Terms of Service

myBrand.exchange User Agreement

Last updated: June 1, 2024

This is a User Agreement between you (also referred to herein as “User,” or “customer”) and myBrand.exchange Corporation ("MB.X," “we,” “us,” and “our”). This User Agreement ("Agreement" or “User Agreement”) governs your use of the services provided by MB.X described below and such other services that may be offered by MB.X from time to time ("MB.X Services" or "Services"). By signing up to use a MB.X account or service through MB.X.com, MB.X’s APIs, the MB.X mobile application, or any other MB.X website (collectively the "MB.X Site"), you agree that you have read, understand, and accept all of the terms and conditions contained in this Agreement including our Privacy Policy, Cookie Policy, Prohibited Use Policy and E-Sign Disclosure and Consent Policy. As used throughout this Agreement, “Digital Asset” means tokens or any digital asset (including a virtual currency or virtual commodity) which is a digital representation of value based on (or built on top of) a protocol of a computer network or related technology.

Amendment of these Terms: We may amend or modify this Agreement at any time by posting the revised agreement on the MB.X Site and/or providing a copy to you (a “Revised Agreement”). The Revised Agreement shall be effective as of the time it is posted but will not apply retroactively. Your continued use of the Services after the posting of a Revised Agreement constitutes your acceptance of such Revised Agreement. If you do not agree with any such modification, your sole and exclusive remedy is to terminate your use of the Services and close your account.

Dispute Resolution: PLEASE BE AWARE THAT SECTION 7 (CUSTOMER FEEDBACK, QUERIES, COMPLAINTS, AND DISPUTE RESOLUTION) AND APPENDIX 5 OF THIS AGREEMENT, CONTAIN PROVISIONS GOVERNING HOW TO RESOLVE DISPUTES BETWEEN YOU AND MYBRAND.EXCHANGE. AMONG OTHER THINGS, APPENDIX 5 INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND US SHALL BE RESOLVED BY BINDING AND FINAL ARBITRATION. APPENDIX 5 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER. PLEASE READ SECTION 7 AND APPENDIX 5 CAREFULLY.

No Investment Advice or Brokerage: For the avoidance of doubt, MB.X does not provide investment, tax, or legal advice, and you are solely responsible for determining whether any investment, investment strategy or related transaction is appropriate for you based on your personal investment objectives, financial circumstances and risk tolerance. MB.X may provide educational information about Supported Digital Assets, as well as digital assets not supported by MB.X, in order to assist users in learning more about such digital asset. Information may include, but is not limited to, blog posts, articles, links to third-party content, news feeds, tutorials, and videos. The information provided on the MB.X Site or any such third-party sites does not constitute investment advice, financial advice, trading advice, or any other sort of advice, and you should not treat any of the website's content as such. MB.X does not recommend that any Digital Asset should be bought, earned, sold, or held by you. MB.X will not be held responsible for the decisions you make to buy, sell, or hold Digital Assets based on the information provided by MB.X.

MB.X does not broker trades on your behalf unless otherwise specified on a specific product. All MB.X trades are via auction, based on the parameters of your order instructions and in accordance with posted trade execution procedures.

Acknowledgement of Risk: As with any asset, the value of Digital Assets can increase or decrease and there can be a substantial risk that you lose money buying, selling, holding, or investing in Digital Assets. You should consult your financial advisor, legal or tax professional regarding your specific situation and financial condition and carefully consider whether trading or holding Digital Assets is suitable for you.

MB.X is not registered with the U.S. Securities and Exchange Commission and does not offer securities services in the United States or to U.S. persons. You acknowledge that Digital Assets are not subject to protections or insurance provided by the Federal Deposit Insurance Corporation or the Securities Investor Protection Corporation. MB.X sells digital tokens that have no intrinsic value. The value of the tokens on the platform are determined by the brands who list them and the buyers and sellers who transact them.

1. Account Setup

1.1. Eligibility. To be eligible to use the MB.X Services, you must be at least 18 years old, and reside in the United States. There are certain features which may or may not be available to you depending on your location and other criteria.

1.2. Registration of MB.X Account. You must register for a MB.X account to use the MB.X Services (a "MB.X Account"). You will need to complete certain verification procedures before you are permitted to use the MB.X Services. By registering or using a MB.X Account you agree and represent that you have created your MB.X Account and you will use your MB.X Account only for yourself, and not on behalf of any third party, unless you have obtained prior written approval from MB.X. You are fully responsible for all activity that occurs under your MB.X Account. We may, in our sole discretion, refuse to open a MB.X Account, suspend or terminate any MB.X Account, suspend or terminate the sending of Digital Assets from your account, or suspend or terminate the trading of Digital Assets in your account. Please see Section 6 below for more information.

1.3. Consent to Access, Processing and Storage of Your Personal Data & Identity Verification. During registration for your MB.X Account, or at any other time deemed necessary by MB.X, you agree to provide us with the information we request for the purposes of identity verification, providing MB.X Services to you, and the detection of money laundering, terrorist financing, fraud, or any other financial crimes and permit us to keep a record of such information. The information we request may include certain personal information, including, but not limited to, your name, address, telephone number, e-mail address, date of birth, taxpayer identification number, government identification, and information regarding your bank account (such as the name of the bank, the account type, routing number, and account number) and in some cases (where permitted by law), special categories of personal data, such as your biometric information. You consent to us accessing, processing and retaining any personal information you provide to us for the purpose of us providing MB.X Services to you. This consent is not related to, and does not affect, any rights or obligations we or you have in accordance with data protection laws, privacy laws and regulations. You can withdraw your consent at any time by closing your account with us. However, we may retain and continue to process your personal information if we reasonably believe it is necessary in order to comply with laws or regulations. In providing us with this or any other information that may be required, you confirm that the information is accurate and authentic. You agree to keep us updated if any of the information you provide changes. You authorize us to make inquiries, whether directly or through third parties, that we consider necessary to verify your identity or protect you and/or us against fraud or other financial crime, and to take action we reasonably deem necessary based on the results of such inquiries. When we carry out these inquiries, you acknowledge and agree that your personal information may be disclosed to credit reference and fraud prevention or financial crime agencies and that these agencies may respond to our inquiries in full. This is an identity check only and should have no adverse effect on your credit rating. We reserve the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, sanctions programs, legal process or governmental request. Further, you authorize your wireless operator (e.g., AT&T, T-Mobile, US Cellular, Verizon, or any other branded wireless operator) to use your mobile number, name, address, email, network status, customer type, customer role, billing type, mobile device identifiers (IMSI and IMEI) and other subscriber status details, if available, solely to allow verification of your identity and to compare information you have provided to MB.X with your wireless operator account profile information for as long as you have a MB.X Account. See our Privacy Policy and Cookie Policy for more information on how we process your personal data and the rights you have in respect of this.

