Last updated: September 3, 2024

ATHENA BITCOIN KIOSK TERMS OF SERVICE

Athena Bitcoin, Inc. and its affiliates (collectively, “Athena”) make cryptocurrency purchase and sale services available through kiosks (the “Services”). By accessing or using any Services or by clicking on an “I Agree” button or checkbox presented with these Terms of Service (“Terms”), you agree that you have read, understand, and accept all of the terms and conditions contained in these Terms By clicking on an “I Agree” button or checkbox presented with these Terms of Service (“Terms”) or by accessing or using any Services, you agree that you have read, understand, and accept all of the terms and conditions contained in these Terms, including the mandatory arbitration provision and class action waiver in Section 17. If you do not agree to these Terms, do not use our Services.

Buying, selling, holding, or engaging in other transactions involving any cryptocurrency involves significant risks. Some, but not all, of these risks are described in Section 6. You must determine whether transacting in cryptocurrencies is suitable for you. By using the Services you assume all associated risks.

FRAUD WARNING

Please be wary of malicious actors who request that you deposit cryptocurrencies to a particular wallet or address using an Athena kiosk. These schemes are designed to defraud individuals by making various misrepresentations that may appear legitimate. Athena does not authorize any individuals or entities that, through email, website postings, or otherwise, claim to be charging a fee on behalf of Athena for use of Athena kiosks. Should you have any doubts about the authenticity of an email, letter, or telephone communication purportedly from, for, or on behalf of Athena, please send us an email query at support@athenabitcoin.com before taking any further action in relation to the correspondence.

SCAM WARNING

Please keep in mind that crypto kiosks can be vulnerable to exploitation by scam artists aiming to defraud unsuspecting victims. Therefore, please DO NOT use the kiosks to “PROTECT YOUR MONEY” from a supposed bank account compromise or under the direction of your bank, FBI, U.S. Marshals, Customs and Border Patrol, Social Security, police, or local utilities. Do not send bitcoin to pay for “fees” or “taxes” to any government agency or for the receipt of a package. If you are making a large purchase, involving several thousand dollars or if you have been asked to insert a large amount of money into the kiosks, please stop and think about what you are doing. The cash inserted into the machines will not be held under your name.

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1. PRIVACY. Please review Athena’s Privacy Policy at https://www.athenabitcoin.com/privacy-policy to understand how Athena collects, uses, shares, and otherwise processes your information. By using any Services you consent to the practices described in Athena’s Privacy Policy, as it may be updated from time to time.

2. ELIGIBILITY. To use any Services you must (a) be of legal age to form a binding agreement in the jurisdiction where you access the Services and in your jurisdiction of residence, (b) not previously have been suspended or removed from using any products or services provided by Athena, (c) not be identified as a “Specially Designated National” by the Office of Foreign Assets Control (“OFAC”), or any similar designation by any governmental authority, (d) not be on the U.S. Commerce Department’s Denied Persons List or any similar list maintained by any governmental authority, (e) not be a resident of a jurisdiction where Athena does not make the Services available, and (f) not be a citizen or resident of any country or region to which the U.S. has embargoed any goods or services. You represent and warrant that you satisfy the criteria above, – 2 –

that you have full power and authority to agree to these Terms, and that you are purchasing or selling cryptocurrencies for your own benefit and not for, or on behalf of, any other person or entity.

As a registered Money Services Business (“MSB”), Athena maintains an internal Anti-Money Laundering and Know Your Customer compliance program (“AML/KYC Program”). Your eligibility to use the Services will be subject to satisfaction of the requirements of the AML/KYC Program. The AML/KYC Program is a risk-based program designed to comply with requirements of the Bank Secrecy Act (“BSA”), other anti-money laundering laws and implementing regulations, and guidance promulgated by the Financial Crimes Enforcement Network (“FinCEN”). This AML/KYC Program may be updated from time-to-time, including the procedures that Athena uses to verify its customers’ identities. Athena reserves the right to refuse service to anyone at any time and to take steps to prevent usage of our services for those who violate our policies. These steps may include freezes on purchases.

