Terms and Conditions

1. Nature and scope of these Terms

1.1 These Terms & Conditions (“Terms”) govern access to and use of the FANEX website, application and related services (the “Service”) operated by XSTARS S.R.L. (“FANEX”, “we”, “us”), and the acquisition of Tokens through the Service by buyers.

1.2 These Terms apply between FANEX and persons who access the Service as buyers (“Buyers”, “you”) in jurisdictions where FANEX makes the Service available. Where a Buyer qualifies as a consumer under applicable law, mandatory consumer protections apply and prevail. The relationship between FANEX and creators is governed by separate Creator Terms; creators contract as business professionals (B2B).

1.3 These Terms consist of: (a) these General Terms; (b) the standardized Asset Mechanics described herein, applying to all creator launches; and (c) for each asset, the applicable Asset Disclosure Page, displaying only the variable parameters and risks of that specific launch. The Asset Disclosure Page is pre-contractual and transactional disclosure; it is not a separately negotiated contract.

1.4 Accuracy of language. These Terms use deliberately precise wording intended to reflect the actual mechanics. The absence or presence of any label does not change the legal or economic substance of any transaction.

1.5 No exclusion of mandatory consumer rights. Nothing in these Terms excludes, restricts or waives any right you have as a consumer under mandatory provisions of EU law or the Italian Consumer Code (Codice del Consumo, D.Lgs. 206/2005) that cannot be excluded by agreement. Where any clause conflicts with such mandatory rights, those rights prevail and the clause applies only to the extent permitted.

1.6 International scope. These Terms apply internationally only where the Service is actually made available by FANEX. The availability of the Service in a jurisdiction does not mean that the Service is lawful or appropriate in that jurisdiction, and is not an offer or solicitation where that would be unlawful. You are responsible for ensuring that your access to and use of the Service is lawful where you are.

1A. Beta status

1A.1 The Service is provided as a limited beta product. Features may be incomplete, modified, suspended or discontinued at any time. Access may be limited by jurisdiction, wallet, user category, asset, transaction size or technical availability.

1A.2 FANEX may restrict or suspend access to any launch, feature or interface where required or appropriate for legal, regulatory, sanctions, AML, fraud, security, technical or risk-management reasons.

1A.3 Participation in the beta does not create any right to continued access, future features, Token liquidity, secondary-market availability or any commercial outcome.

2. Definitions

• “Asset Disclosure Page” - the page displayed before acquisition showing the asset-specific parameters selected by the creator and/or generated by the Service for a particular launch, together with the applicable risk warnings.
• “Asset Mechanics” - the standardized rules described in these Terms governing allocation, launch, Graduation, Seed Liquidity, buyback, burn, distribution and other revenue-linked logic, as executed by smart contracts and/or deterministic platform mechanics.
• “Buyer” - a person who acquires Tokens through the Service.
• “Creator” - a business professional who launches an asset through the Service under the Creator Terms.
• “Creator Terms” - the separate terms governing the relationship between FANEX and creators.
• “Eligible Revenue” - has the meaning in Section 11.
• “FANEX Fees” - the fees charged by FANEX under Section 15A, as disclosed before acquisition or transaction execution.
• “Graduation” - the standardized condition under which a Token may become technically tradable through third-party decentralized liquidity pools, as described on the applicable Asset Disclosure Page.
• “Revenue-Linked Mechanism” - the standardized mechanism that may execute buyback, burn, distribution or other revenue-linked actions in respect of an asset, conditional on Eligible Revenue actually being received by the creator and corresponding funds being made available.
• “Seed Liquidity Protocol” - the standardized mechanism through which part of the primary launch amount is allocated to initialize or support liquidity for the relevant Token, including potential interaction with third-party decentralized liquidity pools, according to the disclosed asset-specific parameters and smart-contract mechanics.
• “Token” - the crypto asset issued in connection with a specific creator launch that provides access to that asset’s standardized, asset-specific Revenue-Linked Mechanism, as described in these Terms and the applicable Asset Disclosure Page.
• “Third-Party Protocols” - the Solana network, the Raydium constant-product market maker, any third-party decentralized liquidity pool, any third-party embedded-wallet provider, and any third-party on-ramp or payment provider, none of which is operated by FANEX.

