or final transaction outcomes.

You are solely responsible for all fees, charges, costs, taxes, and expenses associated with your use of the Platform and Services.

16 TAXES

You are solely responsible for determining, reporting, withholding, collecting, and remitting any taxes, duties, levies, or similar obligations arising from your use of the Platform or Services, including transactions, rewards, referrals, incentives, airdrops, staking, vaults, swaps, bridging, lending, borrowing, gains, losses, or other Digital Asset activity.

Velvet may provide transaction history or other data as a convenience, but Velvet does not guarantee the completeness, accuracy, or suitability of such data for tax reporting. Velvet does not provide tax advice.

17 NO PROFESSIONAL ADVICE; NO FIDUCIARY DUTIES

All information, analytics, content, outputs, signals, routes, strategies, vaults, portfolios, AI outputs, token information, protocol information, charts, rankings, notifications, alerts, or other materials made available through the Platform or Services are provided for informational and technological purposes only.

Nothing on or through the Platform or Services constitutes or should be construed as financial, investment, trading, legal, regulatory, accounting, tax, securities, commodities, derivatives, insurance, or other professional advice.

Velvet does not recommend that you buy, sell, hold, stake, lend, borrow, bridge, rebalance, deposit, withdraw, swap, transfer, or otherwise transact in any Digital Asset or use any Protocol, strategy, vault, portfolio, or AI Feature. Velvet does not make suitability determinations and does not owe you fiduciary duties.

You are solely responsible for evaluating whether any transaction, Digital Asset, Protocol, strategy, vault, or AI output is appropriate for you, including based on your objectives, risk tolerance, financial situation, tax circumstances, jurisdiction, and legal obligations. You should consult qualified professional advisers before making financial, legal, tax, or other decisions.

18 ASSUMPTION OF RISKS

By accessing or using the Platform or Services, you acknowledge and assume all risks associated with Digital Assets, blockchain technology, smart contracts, DeFi, Third-Party Services and Materials, and AI Features.

Such risks include, without limitation:

• loss of Digital Assets, including total loss;
• volatility and rapid price changes;
• insufficient liquidity, market depth, or counterparty availability;
• slippage, failed transactions, delayed transactions, or partial execution;
• front-running, sandwich attacks, miner/maximum extractable value (MEV), transaction reordering, censorship, or priority fee competition;
• smart contract bugs, vulnerabilities, exploits, hacks, or design flaws;
• bridge failures, bridge hacks, wrapped asset failures, cross-chain message failures, or chain-specific risks;
• oracle failures, stale data, manipulated data, indexer failures, or inaccurate third-party data;
• governance attacks, protocol parameter changes, forks, chain reorganizations, validator failures, sequencer failures, RPC outages, network congestion, or blockchain downtime;
• wallet compromise, phishing, malware, spoofed interfaces, malicious signatures, malicious approvals, or unauthorized transactions;
• liquidation risk, impermanent loss, vault strategy failure, staking penalties, slashing, lockups, withdrawal delays, or redemption limitations;
• AI errors, incorrect assumptions, hallucinated outputs, poor strategy selection, or failure to act;
• regulatory changes, enforcement actions, restrictions, taxation, reporting obligations, or legal uncertainty;
• uninsured losses; and
• risks that are unknown, unexpected, or not reasonably foreseeable.

Digital Assets are not deposits of or guaranteed by any bank, are not insured by the FDIC, the SIPC, or any governmental agency, and may have little or no value.

Velvet does not have the ability to reverse transactions submitted to a public blockchain. You are responsible for ensuring that all transaction details, permissions, wallet addresses, token amounts, slippage settings, gas settings, routes, approvals, and other parameters are accurate before signing or authorizing any transaction.

19 PROHIBITED ACTIVITIES

You agree not to engage in, attempt to engage in, facilitate, assist, or encourage any prohibited activity in connection with the Platform or Services, including:

