TERMS OF USE

1. INTRODUCTION

These Terms of Use and any terms expressly incorporated herein ("Terms") govern your access to and use of the website (https://everstake.one/) (the “Website”) and any any other website that Everstake Validation Services LLC, a Cayman Islands limited liability company, and its affiliates (collectively, "Everstake," "Company," "we," "us," or "our") owns or controls and which posts or links to these Terms, any mobile applications of Everstake and the related products and services provided by Everstake as described in these Terms (the “Services”). By accessing or using our Website and Services, you ("User" or "you") agree to be legally bound by these Terms. You are required to carefully read the Terms before using Services, and should you not agree to these Terms, you must not use the Services.These Terms should be read together with our Privacy Notice (available on our Website and which are incorporated herein as part of the Terms), which explains how we collect, use, and protect your personal information.

Everstake reserves the right to modify, amend, or update these Terms at any time at its sole discretion by posting the revised Terms on the Website. The revised Terms will be effective as of the time they are posted.. Modifications may be made for various reasons, including but not limited to compliance with legal or regulatory requirements, technical developments or improvements to the Services, and changes in business operations. It is your responsibility to review these Terms periodically. By continuing to use the Services after amendments are posted, you are deemed to have accepted the revised Terms and agreed to be bound by them.

THESE TERMS CONTAIN A MANDATORY ARBITRATION CLAUSE THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIAL OR CLASS ACTIONS. THESE TERMS ALSO CONTAIN A PROVISION TO NOTIFY US OF ANY CLAIMS IN A TIMELY MANNER AND PROVIDE A LIMITATION ON THE TIME TO FILE CLAIMS.

2. ADDITIONAL DEFINITIONS

For the purposes of these Terms, the following definitions apply. Certain terms may also be defined within the body of these Terms, and where a term is defined in a specific clause, that definition shall apply within that context. The definitions below serve as additional clarifications and apply throughout these Terms unless the context requires otherwise.

Block – a batch of confirmed transactions recorded on a Blockchain Network, which references the previous block in the Blockchain Network and is secured through cryptographic hashing.

Blockchain Network – a distributed and decentralized digital ledger that is not under the control of a single individual or entity and where accounts cannot be manipulated without providing a user’s specific private key and where transactions are recorded and verified without the control of a single entity.

Digital Assets – digital units, such as cryptographic tokens, cryptocurrencies, or other digital representations of value, that are tracked by and native to a specific Blockchain Network and can be used for Staking.

Staking – the process by which a User delegates Digital Assets to a Validator in order to participate in Validation Process on a Blockchain Network and earn Staking Rewards. Stake, Stakes, and Staked shall be interpreted accordingly.

Staking Rewards – Digital Assets distributed by the Blockchain Network to Users as an incentive for participating in Staking through a Validator. The amount and distribution of Staking Rewards are determined by the respective Blockchain Network and are not guaranteed.

Unbonding Period – time period set by a Blockchain Network during which a User’s staked Digital Assets remain locked and cannot be withdrawn or transferred after initiating an un-staking request.

Validator – an entity that operates Validator Nodes to participate in the Validation Process on a Blockchain Network.

Validator Node(s) – the combination of software and hardware that enables a Validator to participate in the Validation Process of a Blockchain Network. Everstake directly operates and maintains its own Validator Nodes on supported Blockchain Networks, enabling Users to delegate their Digital Assets for Staking. Such Validator Nodes participate in Validation Process and network governance in accordance with the rules and technical specifications of each respective Blockchain Network.

Validation Process – the process of verifying, validating, and adding new Blocks of transactions to the relevant Blockchain Network in accordance with its consensus mechanism. Validators perform this function to maintain the integrity and security of the Blockchain Network.

Validator Fees – percentage of Staking Rewards retained by the Validator as compensation for providing Services.

Website – Everstake’s online platform, including its domains, interfaces, and any related content available at everstake.one.

3. SERVICES

Everstake provides non-custodial staking infrastructure, enabling Users to participate in the Validation Process by delegating their Digital Assets to Validator Nodes operated by Everstake on supported Blockchain Networks. The Services strictly involve facilitating the technical infrastructure required for Users to participate in the Validation Process and earn Staking Rewards, subject to the rules of the respective Blockchain Network and these Terms. Everstake does not provide financial, investment, or custodial services and does not hold, manage, or control User Digital Assets at any time.

