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Terms of Service

Effective February 14, 2026

If you signed a separate Cover Page to access the Product with the same account, and that agreement has not ended, the terms below do not apply to you. Instead, your separate Cover Page applies to your use of the Product.

This Agreement is between NONCE TECHNOLOGY PTE. LTD. and the company or person accessing or using the Product. This Agreement consists of: (1) the Order Form below, (2) the Key Terms, (3) the additional terms set forth herein, and (4) the Framework Terms defined below.

If you are accessing or using the Product on behalf of your company, you represent that you are authorized to accept this Agreement on behalf of your company. By signing up, accessing, or using the Product, you indicate acceptance of this Agreement and agree to be bound by its terms and conditions.

Cover Page

Order Form

Framework Terms

This Order Form incorporates and is governed by the Framework Terms that are made up of the Key Terms below and the Common Paper Cloud Service Agreement Standard Terms Version 2.1, which are incorporated by reference. Any modifications to the Standard Terms made in the Cover Page will control over conflicts with the Standard Terms. Capitalized words have the meanings given in the Cover Page or the Standard Terms.

Cloud Service

A cloud-based enterprise software platform that provides operational management, monitoring, and analytics tools for Bitcoin mining operations. This agreement includes access to the Nonce platform: real-time operational dashboards, performance analytics, resource optimization, and reporting capabilities.

Order Date

The Effective Date

Subscription Period

12 months, unless otherwise specified in the applicable Order Form.

Certain parts of the Product have different pricing plans, which are available at Provider's pricing page. Customer will pay Provider the applicable Fees based on the Product tier and Customer's usage. Provider may update Product pricing by giving at least 30 days notice to Customer (including by email or notification within the Product), and the change will apply in the next Subscription Period.

Payment Process

Provider will invoice Customer on an annual basis, unless otherwise agreed. Customer will pay each invoice within 30 days of receipt.

Non-Renewal Notice Period

At least 30 days before the end of the current Subscription Period.

Technical Support

Customer may submit support requests via email at support@nonce.app or through the in-platform support portal. Provider will use commercially reasonable efforts to respond to support requests during business hours (Monday–Friday, 9:00 AM – 6:00 PM SGT, excluding Singapore public holidays). Onboarding and implementation assistance is available upon request.

SLA

Provider's availability commitments and service credit policies are described in the Service Level Agreement, which is incorporated by reference. Service Credits as defined in the SLA are the sole and exclusive remedy for any failure to meet availability commitments.

Key Terms

Customer

The company or person who accesses or uses the Product. If the person accepting this Agreement is doing so on behalf of a company, all use of the word "Customer" in the Agreement will mean that company.

Provider

NONCE TECHNOLOGY PTE. LTD.

Effective Date

The date Customer first accepts this Agreement.

Governing Law

The laws of Singapore

Chosen Courts

The courts of Singapore

Covered Claims

Provider Covered Claims

Any action, proceeding, or claim that the Cloud Service, when used by Customer according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else's intellectual property or other proprietary rights.

Customer Covered Claims

Any action, proceeding, or claim that (1) the Customer Content, when used according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else's intellectual property or other proprietary rights; or (2) results from Customer's breach or alleged breach of Section 2.1 (Restrictions on Customer).

General Cap Amount

The fees paid or payable by Customer to Provider in the 12 month period immediately before the claim.

Notice Address

For Provider: notices@nonce.app

For Customer: The main email address on Customer's account

1. Acceptable Use Policy

1.1 Permitted Use

Customer may access and use the Cloud Service solely for Customer's internal business operations related to the management, monitoring, and optimization of Bitcoin mining activities. Use must be in accordance with this Agreement and any applicable documentation provided by Provider.

