BlocPalX - Terms of Service

Last Updated: November 8, 2025

These Terms of Service (“Terms”) form a binding agreement between you (“User,” “you,” or “your”) and BlocPal International Incorporated, a Wyoming corporation with registered offices at Ste R, 30 N Gould Street, Sheridan, Wyoming, 82801, USA (Federal MSB Registration No. 31000202631895) (the “Company,” “BlocPal,” “we,” “us,” or “our”), and, where applicable for users located in Canada, its affiliate BlocPal International Inc., registered as a Money Services Business with FINTRAC (MSB No. M18845329), located at 520–409 Granville Street, Vancouver, BC, V6C 1T2, Canada.

By accessing or using BlocPalX Exchange (the “Platform”) and related web or mobile interfaces, APIs, and services (collectively, the “Services”), you acknowledge that you have read, understood, and agree to be bound by these Terms and all incorporated policies. If you do not agree, do not use the Services.

___________________________________________________________________________________

1. Acceptance, Eligibility, and Restricted Jurisdictions

‍1.1 Legal capacity. You represent that you are at least the age of majority in your jurisdiction and have legal capacity to enter into this agreement. If you are entering into these Terms on behalf of an organization or entity, you represent that you have authority to bind that entity. That entity will be responsible for compliance with these Terms, including KYB requirements.

1.2 Compliance with law. You will comply with all laws, rules, and regulations that apply to your use of the Services, including financial services, AML/CTF, tax, sanctions, and consumer protection laws.

1.3 Sanctions and restricted locations. You represent that you are not (a) located in, organized in, or resident of a jurisdiction subject to comprehensive sanctions or embargoes, including without limitation North Korea, Iran, Syria, Cuba, or the Crimea/Donetsk/Luhansk regions, or (b) on any list of prohibited or restricted parties (e.g., OFAC SDN). You will not use VPNs, proxies, or other methods to circumvent geo-blocks or eligibility checks.

1.4 Right to Refuse Access. BlocPal reserves the right to decline to provide Services or terminate access to any user, address, or entity at its sole discretion, with or without cause, and without prior notice, subject to applicable law.

______________________________________________________________________________________

2. Nature of the Services; Non-Custodial Model

‍2.1 Decentralized exchange interface. The Platform provides an interface to decentralized and compliant settlement protocols that enable Users to buy, sell, or swap supported digital assets. 

For market orders and swaps, transactions are typically executed and settled within minutes, but execution times may vary depending on network conditions or liquidity availability. Once execution occurs, BlocPal or its designated liquidity partner completes immediate delivery of the purchased asset to the User’s self-custodied wallet, within the time frame required for “immediate delivery” under applicable regulatory guidance.

For limit or conditional orders, execution may occur later when the specified market conditions are met; however, once a limit order executes, BlocPal or its liquidity partner completes immediate delivery upon execution in the same manner. 

BlocPal and its affiliates may temporarily receive or hold assets only for the limited purpose of executing and settling a specific transaction and only for the minimal time reasonably necessary to complete that settlement. After completion, BlocPal and its affiliates have no ownership, possession, or control over the User’s digital assets.

BlocPal is not a counterparty, broker, or dealer to any trade and does not maintain continuous custody of User funds. All orders are User-initiated and executed automatically through smart contracts or verified liquidity providers on a non-custodial basis.

2.2 No custody. Except where expressly stated for specific SLP liquidity operations (Section 7), BlocPal does not custody, possess, or control your assets or private keys. You use a self-custodied wallet, and you are solely responsible for securing keys, passphrases, and devices.

2.3 No fiat custody. BlocPal does not accept or hold fiat deposits. Any fiat conversions are provided by licensed third-party services (Section 5).

2.4 Irreversibility. Blockchain transactions are final and irreversible once confirmed. BlocPal cannot reverse, recall, or modify transactions.

_______________________________________________________________________________________

3. Wallets and Your Responsibilities

‍3.1 Wallet connection. To use the Platform, you must connect a compatible non-custodial wallet. That wallet is provided under third-party terms; BlocPal is not responsible for wallet performance or security.

