Karpous User Terms of Service

1. INTRODUCTION

1.1. The following terms and conditions (the "Terms") govern your access to and use of certain products, services, and properties provided by Karpous Holdings, S.A., operating as Karpous ("Karpous," "we," "us," or "our"). By accessing or using our services, you agree to be bound by these Terms. The term "you" (including any variant such as "your," "user," or "users") refers to each individual who enters into these Terms on their own behalf or any entity on behalf of which an individual enters into these Terms.

Our services encompass a broad spectrum of features, which include enabling users to acquire or lease goods or items with income-generating potential (referred to as "Items") from listed Service Providers (for the purpose of this Agreement, Service Providers shall be deemed to include sellers, lessors or service provider, as applicable), with an inherent connection to the management or operational of these Items on behalf of the purchasers or Lessee by respective Service Providers. Through our platform, users have access to online or mobile tools, software, and functionalities that facilitate the exploration and engagement with applicable Items. Users are provided the option to purchase Items or lease Items from Service Providers, with the understanding that engagement in Item management services offered by the respective Service Providers is an integral part of the transaction. Our products, services and properties include, without limitation, our online website, any specific site, software systems, customer support, social media, community channels and/or any other online services provided by Karpous and any of our authorized third party (collectively referred to as the "Service or Services"), whether as a guest or a registered user.

1.2. Certain features of the Service may be subject to additional guidelines, terms, or rules ("Supplemental Terms"), which will be displayed in connection with such features. All such Supplemental Terms are incorporated by reference into these Terms. If these Terms are inconsistent with any Supplemental Terms, the Supplemental Terms shall control solely with respect to such services.

1.3. At Karpous, our primary responsibility is to ensure the seamless operation of our platform, fostering smooth interactions between Service Providers and buyers or lessees. Acting as intermediaries between Service Providers and buyers or lessees, we do not function as agents or fiduciaries for either party, and we are not directly involved in the purchase or lease agreements. Consequently, we do not bear responsibility for the actual sale or lease of Items or the accuracy of information provided by the Service Provider.

1.4. You bear full responsibility for verifying the identity, legitimacy, and authenticity of Items you purchase or lease through the services. Notwithstanding indicators and messages that suggest verification, Karpous makes no claims about the identity, legitimacy, or authenticity of Items offered for sale or lease or visible on or through the platform.

1.5. This Terms is important and affects your legal rights, so please read them carefully. By clicking on any "I ACCEPT" or "AGREE" or any similar button, making a registration or application for the Account, browsing our websites, accessing various online operation or services, or otherwise accessing to any services provided by Karpous, you are deemed to have read, understood, and accepted all the terms of this Agreement.

1.6. Please refer to our Privacy Policy for information about how we collect, use and share personal information about you. By submitting data through the Service, you expressly consent to the collection, use and disclosure of your personal data in accordance with the Privacy Policy.

1.7. Karpous reserves the right to change or modify these Terms at any time and in our sole discretion. If we make changes to these Terms, we will provide notice of such changes, such as by providing notice through the Service or updating the "Last Updated" date at the beginning of these Terms. By continuing to access or use the Service at any point after such update, you confirm your acceptance of the revised Terms and all of the terms incorporated therein by reference. We encourage you to review these Terms frequently to ensure that you understand the terms and conditions that apply when you access or use the Service. If you do not agree to the revised Terms, you may not access or use the Service.

1.8. Please note that your continued use of the Services shall constitute your acceptance to be bound by the newly updated Terms.

1.9. IF YOU DO NOT AGREE TO ANY TERM OF THIS AGREEMENT, PLEASE DO NOT, EITHER DIRECTLY OR INDIRECTLY, USE OR ACCESS TO THE SERVICES IN ANY WAY, INCLUDING TO PURCHASE OR LEASE ITEMS.

2. OUR SERVICE

2.1. Karpous operates an online platform designed to facilitate the acquisition or leasing of goods or items with income-generating potential, hereinafter referred to as "Items." These Items are provided by Service Providers listed on the platform and are linked to the management services (the "Management Services") offered by these Service Providers to purchasers or lessees.

2.2. Users have the option to either purchase or lease Items from the listed Service Providers. All transactions conducted through the platform are governed by the following agreements:

2.2.1. Setup Agreement or Purchase Agreement or Lease Agreement: This agreement outlines the terms and conditions for the acquisition or leasing of the Items, as applicable.
2.2.2. Management Agreement or Operational Agreement: This agreement details the terms and conditions of the Management Services provided by the Service Providers.

Both agreements are provided by the respective Service Providers and govern the relationship between the users and Service Providers concerning the Items and their management.

2.3. Users can begin exploring for Items on Services by registering for an account on the Karpous Platform (referred to as the "Account"). When you register an Account, you must provide the information requested by Karpous, and accept these Terms, the Privacy Policy, and other Karpous Platform Rules. Karpous may refuse, in its discretion, to open an Account for you. To create an Account, you will be required to register as a User and the system will automatically generate a blockchain address for you ("Wallet"), incorporated into your Account, which allows you to engage to the Service in a convenient manner and function as a hub for Karpous to perform its obligation under this Terms, including but not limited to distribute any applicable revenue or earning. In order to utilize full access to the Services, including purchasing, leasing and utilizing Management Services, the Users are required to verify their account.

2.4. You agree that you will:

provide accurate, up-to-date and complete information about you whenever prompted or permitted by any site registration process ("Personal Data"); and
maintain and promptly update your Personal Data and keep your Personal Data accurate, up to date and complete.

2.5. Your Account on the Service will enable you to access the Services, allowing you to purchase or lease Items listed on the platform, subject to prior Account verification. This includes, but is not limited to, depositing a certain amount and type of digital assets to make purchases or leases, or withdrawing a certain amount and type of digital assets resulting from revenue or earning generated through Management Services. Karpous is committed to maintaining the security of User Accounts, including any entrusted digital assets, and has implemented industry-standard protections for the Services. However, the actions of individual Users may pose risks. You agree to treat your access credentials (such as username and password) as confidential information and not to disclose such information to any third party. You also agree to take sole responsibility for the necessary security measures to protect your Account and personal information. You are solely responsible for keeping your Account and password safe and for all actions and transactions conducted under your Account. Karpous assumes no liability for any loss or consequences arising from authorized or unauthorized use of your account credentials, including, but not limited to, information disclosure, information release, consent, or submission of various rules and agreements by clicking on the website, online agreement renewal, etc.

