Shipfinex - Terms of Use

Last updated : ___________, 2023

Hi! Welcome to Shipfinex, a digital asset platform operated by and proprietary to Shipfinex (doing business as : Shipfinex Platform or Company). Your use of the Platform is being provided by one or all of the following parties (collectively, as “we”, “our”, or “us” or “Shipfinex”) :

FRACTIONAL SHIPPING OWNERSHIP LLC a Saint Vincent and Grenadines entity having registered office at Suite 305, Griffith Corporate Centre, Kingstown, St. Vincent and the Grenadines and Limited Liability Company Number 2728 LLC 2022.
SHIPFINEX - FZCO, a free zone company formed in the International Free Zone Authority, having registered office is located at Dubai Silicon Oasis, DDP, Building A2, Dubai, United Arab Emirates and the registration number: DSO-FZCO-22077.
SHIPFINEX LLC, a limited liability company formed under the state laws of Wyoming, United States, having its registered office at 1603 Capitol Ave., Suite 310 Cheyenne, Wyoming 82001, United States and Filing Id: 2023-001230608.

Please note that all references to Marine Coin or Marine Token shall be owned by M/s Fractional Shipping Ownership LLC, a Saint Vincent and Grenadines entity having registered office at Suite 305, Griffith Corporate Centre, Kingstown, St. Vincent and the Grenadines and Limited Liability Company Number 2728 LLC 2022.

You agree and understand that by signing up to Shipfinex and opening an account, you are agreeing to enter into this user agreement (the “User Agreement”) by and between you and Shipfinex, and be legally bound by its terms and conditions, so please read them carefully.

Please also note that there may be specific terms or conditions applicable to you as a user in a given jurisdiction, as detailed herein. If any term or condition of this User Agreement is unacceptable to you, please do not visit, access, or use Shipfinex. Use of the words “we,” “us,” or “our” in this User Agreement refers to Shipfinex, and any or all of its affiliates.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY CLICKING THE "CREATE ACCOUNT" BUTTON OR BY ACCESSING OR USING THE SERVICES, YOU AGREE TO BE LEGALLY BOUND BY THESE TERMS OF SERVICE AND ALL TERMS INCORPORATED BY REFERENCE.

Master Summary of Terms of Service

This summary of our Terms of Service offers you an overview of the key terms that apply to your use of our website, transactions and other services. While we hope this summary section is helpful, you should read the complete Terms of Service below since they provide important information about how our services work. Please note that we refer to our online service where you can execute transactions and access our services as "Shipfinex".

Extract from the Whitepaper :

Maritime Payment Layer

The Maritime Payment Layer (MPL) aims at digitizing the payment experience for shipping companies, seafarers, and marine service suppliers. It integrates and manages multiple maritime ecosystem participants on a single, unified layer to enable real-time payroll disbursements and vendor payments - all through Marinecoin.

Marinecoin is a token that enables the entire Shipfinex ecosystem to work. This is the governance, and participatory token that also works as a store of value by itself.

Lending And Staking Platform

Shipfinex has plans to enable and encourage borrowing and lending within the maritime industry by designing a financial structure where borrowers and lenders can enter into agreements. Borrowers could use the architecture to take loans to support their financial requirements, whereas lenders could earn incremental interest by lending their unused assets.

Lenders can use DMAE to lend their assets in exchange for interest-bearing Marinecoin in return, which can be redeemed for their share of the underlying assets. Borrowers take loans and return them with interest, which is then distributed among the lenders as per their share in the pool out of which the liquidity is taken.

Long-term holders of Marinecoin can also choose to stake their tokens to earn an Annual Percentage Yield (APY) while holding onto their Marinecoin tokens. Shipfinex generates the APY through shipowners who share a part of their trade earnings with the ecosystem, which is then distributed amongst users as per their staking share.

Marinecoin ($MRN)

Marinecoin sits at the center of the Shipfinex ecosystem, fueling a new global economy anchored in one of the world's best asset classes - Maritime Assets. Within the Shipfinex ecosystem, Marinecoin functions as a utility token representing access to the Shipfinex Decentralized Maritime Asset Exchange, and other Shipfinex-powered platforms and resources.

Marinecoin is an ERC-20 token that is essential to transacting on EVM-compatible blockchains. Since ERC-20 is supported on Polygon, which is an Ethereum L2, Shipfinex deploys it straight to Polygon. Marinecoin is fungible, meaning it can be interchanged by another similar token. Therefore, it doesn’t matter which Marinecoin you own as they all are of the same value; just how many you have.

Eligibility and Acceptable Use
You must meet certain eligibility criteria to use Shipfinex. For instance, you must be an adult and there are certain locations from which you may not be able to use some or all of Shipfinex. Additionally, there are certain things you cannot do when using Shipfinex, such as engage in illegal activities, lie, or do anything that would cause damage to our services or systems. Please see the acceptable use section for more details. By signing up to Shipfinex and opening an account, you represent and affirm that you are at least 18 years old as an individual, have the legal capacity to enter into this User Agreement by and between you and Shipfinex Company, and agree to be legally bound by the terms and conditions of this User Agreement in their entirety.
Transaction Risks and Disclaimers
Engaging in any Token trade can be financially risky, and there can be higher financial risks if you engage in any such transactions, use any other sophisticated trading options, or trade in digital assets that are subject to volatile market price movements. Please don't use Shipfinex if you do not understand these risks and enter into trades only when you understand the trading option you are using, the characteristics of the digital asset you intend to trade, and the potential financial risk of loss trading them entails.
Other Important Legal Terms
There are important legal terms provided below in the complete Terms of Service, including your indemnification responsibilities, our limitation of liability and warranty disclaimers, and your agreement to arbitrate most disputes. Please take the time to read these terms carefully. You can always contact us through support if you have any questions at Contact us page on https://www.shipfinex.com/

As used herein, “Digital Asset” means a digital asset (also called a “cryptocurrency,” “virtual currency,” “digital currency,” or “virtual commodity”), such as bitcoin or ether, which is a digital representation of value based on (or built on top of) a cryptographic protocol of a computer network. It also includes our platform's own coin that is a utility token (MARINECOIN OR $MRN) and is used for services within the platform to avail privileged services on the platform amongst other use cases that may accrue in future and be informed to you by way of an update to these terms.

MarineCoin is the native exchange token of Shipfinex. The token will enable global payments, remittances and operational expenditure by shipping companies worldwide.

