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Bakkt User Agreement

This user account agreement (“User Agreement”) sets forth the respective rights and obligations between you, blockchainzs.org, a Delaware limited liability company (“blockchainzs.org”), Bakkt Marketplace, LLC, a Virginia limited liability company (“Bakkt Marketplace”) and Bakkt Crypto Solutions, LLC, a Delaware limited liability company (“BCS,” “we,” or “us”). Please read through this User Agreement carefully before registering an account and accessing or using the Services (as defined herein).

BY REGISTERING AN ACCOUNT WITH BCS (“Account"), OR BY ACCESSING OR USING OUR SERVICES, YOU ARE BECOMING A DIRECT CUSTOMER OF BCS AND YOU AGREE TO BE LEGALLY BOUND TO THE TERMS AND CONDITIONS CONTAINED IN THIS USER AGREEMENT IN THEIR ENTIRETY, INCLUDING ALL TERMS INCORPORATED BY REFERENCE.

IF YOU DO NOT AGREE TO ANY OF THESE TERMS AND CONDITIONS, INCLUDING THE MANDATORY ARBITRATION PROVISION AND CLASS ACTION WAIVER IN SECTION 16, AND THE MANDATORY INFORMATION SHARING PROVISION IN SECTION 5.1, DO NOT REGISTER AN ACCOUNT OR ACCESS OR USE THE SERVICES.

1. Scope of Service

This User Agreement applies to your access to and use of our Services, as described herein. By registering an Account with BCS, in accordance with the terms and conditions contained in this User Agreement, you may be able to: (i) enter into transactions with BCS through blockchainzs.org's mobile application or website(s) (the "Platform") to purchase and sell supported cryptocurrencies for personal, non-commercial purposes; (ii) deposit and withdraw supported cryptocurrencies from/to external wallets (deposits/withdrawals and purchases/sales of cryptocurrency are referred to herein, collectively, as (“Cryptocurrency Transactions”); (iii) store cryptocurrency in one or more hosted cryptocurrency wallets (“Hosted Wallets”); and (iv) track your Cryptocurrency Transactions and Hosted Wallet balance(s) through the Platform, (clauses (i) through (iii) collectively, the “Services”). You agree that no commercial transactions are contemplated by or permitted under this User Agreement.

2. Modifications to this User Agreement

We reserve the right to make changes to this User Agreement at any time and at our sole discretion. If we make changes, we will post the amended User Agreement to the Platform and update the “Last Updated” date above. We may also attempt to notify you by sending an email notice to the address associated with your Account or by providing notice through the Platform. Using a particular form of notice in some instances does not obligate us to use the same form in other instances. Unless we say otherwise in our notice, the amended User Agreement will be effective immediately and will apply to any then-current and subsequent uses of the Services, including any pending Cryptocurrency Transactions. You are responsible for reviewing this User Agreement each time you access or use our Services. Your continued access to, and use of, your Account and/or the Services after we provide notice will constitute your acceptance of the changes. If you do not agree to any of the amended terms and conditions, you must stop accessing and using the Services and close your Account immediately.

3. Modifications to this User Agreement

1. General Requirements

To register for an Account or to designate an Authorized User (defined below) you must be an individual at least 18 years of age residing in the United States (subject to Section 3.2) and have the legal capacity to enter into this User Agreement. You must also have an account, in good standing, with blockchainzs.org (“blockchainzs.org Account”). Additionally, you must have an account, in good standing, with Bakkt Marketplace or, in the event you are a resident of Hawaii, Puerto Rico or Utah, you must have a funding account, in good standing with BCS (“Bakkt Marketplace Account”).

2. Restricted States

You may not register an Account or use the Services if you are a resident of any state in which BCS is not authorized to provide the Services (“Restricted States”). A current list of Restricted States, which is incorporated by reference, is available at https://bakkt.com and is subject to change at any time.

You hereby represent and warrant that you are not a resident of any Restricted State and that you will not register an Account or use the Services even if our methods, intended to prevent you from registering an Account or using the Services, are not effective or can be bypassed.

3. Restricted Foreign Jurisdictions

You may not register an Account or access or use the Services if you are located in, under the control of, or a citizen or resident of any state, country, territory or other jurisdiction to which the United States has embargoed goods or services, or where your use of the Services would be illegal or otherwise violate any applicable law of such jurisdiction or of the United States (“Restricted Jurisdiction”). We may implement controls to restrict access to the Services from any Restricted Jurisdiction.

You hereby represent and warrant that you are not under the control of, or a citizen or resident of any Restricted Jurisdiction and that you will not access or use any Services while located in any Restricted Jurisdiction, even if our methods, intended to prevent access to and use of the Services from these jurisdictions, are not effective or can be bypassed.

4. Restricted Persons and Activity

You hereby represent and warrant that you have not been identified as a Specially Designated National or placed on any sanctions list by the U.S. Treasury Department’s Office of Foreign Assets Control, the U.S. Commerce Department, or the U.S. Department of State. You further hereby represent and warrant that you will not use our Services to conduct any illegal or illicit activity.

4. Account Registration

1. Personal Information

During the Account registration process you must provide us with information and documentation that we request, or that blockchainzs.org requests on our behalf, for the purpose of establishing and verifying your identity (“Personal Information”). In addition, as a condition to accessing and using the Services, you must authorize blockchainzs.org to share your Personal Information with us pursuant to Section 5.1. Personal Information may include your name, email address, residential address, phone number, date of birth, and taxpayer identification number. Personal Information may also include documentation, such as copies of your government-issued photo identification (for example, your passport, driver’s license, or military identification card), account statements, and other documents as we may require. Personal Information will be retained by us at our discretion and in accordance with applicable laws. You agree to provide us with accurate, current and complete Personal Information.

2. Verification

You hereby authorize us, or a third-party service provider that we designate, to take any measures that we consider necessary to confirm the Personal Information you provide, verify and authenticate your Personal Information, and take any action we deem necessary based on the results. You acknowledge that this process may result in a delay in registering your Account, and that you will not be authorized to access or use the Services until your Account registration has been successfully completed.

5. Account Authorizations

1. Mandatory Information Sharing

You hereby authorize blockchainzs.org to provide BCS and/or Bakkt Marketplace any of your personal information maintained in connection with your blockchainzs.org Account, and to continue sharing such information, and any revisions or additions thereto, with BCS and/or Bakkt Marketplace on an ongoing basis until your Account is either closed or terminated in accordance with this User Agreement. You hereby authorize BCS and/or Bakkt Marketplace to provide blockchainzs.org any of your Personal Information, and to continue sharing such information, and any revisions or additions thereto, with them on an ongoing basis until your blockchainzs.org Account is closed pursuant to the terms and conditions governing your blockchainzs.org Account.

2. Authorization to BCS

You understand and acknowledge that your Account is self-directed, and you hereby appoint BCS as your agent for the purpose of carrying out your instructions in accordance with this User Agreement. You hereby authorize BCS to open and close your Account, place and cancel orders to purchase and sell cryptocurrency (“Orders”), collect and offset any fees or other amounts due to BCS, and take such other steps as are reasonable to carry out your instructions.

3. Authorization to Bakkt Marketplace

You understand and acknowledge that when you submit an Order through the Platform to purchase cryptocurrency, you are authorizing and instructing BCS to instruct Bakkt Marketplace to accept such instruction to transfer the funds required for the Cryptocurrency Transaction from your Bakkt Marketplace Account to your Account. You understand and acknowledge that your Account is provided by BCS and is separate from your blockchainzs.org Account and funds held outside of the Bakkt Marketplace Account may be outside of Bakkt Marketplace’s control.

You understand and acknowledge that Bakkt Marketplace is not involved in the purchase, sale, or custody of the cryptocurrencies in your BCS Account.

6. Account Management

1. Account Access

Once you have successfully registered an Account, you will be able to access your Account by logging into the Platform using the username and password associated with the Platform (collectively, “Login Credentials”). You may only access your Account using your Login Credentials, or as may be authorized or required by us and/or blockchainzs.org. From time to time, BCS and/or blockchainzs.org may require you to change your Login Credentials and re-verify your Personal Information at their discretion and as a condition to your continued access to and use of your Account and the Services.

You hereby represent and warrant that you will not share your Login Credentials with any third-party or permit any third-party to gain access to your Account, and you hereby assume responsibility for any instructions, orders, or actions provided or taken by anyone who has accessed your Account regardless of whether the access was authorized or unauthorized.

Only individuals that have successfully registered an Account (“Users”) are authorized to access and use the Services.

2. Account Maintenance

You are required to maintain the information associated with your Account (“Account Profile”) updated at all times, and you agree to update your Account Profile immediately of any changes to Personal Information that you previously provided. YOU UNDERSTAND THAT A CHANGE IN YOUR STATE OF RESIDENCE MAY IMPACT YOUR ELIGIBILITY TO ACCESS AND USE THE SERVICES, AND HEREBY AGREE TO NOTIFY US IN ADVANCE OF ANY CHANGE IN YOUR STATE OF RESIDENCE. PLEASE REFER TO OUR LIST OF RESTRICTED STATES, WHICH IS AVAILABLE AT https://bakkt.com.