3. Operator identity and contact

3.1 The Service is operated by XSTARS S.R.L., with registered office at Via Gaetano De Castillia 23, 20124 Milan (MI), Italy; VAT no. / Tax code 14215640963; certified e-mail (PEC) xstars@legalmail.it; registered with the Registro delle Imprese di Milano Monza Brianza Lodi - REA no. MI-2768194; share capital € 10,500.00 fully paid up; trading as “FANEX” at fanex.market.

4. Wallets, custody and access

4.1 You access the Service using an external self-custodial wallet and/or third-party embedded wallet infrastructure (such as Privy or a comparable provider). Your wallet is provided and operated under the relevant provider’s own terms, not by FANEX.

4.2 FANEX has no custody or control. FANEX does not create, custody, control, recover, freeze, revoke or access your wallet, private keys, seed phrases, signing credentials, Tokens or funds. FANEX cannot initiate transactions from your wallet. You sign your own Solana transactions. If you lose access to your wallet or credentials, FANEX cannot restore them.

4.3 FANEX reads the connected wallet only where necessary to provide the Service (for example, to display balances, holdings or transaction status). FANEX does not associate wallet addresses with your email or user identity except as expressly disclosed in the Privacy Policy.

4.4 Tokens are transferable wallet-to-wallet. As of the date of these Terms, FANEX has not implemented Token-level transfer restrictions (such as whitelists, blacklists or on-chain freeze mechanisms). However, FANEX may restrict access to the Service, frontend, launches or features where required for legal, sanctions, AML, fraud, security or regulatory reasons (Section 4A.4). Any future Token-level restriction would be separately disclosed and legally reviewed before introduction.

4.5 You must be at least 18 years old and have legal capacity to enter into these Terms.

4A. Jurisdictions, sanctions and compliance checks

4A.1 Selected jurisdictions only; United States geoblock. The Service is not offered globally. FANEX makes the Service available only in selected jurisdictions and may change availability at any time. The Service is not offered to U.S. persons and is not available to persons located in the United States. You must not access or use the Service if you are a U.S. person or located in the United States. You are responsible for ensuring that accessing the Service is lawful in your jurisdiction, and FANEX may block access where legal or regulatory risk is identified.

4A.2 Blocked jurisdictions and sanctions. The Service is not available to persons located in, ordinarily resident in, or nationals of jurisdictions subject to comprehensive sanctions, or to persons designated on applicable EU, UN, U.S. or other relevant sanctions lists. The Service is not available globally without restriction, and availability in any jurisdiction is not a representation of legality there; you are responsible for ensuring your use is lawful where you are.

4A.3 Checks. FANEX does not currently perform full identity verification of all Buyers directly. FANEX and/or third-party providers may perform identity, age, wallet-screening, sanctions, fraud, anti-money-laundering or jurisdiction checks where enabled or where legally required, and may make access to some or all of the Service conditional on passing such checks. No statement is made that any specific wallet or infrastructure provider performs identity or age verification.

4A.4 Refusal and suspension. FANEX may refuse, restrict, suspend or block access to the Service, a launch or a feature where required or appropriate for legal, sanctions, AML, fraud, security or regulatory reasons, in a proportionate manner and to the extent permitted by law. FANEX may report suspicious activity to competent authorities where required.

5. What a Token is and what a Buyer acquires

5.1 Buyers acquire Tokens that provide access to standardized, asset-specific Revenue-Linked Mechanics, as described in these Terms and in the applicable Asset Disclosure Page. Holding the relevant Token at the relevant execution or snapshot time is a technical condition to benefit from the applicable mechanism, if and when Eligible Revenue is received by the creator and corresponding funds are made available.

