Terms of Use

1. Introduction.

These Terms of Use (these “Terms”) govern your access to and use of the Covered Vaults (as defined below) curated by Galaxy Curation LLC (“we,” “us,” or “our”), and any related content, materials, or communications made available by us in connection with such Covered Vaults (collectively, the “Materials”).

By depositing into, withdrawing from, or otherwise interacting with any Covered Vault, you acknowledge that you have read, understand and agree to be bound by these Terms and any policies referenced herein (including our Privacy Policy) and accept such Terms as the binding agreement governing your use of Covered Vaults and Materials. If you do not agree to these Terms, you must not interact with any Covered Vault or any Materials. Proposed configuration changes for any Covered Vault may be timelocked as specified in the applicable onchain configuration and/or the Morpho protocol. You acknowledge and agree that any such change will be effective after the applicable timelock period even if you did not review the onchain configuration while such change was pending.

These Terms supplement (and do not replace) the terms and policies imposed by any third-party interface, aggregator, wallet provider, blockchain network, or Protocol through which you access or interact with a Covered Vault; provided that, to the extent of any conflict between these Terms and such third-party terms with respect to the subject matter hereof, these Terms shall control as between you and us, to the maximum extent permitted by applicable law.

These terms contain a binding arbitration agreement and a class action waiver. This affects your legal rights, including your right to sue in court or to have a jury trial, and your right to participate in a class or representative proceeding. Please review Section 13 (Dispute Resolution) carefully.

2. Definitions.

2.1. “Covered Vault” means any vault, strategy vault, or similar smart contract (including any successor, replacement, or migrated instance) that satisfies one or more of the following conditions:

(a) the vault’s public-facing page on any Interface, application, website, or aggregator displays a link to, incorporates by reference, or otherwise references these Terms; or

(b) the vault is identified or held out by us (including on our website at curation.galaxy.com or any successor site) as curated, risk‑configured administered, or otherwise associated with us, whether through an onchain “curator” role, an equivalent onchain role, or an arrangement under which we select or constrain eligible allocation targets or risk parameters; or

(c) message from address that launched smart contract indicates that these Terms govern the smart contract of the Covered Vault.

2.2. “Interface” means any website, application, aggregator, protocol interface, or other interface through which a Covered Vault may be accessed or that displays information regarding the Covered Vault. For clarity and without limitation, “Interface” includes the webpages available at https://app.morpho.org/vaults associated with Covered Vaults.

2.3. “Protocol” means any blockchain or other distributed ledger network which a Covered Vault may interact with or to which a Covered Vault may allocate (directly or indirectly), including any associated smart contract, decentralized application, bridge, oracle, validator system, or other onchain or offchain infrastructure.

3. Nature of Covered Vaults and Associated Risks.

You acknowledge and agree (a) that you are solely responsible for determining whether any Covered Vault is appropriate for your use, financial circumstances, risk tolerance, and technical capabilities and (b) that you assume all risk associated with Covered Vaults and have conducted your own independent evaluation of each Covered Vault that you may interact with, including by regularly reviewing the relevant source code, onchain configuration, and underlying exposures on a continuing basis. You acknowledge and agree that we are not responsible for any losses, liabilities, costs, or damages that you may incur in connection with or as a result of such risks. Such risks include, without limitation, the following:

3.1. Smart Contracts. Covered Vaults are implemented by smart contracts and are governed in each case by the code for the specific smart contract. Smart contracts are software code deployed on distributed networks that automatically execute predefined actions when specific conditions are met. All deposits, withdrawals, redemptions, and transfers are executed by smart contracts submitting transactions to decentralized networks, which are processed and recorded by decentralized network participants. The distribution of digital assets from a Covered Vault is controlled by the underlying smart contract. We do not have discretion to execute (or not execute) actions that are specified in a smart contract, and such transactions are generally irreversible. Smart contracts may contain bugs or vulnerabilities and may be configured in a manner that is not intended or expected, including with respect to roles and permissions.

