Effective Date: May 12, 2026 · Governing Law: British Virgin Islands

DAWN General Terms and Conditions

1. Overview

These Terms of Use (“Terms”) govern your access to and use of the websites, applications, dashboards, interfaces, software, protocol-related tools, smart contract integrations, InfraFi-related interfaces, informational dashboards, and related services made available by DAWN Ops Ltd., a British Virgin Islands company (“DAWN,” “we,” “us,” or “our”), including through: https://dawninternet.com; DAWN-operated applications and interfaces; browser extensions; smart contract systems; protocol participation interfaces; Rewards Program interfaces; InfraFi-related dashboards and applications; and other software, applications, or services that link to or reference these Terms (collectively, the “DAWN Services”). These Terms govern your access to and use of the DAWN Services, and they incorporate by reference the Privacy Policy.

The DAWN Services provide software interfaces and infrastructure coordination systems that enable users to interact with protocol functionality, ecosystem participation systems, blockchain-based applications, infrastructure-related informational interfaces, and related technologies. Certain DAWN Services may involve interaction with blockchain networks; smart contracts; digital wallets; InfraFi-related systems; third-party protocols; or independent infrastructure operators and infrastructure-owning entities. Certain Services or features may be subject to additional terms, risk disclosures, eligibility requirements, geographic restrictions, onboarding requirements, or separate agreements.

By accessing, or using any of the DAWN Services you confirm your agreement to accept and be bound by these Terms, as these Terms may be amended from time to time, in relation to your entire relationship with DAWN regarding your access to and use of the DAWN Services. If the individual who accepts these Terms does not have the authority, or does not agree with and accept to be bound by these Terms, that individual must not accept these Terms and may not access or use the DAWN Services.

2. Entity Structure

2.1 Roles

The DAWN ecosystem consists of multiple legally distinct entities: DAWN Foundation - governance, protocol stewardship, and treasury; oversight of ecosystem direction; and ownership of non-token intellectual property. DAWN Ops Ltd. - operation of applications, dashboards, and integrations; and vendor relationships and deployment coordination. TokenCo - token minting, issuance, and distribution mechanics only; and no operational or commercial activities. Independent Service Providers - certain functions within the DAWN ecosystem may be performed by independent third parties, including infrastructure operators. Each entity operates independently, and no entity is responsible for the obligations of another.

2.2 Infrastructure Finance Model; SPV Structure

The DAWN protocol interfaces with a real-world infrastructure financing model that includes independent asset-owning entities formed as Delaware Series limited liability companies (each, a “Series SPV”) under Andrena Holdings, LLC. Each Series SPV (a) owns and operates specific infrastructure assets; (b) enters into its own contractual arrangements; (c) maintains separate books, records, and bank accounts; and (d) is intended to be legally and financially independent. Users of the DAWN Services do not (i) hold any ownership interest in any Series SPV; (ii) have any direct or indirect claim on assets held by any Series SPV; or (iii) have any creditor, beneficiary, or enforcement rights against any Series SPV.

Any exposure to infrastructure-related performance is indirect and determined solely by protocol functionality. The DAWN ecosystem, InfraFi architecture, protocol functionality, token systems, Rewards Programs, governance structures, and infrastructure financing arrangements may evolve over time and may differ materially from current descriptions, interfaces, or expectations.

2.3 Eligibility and Restricted Use

Certain InfraFi Features may be unavailable, restricted, disabled, or limited in certain jurisdictions or for certain users based on legal, regulatory, sanctions, compliance, operational, or risk-management considerations. DAWN may permit limited informational or read-only access to certain interfaces while restricting wallet connectivity, protocol interactions, transaction functionality, participation features, or access to specific systems or services.

Access restrictions may be implemented through IP blocking, wallet screening, geofencing, sanctions screening, onboarding requirements, or other compliance controls.