5.2 A Token does not: (a) create a civil-law assignment of YouTube/AdSense revenue; (b) create a direct contractual claim against the creator; (c) create a direct, unconditional payment claim against FANEX; or (d) represent ownership of YouTube/AdSense revenue, of the underlying video, or of any share in FANEX or the creator’s business.

5.3 The creator undertakes obligations under the Creator Terms to make the disclosed percentage/allocation of Eligible Revenue available to the applicable Revenue-Linked Mechanism for the selected duration. As of the date of these Terms, those obligations are enforceable by FANEX under the Creator Terms; Token holders do not have a direct enforcement right against the creator. FANEX does not guarantee enforcement or recovery (see Section 13.4).

5.4 Transfers. Transfer of a Token transfers only access to the applicable mechanics as described in clause 5.1. It does not transfer any separate civil-law receivable or contractual claim. Tokens remain transferable after the revenue-linked period ends; after that period, no further revenue-linked mechanics apply unless expressly disclosed.

5.5 No additional utility. As of the date of these Terms, Tokens carry no utility other than described in clause 5.1. Any future utility would apply only if separately disclosed and legally reviewed before introduction.

5.6 Regulatory characterization. FANEX’s commercial characterization of the Token is that it is an access instrument to standardized revenue-linked mechanics tied to existing digital content. This is FANEX’s characterization and not a legal determination. The classification of the Token and the Service under MiCAR, EU/Italian securities and financial-instruments law, the CASP regime, and payment-services / e-money law is not settled and is under assessment (see Section 19). Do not rely on FANEX’s characterization as legal advice.

6. Standardized structure and the Asset Disclosure Page

6.1 Each asset follows the same standardized structure. The creator selects or confirms only limited parameters, which may include: the relevant video or bundle of videos; the duration of the Revenue-Linked Mechanism, expressed in months; the target amount; and any other parameters allowed by the FANEX interface and disclosed before launch. Assets may relate to single videos or to disclosed bundles.

6.2 The variable, asset-specific parameters and risks are shown on the applicable Asset Disclosure Page, which you should read in full before acquiring. Each Asset Disclosure Page contains, at minimum, the mandatory fields set out in Annex A (Asset Disclosure Page Schema), which forms part of these Terms.

7. Acquisition process and pre-contractual information

7.1 Before acquisition you are shown the applicable Asset Disclosure Page, these Terms, the price and fees (in SOL, and where displayed, an EUR equivalent), and the acknowledgments in Section 21.

7.2 You acquire Tokens directly through smart-contract / on-chain mechanics on Solana, from your own wallet, by signing the transaction yourself. There is no escrow phase, and FANEX never receives your crypto into a custodial wallet before, during or after the transaction.

7.3 The confirmation control at checkout is labelled unambiguously to indicate that placing the order entails an obligation to pay (for example, “Order with obligation to pay” / “Ordine con obbligo di pagare”), as required by Article 8(2) of Directive 2011/83/EU and Article 51(2) of the Italian Consumer Code.

7.4 Records. FANEX stores, for each acquisition: the accepted Terms version; the Asset Disclosure Page version; the timestamp; the wallet address; the transaction hash; and the acknowledgments given - as further described in the Privacy Policy.

8. Primary launch: fund split and on-chain mechanics

8.1 During the primary launch, the funds you use to acquire Tokens are automatically split on-chain, according to the disclosed mechanics, among: (a) the creator allocation, paid directly to the creator’s wallet; (b) FANEX Fees, paid directly to the FANEX wallet; and (c) the liquidity allocation, which remains within the smart-contract mechanics and is later used for liquidity on Raydium or another disclosed third-party pool.

8.2 The on-chain mechanics (allocation, Graduation, Seed Liquidity, buyback, burn and distribution logic) are executed automatically by the deployed smart contracts and/or deterministic platform mechanics, as specified on the applicable Asset Disclosure Page.