As part of our legal compliance program (“AML Program”), we will monitor your Account and your use of the Services, and review your Personal Information on an ongoing basis, as may be required by law and/or pursuant to our internal policies and procedures. At any time, we may require you to provide us with additional Personal Information as a condition to your continued access to and use of your Account and the Services. During such time, your access to and use of your Account and the Services may be temporarily restricted.

3. Account Security

You are solely responsible for managing and maintaining the security of your Login Credentials and any other forms of authentication, and you understand and acknowledge that neither we nor blockchainzs.org are responsible (and you will not hold us or blockchainzs.org responsible) for any unauthorized access to and or use of your Login Credentials and/or Account (“Unauthorized Access”).

4. Unauthorized Account Activity

You are solely responsible for monitoring your Account for unauthorized or suspicious instructions, orders, actions, or transactions (“Unauthorized Activity”), and agree that neither we nor blockchainzs.org are responsible (and you will not hold us or blockchainzs.org responsible) for any Unauthorized Activity.

You agree to protect your Account from Unauthorized Activity by (i) reviewing, on an ongoing basis, your Transaction History (as defined here) and your Account Profile; (ii) reviewing, immediately upon receipt, any Confirmations (as defined herein) and notices we provide through the Platform, post to your Account or send to the email address associated with your Account; and (iii) verifying that you receive a confirmation from us that an Order or instruction you provide was received, executed or canceled, as applicable, and (iv) in the event of not having received any such confirmation, notifying us within twenty-four (24) hours of such Order or instruction.

5. Potentially Fraudulent Activity

Any actual or suspected Unauthorized Access and/or Unauthorized Activity will be treated by BCS as potentially fraudulent (“Potentially Fraudulent Activity”). You agree to notify us within twenty-four (24) hours if you become aware of or suspect any Potentially Fraudulent Activity, by emailing [email protected]. For avoidance of doubt, you are deemed to be aware of Potentially Fraudulent Activity upon receipt of any notice of the occurrence of such activity. Upon receipt of written notice from you any Potentially Fraudulent Activity, we will take reasonable steps to protect your Account, including, for example, by temporarily restricting access to your Account, suspending any pending Cryptocurrency Transactions, and/or requiring you to change your Login Credentials.

You agree to promptly report any Potentially Fraudulent Activity to legal authorities and provide us a copy of any report prepared by such legal authorities. In the event of an investigation of any Potentially Fraudulent Activity, you further agree to (i) cooperate fully with the legal authorities and BCS in such investigation; (ii) complete any required affidavits promptly, accurately and thoroughly; and (iii) allow BCS, or any third-party designated by us, access to your mobile device, computer, and network as may be relevant to such investigation. You understand and acknowledge that any failure to cooperate in any such investigation may cause delays in regaining access to your Account and any cryptocurrency held in your Hosted Wallet(s).

7. Account Closure

1. Account Closure

You may close your Account at any time and for any reason unless BCS believes, at our sole discretion, that such closure is being performed in an effort to evade an investigation. Closing an Account will not affect any rights or obligations incurred prior to the date of closure in accordance with this User Agreement. Prior to closing your Account, you must liquidate any cryptocurrency balance(s) maintained in your Hosted Wallet(s), the proceeds of which shall be transferred to your Bakkt Marketplace Account.

You understand and acknowledge that you are solely responsible for any fees, costs, expenses, charges or obligations (collectively, "Costs") associated with the closing of your Account. In the event any incurred Costs exceed the value of your Account, you understand and acknowledge that you are responsible for reimbursing BCS the value of such Costs and that you will remain liable to BCS for all obligations incurred in your Account, pursuant to this User Agreement, or otherwise, whether arising before or after the closure of your Account or the termination of this User Agreement.

2. Account Suspension or Termination

By using the Services, you understand and acknowledge that we have the right, at our sole discretion, to immediately suspend or terminate your Account and/or freeze any cryptocurrency balance(s) in your Hosted Wallet(s), without prior notice if (i) we suspect, at our sole discretion, you to be in violation of any provision of this User Agreement, our AML Program, or any applicable laws or regulations; (ii) we are required to do so by law or by any regulatory authority, court order, facially valid subpoena, or binding order of a government authority; (iii) we suspect any suspicious or Unauthorized Activity or any actual or attempted Unauthorized Access; (iv) your blockchainzs.org Account or Bakkt Marketplace Account has been suspended or terminated or you no longer have access to the Platform; (v) you no longer reside in a jurisdiction where BCS is authorized to provide the Services; or (vi) the Account has not been accessed in two years or more. You must notify BCS if you intend to, or actually do, close your blockchainzs.org Account.

If your Account has been suspended or terminated, you will be notified when you attempt to access the Services. We may, at our sole discretion and as permitted by law, provide written notice that your Account has been suspended or terminated. Upon termination of your Account, unless prohibited by law, any remaining cryptocurrency balance(s) in your Hosted Wallet(s) may be liquidated and the proceeds, less any Costs, will be returned to your Bakkt Marketplace Account, at the sole discretion of BCS. In the event your Account is terminated, you hereby authorize BCS to sell any such remaining cryptocurrency balance(s) in your Hosted Wallet(s) at the prevailing market price(s), and transfer the proceeds to your Bakkt Marketplace Account, less any Costs associated with such sale(s), the Account, or its termination.

8. Cryptocurrencies

1. Definition

As used herein, "cryptocurrency" (also referred to as “virtual currency,” “digital currency,” “digital asset,” and “digital commodity”) means a digital representation of value which is based on a cryptographic protocol that can be digitally traded and functions as: (1) a medium of exchange; and/or (2) a unit of account; and/or (3) a store of value, but does not have legal tender status and is not issued or guaranteed by any government. Cryptocurrency is distinguished from “fiat currency” (such as U.S. dollars), which is the coin and paper money of a country that is designated as its legal tender. For more information, please refer to the FATF Report, Virtual Currencies, Key Definitions and Potential AML/CFT Risks, FINANCIAL ACTION TASK FORCE (June 2014), available here.

2. Supported Cryptocurrencies

A list of cryptocurrencies that BCS currently supports is available via the Platform. BCS may delist a cryptocurrency, at any time and for any reason at our sole discretion, including due to changes in a given cryptocurrency’s characteristics after BCS has listed the cryptocurrency or due to a change in the cryptocurrency’s regulatory classification.

3. Network Control

BCS does not own or control any of the underlying software through which blockchain networks are formed and cryptocurrencies are created and transacted. In general, the underlying software for blockchain networks tends to be open source such that anyone can use, copy, modify, and distribute it. By using the Services, you understand and acknowledge that BCS is not responsible for operation of the underlying software and networks that support cryptocurrencies and that BCS makes no guarantee of functionality, security, or availability of such software and networks.

4. Forks

The underlying protocols are subject to sudden changes in operating rules, and third parties may from, time to time, create a copy of a cryptocurrency network and implement changes in operating rules or other features (“Forks”) that may result in more than one version of a network (each, a “Forked Network”) and more than one version of a cryptocurrency (“Forked Assets”).

You understand and acknowledge that Forked Networks, and the available supply of any Forked Assets, are wholly outside of the control of BCS, and you further acknowledge that our ability to deliver Forked Assets resulting from a Forked Network may depend on third parties that are outside of our control. You understand and acknowledge that Forks may materially affect the value, function, and/or even the name of the cryptocurrencies you store in your Hosted Wallet(s). In the event of a Fork, you understand and acknowledge that BCS may temporarily suspend the Services (with or without advance notice to you) while we determine, at our sole discretion, which Forked Network(s) to support.

YOU ACKNOWLEDGE AND HEREBY AGREE THAT BCS MAY DETERMINE, IN OUR SOLE DISCRETION, NOT TO SUPPORT A FORKED NETWORK AND THAT YOU HAVE NO RIGHT, CLAIM, OR OTHER PRIVILEGE TO FORKED ASSETS ON SUCH UNSUPPORTED FORKED NETWORK. YOU HEREBY FURTHER AGREE THAT BCS MAY, IN OUR SOLE DISCRETION, DETERMINE THE APPROACH TO SUCH FORKED ASSETS, WHICH MAY INCLUDE ABANDONING OR OTHERWISE ELECTING NOT TO SUPPORT SUCH FORKED ASSETS AS PART OF THE SERVICES. YOU UNDERSTAND AND HEREBY ACKNOWLEDGE THAT BCS IS UNLIKELY TO SUPPORT MOST FORKED NETWORKS AND THAT MOST FORKED ASSETS WILL LIKELY NOT BE MADE AVAILABLE TO YOU.

5. Risks of Cryptocurrency Trading

There are several risks associated with cryptocurrencies and cryptocurrency trading. By accessing and using the Services, you hereby represent and warrant that you have read our Cryptocurrency Risk Disclosure available at bakkt.com/disclosures, which is incorporated by reference.

9. Cryptocurrency Transactions

1. Market Orders

Orders to purchase or sell cryptocurrency at the prevailing market price (“Market Orders”) are based on the prevailing market price at the time the Market Order is filled. You understand and acknowledge that the price at which your Market Order is filled may vary from the price displayed at the time your Market Order is placed, and you further understand and acknowledge that BCS may, at its sole discretion, cancel any Market Order if the prevailing market price changes significantly from the time the Market Order was placed. You further understand and acknowledge that BCS may, at its sole discretion, cancel any Market Order. BCS, or BCS through blockchainzs.org, will send you a notification upon the occurrence of a cancellation of any Market Order.