By creating Account, you hereby agree:

you will notify Karpous immediately if you are aware of any unauthorized use of your Account and password or any other violation of security rules (you can contact us by sending email to [email protected]);
you will strictly abide by all mechanism or procedures of Karpous regarding security, authentication, transfer, deposit, and withdrawal; and
you will take appropriate steps to logout the Account at the end of each visit.

2.6. Account is unique as well as important to each user. You shall neither transfer or otherwise make your Account information available to third parties, nor use other user(s)' Account(s) at any time. If you sell your Account or other related information, Karpous reserves the right to take actions, including but not limited to, terminating your Account immediately without any refund.

2.7. Karpous may terminate your usership or Account at any time for any reason without any further formality if we have reason to believe that you have failed to comply with any of the terms between Karpous and you. Besides, you will not be permitted to re-register as a User without our express permission. If you decide to terminate your usership or Account, please contact our support service, and we may terminate it as soon as reasonably practicable after receiving your termination request.

2.8. You are solely responsible for the security and management of your Account, and we are not liable for any actions or oversights on your part or any compromises to your Account. It is your responsibility to promptly inform us if you become aware of any security concerns regarding the Service or your Account (contact us at email address: [email protected]).

2.9. Karpous may require you to provide additional information and documents in certain circumstances, such as at the request of any government or competent authority, as any applicable law or regulation or policy dictates, including laws related to anti-money laundering (legalization) of incomes obtained by criminal means, or for counteracting financing of terrorism or to investigate a potential violation of these Terms. In such cases, Karpous, in its sole discretion, may disable your Account and block your ability to access the Service or pause or cancel your transactions until such additional information and documents are processed and reviewed by Karpous and accepted as satisfying the requirements of applicable law, regulation, or policy. If you do not provide complete and accurate information and documents in response to such a request, Karpous may refuse to restore your access to the Service.

2.10. Your access and use of the Service may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance, or repair of the Service or network shutdown or error or other actions that Karpous, in its sole discretion, may elect to take.

2.11. Users are obligated to be of legal age to enter into a binding contract with Karpous and / or Service Providers in compliance with applicable law. The utilization of our Service is strictly forbidden for individuals who are below the legal age as stipulated by relevant laws.

2.12. Karpous reserves the right to change or modify the smart contracts for the Services at any time without any notification to you. You are solely responsible to do check and re-check before doing any transactions using the smart contract. Karpous is not responsible for any consequences that may occur to you caused by changes or modifications to the smart contract.

2.13. Your Account may only support certain digital assets on certain blockchain networks. You acknowledge that any transfer or deposits or withdrawals of any digital assets other than supported digital assets, will cause the loss of such digital assets and cannot be retrieved. You are solely responsible for such loss and Karpous shall not be liable to you for any losses due to the transactions of unsupported digital assets.

2.14. By creating an Account, you consent to receive electronic communications from Karpous (e.g., via email, push notification, text messages, or other types of messages). These communications may include notices about your Account (e.g., password changes and other transactional information) and are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, any requirements that such communications be in writing. You should maintain copies of electronic communications from us by printing a paper copy or saving an electronic copy. We have no obligation to store for your later use or access any such electronic communications that we make to you. We may also send you promotional communications via email, including, but not limited to, newsletters, special offers, surveys and other news and information we think will be of interest to you. You may opt out of receiving these promotional emails at any time by following the unsubscribe instructions provided therein.

2.15. When you register for an Account, you hereby represent and warrant, to and for the benefit of Karpous and its affiliates, as follows:

2.15.1. Authority. You have all requisite capacity, power and authority to enter into and perform your obligations under these Terms, including to purchase Items, using the Services and Management Services and signing applicable documents. The execution, delivery and performance of, and the performance of your obligations under, these Terms have been duly authorized by all necessary action on your part and on the part of any entity on behalf of which you are entering into these Terms, and no other proceedings are necessary to authorize the execution, delivery or performance of your obligations under these Terms.

2.15.2. Due Execution. These Terms constitute your legal, valid and binding obligation, enforceable against you in accordance with these Terms.

2.15.3. Accuracy of Information. All information provided to Karpous, including any address and social security number or tax ID number, is accurate and complete. None of: (i) you; (ii) any affiliate of any entity on behalf of which you are entering into these Terms; (iii) any other person having a beneficial interest in any entity on behalf of which you are entering into these Terms (or in any affiliate thereof); or (iv) any person for whom you are acting as agent or nominee in connection with these Terms is: (A) a country, territory, entity or individual named on an OFAC list as provided at http://www.treas.gov/ofac, or any person or entity prohibited under the OFAC programs, regardless of whether or not they appear on the OFAC list; or (B) a senior foreign political figure, or any immediate family member or close associate of a senior foreign political figure; or (c) located, incorporated, otherwise established in, or resident of, or have business operations in the United States of America, the People's Republic of China, North Korea, Crimea, Syria, Iran, Cuba, and any other country or jurisdiction restricted from accessing and transacting on the Service, in accordance with the OFAC list or any other sanction list maintained by the United Nations or relevant intergovernmental organizations.

2.15.4. Non-Contravention. These Terms do not, and the performance of your obligations under these Terms and your purchasing of Items and utilization of Management Services will not: (i) if you are entering into these terms on behalf of an entity, conflict with or violate any of the charter documents of such entity or any resolution adopted by its equity holders or other persons having governance authority over the entity; (ii) contravene, conflict with or violate any right of any third party or any legal requirement applicable to you or to any of the assets owned or used by you; or (iii) result in any breach of or constitute a default (or an event that with notice or lapse of time or both would become a default) under any material contract or agreement to which you are a party, permit held by you or legal requirement applicable to you.

2.15.5. Independent Investigation and Non-Reliance. You are sophisticated, experienced and knowledgeable in the purchasing or leasing of Items and utilization of Management Services. Additionally, you have conducted an independent investigation of the Service and the matters contemplated by these Terms, have formed your own independent judgment regarding the benefits and risks of and necessary and desirable practices regarding the foregoing and, in making the determination to purchase or lease of Items and utilization of Management Services using the Service, you have relied solely on the results of such investigation and such independent judgment. You hereby irrevocably disclaim and disavow reliance upon any statements or representations made by or on behalf of, or information made available by, Karpous, in determining to enter into these Terms, purchase or lease Items or use the Service or Management Services.

2.15.6. Litigation. There are no pending legal proceedings or determinations that prohibit your activities related to purchasing or leasing Items and utilizing Management Services.

