Effective Date: 20 September 2026 · Version: 3.0 · Governing Law: England and Wales

MONOLITH LABS LTD, a private limited company incorporated in England and Wales (Company Number: 17154388), officially registered with the UK Information Commissioner's Office (ICO Registration: ZC126753).

Registered Address: 71–75 Shelton Street, Covent Garden, London, WC2H 9JQ · Contact: info@monolithlabs.uk

IMPORTANT NOTICE (CLICK-WRAP AGREEMENT): BY CHECKING THE CONSENT BOX, CONNECTING A WEB3 WALLET (INCLUDING OPINDEX) TO THE OPINCUR.COM/CIO PORTAL, CLICKING "RESERVE", OR SIGNING ANY CLAIM TRANSACTION, YOU EXPRESSLY AND UNCONDITIONALLY AGREE TO THESE TERMS IN THEIR ENTIRETY. THIS ACTION CONSTITUTES A LEGALLY BINDING ELECTRONIC SIGNATURE. IF YOU DO NOT AGREE TO ALL CLAUSES OUTLINED BELOW, DISCONNECT YOUR WALLET IMMEDIATELY AND DO NOT INTERACT WITH THIS PORTAL.

0. Definitions and Interpretation

In these Terms, the following words have the following meanings unless the context requires otherwise:

"Company", "we", "us", "our" means MONOLITH LABS LTD.

"Portal" means the website and interface located at opincur.com/cio and any successor URL.

"$CIO" means the SPL token issued on the Solana blockchain under the ticker CIO, and any successor or migrated token.

"CIO Points" means the internal, off-chain loyalty and engagement units recorded in the OPINCUR HUB database, as defined in the OPINCUR HUB Terms of Service.

"Consumer" means an individual acting wholly or mainly outside their trade, business, craft or profession, as defined in section 2 of the Consumer Rights Act 2015 ("CRA 2015").

"you", "your", "User" means the individual who accesses or uses the Portal.

Headings are for convenience only and do not affect interpretation. Where you are a Consumer, nothing in these Terms is intended to, and nothing shall, exclude or limit any right you have under the CRA 2015 or other mandatory consumer protection law, and any provision below is to be read and applied subject to that law.

1. Acceptance of Terms, Electronic Signature, and Consideration

This document constitutes a legally binding contract between you and the Company. Your use of the Portal, and in particular the actions described in the Important Notice above, constitute your acceptance of these Terms. The Company records the wallet address, timestamp, and Terms version at the point of acceptance as evidence of your consent. For the avoidance of doubt, and consistent with Clause 4, the "mutual covenants" referenced in this Clause are the promises exchanged in this document itself (e.g. your compliance with these Terms in exchange for access to the Portal interface); they do not constitute payment or consideration for the $CIO tokens, which are distributed gratuitously as described in Clause 4.

2. Eligibility, Territorial Restrictions, and Sanctions Compliance

You explicitly represent and warrant, on a continuing basis, that you are at least eighteen (18) years of age and possess the requisite legal capacity to form a binding contract.

You further represent and warrant that you are not a resident, citizen, or tax-resident of any jurisdiction subject to comprehensive economic sanctions administered by HM Treasury (UK)/OFSI, OFAC, the EU, or the UN, nor listed on any applicable sanctions register.

The use of IP obfuscation (including VPNs or proxies) to misrepresent your true jurisdiction in order to bypass these territorial restrictions constitutes a material breach of these Terms and a misrepresentation of a fact upon which the Company relies in granting you access. Where such misrepresentation is established, the Company may treat your allocation as void ab initio, without prejudice to its other rights.

3. Anti-Money Laundering (AML) and Sanctions Screening

The Portal is a non-custodial interface: the Company does not take custody of your assets and does not collect or verify identity documents from Users. The Company nonetheless adheres to its applicable AML and counter-terrorism financing (CTF) obligations through automated, address-level screening — that is, checking wallet addresses interacting with the Portal against publicly available sanctions lists (including HM Treasury/OFSI, OFAC, EU, and UN lists) and known illicit-activity indicators. This screening does not involve, and the Company will not require, the collection of your name, identity documents, or other personal identification ("KYC") as a condition of using the Portal.

Where a wallet address is matched against a sanctions list, or is reasonably identified as connected to illicit activity (for example, a sanctioned entity, a hack, or a mixer/tumbler flagged by a recognised screening provider), the Company reserves the right to pause or block that address's interaction with the Portal and to withhold the associated token allocation, to the extent necessary to comply with its legal obligations. This right is limited to address-level screening as described in this Clause and does not extend to a general power to demand identity verification from Users.

