AGREEMENT FOR REGISTRATION AS A SPARTAN DATA CENTER

1.1 The BSN Spartan Network means a decentralized cloud service network established by Red Date. The BSN Spartan Network is intended to be co-governed by members of the BSN Foundation (in preparation).

1.2 A Spartan Data Center is a software system that contains one or more registered full nodes of different non-cryptocurrency public chains on the BSN Spartan Network. An NTT wallet must be set up for each Spartan Data Center, which will be used to transact NTT to purchase gas credits and receive incentives.

1.3 By registering as a Spartan Data Center, you are agreeing to be bound by the terms and conditions of this Agreement.

2.1 You shall ensure that you have the right to legally use the BSN Spartan Network and that you comply with all applicable laws, regulations, and policies. You will ensure that your and End User’s use of the BSN Spartan Network will not violate any applicable law. You are solely responsible for the installation and deployment of the Software on your local system.

2.2 You shall not access, and shall ensure that no End User access, the BSN Spartan Network from the countries or regions (and/or such other countries or regions as we may specify from time to time) listed below (“Restricted Territories”). The BSN Spartan Network restricts user access to the BSN Spartan Network from the Restricted Territories. All Spartan Data Centers physically located in the Restricted Territories may be disconnected from the BSN Spartan Network at any time without prior notice.

Restricted Territories

Algeria

Bahrain

Bangladesh

Bolivia

Mainland China

Colombia

Dominican Republic

Ghana

Iran

Iraq

Kazakhstan

Nepal

Nigeria

North Macedonia

(The above list may be updated by us from time to time without prior notice, and we will not be liable for any losses incurred by you as a result.)

2.3 You cannot accept this Agreement if you are under legal age.

3.1 Subject to this Agreement, you may register as a Spartan Data Center on the BSN Spartan Network on an anonymous basis.

3.2 You are responsible for downloading and deploying the Software locally. You shall comply with the Spartan License of the Software and be fully and solely responsible for the operation, maintenance and data security of the localized system, including but not limited to, the Spartan Data Center software, non-cryptocurrency full nodes, and any third-party software, applications, and tools you choose to install, as well as the security of your local system, data, and hardware.

3.3 You will ensure that all End Users comply with your obligations under this Agreement and that the terms of your agreement with each End User are consistent with this Agreement. If you become aware of any violation of your obligations under this Agreement caused by an End User, you will immediately suspend access to the BSN Spartan Network by such End User.

3.4 You shall comply with all rules, regulations and terms of the BSN Spartan Network as published on the Website from time to time.

3.5 You may, on the BSN Spartan Network:

(a) purchase NTT using fiat currency or designated stablecoins.

(b) exchange NTT into Gas Credit.

(c) obtain NTT based on the incentive programs as effective on the BSN Spartan Network and published on the Website from time to timeprovided that Gas Credit may not be exchanged back to NTT and no refund of any Gas Credit is permitted.

3.6 We do not collect any identifying information about you other than your email address. Please check your emails frequently and always make the email account available to receive emails, as we may send you important notifications such as security patches and software updates. We are not responsible for any system problems or losses that may occur due to non-receipt of such notifications due to incorrect/inactive email address.

3.7 You must not:

(a) use any type of spider, virus, worm, Trojan horse, time bomb or any other codes or instructions designed to distort, remove, damage, simulate or disassemble the BSN Spartan Network; or

(b) send unsolicited communications (also referred to as ‘SPAM’, ‘SPIM’ or ‘SPIT’) or any communications not permitted by applicable law or phishing or pharming using the BSN Spartan Network, or impersonating or misrepresenting affiliation with another person or entity; or

(c) expose any third party to material which is offensive, harmful to minors, indecent or otherwise objectionable in any way; or

(e) use any material or content that is subject to any proprietary rights of any third party, unless you obtain a license or permission from the owner of such rights; or

(f) collect or obtain any personally identifiable information, including account names, from the BSN Spartan Network; or

(g) impact or attempt to impact the availability of the BSN Spartan Network, for example, with a denial of service (DOS) or distributed denial of service (DDoS) attack; or

(h) use or launch any automated system, including but not limited to, robots, spiders or offline readers that access the BSN Spartan Network.

4.1 You will pay us the applicable fees and charges for use of the BSN Spartan Network as described on the Website using one of the payment methods we support. All amounts payable by you under this Agreement will be paid to us without setoff or counterclaim, and without any deduction or withholding. Fees and charges for use of the BSN Spartan Network will be effective when we post updated fees and charges on the Website, unless we expressly state otherwise in a notice. We may increase or add new fees and charges by giving you at least 30 days’ prior notice.