Marine Coin ($MRN) will be used for a number of utility and governance based payment structures. All the transactions, yield payments and trade offs to be made in and settled using $MRN as a standard practice.

Complete Terms of Service
These Terms of Service and any terms expressly incorporated herein ("Terms") apply to your access to and use of the websites and mobile applications provided by Shipfinex and its wholly owned subsidiaries, if any, (collectively, "Shipfinex", "we", or "us"), and the trading, direct sale, staking and other services if any provided by Shipfinex as described in these Terms. (collectively, our "Services").

Our products and services may be provided through other operating entities that are related to Shipfinex other than the two entities stated above.

Key Definitions
Capitalized terms not otherwise defined in these Terms will have the following meaning:
1. "External Account" means any Financial Account or Digital Asset Account: (i) from which you may load Funds (fiat (if applicable) or non fiat) into your Shipfinex Account, and (ii) to which you may transfer Funds from your Shipfinex Account if allowed.
2. "Financial Account" means any financial account of which you are the beneficial owner that is maintained by a third party outside of the Services, including, but not limited to third-party payment service accounts or accounts maintained by third party financial institutions.
3. "Funds" means Digital Asset and/or Legal Tender.
4. "Legal Tender" means any national currency, such as INR or USD, that may be used when such a feature goes live, in connection with a purchase or sale of Digital Assets via the Services, and does not include any Digital Asset.
5. "Shipfinex Account'' means a user account accessible via the Services where Funds may be stored by Shipfinex on behalf of a user on its platform under the dashboard of the user.
6. "Digital Asset" means bitcoins, ripples and other digital assets like $MRN that may be purchased and used on the platform via the Services.
7. "Digital Asset Account" means any Digital Asset address or account owned, controlled or operated by you that is maintained outside of the Services, and is not owned, controlled or operated by Shipfinex.

Eligibility
Shipfinex may not make the Services available in all markets and jurisdictions, and may restrict or prohibit use of the Services from certain foreign jurisdictions ("Restricted Locations"). If you are registering to use the Services on behalf of a legal entity, you represent and warrant that (i) such legal entity is duly organized and validly existing under the applicable laws of the jurisdiction of its organization; and (ii) you are duly authorized by such legal entity to act on its behalf.

You further represent and warrant that you: (a) are of legal age to form a binding contract (at least 18 years old); (b) have not previously been suspended or removed from using our Services; (c) have full power and authority to enter into this agreement and in doing so will not violate any other agreement to which you are a party; (d) are not located in, under the control of, or a national or resident of (i) any Restricted Locations, or (ii) any country to which the United Arab Emirates, United States and Saint Vincent and Grenadines has embargoed goods or services; (e) are not identified as a "Specially Designated National;" (f) are not placed on the Interpol's Denied Persons List; and (g) will not use our Services if any applicable laws in your country prohibit you from doing so in accordance with these Terms.

Shipfinex may condition your access or continued access to certain Services (or features of those Services), such as by imposing eligibility requirements. Shipfinex will keep you informed of these on its website. Shipfinex may require, on an ongoing basis, that you demonstrate to us that you continue to meet these requirements. Shipfinex decisions with respect to eligibility are final.

Shipfinex Account limitations per person
1. Number of Shipfinex Accounts. Shifinex may, in its sole discretion, limit the number of Shipfinex Accounts that you may hold, maintain or acquire.
2. Shipfinex Account information and security. In order to engage in any trades via the Services, you must create a Shipfinex Account and provide any requested information. When you create a Shipfinex Account, you agree to: (a) create a strong password that you do not use for any other website or online service; (b) provide accurate and truthful information; (c) maintain and promptly update your Shipfinex Account information; (d) maintain the security of your Shipfinex Account by protecting your password and restricting access to your Shipfinex Account; (e) promptly notify us if you discover or otherwise suspect any security breaches related to your Shipfinex Account; and (f) take responsibility for all activities that occur under your Shipfinex Account and accept all risks of any authorized or unauthorized access to your Shipfinex Account, to the maximum extent permitted by law.
Privacy Notice
Please refer to our Privacy Notice for information about how we collect, use and share your information.
General Obligations
General Obligations applies to: (i) all transactions completed via the Services, (ii) your purchase and/or utilization of Digital Assets directly from Shipfinex via the Services, and (iii) any transaction in which you load Funds into your Shipfinex Account from your External Account.
1. Conditions and Restrictions. We may, at any time and in our sole discretion, refuse any trade submitted via the Services, impose limits on the trade amount permitted via the Services or impose any other conditions or restrictions upon your use of the Services for funding your Shipfinex Account or for trading without prior notice to safeguard the interest of the platform and for fair transaction policies.
2. Accuracy of Information. You must provide any information required when creating a Shipfinex Account or when prompted by any screen displayed within the Services. You represent and warrant that any information you provide via the Services is accurate and complete.
3. Cancellations. You may only cancel an order initiated via the Services if such cancellation occurs before Shipfinex executes the transaction. Once your order has been executed, you may not change, withdraw or cancel your authorization for Shipfinex to complete such a transaction. If an order has been partially completed, you may cancel the unfilled remainder if validated by Shipfinex. We reserve the right to refuse any cancellation request associated with an order once you have submitted such an order. Normally all orders and transactions are irreversible once initiated. While we may, at our sole discretion, reverse a transaction, if legally possible, under certain extraordinary conditions, a customer does not have a right to a reversal of a transaction.
4. Insufficient Funds. If you have an insufficient amount of Funds in your Shipfinex Account to complete a transaction via the Services, we may cancel the entire transaction or may fulfill a partial transaction using the amount of Funds currently available in your Shipfinex Account, less any fees owed to Shipfinex in connection with our execution of the trade.
5. Taxes. It is your complete responsibility to determine what, if any, taxes apply to the transactions you complete via the Services, and it is your responsibility to report and remit the correct tax to the appropriate tax authority. You agree that Shipfinex is not responsible for determining whether taxes apply to your transactions or for collecting, reporting, withholding or remitting any taxes arising from any transactions.
Shipfinex Account Funds
1. Funding your Shipfinex Account. In order to complete a transaction via the Services, you must first load Funds to your Shipfinex Account using one of the approved External Accounts identified via the Services. You may be required to verify that you control the External Account that you use to load Funds to your Shipfinex Account. As further described herein, you may be charged fees by the External Account you use to fund your Shipfinex Account. Shipfinex is not responsible for any External Account fees or for the management and security of any External Account. You are solely responsible for your use of any External Account, and you agree to comply with all terms and conditions applicable to any External Account. The timing associated with a load transaction will depend in part upon the performance of third parties responsible for maintaining the applicable External Account, and Shipfinex makes no guarantee regarding the amount of time it may take to load Funds into your Shipfinex Account.
  
