Terms of Service

Cashen Labs Inc. Effective Date: April 1, 2026 Last Updated: April 14, 2026

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you — the legal entity accessing or using the Platform ("you," "your," or "Participant") — and Cashen Labs Inc. ("Cashen," "we," "us," or "our"). By accessing or using the Cashen platform (the "Platform") available at cashen.cc (the "Site"), you agree to these Terms in their entirety.

These Terms govern your use of the Platform only. You acknowledge and reaffirm your agreement to these terms each time you access the Platform, use the Site, connect your digital wallet using the Site, initiate transactions through the Site, or otherwise invoke or interact with any individual or blockchain protocol through your use of the Platform or Site. You must immediately discontinue your access and use of the Site if you do not agree to these terms.

Cashen reserves the right to change or modify these Terms at any time and in our sole discretion. If we make material changes to these Terms, we will use reasonable efforts to provide notice of such changes, such as by providing notice through the Service or updating the "Last Updated" date at the beginning of these Terms. By continuing to access or use the Platform or Site, you confirm your acceptance of the revised Terms and all of the terms incorporated therein by reference effective as of the date these Terms are updated. It is your sole responsibility to review the Terms from time to time to view such changes and to ensure that you understand the terms and conditions that apply when you access or use the Platform or Site. Individual deal transactions are governed by the applicable deal agreements between Participants, including the Master Loan Agreement ("MLA"), Master Digital Asset Credit Agreement ("MDACA"), Platform Agency Agreement, and any other agreements entered into in connection with specific deals. In the event of a conflict between these Terms and an executed deal agreement, the deal agreement governs with respect to the subject matter of that deal.

Please read these Terms carefully. Aspects of these Terms limits certain rights, including the right to maintain a court action, the right to a jury trial, the right to participate in any form of class or representative claim, the right to engage in discovery except as provided in American Arbitration Association Consumer Arbitration rules, and the right to certain remedies and forms of relief.

2. Platform Description

Cashen is a deal execution platform for institutional digital asset transactions built on the Canton Network. Cashen acts exclusively as a ministerial agent — performing administrative, monitoring, and enforcement functions on behalf of and at the direction of deal Participants.

What Cashen Does

Facilitates deal negotiation, matching, and execution between institutional Participants. Monitors deal health, including loan-to-value ratios and collateral thresholds. Issues collateral lock and release instructions to qualified custodians. Triggers margin calls and enforces liquidation procedures in accordance with deal terms. Maintains deal records and provides reporting.

What Cashen Does Not Do

Cashen does not ever have possession, custody, or control of Participants digital assets or other assets held in your digital wallet, nor does it stand as an intermediary, processor, escrow agent, or direct beneficiary of any transactions conducted by Participant involving other users of the Site or Platform or qualified custodians. The Company is not a party or principal to any agreement or transactions involving you and other users or assets. Your technical, legal, property, and economic interests, relationships, or rights as between you and other users of the Site or Platform are facilitated exclusively by the non-custodial smart contracts comprising the Platform, or your own voluntary actions, which Cashen does not control. The Company is not a wallet provider, exchange, broker, financial institution, money services business, trust, or creditor. All deal decisions are made by Participants in their sole discretion. Cashen does not guarantee the performance, creditworthiness, or solvency of any Participant.

3. Eligibility

3.1 Institutional Participants Only

The Platform is available exclusively to legal entities that have: (a) successfully completed Cashen's Know Your Business ("KYB") and Anti-Money Laundering ("AML") verification process; (b) executed the required Platform agreements, including the Platform Agency Agreement; and (c) been approved and granted access by Cashen in its sole discretion.

Individual retail users are not permitted to access or use the Platform. By using the Platform, you represent and warrant that you are acting on behalf of a duly organized legal entity and that you are authorized to bind that entity to these Terms.

3.2 Jurisdiction

You represent that your entity is not organized under the laws of, and your authorized representatives are not located in, any jurisdiction where use of the Platform would violate applicable law. You further represent that neither your entity nor any of its beneficial owners or directors are subject to sanctions imposed by the United States (OFAC), the European Union, the United Kingdom, or the United Nations.

3.3 Ongoing Obligations

You agree to: provide accurate, current, and complete information during onboarding and promptly update such information if it changes; notify Cashen promptly of any change in beneficial ownership (25% or greater), directorship, jurisdiction, or corporate structure; cooperate with periodic re-screening and enhanced due diligence requests; and maintain compliance with all applicable laws and regulations. Failure to comply may result in suspension or termination of your account.