In accordance with these Terms, whenever Everstake acts as a Validator on a Blockchain Network, it will make commercially reasonable efforts to maintain the operation and availability of its Validator Nodes. However, Everstake does not guarantee uninterrupted access, performance, or specific staking rewards, as these depend on Blockchain Network conditions and governance decisions outside its control.

Your right to access the Services is limited, non-exclusive, non-transferable, and non-sublicensable.

Everstake operates its Staking infrastructure in accordance with applicable industry standards and takes reasonable measures to ensure the reliability and availability of its Validator Nodes. However, Users acknowledge that Staking involves inherent risks, including but not limited to slashing penalties, Blockchain Network failures, and protocol changes.

At all times, Users retain full ownership and control over their Digital Assets. Delegating Digital Assets to a Validator Node does not transfer ownership or custody to Everstake. Everstake never has access to, nor does it manage or control, User Digital Assets, private keys, or wallets.

4. FEES

For the provision of Services, Everstake charges Validator Fees, which represent a percentage of the Staking Rewards earned by Users. The applicable Validator Fees are published on the Website on the landing page for each Blockchain Networkand may vary by Blockchain Network.

Everstake reserves the right to modify Validator Fees by updating the Validator Fees on its Website at least 14 days before any fee adjustments take effect. It is your responsibility to review the Validator Fees for any such fee adjustments.

Changes in Validator Fees will take effect on the date specified in the notice, and continued use of the Services after the effective date constitutes acceptance of the revised Validator Fees. If a User does not agree with the updated Validator Fees, they may discontinue use of the Services before the changes take effect. A User’s continued use of the Services after the date specified in a notice of changes in Validator fees shall be deemed acceptance of such change in the Validator Fees by a User.

Everstake, at its sole discretion, may decide to share part of Validator Fees it earns with Users as part of campaign or other individual arrangements.

5. RISK DISCLOSURE

By using the Services, you acknowledge and accept that Staking involves inherent risks. Everstake does not guarantee the profitability, security, or uninterrupted availability of Staking Rewards. The performance and outcome of Staking are influenced by Blockchain Network rules, governance decisions, security vulnerabilities, and other external factors beyond Everstake’s control.

• Slashing Risk – Blockchain Networks may impose penalties (slashing) on Validator Nodes for misbehavior, downtime, or security breaches, which may result in the partial or total loss of staked Digital Assets. Everstake operates its Validator Nodes in good faith and takes all reasonable measures to minimize the risk of slashing, but it cannot eliminate these risks entirely. Everstake shall not be held liable for any losses incurred due to slashing penalties imposed by a Blockchain Network.
• Unbonding and Withdrawal – Your Digital Assets are subject to the Unbonding Period set by the respective Blockchain Network. The duration of the Unbonding Period varies by Blockchain Network and is entirely determined by Blockchain Networkrules. Everstake has no control over the time required to complete the un-staking process and shall not be liable for any delays in the withdrawal of Staked Digital Assets.
• Network and Protocol Risks – Blockchain Networks operate independently of Everstake. Users acknowledge that:
  • Blockchain Networks may experience downtime, congestion, or security vulnerabilities that impact Staking performance.
  • Blockchain Networks’ upgrades, governance decisions, or forks may modify the staking mechanics, Staking Rewards distribution, or Unbonding Period.
  • Everstake has no control over Blockchain Network-level changes and is not liable for any impact they may have on Users' staked Digital Assets or Staking Rewards.
• Reward Variability – Staking Rewards are determined by the respective Blockchain Network and are subject to fluctuations. Mentions of the size of Staking Rewards referred to as APR within Website or Services are tentative, historical and provided for informational purposes only and in no case Everstake guarantees such performance in future.
• Custody and Security Risks – Everstake is a non-custodial infrastructure provider and does not hold, manage, or have access to Users’ private keys, wallets, or Digital Assets. Users are solely responsible for securing their own accounts, private keys, and access credentials. Everstake is not liable for:
  • Loss or theft of private keys.
  • Unauthorized transactions resulting from compromised wallets.
  • Errors made by the User when delegating, un-staking, or managing Digital Assets.
• Regulatory and Compliance Risks – Users are responsible for ensuring that their participation in Staking complies with applicable laws and regulations in their jurisdiction. Everstake does not provide legal, tax, or regulatory advice, and Users should consult professional advisors regarding their obligations.
• No Financial Advice – Everstake does not offer investment, financial, or tax advice. The provision of staking infrastructure does not constitute a financial service, and Users should conduct their own due diligence before engaging in staking.
• Force Majeure – Everstake shall not be liable for any losses, disruptions, or failures caused by events beyond its reasonable control, including but not limited to:
  • Blockchain network failures, software bugs, or consensus rule changes.
  • Government actions, regulatory restrictions, or legal prohibitions.
  • Cybersecurity incidents, including hacking, fraud, or distributed denial-of-service (DDoS) attacks.
  • Acts of God, war, pandemics, or other extraordinary events impacting Blockchain Network operations.