3.2. Liquidity Constraints. We do not guarantee withdrawal timing or that transactions executed by a Covered Vault in connection with your assets will be executed at any particular price or amount. Withdrawals, redemptions, and exits may be subject to liquidity-related mechanisms and restrictions in Covered Vaults or in Protocols. Liquidity-related mechanisms and restrictions in a Covered Vault may include gates, caps, liquidity adapters, and related parameters and are specified in each Covered Vault’s onchain configuration. The availability and timing of withdrawals may also depend on prevailing liquidity conditions in underlying markets, good operation of underlying Protocols, and other factors beyond our control.

3.3. Interfaces. Covered Vaults may be accessed through Interfaces that are operated by third parties and subject to third‑party terms. We are not responsible for the performance of any Interfaces unless we expressly agree otherwise in writing.

3.4. Protocols. Covered Vaults may interact with Protocols (including external protocols that are operated and maintained by third parties). Protocols are often experimental and involve significant risks, including risks related to bugs, vulnerabilities, hacks, cyberattacks, forks, consensus failures, volatility, regulatory changes, network congestion, third‑party service outages, slashing, validator misconduct, bridge failures, and oracle failures. We are not responsible for the performance of any Protocol unless we expressly agree otherwise in writing.

3.5. Onchain Configuration. Although we may update Covered Vault parameters at our discretion from time to time, we do not have any obligation to do so. Any updates or changes to the strategic allocation parameters of a Covered Vault (including Adapters, Caps, Fees, and Allocator appointments) represent our publication of updated strategies taking into account macroeconomic and crypto sector developments that we believe are relevant. No such updates will be based on the personal circumstances or risk profiles of any given user. Changes to strategies may not always be made with advance notice (though in some cases changes will be subject applicable timelocks, which can be read from the onchain configuration). You agree that you are responsible for monitoring onchain activity and configuration on an ongoing basis and for determining whether to maintain, adjust, or withdraw your exposure.

3.6. Risk of Financial Loss. You understand that all Covered Vault activity involves financial risk. Any rewards are variable and not guaranteed. You may lose some or all of the assets you transfer to a Covered Vault. Any historical performance data concerning Covered Vaults are provided for illustrative purposes only and do not guarantee future performance. Any yield, APY, performance, or similar figure displayed by an Interface may be estimated, may change rapidly, and may not reflect net returns after deduction of fees, losses, slippage, liquidity constraints or other costs or adverse events.

3.7. Underlying Assets; Market and Network Risk. Covered Vaults may have exposure to one or more underlying digital assets, which are subject to price volatility, liquidity fluctuations and market dislocations. The value of your position may decline rapidly or become worthless. Digital assets may also be subject to risks arising from their underlying blockchain networks, including forks, validator failures, consensus changes, network congestion, denial-of-service attacks, or permanent chain failure. In the case of bridged, wrapped, or synthetic assets, additional risks may arise from bridge contracts, custodians, or counterparties. You acknowledge that these risks are inherent to the use of Covered Vaults and may result in partial or total loss of your assets.

3.8. Operational Risk. Outcomes may be affected by actions or omissions of onchain roles (including any allocator, sentinel, guardian or equivalent), including strategy constraints, incident response, and any automation. We do not warrant that we will identify, predict, or mitigate any particular event or risk.

3.9. Applicable Regulation. The regulatory landscape for digital assets and decentralized finance is rapidly evolving and subject to significant uncertainty across various jurisdictions. Your interaction with a Covered Vault may be affected by new or changing laws, regulations, or interpretive guidance, which could impact the availability or legality of associated transactions or the value of associated assets.

4. Nature of Our Role.

4.1. Overview. You acknowledge that our sole role in connection with Covered Vaults is publishing strategies, which includes curating, establishing, selecting, or constraining strategy parameters for Covered Vaults through smart contract configuration and/or through onchain role permissions, as applicable. You further acknowledge that we do not provide investment management, asset management, investment advisory, fiduciary brokerage, intermediary, money transmission, or custodial services in connection with any assets you deposit in a Covered Vault, and that we do not manage, hold or exercise discretion over any such assets.

