Terms of Use

Terms of Use

Last updated: 10 October 2025

PLEASE READ THESE TERMS OF USE BEFORE USING THE PRODUCTS.

1. Acceptance of the Terms of Use

These terms of use (the "Terms of Use") are entered into by and between you and the Sophon Foundation, a Cayman Islands foundation (including all affiliates and subsidiaries, collectively referred to as, "Sophon," "we," "us," or "our").

By accessing (a) the website located at https://sophon.xyz or any sub-URL of such a website, (b) the mobile and desktop application "Sophon App", or (c) any other of our websites or products that link to these Terms of Use ((a) to (c) are together referred to as the "Products"), you agree to the Terms of Use and all of the terms incorporated herein.

Please read the Terms of Use carefully before you start to use the Products. By using the Products or by clicking to accept or agree to the Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use in addition to our Privacy Policy, incorporated herein by reference and available at https://sophon.xyz/privacypolicy.

If you do not agree to these Terms of Use, you must not access or use the Products.

2. About the Products

Our Products are primarily meant to function as a source of information with respect to the Sophon network and ecosystem.

To use parts of our Products, a user may need to use a third-party, non-custodial wallet software that allows the user to interact with public smart contracts and blockchains. We do not operate, maintain, or provide any wallets or wallet services. We will at no time have any custody or control of any crypto-assets that any user is interacting with. We are not a wallet provider, exchange, broker, lender or borrower.

As part of our Products, you may from time to time gain access to decentralized open-source smart contracts deployed on public blockchains (such as the Sophon network), including, but not limited to, those that allow you to stake your tokens or claim rewards. Our interface is distinct and separate from any of the smart contracts that may be accessed through it, and is merely one of multiple means of accessing such smart contracts. Users can interact with the same smart contracts otherwise directly, including to develop and build their own user interfaces on top of such smart contracts.

Our Products may change and grow in numbers, which may require that we include additional terms for certain new parts of the Products (which, in such event, will be construed as part of the "Products"). We reserve the right in our sole discretion to modify or discontinue any parts of the Products at any time and without any liability.

3. Who May Use the Products

The Products are not intended for children. By using the Products, you represent and warrant that you (i) are 13 years of age or older, (ii) are not barred from using the Products under any applicable law, and (iii) are using the Products only for your own personal use. If you do not meet these requirements, you must not access or use the Products.

You must also not be a person who is (a) subject to national or international sanctions or located or ordinarily resident in any country or region that is the subject of comprehensive country-wide or region-wide sanctions, embargo or equivalent by the United States of America, United Kingdom, European Union or the government of a user home country, or (b) listed by the United States of America, United Kingdom, European Union or otherwise designated on any list of prohibited or restricted parties or persons.

4. Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them.

Your continued use of the Products following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page frequently so you are aware of any changes, as they are binding on you.

5. Accessing the Products and Account Security

We reserve the right to withdraw or amend the Products, and any service or material we provide in connection with the Products, in our sole discretion without notice. We do not guarantee that our Products or any content on them will always be available or be interrupted. We will not be liable if for any reason all or any part of the Products are unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Products, or entire Products, to users.

You are responsible for:

• Making all arrangements necessary for you to have access to the Products; and
• Ensuring that all persons who access the Products through your internet connection are aware of these Terms of Use and comply with them.

To access the Products or some of the resources they offer, you may be asked to provide certain registration details or other information. It is a condition of your use of the Products that all the information you provide on the Products is correct, current, and complete. You agree that all information you provide to use the Products, including, but not limited to, using any interactive features of the Products, is governed by our Privacy Policy, and you consent to all actions we may take with respect to your information that are consistent with our Privacy Policy.

6. Intellectual Property Rights

Unless otherwise indicated, the Products are our proprietary property and all source code, databases, functionality, software, website designs, information, audio, video, text, photographs, and graphics on the Products (collectively, the "Content") and the trademarks, service marks, and logos contained therein (collectively, the "Marks") are owned or controlled by us or licensed to us, and are protected by copyright, trademark and other intellectual property laws and international conventions. You are not permitted to use the Marks without the prior written consent of the owner of the Mark.

