Terms of Service

Last Updated: April 16, 2026

1. Acceptance of Terms

These Terms of Service (these "Terms") are entered into between you ("User", "you", or "your") and Bluwhale Foundation ("Bluwhale", "we", "our", or "us"). These Terms govern your access to and use of the Bluwhale platform located at https://www.bluwhale.com/, and all associated Platforms and mobile applications (collectively, the "Platform"), as well as any content and Services offered by Bluwhale on or through the Platform, including without limitation, the key services outlined in these Terms (collectively, the "Services").

By accessing the Platform or using any Services, you agree to be bound and abide by these Terms and any other applicable policies published on the Platform (collectively, the "Applicable Policies"), which form part of these Terms as incorporated by this reference.

IF YOU DO NOT (A) AGREE TO BE BOUND BY THESE TERMS OR (B) MEET THE ELIGIBILITY REQUIREMENT SET FORTH IN SECTION 2 BELOW, PLEASE CEASE AND DISCONTINUE ANY ACCESS TO OR USE OF THE PLATFORM IMMEDIATELY.

2. Eligibility

Representations and Warranties

By accessing the Platform or using any Service, you represent and warrant that:

whether acting as an individual, legal entity, or other organization, you have the full legal capacity, power, and authority to enter into and be bound by these Terms;
you are at least eighteen (18) years of age, or have otherwise reached the legal age of majority required to enter into binding contracts under the laws applicable to you;
your access to and use of the Platform does not violate any applicable laws in your jurisdiction, including without limitation, any anti-money laundering ("AML"), counter-terrorism financing ("CTF"), anti-corruption, and sanctions laws and regulations;
you are using the Platform for your personal use only;
you acknowledge that Bluwhale may, now or in the future, implement know-your-customer ("KYC")/AML procedures in accordance with applicable laws, and you agree to comply with any such requirements as a condition of accessing the Platform or using any Services;
you are not a citizen, resident, or domiciliary of, and are not accessing or using the Platform or any Services from, any jurisdiction that Bluwhale designates as high-risk or restricted (each, a "Restricted Country"), including, without limitation, Cuba, Iran, North Korea, Syria, Russia, or any other country or territory subject to comprehensive sanctions or similar measures imposed by the United States, the United Kingdom, the European Union, or the United Nations, and you are not using the Services for or on behalf of any person or entity located in such a Restricted Country;
you are not a U.S. Person (as defined under U.S. securities laws, including Regulation S), and you are not using the Platform or any Services or purchasing, offering, or selling $BLUAI tokens for or on behalf of any U.S. Person, or any person or entity in other jurisdictions where such transactions are restricted or require registration, licensing, or other regulatory compliance;
you are not, and have not at any time been, subject to any trade embargoes, economic sanctions, or other restrictive measures, including being listed on the U.S. Office of Foreign Assets Control ("OFAC") Specially Designated Nationals and Blocked Persons List, the U.S. Department of Commerce denied persons or entity lists, or any comparable lists maintained by the United Nations, European Union, or United Kingdom; and
you will act in good faith, respect the rights of other Users, and take all reasonable steps to support the purpose, integrity, and objectives of these Terms.

Additional Terms

Additional terms and conditions may apply to specific portions, Services or features of the Platform ("Specific Terms"). Any Specific Terms and conditions are incorporated to these Terms by this reference. In the event of any direct conflict between these Terms and any Specific Terms, the Specific Terms shall prevail to the extent of such conflict.

3. Amendments and Platform Availability

Amendments to these Terms

We may amend these Terms at any time by posting the updated version on the Platform. All amendments take effect upon publication. It is your responsibility to review these Terms periodically. We will not provide individual notice of changes, and your continued use of the Platform constitutes acceptance of any amended Terms.

Availability of the Platform

We reserve the right to amend, update, withdraw, suspend or disable the Platform or any part thereof, including any Services we provide through the Platform for any reason in our sole discretion without prior notice. We do not guarantee that the Platform, any Service, or any content thereon will always be available or uninterrupted. Content on the Platform may not be current, and we are under no obligation to update it.

4. Platform Description and Key Services

$BLUAI Token

Our native utility token ("$BLUAI") is strictly a utility token that grants access and participation rights within the Bluwhale ecosystem, including transactions, access, staking, in-app purchases, and other digital services. $BLUAI is not a security, investment vehicle, or financial instrument, and it is not marketed or intended to provide any financial return, profit, or appreciation in value. Users acknowledge that $BLUAI has no guaranteed value or profit potential.

Data Intelligence Layer

The Platform operates an artificial intelligence ("AI") personalization network (modular intelligence layer) helping decentralized applications ("dApps") (Games, DeFi, Protocols, etc.) gain insights into their user base across chains for profiling, targeting, and discovering potential customers. It transforms and contextualizes on-chain wallet data into insights using a knowledge graph structure to facilitate real-time queries, accelerated training, and inference for AI models and agents. By using this Service:

you acknowledge that your on-chain behavioral data may be processed and incorporated into the knowledge graph in anonymized or aggregated form, subject to your data-sharing preferences and consent settings. Please refer to our Privacy Policy for our data collection and processing policy.
where you elect to share data and participate in the Platform's intelligence layer, you may be eligible for contributor incentives, rewards, or a share of revenues generated from your data contributions, subject to the following:
- Contributor rewards are contingent on your active and ongoing participation in the Platform's intelligence layer. No contributor rewards shall accrue or be payable to you in respect of any period during which you have not made a qualifying data contribution, as determined by Bluwhale in its sole discretion. The mere registration of an account or connection of a wallet does not, in and of itself, constitute a qualifying contribution;
- The eligibility criteria, allocation, structure, quantum, and timing of any contributor rewards shall be determined by Bluwhale from time to time, at its sole discretion, and communicated through the Platform. Different contribution types, data quality levels, or participation tiers may attract different reward allocations, as determined by Bluwhale;
- Participation in any contributor reward program does not guarantee any fixed, minimum, or ongoing return. No entitlement to any specific amount arises by reason of your data contribution alone, and past reward levels are not indicative of future reward rates; and
- Bluwhale reserves the right to amend, suspend, or discontinue any contributor reward program at any time without prior notice. In the event of discontinuation, no liability shall arise in respect of any prospective or anticipated rewards that had not yet been formally allocated or confirmed to you.