3. MODIFICATION OF TERMS. Athena may modify these Terms by providing notice of the modification through the Services, or by updating the “last updated” date at the top of these Terms. By clicking on an “I Agree” button or checkbox presented with the modified Terms, or by continuing to access or use the Services, you confirm your agreement to the modified Terms. If you do not agree to any modification to these Terms, you must stop using the Services. Athena encourages you to frequently review the Terms to ensure you understand the terms and conditions that apply to your access to, and use of, the Services. If you have any question regarding the use of any Services, please contact support@athenabitcoin.com.

4. ACCESS. To access the Services, you must have the necessary equipment (such as a mobile device and digital wallet), print-outs (such as a paper wallet), if applicable, and the associated telecommunication service subscriptions to access the Internet. Although we strive to provide you with excellent service, we do not represent that the Services will be available without interruption. You acknowledge and agree that from time to time the Services may be inaccessible or inoperable for any reason, including without limitation: (a) equipment or technology malfunctions; (b) periodic maintenance procedures or repairs which Athena may undertake from time to time; or (c) causes beyond the control of Athena or which are not reasonably foreseeable by Athena. Athena will have no liability or responsibility to you if for any reason the Services are inaccessible or inoperable or for any impact this inaccessibility or inoperability may have upon you or your use of the Services.

5. SERVICE AVAILABILITY; THIRD PARTY OPERATORS

5.1 Service Availability Based on Your Residence or Service Location. Athena makes the Services available on a state-by-state basis and may limit access or use of particular Services based on the state in which you reside or the state where an Athena kiosk is located. If you reside in a state where certain Services are not available, you agree not to access or use, or attempt to access or use, the affected Services.

5.2 Third-Party Operators. Athena may contract with third parties (each, a “Third-Party Operator”) to make Services available at their physical locations. A Third-Party Operator is not a provider of any Services and is not a party to these Terms.

6. ASSUMPTION OF RISK; RELEASE OF CLAIMS

You acknowledge and agree that there are risks associated with the purchase, sale, storage, and transfer of cryptocurrencies (any of the foregoing, a “Cryptocurrency Transaction”) and the Services may cause you to incur financial losses including, but not limited to, the following: (a) Athena could be impacted by one or more regulatory inquiries or regulatory actions, which could impede or limit the ability of Athena to continue to maintain, or which could impede or limit your ability to access or use, the Services, (b) cryptography is a new and evolving field and technical advances, such as the development of quantum computers, may present risks to cryptocurrencies or the Services, which could result in the theft or loss of your cryptocurrencies, (c) in the event of a fork or a network – 3 –

disruption, transactions may not be completed, or they may be completed partially, incorrectly completed, or substantially delayed, (d) your cryptocurrencies or data may be stolen, copied, or accessed without your authorization; (e) you may be unable to collect or redeem your cryptocurrencies if you are unwilling or unable to provide the appropriate digital wallet private key; (f) someone else may claim your cryptocurrencies if you leave a kiosk unattended during a session or they steal or obtain the applicable digital wallet private key; (g) cryptocurrency values are highly volatile and any cryptocurrency may lose some or all of its value due to market volatility, lack of demand, market manipulation, and government regulation; and (h) information or instructions transmitted over the Internet may be delayed, interrupted, stolen, or altered due to software or hardware malfunction or third-party hacks. You assume full responsibility and agree that Athena will not have any responsibility or liability for any losses, damages, or other harm you may incur in connection with any or all such risks.

You hereby irrevocably waive, release, and discharge any and all claims, whether known or unknown to you, against Athena, any Third-Party Operator, and any of Athena’s third-party service providers, or any of their affiliates and any of the aforementioned persons’ respective shareholders, members, directors, officers, employees, attorneys, agents, representatives, service providers, suppliers, and other business partners related to any of the risks set forth herein. You waive application of Section 1542 of the Civil Code of the State of California, or any similar statute or law of any other jurisdiction. Section 1542 reads as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS, HER, OR THEIR FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM, HER, OR THEM, WOULD HAVE MATERIALLY AFFECTED HIS, HER, OR THEIR SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

7. CRYPTOCURRENCY PURCHASES AND SALES

7.1 Purchases. The kiosk will prompt you to input a mobile device phone number prior to purchase. You must input your ten-digit phone number using the keypad and the system will send an SMS message with a six-digit code that you will type in using the keypad. You will not be able to make a purchase at the kiosk without a mobile device and active cellular service. The kiosk may prompt you to provide a form of valid identification, such as a government-issued identification card or a driver’s license. You will be asked to confirm that the digital or paper cryptocurrency wallet (“Wallet”) in use belongs to you.