4.2. Declaration of Interest; Conflicts. We do not engage in decentralized finance transactions for our own account and do not have any direct interest in any strategies published through any Covered Vaults, or in any Protocols. However, various entities affiliated with us regularly engage in decentralized finance transactions, both as principal and on behalf of others, including funds managed by such affiliates. However, in some cases, our affiliates may adopt alternative or contrary strategies or positions in the same underlying protocols, lending markets or crypto assets to which the Covered Vaults relate. You understand and agree that we are not responsible for any conflicts of interest that may arise due to the activity of our affiliates or any other associated persons or entities.

4.3. No Custody. Covered Vaults provide a non-custodial means to route interactions with various Protocols. When you deposit assets into a Covered Vault, you receive vault shares. You are solely responsible for the custody and disposition of your vault shares. You acknowledge that Covered Vaults are entirely self-custodial and that we do not have possession, custody or control of your digital assets, vault shares, wallet, private keys or seed phrases, and cannot unilaterally reverse, cancel, or modify any Covered Vault or Protocol transaction. You are solely responsible for safeguarding your wallet, seed phrases, private keys, approvals/allowances, and transaction parameters.

4.4. No Advisory Relationship. All Covered Vaults, related parameters, and Materials are published for information purposes only. The information provided through our publication of the Covered Vaults, related parameters, and Materials is general and impersonal, and is not tailored to your individual circumstances. This information does not constitute personalized investment advice, and you should not act upon it without consulting a qualified professional advisor. We are not acting as your investment adviser, broker-dealer, commodity trading advisor, or similar regulated advisor or intermediary. We do not provide investment, financial, legal, regulatory, or tax advice, and no communication or information provided by us shall be construed as such advice.

4.5. Other Relationships. Nothing in these Terms, and no conduct of the parties, shall be deemed to create any client, advisory, agency, partnership, joint venture, fiduciary, employment, management or franchise relationship between you and us. Neither party has authority to bind the other in any manner.

4.6. No Best Execution or Similar Duties. To the maximum extent permitted by law, we disclaim any duty of best execution, any duty to obtain best pricing, any duty relating to order handling or routing, and any duty regarding the timing, selection, or prioritization of transactions involving Covered Vaults or any Covered Vault’s underlying venue or Protocol. Any figures displayed by an Interface (including “expected” amounts, APY, or exchange rates) may be estimates and are not guarantees.

5. Representations, Warranties, and Covenants.

Each time you interact with a Covered Vault, you represent, warrant, and covenant as follows:

5.1. Eligibility. You have the legal capacity and authority to enter into these Terms.

5.2. Compliance with Law. You are and will be in compliance with all laws and regulations applicable to you and your interactions with the Covered Vaults. You will not use any Covered Vault or Materials for any unlawful, unauthorized, or improper purpose, including activities related to money laundering, terrorist financing, fraud, sanctions evasion, market manipulation, dissemination of malicious code, or attacks or exploits against smart contracts or networks. You are solely responsible for the activity of any artificial intelligence-based agents you deploy which access Covered Vaults or Materials, regardless of whether you directed or coded such agents to do so.

5.3. Sanctions; Illicit Activity.

(a) Neither you, nor any beneficial owner of you, nor any of your affiliates, directors, officers, employees, agents, or any person acting on your behalf, is (i) identified on, or owned or controlled (directly or indirectly) by any person identified on, any sanctions-related list of designated persons maintained by the United States (including OFAC), the United Nations, the European Union, or the United Kingdom (each, a “Sanctions Authority”), or (ii) otherwise the subject of sanctions administered or enforced by a Sanctions Authority.

(b) You are not located, organized, or ordinarily resident in any jurisdiction that is subject to sanctions or embargoes imposed by a Sanctions Authority, including (as of the date these Terms were last updated) Cuba, Iran, North Korea, Syria, Russia, Belarus, Venezuela, Somalia, Libya, Yemen, Myanmar, Zimbabwe and the Crimea, Donetsk, and Luhansk regions of Ukraine.