2. Order Placement

Orders are placed on the Platform through your Account using your Login Credentials. You understand that all Orders to purchase or sell cryptocurrency will be executed in reliance on your promise that an actual purchase or sale is intended, and that BCS requires full payment in cleared, non-margined funds at the time an Order is filled. You further understand and acknowledge that you are not permitted to place an Order to purchase cryptocurrency unless you have enough funds available in your Bakkt Marketplace Account, and that you are not permitted to place an Order to sell cryptocurrency unless you have enough cryptocurrency available in your BCS Account.

You understand and acknowledge that BCS does not guarantee that an Order you place will be filled, and you further understand and acknowledge that BCS reserves the right to cancel any Order or part of an Order for any reason, including if such Order (i) was placed during a scheduled or unscheduled downtime of BCS, Bakkt Marketplace, or blockchainzs.org, or any third party (ii) violates the terms of this User Agreement, or (iii) is non-marketable.

3. Order Routing

All Orders will be routed to us by or through blockchainzs.org. By using the Services, you understand and acknowledge that all Orders routed to us by or through the Platform which are placed through your Account using your Login Credentials are your Orders, and you agree to be bound by all terms and conditions pertaining to such Orders in accordance with this User Agreement.

4. Source of Funds; Destination of Proceeds

BCS only authorizes the purchase of cryptocurrency using funds maintained in your Bakkt Marketplace Account. You understand and acknowledge that you are not allowed to use funds that are not owned by you to enter into Cryptocurrency Transactions, and that you are not authorized to enter into Cryptocurrency Transactions on behalf of any third party. You hereby represent and warrant that all funds used by you to enter into Cryptocurrency Transactions (presently and in the future) are owned by you and are not the direct or indirect proceeds of any criminal or fraudulent activity.

You understand and acknowledge that any proceeds from the sale of cryptocurrency shall be returned to your Bakkt Marketplace Account, and that you will not have the option to transfer proceeds to any other account, including an account that you own.

5. Transaction Limit

You understand and acknowledge that your use of the Services is subject to a limit on volume (in USD terms) that you may transact in a given time period. Such limits may vary, at our sole discretion, depending on a variety of factors, and we may apply higher limits to certain Users at our discretion.

6. Transaction Record

When your Order is filled, BCS, or blockchainzs.org on behalf of BCS, will send your confirmation (a “Confirmation”) through the Platform or to the email address associated with your Account. We may choose, at our sole discretion and without prior notice to you, to periodically consolidate Orders into a single Confirmation. Confirmations contain the following information: (i) Cryptocurrency Transaction date; (ii) Order type; (iii) trading pair; (iv) amount and U.S. dollar value of cryptocurrency purchased or sold; (v) price information; (vi) fees; (vii) a unique Order identification number; and (viii) any other information we may elect to include at our sole discretion or as required by law.

A record of your Cryptocurrency Transactions (“Transaction History”) conducted during the preceding twelve (12) months is available through your Account on the Platform. Transaction History that is older than twelve (12) months may be requested by emailing [email protected].

BCS maintains records of all Cryptocurrency Transactions for a period as required by law.

7. Right to Offset

In the event that you fail to provide sufficient funds at the time an Order is filled, BCS reserves the right, in our sole discretion, to cancel, reverse or fill such Order in whole or in part. You agree to be responsible for the costs of any such action taken by BCS. You understand and acknowledge that if a failure to provide sufficient funds results in an amount due and owing by you to BCS (a “Negative Balance”), BCS shall have the right to (i) charge a reasonable rate of interest on any such Negative Balance; (ii) offset any such Negative Balance, including any accrued interest and consequential losses, by transferring funds that are or become available in your Bakkt Marketplace Account and transferring the proceeds, up to the value of such Negative Balance, to BCS.

8. Cancellations

Orders may not be canceled by you after they are filled.

9. Errors

You are solely responsible for reviewing your Confirmations and for monitoring your Transaction History for any errors (or any Potentially Fraudulent Activity, as outlined in Section 6.5). You understand and acknowledge that if you have not received a Confirmation or an Order cancellation notice, you are responsible for notifying us via email at [email protected] within twenty-four (24) hours of placing the Order. You further understand and acknowledge that you are solely responsible for reviewing your Confirmations for accuracy and for notifying us of any suspected errors via email at [email protected] within twenty-four (24) hours of the time any such Confirmation was sent.

You hereby waive your right to dispute any Cryptocurrency Transaction unless you notify us of any objections within twenty-four (24) hours of the time in which the applicable Confirmation was sent.

You understand and acknowledge that BCS reserves the right, but has no obligation, to declare null and void a Cryptocurrency Transaction that BCS considers to be erroneous. A Cryptocurrency Transaction may be deemed erroneous when its price is substantially inconsistent with the prevailing price at the time the Order is filled (each, an “Erroneous Transaction”). You understand and acknowledge that you are responsible for ensuring that the appropriate price and Order type is submitted when you place an Order to purchase or sell cryptocurrency with BCS, and that a simple assertion by you that a mistake was made in entering an Order, or that you failed to pay attention to or update an Order, shall not be sufficient to establish it as an Erroneous Transaction. You further understand and acknowledge that if BCS determines that a given Cryptocurrency Transaction is an Erroneous Transaction, BCS may, at our sole discretion, declare it null and void, in whole and in part, even if you do not agree to cancel or modify it, in which case you shall return the cryptocurrency or funds received in the Erroneous Transaction.

10. Downtime

BCS, Bakkt Marketplace, and blockchainzs.org use commercially reasonable efforts to provide the Services in a reliable and secure manner. From time to time, interruptions, errors, delays, or other deficiencies in providing the Services may occur due to a variety of factors, some of which are outside of the parties’ control, and some which may require or result in scheduled maintenance or unscheduled downtime of the Platform or the Services (collectively, "Downtime").

You understand and acknowledge that part or all of the Platform or Services may be unavailable during any such period of Downtime, and you acknowledge that the parties not liable or responsible to you for any inconvenience or losses to you as a result of Downtime. Following Downtime, you further understand and acknowledge that the prevailing market prices of cryptocurrency may differ significantly from the prices prior to such downtime.

10. Hosted Wallets

Cryptocurrencies that you purchase from BCS shall be stored as part of the Services in one or more omnibus Hosted Wallets. BCS shall track the balance and ownership of cryptocurrencies purchased through the Services and stored in Hosted Wallets, and you understand that you can view the balance of cryptocurrencies in your Account through the Platform.

11. General Terms of Service

1. Fees

A schedule of our fees is accessible by logging into the Platform. Fees are subject to change, at our sole discretion, and you understand and acknowledge that you are solely responsible for accessing the fee schedule prior to placing an Order. You hereby acknowledge that your placement of an Order will constitute your acceptance of the fee published at the time the Order is placed.

2. Self-Directed Account

You understand and acknowledge that your Account is self-directed, you are solely responsible for any and all Orders placed through your Account, and all Orders entered by you are unsolicited and based on your own investment decisions. You understand and acknowledge that you have not received and do not expect to receive any investment advice from BCS, blockchainzs.org, or any of their respective affiliates in connection with your Orders. Notwithstanding anything in this User Agreement, you understand and acknowledge that BCS and blockchainzs.org accept no responsibility whatsoever for, and shall in no circumstances be liable to you in connection with, your decisions. You further understand and acknowledge that under no circumstances will your use of the Services be deemed to create a relationship that includes the provision or tendering of investment advice. You acknowledge that neither blockchainzs.org nor BCS, nor any of our respective affiliates, nor any of their employees, agents, principals, or representatives (i) provide investment advice in connection with this Account, (ii) recommend any cryptocurrencies, Cryptocurrency Transactions, or Orders, or (iii) solicit Orders. To the extent research materials or similar information are available through the Platform, you understand that these materials are intended for informational and educational purposes only and they do not constitute a recommendation to enter into any Cryptocurrency Transactions or to engage in any investment strategies.

3. Communications

You understand and acknowledge that all notices and communication with you will be through the Platform, your Account, or via an email sent by us, or by blockchainzs.org on behalf of us, to the email address associated with your Account. To ensure that you receive all of our communications, you agree to keep your email address up-to-date and immediately notify us if there are any changes.

Delivery of any communication to the email address associated with your Account is considered valid. If any email communication is returned as undeliverable, we retain the right to block your access to your Account until you provide and confirm a new and valid email address.

4. Taxes

You understand and acknowledge that BCS and blockchainzs.org do not provide tax or legal advice. You further understand and acknowledge that BCS will report Cryptocurrency Transactions and the proceeds from cryptocurrency sales to the Internal Revenue Service to the extent and manner in which so required by law.

1. U.S. Persons

This subsection is applicable if you are a U.S. person (including a U.S. resident alien) as such term is defined in section 7701(a) of the Internal Revenue Code of 1986, as amended (“U.S. Person”). Under penalties of perjury, you hereby certify that the taxpayer identification number that you have provided or will provide to BCS in connection with your Account (including any taxpayer identification number on any Form W-9 that you have provided or will provide) is your correct taxpayer identification number.

12. Privacy Policy

Please refer to blockchainzs.org's Privacy Policy for information about how blockchainzs.org collects, uses and discloses information about you when you engage with the Platform.

Please refer to BCS’s Privacy Policy at bakkt.com/privacy-policy for information about how we collect, use and disclose information about you when you visit our website.