7.2 Sales. The kiosk will prompt you to input a mobile device phone number prior to sale. You must input your ten-digit phone number using the keypad and the system will send an SMS message with a six-digit code that you will be prompted to type in using the keypad. Not all kiosks are capable of completing sale transactions. You are responsible for confirming that the specific kiosk is sale-capable and has sufficient cash to remit payment to you. We do not guarantee that there will be sufficient cash available at a cash-dispensing kiosk at the time you attempt your sale transaction. If there is not enough cash in the kiosk to complete your sale transaction, you will not be able to complete your transaction. Once your transaction is successfully sent from your Wallet, the kiosk will require a confirmation on the applicable network before it will dispense cash. You are responsible for any network and Wallet fees associated with your transaction in addition to any fees Athena applies to your sale of cryptocurrency for cash.

7.3 Accepted Payment Methods. For kiosks located in the United States, you may only insert valid U.S. paper bills of the type accepted by the kiosk and that are clean, not written on or defaced, not ripped, and not otherwise damaged (“Accepted Currency”). Do not insert foreign currency, antique currency, commemorative currency, currency no longer in circulation, ripped or damaged currency, or any other objects. Additionally, you may only opt to receive cash in return for cryptocurrencies in a sale transaction. Athena’s kiosks do not accept debit or credit cards nor support ACH or bank wire transfers. – 4 –

7.4 Receipts. After completing your transaction, you will receive a paper receipt from the kiosk that details the cryptocurrency purchase or sale. In case of any kiosk malfunction, you may request a digital receipt by calling our Customer Service number 312-690-4466 or writing to support@athenabitcoin.com. When you make a sale of cryptocurrencies using a kiosk, you will also receive a paper “processing” receipt, which will indicate that your sale transaction is being processed, prior to notification by SMS message that your cash is available for pick up from the same kiosk.

7.5 Transaction Service Margin. A margin (the difference between the market price and the actual selling or buying price at the kiosk) will be assessed on your purchase or sale of cryptocurrencies in an amount disclosed to you at the time you make the offer to purchase or sell cryptocurrency (the “Transaction Service Margin”). You authorize Athena to calculate and deduct the Transaction Service Margin from any currency that you tender. For example, in the context of a purchase transaction, if you tender a $100 bill and the Transaction Service Margin is $4, the Transaction Service Margin will be assessed and deducted from the $100 and the remaining $96 will be used to calculate the quantity of any cryptocurrencies purchased by you at the quoted price. In the context of a sale transaction, if you tender .1 BTC and the Transaction Service Margin is .01 BTC, the Transaction Margin will be assessed and deducted from the .1 BTC and the remaining .099 BTC will be used to calculate the quantity of your cash payout. Fractional Transaction Service Margins are a percentage markup based on the two numbers following the decimal point.

7.6 Transaction Limits; Other Restrictions. Athena has limitations on the value of cryptocurrencies that may be purchased at kiosks, some of which may be applied on a daily or other periodic basis. Athena reserves the right to impose other conditions and restrictions on the acceptance of any orders and to accept or reject any order for any or no reason as determined by Athena at its discretion. Athena may also impose time limits on the period of time during which purchases can be made at a quoted price and/or the duration of a purchasing session. You acknowledge and agree that, at the end of any such time period, your session may be terminated, and the transaction completed based on the amount of currency tendered by you up to that point in time during the applicable purchase session.

Athena may at any time and in its sole discretion, without prior notice, impose other conditions or restrictions upon your use of the Services, including if we have a reasonable suspicion of fraud, diminished capacity, inappropriate activity, or if Athena receives reasonable notice that your ownership of some or all of the cryptocurrencies are in dispute.

7.7 Delivery of Cryptocurrencies. Athena will transfer the amount of cryptocurrencies purchased by you to your Wallet within a reasonable period of time after you have completed all necessary steps to collect the applicable cryptocurrencies. Because of conditions and contingencies outside of Athena’s control, there may be delays in delivery, and Athena cannot guarantee that the cryptocurrencies will be delivered to the Wallet within any specific timeframe.