1.4. Access. The MB.X Services can be accessed directly using the MB.X Site. Access to MB.X Services may become degraded or unavailable during times of significant volatility or volume. This could result in significant support response time delays. Although we strive to provide you with excellent service, we do not represent that the MB.X Site or other MB.X Services will be available without interruption and we do not guarantee that any order will be executed, accepted, recorded, or remain open. MB.X shall not be liable for any losses resulting from or arising out of delays in processing transactions, inability to execute transactions, or lack of timely response from MB.X customer support. For example, if you are locked out of your MB.X Account, it is possible that the price of the Digital Assets in your account might go down before your access is restored. MB.X shall not be liable for any alleged losses that you suffer from a drop in Digital Asset prices.

2. Hosted Wallet and Custodial Services

2.1. Hosted Wallet Services. As part of your MB.X Account, MB.X may provide qualifying users access to: (i) hosted Digital Asset wallet(s) for holding Digital Assets (“Digital Asset Wallet”), and (ii) a hosted US Dollars ("USD") wallet for holding USD (a “USD Wallet“). You may also elect to use other services, such as the MB.X vault (“MB.X Vault”) or MB.X Wallet (our unhosted wallet service); additional rules associated with such product(s) and services(s) may apply. Unless otherwise noted, all references to Digital Asset Wallet include MB.X Vault.

2.2. Hosted Digital Asset Wallet. In-app purchase functionality is used to add funds to your Digital Asset Wallet. Your Digital Asset Wallet allows you to store, track, transfer, and manage your balances of Digital Assets. As used throughout, "Digital Asset" means only those particular digital assets listed as available to trade or custody in your MB.X Account (also referred to as “Supported Digital Asset”). Services and supported assets may vary by jurisdiction. We securely store Digital Asset private keys, which are used to process transactions, in a combination of online and offline storage. As a result of our security protocols, it may be necessary for us to retrieve private keys or related information from offline storage in order to facilitate Digital Asset Transfers in accordance with your instructions, and you acknowledge that this may delay the initiation or crediting of such Digital Asset Transfers.

2.3. Supported Digital Assets. Your MB.X Account is intended solely for proper use of Supported Digital Assets as designated on the MB.X Site. Under no circumstances should you attempt to use your Digital Asset Wallet to store, send, request, or receive any assets other than Supported Digital Assets. MB.X assumes no responsibility in connection with any attempt to use your Digital Asset Wallet with digital assets that we do not support. You acknowledge and agree that MB.X is not liable for any unsupported digital asset that is sent to a wallet associated with your MB.X Account. MB.X may in its sole discretion terminate support for any particular Digital Asset. If you do not sell or send such Digital Asset off platform before MB.X terminates its support for such Digital Asset, then MB.X may, in its discretion, remove such digital asset from your MB.X Account and credit your MB.X Account the equivalent market value of a supported Digital Asset or fiat currency minus transaction costs. If you have any questions about our current list of Supported Digital Assets, please visit https://mybrand.exchange

2.4. Supplemental Protocols Excluded. Unless otherwise specifically announced on the MB.X Site, Supported Digital Assets excludes all other protocols and/or functionality which supplement or interact with the Supported Digital Asset. This exclusion includes but is not limited to: metacoins, colored coins, side chains, or other derivative, enhanced, or forked protocols, tokens, or coins or other functionality, such as staking, protocol governance, and/or any smart contract functionality, which may supplement or interact with a Supported Digital Asset. Do not use your MB.X Account to attempt to receive, request, send, store, or engage in any other type of transaction or functionality involving any such protocol as the MB.X Site is not configured to detect, secure, or process these transactions and functionality. Any attempted transactions in such items will result in loss of the item. You acknowledge and agree that supplemental protocols are excluded from Supported Digital Assets and that MB.X has no liability for any losses related to supplemental protocols.

2.5 Operation of Digital Asset Protocols. MB.X does not own or control the underlying software protocols which govern the operation of Supported Digital Assets. Generally, the underlying protocols are open source, and anyone can use, copy, modify, and distribute them. We assume no responsibility for the operation of the underlying protocols and do not guarantee the functionality or security of network operations. In particular, the underlying protocols may be subject to sudden changes in operating rules (including “forks”). Any such operating changes may materially affect the availability, value, functionality, and/or the name of the Digital Asset you store in your Digital Asset Wallet. MB.X does not control the timing and features of these operating changes. It is your responsibility to make yourself aware of upcoming operating changes and you must carefully consider publicly available information and information that may be provided by MB.X in determining whether to continue to use a MB.X Account for the affected Digital Asset. In the event of any such operational change, MB.X reserves the right to take such steps as may be necessary to protect the security and safety of assets held on the MB.X Site, including without limitation, temporarily suspending operations for the involved digital asset(s); MB.X will endeavor to provide you notice of its response to any material operating change; however, such changes are outside of MB.X’s control and may occur without notice to MB.X. MB.X’s response to any operating change is subject to its sole discretion and may include deciding not to support any new digital asset, fork, or other actions. You acknowledge and accept the risks of operating changes to Digital Asset protocols and agree that MB.X is not responsible for such operating changes and not liable for any loss of value you may experience as a result of such changes in operating rules. You acknowledge and accept that MB.X has sole discretion to determine its response to any operating change and that we have no responsibility to assist you with unsupported currencies or protocols. You further acknowledge and accept that MB.X has no responsibility to support new digital asset forks or operating changes for Supported Digital Assets.

2.6. Digital Asset Custody and Title. All Digital Assets held in your Digital Asset Wallet are custodial assets held by MB.X for your benefit, as described in further detail below.