8.3 Properties such as a hardcoded cap, the absence of an admin key, and deterministic logic are implemented in the deployed smart contracts and are verifiable on-chain. They are technical properties of the deployed code and not a separate financial guarantee by FANEX.

8A. Fiat, on-ramps, and the absence of balances or withdrawals

8A.1 FANEX does not accept fiat payments and does not provide fiat custody, Buyer balances, hosted accounts, withdrawal services, crypto-to-fiat conversion, off-ramp services or money remittance. There is no FANEX account balance from which you can withdraw.

8A.2 You may use a third-party on-ramp provider (such as MoonPay or a comparable provider) to acquire crypto assets. Any such provider acts independently, under its own terms and its own regulatory status. FANEX never receives your fiat, gives no withdrawal instructions, and receives no off-ramp fees.

8A.3 You can independently transfer Tokens or crypto assets from your own wallet at any time and may use third-party platforms to sell, convert or withdraw outside FANEX, subject to those platforms’ terms and to market conditions. Availability, pricing and execution on third-party platforms are outside FANEX’s control.

9. Creator revenue flow

9.1 YouTube/AdSense revenue is received by the creator off-chain, through traditional payment rails, currently into the creator’s own ordinary account. YouTube/AdSense does not pay FANEX or any smart contract directly, revenue is not paid on-chain automatically, FANEX does not receive YouTube/AdSense revenue, and FANEX does not see, control, approve, block or initiate payments from the creator’s account.

9.2 The Revenue-Linked Mechanism operates only if and when the creator receives Eligible Revenue and makes corresponding funds available to the applicable mechanism (through a creator-controlled wallet or other disclosed route).

9.3 Future routing. A dedicated creator revenue account or routing arrangement may be introduced in the future. Any such account must be in the creator’s name or under the creator’s legal control - not FANEX’s - and any fiat-to-crypto conversion must be performed by a regulated or otherwise qualified third-party provider, not by FANEX. The exact future route from the creator’s revenue account to a wallet or smart contract, if introduced, will be disclosed and these Terms updated.

9.4 If, in any period: the creator does not receive Eligible Revenue; receives it late; does not make corresponding funds available; or any conversion or on-chain delivery step fails - the Revenue-Linked Mechanism may not execute for that period, and FANEX does not cover any shortfall.

10. Smart-contract execution and no shortfall cover

10.1 The smart contract or deterministic mechanism does not guarantee any payment, buyback, burn or distribution. It executes the applicable logic only against funds actually made available to the mechanism.

10.2 If insufficient funds are available for a period, no buyback, burn, distribution or other revenue-linked action occurs for that period, and FANEX does not cover the shortfall.

11. Eligible Revenue

11.1 “Eligible Revenue” means net YouTube AdSense revenue attributable to the relevant video or bundle for the applicable reporting period - calculated after YouTube/platform deductions and before creator taxes - as reported through YouTube API data and actually received or made available to the creator, subject to the adjustments and timing rules in this Section and the applicable Asset Disclosure Page.

11.2 Exclusions. Eligible Revenue does not include sponsorships, affiliate revenue, merchandising, donations, brand deals, or any other non-AdSense or unrelated revenue.

11.3 Adjustments and timing. Eligible Revenue reflects, where applicable: copyright claims; refunds; chargebacks; demonetization adjustments; and later YouTube corrections or revisions. The reporting period follows YouTube’s monthly reporting cycle. If YouTube pays late, the mechanism operates only when funds actually arrive and are made available. If API data shows revenue but the creator does not actually receive funds or does not make them available, no revenue-linked action is guaranteed. All net amounts are subject to applicable blockchain, provider, conversion, gas and execution costs where relevant. Currency conversion, where required, and the allocation of conversion, provider, gas and execution costs are applied as disclosed on the applicable Asset Disclosure Page.