AI Nodes and Staking

BluWhale operates a decentralized node network comprising Master Nodes and Common Nodes (as defined and further described in the Platform and Service Documents accessible at https://bluwhale.gitbook.io/bluwhaleai), operated by the community of Users, which collectively power the data verification, computation, and AI inference functions of the Platform. By purchasing, owning, operating or delegating a node:

you agree that your purchase, ownership, operation, or delegation of any operation of a node is subject to the specific terms and conditions set out in the applicable Node Sale Agreement and/or any other equivalent agreements (collectively, the "Node Agreements"), which are incorporated by reference and shall govern in the event of any conflict with these Terms with respect to node-specific matters;
you further acknowledge that:
- node participation does not guarantee any fixed reward, yield, or return. Any rewards distributed to node operators are subject to network conditions, token availability, and Bluwhale's reward distribution schedule, each of which may be amended at Bluwhale's sole discretion;
- node activation may require you to stake a prescribed amount of $BLUAI tokens. Staked tokens may be subject to lock-up periods, slashing conditions, and other restrictions as set out in the applicable Node Agreements;
- if you elect to self-operate a node, you are solely responsible for maintaining adequate technical infrastructure, security, and uptime. Bluwhale bears no liability for any loss or damage arising from improper node configuration, operation, or security failure;
- you may elect to delegate node operations in accordance with the delegation terms set out in the applicable Node Agreements. Delegation does not transfer ownership of your staked tokens or eliminate your responsibility to comply with these Terms;
- Bluwhale reserves the right to amend node participation requirements, reward structures, and eligibility criteria at any time. Any such amendments will be communicated through the Platform or the applicable Node Agreements; and
- nothing in your participation as a node operator constitutes a partnership, joint venture, employment, or agency relationship between you and Bluwhale.

For the avoidance of doubt, Nodes or node licenses acquired through secondary sales or peer-to-peer transfers are subject to these Terms and the applicable Node Agreements in full. By acquiring a node or node license through any secondary market, you agree to be bound by these Terms as if you were the original purchaser. It is your responsibility to review these Terms before completing any secondary acquisition.

Bluwhale makes no representations regarding any secondary market transaction and bears no liability in connection with any such transfer. Bluwhale reserves the right to refuse to recognize or activate any node or node license acquired through a secondary sale if the acquirer fails to satisfy applicable eligibility requirements, including KYC/AML procedures or any other conditions prescribed by Bluwhale from time to time.

Staking

The Platform may enable Users to participate in the staking of $BLUAI for the purpose of operating AI nodes ("Node Staking"), and/or such other staking mechanisms as may be introduced by Bluwhale from time to time and communicated through the Platform (together, "staking"). By participating in any form of staking, you acknowledge and agree to the following general terms, as well as the specific terms applicable to each staking type set out below.

General Staking Terms

Decentralized execution: All Staking is fully decentralized and executed exclusively through self-executing smart contracts on public blockchain networks. All deposited assets, staking delegations, reward accruals, and slashing events are handled programmatically and immutably on-chain, without manual intervention, off-chain approvals, or guarantees from Bluwhale.
Nature of Staking: Staking on the Platform is designed to function as a protocol-level network participation mechanism, consistent with the Statement on Certain Protocol Staking Activities issued by the U.S. Securities and Exchange Commission ("SEC") in May 2025, recognizing that proof-of-stake protocol staking, including solo staking and non-custodial delegated staking, constitutes a core network function and is not, in and of itself, a securities offering. Notwithstanding the foregoing, the regulatory treatment of staking activities varies by jurisdiction and is subject to ongoing legislative and regulatory developments, including but not limited to the Digital Asset Market Clarity Act (CLARITY Act), which has passed the U.S. House of Representatives and is currently pending Senate consideration as of the date of these Terms. You acknowledge that the regulatory landscape governing staking may change, and you are solely responsible for monitoring and complying with applicable laws in your jurisdiction.
Non-custodial design: Staking on the Platform is non-custodial. Bluwhale does not take possession, custody, or control of your staked assets at any point in the staking process. You retain ownership and control of your assets throughout. Bluwhale is not a staking-as-a-service provider, broker, custodian, or investment advisor in connection with your staking activities.
No securities characterization: Staking rewards distributed through the Platform derive solely from on-chain network consensus and protocol mechanics. Bluwhale does not guarantee, promise, or advertise any fixed rate of return, yield, or profit from Staking. Nothing in the Platform's staking mechanism is intended to constitute an investment contract, security, or financial product under applicable law. You acknowledge that characterization of staking rewards as securities or otherwise may vary across jurisdictions, and that Bluwhale makes no representations as to the legal treatment of staking rewards in your jurisdiction.
Staking risks: Staking may involve significant risks, including but not limited to: (i) total or partial loss of staked assets due to slashing, hacks, or protocol vulnerabilities; (ii) impermanent loss or opportunity costs from unbonding or lock-up periods; (iii) volatility in reward value; (iv) network congestion or failed transactions; and (v) regulatory changes affecting the legality, tax treatment, or accessibility of staking in your jurisdiction. You must conduct your own independent due diligence, including reviewing available smart contract audits, before participating.
Prohibited staking activities: The following are strictly prohibited and may result in immediate suspension of your staking access: (i) staking for manipulative purposes, including coordinated network attacks or artificial inflation of rewards; (ii) staking on behalf of any person subject to sanctions or located in a Restricted Country; (iii) any staking arrangement structured or marketed to resemble a guaranteed yield product, investment contract, or securities offering; and (iv) any activity constituting "staking-disguised lending" or yield farming schemes that fall outside recognized protocol staking under applicable regulatory guidance.
Tax obligations: You are solely responsible for determining and satisfying all tax obligations arising from your staking activities, including any income, capital gains, or other taxes applicable to staking rewards in your jurisdiction. Bluwhale does not provide tax advice, and the tax treatment of staking rewards is subject to evolving guidance across jurisdictions.
Regulatory compliance: You represent and warrant that your participation in staking complies with all applicable laws and regulations in your jurisdiction. Bluwhale reserves the right to suspend, restrict, or terminate access to staking features at any time, without prior notice or liability, if it determines that continued operation may expose Bluwhale or its users to regulatory risk or non-compliance.