3. Access to the DAWN Services; Account Creation and Maintenance; Digital Wallets

To access, use, or download the DAWN Services, you must accept these Terms. Subject to the terms and conditions of these Terms, DAWN will provide you with access to and use of the DAWN Services. Your right to access, or use the DAWN Services is personal and non-exclusive, may not be transferred or licensed to any other person or entity, and may be revoked by DAWN at any time, in accordance with these Terms. If you fail to verify your account within a reasonable period of time following the creation of your account, as determined by DAWN, DAWN may delete or suspend your account. If your account has been suspended or deleted for any reason, whether by you or DAWN, you may not be able to recover any of the data, rewards, points, or other information associated with such an account.

By creating an account, you represent, warrant, and covenant that you (a) can form a binding contract with DAWN; (b) will comply with these Terms and all applicable laws, rules, and regulations; (c) will provide accurate, current, and complete information about yourself as prompted by our registration form or otherwise; and (d) will maintain and update your information, including your contact information, so that it remains accurate, current, and complete at all times. You will be responsible for the confidentiality and use of your username and password and agree not to transfer to any third-party your right to use or access the DAWN Services via your account.

DAWN disclaims any and all responsibility or liability for any unauthorized use of your account. You agree to notify us immediately of any unauthorized use, theft, or appropriation of your account, username, or password. We will not be liable for any loss that you incur as a result of someone else’s use of your account, username, or password, either with or without your knowledge. For clarity, you are entirely responsible for maintaining the confidentiality of your username and password and for any and all activities that are conducted through your account. You are solely responsible for establishing, maintaining, securing, and controlling any digital wallet, blockchain account, smart contract account, or related credentials used in connection with the DAWN Services, including any protocol interactions, Rewards Programs, InfraFi Features, or blockchain-based transactions. Once you connect a digital wallet for use, you may not be able to change or switch that digital wallet to a different wallet, including in circumstances where you have lost access to the digital wallet.

Certain DAWN Services may require interaction with smart contracts, blockchain networks, token contracts, vault systems, or third-party wallet software. Such interactions are irreversible, may involve significant technical and security risks, and may result in permanent loss of access, assets, credentials, or associated protocol positions. DAWN does not create or manage digital wallets; custody digital assets; control blockchain transactions; recover lost credentials; reverse blockchain transactions; or guarantee compatibility with any wallet, blockchain, or smart contract system.

4. DAWN Property; Trademarks; Feedback

You acknowledge and agree that all right, title, and interest in and to the DAWN Services, and all works, designs, content, data, information, features, functionality, software, code, documentation, and other materials that form part of or are generated as a result of the use or operation of the DAWN Services, including the DAWN Trademarks (collectively, the “DAWN Property”) are the sole and exclusive property of DAWN, its affiliates, and their respective licensors. Neither these Terms nor your use of the DAWN Property convey or will convey to you any right, title, or interest in or in relation to the DAWN Property, except for the limited right to access and use the DAWN Services that is granted to you expressly in these Terms. All rights in and to the DAWN Property, and the intellectual property in and related to them are expressly reserved by their owner(s). You may not use, reproduce, or otherwise exploit the DAWN Property for any purpose, whether commercial or non-commercial, that is not expressly authorized by these Terms without the prior written permission of DAWN. The trademark “DAWN”, and all related logos, designs, and slogans are trademarks that are owned by DAWN and its licensors (the “DAWN Trademarks”).

You may not use or display the DAWN Trademarks without the prior written permission of DAWN. All goodwill arising in connection with the use or display of the DAWN Trademarks will accrue to DAWN and its licensors. All rights in and to the DAWN Trademarks are expressly reserved. You grant to DAWN, its affiliates, and their respective licensees, successors, and assigns, a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, fully paid up, transferable, and sublicensable right and license to use and incorporate into the DAWN Property any information, suggestion, enhancement, request, recommendation, correction, or other feedback provided by you relating to the DAWN Property or the business, products, or services of DAWN or its affiliates.