11.4 API data is a verification source, not a revenue guarantee. YouTube API data is used as the source of truth for verifying historical and reported revenue data, subject to availability, accuracy, API limitations, later corrections and YouTube/Google policies. API verification does not guarantee future revenue, actual payment, payment timing, continued monetization, absence of claims, creator compliance or availability of funds. Historical or API-verifiable revenue does not guarantee future revenue.

11.5 If the relevant video is demonetized, removed, restricted, claimed or made private, or revenue falls to zero, the mechanism may not execute and FANEX does not cover any shortfall.

12. Launch outcomes; finality; no automatic refund

This Section is subject in full to your mandatory consumer rights (Sections 1.5, 20 and 22).

12.1 There is no minimum target. The launch target shown on the Asset Disclosure Page is not a condition precedent, not a refund condition and not a minimum threshold. It is a target relevant to Graduation, liquidity depth, market conditions and asset parameters, and is not an indication that the asset will succeed.

12.2 If the target is not reached: Tokens are still issued and the launch remains valid; the acquisition is not automatically reversed; funds already split on-chain are not refunded by FANEX; the creator allocation has been paid directly to the creator; the liquidity allocation remains allocated per the applicable mechanics; FANEX Fees remain charged where applicable; and the Revenue-Linked Mechanism may continue according to the disclosed mechanics, proportionally to the amount actually sold or as otherwise disclosed before acquisition.

12.3 Where the target is not reached, the consequences disclosed before acquisition include: funds are not automatically reversible; the creator has already received the creator allocation; Token liquidity may be lower than expected; the asset may graduate with less liquidity, fail to graduate, or follow another disclosed route; Token holders may attempt to sell only where liquidity exists; and liquidity, execution price, exit and recovery of funds are not guaranteed. FANEX does not guarantee recovery of any amount used to acquire Tokens.

12.4 Token holders may attempt to sell through available liquidity, where available, but liquidity, price, execution and recovery of funds are not guaranteed.

12.5 Mandatory rights override. Clauses 12.1–12.4 apply only to the extent consistent with your mandatory consumer rights, including protection against unfair terms (Section 22).

13. Revenue-linked mechanics (buyback / burn / distribution)

13.1 Where Eligible Revenue is actually received by the creator and corresponding funds are successfully made available to the applicable mechanism, the Revenue-Linked Mechanism executes the applicable revenue-linked actions automatically through the deployed smart contracts. Revenue-Linked Mechanics may include buyback, burn, distribution or other actions only where expressly enabled for the relevant asset, disclosed before acquisition and technically available. No particular mechanic is the default for all assets.

13.2 The mechanics operate monthly, reflecting YouTube’s monthly payment cycle, where funds are actually received and made available. No minimum execution threshold applies unless disclosed on the Asset Disclosure Page. If funds for a period are too low, delayed, unavailable or not made available, the mechanism may not execute for that period.

13.3 No guarantee. No buyback, burn or distribution is guaranteed. Timing and amount are variable. Execution depends entirely on Eligible Revenue being received and corresponding funds being made available. FANEX does not cover shortfalls. Past revenue-linked actions do not indicate or assure future ones. Nothing in this Section is a dividend, profit share, yield, passive income or investment return, and must not be understood as such.

13.4 Creator non-performance. If the creator fails to make Eligible Revenue available, FANEX may take commercially reasonable measures to address creator non-performance, including warnings, suspension, restriction, delisting or other platform-level measures. FANEX does not guarantee recovery or any specific outcome.