2.15.7. Compliance. You have not failed to comply with, and have not violated, any applicable legal requirement relating to purchasing or leasing Items or utilizing Management Services. No investigation or review by any governmental entity is pending or, to your knowledge, has been threatened against or with respect to you, nor does any government order or action prohibit you or any of your representatives from engaging in or continuing any conduct, activity or practice relating to purchasing or leasing Items, utilizing Management Services or use the Service. Additionally, you are not a citizen, resident (tax or otherwise), domiciliary and/or green card holder or other similar certificate of residency of a country or jurisdiction (i) where Purchasing or leasing Items, or (ii) access or using the Service or (iii) utilizing Management Services is prohibited, restricted, illegal or unauthorized by applicable law, decree, regulation, treaty, or administrative act.

2.15.8. Equipment. You must provide all equipment and software necessary to connect to the Service. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Service.

2.15.9. Fees. You are solely responsible for all costs or fees incurred by you in using the Services, including but not limited to setup fee, transaction fee, withdrawal fee, management fee, registration fee, platform fee and any applicable fees and determining, collecting, reporting and paying all applicable Taxes. As used herein, "Taxes" means the taxes, duties, levies, tariffs, and other governmental charges that you may be required by law to collect and remit to governmental agencies, and other similar municipal, state, federal and national indirect or other withholding and personal or corporate income taxes. You are solely responsible for maintaining all relevant Tax records and complying with any reporting requirements you may have as related to our Services. You are further solely responsible for independently maintaining the accuracy of any record submitted to any tax authority including any information derived from the Services. We reserve the right to report any activity occurring using the Services to relevant tax authorities as required under applicable law.

2.16. Right to Close Account. You may terminate your Account at any time by following the account termination procedures we prescribe, subject to the following conditions:

2.16.1. Ongoing Agreements: Account termination is permitted only when (i) there is no active Item Setup, Purchase, or Lease Agreement; (ii) there is no active Item Management Agreement associated with your Account; and (iii) any Services in progress are completed by the relevant Service Provider. Termination will only be allowed once the Item Setup, Purchase, Lease, and Item Management Agreements are fully concluded.

2.16.2. Termination Process and Fees: No termination fee will be assessed. However, any outstanding amounts owed to Karpous must be paid in full prior to the Account termination. By initiating termination, you authorize Karpous to deduct any outstanding amounts from your Account balance. In cases where such deductions cannot be completed, you must settle outstanding amounts directly.

2.16.3. Restrictions on Account Termination: Account termination may be restricted under certain conditions, including but not limited to the following:

2.16.3.a. You are subject to an active investigation by relevant authorities;

2.16.3.b. You have an ongoing Service Agreement in effect;

2.16.3.c. Your Account carries an outstanding balance owed to Karpous.

2.16.4. Withdrawal of Cryptocurrency Holdings: Before initiating the Account termination procedure, you must withdraw any cryptocurrency holdings from your Account, less any amounts owed to Karpous, if the balance exceeds 50 USD. If the balance is less than 50 USD and you fail to withdraw this amount before initiating termination, you agree that Karpous will retain it without any obligation to return, and you waive any right to claim its recovery. Notwithstanding Karpous' retention of this amount, you remain fully responsible for any outstanding amounts owed to Karpous.

2.16.5. Loss of Benefits Upon Termination: Upon termination, you forfeit all rights to any interest, rewards, incentives, or fees agreed upon under any relevant Program Term, including but not limited to referral rewards.

2.16.6. No Recovery: Once you proceed with Account termination procedure, your Account will be permanently deleted, and all access, as well as any possibility to cancel the termination of Account or recover the Account, will be forfeited.

2.16.7. Re-registration: You may re-register for a new Account after the effective termination of your previous Account. However, you are prohibited from using the email address associated with your terminated Account for any new registration.

3. PURCHASE AND LEASE TERMS

3.1. The Service allows you to purchase or lease Items via a variety of sale or lease mechanisms, for example first come first serve or whitelisting, together with additional sale or lease mechanisms as may be introduced from time to time. You may purchase or lease the Items by using accepted cryptocurrency or other alternative forms of payment made available in the Service.

3.2. All pricing and payment terms are as indicated at point of sale or lease or applicable purchasing or setup or leasing agreement or otherwise on the Service, and any payment obligations you incur are binding at the time of purchase or lease. Please review carefully the terms of purchase, rules and risks of any Items, before purchasing or leasing ("Purchase Terms'' or "Lease Terms" as applicable). Karpous is not a party to the transaction on the Service between the Servicer Providers and purchasers or lessees, and any dispute related to a purchase or lease of Items on the Service shall be between the applicable Service Providers and purchasers or lessees of such Items and is not responsible for ensuring compliance with such terms or mediating or resolving any disputes with respect to such Purchase Terms or Lease Terms, as applicable, including, but not limited to, any disputes arising out of or related to the authenticity of the Items. The Purchasers or Lessees and respective Service Providers are entirely responsible for communicating, promulgating, agreeing to, and enforcing Purchase Terms or Lease Terms as applicable, and for resolving any disputes arising from any breach of any Purchase Terms or Lease Terms, as applicable. Service Providers must comply with and fulfill the Purchase Terms or Lease Terms, as applicable, with respect to any Items that it sells or leases.

3.3. Certain Items listed on the Service may be exclusively available for purchase and not available for lease, or vice versa, depending on factors such as type, shape, size, or other characteristics specific to the Items.

3.4. The user understands that under no circumstances will the user be able to purchase or lease Items on the platform without subsequently utilizing the Management Services. Karpous will not process any transactions that do not include the Management Services. Therefore, any Item purchase or lease made without utilizing the Management Services will be deemed null and void.

3.5. The Items listed on the Service are offered for a specific purpose, namely to be managed by respective Service Providers on behalf of the Item buyer or lessee, in accordance with the terms and conditions outlined in the applicable management agreement. You agree that the purchase agreement or setup agreement or lease agreement and the respective management agreement are intrinsically linked and form an integral part of the transaction. As such, these agreements shall not be separated or construed independently of each other, but rather shall be considered together as part of the overall transactional arrangement.

3.6. Karpous reserves the right to impose a transaction fee on the transaction price between the Service Providers and buyer or lessee. The transaction fee, whether expressed as an absolute value or a percentage, may vary based on factors such as the price of the Item sold or leased by the Service Provider to the buyer or lessee on the Service.