7.8 All Transactions Final. All purchases and sales are final when using the Services and, except as expressly set forth in these Terms or as may be required by applicable law, you may not cancel or rescind any transaction after your offer to purchase or sell has been accepted by Athena. Your transaction will be final once you have inserted cash into a kiosk or initiated a transfer of cryptocurrencies to Athena, as applicable. All Transaction Service Margins are fully earned when assessed. Unless required by applicable law, no Transaction Service Margins or any amounts paid for cryptocurrencies will be refunded for any reason. In the event that a refund needs to be issued, Athena will refer to the legal requirements established in each state and adhere to its respective refund policies. – 5 –

7.9 Compliance with Laws; Taxes. You are responsible for complying with all applicable laws related to purchase, ownership, or other transactions involving cryptocurrencies, including, without limitation, any reporting obligations and payment of all applicable taxes (including any sale, use, value-added, or similar transfer taxes that may be imposed in connection with your purchase). You will determine what, if any, taxes apply, and it is your responsibility to report and remit the correct tax to the appropriate tax authority. Athena reserves the right to deduct (or recover) and pay any such taxes at any time where required or permitted by applicable law.

8. KIOSK OPERATIONS

8.1 Deposits to a Wallet. When you deposit cryptocurrencies to a Wallet or address that is not hosted or controlled by Athena, Athena will require that you verify that the applicable Wallet is owned or controlled by you or satisfy other verification or screening requirements prior to enabling transfers to the applicable Wallet. The machines will never give you a QR code or Bitcoin Address before you insert cash. If you deposit cryptocurrencies specifying a Wallet or address that does not support the cryptocurrencies, such cryptocurrencies may be permanently lost.

8.2 Risk of Cryptocurrency Transactions. You accept all risk and liability for any transaction conducted through a kiosk. Athena’s rates for cryptocurrency shown on the kiosk screen include our markup (or markdown, if applicable) for that kiosk and do not reflect the current market average rate for the indicated cryptocurrency. By proceeding with a purchase transaction, you understand that Athena’s sole responsibility is to deliver the type of cryptocurrency that you select to the address shown to you on the kiosk screen. It is your responsibility to confirm that the address is correct for your purposes. By proceeding with a sale transaction, you understand that Athena’s sole responsibility is to disburse the proper amount of cash shown to you on the kiosk screen at the time of the transaction. You pledge that all cryptocurrencies or cash obtained by you will be used for lawful purposes and all cryptocurrencies or cash provided by you to Athena were legally obtained.

8.3 Loss of Digital Assets. All transactions involving digital assets involve substantial risks. You acknowledge that Athena is not responsible for any loss of your digital assets resulting from theft, loss, fraud, scam, or mishandling of private keys outside our control.

8.4 Kiosk Issues. You acknowledge that you may be asked to contact Athena for issues related to the function, malfunction, or other operation of the kiosk, including, without limitation, issues related to inserting currency, currency count, receipt printing and other printing functions, kiosk shutdown or malfunction, and electrical or other facility or infrastructure issues. You agree to follow any instructions provided on the kiosk screen with respect to any such issues as well as authorize Athena to share your contact information to any third-party services provider, as further defined in Section 13, to assist you or Athena with any kiosk issue.

8.5 Count. The kiosk is designed and maintained with a goal of achieving an accurate count of the Accepted Currency that you insert. Athena and the Third-Party Operator do not guarantee accuracy, however, as errors may occur. Variances may arise because of, among other things, debris inserted into the kiosk, insertion of currency or items other than Accepted Currency, mechanical damage to the kiosk, a software malfunction, a power interruption, or otherwise abnormal operating conditions. If you believe that your currency has been counted inaccurately or have any other questions, please call the Third-Party Operator at the number provided on the applicable kiosk.

9. OTHER PROVISIONS RELATED TO SERVICES – 6 –

9.1 Accuracy of Information. You represent and warrant that all information you provide via the Services is accurate and complete.

