Terms and Conditions

1. Acceptance of These Terms

These Terms and Conditions (the "Terms") are a binding agreement between you and AlemX governing your access to and use of the AlemX mobile application, websites, bots, and related services (together, the "Services"). By creating an account or using the Services, you agree to these Terms and to our Privacy Policy. If you do not agree, do not use the Services.

The AlemX entity you contract with depends on where you live, as set out in Section 24. Please read Section 25 (Dispute Resolution and Arbitration) carefully: for users who contract with AlemX Inc., it requires individual arbitration and waives class actions.

2. Definitions

• "AlemX", "we", "us": the applicable AlemX entity identified in Section 24.
• "Providers": independent, licensed third parties that supply regulated features through the Services, including Crossmint (a MiCA-authorized crypto-asset service provider and PSD2-authorized payment institution in the EU) and licensed card issuers, payment processors, and on/off-ramp providers. The current Providers are listed in Schedule A. If a Provider's authorization is revoked, suspended, or not renewed, AlemX will notify affected users and, where practicable, transition the relevant feature to an alternative licensed provider or suspend the feature until a licensed alternative is available.
• "Wallet": the self-custodial crypto-asset wallet made available through the Services, for which you alone control the keys.
• "Crypto-Assets" / "USDC": digital assets recorded on a blockchain; USDC is a U.S.-dollar-referenced stablecoin used within the Services.
• "Paid Attention": the marketplace in which you set a price for your own attention and advertisers pay that price to reach you, settled in USDC.
• "Attention Price": the minimum amount you set, on-chain, to view advertising content.
• "Paid Messenger / Paid Calls": features letting you charge others to message or call you, on a message, time, or access basis.
• "Stars": a content-appreciation feature through which a share of AlemX's own platform commission may flow to a creator you support.
• "Card": the payment card issued and processed by a licensed card Provider.
• "Services": the AlemX mobile application, websites, bots, and related services described in Section 1.
• "Attention Ring": the on-device computer-vision feature that verifies genuine attention during Paid Attention.
• "Ring system": the status tiers shown on user profiles that reflect a user's verification level and standing on the platform.

3. Nature of the Services: How AlemX Works

To ensure clarity about how the Services operate:

• Self-custodial wallet. Your Wallet keys are generated and stored on your device or through Crossmint's self-custodial infrastructure. AlemX does not have access to your private keys and cannot access, freeze, or move assets in your Wallet.
• Advertising settlement. When an advertiser funds a Paid Attention campaign, the funds are deposited into an on-chain smart contract on the Solana blockchain. When your attention is verified, the smart contract autonomously transfers your portion directly to your Wallet and AlemX's platform fee directly to AlemX's wallet, in the same atomic transaction. AlemX cannot initiate, redirect, reverse, or prevent this settlement. Advertiser funds do not pass through any AlemX-controlled account or wallet at any point.
• Peer-to-peer transfers, tips, donations, and Paid Messenger/Calls. Value moves directly from one user's Wallet to another user's Wallet on the blockchain. AlemX does not intermediate, hold, or control these funds.
• Fiat on/off-ramp. Conversion between fiat currency and USDC is provided solely by licensed Providers (see Schedule A), not by AlemX. AlemX does not accept, hold, or transmit fiat currency.
• Card. The Card is issued and processed by a licensed card Provider, not by AlemX.
• Identity verification (KYC). AlemX does not perform KYC. Where KYC is required, it is carried out by the relevant licensed Provider.

Regulated services (wallet infrastructure, fiat on/off-ramp, and card issuance) are provided directly to you by the relevant Provider under that Provider's own terms and authorizations. By using those features you also agree to the applicable Provider's terms.

4. Eligibility and Restricted Jurisdictions

To use the Services you must be at least 18 years old (or the age of majority in your jurisdiction if higher), have legal capacity to enter into these Terms, and not be barred under any applicable law. We apply an in-app age gate at signup to confirm eligibility, and, where required by applicable law such as the UK Online Safety Act, we may apply additional age assurance measures.