4. Gratuitous Grant (Ex Gratia) and Mapping

The Portal serves strictly as a technical interface enabling eligible Users to reserve and claim $CIO tokens. Your allocation is based on a 1:1 technical mapping of your valid, unredeemed CIO Points within the OPINCUR HUB database at the moment of reservation. This distribution is an entirely discretionary, gratuitous, ex gratia act (a free gift). You are not providing any fiat currency, cryptocurrency, services, or other legally recognised consideration to the Company in exchange for the $CIO tokens themselves.

5. The One-Way Burn Mechanism

By clicking "Reserve" or "Claim", you expressly consent to the immediate, permanent voiding, burning, or deduplication of the corresponding CIO Points in the OPINCUR HUB database. As set out in the OPINCUR HUB Terms of Service, CIO Points have at all times been non-monetary internal loyalty units with no fixed or guaranteed value. This is a technical transition between two products within the same ecosystem, not a financial transaction. Once initiated, this action cannot be reversed, and you will have no further claim to the previous CIO Points balance.

6. Vesting, Release Schedules, and Company Discretion

The distribution of $CIO tokens may be subject to vesting schedules or phased unlocks, as displayed on the Portal at the time of reservation. The Company reserves the right to pause, delay, or modify the release schedule where reasonably necessary for legal, regulatory, security, or technical reasons (for example, a smart contract vulnerability, a regulatory direction, or a sanctions-screening requirement). The Company will exercise this right reasonably and in good faith, will not do so arbitrarily or for the purpose of avoiding its distribution obligations, and will provide notice on the Portal or by the User's registered contact method as soon as reasonably practicable where a delay is expected to exceed thirty (30) days.

7. Right of Suspension and Portal Termination

The Company reserves the right to suspend, restrict, or terminate access to the Portal, or to discontinue the distribution service, where reasonably necessary (including for the reasons set out in Clause 6, for Portal security, or on reasonable commercial or operational grounds). Save where circumstances make prior notice impracticable or would defeat the purpose of the action (for example, an active exploit or fraud event), the Company will give Users reasonable advance notice, which will not normally be less than thirty (30) days, before a permanent shutdown that would result in forfeiture of unreserved or unclaimed tokens, to allow Users a reasonable opportunity to claim their allocation.

8. Network Fees (Gas) and Third-Party Infrastructure

You are responsible for the payment of all Solana network fees ("gas") required to interact with the Portal. The Company does not subsidise, refund, or cover network transaction fees, including in the event of a failed transaction, except where such failure is directly caused by a defect in the Portal's own software for which the Company is responsible. The Company accepts no liability for the failure, congestion, or downtime of the Solana network, third-party wallets (e.g. OPINDEX), or third-party RPC nodes, none of which are within the Company's control.

9. Self-Custody and Wallet Security

You are responsible for safeguarding your Web3 wallet, private keys, and seed phrase. The Company has no access to, and no technical ability to recover, these credentials. The Company will not be liable for tokens lost due to user error, a compromised wallet, a phishing attack, or transmission to an incorrect destination address, save to the extent such loss is directly caused by the Company's negligence or breach of these Terms.

10. Token Status, Risk Warning, and Regulatory Disclaimers (FSMA 2000)

$CIO is a cryptographic utility and ecosystem token. It does not constitute electronic money, a deposit, a security, a share, a debenture, an option, a unit in a collective investment scheme, or any other form of "specified investment" under the Financial Services and Markets Act 2000 (FSMA 2000) or the Regulated Activities Order 2001. The Portal is not a regulated financial service, and the distribution described in these Terms is not, and is not to be treated as, a financial promotion inviting or inducing engagement in investment activity. You are not protected by the Financial Services Compensation Scheme (FSCS) or entitled to refer a complaint to the Financial Ombudsman Service.

Risk Warning: Cryptoassets are unregulated in the UK and most jurisdictions. Their value, including that of $CIO, can go up or down, including to zero, and there is no guarantee of any secondary market, liquidity, or price. Past or projected performance of any token in the OPINCUR ecosystem is not a reliable indicator of future performance. You should not treat receipt of $CIO as, or rely on it for, any financial planning or investment purpose.

11. No Fiduciary Duty or Partnership

Nothing in these Terms creates a fiduciary duty, partnership, agency, joint venture, or employment relationship between you and the Company. Nothing in this Clause excludes any duty the Company owes to you as a matter of mandatory law, including any duty of good faith implied by the CRA 2015 in respect of a Consumer.