Node Staking Terms

Node Staking allows Users to stake $BLUAI tokens ("Staked Tokens") as a prerequisite to activating and operating AI nodes on the Platform. Staking $BLUAI is a necessary but not sufficient condition for participation in the node network; Users must also actively operate or delegate the operation of their nodes in accordance with the applicable Node Agreements in order to be eligible for any node rewards. The mere staking of $BLUAI tokens, without active node operation or valid delegation thereof, does not in itself entitle a User to any rewards. By participating in Node Staking, you additionally acknowledge and agree that:

Staking as operational pre-requisite: The staking of $BLUAI tokens is required to activate an AI node and participate in the node network. Your Staked Tokens serve as a commitment to network participation and do not, standing alone, generate rewards. Reward eligibility arises only upon and in connection with the active operation of a node or a valid delegation arrangement entered into under the applicable Node Agreements;
Active operation required: To be eligible for node rewards, you must either: (i) actively self-operate your node in accordance with the technical requirements and uptime standards prescribed by Bluwhale from time to time; or (ii) validly delegate node operations to an authorized operator under the applicable Node Agreements. Any period of node inactivity, improper configuration, or failure to meet applicable operational standards may result in the forfeiture or reduction of rewards, as determined by Bluwhale at its sole discretion;
Lock-up: Staked Tokens may be subject to minimum staking periods, unbonding delays, or lock-up conditions as prescribed by Bluwhale from time to time and communicated through the Platform or the applicable Node Agreements. You may not access, transfer, or withdraw Staked Tokens during any applicable lock-up period;
Slashing: Staked Tokens may be subject to slashing or forfeiture in the event of protocol violations, node downtime, validator failures, or other conditions specified in the applicable smart contract documentation or Node Agreements. You acknowledge the risk of partial or total loss of Staked Tokens as a result of slashing events;
Reward variability: Node rewards are variable and not guaranteed. Reward rates are subject to change based on total network staking volume, node performance, protocol conditions, and Bluwhale's reward distribution schedule, each of which may be amended at Bluwhale's sole discretion without prior notice;
Delegation: You may elect to delegate node operations in accordance with the delegation terms set out in the applicable Node Agreements. Delegation does not transfer ownership of your Staked Tokens or eliminate your obligations under these Terms or the applicable Node Agreements. You remain responsible for ensuring that your delegated operator complies with all applicable requirements; and
No redemption obligation: Bluwhale has no obligation to buy back, redeem, or repurchase any $BLUAI tokens, whether staked or otherwise.

WhaleTank

WhaleTank enables Users to tokenize each of their aggregated digital identity and profile data under their individual Bluwhale Profile (as defined below in Section 5) into a unique, identifiable, and verifiable on-chain representation known as a "Profile Token" and create user-generated AI agents, which may be deployed and/or traded on eligible third-party decentralized exchanges. Access to WhaleTank is available on both desktop and mobile versions of the Platform.

By accessing or participating in WhaleTank, you acknowledge and agree to the following:

By launching a Profile Token or user-generated AI agent, you represent that the underlying profile data is your own and that you have full authority to tokenize and make it available on the marketplace. You must not tokenize data belonging to any third party or misrepresent the nature or content of your profile.
Profile Tokens and user-generated AI agents are experimental digital assets tied to individual user profiles. Nothing on WhaleTank constitutes an offer, solicitation, or recommendation to buy or sell any Profile Token. You are solely responsible for evaluating the merits and risks of any transaction on WhaleTank.
Profile Tokens and user-generated AI agents carry no guaranteed monetary value and may be highly illiquid or volatile. Bluwhale makes no representation as to the current or future value of any Profile Token or user-generated AI agent, and past trading activity is not indicative of future performance. You acknowledge that you may lose the entire value of any Profile Token or user-generated AI agent you launch or purchase.
All transactions on WhaleTank are subject to applicable gas fees, platform fees, and any other transaction costs, which are your sole responsibility. Bluwhale will not reimburse any fees incurred, regardless of the outcome of the transaction.
Profile Tokens and associated data, as well as any user-generated AI agents, represent user-generated content. Bluwhale does not verify, endorse, or warrant the accuracy, completeness, or legitimacy of any Profile Token or the underlying profile data made available on WhaleTank.
The tokenization of personal data and profile-based assets is an emerging area subject to evolving regulatory frameworks. You acknowledge that Profile Tokens and user-generated AI agents may be subject to securities, data protection, or other regulations in your jurisdiction, and you are solely responsible for ensuring your participation in WhaleTank complies with all applicable laws.
Bluwhale reserves the right to suspend, delist, or remove any Profile Token or user-generated AI agents from WhaleTank at any time, without prior notice, if we determine in our sole discretion that such token violates these Terms, applicable law, or the integrity of the marketplace.
WhaleTank may be subject to additional terms and conditions published by Bluwhale from time to time, which shall supplement and, in the event of conflict, prevail over these general Terms with respect to WhaleTank-specific matters.