4.2 Each party will be responsible, as required under applicable law, for identifying and paying all taxes and other governmental fees and charges (and any penalties, interest, and other additions thereto) that are imposed on that party upon or with respect to the transactions and payments under this Agreement. All fees payable by you are exclusive of Taxes, except where applicable law requires otherwise. We may charge and you will pay applicable Taxes that we are legally obligated or authorized to collect from you. You will provide such information to us as reasonably required to determine whether we are obligated to collect Taxes from you. We will not collect, and you will not pay, any Tax for which you furnish us a properly completed exemption certificate or a direct payment permit certificate for which we may claim an available exemption from such Tax. All payments made by you to us under this Agreement will be made free and clear of any deduction or withholding, as may be required by law. If any such deduction or withholding (including but not limited to cross-border withholding taxes) is required on any payment, you will pay such additional amounts as are necessary so that the net amount received by us is equal to the amount then due and payable under this Agreement. We will provide you with such tax forms as are reasonably requested in order to reduce or eliminate the amount of any withholding or deduction for taxes in respect of payments made under this Agreement.

5.1 You will defend, indemnify, and hold harmless us, our affiliates and licensors, and each of their respective employees, officers, directors, and representatives from and against any Losses arising out of or relating to any third-party claim concerning: (a) your or any End Users’ use of the BSN Spartan Network (including any activities under your account and use by your employees and personnel); (b) breach of this Agreement or violation of applicable law by you, End Users; or (c) a dispute between you and any End User. You will reimburse us for reasonable attorneys’ fees, as well as our employees’ and contractors’ time and materials spent responding to any third party subpoena or other compulsory legal order or process associated with third party claims described in (a) through (c) above at our then-current hourly rates.

5.2 The obligations under this Section 5 will apply only if the party seeking defense or indemnity: (a) gives the other party prompt written notice of the claim; (b) permits the other party to control the defense and settlement of the claim; and (c) reasonably cooperates with the other party (at the other party’s expense) in the defense and settlement of the claim. In no event will a party agree to any settlement of any claim that involves any commitment, other than the payment of money, without the written consent of the other party.

EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW: (A) WE AND OUR AFFILIATES AND LICENSORS DO NOT MAKE ANY OTHER WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR USE, NONINFRINGEMENT OR QUIET ENJOYMENT; (B) WE AND OUR AFFILIATES AND LICENSORS ARE NOT RESPONSIBLE OR LIABLE FOR THE DELETION OF OR FAILURE TO STORE ANY YOUR DATA AND OTHER COMMUNICATIONS MAINTAINED OR TRANSMITTED THROUGH USE OF THE SOFTWARE OR THE BSN SPARTAN NETWORK; (C) YOU ARE SOLELY RESPONSIBLE FOR SECURING AND BACKING UP ITS APPLICATION, PROJECT, AND END USERS’ DATA; AND (D) NEITHER WE NOR OUR AFFILIATE AND LICENSORS WARRANTS THAT THE OPERATION OF THE SOFTWARE OR THE BSN SPARTAN NETWORK WILL BE ERROR-FREE OR UNINTERRUPTED OR FREE OF HARMFUL COMPONENTS OR THAT ANY CONTENT WILL BE SECURE OR NOT OTHERWISE LOST OR ALTERD. NEITHER THE SOFTWARE NOR THE BSN SPARTAN NETWORK ARE DESIGNED, MANUFACTURED, OR INTENDED FOR HIGH RISK ACTIVITIES.

We will not collect your private data and your End Users’ private data. You are fully and solely responsible for the confidentiality of your private data and those of your End Users in your local systems and on the non-cryptocurrency public chains on the BSN Spartan Network.

WE AND OUR AFFILIATES AND LICENSORS WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, REVENUES, CUSTOMERS, OPPORTUNITIES, GOODWILL, USE, OR DATA), EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE RESPONSIBLE FOR ANY COMPENSATION, REIMBURSEMENT, OR DAMAGES ARISING IN CONNECTION WITH: (A) YOUR INABILITY TO USE THE BSN SPARTAN NETWORK, INCLUDING AS A RESULT OF ANY (I) TERMINATION OR SUSPENSION OF THIS AGREEMENT OR YOUR USE OF OR ACCESS TO THE BSN SPARTAN NETWORK, (II) OUR DISCONTINUATION OF ANY OR ALL OF THE SERVICE OFFERINGS OF THE BSN SPARTAN NETWORK, OR, (III) ANY UNANTICIPATED OR UNSCHEDULED DOWNTIME OF ALL OR A PORTION OF THE BSN SPARTAN NETWORK FOR ANY REASON; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; (C) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY YOU IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF OR ACCESS TO THE BSN SPARTAN NETWORK; OR (D) ANY UNAUTHORIZED ACCESS TO, ALTERATION OF, OR THE DELETION, DESTRUCTION, DAMAGE, LOSS OR FAILURE TO STORE ANY OF YOUR CONTENT OR OTHER DATA. IN ANY CASE, OUR AND OUR AFFILIATES’ AND LICENSORS’ AGGREGATE LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE AMOUNT YOU ACTUALLY PAY US UNDER THIS AGREEMENT FOR THE SERVICE THAT GAVE RISE TO THE CLAIM DURING THE 1 MONTH BEFORE THE LIABILITY AROSE, NOT EXCEEDING A TOTAL OF 3,000 US DOLLARS. THE LIMITATIONS IN THIS SECTION 8 APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