You may not use the Services if you are located in, or are a resident, national, or agent of, a jurisdiction subject to comprehensive sanctions, or if you are on any applicable sanctions or restricted-party list (including lists maintained by OFAC, the EU, or the United Nations). The Services may also be unavailable or restricted in certain jurisdictions, and we may limit access based on your location.

5. Your Account

You are responsible for the information you provide, for keeping your credentials secure, and for all activity under your account. Provide accurate information, keep it current, and notify us promptly of any unauthorized use. We may refuse, suspend, or close accounts as described in Section 21. Your rights over your personal data, including under the GDPR and applicable US state privacy laws, are described in the Privacy Policy.

6. Overview of the Services and Modules

The Services include the following, all provided on a non-custodial basis by AlemX except where a Provider is identified:

• Self-custodial Wallet (powered by Crossmint infrastructure; you control the keys).
• Payment Card (issued and processed by a card Provider).
• Encrypted Messenger, including Paid Messenger and Paid Calls.
• Social platform and feed, including posts, reels, stories, and interactions.
• Paid Attention marketplace, the Attention Ring on-device verification, and advertiser campaigns.
• Creator and community features: tips, donations, Stars, the referral program, and the status Ring system.
• Peer-to-peer transfers, and in-app assistant ("Sara") and advertising bot (@alemx_ads).

7. Self-Custody: Your Responsibility and Risk

Because the Wallet is self-custodial, you alone control your keys, recovery method, and device. AlemX cannot access your Wallet, cannot reset your keys, cannot reverse or cancel blockchain transactions, and cannot recover assets sent to a wrong or incompatible address. Blockchain transactions are final and irreversible. You accept these risks.

8. Peer-to-Peer Transfers

Peer-to-peer transfers move value directly from your Wallet to another user's Wallet on the blockchain. AlemX does not hold, control, or intermediate the funds, and cannot reverse a completed transfer. You are responsible for confirming recipient details before sending. Peer-to-peer transfers within the Services carry no AlemX fee, though blockchain network fees may apply.

9. Payment Card

The Card is issued by a card Provider, not by AlemX, and your use of it is subject to the Provider's cardholder terms, which you accept separately. Availability, features, and limits depend on the Provider and your jurisdiction. AlemX does not charge a fee to issue or hold the Card. Any Provider fees, for example for fiat top-up through the on/off-ramp, are set by the relevant Provider and shown to you before you incur them.

10. Paid Attention Marketplace

Paid Attention is a marketplace for attention. You set your own Attention Price. Advertisers who want to reach you fund a campaign into an on-chain smart contract. If you choose to view advertising content and genuine attention is verified on your device, the smart contract autonomously settles payment directly to your Wallet. AlemX's platform fee is captured in the same atomic transaction directly to AlemX's wallet. AlemX does not hold advertiser funds or your payment at any point.

The following facts describe how Paid Attention operates:

• You set the price. Your Attention Price is determined solely by you and recorded on-chain. AlemX does not set, suggest, or cap your price.
• The advertiser pays you. Payment comes from the advertiser's campaign escrow directly to your Wallet through the smart contract. AlemX is not the source of payment.
• Participation is voluntary. There are no tasks assigned to you, no schedule, no quota, and no obligation to view any content. You may stop at any time or set an Attention Price that effectively declines all campaigns.
• No exclusivity or control. AlemX does not direct how, when, or how often you participate. You are free to use competing services.
• No employment or agency. Your use of Paid Attention does not create an employment, agency, partnership, or joint-venture relationship with AlemX or with any advertiser.

AlemX applies a platform fee on the applicable campaign amount, as set out in Section 13. You are solely responsible for any taxes on amounts you receive and for reporting them. We may withhold or reverse amounts obtained through fraud, automation, misrepresentation, or breach of these Terms.

11. Paid Messenger, Paid Calls, Tips, Donations, and Stars

These features let value move directly between users' Wallets in USDC on the blockchain. With Paid Messenger and Paid Calls, you may charge others to message or call you on a message, time, or access basis. Tips and donations let users support creators directly. Stars let you direct a portion of the platform fee that AlemX has already collected on a transaction to a creator you appreciate; the current Star rate and any conditions are shown in the app before you send a Star. In every case AlemX does not intermediate the user-to-user funds, and may apply or retain a platform fee where disclosed.