By purchasing or leasing the Items, you agree to pay all applicable fees. Karpous is authorized to automatically charge or deduct such fees directly from the amounts you pay to the respective Service Providers. The payments issued to you do not include any Taxes, and Karpous assumes no responsibility for paying these Taxes, regardless of the taxing authority. Each party involved in Item transactions is responsible for any Taxes imposed on their income or property.

3.7. Karpous may only accept, process, and settle payments using accepted cryptocurrency.

3.7.1. To purchase or lease Items using cryptocurrency, you must send the corresponding amount of accepted cryptocurrency, determined by the price of the Items you wish to acquire or lease on the Service, to your Wallet as indicated on your Account, or ensure your Wallet has a sufficient amount of cryptocurrency to complete the transaction. You can make purchases or leases directly from your Account. Payment acceptance via cryptocurrency will be verified by a smart contract deployed on the applicable blockchain. For avoidance of doubt, the accepted cryptocurrency shall be USDT (Tether) on Binance Smart Chain or other type of accepted cryptocurrency as indicated on the Service.

3.7.2. You are solely responsible for verifying the transactions made on your Account. Karpous shall not be liable for any errors or mistakes in the transactions you make. Additionally, you are solely responsible for verifying the accuracy of your Wallet address, ensuring compatibility with the supported blockchain network and the type of accepted cryptocurrency before initiating any deposit. Karpous assumes no liability for any errors made by you in relation to sending cryptocurrency to an incorrect digital wallet address or selecting an unsupported blockchain network or sending the type of cryptocurrency not accepted by the Service.

In the event of such an error, Karpous will be unable to recover the funds on your behalf. Therefore, you hereby acknowledge and warrant that you possess sufficient knowledge and expertise in cryptocurrency transactions to use this payment method effectively.

Karpous may add or change any payment processing services at any time. Such services may be subject to additional terms or conditions.

3.8. Prior to acquiring or leasing any particular Items, users are strongly encouraged to meticulously review the respective Items documents, including the Executive Summary and management insight, to comprehend the terms, conditions, and risks associated with each Item. You bear the exclusive responsibility of assessing the merits and risks connected with the utilization of any information or content before making decisions based on such information or content.

3.9. The details pertaining to each Items you purchase or lease will be governed by the terms and conditions outlined in the purchase agreement or lease agreement, as applicable, specific to that Item.

3.10. In the event of conflict between the terms and conditions between this Terms and any applicable purchase agreement or lease agreement or setup agreement specific to any certain Items you purchased or leased, the terms and conditions of the applicable purchase agreement or lease agreement or setup agreement shall prevail.

4. ITEM MANAGEMENT TERMS

4.1. After purchasing or leasing the Items, the Service will direct and allow you to utilize Management Service to oversee and manage the Items you acquired or leased from the respective Service Providers on your behalf. This enables you to generate revenue or earning by entrusting the respective Service Providers to manage the Items for a specified duration, as outlined in the applicable management agreement.

4.2. You will have access to insights, predictions, and information on the Service regarding the potential revenue that may be generated through Management Services, as well as the associated fees or expenses for Item management. It's important to note that all insights and information provided are based solely on predictions and are for informational purposes only. Therefore, the actual results may vary, be less than expected, or the Items may not generate any revenue at all. Karpous and the respective Service Providers cannot be held liable for the actual revenue generated by the Items under its management or for the accuracy of the information provided. You are solely responsible for any actions taken based on the information provided. We strongly recommend that you review the information provided and consult with relevant professionals before taking any action based on it.

4.3. Karpous and / or the Service Providers reserves the right to impose a management fee on the Management Services. This fee, whether presented as an absolute value or a percentage, may vary based on various factors pertaining to the Item. The specific details of the management fee will be clearly indicated on the Item's listing and applicable management agreement.

By utilizing the Management Services, you agree to pay all applicable fees. Karpous and / or the Service Providers are authorized to automatically charge or deduct such fees directly from the revenue generated from the Item managed under the management agreement. It's important to note that the payments issued to you do not include any Taxes, and Karpous and / or the Service Providers assumes no responsibility for paying these Taxes, regardless of the taxing authority. You are responsible for any Taxes imposed on your income related to the Management Services and/or the Item you own.

4.4. Revenue generated from items you have purchased or leased under Management Services will be distributed to you by the respective Service Provider through Karpous in the form of cryptocurrency, directly into your Wallet. This distribution will adhere to the schedule outlined in the respective management agreements. You will have the ability to view the amount and transaction history of digital assets in your Wallet. Additionally, you will be able to make withdrawals as necessary, subject to applicable withdrawal fees as displayed on the platform.

You understand and agree that Karpous's ability to distribute Revenue is contingent upon the respective Service Providers distributing the Revenue to Karpous. Consequently, Karpous shall not be liable for any delays or failures in Revenue distribution due to the Service Providers' actions or inactions.

4.5. Karpous retains the right to determine the type of cryptocurrency to be distributed to your Wallet.

4.6. The revenue distributed to you will be the net revenue after deduction of applicable fees, taxes, or expenses and subject to applicable conversion rates. You will be able to access a detailed report regarding the Management Services, including all relevant financial information, provided by respective Service Providers on the platform, subject to terms and conditions of applicable management agreement.

4.7. You agree that during the duration of the Management Service, the respective Service Providers shall have the exclusive right to determine the methods and decisions or other management actions related to Item management without hindrance or interference from other parties, including you. While you retain the right to provide suggestions and ask questions, the Service Providers are not obligated to follow or execute your suggestions. By agreeing to these terms, you expressly waive your right to participate in any decision-making or other actions related to the Item during the duration of the Management Service.

4.8. Notwithstanding any provision to the contrary in this Term, the Service Provider may, at its sole discretion and subject to applicable management agreement, implement a fixed earning structure for the Item it manages or operates, rather than basing the earning on a Revenue calculation. Any such fixed earning shall also be recognized as "Revenue" for the purposes of this Terms and be distributed to you in accordance with applicable terms and conditions.

4.9. The details pertaining to Management Services will be governed by the terms and conditions outlined in the management agreement specific to that Item.

4.10. In the event of conflict between the terms and conditions between this Terms and any applicable management agreement specific to the Item, the terms and conditions of the applicable management agreement shall prevail.

5. OWNERSHIP

5.1. Unless otherwise indicated in writing by us, the Service and all content and other materials contained therein, including, without limitation, the Karpous logo and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, "Content") are the proprietary property of Karpous or our affiliates, licensors or users, as applicable.