• violating any applicable law, regulation, rule, order, sanctions requirement, or legal obligation;
• fraud, misrepresentation, deception, identity theft, phishing, scams, or unlawful acquisition of property;
• money laundering, terrorist financing, sanctions evasion, or concealment of illegal proceeds;
• market manipulation, spoofing, wash trading, front-running, pump-and-dump schemes, abusive trading, or other activity that violates market integrity rules;
• gambling, illegal lotteries, unlawful betting, or other prohibited gaming activity;
• cyberattacks, denial-of-service attacks, malware, credential theft, exploitation of vulnerabilities, unauthorized access, or interference with systems;
• intellectual property infringement or misappropriation;
• unauthorized scraping, crawling, data mining, reverse engineering, or automated extraction;
• use of VPNs, proxies, or other tools to bypass geographic, sanctions, compliance, or eligibility restrictions;
• use of the Platform or Services to create, sell, distribute, or promote unlawful, harmful, deceptive, or abusive content or activity;
• abuse or manipulation of Incentive Programs;
• use of the Platform or Services for transactions involving stolen assets, hacked funds, ransomware proceeds, darknet market proceeds, sanctioned wallets, or other illicit assets; or
• any activity that Velvet determines, in its sole discretion, creates legal, regulatory, security, reputational, operational, or financial risk.

Velvet may monitor activity for compliance, security, fraud prevention, and legal purposes, but has no obligation to do so.

20 WARRANTY DISCLAIMERS

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE PLATFORM, SERVICES, CONTENT, AI FEATURES, THIRD-PARTY SERVICES AND MATERIALS, DIGITAL ASSETS, PROTOCOLS, AND BLOCKCHAIN NETWORKS IS AT YOUR OWN RISK.

THE PLATFORM AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VELVET DISCLAIMS ALL WARRANTIES, INCLUDING WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, RELIABILITY, AVAILABILITY, SECURITY, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

VELVET DOES NOT WARRANT THAT THE PLATFORM OR SERVICES WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, FREE OF BUGS OR VULNERABILITIES, OR THAT ANY DEFECTS WILL BE CORRECTED. VELVET DOES NOT WARRANT THAT ANY AI OUTPUT, TRANSACTION, ROUTE, STRATEGY, DATA, PRICE, FEE, REWARD, OR RESULT WILL BE ACCURATE, PROFITABLE, COMPLETE, OR SUITABLE.

21 INDEMNITY; LIMITATION OF LIABILITY; RELEASE

21.1 Indemnity

You agree to indemnify, defend, and hold harmless the Velvet Parties from and against any and all claims, disputes, demands, liabilities, damages, losses, costs, expenses, penalties, fines, and fees, including reasonable attorneys' fees and accounting fees, arising out of or relating to:

• your access to or use of the Platform, Services, Content, AI Features, Digital Assets, Protocols, or Third-Party Services and Materials;
• your User Content, Feedback, instructions, prompts, strategies, settings, configurations, signatures, approvals, or transactions;
• your violation of these Terms;
• your violation of applicable law or third-party rights;
• your negligence, misconduct, fraud, misrepresentation, or prohibited activity;
• any activity conducted through your account, wallet, device, credentials, or access method;
• your tax, reporting, regulatory, or compliance obligations; or
• loss of, compromise of, or unauthorized use of your wallet, private keys, seed phrase, credentials, or access methods.

Velvet may control the defense or settlement of any claim subject to indemnification, and you agree to cooperate fully with Velvet in connection with such defense or settlement. You may not settle any claim without Velvet's prior written consent.

21.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ANY VELVET PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, ENHANCED, OR SIMILAR DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, DATA, DIGITAL ASSETS, TOKENS, PRIVATE KEYS, USE, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THESE TERMS, THE PLATFORM, SERVICES, CONTENT, AI FEATURES, THIRD-PARTY SERVICES AND MATERIALS, DIGITAL ASSETS, PROTOCOLS, OR BLOCKCHAIN NETWORKS, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTE, OR ANY OTHER THEORY, EVEN IF A VELVET PARTY HAS BEEN ADVISED OF OR KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF THE VELVET PARTIES ARISING OUT OF OR RELATING TO THESE TERMS, THE PLATFORM, OR THE SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNT OF FEES YOU PAID DIRECTLY TO VELVET FOR USE OF THE SERVICES IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS (US$100).

Carve-out for willful misconduct and gross negligence. Nothing in this Section 21.2 limits or excludes liability for damages caused by Velvet's willful misconduct (dolo) or gross negligence (culpa grave) where such liability cannot lawfully be excluded under the laws of the Republic of Panama or other applicable mandatory law. Some jurisdictions do not allow certain exclusions or limitations of liability, so some of the above limitations may not apply to you. In such jurisdictions, liability is limited to the fullest extent permitted by applicable law.

You acknowledge and agree that the disclaimers, limitations of liability, indemnities, and releases in these Terms are essential elements of the bargain between you and Velvet and that Velvet would not provide the Platform or Services without them.