  About Funds Held In Your Shipfinex Account - Be advised that funds held in your Shipfinex account are exclusively for the purchase of Digital Assets ($MRN). These funds may be utilised for the purposes of availing premium services on the platform. Note that Dividends to the investors will be paid out in MarineCoins which can either be reinvested in other ships on the platform, exchanged or sold. Also, we offer our users to participate in our exciting staking program to earn attractive returns, dividends and unique rewards.
2. Digital Assets Only Accounts - Currently you have opened a Shipfinex Account designated as Digital Assets Only and does not involve fiat, in this case you may only fund your account with digital assets. Shipfinex will not accept fiat to fund a Digital Assets Only Account. If fiat is transmitted to fund such an account, it will be returned to the sender, less applicable transfer fees.
3. Transferring Funds to an External Account. Provided that the balance of Funds in your Shipfinex Account is greater than any minimum balance requirements if any needed to satisfy any of your open transactions, and subject to the restrictions set forth herein, you may transfer any amount of Funds, up to the total amount of Funds in your Shipfinex Account in excess of such minimum balance requirements, from your Shipfinex Account to an External Account, less any fees charged by Shipfinex for such transactions when the external withdrawal feature becomes applicable on the platform. In ordinary circumstances you hold the funds in the Shipfinex fund account for the purposes of availing of the services and not for any other purpose and the same shall be exclusively utilised for the same purpose only.
4. Load/Transfer Authorization. When you request that we load Funds into your Shipfinex Account from your External Account or request that we transfer Funds to your External Account from your Shipfinex Account, you authorize Shipfinex to execute such transactions via its allowed Services.
5. Rejected Transactions. In some cases, the External Account may reject your Funds or may otherwise be unavailable to receive your Funds. You agree that you will not hold Shipfinex liable whatsoever for any damages resulting from such rejected transactions.
Services to transact Digital Assets
This Section applies only when you use the Services to transact in $MRN for Legal Tender, when applicable, currently not applicable or vice versa, OR to trade $MRN for another form of Digital Assets.
1. Authorization. When you submit a new transaction via the Services, you authorize Shipfinex to execute a transaction for offering you premium features of the Platform.
2. Independent relationship. You acknowledge and agree that: (a) Shipfinex is not acting as your broker, intermediary, agent, or advisor or in any fiduciary capacity, and (b) no communication or information provided to you by Sh shall be considered or construed as legal advice. You are transacting $MRN as per your own will.
3. Trade confirmation. Once the Services execute your transaction, a confirmation will be electronically made available via the Services detailing the particulars of the transaction. You acknowledge and agree that the failure of the Services to provide such confirmation shall not prejudice or invalidate the terms of such transaction of accepting the $MRN against the payment made by you to avail it and thereby use the premium services on our platform.
4. Trade options. Please refer to the Transaction Guidelines stated in the website and / or in Terms, for information about the terminology used in connection with the transaction options made available via the Services. If you do not understand the meaning of any transaction or digital asset jargon, we strongly encourage you not to utilize any of those transaction options and refrain from using our service.
5. $MRN transaction rates. If you select a transaction to buy or avail $MRN, Shipfinex will attempt, on a commercially reasonable basis, to execute the transaction on or close to the prevailing market exchange rate when the tokens get listed on an external exchange when applicable, as defined via the Services. However prior to that the $MRN price shall be available as per the Shipfinex platform and is a closed ended rate to be used within the platform only. You acknowledge and agree that the transaction rate information made available via our Services may differ from prevailing external market rates if any, made available via other sources outside of the Services.
6. Market volatility (applicable only post listing of $MRN). Particularly during periods of high volume, illiquidity, fast movement or volatility in the marketplace for any Digital Assets or Legal Tender, the actual market rate at which a market order or trade is executed may be different from the prevailing rate indicated via the Services at the time of your order or transaction. You understand that we are not liable for any such price fluctuations. In the event of a market disruption or Force Majeure event, Shipfinex may do one or more of the following: (a) suspend access to the Services; or (b) prevent you from completing any actions via the Service. Following any such event, when transaction resumes, you acknowledge that prevailing market rates may differ significantly from the rates available prior to such event.
7. Transaction Settlement. Subject to the terms and conditions in these Terms, we will use commercially reasonable efforts to settle transactions on a spot basis. However, owing to challenges of blockchain emerging technology and other out of control situations we may make reasonable efforts to ensure the validation of transactions however subject to limitation of blockchain and distributed ledger technology network congestion.
8. Staking and other benefit Transactions.

In accordance with and subject to conditions herein, as part of the Services you may in future receive from Shipfinex extensions of staking rewards in the form of Digital Assets (“staking and other benefit transactions”) to avail premium and exclusive features of Shipfinex platform for $MRN on the Shipfinex platform.

You acknowledge, represent, warrant and agree that, prior to receiving an extension of such rewards from Shipfinex, you will have read our Staking Rewards Statement when applicable mentioned in the website and general terms herein, understand the risks involved with staking rewards transactions, and have determined that purchasing and earning of Digital Assets with the use of staking rewards is appropriate for you.
Staking Rewards and other benefit on the Shipfinex platform are made available under the following terms:

Staking Credits. Shipfinex agrees to establish for your benefit and in your name a scheme for you to receive Digital Assets from Shipfinex to make transactions through your Shipfinex Account (your “Margin Account''). Your staking rewards credit is a component of your Shipfinex Account.
Staking Rewards and Transactions.

Subject to the Terms, Shipfinex agrees to provide to you, and you may obtain from and return to Shipfinex from time to time, staking credits to support $MRN transactions (each such provision of Funds, a “staking reward”). No staking reward will occur unless you meet or exceed any minimum balance requirements imposed by Shipfinex for your Account. Moreover, notwithstanding anything to the contrary herein, Shipfinex is under no obligation to make any staking rewards to you and may decline a request to claim staking rewards in its sole discretion.