WhaleScore

WhaleScore is an AI-generated index (rated 0–1000) that reflects a User's real-time financial health, liquidity profile, and risk characteristics based on aggregated on-chain and off-chain data. WhaleScore combines and analyzes crypto, stablecoins, staking income, digital assets, cash, and traditional investments in real time. By using this Service, you acknowledge and agree that:

WhaleScore is a dynamic, AI-generated metric and may change in real time based on underlying data inputs. It is not a static or guaranteed assessment.
Bluwhale makes no representation that the WhaleScore is accurate, complete, or suitable for any particular purpose, including credit assessment, investment decisions, or risk evaluation.
Third-party dApps, protocols, or enterprises that access your WhaleScore do so subject to their own terms and privacy policies, for which Bluwhale bears no responsibility.

For details as to how you may control your data-sharing preferences and restrict third-party access to your WhaleScore, please refer to our Privacy Policy.

Decentralized Protocol and Smart Contracts

Bluwhale operates as a decentralized, non-custodial platform facilitator and is not a broker-dealer, custodian, investment advisor, or fiduciary. Bluwhale does not control, manage, or participate in your transactions, and does not hold, store, transmit, access, or manage your funds, private keys, or digital assets. All core Platform functions and Services, including token transfers, staking, and other activities, are executed automatically through self-executing smart contracts and blockchain-based mechanisms, without off-chain approvals or manual intervention.

The Platform serves solely as an access point and informational tool to facilitate your interactions with the Services. No intermediaries are required to process or manage your transactions. Identity verification and fund validation, where applicable, are limited to publicly accessible or verifiable on-chain data. By using the Platform, you acknowledge and agree that:

smart contracts execute automatically and irreversibly once triggered, and cannot be modified, canceled, or reversed by Bluwhale;
Bluwhale does not warrant that smart contracts will be error-free or immune from exploits, and you interact with them entirely at your own risk; and
Bluwhale shall bear no liability for any losses arising from smart contract bugs, coding errors, security vulnerabilities, or blockchain network failures.

5. Bluwhale ID, Bluwhale Profile and Platform Account

Definitions

"Platform Account" means the off-chain login account created by you to access the Platform, through which you manage your Platform settings and resources. You may create a new Platform Account through (a) registering your email address, (b) connecting your social media account; or (c) connecting your digital wallet.

"Bluwhale Profile" means your aggregated digital identity on the Platform, comprising your Platform Account together with all third-party wallets, trading accounts, and other external accounts linked or connected by you over time. Your Bluwhale Profile accumulates and reflects your cross-platform digital footprint, behavioral data, badges, WhaleScore, and profile embeddings.

"Bluwhale ID" means the on-chain decentralized identifier permanently and uniquely associated with your Bluwhale Profile, which is wallet-linked, protocol-level, and persists independently of the Platform.

Your Platform Account, Bluwhale Profile, and Bluwhale ID are distinct but interconnected:

Your Platform Account is your login credential to the Platform. It is an off-chain account used solely to access the Platform and manage your Platform resources and settings.
Your Bluwhale Profile is built on top of your Platform Account and is formed through the accumulation and linking of third-party wallets and trading accounts over time. Your Bluwhale Profile aggregates your cross-chain activity, behavioral data, badges, WhaleScore, and profile embeddings into a unified digital identity on the Platform.
Your Bluwhale ID is the on-chain decentralized identifier permanently associated with your Bluwhale Profile. It is wallet-linked, protocol-level, and persists independently of the Platform and any Platform Account. Your Bluwhale ID links to your metadata, Digital Assets, and permissions and cannot be deleted by Bluwhale.

We may at our discretion refuse to allow anyone to establish a Platform Account, or limit the number of Platform Accounts that a single user may establish and maintain at any time. You acknowledge and agree that the registration, maintenance and use of any Platform Account registered with your existing social media account are subject to any applicable terms and conditions of the relevant social media platform as described under Section 10 below.

You are responsible for all activities that occur under your Platform Account and Bluwhale Profile, whether or not such activities have been authorized by you or undertaken by you.

Platform Account and Bluwhale Profile Security

You are solely responsible for maintaining the security and confidentiality of any and all passwords, hints, personal identification numbers (PINs), application programming interface (API) keys, private keys, seed phrases, signatures, and any other credentials used to access your Platform Account or Bluwhale ID (collectively, your "Account Credentials"). Any loss or compromise of your Account Credentials may result in unauthorized access to your Platform Account, Bluwhale Profile, or any associated Digital Assets. You agree not to disclose your Account Credentials to any third party, except to your authorized agents or subcontractors, and to notify us immediately upon becoming aware of any unauthorized access or security breach.

Where Bluwhale generates log-in credentials or API authentication for you, such credentials are for your use only and may not be sold, transferred, or sublicensed to any third party. Bluwhale and its affiliates bear no responsibility for unauthorized access to your Platform Account or Bluwhale Profile, including access resulting from fraud, phishing, or other criminal activity by third parties.

You further acknowledge that your Bluwhale ID and any associated on-chain assets are secured by your connected third-party wallets or digital trading platforms. Bluwhale has no custody or control over such assets and cannot recover, reset, or restore access to your Bluwhale ID or Bluwhale Profile in the event that you lose access to your wallet or Account Credentials.