6. REPRESENTATIONS AND WARRANTIES

As a condition precedent to using the Services, you represent and warrant that:

• You are at least the age of majority in your jurisdiction and have the right, power and full legal capacity to enter into and comply with these Terms
• You have read, understood, and agreed to these Terms.
• Your access to and use of the Services does not cause, nor would you reasonably be expected to cause, a breach, default, contravention, or violation of any applicable laws, regulations, decrees, tax regulations, obligations, court orders, judgments, contracts, or agreements that pertain to you or to which you are a party or bound.
• You are knowledgeable, experienced and sophisticated in using and evaluating Blockchain Networks and similar technologies. You have conducted your own thorough independent research and analysis of Blockchain Networks and the other matters contemplated by these Terms in determining to use the Services and enter into these Terms, and have not relied upon any information, statement, omission, representation or warranty, express or implied, written or oral, made by or on behalf of Everstake in connection therewith.
• You are solely responsible for compliance with tax laws applicable to you and payment of all applicable taxes, if any, to which the Staking rewards might be subject and any and all other taxes which may apply to you.
• Your Digital Assets associated with your use of our Services have been lawfully obtained and are not derived from any illegal or criminal activities.
• Your Digital Assets have been lawfully obtained and are not derived from any fraudulent, illegal, or criminal activities.
• Your Digital Assets, which have been delegated to a Validator node, may be subject to the Unbonding Period set by the respective Blockchain network.
• Your Digital Assets, which have been delegated to a Validator node, are at all times owned by You, and you never transfer ownership of or control over to us.
• You will not access or use any of our Services to conduct, promote, or otherwise facilitate any illegal activity.

7. PROHIBITED ACTIVITIES

You further agree that you will not:

• Use the Services in any way that could harm, damage, disable, overburden, or interfere with the Services or other users’ access to the Services.
• Attempt unauthorized access to any account, wallet, system, or network related to the Services.
• Obtain or attempt to obtain materials or information not intentionally provided through the Services.
• Use automated tools (e.g., robots, spiders) to access or scrape the Services.
• Introduce harmful or malicious materials, such as viruses, worms, or Trojan horses.
• Launch denial-of-service (DoS) or distributed denial-of-service (DDoS) attacks against the Services.
• Impersonate the Company, its employees, affiliates, other users, or any other entity.
• License, sell, rent, lease, transfer, distribute, or exploit the Services or its content for commercial purposes.
• Modify, reverse engineer, decompile, or create derivative works of, or based on the Services.
• Use the Services to develop a competing product or service.
• Violate any applicable laws, including anti-money laundering or anti-terrorist financing regulations.
• Bypass security measures, content filters, or access controls, including using VPNs.
• Encourage, facilitate, or assist any third party in engaging in any prohibited activities listed above.