2.6.1. Ownership. Title to Digital Assets shall at all times remain with you and shall not transfer to MB.X. As the owner of Digital Assets in your Digital Asset Wallet, you shall bear all risk of loss of such Digital Assets. MB.X shall have no liability for Digital Asset fluctuations or loss. None of the Digital Assets in your Digital Asset Wallet are the property of, or shall or may be loaned to, MB.X; MB.X does not represent or treat assets in User’s Digital Asset Wallets as belonging to MB.X. MB.X may not grant a security interest in the Digital Assets held in your Digital Asset Wallet. Except as required by law, or except as provided herein, MB.X will not sell, transfer, loan, hypothecate, or otherwise alienate Digital Assets in your Digital Asset Wallet unless instructed by you.

3. Payment Services, Purchase & Sale Transactions, and Credit Transactions

3.1. Transactions on the MB.X Site. When you buy or sell Digital Assets on the MB.X Site, you are not buying Digital Assets from MB.X or selling Digital Assets to MB.X. MB.X acts as the agent, transacting on your behalf, to facilitate that purchase or sale between you and other MB.X customers. You can purchase Digital Assets using: (i) funds in your USD Wallet; (ii) Digital Assets held in certain Digital Asset Wallets, as permitted by MB.X; (iii) a valid bank account in the name that matches the name on your MB.X Account; (iv) a debit or credit card that matches the name on your MB.X Account; (v) Google Pay; (vi) Apple Pay; (vii) PayPal; or (viii) a MB.X gift card (each a "Valid Payment Method"). Your purchase must follow the relevant instructions on the MB.X Site. MB.X reserves the right to cancel any transaction not confirmed by you within five (5) seconds after MB.X quotes a transaction price. A purchase of Digital Assets using a Valid Payment Method generally will initiate on the business day we receive your instructions. Purchased Digital Assets will usually be deposited in your Digital Asset Wallet instantly and can be exchanged for other Digital Assets. You will be able to sell or send Purchased Digital Assets as soon as funds have settled to MB.X, which in the case of a bank account or credit or debit card usually takes up to five (5) business days. You can sell Digital Assets and instruct MB.X to deposit funds into your MB.X USD Wallet or, where supported, a Digital Asset Wallet. Digital Asset purchases and sales are collectively referred to herein as “Digital Asset Transactions”. If MB.X cannot complete your Digital Asset Transaction for any reason (such as price movement, market latency, inability to find a counterparty for your transaction, or order size), MB.X will reject the order and notify you of such rejection. You will not be charged for a rejected transaction.

3.3. Fees. In general, MB.X makes money when a brand list its tokens, and when you buy or sell Digital Assets on the MB.X Site. When a brand lists its tokens, MB.X is paid a service fee equal to 5% of the value of the tokens sold. When buying or selling tokens, you may also be charged a service fee to facilitate that transaction by the platform (e.g., Apple for iOS and Google for Android). MB.X may also use third party applications (e.g., PayPal) to help facilitate funds transfer. These third party platforms may charge their own fees. By using MB.X Services you agree to pay all fees. MB.X reserves the right to adjust its pricing and fees and any applicable waivers at any time. We notify you of the final price of each transaction, inclusive of pricing and fees, when you authorize the transaction. Bank fees charged to MB.X are netted out of transfers to or from MB.X. You are responsible for paying any additional fees charged by your financial service provider. We will not process a transfer if associated bank fees exceed the value of the transfer. You may be required to deposit additional USD to cover bank fees if you desire to complete such a transfer.

3.4. Revocation. When you give us instructions to purchase Digital Assets, you cannot withdraw your consent to that purchase unless the purchase is not scheduled to occur until a future date e.g. you set up a recurring purchase of Digital Assets (a "Future Transaction"). In the case of a Future Transaction, you may withdraw your consent up until the end of the business day before the date that the Future Transaction is scheduled to take place. To withdraw your consent to a Future Transaction, you must follow the instructions on the MB.X Site.

3.5. Unauthorized and Incorrect Transactions. When a Digital Asset or USD transaction occurs using your credentials, we will assume that you authorized such transaction, unless you notify us otherwise. If you believe you did not authorize a particular transaction or that a transaction was incorrectly carried out, you must contact us as soon as possible via our help page at https://mybrand.exchange or by phone at (774) 369-0555 (international call charges may apply). It is important that you regularly check your USD Wallet and Digital Asset Wallet balances and your transaction history to ensure you notify us as soon as possible of any unauthorized or incorrect transactions. Reporting an unauthorized transaction does not guarantee MB.X will be able to reverse the transaction or reimburse you for the transaction.

3.6. Account Information. You will be able to see your USD Wallet and Digital Asset Wallet balances using the MB.X Site. You can also see your transaction history using the MB.X Site, including (i) the amount (and currency) of each Digital Asset Transaction; (ii) a reference to the identity of the payer and/or payee (as appropriate); (iii) any fees charged (excluding any spread, or margin, over the prevailing market rate on MB.X’s trading platform); (iv) if applicable, the rate of exchange, and the amount (in the new currency) after exchange (where you are the payer) or the amount (in the original currency) before the exchange (where you are the payee); and (v) the date of each Digital Asset Transaction.

3.7. Reversals & Cancellations. You cannot cancel, reverse, or change any transaction marked as complete or pending. If your payment is not successful, if your payment method has insufficient funds, or if you reverse a payment made from funds in your bank account, you authorize MB.X, in its sole discretion, either to cancel the transaction or to debit your other payment methods, including your USD Wallet or Digital Asset Wallet balances or other linked accounts, in any amount necessary to complete the transaction. You are responsible for maintaining an adequate balance and/or sufficient credit limits in order to avoid overdraft, non-sufficient funds (NSF), or similar fees charged by your payment provider. We reserve the right to refuse to process, or to cancel, correct, claw back, or reverse, any Digital Asset Transaction or Transfers in our sole discretion, even after funds have been debited from your account(s), in response to a subpoena, court order, or other government order; or if we suspect the transaction may: involve money laundering, terrorist financing, fraud, or any other type of financial crime; be erroneous; or relate to a Prohibited Use or a Prohibited Business as set forth in the Prohibited Use Policy. In such instances, MB.X will reverse the transaction and we are under no obligation to reinstate a purchase or sale order at the same price or on the same terms as the canceled transaction.

3.8. Payment Services Partners. MB.X may use a third party payment processor to process any US Dollar payment between you and MB.X, including but not limited to payments in relation to your use of the Digital Asset Transactions or deposits or withdrawals from your USD Wallet or MB.X Account.