3.2 Security. You must maintain reasonable security (device hygiene, anti-malware, safeguarding recovery phrases). Loss of keys may result in permanent loss of assets.

3.3 Taxes and records. You are solely responsible for determining, reporting, and paying any taxes arising from your activity and for maintaining your own records.

_______________________________________________________________________________________

4. Acceptable Use; Prohibited Activities

‍You agree not to:a) Use the Services for any unlawful purpose, including money laundering, terrorist financing, fraud, sanctions evasion, or sale of illegal goods or services.
‍
b) Trade assets that are illegal for you to hold or trade, or that constitute securities/derivatives in your jurisdiction unless you are legally permitted and BlocPal explicitly supports such activity.
c) Interfere with or disrupt the Services or smart contracts, including via malware, denial-of-service, spam, or attempting to bypass security or rate limits.
d) Data-mine, scrape, crawl, or use bots in a way that degrades the Services or markets, including abusive high-frequency traffic or market manipulation (wash trading, spoofing, front-running in bad faith, or pump-and-dump schemes).
e) Impersonate any person or entity or misrepresent your affiliation.
f) Attempt to decompile, reverse engineer, or derive source code of any software provided through the Services except to the extent such restriction is prohibited by applicable law.

BlocPal may suspend or terminate access for violations of this Section.

_______________________________________________________________________________________

5. Third-Party Services (Fiat On/Off-Ramp and Others)

‍5.1 Licensed providers. Fiat on-ramp/off-ramp and certain liquidity/payment services are provided by licensed third-party partners under their own terms and privacy policies. You may be required to complete KYC with such providers.

5.2 No endorsement; no control. Integration of third-party features does not constitute endorsement. BlocPal does not control third-party pricing, KYC decisions, fees, or performance and is not liable for issues, delays, or losses related to third-party services.

5.3 Third-party data. Token logos, prices, analytics, or news may be sourced from third parties and are provided “as is.” Accuracy is not guaranteed.

______________________________________________________________________________________

6. Market, Technology, and Regulatory Risks; No Advice

‍6.1 Assumption of risk. You acknowledge risks including extreme volatility, low liquidity, smart-contract bugs, protocol exploits, cross-chain/bridge failures, oracle failures, network congestion and fees, irreversible transactions, phishing, and regulatory actions that may impact assets, access, or legality. You further acknowledge that protocol upgrades, hard forks, validator disputes, or changes to the underlying blockchain infrastructure may disrupt trading or lead to asset loss. BlocPal has no control over such changes and accepts no responsibility for losses resulting from protocol-level events.

6.2 Token risks. Anyone can deploy tokens, including fraudulent or counterfeit tokens. “Stablecoins” may lose peg or backing. You must conduct independent diligence. The appearance of a token on the Platform does not imply endorsement or guarantee. You are solely responsible for evaluating the suitability, legality, and risk of any digital asset before interacting with it.”

6.3 No insurance. Digital assets are not insured by FDIC, CDIC, SIPC, or any governmental scheme. There is no bank guarantee.

6.4 No advice; no fiduciary duty. Information provided is for general information only and not investment, legal, or tax advice. BlocPal is not your broker or advisor and owes no fiduciary duties. You make independent decisions at your own risk.

6.5 No Guarantee of Support. BlocPal may add, remove, or modify supported assets, trading pairs, networks, or protocols at any time, with or without notice. BlocPal makes no guarantee that any asset will be supported or remain supported.

_______________________________________________________________________________________

7. Strategic Liquidity Partner (SLP) Program

‍7.1 Invite + opt-in. The SLP Program is invite-only. Users must first submit a request at x.blocpal.com/slp-program and may join only after receiving an invitation. Eligible invitees may opt-in during onboarding.

7.2 Eligibility. SLP participation is limited to accredited, KYC-verified users and is subject to all applicable securities, AML/CTF, and sanctions requirements.

7.3 Limited custody for liquidity operations. SLP participants may authorize BlocPal or designated liquidity partners to temporarily hold assets solely to provide liquidity and settle program transactions, under program rules. Any holding of assets under the SLP Program is limited strictly to the duration and parameters of active liquidity provisioning and settlement, and always on a disclosed and program-governed basis. Non-SLP users must self-custody at all times.