21.3 Release

To the fullest extent permitted by applicable law, you release and forever discharge the Velvet Parties from any and all claims, disputes, demands, rights, obligations, liabilities, actions, and causes of action of every kind and nature, known or unknown, arising out of or relating to the Platform, Services, Content, AI Features, Third-Party Services and Materials, Digital Assets, Protocols, blockchain networks, wallets, transactions, or these Terms.

You waive any law or principle that would limit the effect of this release to claims that you know or suspect to exist at the time of agreeing to this release.

22 DISPUTE RESOLUTION; ARBITRATION; CLASS WAIVER

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES INDIVIDUAL BINDING ARBITRATION FOR MOST DISPUTES AND LIMITS THE MANNER IN WHICH YOU MAY SEEK RELIEF.

22.1 Scope

You and Velvet agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Platform, the Services, Content, AI Features, Digital Assets, Protocols, Third-Party Services and Materials, or any relationship between you and Velvet (each, a "Dispute") shall be resolved through confidential, final, and binding individual arbitration as set out in this Section 22, except as expressly stated below.

22.2 Carve-Outs and Interim Relief

This Section 22 does not apply to: (a) actions to enforce intellectual property rights, confidential information, or trade secrets; (b) actions for temporary, preliminary, or injunctive relief to prevent unauthorized access, misuse, or abuse of the Platform or Services or to prevent imminent harm; (c) claims that, under applicable law, may not lawfully be subject to pre-dispute arbitration agreements (including, where applicable and non-waivable, certain consumer-protection, data-breach, or whistleblower claims); and (d) small-claims actions brought on an individual basis in a court of competent jurisdiction, where available.

In addition, and without prejudice to the foregoing, either Party may seek interim or conservatory measures from the arbitrator under Article 17 of Panama Law 131 of 2013 or from a court of competent jurisdiction before or during the pendency of any arbitration. A request for interim measures from a court shall not be deemed a waiver of the right to arbitrate.

22.3 Pre-Arbitration Notice and Good-Faith Negotiation

Before initiating arbitration, the Party seeking relief must send written notice of the Dispute to the other Party. Notice to Velvet must be sent to [email protected] and must include your name, residence address, email address, wallet address if relevant, a description of the nature and basis of the Dispute, and the specific relief sought.

The Parties shall attempt in good faith to resolve the Dispute informally for ninety (90) days after notice is received. If the Dispute is not resolved within ninety (90) days, either Party may submit the Dispute to arbitration. Compliance with this Section 22.3 is a condition precedent to commencing arbitration; arbitration filings made without proper notice and a good-faith negotiation period may be dismissed or stayed at the other Party's request, and any associated arbitration filing fees are not recoverable.

22.4 Arbitration Administration and Rules

Arbitration shall be administered by the Centro de Conciliación y Arbitraje de Panamá (CCAP) under its applicable arbitration rules then in effect (or, if CCAP is unavailable, by another reputable arbitration administrator selected by Velvet from among the established arbitration centers of the Republic of Panama). The arbitration shall be governed by Panama Law 131 of 2013 on commercial arbitration. The arbitration shall be conducted by a single arbitrator. The seat and place of arbitration shall be the City of Panama, Republic of Panama. The language of arbitration shall be English; documents in Spanish may be submitted without translation, and the arbitrator shall accept evidence in both English and Spanish. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. The award shall be enforceable internationally under the 1958 New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards, to which the Republic of Panama is a signatory.

Arbitration may be conducted remotely (including by video conference) where the arbitrator determines remote proceedings to be appropriate.

22.5 Class, Collective, and Representative Action Waiver

You and Velvet agree that arbitration shall be conducted only on an individual basis and not as a class, collective, consolidated, mass, private attorney general, or representative action. The arbitrator may not consolidate claims of more than one person and may not preside over any class, collective, consolidated, mass, private attorney general, or representative proceeding, except as expressly provided in Section 22.6 (mass arbitration protocol).

You and Velvet waive the right to a jury trial and the right to participate as a plaintiff or class member in any class, collective, consolidated, mass, private attorney general, or representative action.

If a court of competent jurisdiction finds that this Section 22.5 is unenforceable with respect to a particular Dispute or a particular form of relief that cannot lawfully be waived, that Dispute or form of relief (and only that Dispute or form of relief) shall be severed from the arbitration agreement and may proceed in a court of competent jurisdiction, while the remainder of this Section 22 shall remain in full force and effect.