5.2. Notwithstanding anything to the contrary in these Terms, the Service and Content may include software components provided by Karpous or its affiliates or a third party that are subject to separate license terms, in which case those license terms will govern such software components.

5.3. The Karpous logo and any Karpous product or service names, logos or slogans that may appear on the Service are trademarks of Karpous or our affiliates and may not be copied, imitated or used, in whole or in part, without our prior written permission. You may not use any metatags or other "hidden text" utilizing "Karpous," or any other name, trademark or product or service name of Karpous or our affiliates without our prior written permission. In addition, the look and feel of the Service and Content, including, without limitation, all page headers, custom graphics, button icons and scripts, constitute the service mark, trademark or trade dress of Karpous and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and Karpous names or logos mentioned on the Service are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the permission of the applicable trademark holder. Reference to any products, services, processes or other information by name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by Karpous.

5.4. By submitting any questions, comments, suggestions, feedback, ideas, plans, notes, drawings, original or creative materials, or other information regarding the Service, Karpous's website, or Karpous's general products via email, other submissions to Karpous, or any postings on the website or Karpous's social media pages, you acknowledge and agree that such submissions are (as between you and Karpous) non-confidential. These submissions shall become the exclusive property of Karpous, including all intellectual property rights. Karpous is entitled to unrestricted use and dissemination of these submissions for any purpose, whether commercial or otherwise, without providing acknowledgment or compensation to you.

6. LICENSES GRANTED TO YOU

6.1. You are hereby granted a limited, revocable, nonexclusive, non-transferable, non-assignable, non-sublicensable, "as-is" license to access and use the Service and Content for your own personal, non-commercial use; provided, however, that such license is subject to these Terms and does not include any right to (i) sell, resell, or use commercially the Service or Content, (ii) distribute, publicly perform, or publicly display any Content, (iii) modify or otherwise make any derivative uses of the Service or Content, or any portion thereof, (iv) use any data mining, robots, or similar data gathering or extraction methods, (v) download (other than page caching) any portion of the Service or Content, except as expressly permitted by us, and (vi) use the Service or Content other than for their intended purposes. This license is subject to your compliance with the Acceptable Use Policy set forth in Section 8 below. If any software, content, or other materials owned by, controlled by, or licensed to us are distributed or made available to you as part of your use of the Service, we hereby grant you a non-commercial, personal, non-assignable, non-sublicensable, non-transferrable, and non-exclusive right and license to access and display such software, content, and materials provided to you as part of the Service, in each case for the sole purpose of enabling you to use the Service as permitted by these Terms, provided that your license in any content linked to or associated with any Items is solely as set forth by the applicable seller or lessor of such Items.

6.2. You are granted a limited, non-exclusive, non-transferable right to create a text hyperlink to the Service for non-commercial purposes, provided that such link does not portray Karpous or our affiliates or any of our Services, Content, products or services in a false, misleading, derogatory or otherwise defamatory manner, and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable in Karpous's sole discretion. This limited right may be revoked at any time. You may not use a logo or other proprietary graphic of Karpous to link to the Service or Content without our express written permission. Further, you may not use, frame or utilize framing techniques to enclose any Karpous trademark, logo or other proprietary information, including the images found on the Service, the content of any text or the layout or design of any page, or form contained on a page, on the Service without our express written consent.

7. THIRD-PARTY SERVICES/TERMS AND CONTENT

7.1. The Service may contain links to third-party properties ("Third-Party Properties") and applications ("Third-Party Applications"). When you click on a link to a Third-Party Property or Third-Party Application, you are subject to the terms and conditions (including privacy policies) of another property or application. Such Third-Party Properties and Third-Party Applications are not under the control of Karpous. Karpous is not responsible for any Third-Party Properties or Third-Party Applications. Karpous provides links to these Third-Party Properties and Third-Party Applications only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Properties or Third-Party Applications, or their products or services. You use all links in Third-Party Properties, and Third-Party Applications at your own risk. When you leave our Service, our Terms and policies no longer govern. You should review all applicable agreements and policies, including privacy and data gathering practices, of any Third-Party Properties or Third-Party Applications, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

7.2. The Service may contain components, including software components, supplied by third parties, and these may be subject to separate license terms. If separate license terms apply, they will dictate your access to and use of such components.

8. ACCEPTABLE USE POLICY

8.1. You agree that you are solely responsible for your conduct while purchasing or leasing Items or otherwise accessing or using the Service. You agree that you will abide by these Terms and will not:

8.1.1. Provide false or misleading information to Karpous;
8.1.2. Use or attempt to use another user's Account without authorization from such user;
8.1.3. Create or list counterfeit Items;
8.1.4. Pose as another person or create a misleading username;
8.1.5. Claim a Karpous username for the purpose of reselling it or otherwise engage in name squatting;
8.1.6. Access the Service using a different Account or under another person's identity if we have blocked your access to the Service from a particular Account, unless you have obtained our written permission beforehand;
8.1.7. Defame, libel, ridicule, mock, stalk, threaten, harass, intimidate, abuse anyone hatefully, racially, ethnically or otherwise offensive or objectionable to a portion of the public;
8.1.8. Infringe contractual rights, personal and property rights, intellectual property rights and other rights and interests (including the rights of privacy, publicity or trade secret) of Karpous or third parties;
8.1.9. Distribute spam, including through sending unwanted digital assets to other users;
8.1.10. Sell or resell the Service or attempt to circumvent any Karpous systems;
8.1.11. Circumvent or attempt to circumvent any limitations or restrictions placed on promotions offered by Karpous;
8.1.12. Use the Service in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Service, or that could damage, disable, overburden or impair the functioning of the Service in any manner;
8.1.13. Develop, utilize, or disseminate any software, or interact with any API in any manner, that could damage, harm, or impair the Service;
8.1.14. Copy, reproduce, adapt, decompile, disassemble or otherwise create derivative works based on any of the Services;
8.1.15. Reverse engineer any aspect of the Service, or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any service, area, or code of the Service;
8.1.16. Attempt to circumvent any content-filtering techniques we employ, or attempt to access any feature or area of the Service that you are not authorized to access;
8.1.17. Use any robot, spider, crawler, scraper, script, browser extension, offline reader, or other automated means or interface not authorized by us to access the Service, extract data or otherwise interfere with or modify the rendering of Service pages or functionality;
8.1.18. Collect or harvest data from our Service that would allow you to contact individuals, companies, or other persons or entities, or use any such data to contact such entities;
8.1.19. Use data collected from our Service for any direct marketing activity (including without limitation, email marketing, SMS marketing, telemarketing, and direct marketing);
8.1.20. Bypass or ignore instructions that control all automated access to the Service;
8.1.21. Use the Service for any illegal or unauthorized purpose, or engage in, encourage, or promote any activity that violates any applicable law or these Terms;
8.1.22. Use the Service to carry out any illegal activities in connection with or in any way related to your access to and use of the Service, including but not limited to money laundering, terrorist financing or deliberately engaging in activities designed to adversely affect the performance of the Service;
8.1.23. Use the Service to carry out any activities other than the intended purpose of the Service;
8.1.24. Use, export, re-export or otherwise act or omit in violation of any applicable laws or local regulations; and/or
8.1.25. Allow or assist any third parties to do any of the above.