8. DISCLAIMER

YOU ACKNOWLEDGE AND AGREE THAT THE WEBSITE AND SERVICES, INCLUDING ALL COMPONENTS, FEATURES, FUNCTIONALITY, DOCUMENTATION, AND MATERIALS, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. EVERSTAKE EXPRESSLY DISCLAIMS, AND YOU HEREBY WAIVE, ANY AND ALL WARRANTIES, CONDITIONS, OR REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. THIS INCLUDES, BUT IS NOT LIMITED TO, ANY IMPLIED OR STATUTORY WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, FREEDOM FROM DEFCTS, TITLE, SECURITY, AVAILABILITY, QUALITY, RELIABILITY, ACCURACY, QUIET ENJOYMENT, FREEDOM FROM VIRUSES OR MALWARE, COMPLETENESS, TIMELINESS, FUNCTIONALITY, RELIABILITY, SPEED OF DELIVERY AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. NEITHER EVERSTAKE NOR ANY OF OUR REPRESENTATIVES REPRESENT OR WARRANT THAT THE WEBSITE OR ITS CONTENT WILL BE ERROR-FREE, UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE WEBSITE OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE, ITS CONTENT, OR SERVICES MADE AVAILABLE UNDER OR CONNECTION WITH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

Without limiting the foregoing, Everstake makes no representations or warranties that the Services will be uninterrupted, error-free, or available at any particular time or location.

You acknowledge that Blockchain Networks are decentralized systems operating independently of Everstake. Any risk arising from the use of a Blockchain Network, including staking participation or delegation of Digital Assets, is solely assumed by you. You further understand that the functionality, security, and stability of the Services may be affected by errors, malfunctions, or vulnerabilities inherent in a Blockchain Network. Everstake is not responsible or liable for any such issues, including emergency network maintenance, third-party actions, or other extraordinary circumstances beyond its control.

Everstake makes no warranties, representations, or assurances regarding the marketability, profitability, or suitability of the Services for any particular purpose. Additionally, Everstake does not guarantee the receipt, amount, or timing of any Staking Rewards.

No guarantee, assurance, or representation is provided that Everstake will be selected or remain as a Validator on any Blockchain Network, either indefinitely or for any specific period. Everstake's inability to be selected or continue as a Validator does not constitute a breach of these Terms and shall not create any liability or obligation on the part of Everstake.

You acknowledge that Everstake does not, under any circumstances, have possession, custody, or control over any Digital Assets, nor does it store, send, or receive any Digital Assets on Your behalf. All interactions with Blockchain Networks are performed directly by you or through blockchain infrastructure and/or smart contracts, over which Everstake has no authority. Everstake never has access to your private keys and bears no responsibility for lost, stolen, or mismanaged private keys, seed phrases, or credentials.

From time to time, the Services may be unavailable due to various factors, including, but not limited to:

• System maintenance, upgrades, or repairs performed by Everstake or third-party service providers;
• Equipment malfunctions, technological disruptions, or unforeseen operational failures;
• Network congestion, protocol upgrades, or governance actions imposed by the Blockchain Network;
• Force majeure events, including but not limited to cyberattacks, regulatory restrictions, or other external circumstances beyond Everstake’s control.

Everstake reserves the right to disable, restrict, or modify access to the Services, including specific features or functionalities, at any time, in the event of a breach of these Terms or if Everstake reasonably believes that any User representations or warranties are inaccurate, incomplete, or misleading. Everstake shall not be liable for any losses, damages, or claims resulting from Service interruptions, modifications, or discontinuation.

The Services may evolve over time, meaning Everstake may modify, update, suspend, or terminate certain features, functionalities, or aspects of the Services at its sole discretion, without prior notice.

Nothing in these Terms constitutes legal, financial, tax, or investment advice, and Everstake expressly disclaims any liability related to any reliance on the information provided through the Services. You acknowledge and agree that all materials, including blog posts, articles, third-party links, news updates, or other informational content provided via the Website or Services, are for informational purposes only and do not constitute professional advice. You should not act or refrain from acting based on any such information without seeking independent professional guidance.

These Terms do not create or impose any fiduciary duties on Everstake. Everstake owes no duty to act in your best interest and shall not be responsible for any decisions or actions you take based on your use of the Services.