When you use staking rewards and other benefits to effectuate a transaction, you may be entering into a $MRN purchase transaction with one or more third-party trader(s) on the Shipfinex platform (each a “Counterparty”). For example, you might use the staking rewards from Shipfinex to buy more tokens from a Counterparty. In executing such transactions, Shipfinex facilitates the transfer of ownership of the applicable Funds from the Counterparty to you (such Funds -- e.g., $MRN in the preceding example -- “Received Assets' ) by registering you as the owner of the Received Assets on Shipfinex internal blockchain based book-entry system.

If you are not (or are no longer) eligible to receive staking rewards, each of your then-existing staking rewards will become due and must be terminated: (i) on or before the 30th day after such credit benefit was made; or (ii) immediately upon loss of eligibility if such Staking reward was made earlier than 30 days prior to the date on which you were no longer eligible.
Received $MRN Assets. All Received Assets are custodial assets held by Shipfinex for your benefit, as described in further detail below:

Ownership. Title to Received Assets shall at all times remain with you and shall not transfer to Shipfinex, except as provided herein. As the owner of the Received Assets in your Shipfinex Account, you bear all risk of loss of such Received Assets. None of the Received Assets in your Shipfinex Account are the property of Shipfinex. Shipfinex does not represent or treat Received Assets in your Shipfinex Account as belonging to Shipfinex. Except as required by a valid court order, or except as provided herein, Shipfinex will not sell, transfer, loan, hypothecate or otherwise alienate Received Assets in your Shipfinex Account unless instructed by you or as otherwise authorized by these Terms. For the avoidance of doubt, Shipfinex makes no warranty that Digital Assets in your Shipfinex Account (including Received Assets) are held by you free and clear of any security interest or other lien or encumbrance.

Control. You control the Received Assets held in your Shipfinex Account. At any time, subject to outages, downtime, and other applicable policies and the restrictions described herein, you may withdraw your Received Assets by transferring them to an External Account when such feature is live. Ordinarily it shall be used for availing premium features on the platform and for no other purpose.

Terminating staking rewards Extensions. To terminate a staking rewards, you must transfer sufficient Funds from your Shipfinex Account to Shipfinex through the Services. The Funds you use to terminate a staking reward must be the same asset type as the denomination of the staking rewards (for example, you must terminate a $MRN-denominated staking reward by transferring $MRN from your Shipfinex Account to Shipfinex through the Services). You may terminate a staking rewards by either: (i) directing immediately available Funds in your Shipfinex Account to Shipfinex by availment of any premium service; or (ii) selling requisite Collateral Assets (as defined below) if any, or other assets in your Shipfinex Account on the Shipfinex platform and applying the proceeds to the termination of the corresponding staking rewards. Prior to satisfying the corresponding staking rewards pursuant to the preceding sentence, Received Assets and requisite Collateral Assets may not be otherwise transferred to an External Account or traded on the Shipfinex platform.

Restrictions on your Shipfinex Account subject to satisfaction of your staking rewards obligations.

You agree to maintain in your Shipfinex Account, at all times during the term of a staking rewards, a specified minimum amount of Funds approved by Shipfinex to qualify as collateral (“Collateral Assets”). This minimum amount of Collateral Assets (the "Maintenance Requirement''). This minimum amount of Collateral Assets (the “Maintenance Requirement'') will be defined through the Services and you will be notified of any changes to the Maintenance Requirement prior to those changes taking effect. Such notice shall indicate the effective date for those changes.

A list of assets approved by Shipfinex to be eligible as Collateral Assets will be defined through the Services and certain Digital Assets may only be valued as collateral on a discounted basis. Currently only $MRN is approved. You will be notified of any changes to the list of eligible Collateral Assets or discounts applied to the valuation thereof prior to those changes taking effect. Such notice shall indicate the effective date for those changes.

For purposes of calculating your compliance with the Maintenance Requirement, Shipfinex will calculate (subject to any discounts) the market value of Collateral Assets on a continuous basis based on the prevailing value of each Digital Asset on one or more Digital Asset exchanges, including those operated by Shipfinex if any. Shipfinex has discretion to select Digital Asset exchanges for purposes of calculating this market value that Shipfinex, in its reasonable judgment, believes offers a reasonable valuation of a Digital Asset.

You hereby authorize and instruct Shipfinex, in the event the value of your Collateral Assets falls below the Maintenance Requirement, to, without further notice to you: (a) place a market order on the Shipfinex platform, on your behalf, to sell your Received Assets and apply the proceeds towards terminating your staking reward Extension(s); and/or (b) liquidate such other Funds in your account in the manner and amount practicable, in Shipfinex reasonable discretion, to terminate the staking rewards either in full, or in an amount sufficient, in Shipfinex reasonable discretion, to restore the value of your Collateral Assets to an amount equal to or exceeding the Maintenance Requirement.

Staking Reward Period. Is the period when the staking rewards are earned on eligibility. However, we may, in our sole discretion, modify any or all existing and/or future Staking Reward Periods (i) in accordance with any information we make available on our website or provide to you in any other manner, or (ii) otherwise in connection with our exercise of any of our rights and obligations under these Terms. You hereby authorize and instruct Shipfinex, for (a) place a transaction on the Shipfinex platform, on your behalf, to sell your Received Assets and apply the proceeds to the staking rewards credit on your standing instructions; and/or (b) liquidate such other Funds in your account, in the manner and amount practicable, in Shipfinex reasonable discretion, to terminate the staking rewards holding collateral asset.

Payment of Fees; Default.

Fees charged on and in connection with any staking rewards shall be at the applicable rates and methods of computation specified in the Fee Schedule (the “Staking Fees”). If at any time and for any reason, the staking Fees on any staking reward credits made under these Terms exceeds the maximum rates permitted to be charged by Shipfinex to you under applicable law, the parties hereto agree that the staking Fees shall be reduced automatically to the maximum rates permitted to be charged under applicable law.
Upon your failure to satisfy the Maintenance Requirement, to make any payment of fees, including staking Fees, when due or to terminate a staking reward when required, or upon otherwise materially breaching this clause, your staking rewards shall be immediately due and must be terminated (and any accrued and unpaid fees thereon and any fees and costs of collection must be paid) and, to the extent permitted by applicable law and in addition to any other remedies available to it, Shipfinex, in its sole discretion, may apply the proceeds from the sale of any Digital Assets in your Account, whether such Digital Assets are considered Collateral Assets as defined in the Terms or not, first to the payment of any outstanding fees, commissions, charges or other expenses then due to Shipfinex, and then to the termination of your staking rewards. If your Shipfinex Account balance becomes negative in any case whatsoever, you agree to pay the amount of Funds owed to Shipfinex within 24 hours.
Discontinuance of staking rewards Services. In exercising its rights mentioned herein after, Shipfinex may, irrespective of any staking rewards credit Period for any outstanding staking rewards, cease making available credit Extensions for certain $MRN for any or all users. You hereby authorize and instruct Shipfinex, without notice to you, as of the date that Shipfinex elects, to: (a) liquidate your Received Assets, in the manner practicable, in Shipfinex reasonable discretion, and apply the proceeds to the termination of the staking rewards; and/or (b) liquidate such other Funds in your account, in the manner and amount practicable, in Shipfinex reasonable discretion, to terminate the staking rewards credits in full.