12. Referral Program

If offered, the referral program lets you receive a share of AlemX's platform commission for qualifying activity by users you refer. Referral payments are a marketing expense of AlemX, not a return on investment; they do not represent an equity interest, a share of profits, or a security. Referral payments apply only to platform commission and not to any user payout, which is passed through in full. We may change, suspend, or end the program and may withhold payments obtained through abuse, self-referral, or fraud. If you promote AlemX or refer others publicly, you must clearly disclose your material connection to AlemX (for example, that you may receive a payment), as required by applicable law, including the U.S. FTC endorsement guidelines.

13. Fees

The principal AlemX fee is the Paid Attention platform fee, currently 40% of the applicable campaign amount, which is deducted by the smart contract at settlement. The Card is free to issue and hold. Peer-to-peer transfers within the Services carry no AlemX fee, subject to blockchain network fees. If we introduce or change a material fee, we will give you notice before the fee takes effect. Provider fees (such as ramp spreads and network fees) are set by the Providers and shown to you before you incur them.

Fees already incurred are non-refundable except where required by law. If you are a consumer in the EEA or the UK, you may have a 14-day right of withdrawal for certain paid digital services; where you ask us to begin performance immediately and the service is fully performed, that right may no longer apply. Provider services are subject to each Provider's refund and dispute terms.

14. User Content and the Social Platform

You retain ownership of content you create. By posting content on public or shared areas of the Services, you grant AlemX a worldwide, non-exclusive, royalty-free license to host, store, reproduce, modify (for example, to resize or transcode for different devices), display, distribute, and sublicense to infrastructure providers (such as CDN and hosting services) that content for the purpose of operating and improving the Services and, for content you make public, promoting the Services. This license does not extend to the content of your private or encrypted messages, which we do not use to promote the Services. The license ends when you delete the content or close your account, except for content that others have re-shared and for residual copies retained for backup or as required by law. You are responsible for your content and represent that you have the rights to post it and that it does not violate these Terms or the law.

15. Acceptable Use

You agree not to use the Services to:

• Break any law, or facilitate money laundering, terrorist financing, sanctions evasion, or fraud.
• Post or share unlawful, infringing, hateful, or harassing content, or content that exploits or endangers minors.
• Manipulate Paid Attention, referrals, Stars, or payouts through bots, automation, or misrepresentation.
• Interfere with, disrupt, reverse engineer, or gain unauthorized access to the Services or their security.
• Impersonate others or misrepresent your identity or affiliation.

16. Child Safety and Content Integrity

AlemX has zero tolerance for child sexual abuse material (CSAM), non-consensual intimate imagery, and terrorist or violent extremist content. AlemX participates in, or is in the process of implementing prior to launch, the following industry safety programs, applying them to content that we are able to access through our systems:

• Microsoft PhotoDNA image-hash matching to detect known CSAM.
• NCMEC CyberTipline: we report apparent CSAM to the U.S. National Center for Missing & Exploited Children, as required by law.
• StopNCII.org to help prevent the sharing of non-consensual intimate images.
• GIFCT subscriber: we use the Global Internet Forum to Counter Terrorism shared hash database to detect and remove terrorist and violent extremist content.

We will remove violating content, suspend or terminate accounts, and cooperate with law enforcement as appropriate.

17. AI Features

The Services include AI features, including the in-app assistant and automated moderation. You are interacting with an AI system when you use the assistant, and content the assistant generates is identified as AI-generated. AI outputs may be inaccurate or incomplete and are provided for convenience only. They are not financial, legal, tax, or investment advice. When you use the in-app assistant, your input is processed by our AI provider (Anthropic) acting as a sub-processor under a data processing agreement, with appropriate transfer safeguards (including Standard Contractual Clauses for EEA/UK data) as described in the Privacy Policy. Automated moderation may result in content being limited or removed; see Section 18.