Suspension or Termination

Platform Account sharing, impersonation, or fraudulent registration is strictly prohibited. We reserve the right to suspend or terminate your Platform Account and access to your Bluwhale Profile, at our sole and absolute discretion and without prior notice, if:

any information provided by you in connection with your Platform Account, Bluwhale Profile, or Bluwhale ID registration is inaccurate, untrue, incomplete, or misleading;
you fail to comply with any registration requirements or any provision of these Terms;
we reasonably suspect that you are sharing your Platform Account, or that your Platform Account registration is fraudulent, unauthorized, or made in bad faith; or
we determine that your use of the Platform poses a risk to the security, integrity, or reputation of Bluwhale, the Platform or other Users.

We may further suspend or terminate your access to and use of the Platform and any Services at any time, for any reason or no reason, in our sole and absolute discretion. You acknowledge and agree that Bluwhale shall incur no liability of any kind to you as a result of any such suspension or termination, including for any loss of access to digital assets, badges, tokens, Profile Tokens, or data associated with your Platform Account or Bluwhale Profile.

For the avoidance of doubt, termination of your Platform Account does not affect (i) any rights or obligations accrued prior to the termination; (ii) your Bluwhale ID, Bluwhale Profile data, or any assets recorded on-chain, which remain subject to the applicable blockchain protocol rules and are not controlled by Bluwhale; or (iii) the continued validity of any Node Agreements or other agreements entered into separately.

6. Transactions and Third-Party Digital Wallets

No Direct Transaction on the Platform

The Platform does not facilitate or execute transactions directly on behalf of Users. Instead, transactions are initiated and carried out by AI agents acting on the User's behalf through the Platform, which interface with and route such transactions to third-party decentralized exchanges ("Third-Party DEXes") and/or other external protocols. Bluwhale neither owns, operates, nor exercises any control over any Third-Party DEX or external protocol utilized for transaction execution. The Platform functions solely as an aggregator that enables access to and interaction with such Third-Party DEXes and external protocols.

By using the Platform and authorizing your AI agents to execute transactions, you acknowledge and agree that:

all transactions are executed on Third-Party DEXes and external protocols, not on the Platform itself, and are subject to the terms, conditions, and risks of those third-party platforms;
Bluwhale has no ability to review, approve, cancel, pause, or reverse any transaction executed by your AI agents on your behalf once initiated;
you are solely responsible for configuring and supervising your AI agents, including setting appropriate parameters, risk limits, and permissions. Bluwhale bears no liability for any transaction executed within the scope of permissions you have granted to your AI agents; and
the execution of transactions through Third-Party DEXes may be subject to slippage, front-running, liquidity constraints, smart contract vulnerabilities, and other risks inherent to decentralized trading environments, for which Bluwhale assumes no responsibility.

Connection with Third-Party Wallets

Access to certain Platform features or Services, including the activation and operation of AI agents, may require you to connect a third-party digital wallet (your "Wallet"). Such third-party Wallets are not operated or maintained by Bluwhale. We have no custody or control over your Wallet's contents and no ability to retrieve, transfer, or reverse any transactions conducted through it. This includes any transactions executed by your AI agents using permissions granted in connection with your connected Wallet. Bluwhale shall bear no liability to you or any third party for any claims or losses arising from transactions conducted via the Platform, our smart contracts, or the applicable blockchain network. You are solely responsible for:

Wallet security: never share your credentials or seed phrase with anyone; notify us immediately if you suspect unauthorized access or compromise.
Transaction fees: including gas fees, platform fees, creator earnings, royalties, and any other applicable transaction costs; we will not reimburse these under any circumstances.
Connectivity costs: all internet and telecommunications charges incurred in accessing your Wallet, the Platform, or any associated smart contracts.
Taxes: all applicable taxes on your transactions through the Platform, except for taxes levied on Bluwhale's own net income.

7. Digital Assets and Deployment of AI Agents

Digital Asset Interactions

The Platform allows Users to generate and deploy AI agents that may be granted access to blockchain-based digital assets ("Digital Assets"). Users do not directly access, hold, or transact in Digital Assets through the Platform itself; all interactions with Digital Assets are carried out by AI agents deployed and operated by you, subject to applicable permissions and parameters. By deploying AI agents that have access to any Digital Asset through the Platform, you acknowledge and agree that:

Digital Assets accessible by your AI agents may be experimental, volatile, or speculative. Their value, utility, or availability may fluctuate or disappear due to market conditions, technological issues, network congestion, user behavior, protocol changes, blockchain forks or upgrades, or other external factors. Bluwhale does not guarantee the value, utility, liquidity, performance, or continued availability of any Digital Asset.
You are solely responsible for ensuring that your AI agents' interactions with any Digital Assets and all related activities comply with all applicable laws, regulations, and third-party rights, including laws relating to securities, consumer protection, data protection, and intellectual property.
You must not deploy AI agents to use, create or distribute Digital Assets that are unlawful, misleading, infringe the rights of others, facilitate harmful or illegal activities, or otherwise violate these Terms.
Bluwhale has no obligation to buy back, repurchase, or redeem any Digital Asset from Users.
Digital Assets may be subject to smart contract vulnerabilities, bugs, or failures. Malfunctioning contracts may result in loss of funds, staking rewards, or access to Digital Assets by your AI agents.
Blockchain network forks, upgrades, or protocol changes may affect access, value, or functionality of Digital Assets. Such events are outside the control of Bluwhale and may result in partial or total loss of access, funds, or transaction reversals.
You are solely responsible for evaluating whether any Digital Asset is suitable for access or interaction by your AI agents, based on your financial situation, technical understanding, and risk tolerance.
Before authorizing your AI agents to interact with, stake, or transact in any Digital Asset, you must conduct your own independent research and seek professional advice where appropriate. Bluwhale does not assume responsibility for any decisions made by you or your AI agents, or any resulting outcomes.
Bluwhale is not liable for losses arising from smart contract issues, coding errors, security vulnerabilities, loss of private keys, blockchain network congestion, irreversible or failed transactions, forks or upgrades, malfunctioning Digital Assets, actions taken by your AI agents within or outside the scope of the permissions you have granted, or external factors such as regulatory changes or protocol-level upgrades.