Except as expressly provided herein, Sophon and its licensors do not grant any express or implied license to the Products or the Content. You agree not to copy, reproduce, aggregate, republish, download, post, display, transmit, modify, rent, lease, loan, sell, assign, distribute, license, sublicense, sell, reverse engineer, create derivative works based on, or otherwise exploit for any commercial purposes whatsoever, the Products or the Content, without our express prior written permission.

If you are eligible to use the Products, you are granted a limited license to access and use the Products and the Content to which you have properly gained access solely for your personal, non-commercial use. You may not modify or alter the Content in any way. We reserve all rights not expressly granted to you in and to the Products, the Content and the Marks.

7. Prohibited Uses

You may use the Products only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Products:

• In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the United States or other countries);
• For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise;
• To send, knowingly receive, upload, download, use, or re-use any material which does not comply with these Terms of Use;
• To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any "junk mail", "chain letter", "spam", or any other similar solicitation;
• To impersonate or attempt to impersonate Sophon, a contractor of Sophon, another user, or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing); and
• To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Products, or which, as determined by us, may harm Sophon or users of the Products or expose them to liability.

Additionally, you agree not to:

• Use the Products in any manner that could disable, overburden, damage, or impair the Products or interfere with any other party's use of the Products, including their ability to engage in real time activities through the Products;
• Use any robot, spider, or other automatic device, process or means to access the Products for any purpose, including monitoring or copying any of the material on the Products;
• Use any manual process to monitor or copy any of the material on the Products or for any other unauthorized purpose without our prior written consent;
• Use any device, software or routine that interferes with the proper working of the Products;
• Introduce any viruses, trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful;
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Products, the server(s) on which the Products are stored, or any server, computer or database connected to the Products;
• Attack the Products via a denial-of-service attack or a distributed denial-of-service attack; and
• Otherwise attempt to interfere with the proper working of the Products.

8. Reliance on Information Posted

The information presented on or through the Products are made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other user of the Products, or by anyone who may be informed of any of their contents.

The Products may include content provided by third parties, including materials provided by third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, other than the content provided by Sophon, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Sophon. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

9. Changes to the Products

We may update the content of the Products from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Products may be out of date at any given time, and we are under no obligation to update such material.

10. Information About You and Your Use of the Products

All information we collect on the Products are subject to our Privacy Policy. By using the Products, you consent to all actions that may be taken by us with respect to your information in compliance with the Privacy Policy.

11. Other Terms and Conditions

Additional terms and conditions may also apply to specific portions, services or features of the Products, such as any sweepstakes rules. All such additional terms and conditions are hereby incorporated by this reference into these Terms of Use. In the event there is a direct conflict between these Terms of Use and other specific terms, the specific terms shall control.

12. Linking to the Products and Social Media Features

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without our express written consent.

13. Links from the Products

If the Products contain links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked via the Products, you do so entirely at your own risk and subject to the terms and conditions of use for such websites. We reserve the right to withdraw linking permission without notice.

14. Fees

When you use our Products to interact with the Sophon network, various fees may apply. This includes third-party costs, which are outside of our control, such as gas fees required when transacting on the Sophon network. The applicable fees may change from time to time. Before paying any fees, you will have the opportunity to review and accept the fees you will be charged.

15. Points Program

We may, from time to time, display points or other activity-based indicators tied to your use of the Products. These points may be calculated based on a variety of parameters, such as the data you have shared with us, frequency of use, or other engagement metrics. The accrual or display of points may be based on usage but does not constitute a promise or guarantee of any future benefit, token, or airdrop, nor should it be interpreted as an inducement to use Sophon.

Users may interpret points at their own discretion, but we expressly disclaim any obligation to convert, redeem, or assign value to points now or in the future.

16. Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Products will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses, or other technologically harmful material that may infect your computer equipment, computer programs, data, or other proprietary material due to your use of the products or any services or items obtained through the products or to your downloading of any material posted on it, or on any products linked to it.

Your use of the products, their content and any services or items obtained through the products is at your own risk. The products, their content and any services or items obtained through the products is provided on an "as is" and "as available" basis, without any warranties of any kind, either express or implied. Neither Sophon nor any person associated with Sophon makes any warranty or representation with respect to the completeness, security, reliability, quality, accuracy, or availability of the products. Without limiting the foregoing, neither Sophon nor anyone associated with Sophon represents or warrants that any products, their content or any services or items obtained through the products will be accurate, reliable, error-free or uninterrupted, that defects will be corrected, that the products or the server(s) that makes them available are free of viruses or other harmful components or that the products or any services or items obtained through the products will otherwise meet your needs or expectations.

Sophon hereby disclaims all warranties of any kind, whether express or implied, statutory, or otherwise, including but not limited to any warranties of merchantability, non-infringement, and fitness for particular purpose.

Some jurisdictions do not allow exclusion of warranties or limitations on the duration of implied warranties, so the above disclaimer may not apply to you in their entireties, but will apply to the maximum extent permitted by applicable law.

17. Limitation on Liability

In no event will Sophon, its affiliates or their licensors, service providers, employees, agents, officers, or directors be liable for damages of any kind, under any legal theory, arising out of or in connection with your use, or inability to use, the products, any websites linked to them, any content on the products or such other products or any services or items obtained through the products, including any direct, indirect, special, incidental, consequential or punitive damages, including but not limited to, personal injury, pain and suffering, emotional distress, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable. The foregoing does not affect any liability which cannot be excluded or limited under applicable law which may include fraud.

18. Indemnification

You agree to defend, indemnify, and hold harmless Sophon, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or other terms applicable when using the Products, or your use of the Products, including, but not limited to, any use of the Products' content, services and products other than as expressly authorized in these Terms of Use or your use of any information obtained from the Products.

19. Governing Law and Jurisdiction

All matters relating to the Products and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the Cayman Islands without giving effect to any choice or conflict of law provision or rule (whether of the Cayman Islands or any other jurisdiction).

Any dispute arising out of or in connection with the Products and these Terms of Use, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration under the rules of the London Court of International Arbitration ("LCIA"), which rules are deemed to be incorporated by reference into this clause. The number of arbitrators shall be one. The seat, or legal place, of arbitration shall be George Town, Cayman Islands. The language to be used in the arbitration shall be English. You and Sophon agree to submit all Disputes between you and Sophon to individual binding arbitration. "Dispute" means any dispute, claim, or controversy between you and Sophon that relates to the Products and these Terms of Use.

If a Dispute must be arbitrated, you or Sophon must start arbitration of the Dispute within one year from when the Dispute first arose. If applicable law requires you to bring a claim for a Dispute sooner than one year after the Dispute first arose, you must start arbitration in that earlier time period. Sophon encourages you to tell us about a Dispute as soon as possible so we can work to resolve it. The failure to provide timely notice will bar all claims.

In any Dispute, the arbitrator will award to the prevailing party, if any, the costs and attorneys' fees reasonably incurred by the prevailing party in connection with those aspects of its claims or defenses on which it prevails, and any opposing awards of costs and legal fees awards will be offset.

Any breach by you of these Terms of Use could cause Sophon irreparable harm for which it has no adequate remedies at law. Accordingly, Sophon is entitled to seek specific performance or injunctive relief for any such breach. Nothing in this section will preclude Sophon from seeking specific performance or injunctive relief from a court of appropriate jurisdiction.

20. Waiver and Severability

No waiver by Sophon of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Sophon to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

21. Entire Agreement

The Terms of Use, our Privacy Policy and other terms and conditions applicable at the time you use the Products constitute the sole and entire agreement between you and Sophon with respect to the Products and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Products.

22. Contact

In order to resolve a complaint regarding the Products or to receive further information regarding use of the Products, please contact us at info@sophon.xyz.