5.4. Capability. You have the technical knowledge to understand and competently evaluate the risks of using and engaging with Covered Vaults and Protocols, including a functional knowledge of the usage and intricacies associated with crypto assets, crypto asset platforms, and crypto asset markets.

5.5. Source of Funds. No funds or digital assets used by you in connection with the Covered Vaults are or will be derived from money laundering, terrorist financing, or any other unlawful activity.

5.6. Conditional Application of Securities Law Provisions. This Section 5.6 applies solely if and to the extent that any Covered Vault, vault share, token, or transaction facilitated by a Covered Vault is determined to constitute a “security” or to involve an offer or sale of securities under applicable law (each, a “Security Interest”). For purposes of this Section 5.6: (a) “U.S. person” has the meaning set forth in Regulation S under the U.S. Securities Act of 1933, as amended (the “Securities Act”); (b) “accredited investor” has the meaning set forth in Rule 501(a) of Regulation D under the Securities Act; and (c) “transfer” means any sale, assignment, pledge, hypothecation, or other disposition, whether direct or indirect.

(a) To the extent this Section 5.6 applies and you are a non-U.S. person, you represent, warrant, and agree as follows:

i. U.S. Status; Offshore Transaction. You are not a U.S. person, are not acting for the account or benefit of a U.S. person, and are participating in any transaction involving a Security Interest in an “offshore transaction” as defined in Regulation S. At the time of each interaction with a Covered Vault, you are physically located outside the United States and are not accessing or using any Interface or Covered Vault from within the United States.

ii. No Directed Selling Efforts. You acknowledge that any Materials are made available on an impersonal basis and not as part of any “directed selling efforts” (as defined in Regulation S) in the United States, and you agree that you will not engage in any directed selling efforts in the United States with respect to any Security Interest.

iii. Transfer Restrictions; Distribution Compliance. You acknowledge that transfers of any Security Interest may be subject to restrictions under Regulation S, including any applicable “distribution compliance period.” You agree not to offer, sell, pledge, or otherwise transfer any Security Interest (A) into the United States, (B) to or for the account or benefit of any U.S. person, or (C) in any manner that would require registration under the Securities Act, except pursuant to an effective registration statement or an available exemption therefrom.

iv. No Hedging Transactions. You agree not to engage in any hedging transaction with regard to any Security Interest unless in compliance with the Securities Act.

v. Legends; Technical Controls. You acknowledge that any Security Interest may be subject to legends, transfer restrictions, or other compliance measures, including those implemented through smart contract logic, Interface controls, or other technical mechanisms, and you agree to comply with all such restrictions and to provide such certifications or information as may be reasonably requested to support compliance.

(b) To the extent this Section 5.6 applies and you are a U.S. person, you represent, warrant, and agree as follows:

i. Accredited Investor; Investment Intent. You are an accredited investor (or, if applicable, a sophisticated investor with sufficient knowledge and experience in financial and business matters to evaluate the merits and risks of participation) and are acquiring any Security Interest for your own account for investment purposes only, and not with a view to, or for resale in connection with, any distribution in violation of the Securities Act. You acknowledge that no public market exists for any Security Interest and none may develop, and that you must be prepared to bear the economic risk of a total loss.

ii. No General Solicitation Reliance. You acknowledge and agree that your decision to interact with any Covered Vault is based solely on impersonal information made available generally to users and not on any form of general solicitation or general advertising directed to you by us. You further agree not to represent to any third party that we have provided you with investment advice or recommended participation.

iii. Transfer Restrictions. You acknowledge that any Security Interest constitutes “restricted securities” and may not be offered, sold, pledged, or otherwise transferred except pursuant to an effective registration statement under the Securities Act or an available exemption therefrom. You agree to comply with all applicable transfer restrictions, including any legends, contractual restrictions, or technical transfer controls.

iv. No Underwriting; No Distribution. You are not acting as an underwriter, distributor, or placement agent with respect to any Security Interest, and you will not engage in any activity that would constitute a distribution in violation of the Securities Act.

v. Bad Actor; Disqualification. Neither you nor any person acting on your behalf is subject to any disqualification under Rule 506(d) of Regulation D (to the extent applicable). You agree to notify us promptly if this representation becomes untrue.