4. Digital Asset Transfers

4.1. In General. Your Digital Asset Wallet enables you to send Supported Digital Assets to, and request, receive, and store Supported Digital Assets from, third parties by giving instructions through the MB.X Site. Your transfer of Supported Digital Assets between your other digital asset wallets (including wallets off the MB.X Site) and to and from third parties is a “Digital Asset Transfer”. We recommend customers send a small amount of Supported Digital Assets as a test before sending a significant amount of Supported Digital Assets.

4.2. Pending Transactions. Once a Digital Asset Transfer is submitted to a Digital Asset network, the transaction will be unconfirmed and remain in a pending state for a period of time sufficient to allow confirmation of the transaction by the Digital Asset network. A Digital Asset Transfer is not complete while it is in a pending state. Pending Digital Asset Transfers that are initiated from a MB.X Account will reflect a pending transaction status and are not available to you for use on the MB.X Site or otherwise while the transaction is pending.

4.3. Debts. In the event that there are outstanding amounts owed to us hereunder, including in your MB.X Account, MB.X reserves the right to debit your MB.X Account accordingly and/or to withhold amounts from funds you may transfer between your MB.X Accounts.

5. Data Protection and Security

5.1. Personal Data. You acknowledge that we may process personal data in relation to you (if you are an individual), and personal data that you have provided or in the future provide to us in relation to your employees and other associated individuals, in connection with this Agreement, or the MB.X Services. Accordingly, you represent and warrant that: (i) your disclosure to us of any personal data relating to individuals other than yourself was or will be made in accordance with all applicable data protection and data privacy laws, and such data are accurate, up to date and relevant when disclosed; (ii) before providing any such personal data to us, you have read and understood our Privacy Policy, and, in the case of personal data relating to an individual other than yourself, have (or will at the time of disclosure have) provided a copy of that Privacy Policy (as amended from time to time), to that individual; and (iii) if from time to time we provide you with a replacement version of the Privacy Policy, you will promptly read that notice and provide a copy to any individual whose personal data you have provided to us.

5.2. Security Breach. If you suspect that your MB.X Account or any of your security details have been compromised or if you become aware of any fraud or attempted fraud or any other security incident (including a cyber-security attack) affecting you and/or MB.X (collectively a "Security Breach"), you must notify MB.X Support immediately at https://mybrand.exchange or by phone at (774) 369-0555 (international call charges may apply) and provide accurate and up to date information throughout the duration of the Security Breach. You must take any steps that we reasonably require to reduce or manage any Security Breach. Prompt reporting of a Security Breach does not guarantee that MB.X will reimburse you for any losses suffered or be liable to you for any losses suffered as a result of the Security Breach.

5.3. Computer Viruses. We shall not bear any liability, whatsoever, for any damage or interruptions caused by any computer viruses or other malicious code that may affect your computer or other equipment, or any phishing, spoofing or other attack. We advise the regular use of a reputable and readily available virus screening and prevention software. You should also be aware that SMS and email services are vulnerable to spoofing and phishing attacks and should use care in reviewing messages purporting to originate from MB.X. Always log into your MB.X Account(s) through the MB.X Site to review any transactions or required actions if you have any uncertainty regarding the authenticity of any communication or notice.

6. General Obligations, Taxes, Designating a Fiduciary and Termination

6.1. Limited License. All content included in or made available through the MB.X Services, MB.X Site or any related content, materials and information such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software (collectively, the “Content”) is the property of MB.X or its affiliates or its content providers and protected by United States and international copyright laws. We grant you a limited, nonexclusive, nontransferable license, subject to the terms of this Agreement, to access and use the MB.X Services, MB.X Site, and Content solely for purposes approved by MB.X from time to time. Any other use of the MB.X Services, MB.X Site or Content is expressly prohibited and all other right, title, and interest in the MB.X Services, MB.X Site or Content is exclusively the property of MB.X and its licensors. You agree you will not copy, transmit, distribute, sell, license, reverse engineer, modify, publish, or participate in the transfer or sale of, create derivative works from, or in any other way exploit any of the Content, in whole or in part without the prior written consent of MB.X.

MB.X, and the following non-exhaustive list, including MYBRAND.EXCHANGE, MYBRAND.EXCHANGE Logo; and without limitation, any graphics, logos, button icons, and service names included in or made available through any Content, and all logos related to the MB.X Services or displayed on the MB.X Site are either trademarks or trade dress of MB.X or its licensors in the United States and other countries. You may not copy, imitate or use them without MB.X's prior written consent for any purpose, including without limitation, in: connection with any product or service that is not authorized by MB.X; any manner that is likely to cause confusion among customers; or a way that disparages or discredits MB.X.

6.2. Website Accuracy. Although we intend to provide accurate and timely information on the MB.X Site, the MB.X Site (including, without limitation, the Content) may not always be entirely accurate, complete or current and may also include technical inaccuracies or typographical errors. In an effort to continue to provide you with as complete and accurate information as possible, information may be changed or updated from time to time without notice, including without limitation information regarding our policies, products and services. Accordingly, you should verify all information before relying on it, and all decisions based on information contained on the MB.X Site are your sole responsibility and we shall have no liability for such decisions. Information provided by third parties, including historical price and supply data for Digital Assets, is for informational purposes only and MB.X makes no representations or warranties to its accuracy. Links to third-party materials (including without limitation websites) may be provided as a convenience but are not controlled by us. You acknowledge and agree that we are not responsible for any aspect of the information, content, or services contained in any third-party materials or on any third-party sites accessible or linked to the MB.X Site.

6.3. Third-Party Applications. If, to the extent permitted by MB.X from time to time, you grant express permission to a third party to access or connect to your MB.X Account(s), either through the third party's product or service or through the MB.X Site, you acknowledge that granting permission to a third party to take specific actions on your behalf does not relieve you of any of your responsibilities under this Agreement. You are fully responsible for all acts or omissions of any third party with access to your MB.X Account(s). Further, you acknowledge and agree that you will not hold MB.X responsible for, and will indemnify MB.X from, any liability arising out of or related to any act or omission of any third party with access to your MB.X Account(s). You may change or remove permissions granted by you to third parties with respect to your MB.X Account(s) at any time through the tabs on the Account Settings page on the MB.X Site.

6.4. Transaction Limits. The use of all MB.X Services may be subject to a limit on the amount of volume, stated in U.S. Dollar terms, you may transact or transfer in a given period (e.g., daily). To view your limits, login to your MB.X Account(s) and visit https://mybrand.exchange. Your transaction limits may vary depending on your payment method, verification steps you have completed, and other factors. If you wish to raise your limits beyond the posted amounts, you may submit a request at support@mybrand.exchange. MB.X reserves the right to change applicable limits, and to refuse to raise your limits, as we deem necessary in our sole discretion.