4. Accounts and Access

4.1 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account. You agree to notify Cashen immediately at compliance@cashen.cc of any unauthorized access or use of your account.

4.2 Authorized Users

You may designate authorized users to act on behalf of your entity on the Platform. You are responsible for the actions of all authorized users associated with your account and for ensuring that each authorized user complies with these Terms.

4.3 Permissions

Cashen assigns Platform permissions (including the ability to post deals as a lender, borrower, or both) based on your entity's profile and approval status. Cashen may modify these permissions at any time.

5. Platform Fees

5.1 Fee Structure

Cashen charges a platform fee equal to ten percent (10%) of realized lender yield on each deal executed through the Platform. This fee is calculated and enforced at the platform level and is not configurable on a per-deal basis.

5.2 Fee Calculation

Fees accrue as yield is realized over the life of a deal and are settled in accordance with the applicable deal terms. Specific fee mechanics, including calculation methodology and settlement timing, are set forth in the Platform Agency Agreement.

5.3 Changes to Fees

Cashen reserves the right to modify its fee structure with thirty (30) days' prior written notice. Fee changes do not apply retroactively to deals executed before the effective date of the change.

6. Deal Execution

6.1 Participant Responsibility

All deals are entered into between Participants in their sole discretion. Cashen does not evaluate the merits, risks, or suitability of any deal for any Participant. You are solely responsible for: evaluating the creditworthiness of your counterparty; assessing the risks of any deal, including market risk, liquidity risk, and counterparty risk; ensuring that any deal complies with your internal policies and applicable laws; and obtaining independent legal, tax, and financial advice as appropriate.

6.2 Deal Agreements

Specific deal terms — including collateral requirements, loan-to-value thresholds, margin call procedures, notice periods, recall rights, interest rates, and liquidation triggers — are governed by the applicable deal agreements between Participants and are not governed by these Terms.

6.3 Ministerial Enforcement

Cashen executes enforcement actions (including margin calls, collateral lock instructions, and liquidation triggers) as a ministerial agent in accordance with the terms of the applicable deal agreements. Cashen exercises no independent discretion in these actions. Cashen's obligation is to follow the procedures defined in the deal agreements — not to guarantee any particular outcome.

6.4 No Guarantee of Execution

Cashen does not guarantee that any deal will be matched, executed, or completed. The Platform may experience interruptions, delays, or errors that affect deal execution. Cashen is not liable for any loss resulting from failure or delay in deal execution.

7. Custody and Collateral

7.1 Third-Party Custody

All digital assets used as collateral in deals executed through the Platform are held by qualified third-party custodians, including without limitation BitGo and Copper. Cashen does not hold, control, or take custody of any Participant's digital assets.

7.2 Collateral Instructions

Cashen issues collateral lock, release, and transfer instructions to custodians as a ministerial agent pursuant to pre-authorized instruction sets defined in the applicable Custodian Integration Agreement and deal agreements. Custodians execute these instructions directly. Cashen's role is limited to issuing instructions — not executing transfers.

7.3 Custodian Risk

You acknowledge that the security, availability, and performance of custodial services are the responsibility of the custodian. Cashen is not responsible for any loss of digital assets resulting from custodian insolvency, security breach, operational failure, or any other act or omission of a custodian.

8. Oracle and Pricing Data

8.1 Third-Party Oracles

The Platform uses third-party oracle providers for pricing data used in loan-to-value monitoring, margin calculations, and related deal health assessments. The specific oracle provider(s), pricing methodology, update frequency, and fallback procedures are described in the Oracle Disclosure document, which is incorporated by reference into the applicable deal agreements.

8.2 Pricing Risk

You acknowledge that oracle pricing data may be delayed, inaccurate, or temporarily unavailable. Cashen does not guarantee the accuracy, timeliness, or availability of pricing data. Margin calls and liquidation triggers based on oracle data are executed as defined in the deal agreements, and Cashen is not liable for any loss resulting from pricing inaccuracies or delays.

9. Canton Network

9.1 Network Dependency

The Platform operates on the Canton Network. You acknowledge that the availability and performance of the Platform depends in part on the Canton Network infrastructure, which is not controlled by Cashen.