14. Seed Liquidity Protocol and secondary market

14.1 Secondary trading through third-party protocols. After the primary launch, Tokens may become tradable through third-party decentralized liquidity pools on Solana (currently Raydium), which are independent Third-Party Protocols not operated by FANEX. In plain terms:

• part of the primary launch amount is allocated through the Seed Liquidity Protocol to initialize liquidity for the Token;
• when the Graduation condition disclosed on the applicable Asset Disclosure Page is met, FANEX’s automated infrastructure submits the pool-creation transaction as a ministerial, non-discretionary step: the pool parameters are deterministic and predefined at launch, and FANEX exercises no discretion over whether, when or on what terms the pool is created;
• FANEX provides a software interface through which you can view market data and prepare transactions; you sign every transaction from your own wallet - FANEX cannot move your Tokens or funds;
• trades are executed on Raydium/Solana, not by FANEX, and are subject to the applicable Raydium pool fee tier (currently 1%), which is a protocol-level fee, not a fee charged by FANEX;
• FANEX may receive or retain LP fee proceeds or other economic benefits associated with the seeded or locked liquidity, as described in Section 15A.

14.2 No guarantee of a market. FANEX does not guarantee liquidity, price, market depth, execution, trading volume, the ability to sell, or recovery of any amount. Liquidity may be low, volatile or unavailable; a pool may exist while executable exit is absent; and you may be unable to sell at the expected price or at all.

14.3 Third-party infrastructure. Raydium and any liquidity pool are third-party infrastructure. Their availability, rules and continuity are outside FANEX’s control.

14.4 Market data. FANEX may display price charts, volume, market and holder/asset data. These displays are informational only and are not investment-performance presentations, recommendations or advice.

14.5 Regulatory status. Whether the activities described in this Section - the ministerial initialization of liquidity pools, the provision of the trading interface and the preparation of transaction data, and the receipt of LP fee proceeds associated with seeded or locked liquidity - require authorisation under MiCAR (the CASP regime) or other applicable law is part of the classification assessment referred to in Section 5.6 and is not settled (see Section 19).

15. Primary launch cap

15.1 The launch cap or hard cap applies only to the maximum amount that may be raised during the primary launch. It does not cap the YouTube/AdSense revenue the creator may generate after launch. After launch, the Revenue-Linked Mechanism operates only for the selected duration and per the disclosed percentage/allocation of Eligible Revenue, if and when corresponding funds are actually made available.

15A. Fees

15A.1 FANEX may charge: (a) listing fees (to creators, under the Creator Terms); and (b) fees related to the revenue-linked mechanics, each as disclosed before acquisition or before the relevant transaction is executed. FANEX does not charge a separate fee on secondary-market trades. Secondary-market transactions executed on Raydium are subject to the applicable Raydium pool fee tier (currently 1%), applied at protocol level by the pool, not by FANEX. FANEX may receive or retain LP fee proceeds or other economic benefits associated with the liquidity seeded or locked through the Seed Liquidity Protocol; where applicable, this is disclosed on the applicable Asset Disclosure Page.

15A.2 Fees are charged in SOL unless otherwise disclosed. You pay applicable gas/network fees. Where fees are shown as included, all third-party and network costs are nonetheless clearly disclosed or estimated before execution.

15A.3 FANEX Fees are not automatically refundable, subject always to your mandatory consumer rights.

16. Independence of assets - no pooling

16.1 Each asset is independent. There is no pooling between assets; no cross-collateralization; one creator’s revenue does not support another creator’s asset; one video’s revenue does not support another video unless bundled and disclosed. There is no platform-level FANEX guarantee. Historical revenue does not assure future revenue. You may lose all amounts used to acquire a Token.

17. FANEX’s role and what FANEX does not do

17.1 FANEX provides software, data-verification tools, token-launch interfaces and transaction-interface services. Its role is distinct from: the standardized legal framework; the asset-specific disclosed parameters; the creator’s obligations; the smart-contract mechanics; and the Third-Party Protocols (Solana, Raydium, wallet infrastructure, on-ramp providers).

17.2 FANEX does not: receive YouTube/AdSense revenue; hold creator revenue; custody Buyer or creator funds, wallets or keys; accept fiat; hold balances or operate withdrawals; initiate transactions from your wallet; guarantee creator revenue or creator performance; guarantee provider acceptance or processing; guarantee conversion or on-chain delivery; guarantee buybacks, burns, distributions, price, trading volume, liquidity, sale, exit or recovery; or cover shortfalls.