9. INTELLECTUAL PROPERTY

The Website and Services may include various materials, collectively referred to as "Content," such as software, text, graphics, images, designs, sound recordings, audiovisual works, trademarks, and other proprietary materials provided by Everstake or on its behalf. All Content is either owned by Everstake or licensed to Everstake by third parties and is protected under applicable intellectual property laws, including copyright, trademark, and other proprietary rights.

You acknowledge that You have no ownership, rights, or title in or to the Content, and Your use of the Services does not grant You any proprietary rights in the Content. Except as expressly permitted under these Terms, you may not use, copy, modify, distribute, publicly display, perform, transmit, or create derivative works of any Content without prior written authorization from Everstake.

If You are authorized to reproduce any Content, You must retain all copyright, trademark, and proprietary notices present in the original Content.

You are expressly prohibited from:

• Selling, sublicensing, renting, leasing, assigning, distributing, or commercially exploiting any Content or any portion of the Website or Services.
• Modifying, adapting, reverse engineering, decompiling, or disassembling any software or technology forming part of the Services.
• Using the Content in any way that infringes Everstake’s intellectual property rights or violates applicable laws.
• Posting or distributing the Content on any third-party website or network without Everstake’s explicit written consent.

Any unauthorized use of the Content may result in legal action, including claims for intellectual property infringement.

The trademarks, service marks, logos, trade names, and branding found on the Website (collectively, "Trademarks") are the exclusive property of Everstake or its licensors. Your use of the Services does not grant You any license or right to use any Trademarks without Everstake’s prior written approval.

You are prohibited from using Everstake’s Trademarks in any way that could create confusion about ownership, imply sponsorship or endorsement, or misrepresent any affiliation with Everstake.

You may not use the Trademarks as part of any meta tags, hidden text, search keywords, or other technologies designed to mislead users or manipulate search rankings.

Any goodwill derived from the use of Everstake’s Trademarks shall solely benefit Everstake or its licensors.

10. EXTERNAL SERVICES

The Website and Services may contain links to, reference, or integrate third-party content, websites, or services ("Third-Party Services"), which are provided for your convenience only. Everstake does not own, control, or operate any Third-Party Services and makes no representations or warranties regarding their accuracy, reliability, security, availability, or compliance with applicable laws.

Your use of any Third-Party Services is solely at your own risk and is subject to separate terms and conditions imposed by the respective third-party providers. Everstake is not responsible for any agreements, transactions, or interactions between you and such third parties.

The inclusion of any Third-Party Services on the Website does not constitute an endorsement, sponsorship, or affiliation between Everstake and the respective third party. Everstake does not monitor, verify, or guarantee the quality or legality of any Third-Party Services.

Everstake shall not be liable for any losses, damages, or claims arising from:

• Your reliance on, use of, or inability to access Third-Party Services;
• Security vulnerabilities, privacy breaches, or data loss resulting from Third-Party Services;
• Disruptions, inaccuracies, errors, or omissions in Third-Party Services.

You agree to indemnify, defend, and hold Everstake harmless from and against any claims, damages, liabilities, costs, or losses arising from or related to your use of Third-Party Services, including any disputes with third-party providers.

11. PROHIBITION TO USE

By accessing and using the Services, you represent and warrant that you are not included in any trade embargoes or economic sanctions lists, including but not limited to:

• The United Nations Security Council Sanctions List;
• The List of Specially Designated Nationals maintained by the U.S. Office of Foreign Assets Control (OFAC);
• The Denied Persons or Entity List of the U.S. Department of Commerce; and
• Any other sanctions lists maintained by the United Kingdom, European Union, Canada, or any other applicable jurisdiction.

You further represent and warrant that you are not located in, incorporated in, or a resident of any jurisdiction designated as a "terrorist-supporting" state by the U.S. government, nor are you listed on any U.S. government list of prohibited or restricted parties.

Everstake does not provide Services to, and explicitly prohibits access from, individuals and entities located in or associated with the following jurisdictions, including but not limited to:

• Russia, Belarus, and the temporarily occupied territories of Ukraine, Iran, North Korea, Syria, Afghanistan, and Myanmar, Libya, Venezuela, Yemen, Somalia, the Democratic Republic of Congo, Zimbabwe, Mali, Guinea, Sudan, and Iraq, Cuba, Bosnia and Herzegovina, Central African Republic, Guinea Bissau, Haiti, Lebanon, Nicaragua, South Sudan;
• and any other jurisdictions subject to comprehensive sanctions or restrictions.

