Solana Pay Terms of Service

Date of Initial Publication: February 1, 2022

Date last updated: February 3, 2022

1. Introduction

a. In these Solana Pay Terms and Conditions ("Terms"), "Site Operator", "we" and "us" refers to Solana Technology Services LLC, the owner and operator of [www.solanapay.com] (the "Site") which acts as one information hub for and a front-end to the decentralized the Solanapay Protocol. These Terms apply to you ("You" or "User") as a user of the Site and Solanapay front-end, including all the products, services, tools and information made available on the Site. The Site Operator and the Site are not agents or intermediaries of the User, do not store or have access to or control over any tokens, private keys, passwords, accounts or other property of the User, and are not capable of performing transactions or sending transaction messages on behalf of the User.

b. Please read these Terms carefully and ensure that you understand each provision before using the Site. These Terms apply to any person accessing the Site and by using the Site you agree to be bound by them. If you don't want to be bound by them, you should not access the Site. By using the Site in any capacity, you agree that you have read and understood these Terms.

c. These Terms contain a mandatory individual arbitration and class action/jury trial waiver provision that requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions.

d. You must be able to form a legally binding contract online either as an individual or on behalf of a legal entity. You represent that, if you are agreeing to these Terms on behalf of a legal entity, you have the legal authority to bind the company or other legal entity to these Terms and you are at least 18 years old or the age of majority where you reside, whichever is older, can form a legally binding contract online, and have the full, right, power and authority to enter into and to comply with the obligations under these Terms.

e. You are advised to check these Terms periodically to familiarize yourself with any changes to the Terms from time to time. The Site Operator, in its sole discretion, reserves the right to make changes to our terms of services. Changes are binding on users of the Site and will take effect immediately upon posting. As a user, you agree to be bound by any changes, variations, or modifications to our terms of service and your continued use of the Site shall constitute acceptance of any such changes, variations, or modifications.

2. Site

a. The Site aggregates and publishes publicly available third-party information about the Solanapay Protocol and certain transaction records on Solana that may relate to the Solanapay Protocol.

b. The Site also offers interaction methods whereby the User can indicate a transaction the User would like to perform using or in connection with the Solanapay Protocol (such as sending one digital asset to a third party or configuring a User's digital wallet address to be able to receive digital assets using the Solanapay Protocol). When used in this way, the Site can generate a draft transaction message which the User can independently utilize in conjunction with a third-party wallet application or device to conduct transactions on Solana.

c. All information and functionality available on the Site is subject to the Terms, and each User hereby acknowledges and agrees to accept and assume the risks described herein when interacting with the Site in this way. You acknowledge and agree that we have no control over any transactions that may occur over the Solanapay Protocol, the method of payment of any transactions or any actual payments of transactions. There are no fees or charges for use of the Site. Use of the Solanapay Protocol and use of the Solana is subject to third-party transaction fees. The Site Operator does not receive such fees and has no ability to reverse or refund any amounts paid in error.

3. Solanapay Protocol

a. The Solanapay Protocol is software source code licensed to the public under the Apache 2.0 license, which operates as a transaction verification protocol. The Solanapay protocol offers the ability for a user to designate a digital wallet address and verify that a transaction with a specific balance was sent to that designated address. It also allows a sender to verify that a designated wallet address has received a transaction with a specified amount balance. Through a compatible third-party Solana wallet application or device or a Solana validator, any User may record the results of the Solanapay Protocol in accordance with the User's instructions, thus effectuating token transactions on Solana.

b. "Solanapay Protocol" means the source code at [https://github.com/solana-labs/solana-pay] and which may also be available in other code repositories.

c. "Solana" means, at each time, the canonical blockchain of the Solana blockchain, commonly referred to as 'mainnet beta', as recognized by at least a majority of the Solana validators then being operated in good faith in the ordinary course of the network.