Risk Disclosure
1. Transaction risks. You acknowledge and agree that you shall access and use the Services at your own risk. The risk of loss in transacting $MRN can be substantial. You should, therefore, carefully consider whether such transacting is suitable for you in light of your circumstances and financial resources. You should be aware of the following points:
  1. You may sustain a total loss of the Funds in your Shipfinex Account, and, in some cases, you may incur losses beyond such Funds.
  2. Under certain market conditions, when $MRN shall be listed, you may find it difficult or impossible to liquidate a position. This can occur, for example, when the market reaches a daily price fluctuation limit or there is insufficient liquidity in the market.
  3. One listed, Placing contingent orders, such as "stop-loss" or "stop-limit" orders, will not necessarily limit your losses to the intended amounts, since market conditions may make it impossible to execute such orders.
  4. All Digital Asset positions involve risk, including a risk to non utilize $MRN for the intended purpose on the Shipfinex platform.
  5. The use of leverage can work against you as well as for you and can lead to large losses as well as gains. $MRN is in no way an assurance for the promised service though adequate safeguards for quality of service shall be put in place however the digital asset industry is highly volatile and you enter in such transactions at your own risk and for your own risk or rewards with no liability towards Shipfinex.
    
    ALL OF THE POINTS NOTED ABOVE APPLY TO ALL DIGITAL ASSET TRANSACTIONS. THIS BRIEF STATEMENT CANNOT, OF COURSE, DISCLOSE ALL THE RISKS AND OTHER ASPECTS ASSOCIATED WITH THESE TRANSACTIONS.
2. Internet transmission risks. You acknowledge that there are risks associated with utilizing an Internet-based trading system including, but not limited to, the failure of hardware, software, and Internet connections. You acknowledge that Shipfinex shall not be responsible for any communication failures, disruptions, errors, distortions or delays you may experience when trading via the Services, however caused.
Digital Asset Terms of Sale
This Section applies only when you use the Services to purchase or utilize $MRN directly from Shipfinex, a service available in limited jurisdictions only.
1. Prices; Availability. $MRN prices reflect the rates applicable to the purchase or utilization of Digital Assets, an alternative form of Digital Assets identified in your purchase order. All Digital Asset sales and purchases by Shipfinex are subject to availability, and we reserve the right to discontinue the sale and purchase of Digital Assets without notice.
2. Quotes. Prior to completing your purchase of $MRN from Shipfinex, we will provide notice of the amount of Digital Assets you intend to purchase or utilize and the amount of Funds you will be required to pay to Shipfinex to receive such Digital Assets. You agree to comply with any terms and conditions provided within such notice to complete your purchase transaction.
3. Errors. In the event of an error, whether via our Services, in a purchase order confirmation, in processing your purchase, or otherwise, we reserve the right to correct such error and revise your purchase transaction accordingly (including charging the correct price) or to cancel the purchase and refund any amount received. Your sole remedy in the event of an error is to cancel your purchase order transaction and obtain a refund of any amount charged if applicable.
4. Payment Method. Only valid payment methods specified by us may be used to purchase Digital Assets. By placing an order to purchase Digital Assets from Shipfinex, you represent and warrant that (a) you are authorized to use the designated payment method and (b) you authorize us, or our payment processor, to charge your designated payment method. If the payment method you designate cannot be verified, is invalid or is otherwise not acceptable, your purchase order may be suspended or cancelled automatically. You agree to resolve any problems we encounter in order to proceed with your purchase order.
5. No Returns or Refunds. All sales and purchases of Digital Assets ($MRN) by Shipfinex via the Services are final. We do not accept any returns or provide refunds for your purchase of Digital Assets from Shipfinex, except as otherwise provided in these Terms.
Fees
1. Amount of Fees. In addition to the fees specified in clause 7 above, you agree to pay Shipfinex the transaction fees for trades completed via our Services ("Fees") as made available via the Fees Info ("Fee Schedule") on website, which we may change from time to time. Changes to the Fee Schedule are effective as of the effective date indicated in the posting of the revised Fee Schedule to the Services, and will apply prospectively to any trades that take place following the effective date of such revised Fee Schedule.
2. Third-Party Fees. In addition to the Fees, your External Account may impose fees in connection with your use of your designated External Account via the Services. Any fees imposed by your External Account provider will not be reflected on the transaction screens containing information regarding applicable Fees. You are solely responsible for paying any fees imposed by an External Account provider.
3. Payment of Fees. You authorize us, or our designated payment processor, to charge or deduct your Shipfinex Account Funds for any applicable Fees owed in connection with trades you complete via the Services.
4. Collection-Related Costs. If you fail to pay Fees or any other amounts owed to Shipfinex under these Terms and Shipfinex refers your account(s) to a third party for collection, then Shipfinex will charge you the lesser of an 18% collection fee or the maximum percentage permitted by applicable law, to cover Shipfinex's collection-related costs.
Electronic Notices
1. Consent to Electronic Delivery. You agree and consent to receive electronically all communications, agreements, documents, receipts, notices and disclosures (collectively, "Communications' ') that Shipfinex provides in connection with your Shipfinex Account and/or use of the Shipfinex Services. You agree that Shipfinex may provide these Communications to you by posting them via the Services, by emailing them to you at the email address you provide, and/or by sending an SMS or text message to a mobile phone number that you provide. Your carrier's normal messaging, data and other rates and fees may apply to any mobile Communications. You should maintain copies of electronic Communications by printing a paper copy or saving an electronic copy. You may also contact us through email support to request additional electronic copies of Communications or, for a fee, paper copies of Communications (as described below).
2. Hardware and Software Requirements. In order to access and retain electronic Communications, you will need a computer with an Internet connection that has a current web browser with cookies enabled and 128-bit encryption. You will also need to have a valid email address on file with Shipfinex and have sufficient storage space to save past Communications or an installed printer to print them.
3. Withdrawal of Consent. You may withdraw your consent to receive electronic Communications by sending a withdrawal notice to support. If you decline or withdraw consent to receive electronic Communications, Shipfinex may suspend or terminate your use of the Services. Unsubscribe requests submitted on general email may take up to 10 business days to process.
4. Requesting Paper Copies. If, after you consent to receive Communications electronically, you would like a paper copy of a Communication we previously sent you, you may request a copy within 30 days after the date we provided the Communication to you by contacting support. In order for us to send paper copies to you, you must have a current street address on file with Shipfinex. Please note that Shipfinex operates exclusively online and it is very burdensome for us to produce paper copies of Communications. Therefore, if you request paper copies, you understand and agree that Shipfinex may charge you a processing fee, in the amount described in the Fee Schedule, for each page of Communication requested.
5. Updating Contact Information. It is your responsibility to keep your email address and/or mobile phone number on file with Shipfinex up to date so that Shipfinex can communicate with you electronically. You understand and agree that if Shipfinex sends you an electronic Communication but you do not receive it because your email address or mobile phone number on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, Shipfinex will be deemed to have provided the Communication to you. Please note that if you use a spam filter that blocks or re-routes emails from senders not listed in your email address book, you must add Shipfinex to your email address book so that you will be able to receive the Communications we send to you. You can update your email address, mobile phone number or street address at any time by logging into your Shipfinex Account or by sending such information to support. If your email address or mobile phone number becomes invalid such that electronic Communications sent to you by Shipfinex are returned, Shipfinex may deem your account to be inactive, and you may not be able to complete any transaction via our Services until we receive a valid, working email address or mobile phone number from you.