Everstake reserves the right to determine the markets and jurisdictions in which it operates. Everstake may, at its sole discretion, restrict, suspend, or refuse access to the Services in certain jurisdictions or for specific Users.

You acknowledge that the availability of the Services may be subject to legal and regulatory restrictions in different jurisdictions. You are solely responsible for ensuring that your use of the Services complies with all applicable laws and regulations in your jurisdiction.

Everstake reserves the right to modify, expand, or impose additional access restrictions at any time without prior notice.

12. LIMITATION OF LIABILITY

To the fullest extend provided by law, Everstake shall not be liable for any direct, indirect, incidental, special, exemplary, punitive, or consequential damages under any legal theory, arising out of or in connection with your access and use or inability to access or use the Website and/or Services, or any Third-Party Services , including but not limited to lost profits, loss of data or a data breach, loss of goodwill, or service interruptions, loss of business or anticipated savings, loss of use, loss of profits, computer damage, system failures, or the cost of substitute services, and whether caused by tort (including negligence), breach of contract, or otherwise, even if foreseeable.

The limitation of liability set out above does not apply to liability resulting from death or bodily injury resulting from our negligence or fraud related to the Services. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

If we are held liable due to a breach of our obligations under these Terms, an unlawful act or otherwise, our liability shall be limited to the maximum of the Validator Fees paid by you to us during the six (6) month period preceding the event causing such liability.

Damages arising out of or in connection with these Terms, or from the use of or inability to use the Services or Website, shall not be the responsibility of Everstake, whether based on warranty, contract, tort (including negligence), or any other legal theory, regardless of whether the possibility of such damage was previously disclosed.

Everstake shall not be responsible for, and shall not be held liable for, any losses, damages, or claims arising from:

• User errors, including but not limited to forgotten private keys, incorrectly executed transactions, or mistyped wallet addresses
• Server failures, data loss, or technology malfunctions
• Issues with Blockchain Networks, including downtime, forks, validator node failures, or corrupt files
• Unauthorized access to the Services
• Third-party actions, including cyberattacks such as viruses, phishing attempts, brute-force attacks, or other security breaches

Everstake is not responsible for any disruptions or issues affecting Blockchain Networks, including but not limited to network downtime, governance decisions, protocol modifications, or other Blockchain-related risks that may impact the value or usability of Digital Assets.

For the purposes of these Terms, knowledge of information recorded on a Blockchain Network is considered reasonably obtained when such information is irreversibly included in a Block accepted by the requisite number of validators necessary to reach consensus according to the specific technical conditions of that Blockchain Network.

13. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Everstake, its affiliates, licensors, partners, officers, directors, employees, contractors, agents, service providers and successors and assigns from and against any claims, liabilities, losses, damages, judgments, awards, costs, and expenses (including but not limited to legal fees, arbitration costs, and court expenses, to be advanced as such fees become due and payable) arising from or related to:

• Your use or misuse of the Services;
• Your violation of these Terms, including any misrepresentation or breach of warranty;
• Your violation of any applicable laws, regulations, or third-party rights; and
• Any unauthorized or fraudulent activity conducted through Your account or associated with Your use of the Services

Your indemnification obligations under this section shall apply in addition to, and shall not limit or replace, any other indemnification obligations set forth elsewhere in these Terms. Everstake’s rights under this indemnification provision are cumulative and do not preclude any other remedies available under applicable law.

Everstake reserves the right to assume exclusive defense and control of any matter subject to indemnification by you at your expense, and you agree to fully cooperate in such defense. You may not settle any claim without Everstake’s prior written consent if such a settlement imposes an obligation or liability on Everstake.

14. PROVISIONS RELATED TO CLAIMS AND DISPUTES

Governing Law and Jurisdiction. All matters related to the Website, any mobile application, the Services and these Terms, and any dispute or claims arising therefrom or related thereto (in each case, including non-contractual disputes or claims) shall be governed by and construed in accordance with the internal laws of the state of New York, without giving effect to any choice or conflict of law principles.