13. Remedies for Breach; Remedies in General

In the event that you or your officers, managers, partners, directors, affiliates, employees, independent agents or contractors breach any of your representations, warranties, agreements or covenants set forth in this Agreement or otherwise fail to comply with the requirements of this Agreement, any policies of BCS or the terms of service set forth on our website, including without limitation, giving BCS inaccurate or incomplete information for any reason, BCS will have the right to terminate this Agreement and to close your Account. BCS will also have the right to restrict your transactions by refusing to either accept or execute any transactions for your Account. You are liable for all damages suffered by BCS and its affiliates resulting from any such breach by you or your officers, managers, partners, directors, affiliates, employees, independent agents or contractors. Further, in the event of such breach, BCS will have the rights of a secured creditor under all applicable laws with respect to your Account and can (i) recover all damages incurred by BCS and its affiliates by selling any or all of the cryptocurrencies held in your hosted wallet. BCS has sole discretion over what actions, if any, it takes in the event of such breach and may take action without prior notice to you and/or (ii) recover against your accounts with blockchainzs.org. If a breach by you or your officers, managers, partners, directors, affiliates, employees, independent agents or contractors involves participation by other parties with accounts at BCS, you and such parties will be jointly and severally liable for all resulting damages to BCS and its affiliates.

The enumeration in this Agreement of specific remedies shall not be exclusive of any other remedies that may be available at law or in equity. Any delay or failure by any party to this Agreement to exercise any right, power, remedy or privilege herein contained, or now or hereafter existing under any applicable statute or law, shall not be construed to be a waiver of such right, power, remedy or privilege, nor to limit the exercise of such right, power, remedy or privilege, nor shall it preclude the further exercise thereof or the exercise of any other right, power, remedy or privilege.

14. Indemnification

1. Indemnification by You

In addition to any other obligations you may have under other provisions of this Agreement, you agree to indemnify, defend and hold harmless blockchainzs.org, BCS, Bakkt Marketplace, each of their affiliates and all of their officers, directors, managers, partners, employees, independent contractors, or agents, (collectively, the “Indemnified Persons”) from and against all claims, demands, proceedings, suits and actions and all liabilities, losses, expenses, costs (including reasonable legal and accounting fees and expenses), damages, penalties, fines, taxes or amounts due of any kind (collectively, “Losses”) arising out of, in connection with or relating to (A) you or your officers, managers, partners, directors, affiliates, employees, independent agents or contractors, for any reason, fraudulent or otherwise, failing to perform or comply with any obligation, agreement or covenant under this Agreement, the Services or your use of the Services or any other services provided in connection with your Account, the Platform or your use of the Platform, (B) a breach by you or your officers, managers, partners, directors, affiliates, employees, independent agents or contractors, of any representation or warranty made by you under this Agreement or your provision of any inaccurate or incomplete information to any of the Indemnified Persons for any reason in connection with this Agreement, the Services, any other services provided in connection with your Account or the Platform, (C) any negligent, dishonest, fraudulent, or criminal act or omission by your or any of your officers, managers, partners, directors, affiliates, employees, or independent agents or contractors, (D) any claim or dispute between you and blockchainzs.org and (E) any failure by you or your officers, managers, partners, directors, affiliates, employees, independent agents or contractors to comply with any laws, rules or regulations applicable to you or them. Notwithstanding the foregoing, an Indemnified Person shall not be entitled under this paragraph to receive indemnification for that portion, if any, of any liabilities and costs which is solely caused by its own individual gross negligence, willful misconduct or fraud, as determined by arbitration in accordance with Section 16 below.

2. Indemnification Procedures

Upon receipt by any Indemnified Person(s) under this Section 14 of notice of the commencement of any action, and if a claim is to be made against you under this Section 14, the Indemnified Person(s) will promptly notify you; provided, however, that no delay on the part of the Indemnified Person(s) in notifying you shall relieve you from any obligation hereunder unless (and then solely to the extent) you thereby are prejudiced. Further, the omission to promptly notify you will not relieve you from any liability that you may have to any Indemnified Person(s) otherwise than under this Section 14. In any such action brought against any Indemnified Person(s), you will be entitled to participate in and, to the extent that you may wish, to assume the defense thereof, subject to the provisions herein stated, with counsel reasonably satisfactory to such Indemnified Person(s). After notice from you to such Indemnified Person(s) of your election to assume the defense thereof, you will not be liable to such Indemnified Person(s) under this Section 14 for any legal or other expense subsequently incurred by such Indemnified Person(s) in connection with the defense thereof other than reasonable costs of investigation or in the case of an actual or potential conflict of interest between you and any Indemnified Person(s), identified in writing by counsel to the Indemnified Person(s). You shall keep the Indemnified Person(s) informed of the status of the defense of such claims, and you will not agree to any settlement without consent of the Indemnified Person(s), which consent will not be unreasonably withheld. The Indemnified Person(s) shall have the right to employ separate counsel in any such action and to participate in the defense thereof, but the fees and expenses of such counsel shall not, other than in the case of an actual or potential conflict of interest between you and any Indemnified Person(s), be at your expense if you have assumed the defense of the action with counsel satisfactory to the Indemnified Person(s). In the event that the Indemnified Person(s) reasonably believes that you are not adequately defending a claim, the Indemnified Person(s) will have the right to assume the defense of such claims at your sole expense. You will not settle any action unless such settlement completely and finally releases the Indemnified Person(s) from any and all liability and otherwise is acceptable to the Indemnified Person(s). Except with your prior written consent, the Indemnified Person(s), you may not confess any claim or make any compromise in any case in which you may be required to provide indemnification.

15. Limitation of Liability

YOUR ACCOUNT AT BCS, THE SERVICES, YOUR USE OF THE ACCOUNT, PLATFORM, YOUR USE OF THE PLATFORM AND ANY OTHER SERVICES PROVIDED TO YOU IN CONNECTION THEREWITH ARE PROVIDED BY blockchainzs.org, BCS AND THEIR RESPECTIVE AFFILIATES AND ANY OTHER SERVICE PROVIDERS ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTY OF ANY KIND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. blockchainzs.org AND BCS DISCLAIM ALL WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THERE IS NO WARRANTY THAT ANY OF THE SERVICES OR THE PLATFORM, OR ANY DATA OR OTHER INFORMATION PROVIDED TO YOU BY BCS OR ITS AFFILIATES OR THROUGH THE PLATFORM WILL FULFILL ANY PARTICULAR PURPOSES OR NEEDS. THERE IS NO WARRANTY THAT THE SERVICES PROVIDED HEREUNDER OR THE PLATFORM WILL BE ERROR FREE, UNINTERRUPTED, TIMELY, RELIABLE, COMPLETE OR ACCURATE.

None of blockchainzs.org, BCS, Bakkt Marketplace, any of their affiliates nor any of their officers, directors, managers, partners, employees or independent agents or contractors will be liable to you or any of your affiliates for any losses, expenses (including legal fees and costs), liabilities, damages, costs, demands, obligations, penalties, charges, causes of action, claims, fines, taxes or amounts due of any kind (both known and unknown, absolute or contingent, liquidated or unliquidated, direct or indirect, payable now or payable in the future, accrued or not accrued) (collectively, “Losses”) arising out of, related to or resulting from your Account, the Services, the Platform or your use of the Services or Platform, including without limitation any trading or other activities conducted in the Account, the Platform or your use of the Platform, including without limitation, your sending orders for the purchase and sale of cryptocurrencies to BCS and directing the transfer of funds to BCS, and the storage of your cryptocurrencies, except to the extent and only to the extent that your Losses are actual and have been finally determined by a court of competent jurisdiction or arbitration panel to have resulted solely from the gross negligence, intentional misconduct or fraud of blockchainzs.org, BCS, any of their affiliates or any of their officers, directors, managers, partners, employees or independent agents or contractors. You will not be held liable for such actual Losses that have been finally determined to have resulted solely from the gross negligence, intentional misconduct or fraud of blockchainzs.org, BCS, any of their affiliates or any of their officers, directors, managers, partners, employees or independent agents or contractors.

Further, none of blockchainzs.org, BCS, any of its affiliates or any of their officers, directors, managers, partners, employees or agents will have responsibility for Losses or have any other liability to you (i) arising out of or resulting from any actions or inactions or performance of services by any third party or actions of other participants in the markets with respect to your Account or the activities conducted through your Account or (ii) arising out of or resulting from system failures, outages, Unauthorized Access, conversion of property, errors of any kind, government actions, force majeure events, trading suspensions, or any other causes over which BCS does not have direct control. Further, none of blockchainzs.org, BCS, any of their affiliates or any of their officers, directors, managers, partners, employees or agents shall be liable for any Losses that are not direct damages, including without limitation, indirect, special, incidental, punitive, consequential or exemplary damages, which includes trading losses, lost profits and other lost business opportunities relating to the Account, the Services and your use of the Services, the Platform and your use of the Platform, including without limitation for sending orders for the purchase and sale of cryptocurrencies to BCS, directing the transfer of funds to BCS and the storage of your cryptocurrencies.

16. Dispute Resolution

In the event of a dispute between the parties, such dispute shall be settled by arbitration before one arbitrator sitting in Chicago, Illinois, unless the amount in dispute exceeds $1,000,000, in which case the arbitration shall be before three independent arbitrators sitting in Chicago, Illinois.