5. Code of Conduct; Restrictions

You agree that you will comply with these Terms and all applicable laws that apply to you in connection with your access to and use of the DAWN Services. You agree that you will not provide, disclose, divulge or make available to, or permit use of the DAWN Property by, any third party; rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available any DAWN Property to any third party, including on or in connection with the Internet or any time-sharing, service bureau, software as a service, cloud, or other technology or service; copy, modify, or create derivative works or improvements of or based on the DAWN Property; interfere, or attempt to interfere, with the DAWN Property in any way, including to reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to the source code of the DAWN Property, in whole or in part; circumvent, or attempt to circumvent, any geographical restrictions, privacy measures, or other access controls, including the use of VPNs for such purposes; facilitate, incite, or engage in the unethical manipulation or misuse of data or information in a manner that violates applicable law or undermines the access to, use, or operation of the DAWN Property; engage in spamming, mailbombing, spoofing or any other fraudulent, illegal or unauthorized use of the DAWN Property; engage in any activity that impedes or restricts any other user’s access, use, or enjoyment of the DAWN Property or which may cause harm to such user; remove, obscure, or alter any copyright notice, trademarks or other proprietary rights notices affixed to or contained within the DAWN Property; engage in or allow any action involving the DAWN Property that is inconsistent with the terms and conditions of these Terms; impersonate any user or other person or entity or otherwise engage is any fraudulent or intentionally misleading activities in connection with your access or use of the DAWN Property; bypass or breach any security device, or protection used by or in connection with the DAWN Property, including in connection with the access or use of the DAWN Property; input, upload, transmit, or otherwise provide to or through the DAWN Property any information or materials that are unlawful or injurious, or contain, transmit, or activate any software or other technology, including any virus, trojan horse, worm, backdoor, malware, or other malicious computer code, the purpose or effect of which is to: (a) permit unauthorized access to, or to destroy, disrupt, disable, distort, or otherwise harm or impede in any manner any: (i) computer, software, firmware, hardware, system or network; or (ii) application or function of any of the foregoing or the security, integrity, confidentiality, or use of any data; or (b) prevent you or any other authorized user from accessing or using the DAWN Services as intended (Harmful Code); damage, destroy, disrupt, disable, impair, interfere with, or otherwise impede or harm in any manner DAWN, its affiliates, or the DAWN Property, including our provision of any data, products, or services to any third party, in whole or in part; access or use the DAWN Property in any manner or for any purpose that (i) infringes, misappropriates, or otherwise violates the intellectual property or other rights of the DAWN or any third party; or (ii) violates any applicable law; access or use the DAWN Property for purposes of competitive analysis of the DAWN Property, the development, provision or use of a competing software service or product, or any other purpose that is to the DAWN’s detriment or commercial disadvantage; or otherwise access or use the DAWN Property beyond the scope of the authorizations granted under this Agreement.

Engaging in prohibited conduct constitutes a breach of these Terms and may subject you to civil liability or criminal prosecution under applicable laws. DAWN reserves the right to investigate, suspend, and/or terminate (a) your account, (b) participation in a Rewards Program, without a refund of any purchases or settlement of any outstanding accounts or amounts, if you have violated these Terms, misused any DAWN Property, or have acted in a manner that DAWN considers as inappropriate or unlawful.

6. Availability; Downtime; Updates

While we endeavour to keep downtime to a minimum, we cannot promise that the DAWN Services or their availability will be uninterrupted, secure, or error-free. We reserve the right to interrupt or suspend access to the DAWN Services, or any other DAWN Property, or any part thereof, with or without prior notice for any reason and you will not be entitled to any refund of fees or other compensation for any such interruption or suspension. You are solely responsible, at your own expense, for obtaining and maintaining all Internet access, computer hardware, and other equipment and services needed to access and use the DAWN Property. DAWN updates the content associated with the DAWN Services periodically. However, DAWN does not guarantee or accept any responsibility or liability for the accuracy, currency, or completeness of such content. DAWN may revise, supplement or delete any information, content, features, functionality, services, or resources contained on the DAWN Services and reserves the right to make such changes without prior notification to past, current, or prospective users, including you.

7. Disclaimers

The disclaimers set out in this Section 7 will not limit or exclude any warranties that cannot be excluded or limited under applicable law.