AI Agent Monitoring and Enforcement

Bluwhale reserves the right to implement pre-launch approval and monitoring systems to oversee the activity of AI agents deployed on the Platform. Bluwhale may, at its sole discretion and without prior notice, suspend, disable, restrict, or permanently deactivate any AI agent that:

violates or is reasonably suspected of violating these Terms or any applicable platform rules, policies, or guidelines;
engages in or facilitates any activity that is unlawful, fraudulent, manipulative, or harmful to other Users or third parties;
poses a risk to the security, integrity, or stability of the Platform, any Third-Party DEX, or any blockchain network; or
is required to be suspended or disabled by any applicable law, regulation, court order, or directive from a competent regulatory or governmental authority.

You acknowledge and agree that Bluwhale shall incur no liability to you as a result of any disapproval, suspension, disabling, or deactivation of your AI agent under this clause, including for any loss of access to Digital Assets, unrealized gains, or incomplete transactions arising from such action. It is your responsibility to ensure that all AI agents you deploy on the Platform operate in full compliance with these Terms and all applicable laws at all times.

8. Risks

Access to and use of the Platform and Services involve blockchain-based technologies and Digital Assets, and user-generated AI agents, which are inherently risky. By accessing or using the Platform or Services, you acknowledge and agree that you fully understand and accept the risks described below.

High-Risk Nature of Digital Assets: Digital assets may be highly volatile, speculative, and unpredictable. Their value may fluctuate significantly or become worthless due to market conditions, technological developments, changes in user behavior, regulatory actions, or other factors. There is no guarantee of value, liquidity, or continued functionality of any digital asset accessible through the Bluwhale ecosystem.
Blockchain and Smart Contract Risks: Interactions with blockchain protocols and smart contracts involve material risks, including but not limited to:
- vulnerabilities, bugs, or exploits in smart contract code;
- failures or unexpected behavior of decentralized protocols;
- errors in transaction execution; and
- reliance on open-source software that may not be audited or maintained.
Smart contracts generally operate automatically and, once deployed, may be difficult or impossible to modify or halt.
Irreversibility of Transactions: Blockchain transactions are typically irreversible. Once a transaction is broadcast and confirmed on a blockchain network, it cannot be undone, cancelled, or reversed. Mistaken transactions, incorrect addresses, or unauthorized transfers, including those executed by your AI agents, may result in permanent loss of digital assets.
Network Risks, Forks, and Upgrades: Blockchain networks may experience congestion, outages, forks, upgrades, or other technical changes that may delay, disrupt, or permanently affect access to digital assets or protocol functionality. Such events may result in loss of value, loss of access, or unintended consequences beyond Bluwhale's control.
Regulatory and Legal Uncertainty: The legal and regulatory treatment of Digital Assets, decentralized technologies, and AI-driven automated trading systems is evolving and may vary by jurisdiction. Changes in laws, regulations, enforcement actions, or interpretations may adversely affect your ability to access or use the Platform or Services, or the legality, value, or functionality of Digital Assets or AI agents deployed through the Platform.
AI Agent Malfunction and Technical Risk: AI agents created on the Platform and/or deployed on other external protocols are user-generated and user-configured. By deploying an AI agent, you assume full responsibility for its behavior and all actions it takes on your behalf. You acknowledge and accept the following risks specific to AI agent operations:
- AI agents may malfunction, behave unexpectedly, or execute transactions in a manner inconsistent with your intentions due to coding errors, flawed configuration, model limitations, data feed failures, or unforeseen interactions with third-party protocols. Bluwhale is not responsible for any loss arising from the erroneous or unintended behavior of any AI agent you deploy;
- AI agents may be affected by Platform outages, API disruptions, latency issues, connectivity failures, or other technical events that cause delayed, missed, duplicated, or failed transactions. Bluwhale does not warrant uninterrupted or error-free operation of AI agents and shall bear no liability for losses arising from such technical failures;
- Bluwhale reserves the right to suspend, disable, or permanently deactivate any AI agent at any time, without prior notice, where required for compliance, security, or regulatory purposes. You acknowledge that such action may result in incomplete transactions, loss of anticipated gains, or temporary loss of access to Digital Assets configured under your AI agent, and that Bluwhale shall incur no liability in connection with any such suspension or deactivation;
- AI agents execute transactions on Third-Party DEXes and external protocols that are not operated or controlled by Bluwhale. Such platforms may experience outages, liquidity failures, smart contract exploits, or sudden changes in trading conditions. Bluwhale assumes no responsibility for the performance, availability, or security of any Third-Party DEX or protocol accessed by your AI agents; and
- Configuring an AI agent with overly broad permissions may result in unintended transactions or unauthorized interactions with Digital Assets. You are solely responsible for reviewing, limiting, and regularly auditing the permissions granted to your AI agents.
AI Agent Regulatory Risks: The use of AI-driven automated agents to interact with Digital Assets and execute transactions on decentralized protocols is an emerging area subject to evolving regulatory frameworks. Depending on your jurisdiction, the deployment or use of AI agents for trading or asset management purposes may be subject to licensing, registration, or other regulatory requirements. You are solely responsible for ensuring that your use of AI agents on the Platform complies with all applicable laws and regulations in your jurisdiction. Bluwhale makes no representation as to the regulatory status or permissibility of AI agent operations in any specific jurisdiction.
Assumption of Risks: By using the Platform or Services, you expressly acknowledge and accept all risks associated with blockchain technology, digital assets, decentralized systems, and the deployment and operation of user-generated AI agents. You agree that you use the Platform and Services entirely at your own risk.