7.4 Program changes. BlocPal may modify, suspend, or terminate the SLP Program, tiers, multipliers, reward schedules, and eligibility at any time.SLP contact: slpprogramadmin@blocpal.com

_______________________________________________________________________________________

8. Regulatory Position; Export Controls and Sanctions8.1 MSB posture.

BlocPal International Incorporated is registered as a Federal MSB in the U.S.; BlocPal International Inc. is registered as an MSB with FINTRAC in Canada. BlocPal implements AML/KYC, sanctions screening, transaction monitoring, and reporting as required.

8.2 Securities and derivatives compliance. The Platform primarily supports digital assets that, to the best of BlocPal’s analysis, are not securities or derivatives under applicable laws. BlocPal may restrict, suspend, or remove access to any asset if its legal or regulatory classification is uncertain or changes. 

If BlocPal, directly or through an affiliate, enables the offering, sale, or secondary trading of any tokenized asset that constitutes a security or derivative, such activity will occur only in accordance with applicable securities and derivatives laws. This may include conducting transactions:

- through or in cooperation with duly registered or exempt intermediaries, such as a licensed broker-dealer, alternative trading system (ATS), or exempt market dealer;

- on behalf of or in coordination with an authorized issuer operating under a valid exemption or registration; or

- within a jurisdictionally compliant framework that permits the lawful distribution or trading of such regulated digital assets.

BlocPal does not otherwise hold itself out as a broker, dealer, investment adviser, or
exchange, and no unregistered or unqualified trading of securities or derivatives is permitted on the Platform.

BlocPal reserves the right to restrict or delist any token at its sole discretion, with or without prior notice, for legal, compliance, operational, or risk-based reasons.

8.3 Export controls and sanctions. You will not use the Services in violation of export control or sanctions laws of the U.S., Canada, EU, UK, Australia, or the UN. BlocPal may block activity to comply with law.

_______________________________________________________________________________________

9. Transparency Note

‍BlocPal may publish transparency materials (e.g., wallet status or proof-of-reserves dashboards) for user visibility. Such materials are informational and do not create warranties or contractual obligations. For details, see the Platform’s Wallet Status or Proof of Reserves pages.

_______________________________________________________________________________________

10. Platform Changes; Emergency Actions

‍10.1 Changes. BlocPal may modify, update, suspend, or discontinue the Services, features, supported networks, or assets at any time.

10.2 Emergency actions. In extraordinary circumstances (security incidents, legal orders, extreme market stress), BlocPal may take protective actions (e.g., UI disablement or rate limiting) without prior notice.

_______________________________________________________________________________________

11. Intellectual Property; API and Rate Limits

‍11.1 Ownership. The Services, software, design, text, graphics, logos, and content are owned by BlocPal or its licensors and protected by IP laws. BlocPal grants you a limited, revocable, non-exclusive, non-transferable license to use the Services for their intended purpose in accordance with these Terms.

11.2 Restrictions. You may not copy, modify, distribute, frame, mirror, or create derivative works of the Services, nor remove proprietary notices.

11.3 API use. If you use any API endpoints, you agree to abide by published rate limits and not to burden the Services or degrade market integrity. BlocPal may throttle or revoke API access for suspected abuse.

11.4 Feedback. You grant BlocPal a perpetual, worldwide, royalty-free license to use suggestions or feedback you voluntarily provide.

11.5 API-Specific Terms. Use of BlocPal’s APIs may be subject to separate usage guidelines or licensing terms as published on the online API documentation which may include access keys, rate limits, security protocols, and permitted use cases. Misuse of the APIs may result in immediate suspension.

_______________________________________________________________________________________

12. Cookies, Tracking, and Privacy

‍12.1 Cookies/Tracking. We may use cookies, local storage, and similar tools to operate, secure, and improve the Services. You can control cookies in your browser, but some features may not function without them.

12.2 Privacy. Personal data, where collected (e.g., for KYC with third parties), is processed under our Privacy Policy and applicable law. By using the Services, you consent to receiving required notices electronically and to our privacy practices as described in that policy.