9.2 Error Correction Attempts. Athena may, at its option and discretion, attempt to correct, reverse or cancel any transaction or transfer with respect to which Athena has discovered that there was an error, whether such error was made by you, Athena, or a third party. You hereby authorize Athena to attempt any such correction, reversal, or cancellation described in the preceding sentence. Athena provides no guarantee or warranty that any such attempt will be successful and will have no responsibility or liability for the error or any correction attempt.

9.3 Unacceptable Use and Conduct. You will not:

• use the Services or cryptocurrencies to violate any law, regulation, or contract by which you are bound;
• engage in any Cryptocurrency Transaction or use the Services in connection with any plan or scheme to pay for, support, or otherwise engage in any illegal gambling activities, fraud, scam, money laundering, terrorist activities, or other illegal activities;
• engage in any Cryptocurrency Transaction or use any Services for, or on behalf of, any other person or entity;
• provide false, inaccurate, or misleading information to us;
• use any Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Services, or that could damage, disable, overburden, or impair the functioning of the Services in any manner;
• use any robot, spider, crawler, scraper, or other automated means or interface not provided by Athena to engage in a Cryptocurrency Transaction, use the Services, or to extract data;
• attempt to circumvent any content filtering techniques the Services employ or attempt to access any Services that you are not authorized to access;
• introduce to a kiosk any malware, virus, trojan worms, logic bombs, or other harmful material;
• develop any third-party applications that interact with the Services without Athena’s prior written consent;
• use kiosks to send cryptocurrencies if someone has paid you to send the digital asset or cryptocurrency on their behalf; or
• encourage or induce any third party to engage in any of the activities prohibited under these Terms.

10. CHANGES; SUSPENSION; TERMINATION

10.1 Changes to Services. Athena may, at its discretion and without liability to you, with or without prior notice and at any time, modify or discontinue, temporarily or permanently, all or any portion of any Services. Athena retains the right, in its sole discretion, to determine whether to support transfer, purchase, sale, or other disposition of any cryptocurrency using the Services and may discontinue or terminate any support for any cryptocurrency at any time for any or no reason. – 7 –

Unless otherwise required by law or law enforcement, Athena will make reasonable efforts to notify you of its decision to cease support of a cryptocurrency. Athena will not be liable to you for any losses, liability, or expenses related to its decision to cease any support for any cryptocurrency.

10.2 Suspension or Termination of Services. Athena may, at its discretion and without liability to you, with or without prior notice and at any time, temporarily suspend or permanently terminate your access to all or a portion of any Services.

10.3 No Liability. Athena will not be liable for any losses suffered by you resulting from any modification of any Services or from any suspension or termination of your access to all or a portion of any Services (whether pursuant to Section 9.1 and 9.4 above or for any other reason). If and when Services resume, you acknowledge that cryptocurrency valuations may differ significantly from the valuations and rates prior to such event.

10.4 Effect of Termination. In the event of discontinuation of all Services or other termination of your right to access all Services, Athena may cancel any open transaction requests that are pending at the time of discontinuation or termination.

10.5 Survival. All sections of the Terms that by their nature extend beyond the discontinuation of all Services or other termination of your access to the Services, including, without limitation, Sections 1, 2, and 6 through 19 will survive such termination or discontinuation.

11. ELECTRONIC NOTICES

11.1 Consent to Delivery of Electronic Notices. You consent to receive electronically all communications, agreements, documents, receipts, notices, and disclosures (collectively, “Communications”) that Athena provides in connection with these Terms, your Cryptocurrency Transactions, or any Services. Athena may provide these Communications to you by posting them via the Services and/or by sending an SMS or text message to a mobile phone number that you provide. Your carrier’s normal, messaging, data, and other rates and fees may apply to any mobile Communications. You should maintain copies of electronic Communications by printing a paper copy or saving an electronic copy. You may request additional electronic copies of Communications or, for a fee, paper copies of Communications (as described below) by submitting a support request to support@athenabitcoin.com.

11.2 Hardware and Software Requirements. In order to access and retain electronic Communications, you will need a mobile device capable of receiving SMS messages and with an Internet connection.

11.3 Withdrawal of Consent. You may withdraw your consent to receive electronic Communications by sending a withdrawal notice to support@athenabitcoin.com. If you decline or withdraw consent to receive electronic Communications, Athena may suspend or terminate your use of the Services.