12. No Rights in the Company

Holding, claiming, or reserving $CIO grants you no ownership, equity, voting rights, dividend entitlement, intellectual property rights, or management rights in the Company or any of its affiliates.

13. Assumption of Market Risk and Liquidity

The Company makes no representation, warranty, or guarantee regarding the current or future value, price, or purchasing power of $CIO. You acknowledge that the secondary market value of $CIO may be zero and that the Company does not guarantee any active secondary market, exchange listing, liquidity, or price support mechanism.

14. Brand Protection, Fair Comment, and Prohibited Conduct Toward the Company

You agree not to make any statement about the Company, the OPINDEX brand, $CIO, or its founders that you know to be false, or that is made maliciously or with reckless disregard for its truth, and not to engage in harassment, threats, or targeted abuse of Company personnel. Nothing in these Terms restricts your right to: (a) make honest, good-faith statements of opinion, including negative reviews, criticism, or complaints about your experience with the Portal or the ecosystem; (b) report suspected wrongdoing to a regulator, law enforcement agency, or competent authority, including under the Public Interest Disclosure Act 1998; or (c) exercise any statutory right to make a complaint, including under the CRA 2015. Forfeiture or suspension of your token allocation will not be applied on the basis of conduct falling within (a) to (c) of this Clause, and will only be considered, on a case-by-case and proportionate basis, in response to conduct that breaches the first sentence of this Clause and that a court or the arbitral tribunal under Clause 28 has determined, or the Company reasonably and in good faith believes on credible evidence, to constitute such a breach.

15. Prohibited Conduct and Exploits

You must not use automated scripts, bots, emulators, Sybil attack vectors, farmed accounts, or malicious smart contract interactions to exploit the Portal. Where the Company reasonably and in good faith detects such activity, it may block the associated IP or wallet address and void the associated token reservation, in a manner proportionate to the conduct detected, without liability to you.

16. Intellectual Property

All rights, title, and interest in and to the Portal, its UI/UX, source code, distribution service, algorithms, and the OPINCUR brand are the exclusive property of the Company or its licensors. You are granted no right to copy, modify, reverse engineer, decompile, or commercially exploit the Portal, save to the extent such restriction cannot lawfully be imposed (for example, under section 296A of the Copyright, Designs and Patents Act 1988).

17. Data Protection and UK GDPR

Personal data processed in connection with the Portal is handled in accordance with the UK GDPR and the Data Protection Act 2018. The Company is registered with the ICO (Registration: ZC126753). Your use of the Portal is subject to our Privacy Policy, available at opincur.com/cio-privacy, which is incorporated into these Terms by reference.

18. Tax Liabilities

The receipt, holding, or disposal of $CIO may carry tax implications in your jurisdiction. You are solely responsible for determining, reporting, and paying any applicable tax to HMRC or your local tax authority. The Company does not provide tax, legal, or financial advice.

19. Disclaimer of Warranties (As-Is)

THE PORTAL AND THE DISTRIBUTION SERVICE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND SECURE, ERROR-FREE, OR UNINTERRUPTED OPERATION. WHERE YOU ARE A CONSUMER, THIS CLAUSE DOES NOT AFFECT THE STATUTORY RIGHTS AVAILABLE TO YOU UNDER PART 1 OF THE CRA 2015 IN RESPECT OF DIGITAL CONTENT OR SERVICES SUPPLIED BY THE COMPANY, WHICH ARE PRESERVED IN FULL.

20. Statutory Exceptions (Mandatory UK Law)

Nothing in these Terms limits or excludes the Company's liability: (a) for death or personal injury caused by its negligence; (b) for fraud or fraudulent misrepresentation; (c) under section 2(1) of the Unfair Contract Terms Act 1977; (d) under sections 31, 47, 57, or 65 of the CRA 2015, where applicable; or (e) for any other liability which cannot be lawfully limited or excluded under the law of England and Wales.

21. Limitation of Liability

Subject to Clause 20, the Company's total aggregate liability to you arising out of or in connection with your use of the Portal, the claim process, or $CIO shall be capped at £500 (Five Hundred British Pounds). Under no circumstances will the Company be liable for indirect, incidental, consequential, or special damages, loss of anticipated savings, or loss of prospective token value.