9.2 Ledger Records

Certain deal-related data may be recorded on the Canton Network ledger. Data committed to a distributed ledger is subject to the characteristics of that ledger, including limitations on modification or deletion. Canton employs a privacy-preserving architecture in which transaction data is visible only to parties to the transaction.

9.3 Network Risks

You acknowledge the risks inherent in distributed ledger technology, including network congestion, protocol changes, validator failures, and consensus mechanism risks. Cashen is not liable for any loss resulting from Canton Network disruptions or changes.

10. Intellectual Property

The Platform, including all software, interfaces, content, trademarks, and documentation, is the property of Cashen or its licensors. Subject to your compliance with these Terms, Cashen grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for its intended institutional purposes.

You may not: copy, modify, or create derivative works of the Platform; reverse engineer, decompile, or disassemble any part of the Platform; access the Platform to build a competing product or service; sublicense or transfer your access to any third party; or use any automated means to access the Platform without Cashen's prior written consent.

11. Prohibited Conduct

You agree not to: use the Platform for any unlawful purpose; provide false, misleading, or fraudulent information; attempt to circumvent KYB/AML procedures or sanctions controls; interfere with or disrupt the Platform; access another Participant's account or data without authorization; use the Platform to facilitate money laundering, terrorist financing, sanctions evasion, or other financial crime; or engage in market manipulation or any activity intended to artificially affect deal pricing or execution.

12. Disclaimers

12.1 "As Is" Basis

THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CASHEN DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

12.2 No Fiduciary Duty

Cashen does not owe any fiduciary duty to any Participant. Cashen's obligations are limited to those expressly set forth in these Terms and in the applicable deal agreements. Cashen acts as a ministerial agent and does not exercise discretionary judgment on behalf of any Participant.

12.3 No Guarantee of Returns

Cashen does not guarantee any return, yield, or financial outcome on any deal. Past performance of the Platform or any Participant is not indicative of future results.

12.4 Non-Reliance

You are knowledgeable, experienced, and sophisticated in using and evaluating blockchain and related technologies, digital assets, and "smart contracts." You represent that you have sufficient knowledge, market sophistication, professional advice, and experience to make your own evaluation of the merits and risks of any transaction conducted via the Site or Platform or any underlying digital asset. You have conducted your own thorough independent investigation and analysis of the Site and Platform and the other matters contemplated by these Terms. You agree that you have had the full opportunity to review any agreement, smart contract, and all related functions, permissions, and information. You have not relied upon any information, statement, omission, representation, or warranty, express or implied, written or oral, made by or on behalf of Cashen in connection therewith, except as expressly set forth by Cashen in these Terms. You further acknowledge the risks associated with digital assets, including extreme price volatility, regulatory uncertainty, technology risks (including smart contract and protocol-level risks), liquidity risk, and the risk of total loss. Cashen is not responsible for any diminution in the value of digital assets.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CASHEN, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR DIGITAL ASSETS, ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM, REGARDLESS OF THE THEORY OF LIABILITY.

CASHEN'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL PLATFORM FEES PAID BY YOU TO CASHEN DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED THOUSAND U.S. DOLLARS ($100,000).

Nothing in these Terms excludes or limits liability for fraud, gross negligence, willful misconduct, or any liability that cannot be excluded or limited under applicable law.

14. Indemnification

You agree to indemnify, defend, and hold harmless Cashen and its affiliates, directors, officers, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or related to: your use of the Platform; your breach of these Terms; your violation of any applicable law or regulation; any deal entered into through the Platform; or any dispute between you and another Participant.

15. Suspension and Termination

Cashen may suspend or terminate your access to the Platform at any time, with or without notice, for any reason, including: breach of these Terms; failure to comply with KYB/AML requirements; sanctions screening results; suspicious or potentially fraudulent activity; legal or regulatory requirements; or discontinuation of the Platform.

You may terminate your account by providing written notice to compliance@cashen.cc. Termination does not relieve you of any obligations under outstanding deal agreements or any fees accrued prior to termination.

Upon termination: your license to access the Platform is revoked; outstanding deals continue to be governed by the applicable deal agreements until fully settled or unwound; and Cashen retains information as required by applicable law and our data retention policies.