For the avoidance of doubt, nothing in this Section 5.6 or these Terms shall be construed as an admission, representation, or agreement that any Security Interest constitutes a security or that any offering or sale of securities has occurred.

6. Fees; Costs; Onchain Disclosure.

6.1. Vault Fees. Covered Vaults may impose fees and expenses, including vault maintenance fees (collectively, “Vault Fees”). Vault Fees (including rates, calculation methodologies, accrual mechanics, and recipient addresses) are determined and implemented by the Covered Vault’s smart contracts and the applicable onchain configuration, and may change from time to time only through onchain actions authorized by the relevant permissions. You are solely responsible for reviewing the applicable onchain configuration to monitor applicable Vault Fees with respect to each of your interactions with any Covered Vault.

6.2. Network and Third‑Party Fees. Protocols often require payment of network fees (including “gas”), which are determined by the applicable network and are typically non‑refundable. In addition to the Vault Fees, such Protocols may impose further fees, spreads, slippage, or costs. We do not control network fees or Protocol fees imposed in connection with third-party Protocols.

6.3. No Offchain Fee Arrangements. Except to the extent implemented onchain (or expressly set forth in a separate written agreement executed by us), we make no commitment regarding fee rebates, waivers, holidays, or special arrangements, and no offchain statement shall be binding on us.

7. Taxes.

You are solely responsible for determining and satisfying any tax obligations arising from your use of Covered Vaults, including reporting and paying any applicable income, capital gains, VAT, sales, or other taxes. The legal and tax treatment of transactions facilitated by Covered Vaults may be uncertain or evolve over time. We are not responsible for determining, reporting, or remitting your taxes.

8. Modifications, Suspension or Termination.

We may, from time to time, in our sole and absolute discretion. modify, substitute, suspend, or discontinue any aspect of any Covered Vault at any time, with or without notice, subject in all cases to the limitations, permissions and constraints imposed by the applicable smart contracts and underlying Protocols (including any timelocks or governance mechanisms). We may limit, suspend, or terminate your access to one or more Covered Vaults if we believe it is commercially reasonable or necessary due to a breach of these Terms, legal, regulatory, financial or reputational concerns, security risks, or operational needs.

9. Disclaimers.

9.1. As‑Is; No Warranties. TO THE MAXIMUM EXTENT PERMITTED BY LAW, COVERED VAULTS AND THE MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON‑INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

9.2. Covered Vaults not a Security. YOU ACKNOWLEDGE THAT NO COVERED VAULT, VAULT SHARE, TOKEN OR TRANSACTION FACILITATED BY A COVERED VAULT CONSTITUTES A “SECURITY” OR ANY ANALOGOUS OR EQUIVALENT FINANCIAL INSTRUMENT UNDER ANY APPLICABLE LAW. WITHOUT LIMITING THE FOREGOING, IF ANY COVERED VAULT, TOKEN OR TRANSACTION FACILITATED BY A COVERED VAULT IS DEEMED TO BE A SECURITY (OR ANALOGOUS OR EQUIVALENT INSTRUMENT), YOU AGREE THAT WE SHALL NOT BE HELD LIABLE, AND WE RESERVE THE RIGHT TO DISCONTINUE ANY AFFECTED COVERED VAULT, VAULT SHARE, TOKEN, OR TRANSACTION FACILITATED BY A COVERED VAULT AT ANY TIME WITHOUT PRIOR NOTICE.

9.3. No Security Assurance. Any reference to audits, reviews, monitoring, risk frameworks, or security practices is informational only and does not constitute a guarantee of security, correctness, or loss prevention.