6.5. Unclaimed Property. If MB.X is holding funds (whether fiat currency or Digital Assets) in your account, and has no record of you accessing the Services for several years and is unable to contact you, applicable law may require MB.X to deliver any such funds to the applicable state or jurisdiction as unclaimed property.

6.6. Password Security; Contact Information. You are responsible for creating a strong password and maintaining security and control of any and all electronic devices, IDs, passwords, hints, personal identification numbers (PINs), API keys or any other codes that you use to access the MB.X Services. Any loss or compromise of the foregoing information and/or your personal information may result in unauthorized access to your MB.X Account(s) by third-parties and the loss or theft of any Digital Assets and/or funds held in your MB.X Account(s) and any associated accounts, including your linked bank account(s) and credit card(s). You are responsible for keeping your email address and telephone number up to date in your Account Profile in order to receive any notices or alerts that we may send you. You should never allow remote access or share your computer and/or computer screen with someone else when you are logged on to your MB.X Account. MB.X will never under any circumstances ask you for your passwords or 2-factor authentication codes. We assume no responsibility for any loss that you may sustain due to compromise of account login credentials due to no fault of MB.X. We further assume no responsibility for your failure to follow or act on any notices or alerts that we may send to you. In the event you believe your MB.X Account(s) information has been compromised, contact MB.X Support immediately at https://mybrand.exchange or by phone at (774) 369-0555 (international call charges may apply).

6.7. Taxes. The tax treatment of Digital Asset transactions is uncertain, and it is your responsibility to determine what taxes, if any, arise from transactions using MB.X Services under this Agreement. Users are solely responsible for reporting and paying any applicable taxes arising from transactions using MB.X Services, and acknowledge that MB.X does not provide investment, legal, or tax advice governing these transactions. You understand that MB.X shall report information with respect to your transactions, payments, transfers, or distributions made by or to you with respect to your activities using MB.X Services to a tax or governmental authority to the extent such reporting is required by applicable law. MB.X also shall withhold taxes applicable to your transactions or to payments or distributions made or deemed made to you to the extent such withholding is required by applicable law. From time to time, MB.X shall ask you for tax documentation or certification of your taxpayer status as required by applicable law, and any failure by you to comply with this request in the time frame identified may result in withholding and/or remission of taxes to a tax authority as required by applicable law. You should conduct your own due diligence and consult your own tax advisors before making any decisions with respect to Digital Asset transactions.

6.8. Designating a Fiduciary. For security reasons, if we receive legal documentation confirming your death or other information leading us to believe you have died, we will freeze your MB.X Account and during this time, no transactions may be completed until: (i) your designated fiduciary has opened a new MB.X Account, as further described below, and the entirety of your MB.X Account has been transferred to such new account; or (ii) we have received proof in a form satisfactory to us that you have not died. If we have reason to believe you may have died but we do not have proof of your death in a form satisfactory to us, you authorize us to make inquiries, whether directly or through third parties, that we consider necessary to ascertain whether you have died. Upon receipt by us of proof satisfactory to us that you have died, your designated fiduciary will be required to open a new MB.X Account in order to gain access to the contents of your MB.X Account. If you have not designated a fiduciary, then we reserve the right to (i) treat as your fiduciary any person entitled to inherit your MB.X Account, as determined by us upon receipt and review of the documentation we, in our sole discretion, deem necessary or appropriate, including (but not limited to) a will, a living trust or a small estate affidavit; or (ii) require an order designating a fiduciary from a court having competent jurisdiction over your estate. In the event we determine, in our sole discretion, that there is uncertainty regarding the validity of the fiduciary designation, we reserve the right to require an order resolving such issue from a court of competent jurisdiction before taking any action relating to your MB.X Account.

6.9. Suspension, Termination, and Cancellation. MB.X may suspend, restrict, or terminate your access to any or all of the MB.X Services, and/or deactivate or cancel your MB.X Account(s), with immediate effect for any reason at its sole discretion and is under no obligation to disclose the details of its decision to take such action with you. You acknowledge that MB.X's decision to take certain actions, including limiting access to, suspending, or closing your account for any reason in our sole discretion, may be based on confidential criteria that are essential to MB.X's risk management and security protocols. You agree that MB.X is under no obligation to disclose the details of its risk management and security procedures to you.

You will be permitted to transfer Digital Assets or funds associated with your hosted Digital Asset Wallet(s) and/or your USD Wallet(s) for ninety (90) days after Account deactivation or cancellation unless such transfer is otherwise prohibited (i) under applicable law, including but not limited to applicable sanctions programs; or (ii) by a facially valid subpoena or court order. You may cancel your MB.X Account(s) at any time by visiting https://mybrand.exchange. You will not be charged for canceling your MB.X Account(s), although you will be required to pay any outstanding amounts owed to MB.X. You authorize us to cancel or suspend any pending transactions at the time of cancellation.

MB.X may discontinue or change any product, service, or feature, in its sole discretion, at any time. You agree that we may transfer you to a product or service that is reasonably similar to the discontinued or changed product or service, to the extent such product or service exists. We will provide you with prior notice of material changes, discontinuation, or the transfer related to a product, service, or feature, to the extent required or applicable.

7. Customer Feedback, Queries, Complaints, and Dispute Resolution

7.1. Contact MB.X. If you have feedback, or general questions, contact us via our Customer Support email address at support@mybrand.exchange. MB.X requires that all legal documents (including civil subpoenas, complaints, and small claims) be served on our registered agent for service of process. Current contact information for our registered agent in each state can be found here.

Please note that our registered agent will accept service only if the entity identified as the recipient of the document identically matches the name of the entity registered with the Secretary of State and for which our registered agent is authorized to accept service (myBrand.exchange Corporation). By accepting service of a legal document, MB.X does not waive any objections we may have and may raise in response to such document.

7.2. Formal Complaint Process. If you have a complaint with MB.X, you agree to first contact MB.X through our support team to attempt to resolve any such dispute amicably. If we cannot resolve the dispute through MB.X Support, you agree to use the Formal Complaint Process set forth below before filing any arbitration claim or small claims action as described further in Appendix 5 below. You must complete the Formal Complaint Process before filing any arbitration or small claims action. If you do not complete it, then you agree that your claim or action must be dismissed from arbitration or small claims court.