Exclusive Forum. Any legal suit, action, or proceeding arising out of, or related to, these Terms or the Services shall be instituted exclusively in the state or federal courts located in New York, New York, provided that we retain the right to bring any suit, action, or proceeding against you for breach of these Terms in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Dispute Resolution / Arbitration

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE DISPUTES WITH US AND IT LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF.

At Everstake’s sole discretion, it may require you to submit any disputes arising from these Terms, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration. ARBITRATION PREVENTS YOU FROM SUING IN COURT OR FROM HAVING A JURY TRIAL. You and Everstake agree to notify each other in writing of any dispute within thirty (30) days of when it arises. Notice to Everstake must be sent to [email protected]. You and Everstake agree to attempt informal resolution prior to any demand for arbitration and that any arbitration will occur in New York, New York. The courts of New York will have the exclusive jurisdiction over any appeals of an arbitration award and over any suit between the parties not subject to arbitration. Any arbitration shall be conducted in English before a single neutral arbitrator, in accordance with the JAMS International Arbitration Rules then in effect. The arbitrator shall issue a written decision that contains the essential findings and conclusions on which the decision is based. The arbitration award shall be final and binding upon the Parties and judgment may be entered thereon by any court of competent jurisdiction.

If there is any dispute over the arbitrability of any claim, such disputes shall be resolved in the first instance by the arbitrator appointed in the JAMS proceeding.

This agreement to arbitrate shall survive the termination or expiration of this Agreement. If a court decides that any part of this agreement to arbitrate is invalid or unenforceable, then the remaining portions of this agreement to arbitrate shall nevertheless remain valid and in force. In the event that a court finds the waiver of class action described in Section 14.4 to be invalid or unenforceable, then the entirety of this agreement to arbitrate shall be deemed void (but no provisions of this Agreement unrelated to arbitration shall be void), and any remaining Dispute must be litigated in court pursuant to Section 14.2 above.

Waiver of Class Action. By accessing and/or using the Services, you agree that any dispute or claim arising out of or relating to the Services or these Terms must be brought on an individual basis only, and not as a plaintiff or class member in any purported class, collective, representative, or private attorney general action or proceeding. You further waive any right to join or consolidate your claims with those of any other person or entity, whether in court or arbitration.

NOTICE OF CLAIMS. WE SHALL NOT BE LIABLE FOR ANY DAMAGES UNLESS YOU HAVE PROVIDED WRITTEN NOTICE TO US DETAILING THE DAMAGES WITHIN SIX (6) MONTHS AFTER SUCH DAMAGES FIRST OCCURRED. ANY CLAIM FOR COMPENSATION SHALL BE DEEMED WAIVED IF NOT SO REPORTED WITHIN SUCH PERIOD.

LIMITATION ON TIME TO FILE CLAIMS. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

No Waivers. The failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of Everstake.

15. GENERAL PROVISIONS

Entire Agreement. The Terms constitutes the entire and exclusive agreement and understanding between Everstake and you regarding the Services, and supersedes and replaces any and all prior oral or written understandings or agreements between you and Everstake regarding the Services.

Force Majeure Events. Everstake 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 its reasonable control, including but not limited to flood, extraordinary weather conditions, pandemics, 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 its reasonable control.

Amendments to the Terms. Everstake reserves the right to modify, amend, or update these Terms at any time at its sole discretion. Modifications may be made for various reasons, including but not limited to compliance with legal or regulatory requirements, Technical developments or improvements to the Services, and Changes in business operations. It is your responsibility to review these Terms periodically. By continuing to use the Services after amendments are posted, you are deemed to have accepted the revised Terms and agreed to be bound by them. If you do not agree to any modifications, you must discontinue using the Services immediately.

Severability. If any provision of these Terms is held to be invalid, unenforceable, or illegal by a competent court, regulatory authority, or government body, the remaining provisions shall continue to be valid and enforceable. In the event that these Terms are found to contain any gaps, omissions, or ambiguities, such provisions shall be interpreted in a manner consistent with the intent of these Terms and in accordance with applicable law.