8.2. You further confirm that you will respect local customs or practices, and your use of the Services shall obey any applicable laws or local regulations. And you shall immediately stop using or accessing the Services when local laws or local regulations so require.

8.3. Except as expressly authorized under this Agreement, you may not copy the Services whole or part or any accompanying materials therein. Because the Services contain our proprietary information, you agree: (a) to hold in the strictest confidence all code and any technical elements of the Services, (b) not to copy, reproduce, distribute, manufacture, reveal, report, publish, disclose or otherwise transfer any of our un-public information, and/or (c) subject to all applicable law, not to make use of the Services except for your personal, non-commercial purpose.

8.4. Except expressly authorized herein, any use of the Services whole or part, without our prior written consent, is strictly prohibited and the license granted herein will be terminated. Karpus expressly reserves the right to deny anyone access to the Services at any time for any reason without prior notice. You further agree that Karpous, without any liability, shall be entitled to suspend or terminate providing any of the Services or change the provided content at any time for any reason without prior notice.

8.5. You further agree that Karpous may not be liable for the behavior of any other users or third parties, including but not limited to any third parties' websites or services linked on or through the Services.

8.6. Karpous retains the absolute right, but Karpous has no obligation to terminate the Account of any user of the Service who violates or infringes our rights or those of any third party or this Terms.

9. INVESTIGATIONS

9.1. If Karpous becomes aware of any possible violations by you of these Terms, Karpous reserves the right to investigate such violations. If, as a result of the investigation, Karpous believes that criminal activity may have occurred, Karpous reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Karpous is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Service, including your data, in Karpous's possession in connection with your use of the Service:

9.1.1. comply with applicable laws, legal process or governmental request;
9.1.2. enforce these Terms;
9.1.3. respond to your requests for customer service, or
9.1.4. protect the rights, property or personal safety of Karpous, its users, or the public, and all law enforcement or other government officials, as Karpous in its sole discretion believes to be necessary or appropriate. By agreeing to these Terms, you hereby provide your irrevocable consent to such monitoring. You acknowledge and agree that you have no expectation of privacy concerning your use of the Service, including without limitation text, voice, or video communications.

10. RELEASE

10.1. You hereby release and forever discharge Karpous and our affiliates, officers, employees, agents, successors, and assigns (the "Karpous Entities") from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Service (including any interactions with, or act or omission of, other Users or any Third-Party Properties or Third-Party Applications).

11. ASSUMPTIONS OF RISK

11.1. You acknowledge and agree that:

11.1.1. Past performance is not indicative of future results. Purchasing or leasing Items and utilizing Management Services involves inherent risks, and there is no guarantee that the management of specific Items will result in profits. Users are advised to carefully assess their investment goals and risk tolerance before purchasing or leasing any Items and engaging with Management Services. You understand that there is no assurance that the objectives of the Management Services will be achieved, and you are at risk of not receiving any profits from the Management Services.

11.1.2. Karpous is not an investment, legal, tax, business or financial advisor. None of the information contained in the Services constitutes a recommendation by Karpous or its affiliates to buy or lease any Items. Users should seek advice from relevant professionals before engaging with any Items or any other activities on the Service.

11.1.3. The revenue generated by the Items you purchase or lease through the Service depends on various factors, including but not limited to market demand, weather conditions, seasonal variations, government regulations, and other relevant factors. Please note that there is no guarantee that the Items will generate a specific amount of revenue within a certain period of time or may not generate revenue in an expected amount or may even not generate any revenue at all. Karpous and / or respective Service Providers is not liable for any failure to generate revenue upon the management of the Items for any reason.

11.1.4. The Items you purchase or lease through the Service may be temporarily or permanently incapacitated due to various reasons, including but not limited to accidents, diseases, death, government regulations, pandemics, endemics, defective products, theft or other relevant reasons, as applicable. In such circumstances, the respective Service Providers will not be able to provide Management Services for the Items, either temporarily or permanently, as applicable. Therefore, you will not be entitled to any revenue generated by the Items you purchased or leased during the incapacitation period. Additionally, you agree that you are solely responsible for bearing any costs, damages, compensation, or fees associated with the repair of the Items if they are temporarily incapacitated, as applicable. You further understand that during the repair period, the respective Service Providers will not be able to provide Management Services for the Items undergoing repair. If the Items are permanently incapacitated, Karpous and / or the respective Service Providers may assist you in selling the incapacitated Items if they still hold any economic value. If the Items do not have any economic value, you understand that this will result in your loss, and Karpous and / or the respective Service Providers is not liable to you in any way regarding the permanently incapacitated Items.

11.1.5. Items may lose value over time due to depreciation, as applicable. Therefore, you may not be able to recover the initial amount of funds you invested by purchasing or leasing the Items. Additionally, please note that the Items you purchase or lease through the Service are non-refundable.

11.1.6. You are solely responsible for determining and paying for any taxes that may apply to transactions involving your Items and the income resulting from the use of our Service. Neither Karpous, any other Karpous entity, nor respective Service Providers are responsible for determining the taxes applicable to such transactions. However, Karpous and/or the respective Service Providers may assist you in identifying and paying any local taxes or levies applicable to the operation and management of the Items by the respective Service Providers on your behalf. The amount paid for taxes will be considered expenses and will be deducted from the revenue generated by the Management Services. For the avoidance of doubt, "local" refers to the location or country where the Items are operated and managed by the Service Providers.

11.1.7. Karpous has no responsibility for the Items offered on the Service. Karpous does not investigate and cannot guarantee or warrant the authenticity, originality, uniqueness, marketability, legality, or value of any Items offered on the Service. Karpous shall have no responsibility for any failure of Service Providers or Users to comply with any terms regarding the authenticity, originality, uniqueness, scarcity, or other description or characteristics of the Items furnished by or on behalf of Service Providers available via the Service.