18. YouTube API data and third-party dependencies

18.1 Creators connect their YouTube account via Google OAuth/API. The Service may display historical and ongoing YouTube/AdSense revenue data for the relevant asset. API data is used for verification and disclosure, not as a revenue guarantee.

18.2 Use of YouTube/Google API data is subject to Google’s and YouTube’s applicable terms and policies. API availability, accuracy and continuity are not assured and are outside FANEX’s control; data may be limited, delayed, corrected or discontinued by Google/YouTube.

18.3 The Service also depends on Solana, Raydium, wallet-infrastructure providers and on-ramp providers. Their availability, policies and continuity are outside FANEX’s control, and changes by any of them may affect verification, funding, execution or tradability.

19. Risk disclosure

19.1 Acquiring Tokens is high-risk. You may lose all amounts used. Risks include, without limitation: total loss; market and liquidity risk (you may be unable to sell at all or at the expected price); smart-contract risk (bugs, exploits, failed execution); revenue-variability risk (revenue may be lower than historical, zero, or never received); demonetization / removal / restriction / claim risk affecting the underlying video; creator non-performance risk (the creator may not make Eligible Revenue available, and you have no direct enforcement right against the creator); payment, conversion and on-chain-delivery failure risk; third-party dependency risk (Google/YouTube, Solana, Raydium, wallet and on-ramp providers); wallet self-custody risk (loss of keys or credentials cannot be remedied by FANEX); mechanism-activation risk (some mechanics may never be activated if not legally or technically enabled); and regulatory-uncertainty risk - the classification of the Token and the Service under MiCAR, securities/financial-instruments law, the CASP regime and payment-services/e-money law is not settled, and a different classification could materially affect the product, its availability, or your position. Nothing is guaranteed and there is no assured outcome.

20. Right of withdrawal

20.1 Exclusion based on the market-fluctuation exception. The acquisition of Tokens through the Service concerns assets whose price depends on fluctuations in the market that cannot be controlled by FANEX and that may occur within any withdrawal period. Accordingly, pursuant to Article 16(b) of Directive 2011/83/EU and Article 59(1)(b) of the Italian Consumer Code (D.Lgs. 206/2005), the right of withdrawal does not apply to the acquisition of Tokens. You are informed of this exclusion before acquisition and you acknowledge it at checkout (Section 21).

20.2 This exclusion applies only to the extent the conditions of the relied-upon exception are actually satisfied. Where, for any acquisition, those conditions are not met, your mandatory rights - including any applicable right of withdrawal - continue to apply and prevail over any conflicting provision of these Terms (Sections 1.5 and 22).

21. Buyer acknowledgments (shown prominently before acquisition)

21.1 Before acquiring, you must confirm, through separate checkboxes that are not pre-ticked, each of the following acknowledgments:

• I understand this is a high-risk beta product and I may lose all amounts used.
• I understand the Token does not represent ownership of YouTube/AdSense revenue, the underlying video, FANEX, or any creator business.
• I understand FANEX does not guarantee revenue, payment, buyback, burn, distribution, liquidity, price, resale, exit or recovery.
• I understand the creator may fail to make Eligible Revenue available, and I have no direct claim against the creator.
• I understand FANEX does not custody my funds, does not control my wallet and does not operate withdrawals.
• I understand availability of the Service may be restricted by jurisdiction.
• I understand the right of withdrawal does not apply to this acquisition (Section 20), and that my other mandatory consumer rights are unaffected by these acknowledgments.
• I have read and accept these Beta Terms and the applicable Asset Disclosure Page.

21.2 The checkout uses an order-confirmation button labelled to clearly indicate an obligation to pay, as required by Article 8(2) of Directive 2011/83/EU and Article 51(2) of the Italian Consumer Code (for example, “Order with obligation to pay”). Any additional call-to-action wording (such as “Acquire token - wallet transaction required”) does not replace that mandatory label. FANEX stores the accepted Terms version, Asset Disclosure Page version, timestamp, wallet address, transaction hash and the acknowledgments given (Section 7.4).