7.1 General Disclaimer

DAWN does not make any representation or warranty of any kind, whether express or implied, statutory or otherwise, and DAWN specifically disclaims all implied warranties, including any implied warranty of merchantability, fitness for a particular purpose, title, or non-infringement, to the maximum extent permitted by applicable law. All DAWN Property, including the DAWN Services are provided as-is and as available, exclusive of any warranty whatsoever, including with respect to completeness, security, quality, reliability, or availability. For clarity, and without limiting the generality of the foregoing, DAWN make no warranty of any kind that the DAWN Property, including the DAWN Services, or any other products, services, opportunities, rewards, communications, or the results of the receipt of use thereof, will meet your or any other person’s requirements, operate without interruption, achieve any intended result, be compatible or work with any software, system, device, or other services, or be timely, secure, accurate, complete, free of Harmful Code, or error-free. You are responsible for implementing adequate measures to protect the security and integrity of your activities on the Internet, including by installing anti-virus protection and maintaining external backups to recover any lost data or information.

Use of the DAWN Services, including holding any tokens, points, or vault-related instruments, does not provide any ownership, equity, debt, or other legal interest in any infrastructure assets, Series SPVs, Independent Service Provider, or any affiliated entity. Users acknowledge that any economic exposure reflected through protocol interfaces does not create enforceable rights against any underlying assets or entities.

7.2 Disclaimer regarding Professional Advice

No advice or information provided or through the DAWN Services, or any other DAWN Property is intended to be investment, financial, legal, tax, or other professional advice. DAWN and its affiliates do not provide investment, financial, legal, tax, or other professional advice and recommend that all users of the DAWN Services obtain any investment, financial, legal, tax, or other professional advice that such user deems necessary in connection with their access to, use, or download of DAWN Services.

7.3 Disclaimer regarding Harmful Code

DAWN is not responsible or liable for any software that may infect or otherwise affect the use of your computer equipment or other property on account of your access to or use of the DAWN Services or your downloading or otherwise acquiring any content or other information from or through the DAWN Services.

7.4 Rewards Programs; Points; Ecosystem Incentives

The DAWN Services may include protocol incentive programs, ecosystem participation systems, rewards frameworks, points systems, allocation methodologies, or other incentive-related features (collectively, “Rewards Programs”). Rewards Programs may include points, Bytes, scores, rankings, or participation indicators; ecosystem incentive distributions; protocol participation metrics; access-related or engagement-based allocations; and other experimental participation mechanisms introduced by DAWN from time to time.

Rewards Programs are intended solely to support ecosystem participation, protocol coordination, testing, community engagement, or other operational or experimental objectives determined by DAWN in its sole discretion. Participation in any Rewards Program does not: (a) create any ownership, equity, creditor, partnership, fiduciary, profit-sharing, or economic claim; (b) provide any claim to infrastructure assets, telecommunications deployments, Series SPVs, receivables, revenues, or cash flows; (c) entitle any user to receive profits, returns, yield, or distributions; or (d) create any legally enforceable expectation of future value or compensation.

Any points, Bytes, scores, metrics, rewards indicators, or similar designations (“Points”) are informational and promotional only; not currency or legal tender; not securities or financial instruments; not redeemable for fiat currency or other property except where expressly determined by DAWN; non-transferable unless expressly permitted by DAWN; and subject to modification, suspension, reduction, forfeiture, or cancellation at any time.

DAWN does not guarantee the availability of any Rewards Program; continued operation of any Points system; any allocation methodology; any future token distribution; any relationship between Points and future ecosystem participation; or that any user will receive any benefit or opportunity through participation.

Any rewards, allocations, or ecosystem incentives, if provided, may be determined based on factors selected by DAWN in its sole discretion, including protocol participation, ecosystem activity, testing, community engagement, technical contribution, or other criteria.

Rewards Programs are experimental. As such, DAWN reserves the right, at any time and without notice, to modify or terminate any Rewards Program; adjust eligibility requirements; invalidate activity deemed abusive, manipulative, automated, or non-compliant; restrict participation based on jurisdiction, regulatory considerations, or compliance requirements; and determine all questions relating to eligibility, participation, calculations, and distributions in its sole discretion.

Certain Rewards Programs may involve blockchain-based systems, smart contracts, or third-party infrastructure that may fail, malfunction, be delayed, or operate unpredictably. DAWN is not responsible for losses arising from such systems. Participation may be restricted or unavailable in certain jurisdictions or to certain persons. Users are solely responsible for evaluating all legal, financial, tax, and regulatory consequences associated with participation in any Rewards Program.