_______________________________________________________________________________________

13. Disclaimers

‍The Services and any information are provided “as is” and “as available.” To the fullest extent permitted by law, BlocPal disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, availability, accuracy, and error-free operation. BlocPal does not warrant uninterrupted, secure access or that defects will be corrected.

_______________________________________________________________________________________

14. Limitation of Liability

‍To the fullest extent permitted by law:

a) BlocPal and its affiliates shall not be liable for any indirect, incidental, special, punitive, or consequential damages, or any loss of profits, data, goodwill, or other intangible losses, arising out of or related to the Services.
b) BlocPal is not responsible for losses due to market volatility, smart-contract bugs, protocol or bridge exploits, network congestion, third-party outages, hacks, phishing, or your failure to secure wallets.
c) Cap. BlocPal’s total aggregate liability to you for all claims shall not exceed the greater of USD $100 or the total fees (if any) you paid to BlocPal in the twelve (12) months preceding the claim.

Some jurisdictions do not allow certain exclusions; in such cases, liability is limited to the maximum extent permitted.

_______________________________________________________________________________________

15. Indemnification

‍You will indemnify, defend, and hold harmless BlocPal and its affiliates, and their officers, directors, employees, and agents, from and against all claims, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising from: (a) your use or misuse of the Services; (b) your breach of these Terms or law; (c) your violation of third-party rights; or (d) disputes between you and third parties. BlocPal may assume exclusive defense at your expense.

_______________________________________________________________________________________

16. Term; Suspension; Termination

‍You may stop using the Services at any time. BlocPal may suspend or terminate access, or block specific addresses, at any time with or without notice for risk, legal, security, or policy reasons. Sections that by nature should survive will survive termination.

_______________________________________________________________________________________

17. Governing Law; Dispute Resolution; No Jury; No Class Actions

‍17.1 Governing Law. These Terms and any dispute or claim arising out of or relating to them or the Services are governed by the laws of the State of Wyoming, USA, without regard to conflict-of-laws rules.

17.2 U.S. Users — Individual Binding Arbitration. If you reside in, are organized in, or primarily use the Services from the United States, you and BlocPal agree to resolve any and all disputes exclusively by final and binding arbitration on an individual basis before a single arbitrator seated in Sheridan County, Wyoming. The arbitration will be administered by the AAA under its Commercial Arbitration Rules and, if applicable, the Consumer Arbitration Rules. The language will be English. The arbitrator may award individual relief permitted by law but may not consolidate claims or preside over any form of representative or class proceeding. Judgment on the award may be entered in any court of competent jurisdiction.

17.3 No Jury; No Class, Collective, or Representative Actions. You waive any right to a jury trial and to participate in a class, collective, consolidated, coordinated, private attorney general, or representative action. All claims must be brought in the parties’ individual capacities only. The arbitrator is not authorized to award relief for or against anyone who is not a party.

17.4 Mass-Arbitration Procedure. If 25 or more substantially similar arbitration demands are filed by the same or coordinated counsel within 90 days, the following protocol applies to ensure efficiency: (a) the parties will select 10 cases to proceed first; (b) the remaining cases are stayed; (c) after final awards in the first 10, the parties will confer in good faith on resolution; (d) if no resolution is reached, another tranche of up to 10 may proceed, and so on; (e) any arbitration-provider initial filing fees for stayed matters are not due until a case is selected to proceed. The arbitrator may enforce this protocol. This subsection does not waive the individual-only requirement.

17.5 Fees and Costs; Discovery; Confidentiality. The arbitrator may award fees and costs only to the extent permitted by applicable law. Each side bears its own attorneys’ fees unless a statute mandates otherwise. Discovery will be limited to exchanges reasonably necessary to present claims and defenses. All arbitration proceedings, filings, and awards are confidential to the maximum extent permitted by law, except as needed to enforce or set aside an award.

17.6 Non-U.S. Users — Exclusive Courts; No Class Actions. If you are not a U.S. User, the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Sheridan County, Wyoming for all disputes, and waive any jury trial to the extent permitted by law. Class, collective, consolidated, coordinated, or representative actions are not permitted. Nothing herein limits any mandatory consumer rights you have that cannot be waived in your country.