Unclaimed Property
If for any reason Shipfinex is holding Funds in your Shipfinex Account on your behalf, and Shipfinex is unable to return your Funds to your designated External Account after a period of inactivity, then Shipfinex may report and remit such Funds in accordance with applicable state unclaimed property laws.
Acceptable Use
When accessing or using the Services, you agree that you will not violate any law, contract, intellectual property or other third-party right or commit a tort, and that you are solely responsible for your conduct while using our Services. Without limiting the generality of the foregoing, you agree that you will not:
1. Use our Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Services, or that could damage, disable, overburden or impair the functioning of our Services in any manner;
2. Use our Services to pay for, support or otherwise engage in any illegal gambling activities; fraud; money-laundering; or terrorist activities; or other illegal activities;
3. Use any robot, spider, crawler, scraper or other automated means or interface not provided by us to access our Services or to extract data;
4. Use or attempt to use another user's account without authorization;
5. Attempt to circumvent any content filtering techniques we employ, or attempt to access any service or area of our Services that you are not authorized to access;
6. Develop any third-party applications that interact with our Services without our prior written consent;
7. Provide false, inaccurate, or misleading information; and
8. Encourage or induce any third party to engage in any of the activities prohibited under this Section.
Feedback
We will own exclusive rights, including all intellectual property rights, to any feedback, suggestions, ideas or other information or materials regarding Shipfinex or our Services that you provide, whether by email, posting through our Services or otherwise ("Feedback"). Any Feedback you submit is non-confidential and shall become the sole property of Shipfinex. We will be entitled to the unrestricted use and dissemination of such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you. You waive any rights you may have to the Feedback (including any copyrights or moral rights). Do not send us Feedback if you expect to be paid or want to continue to own or claim rights in them; your idea might be great, but we may have already had the same or a similar idea and we do not want disputes. We also have the right to disclose your identity to any third party who is claiming that any content posted by you constitutes a violation of their intellectual property rights, or of their right to privacy. We have the right to remove any posting you make on our website if, in our opinion, your post does not comply with the content standards set out in this section.
Copyrights and Other Intellectual Property Rights
Unless otherwise indicated by us, all copyright and other intellectual property rights in all content and other materials contained on our website or provided in connection with the Services, including, without limitation, the Shipfinex or Shipfinex logo and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, "Shipfinex Materials") are the proprietary property of Shipfinex or our licensors or suppliers and are protected by the United Arab Emirates, United States, Saint Vincent and Grenadines and international copyright laws and other intellectual property rights laws.
We hereby grant you a limited, nonexclusive and non-sublicensable license to access and use the Shipfinex Materials for your personal or internal business use. Such license is subject to these Terms and does not permit (a) any resale of the Shipfinex Materials; (b) the distribution, public performance or public display of any Shipfinex Materials; (c) modifying or otherwise making any derivative uses of the Shipfinex Materials, or any portion thereof; or (d) any use of the Shipfinex Materials other than for their intended purposes. The license granted under this Section will automatically terminate if we suspend or terminate your access to the Services.
Trademarks
"Shipfinex," the Shipfinex logo and any other Shipfinex product or service names, logos or slogans that may appear on our Services are trademarks of Shipfinex, in the United Arab Emirates, United States, Saint Vincent and Grenadines and in other countries, and may not be copied, imitated or used, in whole or in part, without our prior written permission. You may not use any trademark, product or service name of Shipfinex without our prior written permission, including without limitation any metatags or other "hidden text" utilizing any trademark, product or service name of Shipfinex. In addition, the look and feel of our Services, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of Shipfinex 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 company names or logos mentioned through our Services are the property of their respective owners. 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 us.
Third-Party Content
In using our Services, you may view content provided by third parties, including links to web pages of such parties, including but not limited to Facebook and Twitter links ("Third-Party Content"). We do not control, endorse or adopt any Third-Party Content and shall have no responsibility for Third-Party Content, including without limitation material that may be misleading, incomplete, erroneous, offensive, indecent or otherwise objectionable. In addition, your business dealings or correspondence with such third parties are solely between you and the third parties. We are not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings, and you understand that your use of Third-Party Content, and your interactions with third parties, is at your own risk.
Suspension; Termination
In the event of any Force Majeure Event, breach of these Terms, or any other event that would make provision of the Services commercially unreasonable for Shipfinex, we may, in our discretion and without liability to you, with or without prior notice, suspend your access to all or a portion of our Services. We may terminate your access to the Services in our sole discretion, immediately and without prior notice, and delete or deactivate your Shipfinex Account and all related information and files in such account without liability to you, including, for instance, in the event that you breach any terms of these Terms. In the event of termination, Shipfinex will attempt to return any Funds stored in your Shipfinex Account not otherwise owed to Shipfinex, unless Shipfinex believes you have committed fraud, negligence or other misconduct.
Discontinuance of Services
We may, in our sole discretion and without liability to you, with or without prior notice and at any time, modify or discontinue, temporarily or permanently, any portion of our Services.
Disclaimer of Warranties
EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN A WRITING BY US, OUR SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE EXPRESSLY DISCLAIM, AND YOU WAIVE, ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO OUR SERVICES, INCLUDING THE INFORMATION, CONTENT AND MATERIALS CONTAINED THEREIN.
YOU ACKNOWLEDGE THAT INFORMATION YOU STORE OR TRANSFER THROUGH OUR SERVICES MAY BECOME IRRETRIEVABLY LOST OR CORRUPTED OR TEMPORARILY UNAVAILABLE DUE TO A VARIETY OF CAUSES, INCLUDING SOFTWARE FAILURES, PROTOCOL CHANGES BY THIRD PARTY PROVIDERS, INTERNET OUTAGES, FORCE MAJEURE EVENT OR OTHER DISASTERS INCLUDING THIRD PARTY DDOS ATTACKS, SCHEDULED OR UNSCHEDULED MAINTENANCE, OR OTHER CAUSES EITHER WITHIN OR OUTSIDE OUR CONTROL. YOU ARE SOLELY RESPONSIBLE FOR BACKING UP AND MAINTAINING DUPLICATE COPIES OF ANY INFORMATION YOU STORE OR TRANSFER THROUGH OUR SERVICES.
Some jurisdictions do not allow the disclaimer of implied terms in contracts with consumers, so some or all of the disclaimers in this section may not apply to you.
Limitation of Liability
(a) EXCEPT AS OTHERWISE REQUIRED BY LAW, IN NO EVENT SHALL SHIPFINEX, OUR DIRECTORS, MEMBERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE OUR SERVICES OR THE SHIPFINEX MATERIALS, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY ANY USER ON ANY INFORMATION OBTAINED FROM SHIPFINEX, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM A FORCE MAJEURE EVENT, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO SHIPFINEX RECORDS, PROGRAMS OR SERVICES.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the limitations of this section may not apply to you.