7.2.1. Procedural Steps. In the event that the dispute is not resolved through your contact with MB.X Support, you agree to use our complaint form to describe your dispute, how you would like us to resolve the complaint, and any other relevant information. The complaint form can be found here for MB.X and here for MB.X Pro, or can be requested from MB.X Customer Support. If you prefer to send a written complaint via mail, please include as much information as possible in describing your complaint and how you would like us to resolve the complaint, including your support case number and any other relevant information to myBrand.exchange Corporation, 221 N. Broad Street, Suite 3A, Middletown, Delaware 19709. We will acknowledge receipt of your complaint form after you submit it. A MB.X customer relations agent will review and evaluate your complaint based on the information you have provided and information in the possession of MB.X. The Formal Complaint Process is completed when MB.X responds to your complaint or forty-five (45) business days after the date we receive your complaint, whichever occurs first.

7.3. Arbitration. You agree to be bound by the Arbitration Agreement in Appendix 5 to this Agreement.

8. Liabilities & Indemnification

8.1. Release of MB.X; Indemnification. If you have a dispute with one or more users of the MB.X Services, you release MB.X, its affiliates and service providers, talent management agencies, the talent they represent, and each of their respective officers, directors, agents, joint venturers, employees, and representatives from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes. You agree to indemnify and hold MB.X, its affiliates and service providers, and each of its or their respective officers, directors, agents, joint venturers, employees and representatives, harmless from any claim or demand (including attorneys' fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to your breach of this Agreement or your violation of any law, rule or regulation, or the rights of any third party.

8.2. Limitation of Liability; No Warranty. IN NO EVENT SHALL MYBRAND.EXCHANGE, ITS AFFILIATES AND SERVICE PROVIDERS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES OR REPRESENTATIVES, BE LIABLE (I) FOR ANY AMOUNT GREATER THAN THE VALUE OF THE SUPPORTED DIGITAL ASSETS ON DEPOSIT IN YOUR MYBRAND.EXCHANGE ACCOUNT(S) AT THE TIME OF THE EVENT OR CIRCUMSTANCE GIVING RISE TO YOUR CLAIM OR (II) FOR ANY LOST PROFITS, LOSS OF GOODWILL OR REPUTATION, LOSS OF DATA, DIMINUTION IN VALUE OR BUSINESS OPPORTUNITY, ANY LOSS, DAMAGE, CORRUPTION OR BREACH OF DATA OR ANY OTHER INTANGIBLE PROPERTY OR ANY SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH ANY USE OF THE MYBRAND.EXCHANGE SITE OR THE MYBRAND.EXCHANGE SERVICES, OR THIS AGREEMENT, EVEN IF MYBRAND.EXCHANGE HAS BEEN ADVISED OF OR KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE, EXCEPT TO THE EXTENT OF A FINAL JUDICIAL DETERMINATION THAT SUCH DAMAGES WERE A RESULT OF MYBRAND.EXCHANGE’S GROSS NEGLIGENCE, FRAUD, WILLFUL MISCONDUCT OR INTENTIONAL VIOLATION OF LAW. THIS MEANS, BY WAY OF EXAMPLE ONLY (AND WITHOUT LIMITING THE SCOPE OF THE PRECEDING SENTENCE), THAT IF YOU CLAIM THAT MYBRAND.EXCHANGE FAILED TO PROCESS A BUY OR SELL TRANSACTION PROPERLY, YOUR DAMAGES ARE LIMITED TO NO MORE THAN THE LESSER OF THE VALUE OF THE SUPPORTED DIGITAL ASSETS AT ISSUE IN THE TRANSACTION OR THE TOTAL VALUE OF THE SUPPORTED DIGITAL ASSETS ON DEPOSIT IN YOUR MYBRAND.EXCHANGE ACCOUNT(S), AND THAT YOU MAY NOT RECOVER FOR LOST PROFITS, LOST BUSINESS OPPORTUNITIES, DIMINUTION IN VALUE OR OTHER TYPES OF SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

THE MYBRAND.EXCHANGE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MYBRAND.EXCHANGE SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND/OR NON-INFRINGEMENT. MYBRAND.EXCHANGE DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO THE MYBRAND.EXCHANGE SITE, ANY PART OF THE MYBRAND.EXCHANGE SERVICES, OR ANY OF THE MATERIALS CONTAINED THEREIN, WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR ERROR-FREE. MYBRAND.EXCHANGE DOES NOT GUARANTEE THAT ANY ORDER WILL BE EXECUTED, ACCEPTED, RECORDED OR REMAIN OPEN. EXCEPT FOR THE EXPRESS STATEMENTS SET FORTH IN THIS AGREEMENT, YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU HAVE NOT RELIED UPON ANY OTHER STATEMENT OR UNDERSTANDING, WHETHER WRITTEN OR ORAL, WITH RESPECT TO YOUR USE AND ACCESS OF THE MYBRAND.EXCHANGE SERVICES AND MYBRAND.EXCHANGE SITE. WITHOUT LIMITING THE FOREGOING, YOU HEREBY UNDERSTAND AND AGREE THAT MYBRAND.EXCHANGE WILL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR RELATING TO: (I) ANY INACCURACY, DEFECT OR OMISSION OF DIGITAL ASSET PRICE DATA, OR ANY ERROR, DELAY OR INTERRUPTION IN THE TRANSMISSION OF SUCH DATA; (II) VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING OUR WEBSITES, SOFTWARE, SYSTEMS OPERATED BY US OR ON OUR BEHALF OR ANY OF THE MYBRAND.EXCHANGE SERVICES OR ANY WEBSITE OR SERVICE LINKED TO OUR WEBSITE; (III) GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND IN OUR WEBSITES, SOFTWARE, SYSTEMS OPERATED BY US OR ON OUR BEHALF OR ANY OF THE MYBRAND.EXCHANGE SERVICES; OR (IV) A SUSPENSION OR OTHER ACTION TAKEN WITH RESPECT TO YOUR MYBRAND.EXCHANGE ACCOUNT.

MB.X will make reasonable efforts to ensure that requests for electronic debits and credits involving bank accounts, credit cards, and check issuances are processed in a timely manner but MB.X makes no representations or warranties regarding the amount of time needed to complete processing which is dependent upon many factors outside of our control.