In the event of a dispute between the parties, such dispute shall be settled by arbitration before one arbitrator sitting in Chicago, Illinois, unless the amount in dispute exceeds $1,000,000, in which case the arbitration shall be before three independent arbitrators sitting in Chicago, Illinois.

1. ARBITRATION DISCLOSURE.

• ARBITRATION IS FINAL AND BINDING ON THE PARTIES.

• THE PARTIES ARE WAIVING THEIR RIGHT TO SEEK REMEDIES IN COURT, INCLUDING THE RIGHT TO JURY TRIAL; PROVIDED, HOWEVER, THAT THE PARTIES RESERVE THE RIGHT TO SEEK PURELY INTERIM OR EQUITABLE RELIEF IN A COURT OF COMPETENT JURISDICTION AS SET FORTH BELOW.

• PRE-ARBITRATION DISCOVERY IS GENERALLY MORE LIMITED THAN AND DIFFERENT FROM COURT PROCEEDINGS.

• THE ARBITRATOR OR ARBITRATION PANEL SHALL ISSUE A REASONED AWARD.

2. ARBITRATION AGREEMENT.

EACH PARTY AGREES TO ADVISE THE OTHER PARTY PROMPTLY IN THE EVENT A DISPUTE ARISES BETWEEN THEM (OR ANY OF THEIR AFFILIATES, IT BEING UNDERSTOOD THAT AFFILIATES ARE BOUND BY THIS USER AGREEMENT). THE PARTIES AGREE TO ATTEMPT TO RESOLVE ANY SUCH DISPUTE INFORMALLY BEFORE FILING A FORMAL ACTION. IF A DISPUTE CANNOT BE RESOLVED INFORMALLY WITHIN THIRTY (30) DAYS, AND MEDIATION (DESCRIBED BELOW) FAILS TO RESOLVE THE DISPUTE, EITHER PARTY MAY FILE AN ARBITRATION DEMAND. NOTWITHSTANDING THE FOREGOING, EITHER PARTY MAY FILE AN ARBITRATION DEMAND PRIOR TO SUCH TIME TO COMPLY WITH ANY STATUTE OF LIMITATION OR TIMING REQUIREMENTS TO PRESERVE ITS CLAIMS.

ANY CONTROVERSY, DEMAND, CAUSE OF ACTION, WHETHER IN TORT, CONTRACT, BY STATUTE OR OTHERWISE, BETWEEN YOU AND BCS (OR ITS AFFILIATES) INCLUDING THOSE ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE ACCOUNT, ANY ACTIVITIES IN THE ACCOUNT, INCLUDING WITHOUT LIMITATION, ANY USE OF THE SERVICES, USE OF THE PLATFORM, THIRD PARTY SERVICES, SENDING ORDERS FOR THE PURCHASE OR SALE OF CRYPTOCURRENCIES, AND THE STORAGE OF YOUR CRYPTOCURRENCIES, SHALL BE EXCLUSIVELY, FULLY AND FINALLY RESOLVED BY BINDING ARBITRATION PURSUANT TO THE JAMS COMPREHENSIVE ARBITRATION RULES AND PROCEDURES (INCLUDING THE EXPEDITED PROCEDURES FOR SUCH RULES IF THE MATTER IS ARBITRATED BY A SINGLE ARBITRATOR). THE ARBITRATION WILL BE HELD IN CHICAGO, ILLINOIS, UNLESS SUCH LOCATION IS NOT CONVENIENT, THE ARBITRATION WILL BE HELD IN THE COUNTY OF YOUR RESIDENCE. ARBITRATION MUST BE COMMENCED BY SERVICE UPON THE OTHER PARTY OF A WRITTEN DEMAND FOR ARBITRATION OR A WRITTEN NOTICE OF INTENTION TO ARBITRATE. THE MATTER SHALL BE DECIDED BY ONE INDEPENDENT ARBITRATOR, UNLESS THE AMOUNT IN DISPUTE IS IN EXCESS OF $1,000,000, THEN THE ARBITRATION SHALL BE DECIDED BY A PANEL OF THREE INDEPENDENT ARBITRATORS, ONE CHOSEN BY BCS, ONE CHOSEN BY YOU AND THE THIRD CHOSEN BY THE FIRST TWO ARBITRATORS. THE ARBITRATOR(S) SHALL HAVE INDUSTRY RELATED EXPERIENCE. THE ARBITRATOR(S) SHALL APPLY THE SUBSTANTIVE LAW OF THE STATE OF DELAWARE WITHOUT GIVING EFFECT TO ANY CONFLICT OF LAWS PRINCIPLES THAT MAY APPLY. THE ARBITRATION ITSELF SHALL BE GOVERNED BY FEDERAL ARBITRATION ACT 9 USC §1 ET. SEQ. AND JUDGMENT UPON THE AWARD MAY BE ENTERED BY ANY COURT HAVING COMPETENT JURISDICTION. THIS CLAUSE SHALL NOT PRECLUDE THE PARTIES FROM SEEKING PROVISIONAL REMEDIES IN AND OF ARBITRATION FROM A COURT OF APPROPRIATE JURISDICTION. THE ARBITRATOR OR PANEL SHALL ISSUE A REASONED AWARD. BCS SHALL BE RESPONSIBLE FOR THE COSTS OF THE ARBITRATION. EACH PARTY SHALL PAY ITS OWN LEGAL FEES AND COSTS. THE ARBITRATORS SHALL BE SPECIFICALLY AUTHORIZED TO AWARD LEGAL FEES AND COSTS OF ARBITRATION TO THE PREVAILING PARTY. IN ANY ARBITRATION ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE ARBITRATOR(S) MAY NOT AWARD ANY INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES FOR LOST PROFITS. THE DUTY TO ARBITRATE DESCRIBED HEREIN SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT. THE PARTIES HEREBY WAIVE TRIAL IN A COURT OF LAW OR BY JURY. ALL ARBITRATION CLAIMS WILL BE BROUGHT ON AN INDIVIDUAL BASIS AND YOU WAIVE ANY RIGHTS YOU HAVE TO PARTICIPATE IN A CLASS ACTION RELATING TO ANY MATTERS DESCRIBED IN THIS DISPUTE RESOLUTION SECTION.

ANY DISPUTE REQUIRING INJUNCTIVE OR OTHER EMERGENCY EQUITABLE RELIEF MAY BE BROUGHT DIRECTLY TO A COURT OF COMPETENT JURISDICTION. THE PARTIES SUBMIT TO THE EXCLUSIVE JURISDICTION AND VENUE OF THE STATE OR FEDERAL COURT LOCATED IN CHICAGO, ILLINOIS FOR ANY SUIT SEEKING INTERIM OR INJUNCTIVE RELIEF OR TO CONFIRM AND EXECUTE UPON THE AWARD. YOU HEREBY AGREE TO SUCH EXCLUSIVE JURISDICTION AND VENUE AND WAIVE ANY RIGHTS YOU MAY HAVE TO CLAIM THAT THE FORUM IS NOT CONVENIENT AND OTHER CLAIMS TO INVALIDATE SUCH JURISDICTION.

BEFORE COMMENCING AN ACTION IN ARBITRATION, THE PARTIES SHALL PROMPTLY SUBMIT ANY DISPUTE THAT THEY HAVE FAILED TO PROMPTLY RESOLVE TO MEDIATION BEFORE JAMS IN CHICAGO, ILLINOIS OR AT A LOCATION AGREED TO BY THE PARTIES, THE PARTIES SHALL JOINTLY SELECT THE MEDIATOR, OR IF THE PARTIES ARE UNABLE TO AGREE UPON A MEDIATOR, THEN THE DISPUTE SHALL BE SUBMITTED TO NON-BINDING MEDIATION BEFORE JAMS. THE COST OF THE MEDIATION SHALL BE PAID BY BCS. IF THE PARTIES ARE UNABLE TO ACHIEVE A MUTUALLY AGREEABLE RESOLUTION OF THE DISPUTE THROUGH MEDIATION WITHIN 60 DAYS AFTER COMMENCEMENT OF MEDIATION PROCEEDINGS, THE PARTIES HEREBY AGREE TO SUBMIT THEIR DISPUTE TO BINDING ARBITRATION DESCRIBED ABOVE. NOTWITHSTANDING THE FOREGOING, EITHER PARTY MAY FILE AN ARBITRATION DEMAND AT ANY TIME TO COMPLY WITH ANY STATUTE OF LIMITATION OR TIMING REQUIREMENTS TO PRESERVE ITS CLAIMS.

THE PARTIES SHALL MAINTAIN THE CONFIDENTIAL NATURE OF THE ARBITRATION PROCEEDING AND THE AWARD, INCLUDING THE HEARING, EXCEPT AS MAY BE NECESSARY TO PREPARE FOR OR CONDUCT THE ARBITRATION HEARING ON THE MERITS, OR EXCEPT AS MAY BE NECESSARY IN CONNECTION WITH A COURT APPLICATION FOR A PRELIMINARY REMEDY, A JUDICIAL CHALLENGE TO AN AWARD OR ITS ENFORCEMENT, OR UNLESS OTHERWISE REQUIRED BY LAW OR JUDICIAL DECISION.