9. Use of the Platform

You agree to access and use the Platform only for lawful purposes and in full compliance with these Terms. Without limiting the foregoing, you must not:

Violate Applicable Laws: Use the Platform in any way that contravenes applicable laws or regulations, including those relating to anti-money laundering, counter-terrorist financing, or financial crime prevention;
Publish Harmful Content: Generate, upload, transmit, or promote any content that is defamatory, obscene, pornographic, discriminatory, or racially offensive, or that could otherwise damage the reputation or standing of Bluwhale;
Infringe Intellectual Property: Copy, reproduce, distribute, display, reverse engineer, sublicense, sell, or create derivative works from any of our intellectual property without obtaining our express prior written consent, or facilitate or encourage others to do the same;
Disrupt the Platform: Take any action that interferes with, degrades, or restricts other users' ability to access or enjoy the Platform, or that damages, disables, overburdens, or impairs any system, feature, or infrastructure underlying the Platform;
Exploit Security Vulnerabilities: Probe, scan, test, or attempt to breach any security or authentication measures we have put in place, or exploit any vulnerability in our systems or networks;
Reverse Engineer Software: Attempt to decipher, decompile, disassemble, or otherwise extract the source code of any software powering the Platform;
Launch Network Attacks: Transmit any virus, malware, or other malicious code, or engage in overloading, flooding, spamming, mail-bombing, or any other form of attack against the Platform, its users, or any connected network or host;
Use Unauthorized Automation: Deploy bots, spiders, crawlers, scrapers, browser extensions, offline readers, scripts, or any other automated tools not expressly authorized by us to access the Platform, harvest data, or interfere with how Platform pages or features are rendered;
Engage in Unsolicited Marketing: Use any data obtained through the Platform to contact individuals, businesses, or other entities for direct marketing, or to transmit unsolicited advertising, promotional materials, spam, or chain messages of any kind;
Circumvent Access Controls: Override, bypass, or disregard any technical instructions or controls governing automated access to the Platform; or
Conduct Unlicensed Financial Activities: Use the Platform to carry out any financial activity requiring registration, authorization, or licensing — including, without limitation, the creation, listing, purchase, or trading of securities, commodities, options, real estate interests, or debt instruments.

You acknowledge that a breach of these Terms may cause harm to Bluwhale that cannot be adequately remedied through monetary compensation alone. Accordingly, you consent to Bluwhale seeking injunctive or other equitable relief in any court of competent jurisdiction as we deem necessary to prevent or address such harm. These remedies are cumulative and are in addition to any other rights or remedies available to us at law or in equity.

10. Intellectual Property

The Platform, together with all content, features, design elements, and materials made available through it, including without limitation logos, graphics, text, images, data, software, audio files, the AI agent creation and deployment infrastructure, all underlying code, algorithms, models, and frameworks used to power the no-code AI agent builder, and the overall selection and arrangement of such elements, is the proprietary property of Bluwhale and/or its affiliates (the "Group"), and the Group's licensors, if any. All such materials are protected under applicable intellectual property laws, including copyright, trademark, patent, and trade secret law. Bluwhale retains full and exclusive ownership of the Platform and all content associated with it, including any copies, modifications, extensions, or derivative works.

Your right to use the Platform is limited strictly to what is expressly set out in these Terms. Nothing in your use of the Platform shall be construed as granting, by implication or otherwise, any license or right to use our logos, trademarks, trade names, business names, slogans, or branding without our prior written consent. All rights not explicitly granted to you under these Terms are reserved by Bluwhale or its licensors, as the case may be.

AI Agents No-Code Builder and Underlying Code

The Platform provides Users with a no-code interface to create, configure, and deploy AI agents. Notwithstanding your ability to create and customize AI agents through the Platform, you acknowledge and agree that:

all underlying code, algorithms, logic, models, infrastructure, and software that power or are incorporated into any AI agent created through the Platform are and shall remain the exclusive intellectual property of Bluwhale. The no-code builder is a tool made available to you to configure surface-level parameters and behaviors only and does not transfer any ownership of, or rights to, the underlying technology to you;
by creating an AI agent on the Platform, you are granted a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable, and royalty-free license to deploy and use that AI agent solely in accordance with these Terms. This license does not extend to any underlying code or technology and does not confer any right to export, replicate, reverse engineer, or reproduce the AI agent or its underlying components outside of the Platform;
any configurations, parameters, instructions, or customizations you apply to an AI agent through the no-code builder ("User Configurations") remain associated with your Platform Account. You grant Bluwhale a limited, non-exclusive license to use your User Configurations solely for the purpose of operating and improving the Platform and its Services. Bluwhale does not claim ownership of your User Configurations; and
upon termination of your Platform Account or suspension or deactivation of any AI agent, your license to deploy and use the affected AI agent ceases immediately. Bluwhale shall have no obligation to preserve, export, or transfer your AI agent configurations following such termination or deactivation.

Downloadable Materials

Where we make certain materials available for public download through the Platform (such as fact sheets, project images, or logos), we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable, and royalty-free license to use such materials, subject to your continued compliance with these Terms and the following conditions:

you preserve all proprietary notices and attributions contained in or accompanying the materials;
you use the materials solely for personal, non-commercial purposes;
you do not alter, adapt, or modify the materials in any way; and
you do not make any representations or warranties to third parties with respect to the materials beyond what is stated by Bluwhale.

11. Third-Party Services, Links, and Social Media

When you use the Platform, you may also be using the services of one or more third-party service providers (such as third-party social media platforms, if applicable) (each, a "Third-Party Provider"). You acknowledge and agree that your use of any such third-party services may be subject to any applicable terms and conditions and policies of the relevant Third-Party Providers.