11.1.8. The Service relies on third-party platforms and/or vendors. If we are unable to maintain a good relationship with such platform providers and/or vendors; if the terms and conditions or pricing of such platform providers and/or vendors change; if we violate or cannot comply with the terms and conditions of such platforms and/or vendors; or if any of such platforms and/or vendors loses market share or falls out of favor or is unavailable for a prolonged period of time, access to and use of the Service will suffer.

11.1.9. The respective Service Providers may, as part of their management strategy, utilize a third-party insurance provider to mitigate the risks associated with Items. However, the insurance provider may only accept certain Items depending on their characteristics. Therefore, if any Items you purchase or lease through the Service are not insurable, you shall solely bear all risks associated with those Items.

11.1.10. The third-party insurance provider may not function as intended due to various reasons, including but not limited to bankruptcy, claim refusal, or other reasons, which may cause a dispute between the respective Service Providers, acting on your behalf, and the insurance provider. You acknowledge that the respective Service Providers shall have the exclusive right to determine the settlement of such disputes. Regardless of the outcome of the dispute, you agree to be responsible for all expenses incurred by the respective Service Providers and bear all risks associated with the Items you purchase or lease through the Service.

11.2. By using the cryptocurrency payment option and receiving revenue in cryptocurrency, you acknowledge and agree that:

11.2.1. The prices of digital assets are extremely volatile. Fluctuations in the price of other digital assets could materially and adversely affect the activity related to digital assets, such as the change in payment amount or revenue distribution, which may also be subject to significant price volatility. We cannot and do not guarantee that any purchasers or lessees of Items will not lose money.

11.2.2. There are risks associated with using digital currency, including but not limited to, the risk of hardware, software and Internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to information stored within your Wallet.

11.2.3. You are solely responsible for the security of your Wallet. At all times, you shall maintain adequate security and control of all of your Account. You are responsible for taking the necessary security measures to protect your Account and to keep your access to the Account secure, including by:

strictly abiding by all of our mechanisms or procedures;
creating a strong password and maintaining security and control of your Account;
keeping the Email Account (the email you use to register the Account) and telephone number provided to us up to date in order to receive any notices or alerts that we may send you;
never allowing remote access or sharing your computer and/or computer screen with someone else when you are logged on to your Account;
remembering that under no circumstances will we ask you to share your passwords or 2-factor authentication codes; and
logging out from the Website or the Platform at the end of each visit.

You must keep the Email Account and access to Account secure against any attacks and unauthorized access. You must notify us immediately if you have knowledge or have reason for suspecting that the security of your Email Account has been compromised or if there has been any unauthorized use of your Email Account.

11.2.4. The publicly deployed smart contracts you interact with may contain security vulnerabilities, errors, failures, bugs or economic loopholes which may be exploited by third parties. Interaction with these smart contracts are entirely your own responsibility and liability.

11.2.5. The legal and regulatory regime governing blockchain technologies, cryptocurrencies, and tokens is uncertain, and new regulations or policies may materially adversely affect the development and execution of the Service.

11.2.6. We do not control the public blockchains that you are interacting with and we do not control certain smart contracts and protocols that may be integral to your ability to complete transactions on these public blockchains. Additionally, blockchain transactions are irreversible and Karpous has no ability to reverse any transactions on the blockchain.

12. INDEMNIFICATION

12.1. To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Karpous, the Karpous Entities and the Service Providers from and against all actual or alleged third party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, attorneys' fees and expenses) and costs (including, without limitation, court costs, costs of settlement, and costs of or associated with pursuing indemnification and insurance), of every kind and nature whatsoever arising out of or related to these Terms or your use of the Service, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (collectively, "Claims"), including, but not limited to, damages to property or personal injury, that are caused by, arise out of or are related to (a) your use or misuse of the Services, (b) any feedback you provide, (c) your violation of this Agreement, and (d) your violation of the rights of any third party, including another user. You agree to promptly notify Karpous of any third-party Claims and cooperate with the Karpous Entities in defending such Claims. You further agree that Karpous and Karpous Entities shall have control of the defense or settlement of any third-party Claims. THIS INDEMNITY IS IN ADDITION TO, AND NOT IN LIEU OF, ANY OTHER INDEMNITIES SET FORTH IN A SEPARATE WRITTEN AGREEMENT BETWEEN YOU AND KARPOUS.

13. DISCLAIMERS AND WARRANTIES

13.1. The Service, content contained therein, and Items listed therein are provided on an "AS IS" and "AS AVAILABLE" basis without warranties or conditions of any kind, either express or implied. Karpous (and its suppliers) make no warranty that the Service: (a) will meet your requirements; (b) will be available on an uninterrupted, timely, secure, or error-free basis; or (c) will be accurate, reliable, complete, legal, or safe.

13.2. Karpous disclaims all other warranties or conditions, express or implied, including, without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, title, and non-infringement as to the service or any content contained therein. Karpous does not represent or warrant that content on the Service is accurate, complete, reliable, current, or error-free.

13.3. While Karpous attempts to make your access to and use of the Service and content safe, Karpous cannot and does not represent or warrant that the Service, content, or any Items listed on our Service or our servers are free of viruses or other harmful components. We cannot guarantee the security of any data that you disclose online. You accept the inherent security risks of providing information and dealing online over the internet and will not hold us responsible for any breach of security unless it is due to our gross negligence.

13.4. From time to time, Karpous may offer new "Beta" features or tools. Such features or tools are offered "AS IS '' and with all faults, solely for experimental purposes and without any warranty of any kind, and may be modified or discontinued at Karpous's sole discretion. The provisions of this section apply with full force to such features or tools.

14. LIMITATION OF LIABILITY

14.1. In no event will Karpous be liable to you or any third party for any lost profit or any indirect, consequential, exemplary, incidental, special or punitive damages arising from these terms, the Service, any Items, or for any damages related to loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, or loss of data, and whether caused by tort (including negligence), breach of contract, or otherwise, even if foreseeable and even if Karpous has been advised of the possibility of such damages. Access to, and use of, the Service is undertaken by you at your own discretion and risk, and you will be solely responsible for any damage to your computer system or mobile device or loss of data resulting therefrom.