17. Governing Law and Venue

This Agreement shall be governed by the internal laws of the State of Delaware applicable to agreements made and to be performed entirely within the State of Delaware, without regard to the conflicts of law principles that would apply the laws of any other jurisdiction.

18. Legal

1. Regulation

BCS is registered with the U.S. Department of Treasury Financial Crimes Enforcement Network (FinCEN) as a money services business (“MSB”). As a registered MSB, BCS is subject to the Bank Secrecy Act and its implementing regulations (collectively, the “BSA”) which set out the requirements imposed upon financial institutions to implement policies and procedures reasonably designed to detect and prevent money laundering and terrorist financing. You understand and acknowledge that your access to and use of the Services is subject to compliance with BCS’s AML Program. You understand and acknowledge that BCS is not a registered broker-dealer and is not a member of the Financial Industry Regulatory Authority or the Securities Investor Protection Corporation (“SIPC”). You further understand and acknowledge that your cryptocurrency holdings are not protected by the FDIC or SIPC, or any other insurance.

2. Compliance with Applicable Laws

Cryptocurrency Transactions are subject to applicable laws, regulations, and rules of federal and state governmental and regulatory authorities (collectively, “Applicable Laws”). You understand that compliance with Applicable Laws may include compliance with any guidance or direction of any regulatory authority or government agency, any writ of attachment, lien, levy, subpoena, warrant, or other legal order (collectively, “Legal Orders”).

You understand and acknowledge that in no event will BCS be obligated to effectuateany Cryptocurrency Transaction it believes would violate any Applicable Law. You further understand and acknowledge that BCS is not responsible for any losses, whether direct or indirect, that you may incur as a result of BCS’s good faith efforts to comply with any Applicable Law, including any Legal Order.

3. State Licenses and Disclosures

BCS maintains licenses to engage in money transmission activities in certain states, and these licenses may impact our provision and your use of certain Services depending on where you live. BCS’s licenses and corresponding required disclosures can be found at bakkt.com/disclosures, which is incorporated by reference.

Disclosure: BCS Solutions, LLC is not a broker-dealer. Assets held at BCS Solutions, LLC are not protected by SIPC or the FDIC. Purchasing cryptocurrencies comes with a number of risks, including volatile market price swings or flash crashes, fraud, market manipulation, and cybersecurity risks. Please review your account agreement with Bakkt Crypto Solutions, LLC for further elaboration on these risks.

PAYMENT FUNDING SERVICES WITH BAKKT MARKETPLACE, LLC

These General Terms of Service (the "Agreement") constitute a legal contract between you ("Customer") and Bakkt Marketplace, LLC (together with its affiliates, "Bakkt") governing your use of the account which establishes your overall relationship with Bakkt (your “Account”), the wallet provided to you by Bakkt in which Bakkt will hold cash on your behalf (your "Wallet") and the associated services provided by Bakkt as described in this Agreement (the "Service"). In this Agreement, "you" or "your" means all persons responsible for complying with this Agreement, including any persons that you authorize to use your Wallet or your Account (as defined in Section 3.1), and "we," "our" or "us" means Bakkt. In the event you are a resident of Hawaii, Puerto Rico or Utah, your Account and Wallet will be held by Bakkt Crypto Solutions, LLC.

PLEASE READ THIS AGREEMENT CAREFULLY. Use of your Account, your Wallet or any Service constitutes acceptance of this Agreement, and you agree to be bound by these terms. By creating or continuing to use an Account through the Platform as that term is defined in the User Agreement (hereinafter referred to as the "Website"), you agree that you have read, understood and accepted all of the terms and conditions set forth in this Agreement, including Section 18.7 ("Arbitration"), and also including:

• Bakkt’s Privacy Policy, located at https://www.bakkt.com/privacy-policy (the “Privacy Policy”),

• Bakkt’s Cookie Policy, located at https://bakkt.com/cookie-policy (the “Cookie Policy”),

• Bakkt’s Acceptable Use Policy, located at https://bakkt.com/acceptable-use-policy (the “Acceptable Use Policy”),

• Bakkt’s E-Sign Consent, located at https://bakkt.com/e-sign-consent (the “E-Sign Consent”),

Further, if you choose to use an additional service offered by Bakkt, you also agree to be bound by the terms governing that supplemental service. In the event of a conflict between this Agreement and the terms governing the supplemental service, the terms governing the supplemental service shall control to the extent the conflict relates to the supplemental service.

1. Eligiblity. You represent and warrant that you are at least 18 years of age (or the age of majority in your state of residence), that you are capable of entering into a legally binding agreement, and that you reside in the United States. Your right to use your Account, your Wallet and the Services is conditioned upon your acceptance and compliance with this Agreement. If you do not agree to be bound by this Agreement, you are not authorized to use your Account, Wallet or the Services, and you agree to immediately discontinue any access to or use of your Account, Wallet or the Services.

2. Amendments to this Agreement. Bakkt may modify or amend this Agreement at any time and may impose new or additional terms or conditions on your use of your Account, your Wallet or the Services. Bakkt will notify you of such modification, amendment or new terms by (a) posting revised terms of use on the Website, or (b) sending you an email notification to the email address you provide to us in connection with your Account. You are responsible for periodically reviewing this Agreement as posted on the Website. Revisions to the Agreement will be deemed effective at the time of posting, unless otherwise noted. Your continued use of your Account, your Wallet or any of the Services, or failure to cancel your Account, will indicate your acceptance of the revised Agreement. If you do not agree with the revised Agreement, your sole and exclusive remedy is to discontinue use of your Wallet and Services and terminate your Account.

3. Accounts.

1. Creating Your Account. You must create and register your Account through the Platform to use your Wallet and the Services. By creating and registering an Account, you acknowledge and agree your use of your Account, Wallet and Services will be for personal use only, and not on behalf of any third party. Only one Account per person is allowed. You acknowledge and agree that you are responsible for all activity conducted through your Account. To create an Account, you must provide us with certain information, which may include your name, address, email address, date of birth, government identification, and other personal information. You may permit applicable information to be shared with Bakkt from BCS Solutions, LLC and/or blockchainzs.org and its affiliates (“blockchainzs.org”). You permit us to keep a record of such information. Bakkt may use this information to verify your identity and your Account. You agree that you will provide accurate and complete information to Bakkt in response to the information Bakkt requests during the Account creation and verification process. Further, you agree that you will update the Account information you provide in order to maintain accurate Account information.

2. Inquiries. You authorize Bakkt to make any inquiries it deems necessary and receive information about you related to such inquiries to verify your identity and the information you provide. You acknowledge and agree that Bakkt may use third parties in connection with the inquiries and verification. Further, you authorize Bakkt to take any action that it deems necessary based on the results of such inquiries. You acknowledge and agree that your personal information may be disclosed to certain third-party agencies, such as financial crime agencies, and that these agencies may respond to Bakkt's inquiries. Bakkt's use of such information will be subject to the Privacy Policy

3. Account Security. You are responsible for maintaining security and control of any and all log-in credentials, passwords, personal identification numbers, and any other information you may use to access your Account, the Website, your Wallet or the Services (the "Credentials"). Bakkt will provide you with transaction history that you can access through your Account at any time and confirmations for each transaction conducted through your Account. Bakkt assumes that you have authorized each transaction that occurs using your Credentials. You agree to cooperate with Bakkt during the investigation of any suspected unauthorized access to or use of your Account, your Wallet or the Services using your Credentials. You agree to provide Bakkt with accurate and current information throughout the investigation. You agree to perform any tasks Bakkt reasonably requires to manage, or report, a security breach or fraud.

4. Consumer Liability. You agree to inform Bakkt by email at [email protected] or by phone at 1-800-322-1719 of any actual or suspected security breach of your Account or Wallet and of any fraud or attempted fraud as soon as possible. You should tell us at once if you believe that an electronic fund transfer or transaction, as described in Section 5, has been made without your permission. (Telephoning us is the best way of keeping your possible losses down.) If you tell us within 2 business days after you learn of the loss or unauthorized transaction, you can lose no more than $50, if someone used your Account without your permission. If you do not tell us within 2 business days after you learn of the loss or unauthorized transaction, and we can prove we could have stopped someone from using your Account without your permission if you had told us, you could lose as much as $500. If you do not tell us within 60 days after we provided the statement to you, you may not get back any money you lost after the 60 days if we can prove that we could have stopped someone from taking the money if you had told us in time. If a good reason (such as a long trip, hospital stay, natural disaster, etc.) kept you from telling us, we may extend these time periods, at our sole discretion. Our business days are Monday through Friday, not including holidays.

5. Consumer Liability. In case of errors or questions about your electronic transfers or transactions, telephone us at 1-800-322-1719 or email us at [email protected] as soon as you can. We must allow you to report an error until 60 days after the earlier of the date you electronically access your account, if the error could be viewed in your electronic history, or the date we sent the first written history on which the error appeared. You may request a written history of your transactions at any time by writing us at [email protected] or by calling us at 1-800-322-1719. You will need to tell us:

If you tell us orally, we may require that you send us your complaint or question in writing within ten (10) business days.

We will determine whether an error occurred within ten (10) business days after we hear from you and will correct any error promptly. If we need more time, however, we may take up to forty-five (45) days to investigate your complaint or question. If we decide to do this, we will credit your account within ten (10) business days for the amount you think is in error, so that you will have the use of the money during the time it takes us to complete our investigation. If we ask you to put your complaint or question in writing, and we do not receive it within ten (10) business days, we may not credit your Account.