This cap has been assessed against the reasonableness test in section 11 of and Schedule 2 to UCTA 1977, and, where you are a Consumer, the fairness test in section 62 of the CRA 2015, having regard in particular to: (i) the tokens are distributed entirely gratuitously and you pay no fee, price, or other consideration to the Company for them; (ii) the Company derives no direct revenue from this specific distribution; (iii) you were given the opportunity to review these Terms, including this Clause, before reserving any tokens; and (iv) the cap does not affect the rights preserved by Clause 20. If, notwithstanding the foregoing, a court or tribunal of competent jurisdiction determines this cap to be unreasonable or unfair as applied to a particular Consumer claim, the cap shall be read down to the minimum extent necessary to make it enforceable, rather than being struck out in its entirety, so far as the law permits such an approach.

22. Indemnification

You agree to indemnify the Company, its founders, directors, employees, and affiliates against claims, liabilities, damages, losses, and reasonable costs and legal fees arising from: (a) your breach of these Terms; (b) your violation of applicable law; or (c) your misuse of the Portal, in each case save to the extent such claims, liabilities, damages, losses, or costs arise from the Company's own negligence, breach of these Terms, or wilful misconduct.

23. Force Majeure

The Company will not be liable for delay, failure of performance, or loss of tokens caused by circumstances beyond its reasonable control, including acts of God, war, terrorism, pandemics, civil disturbance, cyberattacks, systemic failure of the Solana network, regulatory action, or acts of government, provided the Company uses reasonable endeavours to mitigate the effect of such circumstances and to resume performance as soon as reasonably practicable.

24. Amendments and Modifications

The Company may amend these Terms at any time. Changes take effect immediately upon posting the updated version on the Portal, except as set out below.

Where a change materially reduces a right you already hold in respect of $CIO you have already reserved as at the date of the change — specifically, a reduction to the liability cap in Clause 21, an extension of a vesting or lock-up period already displayed to you under Clause 6, or a narrowing of Clause 28's consumer carve-out — that specific change will take effect for your existing reserved allocation fourteen (14) days after notice is posted on the Portal, save where the change is required immediately by law, by a regulator or competent authority, or to address a security vulnerability, exploit, or active fraud event, in which case it takes effect immediately and notice will be given as soon as reasonably practicable afterwards.

All other changes — including changes addressing bugs, exploits, security risks, sanctions or AML requirements, new features, and any change affecting tokens not yet reserved — take effect immediately upon posting, without a notice period. Your continued use of the Portal after a change takes effect constitutes acceptance of it.

25. Class Action and Representative Proceeding Waiver

You and the Company agree that dispute resolution proceedings will be conducted on an individual basis, not as a class, consolidated, or representative action. This Clause does not affect any right you have under mandatory law to participate in a collective consumer redress mechanism that cannot lawfully be waived.

26. Time Limitation on Claims

Save as set out below, you agree that any claim arising out of or related to your use of the Portal or these Terms must be referred to arbitration under Clause 28 within one (1) year after the claim arose, after which it is barred. This Clause does not shorten any limitation period that cannot lawfully be reduced by agreement, including in respect of the liabilities preserved by Clause 20, and does not apply where a longer period is mandated by the Limitation Act 1980 or other applicable law.

27. Exclusion of Third-Party Rights

A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms.

28. Dispute Resolution, Arbitration, and Injunctive Relief

Any dispute arising out of or relating to these Terms shall be referred to and finally resolved by binding arbitration under the LCIA Rules, before a single arbitrator, seated in London, England, in the English language. The Company may seek urgent injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property, prevent unauthorised exploits, or secure its infrastructure, pending constitution of the tribunal. Nothing in this Clause excludes or restricts any right you have under mandatory consumer protection law to bring proceedings before a competent court or regulator; where such a right exists and cannot lawfully be excluded, it is expressly preserved, and this Clause applies only to the extent consistent with that law.

29. Severability

If a court or arbitrator decides that any provision of these Terms is invalid, unlawful, or unenforceable to any extent, that provision shall be severed, and the remainder of these Terms shall continue in full force and effect. Where practicable, the invalid provision shall be treated as replaced by a valid provision that most closely reflects the parties' original commercial intent.

30. Entire Agreement

These Terms, together with the Privacy Policy, the OPINCUR HUB Terms of Service, and (where you connect an OPINDEX wallet) the OPINDEX Terms of Service, available at opindex.deeptap.io, each expressly incorporated by reference, constitute the entire agreement between you and the Company regarding the Portal and the distribution of $CIO, superseding any prior agreements or representations on that subject matter. Nothing in this Clause excludes liability for pre-contractual misrepresentation that cannot lawfully be excluded under section 3 of the Misrepresentation Act 1967.

Questions or complaints regarding the Portal may be sent to info@monolithlabs.uk.

© 2026 MONOLITH LABS LTD. All rights reserved. Company Number: 17154388. ICO Registration: ZC126753. Registered in England and Wales.