17.7 Carve-Outs. Either party may bring an action in court for injunctive or other equitable relief to protect its intellectual property or confidential information, and either party may bring qualifying claims in small-claims court.

17.8 Time Limit. Any claim must be filed within one (1) year after it arose, or it is permanently barred, unless a nonwaivable law requires a longer period.

17.9 Severability (Dispute Terms). If any part of Section 17 is found unenforceable as to a particular claim or remedy, that part will be severed and the remainder enforced to the maximum extent permitted; however, the individual-only requirement and the class-action waiver are essential and may not be reformed to permit class or representative proceedings.

17.10 Opt-Out. New U.S. Users may opt out of arbitration by emailing legal@blocpal.com within 30 days of first accepting these Terms with subject “Arbitration Opt-Out” and your name and wallet address. Opt-out does not affect the class-action waiver or any other term.

_______________________________________________________________________________________

18. Force Majeure

‍BlocPal shall not be liable for delays or failures caused by events beyond its reasonable control, including acts of God, labor disputes, cyber incidents, power or Internet failures, acts of government, war, terrorism, civil unrest, market halts, or blockchain/network failures.

_______________________________________________________________________________________

19. Notices; Electronic Communications; Language

‍19.1 Notices. BlocPal may provide notices by posting to the Platform, by email to your last provided address, or through in-product messages. You consent to electronic communications for all notices and disclosures.

19.2 Contact. Legal notices: legal@blocpal.com. SLP Program: slpprogramadmin@blocpal.com. Mailing addresses are listed in the header of these Terms.

19.3 Language. These Terms are drafted in English, which controls. Any translation is for convenience only.

_______________________________________________________________________________________

20. Miscellaneous

‍20.1 Entire agreement. These Terms (and policies incorporated by reference) constitute the entire agreement and supersede prior understandings.

20.2 Severability. If any provision is unenforceable, the remainder remains in effect, and the provision will be enforced to the maximum extent permitted.

20.3 No waiver. Failure to enforce a provision is not a waiver.

20.4 Assignment. You may not assign these Terms without BlocPal’s prior written consent. BlocPal may assign freely, including in connection with a merger, acquisition, or asset transfer.

20.5 Relationship. The parties are independent contractors; no partnership, agency, employment, or fiduciary relationship is created.

20.6 Survival. Any provision of these Terms that by its nature should survive termination or expiration will survive, including Sections 4 (Acceptable Use), 6 (Risks), 13–15 (Disclaimers, Liability, Indemnification), 17 (Disputes), and 21 (Updates).

_______________________________________________________________________________________

21. Updates to These Terms

‍BlocPal may modify these Terms from time to time to reflect changes to our Services, business practices, or legal obligations. If we make material changes, we will update the “Last Updated” date at the top of this page and provide additional notice if required by law. Your continued use of the Services after the effective date of any updated Terms constitutes your acceptance of those changes. If you do not agree to the amended Terms, you must stop using the Services.

Any changes will not apply retroactively to claims or disputes that arose before the changes became effective. Certain provisions of these Terms (such as arbitration, limitation of liability, and indemnification) shall survive termination or amendment to the extent necessary to give them effect.

22. Compliance Statement

United States: BlocPal International Incorporated, Federal MSB Registration No. 31000202631895.

‍Canada: BlocPal International Inc., FINTRAC MSB Registration No. M18845329.

BlocPal partners with licensed third-party service providers to offer regulated services such as fiat on-ramp and off-ramp processing, identity verification, and certain liquidity operations. These third-party providers operate independently under their own regulatory registrations and compliance frameworks. By using such features within the Platform, you acknowledge that (a) services may be delivered through or in cooperation with these regulated providers; (b) you may be subject to additional terms, disclosures, or compliance requirements imposed by the third party; and (c) BlocPal may share information with or receive information from such providers for the purposes of facilitating compliance, risk monitoring, or service delivery in accordance with applicable law.

BlocPal implements AML/CTF, sanctions screening, recordkeeping, and reporting procedures as required under U.S., Canadian, and applicable international financial services law.

‍

‍
‍

‍

‍