11.4 Requesting Paper Copies. If, after you consent to receive Communications electronically, you would like a paper copy of an electronic Communication that Athena previously sent you, you may request a copy within 30 days after the date Athena provided the Communication to you by contacting Athena at support@athenabitcoin.com. In order for Athena to send paper copies to you, you must have a current street address on file with Athena. If you request paper copies, Athena may charge you a processing fee for each page of Communication requested.

12. PROPRIETARY RIGHTS

12.1 Ownership of Services. Any and all software, documentation, graphics, or other works of authorship, as well as any and all inventions, trademarks, data, information, or other materials – 8 –

used, displayed, or made available in connection with the Services (“Athena Materials”) together with all intellectual property rights in any of the foregoing are, as between you and Athena, owned by Athena.

12.2 Limitations. You may use the Athena Materials solely as authorized by Athena in connection with your use of, as applicable, the kiosk or the Services for as long as Athena permits access and use. Without limiting the foregoing: you will not (a) resell, lease, lend, share, distribute or otherwise permit any third party to use any Athena Materials or use any Athena Materials in any service bureau environment; (b) modify or create derivative works of any Athena Materials, or any portion thereof; (c) frame, display, or incorporate any Athena Materials in any website or any other work of authorship; (d) decompile, disassemble, reverse engineer, or attempt to discover the source code of any Athena Materials; (e) use any Athena Materials to design, develop, or create any competing product or service; or (f) otherwise use any Athena Materials for any commercial or noncommercial purpose other than their intended purposes determined at Athena’s discretion. “Athena,” any product or service names, logos, and other marks used on or in connection with the Services or Athena Materials, are trademarks owned by Athena or its licensors. You may not copy, imitate, or use them without Athena’s prior written consent.

12.3 User Content. You hereby grant to Athena a royalty-free, fully paid-up, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, copy, modify, create derivative works of, display, perform, publish, and distribute, in any form, medium or manner, any text, information, data, documents, images, or other content you provide to Athena using the Services that is not Feedback owned by Athena (the “User Content”). You represent and warrant that: (a) you own the User Content or have the right to grant the rights and licenses in these Terms, and (b) the User Content and use by Athena of the User Content as licensed herein does not and will not violate, misappropriate, or infringe on the rights of any third party. Athena may remove any User Content from the Athena website for any reason at Athena’s discretion.

13. THIRD-PARTY SERVICES.

Certain Services may be offered in conjunction with or using products, services, or content provided by third parties, including without limitation services provided by Third-Party Operators (“Third-Party Services”). Athena does not control or endorse any Third-Party Services and shall have no responsibility or liability for any Third-Party Services, including, without limitation, Third-Party Services that may be misleading, incomplete, erroneous, offensive, indecent, or otherwise objectionable. In addition, your business dealings or correspondence with such third parties are solely between you and the third parties. Athena is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings, and you understand that your use of Third-Party Services, and your interactions with third parties, is at your own risk.

14. DISCLAIMERS

14.2 Regulatory Disclosures and Disclaimers. You acknowledge that: (a) Athena does not offer securities-related services in the United States or to U.S. persons and is not registered with the U.S. Securities and Exchange Commission; and (b) Athena does not provide investment, financial, tax, or legal advice. The information and applications provided in connection with the Services does not constitute investment advice, financial advice, trading advice, or any other sort of advice, and should not be treated by any user as such. Athena makes no recommendation and does not provide any advice about the value of any cryptocurrency.

14.3 Disclaimer of Damages. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ATHENA OR ANY OF ITS SERVICE PROVIDERS OR CONTRACTORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE, DATA, INCOME, OR PROFITS) ARISING OUT – 9 –

OF OR IN ANY WAY RELATED TO USE OF THE SERVICES, ANY CRYPTOCURRENCY TRANSACTION, ANY CRYPTOCURRENCY, OR OTHERWISE RELATED TO THESE TERMS, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE, OR IMPUTED), OR ANY OTHER LEGAL OR EQUITABLE THEORY (EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE).