22.6 Mass Arbitration Protocol

If twenty-five (25) or more arbitration demands are filed against Velvet asserting Disputes raising substantially common questions of law or fact, are represented by the same or coordinated counsel, or are filed in coordinated fashion within a ninety-day period (a "Mass Filing"), the following protocol applies:

• Velvet and claimants' counsel shall meet and confer in good faith to attempt to streamline the proceedings, including by selecting a number of representative bellwether arbitrations (not to exceed ten) to proceed first.
• The remaining arbitrations in the Mass Filing shall be stayed pending resolution of the bellwether arbitrations.
• After the bellwether arbitrations conclude, Velvet and claimants' counsel shall again meet and confer in good faith, including with respect to global resolution, mediation, or sequencing of remaining arbitrations.
• Filing fees, administrative fees, and arbitrator fees for staged or stayed arbitrations are not due, and shall not be owed by Velvet, until the relevant arbitration is permitted to proceed under this protocol.
• The Parties expressly authorize and direct the arbitration administrator and any arbitrator(s) appointed in connection with a Mass Filing to enforce this protocol, including by staying proceedings, deferring fee collection, and ordering the bellwether sequencing described above.

This Section 22.6 is intended to provide an orderly, fair, and efficient process for the resolution of Mass Filings while preserving each claimant's individual right to arbitrate their Dispute.

22.7 One-Year Limitations Period

Any Dispute must be brought within one (1) year after the claim arose, or such Dispute is permanently barred, except where this limitation is prohibited by applicable law, in which case the shortest period permitted by applicable law applies.

22.8 Confidentiality

The existence, contents, and result of any arbitration shall be kept confidential by the Parties, except as necessary to enforce an award, comply with applicable law, or comply with court order.

22.9 Severability of Arbitration Provisions

If any portion of this Section 22 is found unenforceable or unlawful, the unenforceable portion shall be severed and the remainder shall continue in full force and effect. If the class-action waiver in Section 22.5 is found unenforceable as to a particular Dispute, that Dispute shall be severed from the arbitration agreement as set out in Section 22.5; the remainder of Section 22 shall remain in force.

23 GOVERNING LAW AND FORUM

These Terms, and any Dispute arising out of or relating to these Terms, the Platform, or the Services, shall be governed by and construed in accordance with the laws of the Republic of Panama, without regard to conflict of law rules or principles that would cause the application of the laws of any other jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

For Disputes not subject to arbitration (including the carve-outs in Section 22.2), you and Velvet agree to the exclusive jurisdiction of the courts of the Republic of Panama sitting in the City of Panama, and waive any objection to such jurisdiction or venue on the grounds of inconvenient forum or otherwise.

24 SUSPENSION, RESTRICTION, AND TERMINATION

Velvet may, at any time and in its sole discretion, with or without notice and without liability, suspend, restrict, disable, block, limit, or terminate your access to all or any part of the Platform or Services.

Velvet may take such action for any reason, including if Velvet believes that:

• you violated these Terms;
• your use creates legal, regulatory, security, operational, reputational, or financial risk;
• you are ineligible to use the Services;
• you are using the Services from a restricted jurisdiction;
• your wallet, account, transaction, or activity is associated with prohibited activity, sanctions risk, fraud, market abuse, security risk, or illicit finance; or
• suspension, restriction, or termination is required or advisable under applicable law, court order, subpoena, regulatory request, or governmental demand.

Velvet may also modify, suspend, or discontinue the Platform or Services, in whole or in part, at any time and without liability.

25 SURVIVAL

Sections 1 (Definitions), 3 (No-Reliance), 4 (Platform Disclaimer; Regulatory Status), 5 (AI Features) (as to past use), 7.2 (Responsibility for Digital Assets), 11 (Feedback), 13 (Content; IP; User Content), 15 (Fees) (as to fees accrued), 16 (Taxes), 17 (No Professional Advice), 18 (Assumption of Risks), 19 (Prohibited Activities), 20 (Warranty Disclaimers), 21 (Indemnity; Limitation of Liability; Release), 22 (Arbitration), 23 (Governing Law), 25 (Survival), 26 (Changes), 27 (Electronic Communications), 28 (Force Majeure), 29 (Assignment), 30 (Notices), 31 (Miscellaneous), and any other provision that by its nature should survive termination, shall survive any termination or expiration of these Terms.