16. Arbitration Agreement & Waiver of Certain Rights, Including Class Actions

Please read this section carefully because it limits certain rights, including the right to maintain a court action, the right to a jury trial, the right to participate in any form of class or representative claim, the right to engage in discovery except as provided in the Consumer Arbitration Rules of the American Arbitration Association (AAA) and the right to certain remedies and forms of relief. Other rights that you or Cashen would have in court also may not be available in arbitration. This section does not govern disputes between users or between users and third parties. Cashen does not provide dispute resolution services for such disagreements and the parties must resolve those disputes directly.

16.1 You and Cashen Agree to Binding Arbitration and To Waive a Jury Trial

You and Cashen agree to resolve any disputes between us through binding and final arbitration, other than claims that qualify to be brought in small claims court. You waive your right to any jury trial of any claim against Cashen and its officers, directors, employees, agents, successors, assigns, affiliates, shareholders, parents, subsidiaries, agents and licensors. Cashen waives its right to any jury trial of any claim against you.

Any and all disputes, controversies, claims and counterclaims, arising between You and Cashen of any type or nature whatsoever, including but not limited to those relating to these Terms of Service, our Services, the Site or Platform, or any transaction conducted through the Site or Platform, other than those that qualify to be brought in small claims court, ("Disputes") must be submitted for binding arbitration under the American Arbitration Association (AAA). But first, You and Cashen both agree to engage in good-faith efforts to resolve disputes prior to either party initiating an arbitration, small claims court proceeding, or equitable relief for intellectual property infringement. The arbitration will be heard and determined by a single arbitrator, who may decide whether a dispute is subject to arbitration, and whose decision on all issues will be final and binding upon the parties and may be enforced in any court of competent jurisdiction. You and Cashen agree that the arbitration will be kept confidential and that the existence of the proceeding and any element of it (including, without limitation, any pleadings, briefs or other documents submitted or exchanged and any testimony or other oral submissions and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration or by applicable disclosure rules and regulations of securities, regulatory authorities, or other governmental agencies.

This arbitration agreement does not preclude You or Cashen from seeking action by federal, state, or local government agencies consistent with these Terms. Specifically, the right of You and Cashen may bring qualifying claims in small claims court. In addition, You or Cashen may ask any court of competent jurisdiction to compel arbitration of any dispute, other than one that qualifies to be filed in small claims court, or to enforce the arbitrator's award. Other than small claims actions and actions to compel arbitration or enforce the arbitrator's award, Cashen and You must arbitrate all Disputes.

16.2 Arbitration Costs

If you demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Cashen will pay as much of the administrative costs and arbitrator fees required for the arbitration as the arbitrator deems necessary to prevent the cost of the arbitration from being prohibitive. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate.

16.3 Class Action Waiver

You may not act as a class representative nor participate as a class member of any class claimants with respect to any claim. Claims may not be arbitrated on a class, collective, or representative basis. You may only bring individual claims, and the arbitrator may only decide individual claims. The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated.

16.4 Governing Law and Venue

These Terms and your access to and use of the Service shall be governed by and construed and enforced in accordance with the laws of the State of Delaware (without regard to conflict of law rules or principles of the State of Delaware, or any other jurisdiction that would cause the application of the laws of any other jurisdiction). Any dispute between the parties that is not subject to arbitration as set forth herein or cannot be heard in small claims court, shall be resolved in the state or federal courts of New Castle County in the State of Delaware, and the United States, respectively, sitting in the State of Delaware.

17. Modifications

If you breach any of the provisions of these Terms, all licenses and privileges granted by the Company will terminate automatically. Additionally, notwithstanding anything contained in these Terms, we reserve the right, with or without notice and in our sole discretion, to suspend, disable, terminate, or delete your Account and/or your ability to access or use the Service (or any part of the foregoing) at any time and for any or no reason, and you acknowledge and agree that we shall have no liability or obligation to you in such event and that you will not be entitled to a refund of any amounts that you have already paid to us.

18. General Provisions

These Terms, together with the Privacy Policy and any executed deal agreements, constitute the entire agreement between you and Cashen regarding the Platform and supersede all prior negotiations, representations, or agreements relating to the same subject matter.

If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions remain in full force and effect. No failure or delay by Cashen in exercising any right shall operate as a waiver. You may not assign these Terms without Cashen's prior written consent. Cashen may assign these Terms without restriction.

Cashen shall not be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including natural disasters, war, governmental actions, network or infrastructure failures, or disruptions to the Canton Network.

19. Contact Us

If you have questions about these Terms, contact us at:

Cashen Labs Inc. Email: compliance@cashen.cc Website: cashen.cc