14.4 Additional Disclaimers. You acknowledge that you are solely responsible for: (a) for ensuring that any inbound and outbound transfers are handled in compliance with Athena requirements, third-party requirements, and cryptocurrency requirements; (b) for ensuring that the address to which any cryptocurrencies are to be transferred is properly formatted and suitable for the type of cryptocurrency being transferred; and (c) for ensuring that there are no errors in any of the transfer instructions you provide using the Services.

15. INDEMNIFICATION. You will defend, indemnify, and hold harmless Athena and Athena’s business partners and affiliates, and their respective shareholders, members, directors, officers, employees, attorneys, agents, representatives, suppliers, and contractors (collectively, “Indemnified Parties”) from any claim, demand, lawsuit, action, proceeding, investigation, liability, damage, loss, cost, or expense, including, without limitation, reasonable attorneys’ fees, arising out of or relating to (a) your purchase or sale of any cryptocurrencies; (b) your use of the Services; (c) your violation of these Terms; or (d) your violation of any applicable law or the rights of any other person or entity. If you are obligated to indemnify any Indemnified Party, Athena (or, at Athena’s discretion, the applicable Indemnified Party) will have the right, in its sole discretion, to control any action or proceeding and to determine whether Athena wishes to settle, and if so, on what terms.

16. LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE AGGREGATE LIABILITY OF ATHENA OR ANY OF ITS SERVICE PROVIDERS OR CONTRACTORS WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE, OR IMPUTED), OR OTHER THEORY, ARISING OUT OF OR IN ANY WAY RELATED TO USE OF THE SERVICES, ANY CRYPTOCURRENCY TRANSACTION, OR OTHERWISE RELATED TO THESE TERMS, EXCEED $100.

17. DISPUTE RESOLUTION; BINDING ARBITRATION

Please read the following section carefully because it requires you to arbitrate certain disputes and claims with Athena and limits the manner in which you can seek relief from us, unless you opt out of arbitration by following the instructions set forth below. No class or representative actions or arbitrations are allowed under this arbitration agreement. In addition, arbitration precludes you from suing in court or having a jury trial.

No Representative Actions. You and Athena agree that any dispute arising out of or related to these Terms or our Services is personal to you and Athena and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.

Arbitration of Disputes. Except for small claims disputes in which you or Athena seeks to bring an individual action in small claims court located in the county of your billing address or disputes in which you or Athena seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and Athena waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or our Services resolved in court. Instead, for any dispute or claim that you have against Athena or relating in any way to our Services, you agree to first contact Athena and attempt to resolve the claim informally by sending a written notice of your claim (“Notice”) to Athena by email at legal@athenabitcoin.com and by certified mail addressed to 1 SE 3rd Avenue, Ste 2740, Miami, FL 33131. The Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the claim; and (c) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and Athena cannot reach an agreement to resolve the claim within thirty (30) days after such Notice is received, then either party may submit the dispute to binding arbitration administered by – 10 –

JAMS or, under the limited circumstances set forth above, in court. All disputes submitted to JAMS will be resolved through confidential, binding arbitration before one arbitrator. Arbitration proceedings will be held in Miami-Dade County, Florida or may be conducted telephonically or via video conference for disputes alleging damages less than $1000, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (“JAMS Rules”). The most recent version of the JAMS Rules are available on the JAMS website and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the JAMS Rules or waive your opportunity to read the JAMS Rules and waive any claim that the JAMS Rules are unfair or should not apply for any reason.

You and Athena agree that these Terms affect interstate commerce and that the enforceability of this Section 17 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the “FAA”), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.

The arbitrator, Athena, and you will maintain the confidentiality of any arbitration proceedings, judgments and awards, including, but not limited to, all information gathered, prepared, and presented for purposes of the arbitration or related to the dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality, unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.

You and Athena agree that for any arbitration you initiate, you will pay the filing fee (up to $250) and Athena will pay the remaining JAMS fees and costs. For any arbitration initiated by Athena, Athena will pay all JAMS fees and costs. You and Athena agree that the state or federal courts of the State of Florida and the United States sitting in Miami-Dade County, Florida have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.

Any claim arising out of or related to these Terms or our Services must be filed within one year after such claim arose; otherwise, the claim is permanently barred, which means that you and Athena will not have the right to assert the claim.

