TERMS OF SERVICE

1. AGREEMENT TO TERMS

These Terms of Service ("Terms") constitute a legally binding agreement between you, whether personally or on behalf of an entity ("you," "your," or "user"), and ZeraLabs LLC, a Texas corporation ("Company," "we," "us," or "our"), concerning your access to and use of the Zera Labs platform, website, mobile application, and any related services (collectively, the "Platform").

BY ACCESSING OR USING THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE LEGALLY BOUND BY THESE TERMS AND ALL APPLICABLE LAWS AND REGULATIONS. IF YOU DO NOT AGREE TO THESE TERMS, YOU ARE EXPRESSLY PROHIBITED FROM USING THE PLATFORM AND MUST DISCONTINUE USE IMMEDIATELY.

2. REGULATORY COMPLIANCE AND MANDATORY VERIFICATION

2.1 Legal Requirements

The Platform may provide digital asset services that may be subject to extensive federal and state regulations, including but not limited to the Securities Act of 1933, the Securities Exchange Act of 1934, the Bank Secrecy Act, state money transmission laws, and Anti-Money Laundering (AML) regulations. To the extent applicable, you must comply with all such requirements.

2.2 Know Your Customer (KYC) Requirements

COMPLETE AND ACCURATE KYC VERIFICATION IS MANDATORY FOR ALL USERS. You must provide all requested information truthfully and completely. This includes:

• Identity Verification: Government-issued photo identification, Social Security Number or Tax Identification Number, full legal name, date of birth, and residential address
• Financial Information: Bank account details, source of funds documentation, employment information, net worth, and annual income
• Beneficial Ownership: If acting on behalf of an entity, complete beneficial ownership information for all individuals owning 25% or more of the entity
• Enhanced Due Diligence: Additional documentation may be required based on risk assessment
• Ongoing Monitoring: Periodic re-verification and updated documentation as required

2.3 Information Collection and Use

We collect, process, and retain all information necessary to comply with applicable laws, including:

• Personal identifying information for identity verification
• Financial information for source of funds verification and AML compliance
• Transaction data for monitoring and reporting requirements
• Device and usage information for fraud prevention and security
• Communications for compliance monitoring and customer support

ALL INFORMATION PROVIDED MUST BE COMPLETE, ACCURATE, AND CURRENT. FAILURE TO PROVIDE COMPLETE AND ACCURATE INFORMATION WILL RESULT IN IMMEDIATE ACCOUNT SUSPENSION AND PERMANENT EXCLUSION FROM THE PLATFORM.

2.4 Data Protection and Confidentiality

• Information collected is used solely for legal compliance, fraud prevention, and platform security
• Information is not sold, rented, or shared with third parties except as required by law or regulation
• Information is retained for the minimum period required by applicable laws and regulations
• Information is deleted after the required retention period unless ongoing legal obligations require continued retention

2.5 Cooperation; Compliance on Request

Upon our request, or upon request by a competent authority or regulated service provider acting on our behalf, you must promptly provide information, records, certifications, attestations, and documentation necessary to satisfy legal, regulatory, sanctions, or tax obligations. We may suspend, limit, or terminate access, or withhold distributions or benefits, until you comply. Failure or refusal to comply may result in permanent exclusion without liability to Company.

3. ELIGIBILITY AND RESTRICTIONS

3.1 User Requirements

To access the Platform, you must:

• Be at least 18 years of age (or the age of majority in your jurisdiction)
• Have full legal capacity to enter into binding contracts
• Not be located in, a resident of, or subject to economic sanctions by any prohibited jurisdiction
• Successfully complete all required KYC and AML verification procedures
• Maintain current and accurate account information at all times

3.2 Prohibited Users

The following persons are PERMANENTLY EXCLUDED from using the Platform:

• Individuals who fail to complete KYC verification
• Individuals who provide false, incomplete, or misleading information
• Individuals subject to economic sanctions or appearing on prohibited persons lists
• Individuals located in jurisdictions where the Platform's services are prohibited
• Individuals who have previously violated these Terms or similar agreements

3.3 Geofencing and Controls

We may implement IP blocks, device and geolocation checks, VPN/Tor detection, and other technical or procedural controls to enforce eligibility and sanctions policies. Attempts to circumvent such controls are prohibited and may result in immediate termination, exclusion from distributions, and notification to relevant authorities.

3.4 Eligibility Notice

Access to or use of the Platform, including participation in any airdrop, distribution, reward, or claim, is not permitted for persons or entities located in, ordinarily resident in, established in, or accessing from jurisdictions subject to comprehensive sanctions, embargoes, or equivalent restrictions, or any jurisdiction that would expose Company to disproportionate legal, regulatory, or sanctions risk. By using the Platform, you represent that you are not in any such jurisdiction and are not a sanctioned or restricted party. Company may update jurisdictional restrictions at any time without notice.

4. SECURITIES LAW COMPLIANCE

4.1 Securities Regulations

Digital assets offered through the Platform may constitute securities under federal and state securities laws. Participation in token distributions, airdrops, or other digital asset offerings may be restricted to accredited investors only. You represent and warrant that:

• You meet all applicable investor qualification requirements
• You understand the speculative nature of digital asset investments
• You can afford to lose your entire investment
• You have consulted with qualified legal and tax advisors

4.2 Airdrop and Token Distribution Compliance

Participation in airdrops, token distributions, or similar activities requires:

• Complete KYC verification including accredited investor status verification where required
• Tax reporting compliance including acknowledgment of potential tax liabilities
• Securities law compliance including investment limitations and holding requirements
• Ongoing disclosure obligations as may be required by applicable regulations

4.3 Tax and Reporting

You are solely responsible for all taxes arising from participation in any distribution, reward, or token activity, including income recognition upon receipt and gains or losses upon disposition. Company may withhold, collect, or report information as required by law.