7.5 Disclaimer regarding Digital Wallets

If you provide information relating to your digital wallet on through, or in connection with the DAWN Services or any linked or related website that permits the payment, acquisition, or transfer of any type of currency or other assets, you understand and agree that you are solely responsible and liable for maintaining the security of your digital wallet and your control over your passwords, private keys, seed phrases, or other credentials relating to the access and use of your digital wallet. We are not responsible or liable for managing or maintaining the security of your digital wallet or for any unauthorized access to or use of your digital wallet, including but not limited to any loss of any assets or currency in such digital wallet. You acknowledge and agree that you understand that unauthorized access to your digital wallet by third parties could result in the loss or theft of the contents of your wallet and that we have no responsibility or liability for storing, retaining, securing, or recovering your digital wallet, access to your digital wallet, or the contents of your digital wallet, including any passwords, private keys, seed phrases, or other credentials. By providing or using any digital wallet in connection with the DAWN Services or any linked or related website, you agree that you are using the digital wallet under the terms and conditions of the applicable provider of the digital wallet.

No digital wallet is created, operated, or maintained by DAWN or affiliated with DAWN. As a result, DAWN does not have custody or control over the contents of your digital wallet and has no ability to retrieve or transfer its contents. Your relationship with any digital wallet provider is governed by the applicable terms and conditions of that wallet provider, not these Terms.

Interactions with blockchain systems, smart contracts, vault systems, liquidity mechanisms, or third-party protocols may expose users to smart contract vulnerabilities; exploits; bridge failures; blockchain forks; validator failures; oracle manipulation; network congestion; irreversible transaction execution; and total loss of digital assets or protocol positions.

DAWN has no ability to restore, recover, replace, or retrieve digital assets, credentials, vault positions, wallet access, staking positions, rewards allocations, or smart contract interactions.

7.6 Disclaimer regarding Blockchain Technologies

The DAWN Services may also reference or provide links to applications or applications related to smart contracts, protocols, and other blockchain technologies (collectively, “Blockchain Technologies”). The Blockchain Technologies are not part of the DAWN Services and your access to and use of any Blockchain Technologies is entirely at your own risk. In addition, any third party technologies required to be accessed or used in order to interact with the Blockchain Technologies, including any digital wallet, are not part of the DAWN Services and your access to and use of such third party technologies are at your own risk.

7.7 No Reliance on Off-Chain Data

Certain protocol features may display data derived from off-chain sources, including infrastructure performance, revenue metrics, or asset valuations. Such data may be self-reported, unaudited, or subject to delay or error. DAWN does not guarantee the accuracy, completeness, or timeliness of any such data. Any displayed metrics, analytics, projected yields, reserve ratios, infrastructure statistics, deployment metrics, or estimated performance indicators are informational only, may be estimated or delayed, and do not create contractual, ownership, redemption, or enforcement rights.

7.8 No Financial Product or Investment Offering

DAWN does not intend the DAWN Services, Rewards Programs, Points systems, InfraFi Features, or related protocol mechanisms to constitute securities offerings, investment contracts, financial instruments, or regulated financial products, though regulatory authorities may apply differing interpretations. Nothing within the DAWN Services should be interpreted as investment advice, a solicitation, an offer to invest, or a guarantee of economic return.

7.9 InfraFi Model Disclosure

The DAWN ecosystem integrates on-chain coordination mechanisms with off-chain infrastructure financing structures. This model involves protocol-layer participation mechanisms; independently owned infrastructure assets held through Series SPVs; and operational services provided by third-party operators, including Independent Service Provider. The effectiveness of this model depends on proper legal structuring of SPVs; enforceability of contractual arrangements; and accurate reporting of off-chain performance data. These elements are subject to operational, legal, and regulatory risk. Infrastructure operations may depend on third-party operators, contractors, vendors, servicers, telecommunications providers, infrastructure managers, or counterparties, including Independent Service Providers and future operators.