18. Content Moderation and Enforcement

We may review, limit, remove, or restrict content or accounts that violate these Terms or our policies, or where reasonably necessary to comply with law or protect users, using a combination of automated systems and human review. Where required by law, we provide notice and a means to appeal. If an automated system restricts or removes your content or account, you may request review by a person by contacting appeals@alemx.com. Users in the EEA may report illegal content to report@alemx.com; we will acknowledge valid reports and act on them in line with the EU Digital Services Act. Where that Act applies, we will give affected users a statement of reasons for a decision to remove or restrict their content or account.

19. Intellectual Property

The Services, including software, design, trademarks, and content we provide, are owned by AlemX or its licensors. The "alemx" trademark is the subject of USPTO application no. 99177880 (Class 36). AlemX has filed patent applications, including U.S. application no. 19/716,294 (Proof of Attention Protocol) and U.S. application no. 19/731,015 (Attention Escrow Smart Contract), with further filings pending. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Services for their intended purpose. You may not copy, modify, distribute, or create derivative works, or reverse engineer any part of the Services, except as permitted by law or with our written consent.

20. Crypto-Asset Risk Disclosures

Crypto-Assets involve significant risk. You acknowledge that:

• Crypto-Asset values can be volatile, and you may lose value.
• Blockchain transactions are irreversible and cannot be undone by AlemX.
• The regulatory and tax treatment of Crypto-Assets varies by jurisdiction and may change.
• Stablecoins, including USDC, depend on their issuer and reserves and are not risk-free.
• Nothing in the Services is investment, financial, legal, or tax advice, or a recommendation to buy, sell, or hold any asset.

21. Disclaimers, Suspension, and Termination

The Services are provided on an "as is" and "as available" basis, without warranties of any kind to the fullest extent permitted by law. To the fullest extent permitted by law, AlemX disclaims all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Services will be uninterrupted, secure, or error-free, or that any Provider service will always be available. Nothing excludes liability that cannot be excluded under applicable law, including mandatory consumer protections.

We may suspend or terminate your access, in whole or in part, if you breach these Terms, if required by law or by a Provider, or to protect the Services or other users. You may stop using the Services at any time. Because the Wallet is self-custodial, you keep control of your keys and assets regardless of account status.

22. Limitation of Liability

Because AlemX provides software and does not hold your funds, keys, or assets, AlemX is not responsible for losses arising from Provider services, blockchain transactions, market movements affecting Crypto-Asset values, or your failure to safeguard your keys or recovery method.

To the fullest extent permitted by law, AlemX will not be liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost data, or loss of assets. Where AlemX is nonetheless found liable despite the foregoing, its total aggregate liability will not exceed the total fees you paid to AlemX in the 12 months before the event giving rise to the claim. Nothing in these Terms limits liability that cannot be limited by law (such as for fraud, gross negligence, or death or personal injury caused by negligence). If you are a consumer in the EEA or the UK, this section does not limit any rights you have under mandatory consumer-protection law, and the liability cap applies only to the extent permitted by those laws. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.

23. Indemnification

To the extent permitted by law, you agree to indemnify and hold harmless AlemX and its officers, directors, and employees from claims, losses, and expenses (including reasonable legal fees) arising from your use of the Services, your content, or your breach of these Terms or of applicable law. This does not apply to the extent a loss results from AlemX's own wrongdoing or from liability that cannot be limited by law. If you are a consumer in the EEA or the UK, this indemnity applies only to the extent permitted by applicable consumer-protection law and does not cover ordinary, lawful, non-negligent use of the Services.

24. Governing Law and the Entity You Contract With

These Terms apply worldwide, and the entity you contract with and the governing law depend on where you reside:

24.1 Users in the United States

You contract with AlemX Inc. (Delaware, USA), 16192 Coastal Highway, Lewes, DE 19958, United States. These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law rules, and disputes are subject to Section 25 (individual arbitration and class-action waiver).

24.2 Users in the EEA, the UK, or an EFTA State

You contract with Alemx OÜ (Estonian registry code 17385062), Narva mnt 5, Kesklinna linnaosa, Tallinn, Harju maakond, 10117, Estonia. These Terms are governed by the laws of Estonia, and the Estonian courts have jurisdiction, except that you keep the benefit of any mandatory consumer-protection rights and the right to bring proceedings in the courts of your country of residence where local law so provides. Regulated features are provided by the applicable Provider under its own terms and home-state authorization (for Crossmint, MiCA and PSD2 authorization supervised by Spain's CNMV and Bank of Spain).