4.4 Discretion to Modify or Cancel

Company may modify, suspend, or cancel airdrops, distributions, snapshots, allocations, vesting, claim mechanics, geofencing, or eligibility rules at any time, for any reason, without liability, including to address compliance, sanctions, security, or operational concerns.

5. PLATFORM ACCESS AND ACCOUNT MANAGEMENT

5.1 Account Registration

Account creation requires complete and accurate information. False or misleading information will result in immediate account termination and potential legal action. You are solely responsible for:

• Maintaining account security and confidentiality
• All activities conducted through your account
• Immediately notifying us of any unauthorized access

5.2 Account Suspension and Termination

We reserve the absolute right to suspend or terminate accounts:

• Immediately and without notice for compliance violations
• For failure to complete or maintain current KYC verification
• For suspicious or potentially fraudulent activity
• For violation of any provision of these Terms
• At our sole discretion for any reason or no reason

6. PROHIBITED ACTIVITIES

Users are strictly prohibited from:

• Providing false, misleading, or incomplete information
• Circumventing or attempting to circumvent security measures
• Using the Platform for illegal activities or money laundering
• Manipulating markets or engaging in fraudulent trading
• Violating applicable securities, commodities, or financial regulations
• Interfering with Platform operations or other users' access
• Reverse engineering or attempting to access source code
• Using automated systems without express written authorization

7. INTELLECTUAL PROPERTY

7.1 Platform Ownership

The Platform and all associated intellectual property, including trademarks, copyrights, trade secrets, and proprietary technology, are owned exclusively by Company and our licensors.

7.2 Limited License

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for its intended purposes.

7.3 User Content

Any information, data, or content you submit grants us a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and distribute such content for compliance, security, and operational purposes.

8. DISCLAIMERS AND WARRANTIES

8.1 Platform Disclaimer

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. We disclaim all warranties, including but not limited to merchantability, fitness for a particular purpose, and non-infringement.

8.2 Investment Risk

DIGITAL ASSETS ARE HIGHLY SPECULATIVE AND INVOLVE SUBSTANTIAL RISK OF LOSS. You acknowledge that:

• Digital asset values may fluctuate significantly or become worthless
• Regulatory changes may affect digital asset legality or value
• Technical risks may result in loss of access to digital assets
• Market risks may result in substantial financial losses

8.3 No Investment Advice

Nothing on the Platform constitutes investment, financial, legal, or tax advice. You are solely responsible for conducting your own due diligence and consulting qualified advisors.

9. LIMITATION OF LIABILITY

9.1 Damages Limitation

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR USE, REGARDLESS OF THE THEORY OF LIABILITY.

9.2 Maximum Liability

Our total liability to you for all claims arising from or relating to the Platform shall not exceed $100 or the amount you paid to us in the 12 months preceding the claim, whichever is less.

9.3 User Indemnification

You agree to indemnify, defend, and hold harmless Company and our affiliates, officers, directors, employees, and agents from any claims, damages, losses, or expenses arising from your use of the Platform or violation of these Terms.

10. DISPUTE RESOLUTION

10.1 Mandatory Arbitration

ALL DISPUTES ARISING FROM OR RELATING TO THESE TERMS OR THE PLATFORM SHALL BE RESOLVED THROUGH BINDING INDIVIDUAL ARBITRATION administered by the American Arbitration Association under its Commercial Arbitration Rules.

10.2 Class Action Waiver

YOU WAIVE ANY RIGHT TO PARTICIPATE IN CLASS ACTIONS, CLASS ARBITRATIONS, OR REPRESENTATIVE PROCEEDINGS OF ANY KIND.

10.3 Governing Law

These Terms shall be governed by the laws of Texas without regard to conflict of law principles.

11. REGULATORY COOPERATION

11.1 Regulatory Reporting

We may disclose user information to regulatory authorities as required by law, including but not limited to:

• Suspicious Activity Reports (SARs)
• Currency Transaction Reports (CTRs)
• Subpoenas and legal process
• Regulatory examinations and investigations

11.2 Law Enforcement Cooperation

We cooperate fully with law enforcement agencies and may disclose information without user consent when required by legal process or to prevent illegal activity.

12. MODIFICATIONS AND UPDATES

12.1 Terms Updates

We reserve the right to modify these Terms at any time. Continued use of the Platform after modifications constitutes acceptance of the updated Terms.

12.2 Platform Changes

We may modify, suspend, or discontinue any aspect of the Platform at any time without notice or liability.

13. SEVERABILITY AND ENFORCEMENT

13.1 Severability

If any provision of these Terms is deemed invalid or unenforceable, the remaining provisions shall remain in full force and effect.

13.2 Waiver

No waiver of any provision shall be deemed a waiver of any other provision or subsequent breach.

13.3 Entire Agreement

These Terms constitute the entire agreement between the parties and supersede all prior agreements and understandings.

14. CONTACT INFORMATION

For questions regarding these Terms or compliance requirements, contact:

BY ACCESSING OR USING THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. FAILURE TO COMPLY WITH THESE TERMS WILL RESULT IN IMMEDIATE TERMINATION OF ACCESS AND POTENTIAL LEGAL ACTION.