10. Limitation of Liability.

10.1. Exclusion of Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE OR OUR AFFILIATES, OR OUR OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, OR REPRESENTATIVES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR DIGITAL ASSETS, ARISING OUT OF OR IN CONNECTION WITH ANY COVERED VAULT, MATERIALS OR THESE TERMS, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.2. Aggregate Liability Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH ANY COVERED VAULT, MATERIALS OR THESE TERMS SHALL NOT EXCEED US$500.

10.3. Basis of Bargain. You acknowledge that the limitations set forth in this Section are a fundamental basis of the bargain between you and us.

11. Indemnification.

11.1. Indemnity. You shall defend, indemnify, and hold harmless us and our affiliates and all of our and their respective directors, officers, employees, contractors, agents, service providers, representatives, successors, and assigns (collectively, the “Indemnitees”) from and against any and all claims, demands, actions, suits, proceedings, investigations, liabilities, damages, losses, judgments, penalties, fines, costs, and expenses (including attorneys’ fees and expenses) arising out of or relating to your interactions with any Covered Vault, including: (a) your breach of these Terms; (b) your violation of any applicable law, regulation, sanctions requirement, or third‑party right; (c) your access to or use of any Covered Vault or any Interface; (d) your interactions with any Protocols; (e) any allegation that any digital assets used by you were derived from unlawful activity; (f) any dispute between you and any third party (including any Interface operator or wallet provider) relating to your use of a Covered Vault; (g) any claim, allegation, or determination that any Covered Vault, vault share, token or transaction facilitated by a Covered Vault constitutes a “security” or other regulated instrument under applicable law, including any offer, sale, or transfer thereof; (h) any misuse, attempted exploitation, or manipulation by you or on your behalf that adversely affects a Covered Vault or any third party; or (i) your negligence or willful misconduct.

11.2. Defense; Cooperation; Settlements. We may, at our option (but still at your cost), assume the defense of any matter subject to indemnification, and you agree to cooperate fully with us in the defense and in asserting any available defenses. You shall not settle any claim in a manner that imposes any obligation, admission, or liability on any Indemnitee without our prior written consent.

11.3. Cumulative Remedies. The rights and remedies of Indemnitees under this Section are cumulative and in addition to any other rights or remedies available to us at law or in equity.

12. Amendments.

We may modify these Terms at any time by posting an updated version at the location where these Terms are maintained (including curation.galaxy.com or any successor location) or by updating the link referenced on applicable Interfaces. Unless otherwise stated, updated Terms are effective upon posting. Your continued interaction with any Covered Vault or Materials after updated Terms become effective constitutes acceptance of the updated Terms.

13. Dispute Resolution.

13.1. Governing Law. These Terms and any dispute, claim or controversy arising out of or in connection with these Terms (including as to the validity, performance, interpretation or enforcement of the Terms), any Covered Vault or Materials (each, a “Dispute”), together with any arbitration conducted hereunder, shall be governed by the laws of the State of New York, without regard to conflict of laws principles.

13.2. Agreement to Arbitrate. Except as expressly provided in Section 13.2(c) or Section 13.3, any Dispute shall be resolved exclusively by final and binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules (or, if applicable, its Consumer Arbitration Rules) as then in effect, except as modified by these Terms.

(a) Seat; Venue; Language; Arbitrator. The seat of arbitration shall be New York County, New York. The arbitration shall be conducted in English before a single arbitrator. The arbitrator may award any relief that would be available in a court of competent jurisdiction on an individual basis only. You and we expressly agree that the laws of the State of New York shall apply to all substantive and procedural matters in any arbitration conducted hereunder.

(b) CLASS ACTION AND REPRESENTATIVE ACTION WAIVER. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AND WE AGREE THAT EACH MAY BRING DISPUTES AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE PROCEEDING, WHETHER IN ARBITRATION OR OTHERWISE.