You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section 17 by emailing us at legal@athenabitcoin.com. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 18.

If any portion of this Section 17 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section 17 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 17; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 17 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 17 will be enforceable.

18. GOVERNING LAW. The interpretation and enforcement of these Terms, and any dispute related to these Terms or any Services, will be governed by and construed and enforced in accordance with the laws of the State of Florida, without regard to conflict of law rules or principles (whether of Florida or any other – 11 –

jurisdiction) that would cause the application of the laws of any other jurisdiction. With respect to any other proceeding that is not subject to arbitration under these Terms, the federal and state courts located in Miami-Dade County, Florida will have exclusive jurisdiction, and you agree that venue lies in such courts.

19. OTHER TERMS

19.1 Notices. Unless expressly permitted to be sent by email (in which case notice must be sent to the email address for Athena specified below), all notices to Athena pursuant to these Terms must be provided in writing and delivered by FedEx, DHL, or other nationally recognized courier service to Athena at the address specified below:

Athena Bitcoin, Inc.

1 SE 3rd Avenue, Ste .2740

Miami, FL, 33131

19.2 Copyright Violations. If you believe that anything on the Services infringes any copyright that you own or control, you may notify Athena’s Designated Agent. Please see 17 U.S.C. § 512(c)(3) for the requirements of a proper notification. If you knowingly misrepresent that any activity or material on the Services is infringing, you may be liable to Athena for certain costs and damages. You may also submit a proper notification to Athena’s Designated Agent using the contact information below:

Designated Agent: President & CEO

Address: 1 SE 3rd Avenue, Ste. 2740, Miami, FL 33131

Telephone Number: (312) 690-4466

Email: legal@athenabitcoin.com.

Notices will be deemed given on the date actually delivered to the address specified above. Athena may change the address for notice by publishing updated kiosk Terms on kiosks or publishing updated Terms via the Services.

19.3 Remedies. If you violate any of these Terms, Athena may, as it determines reasonably necessary to remedy or mitigate your violation suspend or cancel your access to the Services without any prior notice to you. Athena shall in no event be responsible or liable for any damage incurred by the user as a result of an action taken by Athena pursuant to this paragraph. Any right or remedy of Athena set forth in these Terms is in addition to, and not in lieu of, any other right or remedy whether described in these Terms, under statute, at law or in equity.

19.4 Athena Affiliates and Contractors. An “Affiliate” is, with respect to a legal entity, another legal entity that controls, is under common control with, or is controlled by the first legal entity. The Services may be operated or provided by Athena, its Affiliates or their respective contractors. To the extent that an Affiliate of Athena or contractor of Athena is operating or providing any Services, the Affiliate or contractor’s provision of such Services will be under terms identical to these Terms substituting the Affiliate or contractor’s name wherever Athena’s name occurs in these Terms.

19.5 Nonwaiver. Athena’s failure or delay in exercising any right, power, or privilege under these Terms shall not operate as a waiver thereof.

19.6 Severability. The invalidity or unenforceability of any of these Terms shall not affect the validity or enforceability of any other of these Terms, all of which shall remain in full force and effect. – 12 –

19.7 Force Majeure. Athena will have no responsibility or liability for any failure or delay in delivery of any cryptocurrencies or other performance hereunder, or any loss or damage that you may incur, due to any circumstance or event beyond the control of Athena, including without limitation any flood, extraordinary weather conditions, earthquake, or other act of God, disease or pandemic, fire, war, insurrection, riot, labor dispute, accident, action of government, communications or power failure, or equipment or software malfunction.

19.8 Assignment. You may not assign or transfer any of your rights or obligations under these Terms without prior written consent from Athena. Athena may assign or transfer these Terms or any or all of Athena’s rights or obligations under these Terms, in whole or in part, without notice or obtaining your consent.

19.9 Headings. Headings of sections are for convenience only and shall not be used to limit or construe such sections.

19.10 Entire Agreement; Order of Precedence. These Terms contain the entire agreement and supersede all prior and contemporaneous understandings between the parties regarding the subject matter of those respective agreements. In the event of any conflict between these Terms and any other agreement you may have with Athena, these Terms will control unless the other agreement specifically identifies these Terms and declares that the other agreement supersedes these Terms.