4. Access to the Site

a. Access to the Site is provided "as is" and "as available" basis only. We do not guarantee that the Site, or any content on it, will always be available or uninterrupted. From time to time, access may be interrupted, suspended or restricted, including because of a fault, error or unforeseen circumstances or because we are carrying out planned maintenance.

b. We reserve the right to limit the availability of the Site to any person, geographic area or jurisdiction we so desire and/or to terminate your access to and use of the Site, at any time and in our sole discretion.

c. We may suspend or disable your access to the Site if we consider it reasonable to do so, e.g. you breach these Terms.

d. We may remove or amend the content of the Site at any time. However, some of the content may be out of date at any given time and we are under no obligation to update it. We do not guarantee that the Site, or any content on it, will be free from errors or omissions.

e. We will not be liable to you for any loss or damage you may suffer as a result of the Site being unavailable at any time for any reason.

f. We have no obligation to ensure that the Site is a complete and accurate source of all information relating to the Solanapay Protocol or any other subject matter.

g. You will comply with all applicable domestic and international laws, statutes, ordinances and regulations applicable to your use of the site.

h. As a condition to accessing or using the Site, you:

• i. Will only use the Site for lawful purposes and in accordance with these Terms;

• ii. Will ensure that all information that you provide on the Site is current, complete, and accurate;

• iii. Will maintain the security and confidentiality of access to your cryptocurrency wallet address, including but not limited to your login information, passwords and/or private keys for any wallet applications or devices used in connection with the Site; and

i. As a condition to accessing or using the Site, you will not:

• i. Violate any applicable law, including, without limitation, any relevant and applicable anti-money laundering and anti-terrorist financing laws and any relevant and applicable privacy and data collection laws, in each case as may be amended;

• ii. Act on behalf of any other person who is, identified on any list of prohibited parties under any law or by any nation or government, state or other political subdivision thereof, any entity exercising legislative, judicial or administrative functions of or pertaining to government such as the sanctions lists maintained by the United Nations Security Council, the U.S. government (including the U.S. Treasury Department's Specially Designated Nationals list and Foreign Sanctions Evaders list), the European Union (EU) or its member states, and the government of a User home country. User is not, (and, if User is an entity, User is not owned or controlled by any other person who is)

• iii. Act on behalf of any other person who is, located, ordinarily resident, organized, established, or domiciled in Cuba, Iran, North Korea, Sudan, Syria, the Crimea region (including Sevastopol) or any other country or jurisdiction against which the U.S. maintains economic sanctions or an arms embargo;

• iv. Use the Site for any purpose that is unlawful;

• v. Export, reexport, or transfer, directly or indirectly the Site or its contents in violation of applicable export laws or regulations;

• vi. Infringe on or misappropriate any contract, intellectual property or other third-party right, or commit a tort while using the Site;

• vii. Misrepresent the truthfulness, sourcing or reliability of any content on the Site;

• viii. Attempt to circumvent any content filtering techniques or security measures that we employ on the Site, or attempt to access any service or area of the Site that you are not authorized to access;

• ix. Use any robot, spider, crawler, scraper, or other automated means or interface not provided by us, to access the Site to extract data;

• x. Introduce any malware, virus, Trojan horse, worm, logic bomb, drop-dead device, backdoor, shutdown mechanism or other harmful material into the Site;

• xi. Post content or communications on the Site that are, in our sole discretion, libelous, defamatory, profane, obscene, pornographic, sexually explicit, indecent, lewd, vulgar, suggestive, harassing, hateful, threatening, offensive, discriminatory, bigoted, abusive, inflammatory, fraudulent, deceptive or otherwise objectionable;

• xii. Post content on the Site containing unsolicited promotions, commercial messages or any chain messages or user content designed to deceive or trick the user of the Site; or

• xiii. Encourage or induce any third party to engage in any of the activities prohibited under these Terms.

j. You acknowledge that the Site and your use of the Site contain certain risks, including without limitation that the Solanapay Protocol and any other protocols you interact with are entirely your own responsibility and liability, and that we are not a party to those transactions. Accordingly, you expressly agree that:

• i. You assume all risk in connection with your access and use of the Site and the Solanapay Protocol;

• ii. You expressly waive and release Solana Labs and its affiliates from any and all liability, claims, causes of action, or damages arising from or in any way related to your use of the Site or the Solanapay Protocol.

5. Third Party Links

a. The Site may contain hyperlinks or references to third party websites. Any such hyperlinks or references are provided for your information and convenience only. We have no control over third party websites and accept no legal responsibility for any content, material or information contained in them.

b. The display of any hyperlink and reference to any third-party website does not mean that we endorse that third party's website, products or services. Your use of a third-party site may be governed by the terms and conditions of that third-party site. References, links or referrals to or connections with or reliance on third-party resources, products, services or content, including programs developed or operated by third parties, may be used by Users in connection with the Site. In addition, third parties may offer promotions related to the Site. Site Operator does not endorse or assume any responsibility for any activities of or resources, products, services, content or promotions owned, controlled, operated or sponsored by third parties. If Users access any such resources, products, services or content or participate in any such promotions, Users do so solely at their own risk. Each User hereby expressly waives and releases Site Operator from all liability arising from User's use of any such resources, products, services or content or participation in any such promotions. User further acknowledges and agrees that Site Operator shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such resources, products, services, content or promotions from third parties.