24.3 Users in the rest of the world

Unless local mandatory law requires otherwise, you contract with AlemX Inc. (Delaware, USA), 16192 Coastal Highway, Lewes, DE 19958, United States. These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law rules, and disputes are subject to Section 25.

25. Dispute Resolution and Arbitration (US and Rest-of-World Users)

This Section applies to users who contract with AlemX Inc. under Sections 24.1 and 24.3, and does not apply to EEA, UK, or EFTA consumers to the extent it conflicts with their mandatory rights.

You and AlemX agree to resolve disputes through binding individual arbitration rather than in court, except that either party may bring a claim in small-claims court. You and AlemX waive the right to a jury trial and the right to participate in a class, collective, or representative action. Arbitration will be administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules, seated in Delaware, and may be conducted by videoconference. The language of the arbitration is English. AlemX will pay all AAA filing and administration fees for claims under USD 10,000. If 25 or more similar demands are filed by or with the coordination of the same or coordinated counsel, they will be handled under the AAA Mass Arbitration Supplementary Rules, including any batching and bellwether procedures. If the waiver of class, collective, or representative actions is held unenforceable for a particular claim, that claim will proceed in court, while the rest of this Section continues to apply to all other claims. You may opt out of this arbitration agreement by emailing legal@alemx.com within 30 days of first accepting these Terms.

For users in the EEA, the UK, or an EFTA State, this arbitration clause does not apply to the extent it conflicts with mandatory consumer-protection rights. EEA users may also use the Online Dispute Resolution platform provided by the European Commission at ec.europa.eu/odr.

26. Changes to These Terms

We may update these Terms. If we make material changes, we will notify you by in-app notice and by email to your registered address, and update the effective date. Continued use after the changes take effect means you accept the updated Terms. Where required by law, material changes affecting your rights take effect only after appropriate notice.

27. General

• Entire agreement: these Terms, the Privacy Policy, and any Provider terms you accept form the entire agreement regarding the Services.
• Severability: if any provision is unenforceable, the rest remains in effect.
• No waiver: our failure to enforce a provision is not a waiver.
• Assignment: you may not assign these Terms without our consent; we may assign them in a corporate transaction.
• Force majeure: we are not liable for delays or failures caused by events beyond our reasonable control.
• No third-party beneficiaries: these Terms do not create rights for anyone other than you and AlemX.
• Time limit for claims: to the extent permitted by applicable law, any claim relating to these Terms or the Services must be brought within the shortest limitation period permitted by the law governing the claim.
• Language: the English version of these Terms prevails over any translation.

28. Contact

Questions about these Terms can be sent to legal@alemx.com. Postal contact: AlemX Inc., 16192 Coastal Highway, Lewes, DE 19958, United States; or, for EEA/UK/EFTA users, Alemx OÜ, Narva mnt 5, Kesklinna linnaosa, Tallinn, Harju maakond, 10117, Estonia.

Schedule A. Service Providers

Regulated and infrastructure features are supplied by the licensed providers below, each operating under its own terms and licenses. AlemX may update this list as providers change; where required by law, we will give notice of material changes. This Schedule is indicative and does not itself grant you rights against any provider.

• Crossmint: self-custodial wallet infrastructure and fiat on/off-ramp; a MiCA-authorized crypto-asset service provider (CASP) and PSD2-authorized payment institution in the EU, supervised by Spain's CNMV and Bank of Spain, with passporting across all 27 EU member states. In the United States, on/off-ramp is provided through Paxos.
• Paxos: regulated fiat on/off-ramp for users in the United States.
• Card issuer(s): issuance and processing of the AlemX payment card, currently Wasabi (global) and Bridge (United States and Canada), subject to each issuer's authorizations and terms.

Each Provider operates under its own current terms, published on its official website. AlemX maintains an internal record of each Provider's terms URL and the date last verified.

Schedule B. Version History