(c) Opt‑Out Right. You may opt out of the arbitration agreement and class action waiver in this Section 13 by sending us a letter confirming your decision to opt out to: ‘[OPT‑OUT ADDRESS] (Attn: Legal Department)’ within thirty (30) days of the earlier of (a) the date you first interacted with any Covered Vault or Materials after these Terms became available to you, or (b) the “Last Updated” date above, if you were already interacting with a Covered Vault or any Materials as of that date. Your opt‑out notice must include your name (if applicable), your wallet address(es) used to interact with Covered Vaults or any Materials, and a clear statement that you wish to opt out of arbitration and the class action waiver.

(d) Effect of Opt‑Out. If you validly opt out, Disputes will be resolved in accordance with Section 13.4, and this arbitration agreement shall not apply to you.

13.3. Excluded Claims; Injunctive Relief. Either party may seek temporary or preliminary injunctive relief in a court of competent jurisdiction to prevent imminent harm pending arbitration. In addition, we may bring claims relating to intellectual property infringement, misuse, or unauthorized access in a court of competent jurisdiction.

13.4. Forum for Non‑Arbitrable Disputes. If a Dispute is subject to Section 13.3, a Dispute is otherwise found not to be subject to arbitration, or if you have validly opted out of the arbitration agreement pursuant to Section 13.2(c), then, to the maximum extent permitted by law, the Dispute shall be brought exclusively in the state or federal courts located in New York County, New York, and you and we consent to personal jurisdiction and venue therein.

13.5. Jury Trial Waiver. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AND WE WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING RELATING TO ANY DISPUTE.

13.6. Severability. If any portion of this Section 13 is found unenforceable, the unenforceable portion shall be severed and the remaining portions shall be enforced to the maximum extent permitted by law. If the class action waiver in Section 13.2(b) is found unenforceable as to a particular claim and cannot be severed, then that claim shall be litigated in court (not arbitrated), and any remaining arbitrable claims shall proceed in arbitration in accordance with Section 13.

14. Miscellaneous.

14.1. Notices; Electronic Communications. We may provide notices in connection with these Terms by posting updates at curation.galaxy.com or by other reasonable means. Notices to us in connection with these Terms must be sent to curation.galaxy.com, or such other email address as we may designate from time to time. For the avoidance of doubt, this Section 14.1 does not limit our rights under Section 8 (Modifications, Suspension or Termination) or Section 12 (Amendments), including our ability to modify these Terms or restrict or terminate access to Covered Vaults without prior notice, where permitted by applicable law.

14.2. Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms without restriction, including in connection with a merger, reorganization, sale of assets, or similar transaction.

14.3. Privacy. To the extent that you provide any personal information to us in connection with your access to or use of any Covered Vault or Materials, we will process such personal information in accordance with our Privacy Policy.

14.4. Feedback. If you provide us with any feedback in connection with a Covered Vault, any Materials or otherwise in connection with these Terms, you hereby grant us a non-exclusive, royalty-free, perpetual, irrevocable, sublicensable right to use, reproduce, modify, distribute and otherwise exploit that feedback without restriction or obligation.

14.5. Entire Agreement. These Terms and any policies referenced herein (including our Privacy Policy) constitute the entire agreement between you and us regarding their subject matter and supersede all prior or contemporaneous communications, representations, or understandings, except as expressly superseded by a separate written agreement executed by us.

14.6. Severability. If any provision is held invalid or unenforceable, the remaining provisions remain in full force and effect.

14.7. No Waiver. No failure or delay by us to enforce any provision constitutes a waiver of that provision. Any waiver must be in writing and signed by us.

14.8. Third‑Party Beneficiaries. Except for the Indemnitees, no person or entity is a third‑party beneficiary of these Terms.

14.9. Interpretation. Headings are for convenience only and do not affect interpretation. “Including” means “including without limitation.”

14.10. Further Information. Further information about Covered Vaults is available at our information page accessible here: docs.curation.galaxy.com . You are responsible for regularly reviewing and monitoring the information page.