(b) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF SHIPFINEX (INCLUDING OUR DIRECTORS, MEMBERS, EMPLOYEES AND AGENTS), WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, SHIPFINEX OR TO THESE TERMS EXCEED THE FEES PAID BY YOU TO SHIPFINEX DURING THE 12 MONTHS IMMEDIATELY PRECEDING THE DATE OF ANY CLAIM GIVING RISE TO SUCH LIABILITY.
Indemnity
You agree to defend, indemnify and hold harmless Shipfinex (and each of our officers, directors, members, employees, agents and affiliates) from any claim, demand, action, damage, loss, cost or expense, including without limitation reasonable attorneys’ fees, arising out or relating to (a) your use of, or conduct in connection with, our Services; (b) any Feedback you provide; (c) your violation of these Terms; or (d) your violation of any rights of any other person or entity. If you are obligated to indemnify us, we will have the right, in our sole discretion, to control any action or proceeding (at our expense) and determine whether we wish to settle it.
Applicable Law; Arbitration
PLEASE READ THE FOLLOWING PARAGRAPH CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE DISPUTES WITH US AND IT LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF.
You and Shipfinex agree to arbitrate any dispute arising from these Terms or your use of the Services, except for disputes in which either party seeks equitable and other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets or patents. ARBITRATION PREVENTS YOU FROM SUING IN COURT. You and Shipfinex agree to notify each other in writing of any dispute within thirty (30) days of when it arises. Notice to Shipfinex shall be sent to ________ (email id). You and Shipfinex further agree: (a) to attempt informal resolution prior to any demand for arbitration; (b) that any arbitration will occur in the United Arab Emirates; (c) that arbitration will be conducted confidentially by a single arbitrator in accordance with the rules of Arbitration Conciliation Act of United Arab Emirates; and (d) that the state or federal courts in United Arab Emirates have exclusive jurisdiction over any appeals of an arbitration award and over any suit between the parties not subject to arbitration. Other than class procedures and remedies discussed below, the arbitrator has the authority to grant any remedy that would otherwise be available in court. Any dispute between the parties will be governed by these Terms and the laws of the United Arab Emirates and applicable laws of the United States and Saint Vincent and Grenadines, without giving effect to any conflict of laws principles that may provide for the application of the law of another jurisdiction. Whether the dispute is heard in arbitration or in court, you and Shipfinex will not commence against the other a class action, class arbitration or representative action or proceeding.
Miscellaneous
1. Entire Agreement; Order of Precedence. These Terms contain the entire agreement, and supersede all prior and contemporaneous understandings between the parties regarding the Services. These Terms do not alter the terms or conditions of any other electronic or written agreement you may have with Shipfinex for the Services or for any other Shipfinex product or service or otherwise. In the event of any conflict between these Terms and any other agreement you may have with Shipfinex, the terms of that other agreement will control only if these Terms are specifically identified and declared to be overridden by such other agreement.
2. Amendment. We reserve the right to make changes or modifications to these Terms from time to time, in our sole discretion, by posting the amended Terms via the applicable Shipfinex websites and mobile applications or by communicating these changes through any written or other contact method we have established with you and updating the "Last Updated" date at the top of these Terms. The amended Terms will be effective immediately thereafter and your use of the Services following the date on which such amended Terms are published will constitute consent to such amendments.
3. Waiver. Our failure or delay in exercising any right, power or privilege under these Terms shall not operate as a waiver thereof.
4. Severability. The invalidity or unenforceability of any of these Terms shall not affect the validity or enforceability of any other of these Terms, all of which shall remain in full force and effect.
5. Force Majeure Events. Shipfinex shall not be liable for (1) any inaccuracy, error, delay in, or omission of (i) any information, or (ii) the transmission or delivery of information; (2) any loss or damage arising from any event beyond Shipfinex reasonable control, including but not limited to flood, extraordinary weather conditions, Covid19, earthquake, or other act of God, fire, war, insurrection, riot, labor dispute, accident, action of government, communications, power failure, or equipment or software malfunction or any other cause beyond Shipfinex reasonable control (each, a "Force Majeure Event").
6. Assignment. You may not assign or transfer any of your rights or obligations under these Terms without prior written consent from Shipfinex, including by operation of law or in connection with any change of control. Shipfinex may assign or transfer any or all of its rights under these Terms, in whole or in part, without obtaining your consent or approval.
7. Headings. Headings of sections are for convenience only and shall not be used to limit or construe such sections.
8. Survival. Clauses - (Eligibility), (Shipfinex Account), (Risk Disclosure), (Fees), (Unclaimed Property), (Feedback), (Copyrights), (Trademarks), (Third-Party Content), (Disclaimer of Warranties), (Limitation of Liability); (Indemnity), (Applicable Law; Arbitration) and this clause (Miscellaneous) shall survive any termination or expiration of these Terms.
Jurisdiction-specific Legal Disclosures
Shipfinex maintains licenses and registrations in certain jurisdictions to provide you our Services. These licenses or registrations may impact our provision and your use of our services depending on where you live or are domiciled. Information regarding certain of Shipfinex licenses and registrations, or lack thereof, and corresponding disclosures can be found on the Shipfinex website pages, which is incorporated into these Terms by reference. By creating a Shipfinex account, you acknowledge that you have read, understand and agree to those disclosures that are applicable to you.