We may modify this Agreement at any time by posting a revised version on the Website or by otherwise notifying you in accordance with Section 10.7. The modified terms will become effective upon posting or, if we notify you by email, as stated in the email message. By continuing to use the BSN Spartan Network after the effective date of any modifications to this Agreement, you agree to be bound by the modified terms. It is your responsibility to check the Website regularly for modifications to this Agreement. We last modified this Agreement on the date indicated on the Website.

10.1 Assignment. We may assign this Agreement without your consent. Subject to the foregoing, this Agreement will be binding upon, and inure to the benefit of the parties and their respective permitted successors and assigns.

10.2 Entire Agreement. This Agreement is the entire agreement between you and us regarding the subject matter of this Agreement. This Agreement supersedes all prior or contemporaneous representations, understandings, agreements, or communications between you and us, whether written or verbal, regarding the subject matter of this Agreement.

10.3 No Partnership or Agency. Nothing in this agreement is intended to, or shall be deemed to, establish any partnership or joint authorise venture between any of the parties, constitute any party the agent of another party, or any party to make or enter into any commitments for or on behalf of any other party.

10.4 Governing Law. This agreement will be governed by and construed in accordance with the laws of Hong Kong.

10.5 Dispute Resolution.

(a) In the event of any dispute, controversy, difference or claim arising from or in connection with this agreement including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it, the parties shall first use best endeavours to resolve such dispute, controversy, difference or claim amicably.

(b) If resolution cannot be reached within thirty (30) calendar days, any dispute or claim arising out of or relating to this agreement shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (“HKIAC”) under the HKIAC Administered Arbitration Rules in force when the Notice of Arbitration is submitted. The law of this arbitration clause shall be Hong Kong laws. The seat of arbitration shall be Hong Kong. The number of arbitrators shall be one. The arbitration proceedings shall be conducted in English.

(c) Notwithstanding anything to the contrary contained in this agreement, and without limiting any rights of either party under this agreement, either party has the right to seek any preliminary injunction or other equitable relief in any court of competent jurisdiction to enforce that party’s rights hereunder.

10.6 Language. All communications and notices made or given pursuant to this Agreement must be in the English language. If we provide a translation of the English language version of this Agreement, the English language version of this Agreement will control if there is any conflict.

10.7 Notice.

(a) To You. We may provide any notice to you under this Agreement by: (i) posting a notice on the Website; or (ii) sending a message to the email address then associated with your account. Notices we provide by posting on the Website will be effective upon posting and notices we provide by email will be effective when we send the email. It is your responsibility to keep your email address current. You will be deemed to have received any email sent to the email address then associated with your account when we send the email, whether or not you actually receive the email.

(b) To Us. To give us notice under this Agreement, you must contact us by personal delivery, overnight courier or registered or certified mail to the mailing address, as applicable, listed below. We may update the facsimile number or address for notices to us by posting a notice on the Website. Notices provided by personal delivery will be effective immediately. Notices provided by overnight courier will be effective one business day after they are sent. Notices provided by registered or certified mail will be effective three business days after they are sent.

Entity Mailing address

Red Date (Hong Kong) Technology Limited Level 36, PCCW Tower, Quarry Bay, 979 King’s Road, Hong Kong

10.8 No Third-Party Beneficiaries. Except as set forth in Section 5, this Agreement does not create any third-party beneficiary rights in any individual or entity that is not a party to this Agreement.

“BSN Foundation” or “Foundation” means a proposed non-profit organization called BSN Foundation to be established as the top governing body of the BSN Spartan Network. Each member of the Foundation will be entitled to build a consensus node of different non-crypto public chains and has the right to vote on the governance of the BSN Spartan Network.

“BSN Spartan Network” means the BSN Spartan Network, a blockchain project launched by Red Date.

“End User” means any individual or entity that directly or indirectly accesses or uses the BSN Spartan Network under your account.

“Losses” means any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees).

“NTT”, means Non-Tradeable Token, a digital token that is issued on the BSN Spartan Network.

“Red Date” means Red Date (Hong Kong) Technology Limited, a company incorporated in Hong Kong.

“Software” means the data center software for the BSN Spartan Network made available under the Spartan License.

“Spartan License” means the terms and conditions for use, reproduction, and distribution as published by Red Date at https://spartan.bsn.foundation/licenses/license .

“Taxes” means applicable taxes and duties, including, without limitation, VAT, service tax, GST, excise taxes, sales and transactions taxes, and gross receipts tax.

“Website” means https://spartan.bsn.foundation (and any successor or related locations designated by us), as may be updated by us from time to time.