1.2 Prohibited Activities

Customer shall not:

  • Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Cloud Service
  • Circumvent or disable any security or access control features
  • Use the Cloud Service to develop a competing product or service
  • Sublicense, resell, or redistribute the Cloud Service without prior written consent
  • Transmit any malware, viruses, or harmful code through the Cloud Service
  • Use the Cloud Service in any manner that violates applicable laws or regulations
  • Attempt unauthorized access to any systems or networks connected to the Cloud Service
  • Use the Cloud Service to facilitate any illegal mining operations

1.3 Compliance with Laws

Customer is responsible for ensuring that its use of the Cloud Service complies with all applicable local, national, and international laws, regulations, and industry standards, including but not limited to those governing cryptocurrency mining, energy consumption, and data protection in Customer's jurisdiction.

1.4 Account Security

Customer is responsible for maintaining the confidentiality of its account credentials and for all activities that occur under its account. Customer shall promptly notify Provider of any unauthorized use of its account or any other breach of security. Provider shall not be liable for any loss arising from Customer's failure to protect its account credentials.

1.5 Enforcement

Provider reserves the right to investigate and take appropriate action against any violation of this Acceptable Use Policy, including suspension or termination of Customer's access to the Cloud Service without prior notice if Provider reasonably determines that Customer's use poses a security risk or violates this Agreement.

2. Data Processing & Privacy

2.1 Data Processing

Provider processes Customer data solely as necessary to deliver and maintain the Cloud Service. Provider shall not use Customer data for any purpose other than providing the Cloud Service unless otherwise agreed in writing or required by applicable law.

2.2 Privacy Policy

Provider's collection, use, and protection of personal data is governed by the Privacy Policy, which is incorporated into this Agreement by reference. Customer acknowledges that it has read and understood the Privacy Policy.

2.3 Customer Data Ownership

As between the parties, Customer retains all right, title, and interest in and to Customer Content, including all mining operational data, device configurations, performance metrics, and any other data uploaded to or generated through Customer's use of the Cloud Service.

2.4 Data Portability

Customer may export its data from the Cloud Service at any time during the Subscription Period using the export functionality provided within the platform. Provider shall make Customer data available for export in a commonly used, machine-readable format upon reasonable request.

3. Intellectual Property

3.1 Provider IP

Provider retains all right, title, and interest in and to the Cloud Service, including all software, algorithms, analytics models, user interfaces, designs, documentation, and any improvements or derivatives thereof. Nothing in this Agreement transfers any ownership rights in the Cloud Service to Customer.

3.2 Customer Content License

Customer grants Provider a limited, non-exclusive license to use, process, and display Customer Content solely as necessary to provide the Cloud Service in accordance with this Agreement. This license terminates upon expiration or termination of the Agreement.

3.3 Feedback

If Customer provides suggestions, feature requests, or other feedback regarding the Cloud Service, Provider may use such feedback without restriction or obligation to Customer. Customer hereby assigns to Provider all right, title, and interest in any such feedback.

3.4 Trademarks

Neither party grants the other any right to use its trademarks, trade names, or logos without prior written consent. Any permitted use must comply with the trademark owner's usage guidelines.

4. Disclaimers & Limitations

4.1 Disclaimer of Warranties

EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE CLOUD SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

4.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PROVIDER'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE GENERAL CAP AMOUNT DEFINED IN THE KEY TERMS. THIS LIMITATION APPLIES REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE.

4.3 Exclusions

IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITY, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

4.4 No Cryptocurrency Guarantees

The Cloud Service provides operational management and analytics tools only. Provider does not guarantee any particular cryptocurrency mining profitability, hashrate performance, energy efficiency outcome, or Bitcoin price performance. Customer acknowledges that cryptocurrency mining involves inherent risks, including market volatility, regulatory changes, and technological shifts, none of which are within Provider's control.

5. Termination

5.1 Term

This Agreement commences on the Effective Date and continues for the Subscription Period specified in the Order Form. The Agreement will automatically renew for successive Subscription Periods unless either party provides written notice of non-renewal in accordance with the Non-Renewal Notice Period.