7.10 No Liquidity or Redemption Guarantees

DAWN does not guarantee liquidity, redemption rights, withdrawal availability, secondary market access, market pricing, transferability, or exit opportunities in connection with any token, point system, vault mechanism, protocol allocation, or InfraFi-related feature. Any protocol positions, allocations, incentives, or digital assets may become illiquid, inaccessible, impaired, or worthless.

8. Assumption of Risk; Responsibilities

All users are responsible for their (a) access, use, and download of the DAWN Services, and use of any other DAWN Property ; and (b) access, use, and interaction with any third party services, products, or technologies, including your compliance with all applicable laws in connection with the foregoing. Your access to and use of the DAWN Services, and use of any other DAWN Property is purely voluntary, and you freely accept all risks and liabilities associated with the foregoing. You acknowledge that you are acting independently and not relying on DAWN, Andrena, any Series SPV, Independent Service Provider, or any other third party for financial, investment, or economic advice or guarantees.

9. Investigations; Enforcement

You acknowledge and agree that we reserve the right to take any necessary legal action, including but not limited to, referral to law enforcement, for any illegal or unauthorized use of the DAWN Services, or any other DAWN Property; cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone using the DAWN Services. You waive and release DAWN and its affiliates from and against any and all claims resulting from any action taken by DAWN or its affiliates during, or as a consequence of, investigations by any governmental authority.

10. Limitation of Liability

The limitations of liability in this Section 10 do not affect any liability that cannot be excluded or limited under applicable law.

10.1 Exclusion of Damages

In no event will DAWN or its ecosystem affiliates be liable for any indirect, special, incidental, exemplary, punitive, or consequential damages (including, loss of profits, use, data, or other economic advantage) arising under, in connection with, or related to (a) these Terms; (b) the operation or provision of the DAWN Services, or any other DAWN Property; (c) your access to or use of the DAWN Services, or any other DAWN Property ; or (d) your participation in any Rewards Program, howsoever arising, either of a breach of these Terms (including breach of warranty), negligence, strict liability, tort, or any other theory of liability, even if DAWN or its affiliates have been previously advised of the possibility of such damage.

10.2 Limitation on Quantum of Liability for Direct Damages

The total aggregate liability of the DAWN and its affiliates for direct damages arising under, in connection with, or related to (a) these Terms; (b) the operation or provision of the DAWN Services, or any other DAWN Property; (c) your access to or use of the DAWN Services, or any other DAWN Property ; or (d) your participation in any Rewards Program, will be limited to $10.

11. Indemnification

You agree to indemnify, defend, and hold harmless DAWN, its affiliates, and their respective directors, officers, shareholders, employees, staff, representatives, agents, licensors, licensees, successors, and assigns (the “DAWN Indemnified Parties”) from and against any and all claims, demands, damages, judgments, penalties, fines, costs, and expenses, including legal fees, and disbursements, incurred by the DAWN Indemnified Parties (or any of them), relating to, arising from, or in connection with a third party claim, demand, action, or proceeding arising out of (a) an allegation that your unauthorized use of any of the DAWN Property infringes, misappropriates, or otherwise violates any third party’s rights or is otherwise unlawful; (b) your breach of these Terms, including, any representation, warranty, covenant, or obligation in these Terms; (c) your negligence, fraud, or willful misconduct; (d) your use of the DAWN Property in a manner that is not authorized by these Terms; (e) your use of the DAWN Property in combination with data, software, hardware, equipment or technology not provided by DAWN or authorized by DAWN in writing; or (f) any modifications made by you to any DAWN Property that have not been authorized by DAWN in writing.

12. Suspension; Termination

DAWN may, at any time and from time to time, without notice, suspend or terminate your access or right to access or use the DAWN Services, or to otherwise access or use any DAWN Property, if DAWN determines, in its sole discretion, that you have violated or otherwise breached these Terms or the spirit of these Terms. A suspension may be for such a period of time as DAWN considers necessary to permit the thorough investigation of the conduct at issue. You agree that, upon the suspension or termination of your access to or use of the DAWN Services, you will immediately cease and desist from all access to and use of the DAWN Services, and access to or use of the DAWN Property, including in accordance with the written directions of DAWN.