IF YOU ARE A NEW JERSEY RESIDENT, the provisions of this Section 8.2 are intended to apply only to the extent permitted under New Jersey law.

The foregoing limitations of damages, liability and no warranty provisions set forth above in this Section 8.2 are fundamental elements of the basis of the bargain between MB.X and you.

9. General Provisions

9.1. Entire Agreement. This Agreement, the Privacy Policy, E-Sign Disclosure and Consent Policy, Prohibited Use Policy, and Appendices incorporated by reference herein comprise the entire understanding and agreement between you and MB.X as to the subject matter hereof, and supersedes any and all prior discussions, agreements and understandings of any kind (including without limitation any prior versions of this Agreement), between you and MB.X. Section headings in this Agreement are for convenience only and shall not govern the meaning or interpretation of any provision of this Agreement.

9.2. Assignment. We reserve the right to assign our rights without restriction, including without limitation to any MB.X affiliates or subsidiaries, or to any successor in interest of any business associated with the MB.X Services. In the event that MB.X is acquired by or merged with a third-party entity, we reserve the right, in any of these circumstances, to transfer or assign the information we have collected from you as part of such merger, acquisition, sale, or other change of control. You may not assign any rights and/or licenses granted under this Agreement. Any attempted transfer or assignment by you in violation hereof shall be null and void. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.

9.3. Severability. If any provision of this Agreement shall be determined to be invalid or unenforceable under any rule, law, or regulation of any local, state, or federal government agency, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law and the validity or enforceability of any other provision of this Agreement shall not be affected.

9.4. Survival. All provisions of this Agreement which by their nature extend beyond the expiration or termination of this Agreement, including, without limitation, sections pertaining to suspension or termination, MB.X Account cancellation, debts owed to MB.X, general use of the MB.X Site, disputes with MB.X, and general provisions, shall survive the termination or expiration of this Agreement.

9.5. Governing Law. You agree that the laws of the State of Delaware, without regard to principles of conflict of laws, will govern this Agreement and any Dispute, except to the extent governed by federal law.

9.6. Force Majeure. We shall not be liable for delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, significant market volatility, act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, pandemic, other catastrophe or any other occurrence which is beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.

9.7. Non-Waiver of Rights. This Agreement shall not be construed to waive rights that cannot be waived under applicable laws, including applicable state money transmission laws in the state where you are located. In addition, our failure to insist upon or enforce strict performance by you of any provision of this Agreement or to exercise any right under this Agreement will not be construed as a waiver or relinquishment to any extent of our right to assert or rely upon any such provision or right in that or any other instance.

9.8. Relationship of the Parties. MB.X is an independent contractor for all purposes. Nothing in this Agreement is intended to or shall operate to create a partnership or joint venture between you and MB.X, or authorize you to act as agent of MB.X.

APPENDIX 1: Verification Procedures and Limits

MB.X collects and verifies information about you in order to: (i) protect MB.X and the community from fraudulent users; and (ii) to keep appropriate records of MB.X's customers. Your daily or weekly Conversion limits, MB.X Pro deposit, withdrawal and trading limits, Instant Buy limits, USD Wallet transfer limits, and limits on transactions from a linked payment method are based on the identifying information and/or proof of identity you provide to MB.X.

All U.S. customers who wish to use MB.X Services are required to establish a MB.X Account by:

Providing your name and valid email address, a password and your state of residence;

Certifying that you are 18 years or older;

Accepting User Agreement and Privacy Policy; and

Verifying your identity by submitting the following information:

Name

DOB

Physical address

SSN (or ID # from gov’t issued ID)

Notwithstanding these minimum verification procedures for the referenced MB.X Services, MB.X may require you to provide or verify additional information, or to wait some amount of time after completion of a transaction, before permitting you to use any MB.X Services and/or before permitting you to engage in transactions beyond certain volume limits. You may determine the volume limits associated with your level of identity verification by visiting your account's Limits page.

APPENDIX 2: E-Sign Disclosure and Consent

This policy describes how MB.X delivers communications to you electronically. We may amend this policy at any time by providing a revised version on our website. The revised version will be effective at the time we post it. We will provide you with prior notice of any material changes via our website.

Electronic Delivery of Communications

You agree and consent to receive electronically all communications, agreements, documents, notices and disclosures (collectively, "Communications") that we provide in connection with your MB.X Account(s) and your use of MB.X Services. Communications include:

Terms of use and policies you agree to (e.g., the MB.X User Agreement and Privacy Policy), including updates to these agreements or policies;

Account details, history, transaction receipts, confirmations, and any other Account or transaction information;

Legal, regulatory, and tax disclosures or statements we may be required to make available to you; and

Responses to claims or customer support inquiries filed in connection with your Account.

We will provide these Communications to you by posting them on the MB.X Site, emailing them to you at the primary email address listed in your MB.X profile, communicating to you via instant chat, and/or through other electronic communication such as text message or mobile push notification.

Hardware and Software Requirements

In order to access and retain electronic Communications, you will need the following computer hardware and software:

A device with an Internet connection;

A current web browser that includes 128-bit encryption (e.g. Internet Explorer version 9.0 and above, Firefox version 3.6 and above, Chrome version 31.0 and above, or Safari 7.0 and above) with cookies enabled;

A valid email address (your primary email address on file with MB.X); and

Sufficient storage space to save past Communications or an installed printer to print them.

How to Withdraw Your Consent

You may withdraw your consent to receive Communications electronically by contacting us at support@mybrand.exchange. If you fail to provide or if you withdraw your consent to receive Communications electronically, MB.X reserves the right to immediately close your Account or charge you additional fees for paper copies.

Updating your Information

It is your responsibility to provide us with a true, accurate and complete e-mail address and your contact information, and to keep such information up to date. You understand and agree that if MB.X sends you an electronic Communication but you do not receive it because your primary email address on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, MB.X will be deemed to have provided the Communication to you.

You may update your information by logging into your account and visiting settings or by contacting our support team at support@mybrand.exchange.