22. Liability

22.1 Nothing in these Terms limits or excludes liability that cannot be limited or excluded under mandatory law, including liability for death or personal injury caused by negligence, for fraud or gross negligence, or any mandatory consumer-protection liability.

22.2 Subject to clause 22.1, and to the extent permitted by mandatory law, FANEX’s liability is limited to direct, foreseeable damage and FANEX is not liable for indirect or consequential loss; no limitation operates so as to create a significant imbalance to the detriment of the consumer contrary to Directive 93/13/EEC.

22.3 To the extent permitted by mandatory law, FANEX is not liable for: the acts, omissions, availability or policies of Third-Party Protocols and other third parties; revenue variability or non-payment by YouTube/AdSense; the creator’s performance or non-performance; liquidity or market conditions; or losses resulting from your own wallet, key management or misconfiguration.

23. Data protection

23.1 FANEX processes personal data in accordance with its Privacy Policy (available at https://fanex.market/legal/privacy-policy), incorporated by reference. The Privacy Policy discloses, among other things: the OAuth scopes used for the creator’s YouTube connection; the categories of data collected; purposes; retention; sharing; revocation and deletion mechanisms; the handling of wallet addresses and any association with user identity; the acquisition records under Section 7.4; and Google/YouTube API compliance. Cookie information is provided through the Cookie Policy referenced on the website.

24. Intellectual property and licence

24.1 FANEX grants you a limited, non-exclusive, non-transferable licence to use the Service for its intended purpose, subject to these Terms. You must not copy, modify, reverse-engineer, resell or misuse the Service or interfere with its operation or security.

25. Changes, termination and suspension

25.1 FANEX may modify these Terms and the Service. Material changes will be notified through the Service and apply prospectively; your mandatory rights are unaffected, and acquisitions already concluded remain governed by the version of the Terms accepted at acquisition.

25.2 FANEX may suspend or restrict access per Section 4A.4.

26. Complaints and dispute resolution

26.1 Complaints. You may contact FANEX at xstars@legalmail.it to raise a complaint, handled through FANEX’s internal complaints procedure.

26.2 Alternative dispute resolution. Information on certified out-of-court ADR entities competent under Directive 2013/11/EU and the Italian Consumer Code is available via the EU consumer-redress directory. No reference is made to the former EU ODR platform, discontinued with effect from 20 July 2025.

26.3 Governing law and jurisdiction. Italian law. For consumers, mandatory jurisdictional protections apply and prevail (in particular, the courts of the consumer’s place of residence or domicile).

27. Final provisions

27.1 Severability. If any provision is invalid or unenforceable, the remainder continues in effect, preserving mandatory consumer protections.

27.2 Entire agreement. These Terms, the applicable Asset Disclosure Page and the incorporated policies constitute the entire agreement on the subject matter, without prejudice to mandatory rights.

27.3 Assignment. You may not assign these Terms without FANEX’s consent. FANEX may assign these Terms to a successor in connection with a reorganization or transfer of the business, without prejudice to your mandatory rights.

27.4 Force majeure. Neither party is liable for failure caused by events beyond reasonable control, to the extent permitted by mandatory law.

27.5 Language. These Terms are published in English, as a single English-language version applying to all Buyers. Where FANEX makes the Service available with a local-language version, that version is provided for convenience only unless expressly stated otherwise, and in case of inconsistency the English version prevails - except where mandatory consumer law requires otherwise.

27.6 Notices. Notices to FANEX may be sent to xstars@legalmail.it. Notices to you are given through the Service or to the contact details you provide.

Annex A - Asset Disclosure Page Schema (mandatory fields)

Each Asset Disclosure Page must display, at minimum, the following fields. Fields marked (W) are warnings that must be prominent and in plain language.