26 CHANGES TO TERMS OR SERVICES

Velvet may modify these Terms at any time. If we make changes, we will update the "Effective Date" or "Last Updated" date and may provide notice through the Platform, by email, or by other reasonable means. Your continued access to or use of the Platform or Services after updated Terms become effective constitutes your acceptance of the updated Terms. If you do not agree with updated Terms, you must stop using the Platform and Services.

Velvet may modify, improve, update, suspend, restrict, replace, or discontinue any part of the Services at any time, including software, infrastructure, smart contract interfaces, AI Features, routing systems, APIs, data sources, security protocols, technical configurations, supported networks, supported assets, supported protocols, and service features.

You acknowledge that continued use of the Services may require you to accept updates, wallet prompts, smart contract changes, approvals, migrations, new permissions, or other changes. Velvet is not liable for any failure by you to accept or use updates in the manner specified or required.

27 ELECTRONIC COMMUNICATIONS

You consent to receive all communications, agreements, documents, receipts, notices, disclosures, and messages from Velvet electronically, including through the Platform, by email, by wallet messages, by in-app notifications, by postings on the Platform, or by other electronic means. You agree that electronic communications satisfy any legal requirement that such communications be in writing.

To receive and access electronic communications, you must have a device with internet access, a current web browser, and a valid email address (where Velvet uses email). You may withdraw your consent to receive electronic communications by ceasing to use the Platform and Services; you cannot continue to use the Services without consenting to electronic communications.

28 FORCE MAJEURE

Velvet shall not be liable for any delay, failure, interruption, or inability to perform resulting from events or circumstances beyond its reasonable control, including natural disasters, fires, floods, epidemics, pandemics, war, terrorism, civil unrest, labor disputes, government actions, court orders, regulatory actions, sanctions, changes in law, internet outages, power outages, denial-of-service attacks, cyberattacks, blockchain failures, smart contract failures, bridge failures, oracle failures, RPC failures, infrastructure failures, third-party service failures, or failures of equipment, software, networks, or communications systems.

29 ASSIGNMENT

You may not assign or transfer these Terms or any rights or obligations under these Terms without Velvet's prior written consent. Any attempted assignment or transfer in violation of this section is void.

Velvet may assign or transfer these Terms or any rights or obligations under these Terms at any time without restriction, including to an affiliate, subsidiary, successor, acquirer, or in connection with a merger, acquisition, corporate reorganization, financing, or sale of assets.

30 NOTICES

Notices to Velvet under these Terms must be sent to [email protected]. Stronghold Fund One Inc. is domiciled in Panama City, Republic of Panama. Notices to you may be provided through the Platform, by email to the address associated with your account or wallet, by in-app notification, by posting on the Platform, or by other reasonable means.

31 MISCELLANEOUS

Entire Agreement. These Terms, together with the Privacy Policy and any additional terms expressly incorporated by reference, constitute the entire agreement between you and Velvet regarding the Platform and Services and supersede all prior or contemporaneous agreements, representations, or understandings on this subject.

Severability. If any provision of these Terms is held to be unenforceable or invalid, the provision shall be modified to the minimum extent necessary to make it enforceable, or if it cannot be so modified, severed, and the remaining provisions shall continue in full force and effect.

No Waiver. No failure or delay by Velvet in exercising any right under these Terms shall operate as a waiver of that right. No single or partial exercise of any right shall preclude any other or further exercise of that right.

Headings. Section headings are for convenience only and do not affect interpretation.

Construction. These Terms shall be construed without regard to any presumption or rule requiring construction against the drafting party.

Independent Contractors. You and Velvet are independent contractors. Nothing in these Terms creates any partnership, joint venture, agency, franchise, employment, fiduciary, or other relationship between you and Velvet.

Third-Party Beneficiaries. Except for the Velvet Parties (each of whom may enforce Sections 21 and 22 as a third-party beneficiary), these Terms are not intended to confer any rights on any third party.

Language. These Terms have been drafted in English at the express request of the Parties. Any translation of these Terms (including any Spanish translation) is provided for convenience only, and in the event of any conflict, ambiguity, or inconsistency between the English version and any translation, the English version shall control to the fullest extent permitted by applicable law. Las presentes Condiciones han sido redactadas en idioma inglés a solicitud expresa de las Partes. Cualquier traducción se proporciona únicamente como referencia, y en caso de conflicto la versión en inglés prevalecerá en la máxima medida permitida por la ley aplicable.

32 CONTACT

If you have questions about these Terms or the Services, please contact us at [email protected].

End of Terms.