APPENDIX 5: ARBITRATION AGREEMENT

1.1. Applicability of Arbitration Agreement. Subject to the terms of this Arbitration Agreement, you and MB.X agree that any dispute, claim, disagreements arising out of or relating in any way to your access to or use of the Services or of the MB.X Site, any Communications you receive, any products sold or distributed through the MB.X Site, the Services, or the User Agreement and prior versions of the User Agreement, including claims and disputes that arose between us before the effective date of these Terms (each, a “Dispute”) will be resolved by binding arbitration, rather than in court, except that: (1) you and MB.X may assert claims or seek relief in small claims court if such claims qualify and remain in small claims court; and (2) you or MB.X may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). For purposes of this Arbitration Agreement, “Dispute” will also include disputes that arose or involve facts occurring before the existence of this or any prior versions of the User Agreement as well as claims that may arise after the termination of this User Agreement.

1.2. Waiver of Jury Trial. YOU AND MYBRAND.EXCHANGE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and MB.X are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in the subsection entitled “Applicability of Arbitration Agreement” above. There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.

1.3. Waiver of Class and Other Non-Individualized Relief. YOU AND MYBRAND.EXCHANGE AGREE THAT, EXCEPT AS SPECIFIED IN SUBSECTION 1.8, EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND DISPUTES OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party's individual claim. Nothing in this paragraph is intended to, nor shall it, affect the terms and conditions under the subsection 1.8 entitled “Batch Arbitration.” Notwithstanding anything to the contrary in this Arbitration Agreement, if a court decides by means of a final decision, not subject to any further appeal or recourse, that the limitations of this subsection, “Waiver of Class and Other Non-Individualized Relief,” are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and MB.X agree that that particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in the State of California. All other Disputes shall be arbitrated or litigated in small claims court. This subsection does not prevent you or MB.X from participating in a class-wide settlement of claims.

1.4. Rules and Forum. The User Agreement evidences a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement and any arbitration proceedings. If the Formal Complaint Process described in Section 7.2 above does not resolve satisfactorily within forty-five (45) business days after receipt of your complaint form, you and MB.X agree that either party shall have the right to finally resolve the Dispute through binding arbitration. The arbitration will be administered by the American Arbitration Association (“AAA”), in accordance with the Consumer Arbitration Rules (the "AAA Rules") then in effect, except as modified by this section of this Arbitration Agreement. The AAA Rules are currently available at https://www.adr.org/sites/default/files/Consumer%20Rules.pdf.

A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Request”). If you initiate the arbitration, you must provide MB.X a copy of your Request through MB.X’s registered agent for service of process. The Request must include: (1) the name, telephone number, mailing address, email address of the party seeking arbitration, and the email addresses associated with the applicable MB.X Account(s); (2) a statement of the legal claims being asserted and the factual bases of those claims; (3) a description of the remedy sought, including an accurate, good faith calculation of the amount in controversy in United States Dollars; (4) a statement certifying completion of the Formal Complaint Process as described above in Section 7.2 (if you are the party making the Request); and (5) evidence that the requesting party has paid any necessary filing fees in connection with such arbitration.

If the party requesting arbitration is represented by counsel, the Request shall also include counsel’s name, telephone number, mailing address, and email address. Such counsel must also sign the Request. By signing the Request, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that: (1) the Request is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (2) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (3) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery.

Unless you and MB.X otherwise agree, or the Batch Arbitration process discussed in subsection 1.8 is triggered, the arbitration will be conducted in the county where you reside. Disputes involving claims, counterclaims, or requests for relief under $25,000, not inclusive of attorneys’ fees and interest, will be conducted solely on the basis of documents you and MB.X submit to the arbitrator. If your claim exceeds $25,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of the arbitration. In any case, you and MB.X agree that we will not request more than three depositions per side in each arbitration or Batch Arbitration proceeding. If the AAA is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any AAA fees and costs will be solely as set forth in the applicable AAA Rules.

You and MB.X agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.

1.5. Arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of Delaware and will be selected by the parties from the AAA's roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) business days of delivery of the Request, then the AAA will appoint the arbitrator in accordance with the AAA Rules, provided that if the Batch Arbitration process under subsection 1.8 is triggered, the AAA will appoint the arbitrator for each batch.

1.6. Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes arising out of or related to the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except for the following: (1) all Disputes arising out of or relating to the Section entitled “Waiver of Class and Other Non-Individualized Relief,” including any claim that all or part of the Section entitled “Waiver of Class and Other Non-Individualized Relief” is unenforceable, illegal, void or voidable, or that such Section entitled “Waiver of Class and Other Non-Individualized Relief” has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator; (2) except as expressly contemplated in the subsection entitled “Batch Arbitration,” all Disputes about the payment of arbitration fees shall be decided only by a court of competent jurisdiction and not by an arbitrator; (3) all Disputes about whether either party has satisfied any condition precedent to arbitration shall be decided only by a court of competent jurisdiction and not by an arbitrator; and (4) all Disputes about which version of the Arbitration Agreement applies shall be decided only by a court of competent jurisdiction and not by an arbitrator. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties, except as expressly provided in the subsection entitled “Batch Arbitration.” The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court having jurisdiction. In any award of damages, the arbitrator shall abide by the “Limitation of Liability” section of this User Agreement.

1.7. Attorneys’ Fees and Costs. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). If you or MB.X need to invoke the authority of a court of competent jurisdiction to compel arbitration, then the party that obtains an order compelling arbitration in such action shall have the right to collect from the other party its reasonable costs, necessary disbursements, and reasonable attorneys' fees incurred in securing an order compelling arbitration. The prevailing party in any court action relating to whether either party has satisfied any condition precedent to arbitration, including the Formal Complaint Process, is entitled to recover their reasonable costs, necessary disbursements, and reasonable attorneys’ fees and costs.

1.8. Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and MB.X agree that in the event that there are one hundred (100) or more individual Requests of a substantially similar nature filed against MB.X by or with the assistance of the same law firm, group of law firms, or organizations, within a thirty (30) day period (or as soon as possible thereafter), the AAA shall (1) administer the arbitration demands in batches of 100 Requests per batch (plus, to the extent there are less than 100 Requests left over after the batching described above, a final batch consisting of the remaining Requests); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award (“Batch Arbitration”).

All parties agree that Requests are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise the AAA, and the AAA shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by MB.X.

You and MB.X agree to cooperate in good faith with the AAA to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Requests, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings.

This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision.

1.9. Modification. Notwithstanding any provision in this User Agreement to the contrary, we agree that if MB.X makes any future material change to this Arbitration Agreement, it will notify you. Your continued use of the MB.X Site and/or Services, including the acceptance of products and services offered on the MB.X Site following the posting of changes to this Arbitration Agreement constitutes your acceptance of any such changes.