6. Disclaimers

a. We do not guarantee that the Site will be secure or free from bugs or viruses.

b. You are responsible for configuring your information technology, computer programs and platform in order to access the Site. You should use your own virus protection software.

c. We cannot promise that the use of the Site, or any content taken from the Site, will not infringe the rights of any third party.

d. The content and materials available on the Site are for informational purposes only and are not intended to address your particular requirements. In particular, the content and materials available on the Site does not constitute any form of advice or recommendation by us, should not be regarded as an offer, solicitation, invitation or recommendation to make any sort of financial or other transaction. We recommend that you seek independent advice from financial and technological experts before making any such decision.

e. Nothing included in the site constitutes an offer or solicitation to sell, or distribution of, investments and related services to anyone in any jurisdiction.

f. From time to time, reference may be made to data we have gathered. These references may be selective or may be partial. As markets change continuously, previously published information and data may not be current and should not be relied upon.

g. Site Operator or third parties may utilize experimental cryptographic technologies and blockchain technologies, including tokens, cryptocurrencies, stablecoins, "smart contracts," consensus algorithms, voting systems and distributed, decentralized or peer-to-peer networks or systems in connection with the Site or systems about which the Site provides information. Each User acknowledges and agrees that such technologies are novel, experimental, and speculative, and that therefore there is significant uncertainty regarding the operation and effects and risks thereof and the application of existing law thereto.

7. Arbitration, Waiver of Jury Trial

a. Agreement to Binding, Exclusive Arbitration. All claims, disputes and controversies directly or indirectly arising out of or in connection with or directly or indirectly relating to these Terms or any of the matters or transactions contemplated by these Terms (for the avoidance of doubt, including any claim seeking to invalidate, or alleging that, all or any part of these Terms is unenforceable, void or voidable) (such claims, disputes and controversies, collectively, "Disputes") shall be resolved by confidential, binding arbitration to be seated in the state of Delaware and conducted in the English language by a single arbitrator pursuant to the Commercial Arbitration Rules of the American Arbitration Association (the "Rules"). The arbitrator shall be appointed in accordance with the procedures set out in the Rules. The award or decision of the arbitrator shall be final and binding upon the parties and the parties expressly waive any right under the laws of any jurisdiction to appeal or otherwise challenge the award, ruling or decision of the arbitrator. The judgment of any award or decision may be entered in any court having competent jurisdiction to the extent necessary. If we elect to have a Dispute resolved by arbitration pursuant to this provision, no party hereto shall (or shall permit its representatives to) commence, continue or pursue any Dispute in any court; provided, however, that we shall be entitled to obtain an injunction or injunctions to prevent breaches of this provision and to enforce specifically the terms and provisions thereof, this being in addition to any other remedy to which we are entitled at law or in equity, and the parties hereto hereby waive the requirement of any posting of a bond in connection with such injunctive relief or specific performance.

b. Waiver of Jury Trial. The parties hereby acknowledge, represent and warrant that they understand that: (i) there is no judge or jury in arbitration, and, absent this mandatory provision, the parties would have the right to sue in court and have a jury trial concerning Disputes; (ii) in some instances, the costs of arbitration could exceed the costs of litigation; (iii) the right to discovery may be more limited in arbitration than in court; and (iv) court review of an arbitration award is limited. Each of the parties hereto hereby irrevocably waives any and all right to trial by jury in any action, suit or other legal proceeding arising out of or related to these Terms or the transactions contemplated hereby.

c. Confidentiality of Arbitration. Except to the extent necessary to enforce their respective rights under these Terms or as otherwise required by applicable law, the parties undertake to maintain confidentiality as to the existence and events of the arbitration proceedings and as to all submissions, correspondence and evidence relating to the arbitration proceedings. This provision shall survive the termination of the arbitral proceedings.

d. Court Jurisdiction To the extent that any court is required to weigh on the enforceability of Section 7(a), to enforce any judgment of the arbitrator, then, without limiting any other provision of this Agreement, the User (A) hereby irrevocably and unconditionally submit to the jurisdiction of federal or state courts located in Wilmington, Delaware for such purpose; (B) agrees not to commence any suit, action or other proceeding arising in connection with or based upon this instrument or the matters contemplated by this instrument except before the federal or state courts located in Wilmington, Delaware, and (C) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, any claim that it is not subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that this instrument or the subject matter hereof or thereof may not be enforced in or by such court.