You acknowledge that such Third-Party Providers are not owned, operated or controlled by Bluwhale and we have no responsibility for, and assume no liability in connection with, the content, privacy practices, or any loss or damage arising from your use of or reliance on services provided by any Third-Party Provider. You are encouraged to review the terms and privacy policies of the Third-Party Provider you access.

Where the Platform offers social media linking features, you may use them solely in relation to the content they are associated with and in accordance with these Terms. You are solely responsible for the security of your social media credentials and must never share them with any third party. We bear no liability for any compromise of your social media accounts, and you agree to notify us immediately upon becoming aware of any unauthorized access or security breach.

12. Disclaimers

Platform Content

All information and content on the Platform is provided on an "as-is" basis for general informational purposes only. We do not verify, and are not obligated to verify, information sourced from third parties. We make no representations or warranties as to the accuracy, completeness, reliability, or fitness for purpose of any content on the Platform, and any reliance you place on such content is entirely at your own risk.

Any views, comments, or opinions expressed on the Platform, or insights or outputs generated through any Services, whether in text, video, audio, knowledge graph, or any other format, are subject to change without notice and do not constitute investment, legal, tax, accounting, or other professional advice. Nothing on the Platform should be construed as a recommendation to buy, sell, or hold any digital asset or other investment product.

Operation of Platform

To the fullest extent permitted by applicable law, Bluwhale disclaims all warranties, express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Platform will be uninterrupted, error-free, or secure, or that any content thereon is accurate, current, or free from viruses or other harmful components. Where applicable law prohibits the exclusion of certain warranties, such exclusions apply to the maximum extent permitted.

You are solely responsible for maintaining virus protection, data accuracy, and independent backups of your data. Bluwhale is not liable for any loss or damage arising from cyberattacks, denial-of-service attacks, or other harmful material resulting from your use of the Platform.

By using the Platform, you accept the inherent security risks of online transmission and agree not to hold Bluwhale liable for any security breach, except where directly caused by our fraud, gross negligence, or willful misconduct.

13. Limitation of Liability and Indemnity

Limitation of Liability

To the fullest extent permitted by applicable law, the Group shall not be liable for any indirect, incidental, special, or consequential damages arising from your use of or inability to use the Platform, including but not limited to loss of profits, data, business opportunities, privacy, gas fees or transaction fees for failed transactions, asset losses due to smart contract bugs, or loss of assets from your Wallet, even if we have been advised of the possibility of such damages.

If you are dissatisfied with the Platform or any of its content or features, your sole remedy is to discontinue your use. Should Bluwhale nonetheless be found liable to you for any damages or loss arising out of or in connection with your use of the Platform or any content thereon, our total liability to you shall not exceed the greater of: (i) the total fees paid by you to Bluwhale in the 12 months preceding the date the claim arose; or (ii) USD $1,000.

Nothing in these Terms excludes or limits liability for fraud, gross negligence, or willful misconduct, or any other liability that cannot be lawfully excluded.

Indemnity

You agree to indemnify and hold harmless the Group and all the Group entities' directors, officers, employees, agents, and licensors from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or in connection with your use of the Platform or your breach of these Terms.

Where you are required to indemnify us, we reserve the right, at our sole discretion, to assume control of the relevant action or proceeding, including any decision to settle and the terms thereof. You agree to cooperate fully with us in the defense or resolution of any such claim.

14. User Data & Privacy

Bluwhale is built on the principle of user-controlled data. You retain full ownership of the personal data you contribute to the Platform. All data collection, use, and processing is governed by our Privacy Policy (available at [insert URL]), which is incorporated into these Terms by reference. In the event of any conflict between these Terms and the Privacy Policy on data matters, the Privacy Policy shall prevail.

15. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the Cayman Islands.

Any dispute, controversy, difference, or claim arising out of or relating to these Terms, including the existence, validity, interpretation, performance, breach, or termination thereof, shall be referred to and finally resolved by arbitration administered by the Cayman Islands Branch of the London Court of International Arbitration (LCIA Cayman) under the LCIA Cayman Arbitration Rules in force at the time the arbitration is commenced. The seat of arbitration shall be the Cayman Islands. The number of arbitrators shall be one (1), unless the complexity or value of the dispute warrants three (3) arbitrators as determined by the administering body. All arbitration proceedings shall be conducted in the English language. The arbitral award shall be final and binding on the parties and may be enforced in any court of competent jurisdiction.

Nothing in this clause shall prevent either party from seeking urgent interlocutory or injunctive relief from a court of competent jurisdiction where necessary to preserve its rights pending the constitution of the arbitral tribunal.

16. General Provisions

Assignment. Bluwhale may assign its rights and obligations under these Terms at any time without prior notice. You may not assign your rights under these Terms without our prior written consent.

No Waiver. Failure to exercise any right under these Terms by you or Bluwhale does not constitute a waiver of that right. Any waiver must be in writing and signed by the waiving party to be effective.

Third-Party Rights. These Terms do not confer any rights on third parties, except that Bluwhale's subsidiaries and affiliates may enforce rights expressly granted to them herein.

Severability. If any provision of these Terms is found invalid or unenforceable by a competent court, the remaining provisions shall continue in full force and effect.

Entire Agreement. These Terms, together with any Applicable Policies, constitute the entire agreement between you and Bluwhale regarding your use of the Platform and supersede all prior agreements or understandings, whether written or oral.

Notices. All notices to Bluwhale must be sent in writing to team@bluwhale.com. We may provide notices to you by email or by posting on the Platform, and such notices are deemed effective upon sending or posting, regardless of actual receipt.

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