14.2. We will not be responsible or liable to you for any losses you sustain as a result of your use of the Service and any use of the Items, including but not limited to any losses, damages, or claims arising from: (i) user error such as forgotten passwords, incorrectly constructed transactions, or mistyped addresses; (ii) server failure or data loss; (iii) corrupted digital wallet files; (iv) unauthorized access to applications; (v) damage to Items or (vi) any unauthorized third-party activities, including, without limitation, the use of viruses, phishing, brute forcing, or other means of attack against the service or Items.

14.3. Notwithstanding anything to the contrary contained herein, in no event shall the maximum aggregate liability of origin arising out of or in any way related to these terms, your access to and use of the service, content (including your content), or any Items purchased or leased through the service exceed the greater of (a) $100 or (b) the amount paid to Karpous by you for the Service in the transaction or incident that is the subject of the claim. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.

15. GENERAL

15.1. We reserve the right in our sole discretion to modify, suspend, or discontinue the Service, or any features or parts thereof, whether temporarily or permanently, at any time with or without notice to you in our sole discretion. Notwithstanding anything contained in these Terms, we reserve the right, without notice and in our sole discretion, to terminate your right to access or use the Service at any time and for any or no reason. If any term, clause or provision of these Terms is held invalid or unenforceable, then that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms.

15.2. Your relationship to Karpous is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of Karpous.

15.3. Karpous's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. Except as otherwise provided herein, these Terms are intended solely for the benefit of Karpous and you and are not intended to confer third party beneficiary rights upon any other person or entity.

15.4. Karpous reserves the right to change the applicable fees for the Services, including but not limited to transaction fees, withdrawal fees and management fees, from time to time. We will provide you with a 30-day advance notice of any fee changes by sending an email to the address registered in your Account, displaying a pop-up notice within your Account, or providing notice through our website, social media, or similar means. Karpous will not be liable to you or any third party for any modifications, price changes, suspensions, or discontinuations of the Services (or any part thereof).

16. CONTACT INFORMATION

If you have any questions about this Terms or have any requests for resolving issues arising from or in connection with this Terms, please contact us in the first instance through email at [email protected].

17. FORCE MAJEURE

Neither Party shall be liable for any failure or delay in performance due to circumstances beyond their reasonable control, including but not limited to acts of God, natural disasters, war, government actions, pandemics, labor strikes, or power outages ("Force Majeure Event"). The affected Party shall notify the other Party promptly and make reasonable efforts to resume performance as soon as possible.

18. ARBITRATION AND GOVERNING LAW

18.1. This Agreement, including the Arbitration clause (and proceedings) will be governed by and construed in accordance with the laws of Singapore.

18.2. You acknowledge that any dispute arising from or related to this Agreement or the Service shall be addressed according to the following procedure:

In the event of a dispute, the Disputing Party shall provide a written notice. Subsequently, both parties shall arrange a meeting in good faith, aiming to resolve the dispute through discussions and negotiations.
In case the dispute remains unresolved for a period of forty five (45) days from the date of submission, the matter shall be referred to the Singapore International Arbitration Centre (SIAC). In this regard, both parties hereby agree to submit to the exclusive jurisdiction of the SIAC.

18.3. All claims and disputes in connection with this Agreement or the use of the Services provided by Karpous that cannot be resolved informally, shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Agreement, in accordance with the rules and regulations of the SIAC. This Arbitration Agreement applies to you and Karpous, and to any subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under these Terms.

18.4. The arbitration shall be seated in the SIAC, and the arbitration proceedings shall be conducted in accordance with the laws of Singapore. The arbitration proceedings shall be conducted in the English language.

18.5. The arbitration shall be conducted by a tribunal of [one/three] arbitrator[s] appointed by the written agreement of the Parties and in accordance with the SIAC rules. The arbitrator(s) shall be neutral and independent, with expertise in the subject matter of the dispute.

18.6. The arbitrator(s) shall have full authority to adjudicate and issue awards in relation to all matters arising from the dispute, including remedies (interim or final) and damages, as permitted by law and in accordance with the terms of this Agreement.

18.7. The award of the arbitrator(s) shall be issued in writing, and shall be final and binding upon the Parties, save in the event of fraud or manifest error. Judgment upon an arbitrator's award shall be enforceable in a competent court of law. The Parties hereto expressly waive and forgo any right of appeal under the Applicable Law.

18.8. Each party shall bear its own costs of the arbitration, and the arbitrator(s) shall have the discretion to allocate the costs of arbitration, including the arbitrator's fees and administrative expenses, as deemed appropriate.

18.9. All aspects of the arbitration proceeding, including, but not limited to, the arbitrator's award and compliance therewith, shall be maintained in strict confidentiality. The parties agree to uphold confidentiality unless otherwise mandated by law.

18.10. Without prejudice to any terms of the clauses of this Agreement and subject to the applicable laws, the Singapore courts shall have the general jurisdiction to grant interim relief including without limitation, precautionary attachment and/or preservation of goods or evidence, before or pending the outcome of the arbitration proceedings.

18.11. Notwithstanding anything herein to the contrary, each Party retains the right to pursue in Small Claims Courts any dispute within that court's jurisdiction. Further, this arbitration provision shall apply only to disputes in which either Party seeks to recover an amount of money (excluding attorneys' fees and costs) that exceeds the jurisdictional limit of the concerned Small Claims Court.

18.12. To the maximum extent permitted by the applicable law, any claim arising from or in connection with this Agreement and/or the Services, must commence within 6 (six) months from the claim or cause of action accrues or the party first becomes aware of such claim or cause of action (whichever is earlier). If it is not filed within that time, it will be considered that such party has waived and forgone his right of action.

18.13. You agrees and acknowledges that, except for circumstances of confidentiality breach, gross negligence and/or intentional or willful misconduct, Karpous's total liability to You shall not exceed the greater of (i) the total contract value, as applicable or (ii) the amount of recoverable insurance, regardless of whether any action or claim is based upon contract, warranty or tort (including negligence) or strict liability.

18.14. The Parties expressly waive any right to bring or participate in a class action, consolidated, or representative proceeding in arbitration or any other forum. The arbitrator shall have no authority to consolidate claims or award relief to any person or entity other than the parties involved in the arbitration. The Parties also expressly waive any and all rights for a jury trial.

18.15. In the event that any part or parts of this Arbitration Agreement are deemed invalid or unenforceable under the law by a court of competent jurisdiction, such specific part or parts shall have no legal force or effect and shall be severed. The remainder of the Arbitration Agreement shall remain in full force and effect. The Parties shall negotiate in good faith to replace such invalid provision(s) or parts with valid provision(s) the legal effect of which comes as close as possible to that of the invalid or unenforceable provisions.