13. Linked Resources

DAWN may provide links to third party websites, webpages, social channels, and other online resources for your convenience only, including links to third party websites for the purpose of connecting you with third parties who may offer Rewards in connection with your use of the DAWN Services. DAWN is not responsible for those websites and the inclusion of these links does not imply that DAWN either monitors or endorses them. Please be aware that these third party websites, webpages, social channels, and other online resources are governed by separate terms and conditions and privacy policies. We encourage you to be aware when you click these links. Your use of these third party websites, webpages, social channels, and other online resources is at your own risk. DAWN is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to have been caused by or in connection with the use of or reliance upon any information, content, goods, or services available on or through any third party websites, webpages, social channels, or other linked resources.

14. Changes to these Terms

You acknowledge and agree that we may make changes to these Terms from time to time, for any reason, in our sole and absolute discretion. If the changes that we make include material changes that affect your rights and obligations, we will take reasonable steps to notify you of the changes in advance. Your continued use of the DAWN Property after we post and/or notify you of any changes to the Terms means that you accept and agree to be bound by the Terms as amended.

15. Governing Law; Dispute Resolution

These Terms (and any Dispute arising under or in connection with these Terms) shall be governed by and construed in accordance with, in all respects including as to its validity, interpretation and effect, the laws of the British Virgin Islands, without giving effect to its principles or rules of conflict of laws to the extent such principles or rules are not mandatorily applicable by statute and would permit or require the application of the laws of another jurisdiction. Subject to the below, in relation to any dispute, controversy, or claim arising out of, relating to or in connection with these Terms, including with respect to the formation, applicability, breach, failure to pay, termination, validity, or enforceability thereof (each, a “Dispute”), shall be resolved via binding arbitration under the rules of the British Virgin Islands International Arbitration Centre (BVI IAC) seated in the British Virgin Islands. Notwithstanding any other provision of these Terms, you agree that we have the right to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.

16. Waiver of Class Actions and Arbitrations

Any Dispute is personal to you and us and you agree that no Dispute will be brought as a class action, class arbitration or any other type of representative proceeding.

17. Limitation on Time to Commence Disputes

To the extent permitted by applicable law, you acknowledge and agree that any Dispute that you may have arising out of or relating to (a) these Terms; (b) the operation or provision of the DAWN Services, or any other DAWN Property; or (c) your access to or use of the DAWN Services, or any other DAWN Property, must be commenced within one year after the date that is the earlier of: (i) the date you discovered the Dispute; or (ii) the day on which a reasonable person with the abilities in the circumstances of the person with the Dispute first ought to have known of the Dispute.

18. Entire Agreement

These Terms, together with the Privacy Policy, Rewards Program Terms, InfraFi Terms of Use and Risk Disclosure (where applicable), and any separate written agreements constitute the entire agreement between you and DAWN with respect to the subject matter of these Terms. There are no representations, covenants, or other terms other than those set out under these Terms. These Terms supersede any previous discussions, understandings, or agreements, between the parties relating to the subject matter of these Terms.

19. No Waiver

No waiver of satisfaction of a condition or non-performance of an obligation under these Terms is effective unless it is in writing and signed by the party granting the waiver or that party’s authorized representative. Unless expressly granted in writing and signed by the party granting the waiver or that party’s authorized representative, no waiver will extend to any subsequent non-satisfaction of a condition or non-performance of an obligation under these Terms, whether or not of the same or similar nature to that which was waived. No waiver will affect the exercise of any other rights or remedies under these Terms. Any failure or delay in exercising any right or remedy will not constitute, or be deemed to constitute, a waiver of that right or remedy. No single or partial exercise of any right or remedy will affect further exercise of any right or remedy.

20. Severability

If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions.

21. Assignment

You may not assign, transfer, sublicense, or convey these Terms, including any rights granted by DAWN and obligations assumed by you, except with DAWN’s prior written consent. We may assign, transfer, sublicense, or convey these Terms, and our rights and obligations under them, to any third party without notice to you.

22. Contact Information

If you have any questions, concerns or suggestions regarding the Services, Content, or these Terms, please contact us at [email protected].