For errors involving new Accounts, we may take up to ninety (90) days to investigate your complaint or question. For new Accounts, we may take up to twenty (20) business days to credit your account for the amount you think is in error.

We will tell you the results within three (3) business days after completing our investigation. If we decide that there was no error, we will send you a written explanation. You may ask for copies of the documents that we used in our investigation.

If you need more information about our error-resolution procedures, call us at 1-800-322-1719 or visit www.bakkt.com.

6. Closing Your Account. You may close your Account and terminate your relationship with Bakkt without cost by writing us at [email protected] or by calling blockchainzs.org customer service at 1-800-322-1719, but you will remain liable for all obligations related to your Account even after your Account is closed. Any incomplete transactions or transfers must be completed or canceled, and you must transfer any U.S. Dollars from your Account before closing it. In certain cases, you may not close your Account, including:

7. Wallets and Digital Assets.

1. Wallet. Following the creation and validation of your Account, Bakkt will provide you with a Wallet. The Wallet will allow you to hold, store, transfer, receive and manage U.S. Dollars (the "User Assets"). Bakkt cannot transfer User Assets from your Wallet except as requested or instructed to do so through your Account or by law, a court order, or a governmental authority.

2. Definitions. "Digital Assets" refers to the Cryptocurrencies. "Cryptocurrencies" is defined in Section 8.1 of the User Agreement.

8. Ownership. You are the owner of the U.S. Dollars stored in your Wallet. All User Assets held in your Wallet are custodial assets held by Bakkt for your benefit. In the event of Bakkt’s bankruptcy, you will be entitled to the return of Cryptocurrencies that are custodial assets held by Bakkt on your behalf, as reflected in Bakkt’s records.

9. Updates. You acknowledge and agree that Bakkt may, in its sole discretion, make unscheduled updates, enhancements or other changes to the Website, Account, Wallet or the Services at any time. Bakkt may add or remove functionalities or features, or may discontinue the Website Wallet or Services altogether. Bakkt will seek to provide you with advance notice of such additions and removals, unless such notice is prohibited by law, governmental authority or other legal process.

10. U.S. Dollar Holdings. Bakkt is not a bank and does not hold deposits itself. Banking services provided by BankProv Member FDIC/Member DIF. The FDIC insures deposits up to $250,000 per depositor, per insured bank, for each account ownership category, based on deposit insurance rules. The Depositors Insurance Fund (DIF) insures all deposits above the FDIC limits when placed with BankProv. Crypto assets are not insured by the FDIC, may lose value, and are not deposits or other obligations of BankProv and are not guaranteed by BankProv. In general, we will hold the U.S. Dollar balance of your Wallet, with the Wallet balances of other customers, in a custodial account(s) at a bank. U.S. Dollar balances not held in an interest-bearing account will not receive any interest on the funds held with Bakkt. Bakkt invests those funds in liquid investments in accordance with state money transmitter laws. Bakkt owns the interest or other earnings derived from investment of Customer funds. Customer funds are held separately from Bakkt’s corporate funds, and Bakkt will not use Customer funds for its operating expenses nor for any other corporate purposes. Bakkt will not voluntarily make Customer funds available to its creditors in the event of its bankruptcy.

11. Funding Transactions. You may load U.S. Dollars into your Wallet from a valid U.S. bank account you link to your Account. Your Account balance will not be updated until after the bank transfer has cleared, which may take several business days. Your bank account may be debited immediately following the initiation of the funding transaction. You authorize Bakkt to debit your bank account to add U.S. Dollars to your Wallet at your instruction, as provided through the Website. You understand that this authorization to access your bank account will remain in full force and effect until you revoke this authorization by terminating your Account.

12. Use of the Services.

1. Transactions. You may use your Wallet to buy and sell Digital Assets and convert certain classes of Digital Assets into U.S. Dollars via your relationship with BCS Solutions, LLC. If you use your Wallet to buy and sell Cryptocurrency, you agree to also be bound by the User Agreement as defined above.

2. Fees. We reserve the right to adjust our fees at any time. We will notify you of any changes to our fees by (a) posting revised terms of use on the Website, or (b) sending you an email notification to the email address you provide to us in connection with your Account. Any applicable fees payable by you will also be disclosed before you complete a transaction. By using your Account or the Services, you agree to pay all applicable fees.

3. Taxes. Your transactions do not include any taxes, levies, duties or similar governmental assessments of any nature, assessable by any jurisdiction whatsoever (collectively, “Taxes”). You are responsible for determining whether any Taxes may apply to the transactions you complete using the Services, and it is your responsibility to report and remit the relevant Taxes to the appropriate taxing authorities. You agree that Bakkt is not responsible for determining whether any Taxes apply, or the amount of any Taxes that may apply, to transactions you complete using the Services.

4. Transaction Limits. Limitations on the volume or value of your transactions may apply. You may view any applicable limitations through your Account. Bakkt may change applicable limitations at any time by posting the limitations to your Account and without any other notice to you. Bakkt may base its decision on confidential criteria and may be restricted by law, a court order or a governmental authority from disclosing certain information to you regarding such limits.

5. Finality. When you give us instructions to transfer U.S. Dollars in connection with any transaction, you cannot change, cancel or withdraw your authorization for Bakkt to complete that transaction. You cannot cancel, reverse, or change any transaction following your submission of the instructions to Bakkt.

5. Transaction History. Transaction history will be reflected in your Account and accessible through the Website and/or by contacting us at [email protected]. Your transaction history will display the amount and currency of each transaction you conduct using your Wallet, any fees charged to you and the date of the transaction.

13. Privacy. You acknowledge that we receive and process personal information from you. Please review our Privacy Policy to understand our commitment to maintain your privacy. You represent and warrant that you have read and understood our Privacy Policy before providing us with your personal information. You consent to the collection, use and disclosure of information as described in the Privacy Policy.

14. Account Communications. Except as otherwise required by U.S. law, Bakkt may provide any notice permitted or required under this Agreement via mail, email, SMS text message (if you opt in), posting on its Website, Account notification, or any other reasonable means. By using your Account, your Wallet or the Services, you agree that Bakkt may communicate with you regarding your Account, your Wallet and Services electronically and consent to receiving such communications electronically. These communications will include notices about your Account (e.g., change in password or Account information and transaction confirmation alerts). Such communications, as well as notices, disclosures, agreements and other communications that Bakkt provides to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by Bakkt. You should maintain copies of electronic communications by printing a paper copy or saving an electronic copy. Please see the E-Sign Consent for more details regarding electronic communications.

15. Suspension and Termination. Bakkt may suspend or terminate your Account or restrict your access to your Wallet or Services, at any time in its sole discretion, with or without cause, and with or without notice, without incurring liability of any kind. If Bakkt suspends or closes your Account, or terminates your use of your Wallet or Services for any reason, Bakkt will provide you with notice of its actions unless a court order, governmental authority, law, regulation or other legal process prohibits Bakkt from providing you with such notice. Bakkt may also suspend, freeze, delay, decline or reverse any transaction you conduct through the Services for any reason, including suspected illegal activity, suspected fraud, or an erroneous transaction. You acknowledge that Bakkt's decision to take any of the actions described in this Section 16 may be based on confidential standards that are essential to Bakkt's risk management and security protocols and procedures. You agree that Bakkt is under no obligation to disclose any details regarding these protocols and procedures to you.

16. Acceptable Use. By using your Account, your Wallet and the Services, you agree and represent that you will not engage in any practices that are prohibited. Prohibited uses can be found in the Acceptable Use Policy, located at https://www.bakkt.com/acceptable-use-policy. Bakkt may review, monitor, store and disclose any information necessary to satisfy any applicable law, regulation, request from a governmental authority or request or order by a court. Bakkt may suspend or terminate your Account, or freeze the funds stored in your Wallet immediately and without notice if Bakkt determines, in its discretion, you have violated the Acceptable Use Policy. You represent and warrant that you have read and understood our Acceptable Use Policy before using your Wallet or the Services.

17. General Terms.

1. Acknowledgement of Risk. You acknowledge that buying, selling, holding or storing Digital Assets involves risks. It is your responsibility to learn about the risks associated with Digital Assets, including with certain Digital Asset protocols. These risks include, but are not limited to, the following: (i) Digital Asset transactions may not be reversible, and losses you experience due to fraudulent or accidental transactions may not be recoverable; (ii) Digital Assets are not legal tender and are not backed by a government or central bank; (iii) Digital Assets are not subject to any protections or any insurance provided by the Federal Deposit Insurance Corporation or the Securities Investor Protection Corporation; (iv) legal and regulatory changes at the international, federal, state and/or local level may adversely impact the use, transfer, exchange and value of Digital Assets; (v) blockchains are maintained by unidentified private computer networks and you are responsible for understanding and accepting the risks associated with the blockchain; (vi) some Cryptocurrency transactions shall be deemed to be made when recorded on a public ledger, which is not necessarily the date or time that the customer initiates a transaction with Bakkt; (vii) hackers target Digital Assets, and hacking can occur despite strong security measures, especially as the nature of Digital Assets may lead to an increased risk of fraud or cyberattack; (viii) your Digital Assets may be stolen and irretrievable; (ix) Digital Asset values may fluctuate substantially relative to fiat currency, and this could result in a total loss or other significant loss of the value of the Digital Assets held in your Wallet, even over a short period of time; (x) the value of Digital Assets may be derived from the continued willingness of market participants to exchange fiat currency for such Digital Assets, which may result in the potential for permanent and total loss of value of a particular Digital Asset should the market for that Digital Asset disappear; (xi) there is no assurance that a business which accepts certain Digital Assets as payment today will continue to do so in the future; (xii) the nature of Digital Assets means that technological difficulties may prevent the access or use of a customer’s Digital Assets; and (xiii) any insurance, bonds, or trust accounts held by Bakkt may not be sufficient to cover all of the losses you incur in using Digital Assets.