ADDENDUM: STANDARD THIRD PARTY TERMS

Electronic Fund Transfers ("EFTs") and Account Balances. By creating a Shipfinex Account and initiating deposits or withdrawals (i.e., EFTs), you agree to the terms of service and privacy policy of our third party providers, if any, whose terms may be incorporated herein by reference. Terms not defined in this section shall be defined in third party providers, if any, own’s website on redirect or upon using of third party service.

Our Company may partner with third party or other service providers or a financial services software company, to offer you EFTs. When you create a Shipfinex Account, you may also be prompted to sign up for such a User Account if any. You authorize our Company to share your identity and banking information with such third parties to open and support your Shipfinex Account as further detailed in our Privacy Policy and third party’s Privacy Policy. It is your responsibility to make sure the data you provide us is accurate and complete. Additionally, you are responsible for complying with such third party terms when using your User Account. IT IS YOUR RESPONSIBILITY TO READ AND UNDERSTAND THE THIRD PARTY TERMS, AS IT CONTAINS TERMS AND CONDITIONS RELATING TO YOUR ETF USER ACCOUNT, INCLUDING BUT NOT LIMITED TO YOUR RIGHTS, LIMITATIONS, REVERSAL AND OTHER LIABILITIES, LIMITATION OF LIABILITY AND BINDING ARBITRATION PROVISIONS.

ADDENDUM: Staking Services ("Staking Addendum")

1.1. General. The Staking Services may be made available by Shipfinex to users that fulfill the eligibility criteria in the Terms of Service. By using the Staking Services, you agree that you have read, understand, and accept all of the terms in this Staking Addendum. You further agree and understand that this Staking Addendum is subject to the terms and conditions set forth in the Terms of Service.

1.2. Staking Services. When you buy or hold one of the Digital Assets ($MRN) eligible for staking (the “Supported Coins”), you are consenting to such Supported Coins being staked in part or in entirety by Shipfinex, or a third party on behalf of Shipfinex, in Shipfinex sole discretion (the “Staking Services”). Please refer to your Shipfinex Account for further information regarding the Staking Services.

1.3. Opting into Staking Services & Staking Reward Terms. In order to use the Staking Services, you must opt-in by selecting the Supported Coins to stake from your Shipfinex Account. By opting-in a portion or your entire balance of Supported Coins, we shall remit to you the applicable percentage of staking rewards attributable to your staked Supported Coins (“Staking Rewards'') as detailed in your Shipfinex Account. The percentage and timing of such remittances will: (i) be determined by Shipfinex in its sole discretion; (ii) be subject to Shipfinex staking fee; (iii) vary by the Supported Protocol; and (iv) be further detailed in your Shipfinex Account. You agree and understand that Shipfinex does not guarantee that you will receive Staking Rewards and that the applicable percentage of Staking Rewards (i) is an estimate only and not guaranteed, (ii) may change at any time in Shipfinex sole discretion, and (iii) may be more or less than the actual Staking Rewards Shipfinex receives from the Supported Protocol.

1.4. Slashing Penalty. A determination by the Supported Protocol that the Staking Service has been erroneously operated may result in a “slashing penalty” and non-payment of the specified Staking Rewards. Shipfinex agrees to compensate you for any slashing penalties to the extent such penalties are not a result of (i) your acts or omissions, (ii) Supported Protocol maintenance, bugs, or errors, (iii) acts by a hacker or other malicious actor, or (iv) Force Majeure Events.

1.5. No Guarantee of Staking Services. While Shipfinex employs measures to ensure that the Staking Services are accessible 24 hours a day and 7 days a week, Shipfinex cannot guarantee uninterrupted or error-free operation of the Staking Services or that Shipfinex will correct all defects or prevent third-party disruptions or unauthorized third party access. In the event of such disruptions, any staked Supported Coins may not be generating the Staking Rewards.

ADDENDUM: Funding Methods

1.1 "Verified External Account" means any account other than your Shipfinex Account(s) of which you are the beneficial owner. This includes, but is not limited to, payment service accounts, deposit or checking accounts maintained by financial institutions, or Digital Asset Accounts, of which you are the owner. Verified External Accounts may be used to make deposits into your Shipfinex Account, or to withdraw Funds from your Shipfinex Account. Periodically, we may require you to verify that your account complies with any and all Shipfinex AML/KYC requirements.

1.2 General. Shipfinex may permit you to fund your Shipfinex Account using other Digital Assets. Your funding of your Shipfinex Account confirms that you have read, understand, and accept all of the terms in this Addendum. This Addendum is subject to the terms and conditions, as they may be updated from time to time, set forth in the Terms of Service.

1.2 Funding Method. You may fund your Shipfinex Account from a Verified External Account. Your use of the funding method must comply with any instructions presented to you on the Shipfinex platform. Your linked account will be debited when you initiate payment. Your Shipfinex Account may not, however, reflect credit immediately after you initiate payment.

Transfers may be delayed. A contracted third party processor or Shipfinex may reject the transfer. Shipfinex is not liable for any delayed or rejected transfer. Funding by Digital Asset is subject to all terms and conditions set forth by your financial institution or holding Wallet issuer, and you may incur fees that are charged by your financial institution or holding Wallet issuer in conjunction with such funding.