5.2 Termination for Cause

Either party may terminate this Agreement upon written notice if the other party materially breaches any provision of this Agreement and fails to cure such breach within thirty (30) days after receiving written notice specifying the breach.

5.3 Termination for Convenience

Customer may terminate this Agreement for convenience by providing written notice in accordance with the Non-Renewal Notice Period. Termination for convenience shall be effective at the end of the then-current Subscription Period. No refund of prepaid fees shall be provided for termination for convenience.

5.4 Effect of Termination

Upon termination or expiration of this Agreement: (a) Customer's access to the Cloud Service shall cease; (b) each party shall return or destroy any Confidential Information of the other party in its possession; and (c) any fees owed by Customer for the period prior to termination shall remain payable.

5.5 Data Retrieval

Following termination or expiration, Provider shall make Customer Content available for export for a period of thirty (30) days. After this period, Provider may delete Customer Content in accordance with its standard data retention practices. Customer is responsible for exporting its data within this window.

5.6 Survival

The following provisions shall survive termination or expiration of this Agreement: Intellectual Property (Section 3), Disclaimers & Limitations (Section 4), Data Retrieval obligations (Section 5.5), Confidentiality, Governing Law, and any other provisions that by their nature are intended to survive.

6. Changes to Terms

6.1 Right to Modify

Provider reserves the right to modify this Agreement at any time. Changes may include updates to pricing, service features, support terms, or other provisions as necessary to reflect changes in the Cloud Service or applicable law.

6.2 Notice of Changes

Provider will notify Customer of any material changes at least thirty (30) days before they take effect. Notice may be provided via email to the address associated with Customer's account or through a notification within the Cloud Service.

6.3 Acceptance

Customer's continued use of the Cloud Service after the effective date of any changes constitutes acceptance of the modified Agreement. If Customer does not agree with the changes, Customer may terminate this Agreement in accordance with the termination provisions herein before the changes take effect.

Attachments and Supplements

Security Policy

Provider is committed to protecting the security, confidentiality, and integrity of Customer data. The following outlines the administrative, technical, and physical safeguards maintained by Provider in connection with the Cloud Service.

Infrastructure Security

The Cloud Service is hosted on enterprise-grade cloud infrastructure with SOC-compliant data centers. Provider employs network segmentation, firewalls, and intrusion detection systems to protect the environment from unauthorized access.

Data Encryption

All data is encrypted in transit using TLS 1.2 or higher and at rest using AES-256 encryption. Encryption keys are managed through dedicated key management services with strict access controls and regular rotation.

Access Controls

Provider implements role-based access controls (RBAC) following the principle of least privilege. Administrative access to production systems requires multi-factor authentication (MFA). Access is reviewed on a regular basis and revoked promptly upon personnel changes.

Incident Response

Provider maintains a documented incident response plan. In the event of a confirmed security incident affecting Customer data, Provider will notify affected customers within seventy-two (72) hours and provide timely updates regarding the nature, scope, and remediation of the incident.

Business Continuity

Provider maintains regular automated backups and disaster recovery procedures with defined recovery point objectives (RPO) and recovery time objectives (RTO). Business continuity plans are tested periodically to ensure effectiveness.

Compliance & Certifications

Provider maintains a SOC 1 report and operates in compliance with applicable data protection regulations, including the Singapore Personal Data Protection Act (PDPA). Provider regularly evaluates its security posture against industry standards and best practices.

Security Monitoring & Logging

Provider employs continuous security monitoring, automated threat detection, and alerting systems. Audit logs are maintained for all system and administrative activities and retained in accordance with Provider's log retention policy.

Vulnerability Management

Provider conducts regular security assessments and vulnerability scans. Identified vulnerabilities are prioritized and remediated in a timely manner. Critical patches are applied promptly upon availability.

A detailed Security White Paper is available upon request under NDA. For security inquiries, please contact support@nonce.app.