2. Digital Asset Protocols; Forks. By using your Account, your Wallet and the Services, you acknowledge and agree that Bakkt does not have any control over the underlying software protocols governing the operation of certain Digital Assets. Bakkt is not liable for the operation of these protocols and does not guarantee the functionality or security of these operations. These protocols are subject to sudden changes, and these changes may materially affect the value, function, availability and name of the Digital Assets. Changes to the protocol governing certain Digital Assets are generally referred to as “forks.” Bakkt will use its commercial best efforts to notify you of its response to any material operating changes, but you acknowledge that these changes are outside of Bakkt’s control and may occur without notice to Bakkt. By using your Account, your Wallet and the Services, you acknowledge and accept the risks of operating changes to Digital Asset protocols, including forks, and agree Bakkt is not responsible for any such changes or any losses you may experience as a result of such changes.

3. No Investment Advice or Brokerage. Bakkt does not provide financial, investment, trading, tax, or legal advice. You are solely responsible for determining whether any investment, investment strategy or transaction is appropriate for you based on your personal investment objectives, financial circumstances and risk tolerance. You should consult your financial adviser, legal or tax professional regarding your specific situation.

Bakkt may provide educational information about Digital Assets (including but not limited to those Digital Assets supported by Bakkt), to assist you in learning more. Information may include, but is not limited to, blog posts, articles, links to third-party content, news feeds, tutorials, and videos. Bakkt may offer promotions that include, among other things, incentives to purchase Digital Assets, including but not limited to cryptocurrencies. The information provided on the Account, the Website or on any third-party site, and the promotions which include incentives to purchase Digital Assets, do not constitute investment advice, financial advice, trading advice, or any other sort of advice, and you should not treat any of the Account’s, Website's, or promotions’ content as such. Bakkt does not recommend that any Digital Asset should be bought, earned, sold, or held by you. Before making the decision to buy, sell or hold any Digital Asset, you should conduct your own due diligence and consult your financial advisors. Bakkt will not be held responsible for the decisions you make to buy, sell, or hold Digital Assets based on such information we provide.

4. Indemnity. You agree to indemnify, defend and hold harmless Bakkt and its directors, managers, officers, owners, agents, co-branders or other partners, employees, information providers, licensors, licensees, consultants, contractors and other applicable third parties (collectively “Indemnified Parties”) from and against any and all claims, demands, investigations, causes of action (the “Claims”), debt or liability, including reasonable attorney’s fees, including without limitation attorney’s fees and costs incurred by the Indemnified Parties arising out of, related to, or which may arise from:

Bakkt will use commercially reasonable efforts to notify you of any such Claims that are subject to your indemnification obligation.

5. Disclaimer. THE WEBSITE, ACCOUNT, WALLET AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY REPRESENTATION OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGMENT. NO WARRANTY IS PROVIDED THAT THE WEBSITE ACCOUNT, WALLET OR THE SERVICES WILL BE FREE FROM DEFECTS OR VIRUSES OR THAT OPERATION OF THE SERVICE WILL BE UNINTERRUPTED, TIMELY OR ERROR-FREE. BAKKT DOES NOT GUARANTEE THAT ANY ORDER WILL BE EXECUTED, ACCEPTED, RECORDED OR REMAIN OPEN. YOU HEREBY UNDERSTAND AND AGREE THAT BAKKT WILL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR RELATING TO (A) ANY INACCURACY, DEFECT OR OMISSION OF DIGITAL ASSET PRICE DATA, (B) ANY ERROR OR DELAY IN THE TRANSMISSION OF SUCH DATA, OR (C) INTERRUPTION IN ANY SUCH DATA. THE WEBSITE, ACCOUNT, WALLET AND SERVICES ARE GENERALLY AVAILABLE 24 HOURS A DAY, SEVEN DAYS A WEEK, WITH THE EXCEPTION OF OUTAGES FOR MAINTENANCE AND CIRCUMSTANCES BEYOND BAKKT’S CONTROL. YOUR USE OF THE WEBSITE, ACCOUNT, WALLET OR THE SERVICES AND ANY OTHER MATERIAL OR SERVICES DOWNLOADED OR MADE AVAILABLE TO YOU THROUGH THE WEBSITE OR SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE RESULTING FROM THEIR USE.

6. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL BAKKT, ANY OF ITS CONTRACTORS OR PROVIDERS, OR ANY OF ITS OR THEIR RESPECTIVE AFFILIATES BE LIABLE FOR (i) ANY LOST PROFITS, REDUCTION IN VALUE OR LOSS OF DIGITAL ASSETS OR BUSINESS OPPORTUNITY, (ii) ANY LOSS, DAMAGE, CORRUPTION OR BREACH OF DATA OR ANY OTHER INTANGIBLE PROPERTY, (iii) ANY DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE WEBSITE ACCOUNT, WALLET OR THE SERVICES, INCLUDING ANY DIMINUTION OF VALUE THAT MAY OCCUR DURING PERIODS WHEN THE WEBSITE ACCOUNT, WALLET OR THE SERVICES ARE UNAVAILABLE FOR ANY REASON, (iv) ANY UNAUTHORIZED ACCESS TO THE WEBSITE, ACCOUNT, WALLET OR THE SERVICES, OR ANY HARM CAUSED BY SUCH UNAUTHORIZED ACCESS UNLESS CAUSED SOLELY AND DIRECTLY BY OUR WILLFUL MISCONDUCT, OR (v) ANY GENERAL, SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH ANY CLAIM IS BASED. IN ANY CASE, THE LIABILITY OF BAKKT OR ANY OF THE OTHER PERSONS OR ENTITIES DESCRIBED IN THIS PARAGRAPH ARISING OUT OF THIS AGREEMENT SHALL NOT EXCEED THE SUM OF THE FEES PAID BY YOU FOR THE SERVICES IN THE TWELVE MONTHS BEFORE YOUR CLAIM AROSE.

7. Arbitration. Section 16 of the User Agreement shall be included hereby by reference with any references to “BCS” being replaced with “Bakkt”.

8. Intellectual Property. Bakkt’s intellectual property, including our techniques, methods, trade secrets, proprietary rights, trademarks, patents, trade names, logos, servicemarks, product names and descriptions and any and all other intellectual property or proprietary notices ("Intellectual Property"), together with any goodwill associated therewith, is the sole property of Bakkt. You are not authorized to use our Intellectual Property or any variations thereof other than as expressly set forth in this Agreement, and Bakkt does not grant you any express or implied rights to any Intellectual Property. All express or implied ownership or other rights are retained by Bakkt. Bakkt is the sole owner of any derivatives, modifications, enhancements, updates and changes to its Intellectual Property, even if such changes are based, in whole or in part, on your ideas, comments, suggestions, questions, requests, and other feedback.

9. Compliance with Law. You agree that you will use your Account, the Website, your Wallet and the Services in accordance with applicable law, including any regulations. You further agree that you will not use your Account, the Website, your Wallet or the Services in connection with or in furtherance of any activity that would violate applicable law and/or any related regulations.

10. Choice of Law. This Agreement is governed by and construed in accordance with the laws of the State of Delaware, excluding that body of laws pertaining to conflict of laws. If any provision of these Terms is determined by a court of law to be illegal or unenforceable, such provision will be enforced to the maximum extent possible and the other provisions will remain effective and enforceable.

11. Survival. All provisions of this Agreement, which by their nature extend beyond the termination of this Agreement, including, without limitation, sections related to suspension and arbitration, shall survive the termination or expiration of this Agreement.

12. No Waiver. The failure by Bakkt to enforce any right or provision of this Agreement will not constitute a waiver of future enforcement of that right or provision.

13. Severability. If any provision of this Agreement is determined to be invalid, illegal, void 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 rule, law, or regulation and the validity or enforceability of any other provision of this Agreement shall not be affected.

14. Force Majeure. Bakkt will not be liable or responsible to you, nor will Bakkt be deemed to have defaulted or breached this Agreement, for any failure or delay in our performance under this Agreement when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, pandemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.

15. Entire Agreement. This Agreement, together with any other terms and conditions, policies, appendices, or agreements referenced herein, constitutes the entire agreement between the parties concerning your Wallet and the Services and governs your use of your Wallet and the Services.

18. For Louisiana Residents. Bakkt Marketplace, LLC is licensed by the Louisiana Office of Financial Institutions as a money transmitter. The Louisiana Office of Financial Institutions recently adopted regulations related to virtual currency where licensure is required for certain activity after June 30, 2023.

The section headings used in this Agreement are for convenience only and have no legal effect.

These terms were last updated August 29, 2023.