e. Class Action Waiver. All Users hereby agree that any arbitration or other permitted action with respect to any Dispute shall be conducted in their individual capacities only and not as a class action or other representative action, and the Users expressly waive their right to file a class action or seek relief on a class basis. USERS SHALL BRING CLAIMS AGAINST SITE OPERATOR OTHER ONLY IN THEIR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

f. Agreements if Class Action Waiver Unenforceable. If any court or arbitrator makes a final, binding and non-appealable determination that the class action waiver set forth in this Section is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void with respect to any Dispute that would thus be required to be resolved by arbitration on a class basis, and the parties shall be deemed to have not agreed to arbitrate such Dispute. In the event that, as a result of the application of the immediately preceding sentence or otherwise, any Dispute is not subject to arbitration, the parties hereby agree to submit to the personal and exclusive jurisdiction of and venue in the federal and state courts located in Wilmington, Delaware and to accept service of process by mail with respect to such Dispute, and hereby waive any and all jurisdictional and venue defenses otherwise available with respect to such Dispute.

g. California End-User Consumer Rights. In accordance with Cal. Civ. Code Sec. 1789.3, if a User is a California State resident, the User may file grievances and complaints regarding the Site with the California Department of Consumer Affairs, Consumer Information Division; 1625 North Market Blvd., Suite N 112, 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834 or by phone at 800-952-5210; or by email to: [dca@dca.ca.gov].

8. General

a. The Site is being provided on an "AS IS" and "AS AVAILABLE" basis. To the fullest extent permitted by law, Site Operator is not making, and hereby disclaims, any and all information, statements, omissions, representations and warranties, express or implied, written or oral, equitable, legal or statutory, in connection with the Site and the other matters contemplated by these Terms, including any representations or warranties of title, non-infringement, merchantability, usage, security, uptime, reliability, suitability or fitness for any particular purpose, workmanship or technical quality of any code or software used in or relating to the Site. User acknowledges and agrees that use of the Site is at the User's own risk.

b. Notwithstanding anything to the contrary contained on the Site, in these Terms, or in any other agreement or publication, Site Operator shall not be liable to any person, whether in contract, tort (including pursuant to any cause of action alleging negligence), warranty or otherwise, for any economic or other damages to any User or other person, including any special, incidental, consequential, indirect, punitive or exemplary damages (including but not limited to lost data, lost profits or savings, loss of business or other economic loss) arising out of or related to these Terms, whether or not Site Operator has been advised or knew of the possibility of such damages, and regardless of the nature of the cause of action or theory asserted.

c. Each User shall defend, indemnify, compensate, reimburse and hold harmless Site Operator (and each of its 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) User's use of, or conduct in connection with, the Site; (b) User's violation of these Terms or any other applicable policy or contract of Site Operator; or (c) User's violation of any rights of any other person or entity. All provisions of these Terms which disclaim or limit obligations or liabilities of Site Operator shall also apply, mutatis mutandis , to the officers, directors, members, employees, independent contractors, agents, stockholders, debtholders and affiliates of Site Operator.

d. We may perform any of our obligations, and exercise any of the rights granted to us under these Terms through a third-party. We may assign any or all our rights and obligations under these Terms to any third-party.

e. We reserve the right at all times to cooperate with any governmental or law enforcement investigation or to disclose any information it deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, based on any applicable law, regulation, legal process or governmental request, in our sole and absolute discretion.

f. If any clause or part of any clause of these Terms is found to be void, unenforceable or invalid, then it will be severed from these Terms, leaving the remainder in full force and effect, provided that the severance has not altered the basic nature of these Terms.

g. No single or partial exercise, or failure or delay in exercising any right, power or remedy by us shall constitute a waiver by us of, or impair or preclude any further exercise of, that or any right, power or remedy arising under these terms and conditions or otherwise.

h. If any of the provisions in these Terms are found to be illegal, invalid or unenforceable by any court of competent jurisdiction, the remainder shall continue in full force and effect.

i. All disclaimers, indemnities and exclusions in these Terms shall survive termination of the Terms and shall continue to apply during any suspension or any period during which the Site is not available for you to use for any reason whatsoever.

j. These Terms and the documents referred to in them set out the entire agreement between you and us with respect to your use of the Site, and the services provided via the Site and supersede any and all prior or contemporaneous representations, communications or agreements (written or oral) made between you or us.